LR 15.4 Continuing obligations
Compliance with LR 9
A closed-ended investment fund must comply with all of the requirements of LR 9 (Continuing obligations) subject to the modifications and additional requirements set out in this section.
Investment activity and compliance with investment policy
A closed-ended investment fund must, at all times, invest and manage its assets:
Control of investee companies
A closed-ended investment fund should have regard to the guidance in LR 15.2.3 G at all times.
Trading activity
A closed-ended investment fund must comply with LR 15.2.4 R at all times.
Cross-holdings
A closed-ended investment fund must, when making an acquisition of a constituent investment, observe the principles relating to cross-holdings in LR 15.2.5 R.
Feeder funds
If a closed-ended investment fund principally invests its funds in another company or fund ("A") and A invests in a portfolio of investments, the closed-ended investment fund must ensure that LR 15.2.6 R is complied with at all times.
Independence
LR 15.2.11 R - LR 15.2.13 G apply at all times to a closed-ended investment fund.
Shareholder approval for material changes to investment policy
A closed-ended investment fund must obtain the prior approval of the holders of the majority of its ordinary equity shares to any material change to its published investment policy.
In considering what is a material change to the published investment policy, the closed-ended investment fund should have regard to the cumulative effect of all the changes since its shareholders last had the opportunity to vote on the investment policy or, if they have never voted, since the admission to listing.
Conversion of an existing listed class of equity securities
An existing listed class of equity securitiesmay not be converted into a new class or an unlisted class unless prior approval has been given by the holders of the majority of the closed-ended investment fund's ordinary equity shares in that existing class.
Further issues
- (1)
Unless authorised by the holders of the majority of its shares, a closed-ended investment fund may not issue further shares of the same class as existing shares (including issues of treasury shares) for cash at a price below the net asset value per share of those shares unless they are first offered pro rata to existing holders of shares of that class.
- (2)
When calculating the net asset value per share, treasury shares held by the closed-ended investment fund should not be taken into account.