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CONTRARIUS GLOBAL EQUITY FUND LIMITED PROSPECTUS

AN OPEN-ENDED INVESTMENT COMPANY INCORPORATED IN JERSEY UNDER THE COMPANIES (JERSEY) LAW 1991, AS AMENDED Date of publication: 23 December 2008 Revised and re-issued on 31 July 2009, 10 November 2010, 4 July 2011, 19 December 2011 and 30 May 2012

Contrarius Global Equity Fund Prospectus INVESTMENT WARNING Contrarius Global Equity Fund Limited (the "Fund") has been established in Jersey as an Expert Fund. An Expert Fund is suitable only for those who fall within the definition of an "expert investor" (please see glossary) published by the Jersey Financial Services Commission in the Jersey Expert Fund Guide dated April 2008 (the "Expert Fund Guide"). In order to ensure that only qualifying investors access the Fund, the Fund has adopted initial investment limits that comply with paragraph (a) of the definition of "expert investor" namely, "(a) an investor who makes a minimum initial investment or commitment of US$100,000 (or currency equivalent) in the Expert Fund whether through the initial offering or by subsequent acquisition". Individuals Expert Funds are not subject to the requirements which may be deemed necessary for the protection of retail or non-expert investors. By acknowledging this statement you agree that you fall within the definition of an "expert investor" and accept the reduced requirements accordingly. On making an application to invest in the Fund, you must acknowledge to the Manager in writing that you have received and accept this investment warning in the form of the declaration set out in the Account Opening Form. Investment managers If you are an investment manager acquiring an interest in the Fund, directly or indirectly, for or on behalf of non-expert investors, the Jersey Financial Services Commission expects you to be satisfied that the investment is suitable for the underlying investors and that the underlying investors are able to bear the economic consequences of investment in the Fund, including the possibility of the loss of the entire investment. You are wholly responsible for ensuring that all aspects of the Fund are acceptable to you. Investment in Expert Funds may involve special risks that could lead to a loss of all or a substantial portion of such investment. Unless you fully understand and accept the nature of the Fund and the potential risks inherent in the Fund you should not invest in the Fund. Further information in relation to the regulatory treatment of Expert Funds in Jersey may be found on the website of the Jersey Financial Services Commission at www.jerseyfsc.org. IMPORTANT NOTICE If you are in any doubt about the contents of the Prospectus, you should consult your stockbroker, bank manager, lawyer, accountant or other professional advisor. This Prospectus has been prepared in accordance with the Collective Investment Funds (Unclassified Funds) (Prospectuses) (Jersey) Order 1995, as amended. Potential subscribers for Fund Shares should inform themselves as to: (i) the possible tax consequences, (ii) the legal requirements, and (iii) any foreign exchange restrictions or exchange control requirements, which they might encounter under the laws of the countries of their citizenship, residence or domicile. The circulation and distribution of the Prospectus and the offering of Fund Shares are restricted in certain jurisdictions. No action has been taken to permit the distribution of the Prospectus or an offering of Fund Shares in any jurisdiction (other than Jersey) where action would be required for such purpose. Persons into whose possession this Prospectus may come are required by the Fund to inform themselves about and to comply with such restrictions. Neither the Fund Shares nor the Fund itself have been registered under any United States securities legislation and, except in a transaction which does not violate such legislation or require the registration of the Fund, the Fund Shares are not being offered, directly or indirectly, in the United States of America or in any of its territories or possessions or areas subject to its jurisdiction or to citizens or persons thereof. The Fund is not open for any US Person unless otherwise authorised by the Directors. Applicants for shares will be required to certify that they are not a US Person. Additionally, the Fund is not a recognised or authorised collective investment scheme for the purposes of the Financial Services and Markets Act 2000 of the United Kingdom (the "FS Act"). Accordingly, this communication is directed only at persons in the United Kingdom permitted under the FS Act (or the orders made thereunder) to receive it. Any investment or investment activity to which this communication relates is available only to such persons. Persons who are not permitted to receive this communication should not rely on it. It should be remembered that the price of Fund Shares and the income from them can go down as well as up and that investors may not receive, on redemption of their Fund Shares, the amount that they invested. An unlimited number of Investor Fee Class Shares and Institutional Fee Class Shares were admitted to listing on the Official List of the Channel Islands Stock Exchange on 7 January 2009. This Prospectus includes particulars given in compliance with the Listing Rules of the Channel Islands Stock Exchange for the purpose of giving information with regard to the Fund. Neither the admission of the Investor Fee Class Shares and Institutional Fee Class Shares to the Official List nor the approval of the Listing Document pursuant to the Listing Requirements of the CISX constitutes a warranty or representation by the CISX as to the competence of the service providers to or any other party connected with the Fund, the adequacy and accuracy of the information contained in the Listing Document or the suitability of the Fund for investment or for any other purpose. The Manager and the Directors have taken all reasonable care to ensure that the facts stated herein are true and accurate in all material respects and that there are no other material facts, the omission of which would make misleading any statement herein whether of fact or opinion. The Manager and all the Directors accept responsibility accordingly.

Contrarius Global Equity Fund Prospectus

CONTENTS

DIRECTORY .................................................................................................................................................................................................................................. 4 Directors ..................................................................................................................................................................................................................................... 4 Administrator, Registrar and Secretary ....................................................................................................................................................................................... 4 Legal Advisor ............................................................................................................................................................................................................................... 4 Auditor ........................................................................................................................................................................................................................................ 4 Principal Banker .......................................................................................................................................................................................................................... 4 Listing Sponsor ............................................................................................................................................................................................................................ 4 Manager ...................................................................................................................................................................................................................................... 4 Sub-Investment Manager...... ...........................................................................................................................................................................................................................4 Investment Advisor ..................................................................................................................................................................................................................... 4 Custodian .................................................................................................................................................................................................................................... 4 INTRODUCTION ........................................................................................................................................................................................................................... 5 The Fund ..................................................................................................................................................................................................................................... 5 Other Key Information ................................................................................................................................................................................................................ 5 The Directors of the Fund ........................................................................................................................................................................................................... 5 The Manager ............................................................................................................................................................................................................................... 6 The Sub-Investment Manager ..................................................................................................................................................................................................... 6 The Investment Advisor .............................................................................................................................................................................................................. 7 The Custodian ............................................................................................................................................................................................................................. 7 The Administrator ....................................................................................................................................................................................................................... 7 INVESTMENT POLICY ................................................................................................................................................................................................................... 8 Investment Objective .................................................................................................................................................................................................................. 8 Investment Strategy .................................................................................................................................................................................................................... 8 INVESTMENT RESTRICTIONS ....................................................................................................................................................................................................... 9 FEES AND EXPENSES .................................................................................................................................................................................................................... 9 The Manager's Fee ...................................................................................................................................................................................................................... 9 The Custodian's Fee .................................................................................................................................................................................................................... 9 Administrator's Fee ..................................................................................................................................................................................................................... 9 Other Fund Expenses .................................................................................................................................................................................................................. 9 HOW TO TRANSACT IN FUND SHARES....................................................................................................................................................................................... 10 General ..................................................................................................................................................................................................................................... 10 How to Purchase Fund Shares ................................................................................................................................................................................................... 10 Registration of Shareholding ..................................................................................................................................................................................................... 11 How to Redeem or Transfer Shares .......................................................................................................................................................................................... 11 How to Switch Funds................................................................................................................................................................................................................. 12 TAXATION AND EXCHANGE CONTROL ...................................................................................................................................................................................... 12 General ..................................................................................................................................................................................................................................... 12 European Union Savings Directive ............................................................................................................................................................................................ 13 United Kingdom Reporting Fund Regime .................................................................................................................................................................................. 13 DIVIDENDS ................................................................................................................................................................................................................................ 14 GENERAL INFORMATION........................................................................................................................................................................................................... 14 Corporate Structure .................................................................................................................................................................................................................. 14 Share Capital and Voting Rights ................................................................................................................................................................................................ 15 Memorandum and Articles ....................................................................................................................................................................................................... 15 Meetings and Notices ............................................................................................................................................................................................................... 16 Reporting to Shareholders ........................................................................................................................................................................................................ 16 Calculation fo Net Asset Value .................................................................................................................................................................................................. 17 Temporary Suspension in Extraordinary Circumstances ........................................................................................................................................................... 18 Stock Exchange Listing .............................................................................................................................................................................................................. 18 Trading Allocations and Brokerage Commissions...................................................................................................................................................................... 18 Directors' and Other Interest .................................................................................................................................................................................................... 19 Winding Up ............................................................................................................................................................................................................................... 19 Data Protection ......................................................................................................................................................................................................................... 20 Material Documents Available for Inspection ........................................................................................................................................................................... 20 Further Risk Warnings ............................................................................................................................................................................................................... 20 Other Matters ........................................................................................................................................................................................................................... 21 FUND PRICES AND SHAREHOLDER QUERIES ............................................................................................................................................................................. 22 GLOSSARY ................................................................................................................................................................................................................................. 23

Contrarius Global Equity Fund Prospectus

DIRECTORY DIRECTORS Stephen C Mildenhall Mervyn Ellis Guy Gilson REGISTERED OFFICE No 2, The Forum Grenville Street St Helier Jersey, JE1 4HH Channel Islands ADMINISTRATOR, REGISTRAR AND SECRETARY Stonehage Fund Administrators (Jersey) Limited No 2, The Forum Grenville Street St Helier Jersey, JE1 4HH Channel Islands LEGAL ADVISOR Bedell Cristin 26 New Street St. Helier Jersey, JE2 3RA Channel Islands AUDITOR PricewaterhouseCoopers LLP 22 Colomberie St. Helier Jersey, JE1 4XA Channel Islands PRINCIPAL BANKER Deutsche Bank International Limited PO Box 727, St. Paul's Gate New Street, St Helier Jersey JE4 8ZB Channel Islands CUSTODIAN Deutsche Bank International Limited St Paul's Gate, New Street St. Helier Jersey, JE4 8ZB Channel Islands LISTING SPONSOR Bedell Channel Islands Limited 26 New Street St. Helier Jersey, JE2 3RA Channel Islands MANAGER Contrarius Investment Management Limited 2 Bond Street St Helier Jersey, JE2 3NP Channel Islands E-mail: [email protected] Website: www.contrarius.com SUB-INVESTMENT MANAGER Contrarius Investment Management (Bermuda) Limited Business Address: Overbay 106 Pitts Bay Road Pembroke HM 08 Bermuda Registered Office: Canon's Court 22 Victoria Street Hamilton HM 12 Bermuda INVESTMENT ADVISOR Contrarius Investment Advisory Limited Business Address: Castle Hill House 12 Castle Hill Windsor Berkshire SL4 1PD England Registered Office: 22 Chancery Lane London WC2A 1LS

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Contrarius Global Equity Fund Prospectus

INTRODUCTION Subscriptions for shares of the Fund are valid only if made on the basis of the Prospectus. The Prospectus consists of this document together with the Account Opening Form and the Subscription Form. THE FUND Contrarius Global Equity Fund Limited represents the Contrarius Group's preferred portfolio of global equities. The Fund is designed to remain fully invested in global equities and will thus be exposed to all the risks and rewards of the global equities selected for the Fund. These equities are selected using proprietary investment research undertaken by the Manager, the Sub-Investment Manager and the Investment Advisor. The Fund aims to earn a higher Total Rate of Return than the average of the world's equity markets, as represented by the MSCI World Index (including income). It aims to achieve this without greater risk of loss, over the long-term. The Fund is an actively managed fund, and as such does not in any way seek to replicate its benchmark index, but may instead differ materially from the performance benchmark in order to achieve its objective. OTHER KEY INFORMATION Structure Open-ended investment company incorporated in Jersey. Manager's fee Investor Fee Class Shares: 1.25% base fee per annum with a performance fee equivalent to 20% of the out-performance of the benchmark, subject to a high water-mark; Institutional Fee Class Shares: 0.75% base fee per annum with a performance fee equivalent to 20% of the out-performance of the benchmark, subject to a high water-mark. Minimum initial investment Investor Fee Class Shares: US$100,000; Institutional Fee Class Shares: US$10 million (or such other amount in excess of $1 million as the Manager may in its discretion determine). Subscriptions / redemptions Weekly each Thursday. Expense cap 0.20% per annum (excludes management fee). Substantial Transactions In order to protect the interests of existing Shareholders, the Directors may, in their discretion, levy a 0.50% fee on subscriptions, redemptions or switches of Fund Shares. Reporting Comprehensive Shareholders each quarter. reports are distributed to

Initial Offer Period 9:00am 23 December 2008 to 3:00pm Jersey time 30 December 2008 (inclusive). First subscription date following listing 8 January 2009. Prices available from www.contrarius.com Account Queries Contact the Administrator of [email protected]

the

Manager

at

Investment Queries Contact the Client Service Team of the Manager at [email protected] THE DIRECTORS OF THE FUND The Directors of the Fund are responsible for the management and control of the Fund and the determination of its investment policy. The investment policy and the Manager's implementation thereof is reviewed at least quarterly. The Directors of the Fund are listed under "DIRECTORY" above. The Directors of the Fund are: Stephen C Mildenhall - Stephen Mildenhall, founder of the Contrarius Group, has more than 10 years investment experience at Allan Gray Limited (AGL), the largest privately owned investment management firm in South Africa. AGL's clients comprise institutional investors and individuals. Its investment products include segregated investment portfolios and pooled investment portfolios, which include a range of mutual funds. Having joined AGL in 1997 as an equity analyst, he was appointed a portfolio manager in 1999 and a director in January 2000. He was made Chief Investment Officer on 1 April 2001. As Chief Investment Officer he was ultimately responsible for the investment performance of the firm and the management of the investment team. He resigned from AGL at the end of February 2008 and relocated to the United Kingdom to establish Contrarius Investment Advisory Limited (CIAL). At the time of his departure from AGL, it had approximately $30 billion under management, primarily in equities. Stephen holds a B Com (Hons) degree, is a Chartered Accountant (SA) and a CFA charterholder. Stephen is a resident of England. Guy Gilson - Guy Gilson is a director of Stonehage Trust Holdings (Jersey) Limited and Stonehage Fund Administrators (Jersey) Limited and manages the Stonehage Investment Advisory business as part of Stonehage Investment Partners LLP. Guy is based in the Jersey office and joined the Stonehage Group from HSBC Investments (International) Limited where he was Business Development Director. Guy has experience in the Trust, Private Banking, Investment Management and Insurance industries and operated in Europe, Asia, the Middle East and Africa. Guy holds a BA (Honours) in Economics, a range of professional qualifications and is a Fellow of the Securities Institute. Mervyn Ellis - Mervyn Ellis is a director of the Stonehage Group, where Mervyn heads the Private Client team in the Jersey office. Mervyn joined the Stonehage Group in 2004 with over

Initial Offer Price US$10 per Fund Share.

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Contrarius Global Equity Fund Prospectus

twenty five years UK private client experience, including ten years as a tax partner with accounting firm Robson Rhodes. Mervyn qualified as a UK Chartered Accountant in 1975 and is also a UK Chartered Tax Adviser. THE MANAGER The Directors of the Fund have appointed the Manager to manage the investments of the Fund for an unlimited period subject to the Directors' overall supervision, the provisions of the Memorandum and Articles and the investment restrictions of the Fund. The directors of the Manager are:

sectors, principally trading fixed income and derivatives products. He holds a Master's degree in Mathematics from the University of Exeter and is a CFA charterholder. Lee is a resident of Jersey. Contrarius Investment Management Limited The Manager was incorporated in Jersey on 29 April 2008 as a private limited liability company with unlimited duration and has fully paid share capital of US$350,000 divided into 350,000 limited shares of US$1.00 each. The Manager is licensed to conduct fund services business under article 9 of the FSJ Law and is regulated by the Jersey Financial Services Commission. The Commission is protected by the FSJ Law against liability arising from the discharge of its functions under the FSJ Law. THE SUB-INVESTMENT MANAGER

Stephen C Mildenhall - (details given above) Heaton Van der Linde - Heaton joined the Contrarius Group in March 2009. He has 11 years' experience at Allan Gray Limited the largest privately owned investment management firm in South Africa whose clients comprise both institutional investors and individuals. He served as group financial manager, performed investment analysis and was later appointed Head of Institutional Client Servicing where he developed and oversaw Allan Gray's institutional client business. He holds a Bachelor of Business Science (Finance) degree from the University of Cape Town, is a Chartered Accountant (SA) and a CFA charterholder. Heaton is a resident of South Africa. Andrew Radley - Andrew Radley was appointed a Director of the Manager in April 2009. Andrew qualified as an English Solicitor at Allen & Overy LLP in September 2004. Since then, Andrew has worked in Jersey as a finance lawyer, first working for offshore law firm Appleby, and then working as an in-house lawyer with a focus on funds and corporate services, most recently at Stonehage Corporate Services, where Andrew was also responsible for the implementation of new business. In addition to providing legal support and assistance with governance in the fund and corporate areas, Andrew also acted as a Director of funds and fund management companies within this role. Andrew holds an MA from Oxford University, and postgraduate diplomas in law and legal practice from the College of Law and the Oxford Institute of Legal Practice. Andrew is a resident of Jersey. Thomas Perkins ­ Thomas joined the Manager in April 2011 from Ogier Fiduciary Service (Jersey) Limited where he was responsible for the fiduciary operations of a number of different funds and other offshore holding structures. Thomas has 10 years of experience in the finance industry having previously worked for Deloitte in London and Jersey, where he was a senior manager specialising in the audit of fund structures, and before that Arthur Anderson. He holds a BA (Honours) Degree in Business Economics from Durham University and is a UK Chartered Accountant. Thomas is a resident of Jersey. Lee Richardson ­ Lee joined the Manager in March 2011 as an investment analyst. He has 10 years of experience working at investment banks in London, including senior positions at Lehman Brothers International (Europe) and Nomura International plc. Lee has experience across a broad range of The Manager has appointed Contrarius Investment Management (Bermuda) Limited as a Sub-Investment Manager to provide discretionary investment management services to the Manager and assist it with all aspects of its investment management duties to the Fund. The appointment of the Sub-Investment Manager is made at the expense of and borne directly by the Manager. The Manager has delegated to the Sub-Investment Manager all powers and discretions vested in or exercisable by the Manager under the Management Agreement which may be necessary for the proper performance by the Sub-Investment Manager of its duties under the Sub-Investment Management Agreement. The Sub-Investment Manager has undertaken to abide by and be subject to the overall supervision, direction and control of the Manager, who is responsible for any acts or omissions of the Sub-Investment Manager. Contrarius Investment Management (Bermuda) Limited is an exempted company incorporated in Bermuda on 8 June 2011 and has fully paid share capital of US$500,000. It is a member of the Contrarius Group and is licensed to carry on investment business in or from Bermuda by the Bermuda Monetary Authority. In addition to Stephen C Mildenhall and Heaton van der Linde (whose resumés are summarized above) the board of directors of the Sub-Investment Manager include: Michal Nosek ­ Michal Nosek is the President of the Sub-Investment Manager. Michal joined Contrarius Investment Advisory Limited in April 2009 as an investment analyst. Michal has also been involved with the general operations of Contrarius Investment Advisory Limited and is familiar with the overall operations of the Contrarius Group. Michal previously had four years' experience as an investment analyst at Allan Gray Limited in South Africa. In addition, Michal gained experience in consulting and corporate finance while working as consultant and later as manager at Ernst & Young in the Czech Republic. Michal holds a B Com (Hons) degree, is a Chartered Accountant (SA), and is a CFA charterholder. Michal relocated to Bermuda in October 2011. Michal is a resident of Bermuda. Alex Erskine - Alex Erskine is a Partner of Appleby (Bermuda) Limited and the Group Team Leader of the Funds and Investment Services team. He practices in the areas of

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Contrarius Global Equity Fund Prospectus

corporate and commercial law, specialising in advising on structuring and operating investment vehicles including mutual funds, hedge funds, unit trusts, partnerships, and close ended funds. He advises on securities offerings, listings, investment banking, asset management issues, brokerage, custody and financial services generally. Alex also specialises in providing advice on Bermuda's Investment Business Act which regulates the provision of Investment Services in and from Bermuda. Alex is a resident of Bermuda. Matthys M de Kock ­ Matthys de Kock joined the Investment Adviser in October 2008 as an investment analyst. Prior to joining the Investment Adviser, he was a senior business analyst at Allan Gray Limited in Cape Town, South Africa with responsibilities for client servicing and investment research. He holds a B Comm, LLB (Stell) and a Master of International Law and Economics (Bern). THE INVESTMENT ADVISOR The Manager has the right to appoint one or more investment advisors for an unlimited period to research and recommend investments for the Fund. The Investment Advisor is paid by the Manager and receives no fees from the Fund. At the date of this document, the Manager has appointed Contrarius Investment Advisory Limited as an Investment Advisor in respect of the Fund. Contrarius Investment Advisory Limited is a private company incorporated and authorised to conduct an investment business in the United Kingdom. It is regulated by the Financial Services Authority, a regulatory organization established under the FS Act. The address of the Investment Advisor is 12 Castle Hill House, Castle Hill, Windsor, Berkshire, SL4 1PD, United Kingdom. The registered address is 22 Chancery Lane, London WC2A 1LS. The directors of the Investment Advisor are Stephen C Mildenhall and Matthys de Kock (whose résumés are summarised above). THE CUSTODIAN The Fund has appointed the Custodian to take into its custody or under its control all of the property of the Fund with power to appoint sub-custodians, nominees or agents. Neither the Manager nor any Investment Advisor has access to the property of the Fund at any time. The Custodian has no responsibility for selecting the investments of the Fund. The appointed Custodian for the Fund is Deutsche Bank International Limited whose registered office is St Paul's Gate, New Street, St. Helier, Jersey, JE4 8ZB, Channel Islands. The Custodian was incorporated with limited liability in Jersey on 6 October 1972. The Custodian has an issued and paid up share capital of £15,000,000 divided into 15,000,000 shares of £1 each. The Custodian is a subsidiary of Deutsche Bank AG, a company incorporated in Germany. The principal business activity of the Custodian is the provision of trust, management, corporate administration, custodial and related fiduciary services. The Custodian is the holder of a licence to conduct fund services business under article 9 of the FSJ Law and is regulated by the Commission. The Commission is protected by the FSJ

Law against liability arising from the discharge of its functions under the FSJ Law. The Fund may terminate the appointment of the Custodian by giving not less than 90 days' notice in writing. THE ADMINISTRATOR Under an Administration Agreement, the Manager has appointed Stonehage Fund Administrators (Jersey) Limited as Administrator to the Fund including acting as registrar to the Fund. The Administrator will undertake the Fund's monitoring function as described in the Expert Fund Guide. The Administrator was incorporated in Jersey on 16 July 1999 with an authorised share capital of £25,000 all of which is paid up. The Administrator is the holder of a licence to conduct fund services business under Article 9 of the FSJ Law and is regulated by the Commission. The Commission is protected by the FSJ Law against liability arising from the discharge of its functions under the FSJ Law.

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Contrarius Global Equity Fund Prospectus

INVESTMENT POLICY INVESTMENT OBJECTIVE The Fund aims to earn a higher Total Rate of Return than the average of the world's equity markets, (as represented by the MSCI World Index, including income), without greater risk of loss, over the long-term. As required by the Listing Rules, the Fund may not materially change its principal investment objectives and policies as set out in this Prospectus for a minimum period of three years from the date of its listing (7 January 2009) other than with the consent of a majority of the Shareholders. INVESTMENT STRATEGY Fundamental Research. The Fund is designed to remain substantially invested in global equities. It will thus be exposed to all the risks and rewards of the global equities selected for the Fund. These equities are selected using proprietary investment research undertaken by the Manager, the Sub-Investment Manager and the Investment Advisor. The Fund is actively managed and aims to achieve higher returns than its equity benchmark index, namely the MSCI World Index, including income. The Fund does not in any way seek to replicate the index, but may instead differ materially from its benchmark in order to achieve its objective. The investment philosophy is valuation based with investments selected following detailed proprietary research. This `bottom-up' research seeks to determine the underlying intrinsic value of the investment. Long-term Approach. The Manager takes a long-term approach to investing, with a typical investment horizon of four years. It is believed that the ability to outperform in the long-term is largely driven by focusing on the long-term value of a business rather than short­term "news flow". In the short-term stock prices can differ materially from the underlying value of the business as prices tend to be driven by market sentiment. While in the short-term stock prices can be either well above or below the underlying value of a business, in the long-term stock prices tend to reflect the underlying intrinsic value. Valuation based. The Fund seeks to buy stocks that it believes are trading below their underlying intrinsic value and which the Manager believes to be attractive relative to other available opportunities it has evaluated. The larger the discount at which a company trades to its underlying intrinsic value, the more attractive the stock. At the same time the Fund seeks to sell stocks that it believes have reached their underlying intrinsic value or which are less attractive than other opportunities that the Manager has evaluated. While it may be possible to determine whether a stock is trading either at a discount or a premium to the company's underlying value, it is impossible to know when the market will recognise the underlying intrinsic value of a business and re-price the stock accordingly. Given our investment

philosophy, the timing of both purchases and sales may appear `early'. In the case of purchases, the stock price could and often does continue to fall due to short-term negative sentiment and outlook for the business. Provided one's assessment of intrinsic value was however correct, short-term price declines do not typically represent a permanent loss. The same is true of sales that may be regarded as too `early'. The Fund would rather sell a stock when it reaches fair value despite the short-term positive sentiment and outlook for the business. By selling at fair value, the Fund is able to avoid the permanent loss that is likely to result from continuing to hold a stock that ultimately corrects to fair value. At the same time the sale of the stock at fair value creates the opportunity for the Fund to establish new positions in stocks that it believes are trading at a discount to fair value. It is believed that the consistent application of this approach is essential in achieving the Fund's objective of aiming to earn a higher Total Rate of Return than the average of the world's equity markets, without greater risk of loss, over the long-term. Contrarian approach. Given the wide-ranging interpretations of "value investing", the investment philosophy is probably best described as "contrarian". "Value investing" is often focused on finding cheap shares characterized only by low price to earnings or price to book ratios. As a result "value investors" often shun high quality shares with above average long-term growth prospects in favour of companies with below average long-term growth prospects, simply because the latter trade on low multiples and therefore appear cheap. However, in many instances the reason these shares are trading at depressed multiples is not because their prices are depressed but because their earnings have experienced a period of above average growth and are at a cyclical high. A contrarian approach, while always considering the underlying intrinsic value of a company, is nevertheless mindful of the earnings cycle and careful to avoid companies that appear "cheap" but which carry substantial earnings and therefore price risk. Given this contrarian approach, it is expected that the Fund's selection of stocks will differ materially from that of its performance benchmark index. Currency Management. The Fund does not necessarily pursue an active currency management strategy. Currency exposure within the Fund generally tends to mirror the geographic exposure of the Fund's investments, their selection being the result of a rigorous bottom-up process. However, given the significant impact that exchange rate movements can have on the Fund's returns, the Fund may use forward currency contracts to provide protection against exchange risks. These forward positions may be long in benchmark or non-benchmark currencies, without holding underlying assets in those currencies. The Fund is prohibited from entering into a transaction that would result in the Fund having a net negative exposure to a currency when assessed using the Fund's usual accounting principles. Indirect currency exposure may be taken by holding underlying assets in these currencies.

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Contrarius Global Equity Fund Prospectus

INVESTMENT RESTRICTIONS The Fund's investment mandate restricts it to investments in equities and equity-linked securities, although derivatives may be used to manage the Fund's currency exposure. The Directors have adopted investment and borrowing powers which include but are not necessarily limited to the following investment restrictions:

Subject to the above, the Manager is required to rectify a contravention immediately after becoming aware of it. FEES AND EXPENSES THE MANAGER'S FEE The Fund pays to the Manager a management fee (the "Management Fee") consisting of:

no more than 5% of the Fund's property will be invested in securities issued by one issuer except that positions of up to 10% are allowed as long as not more than 40% in total is invested in positions of more than 5%; the Fund's property shall not include more than 10% of the issued shares of a company; no more than 10% of the property of the Fund may be invested in securities which are not traded on or under the rules of a stock market that is a full member of the World Federation of Exchanges;; no more than 10% of the Fund's property may be invested in collective investment schemes, and such schemes are limited to those that have a risk profile that is not significantly higher than the risk profile of the other securities that may be included in the Fund; the Fund may not invest in a collective investment scheme that is a fund of funds or a feeder fund; no more than 5% of the Fund may be invested in call warrants or call options unless sufficient cash or near cash to provide for the aggregate exercise prices of such warrants and options is set aside. The Fund's policy is not to purchase any call warrants or call options unless such funds are available; derivatives may be used only for efficient portfolio management purposes. The Fund may not enter into a derivatives transaction to reduce its exposure to overall world stock markets or to cause the Fund to have an overall negative exposure to a currency when assessed using the Fund's usual accounting principles. The Fund may, however, use derivatives to switch its exposure from one currency to another. Unlisted derivatives may be used only in respect of foreign currency, interest rate and exchange rate swap transactions. The Fund may not transact in uncovered derivatives; the Fund may not borrow securities and may not borrow other than to meet redemptions. Such borrowing is limited to 10% of the Fund's Net Asset Value and must be repaid within 90 days; the Fund is not permitted to pledge its assets; however, the Fund may post collateral in support of permitted derivatives transactions; and any investment in interest-bearing non-equity linked securities is restricted to investment grade securities.

a base fee (as described below, the "Base Fee"); and a performance fee (as described below, the "Performance Fee").

The Base Fee is the aggregate of 1.25% per annum of the Investor Fee Class NAV and 0.75% per annum of the Institutional Fee Class NAV, calculated and accrued weekly and payable monthly. The Performance Fee is 20% of the extent to which the Fund outperforms its benchmark (after deduction of the Base Fee), but only once the Fund reaches a new `high water mark'. This means that the Manager will only receive the Performance Fees in relation to the Fund when the ratio of the Net Asset Value per Fund Share to the benchmark MSCI World Index reaches a new high. Should the ratio of the Net Asset Value of the Fund Share to the benchmark MSCI World Index, subsequently drop, then the Manager will not be entitled to the Performance Fee until such ratio has surpassed its previous high. The Performance Fee is calculated and accrues weekly and is payable monthly. If the valuation of the assets of the Fund is suspended then in such case in lieu of a Management Fee calculated under the foregoing provisions the Manager shall be entitled to a fee accrued on each Dealing Day during such suspension at a rate equal to the sum accrued by way of the Base Fee on the last Dealing Day prior to such suspension. THE CUSTODIAN'S FEE The Fund will pay to the Custodian an annual fee of 0.03% of the NAV of the Fund (subject to a minimum annual fee of US$15,000) and reimburse the Custodian all out of pocket expenses. The Custodian applies a charge of US$50 per trade in market trades. ADMINISTRATOR'S FEE The fees of the Administrator shall be borne directly by the Manager and not the Fund. OTHER FUND EXPENSES The Fund neither pays fees nor reimburses expenses to Directors who are executives of the Manager. Other Directors of the Fund each receive a fee determined by the Shareholders at the annual general meeting. It is estimated that the aggregate remuneration payable to such Directors in respect of each financial year will be US$15,000. Such Directors may also be reimbursed for expenses reasonably incurred on behalf of the Fund, such as in attending board meetings. The Fund bears other operating costs, including the costs of maintaining its

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The investment restrictions set out in the second and third paragraph above shall be interpreted by "looking through" to the underlying investments, where appropriate. Should the Fund invest in equity-linked securities or in shares of a collective investment scheme, investment restrictions are measured at the time of investment and it shall not be necessary for the Manager to effect changes to adjust for subsequent market fluctuations or other subsequent events.

www.contrarius.com

Contrarius Global Equity Fund Prospectus

stock exchange listing, legal and auditing fees, reporting expenses, the cost of preparing this Prospectus and communication costs. The Fund also incurs costs when buying or selling assets. These costs are accounted for as part of the purchase price or sales proceeds, respectively. The Manager has agreed with the Fund that to the extent that certain operating expenses exceed 0.20% of the Net Asset Value of the Fund (the "Expense Cap") in the period of twelve months following the incorporation of the Fund, the Manager shall be responsible for and reimburse the Fund in the amount of such excess. Such excess shall be taken into account in the weekly calculation of the Net Asset Value of the Fund, but will only be payable in arrears at the end of the relevant period. The operating expenses that are capped are all expenses other than the Management Fee, the cost of buying and selling assets (including brokerage) and interest. The Manager agrees that such arrangements shall also apply in respect of each period of twelve months following the period referred to above until such time as the Manager shall terminate such arrangement by way of 3 months' written notice served upon the Fund. There is no charge on subscription or redemption of Shares (save as set out below). However, substantial subscriptions, switches, transfers or redemptions may give rise to a 0.50% fee payable to the Fund, solely for the benefit of the existing Shareholders. The fee represents the Manager's estimate of the costs and related market impact that would be incurred if the Fund were to either increase or decrease its underlying investments pro rata to allow for the relevant transaction. HOW TO TRANSACT IN FUND SHARES GENERAL Dealing Days. Fund Shares are normally subscribed for or redeemed as of 3:00 pm Jersey time every Thursday (or in the event a Thursday is not a Business Day, then the following Business Day), and/or such other days in addition thereto or substitution therefor as determined by the Manager without notice. The first Dealing Day of the Fund was 1 January 2009. Initial Offer Period. During the Initial Offer Period the Fund Shares may be subscribed for at the Initial Offer Price. Thereafter Fund Shares will be priced in accordance with the following paragraphs. The subscription list opened at 9:00am on 23 December 2008. The Custodian is the receiving banker. Pricing. For each Dealing Day, a Net Asset Value per Share is calculated on the basis described in "GENERAL INFORMATION ­ CALCULATION OF NET ASSET VALUE". The calculation of the Net Asset Value per Fund Share may be temporarily suspended in certain exceptional circumstances (see "GENERAL INFORMATION ­ TEMPORARY SUSPENSION IN EXTRAORDINARY CIRCUMSTANCES"). The Manager operates `forward pricing' whereby the Net Asset Value per Fund Share calculation follows the acceptance of the subscription. Price information. The latest weekly Fund prices may be obtained by accessing the Contrarius Group's website at www.contrarius.com.

No initial charge. Contrarius does not levy an `initial charge' on investors who subscribe for Fund Shares. The full subscription amount is paid into the Fund and invested. Transactions by Shareholders in Fund Shares occur at the Net Asset Value per Fund Share. However, where Fund Shares are not held for a reasonable period of time, the Directors reserve the right to levy a redemption charge payable to the Fund to preclude Shareholders from being prejudiced by other investors frequently trading in the Fund Shares. HOW TO PURCHASE FUND SHARES The Account Opening Form. An Account Opening Form along with a Subscription Form must be completed with the initial subscription for Fund Shares. Both the Account Opening Form and the Subscription Form may be downloaded from the website www.contrarius.com or obtained from the Administrator of the Fund by sending an email request to [email protected] Photocopies of the Account Opening Form and Subscription Form may be used. In order for a Subscription Form to be considered acceptable for subscription on a Dealing Day, a correctly completed Subscription Form together with the requisite payment confirmation must be received by the Administrator by the Cut-Off Time, i.e. two full business days (48 hours) before the Dealing Day. Initial subscriptions need to be accompanied by an Account Opening Form. Where applications are received later than this deadline they will be dealt with on the next following Dealing Day and the Fund Shares will be allotted based on the Net Asset Value per Fund Share on that Dealing Day. The Manager reserves the right to reject any subscription in whole or in part. In such cases, subscription monies or the balance thereof will be returned within ten Business Days of the rejection. No interest will be paid on any monies returned unless the account into which they are paid earns interest that exceeds 2% p.a. Should the account earn interest at less than 2% p.a., any such interest will be accumulated and deposited in the Fund for the benefit of all Shareholders. Payment. Payment is made by wiring funds that are received and cleared by the Administrator for value by the Cut-Off Time. Payment may also be made by authenticated SWIFT/electronic bank transfer or guaranteed funds for value on the Dealing Day. The Administrator must confirm receipt of an acceptable form of payment by the Cut-Off Time for the subscription to be accepted on that Dealing Day. Subscription monies received, properly identified and cleared before the Cut-Off Time attract interest until the day immediately prior to the Dealing Day. The interest is added to the amount subscribed if the interest rate payable on the account as of the date the monies are cleared is 2.0% p.a. or greater. Should the account earn interest at less than 2.0% p.a., any such interest will be accumulated and deposited in the Fund for the benefit of all Shareholders. Interest earned on subscription monies on the Dealing Day accrues to the benefit of the Fund. Minimum Investment. The minimum initial subscription per investor in Investor Fee Class Shares is US$100,000, whereas investments in Institutional Fee Class Shares require a minimum initial subscription of US$10 million.

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Contrarius Global Equity Fund Prospectus

Additional Contributions. Except in the case of a reinvestment of dividends, subsequent purchases of Fund Shares by a Shareholder must amount to at least US$10,000, irrespective of the class of Fund Share, but do not need to be in multiples of US$10,000. Subscription Currency. Subscription monies may be tendered to the Administrator in US dollars only. Payments for Fund Shares should be made net of all bank charges to the bank account identified in the Subscription Form or as otherwise notified by the Administrator. When another fund managed by the Manager subscribes for Fund Shares, these subscriptions will be accepted on the basis of cleared funds received within 10 Business Days after the Dealing Day provided that the necessary Subscription Forms are received by the Cut-Off Time. Substantial Transactions. In order to protect the interests of existing Shareholders, the Manager may, in its discretion, levy a 0.50% fee on subscriptions or redemptions of Fund Shares. The fee is payable to the Fund, solely for the benefit of the existing Shareholders and represents the Manager's estimate of the costs and related market impact that would be incurred if the Fund were to either increase or decrease its underlying investments pro rata to allow for the relevant transaction. In combination with or as an alternative to paying the subscription fee, the Fund may agree to issue Fund Shares as consideration for a contribution in kind of securities. Subject to the overall control and supervision by the Directors of the Fund, the Manager will make all decisions regarding the levying of a subscription fee and/or accepting contributions in kind of securities in accordance with that Manager's published policy from time to time, copies of which may be obtained from the Manager or downloaded from www.contrarius.com. Proviso. The Fund Shares are issued subject to the provisions of the Memorandum and Articles and the terms of this Prospectus. The Directors may decline to accept a subscription to purchase Fund Shares for whatever reason. The rights and obligations of the Shareholders shall be governed by and construed in accordance with the laws of the Island of Jersey, notwithstanding the place where the account opening and subscription is executed or the citizenship or residency of Shareholders. The courts of Jersey shall have exclusive jurisdiction over any disputes Shareholders may have relating to their Fund Shares. Anti-money Laundering Laws. The Administrator will at all times comply with any obligations imposed by any applicable laws, rules and regulations with respect to money laundering. From time to time the policies of the Administrator will change in response to changes in these laws, rules and regulations and the interpretation of them. Applicants are required to furnish independent documentary evidence of their identity, a permanent address and information relating to the source of the monies to be invested. Failure to provide such information or documentation in a timely manner could result in a delay in the issuance of Shares, or in a refusal to issue Shares. REGISTRATION OF SHAREHOLDING Applicant. Fund Shares may only be registered in the names of individuals of at least 18 years of age, or companies or

partnerships. Persons investing in a special capacity (for example as the parent or guardian of a person under 18 years old or as a trustee or executor) should register the investment in their own name or in that of a nominee. Joint Applicants. Fund Shares registered in the names of more than one individual will be treated as being owned by joint applicants. In such a case, all the joint applicants must sign both the Account Opening and Subscription Form and any instructions to switch, transfer or redeem the shares, unless they deliver to the Administrator a properly executed power of attorney or joint mandate authorizing and specifying an alternative basis of signing. The Administrator will provide a specimen power of attorney or joint mandate on request, without charge. If a joint applicant dies, the remaining joint applicant(s) will be the only persons recognised as having any title to the relevant Fund Shares. Normally, the Administrator will re-register the Fund Shares and adjust its record of authorised signatories on receipt of the death certificate or a certified copy thereof. Registered Holders. Persons (such as a trustee) with Fund Shares registered in their own name but held on behalf of others may include, as part of their registered name, a reference to the capacity in which they are acting. However, the persons in whose name the Fund Shares are registered will be the only persons recognised under Jersey law as the registered owners. Evidence of Transaction. The Administrator sends out a contract note by email to acknowledge each transaction (subscription, redemption, transfer or switch), no later than ten Business Days following the relevant Dealing Day. Form of Shareholding. All Fund Shares are registered and uncertificated (issued without certificates). Title to the Fund Shares shall be evidenced solely by entries in the Fund's register of Shareholders. HOW TO REDEEM OR TRANSFER SHARES The Redemption Form. A Redemption Form is required for each redemption. The Redemption Form may be downloaded from the website www.contrarius.com or obtained from the Administrator by sending an email request to [email protected] Photocopies of the Redemption Form may be used. Redemption instructions may be sent to the Administrator by facsimile or as an attachment to an email and will only be accepted if sent to the fax number(s) or email address indicated on the Redemption Form. The Administrator will confirm receipt of instructions received by facsimile or email during normal business hours. If a Shareholder does not receive a confirmation, he should contact the Administrator immediately to ensure that the Shareholder's communication has not gone astray. The Shareholder bears the risk of non-receipt of any instructions sent by facsimile or as an attachment to an email. Cut-Off Times and minimum Redemption. Shareholders may, subject to the provisions set out below, redeem part or all of their shareholding on a Dealing Day at the Net Asset Value per Fund Share calculated for that Dealing Day provided the

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Contrarius Global Equity Fund Prospectus

Administrator has received their completed instruction by the Cut-Off Time. If a correctly detailed request for redemption is received after the applicable Cut-Off Time on a Dealing Day, the redemption is effected on the following Dealing Day. Redemptions must be in the amount of at least US$10,000, but do not need to be in multiples of US$10,000. Partial redemptions or transfers will be declined if they would cause the current market value of a Shareholder's investment in the Fund to be less than US$100,000. This does not, of course, affect a Shareholder's right to make redemptions or transfers in full. The Administrator will send out a contract note to confirm the redemption no later than ten Business Days following the Dealing Day on which the redemption took place. Payment. Redemption proceeds are paid in the Reference Currency of the Fund. Shareholders should provide complete remittance instructions to enable their redemption proceeds to be paid by SWIFT/electronic transfer. The Fund normally bears the reasonable costs of any redemption payment made by SWIFT/electronic transfer. Provided that the proper completed documentation has been received, payments are normally made within ten Business Days after the relevant Dealing Day. This allows the Fund sufficient time to make arrangements to meet such payments. Designated Recipient. Generally, payments of the redemption proceeds will be made by SWIFT/electronic transfer to an account in the name of the Shareholder indicated by the Shareholder, at the Shareholder's risk. Where a Shareholder requests that the redemption proceeds be paid to a third party, the Administrator may require the Shareholder to substantiate the relationship with the prospective recipient, who may be required to provide identity verification documentation. Failure to provide such information or documentation in a timely manner will result in delay in the payment of such monies. If an investor is in doubt about the required documentation, the investor should contact the Administrator. Substantial Redemptions. A redemption request in an amount currently representing 5% or more of the Net Asset Value of the Fund calculated on the Dealing Day on which the redemption is processed before giving effect to the redemption (but after giving effect to any redemptions in kind of securities on that Dealing Day), is considered `substantial'. In such circumstances the Fund may levy a `substantial transaction' fee which is currently 0.50% of the value of that cash redemption. The `substantial transaction' fee represents the Manager's estimate of the costs and related market impact that would be incurred if the Fund were to decrease its underlying investments pro rata to allow for the redemption. As an alternative to a cash redemption, the Manager may determine that all or part of the redemption proceeds be paid by transferring an appropriate portion of the property of the Fund to the redeeming Shareholders or their nominees. Transfers. A Shareholder may transfer ownership of his/her holdings to an acceptable investor by forwarding a completed Transfer Form to the Administrator. The Transfer Form may be downloaded from the website www.contrarius.com or obtained from the Manager by sending an email request to [email protected] Photocopies of the Transfer Form may be used.

Transferees who are new investors will have to comply with the requirements referred to above under `How to Transact in Fund Shares - How to Purchase Fund Shares - Anti-money Laundering Laws'. HOW TO SWITCH FUNDS A Shareholder may switch shares in one fund managed by the Manager for those in another fund managed by the Manager (in either case a "Contrarius fund") on any Dealing Day provided the Administrator has received the Shareholder's completed Switch Form by the Cut-Off Time. There is no charge for this service. Requests to switch funds should be made by completing the Switch Form and sending it to the Administrator specifying the number or value of shares to be exchanged and the Contrarius fund selected for reinvestment. The Directors may decline a switch between Contrarius funds for any reason - for example, if the Contrarius fund being acquired is closed to new investment. Any partial exchange that would cause a Shareholder to have an investment of less than US$100,000 (or its equivalent) per Contrarius fund will be declined. If the Directors believe that the interests of Shareholders in general may be prejudiced because a Shareholder is switching frequently, they may impose a charge on future switches by such Shareholder. If the switch represents 5% or more of the Net Asset Value of one fund (the "First Fund"), switches from the First Fund into another fund may give rise to the payment of the `substantial transaction' fee. In combination with or as an alternative to paying the `substantial transaction' fee, the First Fund and the redeeming Shareholder may agree to redemption in kind of securities. Subject to the overall control and supervision by the Directors of the Fund, the Manager of the Fund will make all decisions regarding the levying of a `substantial transaction' fee and/or making redemptions in kind. TAXATION AND EXCHANGE CONTROL GENERAL The following summary of the anticipated tax treatment in Jersey of the Fund is based on Jersey taxation law and practice in force at the date of this Prospectus and does not constitute legal or tax advice. Prospective investors should be aware that tax rules and practice and their interpretation may change. Prospective investors should consult their professional advisers on the potential tax, exchange control and other implications of subscribing for, buying, holding, selling, redeeming or disposing of the Shares under the laws of their country of citizenship, domicile or residence or the jurisdictions in which they may be liable to taxation. Income Tax. The Fund will fall to be assessed under Article 123C of the Income Tax (Jersey) Law 1961, as amended (the "1961 Law"), as a Jersey resident company which is neither a "utility company" nor a "financial services company" and as such will be charged to Jersey income tax at a rate of 0% on its income (other than on receipts chargeable to tax under Schedule A of the 1961 Law ­ which relates broadly to income or profits derived from the ownership, disposal or development

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Contrarius Global Equity Fund Prospectus

of land in Jersey). The attention of Shareholders who are resident in Jersey is drawn to the provisions of Article 134A of the 1961 Law which may in certain circumstances render such resident liable to income tax on the un-distributed profits of the Fund. Withholding Tax. The Comptroller of Income Tax in Jersey has confirmed that the Fund will be subject to the above-mentioned tax treatment and will not be subject to any obligation to withhold Jersey income tax from any dividend or interest payments made by it. Stamp Duties and Inheritance Taxes. No stamp duty, stamp duty reserve tax or other Jersey duty will arise on the issue or transfer of fund Shares, or on the winding up of the Fund. Under current Jersey law, there are no death or estate duties, capital gains, gift, wealth, inheritance or capital transfer taxes. In the event of the death of a sole holder of Shares, probate duty at a rate of up to 0.75% of the value of the Shares at the time of death is levied in Jersey on grants of probate and letters of administration, save where the conditions for small estates exemption (not exceeding £10,000) are satisfied. Goods and Services Tax. From 6 May 2008, a Jersey goods and services tax ("GST") applies at a standard rate of five per cent (5%) on the majority of goods and services supplied in Jersey for local use or benefit. As a collective investment fund the Fund has applied for and obtained International Services Entity status under the Goods and Services Tax (Jersey) Law 2007 (the "GST Law"). In connection with its International Services Entity status the Fund will pay an annual fee to the Comptroller of Income Tax in Jersey, which is currently fixed at £100. As an International Services Entity the Fund will not be required to charge GST and in most situations will not be subject to a GST charge on goods and services provided to it. EUROPEAN UNION SAVINGS TAX DIRECTIVE On 3 June 2003, the European Union (EU) Council of Economic and Finance Ministers adopted a directive on the taxation of savings income in the form of interest payments (the EU Savings Tax Directive). From 1 July 2005, each EU Member State is required to provide to the tax authorities of another EU Member State details of payments of interest (or other similar income) paid by a person within its jurisdiction to, or for the benefit of, an individual resident in such other EU Member State; however, Austria, Belgium and Luxembourg will instead apply a withholding tax system for a transitional period in relation to such payments. Jersey is not subject to the EU Savings Tax Directive. However, in keeping with Jersey's policy of constructive international engagement, the States of Jersey has introduced a retention tax system in respect of payments of interest, or other similar income, made to an individual beneficial owner resident in an EU Member State by a paying agent situated in Jersey (the terms "beneficial owner" and "paying agent" are defined in the EU Savings Tax Directive). The retention tax system will apply for a transitional period until the implementation of a system of automatic communication to EU Member States of information regarding such payments. The transitional period will end only after all EU Member States have introduced the automatic exchange of information and the EU Member States have

unanimously agreed that the United States of America has committed to exchange of information upon request. During this transitional period, an individual beneficial owner resident in an EU Member State will be entitled to request a paying agent not to retain tax from such payments but instead to apply a system by which the details of such payments are communicated to the tax authorities of the EU Member State in which the beneficial owner is resident. The retention tax system does not apply to interest (or other similar income) payments to bodies corporate or non-EU Member State residents. The retention tax system in Jersey is implemented by means of bilateral agreements with each of the EU Member States, the Taxation (Agreements with European Union Member States) (Jersey) Regulations 2005 and Guidance Notes issued by the Policy & Resources Committee of the States of Jersey. Based on these provisions and what is understood to be the current practice of the Jersey tax authorities, dividend distributions to Shareholders by the Fund and income realized by Shareholders upon the sale, repurchase or redemption of Shares do not constitute interest payments for the purposes of the retention tax system and therefore neither the Fund nor the Manager nor any paying agent appointed by them in Jersey is obliged to levy retention tax in Jersey under these provisions in respect thereof. UNITED KINGDOM REPORTING FUND REGIME Taxation of Shareholders who are resident for tax purposes in the United Kingdom. Subject to their personal tax position, dividends received by UK resident Shareholders will be subject to UK income tax or corporation tax annually, whether or not reinvested. In addition, UK Shareholders holding Fund Shares at the end of each `reporting period' (as defined for UK tax purposes) will potentially be subject to UK income tax or corporation tax on their share of a class's `reported income', to the extent that this amount exceeds dividends received. The terms `reported income', `reporting period' and their implications are discussed in more detail below. Both dividends and reported income will be treated as dividends received from a foreign corporation, subject to any re-characterisation as interest, as described below. From 22 April 2009, individual Shareholders resident or ordinarily resident in the UK under certain circumstances may benefit from a non-refundable tax credit in respect of dividends or reported income received from corporate offshore funds invested largely in equities. However, where the offshore fund invests more than 60% of its assets in interest-bearing (or economically similar) assets, distributions or reported income will be treated and taxed as interest in the hands of the individual, with no tax credit. Following the enactment of Finance Act 2009, from 1 July 2009 dividend distributions from an offshore fund made to companies resident in the UK are likely to fall within one of a number of exemptions from UK corporation tax. In addition, distributions to non-UK companies carrying on a trade in the UK through a permanent establishment in the UK should also fall within the exemption from UK corporation tax on dividends to the extent that the shares held by that company are used by, or held for, that permanent establishment. Reported income will be treated in the same way as a dividend distribution for this purpose.

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Contrarius Global Equity Fund Prospectus

Shareholdings in the Fund are likely to constitute interests in offshore funds, as defined for the purposes of the UK Finance Act 2008, with each class of the Fund Share treated as a separate `offshore fund' for these purposes. The Offshore Funds (Tax) Regulations 2009 provide that if an investor resident or ordinarily resident in the UK for taxation purposes holds an interest in an offshore fund and that offshore fund is a `non-reporting fund', any gain accruing to that investor upon the sale or other disposal of that interest will be charged to UK tax as income and not as a capital gain. Alternatively, where an investor resident or ordinarily resident in the UK holds an interest in an offshore fund that has been a `reporting fund' for all periods of account for which they hold their interest, any gain accruing upon sale or other disposal of the interest will be subject to tax as a capital gain rather than income; with relief for any accumulated or reinvested profits which have already been subject to UK income tax or corporation tax on income (even where such profits are exempt from UK corporation tax). Where an offshore fund may have been a non-reporting fund for part of time during which the UK Shareholder held their interest and a reporting fund for the remainder of that time, there are elections which can potentially be made by the Shareholder in order to prorate any gain made upon disposal; the impact being that the portion of the gain made during the time when the offshore fund was a reporting fund would be taxed as a capital gain. In these circumstances, from the date the offshore fund changes status such elections have specified time limits in which they can be made. It should be noted that a "disposal" for UK tax purposes would generally include a switching of interest between classes of Fund Shares within the Fund. In broad terms, a `reporting fund' is an offshore fund that meets certain upfront and annual reporting requirements to HM Revenue & Customs and its Shareholders. The Directors intend to manage the affairs of the Fund so that these upfront and annual duties are met and continue to be met on an ongoing basis. Such annual duties will include calculating and reporting the income returns of the offshore fund for each reporting period (as defined for UK tax purposes) on a per-share basis to all relevant Shareholders (as defined for these purposes). UK Shareholders which hold their interests at the end of the reporting period to which the reported income relates, will be subject to income tax or corporation tax on the higher of any cash distribution paid and the full reported amount. The reported income will be deemed to arise to UK Shareholders on the date the report is issued by the Directors. Reporting fund status has been obtained from HM Revenue & Customs for the relevant Classes with effect from 1 July 2010 and it will remain in place permanently so long as the annual requirements are undertaken. The attention of individual Shareholders ordinarily resident in the UK is drawn to the provisions of Chapter 2 of Part 13 of the Income Taxes Act 2007. These provisions are aimed at preventing the avoidance of UK income tax by individuals through transactions resulting in the transfer of assets or income to persons (including companies) resident or domiciled outside the UK, and may render them liable to income tax in

respect of undistributed income of the Fund on an annual basis. The legislation is not directed towards the taxation of capital gains. Corporate Shareholders resident in the UK should note the provisions of Chapter 4 of Part 17 of the Income and Corporation Taxes Act 1988. These provisions may subject UK resident companies to corporation tax on profits of non-resident companies, controlled by persons resident in the UK, in which they have an interest. These provisions affect UK resident companies who have an interest of at least 25% in the profits of a non-UK resident company, where that non-UK resident company is controlled by residents of the UK and is resident in a low tax jurisdiction. This legislation is not presently directed towards the taxation of capital gains. The attention of UK resident corporate Shareholders is drawn to Chapter 3 of Part 6 of the Corporation Tax Act 2009, whereby interests of UK companies in offshore funds may be deemed to constitute a loan relationship; with the consequence that all profits and losses on such relevant interests are chargeable to UK corporation tax in accordance with a fair value basis of accounting. These provisions apply where the market value of relevant underlying interest bearing securities and other qualifying investments of the offshore fund (broadly investments which yield a return directly or indirectly in the form of interest) are at any time more than 60% of the value of all the investments of the offshore fund. The attention of investors resident or ordinarily resident in the UK (and who, if individuals, are also domiciled in the UK for those purposes) is drawn to the provisions of Section 13 of Taxation of Chargeable Gains Act 1992. Under these provisions, where a chargeable gain accrues to a company that is not resident in the UK, but which would be a close company if it were resident in the UK, a person may be treated as though a proportional part of that chargeable gain, calculated by reference to their interest in the company, has accrued to them. No liability under Section 13 can be incurred by such a person, however, where such a proportion does not exceed one-tenth of the gain. Any individual Shareholder domiciled or deemed to be domiciled in the UK for UK tax purposes may be liable to UK inheritance tax on their Fund Shares in the event of death or on making certain categories of lifetime transfer. DIVIDENDS Fund Shares are entitled to any dividends pro rata and dividends from the Fund will be automatically reinvested in additional Fund Shares at their Net Asset Value per Fund Share. GENERAL INFORMATION CORPORATE STRUCTURE The Fund is a public open-ended investment company with limited liability registered in Jersey on 9 December 2008 under the provisions of the Companies Law with registered number 102270. The rights and obligations of Shareholders are governed by the Memorandum and Articles. The Memorandum and Articles set out the internal regulations in terms of which the Directors are required to manage the Fund. Copies of the

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Contrarius Global Equity Fund Prospectus

Memorandum and the Articles are available for inspection at the registered office of the Fund. SHARE CAPITAL AND VOTING RIGHTS The Fund is a no par value company and is authorised to issue any number of no par value shares which shall be divided into two Founder Shares and any number of Fund Shares. Fractions of Fund Shares may be issued as required. As at the date of this Prospectus, two Founder Shares have been issued to the Manager. The paid up share capital of the Fund at the date of this Offering Document is US$ 2.00. The Administrator is responsible for maintaining the register of Shareholders. The rights attaching to Fund Shares and Founders' Shares are contained in the Memorandum and Articles and in summary are as follows: Fund Shares. Fund Shares participate pro rata in the assets of the Fund on a repayment of capital, winding up or dissolution, subject to the prior satisfaction of any liabilities of the Fund. The Fund Shares do not confer upon the holders the right to attend speak or vote at general meetings of the Fund. The rights attached to the Fund Shares may be amended with the consent in writing of the holders of not less than three-quarters of the issued Fund Shares or by resolution passed by three-quarters of the votes cast at a separate class meeting of holders of Fund Shares. The rights attaching to Fund Shares are deemed to be varied by the creation or issue of further shares ranking in priority to the Fund Shares, but not by the creation or issue of further shares in the same class ranking pari passu with the Fund Shares. The Fund Shares are divided into two classes of shares, Investor Fee Class Shares and Institutional Fee Class Shares. The differences between the two classes of Fund Shares are the minimum initial investment amount and the applicable management fee. Founder Shares. The Founder Shares do not participate in the assets attributable to the Fund Shares of the Fund, do not receive dividends, can participate in a winding up only to the extent of the amount paid up thereon, and may not be redeemed. Each of the Founder Shares carries the right to one vote. All of the authorised Founder Shares of the Fund have been issued as fully paid and are held by Contrarius Investment Management Limited. MEMORANDUM AND ARTICLES A complete copy of the Memorandum and Articles are available for inspection at the registered office of the Fund. The following extracts from the Memorandum and Articles (with paragraph referencing) are disclosed in this Prospectus in accordance with requirements of the Listing Rules of the Channel Islands Stock Exchange. Directors' Interests 24.00 29.02 A Director who has directly or indirectly an interest in a transaction entered into or proposed to be entered into by the Fund or by a subsidiary of the Fund which to a material extent conflicts or may conflict with the interests of the Fund and of which he is aware shall

disclose in writing to the Fund by means of a letter or memorandum presented to a meeting of the Directors the nature and extent of his interest. Subject thereto any such Director shall not be liable to account to the Fund for any profit or gain realized by him on such transaction. 29.03 A notice in writing given to the Fund by a Director that he is to be regarded as interested in a transaction with a specified person is sufficient disclosure of his interest in any such transaction entered into after the notice is given. Subject to article 29.02 hereof a Director may vote in respect of any such transaction and if he does so vote his vote shall be counted and he shall be capable of being counted towards the quorum at any meeting of the Directors at which any such transaction shall come before the Directors for consideration.

29.04

Directors' remuneration 26.11 The Directors shall be paid out of the funds of the Fund their traveling and other expenses properly and necessarily expended by them in attending meetings of the Directors or Shareholders or otherwise on the affairs of the Fund. They shall also be paid by way of remuneration for their services such sum as the Directors shall determine subject to any rates or limits (if any) fixed by the Fund in general meeting. If any of the Directors shall be appointed agent or to perform extra services or to make any special exertions or to go or reside abroad for any of the purposes of the Fund the Directors may remunerate such Director or Directors therefor either by a fixed sum or by commission or participation in profits or otherwise or partly in one way and partly in another as they think fit. Such remuneration may be either in addition to or substitution for his or their remuneration hereinbefore provided.

Directors' borrowing powers 17.02 Subject to any requisite consents from the competent authorities and any statutory requirements for the time being in force and to the terms and conditions provided hereinafter and in the Prospectus, the Manager and the Directors shall at any time make arrangements for the borrowing for the account of the Fund for the purposes of enabling the Manager or its duly authorised delegate to acquire on behalf of the Fund investments for the account of the Fund on such terms as are set out in the Prospectus or for the purposes of funding redemptions of Fund Shares.

Appointment of directors The number of Directors shall be not less than two Directors. The first Directors shall be appointed in writing by the subscribers to the memorandum of association of the Fund or a majority of them. A majority of Directors shall not be resident in the United Kingdom.

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Contrarius Global Equity Fund Prospectus

Transfer of Shares 24.01 24.02 A Director need not be a shareholder in the Fund. 11.00 The Directors shall have power at any time and from time to time to appoint subject to the provisions of the Companies Law any person to be a Director either to fill a casual vacancy or as an additional Director. The Fund may by ordinary resolution appoint or remove any person to or from office as a Director. The Directors may in their absolute discretion refuse to register any transfer of any share (whether fully paid or not) where such transfer would in the opinion of the Directors result in legal, pecuniary, regulatory, tax or material administration disadvantage to the Fund or its Shareholders provided that such refusal shall only be effective if notice thereof stating the grounds of refusal is given to the proposed transferor and transferee within two months after the date on which the transfer of such share is lodged with the Fund. No transfer of Founder Shares or Fund Shares may be effected without the prior written consent of the Directors. Save as otherwise permitted under the provisions of the Companies Law all transfers of shares shall be effected using an instrument of transfer. The instrument of transfer of any share shall unless the Directors otherwise resolve be signed by the transferor alone. The transferor shall be deemed to remain the holder of such share until the name of the transferee is entered in the register of Shareholders of the Fund in respect thereof. The instrument of transfer of any share shall be in writing in any usual common form or any form approved by the Directors and shall specify the full name and address of the transferee.

24.03

Removal of Directors 25.00 The office of Director shall be vacated if the Director:(a) ceases to be a Director by virtue of any provisions of the Companies Law or any disqualification order made thereunder; or resigns his office by instrument in writing under his hand left at the office; or becomes bankrupt or insolvent compounds with his creditors; or or 11.01

(b)

11.02

(c)

(d)

is found lunatic or becomes of unsound mind; or is removed by ordinary resolution passed by the Fund; or becomes resident in the United Kingdom and but for the provisions of this article a majority of the Directors would have been resident in the United Kingdom.

(e)

11.03

(f)

MEETINGS AND NOTICES The Fund holds an annual general meeting with the date and venue determined by the Directors. A notice convening any general meeting of the Fund is sent to those persons with a right to such notice (the holders of Founder Shares) together with a copy of the audited financial statements of the Fund at least fourteen days before the date fixed for the meeting. All notices to Shareholders are in writing and are sent electronically via fax or email to the email address or fax number supplied for this purpose by the Shareholder in the Account Opening Form. REPORTING TO SHAREHOLDERS The Fund issues an annual report to Shareholders, including audited financial statements, drawn up to 30 June each year. These are normally distributed to Shareholders within four months of the year end and will be made available on the Contrarius website www.contrarius.com. Unaudited interim reports for the six months period to 31 December will be made available to Shareholders on request. Notification of comprehensive quarterly reports (Quarterly Investor Report) will be emailed to Shareholders (where an email address has been provided in the Account Opening Form) and will be made available on the Contrarius website www.contrarius.com.

Changes in capital 3.04 The Fund may by special resolution altering its memorandum, increase or reduce the number of Shares which it is authorised to issue or provide for any other alteration to its capital in any of the ways permitted or provided for under the Companies Law.

Unclaimed dividends 32.09 Unless otherwise directed any dividend may be paid by cheque or warrant sent through the post to the registered address of the Shareholder entitled or in the case of joint holders to that one whose name stands first on the Register in respect of their joint holding and every cheque or warrant so sent shall be made payable to the order of the person to whom it is sent and the Fund shall not be responsible for any loss in transmission and payment by cheque or warrant as provided herein shall be a good discharge to the Fund. Any dividends unclaimed or any cheque or warrant in respect thereof remaining uncashed or unpresented after twelve years from the date it first became payable shall be forfeited automatically for the benefit of the Fund without the necessity for any declaration or other action by the Fund.

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Contrarius Global Equity Fund Prospectus

CALCULATION OF NET ASSET VALUE Time. Subject to the suspension provisions set out below, the Net Asset Value of the Fund will be calculated for each Dealing Day by reference to the prices and valuation as at the close of business in New York on the Business Day preceding the relevant Dealing Day, (the "Valuation Point"). In circumstances where there is a material change in the Net Asset Value of the Fund between the Valuation Point on the preceding Business Day and the Dealing Day (as a result, inter alia, of general market or currency movements), the Manager has discretion to recalculate the Net Asset Value of the Fund and the prices of Fund Shares in respect of the relevant Dealing Day. Issues and redemptions of Fund Shares will be completed once the Net Asset Value of the Fund has been finalised. Net Asset Value Calculation. For the purposes of calculating the Net Asset Value of the Fund the following provisions will apply: (a) The assets of the Fund shall include:

money and outstanding payments on any Shares previously redeemed; an appropriate provision for taxes as determined from time to time by the Manager; and all other liabilities of the Fund of whatsoever kind and nature except liabilities represented by Shares and reserves (other than reserves authorised or approved by the Manager for duties and charges or contingencies). In determining the amount of such liabilities the Manager may calculate administrative and other expenses of a regular or recurring nature on an estimated figure for yearly or other periods in advance and accrue the same in equal proportions over any such period.

(c) The assets and liabilities of the Fund shall be valued as follows:

all cash in hand or on deposit, or on call including any interest accrued thereon; all certificates of deposit, treasury bills, trade bills, bank acceptances, bills of exchange, bills, demand notes, promissory notes and accounts receivable; all bonds, time notes, shares, stock, debentures, debenture stock, subscription rights, warrants, securities of whatever description, any form of interest in any of the foregoing and other investments owned or contracted for by the Fund, other than rights and securities issued by it; all stock and cash dividends and cash distributions to be received by the Fund and not yet received by it but declared to stockholders of record on a date on or before the relevant Valuation Point; all interest accrued on any interest-bearing securities owned by the Fund except to the extent that the same is included or reflected in the principal value of such security; cash payments outstanding on any Shares called but unpaid; all other investments of the Fund; and all other property and assets of the Fund of every kind and nature including prepaid expenses as valued and defined from time to time by the Manager.

(b) The liabilities of the Fund shall be deemed to include:

the value of any cash on hand or on deposit, bills, demand notes, accounts receivable, prepaid expenses, cash dividends and interest declared or accrued and not yet received is deemed to be the full amount thereof unless the Manager considers that it is not worth this full amount, in which event a value determined by the Manager is used; the value of securities and other assets will be determined using the closing price at the Valuation Point, normally on the principal market for such security. If the closing price is unavailable or is considered unrepresentative of fair market value, a price considered fair by the Manager is used; any subscription monies received for which Fund Shares have not yet been allotted are not included in the net assets. Correspondingly, where Fund Shares for which redemption instructions have been received are deemed to remain in issue, the corresponding net assets continue to be included in the net assets. It should be noted that the Directors have delegated their discretion outlined above to the Administrator on a day-to-day basis. However, the Manager reviews the Net Asset Value calculation at least on a quarterly basis and the Directors review the financial statements on a quarterly basis; any value (whether of investment or cash) otherwise than in USD will be converted into USD at the rate (whether official or otherwise) which the Directors in their absolute discretion deem applicable as at the relevant Valuation Point, having regard, among other things, to any premium or discount which they consider may be relevant and to costs of exchange.

all bills, notes and accounts payable; all management, performance and administrative fees and charges payable and/or accrued (the latter on a weekly basis); the aggregate amount of all borrowings and interest, commitment fees and other charges in connection therewith; all known liabilities present and future including the amount of any unpaid dividend declared upon the Shares, contractual obligations for the payment of

Reserves may be established for estimated or accrued expenses or liabilities at the sole discretion of the Manager. In the event that the Directors determine that the valuation of any securities or other property pursuant to the provisions above does not fairly represent market value, the Directors (or any duly authorised agent) may value such securities or other property as they reasonably determine and will set forth the basis of such valuation in writing in the Fund's records.

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Contrarius Global Equity Fund Prospectus

The Directors may request that the Auditors review the methodology of valuation adopted by the Fund at such times as may, in the view of the Directors, be appropriate and the Directors may, following such review, adopt such other basis for valuation as the Auditors may recommend. The Directors may make such modifications to the means of calculating the Net Asset Value of the Fund as they may from time to time consider reasonable to ensure that such changes accord with good accounting practice. All valuations will be binding on all persons and in no event shall the Directors, or the Manager, incur any individual liability or responsibility for any determination made or other action taken or omitted by them in the absence of manifest error or bad faith. Prospective investors should be aware that situations involving uncertainty as to the valuation of positions could have an adverse effect on the Fund's net assets and could lead to inequalities between investors subscribing for Fund Shares on different Dealing Days, if the Manager's judgment regarding appropriate valuations should prove incorrect. Details of the most recently calculated Net Asset Value per Fund Share shall be available from www.contrarius.com or via email. Number of Shares. For the purpose of calculating the number of Shares in issue or deemed to be in issue at a Valuation Point, Fund Shares to be issued on a Dealing Day are deemed not to be in issue until the following day, and Fund Shares to be redeemed on a Dealing Day are deemed to remain in issue until the following day. NAV per Fund Share Valuation. This calculation is made by dividing the Net asset Value of the Fund attributable to the Investor Fees Class Shares or the Institutional fee Class Shares (as applicable) by the number of Fund Shares of that class in issue, all determined as indicated in this section. The Manager may select another Valuation Point if the Manager determines that it would produce a more representative fair market value. Any certification of the Net Asset Value per Fund Share given in good faith by or on behalf of the Directors is binding on all parties. The Net Asset Value per Fund Share shall be notified to the CISX as soon as practicable after its calculation. TEMPORARY SUSPENSION IN EXTRAORDINARY CIRCUMSTANCES The Directors of the Fund may suspend the determination of the Net Asset Value per Share in the following circumstances:

liabilities of the Fund cannot reasonably or fairly be ascertained, or the Fund is unable to repatriate funds required for the purpose of making payments due on redemption of Fund Shares or during which any transfer of funds involved in the realisation or acquisition of investments or payments due on redemptions of Fund Shares cannot in the opinion of the Manager be effected at normal rates of exchange.

No Fund Shares of the Fund will be issued, switched or redeemed (other than as referred to below) during the period of any such suspension. Should the Directors declare a temporary suspension they will give notice on the website www.contrarius.com. At the end of the period of suspension the Directors will again give notice on the website www.contrarius.com indicating that the suspension has ended. The Administrator will also notify all applicants who have requested the issue, switch or redemption of Fund Shares at the beginning and end of any period of suspension and of the date of the next Dealing Day. All subscriptions and redemption or switch instructions for Fund Shares received by the Administrator in respect of a Dealing Day during a period of suspension will, unless previously withdrawn, be processed on the next Dealing Day following the end of the period of suspension. Subscriptions which are affected by any such suspension may be withdrawn during the continuance of the suspension provided the written withdrawal is received prior to the lifting of the suspension. STOCK EXCHANGE LISTING An unlimited number of Investor Fee Class Shares and Institutional Fee Class Shares were admitted to listing on the Official List of the Channel Islands Stock Exchange on 7 January 2009. The Channel Islands Stock Exchange is a Designated Investment Exchange within the meaning of the FS Act. TRADING ALLOCATIONS AND BROKERAGE COMMISSIONS Subject to the Fund's overall control and supervision, the Manager is primarily responsible for the execution of the Fund's investment transactions and the allocation of the brokerage commissions. The Manager may appoint a third party to execute trades on its behalf, in which case the Fund will incur the brokerage commissions incurred as a result of the broker selections of the third party. The Fund has no obligation to deal with any specific broker or group of brokers in executing transactions in portfolio securities. Such transactions may be subject to a commission or dealer mark-up which may not be the lowest commission or spread available. In the event of the Manager not appointing a third party to execute transactions:

when trading is restricted, closed or suspended (other than a weekend or holiday) on any stock market, stock quotation system or over-the-counter market on which investments representing more than 5% of the net assets of the Fund are listed, quoted or traded, when circumstances exist such that, in the opinion of the Manager, it is not reasonably practicable for the Fund to dispose of its investments, or any such disposal would be materially prejudicial to Shareholders, a breakdown occurs in any of the means normally used to ascertain the value of investments or when, for any other reason, the value of any investments or other assets or

the Manager will which broker the commission rates. obligated to seek

have complete discretion in deciding Fund will use and in negotiating its In this case, the Manager will not be the lowest available "execution only"

Page 18 of 25

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Contrarius Global Equity Fund Prospectus

commission cost. Thus, the Fund might be deemed to pay for products and services provided by the broker that would be included in the commission rate; the Manager may also take into account the broker's facilities, reliability, financial responsibility, costs of products or services, and responsiveness to the Manager; the Manager may consider the value of the products and services received and which are described in its "no soft dollar policy" which is available from the Manager on request; and a broker will not be excluded from receiving brokerage business because it does not provide products and services.

Sub-Investment Manager and the Investment Advisor will also provide services to other clients and they will endeavor to ensure that any conflict of interest arising from the allocation of investment opportunities among other clients will be resolved fairly. In particular, Mervyn Ellis and Guy Gilson are directors of both the Fund and the Administrator. Stephen Mildenhall is a director of the Fund, Contrarius Investment Management Limited (the Manager), Contrarius Investment Management (Bermuda) Limited (the Sub-Investment Manager) and Contrarius Investment Advisory Limited (the Investment Advisor) and other funds for which the Manager acts as manager or investment manager, the Sub-Investment Manager acts as sub-Investment manager and the Investment Advisor acts as investment advisor and which have similar investment objectives and strategies. Stephen Mildenhall is also a potential indirect beneficial owner of Contrarius Investment Management Limited (the Manager), Contrarius Investment Management (Bermuda) Limited (the Sub-Investment Manager) and Contrarius Investment Advisory Limited (the Investment Advisor) and should be considered materially interested in the Management Agreement, the Sub-Investment Management Agreement and the Investment Advisory Agreement. Stephen Mildenhall also has a potential indirect beneficial interest in the Founder Shares (held by the Manager) and Fund Shares (through a potential indirect beneficial holding in the Contrarius Global Absolute Fund Limited). Stephen Mildenhall may also have a potential indirect beneficial interest in other funds for which Contrarius Investment Management Limited acts as manager or investment Manager, Contrarius Investment Management (Bermuda) Limited acts as sub-Investment manager, and Contrarius Investment Advisory Limited acts as investment advisor. WINDING UP Under the Memorandum and Articles and the Companies Law, the Fund has an unlimited life. The Fund may, however, be wound up with the approval of a special resolution (requiring a two-thirds majority) of the holders of Founder Shares. In the event of the insolvency of the Fund, either the holders of Founder Shares may by special resolution (requiring a two-thirds majority) elect voluntarily for a creditors' winding up in accordance with the provisions of the Companies Law or the Fund or its creditors may make an application to the Royal Court of Jersey for the Fund to be declared en désastre and wound up under the provisions of the Bankruptcy (Désastre) (Jersey) Law, 1990, as amended. Subject to the claims of any secured creditors and any preferential payments set out in any enactment, if the Fund shall be wound up or dissolved the assets available for distribution shall be realised and first applied in satisfaction of the Fund's liabilities pari passu and subject to such prior claims, any surplus shall be in the following priority: (a) first, in the re-payment pari passu to the holders of Fund Shares of sums up to the amount paid up thereon;

Securities held by the Fund also may be held by other funds or investment advisory clients for which the Manager or its affiliates acts as adviser. Securities may be held by, or be an appropriate investment for, the Fund as well as other clients of the Manager or its affiliates. Because of different objectives or other factors, a particular security may be bought for one or more such clients when one or more clients are selling the same security. If purchases or sales of securities for the Fund or other clients for which the Manager act as investment manager or adviser arise for consideration at or about the same time, transactions in such securities will be made, insofar as feasible, for the Fund and clients in a manner deemed equitable to all. There may be circumstances when purchases or sales of Fund securities for one or more clients have an adverse effect on other clients. DIRECTORS' AND OTHER INTEREST The Manager, Sub-Investment Manager, Investment Advisor, Custodian, Administrator and other service providers may have conflicts of interest in relation to their duties to the Fund. However, each shall, at all times, have regard to the best interests of the Fund in discharging their duties. The Administrator is a Member of the Stonehage Group (the "Group"). Companies in the Group may provide foreign exchange and other services on their usual terms and may benefit therefrom. Commissions will be paid to brokers and agents in accordance with the relevant market practice and the benefit of any commissions or discounts provided by agents or brokers will be passed on to the Fund. The services of companies in the Group will be used by the Administrator where it is considered appropriate to do so and provided that they make their services available to the Fund on commission and other terms generally comparable with those available from unassociated brokers and agents in the markets concerned. Subject to the policy described above, the Custodian, the Manager, the Sub-Investment Manager, the Investment Advisor, the Administrator, any of their associates and directors of the foregoing may have an interest in the Fund or any transaction effected with or for the Fund or have a relationship of any description with any other person which may involve a potential conflict of their respective duties to the Fund or deal with or otherwise use the services of any associate in connection with the performance of such duties; and none of them will be liable to account for any profit or remuneration derived from so doing. In addition, the Manager, the

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Contrarius Global Equity Fund Prospectus

(b)

secondly, in the re-payment pari passu to the holders of the Founder Shares of sums up to the amount paid up thereon; and thirdly, in the payment to holders of Fund Shares of any surplus of assets then remaining in the investment portfolio established for Fund Shares, such payment being divided between the classes of Fund Share pro rata to the relative Net Asset Values of each separate class account established and maintained for each class of Fund Share in accordance with the Memorandum and Articles and thereafter between the holders of Fund Shares of each class in proportion to the amounts paid up thereon.

(c)

If the Fund shall be wound up any liquidator appointed by the Fund or in the absence of such an appointment the Directors may with the sanction of a special resolution of the holders of Founder Shares divide amongst the holders of Fund Shares in specie any part of the assets of the investment portfolio established for the Fund Shares or vest the same in trustees upon such trusts for the benefit of such Shareholders as the liquidator or the Directors (as the case may be) with the like sanction shall think fit. DATA PROTECTION Information provided by investors to the Fund may constitute "personal data" for the purposes of the Data Protection (Jersey) Law 2005 (the "Data Protection Law"). The Fund will be the "data controller" in respect of such data (as defined in the Data Protection Law). Personal data may be processed by the Fund, the Manager, the Sub-Investment Manager, the Administrator, and the Investment Advisor as part of, and for the purposes of, the management and administration of the Fund, including for the purposes of maintaining accurate records of investor interests in the Fund and communications with investors. Details of the registration of the Fund as data controller can be found on the website of the Jersey Data Protection Commissioner: www.dataprotection.gov.je. MATERIAL DOCUMENTS AVAILABLE FOR INSPECTION Copies of the following documents are available for inspection at any time during normal business hours free of charge at the registered office of the Fund in Jersey:

the Management Agreement between the Fund and the Manager, entered into on 22 December 2008 pursuant to which the Manager has been appointed, subject to the overall supervision and control of the Directors, as manager of the Fund. The Management Agreement may be terminated upon three calendar months' prior written notice by either party or immediately in certain circumstances; the Investment Advisory Agreement between the Manager and the Investment Advisor entered into on 22 December 2008, pursuant to which Contrarius Investment Advisory Limited has been appointed to provide investment advice to The Manager. The Investment Advisory Agreement may be terminated upon three calendar months prior written notice by either party or immediately in certain circumstances; the Sub-Investment Management Agreement between the Manager and the Sub-Investment Manager entered into on 1 December 2011, pursuant to which Contrarius Investment Management (Bermuda) Limited has been appointed to assist the Manager with all aspects of its investment management duties to the Fund. The Sub-Investment Management Agreement may be terminated upon three calendar months prior written notice by either party or immediately in certain circumstances; the agreement between the Fund, the Manager and the Administrator entered into on 22 December 2008, pursuant to which the Manager appointed the Administrator. The Administration Agreement is terminable by the Manager or the Administrator on three calendar months' notice or immediately in certain circumstances including material breach and the termination of the Management Agreement; and the Custodian Agreement between the Fund and the Custodian entered into on 22 December 2008 pursuant to which the Custodian has been appointed custodian of the assets of the Fund. Before the termination of the appointment of the Custodian, the Fund will procure the appointment of another suitably qualified custodian. The Custodian Agreement may be terminated by the Fund upon 90 days' prior written notice to the Custodian.

The Fund has entered into no material contracts other than those in the ordinary course of business indicated in this section. FURTHER RISK WARNINGS Prospective investors should give careful consideration to the following risk factors, which are not exhaustive, in evaluating the merits and suitability of an investment in the Fund.

the Memorandum and Articles; the register of Shareholders; the latest audited annual and half-yearly report and accounts of the Fund.

In addition to the documents listed above, the following contracts (not being contracts entered into by the Fund in the ordinary course of business) which are, or may be, material to the Fund are also available for inspection at any time during normal business hours free of charge at the registered office of the Fund in Jersey:

There is no assurance that the investment approach of the Fund will be successful or that the Fund will achieve its investment objective. It should be remembered that the price of Fund Shares and the income from them can go down as well as up and that investors may not receive, on redemption of their Fund Shares, the amount that they invested. Past performance data is not necessarily indicative of future performance.

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Contrarius Global Equity Fund Prospectus

An investment in the Fund Shares involves certain risks relating to the investment strategies to be utilized by the Manager. The performance of the Fund will reflect the volatility in the Fund's underlying investments. The Fund currently has no investment track record and, going forward, any performance record does not guarantee future results of the Fund or of the Manager. At times the Fund's assets may be disproportionately concentrated in certain countries, industry sectors, or even individual issuers, although the Manager will regularly monitor the portfolios of underlying investments for these purposes. Changes in economic conditions, including, for example, interest rates, currency rates, inflation rates, industry conditions, competition, technological developments, trade relationships, political and diplomatic events and trends, tax laws and innumerable other factors, can affect substantially and adversely the business and prospects of the Fund. None of these conditions will be within the control of the Manager. All banks, custodians, brokers and dealers with which the Fund will be doing business may encounter financial difficulties that impair the operational capabilities or capital position of the Fund. The Manager will generally have sole discretion to select the financial institutions through which their investment transactions are executed for the underlying investments. The Fund may not be fully hedged against benchmark currencies at all times thereby creating a possible exposure to currency movements. If such movements go against the Fund a currency loss may result. World stock markets can be volatile, driven by economic, political, legislative conditions or market sentiment. Since the Fund is largely invested in selected global equities, the value of an investment in the Fund will tend to fluctuate with the markets. Individual shares purchased can and often do fall in value for many reasons such as changes in a company's internal operations, management actions, changes in its business environment or investor sentiment. Share prices can be volatile and dividend payments from shares may also vary over time. As with all managed funds, there are risks particular to the Fund, including that it could terminate, the fees and expenses could change and the investment professionals could change. There may be times when securities may not be readily sold (for example, in a falling market where shares may become less liquid). The Manager expects that trading volumes will generally be sufficient to satisfy liquidity requirements when necessary, however unexpectedly large withdrawals from the Fund in a short period of time could affect liquidity. Neither the Fund nor the Manager guarantees the liquidity of the Fund's investments. A range of financial derivatives, for example futures and options, may be used to manage risk in the Fund. The Manager expects to use derivatives within tight guidelines (refer to Investment Restrictions above). Derivatives introduce an extra element of risk to the Fund that may be hard to quantify.

OTHER MATTERS The Fund is not engaged in any litigation or arbitration proceedings nor is it aware of any litigation or claim pending or threatened by or against it. The Fund has agreed to provide indemnities to each of the Manager, the Administrator and the Custodian on terms set out in Management Agreement, Administration Agreement and Custodian Agreement. Generally, every director, officer and employee of the Manager, the Administrator and the Custodian are indemnified against all costs, losses and expenses which any such indemnified person may incur or for which it may become liable by reason of any contract entered into, or act or thing done by it in such capacity, or in any way in the discharge of its duties, except in the event of its own fraud, negligence or dishonesty. The Fund does not tolerate market timing or other excessive trading practices. Excessive, short-term (market timing) trading practices may disrupt portfolio management strategies and harm fund performance. To minimize harm to the Fund and the Shareholders, the Manager has the right to reject any subscription, switch or redemption request from any investor who is engaging in excessive trading or has a history of excessive trading or if an investor's trading, in the opinion of the Manager, has been or may be disruptive to the Fund. In making this judgment, the Directors may consider trading done in multiple accounts under common ownership or control. None of the Administrator, the Manager or the Fund will be held liable for any loss resulting from rejected orders. The Fund has not made any loans to the Directors nor has it provided any guarantees for their benefit.

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Contrarius Global Equity Fund Prospectus

FUND PRICES AND SHAREHOLDER QUERIES The latest weekly prices of the Fund are available from the Contrarius website at www.contrarius.com. While this Prospectus is intended to answer most questions, if you have any further enquiries, please do not hesitate to contact the appropriate party indicated below: Account Queries Stonehage Fund Administrators (Jersey) Limited Attention: The Contrarius Administration Team Telephone: +44 (0) 1534 828 990 Facsimile: +44 (0) 1534 823 001 Email: [email protected] Investment Queries Contrarius Investment Management Limited Email: [email protected] Website: www.contrarius.com Tax Queries Questions regarding taxation, estate planning or other legal matters are best answered by a professional advisor.

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Contrarius Global Equity Fund Prospectus

GLOSSARY Unless otherwise indicated, the following terms have the following meanings in the Prospectus: "1933 Act" means the United States Securities Act of 1933. "Administrator" means Stonehage Fund Administrators (Jersey) Limited or such other person as may be appointed as administrator by the Fund from time to time. "Account Opening Form" means the form used to register an account prior to subscribing for Fund Shares in the form attached to this Prospectus and otherwise as available at www.contrarius.com. "Business Day" means any weekday on which banks in the Island of Jersey are open for business. "Channel Islands Stock Exchange" or "CISX" means the Channel Islands Stock Exchange, LBG. "Commission" means the Jersey Financial Services Commission. "Companies Law" means the Companies (Jersey) Law 1991, as amended. "Contrarius Group" means collectively the Manager, the Investment Advisor and their affiliates, directors, officers and shareholders. "Custodian" means Deutsche Bank International Limited or such other person as may be appointed as custodian by the Fund from time to time. "Cut-Off Time" means two full business days before a Dealing Day. This would therefore normally be 3pm Jersey time on the Tuesday before a Dealing Day. "Dealing Day" means a day on which the shares of the Fund may be subscribed for or redeemed, being every Thursday (or in the event such Thursday is not a Business Day, then the following Business Day), and/or such other days in addition thereto or substitution therefor as determined by the Manager without notice. "Directors" means the directors for the time being of the Fund or assembled as a board or committee thereof. "Distributor Status" means certification by the Board of Inland Revenue as a distributing fund for the purposes of Chapter V of Part XVII of the United Kingdom Income and Corporation Taxes Act 1988. "Expert Investor" is defined by the Jersey Financial Services Commission as: a. b. an investor who makes a minimum initial investment or commitment of USD 100,000 (or currency equivalent) in the Expert Fund whether through the initial offering or by subsequent acquisition; or a person, partnership or other unincorporated association or body corporate, whose ordinary business or professional activity includes, or it is reasonable to expect that it includes, acquiring, underwriting, managing, holding or disposing of investments whether as principal or agent, or the giving of advice on investments; or an individual who has a net worth, or joint net worth with that person's spouse, greater than USD 1,000,000 (or currency equivalent) excluding that person's principal place of residence; or a company, partnership, trust or other association of persons which has (or which is a wholly owned subsidiary of a body corporate which has) assets available for investment of not less than USD 1,000,000 (or currency equivalent) or every Shareholder, partner or beneficiary of which falls within the definition of expert investor; or a fund service provider to the expert fund or an associate of a fund service provider to the expert fund; or a person who is an employee, director, consultant or Shareholder of or to a fund service provider of the expert fund who is acquiring an investment in the expert fund as part of his remuneration or an incentive arrangement or by way of co-investment; or any employee, director, partner or consultant to or of any person referred to in paragraph (b) above; or a trustee of a family trust settled by or for the benefit of one or more persons referred to in paragraph (f) or (g) above; or a trustee or an employment benefit or executive incentive trust established for the benefit of persons referred to in paragraphs (f) or (g) or their dependants; or a government, local authority, public authority or supra-national body in Jersey or elsewhere.

c. d.

e. f. g. h. i. j.

"Founder Shares" means the voting non-redeemable shares in the capital of the Fund designated on issue as a Founder Shares. "FSA" means Financial Services Authority, regulator of all providers of financial services in the United Kingdom.

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Contrarius Global Equity Fund Prospectus

"Fund" means the Contrarius Global Equity Fund Limited. "Fund Shares" means the non-voting redeemable shares of a particular class in the capital of the Fund designated on issue as Fund Shares. "FSJ Law" means the Financial Services (Jersey) Law 1998, as amended. "Initial Offer Price" means the price at which Fund Shares may be subscribed for during the Initial Offer Period, being US$10.00 per share. "Initial Offer Period" means the period running from 9:00am 23 December 2008 to 3:00pm 30 December 2009 (inclusive). "Institutional Fee Class NAV" means the aggregate value of all issued Fund Shares designated as Institutional Fee Class Shares. "Institutional Fee Class Shares" means Fund Shares designated on issue as Institutional Fee Class Shares. "Investment Advisor(s)" means the one or more investment advisors appointed by the Manager to research and recommend investments for the Fund. "Investment Advisory Agreement" means the investment advisory agreement between the Manager and the Investment Advisor details of which are set out under the section headed "Material Documents Available for Inspection" "Investor Fee Class NAV" means the aggregate value of all issued Fund Shares designated as Investor Fee Class Shares. "Investor Fee Class Shares" means Fund Shares designated on issue as Investor Fee Class Shares. "Jersey" means the Island of Jersey. "Listing Document" means this Prospectus or any other document issued in connection or proposed to be issued in connection with an application for listing on the CISX. "Listing Rules" means the rules of the CISX governing the admission of securities to the Official List as amended from time to time. "Management Agreement" means the management agreement between the Fund and the Manager details of which are set out under the section headed "Material Documents Available for Inspection". "Manager" means Contrarius Investment Management Limited. "Shareholder" means the person or body corporate registered in the share register of the Fund as a holder of Fund Shares. "Memorandum and Articles" means the memorandum and articles of association of the Fund as amended from time to time. "MSCI World Index" means the stock market index of global stocks maintained by MSCI Inc (formerly Morgan Stanley Capital International). The index includes the reinvestment of dividends net of withholding tax. "NAV" or "Net Asset Value" means the net asset value of the Fund (or, as the context requires a Fund Share) determined in accordance with this Prospectus. "Official List" means the list of securities or units admitted to listing on the Channel Islands Stock Exchange which is published by the Channel Islands Stock Exchange on a daily basis. "Prospectus" means this document in its entirety. "Reference Currency" refers to the currency in which the Net Asset Value of the Fund is calculated and published. "Sub-Investment Management Agreement" means the sub-investment management agreement between the Manager and the Sub-Investment Manager details of which are set out under the section headed "Material Documents Available for Inspection". "Sub-Investment Manager" means Contrarius Investment Management (Bermuda) Limited.

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Contrarius Global Equity Fund Prospectus

"Subscription Form" means the form used to subscribe for Fund Shares in the form attached to this Prospectus and otherwise as available at www.contrarius.com. "Total Rate of Return" means: (a) for the Fund, the percentage change in the Fund's Net Asset Value Per share, stated after accounting for all its income earned and expenses incurred, including the Manager's fee and Custodian's fee (if the Fund pays any dividends, reinvestment is assumed); and (b) for the MSCI World Index including the reinvestment of net dividends, the percentage change in that index. "US Person" means a "US person" as such term is defined in Regulation S under the 1933 Act or a person that is not a "Non-United States person" as such term is defined in Part 4 of the Commodity Futures Trading Commission's regulations. "USD", "$", "US dollar" or "US$" means the lawful currency of the United States of America.

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