Decagon Asset Management LLP

Decagon Asset Management LLP (herein, “Decagon”, “we”, “us”, “our”, “Firm” or “Investment Manager”) is organised as a limited liability partnership under the laws of the United Kingdom. Decagon was incorporated on 14th January 2022. The Firm is directly owned by Benjamin Durham, Nikola Kroepfl and Olivia Cooper. The Firm provide discretionary investment management services, to qualified investors, through the following Cayman-domiciled private funds (master-feeder structure): • • •

DAM Master Fund Ltd (the “Master Fund”) The feeder fund DAM Fund Ltd (the “Offshore Fund”) The feeder fund DAM (US) Fund LP (the “Onshore Fund”)

Collectively, the “Fund(s)”. In addition to the Fund, the Firm act as the sub-investment adviser to four separately managed accounts (the “SMA(s)”). The SMA(s) and the Fund(s) are together referred to as Decagon’s “Clients” or “Client Accounts”. We serve as the investment adviser, with discretionary trading authority, to private, pooled investment vehicles, the securities of which are offered through a private placement memorandum to accredited investors, as defined under the Securities Act of 1933, as amended, and qualified purchasers, as defined under the Investment Company Act of 1940, as amended. We do not tailor our advisory services to the individual needs of any particular investor. Our investment decisions and advice with respect to the Fund are subject to each Fund’s investment objectives and guidelines, as set forth in its respective “Offering Document.” We do not currently participate in any Wrap Fee Programs. Regulatory Assets Under Management As of 31st March 2026, Decagon has regulatory assets under management of USD $1,031,819,316, which are managed on a discretionary basis.

The fees applicable to each of the Funds are set forth in detail in the corresponding Offering Documents. A summary of such fees is provided below. Management Fee Decagon is paid an investment management fee (the “Management Fee”) per annum of the net asset value of the Fund. -4-

The Master Fund will pay to Decagon a fee for its services (i.e., the Management Fee) for each month equal to a twelfth of the result of the Management Fee Rate multiplied by the net asset value of each series of Shares as of the last day of the prior month (before taking into account the estimated accrued Incentive Fee, if any) (or if a series of Shares was not in issue on such date, the net asset value of such series at the initial issuance of such series). The portion of the Management Fee applicable to a series of Shares will be charged to its corresponding series of Master Fund Shares. The Fee will be 1.5% per annum (payable in advance). The Investment Manager, in its sole discretion, may waive or modify the Management Fee for any investor. Incentive Fee (Performance Fee) The Fund will pay Decagon an amount (the “Incentive Fee” or “Performance Fee”) equal to the result of the applicable Incentive Fee Rate multiplied by the amount by which the Adjusted NAV of a series of Shares exceeds its Prior High NAV. The Incentive Fee will be paid as of 31 December of each year and will also be paid with respect to the relevant Shares on such other dates that there is a redemption of Shares, a transfer of Shares resulting in a change in beneficial ownership, the termination of the Investment Management Agreement and upon the winding-up of the Fund. The Incentive Fee is 20% per annum. The SMAs are charged separately negotiated fees for the investment management services provided.

Other Types of Fees or Expenses The Fund will bear its own expenses and its pro rata share of the Master Fund’s expenses and, indirectly, any trading vehicle’s expenses, including the following: (i) the Management Fee; (ii) the Incentive Fee; (iii) expenses related to the research, due diligence and monitoring of actual and prospective Master Fund investments (whether or not consummated) and the consummation of such investments, including the following: third-party investment sourcing fees; fees and expenses related to obtaining research and market data (including Investment Research, corporate access fees and any computer hardware and connectivity hardware (e.g., telephone and fibre optic lines)); due diligence expenses including consulting and appraisal fees; investment-related travel expenses; brokerage, and prime brokerage and futures commission merchant fees, commissions and expenses; expenses relating to short sales; clearing and settlement charges; custodial fees and expenses; bank service fees; interest expenses and fees related to financings or refinancings; fees and expenses of proxy research and voting services; (iv) organisational and re-organisational expenses; and (v) operational expenses, including the following: fees and expenses relating to information technology hardware, software or other technology (including costs of software licensing, implementation, data management and recovery services and custom development) used to research investments, evaluate and manage risk, facilitate valuations, facilitate accounting functions, facilitate compliance with the rules of any self-regulatory organisation or applicable law (including reporting obligations), facilitate and manage the order execution of financial instruments by the Master Fund or any trading vehicle or otherwise manage the Fund, the -5-

Master Fund or any trading vehicle, such as Bloomberg terminals, portfolio management systems, risk management systems and order management systems; fees and expenses of third-party risk management products, models and services; third-party administrative fees and expenses; [fees charged by the Investment Manager or its affiliates to provide administration services to the Fund, the Master Fund or any trading vehicle, and expenses incurred directly by the Fund, the Master Fund or any trading vehicle or the Investment Manager or its affiliates in connection with the provision of administration services, including out-of-pocket expenses (including travel, lodging and meal expenses), administrative overhead (including expenses such as rent, utilities, supplies, secretarial expenses, stationery, charges for furniture, fixtures and equipment, employee benefits including insurance, payroll taxes and compensation of personnel); fees and expenses of third-party professionals, including consultants, valuation service providers, attorneys and accountants; the costs of any litigation or investigation involving activities of the Fund, the Master Fund or any trading vehicle; third-party audit and tax preparation expenses; insurance expenses, including premiums for cybersecurity insurance and liability insurance covering the Investment Manager and the members, partners, directors, managers, shareholders, officers, employees and agents of any of them and each member of the Board of Directors, the Master Fund Board of Directors and the board of managers of the general partner of the Partnership Fund; fees and expenses (including director registration fees) of the Fund’s, the Master Fund’s and any trading vehicle’s directors and officers (including any AML Officers); costs of preparing and distributing reports and notices; taxes; expenses incurred in connection with negotiating and complying with provisions of any Other Agreement; fees and expenses related to compliance with the rules of any self-regulatory organisation or applicable law in connection with the activities of the Fund, the Master Fund or any trading vehicle, including any governmental, regulatory, licensing, filing or registration fees or taxes (including fees and expenses incurred in connection with the preparation and filing of Annex IV, position reporting and other similar regulatory filings); expenses incurred in connection with the offering and sale of the Shares and other similar expenses related to the Fund (excluding fees payable to any placement agent); extraordinary expenses, including the following: indemnification expenses; fees and expenses incurred in connection with any tax audit by any taxing authority, including any related administrative settlement and judicial review; and fees and expenses incurred in connection with the reorganisation, winding-up, dissolution or termination of the Fund, the Master Fund or any trading vehicle. Any expenses of the Fund and any other feeder fund(s) to the Master Fund (including organisational expenses of the Fund and such other feeder fund(s) but excluding the Management Fee, the Incentive Fee and Investor-Related Tax (if any) of the Fund and any equivalent fees or taxes payable by any other feeder fund(s)) may be paid by the Master Fund and allocated to its feeder fund(s) pro rata based upon their relative ownership of the Master Fund. Accordingly, the Fund may indirectly bear a portion of the expenses of other feeder fund(s) to the Master Fund. Generally, all expenses borne by the Fund, other than the Management Fee and any expenses that the Board of Directors determines should be allocated to a particular Shareholder or Shareholders (e.g., Investor-Related Tax), will be charged against the Shares of all the Shareholders on a pro rata basis. Any expenses attributable to a particular series or sub-series will be allocated solely to such series or sub-series, including any costs of currency hedging, if any. To the extent that expenses to be borne by the Fund or the Master Fund are paid by the Investment Manager, the Fund or the Master Fund, as applicable, will reimburse the Investment Manager for such expenses. If any of the expenses listed above are incurred jointly for the account of the Master Fund and any Other Accounts, such expenses will be allocated among the Master Fund and such Other -6-

Accounts in proportion to the size of the investment made by each to which such expense relates, or in such other manner as the Investment Manager considers fair and equitable. Neither the Firm nor its employees accept compensation, including sales charges or service fees, from any person for the sale of securities or other investment products.

The descriptions set forth in this Brochure of specific advisory services that we offer to Clients, and investment strategies pursued, and investments made by us on behalf of our Clients, should not be understood to limit in any way our investment activities. We may offer any advisory services, engage in any investment strategy and make any investment, including any not described in this Brochure, that we consider appropriate, subject to each Client’s investment objectives and guidelines as set forth in the Offering Documents. The investment strategies we pursue are speculative and entail substantial risks. Clients should be prepared to bear a substantial loss of capital. There can be no assurance that the investment objectives of any Client will be achieved.

Investment Objective

-7-

The investment objective of the Fund is to achieve superior absolute returns and preserve capital through the cycle, with low volatility and with low correlation to the overall market and all other asset classes. The Fund seeks to achieve its investment objective by investing all its investable assets in the Master Fund. Risk Management Decagon will maintain an adequate and documented risk management policy that seeks to identify all relevant risks to which the Master Fund is or may be exposed. Decagon’s Risk Management Policy will include such procedures as are necessary to enable the Investment Manager to assess the Master Fund’s exposure to market, liquidity, counterparty and operational risks as well as all other relevant material risks. The risk profile of the Master Fund will be disclosed to Shareholders, including (i) the measures taken to assess the sensitivity of the Master Fund’s portfolio to the most relevant risks to which the Master Fund is or could be exposed, and (ii) a description of the circumstances where the risk limits, if any, set by Decagon have been exceeded (or are likely to be exceeded) and the remedial measures taken. The Fund or Decagon will make this information available to all Shareholders to the extent not already made through this Memorandum through appropriate Investor Disclosure at least annually or sooner if required by applicable law. An “Investor Disclosure” means any disclosure or communication required to be provided to Shareholders and/or prospective Shareholders pursuant to Article 23 of the AIFM Directive, which is given or made available through one or more of the following methods (with the appropriate method of disclosure or communication for any relevant information being determined by the Board of Directors or Decagon in its sole discretion): an annual report, an update or a supplement to this Memorandum, a newsletter (or other Shareholder letter, announcement or communication), due diligence documentation or Decagon’s website. Risk of Loss Factors The following risk factors do not purport to be a complete list or explanation of the risks involved in an investment in the Clients advised by us. These risk factors include only those risks we believe to be material, significant or unusual and relate to particular significant investment strategies or methods of analysis employed by us. An investment involves significant risks, and is suitable only for those persons who can bear the economic risk of the loss of their entire investment, who have limited need for liquidity in their investment, and who have met the conditions set forth in the Offering Documents. There can be no assurances that we will achieve our investment objectives. An investment carries with it the inherent risks associated with investments in publicly-traded stocks and bonds, options, and related instruments, including, without limitation, the risks described below. Each prospective investor should carefully review the Offering Documents, and the documents referred to herein before deciding to invest with. See Appendix A for further details on relevant Risk Factors.

Our Clients are as described in Item 4 above. The Fund is generally open to, among others, institutions, pension plans, endowments and professional investors. A US investor must be an ‘accredited investors’ as defined in Regulation D under the Securities Act of 1933, as amended, and a ‘qualified purchaser’ under the Investment Company Act of 1940, as amended (the “Investment Company Act”).

We, and our affiliates, are entitled to a performance-based compensation. As a result, we and our affiliates do not face certain conflicts of interest that may arise when an investment adviser accepts performance-based fees (also known as Incentive Fees) from some Clients, but not from other Clients. Performance-based allocation arrangements may create an incentive for us to recommend investments which may be riskier or more speculative than those which we would recommend under a different arrangement. The Firm has drafted procedures designed to ensure that Clients are treated fairly and to prevent favourable treatment for one Client over another. These procedures include an Allocation and Aggregation Policy designed to allocate investment opportunities among its Clients in a manner that we consider fair and equitable, considering all factors applicable to each Client. At present, the Firm has five Client Accounts. Complete details are included in the relevant Offering Memoranda for each Feeder Fund. Decagon may waive an investor’s Performance Fees in its sole discretion.

Neither we nor our management persons are registered as broker-dealers, and neither of us has any application pending to register with the SEC as a broker-dealer or registered representative of a broker-dealer, respectively.

Decagon has adopted a “Code of Ethics” that establishes the high standard of conduct that we expect of our employees and procedures regarding our employees’ personal trading of securities. Our employees are required to certify their adherence to the terms set forth in the Code of Ethics upon commencement of employment and annually thereafter. Employees also are required to provide quarterly certifications of compliance with certain Code of Ethics provisions. The foundation of our Code of Ethics is based upon the following underlying fiduciary principles: • • •

Employees must at all times place the interests of the Funds and Investors first; Employees must ensure that all personal securities transactions are conducted consistent with the Code of Ethics’ Employee Personal Investment Policy (described below); and Employees should not take inappropriate advantage of their position at the Firm.

Employees are not permitted to maintain personal brokerage accounts for the purpose of trading “Reportable Securities” (as defined in the Code of Ethics, and which includes a wide variety of investments such as stocks, bonds, fixed income, options, warrants, futures, and derivatives) except for the purpose of holding or liquidating any such holdings after the commencement of employment. Employees are permitted to liquidate positions held at the time of employment in Reportable Securities (a “Liquidating Trade”) subject to pre-clearance by the CCO. Employees are prohibited from participating in Initial Public Offerings (“IPOs”). Employees are also prohibited from personally, or on behalf of a Client, purchasing or selling securities that appear on the Firm’s Restricted List. Employees must obtain pre-approval from the CCO before: (i) engaging in any outside business activities; or (ii) making any private investments. We will provide a copy of our Code of Ethics to our Investors, or any prospective investor, upon request.

-9-

Decagon is authorized to determine the broker-dealer to be used for executing securities transactions for the Funds. The Firm have the authority to select and appoint custodians of the asset of the Funds. The Firm’s authority is limited by its own internal policies and procedures and each Fund’s investment guidelines. Best Execution In selecting an appropriate broker-dealer to effect a Client trade, we seek to obtain “Best Execution,” meaning generally the execution of a securities transaction for a Client in such a manner that a Client’s total costs or proceeds in the transaction are most favorable under the circumstances. Accordingly, in seeking Best Execution, we will take into consideration the price of a security offered by the broker-dealer, as well as a broker-dealers’ full range and quality of their services including, among other things, their facilities, reliability and financial responsibility, execution capability, commission rates, responsiveness to us, brokerage and research services provided to us (for example, research ideas, analysis, and investment strategies), special execution and block positioning capabilities, clearance, and settlement and custodial services. Soft Dollars Decagon does not have any soft dollar arrangements and does not consider the value of any unsolicited research received from broker-dealers in its determination of which brokerdealers to allocate Client brokerage to. Research The Firm uses investment research consistent with guidance from the SEC and the European Commission regarding acceptable methods to pay for investment research under legislation in the European Union known as the Markets in Financial Instruments Directive (MiFID II), which came into effect on January 3rd, 2018. In this regard, research will be received in return for payments from a separate research payment account (“RPA”) controlled by the Firm on behalf of its Clients. The charges are agreed with Clients and full disclosure is made.

We do not receive economic benefits from non-clients for providing investment advice and other advisory services. Neither we nor any of our related persons, directly or indirectly, compensate any person who is not a supervised person for client referrals.

-8-

To the best of our knowledge, there are no legal or disciplinary events that are material to an Investor's or prospective investor's evaluation of our advisory business or the integrity of our management.

Our Portfolio Manager and investment professionals continuously monitor and analyze the transactions, positions, and investment levels of the Fund to ensure that they conform with the investment objectives and guidelines that are stated in the Fund’s Offering Documents. In these reviews, the Firm pays particular attention to any changes in the investment’s fundamentals, overall risk management and changes in the markets that may affect price levels. Account Reporting We perform various periodic reviews of each Client’s portfolio. Such reviews are conducted by our officers. We will distribute an audited financial report with respect to the previous fiscal year to all Investors within 120 days of fiscal year end. We may also distribute monthly unaudited net asset value statements, quarter-end performance reports, and a monthly investor letter to all Investors. -10-

We will be deemed to have custody of Client funds and securities because we have the authority to obtain Client funds or securities, for example, by deducting advisory fees from a Client's account or otherwise withdrawing funds from a Client's account. Account statements related to the Clients are sent by qualified custodians to Decagon. We will comply with Rule 206(4)-2 of the Investment Advisers Act of 1940, as amended (the “Advisers Act”) (i.e., the ”custody rule”) by meeting the conditions of the pooled vehicle annual audit approach. Upon completion of the relevant Fund’s annual audit by an independent auditor that is registered with, and subject to inspection by, the Public Company Accounting Oversight Board (“PCAOB”), we will distribute the Fund’s audited financials to Investors within 120 days of such Fund’s fiscal year end. The Firm does not have custody in respect of the SMAs. This is undertaken by the underlying custodian bank a Client chooses to use. The Client will be required to enter into a separate agreement with the chosen custodian for custody, execution and settlement services.

We will have full discretionary investment authority with respect to the Funds, including authority to make decisions with respect to which securities to be bought and sold, as well as the amount and price of those securities.

In compliance with Rule 206(4)-6 of the Advisers Act (i.e., the “proxy voting rule”), we have adopted proxy voting policies and procedures. The firm will assess each vote, proxy proposals, amendments, consents or resolutions (collectively, “Proxies”) in a prudent and diligent manner that will serve the applicable Client’s best interests and is in line with the Client’s investment objectives. We may take into account all relevant factors, as determined by us in our discretion, including, without limitation: • • • •

the impact on the value of the securities or instruments owned by the relevant Client and the returns on those securities; the anticipated associated costs and benefits; the continued or increased availability of portfolio information; and industry and business practices.

Generally, Clients may not direct our vote in a particular solicitation. Clients may obtain a copy of our Proxy Voting Policy and our proxy voting record upon request. -11-

We are not required to include a balance sheet for our most recent fiscal year, are not aware of any financial condition reasonably likely to impair our ability to meet contractual commitments to Clients and have not been the subject of a bankruptcy petition at any time during the past ten years.

Appendix A – Risk Factors Risks Relating to Private Investment Funds and/or Market Conditions Generally Legal and Regulatory Environment for Private Investment Funds and their Managers The legal and regulatory environment worldwide for private investment funds (such as the Fund and the Master Fund) and their managers is subject to change. Changes in the regulation of private investment funds, their managers, and their trading and investing activities may have a material adverse effect on the ability of the Master Fund to pursue its investment program and on the value of investments held by the Master Fund. In recent years there has been an increase in regulatory scrutiny of the financial markets and the private investment fund industry, resulting in an unprecedented amount of legislation that impacts the Fund, the Master Fund and the Management Group: principally, the Dodd-Frank Act and the JOBS Act in the United States; and the AIFM Directive, MiFID II and EMIR in the European Union. Such regulatory changes have impacted the private investment fund industry through, among other things: (i) increasing the regulation related to the management and marketing of funds in the EU; (ii) establishing minimum amounts of initial margin that must be posted for certain financial instruments; (iii) requiring certain derivatives to be cleared through central clearinghouses; (iv) changing pre- and post-trade transparency obligations applicable to financial instruments admitted to trading on certain trading venues; and (v) introducing a new focus on regulation of algorithmic and high frequency trading. In addition, the Management Group may, in its sole discretion, cause the Fund or the Master Fund to be subject to certain laws and regulations if it believes that an investment or business activity is in the Master Fund’s interest, even if such laws and regulations may have a detrimental effect on one or more Shareholders. These reforms and any other new laws and regulations or actions taken by regulators that restrict or impair the ability of the Master Fund to pursue its investment program or employ brokers and other counterparties could have a material adverse effect on the Fund and the Shareholders’ investments therein. In addition, increased regulation (whether promulgated under securities laws or any other applicable law) and regulatory oversight of and changes in law applicable to private investment funds and their managers may impose administrative burdens on the Management Group, including responding to examinations and other regulatory inquiries and implementing policies and procedures. Such administrative burdens may divert the Management Group’s time, attention and resources from portfolio management activities to responding to inquiries, examinations and enforcement actions (or threats thereof). General Economic and Market Conditions The success of the Master Fund’s activities will be affected by general economic and market conditions, such as interest rates, availability of credit, credit defaults, inflation rates, economic uncertainty, changes in laws (including laws relating to taxation of the Master Fund’s investments), trade barriers, currency exchange controls, national and international political circumstances (including wars, terrorist acts or security operations) and public health crises (such as pandemics and epidemics). These factors may affect the level and volatility of -12-

the prices and the liquidity of the Master Fund’s investments. Volatility or illiquidity could impair the Master Fund’s profitability or result in losses. The Master Fund may maintain substantial trading positions that can be adversely affected by the level of volatility in the financial markets. Governmental Interventions Extreme volatility and illiquidity in markets has in the past led to, and may in the future lead to, extensive governmental interventions in equity, credit and currency markets. Generally, such interventions are intended to reduce volatility and precipitous drops in value. In certain cases, governments have intervened on an “emergency” basis, suddenly and substantially eliminating market participants’ ability to continue to implement certain strategies or manage the risk of their outstanding positions. In addition, these interventions have typically been unclear in scope and application, resulting in uncertainty. It is impossible to predict when these restrictions will be imposed, what the interim or permanent restrictions will be and/or the effect of such restrictions on the Master Fund’s strategies. Systemic Risk Systemic risk is the risk of broad financial system stress or collapse triggered by the default of one or more financial institutions, which results in a series of defaults by other interdependent financial institutions. Financial intermediaries, such as clearing houses, banks, securities firms and exchanges with which the Master Fund interacts, as well as the Master Fund, are all subject to systemic risk. A systemic failure could have material adverse consequences on the Master Fund and on the markets for the financial instruments in which the Master Fund seeks to invest. Assumption of Business, Terrorism and Catastrophe Risks The Master Fund may be subject to the risk of loss arising from exposure that it may incur, indirectly, due to the occurrence of various events, including hurricanes, earthquakes, and other natural disasters, terrorism, public health crises (such as pandemics and epidemics), and other catastrophic events. These risks of loss can be substantial and could have a material adverse effect on the Master Fund, the Fund and the Shareholders’ investments therein. Risks Relating to Management Limited Operating History The investment manager began discretionary management of segregated managed accounts in Sept 2022 and the Fund and Master Fund in Jan 2024, as such there is limited operation history upon which prospective shareholders can evaluate their anticipated performance. The investment professionals of the Management Group have been using investment strategies similar to some of the investment strategies described herein in other private investment funds for several years. However, there can be no assurance that the Fund, the Master Fund or the Management Group will be successful. Dependence on the Management Group The success of the Fund is dependent upon the ability of the Management Group to manage the Master Fund and effectively implement the Master Fund’s investment program. The Fund’s governing documents do not permit the Shareholders to participate in the management and affairs of the Fund. If the Management Group were to lose the services of the Principal or the Fund or any of the Other Accounts managed by the Management Group were to incur substantial losses, the Management Group might not be able to provide the same level of service to the Master Fund as it has in the past or continue operations. The loss of the services of the Management Group could have a material adverse effect on the Fund and the Shareholders’ investments therein. -13-

If, due to extraordinary market conditions or other reasons, the Fund and other private investment funds managed by the Management Group were to incur substantial losses or were subject to an unusually high level of redemptions, the revenues of the Management Group may decline substantially. Such losses and/or redemptions may hamper the Management Group’s ability to retain employees, provide the same level of service to the Fund as it has in the past, and continue operations. Retention and Motivation of Employees The success of the Fund is also dependent upon the talents and efforts of highly skilled individuals employed by the Management Group and the Management Group’s ability to identify and willingness to provide acceptable compensation to attract, retain and motivate talented investment professionals and other employees. There can be no assurance that the Management Group’s investment professionals will continue to be associated with the Management Group throughout the life of the Fund, and the failure to attract or retain such investment professionals could have a material adverse effect on the Fund and the Shareholders’ investments therein. Competition in the financial services industry for qualified employees is intense and there is no guarantee that, if lost, the talents of the Management Group’s investment professionals could be replaced. Investment and Due Diligence Process Before making investments, the Management Group will conduct due diligence that it deems reasonable and appropriate based on the facts and circumstances applicable to each investment. When conducting due diligence, the Management Group may be required to evaluate important and complex business, financial, tax, accounting and legal issues. When conducting due diligence and making an assessment regarding an investment, the Management Group will rely on the resources reasonably available to it, which in some circumstances, whether or not known to the Management Group at the time, may not be sufficient, accurate, complete or reliable. Due diligence may not reveal or highlight matters that could have a material adverse effect on the value of an investment. Increasing Assets Under Management The rates of return achieved by trading advisers or managers may diminish as the assets under their management increases. The Management Group has not agreed to limit the amount of capital it will manage. Competition; Availability of Investments Certain markets in which the Master Fund may invest are extremely competitive for attractive investment opportunities. As a result, there can be no assurance that the Management Group will be able to identify or successfully pursue attractive investment opportunities in such environments. Failure to Prevent the Facilitation of Tax Evasion The UK Criminal Finances Act 2017 introduced a criminal offence which is committed where a relevant body fails to prevent a person associated with it from committing an offence of facilitating another person in tax evasion (whether UK tax evasion or non-UK tax evasion). The relevant body has a defence to this “failure to prevent” offence if it can prove that it had in place reasonable prevention procedures designed to prevent persons associated with it from committing tax evasion facilitation offences. The definition of a person associated with a relevant body is widely drawn and includes an employee, an agent or any other person who performs services for or on behalf of the relevant body. Each of the Fund, the Master Fund and the Investment Manager is a relevant body for these purposes and could therefore be held to have committed the UK “failure to prevent” offence if a person associated with it were to commit a tax evasion facilitation offence and it did not have in place reasonable prevention -14-

Read the rest in the brochure