• COLL 5 COLL 5 Investor Relations—QFC Schemes

    • COLL Part 5.1 COLL Part 5.1 Transactions with Affected Persons—QFC Schemes

      • COLL 5.1.1 Who is an Affected Person for a QFC Scheme?

        An affected person for a QFC scheme is any of the following:

        (a) the operator;
        (b) the independent entity;
        (c) a member (however described) of the governing body of the operator, the independent entity or, for a CIC or CIP, the scheme;
        (d) any standing independent valuer of the scheme;
        (e) any investment adviser for the scheme;
        (f) a person to whom functions of the operator or independent entity in relation to the scheme are outsourced;
        (g) the auditor of the scheme;
        (h) any associated person for any person mentioned in paragraphs (a) to (g);
        (i) a unitholder with 5% or more in value of all the units then in issue.

        Note Governing body, standing independent valuer, investment adviser, function and associated person are defined in the glossary. CIC and CIP are defined in r 1.3.7 and r 1.3.8 respectively.
        Amended by QFCRA RM/2016-1 (as from 19th September 2016)

      • COLL 5.1.2 Transactions with Affected Persons—General Rule for All QFC Schemes

        (1) This rule applies to a transaction by the operator of a QFC scheme in relation to the scheme property if the transaction is with an affected person.
        (2) The operator must ensure that the transaction—
        (a) is on terms at least as favourable to the scheme as any comparable transaction on normal commercial terms negotiated at arm's length with an independent third party; and
        (b) does not breach any other provision of this part; and
        (c) is not prohibited by the constitutional document or the latest filed prospectus.

        Note Constitutional document is defined in r 3.1.1. Breach and latest filed prospectus are defined in the glossary.
        Derived from QFCRA RM/2010-05 (as from 1st January 2011)

      • COLL 5.1.3 Transactions with Affected Persons—Prior Notice to Unitholders of QFC Schemes

        (1) Subject to subrule (3), this rule applies to a proposed transaction by the operator of a QFC scheme in relation to the scheme property if the transaction is with an affected person.
        (2) The operator must not enter into the transaction unless the operator has given the unitholders prior written notice of the transaction (or transactions that include the transaction), including an explanation of how rule 5.1.2 has been complied with in relation to the transaction (or the transactions).

        Example of written notice

        notice given in the scheme's latest filed prospectus
        (3) This rule does not apply to a REIT if the transaction is for the acquisition or sale of an immovable in Qatar and all of the conditions in rule 12.6.10 are satisfied.
        Amended by QFCRA RM/2016-1 (as from 19th September 2016)

      • COLL 5.1.4 Transactions with Affected Persons—Transactions Involving 5% or More of QFC Scheme's Net Asset Value

        (1) Subject to subrule (4), this rule applies to a proposed transaction by the operator of a QFC scheme in relation to the scheme property if—
        (a) the transaction is with an affected person; and
        (b) the total consideration for, or value of, the transaction (or the transaction and all earlier such transactions within the last 12 months) is 5% or more of the latest net asset value of the scheme, as disclosed in the scheme's latest audited accounts.

        Note Net asset value is defined in the glossary.
        (2) The operator must not enter into the transaction unless the unitholders have given prior approval to the transaction at a general meeting in accordance with the constitutional document. If the scheme is a property fund, the approval may be by ordinary resolution of the unitholders.
        (3) For subrule (2), the operator must give notice to unitholders of the results of the voting in relation to the approval. The notice must be given as soon as practicable after the general meeting.
        (4) This rule does not apply to a REIT if the transaction is for the acquisition or sale of an immovable in Qatar and all of the conditions in rule 12.6.10 are satisfied.
        Amended by QFCRA RM/2016-1 (as from 19th September 2016)

      • COLL 5.1.5 Transactions with Affected Persons—Details Required for QFC Scheme's Annual Reports

        (1) If the operator of a QFC scheme enters into any transaction with an affected person in relation to the scheme property during an annual accounting period, the scheme's annual report, or the scheme's annual long and short reports, for the period must include—
        (a) a summary of the total value of transactions with affected persons in relation to the scheme property during the period; and
        (b) a summary of the nature of the transactions; and
        (c) a summary of the identities of the affected persons; and
        (d) if the unitholders voted at a general meeting held during the period to approve a transaction with an affected person — details of the approval and the results of the voting in relation to the approval; and
        (e) a written certificate by the operator stating that each transaction was in accordance with these rules and the scheme's constitutional document.
        (2) If the operator of a QFC scheme does not enter into a transaction with an affected person in relation to the scheme property during an annual accounting period, the scheme's annual report, or the scheme's annual long and short reports, for the period must include a statement to that effect.
        Amended by QFCRA RM/2016-1 (as from 19th September 2016)

      • COLL 5.1.6 Transactions with Affected Persons—Additional Restrictions for QFC Retail Schemes

        (1) The operator of a QFC retail scheme must take reasonable care to ensure that the following transactions, arrangements or agreements are not entered into:
        (a) the putting of cash on deposit by the scheme with an affected person, unless that person is an authorised firm or regulated financial institution and the transaction complies with the arm's length requirement in subrule (2);

        Note Deposit, authorised firm and regulated financial institution are defined in the glossary.
        (b) the lending of money by an affected person to or for the scheme, unless the affected person is an authorised firm or regulated financial institution and the transaction complies with the arm's length requirement in subrule (2);
        (c) the dealing in property by an affected person with or in relation to the scheme (or the independent entity acting for the scheme), unless subrule (3) applies;

        Note Deal is defined in the glossary.
        (d) the vesting of property (other than cash) by an affected person in the scheme (or with the independent entity acting for the scheme) against the issue of units in the scheme, unless—
        (i) subrule (3) applies; or
        (ii) the purpose of the vesting is for—
        (A) all or part of the property of a corporation or another collective investment scheme to become the first property of the QFC retail scheme; and
        (B) holders of shares or units in the corporation or other collective investment scheme to become the first unitholders in the QFC retail scheme;

        Note Corporation is defined in the glossary.
        (e) the acquisition of scheme property by an affected person from the scheme (or the independent entity acting for the scheme), unless subrule (3) applies or the acquisition is otherwise permitted by the constitutional document or under these rules;

        Note See r 8.1.20 (Issue or redemption otherwise than for cash—QFC retail schemes).
        (f) a stock lending arrangement or repo agreement with or in relation to the scheme, unless the transaction complies with the arm's length requirement in subrule (2).

        Note Stock lending arrangement and repo agreement are defined in the glossary.
        (2) A transaction mentioned in subrule (1) (a), (b) or (f) must be as favourable to the scheme as any comparable arrangement on normal commercial terms negotiated at arm's length between the affected person and an independent third party.
        (3) A transaction does not breach subrule (1) (c), (d) or (e) if the transaction complies with—
        (a) subrule (4) (the best execution on-exchange requirement); or
        (b) subrule (5) (the independent valuation requirement); or
        (c) subrule (6) (the arm's length transaction requirement).
        (4) For subrule (3), the transaction complies with this subrule (the best execution on-exchange requirement) if—
        (a) the property is an approved derivative or approved security; and

        Note Approved derivative is defined in r 7.1.8. Approved security is defined in r 7.1.9.
        (b) the transaction is effected under the rules of the relevant market with or through a person who is bound by those rules; and
        (c) there is written evidence of the effecting of the transaction and its terms; and
        (d) the operator has taken all reasonable steps to ensure that the transaction is effected on the terms that are the best available for the scheme.
        (5) For subrule (3), the transaction complies with this subrule (the independent valuation requirement) if—
        (a) the value of the property is certified in writing for the purpose of the transaction by a person approved by the independent entity as—
        (i) independent of any affected person; and
        (ii) qualified to value property of the relevant kind; and
        (b) the independent entity is of the opinion that the terms of the transaction are not likely to result in any material prejudice to unitholders.
        (6) For subrule (3), the transaction complies with this subrule (the arm's length transaction requirement) if—
        (a) the property is not an approved derivative or approved security; and
        (b) it is not reasonably practicable to comply with subrule (5) (the independent valuation requirement); and
        (c) the independent entity has reliable evidence that the transaction is or will be on terms that comply with the arm's length requirement in subrule (2).
        Derived from QFCRA RM/2010-05 (as from 1st January 2011)

    • COLL Part 5.2 COLL Part 5.2 Prospectus Requirements—QFC schemes

      • COLL 5.2.1 Prospectus to be Drawn Up—All QFC schemes

        The operator of a QFC scheme must ensure that a prospectus is drawn up for the scheme in accordance with these rules.

        Note Prospectus is defined in the glossary.

        Derived from QFCRA RM/2010-05 (as from 1st January 2011)

      • COLL 5.2.2 Prospectus etc to be Made Available—All QFC Schemes

        (1) The operator of a QFC scheme must make available free of charge the latest filed prospectus, and the latest filed translation of the prospectus in each language for which there is a translation prepared by or for the operator, to any person eligible to invest in the scheme before the person buys units (or additional units) in the scheme.

        Note Latest filed prospectus and latest filed translation are defined in the glossary.
        (2) The operator of a UCITS type scheme must, on the request of a unitholder of the scheme, give the unitholder the following information supplementary to the information provided by the latest filed prospectus:
        (a) the quantitative limits applying to the risk management of the scheme;
        (b) the methods used in relation to risk management;
        (c) any recent developments in relation to the risk and yield of the main categories of investment.

        Note UCITS type scheme is defined in r 1.3.5.
        Derived from QFCRA RM/2010-05 (as from 1st January 2011)

      • COLL 5.2.3 General Information Requirements for Prospectus—All QFC Schemes

        (1) The operator of a QFC scheme must ensure that the scheme's prospectus at all times contains all the information that investors and their professional advisers would reasonably require, and reasonably expect to have drawn to their attention, in the prospectus for the purpose of making an informed judgment about—
        (a) the merits and risks of participating in the scheme; and
        (b) the extent and characteristics of the risks accepted by participating in the scheme.
        (2) The operator must ensure that at all times the prospectus contains a clear and easily understandable explanation of any risks that investment in the scheme may reasonably be regarded as presenting to investors in the scheme.
        (3) Without limiting subrules (1) and (2), the operator must ensure that at all times the prospectus includes the information, statements and provisions required for the QFC scheme by—
        (a) if the scheme is a qualified investor scheme—Schedule 3 (Prospectus content—QFC qualified investor schemes);
        (b) if the scheme is a retail scheme other than a REIT—Schedule 4 (Prospectus content—QFC retail schemes); and
        (c) if the scheme is a REIT—Schedule 5 (Prospectus content—REITs).
        Amended by QFCRA RM/2016-1 (as from 19th September 2016)

      • COLL 5.2.4 Other General Requirements for Prospectus—All QFC Schemes

        (1) The operator of a QFC scheme must ensure that any prospectus for the scheme—
        (a) is in English; and
        (b) presents information about the scheme clearly and fairly; and
        (c) does not contain any untrue or misleading statement; and
        (d) otherwise complies with these rules.
        (2) Subrule (1) (a) does not prevent the operator preparing, or arranging for the preparation of, a translation of the prospectus in any other language.
        (3) However, the operator must ensure that any translation of a prospectus prepared by or for the operator—
        (a) presents information about the scheme clearly and fairly; and
        (b) does not contain any untrue or misleading statement; and
        (c) is otherwise a correct translation; and
        (d) prominently displays the date of the translation; and
        (e) states that it is a translation authorised by the operator; and
        (f) otherwise complies with these rules.
        Derived from QFCRA RM/2010-05 (as from 1st January 2011)

      • COLL 5.2.5 Prospectus, Checklist and Any Translations to be Filed with Registration Application—All QFC Schemes

        (1) The person who is to become the operator of a collective investment scheme established in the QFC must file with the application for registration of the scheme under these rules—
        (a) the original prospectus for the scheme; and
        (b) a checklist prepared by the person listing all the statements and information required by these rules and indicating where they are in the original prospectus; and
        (c) each translation of the original prospectus that has been prepared by or for the person; and
        (d) for each translation mentioned in paragraph (c)—a certificate by the person who made the translation stating that the translation is a correct translation of the original prospectus.
        (2) If the person mentioned in subrule (1) (either before or after becoming the initial operator of the scheme), or a person who is a later operator of the scheme, prepares another translation of the original prospectus or has another translation prepared, the person must immediately, but within 1 business day after the day the translation is prepared, file with the Regulatory Authority—
        (a) the translation; and
        (b) a certificate by the person who made the translation stating that the translation is a correct translation of the original prospectus.

        Examples

        See examples to rule 4.1.4 (2) on the meaning of 'within 1 business day'.
        (3) The certificate of a person under subrule (1) (d) or (2) (b) must state, in English, the person's—
        (a) full name and address; and
        (b) qualifications for making the translation.
        Derived from QFCRA RM/2010-05 (as from 1st January 2011)

      • COLL 5.2.6 Revisions of Prospectus etc—All QFC Schemes

        (1) The operator of a QFC scheme must keep the latest filed prospectus under review.
        (2) If the operator becomes aware of the happening of any fundamental change affecting a statement or information required to be included in the prospectus, the operator must—
        (a) immediately revise the prospectus and immediately file a revised or supplementary prospectus with the Regulatory Authority; and
        (b) if a translation of the latest filed prospectus has been filed with the authority in a particular language—the operator must immediately prepare, or arrange for the preparation of, a translation of the revised or supplementary prospectus in that language and immediately file the translation with the authority.

        Note For what constitutes fundamental change, see definition in glossary and rule 5.4.2.
        (3) Without limiting subrules (1) and (2), the operator must, at least once every year—
        (a) review the latest filed prospectus, make any revisions necessary and, whether or not revisions are necessary, immediately file a prospectus or revised prospectus with the Regulatory Authority; and
        (b) if a translation of the latest filed prospectus has been filed with the authority in a particular language—file with any revised or supplementary prospectus filed under paragraph (a) a translation of that prospectus in the same language.
        (4) To remove any doubt, subrules (2) and (3) do not prevent the operator—
        (a) revising the latest filed prospectus at any other time; or
        (b) preparing, or arranging for the preparation of, a translation or revised translation of the latest filed prospectus in any language.
        (5) If the operator revises the latest filed prospectus otherwise than under subrule (2) or (3), the operator must immediately file a revised or supplementary prospectus with the Regulatory Authority.
        (6) If the operator prepares, or arranges for the preparation of, a translation or revised translation of the latest filed prospectus otherwise than under subrule (2) or (3), the operator must immediately file the translation with the Regulatory Authority.
        (7) A prospectus filed under this rule must be accompanied by a checklist prepared by the operator listing all the statements and information required by these rules and indicating where they are in the prospectus.
        (8) A translation of a prospectus filed under this rule must be accompanied by a certificate signed by the person who made the translation stating that the translation is a correct translation of the prospectus.
        (9) The certificate of a person under subrule (8) must state, in English, the person's—
        (a) full name and address; and
        (b) qualifications for making the translation.
        (10) If, under this rule, the operator is required to do something immediately, the operator must do the thing immediately, but within 1 business day after the day the requirement to do the thing arises.

        Examples

        See examples to rule 4.1.4 (2) on the meaning of 'within 1 business day'.
        Amended by QFCRA RM/2016-1 (as from 19th September 2016)

    • COLL Part 5.3 COLL Part 5.3 Prospectus Responsibility—QFC Schemes

      • COLL 5.3.1 Persons Responsible for Prospectus—All QFC Schemes

        (1) Each of the following persons is responsible for a QFC scheme's prospectus:
        (a) the operator;
        (b) each member (however described) of the governing body of the operator;

        Note Governing body is defined in the glossary.
        (c) subject to subrules (2) and (3), each person who has accepted, and is stated in the prospectus to have accepted, responsibility for the prospectus or any part of it;
        (d) subject to subrules (2) and (3), each person who is taken under rule 5.3.2 (Responsibility for expert statements in prospectus— all QFC schemes) to have accepted responsibility for part of the prospectus;
        (e) subject to subrules (2) and (3), each person not mentioned in paragraphs (a) to (d) who has authorised, and is stated in the prospectus to have authorised, the prospectus or any part of it.
        (2) If a person accepts (or is taken under rule 5.3.2 to have accepted) responsibility for, or authorises, only part of a prospectus, the person is responsible only for that part of the prospectus.
        (3) However, the person is responsible for that part of the prospectus only if it is included in, or substantially in, the form and context in which the person accepted responsibility for it, consented to its inclusion or authorised it.
        (4) This rule does not make a person responsible for a prospectus only because the person gave advice about its contents, in a professional capacity, to a person mentioned in subrule (1) (a) to (e).
        Derived from QFCRA RM/2010-05 (as from 1st January 2011)

      • COLL 5.3.2 Responsibility for Expert Statements in Prospectus—All QFC Schemes

        (1) For this rule, an expert is a person whose profession or reputation gives authority to statements made by the person.
        (2) For rule 5.3.1 (1) (d), an expert is taken to have accepted responsibility for a part of a QFC scheme's prospectus if—
        (a) the part is a statement made by, or is based on a statement made by, the expert; and
        (b) the expert gave the operator written consent for the statement to be included in the prospectus; and
        (c) the prospectus states that the expert authorised the statement; and
        (d) the expert does not withdraw the consent, by written notice given to the operator, before the prospectus is filed with the Regulatory Authority.
        (3) The operator must keep the following for at least 6 years after the day the prospectus is last made available to a person eligible to invest in the scheme:
        (a) the expert's consent;
        (b) any written notice given to the operator withdrawing the expert's consent.
        Derived from QFCRA RM/2010-05 (as from 1st January 2011)

      • COLL 5.3.3 Liability for Prospectus—All QFC Schemes

        (1) A person responsible under rule 5.3.1 (Persons responsible for prospectus—all QFC schemes) for a prospectus is liable to pay compensation to another person who acquires (or contracts to acquire) units in the scheme for any loss or damage arising from—
        (a) any untrue or misleading statement in the prospectus; or
        (b) the omission from the prospectus of any matter required by these rules to have been included in it.
        (2) However, if rule 5.3.1 (1) (c), (d) or (e) applies to the person, the person is only liable to pay compensation in relation to a part of the prospectus for which the person is responsible under rule 5.3.1 (2) and (3).
        (3) Also, this rule is subject to rule 5.3.4.
        (4) To remove any doubt, this rule does not limit any liability that exists apart from this rule.
        (5) In this rule:

        prospectus includes a translation of the prospectus prepared by or for the operator.
        Derived from QFCRA RM/2010-05 (as from 1st January 2011)

      • COLL 5.3.4 Exceptions from Liability for Prospectus—All QFC Schemes

        (1) A person (other than the operator) is not liable under rule 5.3.3 to pay compensation, in relation to a statement in, or omission from, a QFC scheme's prospectus, to another person who acquires units in the scheme if—
        (a) at the time the prospectus was filed with the Regulatory Authority, the person believed on reasonable grounds, after having made all inquiries that were reasonable—
        (i) that the statement was true and not misleading; or
        (ii) that the omitted matter was properly omitted; and

        Note See defs acquire and prospectus in r (6).
        (b) 1 or more of the following subparagraphs apply:
        (i) the person continued in that belief until the units were acquired;
        (ii) the units were acquired before it was reasonably practicable to bring a correction to the attention of potential purchasers of the units;
        (iii) before the units were acquired, the person had al taken all reasonable steps to ensure that a correction was brought to the attention of potential purchasers of the units;
        (iv) the person who acquired the units was not materially influenced or affected by the statement or omission in making the decision to invest.
        (2) A person (the first person) is not liable under rule 5.3.3 to pay compensation, in relation to a statement in a QFC scheme's prospectus, to another person who acquired units in the scheme if—
        (a) the statement is a part of the prospectus for which a third person (the expert) is taken, under rule 5.3.2 (Responsibility for expert statements in prospectus—all QFC schemes), to have accepted responsibility; and
        (b) at the time the prospectus was filed with the Regulatory Authority, the first person believed on reasonable grounds, after having made all inquiries that were reasonable—
        (i) that the expert was competent to make the statement; and
        (ii) that the expert gave the operator written consent to include the statement in the prospectus; and
        (iii) that the expert had not withdrawn the consent; and
        (iv) that the statement was included in, or substantially in, the form and context in which the expert consented to its inclusion; and
        (c) 1 or more of the following subparagraphs apply:
        (i) the first person continued in that belief until the units were acquired;
        (ii) the units were acquired before it was reasonably practicable to bring a correction to the attention of potential purchasers of the units;
        (iii) before the units were acquired, the first person had al taken all reasonable steps to ensure that a correction was brought to the attention of potential purchasers of the units;
        (iv) the person who acquired the units was not materially influenced by the statement in making the decision to invest.
        (3) For the application of subrule (1) (b) (iii) or (2) (c) (iii) in relation to a person, it is sufficient if, before the units were acquired—
        (a) the correction had been published in a way likely to bring it to the attention of potential purchasers of the units; or
        (b) the person took all reasonable steps to ensure that such a correction was published and believed on reasonable grounds the correction had been published.
        (4) A person is not liable under rule 5.3.3 to pay compensation, in relation to a statement in or omission from a QFC scheme's prospectus, to another person who acquired units in the scheme if the other person knew, at the time of acquisition, that the statement was untrue or misleading or of the omission.
        (5) For this rule—
        (a) a revised or supplementary prospectus is taken to be a different prospectus from the original prospectus; and
        (b) each revised or supplementary prospectus filed with the Regulatory Authority is taken to be a different prospectus from each other revised or supplementary prospectus filed with the authority.
        (6) In this rule:

        acquire units includes contract to acquire them.

        prospectus includes a translation of the prospectus prepared by or for the operator.
        Derived from QFCRA RM/2010-05 (as from 1st January 2011)

    • COLL Part 5.4 COLL Part 5.4 Unitholder Approvals and Notice—QFC Schemes

      • COLL Division 5.4.A COLL Division 5.4.A Unitholder Approvals and Notice—QFC Qualified Investor Schemes

        • COLL 5.4.1 Changes Requiring Unitholder Approval or Notice—QFC Qualified Investor Schemes

          (1) Any proposed change or event that would reasonably be considered a fundamental change in relation to a QFC qualified investor scheme requires the prior approval of an ordinary resolution of the unitholders.
          (2) Any proposed change or event that would not reasonably be considered a fundamental change in relation to a QFC qualified investor scheme, but that would reasonably be considered a significant change, requires the giving of reasonable notice to unitholders to become effective.
          (3) If a change mentioned in subrule (1) or (2) affects only a particular subscheme or class of units, it is sufficient to comply with the subrule only in relation to unitholders of the subscheme or class of units.
          (4) For subrule (3), the provisions of these rules apply in relation to the change as if—
          (a) a reference to unitholders of the scheme were a reference to the unitholders of the subscheme or class of units; and
          (b) all other necessary changes were made.
          (5) The operator of a QFC qualified investor scheme must ensure this rule is complied with in relation to the scheme.
          (6) If a fundamental change in relation to a QFC qualified investor scheme happens, the operator must give the Regulatory Authority written notice of the change not later than 21 days after the day the change happens.

          Note For what constitutes fundamental change, see definition in glossary and rule 5.4.2.
          Amended by QFCRA RM/2016-1 (as from 19th September 2016)

      • COLL Division 5.4.B COLL Division 5.4.B Unitholder Approvals and Notice—QFC Retail Schemes

        • COLL 5.4.2 Fundamental Changes Requiring Prior Approval by Unitholder Meeting—QFC Retail Schemes

          (1) The operator of a QFC retail scheme must, by way of a special resolution, obtain prior approval from the unitholders for any proposed change or event in relation to the scheme that is a fundamental change.

          Note Special resolution is defined in the glossary.
          (2) For this rule, a fundamental change is a change or event—
          (a) that changes the purpose or nature of the scheme; or
          (b) that may materially prejudice a unitholder; or
          (c) that changes the risk profile of the scheme; or
          (d) that introduces any new type of payment out of scheme property.

          Guidance on fundamental changes
          1 Any change or event may be fundamental depending on its degree of materiality and effect on the scheme and its unitholders. Consequently, the operator will need to decide in each case whether a particular change is fundamental in nature.
          2 For rule 5.4.2 (2) (a) to (c), a fundamental change is likely to include any of the following:
          (a) any proposal for a scheme of arrangement;
          (b) a change in the investment objectives, strategies or policy to achieve capital growth from investment in one jurisdiction rather than another jurisdiction;
          (c) a change in the investment objectives, strategies or policy to achieve capital growth from investments in fixed interest rather than investments in equity;
          (d) a change in the investment objectives, strategies or policy to allow the scheme to invest in derivatives as an investment strategy that increases its volatility;
          (e) a change to the characteristics of the scheme to distribute income annually rather than monthly.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.4.3 Significant Changes Requiring Pre-Event Notification— QFC Retail Schemes

          (1) The operator of a QFC retail scheme must give prior written notice of not less than 60 days to unitholders of any proposed change or event in relation to the scheme that is a significant change.
          (2) For this rule, a significant change is a change or event that is not a fundamental change under rule 5.4.2, but—
          (a) affects a unitholder's ability to exercise rights in relation to the unitholder's investment; or
          (b) would reasonably be expected to cause the unitholder to reconsider participation in the scheme; or
          (c) results in any increased payments out of the scheme property to the operator or an associated person for the operator; or

          Note Associated person is defined in the glossary.
          (d) materially increases other types of payments out of scheme property.

          Guidance on significant changes
          1 Any change or event may be significant depending on its degree of materiality and effect on the scheme and its unitholders. Consequently, the operator will need to decide in each case whether a particular change is significant in nature.
          2 For rule 5.4.3, a significant change is likely to include any of the following:
          (a) a change in how the scheme property is valued;
          (b) a change in the method of price publication;
          (c) a change in the operator's operational policy (for example, allocation of payments policy).
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.4.4 Notifiable Changes—QFC Retail Schemes

          (1) The operator of a QFC retail scheme must notify unitholders in an appropriate way, and within a reasonable time, of any change or event in relation to the scheme that is a notifiable change.
          (2) For this rule, a notifiable change is a change or event, other than a fundamental change under rule 5.4.2 or a significant change under rule 5.4.3, that is reasonably likely to affect, or has affected, the scheme or its operation unless the operator decides that the change or event is insignificant.

          Guidance on notifiable changes
          1 The circumstances causing a notifiable change may or may not be within the control of the operator.
          2 For rule 5.4.4, a notifiable change is likely to include any of the following:
          (a) a change of named investment manager if the scheme has been marketed on the basis of the manager's involvement;
          (b) a change of named investment adviser if the scheme has been marketed on the basis of the adviser's involvement;
          (c) a significant political event that affects the scheme or its operation;
          (d) a change on the time of the valuation point;
          (e) a change of independent entity;
          (f) a change in the scheme's name.
          3 The appropriate way and reasonable time for notification would depend on the nature of the change or event. Consequently, the operator will need to assess each change or event individually.
          4 An appropriate way for notification could include any or all the following:
          (a) sending a notice to unitholders;
          (b) publishing the information on a website;
          (c) including the information in the next annual report of the scheme.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

    • COLL Part 5.5 COLL Part 5.5 Unitholder Meetings—QFC Schemes

      • COLL Division 5.5.A COLL Division 5.5.A Unitholder Meetings—QFC Qualified Investor Schemes

        • COLL 5.5.1 Unitholder Meetings—QFC Qualified Investor Schemes

          (1) The constitutional document of a QFC qualified investor scheme must set out details of the procedures for the calling and conducting of meetings, and for resolutions, of unitholders.
          (2) The procedures must be reasonable and fair as between the parties.
          (3) The operator must record minutes of all proceedings to which rule 5.4.1 (Changes requiring unitholder approval or notice—QFC qualified investor schemes) or this rule apply.
          (4) The operator must keep the minutes for at least for 6 years after the day they are made.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

      • COLL Division 5.5.B COLL Division 5.5.B Unitholder Meetings—QFC Retail Schemes

        • COLL 5.5.2 Special Meaning of Unitholder in Div 5.5.B—QFC Retail Schemes

          (1) A reference in this division to a unitholder of a QFC retail scheme in relation to a meeting is a reference to a unitholder of the scheme as at a cut-off date for the meeting selected by—
          (a) if the independent entity calls the meeting—the independent entity; and
          (b) in any other case—the operator.
          (2) The date selected by the independent entity or operator must be a reasonable time before notices of the meeting are sent out.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.5.3 Application of div 5.5.B to Class Meetings—QFC Retail Schemes

          (1) This division applies to a class meeting for a class of units in a QFC retail scheme as if—
          (a) a reference to a general meeting of the scheme were a reference to the class meeting; and
          (b) a reference to units were a reference to units in the class; and
          (c) a reference to unitholders were a reference to unitholders of units in the class; and
          (d) a reference to prices of units were a reference to prices of units in the class; and
          (e) all other necessary changes were made.

          Note Class is defined in the glossary.
          (2) In this rule:

          class meeting, for a class of units in the scheme, means a separate meeting of unitholders of that class of units.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.5.4 General Meetings of Unitholders—QFC Retail Schemes

          (1) The operator or independent entity of a QFC retail scheme may call a general meeting of unitholders at any time.
          (2) The unitholders may, at any time, request the calling of a general meeting of unitholders.
          (3) The request must—
          (a) state the object of the meeting; and
          (b) be dated; and
          (c) be signed by unitholders who, at that date, are registered as the unitholders of units representing not less than the required percentage in value of all the units then in issue; and
          (d) be given to the operator or independent entity.
          (4) If the operator or independent entity is given a request for a general meeting of unitholders that complies with subrule (3), the operator or independent entity must immediately call a general meeting.
          (5) The date fixed for the general meeting called under subrule (4) must not be later than 8 weeks after the day the request is given to the operator or independent entity.
          (6) In this rule:

          required percentage means—
          (a) 10%; or
          (b) if the constitutional document provides for a lower percentage—that percentage.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.5.5 Notice of General Meetings of Unitholders—QFC Retail Schemes

          (1) This rule applies if the operator or independent entity of a QFC retail scheme (the initiating entity) decides to call a general meeting to unitholders.
          (2) The initiating entity must give unitholders notice of the meeting.
          (3) The notice must—
          (a) be given to each unitholder at least 14 days before the date fixed for the meeting; and
          (b) state the place, date and time of the meeting; and
          (c) state the terms of the resolutions to be proposed.

          Note Rule 5.5.10 (3) also requires a notice to contain a reasonably prominent statement that a unitholder may appoint a proxy if the unitholder is entitled to attend and vote.
          (4) If the meeting is adjourned, the initiating entity must give unitholders notice of the adjourned (or further adjourned) meeting.
          (5) Notice of an adjourned meeting (including a further adjourned meeting) must—
          (a) be given to each unitholder at least 14 days before the date of the adjourned meeting; and
          (b) state the place, date and time of the adjourned meeting; and
          (c) state that, although 2 unitholders present in person or by proxy are required for a quorum at the adjourned meeting, this may be reduced to 1 if a quorum is not present after a reasonable time from the time fixed for the start of the meeting.

          Note See r 5.5.6 (Quorum for unitholder meetings—QFC retail schemes).
          (6) In working out the 14-day period for subrule (3) (a) or (5) (a), the day the notice is given and the day of the meeting are included.
          (7) If the operator is the initiating entity, the operator must give a copy of each notice under subrule (2) or (4) to the independent entity not later than the start of the 14-day period mentioned in subrule (3) (a) or (5) (a).
          (8) If the independent entity is the initiating entity, the independent entity must give a copy of each notice under subrule (2) or (4) to the operator not later than the start of the 14-day period mentioned in subrule (3) (a) or (5) (a).
          (9) The accidental failure to give notice to, or the non-receipt of notice by, any unitholder does not invalidate the proceedings at any meeting.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.5.6 Quorum for Unitholder Meetings—QFC Retail Schemes

          (1) The quorum required to conduct business at a meeting of unitholders of a QFC retail scheme is 2 unitholders, present in person or by proxy.
          (2) If a quorum is not present after a reasonable time from the time fixed for the start of the meeting, the meeting—
          (a) if called at the request of unitholders—must be dissolved; and
          (b) in any other case—must be adjourned to—
          (i) a day and time that is at least 7 days after the day and time of the meeting; and
          (ii) a place to be appointed by the chair of the meeting.
          (3) If, at an adjourned meeting under subrule (2) (b), a quorum is not present after a reasonable time from the time fixed for the start of the meeting, a single person who is entitled to be counted in a quorum, and is present at the meeting, is taken to be a quorum.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.5.7 Resolutions at Unitholder Meetings—QFC Retail Schemes

          (1) Unless a special resolution is required or permitted by these rules, any resolution of unitholders of a QFC retail scheme is passed by a simple majority of the votes validly cast at a general meeting of unitholders.

          Note Special resolution is defined in the glossary.
          (2) But, if the votes are equal, the chair of the meeting is entitled to a casting vote.
          (3) If a resolution (including a special resolution) is required to conduct business at a meeting of unitholders, and every unitholder is prohibited under rule 5.5.8 from voting—
          (a) it is not necessary to call a meeting of unitholders; and
          (b) a resolution may, with the prior written agreement of the independent entity, instead be passed with the written consent of the unitholders representing 50% or more (or, for a special resolution, 75% or more) of the units in issue.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.5.8 Voting Rights at Unitholder Meetings—QFC Retail Schemes

          (1) On a show of hands at a general meeting of unitholders of a QFC retail scheme, every unitholder of the scheme who is present in person has 1 vote.
          (2) On a poll, the following provisions apply:
          (a) votes may be given in person, by proxy or in another way permitted by the constitutional document;
          (b) the voting rights for each unit are calculated in accordance with the following formula:

          A x B/C

          where:

          A is the total number of the voting rights given by all the units in issue at the cut-off date selected by the operator under rule 5.5.2 (Special meaning of unitholder in div 5.5.B—QFC retail schemes).

          B is the price of the unit.

          C is the total of the prices of all the units in issue at the cut-off date selected by the operator under rule 5.5.2;

          Note See r (6) for the treatment of the operator's units.
          (c) a unitholder need not use all the unitholder's votes or cast all the unitholder's votes in the same way.

          Note Price and issue are defined in the glossary.
          (3) For joint unitholders, the vote of the most senior unitholder who votes, whether in person or by proxy, must be accepted to the exclusion of the votes of the other joint unitholders. For this purpose seniority is decided by the order in which the names are recorded in the unitholder register.
          (4) The operator cannot be counted in the quorum of any meeting of the scheme, and neither the operator nor any associate of the operator may vote at any meeting of the scheme.

          Note Associate is defined in the glossary.
          (5) The prohibition in subrule (4) against voting at any meeting of the scheme does not apply in relation to units held on behalf of, or jointly, with a person if—
          (a) the person would be entitled to vote if the person were the registered unitholder; and
          (b) the operator or associate of the operator has received voting instructions from the person.
          (6) For this division, units held, or treated as held, by the operator must not be taken to be in issue unless subrule (5) applies to them.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.5.9 Right to Demand Poll at Unitholder Meetings—QFC Retail Schemes

          (1) A resolution put to the vote at a general meeting of unitholders of a QFC retail scheme must be decided on a show of hands unless a poll is demanded by—
          (a) the chair of the meeting; or
          (b) at least 2 unitholders; or
          (c) the independent entity.
          (2) The poll may be demanded only before or on the declaration of the result of the show of hands.
          (3) Unless a poll is demanded in accordance with this rule, a declaration by the chair of the meeting about the result of a resolution is conclusive evidence of the result.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.5.10 Proxies at Unitholder Meetings—QFC Retail Schemes

          (1) A unitholder of a QFC retail scheme may appoint another person to attend a general meeting of unitholders of the scheme and vote in the unitholder's place.
          (2) Unless the constitutional document provides otherwise, a unitholder of a QFC retail scheme may appoint more than 1 proxy to attend on the same occasion but a proxy may vote only on a poll.
          (3) Every notice calling a meeting of unitholders of a QFC retail scheme must contain a reasonably prominent statement that a unitholder may appoint a proxy if the unitholder is entitled to attend and vote.
          (4) Any document relating to the appointment of a proxy must not be required to be received more than 48 hours before the time fixed for the start of the meeting or adjourned meeting.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.5.11 Chair, Adjournment and Minutes of Unitholder Meetings—QFC Retail Schemes

          (1) A meeting of unitholders of a QFC retail scheme must have a chair for the meeting who is nominated by the independent entity.
          (2) If the chair is not present after a reasonable time from the time fixed for the start of the meeting, the unitholders present must choose a unitholder present to be the chair of the meeting.
          (3) The chair of the meeting may adjourn the meeting from time to time, and from place to place, if a quorum is present at the meeting and the meeting agrees.
          (4) The chair of the meeting must adjourn the meeting from time to time, and from place to place, if directed to do so by the meeting.
          (5) Business must not be transacted at any adjourned meeting unless it could have been lawfully transacted at the original meeting.
          (6) The operator must ensure that—
          (a) minutes of all resolutions and proceedings at every meeting of unitholders are made and kept for at least 6 years after the day of the meeting; and
          (b) any minute under paragraph (a) is signed by the chair of the meeting.
          (7) Any minute mentioned in subrule (6) (b) is conclusive evidence of the matters stated in it.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

    • COLL Part 5.6 COLL Part 5.6 Reports, Accounts and Auditors—QFC Schemes

      • COLL Division 5.6.A COLL Division 5.6.A Accounting Standards and Auditors—All QFC Schemes

        • COLL 5.6.1 Accounting Standards—All QFC Schemes

          (1) The operator of a QFC scheme must prepare and keep the scheme's financial accounts and statements in accordance with IFRS, US GAAP or other accounting standards approved in writing by the Regulatory Authority.
          (1A) If the operator decides to prepare and keep the financial accounts and statements in accordance with a standard other than the one it has previously used, it must notify the authority in writing before beginning to do so.
          (2) If the scheme is an Islamic fund, the operator must prepare and keep all financial accounts and statements in accordance with the accounting standards of AAOIFI FAS 14.

          Note Islamic fund is defined in r 1.3.11. AAOIFI is defined in the glossary.
          (3) If the operator of an umbrella scheme operates 1 or more subschemes that are Islamic funds, it must prepare and keep all financial accounts and statements in accordance with IFRS, as supplemented by AAOIFI FAS 14.

          Note 1 Umbrella scheme and subscheme are defined in r 1.2.11.

          Note 2 AAOIFI FAS 14 sets out the accounting rules for conventional institutions that offer Islamic financial services.
          (4) In this rule:

          IFRS means International Financial Reporting Standards.

          US GAAP means generally accepted accounting principles in the United States of America.
          Amended by QFCRA RM/2016-1 (as from 19th September 2016)

        • COLL 5.6.2 Appointment and Removal of Auditors Etc—All QFC Schemes

          (1) The operator of a QFC scheme must ensure that there is an auditor of the scheme at all times, and that the auditor is a QFC approved auditor.
          (2) The operator of a QFC scheme may, from time to time, appoint a QFC approved auditor as auditor of the scheme.
          (3) The audit fees of the auditor are as decided by the operator.
          (4) The operator may remove the auditor at any time.
          (5) The operator may exercise a power under subrule (2), (3) or (4) only with the independent entity's approval.
          (6) The power under subrule (4) has effect despite anything in any agreement between the auditor and all or any of the following:
          (a) the operator;
          (b) the independent entity;
          (c) the scheme.
          (7) GENE, section 9.7 (Auditors) applies to the appointment and removal of the auditor of the QFC scheme as if the scheme were an authorised firm.

          Note Authorised firm is defined in the glossary.
          Amended by QFCRA RM/2016-1 (as from 19th September 2016)

      • COLL Division 5.6.B COLL Division 5.6.B Reports and Accounts—QFC Qualified Investor Schemes

        • COLL 5.6.3 Reports and Accounts Generally—QFC Qualified Investor Schemes

          (1) The operator of a QFC qualified investor scheme must prepare a report for each annual accounting period and half-yearly accounting period in accordance with this division.

          Note Annual accounting period and half-yearly accounting period are defined in the glossary.
          (2) However if the first annual accounting period is less than 12 months, a half-yearly report need not be prepared for that period.
          (3) A report for an annual accounting period must be prepared within 4 months after the day the period ends, and a report for a half-yearly accounting period must be prepared within 3 months after the day the period ends.
          (4) The operator must give a copy of an annual or half-yearly report free of charge to any unitholder on request.
          (5) If a person eligible to invest in the scheme asks for a copy of the latest annual or half-yearly report, the operator must give a copy free of charge to the person before any sale (or further sale) of units to the person is concluded.
          (6) The operator must give a copy of each annual and half-yearly report to the Regulatory Authority within 21 days after the day the report is prepared.
          (7) If the scheme is an umbrella scheme, any annual report given to a unitholder or other person under subrule (4) or (5) may be a report prepared under rule 5.6.4 (3) for the relevant subscheme.
          (8) However, the operator must also give the unitholder or other person a copy of the annual report prepared under rule 5.6.4 (2) for the scheme as a whole if the unitholder or other person asks for it.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.4 Contents of Annual Reports—QFC Qualified Investor Schemes

          (1) An annual report for a QFC qualified investor scheme other than a QFC umbrella scheme must contain the following:
          (a) the full audited accounts for the annual accounting period;
          (b) the operator's report for the period in accordance with rule 5.6.6 (Operator's reports—QFC qualified investor schemes);
          (c) the independent entity's report for the period in accordance with rule 5.6.7 (Independent entity's reports—QFC qualified investor schemes);
          (d) the auditor's report for the period in accordance with rule 5.6.8 (Auditor's reports—QFC qualified investor schemes).

          Note See also r 5.1.5 (Transactions with affected persons—details required for QFC scheme's annual reports).
          (2) An annual report for a QFC qualified investor scheme that is an umbrella scheme must be prepared for the scheme as a whole and must contain the following:
          (a) for each subscheme—the full audited accounts for the subscheme for the annual accounting period and the operator's report for the subscheme for the period in accordance with rule 5.6.6;
          (b) an aggregation of all the accounts required by paragraph (a);
          (c) the independent entity's report for the scheme for the period in accordance with rule 5.6.7;
          (d) the auditor's report for the scheme for the period in accordance with rule 5.6.8.
          (3) If the scheme is an umbrella scheme, the operator may, in addition to complying with subrule (2), prepare a further annual report for any 1 or more individual subschemes.
          (4) A report under subrule (3) for a subscheme must contain the following:
          (a) the full audited accounts for the subscheme for the annual accounting period;
          (b) the operator's report for the subscheme for the period in accordance with rule 5.6.6;
          (c) the independent entity's report for the scheme for the period in accordance with rule 5.6.7;
          (d) the auditor's report for the scheme for the period in accordance with rule 5.6.8.
          (5) The operator of a QFC qualified investor scheme must ensure that the accounts mentioned in subrule (1) (a), (2) (a) and (4) (a) give a true and fair view of—
          (a) the net income and the net gains and losses on the scheme property of the scheme (or subscheme) for the annual accounting period; and
          (b) the financial position of the scheme (or subscheme) as at the end of the period.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.5 Contents of Half-Yearly Reports—QFC Qualified Investor Schemes

          (1) A half-yearly report for a QFC qualified investor scheme, or a subscheme of a QFC umbrella scheme, must contain—
          (a) the full accounts for the half-yearly accounting period; and
          (b) the operator's report for the period in accordance with rule 5.6.6.
          (2) If the scheme is an umbrella scheme, the operator may choose whether the half-yearly report is prepared for the scheme as a whole, each individual subscheme, or both.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.6 Operator's Reports—QFC Qualified Investor Schemes

          A report of the operator of a QFC qualified investor scheme for a period must include the following:

          (a) a review of the investment activities of the scheme (or subscheme) during the period against the prospectus applying to the period;
          (b) particulars of any fundamental or significant change in relation to the scheme (or subscheme) since the date of the operator's last report;
          (c) any other information that would enable unitholders to make an informed judgment on the development of the activities of the scheme (or subscheme) during the period and the results of those activities as at the end of the period.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.7 Independent Entity's Reports—QFC Qualified Investor Schemes

          (1) The independent entity of a QFC qualified investor scheme must make an annual report to the unitholders.
          (2) The report for an annual accounting period must include the following:
          (a) a description, which may be in summary form, of the functions of the independent entity under these rules;
          (b) a statement whether, in any material respect, the provisions mentioned in rule 4.2.3 (1) (Oversight functions of independent entity—all QFC schemes) have not been complied with during the period;
          (c) a statement whether, in any material respect, the investment and borrowing powers and restrictions applying to the scheme have been exceeded during the period.
          (3) The independent entity must give the report to the operator for inclusion in the annual report prepared under rule 5.6.3 (Reports and accounts generally—QFC qualified investor schemes) for the annual accounting period.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.8 Auditor's Reports—QFC Qualified Investor Schemes

          The operator of a QFC qualified investor scheme must ensure that the report of the auditor to the unitholders for an annual accounting period includes the following statements:

          (a) whether, in the auditor's opinion, the accounts have been properly prepared in accordance with these rules and the constitutional document;
          (b) whether, in the auditor's opinion, the accounts give a true and fair view of—
          (i) the net income and the net gains or losses of the scheme property for the period; and
          (ii) the financial position of the scheme as at the end of the period;
          (c) whether the auditor is of the opinion that proper accounting records for the scheme have been kept and whether the accounts are in agreement with the accounting records;
          (d) whether the auditor has been given all the information and explanations that, to the best of the auditor's knowledge and belief, are necessary for the purposes of the audit;
          (e) whether the auditor is of the opinion that the information given in the operator's report for the period is consistent with the accounts.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

      • COLL Division 5.6.C COLL Division 5.6.C Reports and Accounts—QFC Retail Schemes

        • COLL 5.6.9 Preparation of Long and Short Reports—QFC Retail Schemes

          (1) The operator of a QFC retail scheme must prepare:
          (a) a long report for each annual accounting period; and
          (b) a short report for each half-yearly accounting period that does not end at the end of an annual accounting period.
          (2) The long report and short report must be prepared in accordance with this Division.

          Note Annual accounting period and half-yearly accounting period are defined in the glossary.
          (3) For a QFC retail scheme that is an umbrella scheme, the operator must prepare a short report for each subscheme but need not prepare a short report for the QFC retail scheme as a whole.
          Amended by QFCRA RM/2016-1 (as from 19th September 2016)

        • COLL 5.6.10 Contents of Short Reports—QFC Retail Schemes

          (1) The short report for a QFC retail scheme (or, for a QFC retail scheme that is an umbrella scheme, a subscheme) for a period must contain the following for the period:
          (a) the name of the scheme (or subscheme), its investment objectives, strategies and policy, a brief assessment of its risk profile, and the name and address of the operator;
          (b) a review of the scheme's (or subscheme's) investment activities and investment performance during the period;
          (c) a performance record consistent with rule 5.6.14 (Comparative tables—QFC retail schemes) that enables a unitholder to put into context the results of the investment activities of the scheme (or subscheme) during the period;
          (d) sufficient information to enable unitholders to form a view of where the portfolio is invested at the end of the period and the extent to which that has changed over the period;
          (e) any other significant information that would reasonably enable unitholders to make an informed judgment on the activities of the scheme (or subscheme) during the period and the results of those activities at the end of the period;
          (f) a statement that the latest long report is available on request.

          Note See also r 5.1.5 (Transactions with affected persons—details required for QFC scheme's annual reports).
          (2) Without limiting subrule (1) (d) and (e), the short report must include the following for the relevant period:
          (a) particulars of any change or event in relation to the scheme during the period that is a fundamental change under rule 5.4.2 (Fundamental changes requiring prior approval by unitholder meeting—QFC retail schemes);
          (b) particulars of any change or event in relation to the scheme during the period that is a significant change under rule 5.4.3 (Significant changes requiring pre-event notification—QFC retail schemes), if the change or event affects the unitholders' ability to make an informed judgment on the activities of the scheme (or subscheme);
          (c) particulars of any other developments in relation to the investment objectives, strategies and policy of the scheme (or subscheme) or the instruments used by it during the period;
          (d) the total expense ratio;
          (e) particulars of any qualification of the reports of the auditor and independent entity;
          (f) particulars of any income or distribution relating to the period.
          (3) The operator must take reasonable steps to ensure that the short report is structured and written in such a way that it can be easily understood by the average investor.
          (4) The short report must be in the form of a separate stand-alone document and must not include any extraneous material.

          Note Document is defined in the glossary.
          (5) The inclusion in a single document of the short reports of 2 or more QFC retail schemes with the same operator (or 2 or more subschemes of a QFC retail scheme that is an umbrella scheme) does not breach subrule (4) if each of the reports is discrete and easily identifiable.
          (6) The operator must ensure that the information given in the short report is consistent with the long report for the relevant accounting period prepared under rule 5.6.11 (Contents of annual long reports—QFC retail schemes) or rule 5.6.12 (Contents of half-yearly long report—QFC retail schemes).
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.11 Contents of Annual Long Reports—QFC Retail Schemes

          (1) An annual long report for a QFC retail scheme other than an umbrella scheme must contain the following:
          (a) the full audited accounts for the annual accounting period;
          (b) the operator's report for the period in accordance with rule 5.6.13 (Operator's reports—QFC retail schemes);
          (c) the comparative table for the period in accordance with rule 5.6.14 (Comparative tables—QFC retail schemes);
          (d) the independent entity's report for the period in accordance with rule 5.6.15 (Independent entity's reports—QFC retail schemes);
          (e) the auditor's report for the period in accordance with rule 5.6.16 (Auditor's reports—QFC retail schemes).

          Note See also r 5.1.5 (Transactions with affected persons—details required for QFC scheme's annual reports).
          (2) An annual long report for a QFC retail scheme that is an umbrella scheme must be prepared for the scheme as a whole and must contain the following:
          (a) for each subscheme—the following:
          (i) the full audited accounts for the subscheme for the annual accounting period;
          (ii) the operator's report for the subscheme for the period in accordance with rule 5.6.13;
          (iii) the comparative table for the subscheme for the period in accordance with rule 5.6.14;
          (b) the aggregation of all the accounts required by paragraph (a) (i);
          (c) the independent entity's report for the scheme for the period in accordance with rule 5.6.15;
          (d) the auditor's report for the scheme for the period in accordance with rule 5.6.16.
          (3) If the scheme is an umbrella scheme, the operator may, in addition to complying with subrule (2), prepare a further annual long report for any 1 or more individual subschemes of the scheme.
          (4) A report under subrule (3) for a subscheme must contain the following:
          (a) the full accounts for the subscheme for the annual accounting period;
          (b) the operator's report for the subscheme for the period in accordance with rule 5.6.13;
          (c) the comparative table for the subscheme for the period in accordance with rule 5.6.14;
          (d) the independent entity's report for the scheme for the period in accordance with rule 5.6.15;
          (e) the auditor's report for the scheme for the period in accordance with rule 5.6.16.
          (5) The operator of a QFC retail scheme must ensure that the accounts mentioned in subrule (1) (a), (2) (a) (i) and (4) (a) give a true and fair view of—
          (a) the net income and the net gains and losses on the scheme property of the scheme (or subscheme) for the annual accounting period; and
          (b) the financial position of the scheme (or subscheme) as at the end of the period.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.12 Contents of Half-Yearly Long Reports—QFC Retail Schemes

          (1) A half-yearly long report for a QFC retail scheme that is not an umbrella scheme must contain—
          (a) the full accounts for the half-yearly accounting period; and
          (b) the operator's report for the period in accordance with rule 5.6.13 (Operator's reports—QFC retail schemes).
          (2) A half-yearly long report for a QFC retail scheme that is an umbrella scheme must be prepared for the scheme as a whole and must contain the following:
          (a) for each subscheme—the following:
          (i) the full accounts for the subscheme for the half-yearly accounting period;
          (ii) the operator's report for the subscheme for the period in accordance with rule 5.6.13;
          (b) the aggregation of all the accounts required by paragraph (a) (i).
          (3) The operator of a QFC retail scheme that is an umbrella scheme may, in addition to complying with subrule (2), prepare a further half-yearly long report for any 1 or more individual subschemes.
          (4) A report under subrule (3) for a subscheme must contain the full accounts, and the operator's report, that would be required by subrule (1) if the subscheme were a separate QFC retail scheme.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.13 Operator's Reports—QFC Retail Schemes

          A report of the operator of a QFC retail scheme must include the following:

          (a) the names and addresses of the following:
          (i) the operator;
          (ii) the independent entity;
          (iii) any investment adviser;
          (iv) the auditor;
          (b) for a CIC—the names of the directors of the CIC;
          (c) for a CIP—the name of the general partner of the CIP;
          (d) a statement that the scheme is registered under these rules;
          (e) a statement that the unitholders are not liable for—
          (i) the debts or other liabilities of the scheme; or
          (ii) acts or omissions of the operator or independent entity;
          (f) the scheme's investment objectives, strategies and policy;
          (g) a review of the investment activities during the period to which the report relates;
          (h) particulars of any change or event in relation to the scheme during the period that is a fundamental change under rule 5.4.2 (Fundamental changes requiring prior approval by unitholder meeting—QFC retail schemes);
          (i) particulars of any change or event in relation to the scheme during the period that is a significant change under rule 5.4.3 (Significant changes requiring pre-event notification—QFC retail schemes), if the change or event affects the unitholders' ability to make an informed judgment on the activities of the scheme (or subscheme);
          (j) for a scheme that invests a substantial part of the scheme property in other schemes—a statement of the maximum proportion of management fees charged to the scheme itself and to other schemes in which it invests;
          (k) any other information that would enable unitholders to make an informed judgment on the development of the scheme's activities during the period and the results of the schemes activities as at the end of that period;
          (l) for a report on an umbrella scheme prepared in accordance with rule 5.6.11 (2) (Contents of annual long reports—QFC retail schemes) or rule 5.6.12 (2) (Contents of half-yearly long reports—QFC retail schemes)—
          (i) for a CIC—a statement to the effect that, as a subscheme is not a legal entity, if the assets attributable to any subscheme were insufficient to meet the liabilities attributable to it, the shortfall might have to be met out of the assets attributable to 1 or more other subschemes of the CIC; and
          (ii) for each subscheme—the information mentioned in paragraphs (a) to (j) if it would differ from the information given for the umbrella scheme as a whole;
          (m) for a report on an individual subscheme of an umbrella scheme prepared in accordance with rule 5.6.11 (3) or rule 5.6.12 (3)—
          (i) for a CIC—a statement corresponding to that required by paragraph (l) (i) making it clear that, if the liability relates to another subscheme of the umbrella scheme, the shortfall (or any part of it) might have to be met out of the assets of the subscheme to which the report relates; and
          (ii) a statement that the latest long report prepared for the scheme as a whole is available on request.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.14 Comparative Tables—QFC Retail Schemes

          (1) The comparative table required by rule 5.6.11 (1) (c) or (4) (c) (Contents of annual long reports—QFC retail schemes) must set out the following:
          (a) a performance record over the last 5 years (or, if the scheme has not been in existence for 5 years, the years in which it has been in existence) showing—
          (i) the highest and the lowest price of a unit in each class in issue during each of those years;
          (ii) the net income distributed (or, for accumulation units, allocated) for a unit in each class in issue during each of those years, taking into account any subdivision or consolidation of units that happened during those years;

          Note Year and accumulation unit are defined in the glossary.
          (b) as at the end of the last 3 annual accounting periods (or, if the scheme has had less than 3 annual accounting periods, all of the scheme's annual accounting periods), the following:
          (i) the net asset value;
          (ii) the net asset value per unit;
          (iii) the number of units in issue of each class;
          (iv) the price per unit in each class.

          Note Net asset value, net asset value per unit and price are defined in the glossary.
          (2) If, in the period covered by the table—
          (a) the scheme has been the subject of a change or event (for example, a scheme of arrangement) having a material effect on the size of the scheme, but excluding any issue or redemption of units for cash; or

          Note Scheme of arrangement is defined in the glossary.
          (b) there have been changes in the scheme's investment objectives, strategies or policy;

          the table must include an indication, related in the body of the table to the relevant year in the table, of the date of the change or event and a brief description of its nature.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.15 Independent Entity's Reports—QFC Retail Schemes

          (1) The independent entity of a QFC retail scheme must make an annual report to the unitholders.
          (2) The report for an annual accounting period must include the following:
          (a) a description, which may be in summary form, of the functions of the independent entity under these rules;
          (b) a statement whether, in any material respect, any of the following matters have not been carried out during the period in accordance with these rules or, if applicable, the constitutional document:
          (i) the sale, issue and redemption of units;
          (ii) the calculation of the price of units;
          (iii) the application of the scheme's income;
          (c) a statement whether, in any material respect, the investment and borrowing powers and restrictions applying to the scheme have been exceeded during the period.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.16 Auditor's Reports—QFC Retail Schemes

          The operator of a QFC retail scheme must ensure that the report of the auditor to the unitholders for an annual accounting period includes the following statements:

          (a) whether, in the auditor's opinion, the accounts have been properly prepared in accordance with these rules and the constitutional document;
          (b) whether, in the auditor's opinion, the accounts give a true and fair view of—
          (i) the net revenue, and the net capital gains or losses on the scheme property, for the period; and
          (ii) the financial position of the scheme as at the end of the period;
          (c) whether the auditor is of the opinion that proper accounting records for the scheme have been kept and whether the accounts are in agreement with those records;
          (d) whether the auditor has been given all the information and explanations that, to the best of the auditor's knowledge and belief, are necessary for the purpose of the audit;
          (e) whether the auditor is of the opinion that the information given in the operator's report for the period is consistent with the accounts.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.17 Provision of Short Reports—QFC Retail Schemes

          (1) Within 4 months after the end of each annual accounting period and within 3 months after the end of each half-yearly accounting period, the operator of a QFC retail scheme must send a copy of the short report for the period prepared in accordance with rule 5.6.10 (Contents of short reports—QFC retail schemes) to—
          (a) each unitholder (or to the first named of joint unitholders) entered in or entitled to be entered in the unitholder register at the close of business on the last day of the accounting period; and
          (b) any other person on request.

          Note Annual accounting period, half-yearly accounting period and month are defined in the glossary.
          (2) Unitholders of a QFC retail scheme that is an umbrella scheme must be sent a short report for the relevant period for the particular subscheme in which they hold units.
          (3) However, a unitholder of a subscheme must also be provided with the long report for the period for the umbrella scheme on request.
          (4) A report provided under this rule must be provided free of charge.
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)

        • COLL 5.6.18 Publication and Availability of Annual and Half-Yearly Long Reports—QFC Retail Schemes

          (1) Within 4 months after the end of each annual accounting period and 3 months after the end of each half-yearly accounting period, the operator of a QFC retail scheme must publish and make available the long report for the period prepared in accordance with rule 5.6.11 (Contents of annual long reports—QFC retail schemes) or rule 5.6.12 (Contents of half-yearly long reports—QFC retail schemes).

          Note Annual accounting period, half-yearly accounting period and month are defined in the glossary.
          (2) The long report must—
          (a) be given free of charge to any person on request; and
          (b) be available in English, and any other language in which they have been published, for inspection by the public free of charge during ordinary office hours at a place in the QFC; and
          (c) be given to the Regulatory Authority as soon as it is available, but within the relevant period mentioned in subrule (1).
          Derived from QFCRA RM/2010-05 (as from 1st January 2011)