Exhibit
10.6


 


PRESTIGE
GLOBAL ALLOCATION FUND


 


SUBSCRIPTION
AGREEMENT INSTRUCTIONS


 


Prestige
Global Allocation Fund (the “Fund”) is offering the Participating Shares, as specified in the Private Placement Memorandum
(as defined below). Subscribers should carefully review the current private placement memorandum of the Fund and any appendix thereto
for each Class of Participating Shares as supplied by the Manager (together, the “Private Placement Memorandum”) and the
most recent annual report and audited accounts (where applicable), before subscribing for Participating Shares.


 


Investment
in the Fund is intended for investors that are not U.S. Persons (as defined in the Private Placement Memorandum)


 


Capitalised
terms used herein without definition have the same meanings given to them in the Private Placement Memorandum.


 


		1.	Subscription
                                            Procedure:



 


		(a)	In order to
                                            subscribe for Participating Shares, each subscriber should:



 


		(i)	complete
                                            and sign the attached Subscription Agreement. If the subscribers are joint subscribers, each
                                            subscriber should sign the Subscription Agreement;



 


		(ii)	complete
                                            and sign the appropriate IRS Form(s) in accordance with the instructions accompanying the
                                            applicable Form. Please refer to ANNEX A;



 


		(iii)	complete
                                            and sign the appropriate FATCA self certification in a form as provided by the Manager;



 


The
completed forms and the verification documents in ANNEX B should then be returned to Equinoxe Alternative Investment Services
(Bermuda) Limited (the “Administrator”) at the address set out in section 4 below.


 


		(b)	During
                                            the Initial Offer Period, applicants should send completed Subscription Agreements, together
                                            with any supporting documents, to the Administrator prior to 5.00 p.m. (Hong Kong time) on
                                            the Business Day which is ten (10) Business Days before the last Business Day of the Initial
                                            Offer Period. Subscription Agreements may be sent by facsimile transmission to the facsimile
                                            number stated below or by email to the email address stated below, provided that the original
                                            Subscription Agreement is forwarded to the Administrator forthwith. None of the Directors,
                                            the Fund or the Administrator accept any responsibility for any loss arising from the non-receipt
                                            or illegibility of any Subscription Agreement sent by facsimile or email, or for any loss
                                            caused by or as a result of any action taken in connection with facsimile or email instructions
                                            believed in good faith to have originated from properly authorised persons. Unless otherwise
                                            directed by the Directors, once a completed Subscription Agreement has been received by the
                                            Administrator it is irrevocable. Subscription Agreements received late or late cleared funds
                                            may be held over until the first Subscription Day and Participating Shares, if issued, will
                                            then be issued at the Subscription Price applicable on that first Subscription Day, although
                                            the Administrator may, under direction from the Investment Advisor, allow late cleared funds.



 


		(c)	After
                                            the close of the Initial Offer Period, new applicants for Participating Shares and Shareholders
                                            wishing to apply for additional Participating Shares must send their completed Subscription
                                            Agreements, together with any supporting documents to the Administrator prior to 5.00 p.m.
                                            (Hong Kong time) on the Business Day which is ten (10) Business Days before the applicable
                                            Subscription Day. Subscription Agreements may be sent by facsimile transmission to the facsimile
                                            number stated below and by email to the email address stated below, provided that the original
                                            Subscription Agreement is forwarded to the Administrator forthwith. None of the Directors,
                                            the Fund or the Administrator accept any responsibility for any loss arising from the non-receipt
                                            or illegibility of any Subscription Agreement sent by facsimile or email, or for any loss
                                            caused by or as a result of any action taken in connection with facsimile or email instructions
                                            believed in good faith to have originated from properly authorised persons. Unless otherwise
                                            directed by the Directors, once a completed Subscription Agreement has been received by the
                                            Administrator it is irrevocable. Subscription Agreements received late or late cleared funds
                                            may be held over until the next Subscription Day and Participating Shares, if issued will
                                            then be issued at the Subscription Price applicable on that day, although the Administrator
                                            may, under direction from the Directors, allow subscriptions on less than ten Business Days’
                                            notice or late cleared funds.



 


		(d)	The
                                            Directors may waive the requirements specified above, either generally or in any particular
                                            case. Unless the Directors determine otherwise, if the completed Subscription Agreement and
                                            subscription monies in cleared funds are not received by the applicable time referred to
                                            above, the application will be held over to the Subscription Day following receipt of the
                                            outstanding documentation and/or subscription monies, as the case may be. Participating Shares
                                            will then be issued at the relevant Subscription Price on that Subscription Day.



 


		(e)	The
                                            Fund may reject any application in whole or in part and without giving any reason for doing
                                            so. If an application is rejected, the subscription monies paid, or the balance thereof in
                                            the case of a partial rejection, will be returned (without interest) as soon as practicable
                                            to the account from which the subscription monies were originally remitted. Any costs incurred
                                            in returning the subscription monies will be borne by the subscriber.



 




     


    


    

 


		(f)	The
                                            Fund is not responsible for the transmission of Subscription Agreements to the Administrator.
                                            All subscriptions are subject to acceptance by the Fund. Unless otherwise directed by the
                                            Directors, Subscription Agreements are irrevocable.



 


		(g)	The
                                            Participating Shares are subject to the Subscription Fee. The Subscription Fee of each Class
                                            of Participating Shares is as specified in the relevant Appendix to the Private Placement
                                            Memorandum and will be charged as set out in the relevant Appendix of the Private Placement
                                            Memorandum. The Subscription Fee is paid to the Fund for the account of the Manager. Where
                                            a Subscription Fee is payable prior to the payment of the subscription monies, in accordance
                                            with the relevant Appendix, if timely payment is not made, a subscription may lapse and be
                                            cancelled. In such circumstances, the Fund has the right to bring an action against the defaulting
                                            subscriber to obtain compensation for any loss directly or indirectly resulting from the
                                            failure by the subscriber to make good settlement by the settlement date. The Subscription
                                            Fee received by the Fund will not be refunded to the subscriber and the Manager will have
                                            the right to retain the Subscription Fee and to dispose or use it at its own will.



 


		(h)	Participating
                                            Shares will be issued in registered form. Certificates will generally not be issued nor will
                                            any other documentation be issued, other than confirmation notices. Unless the Fund directs
                                            otherwise, contract notes will include an investor identification number and details of the
                                            Participating Shares that have been allotted. Contract notes will be sent to investors only
                                            after approval of their Subscription Agreement and the issuance of Participating Shares.
                                            Fractions of Participating Shares purchased will be issued to three decimal places.



 


		2.	Payment
                                            Procedure:



 


		(a)	Full
                                            payment for Participating Shares subscribed for during the Initial Offer Period is due in
                                            cash (or by transfer of assets, if applicable) by 5.00 p.m. (Hong Kong time) on a day not
                                            less than five (5) Business Day of such Initial Offer Period.



 


		(b)	Full
                                            payment for Participating Shares subscribed for after the Initial Offer Period is due in
                                            cash (or by transfer of assets, if applicable) prior to 5.00 p.m. (Hong Kong time) on a day
                                            not less than five (5) Business Days (inclusive of the day when payment is received) prior
                                            to the Subscription Day on which the subscription is desired to be effected.



 


		(c)	Payment
                                            of the purchase price for the Participating Shares must be made in cash and is payable in
                                            U.S. Dollars by electronic transfer in immediately available funds (net of bank charges)
                                            to the relevant bank account set forth below. All subscription monies must originate from
                                            an account held in the name of the applicant. No third party payment will be permitted. In
                                            the event that subscription monies are received in any currency other than the relevant Dealing
                                            Currency, conversion into the relevant Dealing Currency will be arranged by the Fund at the
                                            risk and expense of the subscriber. Any bank charges incurred in respect of electronic transfers
                                            will be deducted from the subscription monies and only the net amount will be invested in
                                            Participating Shares. Cheques will not be accepted by the Administrator.



 


Where
monies are received prior to the dates outlined above, interest accrued will be for the benefit of the Fund. Any bank charges in respect
of wire transfers will be deducted from subscriptions and only the net amount will be invested in Participating Shares


 


		3.	Subscription
                                            Account Details: (for settlement of purchase of Participating Shares)



 


Subscriptions
are to be made only by wire transfer. Cheques will not be accepted. In the event that subscription monies are received in any currency
other than U.S. Dollars, conversion into U.S. Dollars as required will be arranged by the Administrator at the risk and expenses of the
applicant. Any bank charges in respect of electronic transfers will be deducted from subscriptions and the net amount only invested in
shares.


 


For
the subscriptions in USD, please refer to the bank account details below:


 


	 	Bank
    Details:	 
	 	 	 
	 	Bank Account Name:	Prestige Global Allocation Fund
	 	 	 
	 	Bank Account No./ IBAN:	788374186
	 	 	 
	 	Name of Bank:	DBS Bank (Hong Kong) Limited
	 	 	 
	 	SWIFT Code/ ABA No.:	DHBKHKHH
	 	 	 
	 	Bank Address:	73rd Floor, The Center, 99 Queen’s Road Central,
    Central, Hong Kong








 



    2


    


    

 


		4.	Delivery
                                            of Completed Forms:



 


Completed
Subscription Agreements, IRS Forms and verification documents should be sent to the address below:


 


Prestige
Global Allocation Fund


c/o
Equinoxe Alternative Investment Services (Asia) Pte. Limited


112 Robinson Road


#12-02
Singapore 068902


 


Attn:
Liam McHugh


 


Tel
No: + 65 6800 9701


Fax No. + 65 6222 8407


E-mail:
prestige@equinoxeais.com


 


		5.	Redemptions



 


Subject
to any applicable restrictions as set out under “Redemption and Transfer” and “Net Asset Value – Suspensions”
in the Private Placement Memorandum and the relevant Appendix for the particular Class, Participating Shares may be redeemed at the option
of the Shareholder on any Redemption Day using the prescribed form as the Directors may determine from time to time. A Shareholder wishing
to redeem its Participating Shares must send a completed Redemption Notice to the Administrator at the address specified in the Redemption
Notice. The completed Redemption Notice must be received by no later than 5:00 p.m. (Hong Kong time) on a Business Day falling before
the commencement of the relevant Redemption Period. Unless the Directors agree otherwise, any Redemption Notice received after this time
will be held over and dealt with on the next relevant Redemption Day.


 


Redemption
Notices may be submitted to the Administrator by fax to the facsimile number stated above or by email to the email address stated above
provided that, (i) the original signed redemption request is received by the Administrator prior to the Redemption Day; and (ii) the
Shareholder receives written confirmation from the Administrator that the faxed or emailed redemption request has been received. The
Administrator will confirm in writing within five Business Days of receipt all faxed or emailed redemption requests which are received
in good order or will liaise with the investor and/or the Manager to obtain any outstanding documents as required by the Administrator.
Investors failing to receive such written confirmation from the Administrator within five Business Days should contact the Administrator
to obtain the same. Failure to obtain such written confirmation will render faxed or emailed instructions void. Once a
Redemption Notice has been received by the Administrator it may not be revoked by the Shareholder unless redemptions have been suspended
in the circumstances set out under the heading “Net Asset Value - Suspensions” in the Private Placement Memorandum or the
Directors otherwise agree.


 


If
a Redemption Notice is received which would, if satisfied, result in the Shareholder retaining less than the Minimum Holding, the Directors
may treat such Redemption Notice as a request for a partial redemption only up to the Minimum Holding or may redeem the Shareholder’s
entire holding of Participating Shares. A request for a redemption of Participating Shares with an aggregate Net Asset Value of less
than US$100,000 (or such lesser amount as the Directors may determine, either generally or in any particular case) will be refused and
all redemptions must be integral multiples of US$10,000. Participating Shares of the relevant Class will be redeemed on a “first
issued, first redeemed” basis.


 


The
failure of any Shareholder to provide certain anti-money laundering information requested by the Fund, the Manager, the Investment Advisor
or the Administrator may, unless the Fund or the Administrator agree otherwise, prevent or delay the payment of redemption proceeds.
Each Shareholder acknowledges that the Administrator, the Fund, the Manager and the Investment Advisor shall be held harmless against
any loss arising as a result of a failure to process such Shareholder’s request to redeem if such information as requested by the
Fund, the Manager, the Investment Advisor or the Administrator have not been provided on a timely basis


 


None
of the Fund, the Directors, the Manager, the Investment Advisor, nor the Administrator accept any responsibility for any loss arising
from the non-receipt or illegibility of any Redemption Notice sent by facsimile or email, or for any loss caused by or as a result of
any action taken in connection with facsimile or email instructions believed in good faith to have originated from properly authorised
persons. Where a redemption request is sent by facsimile transmission or by email, the Fund will not release the redemption proceeds
to the redeeming Shareholders until such time as both the original redemption request and the Subscription Agreement are received by
the Administrator.


 


While
the Directors intend to remit redemption proceeds in accordance with the provisions of the Private Placement Memorandum, the Directors
may in their absolute discretion suspend or defer or delay payment of redemptions in certain circumstances as described in the section
headed “Net Asset Value - Suspensions” in the Private Placement Memorandum, where necessary to comply with applicable law
or regulation. These circumstances may include where receipt of the proceeds of realising investments is delayed or where one or more
Underlying Funds is subject to Liquidity Constraints or where the realisation of investments held by the Fund in order to pay redemption
proceeds is not considered by the Directors to be reasonably practicable or where doing so might seriously prejudice the non-redeeming
Shareholders of the Fund (for instance because the price for such early realisation is reasonably believed to be materially less than
that which would be received if the relevant asset or other investment or interest in an asset or other investment were held until an
anticipated realisation event).


 




    3


    


    

 


In
addition to the extent that the Fund is subject to redemption restrictions on its investments in the Underlying Funds, the Directors
may, in their absolute discretion, impose redemption restrictions on Shareholders of the Fund.


 


Any
such restriction will be proportional to the scale of redemption restriction imposed upon the Fund and will be made with the best interests
of all Shareholders in the Fund in mind. Amongst the considerations which the Directors will take into account is whether liquidation
of the Fund’s investments in the Underlying Funds could:


 


		(i)	adversely
                                            affect the Net Asset Value of the Fund;



 


		(ii)	adversely
                                            affect the Fund’s allocation of the Underlying Funds assets, and



 


		(iii)	increase
                                            the illiquidity of the Fund’s investments in the Underlying Funds.



 


In
addition, and without prejudice to the foregoing general right to defer redemptions, if Redemption Notices are received in respect of
any Redemption Day which, if satisfied in full, would result in redemptions in excess of the Redemption Gate, the Directors may limit
redemptions to the Redemption Gate. Any such limitation will be applied on a pro rata basis amongst all Shareholders seeking to redeem
Participating Shares on the relevant Redemption Day. Redemption Notices which are not satisfied in full will be carried forward to the
next Redemption Day and will have priority over Redemption Notices received in respect of such Redemption Day. Participating Shares will
be redeemed at the Redemption Price prevailing on the Redemption Day on which they are redeemed.


 


The
Directors currently do not expect to exercise their power to defer redemptions unless necessary to comply with applicable law or regulation
or if they consider that Shareholders would otherwise be materially prejudiced.


 


		6.	Transfers



 


Participating
Shares may not be transferred without the prior written consent of the Directors, which consent may be withheld by the Directors in their
absolute discretion. The Directors may withhold their consent without giving any reason for doing so. Consent will not be given if, as
a consequence of such transfer, the Participating Shares retained by the transferor or registered in the name of the transferee would
be less than the Minimum Holding. The transferor will be required to complete and lodge with the Administrator an instrument of transfer,
which shall be in such form as the Directors may from time to time approve, and the transferee will be required to complete and lodge
a Subscription Agreement with the Administrator before the transfer takes effect, which will contain various representations and warranties.


 


Prospective
transferees of Participating Shares will be asked to provide satisfactory evidence of identity and source of funds within such reasonable
time as the Fund, the Administrator or the Manager may determine in compliance with applicable anti-money laundering laws and regulations.


 


The
transfer will take effect upon the registration of the transferee in the register of Shareholders maintained by the Administrator.


 


The
transferor and transferee will be responsible for paying any taxes, duties, imposts or levies payable on, or in consequence of, a transfer
of Participating Shares.


 


******


 




    4


    


    

 


PRESTIGE
GLOBAL ALLOCATION FUND


SUBSCRIPTION
AGREEMENT


 


The
undersigned subscriber hereby subscribes for, and offers to purchase, such number of participating non-voting redeemable shares in the
capital of Prestige Global Allocation Fund (the “Fund”) of US$0.01 nominal value (“Participating Shares”), as
may be acquired for the subscription amount specified below (less any Subscription Fee) upon the terms of the current Private Placement
Memorandum and any appendices thereto (the “Subscription”). The subscriber may select the Participating Shares of the
Fund most appropriate to his/her investment needs. The subscriber also agrees to the terms of subscription set out below which form part
of this Subscription Agreement.


 


	A.	SUBSCRIBER INFORMATION	(PLEASE
    USE BLOCK CAPITALS)



 


APPLICANT


 


	1.	Title (Mr/Mrs/Miss/Ms/Other):	 
	 	 	 
	2.	Family Name:	 
	 	 	 
	3.	Given Name(s) (in full):	 
	 	 	 
	4.	Residential Address:	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 
	5.	Telephone Number:	 
	 	 	 
	6.	Fax Number:	 
	 	 	 
	7.	E-mail Address:	 
	 	 	 
	8.	Nationality:	 
	 	 	 
	9.	Position:	 
	 	 	 
	10.	Company:	 
	 	 	 
	11.	Industry:	 
	 	 	 
	12.
	Source of Funds:
	Investment
    Reserve/ Generated from sale of property or business/ Other *(delete as applicable)
	 	 	 
	 	If Other, please specify:	 
	 		 
	JOINT APPLICANT	 
	 	 	 
	1.	Title (Mr/Mrs/Miss/Ms/Other):	 
	 	 	 
	2.	Family Name:	 
	 	 	 
	3.	Given Name(s) (in full):	 
	 	 	 
	4.	Residential Address:	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 



 




    5


    


    

 


	5.	Telephone Number:	 



 


	6.	Fax Number:	 



 


	7.	E-mail Address:	 



 


	8.	Nationality:	 



 


	9.	Position:	 



 


	10.	Company	 



 


	11.	Industry:	 



 


	12.	Source of Funds:	Investment
    Reserve/ Generated from sale of property or business/ Other *(delete as applicable)
	 	 	 
	 	If Other, please specify:	 



 


	ENTITY	(PO Boxes are not accepted
    for registration purposes)



 


	1.	Name of Applicant*:	 



 


	2.	Registered Office:	 



 


	3.	Telephone Number:	 



 


	4.	Fax Number:	 



 


	5.	E-mail Address:	 



 


	6.	Nature of Business**:	 



 


	7.	Incorporation No./Business
                             No.:	 



 


	8.	Date of Incorporation:	 



 


	9.	Place of Incorporation:	 



 


	10.	Place of Business:	 



 


	11.	Name of Beneficial Owner(s)
                              (if subscriber is a nominee):	 



 


	12.	Source of Funds:	Investment
    Reserve/ Generated from sale of property or business/ Other *(delete as applicable)



 


	 	If Other, please specify:	



 


	13.	Please declare whether
                              the investment is made for the company’s own account and not on behalf of any other party.



 


		☐	Yes



		☐	No



 


If
not, please provide us the full name and identity information of the individual or entity your company is acting for:


 





 



 


Note:
If the applicant is acting as a trustee, please give *the name of the trustee and the trust and **a description of the nature of the
trust.


 




    6


    


    

 


Correspondence
details: If you wish correspondence to be sent to an address other than the address above, please provide details below.


 


	14.	Name:	 



 


	15.	Address:	 
	 	 	 
	 	 	 
	 	 	 
	 	 	 



 


	16.	Telephone No.:	 



 


	17.	Fax No.:	 



 


	18.	E-mail:	 



 


	B.	SUBSCRIPTION,
                                    DIVIDEND AND BANK ACCOUNT DETAILS



 


	Subscription Amount
  (US$):	 	Share Class:
		 	 
	 	 	 






 


	 	The minimum
    initial and subsequent investment per subscriber are set out in the relevant Appendix. The Directors may waive or reduce the minimum
    initial investment either generally or in any particular case.
	 	 
		Please ensure that
    this is the same account that subscription monies are paid from. This account will be used to return any redemption proceeds
    and any dividend income (if applicable). The Administrator may request details of any relevant corresponding bank prior to making
    such payments. The subscriber undertakes to provide such information and to inform the Administrator in writing of changes to these
    details immediately.



 


Account
Details:


 


Bank
Details:


 





	Bank Account Name:	 
	 	 
	Bank Account No./ IBAN:	 
	 	 
	Name of Bank	 
	 	 
	SWIFT Code/ ABA No.:	 
	 	 
	Bank Address	 
	 	 
	 	 
	 	 
	 	 



 


C.
SIGNATURE


 


	Subscriber(s) Signature:

  (if joint subscribers, both must sign)	 	 	 



 





	Name (if on behalf of an entity):	 	 	Date:	 



 




    7


    


    

 


TERMS
OF SUBSCRIPTION


 


		1.	Subscriber’s
                                            Representations and Warranties



 


In
connection with its subscription for the Participating Shares (as defined above), the subscriber represents and warrants to and for the
benefit of the Fund, the Administrator, the Manager and the Investment Advisor as set forth below. If the subscriber is a nominee, the
representations below apply as appropriate to both the nominee and each beneficial owner of the Participating Shares.


 


		(a)	The
                                            subscriber hereby confirms that if the subscriber is resident in Hong Kong the subscriber
                                            is a “Professional Investor” as that term is defined in the Securities and Futures
                                            Ordinance (Cap 571) or the Securities and Futures (Professional Investor) Rules (the “Professional
                                            Investor Rules”) of Hong Kong. Where the subscriber is a “Professional Investor”
                                            as that term is defined in the Professional Investor Rules, the subscriber hereby represents
                                            and warrants that it meets the following criteria:



 


		(i)	it
                                            is a trust corporation holding total assets on trust with a total value of not less than
                                            HK$40 million or its foreign currency equivalent;



 


		(ii)	he/she
                                            is an individual who, either alone or with his spouse or children on a joint account, have
                                            a portfolio1 of not less than HK$8 million or its foreign currency equivalent;



 


		(iii)	it is a
                                            corporation or partnership having either:



 


		(A)	a portfolio
                                            of not less than HK$8 million or its foreign currency equivalent; or



 


		(B)	total
                                            assets of not less than HK$40 million or its foreign currency equivalent; or



 


		(iv)	it
                                            is a corporation the sole business of which is to hold investments and which is wholly owned
                                            by any one or more of the following persons:



 


		(A)	a
                                            trust corporation that falls within the description in sub-paragraph (i) above;



 


		(B)	an
                                            individual who, either alone or with any of his or her associates2 on a joint
                                            account, falls within the description at sub-paragraph (ii) above;



 


		(C)	a corporation
                                            that falls within the description at sub-paragraph (iii) above; or



 


		(D)	a partnership
                                            that falls within the description at sub-paragraph (iii) above.



 


		(b)	Prior
                                            to a subscription being accepted, the subscriber is obliged to provide a proof of its assets,
                                            in a form acceptable to the Fund, by way of a statement which is issued by the subscriber’s
                                            bank or another financial institution and which is dated within 12 months of the date of
                                            the request for subscription. If the subscriber cannot provide an acceptable proof of assets,
                                            the Fund or the Directors may refuse any subscription request and terminate all business
                                            relationships with the subscriber, and redeem all units of the Fund held in the name of the
                                            subscriber. All the costs and losses arising from any such action will be borne by the subscriber.



 


		(c)	The
                                            subscriber has the knowledge, expertise and experience in financial and business matters
                                            to evaluate the risks of investing in the Fund, is aware of the risks inherent in investing
                                            in the assets in which the Fund will invest and the method by which these assets will be
                                            held and/or traded, and can bear the loss of its entire investment in the Fund.



 


		(d)	The
                                            subscriber declares that the Participating Shares are not being acquired and will not be
                                            held in violation of any applicable laws.



 


		(e)	The
                                            subscriber and the directors (or equivalent officers) of the subscriber have received and
                                            carefully reviewed the Private Placement Memorandum, where relevant to their investment into
                                            the Fund and have authorised this subscription accordingly. The Fund has made available to
                                            the subscriber, during the course of this transaction and prior to the purchase of any Participating
                                            Shares, the opportunity to ask questions of representatives of the Fund concerning conditions
                                            of the offering of Participating Shares, and to obtain any additional information relating
                                            to the Participating Shares to the extent that the Fund possesses such information or can
                                            acquire it without unreasonable effort or expense. The subscriber acknowledges that this
                                            subscription is made on the terms of the Private Placement Memorandum and subject to the
                                            Fund’s Memorandum and Articles of Association.



 





 









		1	means
                                            a portfolio comprising any of the following: (a) securities; (b) a certificate of deposit
                                            issued by - (i) an authorised financial institution; or (ii) a bank which is not an authorised
                                            financial institution but is regulated under the law of any place outside Hong Kong; and
                                            (c) in relation to an individual, corporation or partnership, money held by a custodian for
                                            the individual, corporation or partnership.



 


		2	in
                                            relation to an individual, means the spouse of any child of the individual.



 




    8


    


    

 


		(f)	The
                                            subscriber acknowledges that the Participating Shares were not offered to the subscriber
                                            by any means of general solicitation or general advertising. The subscriber further acknowledges
                                            that he, she or it is not subscribing for Participating Shares pursuant hereto as a result
                                            of or subsequent to (i) any advertisement, article, notice or other communications published
                                            in any newspaper, magazine or similar media (including any internet site that is not password
                                            protected) or broadcast over television or radio or (ii) any seminar or meeting whose attendees,
                                            including the undersigned, had been invited as a result of, subsequent to or pursuant to
                                            any of the foregoing.



 


		(g)	The
                                            subscriber acknowledges and understands that the Participating Shares (i) have not been registered
                                            under the U.S. Securities Act of 1933, as amended (the “1933 Act”), the securities
                                            laws of any state or the securities laws of any other jurisdiction, nor is such registration
                                            contemplated, and (ii) are being offered outside the United States in reliance upon the exemption
                                            from registration under Regulation S promulgated under the 1933 Act and may be offered inside
                                            the United States pursuant to the exemption from registration under Regulation D of the 1933
                                            Act.



 


		(h)	The
                                            subscriber understands and agrees that the Fund intends to be exempt from registration as
                                            an investment company in the United States pursuant to an exception from the definition of
                                            investment company provided in Section 3(c)(1) of the U.S. Investment Company Act of 1940,
                                            as amended (the “1940 Act”).



 


		(i)	The
                                            subscriber acknowledges that the Investment Advisor is not registered with the U.S. Securities
                                            and Exchange Commission (the “SEC”) under the U.S. Investment Advisers Act of
                                            1940, as amended (the “Advisers Act”), but may, in its sole and absolute discretion,
                                            or as otherwise required by applicable law or regulation, become so registered in the future.
                                            The Investment Advisor may elect to be treated as an “exempt reporting adviser”
                                            by the SEC (although it has not done so to date) and accordingly may be subject to SEC inspections
                                            and certain reporting requirements, recordkeeping and other obligations as determined from
                                            time to time by the SEC.



 


		(j)	The
                                            subscriber acknowledges that the Investment Advisor is not required to be, and is not currently,
                                            registered with the U.S. Commodity Futures Trading Commission (the “CFTC”) as
                                            a “commodity pool operator” or as a “commodity trading advisor”,
                                            as those terms are defined under the U.S. Commodity Exchange Act, as amended (the “Commodity
                                            Exchange Act”) in reliance on one or more applicable exemption (s) under the Commodity
                                            Exchange Act and the CFTC rules.



  


		(k)	The
                                            subscriber has been advised that the Participating Shares are subject to restrictions on
                                            transfer as set forth in the Private Placement Memorandum, that there is no public market
                                            for the Participating Shares, that no public market for the Participating Shares is expected
                                            to develop and that no share certificates will be issued.



 


		(l)	The
                                            subscriber is purchasing Participating Shares for investment for the subscriber’s own
                                            account (or, if the subscriber is a nominee, for the account of the beneficial owner indicated
                                            on this Subscription Agreement) and not with any present view towards resale or other distribution
                                            of any Participating Shares.



 


		(m)	The
                                            subscriber acknowledges that the Private Placement Memorandum is confidential and intended
                                            solely for the use by the subscriber for the purpose of enabling the subscriber to evaluate
                                            an investment in the Participating Shares. The subscriber agrees not to duplicate or to furnish
                                            particulars of the Private Placement Memorandum, or to divulge any of its contents, to any
                                            person other than the subscriber’s investment, legal or tax advisors (who may use the
                                            information contained in the Private Placement Memorandum solely for purposes relating to
                                            the subscriber’s investment in the Fund).



 


		(n)	The
                                            subscriber acknowledges that it will receive or have access to confidential proprietary information
                                            concerning the Fund, including, without limitation, portfolio positions, valuations, information
                                            regarding actual or potential investments by the Fund, financial information, trade secrets
                                            and the like (collectively, “Confidential Information”), which is proprietary
                                            in nature and non-public. The subscriber agrees that it shall not disclose or cause to be
                                            disclosed any Confidential Information to any person or use any Confidential Information
                                            for its own purposes or its own account, except in connection with its investment in the
                                            Fund and except as otherwise required by any regulatory authority, law or regulation, or
                                            by legal process.



 


		(o)	The information
                                            provided by the subscriber in this Subscription Agreement is accurate, correct and complete.



 




    9


    


    

 


		(p)	The
                                            subscriber, if not a natural person, is duly organised, validly existing, and in good standing
                                            under the laws of the jurisdiction in which it is organised and has the power and authority
                                            to enter into, and perform its obligations under, this Subscription Agreement.



 


		(q)	This
                                            Subscription Agreement (i) has been duly executed and delivered by the subscriber; (ii) if
                                            the subscriber is not a natural person, has been duly authorised by all necessary action
                                            on behalf of the subscriber; and (iii) is the valid and binding obligation of the subscriber
                                            enforceable according to its terms.



 


		(r)	The
                                            subscriber agrees to provide the Fund, the Manager, the Administrator and/or the Investment
                                            Advisor with any additional information which any of them may reasonably request in connection
                                            with this subscription and authorises the Fund, the Manager, the Administrator or the Investment
                                            Advisor to disclose such information relating to this Subscription to such persons as it
                                            considers appropriate.



 


		(s)	Notwithstanding
                                            any other provision contained herein, the subscriber acknowledges and agrees that non-public
                                            information concerning the subscriber set forth in this Subscription Agreement or otherwise
                                            disclosed by the subscriber to the Fund or agents of the Fund, such as the subscriber’s
                                            name, address, social security/identification number, assets and income, and information
                                            regarding the subscriber’s investment in the Fund (collectively, the “Information”),
                                            may be disclosed (a) to the Manager, the Administrator and the Investment Advisor including
                                            any delegates thereof, attorneys, accountants and auditors in furtherance of the Fund’s
                                            business and to other service providers such as brokers who may have a need for the information
                                            in connection with providing services to the Fund, (b) to companies and affiliates in the
                                            Investment Advisor’s group which perform marketing and investor servicing duties, (c)
                                            to third party service providers or financial institutions who may be providing marketing
                                            services to the Fund provided that such persons must agree to protect the confidentiality
                                            of the Information and use the Information only for the purposes of providing services to
                                            the Fund, and (d) to regulatory, tax and other authorities (including the IRS) and as otherwise
                                            required or permitted by law.



 


		(t)	In
                                            accordance with the preceding paragraph, the subscriber hereby consents to the transmission
                                            by the Fund, the Manager, the Administrator and/or the Investment Advisor including any delegates
                                            thereof of personal data provided by the subscriber to countries which may not have data
                                            protection legislation in place which is equivalent to or serve the same purposes as that
                                            of the jurisdiction where the Fund, the Manager, the Administrator and/or the Investment
                                            Advisor are established, provided that such transmission is reasonably required in order
                                            to perform their respective functions.



 


		(u)	The
                                            subscriber confirms that the subscriber shall be deemed to make each of the representations
                                            and warranties contained herein on a continuing basis.



 


		(v)	The
                                            subscriber agrees to indemnify and hold harmless the Fund, the Directors, the Manager, the
                                            Investment Advisor, the Administrator and their respective affiliates (each an “Indemnified
                                            Party”) against any loss, liability, cost or expense (including without limitation
                                            legal fees, taxes and penalties) which may result directly or indirectly, from any misrepresentation
                                            or breach of any representation, warranty, condition, covenant or agreement contained herein
                                            or in any other document delivered by the subscriber such Indemnified Party.



 


		(w)	The subscriber
                                            agrees to be bound by all of the provisions in the Private Placement Memorandum.



 


		(x)	The
                                            subscriber is not investing in reliance on any representation or warranty, express or implied,
                                            as to the performance of or the investment objective to be achieved by the Fund.



 


		(y)	The
                                            Directors or the Administrator reserve the right, without limitation and without providing
                                            any reason, to refuse in whole or in part the subscription for Participating Shares by any
                                            person, in their absolute discretion.



 


		(z)	The
                                            subscriber is aware that no U.S. federal or state agency and no other regulatory authority
                                            including the Securities and Futures Commission in Hong Kong have passed upon the Participating
                                            Shares or made any finding or determination as to the fairness of this investment and that
                                            the Private Placement Memorandum has not been filed with any such agency.



 




    10


    


    

 


		(aa)	The
                                            subscriber has consulted its own professional advisers, including its own lawyers, accountants
                                            and investment advisers as the subscriber deems necessary, with respect to the suitability
                                            of this investment. In particular, but without limitation, the subscriber is relying solely
                                            upon the advice of its personal tax adviser with respect to the tax aspects of an investment
                                            in Participating Shares. The subscriber understands that any tax benefits that may be available
                                            to the subscriber in relation to its investment in Participating Shares may be lost through
                                            the adoption of new laws or regulations or changes to existing laws and regulations or changes
                                            in the interpretations of existing laws and regulations. The subscriber hereby agrees that
                                            it shall not take any action to present a petition or commence any case, proceeding, proposal
                                            or other action under any existing or future law of any jurisdiction, domestic or foreign,
                                            relating to bankruptcy, insolvency, reorganisation, arrangement in the nature of insolvency
                                            proceedings, adjustment, winding-up, liquidation, dissolution, composition or analogous relief
                                            with respect to the Fund or the debts of the Fund unless and until a debt is immediately
                                            due and payable by the Fund to the subscriber.



 


		(bb)	The
                                            subscriber certifies under penalties of perjury that (a) the subscriber has completed and
                                            furnished to the Fund an applicable U.S. Internal Revenue Service Form W-8 (please refer
                                            to Annex A), and (b)(i) the subscriber is not a United States person (as defined in
                                            the U.S. Tax Code) and (ii) the subscriber will notify the Fund within sixty (60) days of
                                            any change in such status. The subscriber agrees to execute properly and provide to the Fund
                                            in a timely manner any tax documentation that the Manager, the Administration or the Investment
                                            Advisor believes is required or will enable the Fund or any subsidiary of the foregoing to
                                            comply with or mitigate any of their respective tax reporting, tax withholding, and/or tax
                                            compliance obligations, or which may arise as a result of a change in law or in the interpretation
                                            thereof.



 


		(cc)	Legislation
                                            known as the U.S. Foreign Account Tax Compliance Act, Sections 1471 through 1474 of the Code
                                            and the U.S. Treasury regulations thereunder (whether proposed, temporary or final), including
                                            any successor provisions, subsequent amendments, and administrative guidance promulgated
                                            thereunder (or which may be promulgated in the future), any applicable intergovernmental
                                            agreement (“IGA”) and related statutes, regulations or rules, and other guidance
                                            thereunder, any governmental authority pursuant to the foregoing authorities, and any agreement
                                            entered into by or with respect to the Fund (or any of its affiliates) (“FATCA”)
                                            and/or any similar automatic tax information exchange agreements or arrangements impose or
                                            may impose a number of obligations on the Fund (or any of its affiliates). In this regard:



 


		(1)	The
                                            subscriber acknowledges that the Fund and its affiliates are required to comply with FATCA
                                            and similar automatic tax information arrangements, and that, in order to comply with such
                                            requirements and/or to avoid the imposition of U.S. federal withholding tax, the Fund, the
                                            Directors, and the Fund’s and the Director’s agents and their affiliates, including,
                                            but not limited to, the Manager, the Investment Advisor, the Administrator and their directors
                                            or officers, may, from time to time, (A) require further information and/or documentation
                                            from the subscriber, which information and/or documentation may (1) include, but will not
                                            be limited to, information and/or documentation relating to or concerning the subscriber,
                                            the subscriber’s direct and indirect beneficial owners (if any), any such person’s
                                            identity, residence (or jurisdiction of formation) and income tax status, and (2) need to
                                            be certified by the subscriber under penalties of perjury, and (B) provide or disclose any
                                            such information and documentation to the U.S. Internal Revenue Service, other governmental
                                            agencies of the United States, or to any applicable jurisdiction under the terms of a relevant
                                            IGA (including any implementing legislation enacted as a result thereof), and to certain
                                            withholding agents.



 


		(2)	The
                                            subscriber agrees that it shall provide such information and/or documentation concerning
                                            itself and its direct and indirect beneficial owners (if any), as and when requested by the
                                            Fund, the Director’s, the Manager, the Investment Advisor, the Administrator or any
                                            of the their agents, as any such person, in its sole discretion, determines is necessary
                                            or advisable for the Fund (or any of its affiliates) to comply with its obligations under
                                            FATCA.



 


		(3)	The
                                            subscriber agrees to waive any provision of law of any non-U.S. jurisdiction that would,
                                            absent a waiver, prevent compliance with FATCA by the Fund or any affiliate thereof, including,
                                            but not limited to, the subscriber’s provision of any requested information and/or
                                            documentation.



 


		(4)	The
                                            subscriber acknowledges that if the subscriber does not timely provide and/or update the
                                            requested information and/or documentation or waiver (each, a “FATCA Compliance Failure”),
                                            as applicable, the Fund may, at its sole discretion and in addition to all other remedies
                                            available at law or in equity, immediately or at such other time or times redeem or withdraw
                                            all or a portion of the subscriber’s Participating Shares or investment, prohibit in
                                            whole or part the subscriber from participating in additional investments of the Fund and/or
                                            deduct from the subscriber’s account and retain amounts sufficient to indemnify and
                                            hold harmless the Fund, the Director’s and any of the Fund’s agents, or any other
                                            subscriber/investor, or any partner, member, shareholder, director, manager, officer, employee,
                                            delegate, agent, affiliate, executor, heir, assign, successor or other legal representative
                                            of any of the foregoing persons, from any and all withholding taxes, interest, penalties,
                                            cost, expenses and other losses or liabilities suffered by any such person or persons on
                                            account of a FATCA Compliance Failure; provided that the foregoing indemnity shall be in
                                            addition to and supplement any other indemnity provided under this Subscription Agreement.



 




    11


    


    

 


		(5)	To
                                            the extent that the Fund, the Directors and any of the Fund’s agents, or any other
                                            subscriber/investor, or any partner, member, shareholder, director, manager, officer, employee,
                                            delegate, agent, affiliate, executor, heir, assign, successor or other legal representative
                                            of any of the foregoing persons suffers any withholding taxes, interest, penalties and/or
                                            other expenses and costs on account of the subscriber’s FATCA Compliance Failure, (a)
                                            the subscriber shall promptly pay upon demand by or on behalf of the Fund to the Fund or,
                                            at the Fund’s direction, to any of the foregoing persons, an amount equal to such withholding
                                            taxes, interest, penalties and other expenses and costs, or (b) the Fund may reduce the amount
                                            of the next distribution or distributions which would otherwise have been made to the subscriber
                                            or, if such distributions are not sufficient for that purpose, reduce the proceeds of liquidation
                                            otherwise payable to the subscriber by an amount equal to such withholding taxes, interest,
                                            penalties and other expenses and costs.



 


		(6)	The
                                            subscriber acknowledges that the Directors, in consultation with their agents, will determine
                                            in its sole discretion, whether and how to comply with FATCA, and any such determinations
                                            shall include, but not be limited to, an assessment of the possible burden to subscribers/investors,
                                            the Fund and the Directors of timely collecting information and/or documentation.



 


		(7)	The
                                            subscriber acknowledges and agrees that it shall have no claim against the Fund, the Directors,
                                            the Manager, Investment Advisor, the Administrator and any of the Fund’s agents, or
                                            any other subscriber/investor, or any partner, member, shareholder, director, manager, officer,
                                            employee, delegate, agent, affiliate, executor, heir, assign, successor or other legal representative
                                            of any of the foregoing persons, for any damages or liabilities attributable to any FATCA
                                            compliance related determinations pursuant to Section (hh)(6); provided that the foregoing
                                            indemnity shall be in addition to and supplement any other indemnity provided under this
                                            Subscription Agreement.



 


		(dd)	The
                                            subscriber acknowledges that the Fund, the Manager, the Administrator and/or the Investment
                                            Advisor may disclose to each other, to any other service provider to the Fund or to any regulatory
                                            body in any applicable jurisdiction copies of this Subscription Agreement and any information
                                            concerning the subscriber provided by the subscriber to the Fund, the Manager, the Administrator
                                            and/or the Investment Advisor and any such disclosure shall not be treated as a breach of
                                            any restriction upon the disclosure of information imposed on such person by law or otherwise.



 


		(ee)	The
                                            subscriber consents to details relating to the subscriber’s subscription and holdings
                                            being disclosed to companies and affiliates in the Investment Advisor’s group, which
                                            perform marketing and investor servicing duties.



 


		(ff)	The
                                            subscriber understands, acknowledges and agrees that the Fund may amend the Private Placement
                                            Memorandum in the circumstances, and in accordance with the terms, set out in the Private
                                            Placement Memorandum and that any such amendment will apply to the each subscriber and in
                                            respect of any Participating Shares issued pursuant to this Subscription Agreement.



 


		(gg)	The
                                            subscriber understands and acknowledges that (i) from time to time the Fund may enter into
                                            agreements with certain prospective or existing holders of Participating Shares, under which
                                            those holders receive advantages not appearing in the Private Placement Memorandum, (ii)
                                            the Fund is not required to notify other shareholders of the rights granted by, and/or terms
                                            of, any such agreements, (iii) nor is the Fund obliged to offer such rights or terms to the
                                            subscriber or other Shareholders.



 


		(hh)	The
                                            subscriber understands and acknowledges that (i) although Participating Shares will not be
                                            issued until the relevant Subscription Day, subscription monies received by the Fund are
                                            deposited directly into an account in the name of the Fund, (ii) prior to the issuance of
                                            Participating Shares on the relevant Subscription Day, may be released to ensure that investment
                                            in the Fund can be effected on the relevant Subscription Day, and (iii) neither the Fund
                                            nor any delegate or agent of the Fund will be liable to the subscriber for any loss or damage
                                            howsoever arising out of or in relation to the deposit and or release of subscription monies
                                            prior to the issue of Participating Shares.



 




    12


    


    

 


		(ii)	The
                                            subscriber agrees that it shall not present a petition to wind up the Fund on a just and
                                            equitable basis in the Grand Court of the Cayman Islands or make any other equivalent subscription
                                            before the courts of any other jurisdiction in connection with the realisation of the assets
                                            of the Fund in anticipation of the termination of the business of the Fund as contemplated
                                            by the Private Placement Memorandum and/or the Fund’s Memorandum and Articles of Association.



 


		(jj)	By
                                            executing this document, the subscriber is consenting to electronic delivery and giving permission
                                            for the Fund and its service providers and other representatives, to deliver via email any
                                            documentation, reports and other information to be delivered to the subscriber in connection
                                            with the subscriber’s investment in the Fund. Such information may include confidential
                                            information regarding the Fund, including but not limited to, subscriber and investment information.
                                            Certain information, at the discretion of the Fund, may be delivered to the subscriber by
                                            regular mail, facsimile or courier. The subscriber also consents to the Fund transmitting
                                            information by email to any of the subscriber’s or the Fund’s service providers,
                                            advisors, accountants or others to whom the subscriber has requested that such information
                                            be provided. The subscriber understands that contact via non-encrypted email, such as that
                                            expected to be used by the Fund, and the transmission of email data take place over public
                                            networks and therefore will be unprotected. Although the Fund and its service providers will
                                            take reasonable precautions regarding the integrity, confidentiality and security of information
                                            sent by email, none of the Fund, its affiliates or any of its service providers or other
                                            representatives will be liable for interception, system failure or other problems that may
                                            result in incompletion or incorrect transmission. In addition, information transmitted by
                                            email may need to be disclosed to third parties, including regulatory authorities with jurisdiction
                                            over the Fund or its service providers, and could be accessed by unauthorized persons.



 


The
subscriber agrees to release the Fund, its affiliates and its service providers from any form of liability or loss associated with the
communication of Fund information by email, including but not limited to, subscriber, investor and investment information. The Fund and
its service providers make no warranties in relation to these matters and the subscriber accepts the risks associated with the use of
email. The Fund and its service providers also reserve the right to intercept, monitor and retain communications to and from their systems
as permitted by applicable law.


 


The
subscriber understands that to receive information by email the subscriber will need Internet access, a valid email address and the ability
to install or download such subscriptions as the Fund may specify. If the subscriber wishes to retain information sent by email, the
subscriber will need access to a printer or other device to download and print or save such information. The subscriber also understands
that it is the subscriber’s obligation to inform the Fund in the event that any of the subscriber’s or the subscriber’s
service providers’ email addresses change. The subscriber may update any of the subscriber’s or the subscriber’s service
providers’ email addresses by contacting an appropriate representative of the Fund and requesting an update.


 


This
consent will be effective immediately and will remain in effect unless and until the subscriber revokes it. At any time, the subscriber
may revoke this consent and/or request paper copies of any documents, at no additional cost to the subscriber, by sending a written revocation
and/or request the Administrator.


 


The
subscriber acknowledges that it may take up to three (3) days to process a revocation of consent to electronic delivery (or request for
paper copies) from the date that the subscriber’s revocation or request is received by the Fund.


 


		2.	Anti-Money
                                            Laundering Declarations



 


		(a)	The
                                            subscriber acknowledges that, in order to comply with measures aimed at the prevention of
                                            money laundering and terrorism, the Fund, the Administrator and/or any of their delegates
                                            or agents, may require verification of the identity of the subscriber and the source of the
                                            subscriber’s subscription monies before this subscription can be processed. The subscriber
                                            undertakes to provide (a) such information and documentation as the Fund, the Administrator
                                            and/or any of their delegates or agents may request to verify its identity in compliance
                                            with applicable anti-money laundering laws and regulations, and (b) any further information
                                            and documentation as the Fund, the Administrator and and/or any of their delegates or agents
                                            may request from time to time to ensure ongoing compliance with applicable laws and regulations.
                                            Subscribers should refer to ANNEX B for the Administrator’s verification requirements
                                            in connection with a subscription for Participating Shares. The subscriber acknowledges that
                                            neither the Fund nor any of its delegates or agents shall be liable for any loss arising
                                            as a result of a failure to process the subscriber’s subscription for Participating
                                            Shares if such information and documentation as has been requested has not been provided
                                            by the subscriber. The subscriber agrees to indemnify and hold harmless the Fund and its
                                            delegates and agents against any loss incurred by them due to such information and documentation
                                            as has been requested not being provided by the subscriber.



 




    13


    


    

 


		(b)	The
                                            Fund and the Administrator each reserve the right to request such information as is necessary
                                            to verify the identity of a subscriber. The Fund and the Administrator also each reserve
                                            the right to request such identification evidence in respect of a transferee of Participating
                                            Shares. In the event of delay or failure by the subscriber or transferee to produce any information
                                            required for verification purposes, the Fund or the Administrator may refuse to accept the
                                            subscription or (as the case may be) to register the relevant transfer and (in the case of
                                            a subscription for Participating Shares) any funds received will be returned without interest
                                            to the account from which the monies were originally debited at the expense of the subscriber.



 


		(c)	The
                                            subscriber warrants and covenants that the Participating Shares are to be purchased with
                                            funds that are from legitimate sources in connection with its regular business activities
                                            and which do not constitute the proceeds of criminal conduct within the meaning given in
                                            the Proceeds of Crime Law (as amended) of the Cayman Islands. The subscriber acknowledges
                                            and understands that (a) under the Proceeds of Crime Law (as amended) of the Cayman Islands,
                                            if a person who is a resident in the Cayman Islands knows or suspects that a payment to the
                                            Fund (by way of subscription or otherwise) represents proceeds of criminal conduct, that
                                            person must report his knowledge or suspicion to the reporting authority, and (b) such report
                                            shall not be treated as a breach of any restriction upon the disclosure of information imposed
                                            by law or otherwise.



 


		(d)	The
                                            subscriber understands and agrees that the Fund prohibits the investment of funds by any
                                            persons or entities that are acting, directly or indirectly, (i) in contravention of any
                                            applicable laws and regulations, including anti-money laundering regulations or conventions,
                                            (ii) on behalf of terrorists or terrorist organisations, including those persons or entities
                                            that are included on the List of Specially Designated Nationals and Blocked Persons maintained
                                            by the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”)
                                            or on any lists or resolutions issued by the United Nations (whether through the Security
                                            Council or otherwise) pursuant to which dealings with persons specified therein are prohibited,
                                            restricted or discouraged, as such lists may be amended from time to time; (iii) for a senior
                                            political figure, any member of a senior political figure’s immediate family or any
                                            close associate of a senior political figure, unless the Fund, after being specifically notified
                                            by the subscriber in writing that the subscriber is such a person, conducts further due diligence,
                                            and determines that such investment shall be permitted, or (iv) as trustee, agent, representative
                                            or nominee for a foreign shell bank (such persons or entities in (i) - (iv) are collectively
                                            referred to as “Prohibited Persons”).



 


		(e)	The
                                            subscriber warrants and covenants that: (i) the subscriber is not, nor is any person or entity
                                            controlling, controlled by or under common control with the subscriber, a Prohibited Person,
                                            and (ii) to the extent the subscriber has any beneficial owners, (a) the subscriber has carried
                                            out thorough due diligence to establish the identities of such beneficial owners, (b) based
                                            on such due diligence, the subscriber reasonably believes that no such beneficial owners
                                            are Prohibited Persons, (c) the subscriber holds the evidence of such identities and status
                                            and will maintain all such evidence in accordance with applicable law and regulation, and
                                            (d) the subscriber will make available such information and any additional information that
                                            the Fund may reasonably require upon request in order to comply with applicable law and regulation.



 


		(f)	Where
                                            this subscription is made as trustee, custodian, nominee or otherwise on behalf of another
                                            person or persons, the subscriber warrants that it has carried out reasonable verification
                                            checks on and obtained sufficient evidence as to the identity of such person or persons on
                                            whose behalf the subscriber shall be holding the Participating Shares so as to satisfy the
                                            subscriber of the provenance and legitimacy of the source of funds used to subscribe for
                                            the Participating Shares and has otherwise complied with the laws and regulations relating
                                            to anti-money laundering procedures that are applicable in the jurisdiction where such Participating
                                            Shares are offered or distributed and the subscriber acknowledges that in applying to be
                                            registered owner of the Participating Shares on such person’s or persons’ behalf
                                            the subscriber is confirming that it is satisfied as to the identity of the underlying beneficial
                                            holder(s) and the provenance and legitimacy of the funds being used to subscribe for the
                                            Participating Shares.



 


		(g)	If
                                            any of the foregoing representations, warranties or covenants in paragraphs (c) to (f) above
                                            cease to be true or if the Fund no longer reasonably believes that it has satisfactory evidence
                                            as to their truth, notwithstanding any other agreement to the contrary, the Fund may be obligated
                                            to take certain actions relating to the subscriber’s holding of Participating Shares,
                                            including (but not limited to) freezing the subscriber’s investment, either by prohibiting
                                            additional investments, declining or suspending any redemption requests and/or segregating
                                            the assets constituting the investment in accordance with applicable regulations, or the
                                            subscriber’s investment may immediately be redeemed by the Fund, and the Fund may also
                                            be required to report such action and to disclose the subscriber’s identity to OFAC
                                            or other authorities. In the event that the Fund is required to take any of the foregoing
                                            actions, the subscriber understands and agrees that the subscriber shall have no claim against
                                            the Fund, the Directors, the Manager, the Investment Advisor or the Administrator or their
                                            respective affiliates, directors, members, partners, shareholders, officers, employees and
                                            agents for any form of damages as a result of any such actions.



 




    14


    


    

 


		(h)	The
                                            subscriber understands and agrees that any redemption proceeds paid to the subscriber will
                                            be paid to the same account from which the subscriber’s investment in the Fund was
                                            originally remitted, unless the Fund or the Administrator agrees otherwise, in which case
                                            the Fund or the Administrator shall have the right to demand such information as regards
                                            the identity of the alternative beneficiary and its connection with the subscriber as may
                                            be required under applicable anti-money laundering rules and regulations prior to so agreeing.



 


		(i)	The
                                            Fund and the Administrator also each reserve the right to refuse to make any redemption payment
                                            to a Shareholder if any of the Directors or the Administrator suspects or is advised that
                                            the payment of any redemption moneys to such Shareholder might result in a breach or violation
                                            of any applicable anti-money laundering or other laws or regulations by any person in any
                                            relevant jurisdiction, or such refusal is considered necessary or appropriate to ensure the
                                            compliance by the Fund, the Directors or the Administrator with any such laws or regulations
                                            in any relevant jurisdiction.



 


		3.	Miscellaneous



 


		(a)	This
                                            Subscription Agreement shall be governed by, and construed in accordance with, the laws of
                                            the Cayman Islands without regard to any choice of law rules that would require or permit
                                            subscription of the laws of any other jurisdiction. The subscriber hereby irrevocably consents
                                            to the jurisdiction of any court sitting in the Cayman Islands for the purposes of any proceeding
                                            relating to this Subscription Agreement and waives any objection to the convenience of any
                                            such court. The subscriber hereby further irrevocably consents to the service of process
                                            out of any of the aforesaid courts, in any such suit, action or proceeding, by the mailing
                                            of copies thereof, by certified or registered mail, return receipt requested, addressed to
                                            the subscriber at the address of the subscriber then appearing on the records of the Fund.
                                            Nothing contained herein shall affect the right of the Fund to commence any action, suit
                                            or proceeding or otherwise to proceed against the subscriber in any other jurisdiction or
                                            to serve process upon the subscriber in any manner permitted by any applicable law in any
                                            relevant jurisdiction.



 


		(b)	This
                                            Subscription Agreement, the Private Placement Memorandum and the Memorandum and Articles
                                            of Association of the Fund contain the entire agreement between the parties with respect
                                            to the subscriber’s investment in Participating Shares. Provisions of this Subscription
                                            Agreement may not be modified or waived, except in writing.



 


		(c)	The
                                            subscriber may not assign any of the subscriber’s rights or interests in and under
                                            this Subscription Agreement without the prior written consent of the Fund, and any attempt
                                            at assignment without such consent shall be void and without effect.



 


		(d)	The
                                            subscriber hereby confirms that the Fund and the Administrator are each authorised and instructed
                                            to accept and execute any instructions in respect of the Participating Shares to which this
                                            Subscription relates given by the subscriber by facsimile or email. If instructions are given
                                            by the subscriber by facsimile or email, the subscriber undertakes to forward the original
                                            documentation immediately by courier to the Administrator. None of the Fund or the Administrator
                                            shall be responsible for any mis-delivery or non-receipt of any facsimile or email. The subscriber
                                            hereby indemnifies the Fund and the Administrator and agrees to keep each of them indemnified,
                                            against any loss of any nature whatsoever arising to each of them as a result of any of them
                                            acting on either facsimile or email instructions. The Fund and the Administrator may rely
                                            conclusively upon and shall incur no liability in respect of any action taken upon any notice,
                                            consent, request, instructions, email or other instrument believed, in good faith, to be
                                            genuine or to be signed by properly authorised persons.



 


		(e)	Any
                                            provision of this Subscription Agreement which is invalid or unenforceable in any jurisdiction,
                                            shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability
                                            without rendering the remaining provisions invalid or unenforceable or affecting the validity
                                            or enforceability of this Subscription Agreement in any other jurisdiction.



 


		(f)	If
                                            the subscriber is more than one person, the obligations of those persons under this Subscription
                                            Agreement shall be joint and several. Where applicable, for joint Shareholders, the Shareholders
                                            each individually authorizes the Fund and the Administrator and each of their delegates to
                                            act upon the written instructions of any one of the Shareholders in respect of the transfer
                                            or redemption of any of the Participating Shares registered in the joint names.



 




    15


    


    

 


ANNEX
A: IRS WITHHOLDING TAX FORMS


 


Anyone
subscribing for Participating Shares of the Fund is required to submit appropriate tax certifications under penalties of perjury. With
respect to subscribers purchasing Participating Shares as either joint tenants with right of survivorship or tenants-in-common, please
note that each individual must sign and complete the appropriate IRS Form. Subscribers who are grantors of a “grantor trust,”
and “grantor trusts” with multiple grantors, must provide appropriate tax forms for each grantor.


 


Please
carefully review the instructions accompanying the IRS Form that the subscriber is completing. The Fund will not consider an IRS Form
complete unless the subscriber has submitted all statements, certifications or other documents required by the applicable IRS Form. Please
note that subscribers may be required to provide updated tax forms (and certain other information from time to time, including, without
limitation, pursuant to FATCA).


 


The
most current versions of all the IRS Forms and their instructions are located at the websites listed below. Subscribers should consult
their own tax advisors about which form(s) to complete.


 


IRS Form
W-9 and Instructions


http://www.irs.gov/pub/irs-pdf/fw9.pdf


http://www.irs.gov/pub/irs-pdf/iw9.pdf


 


IRS Form
W-8BEN-E and Instructions


http://www.irs.gov/pub/irs-pdf/fw8bene.pdf


http://www.irs.gov/pub/irs-pdf/iw8bene.pdf


 


IRS Form
W-8BEN and Instructions


http://www.irs.gov/pub/irs-pdf/fw8ben.pdf


http://www.irs.gov/pub/irs-pdf/iw8ben.pdf


 


IRS Form
W-8ECI and Instructions


http://www.irs.gov/pub/irs-pdf/fw8eci.pdf


http://www.irs.gov/pub/irs-pdf/iw8eci.pdf


 


IRS Form
W-8EXP and Instructions


http://www.irs.gov/pub/irs-pdf/fw8exp.pdf


http://www.irs.gov/pub/irs-pdf/iw8exp.pdf


 


IRS Form
W-8IMY and Instructions


http://www.irs.gov/pub/irs-pdf/fw8imy.pdf


http://www.irs.gov/pub/irs-pdf/iw8imy.pdf


 




    16


    


    

 


ANNEX
B: AML APPENDIX


 


Applicants
are required to provide certain supplemental documentation in connection with this subscription. Please note all documents listed under
the class of applicant are required and must either be originals or certified true copies:


 


If
your bank account is not located in a country that is on the Administrator - Prescribed Countries**, please contact the Administrator
for further details regarding your KYC requirements.


 


	Investor
    Category	 	Requirements
	 	 	 
	Individuals	 	1.	Passport
    or official ID document with photograph, name, date of birth and nationality (and name change document if applicable)
	 	 	 	
	 	 	2.	Address
    proof e.g. copy of utility bill or bank statement. Must be less than 3 months old and display full name. P.O. Box mailing addresses
    are not acceptable.
	 	 	 	
	 	 	3.	Information
    on occupation and source of funds for investment (a statement on the subscription form or a signed letter will satisfy this requirement)
	 	 	 	
	Listed
    Companies/	 	1.	Certificate
    of incorporation or equivalent (and certificate on change of name if applicable)
	Regulated	 	 	 
	Institutions	 	2.	Details
    of the registered office and place of business
	 	 	 	 
	 	 	3.	Evidence
    of listing on recognised stock exchange* / regulated in an approved country* (e.g. extract from Bloomberg / Reuters / Stock Exchange
    / Regulator website)
	 	 	 	
	 	 	4.	List
    of Directors
	 	 	 	 
	 	 	5.	Confirmation
    that the investment is made for the company’s own account and not on behalf of any other party and the source of funds for
    investment (a statement on the subscription form or a signed letter will satisfy this requirement)
	 	 	 	
	 	 	6.	Signed
    board resolution authorising the investment and conferring authority on those giving instructions
	 	 	 	 
	 	 	7.	Authorised
    signature list with specimen signatures
	 	 	 	 
	 	 	8.	Source
    of funds for investment (a statement on the subscription form or a signed letter will satisfy this requirement) and the latest available
    financial statement where appropriate
	 	 	 	
	Other
    Pooled

    Investment Vehicles	 	1.	Evidence
    of formation/incorporation (e.g. certificate of incorporation or equivalent, extract from regulators website or other appropriate
    documentation)
		 	 	
	(Pension
    Fund, Hedge	 	2.	Extract
    from commercial register
	Fund,
    Private Equity	 	 	 
	Fund,
    Fund of Fund,	 	3.	Prospectus
    (offering document) or equivalent
	Venture
    Capital	 	 	 
	Funds)	 	4.	Written
    confirmation that underlying investors have been identified and anti-money laundering checks have been carried out to the Administrator
    - Prescribed Countries** standards on the underlying investors in the Pooled Investment Vehicle. (Please request a standard letter
    template from the Administrator for this purpose.)
	 	 	 	
	 	 	5.	Signed
    board resolution/confirmation authorizing the investment and conferring authority on those giving instructions
	 	 	 	 
	 	 	6.	Authorised
    signature list with specimen signatures



 








    17


    


    

 


	Private
    Companies	 	1.	Certificate
    of incorporation or equivalent (and certificate on change of name if applicable)
	(Personal
    Investment	 	 	 
	Companies,
    Unquoted	 	2.	Details
    of the registered office and place of business
	Companies)	 	 	 
	 	 	3.	Signed
    board resolution/confirmation authorizing the investment and conferring authority on those giving instructions
	 	 	 	 
	 	 	4.	Register
    of directors or Letter from lawyer/accountant/company secretary to confirm the names of directors.
	 	 	 	 
	 	 	5.	Register
    of members or Letter from lawyer/accountant/company secretary that confirms the names of the principal beneficial owner (any
    person holding a 10% or more interest or with principal control over the company’s assets).
	 	 	 	 
	 	 	6.	Company
    Search (e.g. Search of file at Company Registry) or any other government source showing live status of the company (if applicable),
    or recently audited financial statements
	 	 	 	 
	 	 	7.	Passport
    or official ID document with photograph, name, date of birth and nationality (and name change document if applicable) of the following
    individuals:
	 	 	 	 
	 	 	 	●
    	Each
    principal beneficial owner (any person holding a 10% or more interest or with principal control over the company’s assets)
	 	 	 	 
	 	 	 	●	All
    the directors (including the Managing/Executive Director)
	 	 	 	 
	 	 	 	●
    	All
    authorised signatories
	 	 	 	 
	 	 	8.	Address
    proof, e.g. copy of utility bill or bank statement, of the following individuals (must be less than 3 months old and display full
    name, P.O. Box mailing addresses are not acceptable):
	 	 	 	 
	 	 	 	●
    	Each
    principal beneficial owner (any person holding a 10% or more interest or with principal control over the company’s assets)
	 	 	 	 
	 	 	 	●
    	All
    the directors (including the Managing/Executive Director)
	 	 	 	 
	 	 	 	●
    	All
    authorised signatories
	 	 	 	 
	 	 	9.	Confirmation
    that the investment is made for the company’s own account and not on behalf of any other party and the source of funds for
    investment (a statement on the subscription form or a signed letter will satisfy this requirement)
	 	 	 	 
	 	 	10.	Authorised
    signature list with specimen signatures
	 	 	 	 
	 	 	11.	Identification
    Information Form for Companies and Partnerships (Appendix 1)






 


Note:
Where the company has an ownership structure which is made up of several layers, please follow the chain of ownership and provide identification
documents of the individuals who are the ultimate beneficial owners in line with the “Individuals” category.


 


Note:
If the Private Company or its parent that is regulated/listed on a Recognised Stock Exchange (See note *), follow the requirements for
“Listed Companies / Regulated Institutions”.


 




    18


    


    

 


	Partnerships
    &

    Unincorporated

    Businesses	 	1.	Identification
    evidence for the general partners (GP) and all other partners who are empowered to give instructions (at least two partners / controllers
    and/or authorised signatories). If the partner is an entity, documentation requirements are in line with relevant category of entity;
    or if the partner is an individual, please follow the requirements for “Individuals”.
	 	 	 	
	 	 	2.	Business
    registration certificate or equivalent (i.e. formation) (and name change document if applicable)
	 	 	 	 
	 	 	3.	Executed
    Partnership Agreement / Deed
	 	 	 	 
	 	 	4.	Mandate/deed/resolution
    from the partnership authorising the opening of an account or undertaking the transaction and conferring authority on those who will
    undertake transactions
	 	 	 	
	 	 	5.	Evidence
    of the detailed address of the partnership (P. O. Box mailing address is not acceptable)
	 	 	 	 
	 	 	6.	For
    limited partnerships obtain written confirmation that an anti-money laundering (AML) investor / beneficiary identification verification
    has been performed up to the Administrator’s standards on the limited partners in the limited partnership. (Please request
    a standard letter template from the Administrator for this purpose.)
	 	 	 	
	 	 	7.	Authorised
    signature list with specimen signatures
	 	 	 	 
	 	 	8.	Latest
    report and accounts (audited where applicable)
	 	 	 	 
	 	 	9.	Identification
    Information Form For Companies and Partnerships (Appendix 1)
	 	 	 	 
	 	 	10.	Names
    of all partners
	 	 	 	 
	 	 	 	Not
    applicable if


 


		(i)	the
                                            partnership is a Pooled Investment Vehicles (PV) and the GP fulfills the requirements under
                                            “Nominee Accounts” below e.g. undertaking letter from and due diligence performed
                                            on the GP, or



 


		(ii)	the
                                            GP is an entity, where (1) GP itself is regulated* directly, or (2) GP itself is unregulated
                                            but its parent is regulated*.



 


		*	“regulated”
                                            means regulated in a country that is on the Administrator - Prescribed Countries ** list
                                            For other unregulated GP that is an entity or if the GP is an individual, names of all partners
                                            are still required.



 


Note:
Where the partnership has an ownership structure which is made up of several layers (e.g. if the general partners is also another limited
partnership), please follow the chain of ownership and provide identification documents of the individuals who are the ultimate beneficial
owners in line with the “Individuals” category.


 


	Trusts	 	Regulated
    Trustee in a country that is on the Prescribed Countries ** or parent of the Trustee is regulated in a country that is on the Prescribed
    Countries **
	 	 	 	 
	 	 	1.	Extract of authorisation
    from the relevant regulator
	 	 	 	 
	 	 	2.	Written confirmation that
    the trustee has undertaken identity and anti-money laundering checks to the Administrator’s standards on settlors and main
    beneficiaries. (Please request a standard letter template from the Administrator for this purpose.)
	 	 	 	 
	 	 	3.	Trust Deed
	 	 	 	 
	 	 	4.	Authorised signature list
    with specimen signatures
	 	 	 	 
	 	 	5.	Identification Information
    Form for a Trust (Appendix 2)








 




    19


    


    

 


	 	 	Unregulated
    Trustee
	 	 	 
	 	 	1.	Trust
    Deed
	 	 	 	 
	 	 	2.	Identification
    evidence of all trustees, settlors, beneficial owners and authorised signatories, in line with all of the requirements for a “Company”
    (or listed/regulated entity if applicable) or “Individual” i.e. official photo ID and residential address proof (P.O.
    box is not acceptable)
	 	 	 	
	 	 	3.	Authorised
    signature list with specimen signatures
	 	 	 	 
	 	 	4.	General
    nature of the trust (e.g. family trust, pension trust, charitable trust etc) and confirmation on the source of funds for investment
    (a statement on the subscription form or a signed letter will satisfy this requirement)
	 	 	 	
	 	 	5.	Identification
    Information Form for a Trust (Appendix 2)



 




	Nominee accounts	 	Regulated
    third party or unregulated third party with regulated parent company
	 	 	 
	(Private bank, investment
    adviser or nominee company)  	 	(Subscription
    on behalf of underlying investor and the third party is located in a country that is on the Prescribed  Countries
    **)
	 	 	 
	 	 	Applicable
    for omnibus account only
	 	 	 
	 	 	1.  	Certificate
    of incorporation, or equivalent (certificates on change of name if applicable)
	 	 	 	 
	 	 	2.  	Extract of authorisation
    from the relevant regulator
	 	 	 	 
	 	 	3.  	Authorised signature list
    with specimen signatures
	 	 	 	 
	 	 	4.  	Confirmation on the source
    of funds for investment (a statement on the subscription form or a signed letter will satisfy this requirement)
	 	 	 
	 	 	Note:
    “Omnibus accounts”, which may also be called “nominee” or house accounts, are used when an intermediary subscribes on behalf of its customers (i.e. the investors). In such cases, the investments are usually acquired
    in the name of   the intermediary, but there may be cases where the intermediary establishes an account that specifies sub-accounts
    on behalf   of the investors. In these cases, please follow the requirement for “Regulated third party – named underlying
    investor(s)”.
	 	 	 
	 	 	Regulated
    third party
	 	 	 
	 	 	(Subscription
    on behalf of underlying investor and the third party is located in a country that is on the [*])
	 	 	 
	 	 	Applicable
    for named underlying investor(s)
	 	 	 
	    	 	1.    	Identification documentation
    of the named underlying investor(s) in line with all of the requirements for the applicable investor category, or
	 	 	 	 
	 	 	 	●  Written
    confirmation that the third party has undertaken identity and anti-money laundering checks to the   Administrator’s standards
    (Please request a standard letter template from the Administrator for this purpose.), and
	 	 	 	 
	 	 	 	●  Extract
    of authorisation from the relevant regulator.
	 	 	 	 
	 	 	2.	Authorised signature list
    with specimen signatures



 






    20


    


    

 


	 	 	Unregulated
    third party
	 	 	 
	 	 	(Subscription
    on behalf of underlying investor and the third party is located in a country that is on the Prescribed Countries **)
	 	 	 
	 	 	1.	List
    of all named underlying investors
	 	 	 	 
	 	 	2.	Identification
    documentation for all named underlying investors in line with the requirements of the applicable investor category or
    Written confirmation that the third party has undertaken identity and anti-money laundering checks to the Administrator’s standards.
    (Please request a standard letter template from the Administrator for this purpose.)
	 	 	 	 
	 	 	3.	Details
    of registered office and place of business
	 	 	 	 
	 	 	4.	Authorised
    signature list with specimen signatures
	 	 	 	 
	 	 	5.	Identification
    documentation of the third party in line with all of the requirements for the applicable investor category


 


	 	 	Regulated
    or unregulated third party NOT located in a country that is on the Prescribed Countries **
	 	 	 
	 	 	(Subscription
    on behalf of underlying investor or proposes to operate an omnibus account)
	 	 	 
	 	 	1.	List
    of all named underlying investors
	 	 	 	 
	 	 	2.	Identification
    documentation for all named underlying investors in line with the requirements of the applicable investor category
	 	 	 	 
	 	 	3.	Details
    of registered office and place of business
	 	 	 	 
	 	 	4.	Authorised
    signature list with specimen signatures


 


	 	 	Or otherwise provide the documentation
    listed below:
	 	 	 
	 	 	●	List of all named
    underlying investors
	 	 	 	 
	 	 	●	Identification documentation
    of the third party in line with all of the requirements for the applicable investor category
	 	 	 	 
	 	 	●	Written confirmation that the
    third party has undertaken identity and anti-money laundering checks to the Administrator’s standards. (Please request a standard
    letter template from the Administrator for this purpose.)
	 	 	 	 
	 	 	●	Authorised signature list with
    specimen signatures


 


	*	An approved exchange is one in a country
                               which is a member of the Administrator – Prescribed Countries**.



 


	**	The Administrator – Prescribed
                                Countries (see Annex C)



 


Note:


 


		●	A
                                            certifier must be a suitable person, such as a lawyer, accountant, director or manager of
                                            a regulated credit or financial institution, a notary public or a member of the judiciary.
                                            The certifier should sign the copy document (printing his/her name clearly underneath) and
                                            clearly indicate his/her position or capacity, together with a contact address and phone
                                            number. The certifier must indicate that the document is a true copy of the original and
                                            that the photo is a true likeness of the individual.



 


		●	Where
                                            documents are not in English, a notarized translation is required.



 


		●	As
                                            part of the Administrator’s responsibility to comply with any applicable anti-money
                                            laundering regulations, the Administrator it may require detailed verification of an applicant’s
                                            identity and the source of the payment of subscription monies. The Administrator reserves
                                            the right to request such information as is necessary to verify the identity of an applicant
                                            and the source of the payment.



 




    21


    


    

 


Annex
C: Prescribed Country List


 


FATF Members
and Observers


 


The 37
Members of the FAT


 


The FATF
currently comprises 35 member jurisdictions and 2 regional organisations, representing most major financial centres in all parts of the
globe.


 


	Argentina	France	Japan	Russian Federation
	Australia	Germany	Republic of Korea	Singapore
	Austria	Greece	Luxembourg	South Africa
	Belgium	Gulf Co-operation Council	Malaysia	Spain
	Brazil	Hong Kong, China	Mexico	Sweden
	Canada	Iceland	Netherlands, Kingdom of	Switzerland
	China	India	New Zealand	Turkey
	Denmark	Ireland	Norway	United Kingdom
	European Commission	Italy	Portugal	United States
	Finland	 	 	 


 


FATF Observers


 


Israel


Saudi Arabia


 




    22


    


    

 


Appendix
1


 


Identification
Information Form for Companies and Partnerships


 


The
undersigned hereby declare(s) that the beneficial owner(s) and director(s)/trustee(s)/general partner(s) of ________________ [Name of
company/partnership] is/are:


 


	Beneficial
    Owner(s)*	Director(s)
	 	 
	Last
    Name:	Last Name:
	First
    Name:	First Name:
	Date
    of Birth/Incorporation/Establishment:	Date of Birth/Incorporation/Establishment:
	Place
    of Birth/Incorporation/Establishment:	Place of Birth/Incorporation/Establishment:
	Nationality
    (if different for individuals):	Nationality
    (if different for individuals):
	Occupation/Business:	Occupation/Business:
	Source
    of Wealth:	 
	Last
    Name:	Last Name:
	First
    Name:	First Name:
	Date
    of Birth/Incorporation/Establishment:	Date of Birth/Incorporation/Establishment:
	Place
    of Birth/Incorporation/Establishment:	Place of Birth/Incorporation/Establishment:
	Nationality
    (if different for individuals):	Nationality
    (if different for individuals):
	Occupation/Business:	Occupation/Business:
	Source
    of Wealth:	 



 


	*	Please
                                            identify all individuals and entities that have ownership of 10% or more. If you require
                                            more space, please provide the same information on a separate sheet. For all entities with
                                            10% ownership or more, please identify the natural person(s) that have ownership of 10% or
                                            more for each of those entities on a separate sheet.



 


General
Nature of the Company/Partnership’s operations


 





	 
	 
	 


 


Political
Connections (please circle appropriate answer) YES / NO


 


A
political connection means any important public positions which any beneficial owner/director or any person clearly related to any
beneficial owner/director may hold These positions may include, but are not limited to, heads of state, ministers and deputy ministers,
influential public or governmental officials, senior officials in major political parties, judges, military commanders etc. Please list
any such connections below.


 


	Name:	Political
    Connection:
	 	 
	Name:	Political Connection:
	 	 



 


Bearer
Share Company (please circle appropriate answer) YES / NO


 


A
Bearer share company is one where the shares are not registered and may be transferable between parties. If you have answered Yes, please
contact the Administrator/The Registrar and Transfer Agent immediately. Further information is required.


 



	Signature:	 	 
	 	 	 
	Name:	 	 



 


	Title:         	 	Date:	 	 



 




    23


    


    

 


Appendix
2


 


Identification
Information Form for a Trust


 


The undersigned
hereby declare(s) that the Trustee(s)/Settlor(s)/Beneficiaries of __________________________ [Name of Trust] is/are:


 


	Trustee*
	 
	Last
    Name/Entity**:
	 
	First
    Name (if applicable):
	 
	Date
    of Birth (if applicable):
	 
	If
    Law Firm, name of MLRO:



 


	Vested
    Beneficiaries *
	 
	Last
    Name:
	 
	First
    Name:
	 
	Date
    of Birth/Incorporation/Establishment:
	 
	Place
    of Birth/Incorporation/Establishment:
	 
	Nationality
    (if different for individuals):
	 
	Occupation/Business:
	 
	Source
    of Wealth:
	 
	 
	Last
    Name:
	 
	First
    Name:
	 
	Date
    of Birth/Incorporation/Establishment:
	 
	Place
    of Birth/Incorporation/Establishment:
	 
	Nationality
    (if different for individuals):
	 
	Occupation/Business:
	 
	Source
    of Wealth:



 


	Settlor(s)
    *
	 
	Last
    Name:
	 
	First
    Name:
	 
	Date
    of Birth/Incorporation/Establishment:
	 
	Place
    of Birth/Incorporation/Establishment:
	 
	Nationality
    (if different for individuals):
	 
	Occupation/Business:
	 
	Source
    of Wealth:



 


	Protector
    or Controller (if applicable)
	 
	Last
    Name:
	 
	First
    Name:
	 
	Date
    of Birth/Incorporation/Establishment:
	 
	Place
    of Birth/Incorporation/Establishment:
	 
	Nationality
    (if different for individuals):
	 
	Occupation/Business








    24


    


    

 


General
Nature of the Trust (e.g. family trust, pension trust, charitable trust etc.)


 





	 
	 
	 



 


Political
Connections (please circle appropriate answer) YES / NO


 


A
political connection means any important public positions which any beneficial owner/director or any person clearly related to any
beneficial owner/director may hold These positions may include, but are not limited to, heads of state, ministers and deputy ministers,
influential public or governmental officials, senior officials in major political parties, judges, military commanders, etc. Please list
any such connections below.


 


	Name:	Political
    Connection:
	 	 
	Name:	Political Connection:
	 	 
	Name:	Political Connection:
	 	 



 


	*	If
                                            the Beneficiary/Settlor/Trustee is an entity, please identify all beneficial owners on Schedule
                                            1 above. Please identify all individuals and entities that have ownership of 10% or more.
                                            If you require more space, please provide the same information on a separate sheet. For all
                                            entities with 10% ownership or more, please identify the natural person(s) that have ownership
                                            of 10% or more for each of those entities on a separate sheet.



 



	Signature:	 	 
	 	 	 
	Name:	 	 



 


	Title:         	 	Date:	 	 





 


 


 


25