Barings International Umbrella Fund
Prospectus
1 September 2023

PROSPECTUS
Barings International Umbrella Fund(an umbrella fund constituted as a unit trust established pursuant to the Unit Trusts Act, 1990, and authorised by theCentral Bank of Ireland pursuant to the European Communities (Undertakings for Collective Investment inTransferable Securities) Regulations 2011 (as amended))
The Directors of the Manager, whose names appear under the heading “Directors of the Manager” in the Directory section,
accept responsibility for the information contained in this Prospectus. To the best of the knowledge and belief of the
Directors (who have taken all reasonable care to ensure such is the case) the information contained in this Prospectus isin accordance with the facts and does not omit anything likely to affect the import of such information. The Directors accept
responsibility accordingly.

259571338.2

Important Information
If you are in any doubt about the contents of this Prospectus, you should consult your stockbroker, bank manager,
solicitor, accountant or other financial adviser.
Authorisation by the Central Bank of Ireland
The Unit Trust has been authorised by the Central Bank of Ireland (the “Central Bank”) as an ”Undertaking for Collective
Investment in Transferable Securities” (“UCITS”) under the European Communities (Undertakings for Collective
Investment in Transferable Securities) Regulations, 2011 as amended ( “UCITS Regulations”) and has been constituted
as a unit trust and will comply with the Central Bank UCITS Regulations. Authorisation by the Central Bank does notconstitute a warranty by the Central Bank as to the performance of the Funds and the Central Bank shall not beliable for the performance or default of the Funds.
Authorisation by the Central Bank is not an endorsement or guarantee of the Unit Trust nor is the Central Bank
responsible for the contents of this Prospectus.
An investment in the Unit Trust should not constitute a substantial proportion of an investment portfolio andmay not be appropriate for all investors.
This Prospectus (which term shall include a reference to any Supplement herein or hereto) provides information about theUnit Trust and the Funds. Prospective investors are required as part of the Account Opening Form to confirm they haveread and understood it. It contains information which prospective investors ought to know before investing in the Unit Trustand should be retained for future reference. Further copies may be obtained from the Manager or from a distributor.
Copies of the most recent annual report and, if subsequently published, the semi-annual report of the Unit Trust areavailable free of charge on request.
Units in the Unit Trust are offered only on the basis of the information contained in this Prospectus, the relevant
Supplement, the Key Information Document, the most recent annual report and, if subsequently published, the semi-annual
report of the Unit Trust. Any further information or representations given or made by any dealer, broker or other person
should be disregarded and, accordingly, should not be relied upon. No person has been authorised to give any informationor to make any representation other than those contained in the Key Information Document, this Prospectus, each relevant
Supplement, the most recent annual report and, if subsequently published, the semi-annual report of the Unit Trust and, if
given or made, such information or representation must not be relied upon as having been authorised. This Prospectus
does not constitute an offer to sell or the solicitation of an offer to buy any such Units other than the Units to which it relates
or an offer to sell or the solicitation of an offer to buy such Units by any person in any circumstances in which such offer orsolicitation is unlawful. Neither the delivery of this Prospectus or the relevant Supplements nor the issue of Units shall,
under any circumstances, create any implication that the affairs of the Unit Trust have not changed since the date hereofor that the information contained herein is correct as of any time subsequent to this date.
The Manager has taken reasonable care to ensure that the facts stated herein are true and accurate in all material respects
and that there are no other material facts the omission of which makes misleading any statement herein, whether of fact
or opinion. The Manager accepts responsibility accordingly. This Prospectus and any Supplements may be translated
into other languages. Any such translation shall only contain the same information and have the same meaning as the
English language Prospectus and Supplements. To the extent that there is any inconsistency between the English
language Prospectus and Supplements and the Prospectus/Supplements in another language, the English language
Prospectus/Supplements will prevail, except to the extent (but only to the extent) required by the laws of any jurisdiction
including the regulations or requirements of the financial regulator of such jurisdiction where the Units are sold, that in any
action based upon disclosure in the Prospectus/Supplement in a language other than English, the language of theProspectus/Supplement on which such action is based shall prevail.
The Unit Trust is an "umbrella fund" enabling investors to choose between one or more investment objectives by investingin one or more separate trust funds (a “Fund”) offered by the Unit Trust. Under the Trust Deed, the assets and liabilities
attributable to each Fund established by the Unit Trust, will be segregated by the Depositary. A separate pool of assets
will not be maintained for each Class. As of the date of this Prospectus, the Unit Trust is offering Units in the Funds
described in the most recent Supplements in force at the date of this Prospectus. The Manager may from time to time
decide to offer, with the prior approval of the Central Bank, additional separate Funds and, with prior notice to and clearance
from the Central Bank, additional Classes in existing Fund(s). In such an event, this Prospectus will be updated andamended so as to include detailed information on the new Funds and/or Classes, and/or a separate Supplement oraddendum with respect to such Funds and/or Classes will be prepared. Such updated and amended Prospectus or new
separate Supplement or addendum will not be circulated to existing Unitholders except in connection with their subscription
for Units of such Funds.
Investors may, subject to applicable law, invest in any Fund offered by the Unit Trust. Investors should choose the Fundthat best suits their specific risk and return expectations as well as their diversification needs and are encouraged to seek
independent advice in that regard. A separate pool of assets will be maintained for each Fund and will be invested inaccordance with the investment policy applicable to the relevant Fund in seeking to achieve its investment objective. The
359571338.2

Net Asset Value and the performance of the Units of the different Funds and Class thereof are expected to differ. It should
be remembered that the price of Units and the income (if any) from them may fall as well as rise and there is no guarantee
or assurance that the stated investment objective of a Fund will be achieved. Investors should note that, if specified ina Fund’s Supplement as applicable, a Redemption Charge of up to 1% of the Net Asset Value of the Units being
redeemed may be chargeable in respect of that Fund.
Unitholders should note that some or all of the dividends, management fees and other fees and expenses of aFund may be paid from capital where there is insufficient income available. Thus, on redemption of holdings,
Unitholders may not receive back the full amount invested. The policy of paying dividends from, or charging feesand expenses to capital will also have the effect of lowering the capital value of your investment and constraining
the potential for future capital growth.
Investors should be aware that the Directors may declare dividends out of capital in respect of certain Classes
and that in the event that they do, the capital of such Classes will be eroded. Such distributions will be achievedby forgoing the potential for future capital growth and that this cycle may be continued until all capital in respectof the Units is depleted. Distributions out of capital may result in the value of future returns being diminished.
Unitholders should also be aware that the payment of distributions out of capital may have different tax
implications for them compared to distributions of income and you are therefore recommended to seek tax advice
in this regard. Investors should be aware that distributions out of capital are a type of capital reimbursement.

459571338.2

GENERAL NOTICE
Potential subscribers of Units should inform themselves as to (a) the possible tax consequences, (b) the legal requirementsand (c) any foreign exchange restrictions or exchange control requirements which they might encounter under the laws of
the countries of their citizenship, residence or domicile and which might be relevant to the subscription, holding or disposalof Units. Potential subscriber’s attention is drawn to the risk factors described under the heading “Risk Considerations”
within the Prospectus.
EACH PURCHASER OF UNITS MUST COMPLY WITH ALL APPLICABLE LAWS AND REGULATIONS IN FORCE IN
EACH JURISDICTION IN WHICH IT PURCHASES, OFFERS OR SELLS SUCH UNITS OR POSSESSES OR
DISTRIBUTES THE PROSPECTUS AND MUST OBTAIN ANY CONSENT, APPROVAL OR PERMISSION REQUIREDFOR THE PURCHASE, OFFER OR SALE BY IT OF UNITS UNDER THE LAWS AND REGULATIONS IN FORCE IN ANYJURISDICTIONS TO WHICH IT IS SUBJECT OR IN WHICH IT MAKES SUCH PURCHASES, OFFERS OR SALES, AND
NONE OF THE MANAGER, THE INVESTMENT MANAGER (OR ANY OF ITS AFFILIATES), THE DEPOSITARY OR THE
ADMINISTRATOR SPECIFIED HEREIN SHALL HAVE ANY RESPONSIBILITY THEREFOR.
USTHE UNITS OFFERED HEREBY HAVE NOT BEEN RECOMMENDED, APPROVED OR DISAPPROVED BY ANY
UNITED STATES FEDERAL OR STATE SECURITIES REGULATORY AUTHORITY OR COMMISSION, NOR HAS ANY
SUCH AUTHORITY OR COMMISSION PASSED ON THE ACCURACY OR ADEQUACY OF THIS PROSPECTUS. ANY
REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
THE UNITS HAVE NOT BEEN, NOR WILL THEY BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT
OF 1933, AS AMENDED (THE “1933 ACT”), OR ANY U.S. STATE OR FOREIGN SECURITIES LAWS. THE OFFERINGOF UNITS CONTEMPLATED HEREIN (THE “OFFERING”) WILL BE MADE IN RELIANCE UPON AN EXEMPTION FROMREGISTRATION UNDER THE 1933 ACT AND THE REGULATIONS PROMULGATED THEREUNDER FOR AN OFFER
AND SALE OF SECURITIES THAT DOES NOT INVOLVE A PUBLIC OFFERING. THERE WILL BE NO PUBLIC
MARKET FOR THE UNITS. THE UNITS ARE BEING OFFERED ONLY TO “ACCREDITED INVESTORS” AS SUCHTERM IS DEFINED IN REGULATION D UNDER THE 1933 ACT AND EACH U.S. PURCHASER OF UNITS OFFEREDHEREBY MUST BE AN “ACCREDITED INVESTOR” WITHIN THE MEANING OF REGULATION D. EACH UNITEDSTATES PERSON WILL ALSO BE REQUIRED TO REPRESENT, AMONG OTHER THINGS, THAT IT IS ACQUIRINGTHE UNITS PURCHASED BY IT FOR INVESTMENT AND NOT WITH A VIEW TO RESALE OR DISTRIBUTION.
THE UNIT TRUST WILL NOT BE REGISTERED AS AN INVESTMENT COMPANY UNDER THE UNITED STATESINVESTMENT COMPANY ACT OF 1940, AS AMENDED (THE “1940 ACT”), IN RELIANCE UPON AN EXCLUSIONFROM THE DEFINITION OF “INVESTMENT COMPANY” PROVIDED IN SECTION 31(7) THEREOF, WHICH REQUIRESTHAT EACH UNITED STATES PERSON BE A “QUALIFIED PURCHASER” AS DEFINED IN THE 1940 ACT AND THAT
THE ISSUER DOES NOT MAKE OR PROPOSE TO MAKE A PUBLIC OFFERING OF ITS SECURITIES.
ACCORDINGLY, EACH UNITED STATES PERSON MAY BE REQUIRED TO REPRESENT, AMONG OTHER THINGS,THAT IT MEETS THE QUALIFICATIONS OF A “QUALIFIED PURCHASER.” THE UNIT TRUST WILL BE SUBJECT TO
SIGNIFICANTLY LESS REGULATION AND SUPERVISION THAN REGISTERED INVESTMENT COMPANIES.
WHILE THE FUNDS MAY TRADE COMMODITY FUTURES AND/OR COMMODITY OPTIONS CONTRACTS, THE
INVESTMENT MANAGER IS EXEMPT FROM REGISTRATION WITH THE COMMODITY FUTURES TRADINGCOMMISSION (THE “CFTC”) AS A COMMODITY POOL OPERATOR (“CPO”) UNDER CFTC RULE 4.13(A)(3).
THEREFORE, THE INVESTMENT MANAGER IS NOT REQUIRED TO DELIVER A CFTC COMPLIANT DISCLOSURE
DOCUMENT OR CERTIFIED ANNUAL REPORTS THAT SATISFY THE REQUIREMENTS OF THE CFTC RULES. THE
FUNDS DO, HOWEVER, INTEND TO PROVIDE INVESTORS WITH ANNUAL AUDITED FINANCIAL STATEMENTS. TO
THE EXTENT A FUND IN THE FUTURE MAY NOT RELY ON THE RULE 4.13(A)(3) EXEMPTION, IT WILL COMPLYWITH APPLICABLE CFTC RULES AND REGULATIONS OR RELY ON AN APPROPRIATE EXEMPTION FROM SUCH
RULES AND REGULATIONS.
THE CFTC EXEMPTION RULES REQUIRE, AMONG OTHER THINGS, THAT EACH PROSPECTIVE INVESTORSATISFY CERTAIN SOPHISTICATION CRITERIA, OR OTHERWISE BE AN ELIGIBLE INVESTOR SPECIFIED IN THE
RULE. SUCH RULES ALSO REQUIRE THAT UNITS BE EXEMPT FROM REGISTRATION UNDER THE 1933 ACT AND
BE OFFERED AND SOLD WITHOUT MARKETING TO THE PUBLIC IN THE UNITED STATES. THIS PROSPECTUS
HAS NOT BEEN REVIEWED OR APPROVED BY THE CFTC.
THE UNITS HELD BY UNITED STATES PERSONS WILL BE SUBJECT TO RESTRICTIONS ON TRANSFER ANDRESALE AND MAY NOT BE TRANSFERRED OR RESOLD EXCEPT AS PERMITTED UNDER THE 1933 ACT AND
APPLICABLE U.S. STATE SECURITIES LAWS, PURSUANT TO REGISTRATION OR AN EXEMPTION THEREFROM.
ACCORDINGLY, UNITED STATES PERSONS SHOULD BE AWARE THAT THEY WILL BE REQUIRED TO BEAR THE
FINANCIAL RISKS AND LACK OF LIQUIDITY OF AN INVESTMENT IN THE UNIT TRUST FOR AN INDEFINITE PERIODOF TIME. THERE WILL BE NO PUBLIC MARKET FOR THE UNITS, NO SUCH MARKET IS EXPECTED TO DEVELOPIN THE FUTURE AND THERE IS NO OBLIGATION ON THE PART OF ANY PERSON TO REGISTER THE UNITSUNDER THE 1933 ACT OR ANY U.S. STATE SECURITIES LAWS. INVESTMENT IN THE UNIT TRUST INVOLVES
559571338.2

CERTAIN SIGNIFICANT INVESTMENT RISKS, INCLUDING LOSS OF AN INVESTOR’S ENTIRE VALUE OF
INVESTMENT OR OTHER AMOUNT OF CAPITAL.
INVESTORS ARE ADVISED TO READ AND CONSIDER CAREFULLY THE INFORMATION CONTAINED IN THISPROSPECTUS AND TO REVIEW, IN PARTICULAR, THE SPECIAL CONSIDERATIONS SET FORTH UNDER THE
HEADING “RISK CONSIDERATIONS” HEREIN.
THE U.S. EMPLOYEE RETIREMENT INCOME SECURITY ACT OF 1974, AS AMENDED (“ERISA”), IMPOSES CERTAIN
LIMITATIONS ON THE INVESTMENT BY CERTAIN PENSION AND OTHER EMPLOYEE BENEFIT PLANS IN
INVESTMENTS SUCH AS THE UNIT TRUST. THEREFORE, ANY PENSION OR OTHER EMPLOYEE BENEFIT PLANCONSIDERING AN INVESTMENT IN THE UNIT TRUST SHOULD CONSULT ITS OWN COUNSEL AS TO THE LEGALEFFECTS OF SUCH INVESTMENT. NOTHING SET FORTH IN THIS PROSPECTUS, TOGETHER WITH ANYAMENDMENTS AND SUPPLEMENTS AND ANY OTHER INFORMATION (WHETHER PROVIDED ORALLY OR IN
WRITING) CONSTITUTES A RECOMMENDATION THAT ANY PERSON TAKE OR REFRAIN FROM TAKING ANYCOURSE OF ACTION WITHIN THE MEANING OF U.S. DEPARTMENT OF LABOR REGULATION §2510.3-21(B)(1).
THIS PROSPECTUS, TOGETHER WITH ANY AMENDMENTS AND SUPPLEMENTS AND ANY OTHER INFORMATIONTHAT MAY BE FURNISHED TO PROSPECTIVE INVESTORS BY THE UNIT TRUST, CONTAINS FORWARD-LOOKING
STATEMENTS WITHIN THE MEANING OF THE UNITED STATES FEDERAL SECURITIES LAWS. FORWARDLOOKING STATEMENTS ARE THOSE THAT PREDICT OR DESCRIBE FUTURE EVENTS OR TRENDS AND THAT DO
NOT RELATE SOLELY TO HISTORICAL MATTERS. FOR EXAMPLE, FORWARD-LOOKING STATEMENTS MAY
PREDICT FUTURE ECONOMIC PERFORMANCE, DESCRIBE PLANS AND OBJECTIVES OF MANAGEMENT FOR
FUTURE OPERATIONS AND MAKE PROJECTIONS OF REVENUE, INVESTMENT RETURNS OR OTHER FINANCIAL
ITEMS. A PROSPECTIVE INVESTOR CAN GENERALLY IDENTIFY FORWARD-LOOKING STATEMENTS AS
STATEMENTS CONTAINING THE WORDS “WILL,” “BELIEVE,” “EXPECT,” “ANTICIPATE,” “INTEND,”“CONTEMPLATE,” “ESTIMATE,” “ASSUME” OR OTHER SIMILAR EXPRESSIONS. SUCH FORWARD-LOOKING
STATEMENTS ARE INHERENTLY UNCERTAIN, BECAUSE THE MATTERS THEY DESCRIBE ARE SUBJECT TOKNOWN (AND UNKNOWN) RISKS, UNCERTAINTIES AND OTHER UNPREDICTABLE FACTORS, MANY OF WHICH
ARE BEYOND THE MANAGER’S CONTROL. NO REPRESENTATIONS OR WARRANTIES ARE MADE AS TO THE
ACCURACY OF SUCH FORWARD-LOOKING STATEMENTS. MANY RELEVANT RISKS ARE DESCRIBED UNDER
THE HEADING “RISK CONSIDERATIONS” HEREIN, AND A PROSPECTIVE INVESTOR SHOULD CONSIDER THE
IMPORTANT FACTORS LISTED THEREIN AS SUCH PROSPECTIVE INVESTOR READS THIS PROSPECTUS ANDCONSIDERS AN INVESTMENT IN THE UNIT TRUST.
THE DISTRIBUTION OF THIS PROSPECTUS AND THE OFFER AND SALE OF UNITS IN CERTAIN JURISDICTIONS
MAY BE RESTRICTED BY LAW. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER TO SELL OR THE
SOLICITATION OF AN OFFER TO BUY IN ANY UNITED STATES STATE OR OTHER JURISDICTION TO ANY PERSONTO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER OR SOLICITATION IN SUCH STATE OR JURISDICTION. THISPROSPECTUS IS NOT, AND UNDER NO CIRCUMSTANCES IS IT TO BE CONSTRUED AS, AN ADVERTISEMENT,AND THE OFFERING CONTEMPLATED IN THIS PROSPECTUS IS NOT, AND UNDER NO CIRCUMSTANCES IS IT
TO BE CONSTRUED AS, A PUBLIC OFFERING OF THE UNITS. THIS PROSPECTUS IS FOR THE CONFIDENTIALUSE OF ONLY THOSE PERSONS TO WHOM IT IS TRANSMITTED IN CONNECTION WITH THIS OFFERING.
JAPANTHE UNITS HAVE NOT BEEN AND WILL NOT BE REGISTERED PURSUANT TO ARTICLE 4, PARAGRAPH 1 OF THE
FINANCIAL INSTRUMENTS AND EXCHANGE LAW OF JAPAN (LAW NO. 25 OF 1948, AS AMENDED) AND,ACCORDINGLY, NONE OF THE UNITS NOR ANY INTEREST THEREIN MAY BE OFFERED OR SOLD, DIRECTLY OR
INDIRECTLY, IN JAPAN OR TO, OR FOR THE BENEFIT, OF ANY JAPANESE PERSON OR TO OTHERS FOR REOFFERING OR RESALE, DIRECTLY OR INDIRECTLY, IN JAPAN OR TO ANY JAPANESE PERSON EXCEPT UNDERCIRCUMSTANCES WHICH WILL RESULT IN COMPLIANCE WITH ALL APPLICABLE LAWS, REGULATIONS ANDGUIDELINES PROMULGATED BY THE RELEVANT JAPANESE GOVERNMENTAL AND REGULATORYAUTHORITIES AND IN EFFECT AT THE RELEVANT TIME. FOR THIS PURPOSE, A “JAPANESE PERSON” MEANS
ANY PERSON RESIDENT IN JAPAN, INCLUDING ANY CORPORATION OR OTHER ENTITY ORGANISED UNDER
THE LAWS OF JAPAN.
UK
THE UNIT TRUST IS A RECOGNISED COLLECTIVE INVESTMENT SCHEME FOR THE PURPOSES OF THE
FINANCIAL SERVICES AND MARKETS ACT 2000 (THE “FSMA”) OF THE UNITED KINGDOM. THIS PROSPECTUS
WILL BE DISTRIBUTED IN THE UNITED KINGDOM BY OR ON BEHALF OF THE MANAGER AND IS APPROVED BY
BARING ASSET MANAGEMENT LIMITED (THE “INVESTMENT MANAGER”), WHICH IS AUTHORISED AND
REGULATED BY THE FINANCIAL CONDUCT AUTHORITY (“FCA”) FOR THE PURPOSES OF THE FINANCIALSERVICES AND MARKETS ACT 2000 (FSMA).

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Directory
ADMINISTRATORNorthern Trust International
Services (Ireland) Limited
Georges Court
54-62 Townsend Street
Dublin 2
Ireland

MANAGER
Baring International Fund Managers(Ireland) Limited
Registered Office:70 Sir John Rogerson’s Quay
Dublin 2
Ireland
DIRECTORS OF THE MANAGER
Alan Behen
Sylvester O'Byrne
Barbara Healy
Paul Smyth
Rhian Williams

LEGAL ADVISERS
IRISH LAW
Matheson LLP
70 Sir John Rogerson’s Quay
Dublin 2
Ireland

INVESTMENT MANAGER
Baring Asset Management Limited
20 Old Bailey
London EC4M 7BF
UK

AUDITORS
PricewaterhouseCoopers
Chartered Accountants
One Spencer Dock
North Wall Quay
Dublin 1
IrelandDEPOSITARY
Northern Trust Fiduciary Services (Ireland) Limited
Georges Court
54-62 Townsend Street
Dublin 2
IrelandFund

Administration

SPONSORING BROKERS
Matheson LLP
70 Sir John Rogerson’s Quay
Dublin 2
IrelandPlease refer to the section “Manager, Investment Manager, Depositary and Administrator” within this Prospectus formore details.

759571338.2

Table of Contents
Definitions ........................................................................................................................................................................... 9
Introduction ....................................................................................................................................................................... 15
Allocation of Assets and Liabilities .................................................................................................................................... 15
Investment Policy: General ............................................................................................................................................... 16
Risk Considerations .......................................................................................................................................................... 23
Borrowings ........................................................................................................................................................................ 42
Charges and Expenses ..................................................................................................................................................... 42
Administration of the Unit Trust ......................................................................................................................................... 44
Determination of Net Asset Value ..................................................................................................................................... 44
Dividend Policy.................................................................................................................................................................. 46
Subscription of Units ......................................................................................................................................................... 46
Redemption of Units .......................................................................................................................................................... 50
Conversion of Units ........................................................................................................................................................... 52
Transfer of Ownership of Units .......................................................................................................................................... 53
Manager, Investment Manager, Depositary and Administrator ......................................................................................... 54
Report and Accounts ......................................................................................................................................................... 56
Taxation ............................................................................................................................................................................ 57
Meetings of Unitholders..................................................................................................................................................... 63
Duration of the Unit Trust .................................................................................................................................................. 63
General Information .......................................................................................................................................................... 64
Proxy Voting Policies and Procedures .............................................................................................................................. 64
Best Execution .................................................................................................................................................................. 64
Inducements...................................................................................................................................................................... 65
Documents Available for Inspection .................................................................................................................................. 65
Appendix I – Investment Restrictions ................................................................................................................................ 66
Appendix II – Eligible Securities & Derivatives Markets .................................................................................................... 71
Appendix III – Efficient Portfolio Management................................................................................................................... 74
Appendix IV – The Depositary’s Sub-Custodians.............................................................................................................. 77
Barings ASEAN Frontiers Fund ......................................................................................................................................... 81
Barings Asia Growth Fund ................................................................................................................................................ 92
Barings Australia Fund .................................................................................................................................................... 103
Barings Europa Fund ...................................................................................................................................................... 114
Barings Hong Kong China Fund ...................................................................................................................................... 125
Barings Global Bond Fund .............................................................................................................................................. 136
Barings Global Balanced Fund........................................................................................................................................ 150
Barings Global Technology Equity Fund ......................................................................................................................... 152
Barings China A-Share Fund .......................................................................................................................................... 163
Barings German Growth Fund ........................................................................................................................................ 166
Barings Global Dividend Champions Fund...................................................................................................................... 169
Barings Global Equity Allocation Fund ............................................................................................................................ 182
Barings Europe Select Fund ........................................................................................................................................... 185
Barings Eastern Europe Fund ......................................................................................................................................... 196
Additional Information for Investors in the Federal Republic of Germany........................................................................ 200

859571338.2

Definitions“Accounting Date”

30 April of each year by reference to which annual accounts for the Unit
Trust are prepared or such other date as the Manager may from time totime decide.

“Accounting Period”

a period ending on an Accounting Date and commencing on the day
following expiry of the last Accounting Period.

“Account Opening Form”

any initial application to be completed by investors as prescribed by theManager from time to time.

“Act”

Unit Trusts Act, 1990 or any amendment thereto for the time being in force.

“Administrator”

Northern Trust International Fund Administration Services (Ireland) Limitedor any other person or persons for the time being duly appointed by theManager as administrator of the Unit Trust in succession thereto with theprior approval of the Central Bank.

“Administration
Agreement”

the Administration Services Agreement made between the Manager, theDepositary and the Administrator, as may be amended or supplemented
from time to time.

“AUD”, “Australian

the currency of Australia.

Dollar”“Base Currency”

the currency of account of a Fund as specified in the Prospectus.

“Bond Connect”

the initiative launched in July 2017 for mutual bond market access between
Hong Kong and Mainland China.

“Business Day”

in relation to a Fund any day other than Saturday or Sunday on which banks
in both Ireland and the UK are open for business, or as otherwise specified
in the Supplement for the relevant Fund.

“CCDC”

the China Central Depository & Clearing Co., Ltd.

“Central Bank”

the Central Bank of Ireland.

“Central Bank UCITS

the Central Bank (Supervision and Enforcement) Act 2013 (Section 48(1)(Undertakings for Collective Investment in Transferable Securities))
Regulations 2019 as may be amended, constituted or substituted from time
to time and any notices or guidance issued by the Central Bank pursuant
thereto for the time being in force.

Regulations”“China Interbank Bond Market”

the Mainland China interbank bond markets.

“CIBM Initiative”

the regime launched in February 2016 for foreign institutional investors toinvest in the China Interbank Bond Market.

“Class”, “Classes”

a particular division of Units in a Fund.

“Class Currency”

the currency in which a Class is designated.

“CMU”

the Central Moneymarkets Unit, an organization established by the Hong
Kong Monetary Authority to provide CMU members with securities transfer
services.

“CoCos”

contingent convertible bond(s).

“Collection Account”

the account operated by the Administrator into which all subscription
monies are received and from which all redemption and distribution
proceeds are paid as described under the heading “Collection Account”.

“CSRC”

the China Securities Regulatory Commission.

959571338.2

“Data Protection
Legislation”“Dealing Day”

(i) the Data Protection Acts 1988 and 2003 or any other legislation or
regulations implementing Directive 95/46/EC, (ii) the European
Communities (Electronic Communications Networks and Services) (Privacy
and Electronic Communications) Regulations 2011, (iii) the General Data
Protection Regulation (Regulation (EU) 2016/679 of the European
Parliament and the Council of 27 April 2016) and any consequential
national data protection legislation and (iv) any guidance and/or codes ofpractice issued by the Irish Data Protection Commissioner or other relevantsupervisory authority, including without limitation the European Data
Protection Board.
(i) each Business Day (unless the determination of the Net Asset Value ofthe Fund has been suspended for the reasons specified in the Prospectus
and provided that if the day is a Business Day other than one which is as
defined in the relevant Supplement, the Manager will provide advancenotice of this fact to all Unitholders in the Fund), or(ii) any other day which the Manager may, with the approval of the
Depositary, have determined, subject to advance notice to all Unitholders
in the Fund and provided there is at least one Dealing Day per fortnight.

“Declaration”

a valid declaration in a form prescribed by the Irish Revenue
Commissioners for the purposes of Section 739D of the Taxes Act.

“Depositary”

Northern Trust Fiduciary Services (Ireland) Limited or any other person or
persons for the time being duly appointed as depositary of the Unit Trust in
succession thereto with the prior approval of the Central Bank.

“Directors”

the directors of the Manager or any duly authorised committee or delegate
thereof.

“EMIR”

European Market Infrastructure Regulation on derivatives, central
counterparties and trade repositories which imposes requirements on all
types and sizes of entities that enter into any form of FDI, including those
not involved in financial services and also establishes common
organisational, conduct of business and prudential standards for central
counterparties (CCPs) and trade repositories.

“ESMA Guidelines”

the European Securities and Markets Authority’s Final report - Guidelines
on sound remuneration policies under the UCITS Directive and AIFMD(ESMA/2016/411).

“Euro”, “€”, “EUR”

the currency of certain member states of the European Union.

“Euronext Dublin”

the Irish Stock Exchange trading as Euronext Dublin.

“European Economic

the countries which are members of the EEA.

Area (EEA)”“Exempt Investor”

Irish Residents who are permitted (whether by legislation or by express
concession of the Irish Revenue Commissioners to hold Units in the Unit
Trust without requiring the Unit Trust to deduct or account for Irish tax as
more fully described in the section of the Prospectus entitled “Taxation”.

“Extraordinary Resolution”

a resolution proposed as such and passed as such by a majority consistingof 75 per cent, or more of the total number of votes cast for and against
such resolution, of a meeting of Unitholders or, as the case may require,
Unitholders of a particular Class, duly convened and held in accordancewith the provisions contained in the Trust Deed.

“FCA”

the Financial Conduct Authority of the United Kingdom.

"FCA Handbook"the FCA Handbook of Rules and Guidance, as amended from time to time.

“FDI”

a financial derivative instrument, which is a contract between two or moreparties whose value is derived from one or more underlying assets.

1059571338.2

“FSMA”

the Financial Services and Markets Act, 2000 of the United Kingdom.

“Fund” or “Funds"

a sub-fund of the Unit Trust representing the designation by the Manager
of a particular Class or Classes as a sub-fund the proceeds of issue of
which are pooled separately and invested in accordance with theinvestment objective and policies applicable to such sub-fund and which isestablished by the Manager from time to time with the approval of theCentral Bank.

“GITA”

the German Investment Tax Act (Investmentsteuergesetz), as may beamended.

“Global Exchange

the global exchange market of Euronext Dublin.

Market”“Hedged Class”

the relevant Classes which have been indicated as hedged classes in therelevant Supplement and in respect of which currency hedging will be
implemented.

“HMRC”Her Majesty’s Revenue & Customs in the United Kingdom.

“HKD”,

the currency of Hong Kong.

“Hong Kong Dollar”“Investment Grade”

a rating which is “BBB-” or higher from the rating agency Standard & Poor’s
or Fitch, “Baa3” or higher from the Moody’s Investor Services, or theequivalent rating of another internationally recognised rating agency.

“Investment Management

the investment management agreement between the Manager and Baring
Asset Management Limited, as amended.

Agreement”“Investment Manager”

Baring Asset Management Limited or any other person or persons for thetime being duly appointed as investment manager of the Unit Trust in
succession thereto in accordance with the requirements of the Central
Bank.

“Investor Money

the Central Bank (Supervision and Enforcement) Act 2013 (Section 48(1))
Investor Money Regulations 2015 for Fund Service Providers.

Regulations”“Ireland”

the Republic of Ireland.

“Irish Resident”

unless otherwise determined by the Manager, any company resident, orother person resident or ordinarily resident, in Ireland for the purposes of
Irish tax. Please see the “Taxation” section below.

“Irish Revenue

the Irish authority responsible for taxation and customs duties.

Commissioners”“Key Information Documents”

the key information documents / key investor information documents
prepared in accordance with the PRIIPs Regulations or the UCITS
Regulations, as applicable, which are available in relation to each available
Class in the Funds.

“Manager”

Baring International Fund Managers (Ireland) Limited or any other person
or persons for the time being duly appointed as manager of the Unit Trustin succession thereto in accordance with the requirements of the Central
Bank.

“Member State”

a member state of the European Union.

“Minimum Investment”

such amount in respect of initial and/or subsequent subscriptions as may
be specified in the Prospectus or as the Manager may determine and notify
to investors.

1159571338.2

“Minimum Holding”

the minimum number or value of Units which must be held by Unitholders
as specified in the Prospectus.

“Money Market

instruments normally dealt in on the money market which are liquid andhave a value which can be accurately determined at any time. Examples ofsuch Money Market Instruments include certificates, deposits and listed
short-term fixed and floating rate securities (including government andcorporate notes and bonds).

Instruments”“Net Asset Value”, “NAV”

the net asset value of a Fund or a relevant Class, as the case may be,
determined in accordance with the principles set out in the section“Determination of Net Asset Value” within this Prospectus.

“OECD”

the Organisation for Economic Co-operation and Development. The thirtyeight following countries are members of the OECD as of the date of thisProspectus: Australia, Austria, Belgium, Canada, Chile, Costa Rica,
Colombia, the Czech Republic, Denmark, Estonia, Finland, France,
Germany, Greece, Hungary, Iceland, Ireland, Israel, Italy, Japan, Korea,
Latvia, Lithuania, Luxembourg, Mexico, the Netherlands, New Zealand,
Norway, Poland, Portugal, Slovak Republic, Slovenia, Spain, Sweden,
Switzerland, Turkey, the United Kingdom and the United States.

“Official List”

the list of securities or shares admitted to the official list and trading on the
Global Exchange Market of Euronext Dublin and published daily.

“Ordinary Resolution”

a resolution proposed as such at a meeting of Unitholders of the Unit Trust,a Fund or, as the case may require, Unitholders of a particular Class
convened and held in accordance with the provisions of the Trust Deed andpassed as such at such meeting by a simple majority of the total number ofvotes cast for and against such resolution.

“PRC”, “Mainland China”

the People’s Republic of China excluding Hong Kong, Macau and Taiwan
for the purpose of this Prospectus.

“Preliminary Charge”

a fee charged on subscriptions as specified in the Prospectus or suchhigher amount as may be approved by an Extraordinary Resolution.

“Privacy Statement”

the privacy statement adopted by the Manager in respect of the Unit Trust,as amended from time to time. The current version is available via thewebsite www.barings.com.

“PRIIPs Regulations”

Regulation (EU) No 1286/2014 of the European Parliament and of theCouncil of 26 November 2014 on key information documents for packaged
retail and insurance-based investment products (and as may be further
amended, supplemented or replaced from time to time).

“Prospectus”

this document as may be amended, supplemented or modified from time to
time.

“QFI”

qualified foreign investor(s) approved pursuant to the relevant PRC laws
and regulations, as may be promulgated and/or amended from time to time,
including qualified foreign institutional investors (QFII) and RMB qualified
foreign institutional investors (RQFII).

“QFI Regulations”

the measures issued by the relevant authorities in the PRC with respect to
the QFI, as may be amended.

“Redemption Charge”

a percentage of the Net Asset Value per Unit as specified in the Prospectus
or such higher amount as may be approved by an Extraordinary Resolution.

“Recognised Exchange”

any regulated stock exchange or market on which a Fund may invest. A listof those stock exchanges and markets is contained in this Prospectus.

“Regulations”

the UCITS Regulations and the Central Bank UCITS Regulations.

“Renminbi”, “RMB”

the currency of the PRC.

1259571338.2

“Semi-Annual

31 October in each year.

Accounting Date”“Settlement Date”

three Business Days following the relevant Dealing Day.

“SFTR”

Regulation EU 2015/2365 of the European Parliament and of the Council
on transparency of securities financing transactions and of reuse andamending Regulation (EU) No 648/2012.

“SHCH”

the Shanghai Clearing House, a financial market infrastructure approved
and directed by the People’s Bank of China, is a qualified central
counterparty accepted by the People’s Bank of China and also one of thecentral securities depositories in Mainland China.

“Specified US Person”(i) a US citizen or resident individual, (ii) a partnership or corporation
organized in the United States or under the laws of the United States or any
State thereof (iii) a trust if (a) a court within the United States would haveauthority under applicable law to render orders or judgments concerning
substantially all issues regarding administration of the trust, and (b) one ormore US persons have the authority to control all substantial decisions of
the trust, or an estate of a decedent that is a citizen or resident of the UnitedStates excluding (1) a corporation the stock of which is regularly traded on
one or more established securities markets; (2) any corporation that is amember of the same expanded affiliated group, as defined in section
1471(e)(2) of the U.S. Internal Revenue Code, as a corporation describedin clause (i); (3) the United States or any wholly owned agency or
instrumentality thereof; (4) any State of the United States, any U.S.
Territory, any political subdivision of any of the foregoing, or any wholly
owned agency or instrumentality of any one or more of the foregoing; (5)any organization exempt from taxation under section 501(a) or an individual
retirement plan as defined in section 7701(a)(37) of the U.S. Internal
Revenue Code; (6) any bank as defined in section 581 of the U.S. Internal
Revenue Code; (7) any real estate investment trust as defined in section
856 of the U.S. Internal Revenue Code; (8) any regulated investmentcompany as defined in section 851 of the U.S. Internal Revenue Code or
any entity registered with the Securities Exchange Commission under theInvestment Company Act of 1940 (15 U.S.C. 80a-64); (9) any common trust
fund as defined in section 584(a) of the U.S. Internal Revenue Code; (10)any trust that is exempt from tax under section 664(c) of the U.S. Internal
Revenue Code or that is described in section 4947(a)(1) of the U.S. Internal
Revenue Code; (11) a dealer in securities, commodities, or derivative
financial instruments (including notional principal contracts, futures,
forwards, and options) that is registered as such under the laws of theUnited States or any State; or (12) a broker as defined in section 6045(c)of the U.S. Internal Revenue Code. This definition shall be interpreted inaccordance with the US Internal Revenue Code.

“Sterling”, “GBP”, “£”

the currency of the United Kingdom.

“Sub-Investment Grade”

a rating which is "BB+" or lower from the ratings agency Standard & Poor's
or Fitch, “Ba1” or lower from Moody’s Investor Services, or the equivalentrating of another internationally recognised rating agency.

“Subscription Form”

the subscription form to be completed by an investor or Unitholder in the
Unit Trust in such form as prescribed by the Manager from time to time.

“Supplement”

any supplement issued by the Manager in connection with a Fund from time
to time which is appended to the Prospectus or which takes the form of aseparate document and which, in either case, forms part of the Prospectus.

“Swiss Franc”, “CHF”

the currency of Switzerland.

“TCA 1997”, “Taxes Act”

the Irish Taxes Consolidation Act 1997, as amended from time to time.

“Transferable Securities”(a)shares in companies and other securities equivalent to shares incompanies;(b)bonds and other form of securitised debt;
1359571338.2

(c)any other negotiable securities which carry the right to acquire
such transferable securities by subscription or exchange otherthan techniques and investments for efficient portfolio
management.

“Trust Deed”

the Trust Deed made between Baring International Fund Managers(Ireland) Limited as Manager and Northern Trust Fiduciary Services(Ireland) Limited as Depositary, as may be amended and restated from time
to time.

“UCITS”

an undertaking for collective investment in transferable securities within themeaning of the UCITS Regulations.

“UCITS Directive”

Directive 2009/65/EC of the European Parliament and of the Council of 13
July 2009 on the coordination of laws, regulations and administrative
provisions relating to undertakings for collective investment in transferable
securities as amended by Directive 2014/91/EU of the European
Parliament and of the Council of 23 July 2014 as regards depositary
functions, remunerations policies and sanctions, including its mandatory
implementing regulations.

“UCITS Regulations”

the European Communities (Undertakings for Collective Investment inTransferable Securities) Regulations, 2011 (as amended) and all applicable
Central Bank regulations made or conditions imposed or derogations
granted thereunder as may be amended from time to time.

“Unit”an undivided share in the assets of a Fund.

“United States”, “US”, “U.S.”

the United States of America, its territories, possessions and all areas
subject to its jurisdiction (including the Commonwealth of Puerto Rico).

“United States Person”

any citizen or resident of the United States, any corporation, trust,
partnership or other entity created or organised in or under the laws of theUnited States, any state thereof or any estate or trust the income of which
is subject to United States federal income tax, regardless of source. The
expression also includes any person falling within the definition of the term
"U.S. Person" under Regulation S promulgated under the United States
Securities Act of 1933 (as amended).

“Unitholder”

a person who is registered as a holder of Units in the Register of Unitholders
for the time being kept by or on behalf of the Unit Trust.

“Unit Trust”

Barings International Umbrella Fund.

“US Dollar”, “USD”, “US$”the currency of the United States of America.

“Valuation Point”

12 noon (Irish time) on every Dealing Day. The Manager, with the approvalof the Depositary, may change the Valuation Point of a Fund upon giving
reasonable advance notice to Unitholders provided that in any event,dealing will always be on a forward pricing basis.

1459571338.2

Introduction
The Unit Trust was established pursuant to a trust deed made between Baring International Fund Managers (Ireland)
Limited as Manager (the “Manager”) and Northern Trust Fiduciary Services (Ireland) Limited as Depositary (the“Depositary”), as amended and restated from time to time and is authorised by the Central Bank as a UCITS pursuant to
the UCITS Regulations. The object of the Unit Trust is the collective investment of capital raised from the public intransferable securities and/or in other liquid financial assets in accordance with the UCITS Regulations operating on theprinciple of risk spreading.
The Unit Trust is organised in the form of an umbrella fund. The Trust Deed provides that the Unit Trust may offer separate
Funds. Each Fund will have a distinct portfolio of investments. The Unit Trust has obtained the approval of the Central
Bank for the establishment of the Funds set out below. Information specific to a Fund will be set out in each Supplement.
Funds of the Unit TrustBarings ASEAN Frontiers Fund
Barings Asia Growth Fund
Barings Australia Fund
Barings Europa Fund
Barings Hong Kong China Fund
Barings Global Bond Fund
Barings Global Balanced Fund
Barings Global Equity Allocation Fund
Barings Global Technology Equity Fund
Barings Global Leaders Fund
Barings Global Resources Fund
Barings Eastern Europe Fund
Barings Global Emerging Markets Fund
Barings Latin America Fund
Barings China A-Share Fund
Barings Europe Select Fund
Barings German Growth Fund
Barings Global Dividend Champions FundWith the prior approval of the Central Bank, the Manager from time to time may create an additional Fund or Funds, theinvestment policies and objectives for which shall be outlined in a Supplement, together with details of the initial offer
period, the initial subscription price for each Unit and such other relevant information in relation to the additional Fund or
Funds as the Manager deems appropriate, or the Central Bank requires, to be included. Each Supplement shall form partof, and should be read in conjunction with, this Prospectus, whether or not it is contained therein as one document. In
addition, the Manager may create additional Classes within a Fund to accommodate different charges and/or fees and/or
brokerage arrangements provided that the Central Bank is notified in advance, and gives prior clearance, of the creationof any such additional Class.

Allocation of Assets and Liabilities
Under the Trust Deed, the Depositary is required to establish a separate Fund with separate records in the following
manner:(a)records and accounts of each Fund shall be maintained separately and in such currency as the Manager and the
Depositary shall from time to time determine;(b)

the proceeds from the issue of each Class (excluding the Preliminary Charge) shall be applied to the Fundestablished for that Class, and the assets and liabilities and income and expenditure attributable thereto shall beapplied to such Fund subject to the provisions of the Trust Deed;(c)where any asset is derived from another asset, the derived asset shall be applied to the same Fund as the assets
from which it was derived and on each revaluation of an asset the increase or diminution in value shall be applied
to the relevant Fund;(d)in the case of any asset which the Depositary does not consider as attributable to a particular Fund or Funds, theDepositary shall have discretion, subject to the approval of the Manager and the auditors, to determine the basis
upon which any such asset shall be allocated between Funds, and the Depositary shall have power at any time andfrom time to time, subject to the approval of the Manager and the auditors, to vary such basis provided that theapproval of the Manager and of the auditors shall not be required in any case where the asset is allocated between
all Funds pro rata to their Net Asset Values at the time when the allocation is made;1559571338.2

(e)the Depositary shall have discretion, subject to the approval of the Manager and the auditors, to determine the basis
upon which any liability shall be allocated between Funds (including conditions as to the subsequent re-allocation
thereof if circumstances so permit) and shall have power at any time and from time to time to vary such basis,
provided that the approval of the Manager and the auditors shall not be required in any case where a liability isallocated to the Fund or Funds to which in the opinion of the Depositary it relates or if in the opinion of the Depositary
it does not relate to any particular Fund or Funds, between all the underlying Funds pro rata to their Net Asset
Values;(f)

subject to the approval of the Manager and the auditors, the Depositary may transfer any assets to and from Funds
if, as a result of a creditor proceeding against certain of the assets of the Unit Trust or otherwise, a liability would
be borne in a different manner from that in which it would have been borne under paragraph (e) above or in any
similar circumstances; and(g)subject to paragraph (f) above, the assets of each Fund shall belong exclusively to that Fund, shall be segregatedfrom other Funds and shall not be used to discharge directly or indirectly the liabilities of or claims against any other
Fund and shall not be available for any such purpose.

Investment Policy: General
The Funds will invest in transferable securities and/or other liquid assets listed or traded on Recognised Exchange and, tothe extent specified in the relevant Supplement, in units/shares of other investment funds, all in accordance with theinvestment restrictions described in Appendix I – Investment Restrictions.
In addition, and to the extent only that the Investment Manager deems consistent with the investment policies of the Funds,
the Funds may utilise for the purposes of efficient portfolio management, the investment techniques and instruments
described in Appendix III – Efficient Portfolio Management. Such investment techniques and instruments may include FDIs.
To the extent only that the Investment Manager deems consistent with the investment policies of the Funds, and inaccordance with the requirements of the Central Bank, the Funds may also utilise FDIs for investment purposes. The
Investment Manager will employ a risk management process which will enable it to accurately measure, monitor andmanage the risks attached to FDIs, and details of this process have been provided to the Central Bank. The Investment
Manager will not utilise FDIs which have not been included in the risk management process until such time as a revised
risk management process has been filed with the Central Bank.
Investors’ attention is particularly drawn to the fact that the portfolio for each Fund may, in addition to any investments
referred to below, include deposits, instruments with floating interest rates and short-term paper including treasury bills,
certificates of deposit and bankers’ acceptances and other ancillary liquid assets. The Manager does not expect to retain
substantial amounts of assets in this form except if they consider such investments to be in the best interests of Unitholders.
Where the investment policy of a Fund requires a particular percentage of that Fund to be invested in a specific type or
range of investments, such requirement will not apply under extraordinary market conditions, in which circumstances
investment may be made into asset classes other than those in which the Fund is normally invested in order to mitigate
the Fund’s exposure to market risk. Examples of extraordinary market conditions include economic conditions, politicalrisks or world events, high downside risks during uncertainties, or closure of relevant market(s) due to unexpected events,
such as political unrest, war or bankruptcy of large financial institutions. During such periods, a Fund may temporarily
invest up to 100% of its Net Asset Value in cash, deposits, treasury bills, government bonds or short-term Money Market
Instruments or have substantial holdings in cash and cash equivalents.
Each Fund may invest in other collective investment schemes. The Investment Manager will only invest in closed ended
collective investment schemes where it believes that such investment will not prohibit the Fund from providing the level ofliquidity to Unitholders referred to in this Prospectus and each relevant Supplement. The closed ended collective
investment schemes in which the Funds may invest shall include, without limitation, closed ended collective investment
schemes listed or traded on the New York Stock Exchange, Euronext Dublin and the London Stock Exchange. Where it isappropriate to its investment objective and policies a Fund may also invest in other Funds of this Unit Trust. A Fund may
only invest in another Fund of this Unit Trust if the Fund in which it is investing does not itself hold Units in any other Fundof this Unit Trust. Any Fund that is invested in another Fund of this Unit Trust will be invested in a Class for which no
management or investment management fee is charged. No subscription, conversion or redemption fees will be charged
on any such cross investments by a Fund.
A Fund may also seek exposure to some or all of the assets referred to in the investment policy section of each Fund byobtaining exposure to financial indices, such as through futures or swaps on financial indices which will comply with therequirements in the Central Bank UCITS Regulations. Such indices may include, but are not limited to, the FTSE China
A50 (rebalanced on a quarterly basis), FTSE Bursa Malaysia KLCI (rebalanced on a semi-annual basis), MSCI Taiwan
Index (rebalanced on a quarterly basis), S&P 500 Index (rebalanced on a quarterly basis). Indices which are rebalanced
on a daily basis will not be utilised. The costs associated with gaining exposure to a financial index can be impacted by the1659571338.2

frequency with which the relevant index is rebalanced. Details of any financial indices held by a Fund will be provided toUnitholders by the Investment Manager upon request and will be set out in the semi-annual and annual accounts of theUnit Trust. Where the weighting of a particular constituent in the relevant index exceeds the UCITS investment restrictions,the Investment Manager will as a priority objective look to remedy the situation, taking into account the interests ofUnitholders and the relevant Fund.
A Fund may invest in China A shares, China B shares and/or domestic Chinese bonds provided that such investment is inaccordance with the requirements of the Central Bank and the relevant regulatory authorities in the People’s Republic ofChina. Unless otherwise specified in the relevant Supplement of a Fund, it is not intended that it will invest, whether directly
or indirectly, more than 10% of its Net Asset Value in China A and China B shares and/or more than 10% of its Net Asset
Value in domestic Chinese bonds. Should this intention be changed, at least one month’s prior notice will be given toinvestors of the relevant Fund and the Prospectus will be updated accordingly.
As of the date of this Prospectus, it is not proposed to use repurchase agreements, reverse repurchase agreements orengage in stock lending on behalf of any Fund. In the event that a Fund does propose to utilise such techniques andinstruments, Unitholders will be notified and the Prospectus will be revised in accordance with the requirements of theCentral Bank.
The investment objective and policies of a Fund are set out in the Supplement for that Fund. The investment objective ofeach Fund will not at any time be altered without the approval of an Ordinary Resolution. Changes to investment policies
which are material in nature may only be made with the approval of an Ordinary Resolution to which the changes relate.
A change would be material if, were it to be made, would alter significantly the asset type, credit quality, borrowing limits
or risk profile of the relevant Fund. In the event of a change of investment objective and/or a material change in investment
policy a reasonable notification period will be provided by the Manager and the Unit Trust will provide facilities to enable
Unitholders to redeem their Units prior to implementation of these changes.
There can be no assurance or guarantee that a Fund’s investments will be successful or its investment objective will beachieved. Please refer to the “Risk Considerations” section in this Prospectus for a discussion of those factors that should
be considered when investing in that Fund.
Benchmarks
The benchmarks of the Funds are:Fund

BenchmarkBarings ASEAN Frontiers Fund

MSCI All Country ASEAN (Total Net Return) Index

Barings Asia Growth Fund

MSCI All Country Asia ex-Japan (Total Net Return) Index

Barings Australia Fund

MSCI Australia (Total Net Return) Index

Barings Europa Fund

MSCI Europe (Total Net Return) Index

Barings Hong Kong China Fund

MSCI China 10/40 (Total Net Return) Index
FTSE World Government Bond Index

Barings Global Bond Fund

Barings Global Balanced Fund
Barings Global Technology Equity Fund

36% MSCI World (Total Net Return) Index + 24% MSCI All Country Asia
ex-Japan (Total Net Return) Index + 40% FTSE World Government Bond
Index (USD hedged)
Free-float MSCI All Country World Information
Technology/Communication Services (Total Net Return) Index

Barings China A-Share Fund

MSCI China A Onshore (Total Net Return) Index

Barings German Growth Fund

HDAX® (Total Return) Index

Barings Global Dividend Champions Fund

MSCI World (Total Net Return) Index

Barings Global Equity Allocation Fund

MSCI All Country World (Total Net Return) Index

Barings Europe Select Fund

MSCI Europe ex UK Small Cap (Total Net Return) Index

Barings Eastern Europe Fund

MSCI EM Europe 10/40 (Total Net Return) Index

Unless otherwise specified in the relevant Supplement, each Fund is actively managed and is not designed to track thebenchmark(s) as set out in the table above (the “Benchmark”) so its performance may deviate materially from theBenchmark. Unless otherwise specified in the relevant Supplement, the Investment Manager has complete discretion in
making investments and is not constrained by the Benchmark. Each Fund may invest significantly in instruments which
are not included in the Benchmark. The Benchmark is used only for risk management and performance comparison
purposes. The Investment Manager may consider, for example, issuer exposures, sector weights, country weights andtracking error in each case relative to the Benchmark but does not use the Benchmark as an investment limitation.
Efficient Portfolio Management Techniques
1759571338.2

Each Fund may employ various investment techniques for efficient portfolio management (including warrants, exchange
traded futures and options, currency forward contracts, swap agreements, contracts for differences, index-linked notes andshare and commodity index futures contracts) and hedging purposes as described under “Efficient Portfolio Management”
in Appendix III of the Prospectus and within the limits set out by the Central Bank. Investors should also refer to the section
entitled “Risk Considerations” for the risks associated with the use of efficient portfolio management techniques, which
include counterparty risk and conflict of interest risk. There can be no assurance that the Investment Manager will be
successful in employing these techniques.
Use of FDIs
Investors should note that the Funds may engage in transactions in FDIs principally for efficient portfolio management,
investment and/or for hedging purposes subject to the limits laid down by the Central Bank.
FDIs may be used (i) for hedging purposes and/or (ii) for investment purposes in accordance with the requirements of theCentral Bank. For example, a Fund may use FDIs (which will be based only on underlying assets or sectors which arepermitted under the investment policy of a Fund) (i) to hedge a currency exposure, (ii) as a substitute for taking a positionin the underlying asset where the Investment Manager feels that a derivative exposure to the underlying asset represents
better value than a direct exposure, (iii) to tailor a Fund’s interest rate exposure to the Investment Manager’s outlook forinterest rates, and/or (iv) to gain an exposure to the composition and performance of a particular index which are consistent
with the investment objective and policies of the Fund.
The Investment Manager may decide not to use any of these instruments or strategies. In addition, the Investment Manager
may decide to use instruments other than those listed below, in accordance with the requirements of the Central Bank.
Certain Funds (as detailed below in the ‘FDI Eligibility Table’) may, in addition to the investment techniques permitted for
efficient portfolio management and hedging purposes as described in Appendix III – Efficient Portfolio Management, makesubstantial use of FDIs to meet their investment strategies. Subject to the investment restrictions as set forth in Appendix
I of the Prospectus, such Funds may engage in transactions in the types of FDIs classified as eligible in the table below.

1859571338.2

FDI Eligibility Table:

Futures

Options

Warrants

Currency
ForwardContracts

Swap
Agreements

Contracts forDifference

Credit Linked
Notes

Barings ASEAN Frontiers
Fund

Yes

Yes

Yes

Yes

Yes

Yes

No

Barings Asia Growth Fund

Yes

Yes

Yes

Yes

Yes

Yes

No

Barings Australia Fund

Yes

Yes

Yes

Yes

Yes

Yes

No

Barings Europa Fund

Yes

Yes

Yes

Yes

Yes

Yes

No

Barings Hong Kong China
Fund

Yes

Yes

Yes

Yes

Yes

Yes

No

Barings Global Bond Fund

Yes

Yes

Yes

Yes

Yes

Yes

No

Barings Global Balanced
Fund

Yes

Yes

Yes

Yes

No

No

No

Barings Global Technology
Equity Fund

Yes

Yes

Yes

Yes

Yes

No

No

Barings China A-Share Fund

Yes

Yes

Yes

Yes

Yes

No

No

Barings German Growth
Fund

Yes

Yes

Yes

Yes

Yes

No

No

Barings Global Dividend
Champions Fund

Yes

Yes

Yes

Yes

Yes

No

Yes

FDI Type Eligibility

1959571338.2

Barings Global Equity
Allocation Fund

Yes

Yes

Yes

Yes

Yes

No

No

Barings Europe Select Fund

Yes

Yes

Yes

Yes

Yes

No

No

Barings Eastern Europe
Fund

Yes

Yes

No

Yes

Yes

No

No

20

59571338.2

Futures and Options
Where eligible, certain Funds may use security, index, currency and interest rate futures. The sale of a futures contract
creates an obligation by the seller to deliver the type of financial instrument called for in the contract in a specified delivery
month for a stated price. The purchase of a futures contract creates an obligation by the purchaser to pay for and takedelivery of the type of financial instrument called for in the contract in a specified delivery month, at a stated price.
Where eligible, certain Funds may use options on equity indices, futures, swaps and currencies. A call option (which may
be covered or uncovered) on an investment is a contract under which the purchaser, in return for a premium paid, has theright to buy the securities underlying the option at the specified exercise price at any time during the term of the option. A
put option (which may be covered or uncovered) is a contract that gives the purchaser, in return for a premium paid, theright to sell the underlying securities at the specified exercise price during the term of the option. An option is uncovered
where the party writing the option does not hold the underlying security which may be purchased (called) or sold (put)pursuant to the option.
Futures and options, as set out above, may be used by certain Funds to hedge interest rate risk, to balance duration, andto synthetically create exposure to certain securities. The underlying assets for futures and options shall be instruments
in which the Fund can invest directly in accordance with its investment objective and policy i.e. transferable securities,
collective investment schemes (including ETFs), money market instruments, stock or commodity indices, foreign exchange
rates and currencies.
Swaps
Where eligible, certain Funds may use swap agreements (including total return swaps and contracts for difference) withrespect to currencies, interest rates and securities.
In respect of currencies, a Fund may utilise currency swap contracts where the Fund may exchange currencies at a fixed
rate of exchange for currencies at a floating rate of exchange or currencies at a floating rate of exchange for currencies at
a fixed rate of exchange. These contracts allow a Fund to manage its exposures to currencies in which it holds investment.
For these instruments the Fund’s return is based on the movement of currency exchange rates relative to a fixed currency
amount agreed by the parties.
In respect of interest rates, a Fund may utilise interest rate swap contracts where the Fund may exchange floating interest
rate cash flows for fixed interest rate cash flows or fixed interest rate cash flows for floating interest rate cash flows. These
contracts allow a Fund to manage its interest rate exposures. For these instruments the Fund’s return is based on the
movement of interest rates relative to a fixed rate agreed by the parties.
In respect of securities and securities indices, a Fund may utilise total return swap contracts where the Fund may exchange
floating interest rate cash flows for fixed cash flows based on the total return of an equity or fixed income instrument or asecurities index or fixed cash flow based on total return of an equity or fixed income instrument or a securities index for
floating interest rate cash flows. These contracts allow a Fund to manage its exposures to certain securities or securities
indexes. For these instruments the Fund’s return is based on the movement of interest rates relative to the return on therelevant security or index. Details in respect of the counterparties to such swap contracts are set out below.
The counterparties to all swap transactions will be institutions subject to prudential supervision and belonging to categories
approved by the Central Bank and will not have discretion over the assets of the Fund. Subject to compliance with thoseconditions, the Investment Manager has full discretion as to the appointment of counterparties when entering into a swap
in furtherance of the Fund’s investment objective and policies. It is not possible to comprehensively list all thecounterparties as they have not, as of the date of issue of the Prospectus, been selected and they may change from time
to time. The underlying assets for swaps shall be instruments in which a Fund can invest directly in accordance with its
investment objective and policy.
Currency Forward Contracts
Currency forward contracts are agreements to exchange one currency for another - for example, to exchange a certain
amount of Euro for a certain amount of US Dollars - at a future date. The date (which may be any agreed-upon fixed
number of days in the future), the amount of currency to be exchanged and the price at which the exchange will take place
are negotiated and fixed for the term of the contract at the time that the contract is entered into. Currency forward contracts
may be bought or sold in either deliverable or non-deliverable form.
A Fund may also utilise non-deliverable forwards. A non-deliverable forward is a bilateral financial futures contract on an
exchange rate between a strong currency and an emerging currency. At maturity, there will be no delivery of the emerging
currency; instead there is a cash settlement of the contract’s financial result in the strong currency.

2159571338.2

Convertible Instruments
Convertible instruments, (meaning convertible bonds including CoCos, mandatory convertible bonds, convertible preferredstock and equity linked notes), are ordinary long-term debt obligations of the issuer convertible at a stated exchange rate
into common stock of the issuer. As with all debt securities, the market value of convertible instruments tends to decline
as interest rates increase and, conversely, to increase as interest rates decline. Unless otherwise specified in the relevant
Supplement of a Fund, the Funds will not invest in CoCos.
Convertible instruments are securities which have the right to convert into a fixed number of shares. Convertible
instruments therefore have debt and equity like features. When the equity value of the convertible is low, the convertible’s
value behaves like a debt instrument. As the equity value goes up, the convertible’s value behaves more like equity.
Positions in convertible instruments may embed options (details of which are set out above) but will not create material
leverage.
Equity Related Instruments
A Fund may, within the limits laid down by the Central Bank purchase and sell equity index and equity related instruments
including but not limited to Low Exercise Price Options (LEPO’s), Optimised Portfolios as Listed Securities (OPALS),
Performance Linked to Equity Securities (PERLES), share index notes, share index futures notes, participatory receipts
and participatory certificates, each of which may assist in achieving the investment objective of the relevant Fund. Where
utilised, LEPO’s, OPALS and PERLES will be listed or traded on one or more of the stock exchanges or markets in whicha Fund is permitted to invest, as set out in Appendix II – Eligible Securities & Derivatives Markets. These instruments shallin each case comprise transferable securities of the issuer, notwithstanding that their value is linked to an underlying equity
or equity index. In practice, the relevant Fund will purchase such instruments from an issuer and the instrument will track
the underlying equity or equity index. It should be noted that the relevant Fund’s exposure in relation to these instruments
will be to the issuer of the instruments. However, it will also have an economic exposure to the underlying securities
themselves. Any LEPO purchased or sold by the relevant Fund will be exercisable at any time over the duration of its lifeand may be settled on a cash basis.
Warrants
Warrants are used to gain investment exposure to a particular asset class. A warrant is an FDI that confers the right, but
not the obligation, to buy or sell a security at a certain price before expiration. A Fund may purchase warrants to provide
an efficient, liquid mechanism for taking position in securities without the need to purchase and hold the security.
Total Return Swaps
The Funds may engage in total return swaps up to the maximum exposure limits set out below. The Investment Manager
anticipates that a Fund’s exposure to total return swaps is likely to remain within the range specified in the table below.

Fund Name

Barings ASEAN Frontiers Fund
Barings Asia Growth Fund
Barings Australia Fund
Barings Europa Fund
Barings Hong Kong China
Fund
Barings Global Bond Fund
Barings Global Technology
Equity Fund
Barings German Growth Fund
Barings Global Dividend
Champions Fund
Barings Europe Select Fund
Barings Eastern Europe Fund

Expected exposure calculated using
the sum of the notionals as a % of
the Net Asset Value of the Fund

Maximum exposure calculated using
the sum of the notionals as a % of the
Net Asset Value of the Fund

0%-10%
0%-10%
0%-10%
0%-10%

25%
25%
25%
25%
25%

0%-10%
0%-70%

100%

0%-10%
0-10%

25%
25%

0-10%

100%

0-10%

25%

0-10%

25%

FDI Risk Management
The Investment Manager employs a risk management process which enables it to accurately measure, monitor andmanage the various risks associated with FDIs and details of this process have been provided to the Central Bank. The
Funds will not use FDIs which have not been listed in the Investment Manager’s risk management process until such time
as a revised risk management process has been filed with the Central Bank.

2259571338.2

The use of FDIs (whether for hedging and/or for investment purposes) may expose a Fund to the risks as described in the“Risk Considerations” section below. Position exposure to underlying assets of FDIs (other than index based FDIs)(whether for hedging purposes and/or for investment purposes), when combined with positions resulting from direct
investments, will not exceed the investment limits set out in Appendix I.
Save as otherwise specified in the relevant Supplement, the Funds will use the commitment approach to calculate theirglobal exposure, as described in detail in the risk management process of the Investment Manager. In no circumstances
will the global exposure of a Fund exceed 100% of its Net Asset Value.
Currency Hedging
The Manager may from time to time in its sole discretion, and without notice to the Unitholders, issue Hedged Classes
which are denominated in a currency other than the Base Currency of a Fund. Unless otherwise stated in the relevant
Supplement, Hedged Classes are available in the following currencies, provided that for each Fund, no Hedged Class isavailable in the Base Currency of the Fund: AUD, CHF and RMB.
The foreign currency exposure of such Classes will usually be hedged into the Base Currency. Although hedging strategies
may not necessarily be used in relation to each Class within a Fund (e.g., Class with a Class Currency that is the same as
the Base Currency), the financial instruments used to implement such strategies shall be assets/liabilities of the relevant
Fund as a whole. However, the gains/losses on and the costs of the relevant financial instruments will accrue solely to therelevant Class. The Investment Manager will limit hedging to the extent of the Hedged Class Units’ currency exposure andthe Investment Manager shall seek to ensure such hedging shall not exceed 105% of the Net Asset Value of each relevant
Class and shall not be below 95% of the Net Asset Value attributable to the relevant Class. The Investment Manager will
monitor hedging in order to ensure that such hedging is close to 100% and will review such hedging with a view to ensuringthat positions materially in excess of or below 100% of the Net Asset Value of the relevant Class are not carried over frommonth to month. Over-hedged and under-hedged positions may arise due to factors outside of the control of the Manager.
Counterparty exposure in respect of foreign exchange hedging shall at all times comply with the requirements of the UCITS
Regulations and the Central Bank. Classes denominated in a currency other than the Base Currency are generally not
expected to be leveraged as a result of hedging strategies and Class hedging transactions shall not be used for speculative
purposes. The currency exposure of a Fund arising from the assets held by a Fund and also any currency transactions
entered into by a Fund (other than with respect to a Class) will not be allocated to separate Classes and will be allocatedpro rata to all Classes of such Fund. Where currency hedging transactions are entered into in respect of a Class (regardlessof whether such exposure is attributable to transactions entered into at the Class or Fund level), the currency exposure
arising from such transactions will be for the benefit of that Class only and may not be combined with or offset against thecurrency exposure arising from transactions entered into in respect of other Class. The audited financial statements ofeach Fund will indicate how hedging transactions have been utilised.
Currency AgentsThe Investment Manager may appoint a third party to act as the currency agent (the "Currency Agent") on behalf of theInvestment Manager. The Currency Agent(s) will implement a currency hedging programme, instructed by the Investment
Manager, at the portfolio and/or the Hedged Class level. The Investment Manager may also elect to perform the hedging
functions itself or appoint other parties to act as the Currency Agent(s) in the future.
Listing of Units
The Manager may determine to apply to have certain Units admitted to the Official List and to trading on the Global
Exchange Market of Euronext Dublin. Investors should contact the Investment Manager to determine which classes in aFund are available for subscription and/or listed on Euronext Dublin at any particular time.
The Manager does not anticipate that an active secondary market will develop in any listed Units in a Fund admitted to the
Official List and to trading on the Global Exchange Market of Euronext Dublin. The launch and listing of various Classes ina Fund may occur at different times and therefore, at the time of the launch of a Class, the pool of assets to which such
Class relates may have commenced trading. For further information in this regard, the most recent interim and annual
reports of the Unit Trust will be made available to potential investors upon request.

Risk Considerations
There can be no assurance that a Fund’s investments will be successful or that the investment objectives of a Fund will beachieved. A Fund’s investment portfolio may fall in value due to any of the key risk factors below and therefore
your investment in the Unit Trust may suffer losses. There is no guarantee of the repayment of principal.
An investment in Units of a Fund does not constitute a complete investment programme. Investors may wish tocomplement an investment in a Fund with other types of investments. An investment in a Fund should not constitutea substantial proportion of an investment portfolio and may not be appropriate for all investors.

2359571338.2

The difference at any one time between the sale and redemption price of Units in a Fund means that the investment should
be viewed as medium to long term.
Whilst some risks will be more relevant to certain Funds, investors should ensure that they understand all the risks
discussed in this Prospectus, insofar as they may relate to that Fund. In addition, the relevant Supplement provides more
information on the specific risks associated with individual Funds, where relevant.
Investors should read all the Risk Considerations to determine applicability to a specific Fund in which the investor intends
to invest.
The following Risk Considerations detail particular risks associated with an investment in the Unit Trust, which investors
are encouraged to discuss with their professional advisers. It does not purport to be a comprehensive summary of all of
the risks associated with an investment in the Unit Trust or an individual Fund.
Charges Deducted from Capital
Each Fund normally pays its dividends, management fee and other fees and expenses out of income. However, where
insufficient income is available, the Manager may pay some or all of its dividends, management fee and other fees andexpenses out of capital and out of both realised and unrealised capital gains less realised and unrealised capital losses.
Where the dividends, management fee and other fees and expenses are deducted from a Fund’s capital rather than income
generated by the relevant Fund this may constrain growth and could erode capital, as the capital of the relevant Fundavailable for investment in the future and for capital growth may be reduced, although this may also result in income being
increased for distribution of dividends. Thus, on redemption of holdings, Unitholders may not receive back the full amountinvested. The policy of charging dividends, fees and expenses to capital will also have the effect of lowering the capitalvalue of your investment and constraining the potential for future capital growth. As dividends, fees and expenses may becharged to capital, investors should note the greater risk of capital erosion given the lack of potential capital growth andthe likelihood that due to capital erosion, the value of future returns in the Fund could be diminished. Accordingly, thedistribution of dividends made during the lifetime of the Fund must be understood as a type of capital reimbursement. The
rationale for the charging of dividends, fees and expenses in this manner is that it will have the effect of increasing the
distributable income of the Fund.
The distribution amount and Net Asset Value of the Hedged Class may be adversely affected by differences in the interest
rates of the reference currency of the Hedged Class and the Fund’s Base Currency, resulting in an increase in the amountof distribution that is paid out of capital and hence a greater erosion of capital than other non-hedged Classes.
Portfolio Transactions
The Manager and delegates of the Manager which are associated companies of the Manager may deal in securities andother investments for the Unit Trust through or with any associated company of the Manager.
In addition, any cash of the Unit Trust may be deposited, subject to the provisions of the Central Bank Acts, 1942 to 2010,
with the Depositary or any associated company of the Depositary or invested in certificates of deposit or banking
instruments issued by the Depositary or any associated company of the Depositary. Banking and similar transactions may
also be undertaken with or through the Depositary or any other associated company of the Depositary.
There is no prohibition on dealings in the assets of a Fund by the Manager, the Investment Manager, the Administrator,
the Depositary or entities related to the Manager, the Investment Manager, the Administrator or the Depositary or to theirrespective officers, directors or executives, provided that the transaction is negotiated at arm’s length. Such transactions
must be consistent with the best interests of the Unitholders.
There will be no obligation on the part of the Manager, the Investment Manager, the Administrator, the Depositary orentities related to the Manager, the Investment Manager, the Administrator or the Depositary or their respective officers,
directors or executives to account to the Unitholders for any benefits so arising and any such benefits may be retained by
the relevant party provided that:
(i)
(ii)
(iii)

a person approved by the Depositary (or in the case of a transaction involving the Depositary, the Manager) as
independent and competent certifies the price at which the transaction is effected is fair; orthe execution of the transaction is on best terms on an organised investment exchanges under its rules; orwhere the conditions set out in (i) or (ii) above are not practical, the Depositary (or in the case of a transaction
involving the Depositary, the Manager) is satisfied that such transaction conforms with the principle that it isnegotiated at arm’s length and is in the best interest of Unitholders.

The Investment Manager is acting for the Manager in relation to this Prospectus and matters relating thereto and it or anyof its associates may have an interest or position in Units in the Unit Trust. It is not acting for, or advising, or treating as
its customer, any other person (unless other arrangements apply between the Investment Manager and such person) in
relation to investment in the Unit Trust and will not be responsible for providing to any such other person best execution or
any other of the protections afforded to its customers.
Counterparty Risk
24

59571338.2

Counterparty risk, otherwise known as default risk, is the risk that an organisation does not pay out on a bond or othertrade or transaction when it is supposed to. If a counterparty fails to honour its obligations in a timely manner and the Fundis delayed or prevented from exercising its rights with respect to the investments in its portfolio, it may experience a decline
in the value of its position, lose income and/or incur costs associated with asserting its rights.
Credit Risk – GeneralFunds may be exposed to a credit / default risk of issuers of debt securities that the Fund may invest in. When a Fundinvests in a security or other instrument which is guaranteed by a bank or other type of financial institution there can be noassurance that such guarantor will not itself be subject to credit difficulties, which may lead to the downgrading of suchsecurities or instruments, or to the loss of some or all of the sums invested in such securities or instruments, or payments
due on such securities or instruments
Currency Risk
The underlying investments of a Fund may be denominated in currencies other than the Base Currency of the Fund. Also,a Class of a Fund may be designated in a currency other than the Base Currency of the Fund. The Net Asset Value of theFund may be affected unfavourably by fluctuations in the exchange rates between these currencies and the Base Currency
and by changes in exchange rate controls. Unless the Class is specifically described as a Hedged Class, no steps aretaken to mitigate the effects of exchange rate fluctuations between the currency of denomination of the Units and the Base
Currency.
Cyber Security Risk
The Unit Trust and its service providers are susceptible to operational and information security and related risks of cybersecurity incidents. In general, cyber incidents can result from deliberate attacks or unintentional events. Cyber security
attacks include, but are not limited to, gaining unauthorized access to digital systems (e.g., through "hacking" or malicious
software coding) for purposes of misappropriating assets or sensitive information, corrupting data or causing operational
disruption.
Cyber-attacks also may be carried out in a manner that does not require gaining unauthorized access, such as causing
denial-of-service attacks on websites (i.e. efforts to make services unavailable to intended users). Cyber security incidents
affecting the Manager, Investment Manager, Administrator or Depositary or other service providers such as financial
intermediaries have the ability to cause disruptions and impact business operations, potentially resulting in financial losses,
including by interference with the Administrators ability to calculate the Net Asset Value; impediments to trading for the
relevant Funds’ portfolio; the inability of Unitholders to transact business with the Unit Trust; violations of applicable privacy,
data security or other laws; regulatory fines and penalties; reputational damage; reimbursement or other compensation or
remediation costs; legal fees; or additional compliance costs.
Similar adverse consequences could result from cyber security incidents affecting issuers of securities in which the Unit
Trust invests, counterparties with which the Unit Trust engages in transactions, governmental and other regulatory
authorities, exchange and other financial market operators, banks, brokers, dealers, insurance companies and otherfinancial institutions and other parties. While information risk management systems and business continuity plans havebeen developed which are designed to reduce the risks associated with cyber security, there are inherent limitations in any
cyber security risk management systems or business continuity plans, including the possibility that certain risks have notbeen identified.
Fund Termination Risk
In the event of the early termination of a Fund, the Manager would have to distribute to the Unitholders their pro rata interestin the assets of the Fund. It is possible that at the time of such sale or distribution, certain investments held by a Fund may
be worth less than the initial cost of such investments, resulting in a substantial loss to the Unitholders. Moreover, anyorganisational expenses with regard to a Fund that had not yet become fully amortised would be debited against the Fund’s
capital at that time. The circumstances under which a Fund may be terminated are set out under the heading “Duration of
the Unit Trust” of the Prospectus.
Inflation Risk
A Fund’s assets or income from a Fund’s investments may be worth less in real terms in the future as inflation decreases
the value of money. As inflation increases, the real value of a Fund’s portfolio will decline unless it grows by more than therate of inflation.
Investment in Europe- European Sovereign Debt Crisis
Some of the Funds may invest substantially in Europe. In light of the fiscal conditions and concerns on sovereign debt ofcertain European countries, the Eurozone crisis continues to raise uncertainty with some or no clarity on an enduringsolution. Any adverse events, such as the downgrading of the credit rating of a European country, the default or bankruptcy
25

59571338.2

of one or more sovereigns within the Eurozone, the departure of some, or all, relevant Member States from the Eurozone,
or any combination of the above or other economic or political events may have a negative impact on the value of theFunds. In light of ongoing concerns on the sovereign debt risk of certain countries within the Eurozone, a Fund’sinvestments in the region may be subject to higher volatility, liquidity, currency and default risks associated with investments
in Europe.
If certain countries cease to use Euro as their local currency, the transition by an Member State away from the Euro or the
dissolution of the Euro may require the redenomination of some, or all, Euro-denominated sovereign debt, corporate debt
and securities (including equity securities). This may have an adverse impact on the liquidity of a Fund’s Euro-denominatedassets and on the performance of the Fund which hold such assets. A Eurozone break-up or exit from the Euro might also
lead to additional performance, legal and operational risks to the Fund and may cause uncertainty as to the operation ofcertain terms of agreements that are governed by the law of an existing Member State.
While the governments of many European countries, the European Commission, the European Central Bank, theInternational Monetary Fund and other authorities are taking measures (such as undertaking economic reforms andimposing austerity measures on citizens) to address the current fiscal conditions, there are concerns that these measures
may not have the desired effect and the future stability and growth of Europe remains uncertain. If a crisis occurs, economic
recovery may take some time and future growth will be affected. The performance and value of the Funds may potentiallybe adversely affected by any or all of the above factors, or there may be unintended consequences in addition to the above
arising from the potential European crisis that may adversely affect the performance and value of the Funds. It is also
possible that a large number of investors could decide to redeem their investments in the Fund at the same time. Investors
also need to bear in mind that the events in Europe may spread to other parts of the world, affecting the global financial
system and other local economies, and ultimately adversely affecting the performance and value of a Fund.
Volatility and Liquidity Risk
The debt instruments in which a Fund invests may not be traded on an active secondary market. In addition, debt
instruments in certain markets may be subject to a higher volatility and lower liquidity when compared to more developed
markets. The prices of securities traded in such markets may be subject to fluctuations. The bid and offer spreads of theprice of such securities may be large and a Fund may incur significant trading costs. Liquidity risk exists when a particular
security or instrument is difficult to purchase or sell. If the size of a transaction would represent a relatively large proportionof the average trading volume in that security or if the relevant market is illiquid (as is the case with many privately
negotiated FDIs), it may not be possible to initiate a transaction or liquidate a position at an advantageous time or price.
Further information on how the Investment Manager manages liquidity risk can be found under the heading Liquidity Risk
Management below.
Market Disruption Risk
The Funds may be exposed to the risk of incurring large losses in the event of disrupted markets. Disruptions can include
the suspension or limit on trading of a financial exchange and disruptions in one market sector can have an adverse effecton other market sectors. If this happens, the risk of loss to a Fund can be increased because many positions may become
illiquid, making them difficult to sell. Finance available to a Fund may also be reduced which can make it more difficult fora Fund to trade.
Potential Implications of an Epidemic and/or a Pandemic
Events such as health pandemics or outbreaks of disease may lead to increased short-term market volatility and may haveadverse long-term effects on world economies and markets generally. For example, beginning in late 2019, an outbreakof a highly contagious form of coronavirus disease, COVID-19 or 2019-nCOV spread to numerous countries, prompting
precautionary government-imposed closures and restrictions of certain travel and businesses in many countries.
Epidemics and pandemics can seriously disrupt the global economy and markets. The outbreak of pandemics such as
COVID-19, together with any resulting restrictions on travel or quarantines imposed, could have a negative impact on theeconomy and business activity in the countries in which a Fund may invest and global commercial activity and thereby
adversely affect the performance of a Fund’s investments. Health pandemics or outbreaks could result in a general
economic decline in a given region, or globally, particularly if the outbreak persists for an extended period of time or spreads
globally. This could have an adverse impact on a Fund’s investments, or a Fund’s ability to source new investments or to
realise its investments. Pandemics and similar events could also have an acute effect on individual issuers or relatedgroups of issuers and could adversely affect securities markets, interest rates, auctions, secondary trading, ratings, credit
risk, inflation, deflation and other factors relating to a Fund’s investments or the Investment Manager’s operations and theoperations of the Investment Manager’s and the Unit Trust’s service providers.
Any outbreak of disease epidemics may result in the closure of the Investment Manager’s and/or an investment’s offices
or other businesses, including office buildings, retail stores and other commercial venues and could also result in (a) thelack of availability or price volatility of raw materials or component parts necessary to an investment’s business, (b)disruption of regional or global trade markets and/or the availability of capital or economic decline. Such outbreaks of
disease may have an adverse impact on a Fund’s value and/or a Fund’s investments.

2659571338.2

No Investment Guarantee
Investment in a Fund is not of the same nature of a deposit in a bank account and is not protected by any government,
government agency or other guarantee scheme which may be available to protect the holder of a bank deposit account.
Any investment in a Fund is subject to fluctuations in value and you may get back less than you invest.
Risks related to the Exit of the UK from the EU
The UK withdrew from the EU on 31 January 2020. The negotiation of the UK's continuing relationship with the EU is likely
to take a number of years.
On 24 December 2020, the UK and the EU announced their agreement on a Trade and Cooperation Agreement (the“TCA”) which provisionally applied from 1 January 2021 and entered into force on 1 May 2021 and therefore a temporary
period of “no deal” following the transition period was avoided. The conclusion of the TCA provides a structure for EU-UK
cooperation in the future. It does not necessarily create a permanent set of rules, but is a basis for an evolving relationship,with scope for increasing divergence or closer cooperation which may vary between different areas. The TCA mainly covers
trade in goods and services, with provisions on intellectual property, energy, transparency, regulatory practices, public
procurement and a level playing field. It also includes sections on aviation, digital trade, road transport, social security andvisas, fisheries, and law enforcement and judicial cooperation on criminal matters.
The UK and the EU are likely to continue to negotiate trading or other agreements for a number of years. Therefore, theUK's future economic and political relationship with the EU (and with other non-EU countries by agreement) continues toremain uncertain. This uncertainty means it is not possible to determine the full impact that the UK's departure from the
EU and/or any related matters may have on a Fund or its investments, including, in each case, the market value or theliquidity thereof in the secondary market, or on the other parties to the transaction documents.
This introduces significant uncertainty in the business, legal and political environment and risks (“Brexit Risks”) including
the potential for short and long-term market volatility and currency volatility, macroeconomic risk to the UK and European
economies, impetus for the break-up of the UK and related political and economic stresses, impetus for further
disintegration of the EU and related political stresses (including those related to sentiment against cross-border capital
movements), legal uncertainty regarding achievement of compliance with applicable financial and commercial laws andregulations in view of the expected steps to be taken pursuant to or in contemplation of Article 50 of the Treaty on European
Union and negotiations undertaken under Article 218 of the Treaty on the Functioning of the European Union, and theunavailability of timely information as to expected legal, tax and other regimes.
The uncertainty surrounding the UK's relationship with the EU and its withdrawal as a member state of the EU may
adversely impact a Fund and its Investments (in particular those that relate to companies or assets based in, doing business
in, or having services or other significant relationships in or with, the UK).
There can be no assurance that the Brexit Risks will not alter significantly the attractiveness of an investment in a Fund
including as a result of the potential for capital losses, delays, legal and regulatory risk and general uncertainty. Brexit
Risks also include the potential for prejudice to financial services businesses that are conducting business in the EU andwhich are based in the UK, disruption to regulatory regimes related to the operations of the Unit Trust, the Manager, theInvestment Manager and other advisers and service providers to the Unit Trust. As such, it may be necessary for theManager, the Investment Manager, the Distributor or service providers to restructure their arrangements with the Unit Trust.
Suspension of Trading
A securities exchange typically has the right to suspend or limit trading in any instrument traded on that exchange. The
government or the regulators may also implement policies that may affect the financial markets. A suspension could render
it impossible for the Investment Manager or an underlying fund manager to liquidate positions and thereby expose a Fundto losses and may have a negative impact on the Fund.
Taxation
Any change in the taxation legislation or the interpretation thereof in any jurisdiction where a Fund is registered, marketed
or invested could affect the tax status of the Fund, and consequently the value of the Fund’s investments in the affectedjurisdiction, the Fund’s ability to achieve its investment objective and/or to alter the post-tax returns to Unitholders.
A Fund may be subject to withholding or other taxes on income and/or gains arising from its investments. Certain
investments may themselves be subject to similar taxes on the underlying investments that they hold. Any investment ineither developed or emerging markets, may be subject to new taxes or the rate of tax applicable to any income arising or
capital gains may increase or decrease as a result of any prospective or retrospective change in applicable laws, rules or2759571338.2

regulations or the interpretation thereof. It is possible that a Fund may or may not be able to benefit from relief under adouble tax agreement between Ireland and the country where an investment is resident for tax purposes.
Certain countries may have a tax regime that is less well defined, may be subject to unpredictable change and may permit
retroactive taxation thus the Funds could become subject to a local tax liability that had not reasonably been anticipated.
Such uncertainty could necessitate significant provisions being made by any relevant Fund in the Net Asset Value per Unit
calculations for foreign taxes while it could also result in a Fund incurring the cost of a payment made in good faith to a
fiscal authority where it was eventually found that a payment need not have been made.
Consequently, where through fundamental uncertainty as to the tax liability, or the lack of a developed mechanism forpractical and timely payment of taxes, a Fund pays taxes relating to previous years, any related costs will likewise be
chargeable to the Fund. Such late paid taxes will normally be debited to a Fund at the point the decision to accrue theliability in the Fund’s accounts is made.
As a result of the situations referred to above, any provisions made by the Funds in respect of the potential taxation of andreturns from investments held at any time may prove to be excessive or inadequate to meet any eventual tax liabilities.
Consequently, investors in a Fund may be advantaged or disadvantaged when they subscribe or redeem their Units in theFund.
Unitholders and potential investors’ attention is drawn to the taxation risks associated with investing in a Fund. Please referto the section entitled “TAXATION” of the Prospectus.
Foreign Account Tax Compliance Act
The foreign account tax compliance provisions (“FATCA”) of the Hiring Incentives to Restore Employment Act 2010 which
apply to certain payments are essentially designed to require reporting of Specified US Person’s direct and indirectownership of non-US accounts and non-US entities to the US Internal Revenue Service (“IRS”), with any failure to provide
the required information resulting in a 30% US withholding tax on direct US investments (and possibly indirect US
investments). In order to avoid being subject to US withholding tax, both US investors and non-US investors are likely tobe required to provide information regarding themselves and their investors. In this regard the Irish and US Governments
signed an intergovernmental agreement (“Irish IGA”) with respect to the implementation of FATCA (see section entitled“Other” within the “Taxation” section of the Prospectus for further detail) on 21 December 2012.
Under the Irish IGA (and the relevant Irish regulations and legislation implementing same), foreign financial institutions(such as the Unit Trust) should generally not be required to apply 30% withholding tax. To the extent the Unit Trust however
suffers US withholding tax on its investments as a result of FATCA, or is not in a position to comply with any requirementof FATCA, the Administrator acting on behalf of the Unit Trust may take any action in relation to a Unitholder's investmentin the Unit Trust to redress such non-compliance and/or to ensure that such withholding is economically borne by therelevant Unitholder whose failure to provide the necessary information or to become a participating foreign financial
institution or other action or inaction gave rise to the withholding or non-compliance, including compulsory redemption ofsome or all of such Unitholder’s holding of Units. The Manager, in taking any such action or pursuing any such remedy,
shall act in good faith and on reasonable grounds, and pursuant to applicable laws and regulations.
Unitholders and prospective investors should consult their own tax advisor with regard to US federal, state, local and nonUS tax reporting, the possible implication of FATCA on them and the Unit Trust and certification requirements associatedwith an investment in the Unit Trust.
Common Reporting Standard
The OECD developed the Common Reporting Standard (“CRS”) to address the issue of offshore tax evasion on a global
basis. The CRS provides a common standard for due diligence, reporting and exchange of financial account information.
Pursuant to the CRS, participating jurisdictions will obtain from reporting financial institutions, and automatically exchangewith exchange partners on an annual basis, financial information with respect to all reportable accounts identified byfinancial institutions on the basis of common due diligence and reporting procedures. The first information exchanges
began in September 2017. Ireland has legislated to implement the CRS. As a result the Unit Trust will be required tocomply with the CRS due diligence and reporting requirements, as adopted by Ireland. Unitholders may be required toprovide additional information to the Unit Trust to enable the Unit Trust to satisfy its obligations under the CRS. Failure toprovide requested information may subject an investor to liability for any resulting penalties or other charges and/or
compulsory redemption of its Units in the relevant Fund.
Unitholders and prospective investors should consult their own tax advisor with regard to with respect to their own
certification requirements associated with an investment in the Unit Trust.
Valuation Risk
Valuation of a Fund’s investments may involve uncertainties and judgmental determinations. If such valuation turns out tobe incorrect, this may affect the Net Asset Value calculation of the Fund.
28

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Risk of investing in other collective investment schemes
A Fund may invest in other collective investment schemes and therefore will be subject to the risks associated with theunderlying collective investment schemes. A Fund does not have control of the investments of the underlying collective
investment schemes and there is no assurance that the investment objective and strategy of the underlying collective
investment schemes will be successfully achieved which may have a negative impact to the Net Asset Value of the Fund.
There may be additional costs involved when investing into these underlying collective investment schemes. There is also
no guarantee that the underlying collective investment schemes will always have sufficient liquidity to meet the Fund’s
redemption requests as and when made.
Depositary Risk
Assets of the Unit Trust that are financial instruments/securities are held in custody by the Depositary. Such assets of theUnit Trust will be identified in the Depositary’s books as belonging to the Unit Trust at all times and will be segregated fromother assets of the Depositary. The Depositary will be liable for any loss of assets held in custody unless it can prove thatthe loss has arisen as a result of an external event beyond its reasonable control the consequences of which would havebeen unavoidable despite reasonable efforts to the contrary. The Depositary’s liability will not be affected by the fact thatit has entrusted to a third party/sub-custodian all or some of its custody tasks and the Depositary will remain liable for theloss of such assets, even where the loss occurred at the level of the third party/sub-custodian. In the event of such a loss
(and the absence of proof of the loss being caused by such an external event), the Depositary is required to return identicalassets or a corresponding amount to the Unit Trust without undue delay.
For non-custody assets such as cash, the Depositary is not required to segregate these assets and is only required toverify the Unit Trust’s ownership of such non-custody assets and to maintain a record of such assets. The Depositary will
only be liable for the loss of those assets if a loss is suffered as a result of its negligent or intentional failure to properly
verify the Unit Trust’s ownership of such non-custody assets. Cash of the Unit Trust is held with a third party bank on
deposit. In the event of insolvency of the third party, in accordance with standard banking practice, the Unit Trust will rank
as an unsecured creditor. The Depositary, in such instance, may not be liable to return such cash.
In the event of insolvency of the Depositary, Unitholders are exposed to the risk of the Depositary not being able to fully
meet its obligations to restitute in a short time frame all of the assets of the Unit Trust. No segregation applies to cash
which means there is an increase in the risk of non-restitution in the case of insolvency. Unitholders may be exposed to
the risk of insolvency of third party/sub-custodians in certain circumstances and may suffer loss as a result.
Marketing Outside the EU
The Unit Trust is domiciled in Ireland and Unitholders should note that all the regulatory protections provided by theirlocal regulatory authorities may not apply. In addition, the Funds will be registered in non-EU jurisdictions. As a result ofsuch registrations, Unitholders should be made aware that the Funds may be subject to further restrictive regulatory
regimes as detailed within Appendix I – Investment Restrictions. In such circumstances the Funds will abide by thesemore restrictive requirements, which may prevent the Funds from making the fullest possible use of the investment limits.
FUND SPECIFIC RISKS
Hedged Classes
Hedged Classes aim to mitigate the effect of fluctuations in the exchange rate of the currency of the relevant Hedged Class
relative to the Base Currency of the Fund. The Manager aims to mitigate this risk by using financial instruments such as
those described under the heading “Investment Policy: General - Efficient Portfolio Management”, provided that such
instruments shall not result in hedged positions exceeding 105% or falling below 95% of the Net Asset Value attributable
to the relevant Class of the Fund.
Currency hedging also has potential downsides. Hedging techniques have transaction costs which are borne by the
Hedged Class. In addition it is unlikely that the Manager will be able to achieve a perfect currency hedge, so there is no
guarantee that a currency hedge will be entirely effective. Investors should also be aware that this strategy may
substantially limit Unitholders of the relevant Class from benefiting if the designated currency falls against the Base
Currency and/or the currency in which assets of the Fund are denominated.
Liability of the Fund
Unitholders of the relevant Hedged Class of the Fund may be exposed to fluctuations in the Net Asset Value per Unit
reflecting the gains/losses on and the costs of the relevant financial instruments. However, the financial instruments used
to implement such strategies shall be assets/liabilities of the Fund as a whole.

2959571338.2

RMB Hedged Class Risk
RMB is subject to a managed floating exchange rate based on market supply and demand with reference to a basket ofcurrencies. Currently, the RMB is traded in two markets: onshore RMB (CNY) in Mainland China and offshore RMB (CNH)
primarily in Hong Kong. Onshore RMB (CNY) is not freely convertible and is subject to exchange controls and certain
requirements by the government of PRC. Offshore RMB (CNH), on the other hand, is freely tradable. The exchange rateused for the RMB denominated Hedged Classes is the offshore RMB (CNH). The value of offshore RMB (CNH) could
differ, perhaps significantly from that of the onshore RMB (CNY) due to a number of factors including without limitation
those foreign exchange control policies and repatriation restrictions. Accordingly, RMB denominated Hedged Classes may
be exposed to greater foreign exchange risks. There is no assurance that RMB will not be subject to devaluation orrevaluation or that shortages in the availability of foreign currency will not develop.
Approach to environmental, social and governance (“ESG”) integration and promoting ESG characteristics
The Funds all integrate ESG into their investment process; in addition to ESG integration, some Funds promote ESG
factors or characteristics within their investment policies. These Funds are highlighted below, as well as within therespective details for those Funds in the relevant Supplement.
ESG Integration
The Investment Manager integrates ESG information into the investment process across all asset classes. Through bottomup, fundamental analysis, the Investment Manager seeks to gain a comprehensive understanding of the factors that
influence the sustainability of investments. The Investment Manager considers ESG information alongside other crucial
variables that may impact an investment’s risks and returns over time. In particular, the Investment Manager considers
ESG criteria in relation to specific industry and sector trends and characteristics to identify the risks of an investment. Once
invested, the Investment Manager continues to monitor each investment to ensure their thesis, including that on ESG
matters, remains intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market. Sustainability risks that the Investment Manager may consider are environmental, social or
governance events or conditions that, if they occur, could cause an actual or a potential material negative impact on thevalue of the investment, examples of which include physical environmental risks, transition risk (e.g. investee company
assets losing their financial value because of tightening of environmental legislation) or liability risk (e.g. risk of liability due
to a breach of human/employee rights considering the jurisdiction of the investee company). Where the Investment
Manager determines that a holding in the Fund's portfolio does not meet its good governance thresholds, the Investment
Manager will engage with the relevant issuer in order to seek to bring it into compliance. If engagement with the relevant
issuer is not deemed appropriate or engagement subsequently proves unsuccessful, the Investment Manager will consider
its position and shall, if necessary and to the extent possible based upon market conditions and any specific investment
considerations, attempt to divest the holding from the Fund.
Beyond ESG Integration – Promoting ESG characteristics
All Funds integrate ESG into their investment process but the following Funds will also promote ESG by investing or
seeking to positively influence business practices to improve ESG characteristics and are therefore categorised under
Article 8 of the Sustainable Finance Disclosure Regulations (“SFDR”):
•
•
•
•
•
•
•
•
•
•
•
•

Barings ASEAN Frontiers Fund
Barings Asia Growth Fund
Barings Australia Fund
Barings Europa Fund
Barings Global Bond Fund
Barings Hong Kong China Fund
Barings Global Technology Equity Fund
Barings Global Dividend Champions Fund
Barings Europe Select Fund
Barings Global Emerging Markets Fund
Barings Global Leaders Fund
Barings Global Resources FundThe way in which the Funds analyse and use ESG information may vary. The use of ESG information may affect a Fund’sinvestment performance and, as such, may perform differently compared to similar collective investment schemes. In
addition to the Investment Manager’s in-house evaluation of ESG risks, it also has access to third-party resources thatprovide ESG information. In evaluating an investment, the Investment Manager is dependent upon information and data,
which may be incomplete, inaccurate or unavailable. Neither the Investment Manager, the Depositary nor the Manager
make any representation or warranty, express or implied, with respect to the fairness, correctness, accuracy,
reasonableness or completeness of such ESG information or the way in which it is implemented. Investor and societal
sentiment towards ESG concepts and topics may also change over time, which may affect the demand for ESG-based
investments and may also affect their performance.
3059571338.2

The Funds categorised under Article 8 of the SFDR (as set out above) do not commit to any minimum level of Taxonomy
alignment in their underlying investments; as such, 0% of the Net Asset Value of each of these Funds shall be invested insuch investments.
The “do no significant harm” principle applies only to those investments underlying these Funds that take into account the
EU criteria for environmentally sustainable economic activities. The investments underlying the remaining portion of these
Funds do not take into account the EU criteria for environmentally sustainable economic activities.
The investments underlying the other Funds in this Prospectus do not take into account the EU criteria for environmentally
sustainable economic activities.
Principal Adverse Impacts
The Manager considers the principal adverse impacts of its investment decisions on sustainability factors at an entity level.
At a product level, where a Fund is categorised under Article 8 or Article 9 of the SFDR, details of the consideration ofprincipal adverse impacts of its investment decisions will be further specified in the relevant Supplement for the Fund.
In the case of all other Funds, the principal adverse impacts of their investment decisions are not currently considered as
it may not be practicable or proportionate to do so depending on the investment strategy or due to the specific investment
outcomes targeted by the strategy of the specific Fund. This position will be kept under review by the Manager and maychange over time.
Investment in Small Capitalisation / Mid-Capitalisation Companies
The stock of small-capitalisation and mid-capitalisation companies may have lower liquidity and their prices are morevolatile to adverse economic developments than those of larger capitalisation companies in general. Risks include
economic risks, such as lack of product depth, limited geographical diversification and increased sensitivity to the businesscycle. They also include organisational risk, such as concentration of management and shareholders and key-person
dependence. Where smaller companies are listed on ‘junior’ sections of the stock exchange, they may be subject to alighter regulatory environment. Furthermore, the shares in smaller companies can be more difficult to buy and sell, resulting
in less flexibility, and sometimes higher costs, in implementing investment decisions.
Investment in Specific Countries, Regions and Sectors
A Fund’s investments are concentrated in specific industry sectors, instruments, countries or regions. The value of a Fund
may be more volatile than that of a fund having a more diverse portfolio of investments.
The value of a Fund may be more susceptible to adverse economic, political, policy, foreign exchange, liquidity, tax, legal
or regulatory event affecting the specific country or region market.
Risks Relating to Investments in China
Certain Funds may make investments that are tied economically to issuers from the PRC. Investing in the Chinese
securities markets is subject to both emerging market risks as well as country specific risks. Political changes, restrictions
on currency exchange, exchange monitoring, taxes, limitations on foreign capital investments and capital repatriation canalso affect investment performance.
Investment in Chinese securities may involve certain custodial risks. For example, the evidence of title of exchange tradedsecurities in the PRC consists only of electronic book-entries in the depository and/or registry associated with the relevant
exchange. These arrangements of the depositories and registries may not be fully tested with regard to their efficiency,
accuracy and security.
Investment in the PRC remains sensitive to any major change in economic, social and political policy in the PRC. The
capital growth and thus the performance of these investments may be adversely affected due to such sensitivity. The PRC
government’s control of future movements in exchange rates and currency conversion may have an adverse impact on
the operations and financial results of the companies in which a Fund invests. In addition, Chinese accounting standards
may differ from international accounting standards. RMB is currently not a freely convertible currency and is subject toexchange control policies and restrictions. The value of the assets of a Fund as measured in the Base Currency of such
Fund may be affected unfavourably by fluctuations in currency rates and exchange control regulations. There can be noassurance that the RMB will not be subject to devaluation or revaluation or that shortages in the availability of foreign
currency will not develop. Non-RMB based investors are exposed to foreign exchange risk and there is no guarantee thatthe value of RMB against the investors’ base currencies will not depreciate. Any depreciation of RMB could adversely
affect the value of investor’s investment in a Fund. Although offshore RMB (“CNH”) and onshore RMB (“CNY”) are thesame currency, they trade at different rates. Any divergence between CNH and CNY may adversely impact investors.
Under exceptional circumstances, payment of redemptions and/or dividend payment in RMB may be delayed due to theexchange controls and restrictions applicable to RMB.
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Under the prevailing PRC tax policy, there are certain tax incentives available to PRC companies with foreign investments.
However, there is a possibility that the tax laws, regulations and practice in the PRC may be subject to change and thatsuch changes may have retrospective effect. There is no assurance that tax incentives currently offered to foreigncompanies will not be abolished in the future. In addition, by investing in Chinese securities including China A shares,
China B shares, and Chinese domestic bonds (including indirectly through investment in other collective investment
schemes or participation notes), a Fund may be subject to withholding and other taxes imposed in the PRC which cannot
be eliminated by any applicable double taxation treaty and/or any applicable tax exemptions. There are risks anduncertainties associated with the current PRC tax laws, regulations and practice in respect of capital gains and/orinterest/dividends realised from investments of a Fund made via the Shanghai Hong Kong Stock Connect Scheme or theShenzhen Hong Kong Stock Connect Scheme (together the “Connect Schemes”), the QFI regime, the CIBM Initiative
and/or Bond Connect, or any other initiative which provides a Fund with access to the PRC financial markets and/or
exposure to PRC issuers. There may not be specific written guidance by the PRC tax authorities on certain tax that may
be payable in respect of trading in China Interbank Bond Market by eligible foreign institutional investors. Hence there may
be uncertainty as to a Fund’s tax liabilities in respect of any investments in PRC securities. Any increased tax liabilities
may adversely affect a Fund’s Net Asset Value. Such uncertainty could necessitate tax provisions being made in the Net
Asset Value per Unit calculations for foreign taxes while it could also result in a Fund incurring the cost of a payment madein good faith to a fiscal authority where it was eventually found that a payment need not have been made. With the potential
uncertainty concerning the tax treatment of investments in Chinese securities, the possibility of tax rules being changed
and the possibility of taxes or tax liabilities being applied retroactively, any provisions for taxation made by the relevantFunds at any time may prove to be excessive or inadequate to meet any eventual tax liabilities. Consequently, investors
may be advantaged or disadvantaged depending on the position of the Chinese tax authorities in the future and the levelof tax provisions (if any) proving to be either excessive or inadequate either when they subscribed or redeemed their Unitsin the relevant Funds. In the event that tax provisions are made, any shortfall between the provision and the actual tax
liabilities, which will be debited from a Fund’s assets, will adversely affect such Fund’s Net Asset Value. The actual tax
liabilities may be lower than the tax provision made. Depending on the timing of their subscriptions and/or redemptions,investors may be disadvantaged as a result of any shortfall of tax provision and will not have the right to claim any part ofthe overprovision (as the case may be).
Currently, foreign investors may only invest in China A shares, China domestic bonds and the PRC domestic securities
market(s): (1) through the QFI regime; (2) through the Connect Schemes; (3) as a strategic investor under applicable PRC
regulations; and/or (4) through the Foreign Access Regime (as defined below). Foreign investors may invest in China B
shares directly. It is possible that there will be other means approved by the relevant regulators to permit direct investment
in China A shares and/or Chinese domestic bonds in the future. Where consistent with and within a Fund’s investment
objective and strategy, it is anticipated that a Fund may obtain direct exposure to China A shares and/or Chinese domestic
bonds via the applicable means set out above, subject to obtaining appropriate licences and/or registration where
necessary. It may also be possible to obtain indirect exposure to China A shares, China B shares and/or domestic Chinese
bonds through investment in other eligible collective investment schemes or participation notes.
Connect Schemes and Related Risks
The Connect Schemes are securities trading and clearing linked programmes developed by the Stock Exchange of Hong
Kong (“SEHK”), Hong Kong Exchanges and Clearing Limited (“HKEx”), Shanghai Stock Exchange (“SSE”)/ Shenzhen
Stock Exchange (“SZSE”) (as the case may be) and China Securities Depository and Clearing Corporation Limited(“ChinaClear”) with the aim to achieve mutual stock market access between Mainland China and Hong Kong.
Under the Northbound Shanghai Trading Link, investors, through their Hong Kong brokers and a securities trading service
company established by the SEHK, may be able to trade China A shares listed in the SSE (“SSE Securities”), subject tothe rules of the Shanghai Hong Kong Stock Connect Scheme. SSE Securities, as of the date of this Prospectus, include
shares listed on the SSE that are (a) constituent stocks of SSE 180 Index; (b) constituent stocks of SSE 380 Index; (c)China A shares listed on the SSE that are not constituent stocks of the SSE 180 Index or SSE 380 Index but which havecorresponding China H shares accepted for listing and trading on SEHK, provided that: (i) they are not traded on the SSE
in currencies other than RMB (ii) they are not under risk alert.
Similarly, under the Northbound Shenzhen Trading Link, through their Hong Kong brokers and a securities trading service
company established by SEHK, Hong Kong and overseas investors may be able to trade China A shares listed in the
SZSE (“SZSE Securities”), subject to the rules of the Shenzhen Hong Kong Stock Connect Scheme. SZSE Securities, asof the date of this Prospectus, include (a) all the constituent stocks of the SZSE Component Index and SZSE Small/Mid
Cap Innovation Index which has a market capitalisation of not less than RMB 6 billion, and (b) China A shares listed on
the SZSE which have corresponding China H shares accepted for listing and trading on SEHK, provided that: (i) they are
not traded on the SZSE in currencies other than RMB (ii) they are not under risk alert or under delisting arrangement. At
the initial stage of the Shenzhen Hong Kong Stock Connect, investors eligible to trade shares that are listed on the ChiNext
Board under Northbound trading will be limited to institutional professional investors as defined in the relevant Hong Kong
rules and regulations, including each relevant Fund.
SEHK may include or exclude securities as SSE Securities/ SZSE Securities and may change the eligibility of shares for
trading on the Northbound Shanghai Trading Link/ Northbound Shenzhen Trading Link (as the case may be). When astock is recalled from the scope of eligible stocks for trading via the Connect Schemes, the stock can only be sold but
3259571338.2

restricted from being bought. This may affect the investment portfolio or strategies of a Fund, for example, when a Fund
wishes to purchase a stock which is recalled from the scope of eligible stocks.
It is contemplated that SEHK and SSE/SZSE would reserve the right to suspend Northbound and/or Southbound trading
if necessary to ensure an orderly and fair market and that risks are managed prudently. Consent from the relevant
regulator(s) would be sought before a suspension is triggered. Where a suspension in the Northbound trading is affected,
the ability of certain Funds to access the China A share market through Connect Schemes will be adversely affected.
Differences in trading days between the PRC stock markets and days on which the Connect Schemes operate may also
result in a Fund being subject to risk of price fluctuation and may negatively impact the Net Asset Value of a Fund. Investors
should also note that the relevant rules and regulations on Connect Schemes are subject to change which may havepotential retrospective effect; additional rules and regulations relating to the Connect Schemes may also be promulgatedin the future. The Connect Schemes are subject to quota limitations. Where a suspension in the trading through theprogramme is effected, a Fund’s ability to invest in China A shares or access the PRC market through the programme will
be adversely affected. In such event, a Fund’s ability to achieve its investment objective could be negatively affected.
The SSE Securities and SZSE Securities in respect of a Fund are held by the Depositary in accounts in the Central Clearing
and Settlement System (“CCASS”) maintained by the Hong Kong Securities Clearing Company Limited (“HKSCC”) as
central securities depositary in Hong Kong. HKSCC in turn holds the SSE Securities and SZSE Securities, as the nominee
holder, through an omnibus securities account in its name registered with ChinaClear for each of the Connect Schemes.
While the relevant CSRC regulations and ChinaClear rules generally provide for the concept of a “nominee holder”, thatHong Kong and overseas investors (such as the Unit Trust and the Funds) would be recognised as having beneficial
ownership in the SSE Securities and SZSE Securities. The precise nature and rights of a Fund as the beneficial owner of
the SSE Securities and SZSE Securities through HKSCC as nominee is not well defined under PRC law. There is lack ofa clear definition of, and distinction between, “legal ownership” and “beneficial ownership” under PRC law and there havebeen few cases involving a nominee account structure in the PRC courts. Therefore, the exact nature and methods ofenforcement of the rights and interests of a Fund under PRC law is uncertain. Further, how an investor, such as a relevantFund, as the beneficial owner of SSE Securities and SZSE Securities under the stock connect structure, exercises andenforces its right in the PRC courts are yet to be tested. Because of this uncertainty, in the unlikely event that HKSCC
becomes subject to winding up proceedings in Hong Kong it may not be possible to say with certainty if the SSE Securities
and SZSE Securities will be regarded as held for the beneficial ownership of a Fund or as part of the general assets of
HKSCC available for general distribution to its creditors.
Funds which invest in stocks listed on Small and Medium Enterprise Board of the SZSE (“SME Board”) and/or ChiNext
Board may be subject to higher fluctuation in stock prices and liquidity and have higher risks and turnover ratios thancompanies listed on the Main Board of the SZSE (“Main Board”). Stocks listed on SME Board and/or ChiNext Board may
be overvalued and may not be sustainable. Stock price may be more susceptible to manipulation due to fewer circulating
shares. The rules and regulations regarding companies listed on ChiNext Board are less stringent in terms of profitability
and share capital than those in the Main Board and SME Board. It may be more common and faster for companies listedon the SME Board and/or ChiNext Board to delist. This may have an adverse impact on a Fund if the companies that it
invests in are delisted. Investments in the SME Board and/or ChiNext Board may result in significant losses for a Fund andits investors.
Investments through the Connect Schemes are also subject to additional risks such as registration/default risk, regulatory
risk and risks relating to other China specific investment requirements/rules/regulations (e.g. short swing profit rule andforeign holding restrictions), currency risks, possibility of more limited participation in corporate actions and shareholders’meeting, operational risk relating to the systems of market participants, risks relating to the requirement of front-end
monitoring. As a result, a Fund’s ability to access the China A share market (and hence to pursue its investment strategy)
may be adversely affected and/or a Fund’s Net Asset Value may be negatively impacted. It should also be noted that aFund’s investments through Northbound trading under Connect Scheme will not benefit from any local investor
compensation schemes.
There are various rules and regulations relating to the operation of the Connect Schemes, including the tradingarrangements, clearing, settlement and depositary arrangements, investor and participant eligibility etc. Further information
may be obtained via the following: https://www.hkex.com.hk/Mutual-Market/Stock-Connect?sc_lang=en
Foreign Access Regime (as defined below and related risks)
A Fund can invest in the China Interbank Bond Market via the CIBM Initiative, Bond Connect and subject to any other rules
and regulations and administrative procedures as promulgated by the Mainland Chinese authorities (“Foreign Access
Regime”).
Under the prevailing regulations in the PRC, foreign institutional investors who wish to invest directly in China Interbank
Bond Market may do so via an onshore settlement agent (as in CIBM Initiative) or offshore custody agent (as in Bond
Connect), and such agent will carry out the relevant filings and account opening with the relevant authorities. There is no
quota limitation. As such, relevant Funds may be subject to the risks of default or errors on the part of such agents.
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The Foreign Access Regime rules and regulations are subject to change which may have potential retrospective effect. In
the event that the relevant Mainland Chinese authorities suspend account opening or trading on the China Interbank Bond
Market, a Fund’s ability to invest in the China Interbank Bond Market will be adversely affected. In such event, a Fund’sability to achieve its investment objective will be negatively affected.
Market volatility and potential lack of liquidity due to low trading volume of certain debt securities in the China Interbank
Bond Market may result in prices of such securities to fluctuate significantly. A Fund investing in such securities is therefore
subject to liquidity and volatility risks. The bid and offer spreads of the prices of such securities may be large, and a Fund
may therefore incur significant trading and realisation costs and may even suffer losses when selling such securities.
To the extent that a Fund transacts in the China Interbank Bond Market, a Fund may also be exposed to risks associatedwith settlement procedures and default of counterparties. The counterparty which has entered into a transaction with aFund may default in its obligation to settle the transaction by delivery of the relevant security or by payment for value.
Investment in the PRC bond market may also be subject to credit rating risks. The PRC domestic credit rating regime has
yet to be reconciled with international standards. Other than certain bonds issued by the governmental entities, large banks
and enterprises which are rated by international credit standards, most bond credit evaluations are still based on ratingsgiven by domestic credit rating agencies. This may create difficulties for a Fund to correctly assess the credit quality andcredit risk of its bond investment. Domestic Chinese bonds invested in by a Fund may be rated below Investment Gradeor may not be rated by any rating agency of an international standard. Such securities are generally subject to a higher
degree of credit risk and a lower degree of liquidity, which may result in greater fluctuations in value. The value of thesesecurities may also be more difficult to ascertain and thus the Net Asset Value of a Fund which invests in such securities
may be more volatile. Investors should therefore be aware that an investment in such a Fund is subject to higher volatility,
price fluctuations and risks than an investment in bond products in more developed markets.
Investing in domestic Chinese bonds via CIBM Initiative and/or Bond Connect is also subject to regulatory risks. The
relevant rules and regulations of these regimes are subject to change which may have potential retrospective effect. In theevent that the relevant Mainland Chinese authorities suspend account opening or trading on the China Interbank Bond
Market, or recall any types of bond products from the scope of investable bonds, a Fund’s ability to invest in domestic
Chinese bonds will be adversely affected. In such event, a Fund’s ability to achieve its investment objective will be
negatively affected and, after exhausting other trading alternatives, such Fund may suffer substantial losses as a result.
The CIBM Initiatives require a Fund investing through such initiatives to appoint an onshore custodian/agent bank. In thecase where such custodian/agent bank refuses to act in accordance with the instructions of the Fund or in the rare casewhere the custodian/agent itself is insolvent, the enforcement of the trading documents and against the underlying assets
may be subject to delay and uncertainty. Under PRC law, in case of liquidation or bankruptcy, although the assets kept in
the custody of the PRC custodian banks in favour of the Fund are ring-fenced from the proprietary assets of the custodian,
the retrieval of custodian assets may be subject to various legal procedures that are time-consuming.
Trading through Bond Connect is performed through newly developed trading platforms and operational systems. Thereis no assurance that such systems will function properly or will continue to be adapted to changes and developments inthe market. In the event that the relevant systems fail to function properly, trading through Bond Connect may be disrupted.
A Fund’s ability to trade through Bond Connect (and hence to pursue its investment strategy) may therefore be adversely
affected. In addition, where a Fund invests in the China Interbank Bond Market through Bond Connect, it may be subject
to risks of delays inherent in the order placing and/or settlement systems.
Under the Bond Connect, a trading order can only be executed with onshore market makers approved by the Chinese
regulators as the counterparty. The debt securities purchased through Bond Connect generally may not be sold, purchased
or otherwise transferred other than through Bond Connect in accordance with applicable rules. This may expose the Fundto settlement risks if its counterparty defaults and limit the Fund’s ability to execute trades with different counterparties.
Debt securities purchased via Bond Connect will be held in the name of CMU. The Fund’s ownership in those debt
securities may not be reflected directly in record entry with CCDC/SHCH and will instead be reflected on the record of
CMU. The Fund may therefore depend on CMU’s ability or willingness as the record holder of debt securities purchased
under Bond Connect to enforce the ownership rights on behalf of and for the benefit of the Fund. If the Fund wishes toenforce directly its ownership rights or creditor rights against the bond issuers, there lacks judicial precedents in China
whether such an action will be recognised and enforced by the Chinese courts.
QFI Regime and Related Risks
The QFI regime, which allows qualifying foreign investors to invest directly in certain securities in Mainland China, isgoverned by rules and regulations promulgated by the relevant authorities in Mainland China, including the CSRC, theState Administration of Foreign Exchange (“SAFE”) and the People’s Bank of China (“PBOC”) and/or other relevant
authorities. Investments through the QFI regime are required to be made through holders of QFI licence.
In the event that a Fund invests via the QFI regime, investors should note that a Fund’s ability to make such investments
or to fully implement or pursue its investment objective and strategy are subject to the applicable laws, rules and regulations
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(including the then prevailing exchange controls and other prevailing requirements of the PRC including rules on investment
restrictions and repatriation and remittance of principal and profits) in the PRC, which are subject to change and any suchchanges may have potential retrospective effect. Any changes to the relevant rules may have a material adverse impact
on Unitholders’ investment in a Fund.
In addition, there can be no assurance that the QFI Regulations will not be abolished. A Fund, which invests in the PRC
markets through the QFI regime, may be adversely affected as a result of such changes.
Where a Fund invests in China A shares or other securities in the PRC through the QFI regime, such securities will be heldby local custodian(s) (“QFI Custodian”) appointed by the QFI in accordance with QFI Regulations. According to the current
QFI Regulations, a QFI is allowed to appoint multiple local custodians. The QFI Custodian may open one or more securities
account(s) in the name of the QFI licence holder for the account of the relevant Fund in accordance with PRC laws and a
Fund may be subject to custodial risk. If the QFI Custodian defaults, a Fund may suffer substantial losses. Cash depositedin the cash account of the relevant Fund with the QFI Custodian will not be segregated but will be a debt owing from the
QFI Custodian to the relevant Fund as a depositor. Such cash will be co-mingled with cash belonging to other clients of
the QFI Custodian. In the event of bankruptcy or liquidation of the QFI Custodian, the relevant Fund will not have any
proprietary rights to the cash deposited in such cash account, and the relevant Fund will become an unsecured creditor,
ranking pari passu with all other unsecured creditors, of the QFI Custodian. The relevant Fund may face difficulty and/or
encounter delays in recovering such debt, or may not be able to recover it in full or at all, in which case the relevant Fund
will suffer losses.
A Fund investing via the QFI regime may also incur losses due to a default, act or omission of the QFI Custodian or PRC
brokers in the execution or settlement of any transaction or in the transfer of any funds or securities. In such event, a Fundinvesting via the QFI regime may be adversely affected in the execution or settlement of any transaction or in the transfer
of any funds or securities.
Repatriations by QFIs are currently not subject to any lock-up periods, prior approval or other repatriation restrictions,although the repatriation process may be subject to certain requirements set out in the relevant regulations (e.g. review onauthenticity, submission of certain documents in respect of the repatriation etc.). Completion of the repatriation process
may be subject to delay. There is no assurance that QFI Regulations will not change or that repatriation restrictions will
not be imposed in the future. Any restrictions on repatriation may impact on the relevant Fund’s ability to meet redemption
requests. In extreme circumstances, the relevant Fund may incur significant loss due to limited investment capabilities, or
may not be able fully to implement or pursue its investment objectives or strategies, due to QFI investment restrictions,
illiquidity of the PRC’s securities market, and delay or disruption in execution of trades or in settlement of trades.
Further, the QFI licence of a QFI licence holder may be revoked or terminated or otherwise invalidated at any time byreason of a change in applicable law, regulations, policy, practice or other circumstances, an act or omission of the QFIlicence holder or for any other reasons. A Fund may suffer losses if the approval of the QFI is being revoked/terminated orotherwise invalidated as a Fund may be prohibited from trading the relevant securities, or if any of the key operators or
parties (including QFI Custodian/brokers) is bankrupt/in default and/or is disqualified from performing its obligations(including execution or settlement of any transaction or transfer of monies or securities).
There are rules and restrictions under QFI Regulations, including rules on remittance of principal, investment restrictions
and repatriation of funds which will apply to the QFI licence holder as a whole and not simply apply to the investment madefor the account of a Fund. As parties other than a Fund may also invest through the QFI license holder, investors should
be aware that violations of the QFI Regulations on investments arising out of activities of such other parties could result in
the revocation of or other regulatory action in respect of the QFI licence holder as a whole. Hence, the ability of a Fund to
make investments may be adversely affected by other funds or clients investing through the same QFI licence holder.
Investment in Commodities / Natural Resources
The value of commodities (which includes but is not limited to gold and natural resources) and the companies involved canbe significantly affected (both negatively and positively) by world events, trade controls, worldwide competition, politicaland economic conditions, international energy conservation, the success of exploration projects, tax and other government
regulations.
Investment in Russia
Investments in companies organised in or who principally do business in Russia pose special risks, including economic
and political unrest and may lack a transparent and reliable legal system for enforcing the rights of creditors and Unitholdersof the Fund. Furthermore, the standard of corporate governance and investor protection in Russia may not be equivalent
to that provided in other jurisdictions. Evidence of legal title to shares in a Russian company is maintained in book entry
form. In order to register an interest of the Fund’s shares an individual must travel to the company’s registrar and open an
account with the registrar. The individual will be provided with an extract of the share register detailing his interests but the
only document recognised as conclusive evidence of title is the register itself. Registrars are not subject to effective
government supervision. There is a possibility that the Fund could lose its registration through fraud, negligence, oversightor catastrophe such as a fire. Registrars are not required to maintain insurance against these occurrences and are unlikely
to have sufficient assets to compensate the Fund in the event of loss. In other circumstances such as the insolvency of a
3559571338.2

sub-custodian or registrar, or retroactive application of legislation, the Fund may not be able to establish title to investments
made and may suffer loss as a result. In such circumstances, the Fund may find it impossible to enforce its right against
third parties.
EQUITY RISKS
Investment in Equities
A Fund’s investment in equity securities is subject to general market risks, whose value may fluctuate due to various
factors, such as changes in investment sentiment, political and economic conditions and issuer-specific factors. When theequity markets are extremely volatile a Fund’s Net Asset Value may fluctuate substantially.
Equity-Related Securities
A Fund may invest in equity-related securities such as structured notes, participation notes or equity-linked notes. These
are usually issued by a broker, an investment bank or a company and are therefore subject to the risk of insolvency ordefault of the issuer. If there is no active market in these instruments, this may lead to liquidity risk. Further, investment inequity-linked securities may lead to dilution of performance of a Fund when compared to the other funds which invest
directly in similar underlying assets due to fees embedded in the notes. The aforesaid circumstances may adversely affect
the Net Asset Value per Unit of a Fund.
Convertible Bonds including CoCos
Convertible bonds including CoCos are a hybrid between debt and equity, permitting holders to convert into shares in thecompany issuing the bond at a specified future date. As such, convertibles will be exposed to equity movement and greater
volatility than straight bond investments. Investments in convertible bonds including CoCos are subject to the same interest
rate risk, credit risk, liquidity risk and prepayment risk associated with comparable straight bond investments.
CoCos
The performance of CoCos is dependent on a number of factors including interest rates, credit and equity performance,
and the correlations between factors. As such these securities introduce significant additional risk to an investment in a
Fund.
CoCos may also have unique equity conversion, principal write-down or coupon cancellation features which are tailored tothe issuing banking institution and its regulatory requirements. Where such triggers or features are invoked, a Fund may
suffer losses ahead of equity holders or when equity holders do not suffer losses and may lose some or all of its original
investment. In addition, while certain CoCos are issued as perpetual instruments which are callable at pre-determined
levels, it cannot be assumed that such CoCos will be called on the relevant call date and accordingly, a Fund may notreceive a return of principal on the relevant call date and may suffer losses as a result.
As CoCos are relatively new complex investments, their behaviour under a stressed financial environment is thus unknown.
Investors in CoCos may experience a reduced income rate, and a Fund may lose some or all of its original investment.
Any future regulatory change impacting European banking institutions or CoCos could have substantial and adverse effects
on the financial institutions issuing the CoCos, or the ability of a Fund or other investors to invest in CoCos.
EMERGING MARKETSInvestment in Emerging Markets (and/or Frontier Markets)
Where a Fund invests in emerging markets it may involve increased risks and special considerations not typicallyassociated with investment in more developed markets, such as liquidity risks, currency risks/control, political andeconomic uncertainties, legal and taxation risks, settlement risks, custody risk and the likelihood of a high degree ofvolatility. High market volatility and potential settlement difficulties in certain markets may also result in significant
fluctuations in the prices of the securities traded on such markets and thereby may adversely affect the value of a Fund.
Currency conversion and repatriation of investment income, capital and proceeds of sale by a Fund may be limited or
require governmental consents. A Fund could be adversely affected by delays in, or refusal to grant, any such approval forthe repatriation of funds or by any official intervention affecting the process of settlement of transactions. Stock exchanges
and other such clearing infrastructure may lack liquidity and robust procedures and may be susceptible to interference.
Political, Social and Economic Instability
Some countries have a higher than usual risk of nationalisation, expropriation or confiscatory taxation, any of which might
have an adverse effect on a Fund’s investments in those countries. Developing countries can be subject to a higher thanusual risk of political change, government regulation, social instability or diplomatic developments (including war) which
could adversely affect the economies of such countries and thus a Fund’s investments in those countries. Furthermore, it
may be difficult for a Fund to obtain effective enforcement of its rights in certain developing countries.
3659571338.2

Market Liquidity and Foreign Investment Infrastructure
Trading volume on the stock exchange of most developing countries can be substantially less than in the leading stock
markets of the developed world, so that the purchase and sale of holdings may take longer. Volatility of prices can begreater than in the developed world. This may result in considerable volatility in the value of a Fund and, if sales of asignificant amount of securities have to be effected at short notice in order to meet redemption requests, such sales may
have to be effected at unfavourable prices which could have an adverse effect on the value of a Fund and therefore the
Net Asset Value per Unit.
In certain developing countries, portfolio investment by foreign investors such as the Funds may require consent or be
subject to restrictions. These restrictions and any further restrictions introduced in the future could limit the availability to
the Funds of attractive investment opportunities.
Corporate Disclosure, Accounting and Regulatory Standards
Companies in developing countries are generally not subject to accounting, auditing and financial reporting standards,
practices and disclosure requirements comparable to those applicable to companies in the developed world. In addition,
there is generally less government supervision and regulation of stock exchanges, brokers and listed companies in mostdeveloping countries than in countries with more advanced securities markets. As a result, there may be less information
available publicly to investors in developing country securities; such information as is available may be less reliable.
Availability and Reliability of Official Data
Less statistical data is available in relation to the securities markets of developing countries relative to the securities
markets in, for example the United Kingdom; such data as is available may be less reliable.
Legal Risk
Many laws in developing countries are new and largely untested. As a result a Fund may be subject to a number of risks,
including but not limited to inadequate investor protection, contradictory legislation, incomplete, unclear and changing laws,
lack of established avenues for legal redress and a lack of enforcement of existing regulations. Furthermore, it may bedifficult to obtain and enforce a judgement in certain countries in which assets of a Fund are invested.
Taxation
Taxation of dividends, interest and capital gains received by foreign investors varies among developing countries and, insome cases, is comparatively high. In addition, certain developing countries are amongst those countries that have lesswell defined tax laws and procedures and such laws may permit retroactive taxation so that a Fund investing in such a
country could in the future become subject to a local tax liability that could not have been reasonably anticipated. Such
uncertainty could necessitate significant provisions for foreign taxes being made by a Fund in its Net Asset Value
calculations. The making and potential impact of such provisions is considered further under the “General Risks -Taxation”
section of the Prospectus.
Settlement and Custody Risk
As the Funds may invest in markets where the trading, settlement and custodial systems are not fully developed, there isan increased risk of the assets of a Fund which are traded in such markets being lost through fraud, negligence, oversightor catastrophe such as a fire. In other circumstances such as the insolvency of a sub-custodian or registrar, or retroactive
application of legislation, the Funds may not be able to establish title to investments made and may suffer loss as a result.
In such circumstances, the Fund may find it impossible to enforce its right against third parties. As these Funds may invest
in markets where the trading, settlement and custodial systems are not fully developed, the assets of such Fund which aretraded in such markets and which have been entrusted to sub-custodians in such markets may be exposed to risk incircumstances in which the Depositary will have no liability.
Risks include but are not limited to:

•
•
•
•
•

a non-true delivery versus payment settlement, which could increase the credit risk with the counterparty. Delivery
versus payment is a settlement system that stipulates that cash payment must be made prior to or simultaneously withthe delivery of the security;
a physical market (as opposed to electronic book keeping of records) and, as a consequence, the circulation of forgedsecurities;
poor information in regards to corporate actions;registration process that impacts the availability of the securities;
lack of appropriate legal/fiscal infrastructure advices;

37

59571338.2

•lack of compensation/risk fund with a central depository.

FIXED INCOME SECURITIES RISKS
Investment in Fixed Income Securities
Investment in bonds or fixed income securities is subject to liquidity, interest rate and credit risks (i.e. the risk of default).
The value of a bond will fall if an issuer defaults.
Fixed income securities are often rated by credit rating agencies. Credit ratings indicate the probability that an issuer will
fail to make timely payment of capital and / or interest that is due to be paid to investors under the terms of the security i.e.
the risk of default.
Certain credit rating agencies are designated by the U.S. Securities and Exchange Commission as Nationally RecognizedStatistical Rating Organizations (NRSROs). Each NRSRO has an alpha or alphanumerical scale that expresses theirratings. An example of an NRSRO is Standard and Poor’s, their rating scale (expressed here in increasing order of defaultrisk) is; AAA, AA+, AA, AA-, A+, A, A-, BBB+, BBB, BBB-, BB+, BB, BB-, B+, B, B-, CCC+, CCC, CCC-, CC, C. The
identifier D is also used, in order to signify that a security has already defaulted.
A Fund may in accordance with its investment policy only be permitted to invest in securities / investments of a certain
credit rating. Credit ratings may however not always be an accurate or reliable measure of the strength of the securities /investments being invested in. Credit ratings assigned by rating agencies are also subject to limitations and do notguarantee the creditworthiness of the security and/or issuer at all times. Where such credit ratings prove inaccurate or
unreliable, losses may be incurred by any Fund which has invested in such securities / investments.
The volume of transactions effected in certain international bond markets may be appreciably below that of the world’s
largest markets, such as the United States. Accordingly, a Fund’s investment in such markets may be less liquid and theirprices may be more volatile than comparable investments in securities trading in markets with larger trading volumes.
Moreover, the settlement periods in certain markets may be longer than in others which may affect portfolio liquidity.
Credit Risk – Fixed Income
A Fund may invest in fixed income securities which have low credit status which may represent a higher credit risk thanfunds which do not invest in such securities. Investment in securities issued by corporations may also represent a higher
credit risk than investment in securities issued by governments.
There can be no assurance that the issuers of fixed income securities in which a Fund may invest will not be subject tocredit difficulties, leading to either the downgrading of such securities or instruments, or to the loss of some or all of thesums invested in or payments due on such securities or instruments.
Interest Rate Risk
The fixed income instruments in which a Fund may invest are subject to interest rate risk. In general, the prices of debt
securities rise when interest rates fall, whilst their prices fall when interest rates rise.
Downgrading Risk
The credit rating of a debt instrument or its issuer may subsequently be downgraded. In the event of such downgrading,the value of the Fund may be adversely affected. The Investment Manager may or may not be able to dispose of the debt
instruments that are being downgraded.
Zero Coupon Risk
Relative to interest paying securities of similar maturity, the market prices of securities structured as zero coupon are
generally affected to a greater extent by interest rate changes. These securities tend to be more volatile than securities
which pay interest periodically.
Sovereign Debt Risk
A Fund’s investment in securities issued or guaranteed by governments may be exposed to political, social and economic
risks. In adverse situations, the sovereign issuers may not be able or willing to repay the principal and/or interest when due
or may request the Fund to participate in restructuring such debts. A Fund may suffer significant losses when there is a
default of sovereign debt issuers.
A government entity’s willingness or ability to repay principal and interest due in a timely manner may be affected by,among other factors, its cash flow situation, the extent of its foreign reserves, the availability of sufficient foreign exchangeon the date a payment is due, the relative size of the debt service burden to the economy as a whole, the government
3859571338.2

entity’s policy towards the International Monetary Fund and the political constraints to which a government entity may besubject. Government entities may also be dependent on expected disbursements from foreign governments, multilateralagencies and others abroad to reduce principal and interest arrearage on their debt. Such commitments may beconditioned on a government entity’s implementation of economic reforms and/or economic performance and the timely
service of such debtor’s obligations. Failure to implement such reforms, achieve such levels of economic performance orrepay principal or interest when due may result in the cancellation of such third parties’ commitments to lend funds to thegovernment entity, which may further impair such debtor’s ability or willingness to service its debt on a timely basis.
Risks Associated with Investment in Sub-Investment Grade and/or Unrated Debt Securities
A Fund may invest in debt securities rated Sub-Investment Grade and/or unrated. Such securities are generally subject togreater credit risk or risk of loss of principal and interest due to an issuer’s inability to meet principal and interest obligations
than higher-rated debt securities. The risk of loss due to default by such issuers is significantly greater because SubInvestment Grade securities generally are unsecured and are lower in the hierarchy of creditors.
Sub-Investment Grade debt securities and unrated debt securities may also be subject to greater price volatility due tosuch factors as specific corporate developments, interest rate sensitivity, negative perceptions of the financial markets
generally and less secondary market liquidity. The market value of Sub-Investment Grade corporate debt instruments tends
to reflect individual corporate developments to a greater extent than that of higher rated instruments which react primarily
to fluctuations in the general level of interest rates. As a result, where the Fund invests in such instruments its ability toachieve its investment objective may depend to a greater extent on the Investment Manager’s judgement concerning thecreditworthiness of issuers than funds which invest in higher-rated instruments. The Investment Manager will consider bothcredit risk and market risk in making investment decisions for the Fund.
To the extent that a default occurs with respect to any Sub-Investment Grade securities and a Fund sells or otherwise
disposes of its exposure of such an instrument, it is likely that the proceeds will be less that the unpaid principal andinterest. Even if such instruments are held to maturity, recovery by the Fund of its initial investment and any anticipatedincome or appreciation is uncertain.
The secondary market for Sub-Investment Grade debt instruments and/or unrated debt instruments may be concentrated
in relatively few market makers and is dominated by institutional investors, including mutual funds, insurance companies
and other financial institutions. Accordingly, the secondary market for such instruments is subject to lower liquidity, and ismore volatile than, the secondary market for higher-rated instruments. In addition, market trading volume for high yield
instruments is generally lower and the secondary market for such instruments could contract under adverse market or
economic conditions, independent of any specific adverse changes in the condition of a particular issuer.
There are fewer investors in Sub-Investment Grade securities and it may be harder to sell such securities. Market
quotations may not be available for high yield debt securities, and judgment plays a greater role in valuing high yieldcorporate debt securities than is the case for securities for which more external sources for quotations and last sale
information is available.
FDI TECHNIQUES AND INSTRUMENTS
Investment in FDIs
Investments of a Fund may be composed of securities with varying degrees of volatility and may comprise of FDIs fromtime to time. Since FDIs may be geared instruments, their use may result in greater fluctuations of the Net Asset Value ofthe Fund concerned. Risks associated with FDIs include counterparty/credit risk, liquidity risk, valuation risk, volatility risk
and over-the-counter transaction risk. The leverage element/component of an FDI can result in a loss significantly greaterthan the amount invested in the FDI by the Unit Trust. Exposure to FDIs may lead to a high risk of significant loss by the
Unit Trust.
A Fund may use FDIs for efficient portfolio management or to attempt to hedge or reduce the overall risk of its investments
or, if disclosed in relation to any Fund, FDIs may be used as part of the principal investment policies and strategies. Such
strategies might be unsuccessful and incur losses for the Fund, due to market conditions. A Fund’s ability to use thesestrategies may be limited by market conditions, regulatory limits and tax considerations. Investments in FDIs are subject
to normal market fluctuations and other risks inherent in investment in securities. In addition, the use of FDIs involves
special risks, including: (1.) dependence on the Investment Manager’s ability to accurately predict movements in the priceof the underlying security; (2.) imperfect correlation between the movements in securities or currency on which an FDI
contract is based and movements in the securities or currencies in the relevant Fund; (3.) the absence of a liquid market
for any particular instrument at any particular time which may inhibit the ability of a Fund to liquidate an FDI at anadvantageous price; (4.) due to the degree of leverage inherent in FDIs, a relatively small price movement in a contract
may result in an immediate and substantial loss to a Fund; and (5.) Possible impediments to efficient portfolio management
or the ability to meet redemption requests or other short term obligations because a percentage of a Fund’s assets may
be segregated to cover its obligations.
Forward Foreign Exchange Transactions

39

59571338.2

Forward contracts, unlike futures contracts, are not traded on exchanges and are not standardised; rather, banks anddealers act as principals in these markets, negotiating each transaction on an individual basis, and therefore have an
increased counterparty risk. If a counterparty defaults, the Fund may not get the expected payment or delivery of assets.
This may result in the loss of the unrealised profit.
Futures Contracts
A futures contract is a standardised contract between two parties to exchange a specified asset of standardised quantityand quality for a price agreed today (the futures price or the strike price) with delivery occurring at a specified future date,the delivery date. The contracts are normally traded on a futures exchange. The amount of loss (as well as profit) is
unlimited.
For example, where the underlying specified asset is a commodity index, the futures contract may be illiquid because
certain commodity exchanges limit fluctuations in certain future contract prices during a single day by regulations referred
to as “daily price fluctuation limits” or “daily limits”. Once the price of a contract for a particular future has increased or
decreased by an amount equal to the daily limit, positions in the future can neither be taken nor liquidated unless traders
are willing to affect trades at or within the limit.
A Fund may also be exposed to a credit risk in relation to the counterparties with whom they transact or place margin orcollateral in respect of transactions and may bear the risk of counterparty default. A Fund may be invested in certain futurescontracts which may involve the assumption of obligations as well as rights and assets. Assets deposited as margin withbrokers may not be held in segregated accounts by the brokers and may therefore become available to the creditors ofsuch brokers in the event of their insolvency or bankruptcy.
Hedging Techniques
A Fund may utilise a variety of financial instruments, such as options, interest rate swaps, futures and forward contracts,
etc. to seek to hedge against declines in the values of the Fund’s positions as a result of changes in currency exchange
rates, equity markets, market interest rates and other events. Hedging against a decline in the value of a Fund’s positions
will not eliminate fluctuations in the values of the Fund’s positions or prevent losses if the values of such positions decline,
but it does establish other positions designed to gain from those same developments, thus reducing the decline in the
Fund’s value. However, such hedging transactions also limit the opportunity for gain if the value of the Fund’s positions
should increase. It may not be possible for the Fund to hedge against a change or event at a price sufficient to protect its
assets from the decline in value of the Fund’s positions anticipated as a result of such change. In addition, it may not be
possible to hedge against certain changes or events at all or the Investment Manager may choose not to. Furthermore,
there is no guarantee that a Fund’s use of FDIs for hedging will be entirely effective and in adverse situations, where theuse of FDIs becomes ineffective, a Fund may suffer significant loss.
Leverage Risk
When a Fund purchases a security, the risk to the Fund is limited to the loss of its investment. In the case of a transaction
involving futures, forwards, swaps or options, that Fund's liability may be potentially unlimited until the position is closed.
Over the Counter (OTC) Transactions
An OTC transaction takes place when a financial instrument is traded directly between two parties rather than through astock exchange. Where a Fund acquires securities through an OTC transaction, there is no guarantee that the Fund will
be able to realise the fair value of such securities due to their tendency to have limited liquidity.
Absence of Regulation
In general, there is less regulation and supervision of OTC transactions than for transactions entered into on some stock
exchanges. In addition, many of the protections afforded to participants on some stock exchanges might not be available
in connection with OTC transactions.
Counterparty Default
A Fund may also have credit exposure to counterparties by virtue of positions in swap agreements, repurchasetransactions, forward exchange rate and other financial or FDIs held by the Fund. OTC transactions are executed inaccordance with an agreed terms and conditions drawn up between the Fund and the counterparty. If the counterparty
experiences credit issues and therefore defaults on its obligation and a Fund is delayed or prevented from exercising its
rights with respect to the investments in its portfolio, it may experience a decline in the value of its position, lose income
and incur costs associated with asserting its rights. Counterparty exposure will be in accordance with a Fund's investment
restrictions. Regardless of the measures a Fund may implement to reduce counterparty risk, there can be no assurance
that a counterparty will not default or that the Fund will not sustain losses on the transactions as a result.
Options
4059571338.2

Transactions in options may also carry a high degree of risk. For purchased positions the risk to the option holder is limited
to the purchase cost of establishing the position. Out of the Money (OTM) positions will see the value of the options
position decrease, especially as the position nears expiry.
Swap Agreements
Swap agreements can be individually negotiated and structured to include exposure to a variety of different types ofinvestments or market factors. Depending on their structure, swap agreements may increase or decrease a Fund’s
exposure to strategies, long term or short term interest rates, foreign currency values, corporate borrowing rates or otherfactors. Swap agreements can take many different forms and are known by a variety of names.
Depending on how they are used, swap agreements may increase or decrease the overall volatility of a Fund. The mostsignificant factor in the performance of swap agreements is the change in the specific interest rate, currency or other factorsthat determine the amounts of payments due to and from the counterparties. If a swap agreement calls for payments by aFund, the Fund must be prepared to make such payments when due. In addition, if a counterparty’s creditworthinessdeclines, the value of swap agreements with such counterparty can be expected to decline, potentially resulting in losses
to the Fund.

Risks Associated with Securities Financing Transactions
Entering into total-return swaps create several risks for the Unit Trust and its investors. The relevant Fund is exposed to
the risk that a counterparty to a securities financing transaction may default on its obligation to return assets equivalent to
the ones provided to it by the relevant Fund. It is also subject to liquidity risk if it is unable to liquidate collateral provided
to it to cover a counterparty default. Such transactions may also carry legal risk in that the use of standard contracts toeffect securities financing transactions may expose a Fund to legal risks such as the contract may not accurately reflect
the intention of the parties or the contract may not be enforceable against the counterparty in its jurisdiction of incorporation.
Such transactions may also involve operational risks in that the use of securities financing transactions and managementof collateral are subject to the risk of loss resulting from inadequate or failed internal processes, people and systems orfrom external events. Risks may also arise with respect to any counterparty's right of re-use of any collateral as outlined
below under “Operational Risk linked to Management of Collateral”.
Risks Associated with Stock Lending
Stock lending may involve the risk that the borrower may fail to return the securities lent out in a timely manner and thevalue of the collateral may fall below the value of the securities lent out.
Risks Associated with Repurchase Agreements
In the event of the failure of the counterparty with which collateral has been placed, the Fund may suffer loss as there may
be delays in recovering collateral placed out or the cash originally received may be less than the collateral placed with thecounterparty due to inaccurate pricing of the collateral or market movements.
Risks Associated with Reverse Repurchase Agreements
In the event of the failure of the counterparty with which cash has been placed, the Fund may suffer loss as there may bedelay in recovering cash placed out or difficulty in realising collateral or proceeds from the sale of the collateral may beless than the cash placed with the counterparty due to inaccurate pricing of the collateral or market movements.
Taxation
Where a Fund invests in FDIs, the issues described in the “General Risks - Taxation” section of the Prospectus may also
apply to any change in the taxation legislation or interpretation thereof of the governing law of the FDI, the FDI counterparty,
the market(s) comprising the underlying exposure(s) of the FDI or the markets where a Fund is registered or marketed.
Legal Risks
OTC FDIs are generally entered into pursuant to contracts based on the standards set by the International Swaps andDerivatives Association for derivatives master agreements which are negotiated by the parties. The use of such contracts
may expose a Fund to legal risks such as the contract may not accurately reflect the intention of the parties or the contract
may not be enforceable against the counterparty in its jurisdiction of incorporation.
Operational Risk linked to Management of Collateral
The use of OTC FDIs and the management of collateral received are subject to the risk of loss resulting from inadequate
or failed internal processes, people and systems or from external events. Where cash collateral is re-invested, in

4159571338.2

accordance with the conditions imposed by the Central Bank, a Fund will be exposed to the risk of a failure or default of
the issuer of the relevant security in which the cash collateral has been invested.
The management of operational risk is established through policies set by the risk committee of the Investment Manager.
These policies set standards for the high level assessment of risk and, monitoring and reporting of risk within the businessand analysis of reported operational risk events.

Borrowings
Under the Trust Deed, the Manager is empowered to exercise all of the borrowing powers of the Unit Trust, subject to any
limitations under the UCITS Regulations, and to charge the assets of the Unit Trust as security for any such borrowings.
Under the UCITS Regulations, the Funds may not grant loans or act as guarantor on behalf of third parties, borrow money
except for temporary borrowings in an amount not exceeding 10% of its Net Asset Value and except as otherwise permitted
under the UCITS Regulations. The Funds may acquire foreign currency by means of a back-to-back loan agreement.
Where a Fund has foreign currency borrowings which exceed the value of a back-to-back deposit, the Manager shallensure that excess is treated as borrowing for the purposes of the UCITS Regulations.
Subject to the provisions of the UCITS Regulations and the Central Bank UCITS Regulations, the Manager may, from time
to time, where collateral is required to be provided by a Fund to a relevant counterparty in respect of FDI transactions,pledge assets of the relevant Fund equal in value to the relevant amount of required collateral, to the relevant FDI
counterparty.

Charges and Expenses
The following fees and expenses are applicable to each Fund.
Fund Charges and Expenses
Manager
The Manager is entitled under the Trust Deed to charge a management fee at the rates per annum specified in the relevant
Supplement. The management fee is payable monthly in arrears and will be calculated by reference to the Net Asset Valueof each Fund attributable to the relevant Class as at each day as at which the Net Asset Value of the relevant Fund andthe relevant Class is calculated.
In relation to investment by a Fund in a collective investment scheme managed (i) directly or by delegation by the Manageror (ii) by another company with which the Manager is linked by common management and control or by a direct or indirect
holding of more than 10% of the capital or voting rights of such company (collectively referred to as “Related Funds”), thefollowing conditions will apply:
(a)
(b)
(c)

no subscription, conversion or redemption fees on account of the Fund’s investment in the Related Fund may becharged;no management fee may be charged at the level of the Related Fund; andwhere a commission (including a related commission) is received by the Manager or Investment Manager by virtueof their investment in the Related Fund, the commission must be repaid into the property of the relevant Fund.

Investment Management
The Manager will discharge the fees and expenses of the Investment Manager for the discretionary management of theassets of the Unit Trust out of its management fee.
Administration, Depositary and Operating Fee
The Manager is also entitled to receive an administration, depositary and operating expenses fee (the “Administration,
Depositary and Operating Fee”) as set out in the relevant Fund’s Supplement. The Administration, Depositary andOperating Fee payable will be a percentage of the Net Asset Value of each Class and will be accrued daily and be paid
monthly in arrears. The Manager will pay the aggregate fees and expenses of the Administrator and Depositary, in addition
to certain other fees and ongoing expenses such as the fees payable to permanent representatives and other agents ofeach Fund; the fees and expenses of each Fund’s auditors and legal advisers; sub-custodian fees, expenses and directtransaction handling charges at normal commercial rates; fees or expenses involved (including the fees and expenses ofpaying agents) in registering and maintaining the registration of a Fund with any governmental agency or stock exchange
in Ireland and in any other country; expenses in respect of portfolio and unit class currency hedging; reporting andpublishing expenses, including the costs of printing, preparing, advertising and distributing prospectuses, Key Information
4259571338.2

Documents, explanatory memoranda, periodical reports or registration statements; and the costs of reports to Unitholdersof the Fund.
The Administration, Depositary and Operating Fee does not include any other expenses including, but not limited towithholding tax, stamp duty or other taxes on the investments of the Fund (including fees of professional agents associatedwith processing and reclaiming such taxes); commissions and brokerage fees incurred with respect to the Fund’sinvestments; interest on borrowings and bank charges incurred in negotiating, effecting or varying the terms of suchborrowings (including any liquidity facility entered into in respect of a Fund); any commissions charged by intermediaries
in relation to an investment in the Fund and such extraordinary or exceptional costs and expenses (if any) as may arise
from time to time, such as material litigation in relation to the Unit Trust. Such expenses will generally be paid out of the
Net Asset Value of the relevant Fund.
Expenses will be charged to the Fund in respect of which they were incurred or, where an expense is not considered by
the Depositary to be attributable to any one Fund, the expense will normally be allocated by the Depositary to all Funds
pro rata to the Net Asset Value of the relevant Funds.
Paying Agents
Local laws/regulations may require the appointment of paying agents/representatives/distributors/correspondent banks(“Paying Agents”) and maintenance of accounts by such Paying Agents through which subscription and redemption monies
or distributions may be paid. Unitholders who choose or are obliged under local regulations to pay or receive subscription
or realization monies or distributions via an intermediate entity rather than directly to or from the Depositary (e.g. a Paying
Agent in a local jurisdiction) bear a credit risk against that intermediate entity with respect to (a) subscription monies prior
to the transmission of such monies to the Depositary for the account of the Unit Trust or the relevant Fund and (b) realization
and/or distribution monies payable by such intermediate entity to the relevant Unitholder.
Commissions / Brokerage
The Manager and any duly appointed delegate of the Manager may charge commissions and/or brokerage on transactions
effected by them as agents for the Unit Trust.
Where the Manager or any duly appointed delegate of the Manager successfully negotiates the recapture of a portion of
the commissions charged by brokers or dealers in connection with the purchase and/or sale of securities for a Fund, therebated commission shall be paid to the Fund. The Fund will generally pay brokerage at customary institutional brokerage
rates. Transactions of the Fund may be entered into through associates of the Manager.
The Manager and their associates will not receive cash or other rebates from brokers or dealers in respect of transactions
for the Fund. Execution of transactions for the Fund will be consistent with best execution standards.
Charges Deducted from Capital
Each Fund normally pays its management fee and other fees and expenses out of income. However, where insufficient
income is available, investors should note that the Manager may provide for a Fund to pay some or all of its management
fee and other fees and expenses out of capital and out of both realised and unrealised capital gains less realised andunrealised capital losses.
Unitholder Fees
Preliminary Charge
A Preliminary Charge of up to 5% may be added to the Net Asset Value per Unit and retained by the Manager out of which
the Manager may pay commission to authorised agents. Preliminary charges may either be deducted from the amountreceived by the Administrator for the subscription for Units or from the amount received by an authorised agent frominvestors. In respect of Class C, Class I and Class J Units, the Directors will not impose a Preliminary Charge.
The Manager is also entitled to add to the Net Asset Value per Unit for their own account, a charge sufficient to coveramounts paid by them on account of stamp duties and taxation in respect of the issue of Units and may also add a charge(not exceeding 1% of the Net Asset Value per Unit) for the account of the relevant Fund in respect of fiscal and purchasecharges. It is not, however, the intention of the Manager to make any such additions in normal circumstances.
Distributor Fee
Class C Units shall also pay a distributor fee of 1% per annum of the Net Asset Value of the Fund attributable to theClasses. Such fee when applied will be payable to the distributor who has been appointed as a distributor pursuant to aplacing agency agreement between the Manager or their delegate and the relevant distributor. The distributor fee shall be
accrued daily and is payable quarterly in arrears.
4359571338.2

Redemption Charge
The Manager is entitled under the Trust Deed, in calculating the Net Asset Value per Unit, to deduct from the Net Asset
Value per Unit for the account of the appropriate Fund a charge (not exceeding 1% of such Net Asset Value per Unit) tomeet duties and charges incurred in realising assets to provide monies to meet the redemption request but it is not theintention of the Manager to make any deduction in respect of such duties and charges in normal circumstances, other thanin respect of the Class C Units for which a charge of 1% of the Net Asset Value attributable to the Class C Unit may be
applied at the discretion of the Manager or its delegate. Should this policy change, the Unitholders will be given advance
written notice of the intention to charge a Redemption Charge.
Conversion Charge
The Preliminary Charge and any other charges normally made on the issue of Units will not normally be made on aconversion but the Manager is entitled to make any such charges at their discretion.

Administration of the Unit Trust
Determination of Net Asset Value
The Manager has delegated the determination of the Net Asset Value and the Net Asset Value per Unit to the Administrator
which shall be carried out in accordance with generally accepted accounting principles. In calculating the Net Asset Value,
the Administrator shall not be liable for any loss suffered by the Manager, the Unit Trust by reason of any error resulting
from any inaccuracy in the information provided by any third party pricing service that the Administrator is directed to useby the Manager or the Investment Manager in accordance with the Unit Trust’s valuation policy.
In calculating the Net Asset Value and Net Asset Value per Unit, the Administrator shall not be responsible for the accuracyof financial data, opinions or advice furnished to it by the Manager or its delegates, the Investment Manager, or their agentsand delegates including an external valuer, prime broker(s), market makers and/or independent third party pricing services.
The Administrator may accept, use and rely on prices provided to it by the Manager or its delegates or other agreed
independent third party pricing services for the purposes of determining the Net Asset Value and Net Asset Value per Unitand shall not be liable to the Unit Trust, the Manager, the Depositary, an external valuer, any Unitholder or any other person
in so doing by reason of any error in the calculation of the Net Asset Value resulting from any inaccuracy in the information
provided by the Manager, its delegates, an external valuer or other independent third party pricing services or its delegatesthat the Administrator is directed to use by the Manager, the Unit Trust, or an external valuer in accordance with theManager Valuation Policy. The Manager acknowledges and agrees that the Administrator has not been retained to act as
an external valuer or independent valuation agent.
In the event that there is an error in the calculation of the Net Asset Value of the Unit Trust, a Fund, or Class which results
in a Unitholder receiving proceeds from the Unit Trust, the Manager reserves the right to seek to recover from such
Unitholder any excess amount recovered by them or to re-issue a contract note with the correct Net Asset Value of theUnit Trust, the Fund, or Class.
The Net Asset Value per Unit is calculated by dividing the value of the assets of the Fund, less its liabilities, by the total
number of Units in issue as at that Dealing Day. The Net Asset Value per Unit is the resulting sum adjusted to two decimal
places (five up four down).
The method of establishing the Net Asset Value of any Fund is set out in the Trust Deed and summarised below.
The Net Asset Value of each Fund shall be calculated in the Base Currency of the Fund by valuing the assets of the Fundin accordance with the valuation rules set out in the Trust Deed and summarised below and deducting the liabilities of theFund. However, in respect of certain Funds where different Classes are available, the Net Asset Value of the Fund is
calculated as set out below and is allocated between each Class in accordance with their respective values. The portionof the Net Asset Value allocated to each Class is divided by the number of Units of the relevant Class then in issue andthe resultant amount is the Net Asset Value of the relevant Class.
In summary, quoted investments are valued at their last traded price (or, if no last traded price is available, at mid-market
prices) and unquoted investments are valued on the probable realisable value estimated with care and in good faith by theManager or a competent person, firm or corporation (including the Investment Manager) selected by the Manager andapproved by the Depositary. Cash deposits and similar investments shall normally be valued at face value (together with
accrued interest); certificates of deposit shall be valued by reference to the best bid price for certificates of deposit of likematurity, amount and credit risk on the relevant Dealing Day; and treasury bills and bills of exchange shall be valued withreference to prices ruling in the appropriate markets for such instruments of like maturity, amount and credit risk on therelevant Dealing Day. Collective investment schemes are valued, where appropriate, on the basis of the last published
Net Asset Value per Share, or if unavailable, the last published bid price per share excluding any preliminary charges.
Interest and other income and liabilities are, where practicable, accrued from day-to-day. Forward foreign exchange
contracts shall be valued with reference to the prevailing market maker quotation, namely, the price at which a new forward
contract of the same size and maturity could be undertaken or, if unavailable, at the settlement price as provided by the4459571338.2

counterparty. FDIs traded on a regulated market shall be valued at the settlement price as determined by the market. If
the settlement price is not available, the value shall be the probable redemption value estimated with care and in goodfaith by the Manager or a competent person, firm or corporation (including the Investment Manager) selected by theManager and approved by the Depositary. OTC FDIs will be valued daily either (i) on the basis of a quotation provided by
the relevant counterparty and such valuation shall be approved or verified at least weekly by a party who is approved forthe purpose by the Depositary and who is independent of the counterparty (the “Counterparty Valuation”); or (ii) using analternative valuation provided by the Manager or a competent person appointed by the Manager and approved for the
purpose by the Depositary (the “Alternative Valuation”). Where such Alternative Valuation method is used the Manager will
follow international best practice and adhere to the principles on valuation of OTC instruments established by bodies suchas the International Organisation of Securities Commissions (IOSCO) and the Alternative Investment Management
Association (AIMA) and will be reconciled to the Counterparty Valuation on a monthly basis. Where significant differences
arise these will be promptly investigated and explained.
If the Manager deems it necessary, a specific investment may be valued using an alternative method of valuation approvedby the Depositary.
Where the value of an investment is not ascertainable as described above, the value shall be the probable redemption
value estimated by the Manager with care and good faith or by a competent person appointed by the Manager andapproved for the purpose by the Depositary. The Trust Deed also provides that notwithstanding the above, the Manager
may with the consent of the Depositary adjust the value of any Investment if, having regard to currency, applicable rate ofinterest, maturity, marketability and/or such other considerations as they may deem relevant, they consider that suchadjustment is required to reflect the fair value thereof. A description of fair value pricing and the circumstances where it
may be applied is set out below.
Fair Value Pricing
Fair value pricing (FVP) may be defined as the application of the Manager’s best estimate of the amount a Fund might
receive on a sale, or expect to pay on a purchase, of one or more securities or even an entire portfolio of securities, at thetime of the Fund’s Valuation Point, with the intention of producing a fairer dealing price, thereby protecting ongoing,incoming and outgoing investors.
In the opinion of the Manager, where market conditions may be such that the last applicable real time quoted price or the
Valuation Point does not capture the best reflection of the buying and selling price of a stock, FVP may be applied. Due tothe time differences between the closing of the relevant securities exchanges and the time of the Fund’s Valuation Point,
a Fund may apply FVP on its investments more frequently than it does on other securities and on some Funds this may
occur on a daily basis. The Manager has determined that movements in relevant indices or other appropriate market
indicators, after the close of the securities exchanges, may demonstrate that market quotations are unreliable and maytrigger fair value pricing for certain securities. Therefore the fair values assigned to a Fund’s investments may not be thequoted or published prices of the investments on their primary markets or exchanges. By fair valuing a security which issuspended for trading, for example, because of financial irregularities, or whose price may have been affected by significant
events or by news after the last market pricing of the security, the Funds attempt to establish a price that they mightreasonably expect to receive upon the current sale of that security. It may also be necessary to use FVP in the event of amarket remaining closed unexpectedly due to a force majeure event.
Suspended securities may provide an exception to this general policy. When individual securities are suspended for
trading, for example, because of financial irregularities, the Investment Manager will suggest what it believes to be areasonable price for that security. This is normally, but not always, achieved by applying a percentage discount to the last
traded price prior to suspension, and which will be justified to the Manager.
Dilution Adjustment
In determining the Net Asset Value of the Unit Trust and each Fund, the Manager may with the approval of the Depositary(i) adjust downwards the Net Asset Value of the Unit Trust or any Fund where on any Dealing Day, the aggregate valueof all redemption requests received exceeds the value of all applications for Units or (ii) adjust upwards the Net Asset
Value of the Unit Trust or any Fund where on any Dealing Day the value of all applications for Units received for that
Dealing Day exceeds the aggregate value of all redemption requests, provided that in each case, the valuation policy by
the Manager shall be applied consistently through the various categories of assets and will be applied consistently (witheffect from the date of this Prospectus) through the lifetime of the Unit Trust or each Fund, for as long as the Unit Trust or
each Fund is operated on a going concern basis. The Manager’s intention is only to exercise this discretion to preserve
the value of the holdings of continuing Unitholders in the event of substantial or recurring net redemptions orsubscriptions. The calculation of such prices and the amount of the adjustment may take into account any provision for theestimated market spreads (bid/offer spread of underlying securities), duties (for example transaction taxes) and charges(for example settlement costs or dealing commission) and other dealing costs related to the adjustment or disposal ofinvestments and to preserve the value of the underlying assets of the relevant Fund. The application of the foregoingpricing methodology will comply with the requirements of the Central Bank.

4559571338.2

Availability of the Net Asset Value per Unit
Except where the redemption of Units of a Fund has been suspended, in the circumstances described below, in the section
entitled “Temporary Suspension of Redemptions”, the Net Asset Value per Unit of each Class shall be available on the
Barings website at www.barings.com or on the Euronext Dublin at https://www.euronext.com/en/markets/dublin. Prices canalso be ascertained from the offices of the Investment Manager and the Paying Agents as set out in the “Directory” sectionof this Prospectus.
Such information will relate to the Net Asset Value per Unit for the previous Dealing Day and is made available for
information purposes only. It is not an invitation to subscribe for or redeem Units at that Net Asset Value per Unit. In thecase of listed Units, the Net Asset Value per Unit will also be notified to Euronext Dublin immediately upon calculation andshall be available on the website https://www.euronext.com/en/markets/dublin.

Dividend Policy
The Trust Deed provides for the Depositary to distribute in respect of each accounting period not less than 85% of surplus
net income represented by the dividends and interest received for each Fund to the holders of Units of the relevant Class,after charging expenses and various other items, as set out under “Charges and Expenses”, as are attributable to theincome of that Fund. In addition, the Manager may distribute to the holders of Units of the relevant Fund or Class suchpart of any capital and / or capital gains less realised and unrealised capital losses attributable to the relevant Fund as, intheir opinion, is appropriate to maintain a satisfactory level of distribution. The Manager may, at their discretion, declareadditional dividend payment dates in respect of any distributing Fund or Class. It is intended that income distributions, ifany, in relation to the Funds will be paid as set out in the relevant Supplement below.
Any distributions unclaimed after a period of six years from the date of declaration of such distribution will lapse and shallrevert to the relevant Fund.
Subject to the Manager's policy as mentioned under “Reinvestment of Income Distributions” below, payment of distributions
will be made by electronic transfer in the relevant currency of the relevant Class and sent, at the risk of persons entitledthereto, to the account set out in the Account Opening Form. If investors wish to make any change in the payment
instructions, such change must be by written notice to the Manager signed by the sole Unitholder or all joint Unitholders.
Any charges incurred in making payment by electronic transfer may be payable by the Unitholder. Payment may, however,be made in any other major currency if requested by the Unitholder, or Unitholders in the case of any joint holding, inwriting to the Manager, but such payment will be arranged at the expense and risk of the Unitholders. Any payment of
distributions made by bank transfer will be at the expense of the Unitholder.
Equalisation arrangements will be effected by the Manager with a view to ensuring that the level of distributions payable
on any Class is not affected by the issue, conversion or redemption of Units of that Class during the relevant accounting
period. If distributions are paid to the Unitholder and are, for any reason, returned, the money will be held in a Collection
Account until valid bank details are provided.
Reinvestment of Income Distributions
The Manager will automatically re-invest any distribution entitlements in further Units of the relevant Class of the relevant
Fund:
i)
ii)

unless instructions in writing to the contrary are received from the Unitholder at least 21 days prior to therelevant distribution date; orin all cases where the Unitholder’s anti-money laundering documentation is incomplete or has not been
completed to the satisfaction of the Administrator and/or the Unitholder has not provided an original AccountOpening Form.

Further Units will be issued on the date of distribution or, if that is not a Dealing Day, on the next following Dealing Day at
a price calculated in the same way as for other issues of Units but without incurring any Preliminary Charge. There is,however, no minimum number of such further Units which may be so subscribed and fractions of Units will be issued if
necessary. Unitholders may also when applying for Units or subsequently, request the Manager in writing to pay them all
distributions to which they are entitled; every such request by a Unitholder will remain effective until countermanded inwriting or, if earlier, the person making the request ceases to be a Unitholder.

Subscription of Units
Units in a Fund may be purchased on any Dealing Day at the Net Asset Value per Unit, as defined under “Determinationof Net Asset Value”, applicable on the relevant Dealing Day. In the cases of Units in a Class of which there are no Units
46

59571338.2

currently issued, Units will be issued at the initial offer price of 100 in the currency of the relevant Class, or other values
as determined by the Manager.
For Units in a Class of which there are no Units currently issued, the initial offer period shall commence at 9.00 am (Irishtime) on 4 September 2023 and end at 12 noon (Irish time) on 1 March 2024 or such other date and/or time as the Directors
may agree and notify to the Central Bank.
Under the Trust Deed, the Manager is given the exclusive right to effect for the account of the Unit Trust the issue of Unitsof any Class and to create, with the consent of the Depositary and the Central Bank, new Classes and have absolute
discretion to accept or reject in whole or in part any application for Units.
Account Opening
Investors subscribing for Units for the first time must complete the Account Opening Form and submit it to the Manager
c/o the Administrator as set out in the Account Opening Form. The Account Opening Form may be obtained from theManager or the Administrator. The signed original Account Opening Form together with supporting documentation in
relation to anti-money laundering requirements must be received before the application will be accepted. If any of thedetails that are provided change, including your address, other contact details (e.g. telephone number, email address) orbank account details, please inform the Administrator immediately by letter at the address set out in the “Directory” section.
Failure to do so may cause a delay in processing any subscription or redemption orders.
Prospective investors should note that by completing an Account Opening Form they are providing the Manager withpersonal information, which may constitute personal data within the meaning of the Data Protection Legislation. The
personal data of prospective investors and registered Unitholders shall be processed in accordance with the Privacy
Statement. The Administrator may and will hold all or part of the data provided in accordance with applicable laws evenafter the investor has fully redeemed from the Fund.
By signing the Account Opening Form, prospective investors consent to the recording of telephone calls made to andreceived from investors by the Manager, its delegates, its duly appointed agents and any of their respective related,associated or affiliated companies for record keeping, security and/or training purposes.
Application of Units
Subscription of Units may be made by submitting the completed Subscription Form to the Manager c/o the Administrator
as set out in the Subscription Form. Investors can, with the agreement of the Manager and the Administrator, subscribe
via electronic messaging services such as SWIFT. All requests received by the Manager will be treated as definitive orders
even if not subsequently confirmed in writing and will not be capable of withdrawal after acceptance by the Manager.
Completed Subscription Forms received by the Manager prior to 12 noon (Irish time) on a Dealing Day will be dealt withby reference to the Net Asset Value per Unit determined as at the Valuation Point on that Dealing Day. Subscription
requests received after 12 noon (Irish time) will be treated as having been received on the following Dealing Day.
Subscription monies in cleared funds must be received by the Settlement Date. Payment is normally due in the currencyof the relevant Class of the relevant Fund. The Manager may accept payment in other currencies, but such payments will
be converted into the currency of the relevant Class and only the proceeds of such conversion at the prevailing exchange
rate (after deducting expenses relating to such conversion) will be applied by the Manager towards payment of thesubscription monies. The Manager has standing arrangements for subscription monies to be paid by electronic transfer as
specified in the Subscription Form.
Payments by electronic transfer should quote the applicant’s name, bank, bank account number, Fund name andconfirmation note number (if one has already been issued). Any charges incurred in making payment by electronic transfer
will be payable by the applicant.
A confirmation note will be sent to each successful applicant. If payment in full in cleared funds has not been received by
the Settlement Date, the application may be refused and any allotment or transfer of Units made on the basis thereof
cancelled, or, alternatively, the Manager may treat the application as an application for such number of Units as may bepurchased or subscribed with such payment. The Manager reserves the right, in the event of non-receipt of cleared funds
by the due date and cancellation of a subscription, to charge the applicant for losses accruing. The Manager reserves theright to limit deals without prior receipt of cleared funds. In such an event the investor shall indemnify the Manager, theAdministrator, the Depositary, the Unit Trust, the applicable distributor, the Investment Manager and any of their respective
affiliates for any and all claims, losses, liabilities or damages (including attorneys’ fees and other related out-of-pocket
expenses) suffered or incurred by any such person as a result of the investor not remitting the amount of its subscription
by the due date for such subscription or otherwise failing to comply with the terms of such Subscription Form.
Units will be issued in registered form. Registration of the Units comprised in the application will normally be effected withintwenty-one days of the Manager receiving the relevant registration details. Ownership is recorded by an entry in the Unit
register and a personal account number is allocated to the investor which will be shown in a registration advice despatchedwithin twenty-one days of the Manager receiving the relevant registration details. The personal account number must bequoted in all communications relating to the relevant Fund.
47

59571338.2

The Manager, the Administrator or a distributor may, in their sole discretion, reject any subscription order for Units in whole
or in part for any or no reason, including in particular, where the Manager or the Administrator, as appropriate, reasonably
believes the subscription order may represent a pattern of excessive trading or market timing activity in respect of a Fund.
Where an application for Units is rejected, the subscription monies shall be returned to the applicant within fourteen daysof the date of such application at the applicant’s cost and risk and no interest or other compensation will be payable inrespect of such returned monies.
The Manager shall have an absolute discretion to declare any Fund or Class closed to further subscriptions. Existing
Unitholders of the relevant Fund or Class will be provided with prior notification of such closure and the Manager shall also
notify distributors and/or placing agents. The Manager may invoke this discretion to close the Fund to further subscriptions
where they are satisfied that it will be in the best interests of the Unitholders of a Fund, given the market conditions
prevailing at the time. The Manager will have the discretion to re-open the relevant Fund or Class for subscription on any
Dealing Day and existing Unitholders will be given advance notification of such re-opening.
Units may not be issued or sold by the Manager during any period when the right of Unitholders to require the redemptionof their Units is suspended in the manner described under “Redemption of Units”. Applicants for Units will be notified ofsuch postponement or cancellation and, unless withdrawn, their applications will be considered as at the next Dealing Day
following the end of such suspension. In such cases where the calculation of the Net Asset Value per Class is suspended,such suspension will be notified to the Central Bank (immediately and in any event within the same Business Day) andEuronext Dublin (if applicable) without delay and where possible all reasonable steps will be taken to bring any period ofsuspension to an end as soon as possible.
In Specie Subscriptions
The Trust Deed permits the Manager to issue Units at the Net Asset Value per Unit in consideration of in specie securities
or other assets as approved by the Manager and the Depositary which could be acquired by the relevant Fund pursuant
to its investment policy and restrictions. The costs associated with such in specie subscriptions shall be borne by theinvestor. The Manager may decline any request for in specie subscription at its discretion.
Types of Units
Units will be issued in registered form. Unit certificates will not be issued. Fractions of not less than one-thousandth of a
Unit may be issued. Application monies representing smaller fractions of a Unit will not be returned to the applicant but will
be retained as part of the relevant Fund’s assets.
All Units of each Class will rank pari passu. Details of the issues of Units in the Funds, including the Minimum Investment/ Minimum Holding in respect of each Class, is set out in the relevant Supplement. Any increase in the Minimum Investment/ Minimum Holding will be notified to Unitholders in advance. The Minimum Investment / Minimum Holding in respect ofeach Class may be waived at the discretion of the Manager. Any waivers of the Minimum Investment / Minimum Holding
will be determined by the Directors on a case by case basis and will be in keeping with the requirements of the Central
Bank UCITS Regulations.
Anti-Money Laundering and Counter Terrorist Financing Measures
Measures aimed at the prevention of money laundering and terrorist financing require a detailed verification of the investor's
identity and where applicable the beneficial owner on a risk sensitive basis. Politically exposed persons (“PEPs”), an
individual who is or has, at any time in the preceding year, been entrusted with a prominent public function, and immediatefamily member, or persons known to close associates of such persons, must also be identified. By way of example anindividual may be required to produce a copy of a passport or identification card together with evidence of his/her address
such as a copy of, a utility bill or bank statement and proof of tax residence. In the case of corporate investors, suchmeasures may require production of a certified copy of the certificate of incorporation (and any change of name),memorandum and articles of association (or equivalent), the names, occupations, dates of birth and resident and businessaddress of all directors. Depending on the circumstances of each application, a detailed verification might not be required
where for example, the application is made through a relevant third party as such term is defined in the Criminal Justice(Money Laundering and Terrorist Financing) Act 2013 (as amended). This exception will only apply if the relevant third
party referred to above is located within a country recognised in Ireland as having equivalent anti-money laundering andcounter terrorist financing regulations and satisfies other applicable conditions such as providing a letter of undertaking
confirming that it has carried out the appropriate verification checks on the investor and will retain such information inaccordance with the required timeframe and will provide such information on request to the Manager or the Administrator.
The details above are given by way of example only and in that regard the Manager and the Administrator each reserve
the right to request any such information or documents as is necessary to comply with their obligations under anti-money
laundering legislation at the time of application (and also during the business relationship) for Units in the Unit Trust toverify the identity of an investor and where applicable the beneficial owner of an investor. In particular, the Manager andthe Administrator each reserve the right to carry out additional procedures in relation to an investor who is classed as a
PEP.
4859571338.2

Verification of the investor’s identity is required to take place before the establishment of the business relationship. In any
event, evidence of identity is required for all investors as soon as is reasonably practicable after the initial contact. In theevent of delay or failure by an investor or applicant to produce any information required for verification purposes, theManager or the Administrator may reject the application and subscription monies and return all subscription monies orcompulsorily redeem such Unitholder's Units. Further, no redemption proceeds will be paid until the Unitholder provides
such information. None of the Manager, the Investment Manager or the Administrator shall be liable to the subscriber orUnitholder where an application for Units is not processed or Units are compulsorily redeemed or payment of redemption
proceeds is delayed in such circumstances. If an application is rejected in whole or in part, the Administrator may return
application monies or the balance thereof by electronic transfer in accordance with any applicable laws to the account fromwhich it was paid at the cost and risk of the applicant. The Manager or the Administrator will refuse to pay redemption
proceeds if the original Account Opening Form has not been received by the Administrator. Any such redemption proceeds
will be held in the Collection Account where the requisite information for verification purposes has not been produced by aUnitholder.
For existing unitholdings which are compulsorily redeemed, the proceeds of redemption will be held in an Umbrella Cash
Collection Account or IMR Collection Account until such time as the Manager or the Administrator have verified theUnitholder’s identity to its satisfaction.
Umbrella Cash Collection Accounts
In circumstances where Units have been compulsorily redeemed for failure to provide the information required forverification purposes, the proceeds of redemption will be held in an “Umbrella Cash Collection Account” (as describedhereafter) and therefore, investors should note that such proceeds shall be treated as an asset of the relevant Fund. An
Umbrella Cash Collection Account is an account opened in the name of the Depositary on behalf of the Unit Trust for the
purpose of holding redemption proceeds due to an investor who held assets in a Fund prior to March 2016 which cannot
be transferred to the relevant investor. The relevant investor will rank as an unsecured creditor of the relevant Fund until
such time as the Manager or the Administrator are satisfied that its anti-money laundering and counter terrorist financing
procedures have been fully complied with, following which redemption proceeds will be released. Any such unclaimed
monies following a termination of a Fund prior to March 2016 will also be held in an Umbrella Cash Collection Account(see section entitled “Duration of the Unit Trust”).
In the event of an insolvency of the relevant Fund or the Unit Trust, there is no guarantee that the relevant Fund or the Unit
Trust will have sufficient funds to pay unsecured creditors in full. Investors due redemption proceeds which are held in an
Umbrella Cash Collection Account will rank equally with all other unsecured creditors of the relevant Fund and will beentitled to a pro-rata share of monies which are made available to all unsecured creditors by the insolvency practitioner.
Therefore in such circumstances, the investor may not recover all monies originally paid into an Umbrella Cash Collection
Account for onward transmission to that investor.
In the event of the insolvency of another Fund, recovery of any amounts to which a Fund is entitled, but which may havetransferred to such other Fund as a result of the operation of the Umbrella Cash Collection Account, will be subject to theprinciples of Irish law and the terms of the operational procedures for the Umbrella Cash Collection Account. There may
be delays in effecting and / or disputes as to the recovery of such amounts, and the insolvent Fund may have insufficient
funds to repay amounts due to the relevant Fund. Accordingly, there is no guarantee that such Fund or the Unit Trust will
recover such amounts. Furthermore, there is no guarantee that in such circumstances such Fund or the Unit Trust would
have sufficient funds to repay any unsecured creditors.
Accordingly, investors should ensure that all documentation required by the Manager or Administrator to comply with antimoney laundering and anti-fraud procedures are submitted promptly to the Manager or Administrator when subscribing for
Units.
The Manager and the Administrator reserve the right to obtain any additional information or documents from investors, at
any point during the business relationship with such investors and may not carry out a service for the investor until the
additional information or documentation is obtained to the satisfaction of the Manager. The Manager and the Administrator
cannot rely on third parties to meet this obligation, which remains their ultimate responsibility.
Investor Money Regulation (IMR) Collection Account
The Administrator operates the Investor Money Regulation (IMR) Collection Account in accordance with the Central Bank’s
Investor Money Regulations which came into effect in March 2016. The Administrator operates these accounts for anumber of collective investment schemes managed by the Manager. The IMR Collection Account is held at a credit
institution as prescribed by the Investor Money Regulations (“Relevant Bank”) in the name of the Administrator and isdesignated as a “Collection Account” or “Coll a/c”. All monies in the IMR Collection Account will be held at the RelevantBank on a segregated basis by the Administrator, in trust for the benefit of the investors and on behalf of, and at the riskof, the investors for whom such investor monies are being held. The Relevant Bank will hold the cash on the Administrator’sbehalf (for the benefit of the investors on behalf of whom such monies are being held) in an account separate from any
money the Relevant Bank holds for the Administrator in its own right. In the event of the insolvency of the Relevant Bank,
the Administrator should have a claim against the Relevant Bank on behalf of the investors for whom the monies in the
IMR Collection Account are being held. In the event of the insolvency of the Administrator, monies in the IMR Collection
Account would not form part of the Administrator’s assets.
4959571338.2

Any subscription monies which are received by the Administrator prior to investment in a Fund, will be held in an IMR
Collection Account and will not form part of the assets of the relevant fund until such monies are transferred from the IMR
Collection Account to the account of the relevant Fund.
Redemption proceeds will be paid into the IMR Collection Account on the Settlement Date and distributions on the relevant
distribution payment date, when they will no longer be considered an asset of the relevant Fund. Further, any conversion
from one Fund or Class (the “Original Fund”) into another Fund or Class (the “New Fund”) will be deemed to be aredemption from the Original Fund and a subscription into the New Fund and the relevant proceeds will be held in the IMR
Collection Account until transferred to the New Fund. Any redemption proceeds that cannot be distributed to investors forany reason will remain in the IMR Collection Account.
No interest is payable by the Manager or the Administrator on monies credited to the IMR Collection Account.

Redemption of Units
Applications for the redemption of Units of a Fund received by the Manager prior to 12 noon (Irish time) on a Dealing Day,
will be dealt with by reference to the Net Asset Value per Unit, as defined under “Calculation of Net Asset Value”, applicableon the relevant Dealing Day. Redemption requests received after 12 noon (Irish time) will be treated as having been
received on the following Dealing Day.
Requests for the redemption of Units may be made to the Manager c/o the Administrator as set out in the Redemption
Form. All instructions must be signed by the registered Unitholders or where a representative has been appointed following
receipt of a completed power of attorney. All requests received by the Manager will be treated as definitive orders even if
not subsequently confirmed in writing and will not be capable of withdrawal after acceptance by the Manager. In addition,
investors can, with the agreement of the Manager and the Administrator, redeem Units via electronic messaging services
such as SWIFT. Redemption requests can be processed on receipt of electronic instructions only where payment is madeto the account of record.
Partial redemptions of holdings are permitted provided that this will not result in the Unitholder holding an amount which isless than the Minimum Holding. In cases where a Fund is temporarily suspended for redemptions, the redemption request
will be processed until the next Dealing Day when the dealing is no longer suspended.
No redemption payments shall be made until the original Account Opening Form (and supporting documentation) has been
received by the Manager. Units also need to be fully registered and settled before redemption payments can be made.
The Manager and the Administrator will withhold payment of the proceeds of redemption and income on Units and may
automatically re-invest distribution entitlements until the original Account Opening Form has been received from theinvestor and where it is considered necessary or appropriate to carry out or complete identification procedures in relation
to the Unitholder pursuant to a statutory, regulatory or European Union obligation.
Payment of redemption proceeds will be made in accordance with initial redemption payment instructions, as notified to
the Manager, to the registered Unitholder or in favour of the joint registered Unitholders as appropriate. If investors wish to
make any change in the redemption payment instructions, such change must be by written notice to the Manager signedby the sole registered Unitholder or all joint registered Unitholders. The Manager will be deemed to be authorised to act
on any redemption instruction received from any person purporting to be the Unitholder and reciting the relevant accountnumber.
Payment will normally be made by the Settlement Date (excluding non-Dealing Days and days when due to public holidays
in the relevant country, payments in the relevant currency of the Class cannot be settled) or, if later, four Business Days
after receipt by the Manager of a dealing confirmation submitted by the Unitholder, excluding days when due to public
holidays in the relevant country, payments in the relevant currency cannot be settled. Delayed payment of redemption
proceeds can occur where there is a delay in the settlement of the underlying securities in a particular Fund. Such delay
will not exceed 10 Business Days from the date of receipt of the redemption request. Where all relevant documentationand information is held in respect of the Unitholder the proceeds will be paid to the bank account provided by the Unitholder.
Where redemption proceeds are paid but are refused by the Unitholder’s receiving bank, the monies will be returned to theCollection Account until valid bank details for the Unitholder are provided.
Subject as mentioned above, the amount due on the redemption of Units will normally be paid in the relevant currency of
the Class. Arrangements, however, can be made for Unitholders wishing to redeem their Units to receive payment incurrencies other than the relevant currency of the Class by electronic transfer. The cost of currency conversion and otheradministrative expenses will be charged to the Unitholder.
The Manager may, in its sole discretion, redeem some or all of the Units of a Unitholder where the Unitholder has failed to
pay subscription monies by the due date and may apply the redemption proceeds in satisfaction of the Unitholder’s liabilities

50

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to the Manager, the Investment Manager or any of their respective affiliates pursuant to the indemnity described under“Application of Units” within the “Subscription of Units” section.
Redemption Deferral Policy
The Manager, upon prior consultation with the Depositary, is entitled to limit the number of Units which may be redeemedon any Dealing Day to 10% of the Net Asset Value of the relevant Fund (the “Redemption Deferral Policy”). The
Redemption Deferral Policy will apply pro rata amongst all Unitholders seeking to redeem Units on the relevant Dealing
Day, and in such event, the Manager will carry out such redemptions which, in aggregate, amount to 10% of the Net Asset
Value of the relevant Fund. Where the Manager decides to invoke this Redemption Deferral Policy, the excess amountabove 10% of the Net Asset Value of the relevant Fund which has not been redeemed will be carried forward until the next
Dealing Day and will be redeemed on the next Dealing Day (subject to a further operation of the Redemption Deferral
Policy on the next Dealing Day). If requests for redemption are so carried forward, the Manager will give immediate noticeto the Unitholders affected.
Temporary Suspension of Redemptions
In addition, the Directors may at any time, with the approval of the Depositary, suspend temporarily the right of Unitholders
to require the redemption of Units of any Class and/or may delay the payment of any monies in respect of any such
redemption during:
(i)
(ii)
(iii)

(iv)

(v)

any period when any market on which a substantial part of the investments of the relevant Fund are quoted, listed
or dealt is closed or when trading on such a market is limited or suspended;
any period when dealings on any such market are restricted or suspended;
the existence of any state of affairs as a result of which disposal of the investments of the relevant Fund cannot,
in the opinion of the Manager, be effected normally or without seriously prejudicing the interests of Unitholders ofthat Class;any breakdown in the means of communication normally employed in determining the Net Asset Value of therelevant Fund or when, for any other reason, the value of any investments of the relevant Fund cannot be promptly
and accurately ascertained; orany period during which the Depositary is unable to repatriate funds required for making payments due on
redemption of Units or during which the realisation of investments or the transfer of funds involved in such
redemption cannot, in the opinion of the Manager, be effected at normal prices or normal rates of exchange.

Unitholders who have requested redemptions of any Units will be notified of any such suspension and, unless withdrawn
but subject to the limitation referred to above, their requests will be dealt with on the first Dealing Day after the suspension
is lifted. Any such suspension will be notified to the Central Bank and Euronext Dublin immediately and in any event, wherepracticable within the same Business Day and other competent authorities in the Member States in which the Unit Trust ismarketed. The Central Bank shall also be notified immediately upon the lifting of that temporary suspension. Where thetemporary suspension has not been lifted within 21 workings days, the Central Bank shall be updated on the expiration of
the 21 working day period and each subsequent 21 working day period where the temporary suspension continues toapply.
Liquidity Risk Management
The Manager has established a liquidity risk management policy which enables it to identify, monitor and manage theliquidity risks of the Unit Trust and to ensure the liquidity profile of the investments of each Fund will facilitate compliancewith the Fund’s underlying obligations. The Manager’s liquidity risk management policy takes into account the investment
strategy, the liquidity profile, redemption policy and other underlying obligations of the Funds. The liquidity management
systems and procedures include appropriate escalation measures to address anticipated or actual liquidity shortages orother distressed situations of the Unit Trust.
In summary, the liquidity risk management policy monitors the profile of investments held by the Manager on behalf of theUnit Trust and each Fund and ensures that such investments are appropriate to the redemption policy as stated under“Redemption of Units” above, and will facilitate compliance with each Fund’s underlying obligations. Further, the liquidity
risk management policy includes details on periodic stress testing carried out by the Manager to manage the liquidity riskof the Unit Trust in exceptional and extraordinary circumstances.
The Manager seeks to ensure that the investment strategy, the liquidity profile and the redemption policy of each Fund areconsistent. The investment strategy, liquidity profile and redemption policy of the Unit Trust will be considered to be aligned
when investors have the ability to redeem their investments in a manner consistent with the fair treatment of all investors
and in accordance with the Manager’s redemption policy and its obligations. In assessing the alignment of the investment
strategy, liquidity profile and redemption policy, the Manager shall have regard to the impact that redemptions may haveon the underlying prices or spreads of the individual assets of each Fund.
Details of the redemption rights of Unitholders, including redemption rights of Unitholders in normal and exceptional
circumstances and existing redemption arrangements are set out above in this section.
In Specie Redemptions
51

59571338.2

The Manager may at its discretion, satisfy any redemption request by in-specie distribution in circumstances where aUnitholder wishes to redeem Units representing 5% or more of the Net Asset Value of a Fund, on a single Dealing Day
and where the Unitholder either requests in specie distribution or has consented to such in specie redemption. Any suchin specie redemption will be valued at the redemption price for the Units redeemed as if the redemption proceeds were
paid in cash less any redemption charge and other expenses of the transfer as the Manager may determine. The assets
for distribution will be selected in consultation with and subject to the approval of the Depositary on such basis as theManager deems equitable and so that there is no prejudice to the interests of remaining Unitholders. Where a redeeming
Unitholder has elected or has consented to receive redemption proceeds by an in specie distribution of stock of Units
representing 5% or more of the Net Asset Value of any Fund, the Units settled in-specie will not be included in thecalculation of the percentage of the Units for which redemption requests have been received for the purpose of determining
whether the Redemption Deferral Policy may be invoked on a particular Dealing Day. Where a Unitholder has elected orconsented to receive part or all of the redemption proceeds in-specie, the Manager shall advise the Unitholder that a
Redemption Deferral Policy may operate if cash settlement is requested.
Unitholders will bear any risks of the distributed securities and may be required to pay a brokerage commission or othercosts in order to dispose of such securities. The Unitholder may, by notice in writing to the Manager, require the Manager
to sell such investments on their behalf and to pay them the proceeds of sale less any costs incurred in connection withsuch sale. The Manager may decline any request for in specie redemption at their discretion. Any distribution of assets inspecie will not be materially prejudicial to the rights of the remaining Unitholders.
Compulsory Redemption of Units
The Directors shall have the power (but shall not be under a duty) to impose such restrictions as it may think necessary
for the purpose of ensuring that no Units in any Fund are acquired or held by any person in breach of the law or any
requirements of any country or governmental authority, including any foreign exchange control regulations or by a UnitedStates Person or Japanese person (except in transactions exempt from the requirements of the United States Securities
Act of 1933 (as amended) and applicable state securities laws) or by any person described in (a) to (f) below.
The Manager may at any time give notice in writing for the redemption of, or request the transfer of, Units held directly or
beneficially by:(a)any person in breach of any law or requirement of any country or governmental authority or by virtue of whichsuch person is not qualified to hold such Units;(b)

any United States Person;(c)any Japanese person;(d)any person or persons in circumstances which, (whether directly or indirectly affecting such person or persons
and whether taken alone or in conjunction with any other person or persons connected or not, or any othercircumstances appearing to the Manager to be relevant) in the opinion of the Manager might result in the Unit
Trust, the relevant Fund or its Unitholders incurring any liability to taxation or suffering pecuniary disadvantages
which the Unit Trust, the relevant Fund or its Unitholders might not otherwise have incurred or suffered;(e)any Unitholder, on the basis of the circumstances of the Unitholder concerned, if it has reasonable grounds tobelieve that the Unitholder is engaging in any activity which might result in the Unit Trust, the relevant Fund or its
Unitholders as a whole suffering any regulatory, pecuniary, legal, taxation or other material administrative
disadvantage which the Unit Trust, the relevant Fund or its Unitholders as a whole might not otherwise havesuffered; or(f)any person or persons holding Units with a value less than the Minimum Holding.

The Manager shall be entitled to give notice to such persons requiring him/her to transfer such Units to a person who isqualified or entitled to own them or submit a request for redemption. If any such person upon whom such a notice is served
as aforesaid does not within 30 days after such notice transfer such Units or request the Manager to purchase such Units
as aforesaid he shall be deemed forthwith upon the expiration of 30 days to have requested the Manager to purchase hisUnits and the Manager shall be entitled to appoint any delegate to sign on his/her behalf such documents as may berequired for the purposes of the purchase of the said Units by the Manager.
The Manager may resolve at its discretion to retain sufficient monies prior to effecting a total redemption of Units to cover
the costs associated with the subsequent termination of the Unit Trust or relevant Fund.

Conversion of Units
Unless otherwise specified in the relevant Supplement, Unitholders will be able to apply to convert on any Dealing Day allor part of their holding of Units of any Class (the “Original Class”) into Units of another Class in the same Fund or in another52

59571338.2

Fund which are being offered at that time (the “New Class”) by giving notice to the Manager in the manner set out under“Redemption of Units”. A conversion procedure is processed as a redemption from the Original Class followed by asubscription into the New Class. The general provisions and procedures relating to redemption set out under “Redemptionof Units” will apply equally to conversions.
The Manager has the discretion to reject any conversion requests subject to the availability of the New Class and to thecompliance with any eligibility requirements and other specific conditions of the New Class (such as minimum subscription
and holding amounts). No conversion will be made if it would result in the Unitholder holding an amount of either theOriginal Class or the New Class of a value which is less than the Minimum Holding for the relevant Class.
The number of Units of the New Class to be issued will be calculated in accordance with the following formula:N=

P(R x CF)S

Where:
Nis the number of Units of the New Class to be allottedP

is the number of Units of the Original Class to be converted

R

is the Net Asset Value per Unit of the Original Class applicable to redemption requests received on the relevant
Dealing Day

CF

is the currency conversion factor determined by the Manager as representing the effective rate of exchange on therelevant Dealing Day between the currencies of the Original Class and the New Class (where the currencies aredifferent)S

is the Net Asset Value per Unit of the New Class applicable to subscription applications received on the relevant
Dealing Day.

Transfer of Ownership of Units
Units in each Fund will be transferable by sending instruction in writing to the Manager c/o the Administrator. Such
instruction should be signed by (or, in the case of a transfer by a body corporate, signed on behalf of or sealed by) thetransferor provided that the transfer does not result in the transferor or the transferee holding a number of Units of a value
which is less than the Minimum Holding for that Fund. The Minimum Holding requirement for a transfer may be waived at
the discretion of the Directors. The Manager will not register the transfer of Units or acknowledge the fact that a transfer
has been made until such time as the transferor and the transferee have completed the Account Opening Form, haveprovided the Manager with such evidence of their identities as the Manager may require for the purpose of complying withapplicable money laundering prevention checks and the relevant documentation has been received by the Manager or its
delegate. In the case of the death of one of joint Unitholders, the survivor or survivors will be the only person or persons
recognised by the Manager as having any title to or interest in the Units registered in the names of such joint Unitholders.
The Directors may decline any request for a transfer of Units if they are aware or reasonably believe the transfer would
result in the beneficial ownership of such Units by a person in contravention of any of the following restrictions on ownership
imposed by the Directors:(a)any person in breach of any law or requirement of any country or governmental authority or by virtue of which such
person is not qualified to hold such Units;(b)

any United States Person;(c)any Japanese person;(d)any person or persons in circumstances which, (whether directly or indirectly affecting such person or persons andwhether taken alone or in conjunction with any other person or persons connected or not, or any othercircumstances appearing to the Manager to be relevant) in the opinion of the Manager might result in the Unit
Trust, the relevant Fund or its Unitholders incurring any liability to taxation or suffering pecuniary disadvantages
which the Unit Trust, the relevant Fund or its Unitholders might not otherwise have incurred or suffered;(e)any Unitholder, on the basis of the circumstances of the Unitholder concerned, if it has reasonable grounds tobelieve that the Unitholder is engaging in any activity which might result in the Unit Trust, the relevant Fund or its
Unitholders as a whole suffering any regulatory, pecuniary, legal, taxation or other material administrative
disadvantage which the Unit Trust, the relevant Fund or its Unitholders as a whole might not otherwise havesuffered; or(f)any person or persons holding Units with a value less than the Minimum Holding.

5359571338.2

Irish Resident Unitholders other than Exempt Investors must notify the Manager in advance of any proposed transfer ofUnits.

Manager, Investment Manager, Depositary and Administrator
Manager
The Manager of the Unit Trust is Baring International Fund Managers (Ireland) Limited which was incorporated in Ireland
as a private limited company on 16 July 1990. The issued share capital of the Manager is £100,000, all of which has been
paid up in full. The company secretary of the Manager is Matsack Trust Limited.
The Directors of the Manager as of the date of this Prospectus are as follows:
Barbara Healy
Barbara Healy (resident of Ireland) is a chartered accountant by profession and has over 25 years’ experience in the asset
management industry. Ms Healy was Global Head of Operations for JPMorgan Hedge Fund Services incorporating therole of Executive Director and Head of Technical Solutions EMEA and Asia. (2004 – 2009). During Ms Healy’s tenure
assets grew from $5Bn to $100Bn, positioning the firm as a top-tier service provider in the hedge fund administration
market. Ms Healy previously ran operations for Tranaut Fund Administration Ltd. (2002-2004) which was subsequently
acquired by JPMorgan, and before this was Director of Accounting for SEI Investments Europe. Ms Healy has also worked
in fund accounting positions in Banker’s Trust and Chase Manhattan Bank. Since 2009 she has been serving as anindependent non-executive director to Irish and Cayman domiciled investment funds and hedge funds. Ms Healy holds a
Bachelor of Commerce Degree (Honours) and a Post-Graduate Diploma in Professional Accounting from University
College Dublin. She is a member of the Institute of Chartered Accountants in Ireland and is also a member of the Instituteof Directors in Ireland. Ms Healy attended the High Performance Boards Corporate Governance Programme at IMD,
Lausanne, Switzerland, 2011.
Sylvester O’Byrne
Sylvester O'Byrne (resident of Ireland) is a company director with over 25 years of professional experience as a corporate
and financial services lawyer in the US and Ireland, specialising in asset management and funds. He has extensive
experience advising funds, their promoters and service providers on the establishment and servicing of regulated Irish
funds, and funds domiciled in Luxembourg, the Cayman Islands and the Channel Islands. He worked in practice as a funds
lawyer for many years and has managed legal and compliance functions and teams as Head of Legal for MUFG Fund
Services Ireland Limited, General Counsel for the Carne Group, Head of Legal for Credit Suisse Fund Administration
Services (Ireland) Limited, and Daiwa Securities Trust & Banking Group (Europe) plc. He began his career in private
practise in Irish and New York law firms. Sylvester has a degree in Law & History and an LLB from University College,
Galway, Ireland. He is a dual Irish and New York State qualified lawyer, a member of the Law Society of Ireland since 1995
and a member of the New York State Bar since 1997. He is also a member of the Irish Funds Directors Association.
Alan Behen
Alan Behen (resident in Ireland) is the Chief Executive Officer of the Manager. Alan is responsible for the day-to-day
general management of Barings’ Irish entities. He has over 20 years’ experience in the investment industry, spanningoffshore funds, asset management and fixed income markets. Prior to his appointment with Barings, Alan served as aManaging Director at State Street International Ireland Limited. Alan holds a B.A. from Columbia University.
Paul Smyth
Paul Smyth (resident in Ireland) is the Chief Investment Officer of the Manager. Paul joined the Manager in March 2019and is responsible for the oversight of the investments team and their regulatory obligations. Paul has worked in theinvestment management industry since 2000, and joined from Aberdeen Standard Investments, where he was a senior
member of the global client team, and was also responsible for managing multi-asset mandates.
Rhian Williams
Rhian Williams (resident in the United Kingdom) is the Global Head of Corporate Legal of Barings and a member of theBarings Legal Leadership Team. Rhian is responsible for the day-to-day management and oversight of Barings’ global
corporate entities and for advising on all corporate legal matters. Prior to her appointment with Barings, Rhian was an
Associate in a private practice law firm advising on financial services’ matters. Rhian is a practising Solicitor and holds a
B.A. from the University of Nottingham.
With the exception of both Alan Behen and Paul Smyth, each of the above-named directors act in a non-executive capacity.
The address of the Directors is the registered office of the Manager.
54

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The Manager has the right under the Trust Deed to retire at any time upon the appointment of a successor as provided in
the Trust Deed. They may be removed by the Depositary in certain circumstances, including where the holders of not lessthan 50% of the Units for the time being in issue so request.
The Trust Deed contains provisions governing the responsibilities of the Manager and providing for their indemnification incertain circumstances, subject to exclusions in the case of its negligence, fraud, bad faith or wilful default in the performanceof its obligations and subject to the provisions of the UCITS Regulations and any conditions imposed by the Central Bank
thereunder.
The Manager is an indirect wholly-owned subsidiary of Massachusetts Mutual Life Insurance Company, a member of the
MassMutual Financial Group. MassMutual Financial Group is a global, growth-oriented, diversified financial services
organisation providing life insurance, annuities, disability income insurance, long-term care insurance, retirement planning
products, structured settlement annuities, trust services, money management, and other financial products and services.
In addition to managing the Unit Trust, the Manager also manages the following Irish domiciled funds: Barings Currency
Umbrella Fund, Barings Emerging Markets Umbrella Fund, Barings Global Umbrella Fund, Barings Global Opportunities
Umbrella Fund, Barings Investment Funds plc, Barings Korea Feeder Fund, Barings Component Funds, Barings Umbrella
Fund plc and Barings Global Investment Funds plc. Only the Unit Trust, Barings Global Umbrella Fund, Barings Investment
Funds plc and Barings Emerging Markets Umbrella Fund are recognised schemes for the purpose of the FSMA.
The Manager will at all times have due regard to its duties owed to each fund managed by it (including each Fund within
the Unit Trust) and if any conflict of interest should arise as between any of those funds the Manager will have regard to
its obligations under the Trust Deed and its obligation to act in the best interests of its clients in seeking to ensure that theconflict is resolved fairly.
Remuneration Policy
The Manager has a remuneration policy in place (the “Remuneration Policy”) which is designed to ensure that its
remuneration practices are consistent with and promote sound and effective risk management, do not encourage risktaking and are consistent with the risk profile of the Funds. The Manager considers the Remuneration Policy to beappropriate to its size, internal operations, nature, scale and complexity and in line with the risk profile, risk appetite andthe strategy of the Unit Trust. The Remuneration Policy will apply to the fixed and variable (if any) remuneration received
by the identified staff. The Manager is responsible for determining the categories of identified staff whose professional
activities have a material impact on the risk profile of the Manager and the Funds. The board of directors of the Manager
and those employees who occupy pre-approved control functions on behalf of the Manager are currently in scope of theprovisions of the Remuneration Policy. Details of the remuneration policy including, but not limited to, a description of how
remuneration and benefits are calculated and the identity of the persons responsible for awarding the remuneration andbenefits are available at www.barings.com/remuneration-policies and a paper copy will be made available to investors
upon request.
In respect of any investment management delegates, the Manager requires that:(i) the entities to which such activities
have been delegated are subject to regulatory requirements on remuneration that are equally as effective as those
applicable under the ESMA Guidelines / Article 14 of the UCITS Directive; or (ii) appropriate contractual arrangements are
put in place with entities to which such activities have been delegated in order to ensure that there is no circumvention of
the remuneration rules set out in the ESMA Guidelines/UCITS Directive.
Investment Manager
Under the terms of the Investment Management Agreement, the Manager has delegated the investment management ofeach Fund to the Investment Manager. The Investment Management Agreement provides that the appointment of theInvestment Manager may be terminated by either party giving notice in writing to the other party and provides for the orderlytransfer of the Investment Manager’s responsibilities in such circumstances.
Subject to the Central Bank’s approval, the Investment Manager may sub-delegate such investment management to otherentities including group companies. The fees and expenses of any sub-investment managers appointed by Investment
Manager will be discharged by the Investment Manager. Details of any sub-investment managers appointed to a Fund will
be provided to Unitholders upon request and details will also be provided in the periodic reports of the Unit Trust.
The Investment Manager provides asset management services in developed and emerging equity and bond markets onbehalf of institutional and retail clients globally. The Investment Manager is authorised and regulated by the FCA.
The Investment Manager may in the course of its business have conflicts of interest with the Unit Trust. The Investment
Manager will, however, have regard to its obligations to act in the best interest of its clients when undertaking any
investments where conflicts of interest may arise and will seek to resolve such conflicts fairly. In relation to co-investment
opportunities which arise between the Funds and the Investment Manager’s other clients, the Investment Manager will
ensure that the Funds participate fairly in such investment opportunities and that these are fairly allocated.
55

59571338.2

Depositary
The Depositary of the Unit Trust is Northern Trust Fiduciary Services (Ireland) Limited.
The Depositary is a private limited liability company incorporated in Ireland on 5 July 1990. Its main activity is the provisionof custodial services and to act as trustee and depositary to collective investment schemes. The Depositary is an indirect
wholly-owned subsidiary of Northern Trust Corporation. Northern Trust Corporation and its subsidiaries comprise theNorthern Trust Group, one of the world’s leading providers of global custody and administration services to institutional
and personal investors. As at 31 December 2018, the Northern Trust Group’s assets under custody and administration
totalled in excess of US$10.1 trillion.
Pursuant to the Trust Deed, the Depositary may delegate its safekeeping obligations provided that (i) the services are notdelegated with the intention of avoiding the requirements of the UCITS Regulations, (ii) the Depositary can demonstratethat there is an objective reason for the delegation and (iii) the Depositary has exercised all due, skill, care and diligencein the selection and appointment of any third party to whom it wants to delegate parts of the services, and keeps exercising
all due skill, care and diligence in the periodic review and ongoing monitoring of any third party to whom it has delegatedparts of its safekeeping services and of the arrangements of the third party in respect of the matters delegated to it. The
liability of the Depositary will not be affected by virtue of any such delegation. The Depositary has delegated to its global
sub-custodian, The Northern Trust Company, London branch, responsibility for the safekeeping of the Unit Trust’s financial
instruments and cash. The global sub-custodian proposes to further delegate these responsibilities to sub-delegates anda list of these sub-delegates is included at Appendix IV. Details regarding the Depositary, including a description of its
duties and any conflicts of interest that may arise, any safekeeping functions delegated by the depositary and an up todate list of such sub-custodians shall be made available to investors free of charge upon request.
The Trust Deed provides that the Depositary shall be liable, (i) in respect of a loss of a financial instrument held in its
custody (or that of its duly appointed delegate) unless it can prove that the loss has arisen as a result of an external event
beyond the Depositary’s reasonable control, the consequences of which would have been unavoidable despite allreasonable measures to the contrary, and (ii) in respect of all other losses as a result of the Depositary’s negligent or
intentional failure to properly fulfil its obligations pursuant to the UCITS Regulations. The Trust Deed contains certain
indemnities in favour of the Depositary (and each of its officers, employees and delegates) which are restricted to exclude
matters for which the Depositary is liable pursuant to the UCITS Regulations or matters arising by reason of the negligent
or intentional failure of the Depositary in the performance of its duties.
Up-to-date information on the Depositary, its duties, any conflicts that may arise, the safe-keeping functions delegated by
the depositary, the list of delegates and sub-delegates and any conflicts of interest that may arise from such a delegation
will be made available to Unitholders on request.
Administrator
Under the terms of the Administration Agreement, the Manager has appointed the Administrator as the administrator of
the Unit Trust. The Manager has delegated its duties as registrar to the Administrator pursuant to the Administration
Agreement. The Administration Agreement provides that the appointment of the Administrator may be terminated by any
party giving not less than 24 months’ notice in writing to the others. The Administrator, a company incorporated in Irelandon 15 June 1990 and is an indirect wholly owned subsidiary of Northern Unit Trust Corporation. Northern Unit Trust
Corporation and its subsidiaries comprise the Northern Unit Trust Group, one of the world’s leading providers of global
custody and administration services to institutional and personal investors. The principal business activity of the
Administrator is the administration of collective investment schemes.
The duties and functions of the Administrator include, inter alia, the calculation of the Net Asset Value and the Net Asset
Value per Unit, the keeping of all relevant records in relation to the Funds as may be required with respect to the obligations
assumed by it pursuant to the Administration Agreement, the preparation and maintenance of the Unit Trust and the Unit
Trust’s books and accounts, liaising with the auditor in relation to the audit of the financial statements of the Unit Trust andthe provision of certain Unitholder registration and transfer agency services in respect of units in the Unit Trust.
The Administrator is not involved directly or indirectly with the business affairs, organisation, sponsorship or managementof the Unit Trust and is not responsible for the preparation of this document other than the preparation of the above
description and accepts no responsibility or liability for any information contained in this document except disclosuresrelating to it. As at the date of this Prospectus, the Administrator is not aware of any conflicts of interest in respect of its
appointment as administrator to the Unit Trust. If a conflict of interest arises, the Administrator will ensure it is addressedin accordance with the Administration Agreement, applicable laws and in the best interests of the Unitholders.

Report and Accounts
The Unit Trust’s year end is 30 April in each year. Audited accounts and a report in relation to the Unit Trust will be
produced within four months after the conclusion of each Accounting Period and hosted on the Manager’s website at
5659571338.2

www.barings.com and filed with Euronext Dublin. Unaudited semi-annual reports will also be produced within two monthsof the Semi-Annual Accounting Date in each year and hosted on the Manager’s website at www.barings.com. Copies ofthe latest annual and semi-annual accounts may also be obtained at the registered office of the Manager and theInvestment Manager.

Taxation
Ireland
The following is a summary of certain Irish tax consequences of the purchase, ownership and disposal of Units. The
summary does not purport to be a comprehensive description of all of the Irish tax considerations that may be relevant.
The summary relates only to the position of persons who are the absolute beneficial owners of Units and may not apply tocertain other classes of persons.
The summary is based on Irish tax laws and the practice of the Irish Revenue Commissioners in effect on the date of thisProspectus (and is subject to any prospective or retroactive change). Potential investors in Units should consult their own
advisors as to the Irish or other tax consequences of the purchase, ownership and disposal of Units.
Taxation of the Unit Trust
The Manager intends to conduct its affairs so that the Unit Trust is Irish tax resident On the basis that the Unit Trust is
Irish tax resident, the Unit Trust qualifies as an ‘investment undertaking’ for Irish tax purposes and, consequently, is exempt
from Irish tax on its income and gains.
The Unit Trust will be obliged to account for Irish income tax to the Irish Revenue Commissioners if Units are held by nonexempt Irish resident Unitholders (and in certain other circumstances), as described below. Explanations of the terms‘resident’ and ‘ordinarily resident’ are set out at the end of this summary.
Taxation of Non-Irish Unitholders
Where a Unitholder is not resident (or ordinarily resident) in Ireland for Irish tax purposes, the Unit Trust will not deduct any
Irish tax in respect of the Unitholder’s Units once the declaration set out in the Account Opening Form has been received
by the Unit Trust confirming the Unitholder’s non-resident status. The declaration may be provided by an Intermediary
who holds Units on behalf of investors who are not resident (or ordinarily resident) in Ireland, provided that, to the best of
the Intermediary’s knowledge, the investors are not resident (or ordinarily resident) in Ireland. An explanation of the term
‘Intermediary’ is set out at the end of this summary.
If this declaration is not received by the Unit Trust, the Unit Trust will deduct Irish tax in respect of the Unitholder’s Units
as if the Unitholder was a non-exempt Irish resident Unitholder (see below). The Unit Trust will also deduct Irish tax if theUnit Trust has information which reasonably suggests that a Unitholder’s declaration is incorrect. A Unitholder will generally
have no entitlement to recover such Irish tax, unless the Unitholder is a company and holds the Units through an Irish
branch and in certain other limited circumstances. The Unit Trust must be informed if a Unitholder becomes Irish tax
resident.
Generally, Unitholders who are not Irish tax resident will have no other Irish tax liability with respect to their Units. However,
if a Unitholder is a Unit Trust which holds its Units through an Irish branch or agency, the Unitholder may be liable to Irish
corporation tax in respect of profits and gains arising in respect of the Units (on a self-assessment basis).
Taxation of Exempt Irish Unitholders
Where a Unitholder is resident (or ordinarily resident) in Ireland for Irish tax purposes and falls within any of the categories
listed in section 739D(6) of the Taxes Consolidation Act of Ireland (“TCA”), the Unit Trust will not deduct Irish tax in respectof the Unitholder’s Units once the declaration set out in the Account Opening Form has been received by the Unit Trust
confirming the Unitholder’s exempt status.
The categories listed in section 739D(6) TCA can be summarised as follows:1.

Pension schemes (within the meaning of section 774, section 784 or section 785 TCA).

2.

Companies carrying on life assurance business (within the meaning of section 706 TCA).

3.

Investment undertakings (within the meaning of section 739B TCA).

4.

Investment limited partnerships (within the meaning of section 739J TCA).

5.

Special investment schemes (within the meaning of section 737 TCA).

6.

Unauthorised unit trust schemes (to which section 731(5)(a) TCA applies).

7.

Charities (within the meaning of section 739D(6)(f)(i) TCA).
57

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8.

Qualifying managing companies (within the meaning of section 734(1) TCA).

9.

Specified companies (within the meaning of section 734(1) TCA).

10.

Qualifying fund and savings managers (within the meaning of section 739D(6)(h) TCA).

11.

Personal Retirement Savings Account (PRSA) administrators (within the meaning of section 739D(6)(i) TCA).

12.

Irish credit unions (within the meaning of section 2 of the Credit Union Act 1997).

13.

The National Asset Management Agency.

14.

The National Treasury Management Agency or a Fund Investment Vehicle (within the meaning of section 37 of
the National Treasury Management Agency (Amendment) Act 2014) of which the Minister for Finance is the sole
beneficial owner, or Ireland acting through the National Treasury Management Agency.

15.

The Motor Insurers’ Bureau of Ireland in respect of an investment made by it of moneys paid to the Motor Insurers
Insolvency Compensation Fund under the Insurance Act 1964 (amended by the Insurance (Amendment) Act
2018).

16.

Qualifying companies (within the meaning of section 110 TCA).

17.

Any other person resident in Ireland who is permitted (whether by legislation or by the express concession of the
Irish Revenue Commissioners) to hold Units in the Unit Trust without requiring the Unit Trust to deduct or accountfor Irish tax.

Irish resident Unitholders who claim exempt status will be obliged to account for any Irish tax due in respect of Units on aself-assessment basis.
If this declaration is not received by the Unit Trust in respect of a Unitholder, the Unit Trust will deduct Irish tax in respectof the Unitholder’s Units as if the Unitholder was a non-exempt Irish resident Unitholder (see below). A Unitholder will
generally have no entitlement to recover such Irish tax, unless the Unitholder is a company within the charge to Irish
corporation tax and in certain other limited circumstances.
Taxation of Other Irish Unitholders
Where a Unitholder is resident (or ordinarily resident) in Ireland for Irish tax purposes and is not an ‘exempt’ Unitholder(see above), the Unit Trust will deduct Irish tax on distributions, redemptions and transfers and, additionally, on ‘eighthanniversary’ events, as described below.
Distributions by the Unit Trust
If the Unit Trust pays a distribution to a non-exempt Irish resident Unitholder, the Unit Trust will deduct Irish tax from the
distribution. The amount of Irish tax deducted will be:
1.

25% of the distribution, where the distributions are paid to a Unitholder who is a company which has made theappropriate declaration for the 25% rate to apply; and2.

41% of the distribution, in all other cases.

The Unit Trust will pay this deducted tax to the Irish Revenue Commissioners.
Generally, a Unitholder will have no further Irish tax liability in respect of the distribution. However, if the Unitholder is acompany for which the distribution is a trading receipt, the gross distribution (including the Irish tax deducted) will form partof its taxable income for self-assessment purposes and the Unitholder may set off the deducted tax against its corporation
tax liability.
Redemptions and Transfers of Units
If the Unit Trust realises Units held by a non-exempt Irish resident Unitholder, the Unit Trust will deduct Irish tax from theredemption payment made to the Unitholder. Similarly, if such an Irish resident Unitholder transfers (by sale or otherwise)
an entitlement to Units, the Unit Trust will account for Irish tax in respect of that transfer. The amount of Irish tax deductedor accounted for will be calculated by reference to the gain (if any) which has accrued to the Unitholder on the Units being
redeemed or transferred and will be equal to:1.

25% of such gain, where the Unitholder is a company which has made the appropriate declaration for the 25%
rate to apply; and2.

41% of the gain, in all other cases.

The Unit Trust will pay this deducted tax to the Irish Revenue Commissioners. In the case of a transfer of Units, to fund
this Irish tax liability the Unit Trust may appropriate or cancel other Units held by the Unitholder. This may result in further
Irish tax becoming due.

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Generally, a Unitholder will have no further Irish tax liability in respect of the redemption or transfer. However, if theUnitholder is a company for which the redemption or transfer payment is a trading receipt, the gross payment (including
the Irish tax deducted) less the cost of acquiring the Units will form part of its taxable income for self-assessment purposes
and the Unitholder may set off the deducted tax against its corporation tax liability.
If Units are not denominated in Euro, a Unitholder may be liable (on a self-assessment basis) to Irish capital gains taxation
on any currency gain arising on the redemption or transfer of the Units.
‘Eighth Anniversary’ Events
If a non-exempt Irish resident Unitholder does not dispose of Units within eight years of acquiring them, the Unitholder will
be deemed for Irish tax purposes to have disposed of the Units on the eighth anniversary of their acquisition (and any
subsequent eighth anniversary). On such deemed disposal, the Unit Trust will account for Irish tax in respect of theincrease in value (if any) of those Units over that eight year period. The amount of Irish tax accounted for will be equal to:1.

25% of such increase in value, where the Unitholder is a company which has made the appropriate declaration forthe 25% rate to apply; and2.

41% of the increase in value, in all other cases.

The Unit Trust will pay this tax to the Irish Revenue Commissioners. To fund the Irish tax liability, the Unit Trust may
appropriate or cancel Units held by the Unitholder.
However, if less than 10% of the Units (by value) in the relevant Fund are held by non-exempt Irish resident Unitholders,
the Unit Trust may elect not to account for Irish tax on this deemed disposal. To claim this election, the Unit Trust must:1.

confirm to the Irish Revenue Commissioners, on an annual basis, that this 10% requirement is satisfied and provide
the Irish Revenue Commissioners with details of any non-exempt Irish resident Unitholders (including the value of
their Units and their Irish tax reference numbers); and2.

notify any non-exempt Irish resident Unitholders that the Unit Trust is electing to claim this exemption.

If the exemption is claimed by the Unit Trust, any non-exempt Irish resident Unitholders must pay to the Irish Revenue
Commissioners on a self-assessment basis the Irish tax which would otherwise have been payable by the Unit Trust on
the eighth anniversary (and any subsequent eighth anniversary).
Any Irish tax paid in respect of the increase in value of Units over the eight year period may be set off on a proportionate
basis against any future Irish tax which would otherwise be payable in respect of those Units and any excess may berecovered on an ultimate disposal of the Units.
Share Exchanges
Where a Unitholder exchanges Units on arm’s length terms for other Units in the Unit Trust or for Units in another Fund of
the Unit Trust and no payment is received by the Unitholder, the Unit Trust will not deduct Irish tax in respect of theexchange.
Stamp Duty
No Irish stamp duty (or other Irish transfer tax) will apply to the issue, transfer or redemption of Units. If a Unitholder
receives a distribution in specie of assets from the Unit Trust, a charge to Irish stamp duty could potentially arise.
Gift and Inheritance Tax
Irish capital acquisitions tax (at a rate of 33%) can apply to gifts or inheritances of Irish situate assets or where either the
person from whom the gift or inheritance is taken is Irish domiciled, resident or ordinarily resident or the person taking thegift or inheritance is Irish resident or ordinarily resident.
The Units could be treated as Irish situate assets because they have been issued by an Irish trust. However, any gift orinheritance of Units will be exempt from Irish gift or inheritance tax once:1.

the Units are comprised in the gift or inheritance both at the date of the gift or inheritance and at the ‘valuation
date’ (as defined for Irish capital acquisitions tax purposes);2.

the person from whom the gift or inheritance is taken is neither domiciled nor ordinarily resident in Ireland at thedate of the disposition; and3.

the person taking the gift or inheritance is neither domiciled nor ordinarily resident in Ireland at the date of the gift
or inheritance.

5959571338.2

If the Unit Trust becomes liable to account for tax in any jurisdiction in the event that a Unitholder or beneficial owner of a
Unit were to receive a distribution in respect of his/her Units or to dispose (or deemed to have disposed) of his/her Unitsin any way (“Chargeable Event”), the Manager shall be entitled to deduct from the payment arising on a Chargeable Eventan amount equal to the appropriate tax and/or where applicable, to appropriate, cancel or compulsorily redeem such
number of Units held by the Unitholder or such beneficial owner as are required to meet the amount of tax. The relevant
Unitholder shall indemnify and keep the Unit Trust indemnified against loss arising to the Unit Trust by reason of the Unit
Trust becoming liable to account for tax in any jurisdiction on the happening of a Chargeable Event if no such deduction,
appropriation, cancellation or compulsory redemption has been made.
OECD Common Reporting Standard
The automatic exchange of information regime known as the “Common Reporting Standard” developed by the Organisation
for Economic Co-operation and Development applies in Ireland. Under this regime, the Unit Trust is required to report
information to the Irish Revenue Commissioners relating to all Unitholders, including the identity, residence and tax
identification number of Unitholders and details as to the amount of income and sale or redemption proceeds received byUnitholders in respect of the Units. This information may then be shared by the Irish Revenue Commissioners with tax
authorities in other Member States and other jurisdictions which implement the OECD Common Reporting Standard.
The OECD Common Reporting Standard replaces the previous European information reporting regime in respect ofsavings income under Directive 2003/48/EC (commonly known as the EU Savings Directive regime).
Meaning of Terms
Meaning of ‘Residence’ for Companies
A company which has its central management and control in Ireland is tax resident in Ireland irrespective of where it isincorporated. A company which does not have its central management and control in Ireland but which is incorporated in
Ireland is tax resident in Ireland except where the company is regarded as not resident in Ireland under a double tax treaty
between Ireland and another country.
Meaning of ‘Residence’ for Individuals
An individual will be regarded as being tax resident in Ireland for a calendar year if the individual:
1.

spends 183 days or more in Ireland in that calendar year; or2.

has a combined presence of 280 days in Ireland, taking into account the number of days spent in Ireland in thatcalendar year together with the number of days spent in Ireland in the preceding year. Presence in Ireland by anindividual of not more than 30 days in a calendar year will not be reckoned for the purposes of applying this ‘twoyear’ test.

An individual is treated as present in Ireland for a day if that individual is personally present in Ireland at any time duringthat day.
Meaning of ‘Ordinary Residence’ for Individuals
The term ‘ordinary residence’ (as distinct from ‘residence’) relates to a person’s normal pattern of life and denotes residence
in a place with some degree of continuity. An individual who has been resident in Ireland for three consecutive tax years
becomes ordinarily resident with effect from the commencement of the fourth tax year. An individual who has been
ordinarily resident in Ireland ceases to be ordinarily resident at the end of the third consecutive tax year in which theindividual is not resident. For example, an individual who is resident and ordinarily resident in Ireland in 2023 and departs
Ireland in that year will remain ordinarily resident in Ireland up to the end of the tax year in 2026.
Meaning of ‘Intermediary’An ‘intermediary’ means a person who:1.

carries on a business which consists of, or includes, the receipt of payments from a regulated investment undertaking
resident in Ireland on behalf of other persons; or2.

holds units in such an investment undertaking on behalf of other persons.

Foreign Taxes
The Unit Trust may be liable to taxes (including withholding taxes) in countries other than Ireland on income earned andcapital gains arising on its investments. The Unit Trust may not be able to benefit from a reduction in the rate of suchforeign tax by virtue of the double taxation treaties between Ireland and other countries. The Unit Trust may not, therefore,
be able to reclaim any foreign withholding tax suffered by it in particular countries. If this position changes and the Unit
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Trust obtains a repayment of foreign tax, the Net Asset Value of the Unit Trust will not be restated and the benefit will beallocated to the then-existing Unitholders rateably at the time of repayment.
United Kingdom (“UK”)
Unless otherwise stated, the following analysis is based on the Unit Trust being treated as fiscally opaque for the purposesof UK taxation.
The Depositary, Manager and the Investment Manager intend to conduct the affairs of the Unit Trust so as to minimise, as
far as it deems reasonably practicable, any liability of the Unit Trust to UK taxation. This includes intending to manage andconduct the affairs of the Unit Trust so that it does not become resident in the UK for taxation purposes. Accordingly,
provided the Unit Trust does not exercise a trade within the UK or carry on a trade in the UK through a permanentestablishment, the Unit Trust should not be subject to UK tax other than on certain UK source income.
It is not expected that the activities of the Unit Trust will be regarded as trading activities for the purposes of UK taxation.
However, to the extent that trading activities are carried on in the UK they may in principle be liable to UK tax. The profit
from such trading activities will not, based on the UK Finance Act, 2003, be assessed to UK tax provided that the Unit Trustand the Investment Manager meet certain conditions. The Manager and the Investment Manager intend to conduct theaffairs of the Unit Trust so that all those conditions are satisfied, so far as those conditions are within their respective
control.
Unitholders who are resident in the UK should note that all distributions made from a Fund of the Unit Trust are assessable
to UK income tax under section 830(2) of ITTOIA 2005 or corporation tax under case V of Schedule D whether or not such
distributions are automatically or otherwise reinvested in further Units in the relevant Fund. With effect from 22 April 2009,
if any distribution is made from a Fund that holds more than 60% of its assets in interest bearing (or economically similar)
form, the resulting distribution will be treated in the hands of an individual Unitholder resident in the UK for tax purposes
as a payment of yearly interest. This will mean that UK tax will be paid on such a distribution at the tax rates applicablefrom time to time to interest payments. However, any other distributions that are made from a Fund will be treated in thehands of an individual Unitholder resident in the UK for tax purposes as a distribution on which the Unitholder will during
2013/14 be taxable at the rate of 10%, 32.5% or 37.5% depending on whether he is either a lower, higher or additional
rate taxpayer respectively.
Change from Distributing to Reporting Funds Status
On 1 December 2009, new UK legislation became effective under which the distributing fund regime would be replaced
over a period of time by the reporting fund regime. Under both regimes each Class is viewed as a separate offshore
fund. Classes for which distributing fund status has or will be sought for previous accounting periods have been accepted
into the UK Reporting Fund regime with effect from the accounting period commencing on 1 May 2010. Details of which
Classes which have been accepted into the UK Reporting Fund regime are available from the Manager. While it is intended
that all practicable steps will be taken to ensure that those Classes retain Reporting Fund status going forward, it cannot
be guaranteed that this will be achieved.
The relevance of holding Units in a Class which qualify as a reporting fund or, previously a distributing fund, for Unitholders
resident or ordinarily resident in the UK for taxation purposes is that, unless holding Units as dealing stock (when different
rules apply), they would be liable to UK tax on capital gains (and not income) in respect of any gains arising from the sale,redemption or other disposal of Units (save that a charge to income tax or corporation tax on income may arise on theequalisation element of the disposal proceeds). This treatment will only apply upon disposal if the relevant Class has
successfully applied to be a reporting fund or been certified as a distributing fund during the entire holding period by a UK
resident or ordinarily resident Unitholder making the disposal. Accordingly any gain arising from the disposal of aninvestment in a Class that has either not qualified as a reporting fund or been certified as a distributing fund for the whole
holding period that accrues to a Unitholder resident or ordinarily resident in the UK for taxation purposes may become
subject to income tax or corporation tax on the basis that the gain is treated as an offshore income gain without the benefitof the annual exemption in the case of individual investors.
It should also be noted that reporting funds are required to prepare accounts in accordance with an acceptable accounting
policy, and provide details of their ‘reportable income’, which is the accounts figure for total return of the fund adjusted inaccordance with certain rules set out in the Offshore Funds Tax Regulations 2009 (the ‘Regulations’). Reporting funds
must make returns of their reportable income to HM Revenue & Customs and also provide to UK investors, in one of theways prescribed under the Regulations, details of their proportionate share of any reportable income which has notpreviously been distributed to them within 6 months of the end of each accounting period. A UK investor in a reporting fundwill then be liable to disclose the applicable reported income, if any, in their tax return for the period during which any
relevant amount of income was reported.
Other Provisions
Unitholders who are exempt from UK tax on capital gains and income from investments (such as exempt approved pension
schemes) will enjoy exemption from UK tax on any income from, and any gains made on the disposal of their Units.

6159571338.2

An individual Unitholder domiciled or deemed for UK tax purposes domiciled in the UK may be liable to UK Inheritance Tax
on their units in the event of death or on making certain categories of lifetime transfer.
The attention of individuals ordinarily resident in the UK for tax purposes is drawn to the provisions of Chapter 2 of part 13of the Income Tax Act 2007 These provisions are aimed at preventing the avoidance of income tax by individuals ordinarily
resident in the UK through a transaction resulting in the transfer of assets or income to persons (including companies)
resident or domiciled outside the UK. These provisions may render them liable to income tax in respect of undistributed
income and profits of the Unit Trust on an annual basis to the extent that they have not already been taxed on such income.
The attention of persons resident or ordinarily resident in the UK (and who, if they are individuals, are domiciled in the UK)
is drawn to the fact that the provisions of Section 13 of the Taxation of Chargeable Gains Act, 1992 could be material toany such person who together with persons, connected to that person, holds 10% or more of the Units in the Unit Trust, if
at the same time, the Unit Trust is controlled in such a manner as to render it a company (for UK chargeable gains purposesa Unit Trust is deemed to be a company) that would, were it to have been resident in the UK, be a “close company” for UK
taxation purposes. These provisions could, if applied, result in such a person being treated, for the purposes of the UK
taxation of chargeable gains, as if a part of any gain accruing to the Unit Trust (such as on a disposal of its investmentsthat constitutes a chargeable gain for those purposes) had accrued to that person directly; that part being equal to the
proportion of the assets of the Unit Trust to which that person would be entitled on the winding up of the Unit Trust at thetime when the chargeable gain accrued to the Unit Trust.
Under the UK corporate debt regime any corporate Unitholder, which is within the charge to UK corporation tax could betaxed on the increase in the value of its holding on a mark to market basis (rather than on disposal) or will obtain tax relief
on any equivalent decrease in value if the investments of the particular sub-fund of the Unit Trust consist of more than 60%(by value) of ‘qualifying investments’. Qualifying investments are broadly those which yield a return directly or indirectly inthe form of interest.
As a Unit Trust constituted under Irish law, the Unit Trust could alternatively be treated as fiscally transparent for UK
taxation purposes. If this were to be the case the tax treatment of the Classes of Unit within the Unit Trust would be
different from that described above. The principal impact would be that Unitholders resident or ordinarily resident in the
UK would become liable to income tax or corporation tax on their proportionate share of the income of the relevant Classof the Unit Trust (subject to the deduction of expenses properly incurred and paid by the Manager out of that income) onan arising basis, whether the income is distributed by the Class, or accumulated on the Unitholder’s behalf. However, it
should be noted that HMRC has stated that its general view would be that an Irish unit trust should be treated as being
opaque for UK taxation purposes.
GITA
As of 1 January 2018 the GITA is in effect. The new tax regime distinguishes between "investment funds" as defined in
section 1 paragraph 2 of the GITA and "special-investment funds" as defined in section 26 of the GITA. All Funds of theTrust should be treated as "investment funds" pursuant to the GITA and should not be subject to the "special-investmentfund" tax regime.
Investors in the Funds may benefit from a partial tax exemption on all income received from the Funds (i.e. distributions,capital gains from a disposal / redemption of Fund units and the annual “Vorabpauschale”) depending on the categorisationof the relevant Fund as either an “equity fund” or a “mixed fund” under the GITA. The categorisation of a Fund as "equityfund" or "mixed fund" pursuant to the GITA depends on whether the Fund meets certain requirements defined by the GITA.
As a rule, an “equity fund” must, pursuant to its investment conditions, be permanently invested in equity participations tomore than 50% of its gross assets and a “mixed fund” must, pursuant to its investment conditions, be permanently invested
in equity participations to at least 25% of its gross assets. Alternatively, the equity participation quota can be calculated byreference to the Net Asset Value. When calculating the equity participation quota, any loans raised by the Fund are
deducted from the equity participations in proportion to the amount of equity participations in the total gross assets of theFund. In addition the Fund may take into account the actual equity participation quotas published by its target investment
funds on each valuation day. For this purpose, only equity participation quotas of target funds that have at least one
valuation per week will be taken into consideration.
The classification of a Fund as “equity fund” or “mixed fund” pursuant to the GITA is set out in the relevant Supplement.
Other
Very generally, pursuant to Sections 1471-1474 of the Code as interpreted by U.S. Treasury Regulations, guidance fromthe IRS, intergovernmental agreements (“IGAs”) and implementing non-U.S. laws and regulations, and subject to any
further guidance (collectively, “FATCA”), to the extent a non-U.S. fund makes an investment which would generate U.S.
source income, then certain U.S. source interest, dividends, and certain other payments relating to such investment, madeto the non-U.S. fund will be subject to a 30% withholding tax unless, very generally, the non-U.S. fund (i) enters into a valid
agreement with the Secretary of the U.S. Department of Treasury that obligates the non-U.S. fund to obtain and verify
certain information from its investors and comply with annual reporting requirements with respect to certain direct andindirect U.S. investors, among other requirements, or (ii) satisfies the requirements of an applicable intergovernmental
agreement (or otherwise qualifies for an exemption from the foregoing). In this respect, Ireland and the United States haveentered into an IGA, under which the Unit Trust and each Fund may be required to obtain and provide to the Irish
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government certain information from its investors and meet certain other requirements. Ireland has also enacted
regulations to introduce the provisions of the IGA into Irish law.
If the Unit Trust and each Fund comply with their obligations under the IGA and if Ireland complies with its obligations
under the IGA, the Unit Trust and each Fund generally should not be subject to withholding under FATCA, although theUnit Trust or a Fund may be subject to withholding if a member of its “affiliated group” or a “related entity” fails to comply
with FATCA. Withholding pursuant to FATCA may reduce returns to Unitholders.
Any information reported by the Unit Trust to the Irish Revenue Commissioners will be communicated to the US Internal
Revenue Service pursuant to the IGA. It is possible that the Irish Revenue Commissioners may also communicate thisinformation to other tax authorities pursuant to the terms of any applicable double tax treaty, intergovernmental agreement
or exchange of information regime.
Any Unitholder that fails to provide a Fund with any information, documentation or certifications requested by the Fund tomeet its obligations pursuant to FATCA may be subject to the 30% withholding tax with respect to the payments describedabove that are made to such Unitholder, and may be required to indemnify the Fund and the Unit Trust for other taxes andcosts attributable to such Unitholder’s failure. The Unit Trust and each Fund may disclose information provided byUnitholders to taxing authorities and other parties as necessary or appropriate to comply with FATCA or reduce withholding
tax thereunder. Unitholders who fail to provide applicable information, documentation, or certifications may be subject toadditional adverse consequences and may be subject to compulsory redemption from each Fund in which they haveinvested.
The requirements of FATCA are complex and remain unclear in certain respects and are potentially subject to materialchanges resulting from any future guidance. Unitholders are urged to consult their advisers about the requirements
imposed on the Unit Trust, each Fund, and the Unitholders and the effect that any requirements may have on Unitholders.

Meetings of Unitholders
The Trust Deed contains detailed provisions for meetings of Unitholders generally and Unitholders of each particularClass. Meetings may be convened by the Depositary, the Manager or the Unitholders of at least 10% in value of the Units
in issue or the Units of the particular Class in issue, on not less than 21 days’ notice. Notices of meetings will be sent toUnitholders or Unitholders of the particular Class. Unitholders may appoint proxies, who need not themselves be
Unitholders. The quorum for a meeting will be Unitholders present in person or by proxy and holding or representing notless than 10% (or in relation to the passing of an Extraordinary Resolution, 25%) of the Units (or Units of the relevant
Class) for the time being in issue or, for an adjourned meeting, Unitholders present in person or by proxy whatever their
number or the number of Units held by them.
On a show of hands every Unitholder who (being an individual) is present in person or by proxy or (being a corporation) ispresent by a representative or one of its officers as its proxy shall have one vote. On a poll every Unitholder present inperson or by representative or proxy shall have one vote for every Unit for which he is registered as the holder. For so longas the Unit Trust is authorised by the Securities and Futures Commission in Hong Kong, a poll will be conducted at a
meeting of Unitholders. Such voting rights may be amended in the same manner as any other provision of the Trust Deed.
An Extraordinary Resolution is a resolution proposed as such at a meeting of Unitholders at which a quorum is present
and passed by a majority of 75% of the total number of votes cast.
The Trust Deed provides that a resolution which, in the opinion of the Depositary, affects one Class only of Units will be
duly passed if passed at a separate meeting of the Unitholders of that Class. If, in the opinion of the Depositary, theresolution affects more than one Class of Unit but does not give rise to a conflict of interests between the holders of theUnits of the respective Classes, the resolution will be duly passed if passed at a single meeting of the holders of the Unitsof those Classes. If the resolution affects, in the opinion of the Depositary, more than one Class of Unit and gives or may
give rise to a conflict of interests between the holders of Units of the respective Classes, the resolution will only be duly
passed if, in lieu of being passed at a single meeting of the holders of the Units of those Classes, it is passed at separate
meetings of the holders of Units of those Classes.

Duration of the Unit Trust
The Unit Trust will continue indefinitely until terminated in accordance with the Trust Deed either (a) by the Manager if the
Net Asset Value of the Unit Trust amounts, at any time, to less than the threshold as stated in the Trust Deed or (b) if theUnit Trust ceases to be an authorised UCITS or to be authorised or otherwise officially approved pursuant to the Securities
and Futures Ordinance of Hong Kong or c) if any law is passed which renders it illegal or, in the opinion of the Manager,
impracticable or inadvisable to continue the Unit Trust or d) by an Extraordinary Resolution of a meeting of Unitholders
passed at any time. The Unit Trust may also be terminated by the Depositary if: (a) if the Manager goes into liquidation(except a voluntary liquidation for the purpose of reconstruction or amalgamation upon terms previously approved in writing
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by the Depositary) or if a receiver is appointed over any of their assets; or (b) if in the opinion of the Depositary the Manager
is incapable of performing or shall in fact fail to perform their duties satisfactorily or shall do any other thing which in theopinion of the Depositary is calculated to bring the Unit Trust into disrepute or to be harmful to the interest of the Unitholders;or (c) if the Unit Trust shall cease (i) to be an authorised UCITS or (ii) to be authorised or otherwise officially approved
pursuant to the Securities and Futures Ordinance of Hong Kong or if any law shall be passed which renders it illegal or in
the opinion of the Depositary impracticable or inadvisable to continue the Unit Trust; or (d) if within a period of six months
from the date the Depositary expressing in writing to the Manager its desire to retire, the Manager shall have failed toappoint a new Depositary.
The Manager has power to terminate any particular Fund on the date one year following the first issue of Units in that Fundor on any date thereafter if the Net Asset Value of that Fund amounts at such date to less than the threshold as stated in
the Trust Deed. A Fund or the Unit Trust may also be terminated by Extraordinary Resolution of a meeting of Unitholders
passed at any time.
The Trust Deed provides that upon the Unit Trust or any Fund being terminated the Depositary shall:(a)sell all investments held for the Unit Trust or the relevant Fund; and(b)

distribute all net cash proceeds derived from the redemption of the assets of each Fund to Unitholders of therelevant Class in proportion to their respective interests or delivery of such form of request as the Depositary may
require.

The Depositary shall not be bound (except in the case of final distribution) to distribute any monies for the time being in its
hands the amount of which is insufficient to pay the equivalent of US$1.00 in respect of each Unit. The Depositary shallbe entitled to retain out of any monies in its hands as part of the property of the Unit Trust or the relevant Fund, full provision
for all costs, charges, expenses, claims and demands.
Any unclaimed proceeds or monies which cannot be distributed to investors following a termination will be transferred toand held in the Umbrella Cash Collection Account or IMR Collection Account from the date of termination of a Fund. Anysuch unclaimed termination proceeds of a Fund held in the relevant account may be paid into court at the expiration of 12months, or if unable, impractical or the Manager otherwise determines it to be inappropriate to do so (for whatever reason),may be paid to charity at the expiration of 3 years from the date of Fund termination, subject to the right of the Depositary
to deduct therefrom any expense that it may incur in making such payment. During such period as unclaimed termination
proceeds are held in the relevant account, Unitholders who are entitled to the relevant part of the unclaimed termination
proceeds may make a claim to the Manager or the Administrator for payment of their entitlement and will be paid upon
provision of all required information and/or documents as required by the Manager and/or the Administrator. Please also
refer to the section entitled “Umbrella Cash Collection Accounts” and “IMR Collection Accounts” in this Prospectus.

General Information
Any distribution of assets in specie will not be materially prejudicial to the rights of the remaining Unitholders.
Any investor wishing to make a complaint regarding any aspect of the Unit Trust or its operations may do so directly to theManager or to the Investment Manager at the addresses as set out in the “Directory” section of this Prospectus.

Proxy Voting Policies and Procedures
The Manager will vote proxies on the securities held by the Funds in accordance with the procedures of the Investment
Manager. The Investment Manager has established a proxy voting policy which is overseen by the Investment Manager’s
proxy voting working group. The policy is designed to ensure that votes are cast in accordance with the best economic
interest of the clients of the Investment Manager, such as the Funds. The Investment Manager uses the services of an
independent third party service provider who provides proxy analysis, information on events requiring voting and voterecommendations, and also to execute the voting decisions of the Investment Manager. The Investment Manager
ordinarily votes proxies according to the independent third party service provider’s proxy voting recommendations. Proxies
on all proposals are voted, except in those instances when the Investment Manager, with guidance from the proxy voting
working group if desired, determines that the cost of voting those proxies outweighs the economic benefit to the Investment
Manager’s clients.
The Investment Manager’s detailed proxy voting policy is available on request from the Investment Manager.

Best Execution
6459571338.2

The Manager relies on the Best Execution Policy of the Investment Manager. Best Execution is the term used to describe
the objective of taking all sufficient steps to obtain the best possible result for each transaction carried out by the Investment
Manager on the property of the Unit Trust. In order to obtain the best possible result the Investment Manager takes into
account a number of factors including price, both the explicit and implicit costs of trading, size and speed of execution andany other specific considerations relevant to that transaction.
The Investment Manager’s detailed Best Execution Policy is available on request from the Investment Manager.

Inducements
In the course of providing portfolio management services, the Investment Manager is prohibited from accepting andretaining any fees, commission or monetary benefits, or accepting any non-monetary benefits (other than acceptable minor
non-monetary benefits and research which is permitted in accordance with applicable regulations such as MiFID and the
FCA Handbook as may be amended from time to time), where these are paid or provided by any third party or a person
acting on their behalf. The Investment Manager does not enter into soft commission arrangements and pays for research(unless it is an acceptable minor-non monetary benefit as per MIFID/FCA rules) from its own resources.
The Investment Manager may accept minor non-monetary benefits that are capable of enhancing the quality of the service
provided by the Investment Manager to the Unitholders; of a scale and nature that it could not be judged to impair theInvestment Manager’s compliance with its duty to act honestly, fairly and professionally in the best interests of theUnitholders; and reasonable, proportionate and of a scale that is unlikely to influence the Investment Manager’s behaviourin any way that is detrimental to the interests of the Unitholders.
If the Investment Manager receives any such fees, commissions or monetary benefits, it will transfer these for the benefitof the relevant Fund and will inform the relevant Fund within the standard reporting.

Documents Available for Inspection
Copies of the following documents may be obtained from the Manager free of charge or inspected during usual businesshours on a Business Day at the offices of the Investment Manager at the address set out in the “Directory” section of thisProspectus:
(a)
(b)
(c)
(d)

the Trust Deed;the Prospectus;
the Key Information Documents; andthe annual and half yearly reports relating to the Unit Trust most recently prepared and published by the Manager;

Items (a), (b), (c) and (d) as listed above, may also be obtained from the Paying Agents in the jurisdictions where the Funds
have been registered for public marketing.
The most recently prepared annual report relating to the Unit Trust can also be obtained by prospective investors onrequest from the offices of the Manager or from the Paying Agents.

6559571338.2

Appendix I – Investment Restrictions
Investment may only be made as permitted by the Trust Deed and the Regulations and is subject to any restrictions andlimits set out in the Trust Deed and the Regulations. The relevant provisions of the Regulations in respect of the investment
restrictions applying to the Unit Trust and each Fund, in addition to other restrictions imposed by the Manager, are set out
below. The Manager may from time to time impose such further investment restrictions as shall be compatible with or in
the interest of the Unitholders, in order to comply with the laws and regulations of the countries where Units of each Fundare placed. Any such further restrictions shall be in accordance with the UCITS Regulations and in accordance with therequirements of the Central Bank.
1

Permitted Investments

Investments of a UCITS are confined to:
1.1

Transferable Securities and Money Market Instruments which are either admitted to official listing on a stock
exchange in a Member State or non-Member State or which are dealt on a market which is regulated, operates
regularly, is recognised and open to the public in a Member State or non-Member State.

1.2

Recently issued Transferable Securities which will be admitted to official listing on a stock exchange or othermarket (as described above) within a year.

1.3

Money Market Instruments, other than those dealt on a regulated market.

1.4

Shares/Units of UCITS.

1.5

Shares/Units of alternative investment funds.

1.6

Deposits with credit institutions.

1.7

FDIs.

2

Investment Restrictions

2.1

A UCITS may invest no more than 10% of net assets in Transferable Securities and Money Market Instruments
other than those referred to in paragraph 1.

2.2

A UCITS may invest no more than 10% of net assets in recently issued Transferable Securities which will be
admitted to official listing on a stock exchange or other market (as described in paragraph 1.1) within a year. This
restriction will not apply in relation to investment by the UCITS in certain US securities known as Rule 144A
securities provided that:-the securities are issued with an undertaking to register with the US Securities and Exchanges
Commission within one year of issue; andthe securities are not illiquid securities i.e. they may be realised by the UCITS within seven days at theprice, or approximately at the price, at which they are valued by the UCITS.

2.3

A UCITS may invest no more than 10% of net assets in Transferable Securities or Money Market Instruments
issued by the same body provided that the total value of Transferable Securities and Money Market Instruments
held in the issuing bodies in each of which it invests more than 5% does not exceed 40%.

2.4

The limit of 10% (as described in paragraph 2.3) is raised to 25% in the case of bonds that are issued by a credit
institution which has its registered office in a Member State and is subject by law to special public supervision
designed to protect bond-holders. If a UCITS invests more than 5% of its net assets in these bonds issued by one
issuer, the total value of these investments may not exceed 80% of the net asset value of the UCITS. (To avail of
this provision, the prior approval of the Central Bank is required).

2.5

The limit of 10% (as described in paragraph 2.3) is raised to 35% if the Transferable Securities or Money Market
Instruments are issued or guaranteed by a Member State or its local authorities or by a non-Member State or
public international body of which one or more Member States are members.

2.6

The Transferable Securities and Money Market Instruments referred to in paragraphs 2.4 and 2.5 shall not betaken into account for the purpose of applying the limit of 40% referred to in paragraph 2.3.

2.7

A Fund shall not invest more than 20% of its assets in deposits made with the same body.

2.8

The risk exposure of a UCITS to a counterparty to an over-the-counter (“OTC”) derivative may not exceed 5% of
net assets.

66

59571338.2

This limit is raised to 10% in the case of credit institutions authorised in the EEA or credit institutions authorised
within a signatory state (other than an EEA Member State) to the Basle Capital Convergence Agreement of July
1988 or credit institutions authorised within Jersey, Guernsey, the Isle of Man, Australia or New Zealand.
2.9

Notwithstanding paragraphs 2.3, 2.7 and 2.8 above, a combination of two or more of the following issued by, or
made or undertaken with, the same body may not exceed 20% of net assets:-

investments in Transferable Securities or Money Market Instruments;
deposits, and/or
risk exposures arising from OTC derivatives transactions.

2.10

The limits referred to in paragraphs 2.3, 2.4, 2.5, 2.7, 2.8 and 2.9 above may not be combined, so that exposure
to a single body shall not exceed 35% of net assets.

2.11

Group companies are regarded as a single issuer for the purposes of paragraphs 2.3, 2.4, 2.5, 2.7, 2.8 and 2.9.
However, a limit of 20% of net assets may be applied to investment in Transferable Securities and Money Market
Instruments within the same group.

2.12

A UCITS may invest up to 100% of net assets in different Transferable Securities and Money Market Instruments
issued or guaranteed by any Member State, its local authorities, non-Member States or public international bodies
of which one or more Member States are members.
The individual issuers must be listed in the Prospectus and may be drawn from the following list:
OECD Governments (provided the relevant issues are investment grade), Government of the People’s Republicof China, Government of Brazil (provided the issues are of investment grade), Government of India (provided theissues are of investment grade), Government of Singapore, European Investment Bank, European Bank for
Reconstruction and Development, International Finance Corporation, International Monetary Fund, Euratom, The
Asian Development Bank, European Central Bank, Council of Europe, Eurofima, African Development Bank,International Bank for Reconstruction and Development (The World Bank), The Inter American Development
Bank, European Union, Federal National Mortgage Association (Fannie Mae), Federal Home Loan Mortgage
Corporation (Freddie Mac), Government National Mortgage Association (Ginnie Mae), Student Loan Marketing
Association (Sallie Mae), Federal Home Loan Bank, Federal Farm Credit Bank, Tennessee Valley Authority,
Straight-A Funding LLC.
The UCITS must hold securities from at least 6 different issues, with securities from any one issue not exceeding
30% of net assets.

2.13

Deposits
Deposits with any single credit institution other than a credit institution specified in Regulation 7 of the Central
Bank UCITS Regulations held as ancillary liquidity shall not exceed:(a) 10% of the NAV of the UCITS; or(b) where the deposit is made with the Depositary 20% of the net assets of the UCITS.

2.14

Recently Issued Transferable Securities(i)

Subject to paragraph (ii) a Fund shall not invest any more than 10% of its assets in securities of the typeto which Regulation 68(1)(d) of the UCITS Regulations apply.

(ii)

Paragraph (i) does not apply to an investment by a responsible person in US Securities known as “ Rule
144 A securities” provided that;(a)(b)

the relevant securities have been issued with an undertaking to register the securities with the SEC
within 1 year of issue; andthe securities are not illiquid securities i.e. they may be realised by the UCITS within 7 days at theprice, or approximately at the price, which they are valued by the UCITS.

3

Investment in Collective Investment Schemes (“CIS”)

3.1

A UCITS may not invest more than 20% of net assets in any one CIS. However, the Manager has determinedthat no more than 10% of the net assets of a Fund may be invested in CIS.

3.2

Investment in alternative investment funds may not, in aggregate, exceed 30% of net assets.

3.3

The CIS are prohibited from investing more than 10% of net assets in other open-ended CIS.

3.4

When a UCITS invests in the units of other CIS that are managed, directly or by delegation, by the UCITS
management company or by any other company with which the UCITS management company is linked by
6759571338.2

common management or control, or by a substantial direct or indirect holding, that UCITS management company
or other company may not charge subscription, conversion or redemption fees on account of the UCITS
investment in the units of such other CIS.
3.5

Where a commission (including a rebated commission) is received by the UCITS management company orinvestment manager by virtue of an investment in the units of another CIS, this commission must be paid into theproperty of the UCITS.

4

Index Tracking UCITS

4.1

A UCITS may invest up to 20% of net assets in shares and/or debt securities issued by the same body where theinvestment policy of the UCITS is to replicate an index which satisfies the criteria set out in the Central BankUCITS Regulations and is recognised by the Central Bank.

4.2

The limit in paragraph 4.1 may be raised to 35%, and applied to a single issuer, where this is justified by exceptional
market conditions.

5

General Provisions

5.1

An investment company, or management company acting in connection with all of the CIS it manages, may notacquire any shares carrying voting rights which would enable it to exercise significant influence over the
management of an issuing body.

5.2

A UCITS may acquire no more than:
(i)
(ii)
(iii)
(iv)

10% of the non-voting shares of any single issuing body;
10% of the debt securities of any single issuing body;
25% of the units of any single CIS;
10% of the Money Market Instruments of any single issuing body.

NOTE: The limits laid down in (ii), (iii) and (iv) above may be disregarded at the time of acquisition if at that time the grossamount of the debt securities or of the Money Market Instruments, or the net amount of the securities in issue
cannot be calculated.
5.3

Paragraph 5.1 and 5.2 shall not be applicable to:(i)Transferable Securities and Money Market Instruments issued or guaranteed by a Member State or its
local authorities;
Transferable Securities and Money Market Instruments issued or guaranteed by a non-Member State;Transferable Securities and Money Market Instruments issued by public international bodies of which
one or more Member States are members;
Units held by a UCITS in the capital of a company incorporated in a non-member State which invests its
assets mainly in the securities of issuing bodies having their registered offices in that State, where under
the legislation of that State such a holding represents the only way in which the UCITS can invest in the
securities of issuing bodies of that State. This waiver is applicable only if in its investment policies thecompany from the non-Member State complies with the limits laid down in paragraphs 2.3 to 2.11, 3.1,
3.2, 5.1, 5.2, 5.4, 5.5 and 5.6, and provided that where these limits are exceeded, paragraphs 5.5 and5.6 below are observed;
Units held by an investment company or investment companies in the capital of subsidiary companies
carrying on only the business of management, advice or marketing in the country where the subsidiaryis located, in regard to the repurchase of units at unit-holders’ request exclusively on their behalf.

(ii)
(iii)
(iv)

(v)

5.4

UCITS need not comply with the investment restrictions herein when exercising subscription rights attaching totransferable securities or Money Market Instruments which form part of their assets.

5.5

The Central Bank may allow recently authorised UCITS to derogate from the provisions of paragraphs 2.3 to 2.12,
3.1, 3.2, 4.1 and 4.2 for six months following the date of their authorisation, provided they observe the principle ofrisk spreading.

5.6

If the limits laid down herein are exceeded for reasons beyond the control of a UCITS, or as a result of the exerciseof subscription rights, the UCITS must adopt as a priority objective for its sales transactions the remedying of thatsituation, taking due account of the interests of its Unitholders.

5.7

Neither an investment company, nor a management company or a depositary acting on behalf of a Unit Trust or
a management company of a common contractual fund, may carry out uncovered sales of:-Transferable Securities;
6859571338.2

-Money Market Instruments1;
Units of CIS; or
FDI.

5.8

A UCITS may hold ancillary liquid assets.

6

Financial Derivative Instruments (“FDIs”)

6.1

The UCITS global exposure (as prescribed in the UCITS Regulations) relating to FDI must not exceed its total net
asset value.

6.2

Position exposure to the underlying assets of FDI, including embedded FDI in transferable securities or Money
Market Instruments, when combined where relevant with positions resulting from direct investments, may notexceed the investment limits set out in the UCITS Regulations. (This provision does not apply in the case of index
based FDI provided the underlying index is one which meets with the criteria set out in the Central Bank UCITS
Regulations).

6.3

UCITS may invest in FDIs dealt in OTC provided that the counterparties to OTC transactions are institutions
subject to prudential supervision and belonging to categories approved by the Central Bank.

6.4

Investment in FDIs are subject to the conditions and limits laid down by the Central Bank.

7

Country Specific Investment Restrictions
Certain jurisdictions in which the Funds are registered apply additional requirements in respect of the Fund’sinvestment policies. Country specific registration information in relation to the Funds is hosted on the Manager’s
website at www.barings.com/fund-registration-matrix. To the extent that a Fund is registered in any of these
indicated jurisdictions, which can be confirmed on the above website, the following additional requirements andinvestment restrictions shall apply:

7.1

7.2

Investment restrictions applicable to Funds registered in Hong Kong:
7.1.1

Where a Fund is authorised for public offer in Hong Kong, the Hong Kong Securities and Futures
Commission (“HKSFC”) requires the Unit Trust to classify the Fund on the basis of its expected maximum
net derivative exposure (“NDE”). The HKSFC requires the NDE to be calculated in accordance with the
HKSFC’s “Code on Unit Trusts and Mutual Funds” and the requirements and guidance issued by the
HKSFC, which may be updated from time to time. This requires the Unit Trust to convert all FDI acquiredfor investment purposes that would generate incremental leverage at the portfolio level of the Fund into
their equivalent positions in the underlying assets. Applying these requirements, currently the NDE of aFund authorised for public offer in Hong Kong is expected to be up to 50% of the Fund’s Net Asset Valuebut this level may be exceeded as permitted by the relevant Hong Kong regulatory requirements.

7.1.2

For the avoidance of doubt, complying with the HKSFC’s requirements to classify a Fund on the basis of
its NDE does not amend the investment objectives or policies or otherwise impact the management of aFund or its use of FDI, as the requirements are solely to measure a Fund’s expected use of FDI, as
described above, using the HKSFC’s methodology.

7.1.3

Certain Funds authorised for public offer in Hong Kong will invest less than 30% of their respective Net
Asset Value in instruments with loss-absorption features (“LAP”) which may include instruments
classified as ‘Additional Tier 1/Tier 2’ capital instruments, CoCos, non-preferred senior bonds which may
also be known as ‘Tier 3’ bonds and other instruments which exhibit loss-absorbing features.

Investment restrictions applicable to Funds registered in Korea:
7.2.1

7.3

1.

A Fund may invest no more than 40% of its Net Asset Value in Korean won-denominated securities.

Investment restrictions applicable to Funds registered in Taiwan:
7.3.1

Unless exempted by the Financial Supervisory Commission (the “FSC”), the risk exposure of the nonoffset position in derivatives held by a Fund for increasing investment efficiency, may not at any timeexceed 40% of a Fund’s Net Asset Value; the total value of non-offset short derivative positions held forhedging purposes must not exceed the total market value of the corresponding securities held by a Fund.

7.3.2

The direct investments that a Fund is permitted to make in Mainland China are restricted to securities
listed on the Mainland China exchanges or on the Mainland China Interbank Bond Market, and a Fund’s

Any short selling of money market instruments by UCITS is prohibited
6959571338.2

holdings in such securities may not, at any time, exceed 20% (or such other percentage stipulated by
the FSC from time to time) of a Fund’s Net Asset Value.
7.3.3

The securities market of Taiwan may not constitute more than 50% of a Fund’s Net Asset Value or suchother percentage as the FSC may decide.

Restrictions related to Funds with an equity focused strategy which are registered in Taiwan:
7.3.4

The total investment in stocks must be more than 70% of the Fund’s Net Asset Value.

7.3.5

Where the name of an equity Fund specifies investment in specific objects, areas, or markets, theinvestment by the Fund in these objects, areas, or markets must be more than 60% of the Fund’s Net
Asset Value.

Restrictions related to fixed income funds registered in Taiwan:
7.3.6

A Fund may invest no more than 10% of its Net Asset Value in equity and equity related securities.

7.3.7

A Fund may invest no more than 10% of its Net Asset Value in convertible bonds, corporate bonds withwarrants, and exchangeable corporate bonds. Where the convertible bonds, corporate bonds withwarrants, or exchangeable corporate bonds held by a fixed income fund are converted, used to subscribe
for, or exchanged to equities upon meeting conditions, the Fund shall make adjustments within one year
to meet the requirements.

7.3.8

The weighted average duration of a Fund’s portfolio shall be greater than, or equal to, one year.

7.3.9

With the exception of the following two types of fixed income fund, a Fund may invest no more than 20%
of its Net Asset Value in high yield bonds:(a)High yield bond funds must constitute at least 60% of its Net Asset Value in high yieldbonds;(b)
Emerging market bond funds with investments constituting at least 60% in emerging
market countries, may invest up to 40% of its Net Asset Value in high yield bonds.

7059571338.2

Appendix II – Eligible Securities & Derivatives Markets
With the exception of permitted investments in unlisted securities, the Unit Trust will only invest in securities traded on astock exchange or market which meets with the regulatory criteria (regulated, operated regularly, be recognised and open
to the public) and which is listed below.
For the purpose of the Unit Trust, a market shall be:
In relation to any Investment which constitutes a transferable security or an exchange traded derivative:(i)

any stock exchange or market which is:-

located in any Member State of the EEA; or
located in any of the following countries:
Australia
CanadaJapan
New Zealand
Switzerland
United Kingdom
United States of America; or(ii)

any stock exchange or market included in the following list:
Argentina
Argentina
Bahrain
Bangladesh
Bangladesh
BrazilBrazilBrazil
Chile
Chile
China
China
China
China
Colombia
Egypt
Ghana
Hong Kong
IcelandIndia
India
Indonesia
IsraelIsraelJordan
Kenya
Korea, Republic of
Malaysia
Mauritius
MexicoMoroccoNigeria
Oman
Pakistan
Peru
Philippines
RussiaSerbiaSingapore
South Africa
Sri Lanka
TaiwanBolsa de Comercio de Buenos Aires
Mercado Abierto Electronico S.A.
Bahrain Bourse
Dhaka Stock Exchange Ltd
Chittagong Stock Exchange
Sociedade Operadora Do Mercado De Ativos S.A.
BM & F Bovespa SA
Central de Custodia e de Liquidacao Financiera de Titulos
La Bolsa Electronica De Chile
Bolsa de Comercio de Santiago
Shanghai Stock Exchange
Shenzhen Stock Exchange
Shanghai Futures Exchange
China Interbank Bond Market
Bolsa De Valores De Colombia
The Egyptian Exchange
Ghana Stock Exchange
Stock Exchange Of Hong Kong Ltd, The
NASDAQ OMX ICELAND hf
Bombay/Mumbai Stock Exchange Ltd
National Stock Exchange of India
Indonesia Stock Exchange
MTS Israel
Tel Aviv Stock Exchange
Amman Stock Exchange
Nairobi Securities Exchange
Korea Stock Exchange
Bursa Malaysia Berhad
Stock Exchange of Mauritius Ltd, The
Bolsa Mexicana De Valores (Mexican Stock Exchange)
Casablanca Stock Exchange
Nigerian Stock Exchange, The
Muscat Securities Market
Karachi Stock Exchange
Bolsa De Valores De Lima
Philippine Stock Exchange, Inc.
Moscow Exchange
Belgrade Stock Exchange
Singapore Exchange
JSE Securities Exchange
Colombo Stock Exchange
Taiwan Stock Exchange Corporation
71

59571338.2

Thailand
TurkeyUruguay
Venezuela
VietnamVietnam
Zambia(iii)(iv)

Stock Exchange of Thailand
Istanbul Stock Exchange
Bolsa De Valores De Montevideo
Bolsa De Valores De Caracas
Hanoi Securities Trading Centre
Ho Chi Minh Stock Exchange
Lusaka Stock Exchange

any of the following:-

the market organised by the International Capital Market Association;-

the “listed money market institutions”, as described in the Bank of England publication "The Regulationof the Wholesale Markets in Sterling, Foreign Exchange and Bullion" (as amended from time to time);-

the market in US government securities conducted by primary dealers which are regulated by the Federal
Reserve Bank of New York;-a market comprising dealers which are regulated by the United States National Association of Securities
Dealers and the United States Securities and Exchange Commission;-

NASDAQ in the United States;-

the over-the-counter market in Japan regulated by the Securities Dealers Association of Japan;-

the over-the-counter market in the United States regulated by the National Association of Securities
Dealers Inc. (also described as the over-the-counter market in the United States conducted by primaryand secondary dealers regulated by the Securities and Exchanges Commission and by the National
Association of Securities Dealers (and by banking institutions regulated by the US Comptroller of theCurrency, the Federal Reserve System or Federal Deposit Insurance Corporation);-

the French market for Titres de Créances Négotiables (over-the-counter market in negotiable debt
instruments);-

the over-the-counter market in Canadian Government Bonds, regulated by the Investment Dealers
Association of Canada.

All derivatives exchanges on which permitted FDIs may be listed or traded:-

in a Member State;-in a Member State in the European Economic Area (European Union, Norway, Iceland andLiechtenstein);-in the United Kingdom;-in the United States of America, on the- Chicago Board of Trade;- Chicago Board Options Exchange;- Chicago Mercantile Exchange;- New York Futures Exchange;- New York Mercantile Exchange.

-in China, on the Shanghai Futures Exchange;-

in Hong Kong, on the Hong Kong Futures Exchange;-

in Japan, on the- Osaka Securities Exchange;- Tokyo Financial Exchange Inc.;- Tokyo Stock Exchange;-

in New Zealand, on the NZX Limited;-in Singapore, on the Singapore Mercantile Exchange.

PROVIDED THAT the Depositary and the Manager shall be entitled without the sanction of an Extraordinary Resolution tomodify this definition by adding to or deleting from the countries, markets and exchanges described above.

72

59571338.2

The markets and exchanges described above are set out herein in accordance with the requirements of the Central Bank
which does not issue a list of approved markets.

7359571338.2

Appendix III – Efficient Portfolio Management
This section of the Prospectus clarifies the instruments and/or strategies which the Investment Manager may use for
efficient portfolio management purposes or investment purposes. The Investment Manager will, on request provide
supplementary information to Unitholders relating to the risk management methods employed including the quantitative
limits that are applied and any recent developments in the risk and yield characteristics of the main categories ofinvestments.
Each of the Funds may use the techniques and instruments for efficient portfolio management which are set out in therelevant Supplement. The efficient portfolio management purposes for which the Investment Manager intends to employ
FDIs and investment techniques described below are reduction of risk, reduction of cost and the generation of additional
capital or income for the relevant Fund with an appropriate level of risk, taking into account the risk profile of the Fund andthe general provisions of the UCITS Regulations. The Investment Manager may use various types of FDIs for these
purposes, including, without limitation, warrants, exchange traded futures and options, currency forward contracts, swap
agreements, contracts for differences, index-linked notes and share and commodity index futures contracts.
Any direct operational costs and/or fees which arise as a result of the use of efficient portfolio management techniques
which may be deducted from the revenue delivered to a Fund shall be at normal commercial rates and shall not include
any hidden revenue. Such direct costs and fees will be paid to the relevant counterparty of the transaction. All of therevenues arising from the use of efficient portfolio management techniques, net of direct and indirect operational costs, will
be returned to the relevant Fund. The entities to which any direct and indirect costs and fees are paid will be disclosed in
the periodic reports of the Unit Trust and will indicate if these are parties related to the Manager or the Depositary.
Investors should note that the Unit Trust shall comply with the conditions and limits laid down from time to time by theCentral Bank under the UCITS Regulations and set out below.
The Manager shall file an appropriate risk management process with the Central Bank in advance of any use by a Fund of
FDIs for efficient portfolio management purposes.
Information on the revenues generated under such transactions shall be disclosed in the annual and semi-annual reportsof the Unit Trust, along with entities to whom direct and indirect operational costs and fees relating to such transactions
are paid. Such entities may include the Manager, the Depositary or entities related to the Manager or Depositary.
Investors should consult the “Risk Considerations” section in this Prospectus for information on counterparty risk, credit
risk and risks associated with securities financing transactions.
Counterparty Procedures
The Investment Manager has an established governance committee that approves and monitors dealing and FDI
counterparties in accordance with the provisions and requirements set forth within the firm’s Global Counterparty Risk
Management Policy.
Where a counterparty is downgraded to A2 or below (or comparable rating) by S&P, Fitch or Moody’s, this shall result in a
new credit assessment being conducted.
In respect of OTC FDIs all counterparties will be Investment Grade or which are, in the opinion of the Investment Manager,of similar credit status. The counterparties to such swap contracts will not have any discretion over the portfolio of a Fundor over the underlying exposures and counterparty approval will not be required for any portfolio transaction of a Fund.
The key criteria reviewed by the governance committee are the structure, management, financial strength, internal controls
and general reputation of the counterparty in question, as well as the legal, regulatory and political environment in therelevant markets. These counterparties are then constantly monitored using information from share price movements andother market information. Counterparty exposure is recorded daily and monitored and reported to the governancecommittee.
A counterparty selected will be either an investment firm, authorised in accordance with the EU MiFID Directive(2004/39/EC) or a group company of an entity issued with a bank holding company licence from the Federal Reserve of
the United States of America where that group company is subject to bank holding company consolidated supervision bythat Federal Reserve or an “Approved Credit Institution”. An Approved Credit Institution is:(i)a credit institution authorised in the EEA; or(ii) a credit institution authorised within a signatory state, other than a Member State of the EEA, to the Basle Capital
Convergence Agreement of July 1988 (Switzerland, Canada, Japan, United States); or(iii) a credit institution authorised in Jersey, Guernsey, the Isle of Man, Australia or New Zealand.
7459571338.2

Each counterparty will also be subject to the following:
Best Execution – the counterparty is monitored and ranked by an established third party analytical system to optimise
trading strategies(ii) Operational efficiency – the Investment Manager’s dealers rank counterparties according to quality of their service.
(i)

For each trade, best execution overrides any other consideration and the Investment Manager is not permitted to direct
trades.
Subject to the conditions and limits set out in the UCITS Regulations, a Fund may use repurchase agreements, reverse
repurchase agreements and/or stock lending agreements for efficient portfolio management, i.e. to generate additional
income for the Fund. Repurchase agreements are transactions in which one party sells a security to the other party witha simultaneous agreement to repurchase the security at a fixed future date at a stipulated price reflecting a market rate ofinterest unrelated to the coupon rate of the securities. A reverse repurchase agreement is a transaction whereby a Fundpurchases securities from a counterparty and simultaneously commits to resell the securities to the counterparty at anagreed upon date and price. A stock lending agreement is an agreement under which title to the “loaned” securities istransferred by a “lender” to a “borrower” with the borrower contracting to deliver “equivalent securities” to the lender at alater date.
The Investment Manager will employ a risk management process in respect of each Fund which enables it to accurately
measure, monitor and manage the various risk associated with FDIs.
Collateral Management
In accordance with the requirements of the Central Bank the Investment Manager will employ a collateral management
policy for and on behalf of the Unit Trust and each Fund in respect of collateral received in respect of OTC FDI transactions
whether used for investment or for efficient portfolio management purposes and for repurchase agreements, reverse
repurchase agreements and/or stock lending agreements.
The collateral management policy employed by the Investment Manager in respect of the Funds provides that cash andhighly liquid assets which meet with the regulatory criteria (as disclosed in the risk management process) in respect ofvaluation, issue credit quality, correlation and collateral diversification will be permitted collateral for each proposed FDI
transaction. The collateral received other than cash, will be highly liquid and trade on a regulated market or multilateral
trading facility with transparent pricing in order that it can be sold quickly at a price that is close to pre-sale valuation.
Collateral will be valued daily at mark-to-market prices and daily variation margin will be used if the value of the collateral
falls below coverage requirements. Collateral received will be issued by an entity that is independent from the counterparty
and is not expected to display a high correlation with the performance of the counterparty. Collateral will be sufficiently
diversified in terms of country, markets and issuers with a maximum exposure to a given issuer of 20% of the relevant
Fund’s Net Asset Value. If the Fund’s exposed to different counterparties, the different baskets of collateral will beaggregated to calculate the 20% limit of exposure to a single issuer. Furthermore, the relevant Fund may be fully
collateralised in different transferable securities and Money Market Instruments issued or guaranteed by a Member State,
one or more of its local authorities, a third country, or a public international body to which one or more Member State
belongs, as set out in Appendix I of the Prospectus, provided the Fund will receive securities from at least six different
issues with securities from any single issue not accounting for more than 30% of the Fund’s Net Asset Value.
The collateral policy operated by the Investment Manager will set appropriate levels of collateral required by the Investment
Manager in respect of FDI transactions. The Investment Manager will also employ a clear haircut policy (i.e. a policy inwhich a pre-determined percentage will be subtracted from the market value of an asset that is being used as collateral)
for each class of assets received as collateral taking account of the characteristics of the assets received as collateral suchas the credit standing or the price volatility and the outcome of any liquidity stress testing policy.
The Investment Manager on behalf of the relevant Fund shall not sell, pledge or re-invest any non-cash collateral received
by the relevant Fund
Non cash collateral cannot be sold, pledged or re-invested and any cash collateral received for and on behalf of a Fund
may be invested in any of the following:
(i)
(ii)
(iii)
(iv)

deposits with relevant institutions (as defined in the Central Bank UCITS Regulations);
high quality government bonds;
reverse repurchase agreements provided that the transactions are with credit institutions (as defined in the Central
Bank UCITS Regulations) and the UCITS is able to recall at any time the full amount of cash on an accrued basis;
short term money market funds as defined in the ESMA Guidelines on a Common Definition of European Money
Market Funds.

Invested cash collateral will be diversified in accordance with the diversification requirements applicable to non-cash
collateral and may not be placed on deposit with the counterparty or a related entity.
75

59571338.2

In circumstances where a Fund receives collateral for at least 30% of its assets, the Investment Manager will employ anappropriate stress testing policy to ensure regular stress tests are carried out under normal and exceptional liquidity
conditions to enable the Investment Manager to assess the liquidity risk attached to the collateral. The liquidity stresstesting policy shall be disclosed in the risk management process employed by the Investment Manager.
Valuation of collateralCollateral that is received by a Fund will be valued on at least a daily basis and assets that exhibit high price volatility will
not be accepted as collateral unless suitably conservative haircuts are in place. The non-cash collateral received by a Fund
will be at mark to market given the required liquid nature of the collateral.
Safe-keeping of collateral received by a Fund
Collateral received by a Fund on a title transfer basis shall be held by the Depositary or a duly appointed sub-depositaryof the Depositary. For other types of collateral arrangements, the collateral can be held by the Depositary, a duly appointed
sub-depositary of the Depositary or by a third party custodian which is subject to prudential supervision and which isunrelated to the provider of the collateral.
Posting of collateral by a Fund
Collateral provided by a Fund to a counterparty shall be agreed with the relevant counterparty and may comprise of cash
or any types of assets held by the relevant Fund in accordance with its investment objective and policies and shall, whereapplicable, comply with the requirements of EMIR. Collateral may be transferred by a Fund to a counterparty on a title
transfer basis where the assets are passed outside of the custody network and are no longer held by the Depositary or its
sub-depositary. In such circumstances, subject to the requirements of SFTR, the counterparty to the transaction may use
those assets in its absolute discretion. Where collateral is posted by a Fund to a counterparty under a security collateralarrangement where title to the relevant securities remains with the relevant Fund, such collateral must be safe-kept by the
Depositary or its sub-depositary, however, subject to the requirements of SFTR, such assets may be subject to a right ofre-use by the counterparty. Risks associated with re-use of collateral are set down in “Risk Considerations: Operational
Risk linked to Management of Collateral”.

7659571338.2

Appendix IV – The Depositary’s Sub-Custodians
The Depositary has delegated those safekeeping duties set out in Article 22(5)(a) of the UCITS Directive to the Northern
Trust Company, London branch, whom it has appointed as its global sub-custodian.
At the date of this prospectus, the Northern Trust Company, London branch, as global sub-custodian has appointed the
local sub-custodians as listed below.
Jurisdiction

Subcustodian

Argentina

Citibank N.A.

Australia

HSBC Bank Australia Limited

Austria

UniCredit Bank Austria AG

Bahrain

HSBC Bank Middle East Limited

BangladeshStandard Chartered Bank

Belgium
Benin
BermudaBosnia and Herzegovina(Federation of Bosnia-Herzegovina)
Bosnia and Herzegovina (Republicof Srpska)

Subcustodian Delegate

The Northern Trust Company,
LondonStandard Chartered Bank
(Mauritius) Limited
HSBC Bank Bermuda Limited
Raiffeisen Bank International AG

Raiffeisen Bank Bosnia DD BiH

Raiffeisen Bank International AG

Raiffeisen Bank Bosnia DD BiH

Botswana

Standard Chartered Bank Botswana
LimitedBrazilCitibank N.A.

Bulgaria

Citibank Europe plc

Burkina Faso

Standard Chartered Bank
(Mauritius) Limited

CD's USD

Deutsche Bank AG, London Branch

CanadaThe Northern Trust Company,
CanadaCanada*Royal Bank of Canada

Chile

Banco de Chile

China A

Industrial and Commercial Bank of
China Limited
HSBC Bank (China) Company
LimitedChina B Share

Citibank Distribuidora de Titulos e
Valores Mobiliaros S.A ("DTVM")

Clearstream

Clearstream Banking S.A.,

Euroclear Bank

Euroclear Bank S.A./N.V.

Colombia

Cititrust Colombia S.A. Sociedad
Fiduciaria

Costa Rica

Banco Nacional de Costa Rica

Croatia

UniCredit Bank Austria AG

Cyprus

Citibank Europe plc, Greece Branch

Czech Republic

UniCredit Bank Czech Republic andSlovakia, a.s.

Denmark

Nordea Bank Abp

Egypt

Citibank N.A.
77

59571338.2

Zagrebacka Banka d.d.

Estonia

Swedbank AS

EswatiniStandard Bank Eswatini Limited

FinlandNordea Bank Abp

FranceGermany
Ghana
GreeceGuinea Bissau
Hong Kong SAR

The Northern Trust Company,
LondonThe Northern Trust Company,
LondonStandard Chartered Bank Ghana
Limited
Citibank Europe PLC, Greece
BranchStandard Chartered Bank
(Mauritius) Limited
The Hongkong and Shanghai
Banking Corporation Limited

Hungary

UniCredit Bank Hungary Zrt

IcelandLandsbankinn hf

India

Citibank N.A.

Indonesia

Standard Chartered Bank

IrelandEuroclear Bank S.A./N.V.

IsraelBank Leumi Le-Israel BM

Italy

Citibank Europe plc

Ivory CoastStandard Chartered Bank
(Mauritius) Limited
The Hongkong and Shanghai
Banking Corporation LimitedJapan
JordanStandard Chartered Bank

Kazakhstan

JSC Citibank Kazakhstan

KenyaStandard Chartered Bank Kenya
Limited

KuwaitHSBC Bank Middle East Limited

LatviaSwedbank AS

Lithuania

AB SEB bankas

Luxembourg

Euroclear Bank S.A./N.V.

Malaysia

HSBC Bank Malaysia Berhad

Mali
MauritiusStandard Chartered Bank
(Mauritius) Limited
The Hongkong and Shanghai
Banking Corporation Limited

MexicoBanco Nacional de Mexico, S.A.

MoroccoSociete Generale Marocaine deBanquesNamibia

Standard Bank Namibia Ltd

Netherlands
New Zealand
Niger
Nigeria

The Northern Trust Company,
LondonThe Hongkong and Shanghai
Banking Corporation LimitedStandard Chartered Bank
(Mauritius) Limited
Stanbic IBTC Bank Plc

7859571338.2

Norway

Nordea Bank Abp

Oman

HSBC Bank Oman S.A.O.G

Pakistan

Citibank N.A.

PanamaCitibank N.A., Panama Branch

Peru

Citibank del Peru S.A.

Philippines
PolandThe Hongkong and Shanghai
Banking Corporation Limited
Bank Polska Kasa Opieki Spółka
Akcyjna,

Portugal

BNP Paribas Securities Services

Qatar

HSBC Bank Middle East Limited

Romania

Citibank Europe PLC

RussiaAO Citibank
The Northern Trust Company of
Saudi Arabia
Standard Chartered Bank
(Mauritius) LimitedStandard Chartered Bank Cote d'Ivoire
SA

SerbiaUniCredit Bank Austria A.G.

UniCredit Bank Serbia JSC

Singapore

DBS Bank Ltd

Slovakia

Citibank Europe PLC

Slovenia

UniCredit Banka Slovenija d.d.

Saudi Arabia
SenegalSouth Africa
South Korea

The Standard Bank of South Africa
LimitedThe Hongkong and Shanghai
Banking Corporation Limited

Spain

Deutsche Bank SAE

Sri Lanka

Standard Chartered Bank

SwedenNordea Bank Abp

Switzerland

Credit Suisse (Switzerland) Ltd

TaiwanHSBC Bank (Taiwan) Limited

Tanzania

Standard Chartered Bank
(Mauritius) Limited

Thailand

Citibank N.A.

Togo

Standard Chartered Bank
(Mauritius) Limited

Tunisia

Union Internationale De Banques

TurkeyCitibank A.S.

UgandaStandard Chartered Bank Uganda
Limited

Ukraine

JSC "Citibank"

United Arab Emirates(ADX)
United Arab Emirates(DFM)
United Arab Emirates(NASDAQ Dubai)

HSBC Bank Middle East Limited
HSBC Bank Middle East Limited
HSBC Bank Middle East Limited

United Kingdom

The Northern Trust Company,
LondonUnited States

The Northern Trust Company
7959571338.2

Standard Chartered Bank Tanzania
LimitedUruguay

Banco Itau Uruguay S.A.

Vietnam

HSBC Bank (Vietnam) Ltd

ZambiaZimbabwe

Standard Chartered Bank Zambia
PLC
Standard Chartered Bank
(Mauritius) Limited

8059571338.2

Barings ASEAN Frontiers Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital growth in the value of assets by investing in issuersin Asia which the Manager believes will benefit from the economic growth and development of the region.
The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Value at any one time inequities and equity-related securities of issuers incorporated in, or exercising the predominant part of their economic activity
in, countries which are members of the Association of South-East Asian Nations (ASEAN) or quoted or traded on the stock
exchanges in those countries. The members of ASEAN include (but not to be limited to) Singapore, Thailand, thePhilippines, Malaysia, Indonesia and Vietnam. A description of equity-related securities is described under the section
headed “Investment Policy: General”.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit positive or improving
ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net Asset Value in equities and equity related
securities of issuers that exhibit less positive ESG characteristics. Further information about the environmental and social
characteristics promoted by the Fund is available in the SFDR Annex appended to the Supplement.
The Fund may also invest less than 30% of its Net Asset Value, either directly or through depositary receipts, in equities
and equity-related securities of issuers that are (i) incorporated, or (ii) exercising the predominant part of their economic
activity, or (iii) quoted or traded on the stock exchanges, in (a) other markets in the Asia Pacific region including, but notlimited to, Korea, Hong Kong, China, Taiwan, India, Australia, New Zealand, Pakistan, Sri Lanka and Bangladesh but
excluding Japan, or (b) other markets which the Manager believes would have the potential to benefit from the economic
growth and development from the Asia Pacific region excluding Japan, when and if they consider it appropriate. The Fund
may also invest in cash and ancillary liquidities.
The Fund may also invest in collective investment schemes in accordance with the requirements of the Central Bank up
to a maximum of 10% of the Net Asset Value of the Fund.
With regard to investment in China, no more than 20% of the Net Asset Value of the Fund at any one time may be invested
directly or indirectly in China A shares and B shares. It is anticipated that this exposure will be obtained either directly
through investment in China A shares listed on the Shanghai Stock Exchange and Shenzhen Stock Exchange via theConnect Schemes and/or through the QFI regime (as further described in the section of the Prospectus entitled ‘Investment
Policy; General’) or indirectly through investment in other eligible collective investment schemes or participation notes.
The Fund may invest in various FDIs as detailed under the section headed “Investment Policy: General” for investment
purposes or for efficient portfolio management in accordance with the requirements of the Central Bank. When FDIs areused the Fund will be leveraged through the leverage inherent in the use of FDIs.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph 6
GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaning of section
2 paragraph 8 GITA.
Strategy
The Investment Manager believes that equity markets contain unrecognised growth potential and seeks to identify thisthrough the analysis of an issuer's business model whilst incorporating wider economic and social governance trends,
often referred to as fundamental analysis. Equity investment teams at the Investment Manager share a common investment
approach, best described as Growth at a Reasonable Price (GARP).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market participants byperforming structured fundamental analysis with a disciplined investment process. Based on the region, country or sector
bias of a Fund, analysis of potential growth issuers includes their future financial performance as well as their businessmodel and management style, while focusing on long-term earnings growth of three to five years. The Investment Manager
values issuers utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises, profitability focusedmanagement and strong balance sheets that enable the issuer to execute its business strategy. The Investment Manager
regards these issuers as higher quality as they provide transparency and allow investment professionals to forecast
earnings with greater confidence. This is further strengthened through the incorporation of a dynamic and forward-looking
approach to ESG analysis, with the aim to identify sustainable business practices. This empowers the Investment Manager
to better assess both the potential risks facing the issuer and the opportunities presented to it, particularly those notapparent or included in traditional fundamental analysis, and facilitates in propagating better ESG practices. The
Investment Manager believes that ESG integration, a focus on forward-looking dynamics and active engagement is key tounlocking long-term returns in equity investments.

8159571338.2

Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment Manager’s proprietary
research. Proprietary research is based on issuer knowledge and regular management interaction, which is the basis toassess each issuer against nine key ESG topics:
•
•
•
•
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes of investee issuers
for improvements or deteriorations toward ESG topics and reflected in the scoring of an issuer’s quality and its valuation.
With respect to issuer valuations, the Investment Manager’s approach allows for ESG research to directly affect thediscount rate (Barings Cost of Equity) applied to its 5-year earnings and dividend forecast for the issuer. By explicitly
quantifying the ESG impact on the valuation of investee issuers, ESG is integrated into decision-making, issuer selection
and the management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG behaviour rather thanmaking a static judgement based on historical ESG practices and is consistent with forward looking analysis and theintention to reward progress and improvement. Before investing, the Investment Manager considers internal
recommendations regarding growth, quality and valuation, all of which reflect ESG issues and opportunities, alongside
external issuer-specific data. Once invested, the Investment Manager continues to monitor each issuer to ensure that thethesis remains intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average quality score, andnot exceed a maximum adjustment to its Barings Cost of Equity threshold. The Investment Manager also requires thatsuch issuers have good corporate governance, internally assessed with respect to, but not limited to, sound management
structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change and improve ESG disclosure
through active engagement with investee issuers. These formal engagements are undertaken to influence (or identify theneed to influence) ESG practices and/or improve ESG public disclosure, which in the opinion of the Investment Manager,
is material to the sustainability of the issuer’s business model, aiming to enhance the performance of investments. Further
detail on examples of engagements and the Investment Manager’s Public Equity: ESG Integration & Active Engagement
Policy for equity funds, including the Fund, is available on the Investment Manager’s website at www.barings.com.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal and regulatory
requirements in the relevant jurisdiction(s).
Available Unit Classes
A

I

1.25%

0.75%

0.45%
(Hedged Classes 0.4625%)

0.25%(Hedged Classes 0.2625%)

USD

USD

Hedged Class Available

Class A AUD Hedged Acc
Class A CHF Hedged Acc
Class A EUR Hedged Acc
Class A RMB Hedged Acc

Class I CHF Hedged Acc
Class I EUR Hedged Acc

Unhedged Class Available

Class A EUR Acc
Class A EUR Inc
Class A GBP Acc
Class A GBP Inc
Class A USD Acc

Class I EUR Acc
Class I GBP Acc
Class I GBP Inc
Class I USD Acc
Class I USD Inc

Management Fee
Administration, Depositary and Operating
Fee
Base Currency

8259571338.2

Class A USD Inc
Distribution Units (Inc) dividend payment
dates

Minimum Subscription and Holding Level 1

Paid annually no later than 31 July in each year
AUD 6,000-

USD 5,0002

USD 10,000,0002

EUR 3,500

EUR 10,000,000

GBP 2,500

GBP 10,000,000

AUD 500-

USD 5002

USD 5002

EUR 500

EUR 500

GBP 500

GBP 500

Subsequent Minimum Investment 1

1 Or such lower amount as the Manager may determine at their discretion
2 CHF or RMB equivalent of the USD amount specified

83

59571338.2

ANNEX II
Template pre-contractual disclosure for the financial products referred to in Article 8, paragraphs 1, 2 and 2a, ofRegulation (EU) 2019/2088 and Article 6, first paragraph, of Regulation (EU) 2020/852

Sustainable
investment means aninvestment in an
economic activity that
contributes to an
environmental or social
objective, provided thatthe investment does
not significantly harm
any environmental orsocial objective andthat the investee
companies follow good
governance practices.

The EU Taxonomy isa classification systemlaid down in Regulation(EU) 2020/852,
establishing a list ofenvironmentally
sustainableeconomic activities.
That Regulation does
not lay down a list ofsocially sustainableeconomic activities.
Sustainable
investments with anenvironmental
objective might bealigned with theTaxonomy or not.

Product name: Barings Asean Frontiers
Fund

Legal entity identifier: 549300TGDLIOY1UPFB33

Environmental and/or social characteristics
Does this financial product have a sustainable investment objective?
☐

☐

☐

☒

Yes

It will make a minimum of sustainable
investments with an environmental
objective: ___%☐

in economic activities that qualify
as environmentally sustainable
under the EU Taxonomy☐

in economic activities that do not
qualify as environmentally
sustainable under the EU
Taxonomy

It will make a minimum of sustainable
investments with a social objective:
___%

☐

☒

No

It
promotes
Environmental/
Social(E/S)
characteristics and while it does not have as its
objective a sustainable investment, it will have aminimum proportion of ___% of sustainable investments☐ with an environmental objective in economic
activities that qualify as environmentally
sustainable under the EU Taxonomy☐

with an environmental objective in economic
activities that do not qualify as environmentally
sustainable under the EU Taxonomy☐

with a social objective

It promotes E/S characteristics, but will not make any
sustainable investments

What environmental and/or social characteristics are promoted by this financial product?
The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environmental ("E") and/or social ("S") characteristics.
The E and S evaluations are established using proprietary research based on issuer knowledge andregular management interaction. For all investment opportunities, a thorough ESG assessment isconducted using a proprietary scorecard of nine ESG topics, and a quality score, management score, and
ESG cost of equity (“CoE”) adjustment is assigned to each investment.
The Fund does not have a reference benchmark that has been designated for the purpose of attaining theenvironmental or social characteristics promoted by it.

Sustainability
indicators measure how
the environmental orsocial characteristics
promoted by the financial
product are attained.

 What sustainability indicators are used to measure the attainment of each of the environmental orsocial characteristics promoted by this financial product?
The sustainability indicator used to measure the attainment of the environmental and social characteristics
promoted by the Fund will be the percentage of the Fund’s Net Asset Value invested in equities of issuersthat exhibit positive or improving ESG characteristics. Issuers defined as having positive or improving ESG
characteristics must be assessed as having a higher than average quality score, and not exceed amaximum adjustment to its Barings CoE threshold.
 What are the objectives of the sustainable investments that the financial product partially intends
to make and how does the sustainable investment contribute to such objectives?
84

59571338.2

Not applicable.
How do the sustainable investments that the financial product partially intends to make, notcause significant harm to any environmental or social sustainable investment objective?

Not applicable.
How have the indicators for adverse impacts on sustainability factors been taken into
account?

—
Principal adverse
impacts are the mostsignificant negative
impacts ofinvestment decisions onsustainability factors
relating to environmental,social and employee
matters, respect forhuman rights, anti‐
corruption and anti‐
bribery matters.

Not applicable.
How are the sustainable investments aligned with the OECD Guidelines for Multinational
Enterprises and the UN Guiding Principles on Business and Human Rights? Details:—

Not applicable.

The EU Taxonomy sets out a “do not significant harm” principle by which Taxonomy-aligned
investments should not significantly harm EU Taxonomy objectives and is accompanied by specificEU criteria.
The “do no significant harm” principle applies only to those investments underlying the financial
product that take into account the EU criteria for environmentally sustainable economic activities.
The investments underlying the remaining portion of this financial product do not take into accountthe EU criteria for environmentally sustainable economic activities.
Any other sustainable investments must also not significantly harm any environmental or social
objectives.

Does this financial product consider principal adverse impacts on sustainability factors?
✓

Yes,

The Investment Manager considers the following principal adverse impacts (PAIs) ofeach investment as part of its proprietary investment process: GHG emissions, carbon
footprint and GHG intensity of investee issuers and exposure to issuers active in thefossil fuel, board gender diversity and exposure to controversial weapons. The
Investment Manager will not directly invest in issuers that violate international
conventions on cluster munitions, antipersonnel mines and chemical and biologicalweapons. The Investment Manager will not knowingly hold securities that are materiallyinvolved in the production, stockpiling and use of these weapons at the time ofinvestment.

The impact of the above indicators is linked to the overall quality score of every issuer
which corresponds with a premium or discount that is added to the CoE (discount rate).
Where through its proprietary research, the Investment Manager identifies a need for apotential or current investee issuer to improve its disclosure or change its behaviour
with regards to a material E, S or governance issue, the Investment Manager will
engage with the issuer on this issue and agree clearly defined remedial objectives tobe achieved by the issuer. Further information on the PAIs will be available in the annual
report.
☐No

What investment strategy does this financial product follow?

8559571338.2

The investment
strategy guides
investment decisions
based on factors
such as investment
objectives and risk
tolerance.

The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Valueat any one time in equities and equity-related securities of issuers incorporated in, or exercising thepredominant part of their economic activity in, countries which are members of the Association ofSouth-East Asian Nations (ASEAN) or quoted or traded on the stock exchanges in those countries.
The members of ASEAN include (but not to be limited to) Singapore, Thailand, the Philippines,
Malaysia, Indonesia and Vietnam.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit
positive or improving ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net
Asset Value in equities and equity related securities of issuers that exhibit less positive ESG
characteristics.
The Fund may also invest up to 30% of its Net Asset Value, either directly or through depositary
receipts, in equities and equity-related securities of issuers that are (i) incorporated, or (ii) exercising
the predominant part of their economic activity, or (iii) quoted or traded on the stock exchanges, in (a)other markets in the Asia Pacific region including, but not limited to, Korea, Hong Kong, China, Taiwan,
India, Australia, New Zealand, Pakistan, Sri Lanka and Bangladesh but excluding Japan, or (b) othermarkets which the Manager believes would have the potential to benefit from the economic growthand development from the Asia Pacific region excluding Japan, when and if they consider it
appropriate. The Fund may also invest in cash and ancillary liquidities.
The Fund may also invest in collective investment schemes in accordance with the requirements of
the Central Bank up to a maximum of 10% of the Net Asset Value of the Fund.
With regard to investment in China, no more than 20% of the Net Asset Value of the Fund at any one
time may be invested directly or indirectly in China A shares and B shares. It is anticipated that thisexposure will be obtained either directly through investment in China A shares listed on the Shanghai
Stock Exchange and Shenzhen Stock Exchange via the Connect Schemes and/or through the QFIregime or indirectly through investment in other eligible collective investment schemes or participation
notes.
The Fund may invest in various FDIs as detailed under the section headed “Investment Policy:
General” for investment purposes or for efficient portfolio management in accordance with therequirements of the Central Bank. When FDIs are used the Fund will be leveraged through theleverage inherent in the use of FDIs.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section
2 paragraph 6 GITA and continuously invests more than 50% of its Net Asset Value in equity
participations within the meaning of section 2 paragraph 8 GITA.
The Investment Manager believes that equity markets contain unrecognised growth potential andseeks to identify this through the analysis of an issuer’s business model whilst incorporating wider
economic and social governance trends, often referred to as fundamental analysis. Equity investment
teams at the Investment Manager share a common investment approach, best described as Growth
at a Reasonable Price (GARP).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market
participants by performing structured fundamental analysis with a disciplined investment process.
Based on the region, country or sector bias of a Fund, analysis of potential growth issuers includes
their future financial performance as well as their business model and management style, while
focusing on long-term earnings growth of three to five years. The Investment Manager values issuers
utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises,
profitability focused management and strong balance sheets that enable the issuer to execute its
business strategy. The Investment Manager regards these issuers as higher quality as they provide
transparency and allow investment professionals to forecast earnings with greater confidence. This isfurther strengthened through the incorporation of a dynamic and forward-looking approach to ESG
analysis, with the aim to identify sustainable business practices. This empowers the Investment
Manager to better assess both the potential risks facing the issuer and the opportunities presented toit, particularly those not apparent or included in traditional fundamental analysis, and facilitates inpropagating better ESG practices. The Investment Manager believes that ESG integration, a focus on
forward-looking dynamics and active engagement is key to unlocking long-term returns in equity
investments.
Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment
Manager’s proprietary research. Proprietary research is based on issuer knowledge and regularmanagement interaction, which is the basis to assess each issuer against nine key ESG topics:••

Employee Satisfaction;
Resource Intensity;
8659571338.2

•
•
•
•
•
•
•

Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes
of investee issuers for improvements or deteriorations toward ESG topics and reflected in the scoringof an issuer’s quality and its valuation. With respect to issuer valuations, the Investment Manager’s
approach allows for ESG research to directly affect the discount rate (Barings Cost of Equity) applied
to its 5-year earnings and dividend forecast for the issuer. By explicitly quantifying the ESG impact on
the valuation of investee issuers, ESG is integrated into decision-making, issuer selection and the
management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG
behaviour rather than making a static judgement based on historical ESG practices and is consistent
with forward looking analysis and the intention to reward progress and improvement. Before investing,the Investment Manager considers internal recommendations regarding growth, quality and valuation,
all of which reflect ESG issues and opportunities, alongside external issuer-specific data. Once
invested, the Investment Manager continues to monitor each issuer to ensure that the thesis remains
intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average
quality score, and not exceed a maximum adjustment to its Barings Cost of Equity threshold. The
Investment Manager also requires that such issuers have good corporate governance, internallyassessed with respect to, but not limited to, sound management structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change andimprove ESG disclosure through active engagement with investee issuers. These formal engagements
are undertaken to influence (or identify the need to influence) ESG practices and/or improve ESG
public disclosure, which in the opinion of the Investment Manager, is material to the sustainability of
the issuer’s business model, aiming to enhance the performance of investments.

What are the binding elements of the investment strategy used to select the investments
to attain each of the environmental or social characteristics promoted by this financial
product?
The Fund has implemented a binding constraint into its investment policy whereby at least 50%
of its Net Asset Value will be invested in assets which exhibit positive or improving E and / or S
characteristics.
For all investment opportunities, thorough ESG assessment is conducted using a proprietaryscorecard of nine ESG topics, and a quality score, management score, and ESG CoE adjustment
is assigned to each investment.
1.

2.

3.

Quality Score – The quality score is a rating from 1 to 5 (1 = strong, 5 = weak), which isan expression of our evaluation of an issuer’s franchise, management, and balance
sheet.
Management Score – The management score, which also carries a rating of 1 to 5 (1 =strong, 5 = weak), is an expression of our evaluation of the strength of the issuer’s
management and corporate governance. Issuers with sound management structures,
diverse and accessible executive teams, and remuneration policies aligned with thelong-term interests of minority shareholders would generally be assigned a stronger
management score.
ESG CoE Adjustment - Finally, each of the nine ESG topics in the proprietary scorecard
is rated as one of the following: Exemplary, Improving, Not Improving, or Unfavourable.
The sum of the nine ratings corresponds with an ESG discount or premium, which isadded to the CoE. The CoE is the rate of return required from the issuer by theInvestment Manager. An Exemplary rating will result in an ESG reduction to the issuer's
CoE. Conversely, an Unfavourable or Not Improving rating will result in an ESG addition
to the issuer’s CoE.

Pre- and post-trade checks are carried out on a daily basis to ensure the Fund continues to meetthe minimum threshold of 50%.
8759571338.2

What is the committed minimum rate to reduce the scope of the investments considered
prior to the application of that investment strategy?
Not applicable.

Good governancepractices include
sound management
structures,
employee relations,
remuneration ofstaff and tax
compliance.

What is the policy to assess good governance practices of the investee companies?

The Investment Manager assesses the corporate governance of issuers, with respect to, but notlimited to, sound management structures, employee relations, remuneration of staff and tax
compliance. An internal management score ranging from 1 (strong) to 5 (weak) is assigned.
Issuers which have a management score of 5 are excluded from the Fund. Where the Investment
Manager determines that a holding in the Fund's portfolio does not meet its good governancethresholds, the Investment Manager will engage with the relevant issuer in order to seek to bringit into compliance. If engagement with the relevant issuer is not deemed appropriate or
engagement subsequently proves unsuccessful, the Investment Manager will consider its
position and shall, if necessary and to the extent possible based upon market conditions and any
specific investment considerations, attempt to divest the holding from the Fund.
What is the asset allocation planned for this financial product?

Asset allocation
describes theshare ofinvestments inspecific assets.

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or
improving environment ("E") and/or social ("S") characteristics. The "Other" category will compriseof assets (including cash, cash equivalents, hedging instruments and other assets) which are notaligned with the Fund's E and/or S characteristics and/or have no minimum environmental orsocial safeguards.

8859571338.2

#1 Aligned with E/SCharacteristics
50%

Investments#2 Other50%#1 Aligned with E/S characteristics includes the investments of the financial product used toattain the environmental or social characteristics promoted by the financial product.
#2 Other includes the remaining investments of the financial product which are neither alignedwith the environmental or social characteristic, have no minimum environmental or social
safeguards, nor are qualified as sustainable investments.
Taxonomy-aligned
activities are expressed
as a share of:— turnover reflecting
the share ofrevenue from green
activities of investee
companies

 How does the use of derivatives attain the environmental or social characteristics
promoted by the financial product?
Not applicable.

— capital
expenditure(CapEx) showing
the green
investments madeby investee
companies, e.g. fora transition to agreen economy.

— operational
expenditure(OpEx) reflecting
green operational
activities of investee
companies.
To comply with the
EU Taxonomy, thecriteria for fossil gas
include limitations onemissions andswitching to
renewable power or
low-carbon fuels by
the end of 2035. For
nuclear energy, thecriteria include
comprehensive safety
and wastemanagement rules

To what minimum extent are sustainable investments with an environmental objective alignedwith the EU Taxonomy?

As shown in the graphs below, 0% of the Fund’s investments are sustainable investments with anenvironmental objective that align with the EU Taxonomy.
Does the financial product invest in fossil gas and/or nuclear energy related activities thatcomply with the EU Taxonomy2?
Yes:
In fossil gas

In nuclear energy

2 Fossil gas and/or nuclear related activities will only comply with the EU Taxonomy where they contribute to limiting climate change ("climate change

mitigation") and do not significantly harm any EU Taxonomy objective – see explanatory note in the left hand margin. The full criteria for fossil gas andnuclear energy economic activities that comply with the EU Taxonomy are laid down in Commission Delegated Regulations (EU) 2022/1214.
8959571338.2

✓Enabling activities
directly enable otheractivities to make a
substantial
contribution to an
environmental
objective.

No

The two graphs below show in green the minimum percentage of investments that arealigned with the EU Taxonomy. As there is no appropriate methodology to determine theTaxonomy-alignment of sovereign bonds*, the first graph shows the Taxonomy alignment
in relation to all the investments of the financial product including sovereign bonds, while
the second graph shows the Taxonomy alignment only in relation to the investments of thefinancial product other than sovereign bonds.

Transitional
activities areactivities for which
low-carbon
alternatives are not
yet available andamong others havegreenhouse gas
emission levels
corresponding to thebest performance.

1. Taxonomy-alignment of investments
including sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)100%

Non Taxonomyaligned

2. Taxonomy-alignment of investments
excluding sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%* For the purpose of these graphs, ‘sovereign bonds’ consist of all sovereign exposures.
What is the minimum share of investments in transitional and enabling activities?

Not applicable.
What is the minimum share of sustainable investments with an environmental objectivethat are not aligned with the EU Taxonomy?
aresustainable
investments with anenvironmental
objective that do
not take into
account the criteria
for environmentally
sustainableeconomic activities
under the EU
Taxonomy.

Not applicable.
What is the minimum share of socially sustainable investments?

Not applicable.
What investments are included under “#2 Other”, what is their purpose and are there
any minimum environmental or social safeguards?
Issuers which do not exhibit positive or improving E and / or S characteristics will be includedin the Fund where the Investment Manager, after conducting proprietary fundamental analysis
and taking into account portfolio construction considerations, identifies mispriced investment
opportunities on a longer term basis, centred on the Investment Manager’s understanding of
the issuer’s strategy and the potential to improve returns and grow earnings. However, theInvestment Manager divests from and does not invest in issuers which have a quality score of
5 – the worst level on the Investment Manager's scale of 1 to 5 – and an ESG-related
modification to the discount rate of +2%.
The investments included under "#2 Other" also includes cash, cash equivalents and hedging
instruments. Cash and cash equivalents do not affect the promoted environmental and / orsocial characteristics of the Fund. The assessment of issuers and of counterparties for cash
and hedging instruments focuses on the creditworthiness of these parties, which can be
impacted by ESG risks.

9059571338.2

Is a specific index designated as a reference benchmark to determine whether thisfinancial product is aligned with the environmental and/or social characteristics thatit promotes?

Reference
benchmarks areindexes to measure
whether the financial
product attains theenvironmental orsocial characteristics
that they promote.

Not applicable.



How is the reference benchmark continuously aligned with each of theenvironmental or social characteristics promoted by the financial product?
Not applicable.



How is the alignment of the investment strategy with the methodology of theindex ensured on a continuous basis?
Not applicable.

How does the designated index differ from a relevant broad market index?
Not applicable.



Where can the methodology used for the calculation of the designated index
be found?
Not applicable.

wwwWhere can I find more product specific information online?
More product-specific information can be found on the website:
Please see the relevant product page for the Fund at https://www.barings.com/enie/institutional/funds/public-equities/barings-asean-frontiers-fund

9159571338.2

Barings Asia Growth Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital growth in the value of assets by investing in Asia andthe Pacific region excluding Japan.
The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Value in equities andequity-related securities of issuers incorporated in, or exercising the predominant part of their economic activity in the Asia
Pacific region excluding Japan, or quoted or traded on the stock exchanges in those countries, including developed andemerging markets. For the remainder of its Net Asset Value, the Fund may invest outside the Asia Pacific region (excluding
Japan) as well as in fixed income and cash as well as ancillary liquidities.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit positive or improving
ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net Asset Value in equities and equity related
securities of issuers that exhibit less positive ESG characteristics. Further information about the environmental and social
characteristics promoted by the Fund is available in the SFDR Annex appended to the Supplement.
In order to implement the investment policy the Fund may gain exposure through American depositary receipts, global
depositary receipts and other equity related securities including participation notes, structured notes, equity-linked notes
and debt securities convertible into equities which will satisfy the criteria for transferable securities as set out in the Central
Bank’s UCITS Regulations. The Fund may also invest in collective investment schemes in accordance with therequirements of the Central Bank up to a maximum of 10% of the Net Asset Value of the Fund. The Fund may invest in
FDIs including futures, options, warrants and forward contracts for efficient portfolio management and for investment
purposes.
With regard to investment in China, no more than 20% of the Net Asset Value of the Fund at any one time may be invested
directly or indirectly in China A shares and B shares. It is anticipated that this exposure will be obtained either directly
through investment in China A shares listed on the Shanghai Stock Exchange and Shenzhen Stock Exchange via theConnect schemes and/or through the QFI regime (as further described in the section of the Prospectus entitled ‘Investment
Policy; General’) or indirectly through investment in other eligible collective investment schemes or participation notes.
Participation notes may be used to gain access to the equity markets in China and Vietnam.
When FDIs are used the Fund will be leveraged through the leverage inherent in the use of FDIs.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph 6
GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaning of section
2 paragraph 8 GITA.
Strategy
The Investment Manager believes that equity markets contain unrecognised growth potential and seeks to identify thisthrough the analysis of an issuer’s business model whilst incorporating wider economic and social governance trends,
often referred to as fundamental analysis. Equity investment teams at the Investment Manager share a common investment
approach, best described as Growth at a Reasonable Price (GARP).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market participants byperforming structured fundamental analysis with a disciplined investment process. Based on the region, country or sector
bias of a Fund, analysis of potential growth issuers includes their future financial performance as well as their businessmodel and management style, while focusing on long-term earnings growth of three to five years. The Investment Manager
values issuers utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises, profitability focusedmanagement and strong balance sheets that enable the issuer to execute its business strategy. The Investment Manager
regards these issuers as higher quality as they provide transparency and allow investment professionals to forecast
earnings with greater confidence. This is further strengthened through the incorporation of a dynamic and forward-looking
approach to ESG analysis, with the aim to identify sustainable business practices. This empowers the Investment Manager
to better assess both the potential risks facing the issuer and the opportunities presented to it, particularly those notapparent or included in traditional fundamental analysis, and facilitates in propagating better ESG practices. The
Investment Manager believes that ESG integration, a focus on forward-looking dynamics and active engagement is key tounlocking long-term returns in equity investments.
Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment Manager’s proprietary
research. Proprietary research is based on issuer knowledge and regular management interaction, which is the basis toassess each issuer against nine key ESG topics:

9259571338.2

•
•
•
•
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes of investee issuers
for improvements or deteriorations toward ESG topics and reflected in the scoring of an issuer's quality and its valuation.
With respect to issuer valuations, the Investment Manager’s approach allows for ESG research to directly affect thediscount rate (Barings Cost of Equity) applied to its 5-year earnings and dividend forecast for the issuer. By explicitly
quantifying the ESG impact on the valuation of investee issuers, ESG is integrated into decision-making, issuer selection
and the management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG behaviour rather thanmaking a static judgement based on historical ESG practices and is consistent with forward looking analysis and theintention to reward progress and improvement. Before investing, the Investment Manager considers internal
recommendations regarding growth, quality and valuation, all of which reflect ESG issues and opportunities, alongside
external issuer-specific data. Once invested, the Investment Manager continues to monitor each issuer to ensure that thethesis remains intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average quality score, andnot exceed a maximum adjustment to its Barings Cost of Equity threshold. The Investment Manager also requires thatsuch issuers have good corporate governance, internally assessed with respect to, but not limited to, sound management
structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change and improve ESG disclosure
through active engagement with investee issuers. These formal engagements are undertaken to influence (or identify theneed to influence) ESG practices and/or improve ESG public disclosure, which in the opinion of the Investment Manager,
is material to the sustainability of the issuer’s business model, aiming to enhance the performance of investments. Further
detail on examples of engagements and the Investment Manager’s Public Equity: ESG Integration & Active Engagement
Policy for equity funds, including the Fund, is available on the Investment Manager’s website at www.barings.com.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal and regulatory
requirements in the relevant jurisdiction(s).
Available Unit Classes

Management Fee
Administration, Depositary andOperating Fee
Base Currency

A

I

X3

1.25%

0.75%

None

0.45%
(Hedged Classes
0.4625%)

0.25%(Hedged Classes
0.2625%)

0.25%(Hedged Classes
0.2625%)

USD

USD

USD

Hedged Class Available

Class A AUD Hedged
Acc
Class A CHF Hedged
Acc
Class A EUR Hedged
Acc
Class A RMB Hedged
Acc

Unhedged Class Available

Class A EUR Acc
Class A EUR Inc
Class A GBP Acc
Class A GBP Inc

Class I EUR Acc
Class I GBP Acc
Class I GBP Inc
Class I JPY Inc
93

59571338.2

Class I CHF Hedged
Acc
Class I EUR Hedged
Acc
Class I EUR Hedged
Inc-

Class X JPY Inc

Class A USD Acc
Class A USD Inc

Distribution Units (Inc) dividend
payment dates

Minimum Subscription andHolding Level 1

Subsequent Minimum
Investment 1

Class I USD Acc

Paid annually no later
than 31 July in eachyear

Class I EUR Hedged
Inc - Paid annually notlater than 31 July eachyear
Class I GBP Inc - Paidannually not later than
31 July each year
Class I JPY Inc - Paid
quarterly no later than
31 January, 30 April,
31 July and 31
October in each year

Class X JPY Inc Paid quarterly nolater than 31
January, 30 April,
31 July and 31
October in eachyear

AUD 6,000--

USD 5,0002

USD 10,000,0002

At Directors’
discretion2

EUR 3,500

EUR 10,000,000-

GBP 2,500

GBP 10,000,000-

AUD 500--

USD 5002

USD 5002

At Directors’
discretion2

EUR 500

EUR 500-

GBP 500

GBP 500-

1 Or such lower amount as the Manager may determine at their discretion
2 CHF, JPY or RMB equivalent of the USD amount specified
3 The annual management fee is subject to a separate agreement with the Investment Manager and is not paid from the

Net Asset Value of the Class X Unit. Class X Unit may only be issued to investors who have in place an agreement with
the Investment Manager or Manager in relation to the collection of an investment management fee or similar fee
arrangement

9459571338.2

ANNEX II
Template pre-contractual disclosure for the financial products referred to in Article 8, paragraphs 1, 2 and 2a, ofRegulation (EU) 2019/2088 and Article 6, first paragraph, of Regulation (EU) 2020/852

Sustainable
investment means aninvestment in an
economic activity that
contributes to an
environmental or social
objective, provided thatthe investment does
not significantly harm
any environmental orsocial objective andthat the investee
companies follow good
governance practices.

The EU Taxonomy isa classification systemlaid down in Regulation(EU) 2020/852,
establishing a list ofenvironmentally
sustainableeconomic activities.
That Regulation does
not lay down a list ofsocially sustainableeconomic activities.
Sustainable
investments with anenvironmental
objective might bealigned with theTaxonomy or not.

Product name: Barings Asia Growth Fund

Legal entity identifier: 549300J3CRJZ40LI0960

Environmental and/or social characteristics
Does this financial product have a sustainable investment objective?
☐

☐

☐

☒

Yes

It will make a minimum of sustainable
investments with an environmental
objective: ___%☐

in economic activities that qualify
as environmentally sustainable
under the EU Taxonomy☐

in economic activities that do not
qualify as environmentally
sustainable under the EU
Taxonomy

It will make a minimum of sustainable
investments with a social objective:
___%

☐

☒

No

It promotes Environmental/ Social (E/S)
characteristics and while it does not have as its
objective a sustainable investment, it will have aminimum proportion of ___% of sustainable
investments☐ with an environmental objective in economic
activities that qualify as environmentally
sustainable under the EU Taxonomy☐

with an environmental objective in economic
activities that do not qualify asenvironmentally sustainable under the EU
Taxonomy☐with a social objective

It promotes E/S characteristics, but will not makeany sustainable investments

What environmental and/or social characteristics are promoted by this financial product?
The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environmental ("E") and/or social ("S") characteristics.
The E and S evaluations are established using proprietary research based on issuer knowledge andregular management interaction. For all investment opportunities, a thorough ESG assessment isconducted using a proprietary scorecard of nine ESG topics, and a quality score, management score,and ESG cost of equity (“CoE”) adjustment is assigned to each investment.
The Fund does not have a reference benchmark that has been designated for the purpose of attaining
the environmental or social characteristics promoted by it.

Sustainability
indicators measure how
the environmental orsocial characteristics
promoted by the financial
product are attained.

 What sustainability indicators are used to measure the attainment of each of theenvironmental or social characteristics promoted by this financial product?
The sustainability indicator used to measure the attainment of the environmental and social
characteristics promoted by the Fund will be the percentage of the Fund’s Net Asset Value invested
in equities of issuers that exhibit positive or improving ESG characteristics. Issuers defined as having
positive or improving ESG characteristics must be assessed as having a higher than average quality
score, and not exceed a maximum adjustment to its Barings CoE threshold.
 What are the objectives of the sustainable investments that the financial product partiallyintends to make and how does the sustainable investment contribute to such objectives?

95

59571338.2

Not applicable.
How do the sustainable investments that the financial product partially intends to make, notcause significant harm to any environmental or social sustainable investment objective?

Not applicable.
How have the indicators for adverse impacts on sustainability factors been taken into
account?

—
Principal adverse
impacts are the mostsignificant negative
impacts ofinvestment decisions onsustainability factors
relating to environmental,social and employee
matters, respect forhuman rights, anti‐
corruption and anti‐
bribery matters.

Not applicable.
How are the sustainable investments aligned with the OECD Guidelines for Multinational
Enterprises and the UN Guiding Principles on Business and Human Rights? Details:—

Not applicable.

The EU Taxonomy sets out a “do not significant harm” principle by which Taxonomy-aligned
investments should not significantly harm EU Taxonomy objectives and is accompanied by specificEU criteria.
The “do no significant harm” principle applies only to those investments underlying the financial
product that take into account the EU criteria for environmentally sustainable economic activities.
The investments underlying the remaining portion of this financial product do not take into accountthe EU criteria for environmentally sustainable economic activities.
Any other sustainable investments must also not significantly harm any environmental or social
objectives.

Does this financial product consider principal adverse impacts on sustainability factors?
✓

Yes,

The Investment Manager considers the following principal adverse impacts (PAIs) ofeach investment as part of its proprietary investment process: GHG emissions, carbon
footprint and GHG intensity of investee issuers and exposure to issuers active in thefossil fuel, board gender diversity and exposure to controversial weapons. The
Investment Manager will not directly invest in issuers that violate international
conventions on cluster munitions, antipersonnel mines and chemical and biologicalweapons. The Investment Manager will not knowingly hold securities that are materiallyinvolved in the production, stockpiling and use of these weapons at the time ofinvestment.

The impact of the above indicators is linked to the overall quality score of every issuer
which corresponds with a premium or discount that is added to the CoE (discount rate).
Where through its proprietary research, the Investment Manager identifies a need for apotential or current investee issuer to improve its disclosure or change its behaviour
with regards to a material E, S or governance issue, the Investment Manager will
engage with the issuer on this issue and agree clearly defined remedial objectives tobe achieved by the issuer. Further information on the PAIs will be available in the annual
report.
☐No

What investment strategy does this financial product follow?

9659571338.2

The investment
strategy guides
investment decisions
based on factors
such as investment
objectives and risk
tolerance.

The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Valuein equities and equity-related securities of issuers incorporated in, or exercising the predominant partof their economic activity in the Asia Pacific region excluding Japan, or quoted or traded on the stock
exchanges in those countries, including developed and emerging markets. For the remainder of its
Net Asset Value, the Fund may invest outside the Asia Pacific region (excluding Japan) as well as in
fixed income and cash and ancillary liquidities.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit
positive or improving ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net
Asset Value in equities and equity related securities of issuers that exhibit less positive ESG
characteristics.
In order to implement the investment policy the Fund may gain exposure through American depositary
receipts, global depositary receipts and other equity related securities including participation notes,
structured notes, equity-linked notes and debt securities convertible into equities which will satisfy thecriteria for transferable securities as set out in the Central Bank’s UCITS Regulations. The Fund may
also invest in collective investment schemes in accordance with the requirements of the Central Bank
up to a maximum of 10% of the Net Asset Value of the Fund. The Fund may invest in FDIs including
futures, options, warrants and forward contracts for efficient portfolio management and for investment
purposes.

With regard to investment in China, no more than 20% of the Net Asset Value of the Fund at any one
time may be invested directly or indirectly in China A shares and B shares. It is anticipated that thisexposure will be obtained either directly through investment in China A shares listed on the Shanghai
Stock Exchange and Shenzhen Stock Exchange via the Connect schemes and/or through the QFIregime or indirectly through investment in other eligible collective investment schemes or participation
notes. Participation notes may be used to gain access to the equity markets in China and Vietnam.
When FDIs are used the Fund will be leveraged through the leverage inherent in the use of FDIs.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section
2 paragraph 6 GITA and continuously invests more than 50% of its Net Asset Value in equity
participations within the meaning of section 2 paragraph 8 GITA.
The Investment Manager believes that equity markets contain unrecognised growth potential andseeks to identify this through the analysis of an issuer’s business model whilst incorporating wider
economic and social governance trends, often referred to as fundamental analysis. Equity investment
teams at the Investment Manager share a common investment approach, best described as Growth
at a Reasonable Price (GARP).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market
participants by performing structured fundamental analysis with a disciplined investment process.
Based on the region, country or sector bias of a Fund, analysis of potential growth issuers includes
their future financial performance as well as their business model and management style, while
focusing on long-term earnings growth of three to five years. The Investment Manager values issuers
utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises,
profitability focused management and strong balance sheets that enable the issuer to execute its
business strategy. The Investment Manager regards these issuers as higher quality as they provide
transparency and allow investment professionals to forecast earnings with greater confidence. This isfurther strengthened through the incorporation of a dynamic and forward-looking approach to ESG
analysis, with the aim to identify sustainable business practices. This empowers the Investment
Manager to better assess both the potential risks facing the issuer and the opportunities presented toit, particularly those not apparent or included in traditional fundamental analysis, and facilitates inpropagating better ESG practices. The Investment Manager believes that ESG integration, a focus on
forward-looking dynamics and active engagement is key to unlocking long-term returns in equity
investments.
Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment
Manager’s proprietary research. Proprietary research is based on issuer knowledge and regularmanagement interaction, which is the basis to assess each issuer against nine key ESG topics:••••

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
9759571338.2

•
•
•
•
•

Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes
of investee issuers for improvements or deteriorations toward ESG topics and reflected in the scoringof an issuer’s quality and its valuation. With respect to issuer valuations, the Investment Manager’s
approach allows for ESG research to directly affect the discount rate (Barings Cost of Equity) applied
to its 5-year earnings and dividend forecast for the issuer. By explicitly quantifying the ESG impact on
the valuation of investee issuers, ESG is integrated into decision-making, issuer selection and the
management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG
behaviour rather than making a static judgement based on historical ESG practices and is consistent
with forward looking analysis and the intention to reward progress and improvement. Before investing,the Investment Manager considers internal recommendations regarding growth, quality and valuation,
all of which reflect ESG issues and opportunities, alongside external issuer-specific data. Once
invested, the Investment Manager continues to monitor each issuer to ensure that the thesis remains
intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average
quality score, and not exceed a maximum adjustment to its Barings Cost of Equity threshold. The
Investment Manager also requires that such issuers have good corporate governance, internallyassessed with respect to, but not limited to, sound management structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change andimprove ESG disclosure through active engagement with investee issuers. These formal engagements
are undertaken to influence (or identify the need to influence) ESG practices and/or improve ESG
public disclosure, which in the opinion of the Investment Manager, is material to the sustainability of
the issuer’s business model, aiming to enhance the performance of investments.

What are the binding elements of the investment strategy used to select the investments
to attain each of the environmental or social characteristics promoted by this financial
product?
The Fund has implemented a binding constraint into its investment policy whereby at least 50%
of its Net Asset Value will be invested in assets which exhibit positive or improving E and / or S
characteristics.
For all investment opportunities, thorough ESG assessment is conducted using a proprietaryscorecard of nine ESG topics, and a quality score, management score, and ESG CoE adjustment
is assigned to each investment.
1.

2.

3.

Quality Score – The quality score is a rating from 1 to 5 (1 = strong, 5 = weak), which isan expression of our evaluation of an issuer’s franchise, management, and balance
sheet.
Management Score – The management score, which also carries a rating of 1 to 5 (1 =strong, 5 = weak), is an expression of our evaluation of the strength of the issuer’s
management and corporate governance. Issuers with sound management structures,
diverse and accessible executive teams, and remuneration policies aligned with thelong-term interests of minority shareholders would generally be assigned a stronger
management score.
ESG CoE Adjustment - Finally, each of the nine ESG topics in the proprietary scorecard
is rated as one of the following: Exemplary, Improving, Not Improving, or Unfavourable.
The sum of the nine ratings corresponds with an ESG discount or premium, which isadded to the CoE. The CoE is the rate of return required from the issuer by theInvestment Manager. An Exemplary rating will result in an ESG reduction to the issuer’s
CoE. Conversely, an Unfavourable or Not Improving rating will result in an ESG addition
to the issuer’s CoE.

Pre- and post-trade checks are carried out on a daily basis to ensure the Fund continues to meetthe minimum threshold of 50%.

9859571338.2

What is the committed minimum rate to reduce the scope of the investments considered
prior to the application of that investment strategy?
Not applicable.

Good governancepractices include
sound management
structures,
employee relations,
remuneration ofstaff and tax
compliance.

What is the policy to assess good governance practices of the investee companies?

The Investment Manager assesses the corporate governance of issuers, with respect to, but notlimited to, sound management structures, employee relations, remuneration of staff and tax
compliance. An internal management score ranging from 1 (strong) to 5 (weak) is assigned.
Issuers which have a management score of 5 are excluded from the Fund. Where the Investment
Manager determines that a holding in the Fund's portfolio does not meet its good governancethresholds, the Investment Manager will engage with the relevant issuer in order to seek to bringit into compliance. If engagement with the relevant issuer is not deemed appropriate or
engagement subsequently proves unsuccessful, the Investment Manager will consider its
position and shall, if necessary and to the extent possible based upon market conditions and any
specific investment considerations, attempt to divest the holding from the Fund.
What is the asset allocation planned for this financial product?

Asset allocation
describes theshare ofinvestments inspecific assets.

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or
improving environment ("E") and/or social ("S") characteristics. The "Other" category will compriseof assets (including cash, cash equivalents, hedging instruments and other assets) which are notaligned with the Fund's E and/or S characteristics and/or have no minimum environmental orsocial safeguards.

9959571338.2

#1 Aligned with E/SCharacteristics
50%

Investments#2 Other50%#1 Aligned with E/S characteristics includes the investments of the financial product used toattain the environmental or social characteristics promoted by the financial product.
#2 Other includes the remaining investments of the financial product which are neither alignedwith the environmental or social characteristic, have no minimum environmental or social
safeguards, nor are qualified as sustainable investments.
Taxonomy-aligned
activities are expressed
as a share of:— turnover reflecting
the share ofrevenue from green
activities of investee
companies

 How does the use of derivatives attain the environmental or social characteristics
promoted by the financial product?
Not applicable.

— capital
expenditure(CapEx) showing
the green
investments madeby investee
companies, e.g. fora transition to agreen economy.

— operational
expenditure(OpEx) reflecting
green operational
activities of investee
companies.
To comply with the
EU Taxonomy, thecriteria for fossil gas
include limitations onemissions andswitching to
renewable power or
low-carbon fuels by
the end of 2035. For
nuclear energy, thecriteria include
comprehensive safety

To what minimum extent are sustainable investments with an environmental objective alignedwith the EU Taxonomy?

As shown in the graphs below, 0% of the Fund’s investments are sustainable investments with anenvironmental objective that align with the EU Taxonomy.
Does the financial product invest in fossil gas and/or nuclear energy related activities thatcomply with the EU Taxonomy3?
Yes:

3 Fossil gas and/or nuclear related activities will only comply with the EU Taxonomy where they contribute to limiting climate change ("climate change

mitigation") and do not significantly harm any EU Taxonomy objective – see explanatory note in the left hand margin. The full criteria for fossil gas andnuclear energy economic activities that comply with the EU Taxonomy are laid down in Commission Delegated Regulations (EU) 2022/1214.
100

59571338.2

and waste
management rules

In fossil gas✓

Enabling activities
directly enable otheractivities to make a
substantial
contribution to an
environmental
objective.

In nuclear energy

No

The two graphs below show in green the minimum percentage of investments that arealigned with the EU Taxonomy. As there is no appropriate methodology to determine theTaxonomy-alignment of sovereign bonds*, the first graph shows the Taxonomy alignment
in relation to all the investments of the financial product including sovereign bonds, while
the second graph shows the Taxonomy alignment only in relation to the investments of thefinancial product other than sovereign bonds.

Transitional
activities areactivities for which
low-carbon
alternatives are not
yet available andamong others havegreenhouse gas
emission levels
corresponding to thebest performance.

1. Taxonomy-alignment of investments
including sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%

2. Taxonomy-alignment of investments
excluding sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%* For the purpose of these graphs, ‘sovereign bonds’ consist of all sovereign exposures.
What is the minimum share of investments in transitional and enabling activities?

Not applicable.
What is the minimum share of sustainable investments with an environmental objectivethat are not aligned with the EU Taxonomy?
aresustainable
investments with anenvironmental
objective that do
not take into
account the criteria
for environmentally
sustainableeconomic activities
under the EU
Taxonomy.

Not applicable.
What is the minimum share of socially sustainable investments?

Not applicable.
What investments are included under “#2 Other”, what is their purpose and are there
any minimum environmental or social safeguards?
Issuers which do not exhibit positive or improving E and / or S characteristics will be includedin the Fund where the Investment Manager, after conducting proprietary fundamental analysis
and taking into account portfolio construction considerations, identifies mispriced investment
opportunities on a longer term basis, centred on the Investment Manager’s understanding of
the issuer’s strategy and the potential to improve returns and grow earnings. However, theInvestment Manager divests from and does not invest in issuers which have a quality score of
5 – the worst level on the Investment Manager's scale of 1 to 5 – and an ESG-related
modification to the discount rate of +2%.
The investments included under "#2 Other" also includes cash, cash equivalents and hedging
instruments. Cash and cash equivalents do not affect the promoted environmental and / orsocial characteristics of the Fund. The assessment of issuers and of counterparties for cash
and hedging instruments focuses on the creditworthiness of these parties, which can be
impacted by ESG risks.

10159571338.2

Is a specific index designated as a reference benchmark to determine whether thisfinancial product is aligned with the environmental and/or social characteristics thatit promotes?

Reference
benchmarks areindexes to measure
whether the financial
product attains theenvironmental orsocial characteristics
that they promote.

Not applicable.



How is the reference benchmark continuously aligned with each of theenvironmental or social characteristics promoted by the financial product?
Not applicable.



How is the alignment of the investment strategy with the methodology of theindex ensured on a continuous basis?
Not applicable.

How does the designated index differ from a relevant broad market index?
Not applicable.



Where can the methodology used for the calculation of the designated index
be found?
Not applicable.

wwwWhere can I find more product specific information online?
More product-specific information can be found on the website:
Please see the relevant product page for the Fund at https://www.barings.com/enie/institutional/funds/public-equities/barings-asia-growth-fund

10259571338.2

Barings Australia Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital growth in the value of assets by investing in Australia.
The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Value at any one time inequities and equity-related securities of issuers incorporated in, or exercising the predominant part of their economic activity
in Australia, or quoted or traded on the stock exchanges in Australia. A description of equity-related securities is describedunder the section headed “Investment Policy: General”.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit positive or improving
ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net Asset Value in equities and equity related
securities of issuers that exhibit less positive ESG characteristics. Further information about the environmental and social
characteristics promoted by the Fund is available in the SFDR Annex appended to the Supplement.
The Fund may also invest less than 30% of its Net Asset Value, either directly or through depositary receipts, in equities
and equity-related securities of issuers that are (i) incorporated, or (ii) exercising the predominant part of their economic
activity, or (iii) quoted or traded on the stock exchanges, in (a) markets other than Australia in the Asia Pacific region, or(b) other markets which the Manager believes would have the potential to benefit from the economic growth anddevelopment from the Asia Pacific region, when and if they consider it appropriate. The Fund may also invest in cash andancillary liquidities.
The Fund may also invest in collective investment schemes in accordance with the requirements of the Central Bank up
to a maximum of 10% of the Net Asset Value of the Fund.
The Fund may invest in various FDIs as detailed under the section headed “Investment Policy: General” for investment
purposes or for efficient portfolio management in accordance with the requirements of the Central Bank. When FDIs areused the Fund will be leveraged through the leverage inherent in the use of FDIs.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph 6
GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaning of section
2 paragraph 8 GITA.
Strategy
The Investment Manager believes that equity markets contain unrecognised growth potential and seeks to identify thisthrough the analysis of an issuer’s business model whilst incorporating wider economic and social governance trends,
often referred to as fundamental analysis. Equity investment teams at the Investment Manager share a common investment
approach, best described as Growth at a Reasonable Price (GARP).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market participants byperforming structured fundamental analysis with a disciplined investment process. Based on the region, country or sector
bias of a Fund, analysis of potential growth issuers includes their future financial performance as well as their businessmodel and management style, while focusing on long-term earnings growth of three to five years. The Investment Manager
values issuers utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises, profitability focusedmanagement and strong balance sheets that enable the issuer to execute its business strategy. The Investment Manager
regards these issuers as higher quality as they provide transparency and allow investment professionals to forecast
earnings with greater confidence. This is further strengthened through the incorporation of a dynamic and forward-looking
approach to ESG analysis, with the aim to identify sustainable business practices. This empowers the Investment Manager
to better assess both the potential risks facing the issuer and the opportunities presented to it, particularly those notapparent or included in traditional fundamental analysis, and facilitates in propagating better ESG practices. The
Investment Manager believes that ESG integration, a focus on forward-looking dynamics and active engagement is key tounlocking long-term returns in equity investments.
Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment Manager’s proprietary
research. Proprietary research is based on issuer knowledge and regular management interaction, which is the basis toassess each issuer against nine key ESG topics:••••

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;103

59571338.2

•
•
•
•
•

Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes of investee issuers
for improvements or deteriorations toward ESG topics and reflected in the scoring of an issuer’s quality and its valuation.
With respect to issuer valuations, the Investment Manager’s approach allows for ESG research to directly affect thediscount rate (Barings Cost of Equity) applied to its 5-year earnings and dividend forecast for the issuer. By explicitly
quantifying the ESG impact on the valuation of investee issuers, ESG is integrated into decision-making, issuer selection
and the management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG behaviour rather thanmaking a static judgement based on historical ESG practices and is consistent with forward looking analysis and theintention to reward progress and improvement. Before investing, the Investment Manager considers internal
recommendations regarding growth, quality and valuation, all of which reflect ESG issues and opportunities, alongside
external issuer-specific data. Once invested, the Investment Manager continues to monitor each issuer to ensure that thethesis remains intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average quality score, andnot exceed a maximum adjustment to its Barings Cost of Equity threshold. The Investment Manager also requires thatsuch issuers have good corporate governance, internally assessed with respect to, but not limited to, sound management
structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change and improve ESG disclosure
through active engagement with investee issuers. These formal engagements are undertaken to influence (or identify theneed to influence) ESG practices and/or improve ESG public disclosure, which in the opinion of the Investment Manager,
is material to the sustainability of the issuer’s business model, aiming to enhance the performance of investments. Further
detail on examples of engagements and the Investment Manager’s Public Equity: ESG Integration & Active Engagement
Policy for equity funds, including the Fund, is available on the Investment Manager’s website at www.barings.com.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal and regulatory
requirements in the relevant jurisdiction(s).
Available Unit Classes
A

I

1.25%

0.75%

0.45%
(Hedged Classes 0.4625%)

0.25%

USD

USD

Hedged Class Available

Class A RMB Hedged Acc-

Unhedged Class Available

Class A AUD Inc
Class A EUR Acc
Class A EUR Inc
Class A GBP Inc
Class A USD Inc

Class I AUD Acc
Class I EUR Acc
Class I GBP Acc
Class I GBP Inc
Class I USD Acc

Distribution Units (Inc) dividend payment dates

Paid annually no later than 31 July in each year

Management Fee
Administration, Depositary and Operating Fee
Base Currency

Minimum Subscription and Holding Level 1

Subsequent Minimum Investment 1

10459571338.2

AUD 6,000

AUD 10,000,000

USD 5,0002

USD 10,000,000

EUR 3,500

EUR 10,000,000

GBP 2,500

GBP 10,000,000

AUD 500

AUD 500

USD 5002

USD 500

EUR 500

EUR 500

GBP 500

GBP 500

1 Or such lower amount as the Manager may determine at their discretion
2 RMB equivalent of the USD amount specified

105

59571338.2

ANNEX II
Template pre-contractual disclosure for the financial products referred to in Article 8, paragraphs 1, 2 and 2a, ofRegulation (EU) 2019/2088 and Article 6, first paragraph, of Regulation (EU) 2020/852

Sustainable
investment means
an investment in an
economic activity
that contributes toan environmental orsocial objective,
provided that theinvestment does
not significantly
harm anyenvironmental orsocial objective andthat the investee
companies follow
good governancepractices.
The EU Taxonomy
is a classification
system laid down inRegulation (EU)2020/852,
establishing a list ofenvironmentally
sustainableeconomic
activities. That
Regulation does
not lay down a listof sociallysustainableeconomic activities.
Sustainable
investments with anenvironmental
objective might bealigned with theTaxonomy or not.

Product name: Barings Australia Fund

Legal entity identifier: 5493003HQJUX6CWNR787

Environmental and/or social characteristics
Does this financial product have a sustainable investment objective?
☐

☐

☐

☒

Yes

It will make a minimum of sustainable
investments with an environmental
objective: ___%

☐

No

It
promotes
Environmental/
Social(E/S)
characteristics and while it does not have as its
objective a sustainable investment, it will have aminimum proportion of ___% of sustainable investments☐in economic activities that qualify
as environmentally sustainable
under the EU Taxonomy☐

with an environmental objective in economic
activities that qualify as environmentally
sustainable under the EU Taxonomy☐

in economic activities that do not
qualify as environmentally
sustainable under the EU
Taxonomy☐with an environmental objective in economic
activities that do not qualify as environmentally
sustainable under the EU Taxonomy☐

with a social objective

It will make a minimum of sustainable
investments with a social objective:___%☒

It promotes E/S characteristics, but will not make any
sustainable investments

What environmental and/or social characteristics are promoted by this financial product?

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environmental ("E") and/or social ("S") characteristics.
The E and S evaluations are established using proprietary research based on issuer knowledge andregular management interaction. For all investment opportunities, a thorough ESG assessment isconducted using a proprietary scorecard of nine ESG topics, and a quality score, management score, and
ESG cost of equity (“CoE”) adjustment is assigned to each investment.
The Fund does not have a reference benchmark that has been designated for the purpose of attaining theenvironmental or social characteristics promoted by it.

Sustainability
indicators measure
how theenvironmental orsocial characteristics
promoted by thefinancial product are
attained.

 What sustainability indicators are used to measure the attainment of each of the environmental orsocial characteristics promoted by this financial product?
The sustainability indicator used to measure the attainment of the environmental and social characteristics
promoted by the Fund will be the percentage of the Fund’s Net Asset Value invested in equities of issuersthat exhibit positive or improving ESG characteristics. Issuers defined as having positive or improving ESG
characteristics must be assessed as having a higher than average quality score, and not exceed amaximum adjustment to its Barings CoE threshold.
10659571338.2

 What are the objectives of the sustainable investments that the financial product partially intends
to make and how does the sustainable investment contribute to such objectives?
Not applicable.
How do the sustainable investments that the financial product partially intends to make, notcause significant harm to any environmental or social sustainable investment objective?

Not applicable.
How have the indicators for adverse impacts on sustainability factors been taken into
account?

—
Principal adverse
impacts are the mostsignificant negative
impacts ofinvestment decisions onsustainability factors
relating to environmental,social and employee
matters, respect forhuman rights, anti‐
corruption and anti‐
bribery matters.

Not applicable.
How are the sustainable investments aligned with the OECD Guidelines for Multinational
Enterprises and the UN Guiding Principles on Business and Human Rights? Details:—

Not applicable.

The EU Taxonomy sets out a “do not significant harm” principle by which Taxonomy-aligned
investments should not significantly harm EU Taxonomy objectives and is accompanied by specificEU criteria.
The “do no significant harm” principle applies only to those investments underlying the financial
product that take into account the EU criteria for environmentally sustainable economic activities.
The investments underlying the remaining portion of this financial product do not take into accountthe EU criteria for environmentally sustainable economic activities.
Any other sustainable investments must also not significantly harm any environmental or social
objectives.

Does this financial product consider principal adverse impacts on sustainability factors?
✓

Yes,

The Investment Manager considers the following principal adverse impacts (PAIs) ofeach investment as part of its proprietary investment process: GHG emissions, carbon
footprint and GHG intensity of investee issuers and exposure to issuers active in thefossil fuel, board gender diversity and exposure to controversial weapons. The
Investment Manager will not directly invest in issuers that violate international
conventions on cluster munitions, antipersonnel mines and chemical and biologicalweapons. The Investment Manager will not knowingly hold securities that are materiallyinvolved in the production, stockpiling and use of these weapons at the time ofinvestment.

The impact of the above indicators is linked to the overall quality score of every issuer
which corresponds with a premium or discount that is added to the CoE (discount rate).
Where through its proprietary research, the Investment Manager identifies a need for apotential or current investee issuer to improve its disclosure or change its behaviour
with regards to a material E, S or governance issue, the Investment Manager will
engage with the issuer on this issue and agree clearly defined remedial objectives tobe achieved by the issuer. Further information on the PAIs will be available in the annual
report.

10759571338.2

☐No

What investment strategy does this financial product follow?

The investment
strategy guides
investment decisions
based on factors
such as investment
objectives and risk
tolerance.

The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Valueat any one time in equities and equity-related securities of issuers incorporated in, or exercising thepredominant part of their economic activity in Australia, or quoted or traded on the stock exchanges inAustralia..
The Fund will invest at least 50% of the Fund’s total Net Asset Value in equities of issuers that exhibit
positive or improving ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net
Asset Value in equities and equity related securities of issuers that exhibit less positive ESG
characteristics.
The Fund may also invest up to 30% of its Net Asset Value, either directly or through depositary
receipts, in equities and equity-related securities of issuers that are (i) incorporated, or (ii) exercising
the predominant part of their economic activity, or (iii) quoted or traded on the stock exchanges, in (a)markets other than Australia in the Asia Pacific region, or (b) other markets which the Manager
believes would have the potential to benefit from the economic growth and development from the Asia
Pacific region, when and if they consider it appropriate. The Fund may also invest in cash and ancillaryliquidities.
The Fund may also invest in collective investment schemes in accordance with the requirements of
the Central Bank up to a maximum of 10% of the Net Asset Value of the Fund.
The Fund may invest in various FDIs for investment purposes or for efficient portfolio management inaccordance with the requirements of the Central Bank. When FDIs are used the Fund will be leveraged
through the leverage inherent in the use of FDIs.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section
2 paragraph 6 GITA and continuously invests more than 50% of its Net Asset Value in equity
participations within the meaning of section 2 paragraph 8 GITA.
The Investment Manager believes that equity markets contain unrecognised growth potential andseeks to identify this through the analysis of an issuer’s business model whilst incorporating wider
economic and social governance trends, often referred to as fundamental analysis. Equity investment
teams at the Investment Manager share a common investment approach, best described as Growth
at a Reasonable Price (GARP).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market
participants by performing structured fundamental analysis with a disciplined investment process.
Based on the region, country or sector bias of a Fund, analysis of potential growth issuers includes
their future financial performance as well as their business model and management style, while
focusing on long-term earnings growth of three to five years. The Investment Manager values issuers
utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises,
profitability focused management and strong balance sheets that enable the issuer to execute its
business strategy. The Investment Manager regards these issuers as higher quality as they provide
transparency and allow investment professionals to forecast earnings with greater confidence. This isfurther strengthened through the incorporation of a dynamic and forward-looking approach to ESG
analysis, with the aim to identify sustainable business practices. This empowers the Investment
Manager to better assess both the potential risks facing the issuer and the opportunities presented toit, particularly those not apparent or included in traditional fundamental analysis, and facilitates inpropagating better ESG practices. The Investment Manager believes that ESG integration, a focus on
forward-looking dynamics and active engagement is key to unlocking long-term returns in equity
investments.
Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment
Manager’s proprietary research. Proprietary research is based on issuer knowledge and regularmanagement interaction, which is the basis to assess each issuer against nine key ESG topics:
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
10859571338.2

•
•
•
•

Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes
of investee issuers for improvements or deteriorations toward ESG topics and reflected in the scoringof an issuer’s quality and its valuation. With respect to issuer valuations, the Investment Manager’s
approach allows for ESG research to directly affect the discount rate (Barings Cost of Equity) applied
to its 5-year earnings and dividend forecast for the issuer. By explicitly quantifying the ESG impact on
the valuation of investee issuers, ESG is integrated into decision-making, issuer selection and the
management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG
behaviour rather than making a static judgement based on historical ESG practices and is consistent
with forward looking analysis and the intention to reward progress and improvement. Before investing,the Investment Manager considers internal recommendations regarding growth, quality and valuation,
all of which reflect ESG issues and opportunities, alongside external issuer-specific data. Once
invested, the Investment Manager continues to monitor each issuer to ensure that the thesis remains
intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average
quality score, and not exceed a maximum adjustment to its Barings Cost of Equity threshold. The
Investment Manager also requires that such issuers have good corporate governance, internallyassessed with respect to, but not limited to, sound management structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change andimprove ESG disclosure through active engagement with investee issuers. These formal engagements
are undertaken to influence (or identify the need to influence) ESG practices and/or improve ESG
public disclosure, which in the opinion of the Investment Manager, is material to the sustainability of
the issuer’s business model, aiming to enhance the performance of investments.

What are the binding elements of the investment strategy used to select the investments
to attain each of the environmental or social characteristics promoted by this financial
product
The Fund has implemented a binding constraint into its investment policy whereby at least 50%
of its Net Asset Value will be invested in assets which exhibit positive or improving E and / or S
characteristics.
For all investment opportunities, thorough ESG assessment is conducted using a proprietaryscorecard of nine ESG topics, and a quality score, management score, and ESG CoE adjustment
is assigned to each investment.
1.

2.

3.

Quality Score – The quality score is a rating from 1 to 5 (1 = strong, 5 = weak), which isan expression of our evaluation of an issuer's franchise, management, and balance
sheet.
Management Score – The management score, which also carries a rating of 1 to 5 (1 =strong, 5 = weak), is an expression of our evaluation of the strength of the issuer’s
management and corporate governance. Issuers with sound management structures,
diverse and accessible executive teams, and remuneration policies aligned with thelong-term interests of minority shareholders would generally be assigned a stronger
management score.
ESG CoE Adjustment - Finally, each of the nine ESG topics in the proprietary scorecard
is rated as one of the following: Exemplary, Improving, Not Improving, or Unfavourable.
The sum of the nine ratings corresponds with an ESG discount or premium, which isadded to the CoE. The CoE is the rate of return required from the issuer by theInvestment Manager. An Exemplary rating will result in an ESG reduction to the issuer’s
CoE. Conversely, an Unfavourable or Not Improving rating will result in an ESG addition
to the issuer’s CoE.

Pre- and post-trade checks are carried out on a daily basis to ensure the Fund continues to meetthe minimum threshold of 50%.

109

59571338.2

What is the committed minimum rate to reduce the scope of the investments considered
prior to the application of that investment strategy?
Not applicable.

Good governancepractices include
sound management
structures,
employee relations,
remuneration ofstaff and tax
compliance.

What is the policy to assess good governance practices of the investee companies?

The Investment Manager assesses the corporate governance of issuers, with respect to, but notlimited to, sound management structures, employee relations, remuneration of staff and tax
compliance. An internal management score ranging from 1 (strong) to 5 (weak) is assigned.
Issuers which have a management score of 5 are excluded from the Fund. Where the Investment
Manager determines that a holding in the Fund's portfolio does not meet its good governancethresholds, the Investment Manager will engage with the relevant issuer in order to seek to bringit into compliance. If engagement with the relevant issuer is not deemed appropriate or
engagement subsequently proves unsuccessful, the Investment Manager will consider its
position and shall, if necessary and to the extent possible based upon market conditions and any
specific investment considerations, attempt to divest the holding from the Fund.
What is the asset allocation planned for this financial product?

Asset allocation
describes theshare ofinvestments inspecific assets.

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or
improving environment ("E") and/or social ("S") characteristics. The "Other" category will compriseof assets (including cash, cash equivalents, hedging instruments and other assets) which are notaligned with the Fund's E and/or S characteristics and/or have no minimum environmental orsocial safeguards.

11059571338.2

#1 Aligned with E/SCharacteristics
50%

Investments#2 Other50%#1 Aligned with E/S characteristics includes the investments of the financial product used toattain the environmental or social characteristics promoted by the financial product.
#2 Other includes the remaining investments of the financial product which are neither alignedwith the environmental or social characteristic, have no minimum environmental or social
safeguards, nor are qualified as sustainable investments.
Taxonomy-aligned
activities are expressed
as a share of:— turnover reflecting
the share ofrevenue from green
activities of investee
companies

 How does the use of derivatives attain the environmental or social characteristics
promoted by the financial product?
Not applicable.

— capital
expenditure(CapEx) showing
the green
investments madeby investee
companies, e.g. fora transition to agreen economy.

— operational
expenditure(OpEx) reflecting
green operational
activities of investee
companies.
To comply with the
EU Taxonomy, thecriteria for fossil gas
include limitations onemissions andswitching to
renewable power or
low-carbon fuels by
the end of 2035. For
nuclear energy, thecriteria include
comprehensive safety
and wastemanagement rules

To what minimum extent are sustainable investments with an environmental objective alignedwith the EU Taxonomy?

As shown in the graphs below, 0% of the Fund’s investments are sustainable investments with anenvironmental objective that align with the EU Taxonomy.
Does the financial product invest in fossil gas and/or nuclear energy related activities thatcomply with the EU Taxonomy4?
Yes:
In fossil gas

In nuclear energy

4 Fossil gas and/or nuclear related activities will only comply with the EU Taxonomy where they contribute to limiting climate change ("climate change

mitigation") and do not significantly harm any EU Taxonomy objective – see explanatory note in the left hand margin. The full criteria for fossil gas andnuclear energy economic activities that comply with the EU Taxonomy are laid down in Commission Delegated Regulations (EU) 2022/1214.
111

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✓Enabling activities
directly enable otheractivities to make a
substantial
contribution to an
environmental
objective.

No

The two graphs below show in green the minimum percentage of investments that arealigned with the EU Taxonomy. As there is no appropriate methodology to determine theTaxonomy-alignment of sovereign bonds*, the first graph shows the Taxonomy alignment
in relation to all the investments of the financial product including sovereign bonds, while
the second graph shows the Taxonomy alignment only in relation to the investments of thefinancial product other than sovereign bonds.

Transitional
activities areactivities for which
low-carbon
alternatives are not
yet available andamong others havegreenhouse gas
emission levels
corresponding to thebest performance.

1. Taxonomy-alignment of investments
including sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%

2. Taxonomy-alignment of investments
excluding sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%* For the purpose of these graphs, ‘sovereign bonds’ consist of all sovereign exposures.
What is the minimum share of investments in transitional and enabling activities?

Not applicable.
What is the minimum share of sustainable investments with an environmental objectivethat are not aligned with the EU Taxonomy?
aresustainable
investments with anenvironmental
objective that do
not take into
account the criteria
for environmentally
sustainableeconomic activities
under the EU
Taxonomy.

Not applicable.
What is the minimum share of socially sustainable investments?

Not applicable.
What investments are included under “#2 Other”, what is their purpose and are there
any minimum environmental or social safeguards?
Issuers which do not exhibit positive or improving E and / or S characteristics will be includedin the Fund where the Investment Manager, after conducting proprietary fundamental analysis
and taking into account portfolio construction considerations, identifies mispriced investment
opportunities on a longer term basis, centred on the Investment Manager’s understanding of
the issuer’s strategy and the potential to improve returns and grow earnings. However, theInvestment Manager divests from and does not invest in issuers which have a quality score of
5 – the worst level on the Investment Manager's scale of 1 to 5 – and an ESG-related
modification to the discount rate of +2%.
The investments included under "#2 Other" also includes cash, cash equivalents and hedging
instruments. Cash and cash equivalents do not affect the promoted environmental and / orsocial characteristics of the Fund. The assessment of issuers and of counterparties for cash
and hedging instruments focuses on the creditworthiness of these parties, which can be
impacted by ESG risks.

112

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Is a specific index designated as a reference benchmark to determine whether thisfinancial product is aligned with the environmental and/or social characteristics thatit promotes?

Reference
benchmarks areindexes to measure
whether the financial
product attains theenvironmental orsocial characteristics
that they promote.

Not applicable.



How is the reference benchmark continuously aligned with each of theenvironmental or social characteristics promoted by the financial product?
Not applicable.



How is the alignment of the investment strategy with the methodology of theindex ensured on a continuous basis?
Not applicable.

How does the designated index differ from a relevant broad market index?
Not applicable.



Where can the methodology used for the calculation of the designated index
be found?
Not applicable.

wwwWhere can I find more product specific information online?
More product-specific information can be found on the website:
Please see the relevant product page for the Fund at https://www.barings.com/enie/institutional/funds/public-equities/barings-australia-fund

113

59571338.2

Barings Europa Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital growth in the value of assets by investing in issuersin Europe (including the United Kingdom).
The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Value at any one time inequities and equity-related securities of issuers incorporated in, or exercising the predominant part of their economic activity
in, any European country (including the United Kingdom), or quoted or traded on the stock exchanges in those countries.
Within Europe the portfolio will be balanced according to the Manager’s assessment of investment prospects for individual
countries. There is no limit to the proportion of the Fund which may be invested in any one country. A description of equityrelated securities is described under the section headed “Investment Policy: General”. The Fund may also invest in cash
and ancillary liquidities.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit positive or improving
ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net Asset Value in equities and equity related
securities of issuers that exhibit less positive ESG characteristics. Further information about the environmental and social
characteristics promoted by the Fund is available in the SFDR Annex appended to the Supplement.
The Fund may also invest in collective investment schemes in accordance with the requirements of the Central Bank up
to a maximum of 10% of the Net Asset Value of the Fund.
The Fund may invest in various FDIs as detailed under the section headed “Investment Policy: General for investment
purposes or for efficient portfolio management in accordance with the requirements of the Central Bank. When FDIs areused the Fund will be leveraged through the leverage inherent in the use of FDIs.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph 6
GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaning of section
2 paragraph 8 GITA.
Strategy
The Investment Manager believes that equity markets contain unrecognised growth potential and seeks to identify thisthrough the analysis of an issuer’s business model whilst incorporating wider economic and social governance trends,
often referred to as fundamental analysis. Equity investment teams at the Investment Manager share a common investment
approach, best described as Growth at a Reasonable Price (GARP).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market participants byperforming structured fundamental analysis with a disciplined investment process. Based on the region, country or sector
bias of a Fund, analysis of potential growth issuers includes their future financial performance as well as their businessmodel and management style, while focusing on long-term earnings growth of three to five years. The Investment Manager
values issuers utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises, profitability focusedmanagement and strong balance sheets that enable the issuer to execute its business strategy. The Investment Manager
regards these issuers as higher quality as they provide transparency and allow investment professionals to forecast
earnings with greater confidence. This is further strengthened through the incorporation of a dynamic and forward-looking
approach to ESG analysis, with the aim to identify sustainable business practices. This empowers the Investment Manager
to better assess both the potential risks facing the issuer and the opportunities presented to it, particularly those notapparent or included in traditional fundamental analysis, and facilitates in propagating better ESG practices. The
Investment Manager believes that ESG integration, a focus on forward-looking dynamics and active engagement is key tounlocking long-term returns in equity investments.
Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment Manager’s proprietary
research. Proprietary research is based on issuer knowledge and regular management interaction, which is the basis toassess each issuer against nine key ESG topics:
•
•
•
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; and114

59571338.2

•Business Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes of investee issuers
for improvements or deteriorations toward ESG topics and reflected in the scoring of an issuer’s quality and its valuation.
With respect to issuer valuations, the Investment Manager’s approach allows for ESG research to directly affect thediscount rate (Barings Cost of Equity) applied to its 5-year earnings and dividend forecast for the issuer. By explicitly
quantifying the ESG impact on the valuation of investee issuers, ESG is integrated into decision-making, issuer selection
and the management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG behaviour rather thanmaking a static judgement based on historical ESG practices and is consistent with forward looking analysis and theintention to reward progress and improvement. Before investing, the Investment Manager considers internal
recommendations regarding growth, quality and valuation, all of which reflect ESG issues and opportunities, alongside
external issuer-specific data. Once invested, the Investment Manager continues to monitor each issuer to ensure that thethesis remains intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average quality score, andnot exceed a maximum adjustment to its Barings Cost of Equity threshold. The Investment Manager also requires thatsuch issuers have good corporate governance, internally assessed with respect to, but not limited to, sound management
structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change and improve ESG disclosure
through active engagement with investee issuers. These formal engagements are undertaken to influence (or identify theneed to influence) ESG practices and/or improve ESG public disclosure, which in the opinion of the Investment Manager,
is material to the sustainability of the issuer’s business model, aiming to enhance the performance of investments. Further
detail on examples of engagements and the Investment Manager’s Public Equity: ESG Integration & Active Engagement
Policy for equity funds, including the Fund, is available on the Investment Manager’s website at www.barings.com.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal and regulatory
requirements in the relevant jurisdiction(s).
Available Unit Classes
A

C3

I

1.25%

1.25%

0.75%

0.45%
(Hedged Classes
0.4625%)

0.45%

0.25%

USD

USD

USD

Hedged Class Available

Class A RMB Hedged
Acc

N/A

N/A

Unhedged Class Available

Class A EUR Acc
Class A EUR Inc
Class A USD Inc

Class C EUR Inc
Class C USD Inc

Class I EUR Acc
Class I GBP Inc
Class I USD Acc

Management Fee
Administration, Depositary andOperating Fee
Base Currency

Distribution Units (Inc) dividend
payment dates
Minimum Subscription andHolding Level 1

Subsequent Minimum Investment
1

Paid annually no later than 31 July in each year
USD 5,0002

USD 5,000

USD 10,000,000

EUR 3,500

EUR 3,500

EUR 10,000,000--

GBP 10,000,000

USD 5002

USD 500

USD 500

EUR 500

EUR 500

EUR 500--

GBP 500

1 Or such lower amount as the Manager may determine at their discretion
2 RMB equivalent of the USD amount specified

115

59571338.2

3 Class C will be available to certain distributors who have in place a placing agency or distribution arrangement with theManager or their delegates. Class C Units shall also pay a distributor fee of 1% per annum of the Net Asset Value of theFund attributable to the Classes. Such fee when applied will be payable to the distributor who has been appointed as a
distributor pursuant to a placing agency agreement between the Manager or their delegate and the relevant distributor.
The distributor fee shall be accrued daily and is payable quarterly in arrears.

11659571338.2

ANNEX II
Template pre-contractual disclosure for the financial products referred to in Article 8, paragraphs 1, 2 and 2a, ofRegulation (EU) 2019/2088 and Article 6, first paragraph, of Regulation (EU) 2020/852

Sustainable
investment means
an investment in an
economic activity
that contributes toan environmental orsocial objective,
provided that theinvestment does
not significantly
harm anyenvironmental orsocial objective andthat the investee
companies follow
good governancepractices.
The EU Taxonomy
is a classification
system laid down inRegulation (EU)2020/852,
establishing a list ofenvironmentally
sustainableeconomic
activities. That
Regulation does
not lay down a listof sociallysustainableeconomic activities.
Sustainable
investments with anenvironmental
objective might bealigned with theTaxonomy or not.

Product name: Barings Europa Fund

Legal entity identifier: 549300CNMCZVRZ8L2R50

Environmental and/or social characteristics
Does this financial product have a sustainable investment objective?
☐

☐

☐

☒

Yes

It will make a minimum of sustainable
investments with an environmental
objective: ___%

☐

No

It
promotes
Environmental/
Social(E/S)
characteristics and while it does not have as its
objective a sustainable investment, it will have aminimum proportion of ___% of sustainable investments☐in economic activities that qualify
as environmentally sustainable
under the EU Taxonomy☐

with an environmental objective in economic
activities that qualify as environmentally
sustainable under the EU Taxonomy☐

in economic activities that do not
qualify as environmentally
sustainable under the EU
Taxonomy☐with an environmental objective in economic
activities that do not qualify as environmentally
sustainable under the EU Taxonomy☐

with a social objective

It will make a minimum of sustainable
investments with a social objective:___%☒

It promotes E/S characteristics, but will not make any
sustainable investments

What environmental and/or social characteristics are promoted by this financial product?

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environmental ("E") and/or social ("S") characteristics.
The E and S evaluations are established using proprietary research based on issuer knowledge andregular management interaction. For all investment opportunities, a thorough ESG assessment isconducted using a proprietary scorecard of nine ESG topics, and a quality score, management score, and
ESG cost of equity (“CoE”) adjustment is assigned to each investment.
The Fund does not have a reference benchmark that has been designated for the purpose of attaining theenvironmental or social characteristics promoted by it.

Sustainability
indicators measure
how theenvironmental orsocial characteristics
promoted by the What sustainability indicators are used to measure the attainment of each of the environmental orsocial characteristics promoted by this financial product?
The sustainability indicator used to measure the attainment of the environmental and social characteristics
promoted by the Fund will be the percentage of the Fund’s Net Asset Value invested in equities of issuersthat exhibit positive or improving ESG characteristics. Issuers defined as having positive or improving ESG
11759571338.2

financial product are
attained.

characteristics must be assessed as having a higher than average quality score, and not exceed amaximum adjustment to its Barings CoE threshold.
 What are the objectives of the sustainable investments that the financial product partially intends
to make and how does the sustainable investment contribute to such objectives?
Not applicable.
How do the sustainable investments that the financial product partially intends to make, notcause significant harm to any environmental or social sustainable investment objective?

Not applicable.
How have the indicators for adverse impacts on sustainability factors been taken into
account?

—
Principal adverse
impacts are the mostsignificant negative
impacts ofinvestment decisions onsustainability factors
relating to environmental,social and employee
matters, respect forhuman rights, anti‐
corruption and anti‐
bribery matters.

Not applicable.
How are the sustainable investments aligned with the OECD Guidelines for Multinational
Enterprises and the UN Guiding Principles on Business and Human Rights? Details:—

Not applicable.

The EU Taxonomy sets out a “do not significant harm” principle by which Taxonomy-aligned
investments should not significantly harm EU Taxonomy objectives and is accompanied by specificEU criteria.
The “do no significant harm” principle applies only to those investments underlying the financial
product that take into account the EU criteria for environmentally sustainable economic activities.
The investments underlying the remaining portion of this financial product do not take into accountthe EU criteria for environmentally sustainable economic activities.
Any other sustainable investments must also not significantly harm any environmental or social
objectives.

Does this financial product consider principal adverse impacts on sustainability factors?
✓

Yes,

The Investment Manager considers the following principal adverse impacts (PAIs) ofeach investment as part of its proprietary investment process: GHG emissions, carbon
footprint and GHG intensity of investee issuers and exposure to issuers active in thefossil fuel, board gender diversity and exposure to controversial weapons. The
Investment Manager will not directly invest in issuers that violate international
conventions on cluster munitions, antipersonnel mines and chemical and biologicalweapons. The Investment Manager will not knowingly hold securities that are materiallyinvolved in the production, stockpiling and use of these weapons at the time ofinvestment.

The impact of the above indicators is linked to the overall quality score of every issuer
which corresponds with a premium or discount that is added to the CoE (discount rate).
Where through its proprietary research, the Investment Manager identifies a need for apotential or current investee issuer to improve its disclosure or change its behaviour
with regards to a material E, S or governance issue, the Investment Manager will
engage with the issuer on this issue and agree clearly defined remedial objectives tobe achieved by the issuer. Further information on the PAIs will be available in the annual
report.

11859571338.2

☐No

What investment strategy does this financial product follow?

The investment
strategy guides
investment decisions
based on factors
such as investment
objectives and risk
tolerance.

The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Valueat any one time in equities and equity-related securities of issuers incorporated in, or exercising thepredominant part of their economic activity in, any European country (including the United Kingdom),or quoted or traded on the stock exchanges in those countries. Within Europe the portfolio will bebalanced according to the Manager’s assessment of investment prospects for individual countries.
There is no limit to the proportion of the Fund which may be invested in any one country. The Fund
may also invest in cash and ancillary liquidities.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit
positive or improving ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net
Asset Value in equities and equity related securities of issuers that exhibit less positive ESG
characteristics.
The Fund may also invest in collective investment schemes in accordance with the requirements of
the Central Bank up to a maximum of 10% of the Net Asset Value of the Fund.
The Fund may invest in various FDIs for investment purposes or for efficient portfolio management inaccordance with the requirements of the Central Bank. When FDIs are used the Fund will be leveraged
through the leverage inherent in the use of FDIs.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section
2 paragraph 6 GITA and continuously invests more than 50% of its Net Asset Value in equity
participations within the meaning of section 2 paragraph 8 GITA.
The Investment Manager believes that equity markets contain unrecognised growth potential andseeks to identify this through the analysis of an issuer’s business model whilst incorporating wider
economic and social governance trends, often referred to as fundamental analysis. Equity investment
teams at the Investment Manager share a common investment approach, best described as Growth
at a Reasonable Price (GARP).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market
participants by performing structured fundamental analysis with a disciplined investment process.
Based on the region, country or sector bias of a Fund, analysis of potential growth issuers includes
their future financial performance as well as their business model and management style, while
focusing on long-term earnings growth of three to five years. The Investment Manager values issuers
utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises,
profitability focused management and strong balance sheets that enable the issuer to execute its
business strategy. The Investment Manager regards these issuers as higher quality as they provide
transparency and allow investment professionals to forecast earnings with greater confidence. This isfurther strengthened through the incorporation of a dynamic and forward-looking approach to ESG
analysis, with the aim to identify sustainable business practices. This empowers the Investment
Manager to better assess both the potential risks facing the issuer and the opportunities presented toit, particularly those not apparent or included in traditional fundamental analysis, and facilitates inpropagating better ESG practices. The Investment Manager believes that ESG integration, a focus on
forward-looking dynamics and active engagement is key to unlocking long-term returns in equity
investments.
Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment
Manager’s proprietary research. Proprietary research is based on issuer knowledge and regularmanagement interaction, which is the basis to assess each issuer against nine key ESG topics:
•
•
•
•
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes
of investee issuers for improvements or deteriorations toward ESG topics and reflected in the scoring
119

59571338.2

of an issuer's quality and its valuation. With respect to issuer valuations, the Investment Manager’s
approach allows for ESG research to directly affect the discount rate (Barings CoE) applied to its 5year earnings and dividend forecast for the issuer. By explicitly quantifying the ESG impact on thevaluation of investee issuers, ESG is integrated into decision-making, issuer selection and the
management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG
behaviour rather than making a static judgement based on historical ESG practices and is consistent
with forward looking analysis and the intention to reward progress and improvement. Before investing,the Investment Manager considers internal recommendations regarding growth, quality and valuation,
all of which reflect ESG issues and opportunities, alongside external issuer-specific data. Once
invested, the Investment Manager continues to monitor each issuer to ensure that the thesis remains
intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average
quality score, and not exceed a maximum adjustment to its Barings CoE threshold. The Investment
Manager also requires that such issuers have good corporate governance, internally assessed withrespect to, but not limited to, sound management structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change andimprove ESG disclosure through active engagement with investee issuers. These formal engagements
are undertaken to influence (or identify the need to influence) ESG practices and/or improve ESG
public disclosure, which in the opinion of the Investment Manager, is material to the sustainability of
the issuer’s business model, aiming to enhance the performance of investments.

What are the binding elements of the investment strategy used to select the investments
to attain each of the environmental or social characteristics promoted by this financial
product?
The Fund has implemented a binding constraint into its investment policy whereby at least 50%
of its Net Asset Value will be invested in assets which exhibit positive or improving E and / or S
characteristics.
For all investment opportunities, thorough ESG assessment is conducted using a proprietaryscorecard of nine ESG topics, and a quality score, management score, and ESG CoE adjustment
is assigned to each investment.
1.
Quality Score – The quality score is a rating from 1 to 5 (1 = strong, 5 = weak), which isan expression of our evaluation of an issuer’s franchise, management, and balance sheet.
2.
Management Score – The management score, which also carries a rating of 1 to 5 (1 =strong, 5 = weak), is an expression of our evaluation of the strength of the issuer’s management
and corporate governance. Issuers with sound management structures, diverse and accessible
executive teams, and remuneration policies aligned with the long-term interests of minority
shareholders would generally be assigned a stronger management score.
3.
ESG CoE Adjustment - Finally, each of the nine ESG topics in the proprietary scorecard
is rated as one of the following: Exemplary, Improving, Not Improving, or Unfavourable. The sumof the nine ratings corresponds with an ESG discount or premium, which is added to the CoE.
The CoE is the rate of return required from the issuer by the Investment Manager. An Exemplary
rating will result in an ESG reduction to the issuer’s CoE. Conversely, an Unfavourable or Not
Improving rating will result in an ESG addition to the issuer’s CoE.
Pre- and post-trade checks are carried out on a daily basis to ensure the Fund continues to meetthe minimum threshold of 50%.

120

59571338.2

What is the committed minimum rate to reduce the scope of the investments considered
prior to the application of that investment strategy?
Not applicable.

Good governancepractices include
sound management
structures,
employee relations,
remuneration ofstaff and tax
compliance.

What is the policy to assess good governance practices of the investee companies?

The Investment Manager assesses the corporate governance of issuers, with respect to, but notlimited to, sound management structures, employee relations, remuneration of staff and tax
compliance. An internal management score ranging from 1 (strong) to 5 (weak) is assigned.
Issuers which have a management score of 5 are excluded from the Fund. Where the Investment
Manager determines that a holding in the Fund's portfolio does not meet its good governancethresholds, the Investment Manager will engage with the relevant issuer in order to seek to bringit into compliance. If engagement with the relevant issuer is not deemed appropriate or
engagement subsequently proves unsuccessful, the Investment Manager will consider its positionand shall, if necessary and to the extent possible based upon market conditions and any specificinvestment considerations, attempt to divest the holding from the Fund.
What is the asset allocation planned for this financial product?

Asset allocation
describes theshare ofinvestments inspecific assets.

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or
improving environment ("E") and/or social ("S") characteristics. The "Other" category will compriseof assets (including cash, cash equivalents, hedging instruments and other assets) which are notaligned with the Fund's E and/or S characteristics and/or have no minimum environmental orsocial safeguards.

12159571338.2

#1 Aligned with E/SCharacteristics
50%

Investments#2 Other50%#1 Aligned with E/S characteristics includes the investments of the financial product used toattain the environmental or social characteristics promoted by the financial product.
#2 Other includes the remaining investments of the financial product which are neither alignedwith the environmental or social characteristic, have no minimum environmental or social
safeguards, nor are qualified as sustainable investments.
Taxonomy-aligned
activities are expressed
as a share of:— turnover reflecting
the share ofrevenue from green
activities of investee
companies

 How does the use of derivatives attain the environmental or social characteristics
promoted by the financial product?
Not applicable.

— capital
expenditure(CapEx) showing
the green
investments madeby investee
companies, e.g. fora transition to agreen economy.

— operational
expenditure(OpEx) reflecting
green operational
activities of investee
companies.
To comply with the
EU Taxonomy, thecriteria for fossil gas
include limitations onemissions andswitching to
renewable power or
low-carbon fuels by
the end of 2035. For
nuclear energy, thecriteria include
comprehensive safety

To what minimum extent are sustainable investments with an environmental objective alignedwith the EU Taxonomy?

As shown in the graphs below, 0% of the Fund’s investments are sustainable investments with anenvironmental objective that align with the EU Taxonomy.
Does the financial product invest in fossil gas and/or nuclear energy related activities thatcomply with the EU Taxonomy5?
Yes:
In fossil gas

In nuclear energy

5 Fossil gas and/or nuclear related activities will only comply with the EU Taxonomy where they contribute to limiting climate change ("climate change

mitigation") and do not significantly harm any EU Taxonomy objective – see explanatory note in the left hand margin. The full criteria for fossil gas andnuclear energy economic activities that comply with the EU Taxonomy are laid down in Commission Delegated Regulations (EU) 2022/1214.
122

59571338.2

and waste
management rules

Enabling activities
directly enable otheractivities to make a
substantial contribution
to an environmental
objective.

✓

No

The two graphs below show in green the minimum percentage of investments that arealigned with the EU Taxonomy. As there is no appropriate methodology to determine theTaxonomy-alignment of sovereign bonds*, the first graph shows the Taxonomy alignment
in relation to all the investments of the financial product including sovereign bonds, while
the second graph shows the Taxonomy alignment only in relation to the investments of thefinancial product other than sovereign bonds.

Transitional activities
are activities for which
low-carbon alternatives
are not yet available
and among others havegreenhouse gas
emission levels
corresponding to thebest performance.

1. Taxonomy-alignment of investments
including sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%

2. Taxonomy-alignment of investments
excluding sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%* For the purpose of these graphs, ‘sovereign bonds’ consist of all sovereign exposures.
What is the minimum share of investments in transitional and enabling activities?

Not applicable.
What is the minimum share of sustainable investments with an environmental objectivethat are not aligned with the EU Taxonomy?
aresustainable
investments with anenvironmental
objective that do
not take into
account the criteria
for environmentally
sustainableeconomic activities
under the EU
Taxonomy.

Not applicable.
What is the minimum share of socially sustainable investments?

Not applicable.
What investments are included under “#2 Other”, what is their purpose and are there
any minimum environmental or social safeguards?
Issuers which do not exhibit positive or improving E and / or S characteristics will be includedin the Fund where the Investment Manager, after conducting proprietary fundamental analysis
and taking into account portfolio construction considerations, identifies mispriced investment
opportunities on a longer term basis, centred on the Investment Manager’s understanding of
the issuer’s strategy and the potential to improve returns and grow earnings. However, theInvestment Manager divests from and does not invest in issuers which have a quality score of
5 – the worst level on the Investment Manager's scale of 1 to 5 – and an ESG-related
modification to the discount rate of +2%.
The investments included under "#2 Other" also includes cash, cash equivalents and hedging
instruments. Cash and cash equivalents do not affect the promoted environmental and / orsocial characteristics of the Fund. The assessment of issuers and of counterparties for cash
and hedging instruments focuses on the creditworthiness of these parties, which can be
impacted by ESG risks.

12359571338.2

Is a specific index designated as a reference benchmark to determine whether thisfinancial product is aligned with the environmental and/or social characteristics thatit promotes?

Reference
benchmarks areindexes to measure
whether the financial
product attains theenvironmental orsocial characteristics
that they promote.

Not applicable.



How is the reference benchmark continuously aligned with each of theenvironmental or social characteristics promoted by the financial product?
Not applicable.



How is the alignment of the investment strategy with the methodology of theindex ensured on a continuous basis?
Not applicable.

How does the designated index differ from a relevant broad market index?
Not applicable.



Where can the methodology used for the calculation of the designated index
be found?
Not applicable.

wwwWhere can I find more product specific information online?
More product-specific information can be found on the website:
Please see the relevant product page for the Fund at https://www.barings.com/enie/institutional/funds/public-equities/barings-europa-fund

12459571338.2

Barings Hong Kong China Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital growth in the value of assets by investing in Hong
Kong, China and Taiwan.
The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Value at any one time,either directly in equities or through equity-related securities (including depositary receipts) of issuers (i) incorporated, or(ii) exercising the predominant part of their economic activity, or (iii) quoted or traded on the stock exchanges in markets
in Hong Kong or China. A description of equity-related securities is described under the section headed “Investment Policy:
General”. The Fund may also invest in cash and ancillary liquidities.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit positive or improving
ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net Asset Value in equities and equity related
securities of issuers that exhibit less positive ESG characteristics. Further information about the environmental and social
characteristics promoted by the Fund is available in the SFDR Annex appended to the Supplement.
The Investment Manager may also invest less than 30% of its Net Asset Value outside the fund’s principal geographies(including but not limited to Taiwan), market sectors, currency or asset classes. With regard to investment in debt securities,
the Fund does not have any specific restrictions or limits on the credit rating of the underlying debt securities.
The portfolio will be balanced according to the Manager’s assessment of investment prospects but may, depending uponunderlying investment conditions, emphasise investment in issuers operating in those sectors of the Hong Kong or China
economies that, in the Manager’s opinion, provide the determinants for Hong Kong’s or China's economic growth such as
those involved in international trade, property and construction activity, engineering, electronics or the service sectors.
The Fund may also invest in collective investment schemes in accordance with the requirements of the Central Bank up
to a maximum of 10% of the Net Asset Value of the Fund.
With regard to investment in China, no more than 20% of the Net Asset Value of the Fund at any one time may be invested
directly or indirectly in China A shares and B shares. It is anticipated that this exposure will be obtained either directly
through investment in China A shares listed on the Shanghai Stock Exchange and Shenzhen Stock Exchange via theConnect Schemes and/or through the QFI regime (as further described in the section of the Prospectus entitled ‘Investment
Policies; General’) or indirectly through investment in other eligible collective investment schemes or participation notes.
The Fund may invest in various FDIs as detailed under the section headed “Investment Policy: General” for investment
purposes or for efficient portfolio management in accordance with the requirements of the Central Bank. When FDIs areused the Fund will be leveraged through the leverage inherent in the use of FDIs.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph 6
GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaning of section
2 paragraph 8 GITA.
Strategy
The Investment Manager believes that equity markets contain unrecognised growth potential and seeks to identify thisthrough the analysis of an issuer’s business model whilst incorporating wider economic and social governance trends,
often referred to as fundamental analysis. Equity investment teams at the Investment Manager share a common investment
approach, best described as Growth at a Reasonable Price (GARP).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market participants byperforming structured fundamental analysis with a disciplined investment process. Based on the region, country or sector
bias of a Fund, analysis of potential growth issuers includes their future financial performance as well as their businessmodel and management style, while focusing on long-term earnings growth of three to five years. The Investment Manager
values issuers utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises, profitability focusedmanagement and strong balance sheets that enable the issuer to execute its business strategy. The Investment Manager
regards these issuers as higher quality as they provide transparency and allow investment professionals to forecast
earnings with greater confidence. This is further strengthened through the incorporation of a dynamic and forward-looking
approach to ESG analysis, with the aim to identify sustainable business practices. This empowers the Investment Manager
to better assess both the potential risks facing the issuer and the opportunities presented to it, particularly those notapparent or included in traditional fundamental analysis, and facilitates in propagating better ESG practices. The
Investment Manager believes that ESG integration, a focus on forward-looking dynamics and active engagement is key tounlocking long-term returns in equity investments.
12559571338.2

Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment Manager’s proprietary
research. Proprietary research is based on issuer knowledge and regular management interaction, which is the basis toassess each issuer against nine key ESG topics:
•
•
•
•
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes of investee issuers
for improvements or deteriorations toward ESG topics and reflected in the scoring of an issuer’s quality and its valuation.
With respect to issuer valuations, the Investment Manager’s approach allows for ESG research to directly affect thediscount rate (Barings Cost of Equity) applied to its 5-year earnings and dividend forecast for the issuer. By explicitly
quantifying the ESG impact on the valuation of investee issuers, ESG is integrated into decision-making, issuer selection
and the management of the portfolio.
This approach enables the Investment Manager to rate issuer on the basis of their dynamic ESG behaviour rather thanmaking a static judgement based on historical ESG practices and is consistent with forward looking analysis and theintention to reward progress and improvement. Before investing, the Investment Manager considers internal
recommendations regarding growth, quality and valuation, all of which reflect ESG issues and opportunities, alongside
external issuer-specific data. Once invested, the Investment Manager continues to monitor each issuer to ensure that thethesis remains intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average quality score, andnot exceed a maximum adjustment to its Barings Cost of Equity threshold. The Investment Manager also requires thatsuch issuers have good corporate governance, internally assessed with respect to, but not limited to, sound management
structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change and improve ESG disclosure
through active engagement with investee issuers. These formal engagements are undertaken to influence (or identify theneed to influence) ESG practices and/or improve ESG public disclosure, which in the opinion of the Investment Manager,
is material to the sustainability of the issuer’s business model, aiming to enhance the performance of investments. Further
detail on examples of engagements and the Investment Manager’s Public Equity: ESG Integration & Active Engagement
Policy for equity funds, including the Fund, is available on the Investment Manager’s website at www.barings.com.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal and regulatory
requirements in the relevant jurisdiction(s).
Available Unit Classes
A

C3

I

1.25%

1.25%

0.75%

0.45%
(Hedged Classes
0.4625%)

0.45%

0.25%

USD

USD

USD

Hedged Class Available

Class A RMBHedged Acc--

Unhedged Class Available

Class A EUR Acc
Class A EUR Inc
Class A GBP Inc
Class A USD Acc
Class A USD Inc

Class C EUR Inc
Class C USD Inc

Class I EUR Acc
Class I GBP Acc
Class I GBP Inc
Class I USD Acc

Management Fee
Administration, Depositary and Operating
Fee
Base Currency

12659571338.2

Class A HKD Inc
Distribution Units (Inc) dividend payment
dates

Minimum Subscription and Holding Level 1

Paid annually no later than 31 July in each year
USD 5,0002

USD 5,000

USD 10,000,000

EUR 3,500

EUR 3,500

GBP 10,000,000

GBP 2,500

Subsequent Minimum Investment 1

EUR 10,000,000

USD 5002

USD 500

USD 500

EUR 500

EUR 500

GBP 500

GBP 500

EUR 500

1 Or such lower amount as the Manager may determine at their discretion
2 RMB or HKD equivalent of the USD amount specified
3 Class C will be available to certain distributors who have in place a placing agency or distribution arrangement with theManager or their delegates. Class C Units shall also pay a distributor fee of 1% per annum of the Net Asset Value of theFund attributable to the Classes. Such fee when applied will be payable to the distributor who has been appointed as a
distributor pursuant to a placing agency agreement between the Manager or their delegate and the relevant distributor.
The distributor fee shall be accrued daily and is payable quarterly in arrears.

12759571338.2

ANNEX II
Template pre-contractual disclosure for the financial products referred to in Article 8, paragraphs 1, 2 and 2a, ofRegulation (EU) 2019/2088 and Article 6, first paragraph, of Regulation (EU) 2020/852

Sustainable
investment means
an investment in an
economic activity
that contributes toan environmental orsocial objective,
provided that theinvestment does
not significantly
harm anyenvironmental orsocial objective andthat the investee
companies follow
good governancepractices.
The EU Taxonomy
is a classification
system laid down inRegulation (EU)2020/852,
establishing a list ofenvironmentally
sustainableeconomic
activities. That
Regulation does
not lay down a listof sociallysustainableeconomic activities.
Sustainable
investments with anenvironmental
objective might bealigned with theTaxonomy or not.

Product name: Barings Hong Kong China
Fund

Legal entity identifier: 549300BT29YFG8CKKD32

Environmental and/or social characteristics
Does this financial product have a sustainable investment objective?
☐

☐

☐

☒

Yes

It will make a minimum of sustainable
investments with an environmental
objective: ___%

☐

No

It
promotes
Environmental/
Social(E/S)
characteristics and while it does not have as its
objective a sustainable investment, it will have aminimum proportion of ___% of sustainable investments☐in economic activities that qualify
as environmentally sustainable
under the EU Taxonomy☐

with an environmental objective in economic
activities that qualify as environmentally
sustainable under the EU Taxonomy☐

in economic activities that do not
qualify as environmentally
sustainable under the EU
Taxonomy☐with an environmental objective in economic
activities that do not qualify as environmentally
sustainable under the EU Taxonomy☐

with a social objective

It will make a minimum of sustainable
investments with a social objective:___%☒

It promotes E/S characteristics, but will not make any
sustainable investments

What environmental and/or social characteristics are promoted by this financial product?

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environmental ("E") and/or social ("S") characteristics.
The E and S evaluations are established using proprietary research based on issuer knowledge andregular management interaction. For all investment opportunities, a thorough ESG assessment isconducted using a proprietary scorecard of nine ESG topics, and a quality score, management score, and
ESG cost of equity (“CoE”) adjustment is assigned to each investment.
The Fund does not have a reference benchmark that has been designated for the purpose of attaining theenvironmental or social characteristics promoted by it.

Sustainability
indicators measure
how theenvironmental orsocial characteristics
promoted by thefinancial product are
attained.

 What sustainability indicators are used to measure the attainment of each of the environmental orsocial characteristics promoted by this financial product?
The sustainability indicator used to measure the attainment of the environmental and social characteristics
promoted by the Fund will be the percentage of the Fund’s Net Asset Value invested in equities of issuersthat exhibit positive or improving ESG characteristics. Issuers defined as having positive or improving ESG
characteristics must be assessed as having a higher than average quality score, and not exceed amaximum adjustment to its Barings CoE threshold.
12859571338.2

 What are the objectives of the sustainable investments that the financial product partially intends tomake and how does the sustainable investment contribute to such objectives?
Not applicable.
How do the sustainable investments that the financial product partially intends to make, notcause significant harm to any environmental or social sustainable investment objective?

Not applicable.
How have the indicators for adverse impacts on sustainability factors been taken into
account?

—
Principal adverse
impacts are the mostsignificant negative
impacts ofinvestment decisions onsustainability factors
relating to environmental,social and employee
matters, respect forhuman rights, anti‐
corruption and anti‐
bribery matters.

Not applicable.
How are the sustainable investments aligned with the OECD Guidelines for Multinational
Enterprises and the UN Guiding Principles on Business and Human Rights? Details:—

Not applicable.

The EU Taxonomy sets out a “do not significant harm” principle by which Taxonomy-aligned
investments should not significantly harm EU Taxonomy objectives and is accompanied by specificEU criteria.
The “do no significant harm” principle applies only to those investments underlying the financial
product that take into account the EU criteria for environmentally sustainable economic activities.
The investments underlying the remaining portion of this financial product do not take into accountthe EU criteria for environmentally sustainable economic activities.
Any other sustainable investments must also not significantly harm any environmental or social
objectives.

Does this financial product consider principal adverse impacts on sustainability factors?
✓

Yes,

The Investment Manager considers the following principal adverse impacts (PAIs) ofeach investment as part of its proprietary investment process: GHG emissions, carbon
footprint and GHG intensity of investee issuers and exposure to issuers active in thefossil fuel, board gender diversity and exposure to controversial weapons. The
Investment Manager will not directly invest in issuers that violate international
conventions on cluster munitions, antipersonnel mines and chemical and biologicalweapons. The Investment Manager will not knowingly hold securities that are materiallyinvolved in the production, stockpiling and use of these weapons at the time ofinvestment.

The impact of the above indicators is linked to the overall quality score of every issuer
which corresponds with a premium or discount that is added to the CoE (discount rate).
Where through its proprietary research, the Investment Manager identifies a need for apotential or current investee issuer to improve its disclosure or change its behaviour
with regards to a material E, S or governance issue, the Investment Manager will
engage with the issuer on this issue and agree clearly defined remedial objectives tobe achieved by the issuer. Further information on the PAIs will be available in the annual
report.

12959571338.2

☐No

What investment strategy does this financial product follow?

The investment
strategy guides
investment decisions
based on factors
such as investment
objectives and risk

tolerance.

The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Valueat any one time, either directly in equities or through equity-related securities (including depositary
receipts) of issuers (i) incorporated, or (ii) exercising the predominant part of their economic activity,or (iii) quoted or traded on the stock exchanges in markets in Hong Kong or China.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit
positive or improving ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net
Asset Value in equities and equity related securities of issuers that exhibit less positive ESG
characteristics.
The Investment Manager may also invest up to 30% of its Net Asset Value outside the fund’s principal
geographies (including but not limited to Taiwan), market sectors, currency or asset classes. With
regard to investment in debt securities, the Fund does not have any specific restrictions or limits on
the credit rating of the underlying debt securities. The Fund may also invest in cash and ancillaryliquidities.
The portfolio will be balanced according to the Manager’s assessment of investment prospects but
may, depending upon underlying investment conditions, emphasise investment in issuers operating in
those sectors of the Hong Kong or China economies that, in the Manager’s opinion, provide thedeterminants for Hong Kong’s or China's economic growth such as those involved in international
trade, property and construction activity, engineering, electronics or the service sectors.
The Fund may also invest in collective investment schemes in accordance with the requirements of
the Central Bank up to a maximum of 10% of the Net Asset Value of the Fund.
With regard to investment in China, no more than 20% of the Net Asset Value of the Fund at any one
time may be invested directly or indirectly in China A shares and B shares. It is anticipated that thisexposure will be obtained either directly through investment in China A shares listed on the Shanghai
Stock Exchange and Shenzhen Stock Exchange via the Connect Schemes and/or through the QFIregime or indirectly through investment in other eligible collective investment schemes or participation
notes.
The Fund may invest in various FDIs for investment purposes or for efficient portfolio management inaccordance with the requirements of the Central Bank. When FDIs are used the Fund will be leveraged
through the leverage inherent in the use of FDIs.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section
2 paragraph 6 GITA and continuously invests more than 50% of its Net Asset Value in equity
participations within the meaning of section 2 paragraph 8 GITA.
The Investment Manager believes that equity markets contain unrecognised growth potential andseeks to identify this through the analysis of an issuer’s business model whilst incorporating wider
economic and social governance trends, often referred to as fundamental analysis. Equity investment
teams at the Investment Manager share a common investment approach, best described as Growth
at a Reasonable Price (GARP).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market
participants by performing structured fundamental analysis with a disciplined investment process.
Based on the region, country or sector bias of a Fund, analysis of potential growth issuers includes
their future financial performance as well as their business model and management style, while
focusing on long-term earnings growth of three to five years. The Investment Manager values issuers
utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises,
profitability focused management and strong balance sheets that enable the issuer to execute its
business strategy. The Investment Manager regards these issuer as higher quality as they provide
transparency and allow investment professionals to forecast earnings with greater confidence. This isfurther strengthened through the incorporation of a dynamic and forward-looking approach to ESG
analysis, with the aim to identify sustainable business practices. This empowers the Investment
Manager to better assess both the potential risks facing the issuer and the opportunities presented toit, particularly those not apparent or included in traditional fundamental analysis, and facilitates inpropagating better ESG practices. The Investment Manager believes that ESG integration, a focus on
forward-looking dynamics and active engagement is key to unlocking long-term returns in equity
investments.

13059571338.2

Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment
Manager’s proprietary research. Proprietary research is based on issuer knowledge and regularmanagement interaction, which is the basis to assess each issuer against nine key ESG topics:▪

Employee Satisfaction;▪

Resource Intensity;▪

Traceability and/or Security in Supply Chain;▪

Effectiveness of Supervisory and/or Management Board;▪

Credibility of Auditing Arrangements;▪

Transparency and Accountability of Management;▪

Environmental Footprint;▪

Societal Impact of Products and/or Services; and▪

Business Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes
of investee issuers for improvements or deteriorations toward ESG topics and reflected in the scoringof an issuer’s quality and its valuation. With respect to issuer valuations, the Investment Manager’s
approach allows for ESG research to directly affect the discount rate (Barings Cost of Equity) applied
to its 5-year earnings and dividend forecast for the issuer. By explicitly quantifying the ESG impact on
the valuation of investee issuers, ESG is integrated into decision-making, issuer selection and the
management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG
behaviour rather than making a static judgement based on historical ESG practices and is consistent
with forward looking analysis and the intention to reward progress and improvement. Before investing,the Investment Manager considers internal recommendations regarding growth, quality and valuation,
all of which reflect ESG issues and opportunities, alongside external issuer-specific data. Once
invested, the Investment Manager continues to monitor each issuer to ensure that the thesis remains
intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average
quality score, and not exceed a maximum adjustment to its Barings Cost of Equity threshold. The
Investment Manager also requires that such issuers have good corporate governance, internallyassessed with respect to, but not limited to, sound management structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change andimprove ESG disclosure through active engagement with investee issuers. These formal engagements
are undertaken to influence (or identify the need to influence) ESG practices and/or improve ESG
public disclosure, which in the opinion of the Investment Manager, is material to the sustainability of
the issuer’s business model, aiming to enhance the performance of investments.

What are the binding elements of the investment strategy used to select the investments
to attain each of the environmental or social characteristics promoted by this financial
product?
The Fund has implemented a binding constraint into its investment policy whereby at least 50%
of its Net Asset Value will be invested in assets which exhibit positive or improving E and / or S
characteristics.
For all investment opportunities, thorough ESG assessment is conducted using a proprietaryscorecard of nine ESG topics, and a quality score, management score, and ESG CoE adjustment
is assigned to each investment.
1.

2.

Quality Score – The quality score is a rating from 1 to 5 (1 = strong, 5 = weak), which isan expression of our evaluation of an issuer’s franchise, management, and balance
sheet.
Management Score – The management score, which also carries a rating of 1 to 5 (1 =strong, 5 = weak), is an expression of our evaluation of the strength of the issuer’s
management and corporate governance. Issuers with sound management structures,
diverse and accessible executive teams, and remuneration policies aligned with thelong-term interests of minority shareholders would generally be assigned a stronger
management score.
131

59571338.2

3.

ESG CoE Adjustment - Finally, each of the nine ESG topics in the proprietary scorecard
is rated as one of the following: Exemplary, Improving, Not Improving, or Unfavourable.
The sum of the nine ratings corresponds with an ESG discount or premium, which isadded to the CoE. The CoE is the rate of return required from the issuer by theInvestment Manager. An Exemplary rating will result in an ESG reduction to the issuer’s
CoE. Conversely, an Unfavourable or Not Improving rating will result in an ESG addition
to the issuer’s CoE.

Pre- and post-trade checks are carried out on a daily basis to ensure the Fund continues to meetthe minimum threshold of 50%.

What is the committed minimum rate to reduce the scope of the investments considered
prior to the application of that investment strategy?
Not applicable.

Good governancepractices include
sound management
structures,
employee relations,
remuneration ofstaff and tax
compliance.

What is the policy to assess good governance practices of the investee companies?

The Investment Manager assesses the corporate governance of issuers, with respect to, but notlimited to, sound management structures, employee relations, remuneration of staff and tax
compliance. An internal management score ranging from 1 (strong) to 5 (weak) is assigned.
Issuers which have a management score of 5 are excluded from the Fund. Where the Investment
Manager determines that a holding in the Fund's portfolio does not meet its good governancethresholds, the Investment Manager will engage with the relevant issuer in order to seek to bringit into compliance. If engagement with the relevant issuer is not deemed appropriate or
engagement subsequently proves unsuccessful, the Investment Manager will consider its positionand shall, if necessary and to the extent possible based upon market conditions and any specificinvestment considerations, attempt to divest the holding from the Fund.
What is the asset allocation planned for this financial product?

132

59571338.2

Asset allocation
describes theshare ofinvestments inspecific assets.

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or
improving environment ("E") and/or social ("S") characteristics. The "Other" category will compriseof assets (including cash, cash equivalents, hedging instruments and other assets) which are notaligned with the Fund's E and/or S characteristics and/or have no minimum environmental orsocial safeguards.

#1 Aligned with E/SCharacteristics
50%

Investments#2 Other50%#1 Aligned with E/S characteristics includes the investments of the financial product used toattain the environmental or social characteristics promoted by the financial product.
#2 Other includes the remaining investments of the financial product which are neither alignedwith the environmental or social characteristic, have no minimum environmental or social
safeguards, nor are qualified as sustainable investments.
Taxonomy-aligned
activities are expressed
as a share of:— turnover reflecting
the share ofrevenue from green
activities of investee
companies

 How does the use of derivatives attain the environmental or social characteristics
promoted by the financial product?
Not applicable.

— capital
expenditure(CapEx) showing
the green
investments madeby investee
companies, e.g. fora transition to agreen economy.

— operational
expenditure(OpEx) reflecting
green operational
activities of investee
companies.
To comply with the EU
Taxonomy, the criteria
for fossil gas include
limitations on emissions
and switching to
renewable power or
low-carbon fuels by theend of 2035. For
nuclear energy, theTo what minimum extent are sustainable investments with an environmental objective alignedwith the EU Taxonomy?

As shown in the graphs below, 0% of the Fund’s investments are sustainable investments with anenvironmental objective that align with the EU Taxonomy.
Does the financial product invest in fossil gas and/or nuclear energy related activities thatcomply with the EU Taxonomy6?

6 Fossil gas and/or nuclear related activities will only comply with the EU Taxonomy where they contribute to limiting climate change ("climate change

mitigation") and do not significantly harm any EU Taxonomy objective – see explanatory note in the left hand margin. The full criteria for fossil gas andnuclear energy economic activities that comply with the EU Taxonomy are laid down in Commission Delegated Regulations (EU) 2022/1214.
133

59571338.2

criteria include
comprehensive safety
and wastemanagement rules

Yes:
In fossil gas✓

Enabling activities
directly enable otheractivities to make a
substantial
contribution to an
environmental
objective.

In nuclear energy

No

The two graphs below show in green the minimum percentage of investments that arealigned with the EU Taxonomy. As there is no appropriate methodology to determine theTaxonomy-alignment of sovereign bonds*, the first graph shows the Taxonomy alignment
in relation to all the investments of the financial product including sovereign bonds, while
the second graph shows the Taxonomy alignment only in relation to the investments of thefinancial product other than sovereign bonds.

Transitional
activities areactivities for which
low-carbon
alternatives are not
yet available andamong others havegreenhouse gas
emission levels
corresponding to thebest performance.

1. Taxonomy-alignment of investments
including sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%

2. Taxonomy-alignment of investments
excluding sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%* For the purpose of these graphs, ‘sovereign bonds’ consist of all sovereign exposures.
What is the minimum share of investments in transitional and enabling activities?

Not applicable.
What is the minimum share of sustainable investments with an environmental objectivethat are not aligned with the EU Taxonomy?
aresustainable
investments with anenvironmental
objective that do
not take into
account the criteria
for environmentally
sustainableeconomic activities
under the EU
Taxonomy.

Not applicable.
What is the minimum share of socially sustainable investments?

Not applicable.
What investments are included under “#2 Other”, what is their purpose and are there
any minimum environmental or social safeguards?
Issuers which do not exhibit positive or improving E and / or S characteristics will be includedin the Fund where the Investment Manager, after conducting proprietary fundamental analysis
and taking into account portfolio construction considerations, identifies mispriced investment
opportunities on a longer term basis, centred on the Investment Manager’s understanding of
the issuer’s strategy and the potential to improve returns and grow earnings. However, theInvestment Manager divests from and does not invest in issuers which have a quality score of
5 – the worst level on the Investment Manager's scale of 1 to 5 – and an ESG-related
modification to the discount rate of +2%.
The investments included under "#2 Other" also includes cash, cash equivalents and hedging
instruments. Cash and cash equivalents do not affect the promoted environmental and / orsocial characteristics of the Fund. The assessment of issuers and of counterparties for cash
and hedging instruments focuses on the creditworthiness of these parties, which can be
impacted by ESG risks.
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Is a specific index designated as a reference benchmark to determine whether thisfinancial product is aligned with the environmental and/or social characteristics thatit promotes?

Reference
benchmarks areindexes to measure
whether the financial
product attains theenvironmental orsocial characteristics
that they promote.

Not applicable.



How is the reference benchmark continuously aligned with each of theenvironmental or social characteristics promoted by the financial product?
Not applicable.



How is the alignment of the investment strategy with the methodology of theindex ensured on a continuous basis?
Not applicable.

How does the designated index differ from a relevant broad market index?
Not applicable.



Where can the methodology used for the calculation of the designated index
be found?
Not applicable.

wwwWhere can I find more product specific information online?
More product-specific information can be found on the website:
Please see the relevant product page for the Fund at https://www.barings.com/enie/institutional/funds/public-equities/barings-hong-kong-china-fund

135

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Barings Global Bond Fund
Investment Objective and Policies
The investment objective of the Fund is to seek a maximum total return, through current income generation and capital
appreciation.
The “total return” sought by the Fund consists of income and capital appreciation, if any, which generally arises fromdecreases in interest rates or improving credit fundamentals for a particular government, industry sector or security.
To achieve its objective, the Fund will invest primarily in an actively managed globally diversified portfolio which at least
80% of its Net Asset Value is invested in fixed income instruments. The fixed income instruments in which the Fund invests
may include government bonds, covered bonds, global corporate bonds, notes, debentures, government obligations andsovereign issues, commercial paper, asset-backed securities (“ABS”), commercial and residential-mortgage backed
securities (“CMBS” and “RMBS”) and CoCos. No more than 10% of the Fund’s Net Asset Value may be invested in CoCos.
The Fund may invest in Investment Grade and up to 20% of the Fund’s Net Asset Value in Sub-Investment Grade fixedincome instruments; up to 25% of its Net Asset Value in collateralised and/or securitised products such as covered bonds,
ABS, CMBS and RMBS; and up to 10% of its Net Asset Value in securities issued and/or guaranteed by a single sovereign(including its government, a public or local government of that country) which is rated Sub-Investment Grade. The Fund’s
weighted-average portfolio duration is expected to be greater than 1 year at all times. The Fund may invest in the money
market instruments pending investment of subscription monies or payment of redemption proceeds or for temporary
defensive purposes, where the Investment Manager determines that such holdings are in the best interests of Unitholders.
“Sub-Investment Grade” also includes an eligible asset which is not rated by an internationally recognised rating agency,
but is determined by the Investment Manager in its own assessment of having credit quality of "BB+" or lower from theratings agency Standard & Poor's or Fitch, “Ba1” or lower from Moody’s Investor Services, or the equivalent rating ofanother internationally recognised rating agency. In the event of split rating, the highest credit rating accredited to therelevant issue will be deemed the reference credit rating.
The Fund will invest at least 50% of the Fund’s Net Asset Value in fixed income instruments of countries that exhibit positiveor improving environmental, social and governance (ESG) characteristics. The Fund will also invest at least 75% of theFund’s Net Asset Value in countries that exhibit strong or improving human development conditions, as measured by theUnited Nations Human Development Index (HDI) and calculated as the average of the five year period as of two years
prior to the investment period. Further information about the environmental and social characteristics promoted by theFund is available in the SFDR Annex appended to the Supplement. Further detail of the Investment Manager’s ESG policy
for the Fund is available on the Manager’s website at www.barings.com.
The Fund may also invest in collective investment schemes in accordance with the requirements of the Central Bank up
to a maximum of 10% of the Net Asset Value of the Fund.
The Fund may invest in various FDIs as detailed under the section headed “Investment Policy: General” for investment
purposes or for efficient portfolio management in accordance with the requirements of the Central Bank. When FDIs areused the Fund will be leveraged through the leverage inherent in the use of FDIs.
Strategy
The Fund seeks diversification by market sector, industry and issuer. The Investment Manager will select individual
investments based on an analysis of the value of the relevant investments as compared to other similar investments within
the identified industry sectors and geographies which offer the best risk to reward opportunities. The Investment Manager
determines where favourable value exists based on fundamental, bottom up analysis and assesses this value on a relativebasis to other investment alternatives. The Investment Manager reviews country risk through macroeconomic health andpolitical stability or unrest.
Although the Net Asset Value of the Fund is expressed in US Dollars, the relative attraction of investments denominatedin other currencies is a major consideration of the Investment Manager.
Countries that exhibit positive or improving ESG characteristics are selected through the Investment Manager’s proprietary
research which is supported with the use of third party issuer-specific ESG data; the approach consists of a threefold
analysis determining a government’s capacity and willingness to provide for its population, its resilience to shocks and its
ability to grow sustainably, using both a standard set of indicators and qualitative analysis. For each asset, the Investment
Manager examines the scores of the indicators to determine a country’s sustainability over time and considers relevant
shocks that may have impacted the scoring. These indicators, as well as the Investment Manager’s specialised country
expertise, are placed into the capacity and willingness framework to determine the country’s current sustainability as wellas potential trends that should be considered from an ESG perspective. The frequency of update for each country depends
on its significance in the portfolio and the benchmark, but ESG scores are reviewed for all countries under coverage at
13659571338.2

least twice a year by the Sovereign ESG Committee, which comprises all sovereign analysts on the Investment Manager’s
team. HDI scoring is calculated at least quarterly, where improvement is defined as having improved by more than five
percentage points in the last ten years.
Issuers that exhibit positive or improving ESG characteristics are selected through the Investment Manager's proprietary
ESG scoring methodology, which is supported with the use of third party issuer specific ESG data where coverage allows.
When assessing an investment, the Investment Manager will utilise its access to management and financial sponsors in
addition to information published by issuers and through access to third party ESG research providers such as MSCI,
Sustainalytics and/or Bloomberg ESG, where coverage allows. This information and interaction enable due diligence to beundertaken on the ESG risk profile of an issuer. For each asset, the Investment Manager analyses an issuer’s ESG
credentials over time and consider relevant shocks that may impact the scoring. Topics considered include environmental(may encompass resource intensity, environmental footprint, traceability) social (societal impacts of products and services,business ethics, employee satisfaction, amongst others) and governance (may encompass effectiveness of management
boards, credibility of auditing arrangements and accountability of management, amongst others) to assess screen issuers
where ESG standards are positive or improving. The Investment Manager undertakes ESG scoring of issuers that are
owned or being monitored. ESG scores are compiled based on an analyst assessment and presented in investment
underwriting memos. Issuers are assigned both an ESG current state score and an ESG outlook score for ESG forenvironmental, social, and governance categories. The ESG current state score assess the current sustainability profile ofthe issuer relative to the investment universe. ESG outlook scores analyse momentum of the issuer on ESG topics incomparison to sector ESG development. Investee issuers will be considered as being “positive” if they have a better ESG
current state score. Investee issuers will be considered as being “improving” if they have a moderate ESG current statescore and an improving outlook score. The Investment Manager adopts an active management policy in relation to ESG
topics and has a preference to focus on engagement to improve material issuer transparency and behaviour. Engagement
activity may be focused on key ESG credit risk areas.
The Fund also promotes ESG by investing or seeking to positively influence practices to improve ESG characteristics
described in further detail below. In particular, countries that exhibit positive or improving ESG characteristics are selected
through the Investment Manager’s proprietary research which is supported with the use of third party country and issuerspecific ESG data such as MSCI ESG, Sustainalytics and Bloomberg ESG, United Nations Human Development Index,
Haver Analytics, the World Bank and the International Monetary Fund. In addition, the Investment Manager meets with therelevant issuers in the countries in which it seeks to invest to discuss a range of topics, including ESG issues, and may
also carry out a thorough risk assessment of the relevant country.
For each asset, the Investment Manager examines the scores of the indicators to determine a country’s sustainability overtime and considers relevant shocks that may have impacted the scoring. Scoring indicators are used to determine whether
investee countries exhibit positive or improving ESG characteristics and focus on government policies including
environmental (carbon footprint, ecological footprint, waste management) social (guaranteed minimum income, poverty
indices, education spending) and governance (government effectiveness, fragile states index, statistical capacity)
assessments to screen countries where ESG standards are positive or improving. The approach consists of a threefold
analysis determining a government’s capacity and willingness to provide for:•••its population which is measured through the assessment of public opinions and surveys (such as the OECDsatisfaction data, the World Values survey), the effective redistribution of resources (such as guaranteed
minimum incomes thresholds, a commitment on educational spending) and whether a populations basic
needs are met (examining data from the Global Multidimensional Poverty Index, the poverty headcount ratio);
its resilience to shocks which is measured through the attainment of decreasing sensitivity to international
shocks (such as the implementation of disaster risk reductions), participating in international efforts (i.e. a
signatory to international conventions and protection of the environment to try and eliminate potential
environmental disasters) and the domestic efforts at preserving the environment (through the assessment ofinternal policies and the execution of such policies); andits ability to grow sustainably which is measured by its stability to grow (examining data from the Fragile
States Index, the Armed Conflict Location & Event Data project (ACLED)) and the assessment of governingwith growth oriented policies.

These indicators, as well as the Investment Manager’s specialised country expertise, are placed into the Barings sovereign
ESG capacity and willingness framework (the "Framework") to determine the country’s current sustainability as well as
potential trends that should be considered from an ESG perspective. The Framework's focus is on ESG analysis specificto sovereign credits and forms the basis for analyst conversations around ESG ratings, as well as more in-depth casestudies for particularly complex or timely credit decisions. Using the Framework, countries are assigned a current state
ESG score assessing the current sustainability profile of the issuer and a trend score analysing momentum of a country’s
performance on environmental, social, and governance categories. Investee countries will be considered as being“positive” if they have a higher current state rating. Investee countries will be considered as being “improving” if they havea moderate current state rating and a higher trend score. Countries with the lowest current state rating cannot bepurchased. The HDI measures the average achievement in key dimensions of human development. Countries with strong
human development conditions represent countries with more developed governance, education, and healthcare resulting
in higher overall human development scores. Countries with improving human development conditions represent countries
with HDI scores which are trending upwards over time.
13759571338.2

The Investment Manager also believes that it can use its influence to effect positive change and improve ESG disclosure
through active engagement with issuers and has adopted an active management policy in relation to ESG topics. The
Investment Manager has a preference to focus on engagement to improve issuer behaviour through arranging meetings
with the issuers in which it is seeking to invest. The engagement process is built on robust analyst knowledge around the
ESG challenges specific to each issuer covered. Each analyst is active in the ESG ratings strategy and aware of the steps
necessary for sustainable growth paths in their respective covered countries. Engagement is therefore based on country
specificities and analysts will conduct one-on-one calls with issuers in which they ask specific ESG-related questions
around, for example, climate resilience, employment growth strategies and data availability and transparency. In addition,
the Investment Manager has spearheaded more formal engagement with the Emerging Markets Investors Alliance withthe goal of these individual and joint engagements to encourage issuers to consider policy improvements that are beneficial
to long-term sustainability and resilience for the economy and the population.
In terms of reviewing the issuers in the portfolio from an ESG perspective on a regular basis, the frequency of update foreach country depends on its significance in the portfolio and the Benchmark, but ESG scores are reviewed for all countries
under coverage at least twice a year by the Investment Manager's Sovereign ESG Committee, which comprises all
sovereign analysts within the Investment Manager. HDI scoring is calculated at least quarterly, where improvement isdefined as having improved by more than five percentage points in the last ten years.
In identifying and implementing trade ideas based on the preferred allocations, the Investment Manager takes into
consideration investment guidelines, benchmark and risk budget criteria. The Investment Manager will only buy a security
if it satisfies the Fund portfolio’s return objectives and risk parameters, and if a relative value assessment deems the
security to be appropriately priced. Once a position is added, it is monitored daily for its fit in the Fund’s portfolio. A decision
to sell a security is typically prompted by one or more of the following:•

the original thesis has either changed materially or simply has not worked out as expected;•

valuations on a particular issue have improved or deteriorated to a level where trading into another issue
improves the risk and / or return profile; or•macro conditions dictate either adding or reducing exposure to certain sectors or issuers within the portfolio
to express a broader market view.

Leverage and Value at Risk
When FDIs are used, the Fund will be leveraged through the leverage inherent in the use of FDIs.

-

When leverage is calculated as the sum of the notionals of all of the FDIs used, as prescribed by the Central BankUCITS Regulations, the level of the Fund’s leverage is expected to vary between 0% and 200% of its Net Asset
Value.
Leverage may vary over time and higher leverage levels are possible, in particular during periods of significant net
subscriptions or redemptions into the Fund where futures would be used for exposure management. In suchcircumstances, leverage, when calculated as the sum of the notionals of all of the FDIs used, is not expected to
exceed 200% of the Fund’s Net Asset Value at any time.

In order to measure market risk volatility the Fund will use a relative “Value at Risk” methodology (“VaR”) which is anadvanced risk measurement methodology. The VaR approach is a measure of the maximum potential loss due to market
risk rather than leverage. More particularly, the VaR approach measures the maximum potential loss at a given confidence
level (probability) over a specific time period under normal market conditions. The VaR of the Fund will not be greater than
twice the VaR of the Fund’s reference portfolio. The reference portfolio for the purpose of the Fund’s relative VaR
calculation is the FTSE World Government Bond Index. The VaR for the Fund will be calculated daily using a one-tailed
99% confidence level, a 20 day holding period and a one year historical observation period. The Fund shall, at all times,
comply with the limits on levels of market risk measured through the use of the Value at Risk methodology as set out
above.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal and regulatory
requirements in the relevant jurisdiction(s).
Available Unit Classes

138

59571338.2

A

F4

I

X5

Management
Fee

0.75%

0.05%

0.50%

None

Administration,
Depositary andOperating Fee

0.45%(Hedged Classes
0.4625%)

0.18%(Hedged Classes
0.1925%)0.25%

Up to 0.25%(Hedged Classes
up to 0.2625%)

Base Currency

USD

USD

USD

USD

Hedged Class
Available

Class A AUD
Hedged Inc
Monthly3
Class A EUR
Hedged Inc
Monthly3
Class A RMBHedged Inc
Monthly3
Class A SGD
Hedged Inc
Monthly3
Class A AUD
Hedged Acc
Class A SGD
Hedged Acc
Class A RMBHedged Acc

UnhedgedClass Available

Class A EUR Inc
Class A GBP Inc
Class A HKD Inc
Monthly3
Class A USD Inc
Class A USD Inc
Monthly3
Class A USD Acc
Class A HKD Acc

Distribution
Units (Inc)dividend
payment
dates6

Paid twice yearlyno later than 31
January and 31
July in each year³

Minimum
Subscriptionand Holding
Level 1Subsequent
Minimum
Investment 1

Class F CHF Hedged
Acc
Class F CHF Hedged
Inc
Class F EUR Hedged
Acc
Class F EUR Hedged
Inc
Class F GBP Hedged
Acc
Class F GBP Hedged
Inc

Class F EUR Acc
Class F EUR Inc
Class F GBP Acc
Class F GBP Inc
Class F USD Acc
Class F USD Inc

N/AClass I EUR Acc
Class I GBP Acc
Class I GBP Inc
Class I USD Acc

Class X EUR Hedged
Acc
Class X EUR Hedged
Inc
Class X GBP Hedged
Acc
Class X GBP Hedged
Inc

Class X EUR Acc
Class X EUR Inc
Class X GBP Acc
Class X GBP Inc
Class X USD Acc
Class X USD Inc

Paid annually no later than 31 July in each year

USD 5,0002

USD 10,000,0002

USD 2,000,000

At Directors’ discretion

EUR 3,500

EUR 10,000,000

EUR 2,000,000

At Directors’ discretion

GBP 2,500

GBP 10,000,000

GBP 2,000,000

At Directors’ discretion

USD 5002

USD 5002

USD 500

At Directors’ discretion

EUR 500

EUR 500

EUR 500

At Directors’ discretion

GBP 500

GBP 500

GBP 500

At Directors’ discretion

1 Or such lower amount as the Manager may determine at their discretion.
2 AUD, CHF, HKD, RMB or SGD equivalent of the USD amount specified.
3 Distributions in respect of the Inc Monthly classes are paid monthly no later than the last business day in each month.
4 It is intended that Class F Units are only available for subscription at the Manager’s discretion. This Unit Class will beclosed once the Fund hits US$500million in assets. Investors will have 2 years to hit the minimum holding amount or they
will be moved into a Unit Class appropriate for the total investment based on their existing holding amount in the Fund.
5 The annual management fee is subject to a separate agreement with the Investment Manager and is not paid from the

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Net Asset Value of the Class X Unit. Class X Unit may only be issued to investors who have in place an agreement with
the Investment Manager or Manager in relation to the collection of an investment management fee or similar fee
arrangement.
Distributions may be paid out of capital and/or any surplus net income and/or any capital gains less realised andunrealised capital losses.
614059571338.2

ANNEX II
Template pre-contractual disclosure for the financial products referred to in Article 8, paragraphs 1, 2 and 2a, ofRegulation (EU) 2019/2088 and Article 6, first paragraph, of Regulation (EU) 2020/852

Sustainable
investment means
an investment in an
economic activity
that contributes toan environmental orsocial objective,
provided that theinvestment does
not significantly
harm anyenvironmental orsocial objective andthat the investee
companies follow
good governancepractices.
The EU Taxonomy
is a classification
system laid down inRegulation (EU)2020/852,
establishing a list ofenvironmentally
sustainableeconomic
activities. That
Regulation does
not lay down a listof sociallysustainableeconomic activities.
Sustainable
investments with anenvironmental
objective might bealigned with theTaxonomy or not.

Product name: Barings Global Bond Fund

Legal entity identifier: 5493001RC3G3PT80Y747

Environmental and/or social characteristics
Does this financial product have a sustainable investment objective?
☐

☐

☐

☒

Yes

It will make a minimum of sustainable
investments with an environmental
objective: ___%

☐

No

It
promotes
Environmental/
Social(E/S)
characteristics and while it does not have as its
objective a sustainable investment, it will have aminimum proportion of ___% of sustainable investments☐in economic activities that qualify
as environmentally sustainable
under the EU Taxonomy☐

with an environmental objective in economic
activities that qualify as environmentally
sustainable under the EU Taxonomy☐

in economic activities that do not
qualify as environmentally
sustainable under the EU
Taxonomy☐with an environmental objective in economic
activities that do not qualify as environmentally
sustainable under the EU Taxonomy☐

with a social objective

It will make a minimum of sustainable
investments with a social objective:___%☒

It promotes E/S characteristics, but will not make any
sustainable investments

What environmental and/or social characteristics are promoted by this financial product?
The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environmental ("E") and/or social ("S") characteristics.
The E and S current state scores of an asset, (methodology discussed further below) are established by
the Investment Manager using a proprietary industry-based scoring technique. The Investment Manager's
consideration of factors when deriving a score is based on financial materiality and will encompass any
number of E or S characteristics. More detail regarding the methodology is outlined below.
The Fund will also invest at least 75% of the its Net Asset Value in countries that exhibit strong or improving
human development conditions, as measured by the United Nations Human Development Index (“HDI”)
and calculated as an average of the five year period as of two years prior to the investment period. With
quantitative approaches to measuring E and S resilience and performance from sources such as the UN,
World Bank, academic institutions. More detail regarding the methodology is outlined below.
The Fund does not have a reference benchmark that has been designated for the purpose of attaining theenvironmental or social characteristics promoted by it.
14159571338.2

Sustainability
indicators measure
how theenvironmental orsocial characteristics
promoted by thefinancial product are
attained.

 What sustainability indicators are used to measure the attainment of each of the environmental orsocial characteristics promoted by this financial product?
The sustainability indicators used to measure the attainment of the environmental and social
characteristics promoted by the Fund will be:
1.
2.

The percentage of the Fund’s Net Asset Value invested in fixed income instruments of countries
that exhibit positive or improving ESG characteristics; andThe percentage of the Fund’s Net Asset Value in countries that exhibit strong or improving humandevelopment conditions, as measured by the United Nations HDI and calculated as an averageof the five-year period as of two years prior to the investment period

This is approached in both a quantitative and qualitative manner.
Quantitative:
The Investment Manager uses and analyses a proprietary and diverse selection of indicators of a country’s
institutional, social and environmental resilience and performance, and value ones that indicate future
trends. The Investment Manager does this by:•••Gathering various selected indicators pertaining to different ESG dimensions from reliableinternational sources (UN, World Bank, academic institutions).
Carefully shortlisting indicators.
Assessing how the country performs relative to peers and itself over time.

Qualitative:
The Investment Manager assesses the policy framework (i.e., country management, and predictability ofpolicies for sustainable financial performance) by:•••

Visiting countries to take stock of important aspects of political, social and environmental
evolution, and macroeconomic factors. These are often material in driving a country’s
creditworthiness.
Regularly informing its country analysis based on latest data release and policy changes in the
ESG space.
Conducting semi-annual ESG country rating discussions, informed both by indicators andqualitative assessments. These rating decisions are based on in-depth debates aroundgovernance, institutional, social and environmental developments. The diversity of the team’s
background, and its collective personal and historical knowledge of political systems across theworld, provides the Investment Manager with a unique perspective.

 What are the objectives of the sustainable investments that the financial product partially intends
to make and how does the sustainable investment contribute to such objectives?
Not applicable.
How do the sustainable investments that the financial product partially intends to make, notcause significant harm to any environmental or social sustainable investment objective?

Not applicable.

—
Principal adverse
impacts are the mostsignificant negative
impacts ofinvestment decisions onsustainability factors
relating to environmental,social and employee
matters, respect forhuman rights, anti‐
corruption and anti‐
bribery matters.

How have the indicators for adverse impacts on sustainability factors been taken into
account?

Not applicable.

—

How are the sustainable investments aligned with the OECD Guidelines for Multinational
Enterprises and the UN Guiding Principles on Business and Human Rights? Details:
Not applicable.

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The EU Taxonomy sets out a “do not significant harm” principle by which Taxonomy-aligned
investments should not significantly harm EU Taxonomy objectives and is accompanied by specificEU criteria.
The “do no significant harm” principle applies only to those investments underlying the financial
product that take into account the EU criteria for environmentally sustainable economic activities.
The investments underlying the remaining portion of this financial product do not take into accountthe EU criteria for environmentally sustainable economic activities.
Any other sustainable investments must also not significantly harm any environmental or social
objectives.
The Fund does not commit to any minimum level of Taxonomy alignment in their underlying
investments; as such, 0% of the Net Asset Value of the Fund shall be invested in such investments.

Does this financial product consider principal adverse impacts on sustainability factors?
✓

Yes,

☐

No

Principal adverse impact indicators are incorporated in the monitoring and analysis ofsovereign debt that this Fund invests in. The Investment Manager monitors detailed
statistics on carbon intensity of the countries in its investable universe, and has
developed its own proprietary metrics of carbon intensity that it believes are the most
relevant and adequate to assess the performance of Emerging Markets sovereigns in
its investable universe. In addition, the Investment Manager performs detailed social
analysis that allows it to track how Emerging Markets sovereigns perform in terms ofsocial performance. This has led to negative screening and exclusion decisions basedon poor social performance. Another important point is that the Investment Manager
has established an exclusion list composed of countries in which, according to its
assessment, ESG performance is so poor that it will affect any sustainable investmentin the country in the short and medium term. Further detail on the principal adverse
indicators will be available in the annual report.

What investment strategy does this financial product follow?

The investment
strategy guides
investment decisions
based on factors
such as investment
objectives and risk
tolerance.

The Fund will invest primarily in an actively managed globally diversified portfolio which at least 80%
of its Net Asset Value is invested in fixed income instruments. The fixed income instruments in which
the Fund invests may include government bonds, covered bonds, global corporate bonds, notes,
debentures, government obligations and sovereign issues, commercial paper, asset-backed securities(“ABS”), commercial and residential-mortgage backed securities (“CMBS” and “RMBS”) and CoCos.
No more than 10% of the Fund’s Net Asset Value may be invested in CoCos. The Fund may invest in
Investment Grade and up to 20% of the Fund’s Net Asset Value in Sub-Investment Grade fixed income
instruments; up to 25% of its Net Asset Value in collateralised and/or securitised products such as
covered bonds, ABS, CMBS and RMBS; and up to 10% of its Net Asset Value in securities issued
and/or guaranteed by a single sovereign (including its government, a public or local government ofthat country) which is rated Sub-Investment Grade. The Fund’s weighted-average portfolio duration is
expected to be greater than 1 year at all times. The Fund may invest in money market instruments
pending investment of subscription monies or payment of redemption proceeds or for temporary
defensive purposes, where the Investment Manager determines that such holdings are in the bestinterests of Unitholders.
“Sub-Investment Grade” also includes an eligible asset which is not rated by an internationallyrecognised rating agency, but is determined by the Investment Manager in its own assessment of
having credit quality of "BB+" or lower from the ratings agency Standard & Poor's or Fitch, “Ba1” orlower from Moody’s Investor Services, or the equivalent rating of another internationally recognised
rating agency. In the event of split rating, the highest credit rating accredited to the relevant issue will
be deemed the reference credit rating.
The Fund will invest at least 50% of the Fund’s Net Asset Value in fixed income instruments ofcountries that exhibit positive or improving environmental, social and governance (ESG)
characteristics. The Fund will also invest at least 75% of the Fund’s Net Asset Value in countries thatexhibit strong or improving human development conditions, as measured by the United Nations Human
Development Index (HDI) and calculated as the average of the five year period as of two years prior
143

59571338.2

to the investment period. Further detail of the Investment Manager’s ESG policy for the Fund isavailable on the Manager’s website at www.barings.com.
The Fund may also invest in collective investment schemes in accordance with the requirements of
the Central Bank up to a maximum of 10% of the Net Asset Value of the Fund.
The Fund may engage in transactions in FDI principally for investment purposes or for efficient portfolio
management in accordance with the requirements of the Central Bank. When FDIs are used the Fund
will be leveraged through the leverage inherent in the use of FDIs.
The Fund seeks diversification by market sector, industry and issuer. The Investment Manager will
select individual investments based on an analysis of the value of the relevant investments ascompared to other similar investments within the identified industry sectors and geographies which
offer the best risk to reward opportunities. The Investment Manager determines where favourable
value exists based on fundamental, bottom up analysis and assesses this value on a relative basis toother investment alternatives. The Investment Manager reviews country risk through macroeconomic
health and political stability or unrest.
Although the Net Asset Value of the Fund is expressed in US Dollars, the relative attraction of
investments denominated in other currencies is a major consideration of the Investment Manager.
Countries that exhibit positive or improving ESG characteristics are selected through the Investment
Manager’s proprietary research which is supported with the use of third party issuer-specific ESG data;
the approach consists of a threefold analysis determining a government’s capacity and willingness toprovide for its population, its resilience to shocks and its ability to grow sustainably, using both astandard set of indicators and qualitative analysis. For each asset, the Investment Manager examines
the scores of the indicators to determine a country’s sustainability over time and considers relevant
shocks that may have impacted the scoring. These indicators, as well as the Investment Manager’s
specialised country expertise, are placed into the capacity and willingness framework to determine thecountry’s current sustainability as well as potential trends that should be considered from an ESG
perspective. The frequency of update for each country depends on its significance in the portfolio andthe benchmark, but ESG scores are reviewed for all countries under coverage at least twice a year by
the Sovereign ESG Committee, which comprises all sovereign analysts on the Investment Manager’s
team. HDI scoring is calculated at least quarterly, where improvement is defined as having improvedby more than five percentage points in the last ten years.
Issuers that exhibit positive or improving ESG characteristics are selected through the Investment
Manager's proprietary ESG scoring methodology, which is supported with the use of third party issuer
specific ESG data where coverage allows. When assessing an investment, the Investment Manager
will utilise its access to management and financial sponsors in addition to information published byissuers and through access to third party ESG research providers such as MSCI, Sustainalytics and/or
Bloomberg ESG, where coverage allows. This information and interaction enable due diligence to beundertaken on the ESG risk profile of an issuer. For each asset, the Investment Manager analyses anissuer’s ESG credentials over time and consider relevant shocks that may impact the scoring. Topics
considered include environmental (may encompass resource intensity, environmental footprint,
traceability) social (societal impacts of products and services, business ethics, employee satisfaction,
amongst others) and governance (may encompass effectiveness of management boards, credibilityof auditing arrangements and accountability of management, amongst others) to assess screen
issuers where ESG standards are positive or improving. The Investment Manager undertakes ESG
scoring of issuers that are owned or being monitored. ESG scores are compiled based on an analyst
assessment and presented in investment underwriting memos. Issuers are assigned both an ESG
current state score and an ESG outlook score for ESG for environmental, social, and governancecategories. The ESG current state score assess the current sustainability profile of the issuer relative
to the investment universe. ESG outlook scores analyse momentum of the issuer on ESG topics incomparison to sector ESG development. Investee issuers will be considered as being “positive” if they
have a better ESG current state score. Investee issuers will be considered as being “improving” if they
have a moderate ESG current state score and an improving outlook score. The Investment Manager
adopts an active management policy in relation to ESG topics and has a preference to focus on
engagement to improve material issuer transparency and behaviour. Engagement activity may befocused on key ESG credit risk areas.
The Fund also promotes ESG by investing or seeking to positively influence practices to improve ESG
characteristics described in further detail below. In particular, countries that exhibit positive or
improving ESG characteristics are selected through the Investment Manager’s proprietary researchwhich is supported with the use of third party country and issuer-specific ESG data such as MSCIESG, Sustainalytics and Bloomberg ESG, United Nations Human Development Index, Haver
Analytics, the World Bank and the International Monetary Fund. In addition, the Investment Manager
14459571338.2

meets with the relevant issuers in the countries in which it seeks to invest to discuss a range of topics,
including ESG issues, and may also carry out a thorough risk assessment of the relevant country.
For each asset, the Investment Manager examines the scores of the indicators to determine acountry’s sustainability over time and considers relevant shocks that may have impacted the scoring.
Scoring indicators are used to determine whether investee countries exhibit positive or improving ESG
characteristics and focus on government policies including environmental (carbon footprint, ecologicalfootprint, waste management) social (guaranteed minimum income, poverty indices, education
spending) and governance (government effectiveness, fragile states index, statistical capacity)
assessments to screen countries where ESG standards are positive or improving. The approachconsists of a threefold analysis determining a government’s capacity and willingness to provide for:•••its population which is measured through the assessment of public opinions and surveys(such as the OECD satisfaction data, the World Values survey), the effective
redistribution of resources (such as guaranteed minimum incomes thresholds, acommitment on educational spending) and whether a populations basic needs are met(examining data from the Global Multidimensional Poverty Index, the poverty headcountratio);
its resilience to shocks which is measured through the attainment of decreasing
sensitivity to international shocks (such as the implementation of disaster risk
reductions), participating in international efforts (i.e. a signatory to international
conventions and protection of the environment to try and eliminate potential
environmental disasters) and the domestic efforts at preserving the environment (throughthe assessment of internal policies and the execution of such policies); andits ability to grow sustainably which is measured by its stability to grow (examining datafrom the Fragile States Index, the Armed Conflict Location & Event Data project(ACLED)) and the assessment of governing with growth oriented policies.

These indicators, as well as the Investment Manager’s specialised country expertise, are placed into
the Barings sovereign ESG capacity and willingness framework (the "Framework") to determine thecountry’s current sustainability as well as potential trends that should be considered from an ESG
perspective. The Framework's focus is on ESG analysis specific to sovereign credits and forms thebasis for analyst conversations around ESG ratings, as well as more in-depth case studies forparticularly complex or timely credit decisions. Using the Framework, countries are assigned a current
state ESG score assessing the current sustainability profile of the issuer and a trend score analysing
momentum of a country’s performance on environmental, social, and governance categories. Investee
countries will be considered as being “positive” if they have a higher current state rating. Investee
countries will be considered as being “improving” if they have a moderate current state rating and ahigher trend score. Countries with the lowest current state rating cannot be purchased. The HDI
measures the average achievement in key dimensions of human development. Countries with strong
human development conditions represent countries with more developed governance, education, andhealthcare resulting in higher overall human development scores. Countries with improving humandevelopment conditions represent countries with HDI scores which are trending upwards over time.
The Investment Manager also believes that it can use its influence to effect positive change andimprove ESG disclosure through active engagement with issuers and has adopted an active
management policy in relation to ESG topics. The Investment Manager has a preference to focus on
engagement to improve issuer behaviour through arranging meetings with the issuers in which it isseeking to invest. The engagement process is built on robust analyst knowledge around the ESG
challenges specific to each issuer covered. Each analyst is active in the ESG ratings strategy andaware of the steps necessary for sustainable growth paths in their respective covered countries.
Engagement is therefore based on country specificities and analysts will conduct one-on-one callswith issuers in which they ask specific ESG-related questions around, for example, climate resilience,
employment growth strategies and data availability and transparency. In addition, the Investment
Manager has spearheaded more formal engagement with the Emerging Markets Investors Alliancewith the goal of these individual and joint engagements to encourage issuers to consider policy
improvements that are beneficial to long-term sustainability and resilience for the economy and the
population.
In terms of reviewing the issuers in the portfolio from an ESG perspective on a regular basis, thefrequency of update for each country depends on its significance in the portfolio and the Benchmark,but ESG scores are reviewed for all countries under coverage at least twice a year by the Investment
Manager's Sovereign ESG Committee, which comprises all sovereign analysts within the Investment
Manager. HDI scoring is calculated at least quarterly, where improvement is defined as having
improved by more than five percentage points in the last ten years.
In identifying and implementing trade ideas based on the preferred allocations, the Investment
Manager takes into consideration investment guidelines, benchmark and risk budget criteria. The
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59571338.2

Investment Manager will only buy a security if it satisfies the Fund portfolio’s return objectives and risk
parameters, and if a relative value assessment deems the security to be appropriately priced. Once a
position is added, it is monitored daily for its fit in the Fund’s portfolio. A decision to sell a security is
typically prompted by one or more of the following:•

the original thesis has either changed materially or simply has not worked out as
expected;•

valuations on a particular issue have improved or deteriorated to a level where trading
into another issue improves the risk and / or return profile; or•macro conditions dictate either adding or reducing exposure to certain sectors or issuers
within the portfolio to express a broader market view.

What are the binding elements of the investment strategy used to select the investments
to attain each of the environmental or social characteristics promoted by this financial
product?
The Fund has implemented a binding constraint into its investment policy whereby at least 50%
of its Net Asset Value will be invested in assets which exhibit positive or improving E and / or S
characteristics.
The Investment Manager undertakes ESG scoring of issuers that are owned or being monitored.
Proprietary ESG scores are compiled based on an analyst assessment and presented ininvestment underwriting memos and reviewed by investment committees. Issuers are assigned
both an ESG current state score and an ESG outlook score. ESG scores are reassessed asmaterial ESG developments occur, updated in line with issuer reporting cycles andupdated/verified at least semi-annually.
The 1–5 ESG current state scores are aggregated based on sector weightings to give an overall
1-5 ESG current state score. Investee issuers will be considered as being “positive” if they havean overall ESG current state score that is average or better on the scoring scale. Investee issuers
will be considered as being “improving” if they have an overall ESG current state score that is
below average and an improving outlook score.
The Investment Manager excludes issuers that are not approved by the Investment Committee
due to ESG risks identified through investment due diligence and/or the in-house ESG scoringprocess.
The Investment Manager will also invest at least 75% of the Fund’s Net Asset Value in countries
that exhibit strong or improving human development conditions, as measured by the United
Nations Human Development Index (HDI) and calculated as the average of the five year period
as of two years prior to the investment period.

What is the committed minimum rate to reduce the scope of the investments considered
prior to the application of that investment strategy?
Not applicable.

Good governancepractices include
sound management
structures,
employee relations,
remuneration ofstaff and tax
compliance.

What is the policy to assess good governance practices of the investee companies?

The Investment Manager undertakes initial and ongoing due diligence of the governancestructure of issuers. This analysis is presented to investment committees and incorporated into
the governance component of Barings’ ESG scores. The Investment Manager assesses whether
the governance structure is commensurate with the ownership structure of the issuer andanalyses key governance risk factors on a case-by-case basis. Governance risks assessed can
include issuer ownership, the board and management structures, legal and tax compliance,
quality of reporting and audits, employee retention and relations, and staff remuneration. If anissuer is rated 5 (unfavourable) under Barings’ ESG current state score for governance it will beformally excluded for investment. The Investment Manager tracks and monitors governancecontroversies and can take engagement action when they occur. An issuer with a low (butacceptable) governance score would also be tracked for commitments towards improvement overtime as part of the internal ESG scoring process. Where the Investment Manager determines that146

59571338.2

a holding in the Fund's portfolio does not meet its good governance thresholds, the Investment
Manager will engage with the relevant issuer in order to seek to bring it into compliance. If
engagement with the relevant issuer is not deemed appropriate or engagement subsequently
proves unsuccessful, the Investment Manager will consider its position and shall, if necessary
and to the extent possible based upon market conditions and any specific investment
considerations, attempt to divest the holding from the Fund.
What is the asset allocation planned for this financial product?
The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environment ("E") and/or social ("S") characteristics. The "Other" category will comprise of assets(including cash, cash equivalents, hedging instruments and other assets) which are not aligned with
the Fund's E and/or S characteristics and/or have no minimum environmental or social safeguards.
The Investment Manager will also invest at least 75% of the Fund’s Net Asset Value in countries
that exhibit strong or improving human development conditions, as measured by the United Nations
Human Development Index (HDI) and calculated as the average of the five year period as of two
years prior to the investment period.

Asset allocation
describes theshare ofinvestments inspecific assets.

#1 Aligned with E/SCharacteristics
50%

Investments#2 Other50%#1 Aligned with E/S characteristics includes the investments of the financial product used toattain the environmental or social characteristics promoted by the financial product.
#2 Other includes the remaining investments of the financial product which are neither alignedwith the environmental or social characteristic, have no minimum environmental or social
safeguards, nor are qualified as sustainable investments.

Taxonomy-aligned
activities are expressed
as a share of: How does the use of derivatives attain the environmental or social characteristics
promoted by the financial product?

— turnover reflecting

Not applicable.

the share ofrevenue from green
activities of investee
companies— capital
expenditure(CapEx) showing
the green
investments madeby investee
companies, e.g. fora transition to agreen economy.

— operational
expenditure(OpEx) reflecting
green operational
147

59571338.2

activities of investee
companies.
To comply with the
EU Taxonomy, thecriteria for fossil gas
include limitations onemissions andswitching to
renewable power or
low-carbon fuels by
the end of 2035. For
nuclear energy, thecriteria include
comprehensive safety
and wastemanagement rules

To what minimum extent are sustainable investments with an environmental objective alignedwith the EU Taxonomy?

As shown in the graph below, 0% of the Fund’s investments are sustainable investments with anenvironmental objective that align with the EU Taxonomy.
Does the financial product invest in fossil gas and/or nuclear energy related activities thatcomply with the EU Taxonomy7?
Yes:
In fossil gas✓

Enabling activities
directly enable otheractivities to make a
substantial
contribution to an
environmental
objective.

In nuclear energy

No

The two graphs below show in green the minimum percentage of investments that arealigned with the EU Taxonomy. As there is no appropriate methodology to determine theTaxonomy-alignment of sovereign bonds*, the first graph shows the Taxonomy alignment
in relation to all the investments of the financial product including sovereign bonds, while
the second graph shows the Taxonomy alignment only in relation to the investments of thefinancial product other than sovereign bonds.

Transitional
activities areactivities for which
low-carbon
alternatives are not
yet available andamong others havegreenhouse gas
emission levels
corresponding to thebest performance.

1. Taxonomy-alignment of investments
including sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%

2. Taxonomy-alignment of investments
excluding sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%* For the purpose of these graphs, ‘sovereign bonds’ consist of all sovereign exposures.

What is the minimum share of investments in transitional and enabling activities?

Not applicable.
What is the minimum share of sustainable investments with an environmental objectivethat are not aligned with the EU Taxonomy?
aresustainable
investments with anenvironmental
objective that do
not take into
account the criteria
for environmentally

Not applicable.
What is the minimum share of socially sustainable investments?

Not applicable.

7 Fossil gas and/or nuclear related activities will only comply with the EU Taxonomy where they contribute to limiting climate change ("climate change

mitigation") and do not significantly harm any EU Taxonomy objective – see explanatory note in the left hand margin. The full criteria for fossil gas andnuclear energy economic activities that comply with the EU Taxonomy are laid down in Commission Delegated Regulations (EU) 2022/1214.
148

59571338.2

sustainableeconomic activities
under the EU
Taxonomy.

What investments are included under “#2 Other”, what is their purpose and are there
any minimum environmental or social safeguards?
Holdings that qualify as being aligned with E/S characteristics are those that, based on theInvestment Manager's internal rating methodology, are considered to be issuers that exhibit
positive or improving ESG characteristics. Holdings that do not meet this qualification would
be part of the “#2 Other” bucket and would be held in the portfolio due to 1) a weak ESG
starting point with potentially positive catalysts or 2) rate poorly from an ESG perspective but
valuations suggest that the investment offers a strong risk/reward for the portfolio. The
Investment Manager excludes the worst performing ESG performers in the Investment
Manager's universe, per the Investment Manager's in-house ESG ratings process. The
investments included under "#2 Other" also includes cash, cash equivalents and hedging
instruments. Cash and cash equivalents do not affect the promoted environmental and / orsocial characteristics of the Fund. The assessment of issuers and of counterparties for cash
and hedging instruments focusses on the creditworthiness of these parties, which can be
impacted by ESG risks.

Is a specific index designated as a reference benchmark to determine whether thisfinancial product is aligned with the environmental and/or social characteristics thatit promotes?

Reference
benchmarks areindexes to measure
whether the financial
product attains theenvironmental orsocial characteristics
that they promote.

No specific index is designated as a reference benchmark to determine whether the Fundis aligned with the environmental characteristics that it promotes.


How is the reference benchmark continuously aligned with each of theenvironmental or social characteristics promoted by the financial product?
Not applicable.



How is the alignment of the investment strategy with the methodology of theindex ensured on a continuous basis?
Not applicable.

How does the designated index differ from a relevant broad market index?
Not applicable.



Where can the methodology used for the calculation of the designated index
be found?
Not applicable.

wwwWhere can I find more product specific information online?
More product-specific information can be found on the website:
Please see relevant product page for the Fund at https://www.barings.com/enie/institutional/funds/public-fixed-income/barings-global-bond-fund

149

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Barings Global Balanced Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital growth.
The Fund invests in a diversified range of international equities and debt securities (including, without limit, in emerging
markets), generally with a focus on Asian equities. Investments may also be made in cash and in Money Market
Instruments on an ancillary basis (which will be less than 30% of the Fund's Net Asset Value) or where consideredappropriate in light of market conditions.
Equities may include equity-related instruments such as American depository receipts and global depository receipts.
The Fund will primarily invest in securities that are listed or traded on markets and exchanges drawn from the list
contained in Appendix II of the Prospectus.
The debt securities in which the Fund may invest in include both fixed and floating rate bonds issued by governments,
local authorities, public international bodies and corporate issuers, as well as convertible bonds (excluding contingent
convertible bonds). The Fund may invest in Investment Grade debt securities and up 10% of its Net Asset Value in
Sub-Investment Grade debt securities. Where an eligible investment is split-rated, the higher quality rating will apply inorder to determine eligibility for the Fund. Where an eligible asset is not rated by an internationally recognised rating
agency, the Investment Manager may determine its own assessment of credit quality and assign an agency equivalentrating to the asset.
The Fund intends to allocate around 60% of its Net Asset Value in equities and around 40% of its Net Asset Value indebt securities. However, this is an indication only and this allocation may change if the Investment Manager considers
it to be in the interests of the Unitholders to do so.
The Fund may gain long exposure to commodities and property indirectly through the use of exchange traded funds(“ETFs”) or collective investment schemes. The Fund may also invest up to 10% of its Net Asset Value in aggregate incollective investment schemes (including ETFs) in accordance with the requirements of the Central Bank in order togain exposure to a particular country, countries, sector or sectors where, for example, such an investment affords apracticable means of access.
With regard to investment in China, no more than 20% of the Net Asset Value of the Fund may be invested directly or
indirectly in China A shares and B shares at any one time. It is anticipated that this exposure will be obtained either
directly through investment in China A shares listed on the Shanghai Stock Exchange and Shenzhen Stock Exchange
via the Connect Schemes and/or through the QFI regime (as further described in the section of the Prospectus entitled“Investment Policy: General”) or indirectly through investment in other eligible collective investment schemes orparticipation notes.
The Fund may use FDI for efficient portfolio management, which includes hedging.
Strategy
The Investment Manager takes a balanced approach to investing and invests across a wide spectrum of global equities,
bonds, and applies a tactical asset allocation strategy by identifying opportunities that it believes are attractive (based
upon market valuation measures such as price/earnings ratio, price/book ratio, dividend yield, and earnings) andmarkets that have diverged from their view of economic reality (e.g. the valuation of the securities are not reflecting the
intrinsic value), while carefully managing the extent of the risk exposure of the Fund. The Investment Manager will seek
to manage the Fund’s risk exposure by allocating asset classes between equities and bonds and by the diversificationof its portfolio. A balanced investment strategy is a way of combining investments in a portfolio that aims to balancerisk and return.
The Investment Manager’s investment process combines a long term (up to 10 years) asset return forecasting
framework with a shorter term (typically 12-18 months) approach for tactical asset allocation.
The long term asset return forecasting framework aims to identify the relative attractiveness of major asset classes
over a long time horizon. This process is based on what drives asset class returns, namely that long term multi-year
returns tend to be driven by a slowly evolving set of underlying economic factors (such as demographics andproductivity trends), and that shorter term return opportunities which become available as markets are inevitably morevolatile than the underlying economic reality. As long-term returns are often delivered with short term volatility, there isa need for dynamic asset allocation approach to be utilised by the Investment Manager in order to smooth out the return
pattern and capture short term market opportunities if markets deviate meaningfully from their expected long term
returns. The Investment Manager therefore applies a monthly tactical asset allocation process, where fundamental
factors (e.g. GDP, inflation, unemployment, industrial production) as well as technical factors (e.g. capital flows andleverage in the financial system) are analysed to assess the attractiveness of tactical opportunities for the Fund.
The portfolio management team within the Investment Manager meet on a regular basis to review and identify
opportunities across asset classes and markets through multiple research sub-groups. The team analyses and59571338.2
150

discusses a variety of topics, through internal and external research on macroeconomic factors (e.g. GDP growth,
unemployment, inflation) and fundamental market assumptions (i.e. the markets’ expectations for assets’ prices).
Recommendations of these research groups are reviewed and, if approved, the Investment Manager will apply thesetactical ideas in the Fund’s portfolio construction process, where appropriate, whilst maintaining an appropriate overallrisk level for the Fund.
BenchmarkThe Benchmark of the Fund is 36% MSCI World (Total Net Return) Index + 24% MSCI All Country Asia ex-Japan (Total
Net Return) Index + 40% FTSE World Government Bond Index (USD hedged). The Benchmark captures the Fund’s
indicated asset allocation of 60% equity and 40% debt securities, with a focus on Asian equities. The MSCI World Index
tracks the performance of large and medium sized companies from developed countries globally. The MSCI AC Asia
ex-Japan Index tracks the performance of large and medium sized companies from developed and emerging Asian
countries. The FTSE World Government Bond Index tracks the performance of fixed-rate, local currency, investmentgrade sovereign bonds worldwide. The deviation of the Fund’s exposure compared to the Benchmark may be used togive an indication of the risk taken in order to assess the risk exposures of the Fund. The Fund is actively managed
and is not designed to track the Benchmark.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal andregulatory requirements in the relevant jurisdiction(s).
Establishment Costs
The cost of establishing the Fund will be paid by the Investment Manager. The establishment expenses will include
legal, regulatory and listing expenses and initial market registration charges.
Available Unit Classes
A

I

X2

Management Fee

1.00%

0.55%

None

Administration,
Depositary andOperating Fee

0.45%(Hedged Classes
0.4625%)

0.25%

0.25%

Base Currency

USD

USD

USD

Unhedged Class
Available

Class A USD Acc
Class A USD Inc

Class I USD Acc
Class I USD Inc

Class X USD Acc
Class X USD Inc

Hedged Class
Available

Class A RMB Hedged Acc
Class A RMB Hedged Inc

N/A

N/A

Unit Class

Distribution Units(Inc) dividend
payment dates 3

Paid monthly not later than the last Business Day of each month

Minimum Subscriptionand Holding Level 1

USD 1,000

USD 10,000,000

At Directors’ discretion

Subsequent Minimum
Investment 1

USD 500

USD 500

At Directors’ discretion

1 or such lower amount as the Manager may determine at their discretion.
2 The annual management fee is subject to a separate agreement with the Investment Manager and is not paid fromthe Net Asset Value of the Class X Unit. Class X Units may only be issued to investors who have in place an agreementwith the Investment Manager or Manager in relation to the collection of an investment management fee or similar fee
arrangement.
3 Distributions may be paid out of capital and/or any surplus net income and/or any capital gains less realised andunrealised capital losses.

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151

Barings Global Technology Equity Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital growth.
The Fund will seek to achieve its investment objective by investing in equities listed or traded on a wide range ofinternational markets across sectors exposed to technology and communication services. The Fund will invest at least
70% of its Net Asset Value in equities and equity-related securities listed, quoted or traded on global markets, all ofwhich could be in emerging markets.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit positive or improving
ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net Asset Value in equities and equity
related securities of issuers that exhibit less positive ESG characteristics. Further information about the environmental
and social characteristics promoted by the Fund is available in the SFDR Annex appended to the Supplement.
The Fund may invest up to 30% of its Net Asset Value outside of the aforementioned sectors as well as in cash andancillary liquidities.
In order to implement the investment policy, the Fund may gain exposure through American depositary receipts, global
depositary receipts and other equity related securities, including participation notes, structured notes, equity-linked
notes and debt securities convertible into equities (excluding contingent convertible bonds) which will include both fixedand floating rate bonds issued by governments, local authorities, public international bodies and corporate issuers andare of Investment Grade credit quality.
The Fund may also invest up to a maximum of 10% of the Net Asset Value of the Fund in collective investment schemesin accordance with the requirements of the Central Bank.
With regard to investment in China, no more than 10% of the Net Asset Value of the Fund may be invested directly or
indirectly in China A shares or China B shares at any one time. It is anticipated that this exposure will be obtained either
directly through investment in China A shares listed on the Shanghai Stock Exchange and Shenzhen Stock Exchange
via the Connect Schemes (as further described in the section of the Prospectus entitled ‘Investment Policy; General’)or indirectly through investment in other eligible collective investment schemes or participation notes.
The Fund may also invest directly in Russian equities provided they are listed or traded on the Moscow Exchange but
such investments shall not exceed 10% of the Net Asset Value of the Fund.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph 6
GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaning ofsection 2 paragraph 8 GITA.
Strategy
The Investment Manager believes that equity markets contain unrecognised growth potential and seeks to identify thisthrough the analysis of an issuer’s business model whilst incorporating wider ESG trends often referred to as
fundamental analysis. ESG trends may evolve over time and may include environmental footprint, societal impact of
products/services and effectiveness of supervisory/management boards. Equity investment teams at the Investment
Manager utilise a common investment approach, best described as Growth at a Reasonable Price (“GARP”).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market participants byperforming structured fundamental analysis with a disciplined investment process. Based on the region, country or
sector bias of a Fund, analysis of potential growth issuers includes their future financial performance as well as theirbusiness model and management style, while focussing on long-term earnings growth of three to five years. The
Investment Manager values issuers utilising proprietary valuation models that incorporate ESG analysis and macro
considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises, profitability
focused management and strong balance sheets that enable the issuer to execute its business strategy. The
Investment Manager regards these issuers as higher quality as they provide transparency and allow investment
professionals to forecast earnings with greater confidence. This is further strengthened through the incorporation of a
dynamic and forward-looking approach to ESG analysis, with the aim to identify sustainable business practices. Thisempowers the Investment Manager to better assess both the potential risks facing the issuer and the opportunities
presented to it, particularly those not apparent or included in traditional fundamental analysis, and facilitates inpropagating better ESG practices. The Investment Manager believes that ESG integration, a focus on forward-looking
dynamics and active engagement is key to unlocking long-term returns in equity investments.

59571338.2
152Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment Manager’s
proprietary research. Proprietary research is based on issuer knowledge and regular management interaction, whichis the basis to assess each issuer against nine key ESG topics:
•
•
•
•
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes of investee
issuers for improvements or deteriorations toward ESG topics and reflected in the scoring of an issuer’s quality and its
valuation. With respect to issuer valuations, the Investment Manager’s approach allows for ESG research to directly
affect the discount rate (Barings Cost of Equity) applied to its 5-year earnings and dividend forecast for the issuer. By
explicitly quantifying the ESG impact on the valuation of investee issuers, ESG is integrated into decision-making,issuer selection and the management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG behaviour rather
than making a static judgement based on historical ESG practices and is consistent with forward looking analysis andthe intention to reward progress and improvement. Before investing, the Investment Manager considers internal
recommendations regarding growth, quality and valuation, all of which reflect ESG issues and opportunities, alongside
external issuer-specific data. Once invested, the Investment Manager continues to monitor each issuer to ensure thatthe thesis remains intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average quality score,and not exceed a maximum adjustment to its Barings Cost of Equity threshold. The Investment Manager also requiresthat such issuers have good corporate governance, internally assessed with respect to, but not limited to, soundmanagement structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change and improve ESG disclosure
through active engagement with investee issuers. These formal engagements are undertaken to influence (or identify
the need to influence) ESG practices and/or improve ESG public disclosure, which in the opinion of the Investment
Manager, is material to the sustainability of the issuer’s business model, aiming to enhance the performance ofinvestments. Further detail on examples of engagements and the Investment Manager’s Public Equity: ESG Integration& Active Engagement Policy for equity funds, including the Fund, is available on the Investment Manager’s website atwww.barings.com.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal andregulatory requirements in the relevant jurisdiction(s).
Establishment Cost
The cost of establishing the Fund is not expected to exceed USD 30,000 and will be amortised over the first fiveaccounting periods of the Fund, (or such other period as may be determined by the Manager) and in such a manneras the Manager in its absolute discretion deems fair, subject to such adjustment following the establishment of the Fundas the Manager may determine, for the purposes of NAV calculation. The establishment expenses include legal,
regulatory and listing expenses and initial market registration charges.
BenchmarkThe benchmark of the Fund is the Free-float MSCI All Country World Information Technology/Communication Services(Total Net Return) Index (the “Benchmark”). The Benchmark combines IT and Communication Services sectors acrossboth developed and emerging markets, allowing investment from a broad technology opportunity set. The MSCI ACWI
Information Technology Index tracks the performance of large and medium sized companies from developed andemerging countries in the information technology sector. The MSCI ACWI Communications Services Index tracks theperformance of large and medium sized companies from developed and emerging countries in the communication
services sector.
Available Unit Classes
59571338.2
153

A

F13

F24

F35

I

Management Fee

1.50%

0.20%

0.30%

0.40%

0.75%

Administration,
Depositary andOperating Fee

0.45%(HedgedClasses
0.4625%)

0.25%

0.25%

0.25%

0.25%

Base Currency

USD

USD

USD

USD

USD

Unhedged Class
Available

Class A EUR
Acc
Class A EURIncClass A GBP
Acc
Class A GBPIncClass A HKD
Acc
Class A HKDIncClass A USD
Acc
Class A USD
IncClass F1 EUR
Acc
Class F1 EUR
Inc
Class F1 GBP
Acc
Class F1 GBP
Inc
Class F1 HKD
Acc
Class F1 HKD
Inc
Class F1 USD
Acc
Class F1 USD
Inc

Class F2 EUR
Acc
Class F2 EUR
Inc
Class F2 GBP
Acc
Class F2 GBP
Inc
Class F2 HKD
Acc
Class F2 HKD
Inc
Class F2 USD
Acc
Class F2 USD
Inc

Class F3 EUR
Acc
Class F3 EUR
Inc
Class F3 GBP
Acc
Class F3 GBP
Inc
Class F3 HKD
Acc
Class F3 HKD
Inc
Class F3 USD
Acc
Class F3 USD
Inc

Class I EUR
AccClass I EUR Inc
Class I GBP
Acc
Class I GBP Inc
Class I HKD
AccClass I HKD Inc
Class I USD
Acc
Class I USD Inc

Hedged Class
Available

N/A

N/A

N/A

N/A

N/A

Unit Class

Distribution Units(Inc) dividend
payment dates 1

Paid annually no later than 31 July in each year

Minimum
Subscription andHolding Level 2

USD 1,000

USD 5,000,000

USD 5,000,000

USD 5,000,000

USD
10,000,000

Subsequent
Minimum
Investment 2

USD 500

USD 500

USD 500

USD 500

USD 500

1 Distributions may be paid out of capital and/or any surplus net income and/or any capital gains less realised andunrealised capital losses.
2

or such lower amount as the Manager may determine at their discretion. Any increase in the Minimum
Investment/Minimum Holding will be notified to Unitholders in advance.
3 It is intended that Class F1 Units are only available for subscription at the Manager’s discretion when the Net Asset

Value of the Class is less than approximately US$100m. The Manager may, at its discretion, re-open Class F1 Units
to new investors should the Net Asset Value of the Class subsequently fall below approximately US$100m (or in any
other circumstance at its discretion). Unitholders who already hold Units in Class F1 at the time that Class F1 is closed
to new subscriptions may continue to make subsequent subscriptions for as long as they hold Units in Class F1.
4 It is intended that Class F2 Units are only available for subscription at the Manager’s discretion when the Net Asset

Value of the Class is between approximately US$100m and US$250m. The Manager may, at its discretion, re-open
Class F2 Units to new investors should the Net Asset Value of the Class subsequently fall below approximately
US$250m (or in any other circumstance at its discretion). Unitholders who already hold Units in Class F2 at the timethat Class F2 is closed to new subscriptions may continue to make subsequent subscriptions for as long as they hold
Units in Class F2.
5 It is intended that Class F3 Units are only available for subscription at the Manager’s discretion when the Net Asset

Value of the Class is between approximately US$250m and US$500m. The Manager may, at its discretion, re-open
Class F3 Units to new investors should the Net Asset Value of the Class subsequently fall below approximately
US$500m (or in any other circumstance at its discretion). Unitholders who already hold Units in Class F3 at the timethat Class F3 is closed to new subscriptions may continue to make subsequent subscriptions for as long as they hold
Units in Class F3.

59571338.2
154

ANNEX II
Template pre-contractual disclosure for the financial products referred to in Article 8, paragraphs 1, 2 and 2a, ofRegulation (EU) 2019/2088 and Article 6, first paragraph, of Regulation (EU) 2020/852

Sustainable
investment means
an investment in an
economic activity
that contributes toan environmental orsocial objective,
provided that theinvestment does
not significantly
harm anyenvironmental orsocial objective andthat the investee
companies follow
good governancepractices.
The EU Taxonomy
is a classification
system laid down inRegulation (EU)2020/852,
establishing a list ofenvironmentally
sustainableeconomic
activities. That
Regulation does
not lay down a listof sociallysustainableeconomic activities.
Sustainable
investments with anenvironmental
objective might bealigned with theTaxonomy or not.

Product name: Barings Global Technology
Equity Fund

Legal entity identifier: 5493007ILPQF2L47K097

Environmental and/or social characteristics
Does this financial product have a sustainable investment objective?
☐

☐

☐

☒

Yes

It will make a minimum of sustainable
investments with an environmental
objective: ___%

☐

No

It
promotes
Environmental/
Social(E/S)
characteristics and while it does not have as its
objective a sustainable investment, it will have aminimum proportion of ___% of sustainable investments☐in economic activities that qualify
as environmentally sustainable
under the EU Taxonomy☐

with an environmental objective in economic
activities that qualify as environmentally
sustainable under the EU Taxonomy☐

in economic activities that do not
qualify as environmentally
sustainable under the EU
Taxonomy☐with an environmental objective in economic
activities that do not qualify as environmentally
sustainable under the EU Taxonomy☐

with a social objective

It will make a minimum of sustainable
investments with a social objective:___%☒

It promotes E/S characteristics, but will not make any
sustainable investments

What environmental and/or social characteristics are promoted by this financial product?

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environmental ("E") and/or social ("S") characteristics.
The E and S evaluations are established using proprietary research based on issuer knowledge andregular management interaction. For all investment opportunities, a thorough ESG assessment isconducted using a proprietary scorecard of nine ESG topics, and a quality score, management score, and
ESG cost of equity (“CoE”) adjustment is assigned to each investment.
The Fund does not have a reference benchmark that has been designated for the purpose of attaining theenvironmental or social characteristics promoted by it.

Sustainability
indicators measure
how theenvironmental orsocial characteristics
promoted by the What sustainability indicators are used to measure the attainment of each of the environmental orsocial characteristics promoted by this financial product?
The sustainability indicator used to measure the attainment of the environmental and social characteristics
promoted by the Fund will be the percentage of the Fund’s Net Asset Value invested in equities of issuersthat exhibit positive or improving ESG characteristics. Issuers defined as having positive or improving ESG

59571338.2
155financial product are
attained.

characteristics must be assessed as having a higher than average quality score, and not exceed amaximum adjustment to its Barings CoE threshold.
 What are the objectives of the sustainable investments that the financial product partially intends
to make and how does the sustainable investment contribute to such objectives?
Not applicable.
How do the sustainable investments that the financial product partially intends to make, notcause significant harm to any environmental or social sustainable investment objective?

Not applicable.
How have the indicators for adverse impacts on sustainability factors been taken into
account?

—
Principal adverse
impacts are the mostsignificant negative
impacts ofinvestment decisions onsustainability factors
relating to environmental,social and employee
matters, respect forhuman rights, anti‐
corruption and anti‐
bribery matters.

Not applicable.
How are the sustainable investments aligned with the OECD Guidelines for Multinational
Enterprises and the UN Guiding Principles on Business and Human Rights? Details:—

Not applicable.

The EU Taxonomy sets out a “do not significant harm” principle by which Taxonomy-aligned
investments should not significantly harm EU Taxonomy objectives and is accompanied by specificEU criteria.
The “do no significant harm” principle applies only to those investments underlying the financial
product that take into account the EU criteria for environmentally sustainable economic activities.
The investments underlying the remaining portion of this financial product do not take into accountthe EU criteria for environmentally sustainable economic activities.
Any other sustainable investments must also not significantly harm any environmental or social
objectives.

Does this financial product consider principal adverse impacts on sustainability factors?
✓

Yes,

The Investment Manager considers the following principal adverse impacts (PAIs) ofeach investment as part of its proprietary investment process: GHG emissions, carbon
footprint and GHG intensity of investee issuers and exposure to issuers active in thefossil fuel, board gender diversity and exposure to controversial weapons. The
Investment Manager will not directly invest in issuers that violate international
conventions on cluster munitions, antipersonnel mines and chemical and biologicalweapons. The Investment Manager will not knowingly hold securities that are materiallyinvolved in the production, stockpiling and use of these weapons at the time ofinvestment.

The impact of the above indicators is linked to the overall quality score of every issuer
which corresponds with a premium or discount that is added to the CoE (discount rate).
Where through its proprietary research, the Investment Manager identifies a need for apotential or current investee issuer to improve its disclosure or change its behaviour
with regards to a material E, S or governance issue, the Investment Manager will
engage with the issuer on this issue and agree clearly defined remedial objectives to59571338.2
156

be achieved by the issuer. Further information on the PAIs will be available in the annual
report.
☐No

What investment strategy does this financial product follow?

The investment
strategy guides
investment decisions
based on factors
such as investment
objectives and risk
tolerance.

The Fund will seek to achieve its investment objective by investing in equities listed or traded on awide range of international markets across sectors exposed to technology and communication
services. The Fund will invest at least 70% of its Net Asset Value in equities and equity-related
securities listed, quoted or traded on global markets, all of which could be in emerging markets.
The Fund will invest at least 50% of the Fund’ Net Asset Value in equities of issuers that exhibit positiveor improving ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net Asset
Value in equities and equity related securities of issuers that exhibit less positive ESG characteristics.
The Fund may invest up to 30% of its Net Asset Value outside of the aforementioned sectors as wellas in cash and ancillary liquidities.
In order to implement the investment policy, the Fund may gain exposure through American depositary
receipts, global depositary receipts and other equity related securities, including participation notes,
structured notes, equity-linked notes and debt securities convertible into equities (excluding contingent
convertible bonds) which will include both fixed and floating rate bonds issued by governments, local
authorities, public international bodies and corporate issuers and are of Investment Grade credit
quality.
The Fund may also invest up to a maximum of 10% of the Net Asset Value of the Fund in collective
investment schemes in accordance with the requirements of the Central Bank.
With regard to investment in China, no more than 10% of the Net Asset Value of the Fund may beinvested directly or indirectly in China A shares or China B shares at any one time. It is anticipatedthat this exposure will be obtained either directly through investment in China A shares listed on the
Shanghai Stock Exchange and Shenzhen Stock Exchange via the Connect Schemes or indirectly
through investment in other eligible collective investment schemes or participation notes.
The Fund may also invest directly in Russian equities provided they are listed or traded on the Moscow
Exchange but such investments shall not exceed 10% of the Net Asset Value of the Fund.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section
2 paragraph 6 GITA and continuously invests more than 50% of its Net Asset Value in equity
participations within the meaning of section 2 paragraph 8 GITA.
The Investment Manager believes that equity markets contain unrecognised growth potential andseeks to identify this through the analysis of an issuer’s business model whilst incorporating wider
ESG trends often referred to as fundamental analysis. ESG trends may evolve over time and may
include environmental footprint, societal impact of products/services and effectiveness ofsupervisory/management boards. Equity investment teams at the Investment Manager utilise acommon investment approach, best described as Growth at a Reasonable Price (“GARP”).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market
participants by performing structured fundamental analysis with a disciplined investment process.
Based on the region, country or sector bias of a Fund, analysis of potential growth issuers includes
their future financial performance as well as their business model and management style, while
focussing on long-term earnings growth of three to five years. The Investment Manager values issuers
utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises,
profitability focused management and strong balance sheets that enable the issuer to execute its
business strategy. The Investment Manager regards these issuers as higher quality as they provide
transparency and allow investment professionals to forecast earnings with greater confidence. This isfurther strengthened through the incorporation of a dynamic and forward-looking approach to ESG
analysis, with the aim to identify sustainable business practices. This empowers the Investment
Manager to better assess both the potential risks facing the issuer and the opportunities presented toit, particularly those not apparent or included in traditional fundamental analysis, and facilitates inpropagating better ESG practices. The Investment Manager believes that ESG integration, a focus on
forward-looking dynamics and active engagement is key to unlocking long-term returns in equity
investments.

59571338.2
157

Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment
Manager’s proprietary research. Proprietary research is based on issuer knowledge and regularmanagement interaction, which is the basis to assess each issuer against nine key ESG topics:▪

Employee Satisfaction;▪

Resource Intensity;▪

Traceability and/or Security in Supply Chain;▪

Effectiveness of Supervisory and/or Management Board;▪

Credibility of Auditing Arrangements;▪

Transparency and Accountability of Management;▪

Environmental Footprint;▪

Societal Impact of Products and/or Services; and▪

Business Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes
of investee issuers for improvements or deteriorations toward ESG topics and reflected in the scoringof an issuer’s quality and its valuation. With respect to issuer valuations, the Investment Manager’s
approach allows for ESG research to directly affect the discount rate (Barings Cost of Equity) applied
to its 5-year earnings and dividend forecast for the issuer. By explicitly quantifying the ESG impact on
the valuation of investee issuers, ESG is integrated into decision-making, issuer selection and the
management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG
behaviour rather than making a static judgement based on historical ESG practices and is consistent
with forward looking analysis and the intention to reward progress and improvement. Before investing,the Investment Manager considers internal recommendations regarding growth, quality and valuation,
all of which reflect ESG issues and opportunities, alongside external issuer-specific data. Once
invested, the Investment Manager continues to monitor each issuer to ensure that the thesis remains
intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average
quality score, and not exceed a maximum adjustment to its Barings Cost of Equity threshold. The
Investment Manager also requires that such issuers have good corporate governance, internallyassessed with respect to, but not limited to, sound management structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change andimprove ESG disclosure through active engagement with investee issuers. These formal engagements
are undertaken to influence (or identify the need to influence) ESG practices and/or improve ESG
public disclosure, which in the opinion of the Investment Manager, is material to the sustainability of
the issuer’s business model, aiming to enhance the performance of investments.

What are the binding elements of the investment strategy used to select the investments
to attain each of the environmental or social characteristics promoted by this financial
product?
The Fund has implemented a binding constraint into its investment policy whereby at least 50%
of its Net Asset Value will be invested in assets which exhibit positive or improving E and / or S
characteristics.
For all investment opportunities, thorough ESG assessment is conducted using a proprietaryscorecard of nine ESG topics, and a quality score, management score, and ESG CoE adjustment
is assigned to each investment.
1.

2.

Quality Score – The quality score is a rating from 1 to 5 (1 = strong, 5 = weak), which isan expression of our evaluation of an issuer’s franchise, management, and balance
sheet.
Management Score – The management score, which also carries a rating of 1 to 5 (1 =strong, 5 = weak), is an expression of our evaluation of the strength of the issuer’s
management and corporate governance. Issuers with sound management structures,
diverse and accessible executive teams, and remuneration policies aligned with the59571338.2
158

3.

long-term interests of minority shareholders would generally be assigned a stronger
management score.
ESG CoE Adjustment - Finally, each of the nine ESG topics in the proprietary scorecard
is rated as one of the following: Exemplary, Improving, Not Improving, or Unfavourable.
The sum of the nine ratings corresponds with an ESG discount or premium, which isadded to the CoE. The CoE is the rate of return required from the issuer by theInvestment Manager. An Exemplary rating will result in an ESG reduction to the issuer’s
CoE. Conversely, an Unfavourable or Not Improving rating will result in an ESG addition
to the issuer’s CoE.

Pre- and post-trade checks are carried out on a daily basis to ensure the Fund continues to meetthe minimum threshold of 50%.

What is the committed minimum rate to reduce the scope of the investments considered
prior to the application of that investment strategy?
Not applicable.

Good governancepractices include
sound management
structures,
employee relations,
remuneration ofstaff and tax
compliance.

What is the policy to assess good governance practices of the investee companies?

The Investment Manager assesses the corporate governance of issuers, with respect to, but notlimited to, sound management structures, employee relations, remuneration of staff and tax
compliance. An internal management score ranging from 1 (strong) to 5 (weak) is assigned.
Issuers which have a management score of 5 are excluded from the Fund. Where the Investment
Manager determines that a holding in the Fund's portfolio does not meet its good governancethresholds, the Investment Manager will engage with the relevant issuer in order to seek to bringit into compliance. If engagement with the relevant issuer is not deemed appropriate or
engagement subsequently proves unsuccessful, the Investment Manager will consider its positionand shall, if necessary and to the extent possible based upon market conditions and any specificinvestment considerations, attempt to divest the holding from the Fund.

59571338.2
159

What is the asset allocation planned for this financial product?

Asset allocation
describes theshare ofinvestments inspecific assets.

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or
improving environment ("E") and/or social ("S") characteristics. The "Other" category will compriseof assets (including cash, cash equivalents, hedging instruments and other assets) which are notaligned with the Fund's E and/or S characteristics and/or have no minimum environmental orsocial safeguards.

#1 Aligned with E/SCharacteristics
50%

Investments#2 Other50%#1 Aligned with E/S characteristics includes the investments of the financial product used toattain the environmental or social characteristics promoted by the financial product.
#2 Other includes the remaining investments of the financial product which are neither alignedwith the environmental or social characteristic, have no minimum environmental or social
safeguards, nor are qualified as sustainable investments.
Taxonomy-aligned
activities are expressed
as a share of:— turnover reflecting
the share ofrevenue from green
activities of investee
companies

 How does the use of derivatives attain the environmental or social characteristics
promoted by the financial product?
Not applicable.

— capital
expenditure(CapEx) showing
the green
investments madeby investee
companies, e.g. fora transition to agreen economy.

— operational
expenditure(OpEx) reflecting
green operational
activities of investee
companies.
To comply with the
EU Taxonomy, thecriteria for fossil gas
include limitations on

To what minimum extent are sustainable investments with an environmental objective alignedwith the EU Taxonomy?

59571338.2
160

emissions andswitching to
renewable power or
low-carbon fuels by
the end of 2035. For
nuclear energy, thecriteria include
comprehensive safety
and wastemanagement rules

As shown in the graphs below, 0% of the Fund’s investments are sustainable investments with anenvironmental objective that align with the EU Taxonomy.
Does the financial product invest in fossil gas and/or nuclear energy related activities thatcomply with the EU Taxonomy8?
Yes:
In fossil gas☐

Enabling activities
directly enable otheractivities to make a
substantial contribution
to an environmental
objective.

In nuclear energy

No

The two graphs below show in green the minimum percentage of investments that arealigned with the EU Taxonomy. As there is no appropriate methodology to determine theTaxonomy-alignment of sovereign bonds*, the first graph shows the Taxonomy alignment
in relation to all the investments of the financial product including sovereign bonds, while
the second graph shows the Taxonomy alignment only in relation to the investments of thefinancial product other than sovereign bonds.
1. Taxonomy-alignment of investments
including sovereign bonds*

Transitional activities
are activities for which
low-carbon alternatives
are not yet available
and among others havegreenhouse gas
emission levels
corresponding to thebest performance.

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%

2. Taxonomy-alignment of investments
excluding sovereign bonds*

0%
Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%* For the purpose of these graphs, ‘sovereign bonds’ consist of all sovereign exposures.
What is the minimum share of investments in transitional and enabling activities?

Not applicable.
What is the minimum share of sustainable investments with an environmental objectivethat are not aligned with the EU Taxonomy?
aresustainable
investments with anenvironmental
objective that do
not take into
account the criteria
for environmentally
sustainableeconomic activities
under the EU
Taxonomy.

Not applicable.
What is the minimum share of socially sustainable investments?

Not applicable.
What investments are included under “#2 Other”, what is their purpose and are there
any minimum environmental or social safeguards?
Issuers which do not exhibit positive or improving E and / or S characteristics will be includedin the Fund where the Investment Manager, after conducting proprietary fundamental analysis
and taking into account portfolio construction considerations, identifies mispriced investment

8 Fossil gas and/or nuclear related activities will only comply with the EU Taxonomy where they contribute to limiting climate change ("climate change

mitigation") and do not significantly harm any EU Taxonomy objective – see explanatory note in the left hand margin. The full criteria for fossil gas andnuclear energy economic activities that comply with the EU Taxonomy are laid down in Commission Delegated Regulations (EU) 2022/1214.
59571338.2
161

opportunities on a longer term basis, centred on the Investment Manager’s understanding of
the issuer’s strategy and the potential to improve returns and grow earnings. However, theInvestment Manager divests from and does not invest in issuers which have a quality score of
5 – the worst level on the Investment Manager's scale of 1 to 5 – and an ESG-related
modification to the discount rate of +2%.
The investments included under "#2 Other" also includes cash, cash equivalents and hedging
instruments. Cash and cash equivalents do not affect the promoted environmental and / orsocial characteristics of the Fund. The assessment of issuers and of counterparties for cash
and hedging instruments focuses on the creditworthiness of these parties, which can be
impacted by ESG risks.

Is a specific index designated as a reference benchmark to determine whether thisfinancial product is aligned with the environmental and/or social characteristics thatit promotes?

Reference
benchmarks areindexes to measure
whether the financial
product attains theenvironmental orsocial characteristics
that they promote.

Not applicable.



How is the reference benchmark continuously aligned with each of theenvironmental or social characteristics promoted by the financial product?
Not applicable.



How is the alignment of the investment strategy with the methodology of theindex ensured on a continuous basis?
Not applicable.

How does the designated index differ from a relevant broad market index?
Not applicable.



Where can the methodology used for the calculation of the designated index
be found?
Not applicable.

wwwWhere can I find more product specific information online?
More product-specific information can be found on the website:
Please see the relevant product page for the Fund at https://www.barings.com/enie/institutional/funds/public-equities/barings-global-technology-fund

59571338.2
162

Barings China A-Share Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve capital growth through investing in companies established or
operating in the PRC.
The Fund is actively managed and will seek to achieve its investment objective by investing at least 70% of its total
assets in China A shares.
The Fund may also invest in other QFI Permitted Securities (as further described in the section of the Prospectus
entitled 'Investment Policy: General') listed on the PRC stock exchanges, namely the Shanghai Stock Exchange andShenzhen Stock Exchange, via the QFI regime granted by SAFE to the Investment Manager, the Shanghai Hong Kong
Stock Connect scheme or the Shenzhen Hong Kong Stock Connect scheme (as further described in the section of theProspectus entitled “Investment Policies: General”). The Fund may invest in equities or other financial instruments
listed, quoted or traded on any Hong Kong or China stock exchange which have a significant proportion of theirownership, assets or other interests in China. These financial instruments will be B shares listed in China and sharesof Hong Kong listed companies with a Chinese parent.
The Fund may invest in American depositary receipts and global depositary receipts. The Fund may also invest incollective investment schemes in accordance with the requirements of the Central Bank up to a maximum of 10% of
the Net Asset Value of the Fund. The Fund may invest in cash or cash equivalent securities such as time deposits
placed with banks. The Fund will primarily invest in securities that are traded on markets and exchanges drawn fromthe list contained in Appendix II of the Prospectus.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph 6
GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaning ofsection 2 paragraph 8 GITA. The Fund is categorised as an Article 6 fund under the Sustainable Finance Disclosure
Regulation.
Strategy
The Investment Manager believes that equity markets are inefficient (i.e. they do not always correctly value securities)
and seeks to identify these inefficiencies through the analysis of a company’s business model whilst incorporating wider
ESG trends often referred to as fundamental analysis. ESG trends may evolve over time and may include environmental
footprint, societal impact of products/services and effectiveness of supervisory/management boards. Equity investment
teams at the Investment Manager share a common investment approach, best described as Growth at a Reasonable
Price (“GARP”).
GARP seeks to identify reasonably priced growth companies whose qualities are unrecognised by market participantsby performing structured fundamental analysis (as described below) with a disciplined investment process. The
evaluation of growth companies’ includes analysis of their future financial performance as well as their business modeland management style, while focussing on long-term earnings growth of five years to find investment opportunities.
The Investment Manager’s strategy favours companies with well-established or improving business franchises,
profitability focused, minority shareholder friendly management and balance sheets that enable the company to executeits business strategy. The Investment Manager regards these companies as higher quality as they provide transparency
and allow investment professionals to forecast long-term earnings with greater confidence.
Profile of a Typical Investor
The Fund is suitable for retail and professional investors seeking to achieve capital growth through exposure to China,
subject to compliance with applicable legal and regulatory requirements in the relevant jurisdiction(s).
Dealing Day
Each day other than Saturday or Sunday on which banks in both Ireland and the UK are open for business and a dayon which the Shanghai Stock Exchange and Shenzhen Stock Exchange are open (a “Business Day”).
BenchmarkThe benchmark of the Fund is:
Fund
Barings China A-Share FundBenchmark
MSCI China A Onshore (Total Net Return) Index

Description of the Benchmark
59571338.2
163

The MSCI China A Onshore (Total Net Return) Index captures large and mid-cap representation across China
securities listed on the Shanghai and Shenzhen exchanges.
Available Unit Classes
A

F4

I

X5

Management Fee

1.50%

0.25%

0.75%

None

Administration,
Depositary andOperating Fee

0.45%

0.25%

0.25%

0.25%

Base Currency

USD

USD

USD

USD

Class A CHF
Hedged Acc

Class F CHF
Hedged Acc

Class I CHF
Hedged Acc

Class X CHF Hedged
Acc

Class A USD Acc
Class A USD Inc
Class A EUR Acc
Class A EUR Inc
Class A GBP Acc
Class A GBP Inc
Class A HKD Acc
Class A HKD Inc
Class A RMB Acc
Class A RMB Inc

Class F USD
Acc
Class F USDIncClass F EUR
AccClass F EURIncClass F GBP
Acc
Class F GBPIncClass F HKD
AccClass F HKDIncClass F RMB
Acc
Class F RMBIncClass I USD Acc
Class I USD Inc
Class I EUR Acc
Class I EUR Inc
Class I GBP Acc
Class I GBP Inc
Class I HKD Acc
Class I HKD Inc
Class I RMB Acc
Class I RMB Inc

Class X USD Acc
Class X USD Inc
Class X EUR Acc
Class X EUR Inc
Class X GBP Acc
Class X GBP Inc
Class X HKD Acc
Class X HKD Inc
Class X RMB Acc
Class X RMB Inc

Unit Classes

Hedged Class
Available

Unhedged Class
Available

Distribution Units(Inc) dividend
payment dates 1

Minimum
Subscription
andHolding
Level 2

Subsequent
Minimum
Investm
ent 2

Paid annually no later than 31 July in each year

CHF
Classes

CHF 5,000

CHF 5,000

CHF 10,000,000

At Directors’ discretion

EUR
Classes

EUR 3,500

EUR 3,500

EUR 10,000,000

At Directors’ discretion

GBP
Classes

GBP 5,000

GBP 5,000

GBP 10,000,000

At Directors’ discretion

HKD
Classes

USD 5,000 3

USD 5,000 3

USD 10,000,000 3

At Directors’ discretion

RMB
Classes

USD 5,000 3

USD 5,000 3

USD 10,000,000 3

At Directors’ discretion

USD
Classes

USD 5,000

USD 5,000

USD 10,000,000

At Directors’ discretion

CHF
Classes

CHF 500

CHF 500

CHF 500

At Directors’ discretion

EUR
Classes

EUR 500

EUR 500

EUR 500

At Directors’ discretion

GBP
Classes

GBP 500

GBP 500

GBP 500

At Directors’ discretion

59571338.2
164

HKD
Classes

USD 500 3

USD 500 3

USD 500 3

At Directors’ discretion

RMB
Classes

USD 500 3

USD 500 3

USD 500 3

At Directors’ discretion

USD
Classes

USD 500

USD 500

USD 500

At Directors’ discretion

1 Distributions will be paid out of surplus net income and/or any capital gains less realised and unrealised capital losses

attributable to the Fund or Class of the Fund in respect of each Accounting Period.
Distributions will be automatically re-invested in further Units of the Fund unless the Unitholder specifically requests
otherwise.
2

or such lower amount as the Manager may determine at their discretion. Any increase in the Minimum
Investment/Minimum Holding will be notified to Unitholders in advance.
3 HKD or RMB (as applicable) equivalent of the US$ amounts specified.
4

These Classes are generally only available to the affiliates of the Investment Manager at the discretion of theDistributors and otherwise generally only available to non-affiliates of the Investment Manager during the launch phaseof the Fund.
5 The annual management fee is subject to a separate agreement with the Investment Manager and is not paid fromthe Net Asset Value of the Class X Unit. Class X Units may only be issued to investors who have in place an agreementwith the Investment Manager or Manager in relation to the collection of an investment management fee or similar fee
arrangement.

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Barings German Growth Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital growth by investing in Germany.
The Fund will seek to achieve its investment objective by investing at least 75% of its total assets directly and indirectlyin equities and equity related securities (as described below) of companies incorporated in, or exercising thepredominant part of their economic activity in Germany, or quoted or traded on the stock exchanges in Germany.
For the remainder of its total assets, the Fund may invest outside of Germany (however, the Fund will not invest in
emerging markets) as well as in fixed income and cash. The fixed income instruments (which will be used solely forcash management purposes) shall include Investment Grade fixed and floating rate corporate or government bonds,
debentures, convertible instruments (which for the purpose of this Supplement mean convertible bonds, mandatory
convertible bonds and convertible preferred stock), commercial paper, certificates of deposit, banker acceptances. The
Fund will primarily invest in securities that are traded on markets and exchanges drawn from the list contained inAppendix II of the Prospectus.
In order to implement the investment policy, the Fund may gain exposure through equity related securities including
American depositary receipts and global depositary receipts. The Fund may also invest up to 10% of its Net Asset
Value in collective investment schemes.
With the intention that the Fund is eligible to the PEA regime (Plan d’Epargne en Actions equity savings plan) inFrance, the Fund will invest at least 75% of its assets in equities and warrants issued by companies where the head
office is in the European Union (EU) or a European Economic Area (EEC) Country, except Liechtenstein.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph 6
GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaning ofsection 2 paragraph 8 GITA. The Fund is categorised as an Article 6 fund under the Sustainable Finance Disclosure
Regulation.
Strategy
The Investment Manager believes that equity markets are inefficient (i.e. they do not always correctly value securities)
and seeks to identify these inefficiencies through the analysis of a company’s business model whilst incorporating wider
ESG trends often referred to as fundamental analysis. ESG trends may evolve over time and may include environmental
footprint, societal impact of products/services and effectiveness of supervisory/management boards. Equity investment
teams at the Investment Manager share a common investment approach, best described as Growth at a Reasonable
Price (“GARP”).
GARP seeks to identify reasonably priced growth companies whose qualities are unrecognised by market participantsby performing structured fundamental analysis (as described below) with a disciplined investment process. The
evaluation of growth companies’ includes analysis of their future financial performance as well as their business modeland management style, while focusing on long-term earnings growth of three to five years to find investment
opportunities.
The Investment Manager’s strategy favours companies with well-established or improving business franchises,
profitability focused, minority shareholder friendly management and balance sheets that enable the company to executeits business strategy. The Investment Manager regards these companies as higher quality as they provide transparency
and allow investment professionals to forecast earnings with greater confidence. The Investment Manager believes
that this strategy should result in the Fund exhibiting lower volatility over time.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal andregulatory requirements in the relevant jurisdiction(s).
BenchmarkThe benchmark of the Fund is:
Fund
Barings German Growth FundBenchmark
HDAX® (Total Return) Index

Description of the Benchmark

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The HDAX® (Total Return) Index tracks the performance of the 100 most highly capitalised stocks traded on the
Frankfurt Stock Exchange.

Available Unit Classes
Unit Classes
Management Fee

A

B3

I

J3

X4

1.50%

1.50%

0.75%

0.75%

None

0.45%

Administration,
Depositary andOperating Fee
Base Currency

Hedged Class Available

0.25%(HedgedClasses
0.4625%)

0.06%(HedgedClasses
0.2625%)

0.06%

0.25%

EUR

EUR

EUR

EUR

EUR

Class A CHF
Hedged Acc

Class B CHF
Hedged Acc

Class I CHF
Hedged Acc

Class J CHF
Hedged Acc

Class A RMBHedged Acc 5

Class B RMB
Hedged Acc 5

Class I GBPHedged Acc

Class J GBP
Hedged Acc

Class A USD
Hedged Acc

Class B USD
Hedged Acc

Class I GBPHedged Inc

Class J GBP
Hedged Inc

Class I EUR
AccClass J EUR
Acc

Class I EUR Inc

Class J EUR Inc

Class X EUR
Acc

Class I GBP
Acc

Class J GBP
Acc

Class X GBP
Acc

Class I GBP Inc

Class J GBP Inc

Class I USD
Acc

Class J USD
Acc

Class X USD
Acc

Class A EUR Acc Class B EUR Acc

Unhedged Class
Available

Class A EUR Inc

Class B EUR Inc

Class A GBP Acc Class B GBP Acc
Class A GBP Inc

Class B GBP Inc

Class A USD Acc Class B USD Acc

Distribution Units (Inc)dividend payment dates-

Paid annually no later than 31 July in each year

1

Minimum
Subscriptionand Holding
Level 2

Subsequent
Minimum
Investment 2

CHF
Classes

CHF 5,000

CHF 5,000

CHF 10,000,000

CHF 10,000,000-

EURClasses

EUR 5,000

EUR 5,000

EUR
10,000,000

EUR
10,000,000

At Directors’
discretion

GBP
Classes

GBP 1,000

GBP 1,000

GBP
10,000,000

GBP
10,000,000

At Directors’
discretion

RMB
Classes

USD 5,000 6

USD 5,000 6

-

-

-

USD
Classes

USD 5,000

USD 5,000

USD
10,000,000

USD
10,000,000

At Directors’
discretion

CHF
Classes

CHF 1,000

CHF 1,000

CHF 1,000

CHF 1,000-

EUR
Classes

EUR 1,000

EUR 1,000

EUR 1,000

EUR 1,000

At Directors’
discretion

GBP
Classes

GBP 500

GBP 500

GBP 500

GBP 500

At Directors’
discretion

RMB
Classes

USD 2,500 6

USD 2,500 6

-

-

-

USD
Classes

USD 2,500

USD 2,500

USD 2,500

USD 2,500

At Directors’
discretion

1 Distributions will be paid out of surplus net income and/or any capital gains less realised and unrealised capital losses

attributable to the Fund or Class of the Fund in respect of each Accounting Period.
2

or such lower amount as the Manager may determine at their discretion. Any increase in the Minimum
Investment/Minimum Holding will be notified to Unitholders in advance.
3 TheseClasses are generally only available to the affiliates of the Investment Manager at the discretion of theDistributors and otherwise generally only available to non-affiliates of the Investment Manager during the launch phaseof the Fund.
59571338.2
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4 The annual management fee is subject to a separate agreement with the Investment Manager and is not paid fromthe Net Asset Value of the Class X Unit. Class X Units may only be issued to investors who have in place an agreementwith the Investment Manager or Manager in relation to the collection of an investment management fee or similar fee
arrangement.
5 The RMB Hedged Acc Unit Classes are denominated and priced in RMB. All subscriptions and redemptions shouldbe placed in offshore RMB (CNH) and will be settled in offshore RMB (CNH).
6 HKD or RMB

equivalent of the US$ amounts specified.

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Barings Global Dividend Champions Fund
Investment Objective and Policies
The investment objective of the Fund is to generate income together with long-term capital growth through investmentin the securities of issuers worldwide.
The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Value at any one timein equity and equity-related securities (as described further below) of issuers worldwide.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit positive or improving
ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net Asset Value in equities and equity
related securities of issuers that exhibit less positive ESG characteristics. Further information about the environmental
and social characteristics promoted by the Fund is available in the SFDR Annex appended to the Supplement.
In addition, up to 30% of the Net Asset Value of the Fund may be invested in, or provide exposure to:--

debt securities of issuers worldwide. The debt securities in which the Fund may invest may be fixed or floating
rate, issued by governments, supranationals, agencies and issuers. Debt securities may be rated Investment
Grade or Sub-Investment Grade by Standard & Poor’s (S&P) or another internationally recognised rating
agency, or which are, in the opinion of the Manager, of similar credit status or may be unrated. There are no
limits or restrictions on credit rating, maturity or duration of any debt or equity-related security (such as debt
securities convertible into equities) which may be held by the Fund, however, investment in Sub-Investment
Grade debt securities and unrated debt securities together will not exceed 10% of the Net Asset Value of theFund.
cash and ancillary liquidities including deposits, treasury bills, government bonds or short-term Money Market
Instruments, including commercial paper and certificates of deposit, in normal market conditions.

With regard to investment in China, no more than 20% of the Net Asset Value of the Fund at any one time may beinvested directly or indirectly in China A shares and B shares. It is anticipated that this exposure will be obtained either
directly through investment in China A shares listed on the Shanghai Stock Exchange and Shenzhen Stock Exchange
via the Connect Schemes and/or through the QFI Regulations via the Shanghai Hong Kong Stock Connect scheme(as further described in the section of the Prospectus entitled “Investment Policies: General”) or indirectly throughinvestment in other eligible collective investment schemes.
With the exception of permitted investment in unlisted securities, the Fund will primarily invest in securities that arelisted or traded on markets and exchanges drawn from the list contained in Appendix II of the Prospectus.
To assist in achieving the investment objective of the Fund, it may invest in American Depositary Receipts, Global
Depositary Receipts and other equity-related securities including debt securities convertible into equities. Debt
securities convertible into equities, which may also be referred to as convertible bonds, are debt securities that can beconverted into a predetermined amount of the issuer's equity at certain times during its life.
The Fund may gain exposure to the asset classes described above, either directly and/or indirectly such as throughthe use of FDIs, and collective investment schemes including exchange traded funds (ETFs).
The Fund may use FDIs for investment purposes as well as for efficient portfolio management (see section headed“Investments in FDIs” below for a full description of the use of FDIs by the Fund).
As stated above, the Fund may invest either directly or indirectly in open-ended collective investment schemes inaccordance with the requirements of the Central Bank up to a maximum of 10% of the Net Asset Value of the Fund.
Investment in collective investment schemes will include ETFs which are classified as collective investment schemesin accordance with the Central Bank’s requirements. Investment in collective investment schemes will primarily be forthe purposes of obtaining an indirect exposure to issuers worldwide, and the use of money market funds for cash
management purposes.
Subject to the Regulations, the Fund may also invest, up to a maximum of 10% of its Net Asset Value, in the shares ofissuers which are not yet listed but are expected to obtain a stock market quotation within one year.
The minimum investment amount of 70% as referenced above will not apply under extraordinary market conditions, inwhich circumstances investment may be made into asset classes other than those in which the Fund is normallyinvested in order to mitigate the Fund’s exposure to market risk. Examples of extraordinary market conditions include
economic conditions, political risks or world events, high downside risks during uncertainties, or closure of relevantmarket(s) due to unexpected events, such as political unrest, war or bankruptcy of large financial institutions. During
such periods, the Fund may temporarily invest up to 100% of its Net Asset Value in cash, deposits, treasury bills,
government bonds or short-term money market instruments or have substantial holdings in cash and cash equivalents.

59571338.2
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The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph 6
GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaning ofsection 2 paragraph 8 GITA. The Fund is categorised as an Article 8 fund under the Sustainable Finance Disclosure
Regulation.
Strategy
Dividend Champions are those issuers identified by the Investment Manager which have the potential to deliver longterm growth of both income and capital, these issuers are identified using the approach detailed below. The Investment
Manager will seek to identify suitable investments primarily through “fundamental” investment analysis. This relates tothe analysis of issuers, with specific attention paid to the cash flows and earnings which they can reasonably be
expected to generate, in addition to the overall health of their financial profile. Fundamental analysis also includes anassessment of the attractiveness of an investment’s valuation. Where appropriate, fundamental analysis may include
analysis of an issuer’s competitive landscape, its relative power versus its suppliers and customers, the threat fromnew entrants and disruptive forces, the ability for its customers to use substitute goods, and the likely drivers of futureindustry and issuer growth and profitability. In order to assess these factors, the Investment Manager may draw upon
information obtained from issuer reports, accounts, presentations and other issuer filings, industry experts, discoursewith issuer management, and other quantitative and qualitative data provided by internal or external sources. The
Investment Manager also values issuers utilising proprietary valuation models that incorporate ESG analysis and macro
considerations (which include conditions which exist in the economy as a whole rather than in a particular sector or
region and, by way of example, may include gross domestic product, inflation, employment levels, and monetary andfiscal policy).
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises, profitability
focused management and strong balance sheets that enable the issuer to execute its business strategy. The
Investment Manager regards these issuers as higher quality as they provide transparency and allow investment
professionals to forecast earnings with greater confidence. This is further strengthened through the incorporation of a
dynamic and forward-looking approach to ESG analysis, with the aim to identify sustainable business practices. Thisempowers the Investment Manager to better assess both the potential risks facing the issuer and the opportunities
presented to it, particularly those not apparent or included in traditional fundamental analysis, and facilitates inpropagating better ESG practices. The Investment Manager believes that ESG integration, a focus on forward-looking
dynamics and active engagement is key to unlocking long-term returns in equity investments.
Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment Manager’s
proprietary research. Proprietary research is based on issuer knowledge and regular management interaction, whichis the basis to assess each issuer against nine key ESG topics:
•
•
•
•
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes of investee
issuers for improvements or deteriorations toward ESG topics and reflected in the scoring of an issuer’s quality and its
valuation. With respect to issuer valuations, the Investment Manager’s approach allows for ESG research to directly
affect the discount rate (Barings Cost of Equity) applied to its 5-year earnings and dividend forecast for the issuer. By
explicitly quantifying the ESG impact on the valuation of investee issuers, ESG is integrated into decision-making,issuer selection and the management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG behaviour rather
than making a static judgement based on historical ESG practices and is consistent with forward looking analysis andthe intention to reward progress and improvement. Before investing, the Investment Manager considers internal
recommendations regarding growth, quality and valuation, all of which reflect ESG issues and opportunities, alongside
external issuer-specific data. Once invested, the Investment Manager continues to monitor each issuer to ensure thatthe thesis remains intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average quality score,and not exceed a maximum adjustment to its Barings Cost of Equity threshold. The Investment Manager also requiresthat such issuers have good corporate governance, internally assessed with respect to, but not limited to, soundmanagement structures and tax compliance.

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The Investment Manager also believes that it can use its influence to effect positive change and improve ESG disclosure
through active engagement with investee issuers. These formal engagements are undertaken to influence (or identify
the need to influence) ESG practices and/or improve ESG public disclosure, which in the opinion of the Investment
Manager, is material to the sustainability of the issuer’s business model, aiming to enhance the performance ofinvestments. Further detail on examples of engagements and the Investment Manager’s Public Equity: ESG Integration& Active Engagement Policy for equity funds, including the Fund, is available on the Investment Manager’s website atwww.barings.com.
Financial Indices
The Fund may use FDIs to obtain exposure to financial indices as described in the section entitled "Use of FDIs".
These indices include MSCI Indices (including the MSCI World, the MSCI Emerging Market Indices, the MSCI Country
Indices and their sub-indices), FTSE Indices (including the FTSE All-World, the FTSE region and the Country indices)and S&P Dow Jones Indices. Indices offered by other providers may also be used. Any indices will meet Central Bank
requirements.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal andregulatory requirements in the relevant jurisdiction(s).
Distributions
The Manager may distribute to the holders of Units of the relevant Classes such part of any capital gains less realised
and unrealised capital losses attributable to the Fund or out of the capital of the Fund as, in their opinion, is appropriate
to maintain a satisfactory level of distribution in accordance with the terms of the Trust Deed. Investors should refer tothe section entitled “Dividend Policy” of the Prospectus for further details regarding distributions.
BenchmarkThe benchmark of the Fund is:
Fund
Barings Global Dividend Champions FundBenchmark
MSCI World (Total Net Return) Index

Description of the Benchmark
The MSCI World Index tracks the performance of large and medium sized issuers from developed countries globally.

Available Unit Classes
A

F4

I

X5

Management Fee

1.50%

0.30%

0.75%

None

Administration, Depositary
and Operating Fee

0.10%

0.10%

0.10%

0.10%

Base Currency

USD

USD

USD

USD

Class A CHF Acc
Class A CHF Inc
Class A EUR Acc
Class A EUR Inc
Class A USD Acc
Class A USD Inc

Class F CHF Acc
Class F CHF Inc
Class F EUR Acc
Class F EUR Inc
Class F GBP Acc
Class F GBP Inc
Class F USD Acc
Class F USD Inc

Class I CHF Acc
Class I CHF Inc
Class I EUR Acc
Class I EUR Inc
Class I GBP Acc
Class I GBP Inc
Class I USD Acc
Class I USD Inc

Class X EUR Acc
Class X EUR Inc
Class X GBP Acc
Class X GBP Inc
Class X USD Acc
Class X USD Inc

Unit Classes

Unhedged Class Available

Distribution Units (Inc)dividend payment dates 1

Paid quarterly no later than 31 January, 30 April, 31 July and 31 October in eachyear

59571338.2
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MinimumSubscriptionand Holding
Level 2

Subsequent
Minimum
Investment 2

CHF
Classes

USD 5,000 3

USD 5,000,000

USD 10,000,000 3-

EURClasses

EUR 3,500

EUR 5,000,000

EUR 10,000,000

At Directors’
discretion

GBP
Classes-

GBP 5,000,000

GBP 10,000,000

At Directors’
discretion

USD
Classes

USD 5,000

USD 5,000,000

USD 10,000,000

At Directors’
discretion

CHF
Classes

USD 500 3

USD 500 3

USD 500 3-

EUR
Classes

EUR 500

EUR 500

EUR 500

At Directors’
discretion

GBP
Classes-

GBP 500

GBP 500

At Directors’
discretion

USD
Classes

USD 500

USD 500

USD 500

At Directors’
discretion

1 Distributions may be paid out of capital and/or surplus net income and/or any capital gains less realised and unrealised

capital losses attributable to the Fund or Class of the Fund in respect of each Accounting Period. Distributions will be
automatically re-invested in further Units of the Fund unless the Unitholder specifically requests otherwise.
2

or such lower amount as the Manager may determine at their discretion. Any increase in the Minimum
Investment/Minimum Holding will be notified to Unitholders in advance.
3 CHF equivalent of the US$ amounts specified.
4 It is intended that Class F Units are only available for subscription at the Manager’s discretion when the Net Asset

Value of the Class is less than approximately $250m. The Manager may, at its discretion, re-open Class F Units to newinvestors should the Net Asset Value of the Class subsequently fall below approximately $250m (or in any othercircumstance at its discretion). Unitholders who already hold Units in Class F at the time that Class F is closed to new
subscriptions may continue to make subsequent subscriptions for as long as they hold Units in Class F.
5 The annual management fee is subject to a separate agreement with the Investment Manager and is not paid fromthe Net Asset Value of the Class X Unit. Class X Units may only be issued to investors who have in place an agreementwith the Investment Manager or Manager in relation to the collection of an investment management fee or similar fee
arrangement.

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ANNEX II
Template pre-contractual disclosure for the financial products referred to in Article 8, paragraphs 1, 2
and 2a, of Regulation (EU) 2019/2088 and Article 6, first paragraph, of Regulation (EU) 2020/852

Sustainable
investment means
an investment in an
economic
activitythat contributes toan environmental orsocialobjective,
provided that theinvestment does not
significantly harm
any environmental
or social objective
and
that
the
investee companies
follow
good
governancepractices.
The EU Taxonomy
is a classification
system laid down inRegulation(EU)
2020/852,
establishing a list ofenvironmentally
sustainableeconomic
activities.
That
Regulation does not
lay down a list ofsocially sustainableeconomic activities.
Sustainable
investments with anenvironmental
objective might bealigned with theTaxonomy or not.

Product
name:Barings
Dividend Champions Fund

GlobalLegal entity identifier: 5493004MQK6DDHE96378

Environmental and/or social characteristics
Does this financial product have a sustainable investment objective?
☐

☐

☐

☒

Yes

It will make a minimum of sustainable
investments with an environmental
objective: ___%

☐

No

It
promotes
Environmental/
Social(E/S)
characteristics and while it does not have as its
objective a sustainable investment, it will have aminimum proportion of ___% of sustainable investments☐in economic activities that qualify
as environmentally sustainable
under the EU Taxonomy☐

with an environmental objective in economic
activities that qualify as environmentally
sustainable under the EU Taxonomy☐

in economic activities that do not
qualifyasenvironmentally
sustainable under the EU
Taxonomy☐with an environmental objective in economic
activities that do not qualify as environmentally
sustainable under the EU Taxonomy☐

with a social objective

It will make a minimum of sustainable
investments with a social objective:___%☒

It promotes E/S characteristics, but will not make any
sustainable investments

What environmental and/or social characteristics are promoted by this financial product?

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environmental ("E") and/or social ("S") characteristics.
The E and S evaluations are established using proprietary research based on issuer knowledge andregular management interaction. For all investment opportunities, a thorough ESG assessment isconducted using a proprietary scorecard of nine ESG topics, and a quality score, management score, and
ESG cost of equity (“CoE”) adjustment is assigned to each investment.
The Fund does not have a reference benchmark that has been designated for the purpose of attaining theenvironmental or social characteristics promoted by it.

Sustainability
indicators measurehowtheenvironmentalorsocial characteristics
promotedbythefinancial product are
attained.

What sustainability indicators are used to measure the attainment of each of the environmental orsocial characteristics promoted by this financial product?
The sustainability indicator used to measure the attainment of the environmental and social characteristics
promoted by the Fund will be the percentage of the Fund’s Net Asset Value invested in equities of issuersthat exhibit positive or improving ESG characteristics. Issuers defined as having positive or improving ESG
characteristics must be assessed as having a higher than average quality score, and not exceed amaximum adjustment to its Barings CoE threshold.

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What are the objectives of the sustainable investments that the financial product partially intends tomake and how does the sustainable investment contribute to such objectives?
Not applicable.

How do the sustainable investments that the financial product partially intends tomake, not cause significant harm to any environmental or social sustainable
investment objective?
Not applicable.

How have the indicators for adverse impacts on sustainability factors been taken
into account?

—Principal
adverseimpacts are the mostsignificant
negative
impactsofinvestment decisions
on sustainability factors
relating
toenvironmental, social
andemployeematters, respect forhuman rights, anti‐
corruption and anti‐
bribery matters.

Not applicable.

How are the sustainable investments aligned with the OECD Guidelines forMultinational Enterprises and the UN Guiding Principles on Business and Human
Rights? Details:—

Not applicable.

The EU Taxonomy sets out a “do not significant harm” principle by which Taxonomyaligned investments should not significantly harm EU Taxonomy objectives and isaccompanied by specific EU criteria.
The “do no significant harm” principle applies only to those investments underlying thefinancial product that take into account the EU criteria for environmentally sustainableeconomic activities. The investments underlying the remaining portion of this financial
product do not take into account the EU criteria for environmentally sustainable economic
activities.
Any other sustainable investments must also not significantly harm any environmental orsocial objectives.

Does this financial product consider principal adverse impacts on sustainability factors?

✓

Yes,

The Investment Manager considers the following principal adverse impacts (PAIs) ofeach investment as part of its proprietary investment process: GHG emissions, carbon
footprint and GHG intensity of investee issuers and exposure to issuers active in thefossil fuel, board gender diversity and exposure to controversial weapons. The
Investment Manager will not directly invest in issuers that violate international
conventions on cluster munitions, antipersonnel mines and chemical and biologicalweapons. The Investment Manager will not knowingly hold securities that are materiallyinvolved in the production, stockpiling and use of these weapons at the time ofinvestment.
The impact of the above indicators is linked to the overall quality score of every issuer
which corresponds with a premium or discount that is added to the CoE (discount rate).
Where through its proprietary research, the Investment Manager identifies a need for apotential or current investee issuer to improve its disclosure or change its behaviour
with regards to a material E, S or governance issue, the Investment Manager will
engage with the issuer on this issue and agree clearly defined remedial objectives tobe achieved by the issuer. Further information on the PAIs will be available in the annual
report.

59571338.2
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☐

No

What investment strategy does this financial product follow?

The investment
strategy guides
investment decisions
based on factors
such as investment
objectives and risk
tolerance.

The Fund will seek to achieve its investment objective by investing at least 70% of its Net Asset Valueat any one time in equity and equity-related securities (as described further below) of issuers
worldwide.
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit
positive or improving ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net
Asset Value in equities and equity related securities of issuers that exhibit less positive ESG
characteristics.
In addition, up to 30% of the Net Asset Value of the Fund may be invested in, or provide exposure to:--

debt securities of issuers worldwide. The debt securities in which the Fund may invest may
be fixed or floating rate, issued by governments, supranationals, agencies and issuers. Debt
securities may be rated Investment Grade or Sub-Investment Grade by Standard & Poor’s(S&P) or another internationally recognised rating agency, or which are, in the opinion of theManager, of similar credit status or may be unrated. There are no limits or restrictions on
credit rating, maturity or duration of any debt or equity-related security (such as debt securities
convertible into equities) which may be held by the Fund, however, investment in SubInvestment Grade debt securities and unrated debt securities together will not exceed 10%of the Net Asset Value of the Fund.
cash and ancillary liquidities including deposits, treasury bills, government bonds or shortterm Money Market Instruments, including commercial paper and certificates of deposit, innormal market conditions.

With regard to investment in China, no more than 20% of the Net Asset Value of the Fund at any one
time may be invested directly or indirectly in China A shares and B shares. It is anticipated that thisexposure will be obtained either directly through investment in China A shares listed on the Shanghai
Stock Exchange and Shenzhen Stock Exchange via the Connect Schemes and/or through the QFIRegulations via the Shanghai Hong Kong Stock Connect scheme or indirectly through investment inother eligible collective investment schemes.
With the exception of permitted investment in unlisted securities, the Fund will primarily invest in
securities that are listed or traded on markets and exchanges drawn from the list contained in Appendix
II of the Prospectus.
To assist in achieving the investment objective of the Fund, it may invest in American Depositary
Receipts, Global Depositary Receipts and other equity-related securities including debt securities
convertible into equities. Debt securities convertible into equities, which may also be referred to as
convertible bonds, are debt securities that can be converted into a predetermined amount of theissuer's equity at certain times during its life.
The Fund may gain exposure to the asset classes described above, either directly and/or indirectly
such as through the use of FDIs, and collective investment schemes including exchange traded funds(ETFs).
The Fund may use FDIs for investment purposes as well as for efficient portfolio management.
As stated above, the Fund may invest either directly or indirectly in open-ended collective investment
schemes in accordance with the requirements of the Central Bank up to a maximum of 10% of the Net
Asset Value of the Fund. Investment in collective investment schemes will include ETFs which areclassified as collective investment schemes in accordance with the Central Bank’s requirements.
Investment in collective investment schemes will primarily be for the purposes of obtaining an indirect
exposure to issuers worldwide, and the use of money market funds for cash management purposes.
Subject to the Regulations, the Fund may also invest, up to a maximum of 10% of its Net Asset Value,in the shares of issuers which are not yet listed but are expected to obtain a stock market quotation
within one year.
The minimum investment amount of 70% as referenced above will not apply under extraordinary
market conditions, in which circumstances investment may be made into asset classes other thanthose in which the Fund is normally invested in order to mitigate the Fund’s exposure to market risk.
Examples of extraordinary market conditions include economic conditions, political risks or world
events, high downside risks during uncertainties, or closure of relevant market(s) due to unexpected
events, such as political unrest, war or bankruptcy of large financial institutions. During such periods,
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the Fund may temporarily invest up to 100% of its Net Asset Value in cash, deposits, treasury bills,
government bonds or short-term money market instruments or have substantial holdings in cash andcash equivalents.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section
2 paragraph 6 GITA and continuously invests more than 50% of its Net Asset Value in equity
participations within the meaning of section 2 paragraph 8 GITA.
Dividend Champions are those issuers identified by the Investment Manager which have the potential
to deliver long term growth of both income and capital, these issuers are identified using the approachdetailed below. The Investment Manager will seek to identify suitable investments primarily through“fundamental” investment analysis. This relates to the analysis of issuers, with specific attention paid
to the cash flows and earnings which they can reasonably be expected to generate, in addition to theoverall health of their financial profile. Fundamental analysis also includes an assessment of theattractiveness of an investment’s valuation. Where appropriate, fundamental analysis may include
analysis of an issuer’s competitive landscape, its relative power versus its suppliers and customers,
the threat from new entrants and disruptive forces, the ability for its customers to use substitute goods,
and the likely drivers of future industry and issuer growth and profitability. In order to assess thesefactors, the Investment Manager may draw upon information obtained from issuer reports, accounts,
presentations and other issuer filings, industry experts, discourse with issuer management, and otherquantitative and qualitative data provided by internal or external sources. The Investment Manager
also values issuers utilising proprietary valuation models that incorporate ESG analysis and macro
considerations (which include conditions which exist in the economy as a whole rather than in aparticular sector or region and, by way of example, may include gross domestic product, inflation,
employment levels, and monetary and fiscal policy).
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises,
profitability focused management and strong balance sheets that enable the issuer to execute its
business strategy. The Investment Manager regards these issuers as higher quality as they provide
transparency and allow investment professionals to forecast earnings with greater confidence. This isfurther strengthened through the incorporation of a dynamic and forward-looking approach to ESG
analysis, with the aim to identify sustainable business practices. This empowers the Investment
Manager to better assess both the potential risks facing the issuer and the opportunities presented toit, particularly those not apparent or included in traditional fundamental analysis, and facilitates inpropagating better ESG practices. The Investment Manager believes that ESG integration, a focus on
forward-looking dynamics and active engagement is key to unlocking long-term returns in equity
investments.
Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment
Manager’s proprietary research. Proprietary research is based on issuer knowledge and regularmanagement interaction, which is the basis to assess each issuer against nine key ESG topics:
•
•
•
•
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes
of investee issuers for improvements or deteriorations toward ESG topics and reflected in the scoringof an issuer’s quality and its valuation. With respect to issuer valuations, the Investment Manager’s
approach allows for ESG research to directly affect the discount rate (Barings Cost of Equity) applied
to its 5-year earnings and dividend forecast for the issuer. By explicitly quantifying the ESG impact on
the valuation of investee issuers, ESG is integrated into decision-making, issuer selection and the
management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG
behaviour rather than making a static judgement based on historical ESG practices and is consistent
with forward looking analysis and the intention to reward progress and improvement. Before investing,the Investment Manager considers internal recommendations regarding growth, quality and valuation,
all of which reflect ESG issues and opportunities, alongside external issuer-specific data. Once
invested, the Investment Manager continues to monitor each issuer to ensure that the thesis remains

59571338.2
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intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average
quality score, and not exceed a maximum adjustment to its Barings Cost of Equity threshold. The
Investment Manager also requires that such issuers have good corporate governance, internallyassessed with respect to, but not limited to, sound management structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change andimprove ESG disclosure through active engagement with investee issuers. These formal engagements
are undertaken to influence (or identify the need to influence) ESG practices and/or improve ESG
public disclosure, which in the opinion of the Investment Manager, is material to the sustainability of
the issuer’s business model, aiming to enhance the performance of investments.

What are the binding elements of the investment strategy used to select theinvestments to attain each of the environmental or social characteristics
promoted by this financial product?
The Fund has implemented a binding constraint into its investment policy whereby at least 50%
of its Net Asset Value will be invested in assets which exhibit positive or improving E and / or S
characteristics.
For all investment opportunities, thorough ESG assessment is conducted using a proprietaryscorecard of nine ESG topics, and a quality score, management score, and ESG CoE adjustment
is assigned to each investment.
1.
Quality Score – The quality score is a rating from 1 to 5 (1 = strong, 5 = weak), which isan expression of our evaluation of an issuer’s franchise, management, and balance sheet.
2.
Management Score – The management score, which also carries a rating of 1 to 5 (1 =strong, 5 = weak), is an expression of our evaluation of the strength of the issuer’s management
and corporate governance. Issuers with sound management structures, diverse and accessible
executive teams, and remuneration policies aligned with the long-term interests of minority
shareholders would generally be assigned a stronger management score.
3.
ESG CoE Adjustment - Finally, each of the nine ESG topics in the proprietary scorecard
is rated as one of the following: Exemplary, Improving, Not Improving, or Unfavourable. The sumof the nine ratings corresponds with an ESG discount or premium, which is added to the CoE.
The CoE is the rate of return required from the issuer by the Investment Manager. An Exemplary
rating will result in an ESG reduction to the issuer’s CoE. Conversely, an Unfavourable or Not
Improving rating will result in an ESG addition to the issuer’s CoE.
Pre- and post-trade checks are carried out on a daily basis to ensure the Fund continues to meetthe minimum threshold of 50%.

59571338.2
177

What is the committed minimum rate to reduce the scope of the investments
considered prior to the application of that investment strategy?
Not applicable.
Good
governancepractices
includesoundmanagement
structures,
employeerelations,
remuneration
of
staff
and
tax
compliance.

What is the policy to assess good governance practices of the investee
companies?
The Investment Manager assesses the corporate governance of issuers, with respect to, but notlimited to, sound management structures, employee relations, remuneration of staff and tax
compliance. An internal management score ranging from 1 (strong) to 5 (weak) is assigned.
Issuers which have a management score of 5 are excluded from the Fund.
Where the Investment Manager determines that a holding in the Fund's portfolio does not meetits good governance thresholds, the Investment Manager will engage with the relevant issuer inorder to seek to bring it into compliance. If engagement with the relevant issuer is not deemed
appropriate or engagement subsequently proves unsuccessful, the Investment Manager willconsider its position and shall, if necessary and to the extent possible based upon market
conditions and any specific investment considerations, attempt to divest the holding from theFund.

What is the asset allocation planned for this financial product?

Asset
allocation
describes
the
share
of
investments
in
specific assets.

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environment ("E") and/or social ("S") characteristics. The "Other" category will comprise of assets(including cash, cash equivalents, hedging instruments and other assets) which are not aligned with
the Fund's E and/or S characteristics and/or have no minimum environmental or social safeguards.

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178

#1 Aligned with E/SCharacteristics
50%

Investments#2 Other50%#1 Aligned with E/S characteristics includes the investments of the financial product used to attainthe environmental or social characteristics promoted by the financial product.
#2 Other includes the remaining investments of the financial product which are neither aligned withthe environmental or social characteristic, have no minimum environmental or social safeguards,
nor are qualified as sustainable investments.
Taxonomy-aligned
activities are expressed
as a share of:— turnover reflecting
the share of revenue
from green activitiesofinvesteecompanies

How does the use of derivatives attain the environmental or social characteristics
promoted by the financial product?
Not applicable.

— capital
expenditure(CapEx)showingthegreen
investments madebyinvesteecompanies, e.g. fora transition to agreen economy.

— operational
expenditure(OpEx)
reflecting
green operational
activities of investee
companies.

To comply with the EU
Taxonomy, the criteria
for fossil gas include
limitationsonemissionsandswitchingtoTo what minimum extent are sustainable investments with an environmental objective alignedwith the EU Taxonomy?
As shown in the graphs below, 0% of the Fund’s investments are sustainable investments with anenvironmental objective that align with the EU Taxonomy.

59571338.2
179renewable power or
low-carbon fuels by
the end of 2035. For
nuclear energy, thecriteria
includecomprehensive safety
and
waste
management rules

Does the financial product invest in fossil gas and/or nuclear energy related activities thatcomply with the EU Taxonomy9?
Yes:
In fossil gas✓

Enabling activities
directly enable otheractivities to make a
substantial
contribution to an
environmental
objective.

Transitional
activities
areactivities for which
low-carbon
alternatives are not
yet available andamong others havegreenhousegasemissionlevelscorresponding to thebest performance.

In nuclear energy

No

The two graphs below show in green the minimum percentage of investments that arealigned with the EU Taxonomy. As there is no appropriate methodology to determine theTaxonomy-alignment of sovereign bonds*, the first graph shows the Taxonomy alignment
in relation to all the investments of the financial product including sovereign bonds, while
the second graph shows the Taxonomy alignment only in relation to the investments of thefinancial product other than sovereign bonds.
1. Taxonomy-alignment of investments
including sovereign bonds*

2. Taxonomy-alignment of investments
excluding sovereign bonds*

0%0%
Taxonomy-aligned(no fossil gas &nuclear)

Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

100%

Non Taxonomyaligned

100%* For the purpose of these graphs, ‘sovereign bonds’ consist of all sovereign exposures.

What is the minimum share of investments in transitional and enabling
activities?

Not applicable.

What is the minimum share of sustainable investments with an environmental
objective that are not aligned with the EU Taxonomy?
aresustainable
investmentswith an environmental
objective
that
do
not
take
into
account the criteria
forenvironmentally
sustainableeconomic
activities
under
the
EU
Taxonomy.

Not applicable.

What is the minimum share of socially sustainable investments?

Not applicable.

What investments are included under “#2 Other”, what is their purpose andare there any minimum environmental or social safeguards?
Issuers which do not exhibit positive or improving E and / or S characteristics will be includedin the Fund where the Investment Manager, after conducting proprietary fundamental analysis
and taking into account portfolio construction considerations, identifies mispriced investment
opportunities on a longer term basis, centred on the Investment Manager’s understanding of

9 Fossil gas and/or nuclear related activities will only comply with the EU Taxonomy where they contribute to limiting climate change ("climate change

mitigation") and do not significantly harm any EU Taxonomy objective – see explanatory note in the left hand margin. The full criteria for fossil gas andnuclear energy economic activities that comply with the EU Taxonomy are laid down in Commission Delegated Regulations (EU) 2022/1214.
59571338.2
180the issuer’s strategy and the potential to improve returns and grow earnings. However, theInvestment Manager divests from and does not invest in issuers which have a quality score of
5 – the worst level on the Investment Manager's scale of 1 to 5 – and an ESG-related
modification to the discount rate of +2%.
The investments included under "#2 Other" also includes cash, cash equivalents and hedging
instruments. Cash and cash equivalents do not affect the promoted environmental and / orsocial characteristics of the Fund. The assessment of issuers and of counterparties for cash
and hedging instruments focuses on the creditworthiness of these parties, which can be
impacted by ESG risks.

Is a specific index designated as a reference benchmark to determine
whether this financial product is aligned with the environmental and/or
social characteristics that it promotes?

Reference
benchmarksareindexes to measure
whether the financial
product attains theenvironmentalorsocial characteristics
that they promote.

Not applicable.

How is the reference benchmark continuously aligned with each of theenvironmental or social characteristics promoted by the financial
product?
Not applicable.

How is the alignment of the investment strategy with the methodologyof the index ensured on a continuous basis?
Not applicable.

How does the designated index differ from a relevant broad market
index?
Not applicable.

Where can the methodology used for the calculation of the designatedindex be found?
Not applicable.

wwwWhere can I find more product specific information online?
More product-specific information can be found on the website:
Please see the relevant product page for the Fund at https://www.barings.com/enie/institutional/funds/public-equities/barings-global-dividend-champions-fund

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Barings Global Equity Allocation Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital growth by investing in equities listed or tradedin markets globally.
The Fund is actively managed and seeks to achieve its investment objective by investing at least 70% of its total
assets directly and indirectly in equities and equity-related securities (as described below) of companies which areconstituents of the MSCI All Country World (Total Net Return) Index (the “Benchmark”). The Fund seeks tooutperform the Benchmark. The Fund’s exposure to emerging markets may exceed 20% of its Net Asset Value.
For the purposes of this paragraph, total assets exclude cash and ancillary liquidities.
The Fund will primarily invest in securities that are traded on markets and exchanges drawn from the list containedin Appendix II of the Prospectus.
In order to implement the investment policy, the Fund may gain indirect exposure through equity-related securities,
such as American depositary receipts and global depositary receipts. Investment may also be made in cash andancillary liquidities such as deposits, treasury bills or short-term Money Market Instruments, including commercial
paper and certificates of deposit, in normal market conditions.
The Fund may also invest up to 10% of its Net Asset Value in collective investment schemes in accordance withrequirements of the Central Bank.
The Fund may invest directly in China A shares via Shanghai/Shenzhen Stock Connect, or indirectly in China A
shares and B shares through investment in other eligible collective investment schemes or participation notes.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph
6 GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaningof section 2 paragraph 8 GITA. The Fund is categorised as an Article 6 fund under the Sustainable Finance
Disclosure Regulation.
Strategy
The Fund seeks to identify investment opportunities through the use of top-down country, sector and style allocation.
Country and sector top-down choices are based on major economic and fundamental factors. Style allocation
choices are based on the growth, value, income, size, momentum or quality characteristics of equities. By way of
example, an income style favours investments that generate income by offering a stream (usually quarterly) ofdividend payments and a growth style favours investments that have the potential to show above average growth.
The Investment Manager may prefer one or more style criteria, based on its assessment of the economic cycle atany given time.
Qualitative and quantitative research is undertaken to identify those equity markets and equity sectors that theInvestment Manager expects to produce above-average investment performance. Qualitative analysis is used by
the Investment Manager to assess economic growth, to forecast future interest rates and exchange rates, andanticipate changes in asset valuations. Traditional fundamental analysis of corporate profitability, cash flow andlevels of debt at a country and sector level is a key factor in this qualitative analysis; this data is analysed and an‘overall’ quantitative score assigned to each country and sector, which are then ranked. This ranking is used as arecommended criteria for identifying best and worst investment opportunities. The Investment Manager will combine
the two approaches (qualitative and quantitative) to reach a conclusion on the countries and sectors in which toinvest.
Profile of a Typical Investor
The Fund is suitable for retail and professional investors seeking to achieve capital growth through exposure to
global equities, subject to compliance with applicable legal and regulatory requirements in the relevant
jurisdiction(s).
BenchmarkThe benchmark of the Fund is:
Fund
Barings Global Equity Allocation FundBenchmark
MSCI All Country World (Total Net Return) Index

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182

Description of the Benchmark
The Benchmark captures large and mid-cap representation and, as at the date of this Supplement, capturesapproximately 85% of global investable equities. The Benchmark is designed to measure the equity market
performance of developed and emerging markets. Investors should note that the Fund does not intend to track
the Index. Further information on the Index can be found at https://www.msci.com/acwi.
Benchmark Regulation
The Benchmark used by the Fund is provided by an administrator who is included in the register referred to in
Regulation (EU) 2016/1011 on indices used as benchmarks in financial instruments and financial contracts or tomeasure the performance of investment funds (the “Benchmark Regulation”). Investors should note that, in
accordance with the requirements of the Benchmark Regulation, the Manager has adopted an index contingency
plan to set out the actions which the Manager would take in the event that the Benchmark used by the Fundmaterially changes or ceases to be provided (the “Index Contingency Plan”). Actions taken by the Manager on
the foot of the Index Contingency Plan may result in changes to the investment objective or investment policy of
the Fund and any such changes will be implemented in accordance with the requirements of the Central Bank andthe terms of the Prospectus.
Available Unit Classes
A

I

X4

Management Fee

0.75%

0.50%

None

Administration,
Depositary andOperating Fee

0.25%(Hedged Classes
0.2625%)

0.25%(Hedged Classes
0.2625%)

0.25%(Hedged Classes
0.2625%)

Base Currency

USD

USD

USD

Hedged Class
Available5

Class A EUR Hedged
Acc
Class A GBP Hedged
Acc

Class I EUR Hedged Acc
Class I GBP Hedged Acc

Class X EUR Hedged
Acc
Class X GBP Hedged
Acc

Unhedged Class
Available

Class A EUR Acc
Class A GBP Acc
Class A USD Acc

Class I EUR Acc
Class I GBP Acc
Class I USD Acc

Class X EUR Acc
Class X GBP Acc
Class X USD Acc

Unit Classes

Distribution Units (Inc)dividend payment
dates 1Minimum
Subscriptionand Holding
Level 2

Subsequent
Minimum
Investment 2

EUR
Classes
GBP
Classes
USD
Classes
EUR
Classes
GBP
Classes
USD
Classes

Paid semi-annually no later than 31 January and 31 July in each year
USD 5,0003

EUR 5,000,000

At Directors’ discretion

USD 5,0003

GBP 5,000,000

At Directors’ discretion

USD 5,000

USD 5,000,000

At Directors’ discretion

USD 5003

EUR 1,000,000

At Directors’ discretion

USD 5003

GBP 1,000,000

At Directors’ discretion

USD 500

USD 1,000,000

At Directors’ discretion

1 Distributions will be paid out of surplus net income and/or any capital gains less realised and unrealised capital

losses attributable to the Fund or Class of the Fund in respect of each Accounting Period.
2 orsuch lower amount as the Manager may determine at their discretion. Any increase in the Minimum
Investment/Minimum Holding will be notified to Unitholders in advance.
3 EUR or GBP (as applicable) equivalent of the US$ amounts specified.
4 The annual management fee is subject to a separate agreement with the Investment Manager and is not paid fromthe Net Asset Value of the Class X Unit. Class X Units may only be issued to investors who have in place an

59571338.2
183

agreement with the Investment Manager or Manager in relation to the collection of an investment management fee
or similar fee arrangement.
5 Please refer to the section headed “Currency Hedging” in the Prospectus for further detail. In addition, please notethat the Investment Manager will monitor hedging and keep it under review to ensure that under hedged positions
or positions materially in excess of 100% of the Net Asset Value of the relevant Class are not carried over frommonth to month.

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184

Barings Europe Select Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital growth by investing in Europe excluding theUnited Kingdom.
The Fund will seek to achieve its investment objective by investing at least 75% of its Net Asset Value directly andindirectly in equities and equity-related securities (as described below) of smaller issuers incorporated in, or
exercising the predominant part of their economic activity, or quoted or traded on the stock exchanges in Europe
excluding the United Kingdom. Smaller European issuers can be defined as those issuers which are constituentsof the bottom 30% of total market capitalisation of Europe’s listed issuers (this excludes issuers in the United
Kingdom).
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit positive or
improving ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net Asset Value in equities
and equity related securities of issuers that exhibit less positive ESG characteristics. Further information about theenvironmental and social characteristics promoted by the Fund is available in the SFDR Annex appended to the
Supplement.
The Fund may invest up to 25% of its Net Asset Value outside of Europe (however, the Fund will not invest in
emerging markets), as well as in larger issuers, and in fixed income instruments and cash. The fixed income
instruments (which will be used solely for cash management purposes) shall include Investment Grade fixed andfloating rate corporate or government bonds, debentures, convertible instruments (which for the purpose of thisSupplement mean convertible bonds, mandatory convertible bonds and convertible preferred stock), commercial
paper, certificates of deposit, banker acceptances. The Fund will primarily invest in securities that are traded onmarkets and exchanges drawn from the list contained in Appendix II of the Prospectus.
In order to implement the investment policy, the Fund may gain exposure through American depositary receipts
and global depositary receipts. The Fund may also invest up to 10% of its Net Asset Value in collective investment
schemes in accordance with the Central Bank’s requirements.
With the intention that the Fund is eligible to the PEA regime (Plan d’Epargne en Actions equity savings plan) inFrance, the Fund will invest at least 75% of its Net Asset Value in equities and warrants issued by issuers where
the head office is in the European Union (EU) or a European Economic Area (EEC) Country, except Liechtenstein.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph
6 GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaningof section 2 paragraph 8 GITA. The Fund is categorised as an Article 8 fund under the Sustainable Finance
Disclosure Regulation.
Strategy
The Investment Manager believes that equity markets are inefficient (i.e. they do not always correctly value
securities) and seeks to identify these inefficiencies through the analysis of an issuer’s business model whilst
incorporating wider ESG trends often referred to as fundamental analysis. ESG trends may evolve over time andmay include environmental footprint, societal impact of products/services and effectiveness ofsupervisory/management boards. Equity investment teams at the Investment Manager share a common investment
approach, best described as Growth at a Reasonable Price (“GARP”).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market participantsby performing structured fundamental analysis (as described below) with a disciplined investment process. The
evaluation of growth issuers includes analysis of their future financial performance as well as their business modeland management style, while focusing on long-term earnings growth of three to five years to find investment
opportunities. The Investment Manager values issuers utilising proprietary valuation models that incorporate ESG
analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises, profitability
focused management and strong balance sheets that enable the issuer to execute its business strategy. The
Investment Manager regards these issuers as higher quality as they provide transparency and allow investment
professionals to forecast earnings with greater confidence. This is further strengthened through the incorporationof a dynamic and forward-looking approach to ESG analysis, with the aim to identify sustainable business practices.
This empowers the Investment Manager to better assess both the potential risks facing the issuer and theopportunities presented to it, particularly those not apparent or included in traditional fundamental analysis, andfacilitates in propagating better ESG practices. The Investment Manager believes that ESG integration, a focus on
forward-looking dynamics and active engagement is key to unlocking long-term returns in equity investments.

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185

Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment Manager’s
proprietary research. Proprietary research is based on issuer knowledge and regular management interaction,
which is the basis to assess each issuer against nine key ESG topics:
•
•
•
•
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring the attitudes of investee
issuers for improvements or deteriorations toward ESG topics and reflected in the scoring of an issuer’s quality andits valuation. With respect to issuer valuations, the Investment Manager’s approach allows for ESG research todirectly affect the discount rate (Barings Cost of Equity) applied to its 5-year earnings and dividend forecast for theissuer. By explicitly quantifying the ESG impact on the valuation of investee issuers, ESG is integrated into decisionmaking, issuer selection and the management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG behaviour rather
than making a static judgement based on historical ESG practices and is consistent with forward looking analysis
and the intention to reward progress and improvement. Before investing, the Investment Manager considers internal
recommendations regarding growth, quality and valuation, all of which reflect ESG issues and opportunities,
alongside external issuer-specific data. Once invested, the Investment Manager continues to monitor each issuer
to ensure that the thesis remains intact and that an investment’s risk and return profile remains attractive relative toother opportunities available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average quality score,and not exceed a maximum adjustment to its Barings Cost of Equity threshold. The Investment Manager also
requires that such issuers have good corporate governance, internally assessed with respect to, but not limited to,sound management structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change and improve ESG
disclosure through active engagement with investee issuers. These formal engagements are undertaken to
influence (or identify the need to influence) ESG practices and/or improve ESG public disclosure, which in theopinion of the Investment Manager, is material to the sustainability of the issuer’s business model, aiming toenhance the performance of investments. Further detail on examples of engagements and the Investment
Manager’s Public Equity: ESG Integration & Active Engagement Policy for equity funds, including the Fund, isavailable on the Investment Manager’s website at www.barings.com.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal andregulatory requirements in the relevant jurisdiction(s).
BenchmarkThe benchmark of the Fund is:
Fund
Barings Europe Select FundBenchmark
MSCI Europe ex UK Small Cap (Total Net Return) Index

Description of the Benchmark
The MSCI Europe ex UK Small Cap (Total Net Return) Index tracks the performance of small cap representation
across developed markets countries in Europe (excluding the UK).

59571338.2
186

Available Unit Classes
A

B3

I

J3

X4

1.50%

1.50%

0.75%

0.75%

None

0.45%

0.25%

(HedgedClasses
0.4625%)

0.05%(HedgedClasses
0.2625%)

0.05%

0.25%

Base Currency

EUR

EUR

EUR

EUR

EUR

Hedged Class
Available

Class A CHF
Hedged Acc

Class I CHF
Hedged Acc

Class J CHF
Hedged Acc-

Class I EUR
AccClass J EUR
Acc

Class I EUR Inc

Class J EUR Inc

Class I GBP Inc

Class J GBP Inc

Class I GBP
Acc

Class J GBP
Acc

Class I USD
Acc

Class J USD
Acc

Unit Classes
Management Fee
Administration,
Depositary andOperating Fee

Unhedged Class
Available

Distribution Units (Inc)dividend payment
dates 1Minimum
Subscriptionand Holding
Level 2

Subsequent
Minimum
Investment 2

Class B CHF
Hedged Acc

Class A EUR
Acc

Class B EUR
Acc

Class A EURIncClass B EUR
IncClass A GBPIncClass B GBPIncClass A GBP
Acc

Class B GBP
Acc

Class A USD
Acc

Class B USD
Acc

Class X EUR
Acc
Class X GBP
Acc
Class X USD
AccPaid semi-annually no later than 31 January and 31 July in each year

CHF
Classes

CHF 5,000

CHF 5,000

CHF
10,000,000

CHF
10,000,000-

EURClasses

EUR 5,000

EUR 5,000

EUR
10,000,000

EUR
10,000,000

At Directors’
discretion

GBP
Classes

GBP 1,000

GBP 1,000

GBP
10,000,000

GBP
10,000,000

At Directors’
discretion

USD
Classes

USD 5,000

USD 5,000

USD
10,000,000

USD
10,000,000

At Directors’
discretion

CHF
Classes

CHF 1,000

CHF 1,000

CHF 1,000

CHF 1,000-

EUR
Classes

EUR 1,000

EUR 1,000

EUR 1,000

EUR 1,000

At Directors’
discretion

GBP
Classes

GBP 500

GBP 500

GBP 500

GBP 500

At Directors’
discretion

USD
Classes

USD 2,500

USD 2,500

USD 2,500

USD 2,500

At Directors’
discretion

1 Distributions will be paid out of surplus net income and/or any capital gains less realised and unrealised capital

losses attributable to the Fund or Class of the Fund in respect of each Accounting Period.
2 orsuch lower amount as the Directors may determine at their discretion. Any increase in the Minimum
Investment/Minimum Holding will be notified to Unitholders in advance.
3 These Classes are generally only available to the affiliates of the Investment Manager at the discretion of theDistributors and otherwise generally only available to non-affiliates of the Investment Manager during the launchphase of the Fund.
4 The annual management fee is subject to a separate agreement with the Investment Manager and is not paid fromthe Net Asset Value of the Class X Units. Class X Units may only be issued to investors who have in place anagreement with the Investment Manager or Manager in relation to the collection of an investment management fee
or similar fee arrangement.

59571338.2
187

ANNEX II
Template pre-contractual disclosure for the financial products referred to in Article 8, paragraphs 1, 2
and 2a, of Regulation (EU) 2019/2088 and Article 6, first paragraph, of Regulation (EU) 2020/852

Sustainable
investment means
an investment in an
economic activity
that contributes toan environmental orsocialobjective,
provided that theinvestment does not
significantly harm
any environmental
or social objective
and
that
the
investee companies
follow
good
governancepractices.
The EU Taxonomy
is a classification
system laid down inRegulation(EU)
2020/852,
establishing a list ofenvironmentally
sustainableeconomic
activities.
That
Regulation does not
lay down a list ofsocially sustainableeconomic activities.
Sustainable
investments with anenvironmental
objective might bealigned with theTaxonomy or not.

Product name: Barings Europe SelectFund

Legal entity identifier: 54930048KKPKHT5CD363

Environmental and/or social characteristics
Does this financial product have a sustainable investment objective?
☐

☐

☐

☒

Yes

It will make a minimum of sustainable
investments with an environmental
objective: ___%

☐

No

It
promotes
Environmental/
Social(E/S)
characteristics and while it does not have as its
objective a sustainable investment, it will have aminimum proportion of ___% of sustainable investments☐in economic activities that qualify
as environmentally sustainable
under the EU Taxonomy☐

with an environmental objective in economic
activities that qualify as environmentally
sustainable under the EU Taxonomy☐

in economic activities that do not
qualifyasenvironmentally
sustainable under the EU
Taxonomy☐with an environmental objective in economic
activities that do not qualify as environmentally
sustainable under the EU Taxonomy☐

with a social objective

It will make a minimum of sustainable
investments with a social objective:___%☒

It promotes E/S characteristics, but will not make any
sustainable investments

What environmental and/or social characteristics are promoted by this financial product?

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or improving
environmental ("E") and/or social ("S") characteristics.
The E and S evaluations are established using proprietary research based on issuer knowledge andregular management interaction. For all investment opportunities, a thorough ESG assessment isconducted using a proprietary scorecard of nine ESG topics, and a quality score, management score, and
ESG cost of equity (“CoE”) adjustment is assigned to each investment.
The Fund does not have a reference benchmark that has been designated for the purpose of attaining theenvironmental or social characteristics promoted by it.

Sustainability
indicators measurehowtheenvironmentalorsocial characteristics
promotedbythefinancial product are
attained.

 What sustainability indicators are used to measure the attainment of each of the environmental orsocial characteristics promoted by this financial product?
The sustainability indicator used to measure the attainment of the environmental and social characteristics
promoted by the Fund will be the percentage of the Fund’s Net Asset Value invested in equities of issuersthat exhibit positive or improving ESG characteristics. Issuers defined as having positive or improving ESG
characteristics must be assessed as having a higher than average quality score, and not exceed amaximum adjustment to its Barings CoE threshold.

59571338.2
188 What are the objectives of the sustainable investments that the financial product partially intends
to make and how does the sustainable investment contribute to such objectives?
Not applicable.
How do the sustainable investments that the financial product partially intends tomake, not cause significant harm to any environmental or social sustainable
investment objective?
Not applicable.

How have the indicators for adverse impacts on sustainability factors been taken into
account?

—
Principal adverse
impacts are themostsignificant
negative impacts ofinvestment
decisionsonsustainability
factors relating toenvironmental,socialandemployeematters, respect forhuman rights, anti‐
corruption and anti‐
bribery matters.

Not applicable.

How are the sustainable investments aligned with the OECD Guidelines forMultinational Enterprises and the UN Guiding Principles on Business and Human
Rights? Details:—

Not applicable.

The EU Taxonomy sets out a “do not significant harm” principle by which Taxonomy-aligned
investments should not significantly harm EU Taxonomy objectives and is accompanied by
specific EU criteria.
The “do no significant harm” principle applies only to those investments underlying thefinancial product that take into account the EU criteria for environmentally sustainableeconomic activities. The investments underlying the remaining portion of this financial
product do not take into account the EU criteria for environmentally sustainable economic
activities.
Any other sustainable investments must also not significantly harm any environmental orsocial objectives.

Does this financial product consider principal adverse impacts on sustainability factors?

✓

Yes,

The Investment Manager considers the following principal adverse impacts (PAIs) ofeach investment as part of its proprietary investment process: GHG emissions, carbon
footprint and GHG intensity of investee issuers and exposure to issuers active in thefossil fuel, board gender diversity and exposure to controversial weapons. The
Investment Manager will not directly invest in issuers that violate international
conventions on cluster munitions, antipersonnel mines and chemical and biologicalweapons. The Investment Manager will not knowingly hold securities that are materiallyinvolved in the production, stockpiling and use of these weapons at the time ofinvestment.
The impact of the above indicators is linked to the overall quality score of every issuer
which corresponds with a premium or discount that is added to the CoE (discount rate).
Where through its proprietary research, the Investment Manager identifies a need for apotential or current investee issuer to improve its disclosure or change its behaviour
with regards to a material E, S or governance issue, the Investment Manager will
engage with the issuer on this issue and agree clearly defined remedial objectives to59571338.2
189

be achieved by the issuer. Further information on the PAIs will be available in the annual
report.

☐No

What investment strategy does this financial product follow?

The Fund will seek to achieve its investment objective by investing at least 75% of its Net Asset Value
directly and indirectly in equities and equity-related securities (as described below) of smaller issuers
incorporated in, or exercising the predominant part of their economic activity, or quoted or traded on
the stock exchanges in Europe excluding the United Kingdom. Smaller European issuers can be
defined as those issuers which are constituents of the bottom 30% of total market capitalisation ofEurope’s listed issuers (this excludes issuers in the United Kingdom).
The Fund will invest at least 50% of the Fund’s Net Asset Value in equities of issuers that exhibit
positive or improving ESG characteristics. Furthermore, the Fund may also invest up to 50% of its Net
Asset Value in equities and equity related securities of issuers that exhibit less positive ESG
characteristics.
The Fund may invest up to 25% of its Net Asset Value outside of Europe (however, the Fund will notinvest in emerging markets), as well as in larger issuers, and in fixed income instruments and cash.
The fixed income instruments (which will be used solely for cash management purposes) shall include
Investment Grade fixed and floating rate corporate or government bonds, debentures, convertible
instruments (which for the purpose of this Supplement mean convertible bonds, mandatory convertible
bonds and convertible preferred stock), commercial paper, certificates of deposit, banker acceptances.
In order to implement the investment policy, the Fund may gain exposure through American depositary
receipts and global depositary receipts. The Fund may also invest up to 10% of its Net Asset Value incollective investment schemes in accordance with the Central Bank’s requirements.
With the intention that the Fund is eligible to the PEA regime (Plan d’Epargne en Actions equity
savings plan) in France, the Fund will invest at least 75% of its Net Asset Value in equities andwarrants issued by issuers where the head office is in the European Union (EU) or a European
Economic Area (EEC) Country, except Liechtenstein.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section
2 paragraph 6 GITA and continuously invests more than 50% of its Net Asset Value in equity
participations within the meaning of section 2 paragraph 8 GITA.
The Investment Manager believes that equity markets are inefficient (i.e. they do not always correctly
value securities) and seeks to identify these inefficiencies through the analysis of an issuer’s businessmodel whilst incorporating wider ESG trends often referred to as fundamental analysis. ESG trends
may evolve over time and may include environmental footprint, societal impact of products/services
and effectiveness of supervisory/management boards. Equity investment teams at the Investment
Manager share a common investment approach, best described as Growth at a Reasonable Price(“GARP”).
GARP seeks to identify reasonably priced growth issuers whose qualities are unrecognised by market
participants by performing structured fundamental analysis (as described below) with a disciplined
investment process. The evaluation of growth issuers includes analysis of their future financial
performance as well as their business model and management style, while focusing on long-term
earnings growth of three to five years to find investment opportunities. The Investment Manager values
issuers utilising proprietary valuation models that incorporate ESG analysis and macro considerations.
The Investment Manager’s strategy favours issuers with sustainable or improving business franchises,
profitability focused management and strong balance sheets that enable the issuer to execute its
business strategy. The Investment Manager regards these issuers as higher quality as they provide
transparency and allow investment professionals to forecast earnings with greater confidence. This isfurther strengthened through the incorporation of a dynamic and forward-looking approach to ESG
analysis, with the aim to identify sustainable business practices. This empowers the Investment
Manager to better assess both the potential risks facing the issuer and the opportunities presented toit, particularly those not apparent or included in traditional fundamental analysis, and facilitates inpropagating better ESG practices. The Investment Manager believes that ESG integration, a focus on
forward-looking dynamics and active engagement is key to unlocking long-term returns in equity
investments.
59571338.2
190

Issuers that exhibit positive or improving ESG characteristics are assessed through the Investment
Manager’s proprietary research. Proprietary research is based on issuer knowledge and regularmanagement interaction, which is the basis to assess each issuer against nine key ESG topics:
•
•
•
•
•
•
•
•
•

Employee Satisfaction;
Resource Intensity;
Traceability and/or Security in Supply Chain;
Effectiveness of Supervisory and/or Management Board;
Credibility of Auditing Arrangements;
Transparency and Accountability of Management;
Environmental Footprint;
Societal Impact of Products and/or Services; andBusiness Ethics.

This assessment is captured within a standardised framework, and is dynamic, monitoring theattitudes of investee issuers for improvements or deteriorations toward ESG topics and reflected in
the scoring of an issuer’s quality and its valuation. With respect to issuer valuations, the Investment
Manager’s approach allows for ESG research to directly affect the discount rate (Barings Cost of
Equity) applied to its 5-year earnings and dividend forecast for the issuer. By explicitly quantifying the
ESG impact on the valuation of investee issuers, ESG is integrated into decision-making, issuer
selection and the management of the portfolio.
This approach enables the Investment Manager to rate issuers on the basis of their dynamic ESG
behaviour rather than making a static judgement based on historical ESG practices and is consistent
with forward looking analysis and the intention to reward progress and improvement. Before investing,the Investment Manager considers internal recommendations regarding growth, quality and valuation,
all of which reflect ESG issues and opportunities, alongside external issuer-specific data. Once
invested, the Investment Manager continues to monitor each issuer to ensure that the thesis remains
intact and that an investment’s risk and return profile remains attractive relative to other opportunities
available in the market.
Issuers defined as having positive or improving ESG characteristics must have a higher than average
quality score, and not exceed a maximum adjustment to its Barings Cost of Equity threshold. The
Investment Manager also requires that such issuers have good corporate governance, internallyassessed with respect to, but not limited to, sound management structures and tax compliance.
The Investment Manager also believes that it can use its influence to effect positive change andimprove ESG disclosure through active engagement with investee issuers. These formal
engagements are undertaken to influence (or identify the need to influence) ESG practices and/or
improve ESG public disclosure, which in the opinion of the Investment Manager, is material to thesustainability of the issuer’s business model, aiming to enhance the performance of investments.


The investment strategy
guidesinvestment
decisionsbasedonfactorssuchasinvestment
objectives
andrisk
tolerance.

What are the binding elements of the investment strategy used to select theinvestments to attain each of the environmental or social characteristics
promoted by this financial product?
The Fund has implemented a binding constraint into its investment policy whereby at least
50% of its Net Asset Value will be invested in assets which exhibit positive or improving E and/ or S characteristics.
For all investment opportunities, thorough ESG assessment is conducted using a proprietaryscorecard of nine ESG topics, and a quality score, management score, and ESG CoEadjustment is assigned to each investment.
1.

2.

Quality Score – The quality score is a rating from 1 to 5 (1 = strong, 5 = weak), which
is an expression of our evaluation of an issuer’s franchise, management, andbalance sheet.
Management Score – The management score, which also carries a rating of 1 to 5
(1 = strong, 5 = weak), is an expression of our evaluation of the strength of theissuer’s management and corporate governance. Issuers with sound management
structures, diverse and accessible executive teams, and remuneration policiesaligned with the long-term interests of minority shareholders would generally be
assigned a stronger management score.

59571338.2
191

3.

ESG CoE Adjustment - Finally, each of the nine ESG topics in the proprietaryscorecard is rated as one of the following: Exemplary, Improving, Not Improving, orUnfavourable. The sum of the nine ratings corresponds with an ESG discount or
premium, which is added to the CoE. The CoE is the rate of return required from theissuer by the Investment Manager. An Exemplary rating will result in an ESG
reduction to the issuer’s CoE. Conversely, an Unfavourable or Not Improving rating
will result in an ESG addition to the issuer’s CoE.

Pre- and post-trade checks are carried out on a daily basis to ensure the Fund continues tomeet the minimum threshold of 50%.

What is the committed minimum rate to reduce the scope of the investments
considered prior to the application of that investment strategy?
Not applicable.

Good
governancepractices
includesoundmanagement
structures,
employeerelations,
remunerationofstaff and tax compliance.

What is the policy to assess good governance practices of the investee
companies?
The Investment Manager assesses the corporate governance of issuers, with respect to, but
not limited to, sound management structures, employee relations, remuneration of staff andtax compliance. An internal management score ranging from 1 (strong) to 5 (weak) is
assigned. Issuers which have a management score of 5 are excluded from the Fund.
Where the Investment Manager determines that a holding in the Fund's portfolio does notmeet its good governance thresholds, the Investment Manager will engage with the relevant
issuer in order to seek to bring it into compliance. If engagement with the relevant issuer is
not deemed appropriate or engagement subsequently proves unsuccessful, the Investment
Manager will consider its position and shall, if necessary and to the extent possible based
upon market conditions and any specific investment considerations, attempt to divest theholding from the Fund.

What is the asset allocation planned for this financial product?

59571338.2
192

Assetallocation
describes
the
share
of
investments
in
specific assets.

The Fund will invest at least 50% of its Net Asset Value in assets which exhibit positive or
improving environment ("E") and/or social ("S") characteristics. The "Other" category willcomprise of assets (including cash, cash equivalents, hedging instruments and other assets)
which are not aligned with the Fund's E and/or S characteristics and/or have no minimum
environmental or social safeguards.

#1 Aligned with E/SCharacteristics
50%

Investments#2 Other50%#1 Aligned with E/S characteristics includes the investments of the financial product used toattain the environmental or social characteristics promoted by the financial product.
#2 Other includes the remaining investments of the financial product which are neither alignedwith the environmental or social characteristic, have no minimum environmental or social
safeguards, nor are qualified as sustainable investments.
Taxonomy-aligned
activities are expressed
as a share of:— turnoverreflecting
the share of revenue
from green activitiesofinvesteecompanies

 How does the use of derivatives attain the environmental or social characteristics
promoted by the financial product?
Not applicable.

— capital expenditure(CapEx) showing thegreen
investments
made by investee
companies, e.g. for atransition to a green
economy.

— operational
expenditure (OpEx)
reflecting
green
operational activitiesofinvesteecompanies.

To comply with the EU
Taxonomy, the criteria
for fossil gas include
limitationsonemissionsandswitchingtorenewable power or
low-carbon fuels by
the end of 2035. For
nuclear energy, thecriteria
includecomprehensive safety
and
waste
management rules.

To what minimum extent are sustainable investments with an environmental
objective aligned with the EU Taxonomy?
Not applicable.

59571338.2
193

Does the financial product invest in fossil gas and/or nuclear energy related
activities that comply with the EU Taxonomy10?
Yes:

In fossil gas✓

In nuclear energy

No

To what minimum extent are sustainable investments with an environmental objectivealigned with the EU Taxonomy?
As shown in the graphs below, 0% of the Fund’s investments are sustainable investments with anenvironmental objective that align with the EU Taxonomy.

Enabling activities
directly enable otheractivities to make a
substantial
contribution to an
environmental
objective.

The two graphs below show in green the minimum percentage of investments that arealigned with the EU Taxonomy. As there is no appropriate methodology to determine theTaxonomy-alignment of sovereign bonds*, the first graph shows the Taxonomy
alignment in relation to all the investments of the financial product including sovereign
bonds, while the second graph shows the Taxonomy alignment only in relation to theinvestments of the financial product other than sovereign bonds.
1. Taxonomy-alignment of investments
including sovereign bonds*

2. Taxonomy-alignment of investments
excluding sovereign bonds*

0%0%Transitional
activities
areactivities for which
low-carbon
alternatives are not
yet available andamong others havegreenhousegasemissionlevelscorresponding to thebest performance.

Taxonomy-aligned(no fossil gas &nuclear)

Taxonomy-aligned(no fossil gas &nuclear)Non Taxonomyaligned

Non Taxonomyaligned

100%

100%

* For the purpose of these graphs, ‘sovereign bonds’ consist of all sovereign exposuresWhat is the minimum share of investments in transitional and enabling
activities?

Not applicable.

What is the minimum share of sustainable investments with anenvironmental objective that are not aligned with the EU Taxonomy?
aresustainable
investmentswith an environmental
objective
that
do
not
take
into
account the criteria

Not applicable.

What is the minimum share of socially sustainable investments?

10 Fossil gas and/or nuclear related activities will only comply with the EU Taxonomy where they contribute to limiting climate change ("climate change

mitigation") and do not significantly harm any EU Taxonomy objective – see explanatory note in the left hand margin. The full criteria for fossil gas andnuclear energy economic activities that comply with the EU Taxonomy are laid down in Commission Delegated Regulations (EU) 2022/1214.
59571338.2
194

for
environmentally
sustainableeconomic
activities
under
the
EU
Taxonomy.

Not applicable.

What investments are included under “#2 Other”, what is their purpose andare there any minimum environmental or social safeguards?
Issuers which do not exhibit positive or improving E and / or S characteristics will be includedin the Fund where the Investment Manager, after conducting proprietary fundamental
analysis and taking into account portfolio construction considerations, identifies mispriced
investment opportunities on a longer term basis, centred on the Investment Manager’s
understanding of the issuer’s strategy and the potential to improve returns and growearnings. However, the Investment Manager divests from and does not invest in issuers
which have a quality score of 5 – the worst level on the Investment Manager's scale of 1 to5 – and an ESG-related modification to the discount rate of +2%.
The investments included under "#2 Other" also includes cash, cash equivalents andhedging instruments. Cash and cash equivalents do not affect the promoted environmental
and / or social characteristics of the Fund. The assessment of issuers and of counterparties
for cash and hedging instruments focuses on the creditworthiness of these parties, which
can be impacted by ESG risks.

Is a specific index designated as a reference benchmark to determine
whether this financial product is aligned with the environmental
and/or social characteristics that it promotes?

Reference
benchmarksareindexes to measure
whether the financial
product attains theenvironmentalorsocial characteristics
that they promote.

Not applicable.



How is the reference benchmark continuously aligned with eachof the environmental or social characteristics promoted by thefinancial product?
Not applicable.



How is the alignment of the investment strategy with themethodology of the index ensured on a continuous basis?
Not applicable.

How does the designated index differ from a relevant broad
market index?
Not applicable.



Where can the methodology used for the calculation of thedesignated index be found?
Not applicable.

wwwWhere can I find more product specific information online?
More product-specific information can be found on the website:
Pleaseseetherelevant
product
page
for
the
Fund
https://www.barings.com/en-ie/institutional/funds/public-equities/baringseurope-select-fund

59571338.2
195

atBarings Eastern Europe Fund
Investment Objective and Policies
The investment objective of the Fund is to achieve long-term capital appreciation through investment in a diversified
portfolio of securities of issuers located in or with a significant exposure to the emerging markets of Europe.
The Fund will seek to achieve its investment objective by investing at least 70% of its total assets at any one time inequities and equity-related securities, such as convertible bonds and warrants (which may only be acquired passively
through corporate actions and are not expected to exceed 5% of the Fund’s Net Asset Value), of companies
incorporated in, or exercising the predominant part of their economic activity in Armenia, Azerbaijan, Belarus,
Kazakhstan, Kyrgyzstan, Moldova, Russia, Tajikistan, Turkmenistan, Ukraine and Uzbekistan (“Commonwealth of
Independent States”) and in other emerging European countries such as Albania, Bulgaria, Bosnia and Herzegovina,
Croatia, the Czech Republic, Estonia, Georgia, Greece, Hungary, Kosovo, Latvia, Lithuania, Macedonia, Montenegro,
Poland, Romania, Serbia, Slovenia, Slovakia and Turkey, or quoted or traded on the stock exchanges in thosecountries. There is no limit to the extent of direct investment in Russia and any such securities which are listed or tradedin Russia must be listed or traded on the Moscow Exchange. Investment may also be made in securities listed or tradedon recognised exchanges or markets in other countries where the issuer is located in or has a significant exposure to
emerging European countries and in fixed and floating debt instruments issued by government and corporate issuers,
such as bonds.
A description of equity-related securities can be found under the section headed “Investment Policy: General” of theProspectus.
For the remainder of the Fund’s total assets, the Fund may invest outside of emerging markets including developed
and frontier markets as well as in fixed and floating income instruments issued by governments and corporate issuers,
such as bonds, and cash.
Debt securities acquired for the Fund will generally be rated not lower than B- by Standard & Poor’s (“S&P”) or anotherinternationally recognised rating agency or will be, in the opinion of the Investment Manager, of similar credit status.
The Investment Manager may invest in lower grade securities but it is their policy that the value of all such securities
does not comprise more than 10% of the Net Asset Value of the Fund. In addition, the Investment Manager will notinvest more than 5% of the assets of the Fund in debt securities of any one corporate issuer rated lower than BBB- by
S&P or another internationally recognised rating agency or which are, in the opinion of the Investment Manager, ofsimilar credit status.
The policy of the Investment Manager is to maintain diversification in terms of the countries to which investment
exposure is maintained but, save as indicated above; there is no limit to the proportion of the assets which may beinvested in any one country and there is no specific focus on any sector or industry.
Investment by foreign investors in many developing countries is currently restricted. Indirect foreign investment, may,
however, be permitted or facilitated in certain of those countries through investment funds which have been specificallyauthorised for the purpose. Subject to the restrictions set out in Appendix I of the Prospectus, it is the policy of theInvestment Manager to invest in such funds from time to time, and similar investment funds offering exposure to any
particular emerging European markets where such funds are considered attractive investments in their own right.
The Fund adheres to the investment restrictions required to qualify as "equity fund" pursuant to section 2 paragraph 6
GITA and continuously invests more than 50% of its Net Asset Value in equity participations within the meaning ofsection 2 paragraph 8 GITA. The Fund is categorised as an Article 6 fund under the Sustainable Finance Disclosure
Regulation.
Strategy
The Investment Manager believes that equity markets contain unrecognised growth potential and seeks to identify thisthrough the analysis of a company’s business model whilst incorporating wider ESG trends often referred to as
fundamental analysis. ESG trends may evolve over time and may include environmental footprint, societal impact of
products/services and effectiveness of supervisory/management boards. Equity investment teams at the Investment
Manager share a common investment approach, best described as Growth at a Reasonable Price (“GARP”).
GARP seeks to identify reasonably priced growth companies whose qualities are unrecognised by market participantsby performing structured fundamental analysis with a disciplined investment process. Based on the region, country or
sector bias of the Fund, analysis of potential growth companies’ includes their future financial performance as well as
their business model and management style, while focussing on long-term earnings growth of three to five years.
The Investment Manager’s strategy favours companies with well-established or improving business franchises,
profitability focused management and strong balance sheets that enable the company to execute its business strategy.
59571338.2
196

The Investment Manager regards these companies as higher quality as they provide transparency and allow investment
professionals to forecast earnings with greater confidence. This allows the Investment Manager to offer funds whichshould exhibit lower volatility over time.
Profile of a Typical Investor
The Fund is capable of being marketed to all types of investors subject to compliance with applicable legal andregulatory requirements in the relevant jurisdiction(s).
Risk Considerations
Investors should refer to the risk factors under the heading “Risk Considerations” of the Prospectus for details of therisk factors described therein which may apply to the Fund and in particular the risk titled "Investment in Russia".
BenchmarkThe benchmark of the Fund is:
Fund
Barings Eastern Europe FundBenchmark
MSCI EM Europe 10/40 (Total Net Return) Index

Description of the Benchmark
The MSCI EM Europe 10/40 (Total Net Return) Index captures large and mid cap representation across 6 emerging
markets countries in Europe.
Available Unit Classes

Unit Classes

A

I

1.50%

0.75%

0.45%
(Hedged Classes
0.4625%)

0.25%(Hedged Classes
0.2625%)USD

USD

Hedged Class Available

Class A CHF Hedged Acc
Class A RMB Hedged Acc

Class I CHF Hedged Acc

Unhedged Class Available

Class A EUR Acc
Class A EUR Inc
Class A GBP Acc
Class A GBP Inc
Class A USD Acc
Class A USD Inc

Management Fee
Administration, Depositary and Operating
Fee
Base Currency

Distribution Units (Inc) dividend payment
dates

Minimum Subscription andHolding Level *Class I EUR Acc
Class I GBP Acc
Class I GBP Inc
Class I USD Acc
Class I USD Inc

Paid annually no later
than 30 June in each year

Paid annually no later
than 30 June in each year

RMB
Classes

USD 5,000**-

CHF
Classes

USD 5,000**

USD 10,000,000**EURClasses

EUR 3,500

EUR 10,000,000

GBP
Classes

GBP 2,500

GBP 10,000,000

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197

Subsequent Minimum
Investment *

*
**

USD
Classes

USD 5,000

USD 10,000,000

RMB
Classes

USD 500**-

CHF
Classes

USD 500**

USD 500**

EUR
Classes

EUR 500

EUR 500

GBP
Classes

GBP 500

GBP 500

USD
Classes

USD 500

USD 500

Or such lower amount as the Manager may determine at their discretion.
Class Currency equivalent of the US$ amount specified.

59571338.2
198

59571338.2
199

Additional Information for Investors in the Federal Republic of Germany
This additional information (the “Country Supplement”) forms part of, and should be read in conjunction with,the prospectus for Barings International Umbrella Fund (the “Unit Trust”) dated 1 September 2023 (the“Prospectus”). All capitalised terms used herein shall have the same meaning in this Country Supplement as
in the Prospectus unless otherwise indicated.
For the following Funds no notification has been filed according to § 310 of the Investment Code and the Units of these
Funds may not be distributed to investors in the Federal Republic of Germany:
•
•
•
•
•
•
•

Barings Global Balanced Fund
Barings Global Equity Allocation Fund
Barings Global Technology Equity Fund
Barings Global Leaders Fund
Barings Global Resources Fund
Barings Global Emerging Markets Fund
Barings Latin America Fund

Facilities in accordance with Art. 92 Paragraph 1 of Directive 2009/65 / EC in the version of Directive (EU) 2019/1160:
Société Générale Luxembourg, 11, avenue Emile Reuter, L - 2420 Luxembourg
Operational Center: 28/32 Place de la Gare, L-1616 Luxembourg
Email: list.lux-global-distribution-hub@socgen.com:
•
•
•

•

Applications for subscriptions, redemptions and conversions can be submitted to this facility.
All payments intended for a Unitholder, including the redemption proceeds and any distributions, can be routed
through this facility at his request.
The Prospectus, the Key Information Documents (the “KIIDs”), the Trust Deed of the Unit Trust, the latest
published annual report and any subsequent semi-annual report, as well as other information and documents
are available free of charge from this facility.
The net asset value per unit, the issue, redemption and conversion prices are available free of charge fromthis facility.

The issue, redemption and exchange prices and any other information and documents which are required to be
published in Ireland will be notified to Euronext Dublin immediately upon calculation and shall be available on thewebsite www.euronext.com/en/markets/dublin. Furthermore, documents available for investors in Ireland solely for
inspection at an office specified in the “General” section in the Prospectus (registered office of the Manager of the Unit
Trust), will be made available for the investors in the Federal Republic of Germany solely for inspection, free of charge,at the office of the above facility.
Investors should also refer to the “Fees and Expenses” section in the Prospectus.
In addition, in the following cases, information will be provided to investors in Germany through investors’ letters by theManager:
•
•
•

•
•

suspension of the redemption of Units;
termination of the management of the Unit Trust or its winding-up;
amendments to the Trust Deed of the Unit Trust, which are inconsistent with existing investment principles,
affect material investor rights, or relate to remuneration or the reimbursement of expenses, that may be takenout of the assets of the Unit Trust, including the reasons for the amendments and the rights of investors;
the merger of a Fund with one or more other funds;
the conversion of a Fund into a feeder fund or any material change to a master fund.

Tax regulations and the practices of financial authorities are constantly subject to change. Because of the complexityof German tax law, it is recommended that investors contact a tax adviser regarding the effect on their individual tax
situation before they decide about an investment in the Unit Trust.
Dated: 22 September 2023

59571338.2
200

Address:
Baring Asset Management Limited
20 Old Bailey
LondonEC4M 7BF

www.barings.com
Important information:
This document is approved and issued by Baring Asset Management Limited.
Disclosure:
Baring Asset Management Limited
Authorised and Regulated by the Financial Conduct Authority
20 Old Bailey, London, EC4M 7BF

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