Statement of Investing Policy
2009-11-10 13:04:01 -
London, November , 10, 2009
Prosperity Voskhod Fund Limited
Statement of Investing Policy
Prosperity Voskhod Fund Limited (the "Company") today notifies its
investing policy pursuant to the new requirements of AIM Rule 8. The
Company's investing policy as set out in this announcement is as
originally disclosed in the Company's admission document at the time
of its admission to AIM on 6 October 2006. The Company has
substantially implemented its investing policy and continues to
actively manage its portfolio in accordance with it.
Investment Objective and Strategy:
The investment objective of the Company is to achieve capital growth
by investing in a portfolio of securities involved in the corporate
restructuring and consolidation which are expected to take place in
Russia and other NIS countries. The Company invests primarily in
small and medium-sized companies, with the aim of being an active and
influential minority shareholder. Investment is directed towards
companies considered attractive from a fundamental value perspective.
Borrowing:
The Company's articles contain standard borrowing powers for the
Company, to borrow up to US$75,000,000, which powers may be exercised
by the Company's board of directors. To date the board of directors
has not exercised these powers.
Investment Restrictions:
Investment of the Company's assets is subject to certain restrictions
at the date the relevant investment is made:
(i) The Company may not invest less than 75% of its gross assets in
the securities of companies established or having their principal
operations in Russia.
(ii) The Company may not invest more than 25% of its gross assets in
the securities of companies established or having their principal
operations in NIS countries other than Russia.
(iii) The Company may not invest more than 25% of its gross assets in
the securities of companies not listed on a recognised stock exchange
or a recognised NIS OTC market.
(iv) The Company may not invest more than 20% of its gross assets in
the securities of companies representing a weighting of more than 5%
of the RTS index.
(v) The Company may not make any investments in debt securities other
than (a) in connection with making an equity investment or (b) when
making short-term investments as contemplated in Section 5 of Part 1
of its admission document, headed ''Short-Term Investments''.
(vi) The Company may not invest more than 20% of its gross assets in
the securities of any one company or group, or in any company or
group which invests in excess of 20% of its gross assets in any
company or group.
(vii) The Company may not invest in more than 25% of the equity
securities of any one company.
(viii) The Company may not expose more than 20% of its gross assets
to the creditworthiness or solvency of any one counterparty. The
foregoing restriction will not apply to (a) investments in securities
issued or guaranteed by a government, government agency or
instrumentality of any EU or OECD member state, or by any
supranational authority of any EU or OECD member state, or (b) cash
deposits awaiting investment.
(ix) The five largest investments of the Company may not exceed 70%
of its gross assets.
(x) The Company may not invest directly in physical commodities or
real property. The foregoing restriction shall not apply to
investments in securities of issuers that make investments in
physical commodities or real property.
(xi) The Company may not invest in any pooled investment vehicles,
other than when making short-term investments in the circumstances
referred to in clause (vi) of Section 5 of Part 1 of its admission
document, headed ''Short-Term Investments''.
(xii) The Company may not invest in derivatives other than for the
purposes of efficient portfolio management.
Dividend Policy:
The Company's objective is to achieve capital growth. It is therefore
anticipated that all income and capital gains derived from the
Company's investment programme will continue to be re-invested.
However, income and capital gains may be distributed to shareholders,
if the directors deem it appropriate. No dividend has been declared
to date and to the extent that any dividend is declared, it will be
paid in compliance with any applicable laws.
Liquidity Events:
The Company, acting on the advice of its manager, Prosperity Capital
Management Limited, and taking account of the investment programme of
the Company and the prevailing conditions of the local markets, will
no later than the fifth anniversary of its admission to AIM and each
following anniversary put to the vote of its shareholders the option
of realising the Company's investments and winding up the Company,
which the Company would seek to carry out within six months of the
date of such determination.
The Company will pursue such option if it is voted for by not less
than 75% of members voting on the
resolution. If such option is not voted for by such majority, the
Company will continue to conduct its
operations pursuant to its existing investment objective and
arrangements.
Enquiries:
Julian Reid, Chairman
Mobile telephone: +44 (0) 7768 068 200
Elly Wordsworth, Prosperity Capital Management
Telephone: +44 (0) 20 7299 6950
Tom Franks, KPMG Corporate Finance (Nominated Adviser)
Telephone: +44 (0) 20 7311 1000
KPMG Corporate Finance, a division of KPMG LLP which is authorised
and regulated by the Financial Services Authority for investment
business activities, is acting for the Company as nominated adviser
in relation to the matters set out in this announcement and is not
acting for any other person in relation to these matters. KPMG
Corporate Finance will not be responsible to anyone other than the
Company for providing the protections afforded to its clients or for
providing advice in relation to the contents of this announcement.
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solely responsible for the content of this announcement.