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Antigua and Barbuda
Bolivia, Plurinational State of
Bonaire, Sint Eustatius and Saba
Bosnia and Herzegovina
British Indian Ocean Territory
Central African Republic
Cocos (Keeling) Islands
Congo, The Democratic Republic of the
Falkland Islands (Malvinas)
French Southern Territories
Heard Island and McDonald Islands
Holy See (Vatican City State)
Iran, Islamic Republic of
Isle of Man
Korea, Democratic People's Republic of
Korea, Republic of
Lao People's Democratic Republic
Macedonia, Republic of
Micronesia, Federated States of
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Northern Mariana Islands
Palestine, State of
Papua New Guinea
Saint Helena, Ascension and Tristan da Cunha
Saint Kitts and Nevis
Saint Martin (French part)
Saint Pierre and Miquelon
Saint Vincent and the Grenadines
Sao Tome and Principe
Sint Maarten (Dutch part)
South Georgia and the South Sandwich Islands
Svalbard and Jan Mayen
Syrian Arab Republic
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Tanzania, United Republic of
Trinidad and Tobago
Turks and Caicos Islands
United Arab Emirates
United States Minor Outlying Islands
Venezuela, Bolivarian Republic of
Virgin Islands, British
Virgin Islands, U.S.
Wallis and Futuna
High-net-worth Retail Client
Qualified Purchaser (QP)
Semi Professional Client
Financial intermediaries (Swiss and subject to prudential supervision foreign clients)
Insurance companies (Swiss and subject to prudential supervision foreign clients)
National and supranational public entities with professional treasury operations
Financial intermediaries (Swiss and subject to prudential supervision foreign clients)
Insurance companies ((Swiss and subject to prudential supervision foreign clients)
Public entities with professional treasury operations
Occupational pension schemes with professional treasury operations and other occupational pension institutions providing professional treasury operations
Companies with professional treasury operations
Large companies (a company which exceeds two of the following parameters:
balance sheet total of CHF 20 million;
turnover of CHF 40 million;
equity of CHF 2 million;
Private investment structures with professional treasury operations created for high-net-worth retail clients
Per se neither institutional nor professional clients
Any private person who can credibly declare that they satisfy the following criteria:
on the basis of training, education and professional experience or on the basis of comparable experience in the financial sector, they possess the necessary knowledge to understand the risks associated with the investments and have at their disposal assets of at least CHF 500,000; or
they have at their disposal assets of at least CHF 2 million;
Natural Persons. A natural person who (together, in the case of a natural person, with assets held jointly with a spouse) owns not less than $5,000,000 of investments.
Private Investment Funds. An entity that (a) was not formed for the specific purpose of investing in the Fund; (b) would be an investment company under the ICA but for the exclusions from investment company status in section 3(c)(1) or 3(c)(7) thereof; (c) owns $25 million or more in Net Investments; and (d) has obtained the consent from its beneficial owners to be treated as a QP, if necessary, in accordance with the consent requirements of Section 2(a)(51)(C) of the ICA.
Employee Benefit Plans. An employee benefit plan that (a) owns $25 million or more in Net Investments and (b) does not permit its participants to decide whether and how much to invest in particular investment alternatives, unless each participant is itself a QP.
Family Companies. An entity that (a) was not formed for the specific purpose of investing in the Fund; (b) owns Net Investments of $5 million or more; and (c) is owned directly or indirectly by or for two or more natural persons who are related as siblings or spouse (including former spouses), or direct lineal descendants by birth or adoption, spouses or estates of such persons, or foundations, charitable organizations or trusts established by or for the benefit of such persons.
Trusts. A trust that was not formed for the specific purpose of investing in the Fund and with respect to which the trustee or other person authorized to make decisions with respect to the trust, and each settlor or other person who has contributed assets to the trust, are QPs.
Entities Generally. Any entity – other than a private investment fund (see A2 above) or employee benefit plan (see A3 above) – that was not formed for the specific purpose of investing in the Fund and that owns and invests on a discretionary basis, for its own account or for the accounts of QPs, $25 million or more in Net Investments. (Include in the Net Investments of the entity any Net Investments owned by: a subsidiary in which the entity is a majority owner; a parent company that owns a majority of the entity; and a company that is majority owned by the entity and other subsidiaries of the parent.)
Entities Composed Entirely of QPs. Any entity all of whose securities are beneficially owned by QPs, whether or not the entity was formed for the specific purpose of investing in the Fund.
QIBs. A qualified institutional buyer ("QIB") as defined in SEC Rule 144A under the Securities Act that is acting for its own account or for the account of another QIB or a QP. (However, in order to be a QP by virtue of its QIB status, a dealer described in Rule 144A(a)(1)(ii) must own and invest on a discretionary basis at least $25 million in securities of persons that are not affiliated persons of the dealer. Also, a plan described in Rule 144A(a)(1)(D) or (E), or a trust fund described in Rule 144A(a)(1)(F) that holds the assets of such a plan, will not be deemed acting for its own account if the plan's investment decisions are made by its beneficiaries, except for investment decisions made solely by the plan's fiduciary, trustee or sponsor.)
An individual whose net worth, or with his/her spouse has a joint net worth, in excess of $1,000,000. (Net worth means the excess of total assets at fair market value over total liabilities.)
An individual whose gross income exceeded $200,000 in each of the two most recent calendar years, or whose joint gross income with the individual's spouse exceeded $300,000 in each of the two most recent calendar years and, in either case, the individual has reasonable expectation of his single or joint gross income, respectively, reaching the same level in the current year.
A partnership, corporation, limited liability company or business trust that either (a) is 100% owned by individuals who are accredited investors under (1) or (2) above, or (b) was not formed for the specific purpose of investing in the Fund and whose total assets exceed $5,000,000.
An employee benefit plan: (a) whose investment decision is made by a plan fiduciary (as defined in ERISA §3(21)) that is a bank, savings and loan association, insurance company or registered investment adviser; (b) whose total assets exceed $5,000,000 as of the date of this Agreement; or (c) if a self-directed plan, whose investment decisions are made solely by persons who are accredited investors.
A U.S. bank, U.S. savings and loan association or other similar U.S. institution acting in its individual or fiduciary capacity.
A broker-dealer registered pursuant to §15 of the Securities Exchange Act of 1934.
An organization described in §501(c)(3) of the Internal Revenue Code with total assets exceeding $5,000,000 and not formed for the specific purpose of investing in the Fund.
Any trust with total assets exceeding $5,000,000, not formed for the specific purpose of investing in the Fund, and whose purchase is directed by a person with such knowledge and experience in financial and business matters that he is capable of evaluating the merits and risks of the prospective investment.
A plan established and maintained by a state or its political subdivisions, or any agency or instrumentality thereof, for the benefit of its employees, and which has total assets in excess of $5,000,000.
An insurance company as defined in §2(13) of the Securities Act of 1933, or a registered investment company.
Entities which are required to be authorised or regulated to operate in the financial markets. The list below should be understood as including all authorised entities carrying out the characteristic activities of the entities mentioned: entities authorised by a Member State under a Directive, entities authorised or regulated by a Member State without reference to a Directive, and entities authorised or regulated by a non-Member State:
Other authorised or regulated financial institutions
Collective investment schemes and management companies of such schemes
Pension funds and management companies of such funds
Commodity and commodity derivatives dealers
Other institutional investors
Large undertakings meeting two of the following size requirements on a company basis:
Balance sheet total: EUR 20,000,000
Net turnover: EUR 40,000,000
Own funds: EUR 2,000,000
National and regional governments, public bodies that manage public debt, Central Banks, international and supranational institutions such as the World Bank, the IMF, the ECB, the EIB and other similar international organisations.
Other institutional investors whose main activity is to invest in financial instruments, including entities dedicated to the securitisation of assets or other financing transactions.
Natural persons who are elective professional investors (according to Section II.1 of Annex II MiFID) and certify that they meet two out of three quantitative criteria concerning their investment portfolio and investment experience and who possess the expertise, experience and knowledge, that gives reasonable assurance, in light of the nature of the transactions or services envisaged, that the client is capable of making his own investment decisions and understanding the risks involved:
A person who has carried out transactions, in significant size, on the relevant market at an average frequency of 10 per quarter over the previous four quarters,
the size of the persons' financial instrument portfolio, defined as including cash deposits and financial instruments exceeds €500 000,
the person works or has worked in the financial sector for at least one year in a professional position, which requires knowledge of the transactions or services envisaged.
According to the KAGB, semi-professional clients are clients who meet, inter alia, the following criteria:
They are qualified and experienced investors,
they have committed themselves to invest at least EUR 200,000
and have signed a special declaration acknowledging their awareness of the risks involved in the investment.
In addition to this general definition of the term "semi-professional client", the KAGB explicitly determines that the following two categories of investors qualify as semiprofessional clients:
each private investor who commits himself to invest at least EUR 10 million;
board members and other employees of an AIFM who have responsibility for the risk profile of an AIFM and/or an AIF (risk takers) and who personally invest in an AIF affected by this risk profile
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Switzerland - Qualified Investor
Switzerland - Wealthy Private Individual
Switzerland - Institutional Client
Switzerland - Professional Client
Switzerland - High-net-worth Retail Client
USA - Qualified Purchaser
USA - Accredited Investor
Germany - Semi Professional Client
EU - Professional Investor
EU - Qualified Investor
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