Article 12: The Fund’s Board of Directors responsibilities

Article 12: The Fund’s Board of Directors responsibilities

The Fund’s Board of Directors responsibilities shall include the following:

1) approving material contracts, decisions and reports involving the fund, including, but not limited to, contracts for the provision of fund management services, contracts for the provision of custody services but excluding contracts entered into pursuant to investment decisions regarding underlying investments made or to be made by the fund.

2) Reviewing the report that includes assessment of the performance and quality of services provided by the parties involved in providing significant services to the fund referred to in sub-paragraph (6) of paragraph (c) of Article (13) of these Regulations, in order to ensure that the fund manager fulfils his responsibilities in the interest of unitholders in accordance with the terms and conditions of the fund and the provisions stipulated in these Regulations.

3) Adopt a written policy regarding voting rights related to the Fund's assets.

4) Supervision, and where appropriate, approval or ratification of any conflict of interest disclosed by the Fund Manager.

5) Meeting at least twice a year with the Fund Manager’s compliance committee or with the compliance officer to review the fund manager’s compliance with all applicable rules, laws and regulations, including (without limitation) the requirements stipulated in these Regulations.

6) Approve all changes stipulated in Articles (27) and (28) of these regulations prior to the fund manager obtaining the unitholders’ and the Authority’s approval, or prior to notifying them (where applicable).

7) Confirming the completeness and accuracy (complete, clear, accurate, and not misleading), and compliance with these Regulations, of the terms and conditions and any other document contractual or otherwise, that includes disclosures relating to the fund and/or the fund manager and its conduct of the fund. In addition to ensuring that the foregoing complies with the provisions of these regulations.

8) Ensuring that the fund manager carries out its obligations in the best interests of the unitholders, in accordance with these Regulations, the terms and conditions of the fund.

9) Assessing the mechanism of the fund manager’s handling of the risks related to the fund’s assets in accordance with the fund manager’s policies and procedures that detect the fund’s risks and how to treat such risks.

10) have a fiduciary duty to unitholders, including a duty to act in good faith, a duty to act in the best interests of the unitholders and a duty to exercise all reasonable care and skill; and

11) taking minutes of meetings that provide all deliberations and facts of the meetings and the decisions taken by the fund board.

12) Reviewing the report that includes all complaints and the measures taken to address them referred to in sub-paragraph (13) of paragraph (e) of Article (13) of these Regulations, in order to ensure that the fund manager fulfils its responsibilities in the interest of unitholders in accordance with the terms and conditions of the fund and the provisions stipulated in these Regulations. Chapter 2: Fund Management