IN THE ORDROS MONEY MARKET UND - Cordros Asset …assetmanagement.cordros.com/upload/CMMF - Abridged... · This Abridged Prospectus, and the Units which it offers, has been cleared

This document is important and you are advised to carefully read and understand its contents. If you are in doubt about its contents

or the action to take, please consult your Stockbroker, Solicitor, Banker or an Independent Investment Adviser for guidance

immediately. This Prospectus has been seen and approved by the Directors of Cordros Asset Management and they jointly and

individually accept full responsibility for the accuracy of all information given and confirm that, after having made all inquiries

which are reasonable in the circumstances, and to the best of their knowledge and belief, there are no other facts the omission of

which would make any statement herein misleading.

FOR INFORMATION CONCERNING CERTAIN RISK FACTORS WHICH SHOULD BE CONSIDERED BY

PROSPECTIVE INVESTORS, PLEASE SEE RISK FACTORS ON PAGE 11 & 12.

OFFER FOR SUBSCRIPTION

OF

10,000,000 UNITS OF N100.00 EACH

AT PAR

IN THE

(AUTHORIZED AND REGISTERED IN NIGERIA AS A COLLECTIVE INVESTMENT SCHEME)

PAYABLE IN FULL ON APPLICATION

FUND MANAGER

ISSUING HOUSE

APPLICATION LIST OPENS: 1st August 2016

APPLICATION LIST CLOSES: 7th September 2016

This Abridged Prospectus, and the Units which it offers, has been cleared and registered by the Securities & Exchange

Commission. It is a civil, wrong and criminal offence under the Investments and Securities Act No. 29 of 2007 Laws

of the Federation of Nigeria to issue a Prospectus which contains false or misleading information. Clearance and

registration of this Prospectus and the Units which it offers does not relieve the parties of any liability arising under

the Act for false or misleading statements contained therein or for any omission of a material fact

This Abridged Prospectus is dated 11th July 2016

CORDROS MONEY MARKET FUND

Page | 2

Cordros Money Market Fund | Offer for Subscription

ABRIDGED TIMETABLE

The dates given above are indicative only. The timetable has been prepared on the assumption that certain key

activities including, but not limited, to the receipt of regulatory approvals from the SEC for the Offer will be

achieved as stated, if not, then dates surrounding key events in the timetable may be subject to adjustments

without prior notice

Date Responsibility Responsibility

01-Aug-16 Application List opens Fund Manager

07-Sep-16 Application List closes Fund Manager

12-Sep-16 Receiving Agents make returns Registrar

19-Sep-16 Forward Basis of Allotment Proposal to SEC Issuing House

26-Sep-16 Obtain SEC’s clearance of the Basis of Allotment

Proposal.

Issuing House

10-Oct-16 Disburse Net Proceeds to the Custodian Receiving Bank

17-Oct-16 Return Excess/Rejected Application Monies Registrar

24-Oct-16 Publish Allotment Announcement in two national daily

newspapers.

Issuing House/Fund

Manager

24-Oct-16 Distribution of Statements of Unit-holdings. Registrar

31-Oct-16 Forward Offer Summary Report to the SEC Issuing House/fund

Manager

Page | 3


SUMMARY OF THE OFFER

The following is a summary of the terms and conditions of an investment in the Cordros Money Market Fund. This

summary draws attention to information contained elsewhere in the Prospectus; it does not contain all of the

information a prospective investor in the Fund should consider in making an investment decision. This summary

should be read together with the entire Prospectus. Investors are advised to seek information on the applicable fees

and charges before investing in the Fund.

FUND MANAGER Cordros Asset Management

ISSUING HOUSE

TRUSTEE TO THE FUND

Vetiva Capital Management Limited

STL Trustees Limited

CUSTODIAN United Bank for Africa PLC (Global Investor Services)

THE OFFER 10,000,000 Units of N100.00 each in the Fund

METHOD OF OFFER Offer for Subscription

NATURE OF THE FUND The Fund seeks to provide capital stability, liquidity, and diversification while

providing a competitive return. The Fund will invest in high quality short term

money market securities, unsubordinated short term debt securities such as

Bankers’ Acceptances, Certificated of Deposits, Commercial Papers, Collaterised

Repurchase Agreements, Deposits (Fixed/Tenored) with eligible financial

institutions, and other instrument introduced and approved by the Central Bank of

Nigeria (CBN) from time to time as permissible under SEC Rule 470. These

eligible securities must have received an investment grade rating from a SEC-

registered agency.

TARGET

INVESTORS/INVESTOR

SUITABILITY

The Cordros Money Market Fund will be an attractive option for Retail investors,

High net-worth individuals and institutions (firms, societies, religious bodies,

employee schemes amongst several others). In view of the fund’s competitive

return, it is particularly suitable for investors who seek:

A short to medium term investment horizon;

Safety and preservation of capital;

liquidity and regular stream of income as the fund is structured to pay

dividend on a quarterly basis;

FUND SIZE N1,000,000,000.00.

UNIT PRICE ₦100 per unit.

UNITS OF SALE 100 Units and multiples of 50 units thereafter.

PAYMENT TERMS In full on application.

MANDATORY SUBSCRIPTION In compliance with the rules and regulations of the SEC which states that promoters

of Unit Trust Schemes in Nigeria must subscribe to a minimum of 5% of the initial

issue of such schemes, the Fund Manager shall subscribe to 5% of the Offer.

OPENING DATE 1st August 2016

CLOSING DATE 7th September 2016

USE OF PROCEEDS

The Offer proceeds will be used in accordance with the Fund’s investment

objectives and policies. The Offer costs and expenses amounting to N22.81 million

representing 2.28% of the Offer size shall be offset from the Offer proceeds.

INDICATIVE* FUND RATING*to

be confirmed subject to the successful launch of the

Fund

A(f)


Page | 4 Cordros Money Market Fund | Offer for Subscription

DISTRIBUTION OPTIONS &

PAYMENTS

The following Distribution options are available to Unit-holders:

Reinvestment Option: Under this option, distributions are to be

automatically reinvested in additional Units of the Fund at the Offer Price

on the day of distribution.

Cash Option: Distributions are paid only via electronic transfer to Unit-

holder’s account.

MINIMUM INVESTMENT

PERIOD

The minimum holding period for an investment in the Fund is Thirty (30) calendar

days from the date of subscription. This period commences from the allotment Date

for subscribers under the Offer for Subscription of the Fund.

REDEMPTION Every unit holder shall redeem all or part of the Units held by them based on right

at the Bid price on any Business Day, provided that the Certificate, redemption

notice(s) and other redemption documents are forwarded to the Fund Manager on

the valuation Day or in accordance with the instructions prescribed from time to

time by the Fund Manager.

Minimum permissible holding after partial redemption is N5,000.00 or such balance

as advised by the Manager from time to time. The Fund will make redemption

payments within five (5) Business Days of receipt of the redemption Notice. No

additional charges will be made on redemption. However, units redeemed before

the expiration of Minimum Investment Period (30days) will attract a handling fee

charge of 0.5% of the income accrued on such investment.

STATUS The Units being offered for subscription shall rank pari-passu in all respects with

other future Units to be issued in the Fund.

ELIGIBILITY OF SECURITIES High quality money market instruments, unsubordinated short term debt securities

such as Bankers’ Acceptances, Commercial Papers, Deposits (Fixed/Tenured) with

eligible financial institutions and other instruments introduced and approved by the

CBN from time to time and as permissible under SEC Rules. These eligible

securities will have received an investment grade rating from a SEC-registered

rating agency.



STATEMENT OF INCOME PROJECTION

FOR THE YEARS ENDING DECEMBER 31, 2016, 2017 & 2018

6 months 12 months 12 months

Notes 2016 2017 2018

Income

Federal Government securities

2

31,819

64,870 81,088

Tenure deposit

2

26,977

55,287 69,109

Other money market instrument

2

28,015

57,499 71,873

Gross Income

86,811

177,656 222,071

Operating Expenses:

Issue Cost

11,410

11,410

Management fees 5

6,917

14,743 18,429

Other operating expenses 6

5,965

8,477 10,597

24,292

23,221 29,026

Profit for the year

62,519

154,436 193,045

Other comprehensive income

-

- -

Total comprehensive income for the year

62,519

154,436 193,045

Dividend

(62,519)

(154,436) (193,045)

-

-

-

11,886

14,743 18,429

Forecast earnings (N) per units of N100

5.26

10.48 10.48

Forecast Return on Investment (%) 5% 10% 10%

OVERSUBSCRIPTION In the event of oversubscription, additional units will be registered with SEC and

allotted to Subscribers subject to the approval of the Commission and registration

of the additional units

INVESTMENT RISKS The risks associated with an investment in the Fund are set out in the section titled

“Risks of investing in the Fund” on pages 11 to 12 of the Prospectus.

SELLING RESTRICTIONS Under no circumstances shall this Prospectus constitute an offer to sell or the

solicitation of an offer to buy or shall there be any sale of these Units in any

jurisdiction in which such offer, solicitation or sale would be unlawful.

GOVERNING LAW The Offer Documents will be governed by and construed in accordance with the

laws of the Federal Republic of Nigeria.

Page | 6


DIRECTORS OF THE FUND MANAGER AND OTHER CORPORATE INFORMATION

CHAIRMAN

EMEKA NDU

70 Norman Williams Street,

Off Keffi Street,

Ikoyi, Lagos State,

Nigeria

GROUP MANAGING DIRECTOR WALE AGBEYANGI

70 Norman Williams Street

Off Keffi Street,

Ikoyi, Lagos State,

Nigeria

DIRECTOR LAYI OLALERU

70 Norman Williams Street

Off Keffi Street,

Ikoyi, Lagos State,

Nigeria

CORPORATE DIRECTORY OF THE FUND MANAGER Cordros Asset Management

70 Norman Williams Street,

Off Keffi Street,

Ikoyi, Lagos State,

Nigeria

Email: [email protected]

Website: www.cordros.com

COMPANY SECRETARY MBANUGO UDENZE & CO.

13, Okesuna Street (2nd Floor)

Obalende,

Lagos Island,

Nigeria

PRINCIPAL OFFICERS OF THE FUND MANAGER Layi Olaleru (Managing Director)

Olafisayo Ogunbiyi-Badaru (Head Asset Management)

Adegbolahan Aina (Portfolio Manager)

Christian Orajekwe (Head Research & Strategy Department)

Tunde Bamidele (Risk Management)

Nkechi Ofoegbu (Compliance)

MEMBERS OF THE FUND INVESTMENT

COMMITTEE

Olafisayo Ogunbiyi-Badaru, (Cordros Asset Mangement)

Adegbolahan Aina. (Cordros Asset Mangement)

Wale Agbeyangi (Cordros Asset Management)

Olu Odugbemi (Independent member)

Fatah Oluwaseun Kadiri (Representative of STL Trustee).

FINANCIAL STATEMENTS The Audited Financial Statements of the Fund Manager are

provided on page 22 of this document.

www.cordros.com

Page | 7


PROFESSIONAL PARTIES TO THE OFFER

ISSUING HOUSE Vetiva Capital Management Limited

Plot 266B, Kofo Abayomi Street

Victoria Island

Lagos State

TRUSTEE TO THE FUND STL Trustees Limited

Skye Bank Building (3rd Floor)

30 Marina,

Lagos

CUSTODIAN TO THE FUND United Bank for Africa PLC (Global Investor Services)

12th Floor, UBA House

57, Marina

Lagos State

SOLICITORS TO THE TRUSTEE Babalakin & Co

43A, Afribank Street

9th - 12th Floors

Victoria Island

Lagos

REPORTING ACCOUNTANTS TAC Professional services

15th Floor, Penthouse,

Eleganza House,

15B, Joseph Street, Marina,

Lagos

01 794 3046

RECEIVING BANKS Access Bank Plc

Plot 999c,

Danmole Street,

Off Adeola Odeku/Idejo Street,

Victoria Island,

Lagos, Nigeria.

RATING AGENCY Agusto & Co

UBA House (5th Floor),

57 Marina,

Lagos - Island, Lagos

Nigeria.

REGISTRAR Africa Prudential Registrars

220 Ikorodu Rd,

Palmgove bus stop

Lagos

Nigeria.

Page | 8


PARTICULARS OF THE FUND

A BRIEF ON THE FUND

The Cordros Money Market Fund is an open ended fund authorized and registered in Nigeria as a Unit Trust Scheme

under Section 160 of the Investment and Securities Act. The Fund is governed by a Trust deed with STL Trustees

Limited as Trustees to the Fund. 10,000,000 Units are being offered for subscription at the launch of the Fund at

N100 per unit of the Fund.

The Fund is structured as an open-ended fund, and thus the Units will be continuously offered to investors and the

Fund Manager will be ready to redeem the Units at all times throughout the duration of the Trust constituting the

Fund. The Fund will invest in government securities, fixed deposit, commercial paper, banker’s acceptance and other

highly liquid and low-risk securities with a maturity not greater than 365 days.

PROSPECT OF THE FUND

The Cordros Money Market Fund offers investors the opportunity to preserve their capital and earn returns from

investments in short term money market securities such as treasury bills, commercial papers, banker’s acceptance,

certificate of deposits and other eligible money market instruments with financial institutions in Nigeria recognized

by the Securities & Exchange Commission.

INVESTMENT OBJECTIVE AND POLICY

The Fund seeks to provide safety, liquidity, diversification and competitive return. The Fund will invest in high

quality short term money market securities, unsubordinated short term debt securities such as Bankers’ Acceptances,

Certificated of Deposits, Commercial Papers, Collaterised Repurchase Agreements, Deposits (Fixed/Tenored) with

eligible financial institutions, and other instrument introduced and approved by the Central Bank of Nigeria (CBN)

from time to time as permissible under SEC Rule 470. These eligible securities must have received an investment

grade rating from a SEC-registered agency.

ASSET ALLOCATION

The Fund shall invest a maximum of 100% in quality money market instruments with a minimum tenor of 30 days

and a maximum tenor of 365 days; a minimum of 25% in short term debt instruments of the Nigerian government; a

minimum of 10% of the Fund’s asset in Fixed or Tenured instruments; and a minimum of 10% in other money market

securities.

*Other money market instrument includes unsubordinated short term debt securities such as Bankers’ Acceptances and Commercial Papers

of companies, other Money Market Funds and other instruments introduced and approved by the Central Bank of Nigeria from time to time

and as permissible under Securities and Exchange Commission Rules & Regulations

INVESTMENT STRATEGY

The fund’s strategy is tailored to positively perform in all market conditions generating consistent returns. The Fund

will invest only in eligible securities including high quality money market instruments, unsubordinated short term

debt securities such as Bankers Acceptances, Commercial Papers, Deposits (Fixed/Tenured) with eligible financial

institutions and other instruments introduced and approved by the CBN from time to time and as permissible under

SEC Rules.

Investment decisions will be based on in-depth research analysis, thorough due diligence and continuous assessment

of specific investments that offer the best prospects in the short term.

Specifically, the Fund Manager will adopt the following investment strategy:

Proposed Asset Class Asset Allocation Range (%) Target Weighting (%)

Deposits (Fixed/Tenured) 10% - 60% 30%

Short Term Government Securities 25% - 80% 40%

Other Money Market Instruments* 10% - 65% 30%



Security selection – The fund manager will analyse each asset class to determine the securities that will be

included in the fund. Certain factors such as credit rating of issuer, rating on instrument, competitiveness of

rate and tenor of instrument would be considered in selecting the securities.

Asset Allocation - The asset allocation strategy for the Fund has been determined by the Fund Manager to

balance the risk versus reward objectives and to ensure the fund achieves its goals within the investment

horizon. In the event of extreme market conditions and market volatility, where the Fund Manager deems it

necessary to revise the asset allocation bands in order to protect the value of the Fund for the benefit of Unit-

holders, the fund manager shall comply with the provisions of the trust deed before effecting any modification

or alteration on the asset allocation provision.

TARGET INVESTORS

The Cordros Money Market Fund will be an attractive option for Retail investors, High net-worth individuals and

institutions (firms, societies, religious bodies, employee schemes amongst several others). In view of the fund’s

competitive return, it is particularly suitable for investors who seek:

A short to medium term investment horizon;

Safety and preservation of capital;

liquidity and regular stream of income as the fund is structured to pay dividend on a quarterly basis;

INVESTMENT INCENTIVES

The Fund will utilise the market bargaining power obtained from pooling of funds to enable investors enjoy

competitive returns at minimal risk. The fund will also give investors access to liquidity, diversification, tax incentives

and professional portfolio management.

INVESTMENT DISCRETION

The Fund Manager will exercise its discretion on investment of the Fund pursuant to the Trust Deed, policies instituted

by the Investment Committee and in accordance with the Investment and Securities Act 2007 and Rules and

Regulations of the SEC as prescribed from time to time. Within these bounds, the Fund Manager will be responsible

for all the decisions as to the investment strategies, assets, size and timing of the investment the Fund seeks to make.

INVESTMENT GUIDELINES AND RESTRICTIONS

The fund manager shall adhere strictly to the investment objective of the Fund by investing only in such instruments

that are permissible in accordance with SEC Rule 470, as stated in the trust deed and approved by the commission.

The following restrictions will however, apply:

Investments shall not be made for the purpose of exercising control over the management or operating

policies of issuers of securities held.

The Fund may not make loans except that it may buy and hold qualifying debt instruments in accordance

with its mandate.

SUBSCRIPTION TO THE FUND

Investors can subscribe to Units of the Funds after the offering period from the Fund Manager or any of its designated

agents/representatives or through any medium that may be approved and provided by the Fund Manager from time to

time. Payment for Units of the Fund can be made by a personal or manager’s cheque or via a wire transfer

made in accordance with instructions on the Form



INVESTMENT THRESHOLD

The initial minimum investment will be 100 units of the Fund and additional units will be issued in multiples of 50

units and payable in full upon subscription.

MEETING OF UNIT HOLDERS AND VOTING RIGHTS

As the need arises or at the request in writing of Unit-holders holding not less than 25% in value of the Units for the

time being outstanding (other than Units of which the Fund Manager is beneficial owner), the Fund Manager shall

call a General Meeting of the Unit-holders with the consent of the Trustee. Any resolution put to vote shall be decided

on a show of hands. Each Unit-holder shall have one vote. Where a Poll is demanded, each Unit-holder shall have one

vote for every unit held.

INCOME AND DISTRIBUTION

The Manager intends to distribute income (less expense) as dividend to Unit-Holders on quarterly basis.

DISTRIBUTION OPTIONS AND PAYMENT

The following Distribution options are available to Unit-holders:

Reinvestment Option: Under this option, distributions are to be automatically reinvested in additional Units

of the Fund at the Offer Price on the day of distribution.

Cash Option: Distributions are paid only via electronic transfer to Unit-holder’s account.

TAX CONSIDERATIONS

Distributions of dividends to unitholders shall be tax exempt. Also any capital gains derived by the unitholders from

the redemption of units in the Fund shall be tax exempt. Foreign investors should contact their respective tax

authorities for the tax treatment of income earned in Nigeria.

Please note that taxation-related issues are subject to changes in legislation. Investors are therefore advised to seek

tax advice regarding an investment in the Fund from their professional tax advisers.

CERTIFICATE

Every unit holder shall be entitled to a Certificate, which shall be evidence of their title to the number of units specified

on such documents. Joint unit holders shall be entitled to one certificate in respect of the units held jointly by them

which shall be delivered to the joint holder whose name first appears on the Register.

REDEMPTION OF UNITS

Investors shall have the right to redeem all or part of the Units held by them on any Business Day, provided redemption

documents are received in accordance with the instructions specified by the Fund Manager from time to time.

Redemption will be paid within 5 working days following the receipt of the redemption notice by the fund manager.

Minimum permissible holding after redemption is 100units or such balance as advised by the Manager from time to

time. No additional charges will be required on redemption. However, units redeemed before the expiration of the

minimum investment period (30 Days) will attract a processing fee of 0.5% of income accrued on such investment.

TRANSFER AND TRANSMISSION OF UNITS

Every Unit-holder shall be entitled to transfer the Units or any Units held by him through the Fund Manager in

accordance with the provisions of the Trust Deed. The Fund Manager will not transfer or redeem units without the

submission of a Fund Certificate relating to such units, which must be surrendered before any transfer or redemption

whether for the whole or any part thereof can be processed.



VALUATION OF UNITS OF THE FUND

The NAV of the Fund shall be determine on the basis of amortized cost method in line with the rules of SEC. The

cost is the price the Fund pays for an instrument or security adjusted for accrual of discount and amortization of

premium.

FEES, CHARGES & EXPENSES OF THE FUND

RISK FACTORS

Although the risk profile on this fund is low, the Fund Manager cannot guarantee the probability of not incurring

unforeseen financial losses as all investments are subject to a certain degree of risk. The fund manager will adopt

prudent investment guideline and will ensure that a robust risk management framework is integrated into every aspect

of the Fund’s investment process. The under listed are the principal risk factors that the Fund Manager envisages

would affect the Fund’s investments:

Default Risk: This is the risk that a borrower/issuer of fixed income securities in which the Fund Manager

may invest will be unable to make payment or interest as at when due;

Income Risk: The market value of the Fund would vary from day to day due to changes in interest rates. A

rise in interest rates would cause the market value of the Fund to decrease while a fall in interest rates would

increase the market value of the Fund;

Money Market Fund Risk: Although the Fund seeks to maintain the value of your investment at N100.00 per

unit, there is no assurance that it will be able to do so, and it is possible to lose money by investing in the

Fund;

Reinvestment Risk: This is the risk that future money market investments might be at a lower interest rate in

comparison to the prevailing rate or that there may be no viable investment opportunity to re-invest in. This

is possible in a declining interest rate environment due to the short term maturity of the investible assets;

Foreign Currency Risk: Foreign Investors who subscribe to the Fund are not immune to adverse changes in

exchange control regulation, exchange rate variations, political instability, statutory and other government

regulations, as the Fund’s assets are denominated in the Nigerian local currency.

Inflation Risk: This is the risk that an increase in price levels will undermine the purchasing power of the

Fund’s value of investment and returns.

Offer Expenses: Offer Expenses: All charges and fees (including VAT where relevant) for

establishing the Fund, including regulatory fees payable to the SEC, professional

fees to transaction parties, brokerage commission and administrative expenses

amounting to and estimated at N22,807,500.00

(Twenty Two Million, Eight Hundred and Seven Thousand and Five Hundred

Naira only) representing 2.28% of the offer size shall be borne by the Fund. These

costs shall be defrayed from the offer proceeds.

Management Fee: Management Fee: An annual management fee of 1% of the NAV of the Fund shall

be paid to the Fund Manager. This fee will be paid semi-annually in arrears and

represents the remuneration due to the Fund Manager for the management and

advisory roles involved in the day-to-day management of the Fund.

Operating Expenses: Operating expenses: All operating expenses including charges and expenses

incurred in connection with the management of the Fund plus annual fees payable

to the Trustee, Auditors, Custodian and Rating Agency shall not exceed 5% of the

NAV of the Fund.



RISK MANAGEMENT STRATEGY

The fund manager will adopt a robust risk management framework and will ensure that the risk factors mentioned

above are monitored on a regular basis in order to minimize their potential effect on the fund’s value. The under-listed

elements of the Risk Management Framework shall be put in place by the Fund Manager:

The Fund Manager shall from time to time stress test the portfolio using various simulation scenarios to show

any potential risk that could impact the Fund. The result of the test shall be reported to the investment

committee

In accordance to SEC rule 472 on portfolio maturity for money market investments, the Fund Manager shall

ensure that the weighted average maturity of the Fund shall not exceed 90 days. This will limit the impact

that changes in market rates have on the money market instruments.

The Fund Manager shall ensure that the Fund’s assets are adequately diversified among the approved issuers

and money market instruments. The credit ratings of approved Issuers will also be monitored on an ongoing

basis.

The Fund Manager shall also Stress Test the portfolio on a regular basis by simulating various scenarios of

the potential impact of the principal risk factors on the Fund. The result of such stress testing shall be reported

to the investment committee of the Fund.

Page | 13


FINANCIAL PROJECTIONS

LETTER FROM THE REPORTING ACCOUNTANTS

The following is a copy of the letter on the Profit Forecast by TAC Professional Services, the Reporting Accountants

to the Offer:



MEMORANDUM ON THE PROFIT FORECAST

The Fund Manager has projected the profit for the six months period ending 2016 and the years ending 31 December

2017 and 2018 respectively and is of the opinion that subject to unforeseen circumstances and based on assumptions

stated below, the profits before distribution of money market fund for the six months period ending 31 December

2016 and the years ending 31 December 2017 and 2018 will be in the order of ₦101.7M, ₦157.4M and ₦196.7M

respectively.

UNDERLYING ASSUMPTIONS FOR THE PROFIT FORECAST

1. Introduction

This memorandum has been prepared to summarize and outline the information available to the Fund

Manager and their basic assumptions at the time of preparing the financial forecasts for the six months

period ending 2016 and the years ending 31 December 2017 and 2018 respectively.

2. Forecast

The fund manager is of the opinion that subject to unforeseen circumstances, the profit before distribution

for the six months period ending 2016 and the years ending 31 December 2017 and 2018 will be in order of

₦101,7M, ₦157.4M and ₦196.7M respectively.

3. Bases and Assumptions

The prospective financial information has been arrived at on the following bases and assumptions:

3.1 Bases

The financial forecasts for the years ending 31 December 2016, 2017 and 2018 have been prepared on

the assumption that the money market fund will continue to operate on a basis consistent with the

accounting policies normally adopted by the Fund Manager and in line with International Financial

Reporting Standards (IFRS) as issued by IASB and adopted by Financial Reporting Council of Nigeria

(FRCN) and are presented in the reporting currency, Nigerian Naira (N) rounded to the nearest

thousand.

3.2 Assumptions

The following underlying assumptions have been used for the financial forecasts:

Based on the projected level of operations, the Profit before distribution for the six months period

ending 2016 and the Two years ending 31 December 2017 and 2018 will be approximately

N101.7m, N157.4m and N196.7m respectively.

The fund is expected to take off in June 2016 with a size of N1billion. A management fee of 1% is

to be charged per annum for each financial year.

The 10,000,000 units of N100 each of the Funds will be fully subscribed within the initial

subscription period under the terms and conditions of the offer.

Additional units of the Fund will be issued to new/existing investors in 2016, 2017 & 2018. The

additional investments are estimated at 20% of the Net Asset Value in the first 6 months and 25%

and 25% for year two and three respectively.

The proposed structure and asset allocation of the investments by the Fund is as follows;

Short Term Government Securities 40%

Tenured deposit 30%

Other money market instruments 30%

Income from the Fund’s Investments is estimated to be as follows;

Income on federal government securities is estimated @ 11.50%, 11% and 11% per annum for

the years ending 31 December 2016, 2017 and 2018 respectively.

Income on Tenured deposit is estimated @ 13.00%, 12.5% and 12.50% respectively for 2016, 2017 and 2018.



Income on Other money market instruments is estimated @ 13.50% 13% and 13% respectively

for 2016, 2017 and 2018.

All the net income of the Fund will be distributed quarterly as dividend during the six months

period ending 2016 and Two (2) years ending 31 December 2017 and 2018.

Offer expenses: These include costs, charges and expenses of, and incidental to, establishing the

Fund. Issue costs initially are estimated @ 2.28% of gross proceeds.

All charges and fees (including VAT where relevant) for establishing the Fund, including regulatory

fees payables to the SEC, professional fees to transaction parties, brokerage commission and

administrative expenses amounting to and estimated at N22,820,000 (Twenty Two Million, Eight

Hundred and Twenty Thousand Naira Only) representing 2.28% of the Offer size shall be paid off

within the first financial year end of the fund. Other operating expenses including all administrative,

custodian, registrar and other related expenses have been estimated at 0.58% of Net Asset Value for

the six months period ending 2016 and the years ending 31 December 2017 and 2018 respectively.

STATEMENT OF ACCOUNTING POLICIES

A summary of the principal accounting policies of the Fund Manager, which have been applied in the preparation of

these financial projections for the Fund is set out below:

1. Basis of accounting

a. Statement of compliance

The prospective financial information are prepared in compliance with International Financial Reporting

Standards (IFRS) as issued by International Accounting Standards Board (IASB) and adopted by Financial

Reporting Council of Nigeria (FRCN).

b. Basis of measurement.

The prospective financial information has been prepared on historical basis.

c. Functional and reporting currency

This prospective financial information is presented in the Fund’s functional reporting currency, Nigeria Naira

(N). All financial information presented is rounded to the nearest thousand.

d. Use of estimates and judgments

The preparation of the prospective financial information in conformity with IFRSs requires management to

make judgments, estimates and assumptions that affect the application of accounting policies and the reported

amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Estimates and underlying assumptions are reviewed on a going concern basis. Revisions to accounting

estimates are recognized in the period in which the estimates are revised and in any future periods affected.

2. Income recognition

Interest Income

Interest income and expense are recognized in profit or loss, using the effective interest method.

The effective interest rate is the rate that exactly discounts the estimated future cash payments and receipts

through the expected life of the financial instruments (or, when appropriate, a shorter period) to the carrying

amount of the financial instrument. When calculating the effective interest rate, the Fund estimates future

cash flows considering all contractual terms of the financial instrument, but not future credit losses. Interest

received or receivable and interest paid or payable are recognized in profit or loss as interest income and

interest expense respectively



3. Dividend expense

Distribution to unit holders are estimated at 100% of the Net Income of the Fund in any year and Interest

income distributable to unit holders will be on quarterly basis.

4. Cash and cash equivalents

These include fund’s deposits with banks in Nigeria and cash in hand at the end of each reporting date.

5. Government securities and other money market securities

These instruments are designated as financial instrument and are accounted for in line with the provision of

IFRS 9 as financial assets at fair value.

6. Tenured deposit

Tenured deposits with banks are classified as financial assets at fair value in accordance with IFRS 9. Tenured

deposits are non-derivative financial assets with fixed payments.

Recognition

All financial assets and liabilities are initially recognized when and only when the Fund becomes a party to

the contractual provisions of the instrument. Purchases or sales of financial assets that require delivery of

assets within the time frame generally established by regulation or convention in the market place are

recognized on the settlement date, i.e. the date that the assets are delivered to the Fund.

Subsequent measurement

Financial assets and liabilities are recognized at fair value. Loans and receivables are carried at amortized

cost using the effective interest method less any allowance for impairment. Gains and losses are recognized

in profit or loss when the loans and receivables are derecognized or impaired, as well as through the

amortization process. Interest earned on such instruments is recorded in “Interest income” in the statement

of comprehensive income.

Initial measurement

Financial assets and liabilities are measured initially at their fair value plus any directly attributable

incremental costs of acquisition.

The effective interest method is a method of calculating the amortized cost of a financial asset or a financial

liability and of allocating the interest income or interest expense over the relevant period. The effective

interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected

life of the financial instrument, or when appropriate, a shorter period to the carrying amount of the financial

asset or financial liability.

When calculating the effective interest rate, the Fund estimates cash flows considering all contractual terms

of the financial instruments, but does not consider future credit losses. The calculation includes all fees paid

or received between parties to the contract that are an integral part of the effective interest rate, transaction

costs and all other premium or discounts.

Derecognition

A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets)

is derecognized when:

The right to receive cash flows from the asset have expired; or

The Fund has transferred its rights to receive cash flows from the asset or has assumed an obligation

to pay the received cash flows in full without material delay to a third party under a ‘pass-through’

arrangement; and

Either:

a. The Fund has transferred substantially all the risks and rewards of the asset, or

b. The Fund has neither transferred nor retained substantially all the risks and rewards of the asset,

but has transferred control of the asset.



When the Fund has transferred its rights to receive cash flows from an asset or has entered into a pass-through

arrangement, and has neither transferred nor retained substantially all of the risks and rewards of the asset

nor transferred control of the asset, the asset is recognized to the extent of the Fund’s continuing involvement

in the asset. In that case, the Fund also recognizes an associated liability. The transferred asset and the

associated liability are measured on a basis that reflects rights and obligations that the Fund has retained.

A financial liability is derecognized when the obligation under the liability is discharged or cancelled or

expired.

Impairment of financial assets

The Fund assesses at each reporting date whether a financial asset or a group of financial assets classified as

loans and receivables is impaired. A financial asset or group of financial assets is deemed to be impaired, if

and only if there is objective evidence of impairment as a result of one or more events that have occurred

after initial recognition of the asset (an incurred “loss event”) and that loss event has an impact on the

estimated future cash flows of the financial asset or group of financial assets that can be reliably measured.

Evidence of impairment may include indications that the debtor or a group of debtors is experiencing

significant financial difficulty, the probability that they will enter bankruptcy or other financial

reorganization, default or delinquency in interest or principal payments and where observable data indicates

that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic

conditions that correlate with defaults.

If, there is objective evidence that an impairment loss has been incurred, the amount of loss is measured as

the difference between the asset’s carrying amount and the present value of estimated future cash flows

(excluding future expected credit losses that have not yet been incurred) discounted using the assets original

effective interest rate. The carrying amount of the asset is reduced through the use of an allowance account

and the amount of the loss is recognized in profit or loss as a “credit loss expense”.

Impaired debts, together with the associated allowance, are written off when there is no realistic prospect of

future recovery and all collateral has been realized or has been transferred to the Fund. If, in a subsequent

period, the amount of the estimated impairment loss increases or decreases because of an event occurring

after the impairment was recognized, the previously recognized impairment loss is increased or reduced by

adjusting the allowance account. If a recognized impairment loss is increased or reduced by adjusting the

allowance account. If a previous write-off is later recovered, the recovery is credited to the “credit loss

expense”.

Interest revenue on impaired financial assets is recognized using the rate of interest used to discount the future

cash flows for the purpose of measuring the impairment loss .

Offsetting financial instruments

Financial assets and financial liabilities are offset and the net amount reported in the statement of financial

position if, and only if, there is a currently enforceable legal right to offset the recognized amounts and there

is an intention to settle on a net basis, or to realize the asset and settle the liability simultaneously.

7. Taxation

Income from discounted money market instruments are tax free and such incomes are not subjected

to any form of tax. However, the income generated by the fund is subject to tax, which is payable

on the applicable tax rate.



STATEMENT OF INCOME PROJECTION



Notes 2016 2017 2018

Income


2

31,819

64,870

81,088

Tenure deposit

2

26,977

55,287

69,109


2

28,015

57,499

71,873

Gross Income

86,811

177,656

222,071

Operating Expenses:

Issue Cost

11,410

11,410

Management fees 5

6,917

14,743

18,429

Other operating expenses 6

5,965

8,477

10,597

24,292

23,221

29,026

Profit for the year

62,519

154,436

193,045

Other comprehensive income

-

- -

Total comprehensive income for the year

62,519

154,436

193,045

Dividend

(62,519)

(154,436)

(193,045)

-

-

-

11,886

14,743

18,429

Forecast earnings (N) per units of N100

5.26

10.48

10.48

Forecast Return on Investment (%) 5% 10% 10%

STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2016, 2017 AND 2018

STATEMENT OF FINANCIAL POSITION


Statement of Financial Position 6 months 12 months 12 months

Notes 2016 2017 2018

Current Assets



Cash & Cash equivalent 3

31,259

38,609 48,261

Money Market Securities 4

1,188,590

1,474,328 1,842,909

1,219,849

1,512,936 1,891,171

Current Liabilities

Interest Payable 7

31,259

38,609

48,261

Net Asset

1,188,590

1,474,328 1,842,909

Financed by:

Unit holders account 8

1,188,590

1,474,328 1,842,909

1,188,590

1,474,328 1,842,909

STATEMENT OF CASH FLOW AS AT 31 DECEMBER 2016, 2017 AND 2018

STATEMENT OF CASH FLOWS



2016 2017 2018

Cash flows from operating activities

Federal Government securities 31,819 64,870 81,088

Tenure deposit 26,977 55,287 69,109

Other money market instrument 28,015 57,499 71,873

Management fees (6,917) (14,743) (18,429)

Other operating expenses (5,965) (8,477) (10,597)

73,929 154,436 193,045

Cash flows from investing activities

Purchase of money market instruments (1,188,590) (285,738) (368,582)

Net cash used in investing activities (1,188,590) (285,738) (368,582)

Cash flows from financing activities

Proceeds from issue 1,188,590 297,148 368,582

Issue costs (11,410) (11,410)

Distributions (31,259) (147,086) (183,393)

Net cash used in financing activities 1,145,921 138,651 185,189

Net increase in cash and cash equivalents 31,259 7,350 9,652

Opening cash and cash equivalents - 31,259 38,609

Closing cash and cash equivalents 31,259 38,609 48,261

0.00

0.00

0.00



NOTES TO THE PROFIT FORECAST

1. The Fund

Reporting Entity, Cordros Money Market Fund (the ‘Fund’) is a Fund domiciled in Nigeria.

The Fund is an open-ended investment fund primarily involved in investing in a diversified portfolio of

money market instruments with the objective of providing unit holders with competitive returns while

safeguarding original investment.

The investment activities of the Fund are managed by Cordros Asset Management (“The Company”) is a

subsidiary of Cordros Capital Limited currently registered by the Nigerian Securities & Exchange

Commission to carry out portfolio/fund management services.

The projected financial statements have been prepared in accordance with the International Financial Reporting

Standards (IFRS) issued by the International Accounting Standards Board (IASB) and adopted by Financial

Reporting Council of Nigeria.

2. Revenue 2016 2017 2018 N'000 N'000 N'000 11.50% 11.00% 11.00%


31,819

64,870

81,088

Targeted volume

475,436

589,731

737,164 13.00% 12.50% 12.50%

Tenure deposit

26,977

55,287

69,109

Targeted volume

356,577

442,298

552,873 13.50% 13.00% 13.00%


28,015

57,499

71,873

Targeted volume

356,577

442,298

552,873

86,811

177,656

222,071

3. Cash and Cash Equivalents

The balance in this account represents cash available for distribution to unit holders at the balance sheet date.

4. Money Market Securities

2016 2017 2018

N'000 N'000 N'000

Balance at the beginning 1,000,000.00 1,188,590.00 1,474,327.50

Cash balance available for investment

Issue cost

(11,410.00) (11,410.00)

additions during the yr 200,000 297,148 368,582



Balance at the end of year

1,188,590

1,474,328

1,842,909

5 Investment Management Fees

2016 2017 2018

Net asset value before distribution

1,188,590

1,474,328 1,842,909

Investment management fees

6,917

14,743 18,429

6. Other Operating Expenses

Other operational expenses are made up of Trustees fees, solicitor’s fees, custodian fees, auditors’ fees,

registrar fee and other administrative charges. This is estimated at 0.49% of the Net Assets Value.

7. Interest payable

Interest payable is the interest distributable to unit holders in the fund. Interest income distributable to unit

holders will be on quarterly basis.

The balance in interest payable account is the interest accrued at balance sheet date and becomes payable at the

beginning of the following quarter.

8. Unit holder's account 2016 2017 2018

N'000 N'000 N'000

Balance at the beginning 1,000,000.00 1,200,000.00 1,497,147.50

Additions during the year 200,000.00 297,147.50 368,581.88

Net asset value end of year 1,200,000 1,497,148 1,865,729

Page | 22


FINANCIAL STATEMENT OF THE FUND MANAGER

MANAGEMENT ACCOUNTS

BALANCE SHEET AS AT 31 DEC. 2015 Dec-15

ASSETS

Fixed Assets 10,675,749.34

Cash & Bank Balances 294,925,680.84

Other Assets 1,819,715.92

Deferred Asset 669,267.00

Total Assets 308,090,413.10

LIABILITIES

Other liabilities 19,260,618.09

Total Liabilities 19,260,618.09

CAPITAL

Share Capital 150,000,000.00

Retained Profit 138,829,795.00

Share Holder's Fund 288,829,795.00

Total Liabilities and Equity 308,090,413.09

FINANCIAL STATEMENT AS AT 31ST DECEMBER 2014

Assets

Cash and bank balances 119,943,483

Available for sale investments 27,000,000

Other receivables 1,492,654

Property and equipment 4,116,354

Total assets 152,552,491

Liabilities

Other liabilities 1,000,000

Tax payable 502,591

Deferred Taxation 669,267

Total Liabilities 2,171,858

Equity

Ordinary shares 150,000,000

Retained earnings 380,633

Total equity 150,380,633

Total Liabilities and equity 152,552,491

Profit Before Tax 1,552,491

Taxation (1,171,858)

Profit After Tax 380,633

Earnings per share (kobo) – basic 0.25

PROFILE OF FUND MANAGER & TRUSTEE


BRIEF PROFILE OF THE FUND MANAGER

Cordros Asset Management Limited ('CAML') was incorporated in the year 2012 and began operations in 2014.

CAML is a subsidiary of Cordros Capital Limited licensed by the Securities & Exchange Commission as a

fund/portfolio management company. CAML has an authorised and fully paid up share capital of N150 million.

CAML is committed to creating value for its diverse clientele base and ensuring their investment objectives are

achieved within the agreed parameters. CAML understands the portfolio structure that should be adopted and the role

of the Asset Manager in achieving the investor’s overall investment objectives. At CAML, customer’s satisfaction is

at the heart of all we do and we ensure our client’s portfolios are managed using a robust and well-defined risk

management strategy. Cordros Asset Management offers services in Portfolio Management, Wealth Management and

Mutual funds.

Investment Philosophy

We practice a disciplined value investment approach. We use both quantitative and qualitative research in arriving at

our investment decision. Each of our client’s investment portfolio is tailored to suit their individual risk tolerance,

time horizon and investment objective. We focus on creating a balance between growth, capital preservation and

investment income. At Cordros Asset Management, we understand that assets classes perform differently and we

carefully take this into consideration when formulating the asset allocation strategy..

Cordros Asset Management offers different products/services to individuals, institutions & public clients

DIRECTORS OF THE FUND MANAGER

Emeka Ndu (Chairman)

Wale Agbeyangi (Group Managing Director)

Layi Olaleru (Director)

PRINCIPAL OFFICERS OF THE FUND MANAGER

Fisayo Ogunbiyi-Badaru (Head, Asset Management)

Gbolahan Aina (Portfolio Manager)

Nkechi Ofoegbu (Legal & Compliance)

Orajekwe Christian Ndubueze (Head , Research and Strategy Department)

Tunde Bamidele (Risk management)

PROFILE OF FUND MANAGER & TRUSTEE


BRIEF PROFILE OF THE TRUSTEE

STL TRUSTEES LIMITED (STL) was incorporated in 1991 as EIB Trustees Limited, and later changed to Skye

Trustees following the merger of its former parent company (EIB International Bank) and 5 other Banks in 2005. It is

registered by the Securities and Exchange Commission and duly licensed to carry out the dual functions of Trusteeship

and Funds/Portfolio Management. Managed by a Team of highly skilled personnel in all relevant areas to its functions,

STL Trustees has over the past two decades built an outstanding Track Record and Pedigree and is currently one of

the dominant players within the trusteeship industry in Nigeria with a business size in excess of N2 Trillion.

STL occupies a critical and independent role in many corporate finance, investment banking and asset management

transactions. As part of our Corporate Trust service, we render Trusteeship services to Issuers of debt instruments such

as the Federal/State Governments, Government Parastatals and corporate entities.

Other core areas of our business include Trusteeship of Mutual Funds, Debenture Trust Issues under Consortium

Finance/Loan Syndication, Project Finance and Structured Finance; Fund/ Portfolio Management, Real Estate Trust,

Custodial Services, Nominee Services, Company Secretarial Services, Special Purpose Vehicle Trust as well as

Private Trust/ Estate Planning.

STL Trustees is overseen by a Board of Trustees consisting of seasoned professional of impeccable character and who

have established themselves in their various areas of professional endeavours.

DIRECTORS OF THE TRUSTEE

The Board of STL Trustees consist of the following persons

1. Olawale A. Edun- Chairman

2. Kayode Falomo- Director

3. Afolabi Caxton-Martins-Director

4. Mrs Connie Ogundare-Director

5. Mrs Chioma Okee-Aguguo-Director

6. Mrs Funmilayo T. Ekundayo-Managing Director

PRINCIPAL OFFICERS OF THE TRUSTEES

Akinwumi Oni (Head, Trust Services/Legal)

Nimi Animashaun (Head, Marketing and Business Development)

Oko U. Mba (Head, Accounts & Operations)

FUND INVESTMENT COMMITTEE

The Investment Committee will advise and guide the Fund Manager on its investment strategies and policies in order

to ensure that its activities conform with the Fund’s established investment objectives and in the overall interests of

the Unit-Holders. In addition, the Investment Committee will pay special regard to the SEC guidelines regarding

restriction on investments as prescribed from time to time. The Investment Committee will also review the portfolio

periodically in order to assess liquidity positions and evaluate the risk parameters and will, from time to time, rebalance

the portfolio.

The membership of the Investment Committee is as follows:

S/NO. MEMBERS

1. Olafisayo Ogunbiyi-Badaru

2. Adegbolahan Aina

3. Wale Agbeyangi

4. Fatah Oluwaseun Kadiri (Representative of the Trustee)

5. Olu Odugbemi – Independent member

Page | 25


STATUTORY AND GENERAL INFORMATION

AUTHORISATION

The establishment of the Fund and the issuance of the Units pursuant to the Offer for Subscription are duly

and properly authorised by a resolution passed on Monday, 23rd March 2015, by the Board of Directors of

the Fund Manager.

The Fund is also authorised and registered in Nigeria as a Collective Investment Scheme by the SEC in

accordance with Section 160 of the ISA.

Claims & Litigation

As at the date of this circular, the company is not involved in any litigation. The solicitor to the company is not aware

of any pending claim or litigation against Cordros Asset Management Limited which may be material to the offering.

MATERIAL CONTRACTS

The following agreements have been entered into and are considered material to this Offer:

1. A Trust Deed dated 11th July, 2016 between Cordros Asset Management Limited and Skye Trustees Limited

under which the Fund was constituted.

2. A Vending Agreement dated 11th July, 2016 between Cordros Asset Management Limited and Vetiva Fund

Managers Limited under the terms of which Vetiva Fund Managers Limited has agreed to offer 10,000,000

Units of N100 each in Cordros Money Market Fund to the general public.

3. A Custody Agreement dated 11th July, 2016 between Cordros Asset Management Limited, Skye Trustees

Limited and United Bank for Africa Plc (Global Investor Services) pursuant to which the Fund Manager and

the Trustees have appointed United Bank for Africa Plc (Global Investor Services) to act as custodian of the

Fund’s investments, cash and other assets and to accept responsibility for the safe custody of the Deposited

Property which is delivered to and accepted by the Custodian.

4. A Registrar Service Level Agreement dated 11th July, 2016 between Cordros Asset Management Limited

and Africa Prudential Registrars Plc.

Other than as stated above, the Fund Manager has not entered into any material contracts except in the

ordinary course of business.

CONSENTS

The following have given and not withdrawn their written consents to the issue of this Prospectus with their names

and reports (where applicable) included in the form and context in which they appear:

DIRECTORS OF THE FUND MANAGER Emeka Ndu (Chairman)

Wale Agbeyangi, (Group Managing Director)

Layi Olaleru, (Director)

COMPANY SECRETARY Mbanugo Udenze & CO

ISSUING HOUSE Vetiva Capital Management Limited

TRUSTEE TO THE FUND STL Trustees Limited

CUSTODIAN TO THE FUND United Bank for Africa Plc (Global Investor Services)

SOLICITORS TO THE TRUSTEE Babalakin & Co

REPORTING ACCOUNTANTS TAC Professional Services

REGISTRARS Africa Prudential Registrars Limited

RECEIVING BANK Access Bank Plc

RATING AGENCY Agusto & Co.

REGISTRAR Africa Prudential Registrars

STATUTORY AND GENERAL INFORMATION


RELATIONSHIP BETWEEN THE FUND MANAGER AND THE TRUSTEE

The Fund Manager and the Trustee do not have any common shareholder and neither one is a subsidiary or holding

company of the other. They do not have common Directors.

RELATIONSHIP BETWEEN THE FUND MANAGER AND THE CUSTODIAN

The Fund Manager and the Custodian do not have any common shareholder and neither one is a subsidiary or holding

company of the other. They do not have common Directors.

RELATIONSHIP BETWEEN THE FUND MANAGER AND THE ISSUING HOUSE

The Fund Manager and the Issuing House do not have any common shareholder and neither one is a subsidiary or

holding company of the other. They do not have common Directors.

DOCUMENTS AVAILABLE FOR INSPECTION

Copies of the following documents may be inspected at the offices of the Issuing House, at its business address, at

normal working hours on any Business Day during the Offer Period:

Certificates of Incorporation of the Fund Manager and the Trustee;

Memoranda and Articles of Association of the Fund Manager and the Trustee;

The resolution of the Board of Directors of the Fund Manager authorising the creation of the Fund and the

issuance of 10 million Units of the Fund;

The duly executed Prospectus issued in respect of the Offer;

The duly executed Abridged Prospectus issued in respect of the Offer;

Fund Risk Rating report from the Rating Agency, Agusto & Co.;

The Report of TAC Professional Services on the Financial Forecast of the Fund for the 2.5 years ending

December 31, 2018;

Solicitors’ Opinion on Claims And Litigations involving the Fund Manager;

The material contracts referred to above;

The written consents referred to above; and

The SEC letter authorising the Fund and registering the Units being offered.

Page | 27


PROCEDURE FOR APPLICATION AND ALLOTMENT

1. Application

1.1 The general investing public is hereby invited to apply for Units of the Fund through any of the Receiving

Agents listed in this Prospectus.

2.1 Applications for Units must be made in accordance with the instructions set out at the back of the

Application Form attached hereto. Care must be taken to follow these instructions, as applications which

do not comply will be rejected.

3.1 The Application List for the Units now being offered will open on 1st August, 2016 and close on 7th

September, 2016. Applications must be for a minimum of 100 Units and in multiples of 50 Units thereafter.

The number of Units for which an application is made and the value of the cheque or bank draft attached

should be entered in the boxes provided on the Application Form.

4.1 A single applicant should sign the declaration and write his/her full names, address, daytime telephone

number and mobile telephone number in the appropriate space on the Application Form. Where the

application is being made on behalf of a minor, the full names of the applicant and the minor as well as the

date of birth of the minor should be provided. Item “2” should be used by joint applicants. A corporate

applicant should affix its seal in the box provided and state its Incorporation Registration (RC) Number.

5.1 Applications in Naira below N10 million should be forwarded together with a bank draft for the full amount

of the purchase price made payable to any of the Receiving Agent listed in this Prospectus. The cheque or

draft must be drawn on a bank in the same town or city in which the Receiving Agent is located and crossed

“CORDROS MONEY MARKET FUND” with the name, address and daytime telephone number of the

applicant written on the back. All bank commissions and transfer charges must be prepaid by the applicant.

All cheques and drafts will be presented upon receipt and all applications in respect of which cheques are

returned unpaid will be rejected and returned through the post at the applicant’s risk.

6.1 Applications in Naira above N10 million should be transferred via RTGS into the Issue Proceeds Account

indicated below:

Bank Name: Access Bank Plc

Account Name: CORDROS MONEY MARKET FUND/ACCESS BANK

Account Number: 0699868044

Applicant/Sender: Please complete as appropriate

7.1 Foreign currency subscribers are advised to contact the Receiving Bank for the applicable exchange rate

on the day the payment for the subscription is being effected. Payments can be made in US Dollars to the

Receiving Bank through the correspondent bank detailed below:

Intermediary Bank Name: Citibank New York

Swift Code CITIUS33

ABA No. 021000089

For Credit of: Access Bank Plc

SWIFT Code: ABNGNGLA

Account No. 36145842

For Final Credit of: Cordros Money Market Fund Issue Proceeds Account

Beneficiary’s Acc No: 3000023539

Applicant/Sender: Please complete as appropriate

2. Allotment

The Issuing House and the Directors of the Fund Manager reserve the right to accept or reject any application in

whole or in part for not meeting the conditions of the Offer. In the event of an over subscription, additional Units

of the Fund will be allotted subject to the Commission’s approval.

3. Application Monies

All application monies will be retained in a separate bank account by the Receiving Bank pending allotment. If

any application is not accepted or is accepted for fewer Units than the number applied for, a crossed cheque for

PROCEDURE FOR APPLICATION AND ALLOTMENT


the full amount paid or the balance of the amount paid (as the case may be) will be returned by registered post

within five (5) Business Days of allotment.

Certificates will be sent by registered post to the physical address provided by the subscriber on the attached

Application Form and/or by electronic mail to the email address provided on the attached Application Form, not

later than 15 Business Days from the date of allotment.

Page | 29


RECEIVING AGENTS

All capital market operators with current SEC registration as at the date of this Prospectus are eligible to act as Receiving

Agents to the Issue. A brokerage commission of 0.75% will be paid on the value of allotted Units in respect of applications bearing

their official stamps.

The Issuing House/Receiving Bank cannot accept responsibility for the conduct of any Receiving Agent. Investors are therefore advised to conduct their own independent enquiries before choosing an agent to act on their behalf. Evidence of lodgement of funds with any Receiving Agent, in the

absence of corresponding evidence of receipt by the Issuing House/ Receiving Bank, cannot give rise to a liability on the part of the Issuing

House/Receiving Bank under any circumstances.

Adamawa Securities Ltd

Adonai Stockbrokers Ltd

African Alliance Stockbrokers Ltd

Afrinvest Securities Ltd

Alangrange Securities Ltd

Altrade Securities Ltd

Amyn Investments Ltd

Anchorage Securities And Finance Ltd

Anchoria Investment And Securities Ltd

Apel Asset Ltd

Apt Securities And Funds Ltd

Arm Securities Ltd

Arthur Steven Asset Management Ltd

Associated Asset Managers Ltd

Atlass Portfolios Ltd

Bauchi Investment Corporation Ltd

Belfry Investments And Securities Ltd

Bestlink Investment Ltd

Bestworth Asset And Trust Ltd

Bgl Securities Limited

Boaz Management & Fin. Strategies Ltd

Calyx Securities Ltd

Camry Securities Ltd

Capital Assets Ltd

Capital Bancorp Plc

Capital Express Securities Ltd

Capital Trust Brokers Ltd

Cardinalstone Securities Ltd

Cashcraft Securities Ltd

Cashville Investments & Securities Ltd

Cdl Capital Markets Ltd

Centre Point Investments Ltd

Century Securities Limited

Chapelhill Denham Securities Ltd

Chartwell Securities Ltd

Citi Investment Capital Limited

City Code Trust & Investment Company Ltd

Clearview Investments Co. Ltd

Compass Investment & Securities Ltd

Cordros Capital Ltd

Core Trust And Investment Ltd

Coronation Securities Ltd

Cowry Securities Ltd

Crane Securities Ltd

Crossworld Securities Ltd

Crown Capital Ltd

Csl Stockbrokers Ltd

Dbsl Securities Ltd

De Lords Securities Ltd

Deep Trust Investment Ltd

Dependable Securities Ltd

Diamond Securities Ltd

Dominion Trust Ltd

Dsu Brokerage Services Ltd

Dunbell Securities Ltd

Dunn Loren Merrifield Securities Ltd

Dynamic Portfolio Ltd

Ecl Asset Management Ltd

Edc Securities Ltd

Edgefield Capital Management Ltd

Efcp Ltd

Elixir Securities Ltd

Enterprise Stockbrokers Plc

Equity Capital Solutions Ltd

Eurocomm Securities Ltd

Express Discount Asset Management Ltd

Express Portfolio Services Ltd

Falcon Securities Ltd

Fbc Trust And Securities Ltd

Fbn Securities Ltd

Fcsl Asset Management Company Ltd

Fidelity Finance Company Ltd

Fidelity Securities Ltd

Financial & Analytics Capital Ltd

Financial Trust Company Nig. Ltd

Finmal Finance Services Ltd

First Integrated Capital Management Ltd

Fis Securities Ltd

Foresight Securities & Investment Ltd

Forte Financial Ltd

Forthright Securities And Investments Ltd

Fortress Capital Ltd

Fsdh Securities Ltd

Funds Matrix And Assets Management Ltd

Futureview Securities Ltd

Gem Asset Management Limited

Gidauniya Investment And Securities Ltd

Global Asset Management Nig. Ltd

Globalview Consult & Investments Ltd

Golden Securities Ltd

Greenwich Securities Ltd

Gresham Asset Mgt. Ltd

Gruene Capital Limited

Gti Securities Ltd

Harmony Securities Ltd

Heartbeat Investments Ltd

Hedge Securities & Investments Company Ltd

Heritage Capital Market Ltd

Horizon Stockbrokers Ltd

Icap African Brokers Limited

Icmg Securities Ltd

Icon Stockbrokers Ltd

Imperial Asset Managers Ltd

Independent Securities Ltd

Integrated Trust & Investments Ltd

International Standard Securities Ltd

Interstate Securities Ltd

Investment Centre Ltd

Investment One Financial Services Ltd

Investment One Funds Management Ltd

Investment One Stockbrokers Int'l Ltd

Investment Shark & Asset Management Ltd

Investors And Trust Company Ltd

Kapital Care Trust & Securities Ltd

Kedari Capital Ltd

Kinley Securities Ltd

Kofana Securities & Investment Ltd

Kundila Finance Services Ltd

Lambeth Trust And Investment Co. Ltd

Lead Securities & Investment Ltd

Lighthouse Assets Management Ltd

Longterm Global Capital Ltd

Magnartis Finance & Investment Ltd

Mainland Trust Ltd

Mainstreet Bank Securities Ltd

Marimpex Finance & Investment Co. Ltd

Marriot Securities & Investment Co. Ltd

Maven Asset Management Ltd

Maxifund Investments And Securities Plc

Mayfield Investment Ltd

Mbc Securities Ltd

Mbl Financial Services Ltd

Mega Equities Ltd

Meristem Securities Ltd

Meristem Stockbrokers Ltd

Midas Stockbrokers Ltd

Milestone Capital Management Ltd

Mission Securities Ltd

Molten Trust Ltd

Morgan Capital Securities Ltd

Mountain Investment And Securities Ltd

Mutual Alliance Investment & Securities Ltd

Network Capital Ltd

Networth Securities & Finance Ltd

Newdevco Investment & Securities Co. Ltd

Nigerian International Securities Ltd

Nigerian Stockbrokers Ltd

Northbridge Investment & Trust Limited

Nova Finance & Securities Limited

Options Securities Ltd

Pac Securities Ltd

Parthian Partners Limited

Partnership Securities Ltd

Peace Capital Market Ltd

Perfecta Investment Trust Ltd

Phronesis Securities Ltd

Pilot Securities Ltd

Pinefields Investments Services Ltd

Pipc Securities Ltd

Pivot Trust & Investment Company Ltd

Pml Securities Co. Ltd

Portfolio Advisers Ltd

Primera Africa Securities Ltd

Primewealth Capital Ltd

Professional Stockbrokers Limited

Prominent Securities Ltd

Psi Securities Ltd

Pyramid Securities Ltd

Quantum Securities Ltd

Rainbow Securities And Investment Co. Ltd

Readings Investments Ltd

Regency Assets Management Ltd

Rencap (Securities) Nigeria Ltd

Resort Securities & Trust Ltd

Reward Investments & Services Ltd

Rostrum Investment And Securities Ltd

Rowet Capital Management Ltd

Royal Crest Finance Ltd

Royal Guaranty And Trust Ltd

Royal Trust Securities Ltd

Santrust Securities Ltd

Securities Africa Financial Ltd

Securities And Capital Mgt. Company Ltd

Security Swaps Ltd

Sfc Securities Ltd

Shalom Investment Financial Services Ltd

Shelong Investment Ltd

Sigma Securities Ltd

Signet Investments & Securities Ltd

Skyview Capital Ltd

Smadac Securities Ltd

Solid-Rock Securities & Investment Plc

Spring Trust & Securities Ltd

Springboard Trust & Investment Ltd

Stanbic Ibtc Stockbrokers Ltd

Standard Union Securities Ltd

Surport Services Limited

Taraba Investment & Properties Ltd

Tfs Securities & Investment Company Ltd

The Bridge Securities Ltd

Tiddo Securities Ltd

Tomil Trust Limited

Topmost Securities Ltd

Tower Assets Management Ltd

Tower Securities & Investment Company Ltd

Tradelink Securities Ltd

Traders Trust And Investment Company Ltd

Transafrica Financial Services Ltd

Transworld Investment & Securities Ltd

Trust Yields Securities Ltd

Trustbanc Capital Management Ltd

Trusthouse Investments Ltd

Trw Stockbrokers Ltd

Tyndale Securities Ltd

Unex Capital Ltd

Union Capital Markets Ltd

United Capital Securities Ltd

Valmon Securities Ltd

Valueline Securities & Investment Ltd

Vetiva Securities Ltd

Woodland Capital Market Plc

Wstc Financial Services Ltd

Zenith Securities Ltd

Page | 30


APPLICATION FORM

Page | 31


INSTRUCTIONS FOR COMPLETING THE APPLICATION FORM

1. Applications must be made only on this Application Form, or photocopy, downloaded or scanned copy of

the Application Form.

2. The Application List for the Units will be open to prospective investors for the duration specified in the

Prospectus.

3. Application must be for a minimum of 100 Units at the first instance and multiples of 50 Units thereafter.

The number of Units for which an application is made and the applicable value should be entered in the

boxes provided.

4. An application for a minor must include the full names and date of birth of the minor, as well as the full names and

address of the adult (Parent or Guardian) making the application on such minor’s behalf.

5. Joint applicants must all sign the Application Form.

6. An application from a corporate body must bear the corporate body’s common seal and be completed

under the hand of a duly authorised official.

7. An application by an illiterate should bear his right thumbprint on the Application Form and be witnessed

by an official of the Receiving Agent at which the application is lodged who must have first explained the

meaning and effect of the Application Form to the illiterate in his own language. Above the thumb print

of the illiterate, the witness must record in writing that he has given this explanation to the illiterate in a

language understandable to him and that the illiterate appeared to have understood same before

affixing his thumb impression.

8. An applicant should not print his signature. If he is unable to sign in the normal manner he should be

treated for the purpose of this Offer as an illiterate and his right thumbprint should be clearly impressed on

the Application Form.

9. Applications in Naira below N10 million should be forwarded together with a bank draft for the full amount

of the purchase price made payable to any of the Receiving Agent listed in this Prospectus. The cheque or

draft must be drawn on a bank in the same town or city in which the Receiving Agent is located and crossed

“CORDROS MONEY MARKET FUND” with the name, address and daytime telephone number of the

applicant written on the back. All bank commissions and transfer charges must be prepaid by the applicant.

All cheques and drafts will be presented upon receipt and all applications in respect of which cheques are

returned unpaid will be rejected and returned through the post at the applicant’s risk.

10. Applications in Naira above N10 million should be transferred via RTGS into either of the Issue Proceeds

Accounts specified on Page 27 of this Prospectus.

11. All foreign currency subscriptions should be credited to any of the correspondent bank accounts specified on

Page 27 of this Prospectus. The applicable Receiving Banks will issue CCIs evidencing such foreign currency

subscriptions. CCIs are required to enable subsequent repatriation, in a freely convertible currency, of the

dividends from or proceeds of any future sale of the Units acquired in this Offer for Subscription.

APPLICATION FORM

CORDROS MONEY MARKET FUND