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MKT A3.1.2

Past version: effective from 03/04/2016 - 17/12/2018
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A Reporting Entity of a Listed Fund must, on the occurrence of an event specified in column 1, make the required disclosure detailed in column 2, within the time specified in column 3.

Note:. Unless otherwise indicated, the disclosure required relates to the operation and matters relating to the Listed Fund. The Reporting Entity of a Listed Fund must construe the items specified in the event column in an appropriate manner to achieve the fundamental purpose of making the required disclosure of information relating to the Listed Fund.

APP 3
  EVENT GIVING RISE TO DISCLOSURE DISCLOSURE REQUIREMENT TIME OF DISCLOSURE
1. INSIDE INFORMATION
1.1 Inside Information as set out in Rule 6.5.1 relating to the Listed Fund. Market disclosure of the Inside Information, unless the disclosure exception under Rule 6.5.4 applies. As soon as possible.
2. GOVERNANCE OF THE LISTED FUND AND THE REPORTING ENTITY
2.1. Any change to the Governing Body of the Listed Fund including:
(a) the appointment of a new Director, Partner or other member of the Governing Body;
(b) the resignation, retirement or removal of any Person referred to in (a); and
(c) changes to any important functions or executive responsibilities of a Person referred to in (a).
Market disclosure of:
(a) the effective date of the change (if it has been decided);
(b) whether the position is executive or non-executive;
(c) whether the position is considered to be independent; and
(d) the nature of any functions or responsibility of the position.
As soon as possible.
2.2. Information in respect of a new Director, Partner or other member of the Governing Body. Market disclosure of:
(a) all directorships or partnerships past or present held by the Director, Partner or other member of the Governing Body in any other Body Corporate or Partnership in the previous five years;
(b) the experience of the Persons referred to in (a);
(c) details of the process by which the Person referred to in (a) was selected;
(d) any unspent convictions relating to serious financial crimes;
(e) any bankruptcies or individual voluntary arrangements;
(f) any compulsory liquidations, creditors voluntary liquidations, company voluntary arrangements, receivership or any composition or arrangement with its creditors generally or any class of its creditors of any issuer where such an individual was a Director or Partner at the time of appointment or within the 12 months preceding such events; and
(g) any public criticisms or disqualifications of the individual by governmental or regulatory authorities and whether the individual has ever been disqualified by a court from acting as a Director of a Body Corporate, General Partner of a partnership or from acting in the management or conduct of the affairs of any Body Corporate or Listed Fund, if there are no such details to be disclosed, a statement to that effect.
Within 7 days.
2.3 Any event that requires Unitholder approval under the Collective Investment Law 2010 and CIR Rules Market disclosure of:
(a) the nature, details, contents and effect of the relevant event; and
(b) any material change affecting any matter contained in an earlier disclosure.
As soon as possible.
2.4 Any resolution adopted by the Listed Fund other than a resolution concerning ordinary business of the Listed Fund. Market disclosure of the resolution. As soon as possible.
3. BUSINESS OF THE LISTED FUND
3.1 Transactions undertaken which could result in:
(a) any significant investment (being any investments equal to or greater than 5 per cent of the net asset value of the fund)or material change to a significant investment outside the stated investment strategy of the Listed Fund; or
(b) the incurring of any significant debt outside the usual and ordinary course of business of the Listed Fund (being debt with an amount equal to or greater than 5 per cent of the net asset value of the fund) taking into account the stated investment strategy.
Market disclosure relating to:
(a) any decision to enter into such a transaction;
(b) any material change or new matter affecting any matter contained in an earlier disclosure; and
(c) a full description of the event, activity or transaction proposed or effected as the case may be.
Without delay.
4. DISCLOSURE RELATING TO UNITS OF THE LISTED FUND
4.1 Any decision:
(a) to declare, recommend or pay any dividend not previously disclosed;
(b) to make any other distribution on the Units; or
(c) not to declare, recommend or pay any dividend which would otherwise have been expected to have been declared, recommended or paid in the normal course of events.
Market disclosure of the decision, including the rate and amount of and record date for the dividend or other distribution or the grounds for the decision in relation to non-payment. As soon as possible and in any event no later than 5 days prior to the record date or the date of expected distribution.
4.2 Any decision made in regard to:
(a) any change in the general character or nature of the Listed Fund;
(b) any change in the redemption of all or any of the Units of the Listed Fund;
(c) any change to its published investment policies or objectives, investment restrictions or borrowing restrictions;
(d) any change in the way in which net asset value or issue and redemption prices are calculated, or in the frequency of calculation of the net asset value;
(e) any change in the manner in which the management fees payable by the Listed Fund are calculated;
(f) any changes in the trustee, custodian or prime broker(s), Investment Manager, Advisor, Fund Administrator or auditor;
(g) any changes in the control of the trustee, custodian or prime broker(s), Investment Manager or Advisor;
(h) any change in the tax status of the Listed Fund;
(i) any suspension in the calculation of net asset value or of redemptions; or
(j) details of any repurchase, drawing or redemption by the Listed Fund or any of its subsidiaries of the Listed Fund's Listed Securities, unless the purchases are made pursuant to the requirements in the Listing Rules on purchase of own Shares.
Market disclosure of the decision and all relevant details relating to the decision. As soon as possible.
4.3 Admission to listing or trading of the same class of Units on a Regulated Exchange. Market disclosure of all the relevant details relating to the admission to listing or trading. As soon as possible.
4.4 Any other disclosure required to be made pursuant to the requirements in the Regulated Exchange arising from the listing or trading of the same class of Units on that exchange where such disclosure is not made in the DIFC. Market disclosure of the information required to be disclosed to the Regulated Exchange. As soon as such disclosure is made on the Regulated Exchange.
4.5 Any change of the Trustee, custodian or depositary in relation to the Listed Fund. Market disclosure of the details relating to the new Trustee, custodian or depository and any implication/effect of this change. As soon as possible.
4.6 Proposed and new issues of Units. Market disclosure of the class, number, date of issue, and consideration received for the issue of the Units and details of changes in the capital. As soon as possible.
5. DISCLOSURE OF INTERESTS
5.1 The requirement to file a report of interests held by a Connected Person pursuant to Article 42(1). Market disclosure of the information set out in Rule 6.6.3. As soon as possible.
5.2 The requirement to give a notice of a Director's material interests pursuant to Article 43 of the Law. Market disclosure of the information set out in Rule 6.7.3(3). As soon as possible.
6. FINANCIAL INFORMATION RELATING TO THE LISTED FUND
6.1 The preparation and approval of the financial reports. Market disclosure of the annual and interim financial report prepared in accordance with the requirement in Rule 5.1.2 (which requires the preparation of such financial reports relating to Listed Funds in accordance with the requirements in the Collective Investment Law 2010 and the CIR Rules in the case of a Listed Fund which is a Domestic Fund and in the case of a Foreign Fund, in accordance with the applicable financial reporting requirements in the jurisdiction of incorporation or domicile of the Foreign Fund. In the case of a Domestic Fund in accordance with CIR 9.4.2 and in the case of a Foreign Fund the earlier of the period allowed under CIR 9.4.2 or the period for filing under the home jurisdiction requirements.
6.2 Any change to the accounting reference date. Market disclosure of the previous and new accounting reference date, and reasons for the change. As soon possible.
7. MATTERS RELATING TO THE CAPITAL OF THE LISTED FUND
7.1 Any proposed new issue of Units. Market disclosure of the class, number and proposed date of the proposed issue. As soon as possible after the decision is made.
7.2 Results of the new issue. Market disclosure of the results of the issue including total consideration received. As soon as possible.
8. TRANSFER SCHEME/WINDING UP OF THE LISTED FUND
8.1 In the case of a transfer scheme or winding up of a Listed Fund:
(a) the passing of any resolution by the Listed Fund or any members of the Listed Fund that it be wound up by way of members' or creditors' voluntary winding-up, or the occurrence of any event or termination of any period of time which would cause termination or winding-up of the Fund; and
(b) either:
(i) the presentation of the relevant applications made pursuant to the requirements in Part 8 of the CIR Rules in the case of a Domestic Fund; or
(ii) the applications made pursuant to the relevant legislation applicable in the home jurisdiction of the Listed Fund in the case of a Foreign Fund.
Market disclosure of the:
(a) time and date of the presentation, details of the order, appointment, resolution or other event;
(b) identity of the petitioner or other Person at whose instigation the event occurs;
(c) the court or tribunal responsible for making any order; or
(d) any administrator or liquidator appointed.
As soon as possible.
9. OTHER DISCLOSURES RELATING TO THE LISTED FUND
9.1 A change to the legal structure of the Listed Fund (unless it is required to be disclosed under 2.3 or 2.4). Market Disclosure of any proposed change As soon as possible.
9.2 A change in fees (including management fees by whatever named called) or charges imposed on holders of Units. Market Disclosure of any change in the fee structure of a Listed Fund. As soon as possible.
9.3 A change in the investment management of the Listed Fund. Market Disclosure of any proposed change in the investment management of the Listed Fund. As soon as possible.
9.4 Any closure of the Listed Fund's register of security holders. Market disclosure of the closure. At least fourteen (14) days before the closure.
9.5 Any meeting of holders of Securities. Market disclosure of notice. At the same time as such notice is sent to the holders of Securities.
9.6 The final timetable for any proposed action affecting the rights of existing holders of its Listed Securities. Market Disclosure. As soon as possible after finalisation of the timetable with the DFSA.
9.7 Changes to rights attaching to Listed Securities or other Securities into which they convert. Market disclosure of the:
(a) the class of Securities to which the changes apply;
(b) the date on which the changes become effective;
(c) confirmation that consent of the holders of the Securities (and any other holders of relevant Securities) has been obtained and the date that such consent was obtained; and
(d) a summary of the changes.
As soon as possible.
Derived from RM81/2011 (Made 30th November 2011). [VER1/11-11]
[Amended] DFSA RM120/2013 (Made 14th July 2013). [VER4/07-13]
[Amended] DFSA RM171/2016 (Made 10th February 2016). [VER8/04-16]