Investment involves risks.  Please refer to the Explanatory Memorandum for details including the risk factors.

1.  Investment risk

•   The Sub-Fund’s investment portfolio may fall in value due to any of the key risk factors below and therefore your investment in the Sub-Fund may suffer losses. There is no guarantee of the repayment of principal.

2.  Equity market risk

•   The Sub-Fund’s investment in equity securities is subject to general market risks, whose value may fluctuate due to various factors, such as changes in investment sentiment, political and economic conditions and issuer-specific factors.

3.  Risk associated with small-capitalisation / mid-capitalisation companies

•   The stock of small-capitalisation/ mid-capitalisation companies may have lower liquidity and their prices are more volatile to adverse economic developments than those of larger capitalisation companies in general.

4.  Concentration risk

•   The Sub-Fund’s investments are concentrated in Greater China companies. The value of the Sub-Fund may be more volatile than that of a fund having a more diverse portfolio of investments.

•   The value of the Sub-Fund may be more susceptible to adverse economic, political, policy, foreign exchange, liquidity, tax, legal or regulatory event affecting Greater China.

5.  Emerging market risk

•   The Sub-Fund invests in emerging markets which may involve increased risks and special considerations not typically associated with investment in more developed markets, such as liquidity risks, currency risks/control, political and economic uncertainties, legal and taxation risks, settlement risks, custody risk and the likelihood of a high degree of volatility.

•   Securities exchanges in Mainland China typically have the right to suspend or limit trading in any security traded on the relevant exchange. The government or the regulators may also implement policies that may affect the financial markets. All these may have a negative impact on the Sub-Fund.

6.  Risks associated with exposure to RMB

RMB currency and conversion risk

•   RMB is currently not freely convertible and is subject to exchange controls and restrictions.

•   Where the Sub-Fund invests in RMB denominated investments, the value of such investments may be affected favourably or unfavourably depending on the changes in exchange rate between RMB and the base currency of the Sub-Fund. There can be no assurance that RMB will not be subject to devaluation. Any devaluation of the RMB could adversely affect the value of investors’ investments in the Sub-Fund.

•   Non-RMB based investors are exposed to foreign exchange risk and there is no guarantee that the value of RMB against the investors’ base currencies (e.g. HKD) will not depreciate.  Any depreciation of RMB could adversely affect the value of the investor’s investment in the Sub-Fund.

•   Although offshore RMB (CNH) and onshore RMB (CNY) are the same currency, they trade at different rates. The CNH rate may be at a premium or discount to the exchange rate for CNY and there may be significant bid and offer spreads.  Any divergence between CNH and CNY may adversely impact the NAV of the Sub-Fund and thus the investors.

•   Under exceptional circumstances, payment of redemptions and/or dividend payment in RMB may be delayed due to the exchange controls and restrictions applicable to RMB.

RMB class(es) related risk

•   When calculating the value of the RMB denominated class(es), CNH will be used. The value of the RMB denominated class(es) thus calculated will be subject to fluctuation.

•   Non-RMB based (e.g. Hong Kong) investors may have to convert HKD or other currencies into RMB when investing in the RMB denominated class(es). Subsequently, investors may also have to convert the RMB redemption proceeds (received when selling the units) and RMB distributions received (if any) back to HKD or other currencies. During these processes, investors will incur currency conversion costs and may suffer losses in the event that RMB depreciates against HKD or such other currencies upon receipt of the RMB redemption proceeds and/or RMB distributions (if any).

•   For RMB denominated class(es), since the unit prices are denominated in RMB, but the Sub-Fund will not be fully invested in RMB-denominated underlying investments and its base currency is USD, so even if the prices of the non-RMB denominated underlying investments and/or value of the base currency rise or remain stable, investors may still incur losses if RMB appreciates against the currencies of the non-RMB denominated underlying investments and/or the base currency more than the increase in the value of the non-RMB denominated underlying investments and/or the base currency.

•   Furthermore, under the scenario where RMB appreciates against the currencies of the non-RMB denominated underlying investments and/or the base currency of the Sub-Fund (i.e. USD), and the value of the non-RMB denominated underlying investments decreased, the value of investors’ investments in RMB denominated class(es) may suffer additional losses.

7.  Risks associated with the Beijing Stock Exchange, the ChiNext Market and/or the STAR Board

Investments in the Beijing Stock Exchange, the ChiNext Market and/or the STAR Board may result in significant losses for the Sub-Fund and its investors. Such investments are subject to the following risks:

Higher fluctuation on stock prices and liquidity risk

•   Listed companies on the Beijing Stock Exchange, the ChiNext Market and/or the STAR Board are usually innovative and growth enterprises of emerging nature with smaller operating scale. Listed companies on the Beijing Stock Exchange, the ChiNext Market and the STAR Board are subject to wider price fluctuation limits, and due to higher entry thresholds for investors may have limited liquidity, compared to other boards. Hence, companies listed on the Beijing Stock Exchange, the ChiNext Market and/or the STAR Board are subject to higher fluctuation in stock prices and liquidity risks and have higher risks and turnover ratios than companies listed on the main boards of the SSE and the SZSE.

•   Due to different trading rules, daily price movements shall be limited to 30% on the Beijing Stock Exchange and 20% on the ChiNext Market and the STAR Board. Therefore the securities traded on these markets may be subject to a higher volatility risk than securities of relevant sectors traded in the other China A-share markets.

Over-valuation risk

•   Stocks listed on the Beijing Stock Exchange, the ChiNext Market and/or the STAR Board may be overvalued and such exceptionally high valuation may not be sustainable. Stock price may be more susceptible to manipulation due to fewer circulating shares.

Differences in regulation applicable to the Beijing Stock Exchange, the ChiNext Market and the STAR Board 

•   The rules and regulations regarding companies listed on the Beijing Stock Exchange, the ChiNext Market and the STAR Board are less stringent in terms of profitability and share capital than those in the main boards of the SSE and the SZSE.

Delisting risk

•   It may be more common and faster for companies listed on the Beijing Stock Exchange, the ChiNext Market and/or the STAR Board to delist. This may have an adverse impact on the Sub-Fund if the companies that it invests in are delisted.

Risk associated with transfer of listing for stocks listed on Beijing Stock Exchange

•   A company listed on the Beijing Stock Exchange in which the Sub-Fund invests may apply for transfer of listing to the ChiNext market of the SZSE or the STAR Board of the SSE, if permitted by the applicable laws and regulations, subject to meeting the listing requirements of the CSRC and the SSE or SZSE (as the case may be). The application for transfer of listing will be subject to the review and approval by SSE or SZSE (as the case may be). The application for transfer of listing, whether successful or not, may cause fluctuations in the price of the relevant stock, and hence the NAV of the Sub-Fund..

Concentration risk applicable to the Beijing Stock Exchange and the STAR Board

•   The Beijing Stock Exchange and the STAR Board are newly established and may have a limited number of listed companies during the initial stage. Investments in the Beijing Stock Exchange and the STAR Board may be concentrated in a small number of stocks and subject the Sub-Fund to higher concentration risk..

8.  Risks associated with investment made through the QFI regime

•   The Sub-Fund’s ability to make the relevant investments or to fully implement or pursue its investment objective and strategy is subject to the applicable laws, rules and regulations (including restrictions on investments and repatriation of principal and profits) in the PRC, which are subject to change and such change may have potential retrospective effect.

•   The Sub-Fund may suffer substantial losses if the approval of the QFI status of the QFI Holder is being revoked/terminated or otherwise invalidated as the Sub-Fund may be prohibited from trading of relevant securities and repatriation of the Sub-Fund’s monies, or if any of the key operators or parties (including QFI custodian/broker) is bankrupt/in default and/or is disqualified from performing its obligations (including execution or settlement of any transaction or transfer of monies or securities).

9.  Risks associated with the Stock Connect

•   The relevant rules and regulations on the Stock Connect are subject to change which may have potential retrospective effect. The Stock Connect is subject to quota limitations. Where a suspension in the trading through the programme is effected, the Sub-Fund’s ability to invest in China A-shares or access the PRC market through the programme will be adversely affected. In such event, the Sub-Fund’s ability to achieve its investment objective could be negatively affected.

10.  Mainland China Tax Risk

•   There are risks and uncertainties associated with the current Mainland China tax laws, regulations and practice in respect of the Sub-Fund’s investment in Mainland China. It should also be noted that there is a possibility of Mainland China tax rules being changed and taxes being applied retrospectively. Any increased tax liabilities on the Sub-Fund may adversely affect the Sub-Fund’s value.

•   Based on professional and independent tax advice, the Manager will make provisions from the Sub-Fund’s assets for Mainland China withholding income tax (“WIT”) at a rate of 10% in respect of the interests paid by Mainland China tax resident enterprises (except for government bonds) where such Mainland China WIT has not been withheld at source. Also, based on professional and independent tax advice, the Manager will not make provision for (i) any Mainland China WIT and value-added tax (“VAT”) in respect of realised and unrealised capital gain derived from the trading of Mainland China securities; and (ii) any Mainland China VAT in respect of interest income derived from Mainland China securities.

•   In case of any shortfall between the provisions and actual tax liabilities, which will be debited from the Sub-Fund’s assets, the Sub-Fund’s NAV will be adversely affected. The actual tax liabilities may be lower than the tax provision made. Depending on the timing of their subscriptions and/or redemptions, investors may be disadvantaged as a result of any shortfall of tax provision and will not have the right to claim any part of the overprovision (as the case may be).

11.  Currency and foreign exchange risk

•   Underlying investments of the Sub-Fund may be denominated in currencies other than the base currency of the Sub-Fund. Also, a class of units may be designated in a currency other than the base currency of the Sub-Fund or the currency of its underlying investment. The NAV of the Sub-Fund may be affected unfavorably by fluctuations in the exchange rates between these currencies and the base currency and by changes in exchange rate controls.

12.  Risks associated with investment in financial derivative instruments

•   The Sub-Fund may use financial derivative instruments for investment and hedging purposes. The use of such derivatives exposes the Sub-Fund to additional risks, including counterparty/credit risk, liquidity risk, valuation risk, volatility risk and over-the-counter transaction risk. The leverage element/component of a financial derivative instrument can result in a loss significantly greater than the amount invested in the derivative by the Sub-Fund. Moreover, the use of financial derivative instruments for hedging may become ineffective, and the Sub-Fund may suffer substantial loss. Exposure to derivatives may lead to a high risk of significant loss by the Sub-Fund.

13.  Risks associated with distribution out of capital or effectively out of capital

•   Payment of distributions out of capital or effectively out of capital amounts to a return or withdrawal of part of an investor’s original investment or from any capital gains attributable to that original investments.  Any such distributions may result in an immediate reduction of the NAV per unit.

14.  Risks associated with performance fee charged by the Sub-Fund

•   Performance fees may encourage the Manager of the Sub-Fund to make riskier investments that would be the case in the absence of a performance-based incentive system.

•   Given there is no equalisation arrangement for the calculation of the performance fee, a redeeming investor may still incur a performance fee in respect of his investments, even though he has suffered a loss of investment capital.

•   In addition, performance fees may be paid on unrealised gains which may never be realised by the Sub-Fund.