BH Macro Limited — Capital/Financing Update 2023

Jan 25, 2023

THIS REGISTRATION DOCUMENT, THE SECURITIES NOTE AND THE SUMMARY ARE IMPORTANT AND REQUIRE YOUR IMMEDIATE ATTENTION. If you are in any doubt as to the action you should take or the contents of these documents, you are recommended to seek your own independent financial advice immediately from your stockbroker, bank, solicitor, accountant, or other appropriate independent financial adviser, who is authorised under the Financial Services and Markets Act 2000 ("FSMA") if you are in the United Kingdom, or from another appropriately authorised independent financial adviser if you are in a territory outside the United Kingdom.

A copy of this Registration Document, the Securities Note, and the Summary, which together comprise a prospectus relating to BH Macro Limited (the "Company") (the "Prospectus"), has been prepared in accordance with the UK version of the EU Prospectus Regulation (2017/1129) which is part of UK law by virtue of the European Union (Withdrawal) Act 2018 (as amended and supplemented from time to time (including, but not limited to, by the UK Prospectus Amendment Regulations 2019 and The Financial Services and Markets Act 2000 (Prospectus) Regulations 2019)) (the "UK Prospectus Regulation") and the prospectus regulation rules of the Financial Conduct Authority (the "FCA") (the "Prospectus Regulation Rules"). The Prospectus has been approved by the FCA, as the competent authority under the UK Prospectus Regulation and the FCA only approves the Prospectus as meeting the standards of completeness, comprehensibility and consistency imposed by the UK Prospectus Regulation. Accordingly, such approval should not be considered as an endorsement of the issuer, or of the quality of the securities, that are the subject of the Prospectus; investors should make their own assessment as to the suitability of investing in the Shares.

This Registration Document is valid for a period of 12 months following its publication and will not be updated. A future prospectus for the issuance of additional Shares may, for a period of up to 12 months from the date of this Registration Document, to the extent necessary, consist of this Registration Document, a Future Securities Note and a Future Summary applicable to each issue of Shares and subject to a separate approval by the FCA on each issue. Persons receiving this Registration Document should read the Prospectus together as a whole and should be aware that any update in respect of a Future Securities Note and Future Summary may constitute a material change for the purposes of the Prospectus Regulation Rules.

Prospective investors should read this entire Registration Document and, in particular, the matters set out under the heading "Risk Factors" on pages 1 to 20 of this Registration Document.

BH MACRO LIMITED

(an authorised closed-ended collective investment scheme established as a non-cellular company limited by shares under the laws of Guernsey with registration number 46235)

Registration Document

Manager Brevan Howard Capital Management LP

Sponsor and Sole Bookrunner J.P. Morgan Cazenove

The Company and the Directors, whose names appear on page 27 of this Registration Document, accept responsibility for the information contained in this Registration Document. To the best of the knowledge of the Company and the Directors, the information contained in this Registration Document is in accordance with the facts and this Registration Document does not omit anything likely to affect the import of such information.

Certain terms contained in this Registration Document have the meanings set out in the section entitled "Definitions" in this Registration Document, except where the context requires otherwise.

The Prospectus does not constitute an offer to sell or issue, or the solicitation of an offer to purchase, subscribe for or otherwise acquire, Shares in any jurisdiction. The distribution of the Prospectus in certain jurisdictions may be restricted by law. Other than in the United Kingdom, no action has been or will be taken to permit the possession, issue or distribution of this Registration Document in any jurisdiction where action for that purpose may be required or doing so is restricted by law. Accordingly, neither the Prospectus, nor any other offering materials may be distributed or published in any jurisdiction except under circumstances that will result in compliance with any applicable laws and regulations. Persons into whose possession the Prospectus (or any other offering materials or publicity relating to the Shares) comes should inform themselves about and observe any such restrictions. In particular, the Prospectus should not be forwarded or transmitted in or into the United States, Japan, New Zealand, the Republic of South Africa or any EEA Member State or into any other jurisdictions if to do so would constitute a violation of the relevant laws and regulations in such other jurisdiction.

The Company has not been and will not be registered under the United States Investment Company Act of 1940, as amended (the "US Investment Company Act") and as such investors are not and will not be entitled to the benefits of the US Investment Company Act. The Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the "US Securities Act"), or with any securities regulatory authority of any state or other jurisdiction of the United States, and may not be offered, sold, resold, pledged, delivered, distributed or otherwise transferred, directly or indirectly, into or within the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. In connection with the Initial Issue and any Subsequent Issue under the Issuance Programme, subject to certain exceptions, offers and sales of Shares will be made only outside the United States to persons who are not US Persons in reliance on Regulation S under the US Securities Act ("Regulation S"). There has not been and will be no public offering of the Shares in the United States.

Neither the United States Securities and Exchange Commission (the "SEC") nor any securities regulatory authority of any state or other jurisdiction of the United States has approved or disapproved of the Shares or passed upon the adequacy or accuracy of this document. Any representation to the contrary is a criminal offence in the United States.

PURSUANT TO AN EXEMPTION FROM THE US COMMODITY FUTURES TRADING COMMISSION IN CONNECTION WITH POOLS WHOSE PARTICIPANTS ARE LIMITED TO QUALIFIED ELIGIBLE PERSONS, AN OFFERING MEMORANDUM FOR THIS POOL IS NOT REQUIRED TO BE, AND HAS NOT BEEN, FILED WITH THE COMMISSION. THE US COMMODITY FUTURES TRADING COMMISSION DOES NOT PASS UPON THE MERITS OF PARTICIPATING IN A POOL OR UPON THE ADEQUACY OR ACCURACY OF AN OFFERING MEMORANDUM. CONSEQUENTLY, THE US COMMODITY FUTURES TRADING COMMISSION HAS NOT REVIEWED OR APPROVED THIS OFFERING OR ANY OFFERING MEMORANDUM FOR THIS POOL.

BREVAN HOWARD CAPITAL MANAGEMENT LP IS A MEMBER OF NFA AND IS SUBJECT TO NFA'S REGULATORY OVERSIGHT AND EXAMINATIONS. BREVAN HOWARD CAPITAL MANAGEMENT LP HAS ENGAGED OR MAY ENGAGE IN UNDERLYING OR SPOT VIRTUAL CURRENCY TRANSACTIONS IN A COMMODITY POOL. ALTHOUGH NFA HAS JURISDICTION OVER BREVAN HOWARD CAPITAL MANAGEMENT LP AND ITS COMMODITY POOL, INVESTORS SHOULD BE AWARE THAT NFA DOES NOT HAVE REGULATORY OVERSIGHT AUTHORITY FOR UNDERLYING OR SPOT MARKET VIRTUAL CURRENCY PRODUCTS OR TRANSACTIONS OR VIRTUAL CURRENCY EXCHANGES, CUSTODIANS OR MARKETS. INVESTORS SHOULD ALSO BE AWARE THAT GIVEN CERTAIN MATERIAL CHARACTERISTICS OF THESE PRODUCTS, INCLUDING LACK OF A CENTRALIZED PRICING SOURCE AND THE OPAQUE NATURE OF THE VIRTUAL CURRENCY MARKET, THERE CURRENTLY IS NO SOUND OR ACCEPTABLE PRACTICE FOR NFA TO ADEQUATELY VERIFY THE OWNERSHIP AND CONTROL OF A VIRTUAL CURRENCY OR THE VALUATION ATTRIBUTED TO A VIRTUAL CURRENCY BY BREVAN HOWARD CAPITAL MANAGEMENT LP.

J.P. Morgan Securities plc (which conducts its UK investment banking activities as J.P. Morgan Cazenove) ("JPMC"), is authorised in the United Kingdom by the Prudential Regulatory Authority ("PRA") and regulated in the United Kingdom by the FCA and the PRA.

JPMC is acting exclusively for the Company and for no one else in connection with any Admission, the Initial Issue, the Issuance Programme and any arrangement referred to in the Prospectus and will not regard any other person as a client in relation thereto. JPMC will not be responsible to anyone other than the Company for providing the protections afforded to clients of JPMC or its Affiliates, nor for providing advice in relation to any Admission, the Initial Issue, the Issuance Programme or any matters referred to herein.

JPMC does not accept any responsibility whatsoever for the contents of the Prospectus. JPMC does not make any representation or warranty, express or implied, for the contents of this the Prospectus including its accuracy, completeness or verification or for any other statement made or purported to be made by JPMC or its Affiliates or on their behalf in connection with the Company, the contents of the Prospectus, or any transaction or arrangement referred to in the Prospectus. JPMC and its Affiliates accordingly disclaim to the fullest extent permitted by law all and any liability, whether arising in tort or contract or otherwise (save as referred to above), which it or they might otherwise have in respect of the Prospectus or any such statement. Nothing in this paragraph shall serve to limit or exclude any of the responsibilities and liabilities, if any, which may be imposed on JPMC by FSMA or the regulatory regime established thereunder.

JPMC and its affiliates may have engaged in transactions with, and provided various investment banking, financial advisory and other services for, the Company and/or the Manager, for which they would have received customary fees. JPMC and their respective affiliates may provide such services to the Company and/or the Manager and any of their respective affiliates in the future.

JPMC and its affiliates do not intend to disclose the extent of any such investment or transactions otherwise than in accordance with any legal or regulatory obligation to do so. In addition, JPMC and its affiliates may enter into financing arrangements with investors, such as share swap arrangements or lending arrangements in connection with which JPMC and its affiliates may from time to time acquire, hold or dispose of shareholdings in the Company.

The Guernsey Financial Services Commission ("GFSC") takes no responsibility for the financial soundness of the Company or for the correctness of any of the statements made or opinions expressed with regard to it.

Nothing in the Prospectus constitutes an offer of securities of Brevan Howard Master Fund Limited (the "Master Fund") or any other entity in which the Master Fund invests.

Copies of this Registration Document, the Securities Note and the Summary (along with any Future Securities Note and/or Future Summary and any supplementary prospectus issued by the Company) will be available on the Company's website at www.bhmacro.com and the National Storage Mechanism of the FCA at https://data.fca.org.uk/a/nsm/nationalstoragemechanism.

This document is dated 23 January 2023.

CONTENTS

	Page
Risk Factors	1
Important Information	21
Directors, Advisers and Other Service Providers	27
Part I: Information on the Company	29
Part II: Directors and Administration of the Company	42
Part III: Information on the Master Fund	50
Part IV: Information on the Manager, the Investment Managers and Master Fund Services Providers	63
Part V: Additional Information on the Company	67
Part VI: Additional Information on the Master Fund	90
Part VII: Financial Information of the Company	148
Part VIII: Financial Information of the Master Fund	154
Definitions	156

RISK FACTORS

An investment in the Company carries a number of risks including (without limitation) the risk that the entire investment may be lost. In addition to all other information set out in the Prospectus, the following specific factors should be considered (alongside the section headed "Risk Factors" in the Securities Note) when deciding whether to make an investment in the Company.

Risks and uncertainties not currently known to the Company or the Directors or that the Company or the Directors consider to be immaterial as at the date of this Registration Document may also have a material adverse effect on the Company's financial condition, business, prospects and results of operations and, consequently, the Net Asset Values or the market price of the Shares. Further, as required by the UK Prospectus Regulation, the risks that the Directors consider to be the most material risk in each category, taking into account the negative impact on the Company and the probability of its occurrence, has been set out first. Given the forward-looking nature of the risks, there can be no guarantee that such risk is, in fact, the most material or the most likely to occur.

In addition, specific risk factors in respect of the Shares are set out in the Summary and Securities Note and will be set out in any Future Summary and Future Securities Note prepared in respect of this Registration Document.

References in this section to the Master Fund includes the Underlying Funds managed by the Manager or its Affiliates in which the Master Fund may invest.

RISKS RELATING TO THE COMPANY

The performance of the Company depends upon the performance of the Master Fund

All of the assets of the Company, net of short-term working capital requirements are invested in US Dollar- and Sterling-denominated class B shares of the Master Fund. Therefore, the Company's performance and returns to Shareholders depend on the performance of the Master Fund and the Company is subject to all of the material risks affecting the Master Fund's operations, which are listed below under the heading "Risks Relating to the Master Fund".

Past performance of the Company and the Master Fund should not be taken as an indication of future performance

There can be no assurance that the Company or the Master Fund will achieve its investment objective. The Master Fund may be adversely affected by unforeseen events including, without limitation, changes in interest rates or the credit status of an issuer or counterparty, adverse fluctuations in exchange rates and the value of securities and commodities, the insolvency or bankruptcy of counterparties, forced redemptions of securities or acquisition proposals, break-up of planned mergers, unexpected changes in relative value, short squeezes, inability to short sell securities or changes in tax treatment. Past performance of the Company and the Master Fund should not be taken as an indication of future performance.

Failure by the Manager, the Investment Managers, the Services Providers, Coremont or other third-party service providers to the Company or the Master Fund to carry out its or their obligations could materially disrupt the business of the Company

The Company has no employees and the Directors have all been appointed on a non-executive basis. The Company must therefore rely upon the performance of third-party service providers to perform its executive functions. The Company will also be reliant on the third-party service providers to the Master Fund performing the Master Fund's executive functions. In particular, the Manager, the Investment Managers, the Administrator, the Master Fund Administrator, the Services Providers, Coremont, prime brokers and custodians and their respective delegates, if any, will perform services that are integral to the Company's and the Master Fund's operations and financial performance.

Failure by any service provider to carry out its obligations to the Company or to the Master Fund in accordance with the terms of its appointment, without exercising due care and skill, or to perform its obligations to the Company or to the Master Fund at all as a result of, insolvency, bankruptcy or other causes, including adverse impacts arising from ongoing geopolitical instability affecting such service providers, could have a materially adverse effect on the Company's performance and returns to Shareholders.

The termination of the Company's or the Master Fund's relationship with any third-party service provider, or any delay in appointing a replacement for such service provider, could materially disrupt the business of the Company and could have a material adverse effect on the Company's performance and returns to Shareholders.

The investment policy, strategy and emphasis of the Master Fund may change over time

The investment policy, strategy and emphasis of the Master Fund may be changed without the consent of the Company. The Company has no control over the investment policy of the Master Fund, and a change in the Master Fund's investment strategy or emphasis would not necessarily entitle the Company to redeem its investment in the Master Fund. Accordingly, if the investment policy, strategy or emphasis of the Master Fund were to change, the Company (and therefore, indirectly, Shareholders) may find that the nature of its investment exposure changes, possibly significantly, but that the Company's ability to exit its investment would be limited.

The Company does not have investment discretion with respect to the Company's investment in the Master Fund or the ability to direct the Master Fund's investment decisions

The Company's investment policy requires that it is invested in the Master Fund and, absent a change in the investment policy (which would require prior Shareholder approval), the Directors do not have the discretion to invest the Company's assets elsewhere. Further, the Directors have no ability to direct the Master Fund's investment decisions.

The Company relies on the skills and capabilities of the Manager and Investment Managers in selecting, evaluating, structuring, negotiating, executing, monitoring and exiting trading positions and investments for the Master Fund and in managing any uninvested capital of the Master Fund in accordance with applicable investment policies. Therefore, the Company's ability to grow its Net Asset Value and any returns its investment in the Master Fund may generate depends on the ability of the Manager and Investment Managers to identify suitable trading and investment opportunities and to implement effectively the investment objective of the Master Fund. The Manager and the Investment Managers have broad discretion when making investment-related decisions for the Master Fund and, except in certain limited circumstances, investment decisions will not be subject to the prior approval of the directors of the Master Fund.

The Master Fund is entitled at any time to redeem the shares held by the Company in the Master Fund

The Master Fund is entitled at any time to redeem the shares held by the Company in the Master Fund. The Master Fund is not required to redeem its shares on a pro rata basis amongst all of its investors and such redemption could be specific to the Company alone. Should such a circumstance occur, the Directors may propose, and the Shareholders may vote, to wind up the Company and return capital to Shareholders. No assurance can be given that the Shareholders will realise a profit or avoid a loss of all or part of their investment if the Company were to be wound up. If the Shareholders vote to continue the Company in such circumstances, the Company will be required to seek an alternative investment policy and there can be no assurance that such strategy will have similar risks or rates of return to the Company's investment in the Master Fund or that any delay in finding and implementing such an alternative strategy will not have a materially adverse effect on the value of the Shares.

Termination of the Management Agreement is likely to be a cause or a consequence of redemption of the shares held by the Company in the Master Fund. Where the Management Agreement has been terminated, the Company would be required to identify and appoint an alternative investment manager, which could take a considerable amount of time and could make the continued existence of the Company untenable.

The Company's ability to redeem its shares in the Master Fund is restricted

The Company must ordinarily give 12 months' notice to redeem all or some of its shares in the Master Fund, subject to some limited exceptions (including to fund the Company's working capital requirements and certain share buy backs), and the period from service of a redemption request to the Company receiving the proceeds of redemption will usually exceed 12 months. In addition, the Master Fund may also be able to restrict the ability of investors to withdraw their investment in certain circumstances. Accordingly, the Company will generally not be able to immediately liquidate its investment in the Master Fund and will be exposed to the performance of the Master Fund during the notice period for its redemption request. This means that, in the event of a significant return of capital to shareholders or on a winding up of the Company, there will probably be a considerable delay before shareholders receive any funds from the Company and there can be no guarantee in advance as to the price at which the Company will realise its investment in the Master Fund to finance payments to shareholders. Further, if a material adverse event occurs in relation to the Master Fund or the market generally, the ability of the Company to avoid or mitigate further adverse exposure will be limited by its restricted ability to redeem its shares in the Master Fund. These restrictions could materially extend the period required for the Company to realise its investment in the Master Fund. Withdrawals or redemptions by other investors in the Master Fund may also negatively impact the value of the Company's investment. Any of these occurrences could have a materially adverse effect on the value of Shares and the ability of investors to dispose of their Shares at a satisfactory price or at all.

Substantial redemptions by investors in the Master Fund other than the Company could require rapid liquidation of the Master Fund's positions

Substantial redemptions by one or more investors in the Master Fund other than the Company could require the Master Fund to liquidate securities or derivative positions more rapidly than might otherwise be desirable, possibly reducing the value of the Master Fund's assets or disrupting the Investment Managers' investment approach. A reduction in the size of the Master Fund could make it more difficult to generate a positive return or to recoup losses due to, among other things, reductions in the Master Fund's ability to take advantage of particular investment opportunities or decreases in the ratio of its income to its expenses. Such a substantial redemption by several holders or one large holder, and the potential disruptions caused by such redemptions, may impair the ability of the Master Fund to carry on its business, which could have a material adverse effect on the performance of the Company and returns to Shareholders.

The Company is exposed to cybersecurity risk

The Company, the Master Fund or one or more of their respective service providers, including the Manager, the Investment Managers, the Services Providers, Coremont and any of their affiliates, may be prone to operational, information security and related risks resulting from failures of or breaches in cybersecurity.

A failure of, or breach in, cybersecurity ("cyber incidents") refers to both intentional and unintentional events that may cause the relevant party to lose proprietary information, suffer data corruption, or lose operational capacity. In general, cyber incidents can result from deliberate attacks ("cyber attacks") or unintentional events. Cyber attacks include, but are not limited to, gaining unauthorised access to digital systems (e.g. through "hacking" or malicious software coding) for purposes of misappropriating assets or sensitive information, corrupting data, or causing operational disruption. Cyber attacks may also be carried out in a manner that does not require gaining unauthorised access, such as causing denial-of-service attacks on websites (i.e. efforts to make network services unavailable to intended users). The issuers of securities or counterparties to other financial instruments in which the Master Fund may invest may also be prone to cyber incidents.

Cyber incidents may cause disruption and impact business operations, potentially resulting in financial losses, interference with the Master Fund's ability to calculate its net asset value, impediments to trading, the inability of Shareholders to subscribe for, exchange or redeem Shares, violations of applicable privacy and other laws, regulatory fines, penalties, reputational damage, reimbursement or other compensation costs, or additional compliance costs. In addition, substantial costs may be incurred in order to prevent any cyber incidents in the future which may adversely impact the Master Fund.

While the Manager, the Investment Managers, the Services Providers, Coremont and their respective affiliates have established business continuity plans in the event of, and risk management strategies, systems, policies and procedures to seek to prevent, cyber incidents, there are inherent limitations in such plans, strategies, systems, policies and procedures including the possibility that certain risks have not been identified. Furthermore, none of the Company, the Master Fund, the Manager, the Investment Managers, and their respective affiliates can control the cybersecurity plans, strategies, systems, policies and procedures put in place by other service providers to the Company or the Master Fund or the issuers in which the Master Fund invests.

The use of leverage may increase the Company's investment risks and other risks

The Company has no leverage calculated at the date of this document, but is able, pursuant to its Articles, to borrow up to 20 per cent. of its Net Asset Value, calculated as at the time of borrowing. The Manager has discretion, subject to the prior approval of a majority of the Directors of the Company, to use leverage for and on behalf of the Company for the purpose of financing share purchases or buybacks, satisfying working capital requirements or financing the acquisition of further investments, subject to the borrowing limits of the Company in force from time to time.

The use of leverage creates special risks and would increase the Company's exposure to capital risk and interest costs. Any investment income and gains earned on investments made through the use of leverage that are in excess of the interest costs associated with such investments may cause the Net Asset Value and the NAV per Share to increase more rapidly than would otherwise be the case. Conversely, where the associated interest costs are greater than such income and gains, the NAV per Share may decrease more rapidly than would otherwise be the case.

Lenders will require security to be taken over the Company's assets, including its shares in the Master Fund. In addition, while the Directors of the Company may request redemption of shares in the Master Fund to meet the Company's payment obligations under indebtedness incurred for the purpose of satisfying working capital requirements without giving 12 months' notice to the Manager or triggering a termination of the Management Agreement, redemption requests are subject to deferral in certain circumstances. Failure by the Company to meet its payment obligations under credit agreements could result in enforcement by lenders of their security interest over the Company's assets, which could have a material adverse effect on the Company's NAV and returns to shareholders.

The Company also has indirect exposure to leverage through the Master Fund's use of leverage, particularly in connection with the Master Fund's investments in derivatives. The Master Fund uses significantly higher levels of leverage than traditional long-only investment funds, which may increase the Company's exposure to capital risk and interest costs described above.

RISKS RELATING TO THE MASTER FUND

The success of the Master Fund depends on the successful identification of investment opportunities and trends in the financial markets

The success of the Master Fund's investment activities depends on the Investment Managers' ability to identify overvalued and undervalued investment opportunities and to exploit price discrepancies in the financial and digital asset markets, as well as to assess the import of news and events that may affect the financial and digital asset markets. Identification and exploitation of the investment strategies to be pursued by the Master Fund involve a high degree of uncertainty. No assurance can be given that the Investment Managers will be able to locate suitable investment opportunities in which to deploy all of the Master Fund's assets or to exploit discrepancies in the securities and derivatives markets. A reduction in market liquidity or the pricing inefficiency of the markets in which the Master Fund seeks to invest, as well as other market factors, will reduce the scope for the Master Fund's investment strategies.

The Master Fund may be adversely affected by unforeseen events involving, without limitation, such matters as changes in interest rates or the credit status of an issuer, government programmes regarding mortgage borrowings, forced redemptions of securities or acquisition proposals, break-up of planned mergers, unexpected changes in relative value, short squeezes, inability to short stock or changes in tax treatment.

Historic opportunities for some or all hedge fund strategies may be eroded over time whilst structural or cyclical factors may reduce investment opportunities for the Manager and the Investment Managers thereby temporarily or permanently reducing the potential returns of the Master Fund.

Any factor which may lessen the prospect of major trends in the future (such as increased governmental control of, or participation in, the markets) may reduce an Investment Manager's ability to trade profitably. Any factor which would increase the difficulty of executing timely trades, such as a significant decrease in liquidity in a particular market, may also be detrimental to the Master Fund. Furthermore, an Investment Manager may modify or alter its strategy from time to time in an attempt to better evaluate market movements. No assurance can be given that the strategies used by any of the Investment Managers will be successful under all or any market conditions. In addition, it is not known what effect, if any, the size of the Master Fund's account or an increase in total funds being managed by an Investment Manager and its affiliates and connected persons will have on the performance of such strategies.

The Master Fund is subject to competition for investment opportunities

The Master Fund competes with other hedge funds and market participants (such as public or private investment funds and the proprietary desks of investment banks) for investment opportunities. The number of such hedge funds and market participants and the scale of the assets managed by such entities may increase. Such competitors may be substantially larger and have considerably greater financial, technical and marketing resources than are available to the Master Fund or they may also have a lower cost of capital and access to funding sources that are not available to the Master Fund, which may create competitive disadvantages with respect to investment opportunities. The net effect of these developments may be to reduce the opportunities available for the Manager and the Investment Managers to generate returns or to reduce the quantum of these returns.

The Master Fund is subject to counterparty risk and insolvency

The Master Fund may enter into transactions with counterparties (including prime brokers and custodians) which become unable or unwilling to fulfil their contractual obligations. There can be no assurance that any such counterparty will not default on its obligations to the Master Fund. In the event of a counterparty default, the Master Fund could experience significant losses.

In addition, the Master Fund's contractual arrangements with its trading counterparties typically contain termination provisions in the event of, among other things, a significant decline in the net asset value per share of the Master Fund, calculated on a periodic basis, or a decline in the net asset value of the Master Fund to an absolute monetary floor. Termination of any such contractual arrangements could seriously impair the ability of the Master Fund to carry on its business.

The stability and liquidity of swap transactions, forward transactions and other OTC derivative transactions depend in large part on the creditworthiness of the parties to the transactions. It is expected that the Investment Managers will continue to monitor on an ongoing basis the creditworthiness of firms (including prime brokers and custodians) with which the Master Fund enters into interest rate swaps, caps, floors, collars or other OTC derivatives. If there is a default by the counterparty to such a transaction, the Master Fund will under most normal circumstances have contractual remedies pursuant to the agreements related to the transaction. However, exercising such contractual remedies may involve delays or costs which could result in the net asset value of the Master Fund being less than if the Master Fund had not entered into the transaction. Furthermore, there is a risk that any of such counterparties could become insolvent. If one or more of the Master Fund's counterparties were to become insolvent or the subject of liquidation proceedings in any jurisdiction, there is a risk that the recovery of the Master Fund's securities and other assets from such counterparty will be delayed or be of a value less than the value of the securities or assets originally entrusted to such counterparty.

Where the Master Fund delivers collateral to its trading counterparties, either by posting initial margin or on a daily mark-to-market basis, circumstances may arise where a counterparty may be over-collateralised or the Master Fund may from time to time have uncollateralised mark-to-market exposure to a counterparty in relation to its rights to receive securities and cash. In both circumstances the Master Fund will be exposed to the creditworthiness of any such counterparty and, in the event of the insolvency of a trading counterparty, the Master Fund will rank as an unsecured creditor in relation to amounts equivalent to any such over-collateralisation and any uncollateralised exposure to such trading counterparty. In such circumstances it is likely that the Master Fund will not be able to recover any debt in full, or at all.

In addition, the Master Fund may use counterparties located in various jurisdictions around the world. Such counterparties are subject to various laws and regulations in various jurisdictions that are designed to protect their customers in the event of their insolvency. However, the practical effect of these laws and their application to the Master Fund's assets will be subject to substantial limitations and uncertainties. Because of the large number of entities and jurisdictions involved and the range of possible factual scenarios involving the insolvency of a counterparty, it is impossible to generalise about the effect of their insolvency on the Master Fund and its assets. Shareholders should assume that the insolvency of any counterparty would result in a loss to the Master Fund, which could be material.

There are increased risks in dealing with offshore and unregulated counterparties, including the risk that assets may not benefit from the protection afforded to "customer funds" deposited with regulated counterparties. The Master Fund may be required to post margin for its foreign exchange transactions with foreign exchange counterparties who are not required to segregate customer funds. In the case of a counterparty's bankruptcy or inability to satisfy substantial deficiencies in other customer accounts, the Master Fund may recover, even in respect of property specifically traceable to the Master Fund's account, only a pro rata share of all property available for distribution to all of such counterparty's customers.

The Master Fund's investment approach relies on computer models and information technology

The Master Fund's investment approach is based partly on mathematical models, which are implemented as automated computer algorithms, that investment professionals at the Investment Managers have developed over time. Substantial resources are committed to the updating and maintenance of existing models and algorithms as well as to the ongoing development of new models and algorithms.

The successful operation of the automated computer algorithms on which the Master Fund's investment approach is based upon the information technology systems used by an Investment Manager and its ability to ensure those systems remain operational and that appropriate disaster recovery procedures are in place.

Further, as market dynamics shift over time, a previously highly successful model may become outdated, perhaps without the relevant Investment Manager recognising that fact before substantial losses are incurred.

The Master Fund, or one or more of the Investment Managers, may use computer pricing models to identify apparently overpriced or underpriced instruments in relation to an assumed norm. In addition, analyses of price and other fluctuations over time may be relied upon which utilise charts and computers in order to discern and predict trends. Trading based on such analyses is subject to the risks that instruments will not increase or decrease as predicted by the analyses, or that trades dictated by the analyses may not be executed in time to take advantage of the price disparities. This latter risk is likely to materialise when numerous market makers use similar analyses, all of which dictate the desirability of executing identical or similar contracts.

In the past, there have been periods without identifiable trends and, presumably, such periods will continue to occur. Trading models or analyses that depend upon the forecasting of trends will not be profitable if there are not identifiable trends of the kind that the models or analyses seek to follow. Any factor which would make it more difficult to execute trades in accordance with the models or analyses signals, such as a significant lessening of liquidity in a particular market, would also be detrimental to profitability of the Master Fund.

There can be no assurance that the relevant Investment Manager will be successful in maintaining effective mathematical models and automated computer algorithms under all or any market conditions. In addition, it is not known what effect, if any, the size of the portfolio of the Master Fund or an increase in the total assets under the relevant Investment Manager's management will have on the performance of such models and algorithms

The Master Fund may also rely on models provided by third parties for the assessment of risks assumed in portfolios or instruments, including risk modelling firms. The impacts predicted by such models may prove inaccurate or inadequate in certain unexpected or new situations and, if relied on by the Investment Managers, may result in substantial losses for the Master Fund.

Both the Master Fund and the Company's Sterling investment in the Master Fund, are subject to currency exposure

The Company's investments in the Master Fund are denominated, issued and redeemed in Sterling and US Dollars in the same proportions as the Sterling Shares and US Dollar Shares in issue from time to time. Certain of the assets of the Master Fund are to be invested in securities and other investments which are denominated in other currencies. In addition the Master Fund values its investments and other assets in US Dollars. Accordingly, the value of such assets may be affected favourably or unfavourably by fluctuations in currency rates.

The Master Fund generally seeks to hedge its foreign currency exposure but will necessarily be subject to foreign exchange risks. In addition, the Investment Managers may also take speculative positions in currencies for the benefit of the Master Fund as a whole.

Many emerging markets have underdeveloped capital market structures where the risks associated with holding currency are significantly greater than in other, less inflationary markets. Currency exchange rates are highly volatile and subject to severe event risks, as the political situation with regard to the relevant foreign government may itself be volatile. In addition, if the cash flow of the assets is contingent, it may be difficult to quantify the attendant cross-currency risk, compounding the risk of changes in underlying currencies by the other risks in the portfolio. Correlations between these risks are difficult to quantify and, therefore, difficult to hedge. An inaccurate estimation of the correlation may lead to a faulty hedge and a consequent loss in the portfolio. It should also be noted that, in highly volatile markets, predictions of correlation based on historical data can diverge dramatically from observed market moves.

The foreign exchange exposure of the assets of the Master Fund attributable to its Sterling Shares is generally hedged in order to minimise, so far as reasonably practicable, the impact of fluctuations in the Sterling/US Dollar exchange rate but there can be no assurance that any hedges which are in place from time to time will be effective.

The Master Fund utilises such instruments as the relevant Investment Manager deems appropriate including, but not limited to, stock market index futures and put options, when seeking to hedge against currency fluctuations. There can be no guarantee that instruments suitable for hedging currency or market shifts will be available at the time when the Master Fund wishes to use them or will be able to be liquidated when the Master Fund wishes to do so. In most emerging countries the markets for certain of these hedging instruments are not highly developed and in many emerging countries no such markets currently exist. In addition, the Master Fund may choose not to enter into hedging transactions with respect to some or all of its positions. Currency exchange costs will be incurred when the Master Fund changes investments from one country to another.

The Master Fund relies upon, and is exposed to the risks associated with, borrowings and the use of leverage

Borrowings are an integral part of the Master Fund's strategies and may include the use of securities margin, futures margin, margined option premiums, repurchase agreements, bank or dealer credit lines or the notional principal amounts of swap transactions.

The Master Fund uses borrowings for the purpose of making investments. The use of borrowing creates special risks and may significantly increase the Master Fund's investment risk. Borrowing creates an opportunity for greater yield and total return but, at the same time, will increase the Master Fund's exposure to capital risk and interest costs.

Previously, including during the "financial crisis" of 2007-2009, markets experienced a dramatic restriction in the availability of credit. It is possible that such a "financial crisis" or other restriction in the availability of adequate financing arrangements may again occur. It is impossible to predict the impact of any such restriction on the performance of the Master Fund or the fulfilment of the investment objective. Furthermore, there can be no assurance that the Master Fund will be able to maintain adequate financing arrangements under all market circumstances.

Where the Master Fund makes use of such borrowings to initiate long or short positions and the positions decline in value, it will usually be subject to a "margin call", pursuant to which it must either deposit additional funds with the lender or be subject to sanctions such as the mandatory liquidation of securities over which the lender has been granted security or a mandatory termination of all outstanding contracts with the lender and a claim for compensation for any losses incurred by the lender. In some cases a margin call may be made even if the relevant positions have not declined in value. The Master Fund would normally satisfy such margin calls in cash or US Treasury bills and, to the extent that such assets were insufficient, would liquidate other assets to raise cash in order to satisfy the relevant margin call. In the event of a large margin call, the Investment Managers might not be able to liquidate assets quickly enough to pay off the margin liability. In such a case, the relevant lender may have the right, in its sole discretion, to liquidate certain assets of the Master Fund in order to enable the Master Fund to satisfy its obligations to that lender.

The banks and dealers that provide financing to the Master Fund may vary their respective policies relating to margin, financing, security and collateral valuation policies. Banks and dealers could change these policies at any time, for any reason, including a change in market circumstances, government, regulatory or judicial action or simply a change in the policy of the relevant bank. Changes by banks and dealers to one or more of these policies, or the imposition of other credit limitations or restrictions may be applied retrospectively to existing contracts as well as prospectively to contemplated future dealing. Whilst the Investment Managers will seek to limit the rights of lenders to apply such retrospective changes, any such limitation will be subject to the agreement of the relevant lender, which may not be forthcoming. Retrospective changes may result in large margin calls, loss of financing, forced liquidations of positions at disadvantageous prices, termination of swap and repurchase agreements and cross-defaults to agreements with other banks and dealers. Prospective changes may result in the inability of the Manager or the Investment Managers to fulfil the Master Fund's investment objective. Any such adverse effects may be exacerbated in the event that such limitations or restrictions are imposed suddenly or by multiple market participants simultaneously. The imposition of any such limitations or restrictions could compel the Master Fund to liquidate all or part of its portfolio at disadvantageous prices, perhaps leading to a complete loss of the Master Fund's equity.

The Master Fund could also be subject to a "margin call", pursuant to which it must either deposit additional funds with the broker or be the subject of mandatory liquidation of the securities over which the broker has been granted security to compensate for the decline in value. A "margin call" can essentially be made at the discretion of the relevant broker, even if the securities over which that broker has been granted security to secure the Master Fund's margin accounts, have not declined in value. In the event of a sudden drop in the value of the Master Fund's assets, the relevant Investment Manager may not be able to liquidate assets quickly enough to pay off the margin debt. In such a case, the relevant broker may liquidate additional assets of the Master Fund, in its sole discretion, in order to satisfy such margin debt.

Health crises can have an adverse impact on the ability of the Master Fund to execute its investment strategy

Outbreaks of health epidemics and contagious diseases, including avian influenza, severe acute respiratory syndrome or SARS, swine flu caused by H1N1 virus, or H1N1 Flu, and the novel coronavirus disease that emerged in late December 2019 (COVID-19), on a regional or global scale may affect investment sentiment and result in volatility in global financial markets. In addition, any such outbreaks may result in restrictions on travel and public transport and prolonged closures of workplaces which may have a material adverse effect on the regional or national economies which have imposed such restrictions and which, in turn, may have a wider impact on the global economy. Accordingly, a significant outbreak of a health epidemic or contagious disease could result in a widespread health crisis and restrict the level of business activity in affected areas, which may in turn give rise to significant costs to the Master Fund and adversely affect the Master Fund's business and financial results.

The Master Fund is exposed to risks associated with the OTC derivatives market

There has been an international effort to increase the stability of the financial system in general, and the OTC derivatives market in particular, in response to the "financial crisis" of 2007-2009. The leaders of the G20 international forum have agreed that all standardised OTC derivative contracts should be traded on exchanges or electronic trading platforms, where appropriate, and cleared through central counterparties, that OTC derivative contracts should be reported to trade repositories and non-centrally cleared contracts should be subject to higher capital requirements.

In the United States, the US Dodd-Frank Act includes provisions that comprehensively regulate the OTC derivatives markets. The US Dodd-Frank Act, and the rules promulgated thereunder, require that a substantial portion of OTC derivatives be executed in regulated markets and submitted for clearing to regulated clearing houses, and impose certain reporting, recordkeeping and other requirements relating to transactions in connection with such instruments. OTC trades submitted for clearing are subject to minimum initial and variation margin requirements set by the relevant clearing house, as well as margin requirements mandated by federal regulators. OTC derivatives dealers acting as clearing members also typically demand the unilateral ability to increase the Master Fund's collateral requirements for cleared OTC trades beyond any regulatory and clearing house minimums. The CFTC, as well as prudential regulators, have imposed margin requirements on non-cleared OTC derivatives and requirements regarding the holding of customer collateral. The SEC has also adopted requirements imposing margin and segregation requirements with respect to the categories of non-cleared OTC derivatives subject to its jurisdiction, which requirements came into effect in 2021. These requirements may increase the amount of collateral the Master Fund is required to provide and the costs associated with providing it. As OTC derivatives dealers are required under these requirements to post margin to their counterparties and to the clearing houses through which they clear their customers' trades (instead of using such margin in their operations, as was widely permitted before the US Dodd-Frank Act), the costs of OTC derivatives dealers have increased and will continue to increase. These costs are likely to be passed through to other market participants (including the Master Fund) in the form of higher fees and less favourable dealer marks.

Regulations requiring certain derivatives transactions that were previously executed on a bilateral basis in the OTC markets to be executed through a regulated exchange or execution facility may make it more difficult and costly for investment funds, including the Master Fund, to enter into highly tailored or customised transactions. They may also render certain strategies in which the Master Fund might otherwise engage impossible or so costly that they will no longer be economical to implement.

In the European Union, the European Market Infrastructure Regulation ("EMIR") introduced uniform requirements in respect of OTC derivative contracts by requiring certain "eligible" OTC derivatives contracts to be submitted for clearing to regulated central clearing counterparties and by mandating the reporting of certain details of OTC derivatives contracts to trade repositories. In addition, EMIR imposes requirements for appropriate procedures and arrangements to measure, monitor and mitigate operational and counterparty credit risk in respect of OTC derivatives contracts which are not subject to mandatory clearing, such as the exchange and segregation of collateral. EMIR has a significant impact on the Master Fund's trading of derivatives which may include an increase in the overall costs of entering into and maintaining OTC derivatives contracts.

Specific investments or investment types made by the Master Fund may involve particular risks The Master Fund can invest in a wide range of investments, strategies and markets, each of which may present specific risks, including as follows.

Commodities, commodity and energy trading risks

The Master Fund may invest in commodity investments or engage in commodity trading strategies. Commodity prices generally relate to the overall level of economic activity and industrial production. A principal risk in commodity trading strategies is the volatility of the market prices of commodities. Because of the low margin deposits typically required in commodity contract trading, a relatively small movement in the market price of a commodity contract may result in a disproportionately large profit or loss to the Master Fund.

Historically, during periods of economic or financial instability, commodities and the securities of producers have been subject to extreme fluctuations in market price. The earnings and general financial conditions of producers are highly dependent on the market price of the underlying resources which, historically, have been extremely volatile. Natural disasters, such as earthquakes, droughts and floods, can lead to severe supply disruptions. These events may significantly influence prices of commodities and prices of natural resource equities. Similarly, supply interruptions as a result of social factors such as strikes and civil unrest can have a material impact on commodity prices. The production of some commodities can be concentrated in geographic regions or specific countries, and as such the impact of natural, political or social factors can have a significant effect. Commodity prices can be influenced, often unpredictably, by co-operative or co-ordinated actions, by producers or sovereign nations (e.g. members of the Organization of Petroleum Exporting Countries).

Unrated and non-investment grade debt securities

The Master Fund invests in debt securities which may be unrated by a recognised credit-rating agency or may be rated below investment grade and which are, or may become, subject to greater risk of loss of principal and interest than higher-rated debt securities. Because investors generally perceive that there are greater risks associated with unrated and below investment grade securities, the yields and prices of such securities may fluctuate more than those for higher-rated securities. The market for non-investment grade securities may be smaller and less active than that for higher-rated securities, which may adversely affect the prices at which these securities can be sold and result in losses to the Master Fund. The Master Fund may invest in debt securities which rank junior to other outstanding securities and obligations of the issuer, all or a significant portion of which may be secured on substantially all of that issuer's assets. The Master Fund may invest in debt securities which are not protected by financial covenants or limitations on additional indebtedness. The Master Fund may invest in debt securities which are subject to the significant risk of the issuer's inability to meet principal and interest payments on the obligations (credit risk) and may also be subject to price volatility due to such factors as interest rate sensitivity, market perception of the creditworthiness of the issuer and general market liquidity risk (market risk). The Master Fund is therefore subject to credit, liquidity and interest rate risks. In addition, evaluating credit risk for debt securities involves uncertainty because credit rating agencies throughout the world have different standards, making comparison across countries difficult. Also, the market for credit spreads is often inefficient and illiquid, making it difficult to accurately calculate discounting spreads for valuing financial instruments.

Derivatives

The Master Fund utilises both exchange-traded and OTC derivatives, including, but not limited to, futures, forwards, swaps (including credit default swaps), options and contracts for differences, as a part of its investment approach. These instruments can be highly volatile, incorporate leverage, and expose investors to a high risk of loss. The low initial margin deposits normally required to establish a position in such instruments permit a high degree of leverage. As a result, depending on the type of instrument, a relatively small movement in the price of a contract may result in a profit or a loss which is high in proportion to the amount of funds actually placed as initial margin and may result in unquantifiable further loss exceeding any margin deposited. In addition, daily limits on price fluctuations and speculative position limits on exchanges may prevent prompt liquidation of positions resulting in potentially greater losses. The pricing relationships between derivatives and the instruments underlying such derivatives may not correlate with historical patterns, potentially resulting in unexpected losses. Further, when used for hedging purposes, there may be an imperfect correlation between these instruments and the investments or market sectors being hedged. Transactions in OTC contracts may involve additional risk as there is no exchange market on which to close out an open position.

The derivatives markets are frequently characterised by limited liquidity, which may make it difficult, as well as costly, to close out an open position to realise gain or to limit loss. It may not be possible to liquidate an existing position, to assess the value of a position or to assess the exposure to risk. The price at which a derivative instrument may be liquidated or sold, should the Master Fund wish or be compelled to do so, may be materially different from the price at which it is valued.

The Master Fund may sell covered and uncovered options on securities and other assets. To the extent that such options are uncovered, the Master Fund could incur an unlimited loss.

The Master Fund is also dependent on the willingness of counterparties to enter into off-exchange contracts with it. Failure to identify or delay in identifying such counterparties could limit the ability of the Master Fund to carry on its business. The Master Fund will also be exposed to the risk of default by, or the insolvency of, any such counterparty.

Digital assets

The Master Fund invests in digital assets through Underlying Funds. An Underlying Fund may purchase digital assets directly or may gain exposure to digital assets indirectly, for example, through investments in exchange-traded and OTC-traded securities, futures and other instruments which are linked to an underlying digital asset (together with digital assets, "digital asset investments"). Digital asset investments will exclusively be made by the Master Fund through an Underlying Fund.

Digital assets are a new and evolving asset class. The characteristics of particular digital assets within the "class" may differ significantly, and the investment characteristics of digital assets as an asset class differ from those of traditional currencies, securities and commodities. Investments in digital assets carry significant risk. The Master Fund may lose the value of its entire investment or part of its investment in digital asset investments.

Unique Features of Digital Assets

Crypto currencies are not legal tender in the United States. The level of the intrinsic values of digital assets may be subject to a broad spectrum of opinions. The price of many digital assets is based on the agreement of the parties to a transaction. There are specific risks associated with the unique features of digital assets which need to be understood.

Price Volatility

The price of a digital asset is based on the perceived value of the digital asset and can be subject to changes in sentiment, which may make these products highly volatile. Certain digital assets, such as some crypto currencies have experienced daily price volatility of more than 20 per cent.. Prospective investors should be aware of the potentially extreme price volatility of some digital assets and the possibility of rapid and substantial price movements, which could potentially result in significant losses.

Digital assets, and consequently digital asset investments, may be subject to significant price volatility and have been subject to periods of volatility in the past. Digital assets are not backed by a central bank, a national or international organisation, assets or other forms of credit, although in some specific cases they can be backed to an extent by physical assets. Digital assets may have no inherent value; in most cases the price of digital assets is entirely dependent on the value that market participants place on them, meaning that any increase or loss of confidence in digital assets may affect their value.

Digital assets may also be subject to momentum pricing due to speculation regarding future appreciation in value, leading to greater volatility. Momentum pricing typically is associated with growth stocks and other assets whose valuation, as determined by the investing public, accounts for future appreciation in value, if any. It is possible that momentum pricing of digital assets has resulted, and may continue to result, in speculation regarding future appreciation in the value of digital assets, making digital asset prices more volatile. As a result, digital assets may be more likely to fluctuate in value due to changing investor confidence, which could impact future appreciation or depreciation in digital asset prices.

Valuation and Liquidity

Digital assets can be traded through privately negotiated transactions and through numerous digital assets exchanges and intermediaries around the world. The lack of a centralised pricing source may pose a variety of valuation challenges. In addition, the dispersed liquidity may pose challenges for market participants trying to exit a position, particularly during periods of stress. Brevan Howard has valuation policies and procedures for assets, including digital assets, that take into account their access to liquidity and the volatility of relevant markets.

Cybersecurity

The cybersecurity risks of crypto currencies and related "wallets" or spot exchanges include hacking vulnerabilities and a risk that publicly distributed ledgers may not be immutable. A cybersecurity event could potentially result in a substantial, immediate and irreversible loss for market participants that trade digital assets. Even a minor cybersecurity event in a digital asset is likely to result in downward price pressure on that product and potentially other digital assets.

Technology

The relatively new and rapidly evolving technology underlying digital assets introduces unique risks. For example, a unique private key is required to access, use or transfer a crypto currency on a blockchain or distributed ledger. The loss, theft or destruction of a private key may result in an irreversible loss. The ability to participate in forks (a change in the blockchain's protocol that the software uses to decide whether a transaction is valid or not) could also have implications for investors. For example, a market participant holding a crypto currency position through a crypto currency exchange may be adversely impacted if the exchange does not allow its customers to participate in a fork that creates a new product.

Opaque Spot Market

Crypto currency balances are generally maintained as an address on the blockchain and are accessed through private keys, which may be held by a market participant or a custodian. Although crypto currency transactions are typically publicly available on a blockchain or distributed ledger, the public address does not identify the controller, owner or holder of the private key. Unlike bank and brokerage accounts, digital assets exchanges and custodians that hold digital assets do not always identify the owner. The opaque underlying or spot market may pose asset verification challenges for market participants, regulators and auditors and potentially give rise to an increased risk of manipulation and fraud.

Digital Asset Exchanges, Intermediaries and Custodians

Digital asset exchanges, as well as other intermediaries, custodians and vendors used to facilitate digital assets transactions, are relatively new and largely unregulated in both the United States and many foreign jurisdictions. Crypto currency exchanges generally purchase crypto currencies for their own account on the public ledger and allocate positions to customers through internal bookkeeping entries while maintaining exclusive control of the private keys.

Under this structure, crypto currency exchanges collect large amounts of customer funds for the purpose of buying and holding virtual currencies on behalf of their customers. The opaque underlying spot market and lack of regulatory oversight potentially creates a risk that a crypto currency exchange may not hold sufficient crypto currencies and funds to satisfy its obligations and that such deficiency may not be easily identified or discovered. Many digital asset exchanges have experienced significant outages, downtime and transaction processing delays and may have a higher level of operational risk than regulated futures or securities exchanges.

Regulatory Landscape

Digital assets currently face an uncertain regulatory landscape in the United States and many foreign jurisdictions. In the United States, digital assets are not subject to federal regulatory oversight but may be regulated by one or more state regulatory bodies. In addition, many digital asset derivatives are regulated by the CFTC, and the SEC has cautioned that many initial coin offerings are likely to fall within the definition of a security and be subject to U.S. securities laws. One or more jurisdictions may, in the future, adopt laws, regulations or directives that affect digital asset networks and their users. Such laws, regulations or directives may impact the price of digital assets and their acceptance by users, merchants and service providers.

Transaction Fees

Many crypto currencies allow market participants to offer miners (i.e. parties that process transactions and record them on a blockchain or distributed ledger) a fee. A fee is generally necessary to ensure that a transaction is promptly recorded on a blockchain or distributed ledger. The amounts of these fees are subject to market forces and it is possible that the fees could increase substantially during a period of stress. In addition, digital asset exchanges, wallet providers and other custodians may charge high fees relative to custodians in many other financial markets.

Digital Asset Derivatives

Digital asset derivatives may experience significant price volatility and the initial margin for digital asset derivatives may be set as a percentage of the value of a particular contract, which means that margin requirements for long positions can increase if the price of the contract rises. In addition, some futures commission merchants may impose restrictions on customer trading activity in digital asset derivatives, such as requiring additional margin, imposing position limits, prohibiting naked shorting or prohibiting give-in transactions. The rules of certain designated contract markets impose trading halts that may restrict a market participant's ability to exit a position during a period of high volatility.

Taxation

There is currently no tax certainty regarding the treatment of investments in digital assets across various jurisdictions due to the novelty of the asset class.

Emerging markets

Investment in the securities of issuers based in emerging markets involves a greater degree of risk than an investment in securities of issuers based in more developed countries. Among other things, emerging market securities investments may carry the risks of less publicly available information, more volatile markets, less strict securities market regulation, less favourable tax provisions, and a greater likelihood of severe inflation, unstable or not freely convertible currency, war, corruption and expropriation of personal property than investments in securities of issuers based in more developed countries. In addition, the Master Fund's investment opportunities in certain emerging markets may be restricted by legal limits on foreign investment in local securities.

Equity, equity-linked securities and equity indices

The Master Fund engages in trading equity and equity-linked securities (including equity-based derivatives) and may engage in trading equity indices, the values of which vary with an issuer's performance and movements in the broader equity markets. Numerous economic factors, as well as market sentiment, political and other factors, influence the value of equities. At any given time, the Master Fund may have significant investments in companies with smaller market capitalisations. These securities often involve greater risks than the securities of larger, better-known companies, including less liquidity and greater volatility.

A number of the equity-like financial instruments in which the Master Fund may trade are referenced to underlying equities but incorporate other components – duration, strike price, premiums, etc. – which may result in the Master Fund's positions being unprofitable even though the relevant Investment Manager may have correctly assessed the market value of the underlying equity.

Market prices of equity securities as a group have dropped dramatically in a short period of time on several occasions in the past, and they may do so again in the future. In addition, actual and perceived accounting irregularities may cause dramatic price declines in the equity securities of companies reporting such irregularities or which are the subject of rumours of accounting irregularities.

The Master Fund may invest in preferred stock, convertible securities and warrants. The value of such instruments varies with movements in the equity market and the performance of the underlying common stock in particular. The market value of convertible securities tends to decline as interest rates increase, and vice versa. However, when the market price of the common stock underlying a convertible security exceeds the conversion price of that convertible security, a convertible security tends to reflect the market price of the underlying common stock. The market value of a warrant may be zero if the market price of the underlying securities remains lower than the specified price at which the holder of the warrant is entitled to buy such securities.

The Master Fund may engage in trading common stock. Common stock and similar equity securities generally represent the most junior position in an issuer's capital structure and, as such, generally entitle holders to an interest in the assets of the issuer, if any, remaining after all more senior claims to such assets have been satisfied. Holders of common stock generally are entitled to dividends only if and to the extent declared by the governing body of the issuer out of income or other assets available after making interest, dividend and any other required payments on more senior securities of the issuer. In the event of an insolvency or winding-up of a company in which the Master Fund is invested, the claims of ordinary shareholders rank behind all other claims.

Financially distressed companies and sovereign issuers

The Master Fund may purchase securities and other obligations of companies or sovereign issuers that are experiencing significant financial or business distress, including companies involved in bankruptcy or other reorganisation and liquidation proceedings. Although such purchases may result in significant returns, they involve a substantial degree of risk and may not show any return, either for a considerable period of time or at all. In fact, many of these instruments ordinarily remain unpaid unless and until the company reorganises or emerges from bankruptcy proceedings, and as a result may have to be held for an extended period of time. The level of analytical sophistication, both financial and legal, necessary for successful investment in companies or sovereign issuers experiencing significant business and financial distress is unusually high.

Illiquid investments

The Master Fund may invest in investments that are or become illiquid and lack a readily ascertainable market value. The Master Fund may not be able to readily dispose of such investments and, in some cases, may be contractually prohibited from disposing of such investments for a specified period of time. The Master Fund may not be able to realise all or any part of its interest in such investments for the purposes of funding the payment of redemption proceeds. Consequently, substantial redemptions by investors in the Master Fund may result in such investments constituting an increasing proportion of the Master Fund's portfolio. This may result in the Master Fund having an increased exposure to such investments and the risks associated therewith. In addition, illiquid investments may incur high transaction costs, particularly in times of market stress.

The Master Fund may make investments that are or become subject to legal or other restrictions on transfer or for which no liquid market exists. The market prices, if any, of such investments tend to be more volatile and it may not be possible to sell such investments when desired or to realise their fair value in the event of a sale. Securities in which the Master Fund may invest include those that are not listed on a stock exchange or traded in an OTC market. As a result of the absence of a public trading market for these securities, they may be less liquid than publicly traded securities. There may be substantial delays in attempting to sell non-publicly traded securities. Although these securities may be resold in privately negotiated transactions, the prices realised from these sales could be less than those originally paid. Further, companies whose securities are not publicly traded are not subject to the disclosure and other investor protection requirements that would be applicable if their securities were publicly traded.

Short selling

The Master Fund may sell securities short. Short selling involves trading on margin and accordingly can involve greater risk than investments based on a long position. A short sale of a security involves the risk of a theoretically unlimited increase in the market price of the security, which could result in an inability to cover the short position and a theoretically unlimited loss. There can be no guarantee that securities necessary to cover a short position will be available for purchase. Purchasing securities to close out a short position can itself cause the price of the relevant securities to rise further, thereby exacerbating the loss. In addition, if a sufficient number of market participants have entered into a short position, the short position may not react in the same way as a security would with no or limited short interest. In the event of a market downturn, the short position may therefore not provide the investment return that the relevant Investment Manager expected.

There is also a risk that the securities borrowed in connection with a short sale must be returned to the lender of such securities on short notice. If a request for the return of borrowed securities occurs at a time when other short sellers of the securities are receiving similar requests, a short squeeze can occur, and it may be necessary to replace borrowed securities previously sold short with purchases on the open market at a disadvantageous time, possibly at prices significantly in excess of the proceeds received from originally selling the securities short.

As a consequence of regulatory or legislative action taken by regulators around the world as a result of recent volatility in the global financial markets, taking short positions on certain securities has been restricted and more onerous disclosure requirements in respect of short positions have been implemented. The levels of restriction and disclosure vary across different jurisdictions and are subject to change in the short to medium term. Such restrictions or disclosure requirements have made it difficult and in some cases impossible for numerous market participants either to continue to implement their investment strategies or to control the risk of their open positions or have increased the risk for such participants to do so.

The Master Fund's investments may be adversely affected by speculative position limits

In the United States, the CFTC and US commodities exchanges impose limits referred to as "speculative position limits" on the maximum net long or net short speculative positions that any person may hold or control in any particular futures or options contracts traded on the exchanges. The US Dodd-Frank Act significantly expanded the CFTC's authority to impose position limits with respect to futures contracts and options on futures contracts, swaps that are economically equivalent to futures or options on futures, and swaps that are traded on a regulated exchange and certain swaps that perform a significant price discovery function.

In October 2020, the CFTC adopted new speculative position rules with respect to futures, options on futures on many physical commodities (including energy and metals) and agricultural commodities, economically equivalent swaps and other derivatives, which became effective in March 2021 and are in the process of being phased in.

As a result of these new speculative position rules, the size or duration of positions available to the Master Fund may be severely limited. Accounts owned or managed by an Investment Manager are likely to be combined for speculative position limit purposes.

The Master Fund or an Investment Manager could be required to liquidate positions in order to comply with such limits, or may not be able to fully implement trading instructions generated by its trading models, in order to comply with such limits. Any such liquidation or limited implementation caused by the application of position limits could result in substantial costs to the Master Fund and could restrict the Master Fund's ability to participate in the futures and swaps markets to the same degree as it has in the past.

The valuation of the Master Fund's illiquid investments may prove to be incorrect

Valuation of the Master Fund's illiquid investments may involve uncertainties and judgmental determinations, which may prove to be incorrect.

Independent pricing information may not at times be available or may be difficult to obtain with respect to certain of the Master Fund's illiquid investments. Accordingly, certain illiquid investments may be subject to varying interpretations of value and, in such cases, the value of an illiquid investment may be determined by, among other things, utilising price quotes or estimates provided by dealers and pricing services and, if necessary, through relative value pricing. The Master Fund is entitled to rely, without independent investigation, upon pricing information and valuations furnished to it by third parties, including pricing services.

Valuations of illiquid investments may not be indicative of what actual fair market value would be in an active, liquid or established market. There is no guarantee that the value attributable to an illiquid investment will represent the value that will be realised by the Master Fund on the eventual disposition of such an investment.

The Master Fund may determine the value of illiquid investments on the basis of models developed by an Investment Manager. Such models may not fully address all credit, market or other risks associated with a particular illiquid investment and a value determined on the basis of such models may differ significantly from the value that could be realised upon realisation of the relevant illiquid investment.

There is also a risk that the amount of Management Fees or Performance Fees paid by the Company on the basis of valuations of illiquid assets may be more than if the actual realisable value of such assets or liabilities were lower than the value determined for the purposes of calculating those fees. The Manager is not under any liability (including any obligation to return excess Management Fees or Performance Fees to the Company) in such circumstances.

RISKS RELATING TO THE MANAGER AND ITS AFFILIATES

The Company and the Master Fund are reliant on the expertise of, and the recruitment and retention of personnel by, the Manager, the Investment Managers and the Services Providers

The ability of the Master Fund to achieve its investment objective is significantly dependent upon the expertise of the Manager, the Investment Managers and the Services Providers, their respective partners, directors, members and employees and the Manager's, the Investment Managers' and the Services Providers' (and their respective affiliates') ability to attract and retain suitable staff. The impact of the departure for any reason of a key individual (or individuals) on the ability of the Manager, the Investment Managers and the Services Providers to achieve the investment objective of the Master Fund cannot be determined and may depend on amongst other things, the ability of the Manager, the Investment Managers and the Services to recruit other individuals of similar experience and credibility. In addition, legislative, tax or regulatory changes which restrict or otherwise adversely affect the remuneration of key individuals, including the ability and scope to pay bonuses, which may be imposed in the jurisdictions in which the Manager the Investment Managers and the Services Providers operate, may adversely affect the Manager's, the relevant Investment Manager's and the relevant Services Provider's (and/or their respective affiliates') ability to attract or retain any such key individual. In the event of the death, incapacity, departure, insolvency or withdrawal of any such key individual, the performance of the Master Fund and, therefore, the Company, may be adversely affected.

In addition, some of the contractual arrangements in place with certain of the Master Fund's counterparties provide the relevant counterparties with rights of termination, and with certain of its investors that entitle them to redemption without penalty, if certain key employees and officers of the Investment Managers cease to have responsibility for managing the Master Fund's investments or similar provisions. The assertion of such rights to terminate contracts could result in the Master Fund's contractual positions being closed out on unsatisfactory terms and in a fewer number of potential counterparties in the future. The assertion of such rights may have a material adverse impact on the business or financial condition of the Master Fund. There can be no assurance that the Manager or the Investment Managers would be able to mitigate the effects of the loss of any such key individual.

The ability of the Master Fund to achieve its investment objective is dependent upon the Investment Managers and the Services Providers carrying out their roles with due care and skill

The success of the Master Fund's investment activities depends on the Investment Managers' ability to identify overvalued and undervalued investment opportunities and to exploit price discrepancies in the financial markets, as well as to assess the impact of news and events that may affect the financial markets. Identification and exploitation of the investment strategies to be pursued by the Master Fund involves a high degree of uncertainty. No assurance can be given that the Investment Managers will be able to locate suitable investment opportunities in which to deploy all of the Master Fund's assets or to exploit discrepancies in the securities and derivatives markets. A reduction in market liquidity or the pricing inefficiency of the markets in which the Master Fund seeks to invest, as well as other market factors, will reduce the scope for the Master Fund's investment strategies, which, in turn, could materially impair the Master Fund's performance, which could have a material adverse effect on the performance of the Company and returns to Shareholders.

The performance of the Master Fund's investments depends to a great extent on the accuracy of the Investment Managers' assessments of the future course of market price movements. There can be no assurance that the Investment Managers will be able to anticipate these price movements. All markets can be characterised by adverse volatility conditions and great unpredictability and the investment strategies implemented by the Master Fund always have some, or in certain cases a significant degree of, market risk and can be negatively affected by movements in the relevant market.

Performance fee arrangements with the Manager could encourage riskier investment choices that could cause significant losses for the Master Fund

Part of the compensation of the Manager, the Investment Managers and their respective investment professionals is calculated by reference to the performance of the investments of the Company and the Master Fund. This may create an incentive to make investments that are riskier or more speculative than would be the case if such arrangements were not in effect. Resulting losses by the Master Fund could have a material adverse effect on the performance of the Company and returns to Shareholders. In addition, because performance-based compensation is calculated on a basis that includes unrealised appreciation of the Master Fund's assets, it may be greater than if it was based solely on realised gains.

The Company and the Master Fund are dependent on the information technology systems of the Manager, the Investment Managers and the Services Providers

The Manager, the Investment Managers and the Services Providers depend on information technology systems in order to, variously, assess investment opportunities, strategies and markets and to monitor and control risks for the Master Fund. Information technology systems are also used to trade in the underlying investments of the Master Fund. It is possible that a failure of some kind which causes disruptions to these information technology systems could materially limit the Manager's, the Investment Managers' and the Services Providers' ability to adequately assess and adjust the investments of the Master Fund, formulate strategies and provide adequate risk control, any of which could have a material adverse effect on the performance of the Master Fund. In addition, failure of the middle or back office functions of the Manager, the Investment Managers and/or the Services Providers to process trades by the Master Fund in a timely fashion could prejudice the investment performance of the Master Fund.

Some of the information technology systems used by the Manager, the Investment Managers, and the Services Providers may comprise new technologies such as artificial intelligence and robo-advisory systems. These systems may be used to inform or determine investment opportunities, strategies and decisions. These new technologies may not operate as predicted or desired and their output may be uncertain. Accordingly, the use of these new technologies by the Manager, the Investment Managers and/or the Services Providers (or the failure of these new technologies to operate correctly or at all) could have a material adverse effect on the performance of the Master Fund and, therefore, the Company.

Whilst the Manager and the Investment Managers have put in place safeguards including the use of redundant systems, replication, regular back-ups, emergency power, internet connections and alternative data feeds, designed to protect the interests of the Company and the Master Fund in case of disruption of information technology, including transmission failures, there can be no guarantee that such measures will be effective against all situations or could be implemented in time.

The Manager, the Investment Managers and the Services Providers provide services to other persons which may give rise to conflicts of interest

The Manager, the Investment Managers and/or the Services Providers and/or any of their respective affiliates and any person connected with them may invest in, directly or indirectly, or manage or advise other investment funds or accounts ("Other Accounts") which invest in assets which may also be purchased or sold by the Master Fund, or which have the same, similar or substantially similar investment strategies and restrictions as those implemented by the Master Fund, and each will remain free to provide such services to Other Accounts, including for their own accounts, in the future. An Investment Manager may vary the investment strategies employed on behalf of the Master Fund from those used for itself or for Other Accounts. No assurance is given that the results of the trading by an Investment Manager and/or Services Provider on behalf of the Master Fund will be similar to that of Other Accounts concurrently managed by that Investment Manager or Services Provider and/or their respective affiliates or connected persons. It is possible that such Other Accounts and any additional Other Accounts to which the Investment Managers, and/or the Services Providers and/or their respective affiliates or connected persons in the future provide such services may compete with the Master Fund for the same or similar positions in the markets. Certain such Other Accounts invest in the same, or substantially the same, assets as the Master Fund. In certain circumstances, realisations of the assets of such Other Accounts, including but not limited to, to meet redemptions of holdings by investors in such Other Accounts (which may be on shorter notice than the Company) or as a result of the termination of such Other Accounts' management or investment management arrangements may adversely affect the value, diversity or volatility of positions held by the Master Fund.

RISKS RELATING TO REGULATION AND TAXATION

The Master Fund (and, therefore, the Company) is exposed to risks of changes in the regulatory environment for hedge funds

The regulatory environment for hedge funds is evolving and changes therein may adversely affect the value of investments held by the Master Fund or the ability of the Master Fund to obtain the leverage it might otherwise obtain or to continue to implement its investment approach and achieve its investment objective. In addition, securities and futures markets are subject to comprehensive statutes, regulations and margin requirements. Regulators and self-regulatory organisations and exchanges are authorised to take extraordinary actions in the event of market emergencies. In addition, the regulatory or tax environment for derivative and related instruments and funds that engage in such transactions is evolving and may be subject to modification by government or judicial action which may adversely affect the value of the investments held by the Master Fund. The effect of any future regulatory or tax change on the Master Fund is impossible to predict.

Market disruptions and the dramatic increase in the capital allocated to alternative investment strategies during the past decade have led to increased governmental as well as self-regulatory scrutiny of the "hedge fund" and financial services industry in general. Certain legislation proposing greater regulation of the industry, such as the US Dodd-Frank Act, is considered periodically by the US Congress, as well as by the governments of non-US jurisdictions.

Under the US Dodd-Frank Act, the CFTC has mandated, and the SEC may in the future mandate, recordkeeping, reporting, central clearing and mandatory trading on electronic facilities requirements for investment advisers, which have added costs to the legal, operational and compliance obligations of the Master Fund, the Manager and the Investment Managers, and increase the amount of time that the Manager or the Investment Managers spend on non-investment related activities. Although most provisions of the US Dodd-Frank Act have now been implemented, certain provisions require additional rulemaking by applicable regulators before becoming fully effective. Accordingly, it is difficult to predict the ultimate impact of the US Dodd-Frank Act on the Master Fund, the Manager, the Investment Managers and the markets in which the Master Fund trades and invests or the counterparties with which it does business. The US Dodd-Frank Act could result in certain investment strategies in which the Master Fund engages or may have otherwise engaged becoming non-viable or non-economic to implement.

Regulators and self-regulatory organisations, including but not limited to the CFTC, and exchanges are authorised to take extraordinary actions in the event of market emergencies including, for example, the retroactive implementation of speculative position limits or higher margin requirements, the establishment of daily price limits and the suspension of trading. The regulation of swaps, futures or other derivative transactions and funds that engage in such transactions is an evolving area of law and is subject to modification by governmental, regulatory and judicial actions. The effect of any future regulatory change on the Master Fund could be substantial and adverse including, for example, increased compliance costs, terms relating to margin, increased disclosure requirements, the prohibition of certain types of trading or the inhibition of the Master Fund's ability to continue to implement its investment approach and achieve its investment objective.

Changes in tax laws or regulation or the unexpected imposition of tax on the Company, the Master Fund or the Master Fund's investments could adversely affect returns

Changes to the tax laws of, or practice in, Guernsey, the Cayman Islands, the United States, the United Kingdom or any other tax jurisdiction affecting the Company or the Master Fund including, for example, the imposition of withholding or other taxes on the Company's investment in the Master Fund, could adversely affect the value of the investments held by the Company in the Master Fund.

The Master Fund is not currently subject to tax on a net income basis in any country. There can be no assurance that the net income of the Master Fund will not become subject to tax in one or more countries as a result of unanticipated activities performed by the Investment Managers or their affiliates, adverse developments or changes in law, contrary conclusions by the relevant tax authorities or other causes. The imposition of any such unanticipated net income taxes could materially reduce the Master Fund's post-tax returns.

If either the Company or the Master Fund were treated as resident, or as having a permanent establishment, or as otherwise being engaged in a trade or business, in any country in which it invests or in which its investments are managed, all of its income or gains, or the part of such gain or income that is attributable to, or effectively connected with, such permanent establishment or trade or business, may be subject to tax in that country.

In addition, distributions or payments made to the Master Fund on its direct or indirect investments, including investments made indirectly through other investment funds, may be subject to withholding or excise tax. Moreover, there can be no assurance that unanticipated withholding or other taxes will not be imposed on those payments as a result of adverse developments or changes in any applicable law, treaty or regulation, or the adverse application or administration thereof by the relevant tax authorities, or other causes. The recipient of those payments may not be entitled to a gross-up in respect of any such taxes. The imposition of any such unanticipated withholding or other taxes could materially reduce the value of the affected investments.

The ability of certain persons to hold Shares may be restricted as a result of ERISA, the US Investment Company Act, the US Commodity Exchange Act or other considerations

Each purchaser and subsequent transferee of Shares will be required to represent and warrant or will be deemed to represent and warrant that it is not a "benefit plan investor" (as defined in Section 3(42) of ERISA), and that it is not, and is not using assets of, a plan or other arrangement subject to provisions under applicable federal, state, local, non-US or other laws or regulations that are substantially similar to Section 406 of ERISA or Section 4975 of the Code. In addition, subject to some exceptions, Shares may not be purchased by, or transferred to, any US Person who is not a "qualified purchaser" for the purposes of the US Investment Company Act or who may otherwise cause a relevant exemption or status to be lost, including for the purposes of the CFTC Regulations. Any failure to comply with such restrictions may constitute a violation of applicable securities laws and may subject the holder to the forced transfer provisions set out in the Articles.

The Company will not be registered under the US Investment Company Act and the Manager will not be registered under the US Investment Advisers Act or the US Commodity Exchange Act

The Company is not, and will not be, registered as an investment company in the United States under the US Investment Company Act. The Manager is not, and will not be, registered under the US Investment Advisers Act and is exempted from having to register as a commodity trading advisor under the US Commodity Exchange Act. The US Investment Company Act, the US Investment Advisers Act and the US Commodity Exchange Act provide certain protections to investors and impose certain restrictions on registered investment companies, none of which will be applicable to the Company, the Manager or the Investment Managers.

The Company's status as a PFIC will subject US shareholders to adverse tax consequences

Prospective investors who are United States taxpayers ("US Taxable Holders") should be aware that the Company expects that it will be treated as a passive foreign investment companies ("PFIC") for the current taxable year and the foreseeable future. As a result, US Taxable Holders may be subject to adverse US federal income tax consequences in respect of their investment in the Shares.

US Taxable Holders may be able to make a qualified electing fund ("QEF") election or a mark-tomarket election in respect of the Shares. Like other forms of "pass-through" taxation, this elective pass-through tax treatment may require an electing US Taxable Holder to include in income, and pay tax on, income or gains that have not yet been received in cash, and also may not prevent amounts that otherwise might have been subject to taxation at capital gains rates from effectively being transformed into ordinary income.

Prospective investors who are United States taxpayers should consult their own tax advisers regarding the US federal income tax consequences to them of an investment in the Shares, including in respect of their deemed ownership of any lower-tier PFICs, and the availability and desirability of making the QEF or mark-to-market elections.

The Company and the Master Fund are subject to FATCA and similar measures

Under the United States Foreign Account Tax Compliance Act provisions contained in sections 1471 to 1474 of the US Tax Code and US Treasury Regulations promulgated thereunder (together, as amended from time to time, "FATCA"), the Company and the Master Fund may be subject to a 30 per cent. withholding tax on certain payments to them of US source income (including interest and dividends) and the Company and the Master Fund may be subject to financial penalties or other sanctions under Guernsey or Cayman Islands law (as applicable) unless the Company and the Master Fund comply with the requirements of the inter-governmental agreements between the United States and Guernsey and the Cayman Islands (as applicable), which seek to implement the requirements of FATCA, and legislation enacted in Guernsey and the Cayman Islands to implement those agreements.

A number of other jurisdictions have entered into or are committed to entering into similar intergovernmental agreements for the automatic cross-border exchange of tax information, including, in particular, under a regime known as the OECD Common Reporting Standard (the "CRS"). Each of Guernsey and the Cayman Islands have signed, along with over 100 other countries, a multilateral competent authority agreement to implement the CRS, and have passed regulations to give effect to the CRS. These regulations require "Financial Institutions", including the Company and the Master Fund, to identify specified persons in participating jurisdictions under the CRS, and to report related information for automatic exchange with the relevant tax authorities in such jurisdictions. The Company and the Master Fund may be subject to financial penalties or other sanctions if they fail to comply with requirements regulations giving effect to the CRS.

If a Shareholder fails to provide the Company or the Administrator with information that is required by either of them to allow them to comply with any of the above reporting requirements, or any similar reporting requirements, adverse consequences may apply, including by make a withholding or deduction from any amounts otherwise distributable to the relevant Shareholder.

While the Company and the Master Fund will each seek to satisfy its obligations under applicable requirements to avoid the imposition of any deductions, financial penalties and other sanctions, the ability of the Company and the Master Fund to satisfy such obligations will depend on receiving relevant information or documentation about their respective shareholders and the direct and indirect beneficial owners of their shares. Each of the Company and the Master Fund intend to satisfy such obligations, although there can be no assurances that they will be able to do so. There is therefore a risk that the Company or the Master Fund may be subject to one or more deductions, financial penalties and other sanctions.

IMPORTANT INFORMATION

The contents of this Registration Document or any subsequent communications from the Company, the Manager, JPMC or any of their respective Affiliates, officers, directors, employees or agents are not to be construed as legal, business or tax advice. Each prospective investor should consult their own solicitor, financial adviser or tax adviser for legal, financial or tax advice in relation to the Shares.

Apart from the liabilities and responsibilities (if any) which may be imposed on them by FSMA or the regulatory regime established thereunder or under the regulatory regime of any other jurisdiction where exclusion of liability under the relevant regulatory regime would be illegal, void or unenforceable, neither JPMC nor any person affiliated with it makes any representation, express or implied, in relation to, nor accepts any responsibility whatsoever for, the contents of this Registration Document (or any prospectus or supplementary prospectus published by the Company prior to the expiry of this Registration Document) or for any other statement made or purported to be made by any of them or on behalf of any of them in connection with the Company, the Manager, the Shares, the Initial Issue, the Issuance Programme or any Admission. JPMC and its affiliates, to the fullest extent permissible by the law, disclaim all and any liability (save for any statutory liability) whether arising in tort, contract or otherwise which it or they might otherwise have in respect of this Registration Document or any such statement.

GENERAL

This Registration Document should be read in its entirety, along with the Summary and the Securities Note and any Future Summary and Future Securities Note, before making any application for Shares. Prospective investors should rely only on the information contained in the Prospectus (which comprises this Registration Document, together with the Summary and the Securities Note and (if applicable) any Future Summary and Future Securities Note and any supplementary prospectus issued by the Company prior to the expiry of this Registration Document).

No person has been authorised to give any information or make any representations other than those contained in the Prospectus and supplementary prospectus published by the Company prior to the expiry of the Issuance Programme and, if given or made, such information or representations must not be relied on as having been authorised by the Company, the Manager, JPMC or any of their respective Affiliates, officers, directors, members, employees or agents. Without prejudice to the Company's obligations under the Prospectus Regulation Rules, UK MAR and the Disclosure Guidance and Transparency Rules, neither the delivery of the Prospectus nor any subscription made under it shall, under any circumstances, create any implication that there has been no change in the affairs of the Company since, or that the information contained herein is correct at any time subsequent to the date of the Prospectus .

The distribution of the Prospectus in jurisdictions other than the UK may be restricted by law and persons into whose possession this Registration Document comes should inform themselves about and observe any such restrictions.

References in this Registration Document to "Sterling" and "£" are to the lawful currency of the United Kingdom and references to "US Dollars", "Dollars", "US\$" and "\$" are to the lawful currency of the United States.

Statements made in this Registration Document are based on the law and practice currently in force in England and Wales and Guernsey and are subject to changes therein.

EXEMPTION FROM REGISTRATION UNDER THE US COMMODITY EXCHANGE ACT

The Company, through its investment in the Master Fund, may trade in commodity futures and options on futures as part of its investment approach. The Company may therefore be deemed to be a commodity pool under the US Commodity Exchange Act, the operator of which must either comply with regulations applicable to a CPO registered with the CFTC or qualify for an exemption from such regulation. The Manager is registered with the CFTC as a CPO and has claimed an exemption under CFTC Rule 4.7 with respect to the Company and the Master Fund. Pursuant to that Rule, the Manager obtains relief from certain record keeping, disclosure and reporting requirements applicable to registered CPOs. The Prospectus has not been, and is not required to be, filed with the CFTC, and the CFTC has not reviewed or approved this Registration Document or any offering of Shares.

Under Section 4m(1) of the US Commodity Exchange Act and CFTC Rule 4.14(a)(10) a CTA that (i) has had 15 or fewer clients to whom the CTA has furnished commodity trading advice during the preceding twelve months and (ii) does not hold itself out generally to the public as a CTA, is exempt from the CTA registration requirement. Each of the Investment Managers (other than BH-DG) is exempt from registration with the CFTC as a CTA pursuant to such exemption. BH-DG is registered with the CFTC as a CTA and has claimed an exemption under CFTC Rule 4.7 pursuant to which it receives relief from certain disclosure requirements with respect to the Master Fund.

FORWARD-LOOKING STATEMENTS

This Registration Document includes statements that are, or may be deemed to be, "forward-looking statements". Forward-looking statements typically can be identified by the use of forward-looking terminology, including, but not limited to, terms such as "believes", "estimates", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology. Such forward-looking statements, which include all matters that are not historical facts, appear in a number of places in this Registration Document and include statements regarding the intentions, beliefs or current expectations of the Company, the Board or the Manager concerning, amongst other things, the investment performance, results of operations, financial condition, prospects, and dividend policy of the Company and the Master Fund and the markets in which it and the Master Fund invests or operates. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. Forward-looking statements are not guarantees of future performance. The Company's and/or the Master Fund's actual investment performance, results of operations, financial condition, dividends paid and their respective financing strategies may differ materially from the impression created by the forward-looking statements contained in this Registration Document. In addition, even if the investment performance, results of operations, financial condition of the Company or the Master Fund and their respective financing strategies, are consistent with the forward-looking statements contained in this Registration Document, those results, and their respective condition or strategies may not be indicative of their respective results, condition or strategies in subsequent periods. Important factors that could cause these differences include, but are not limited to:

• (a) changes in economic conditions generally and the Company's and the Master Fund's ability to achieve their investment objectives;
• (b) termination of the Management Agreement or redemption of the Company's investment in the Master Fund;
• (c) the departure of key personnel employed by the Manager;
• (d) the failure of the Manager to perform its obligations under the Management Agreement with the Company or its management agreement with the Master Fund;
• (e) changes in laws or regulations, including tax laws, or new interpretations or applications of laws and regulations, that are applicable to the Company or the Master Fund; and
• (f) general economic trends and other external factors, including those resulting from war, incidents of terrorism or responses to such events.

Given these uncertainties, prospective investors are cautioned not to place any undue reliance on forward-looking statements. Prospective investors should carefully review the section entitled "Risk Factors" of this Registration Document for additional factors that could cause the Company's or the Master Fund's actual results to differ materially from those that the forward-looking statements may give the impression will be achieved, before making an investment decision. Forward-looking statements speak only as at the date of this Registration Document. To the extent required by the UK Prospectus Regulation, UK MAR, the Listing Rules, the Disclosure Guidance and Transparency Rules and other applicable law and regulation, the Company will update or revise the information in this document. Otherwise, the Company undertakes no obligation to revise or update any forwardlooking statements contained herein.

SUSTAINABILITY-RELATED DISCLOSURES

Brevan Howard has implemented a responsible investment policy. The Brevan Howard Responsible Investment Officer is responsible for maintaining and implementing this policy in light of industry developments and for providing appropriate training to impacted staff.

On a regular basis, the Manager assesses the trading activity of the Master Fund as to whether ESG and UN Principles of Responsible Investing ("UNPRI") are appropriate or applicable to those funds. Most ESG principles have been envisaged in the context of equity or corporate fixed income investment funds and therefore are not readily applicable to the type of instruments traded by the Master Fund. However, as part of its risk management processes, the Manager monitors and restricts certain countries/jurisdictions for a number of reasons which can include governance, and it uses various sources for reference which includes the Financial Action Task Force.

While the Manager is not itself generally subject to the EU Sustainable Finance Disclosure Regulation ("SFDR") in respect of the Company, by virtue of the registration or notification under certain EU AIFMD national private placement regimes of certain other direct feeder funds into the Master Fund (in which the Company invests all of its assets (net of short-term working capital requirements)), the Manager has been required to determine whether sustainability risks are relevant to the Manager's in-scope financial products, including the relevant direct feeder funds.

Sustainability risks not relevant to the Master Fund

For the purposes of SFDR, "sustainability risk" means an environmental, social or governance event or condition that, if it occurs, could cause an actual or a potential material negative impact on the value of an investment.

The Manager has determined that sustainability risks are not relevant to the Master Fund on the basis that in light of the investment strategy of the Master Fund employed now or in the future, the Manager considers that environmental, social or governance events or conditions are unlikely to cause a material negative effect on the returns of the Master Fund.

The Master Fund invests principally in investments or asset classes which, in the opinion of the Manager, are not ordinarily subject to sustainability risk as a material negative impact on the value of those investments. This includes macro asset classes, for example FX and interest rates. Consequently, the Manager does not integrate sustainability risks into its investment decision making for the Master Fund, and the Manager has not assessed the likely impacts of sustainability risks on the returns of the Master Fund.

The Manager will keep its assessment that sustainability risks are not relevant to the Master Fund under regular review.

No consideration of adverse impacts

The SFDR requires the Manager to disclose whether, and if so how, it considers the principal adverse impacts ("PAIs") of its investment decisions on sustainability factors, in accordance with a specific regime outlined in SFDR, in relation to, amongst others, the Master Fund. The Manager does not consider the principal adverse impacts of its investment decisions on sustainability factors (either generally or in relation to the Master Fund).

The Manager has carefully evaluated the requirements of the PAI regime under Article 4 SFDR (the "PAI regime"). The Manager is supportive of the policy aims of the PAI regime, to improve transparency to clients, investors and the market, as to how financial market participants integrate consideration of the adverse impacts of investment decisions on sustainability factors. However, taking account of the types of products the Manager makes available and the macro asset classes traded, the Manager considers that it would be disproportionate to comply with the specific PAI regime of the SFDR.

In addition, the Manager considers that its primary investment strategies and client relationships do not support adoption of the PAI regime within SFDR. Certain of the Manager's products (including the Master Fund) involve investment strategies where it is not possible to conduct detailed diligence on the principal adverse impacts of the Manager's investment decisions on sustainability factors, including macro strategies.

The Manager is also concerned about the lack of readily available data in relation to the macro asset classes traded to comply with many of the reporting requirements of the PAI regime, as the Manager believes that issuers and market data providers are not yet ready to make available all necessary data for the PAI regime.

The Manager will keep its decision not to comply with the PAI regime under regular review, and will formally re-evaluate the decision at least annually.

Notwithstanding the Manager's decision not to comply with the PAI regime, the Manager has implemented a responsible investment policy at Manager level which applies to the relevant macro asset classes within which the Master Fund invests. The Manager is also a signatory to the United Nations Principles of Responsible Investment.

NO INCORPORATION OF WEBSITE

The contents of the Company's website at www.bhmacro.com or the contents of any website accessible from hyperlinks on the Company's website or any other website referred to in this Registration Document are not incorporated into, and do not form part of, this Registration Document.

IMPORTANT NOTE ON PERFORMANCE DATA

This Prospectus includes information regarding the performance data of the Company and Brevan Howard Fund Limited ("BHFL") (another feeder fund into the Master Fund managed by the Manager) (the ''Performance Data''). The performance of BHFL Class A GBP shares is used to represent the performance of the Master Fund. Such information is not necessarily comprehensive and prospective investors should not consider such information to be indicative of the possible future performance of the Company. Past performance of the Company, BHFL and the Master Fund is not a reliable indicator of, and cannot be relied upon as a guide to, the future performance of the Company, BHFL or the Master Fund. Investors should not consider the Performance Data (particularly the past returns) contained in this Registration Document to be indicative of the Company's future performance. For a variety of reasons, the comparability of the Performance Data to the Company's future performance is by its nature very limited. Without limitation, results can be positively or negatively affected by market conditions beyond the control of the Company and the Manager which may be different in many respects from those that prevail at present or in the future, with the result that the performance of investment portfolios originated now may be significantly different from those originated in the past.

Prospective investors should consider the following factors which, among others, may cause the Company's results to differ materially from historical results:

• * the Performance Data included in this Registration Document was generated by a number of different persons in a variety of circumstances and those persons may differ from those who currently or in the future may manage the Company's investments. It may or may not reflect the deduction of fees or the reinvestment of dividends and other earnings;
• * results may be positively or negatively affected by market conditions beyond the control of the Company and the Manager;
• * it is possible that the performance of the investments described in this Registration Document have been partially affected by exchange rate movements during the period of the investment;
• * differences between the Company's circumstances and the circumstances in which the Performance Data was generated may include all or certain of actual investments made, fee arrangements, structure (including for tax purposes), terms, leverage and geography. All of these factors can affect returns and impact the usefulness of performance comparisons and, as a result, none of the historical information contained in this Registration Document is directly comparable to the returns which the Company may generate; and
• * market conditions at the times covered by the Performance Data may be different in many respects from those that prevail at present or in the future, with the result that the performance of investments now and in the future may be significantly different from those originated in the past. In this regard, it should be noted that there is no guarantee the these returns reflected in the Performance Data can be achieved or can be continued if achieved.

No representation is being made by the inclusion of the Performance Data presented herein that the Company will achieve performance similar to the Performance Data or avoid losses. This Registration Document may contain comparisons, including with certain indices, some of which are provided for general market background. No representation is being made by including such comparisons or indices that the Company will perform in a similar way to the comparisons and indices presented herein or avoid losses.

Nothing in the Prospectus constitutes an offer of securities of the Master Fund or any entity in which the Master Fund invests, Brevan Howard Fund Limited or any other fund managed by Brevan Howard.

TYPICAL INVESTOR

The Shares are only suitable for investors (i) who understand the potential risk of capital loss and that there may be limited liquidity in the underlying investments of the Company, (ii) for whom an investment is part of a diversified investment programme and (iii) who fully understand and are willing to assume the risks involved in such an investment. It should be remembered that the price of the Shares and the income from them can go down as well as up.

An investment in the Shares is compatible only with investors who do not need a guaranteed income or capital protection, who (either alone or in conjunction with an appropriate financial or other adviser) are capable of evaluating the merits and risk of such an investment and who have sufficient resources to be able to bear any losses that may result therefrom.

PRESENTATION OF FINANCIAL AND OTHER INFORMATION

Sources of financial information

Unless otherwise indicated, the financial information included in this Registration Document has been extracted without material adjustment or derived from the following sources:

• * the interim report and unaudited financial statements of the Company as at and for the sixmonth period to 30 June 2022 together with the related notes thereto included in the Company's 2022 interim report made available to Shareholders on 9 October 2022 (the "2022 Interim Report"), which have been prepared in accordance with US Generally Accepted Accounting Principles ("US GAAP");
• * the audited consolidated financial statements of the Company as at and for the year ended 31 December 2021 together with the related notes thereto included in the Company's 2021 annual report made available to Shareholders on 31 March 2022 (the "2021 Annual Report"), which have been prepared in accordance with US GAAP;
• * the audited consolidated financial statements of the Company as at and for the year ended 31 December 2020 together with the related notes thereto included in the Company's 2020 annual report made available to Shareholders on 30 March 2021 (the "2020 Annual Report"), which have been prepared in accordance with US GAAP; and
• * the audited consolidated financial statements of the Company as at and for the year ended 31 December 2019 together with the related notes thereto included in the Company's 2019 annual report made available to Shareholders on 24 March 2020 (the "2019 Annual Report"), which have been prepared in accordance with US GAAP.

The 2022 Interim Report, the 2021 Annual Report, the 2020 Annual Report and the 2019 Annual Report are incorporated by reference into this document as set out in Part VII (Financial Information of the Company) of this Registration Document.

Alternative performance measures

The Company monitors certain alternative performance measures ("APMs"), which are not presented in accordance with or specified under US GAAP, to evaluate the Company's business.

In particular, the ongoing charges ratio is used by Company to monitor expenses which are likely to recur relative to the size of the Company over time.

The ongoing charges ratio represent the Company's management fee and all other operating expenses, excluding finance costs, performance fees, share issue or buyback costs and nonrecurring legal and professional fees, expressed as a percentage of the average of the daily net assets during the year and is prepared by the Company in accordance with the AIC's recommended methodology.

The relevant calculation is shown below.

		Sterling Shares	US Dollar Shares
	Year ended	Year ended	Year ended	Year ended	Year ended	Year ended
	31 December	31 December	31 December	31 December	31 December	31 December
	2021	2020	2019	2021	2020	2019
Average NAV for the year (A)	£651,999,493	£461,396,154	£362,275,318	\$83,119,938	\$77,181,295	\$66,033,640
Management Fee	£7,337,629	£1,636,581	£1,566,321	\$840,210	\$264,904	\$277,326
Other Company expenses	£1,353,514	£666,592	£552,410	\$86,917	\$116,102	\$124,616
Total Company expenses	£8,691,143	£2,303,173	£2,118,731	\$927,127	\$381,006	\$401,942
Expenses allocated from the
Master Fund	£2,938,057	£2,923,509	£2,356,180	\$374,525	\$488,674	\$398,891
Performance Fee	£4,155,847	£26,208,875	£6,846,136	\$575,942	\$4,636,992	\$1,437,594
TOTAL EXPENSES (B)	£15,785,047	£31,435,557	£11,321,047	\$1,877,594	\$5,506,672	\$2,238,427
ONGOING CHARGES B/A	2.43%	6.81%	3.13%	2.25%	7.13%	3.40%

The APMs contained in this document have limitations as analytical tools and should not be considered in isolation from, or as a substitute for, the measures presented in accordance with US GAAP that are also contained in this document. The APMs presented by the Company may not be comparable to similarly titled measures presented by other businesses, as such businesses may define and calculate the APMs differently than the Company. Accordingly, prospective investors and Shareholders should not place undue reliance on the APMs contained in this document and are advised to review them in conjunction with the audited financial statements incorporated by reference in this Registration Document.

DIRECTORS, ADVISERS AND OTHER SERVICE PROVIDERS

Directors	Richard Horlick Caroline Chan Julia Chapman Bronwyn Curtis OBE John Le Poidevin Claire Whittet
Registered Office	P.O. Box 255, Trafalgar Court, Les Banques, St. Peter Port, Guernsey GY1 3QL
Manager	Brevan Howard Capital Management LP 6th Floor, 37 Esplanade St Helier Jersey JE2 3QA
Sponsor and Sole Bookrunner	J.P. Morgan Securities plc 25 Bank Street Canary Wharf London E14 5JP
Administrator, Designated Manager and Nominated Firm for investor CDD	Northern Trust International Fund Administration Services (Guernsey) Limited P.O. Box 255, Trafalgar Court Les Banques, St. Peter Port, Guernsey GY1 3QL
Registrar	Computershare Investor Services (Guernsey) Limited 1st Floor, Tudor House Le Bordage St. Peter Port, Guernsey GY1 1DB
Receiving Agent	Computershare Investor Services PLC Corporate Actions Projects The Pavilions Bridgwater Road Bristol BS99 6AH
Reporting Accountants	BDO LLP 55 Baker Street London W1U 7EU
Auditor	KPMG Channel Islands Limited Glategny Court Glategny Esplanade St Peter Port Guernsey Channel Islands GY1 1WR
Legal advisers to the Company (as to English and US law)	Hogan Lovells International LLP Atlantic House Holborn Viaduct London EC1A 2FG
Legal advisers to the Company (as to Guernsey law)	Carey Olsen (Guernsey) LLP PO Box 98, Carey House Les Banques St Peter Port Guernsey GY1 4BZ

Legal advisers to the sponsor and sole bookrunner (as to English law) Norton Rose Fulbright LLP 3 More London Riverside London SE1 2AQ

PART I: INFORMATION ON THE COMPANY

INTRODUCTION

BH Macro Limited is an authorised closed-ended collective investment scheme established as a non-cellular company limited by shares under the laws of Guernsey on 17 January 2007. The Company's ordinary shares were first admitted to listing on the London Stock Exchange on 14 March 2007.

The Company's Sterling Shares and US Dollar Shares are listed on the premium segment of the main market of the London Stock Exchange. Until 2017, the Company also had a class of Euro-denominated shares listed on the premium segment of the Main Market.

The Company is a feeder fund that invests all of its assets (net of short-term working capital requirements) directly in Brevan Howard Master Fund Limited (the "Master Fund"), a hedge fund in the form of a Cayman Islands open-ended investment company.

The investment objective of the Master Fund is to generate consistent long-term appreciation through active leveraged trading and investment on a global basis.

The Company is one of five feeder funds into the Master Fund and is the only feeder fund that is publicly traded. The other feeder funds are Brevan Howard Fund Limited, Brevan Howard L.P., Brevan Howard PT Fund, L.P. and Brevan Howard PT Fund Limited. There are also other direct investors into the Master Fund, including other funds managed by the Manager that invest directly into the Master Fund.

Both the Company and the Master Fund are managed by Brevan Howard Capital Management LP (the "Manager"), acting through its sole general partner, Brevan Howard Capital Management Limited. Brevan Howard Capital Management Limited, in its capacity as sole general partner of the Manager, is also the alternative investment fund manager of each of the Company and the Master Fund for the purposes of the AIFMD.

INVESTMENT HIGHLIGHTS

The information in this section has not been audited.

The Company's strong track record of investment performance

The Company's performance is directly related to the performance of the Master Fund and offers Shareholders the opportunity to benefit from the Master Fund's long-term track record of preserving capital and achieving positive returns. The Master Fund is Brevan Howard's longest running fund and one of the most successful hedge funds of all time in terms of the absolute amount of money returned to investors.

From 1 January 2022 to 30 December 2022, the Net Asset Value per Sterling Share increased by 21.93 per cent. and the Net Asset Value per US Dollar Share increased by 21.19 per cent. The share price total return on a Sterling Share was 20.05 per cent. over the same period, and on a US Dollar Share was 12.72 per cent.

Fig 1. Sterling Shares – monthly share price since IPO and monthly percentage change (net of fees and expenses)

Sources: Underlying data provided by the Administrator. Return, asset and performance metric calculations made by the Manager; data as at 30 December 2022, data for December 2022 is estimated. Performance data is shown net of all applicable fees and expenses for Sterling Shares.

The monthly NAV per Share performance of each class of Shares from the Company's IPO in 2007 to 30 December 2022 is set out in the tables below.

Fig 2. BH Macro Limited NAV per Share (monthly performance in percentage terms; net of fees and expenses)

USD	JAN	FEB	MAR	APR	MAY	JUN	JUL	AUG	SEP	OCT	NOV	DEC	YTD
2007			0.10	0.90	0.15	2.29	2.56	3.11	5.92	0.03	2.96	0.75	20.27
2008	9.89	6.70	-2.79	-2.48	0.77	2.75	1.13	0.75	-3.13	2.76	3.75	-0.68	20.32
2009	5.06	2.78	1.17	0.13	3.14	-0.86	1.36	0.71	1.55	1.07	0.37	0.37	18.04
2010	-0.27	-1.50	0.04	1.45	0.32	1.38	-2.01	1.21	1.50	-0.33	-0.33	-0.49	0.91
2011	0.65	0.53	0.75	0.49	0.55	-0.58	2.19	6.18	0.40	-0.76	1.68	-0.47	12.04
2012	0.90	0.25	-0.40	-0.43	-1.77	-2.23	2.36	1.02	1.99	-0.36	0.92	1.66	3.86
2013	1.01	2.32	0.34	3.45	-0.10	-3.05	-0.83	-1.55	0.03	-0.55	1.35	0.40	2.70
2014	-1.36	-1.10	-0.40	-0.81	-0.08	-0.06	0.85	0.01	3.96	-1.73	1.00	-0.05	0.11
2015	3.14	-0.60	0.36	-1.28	0.93	-1.01	0.32	-0.78	-0.64	-0.59	2.36	-3.48	-1.42
2016	0.71	0.73	-1.77	-0.82	-0.28	3.61	-0.99	-0.17	-0.37	0.77	5.02	0.19	6.63
2017	-1.47	1.91	-2.84	3.84	-0.60	-1.39	1.54	0.19	-0.78	-0.84	0.20	0.11	-0.30
2018	2.54	-0.38	-1.54	1.07	8.41	-0.57	0.91	0.90	0.14	1.32	0.38	0.47	14.16
2019	0.67	-0.70	2.45	-0.49	3.55	3.97	-0.66	1.12	-1.89	0.65	-1.17	1.68	9.38
2020	-1.25	5.39	18.40	0.34	-0.82	-0.54	1.84	0.97	-1.11	-0.01	0.76	3.15	28.89
2021	1.21	0.31	0.85	0.16	0.26	-1.47	-0.47	0.86	0.31	0.14	-0.09	0.59	2.67
2022	0.74	1.77	5.27	3.80	1.09	0.76	0.12	3.11	2.46	-0.50	-1.09	2.03	21.19
GBP	JAN	FEB	MAR	APR	MAY	JUN	JUL	AUG	SEP	OCT	NOV	DEC	YTD
2007			0.11	0.83	0.17	2.28	2.55	3.26	5.92	0.04	3.08	0.89	20.67
2008	10.18	6.86	-2.61	-2.33	0.95	2.91	1.33	1.21	-2.99	2.84	4.23	-0.67	23.25
2009	5.19	2.86	1.18	0.05	3.03	-0.90	1.36	0.66	1.55	1.02	0.40	0.40	18.00
2010	-0.23	-1.54	0.06	1.45	0.36	1.39	-1.96	1.23	1.42	-0.35	-0.30	-0.45	1.03
2011	0.66	0.52	0.78	0.51	0.59	-0.56	2.22	6.24	0.39	-0.73	1.71	-0.46	12.34
2012	0.90	0.27	-0.37	-0.41	-1.80	-2.19	2.38	1.01	1.95	-0.35	0.94	1.66	3.94
2013	1.03	2.43	0.40	3.42	-0.08	-2.95	-0.80	-1.51	0.06	-0.55	1.36	0.41	3.09
2014	-1.35	-1.10	-0.34	-0.91	-0.18	-0.09	0.82	0.04	4.29	-1.70	0.96	-0.04	0.26
2015	3.26	-0.58	0.38	-1.20	0.97	-0.93	0.37	-0.74	-0.63	-0.49	2.27	-3.39	-0.86
2016	0.60	0.70	-1.78	-0.82	-0.30	3.31	-0.99	-0.10	-0.68	0.80	5.05	0.05	5.79
2017	-1.54	1.86	-2.95	0.59	-0.68	-1.48	1.47	0.09	-0.79	-0.96	0.09	-0.06	-4.35
2018	2.36	-0.51	-1.68	1.01	8.19	-0.66	0.82	0.79	0.04	1.17	0.26	0.31	12.43
2019	0.52	-0.88	2.43	-0.60	3.53	3.82	-0.78	1.00	-1.94	0.47	-1.22	1.52	7.98
2020	-1.42	5.49	18.31	0.19	-0.85	-0.53	1.74	0.94	-1.16	-0.02	0.75	3.04	28.09
2021	1.20	0.32	0.81	0.15	0.25	-1.50	-0.49	0.87	0.40	0.27	0.00	0.47	2.76
2022	0.94	1.79	5.39	3.86	1.66	1.05	0.15	2.84	2.12	-0.40	-1.15	1.90	21.93

Certain performance data in respect of the Sterling Shares for the period from IPO to 30 December 2022 is set out below.

	Performance measure
	(period from IPO to 30 December 2022)
	Annualised Return	Sharpe Ratio	Information Ratio	Annualised Volatility
Sterling Share price	9.96%	0.65	0.74	13.49%
NAV per Sterling Share	9.48%	1.03	1.16	8.14%

————— Sources: Underlying data provided by the Administrator. Return, asset and performance metric calculations made by the Manager; data as at 30 December 2022, data for December 2022 is estimated. Performance data is shown net of all applicable fees and expenses for Sterling Shares.

Investors should note that past performance is not indicative of future results.

Access to the management expertise and advanced risk management practices of Brevan Howard

As a direct feeder into the Manager's flagship Master Fund, investors in the Company have access to the skills and experience of Brevan Howard, one of the world's leading global macro absolute investment managers, with assets under management of approximately US\$30 billion as of 30 December 2022. Established in 2002, the Brevan Howard group has over 700 staff, of which over 150 are in the investment team, employed in 11 global locations.

The Company is currently the only publicly traded vehicle through which investors can access the Master Fund, and (through this exposure) the investment expertise and proprietary trading and risk management infrastructure of Brevan Howard.

For the Master Fund, the Manager pursues a multi-trader model that includes a combination of global macro and macro relative value trading strategies. Global macro trading seeks to take advantage of changes in global economies, and has a natural focus on the formation of monetary policy as determined by the central banks of each country or region, and on events related to macroeconomic changes, policy changes, regulatory changes and capital flows. The Manager's approach reflects its view that trends in asset prices are not random, but are a function of business cycles and investor responses to the disequilibrium they produce.

Relative value strategies seek to identify related sets of securities and derivatives, which differently discount a given set of expectations on the dynamics of the global economy . Understanding of the structural inefficiencies of capital markets, and the relative value mispricing they create, can be used to construct trades that express directional views with asymmetrical risk/reward characteristics.

The Manager's implementation of these strategies reflects Brevan Howard's investment philosophy, combining in-depth fundamental research with a focus on risk management through trade and portfolio construction. There is a strong preference for trades with a defined time horizon and a limited number of expected outcomes.

The Company believes that the Manager's investment and risk management approach is a primary factor in driving the strong performance of the Master Fund and the Company compared to benchmark indices.

Fig 3. NAV per Sterling Share and Sterling Share price performance from IPO to 30 December 2022 vs selected indices

Sources: Underlying data provided by the Administrator. Return, asset and performance metric calculations made by the Manager; data as at 30 December 2022, data for December 2022 is estimated. Index data from Bloomberg data as at 30 December 2022. Data for each index has been rebased to 100 at 14 March 2007. Please refer to the "Definitions" section of this Registration Document for index definitions. Performance data is shown net of all applicable fees and expenses for the Sterling Shares. Shares in the Company do not necessarily trade at a price equal to NAV per Share.

Investors should note that past performance is not indicative of future results.

Exposure to a diversified portfolio demonstrating non-correlated returns

The Master Fund has maximum flexibility to invest in a wide range of financial instruments, including via investments in underlying funds managed by Brevan Howard. Current Master Fund exposures are to global fixed income and foreign exchange markets with exposure to other asset classes, such as equity, credit and commodities. Amongst other things, this has allowed the Company to deliver clear diversification from risk assets over its lifetime. The Company has demonstrated consistently low correlation to equity and bond markets whilst delivering returns that have a low volatility.

Fig 4. Rolling one-year correlations of monthly returns of Sterling Share price with Global Equities and Global Bonds from IPO to 30 December 2022 (net of fees and expenses)

Sources: Underlying data provided by the Administrator. Return and chart calculations made by the Manager; Data is based on monthly returns as at 30 December 2022. Data for December 2022 is estimated. NAV per Sterling Share price returns data is shown net of all applicable fees and expenses for the Sterling Shares. Index data; as at 30 December 2022. Please refer to the "Definitions" section of this Registration Document for index definitions. Data for each index has been rebased to 100 at 14 March 2007. Shares in the Company do not necessarily trade at a price equal to NAV per Share.

Fig 5. Rolling one-year correlations of monthly returns of NAV per Sterling Share with Global Equities and Global Bonds from IPO to 30 December 2022 (net of fees and expenses)

Source: Underlying data provided by the Administrator. Return and chart calculations made by the Manager; Data is based on monthly returns as at 30 December 2022. Data for December 2022 is estimated. NAV per Sterling Share data is shown net of all applicable fees and expenses for the Sterling Shares. Index data; as at 30 December 2022. Please refer to the "Definitions" section of this Registration Document for index definitions. Data for each index has been rebased to 100 at 14 March 2007. Shares in the Company do not necessarily trade at a price equal to NAV per Share.

The past performance of the Company also shows a positive correlation with market volatility. Volatility or unstable expectation in foreign exchange and interest rates markets can provide attractive environments for the Manager's trading strategies. Looking over the longer term, as shown below, the Company has delivered positive Sterling Share price returns in 15 of the 20 worst performing months for equities since the Company's IPO and positive NAV per Sterling Share returns in 18 of those months.

Fig 6. Asset returns of the Sterling Shares since IPO during each of the 20 worst months of the Standard and Poor's United States 500 Total Return Index as at 30 December 2022

Sources: Underlying data provided by the Administrator. Return calculations made by the Manager. The performance of Sterling Shares is shown net of all applicable fees and expenses. Data for December 2022 is estimated. Sterling Share price return data is represented by share price returns of Sterling Shares. Sterling NAV per Share data is represented by NAV per Sterling Share returns. Index data; as at 30 December 2022. Please refer to the "Definitions" section of this Registration Document for index definitions. The returns referred to in this chart typically were achieved in periods of significant volatility in global asset markets but there is no guarantee that similar or indeed any Company outperformance will occur in future periods of market volatility. Shares in the Company do not necessarily trade at a price equal to NAV per Share.

The performance of the Sterling Shares versus certain global equity and government bond indices from the Company's IPO in 2007 to 30 December 2022 is set out in the tables below.

Fig 7. Performance of Sterling Share price from IPO versus Global Equity and Government Bond Indices (net of fees and expenses)

	BH Macro Limited	S&P 500 TR	EUROSTOXX TR	FTSE 100 TR	Global Equities	Global Bonds
Annualised Return of Indices /
BH Macro (GBP) Share Price	9.96%	8.83%	4.68%	5.27%	6.00%	2.69%
Annualised Return of Indices /
BH Macro (GBP) NAV per share	9.48%	8.83%	4.68%	5.27%	6.00%	2.69%
Performance (Since Inception of BH
Macro)	348.82%	280.90%	105.90%	125.20%	151.00%	52.00%
Annualised Volatility	13.42%	15.95%	15.34%	13.73%	16.69%	3.56%
Information Ratio (Annualised
Return / Annualised Volatility)	0.74	0.55	0.30	0.38	0.36	0.75
Correlation of BH Macro to Indices	N/A	-0.09	-0.09	-0.17	-0.13	0.04
Beta of BH Macro to Indices	N/A	-0.10	-0.10	-0.18	-0.16	0.01
Performance During BH Macro's
Best Month (30/01/2009)	20.43%	-8.43%	-3.45%	-6.35%	-8.51%	-1.59%
Performance During BH Macro's
Worst Month (31/12/2008)	-15.13%	1.06%	-3.76%	3.52%	3.67%	2.33%
Performance During BH Macro's
Best 12m Rolling (31/12/2009)	50.87%	26.46%	33.35%	27.33%	35.41%	1.01%
Performance During BH Macro's
Worst 12m Rolling (30/05/2014)	-16.29%	20.45%	18.25%	7.78%	17.65%	3.33%

Source: Underlying data provided by the Administrator. Return calculations made by the Manager. The performance of Sterling Shares is shown net of all applicable fees and expenses, as at 30 December 2022. Data for December 2022 is estimated. Please refer to the "Definitions" section of this Registration Document for index and performance metric definitions. Index data; as at 30 December 2022. Data for each index has been rebased to 100 at 14 March 2007. Shares in the Company do not necessarily trade at a price equal to NAV per Share.

Fig 8. Performance of NAV per Sterling Share from IPO versus Global Equity and Government Bond Indices (net of fees and expenses)

BH Macro		EUROSTOXX	FTSE 100	Global	Global Bonds
					2.69%
					2.69%
					52.00%
					3.56%
1.17	0.55	0.30	0.38	0.36	0.75
N/A	-0.30	-0.32	-0.28	-0.29	0.04
N/A	-0.59	-0.60	-0.47	-0.60	0.02
18.31%	-12.35%	-14.42%	-13.41%	13.44%	0.07%
-3.39%	-1.58%	-5.01%	-1.71%	-1.76%	-0.24%
42.06%	-3.60%	-9.92%	-1.27%	2.82%	7.18%
-7.64%	20.45%	18.25%	7.78%	17.65%	3.33%
	Limited 9.96% 9.48% 317.95% 8.10%	S&P 500 TR 8.83% 8.83% 280.90% 15.95%	TR 4.68% 4.68% 105.90% 15.34%	TR 5.27% 5.27% 125.20% 13.73%	Equities 6.00% 6.00% 151.00% 16.69%

————— Source: Underlying data provided by the Administrator. Return calculations made by the Manager. The performance of Sterling Shares is shown net of all applicable fees and expenses, as at 30 December 2022. Data for December 2022 is estimated. Please refer to the "Definitions" section of this Registration Document for index and performance metric definitions. Index data; as at 30 December 2022. Data for each index has been rebased to 100 at 14 March 2007. Shares in the Company do not necessarily trade at a price equal to NAV per Share.

Against a backdrop of ongoing political instability, prolonged market volatility and macro-economic uncertainty, the Board believes that an investment in the Company should continue to provide Shareholders with diversification to other asset classes.

The Company publishes a monthly report to Shareholders and the Company's and the Master Fund's performance which is available from the Company's website at www.bhmacro.com.

Investors should note that past performance is not indicative of future results and no representation is being made that the Company or any Shareholder will or is likely to achieve returns similar to those shown.

INVESTMENT OBJECTIVE AND POLICY

The Company is a feeder fund that invests all of its assets (net of short-term working capital requirements) directly in Brevan Howard Master Fund Limited (the "Master Fund"), a hedge fund in the form of a Cayman Islands open-ended investment company, which has as its investment objective the generation of consistent long-term appreciation through active leveraged trading and investment on a global basis.

The Master Fund is managed by Brevan Howard Capital Management LP, the Company's Manager.

The Master Fund has flexibility to invest in a wide range of instruments including, but not limited to, debt securities and obligations (which may be below investment grade), bank loans, listed and unlisted equities, other collective investment schemes, currencies, commodities, futures, options, warrants, swaps and other derivative instruments and digital assets. The underlying philosophy is to construct strategies, often contingent in nature, with superior risk/return profiles, whose outcome will often be crystallised by an expected event occurring within a pre- determined period of time.

The Master Fund employs a combination of investment strategies that focus primarily on economic change and monetary policy and market inefficiencies.

The Company may use leverage for the purposes of financing share purchases or buy backs, satisfying working capital requirements or financing further investment into the Master Fund, subject to an aggregate borrowing limit of 20 per cent. of the Company's NAV, calculated as at the time of borrowing.

Borrowing by the Company is in addition to leverage at the Master Fund level, which has no limit on its own leverage

LEVERAGE

The Manager has discretion, subject to the prior approval of a majority of the Directors, to use leverage for and on behalf of the Company for the purpose of financing share purchases or buybacks, satisfying working capital requirements or financing the acquisition of further investments, subject to the borrowing limits of the Company in force from time to time.

The Company will determine whether, and to what extent, to leverage its investment in the Master Fund based on the availability of financing on attractive terms and other factors that the Company may consider appropriate. The Articles limit the Company's outstanding borrowings to 20 per cent. of the Net Asset Value of the Company, calculated as at the time of borrowing, except as may otherwise be approved by ordinary resolution of the Shareholders.

Any borrowing incurred by the Company will be in addition to leverage incurred at the Master Fund level. The Master Fund has no limit on its own leverage. The Master Fund's policy in relation to leverage is described in Part III of this Registration Document.

DIVIDEND POLICY

The Company has not previously paid dividends to its Shareholders and, except as described below, does not expect to do so in the future. The Master Fund has not paid dividends to any of its investors, including the Company, and does not expect to do so in the future.

The Company intends to be operated in such a manner to ensure that the Shares are not categorised as "non-mainstream pooled investments" for the purposes of the FCA's Conduct of Business Rules. This may mean that the Company may pay dividends in respect of any income that it receives or is deemed to receive for UK tax purposes so that it would qualify as an investment trust if it were UK tax-resident.

The Directors may declare dividends in the future if they consider it to be appropriate in the circumstances. Any such dividend would be paid on a per class basis.

REPORTS AND ACCOUNTS

The Company's audited financial statements are prepared in US Dollars under US GAAP and are published within four months of the year end to which they relate. The Company's annual report and financial statements are prepared to 31 December each year. Unaudited half yearly reports, made up to 30 June in each year, are published within three months of that date.

The Company's audited financial statements and unaudited half yearly reports are available at the registered office of the Administrator and the Company and on the Company's website, www.bhmacro.com.

NET ASSET VALUE PUBLICATION AND CALCULATION

The Company publishes the NAV per Share for each class of Shares as at each month-end in arrear on a monthly basis and publishes weekly estimates of the NAV per Share in arrear on a weekly basis. In normal circumstances, the NAV per Share for a given month is published within 22 business days after the month end through an RIS announcement. The NAV per Share is calculated by the Administrator based in part on information provided by the Master Fund Administrator.

The NAV of the Company is equal to the value of the Company's total assets less its total liabilities.

The NAV of each class of Shares of the Company is equal to the net asset value of the corresponding currency class of the shares of the Master Fund held by the Company less the costs, pre-paid expenses, profits, gains and income which the Directors determine in their sole discretion relate to a particular class. Expenses which relate to the Company as a whole rather than specific classes are allocated to each class of Shares in the proportion that the net asset value of that class bears to the net asset value of the Company as a whole.

The NAV per Share of each class is calculated as at the last Business Day of each month by dividing the net asset value of the relevant class account by the number of Shares of the relevant class in issue as at the close of business on that day.

The Directors may temporarily suspend the calculation and publication of the NAV per Share of either or both classes in circumstances where the Master Fund has suspended the calculation and publication of the Master Fund NAV per share of the corresponding class. These circumstances are described in Part III of this Registration Document. Any suspension of the calculation of any NAV per Share will be announced to Shareholders by means of an RIS announcement.

CLASS CONVERSIONS

The Articles include the ability for Shareholders (by notice to the Company) to convert some or all of their Shares of one class into Shares of the other class on the last business day of each month or such other dates as the Directors determine from time to time (a "Conversion Date").

Any such conversion is on the basis of the ratio of the prevailing month-end NAV per Share of the class of Shares in the Company to be converted ("Original Shares") to the prevailing month-end NAV per Share of the class of Shares into which they will be converted ("New Shares") as at each Conversion Date using the prevailing spot rate of exchange between the two relevant currencies at close of business on the Conversion Date as quoted on Bloomberg.

Conversions are effected by way of redesignation of Shares of one class into Shares of another class, or in any such other manner as the Directors may determine.

The Directors may also make any adjustments to the net asset value per share of the New Shares or the Original Shares to reflect such amount as they may reasonably determine should be charged to the holder of the Original Shares to meet the costs of conversion.

Share conversions may crystallise a Performance Fee payable to the Manager in respect of the shares to be converted.

Shareholders who elect to convert will be unable to deal in the New Shares or the Original Shares in the period between giving notice of conversion and the actual date of conversion, which may be up to 25 business days thereafter.

The Directors may, in their absolute discretion, decline to convert Shares if they believe that such conversion is not in the best interests of the Company. The Directors may also suspend the conversion facility from time to time.

DISCOUNT CONTROL

The utilisation of the discount control measures described below by the Company is subject to all applicable laws, rules and regulations prevailing at the time of utilisation, the Articles, applicable provisions of the Management Agreement and the Listing Rules.

Notwithstanding these discount management provisions, investors should not expect that they will necessarily be able to realise, within a period which they would otherwise regard as reasonable, their investment in the Company, nor can they be certain that they will be able to realise their investment on a basis that necessarily reflects the value of the underlying investments held by the Company. While the Company may attempt to mitigate any discount, there can be no guarantee that it will choose to do so, that any attempts would be successful or that the use of discount control mechanisms will be possible or advisable, and the Company will not be responsible for any failure to effect a reduction in any discount. Further, the Management Agreement includes certain provisions that may discourage the use of discount management techniques by the Company.

Share Repurchases

Subject to authority being granted by Shareholders, which is sought by the Company at each annual general meeting, the Company may purchase Shares in the market on an ongoing basis with a view to addressing any imbalance between the supply of and demand for Shares, increasing (by cancelling such purchased Shares) the NAV per Share (or of any class) and assisting in controlling the discount to NAV per Share in relation to the price at which Shares may be trading, subject to the limits of the relevant authority. Purchases will only be made in the market at prices below the estimated prevailing NAV per Share where the Directors believe such purchases will result in an increase in the NAV per Share of the remaining Shares of the relevant class or as a means of addressing any imbalance between the supply of, and demand for, Shares.

Shares purchased by the Company may be cancelled by the Company or held in treasury. Any Performance Fee accrued in respect of Shares which are cancelled will crystallise and be payable to the Manager as at the date of cancellation.

The Company may look to sell Shares from treasury at times when the Shares of the relevant class are trading at a premium to the prevailing NAV per Share.

Class Closure Resolutions

The Articles provide that, if in any 12 month period ending on 31 December each year (a "Discount Management Period"), the average daily closing market price of either class of Shares (the "Affected Class") during such Discount Management Period is 8 per cent. or more below the average NAV per Share of the Affected Class taken over the 12 month-end NAV calculation dates in that Discount Management Period, the Directors shall convene an extraordinary general meeting of the Affected Class (a "Class Closure Meeting").

At each Class Closure Meeting, a special resolution (which must be passed by at least three quarters of those holders of Shares of the Affected Class voting at such meeting) must be proposed which, if passed, requires the Company to offer the holders of Shares of the Affected Class the option (a) to have their Shares (i) redeemed at the prevailing NAV per Share less an amount in respect of the costs attributable to the redemption and otherwise attributable to the Affected Class or (ii) converted into the Company's other class of Shares (provided that other class is not also the subject of a Class Closure Meeting) or (b) to retain their Shares (subject to the Company retaining the ability otherwise to redeem or convert those Shares) (a "Class Closure Resolution").

In the event that a Class Closure Resolution is passed, the Company would finance any redemption of the Shares of the Affected Class by redeeming shares of the Master Fund of the same currency held by the Company, which redemption would be required to be on 12 months' notice. Timing of payment to Shareholders of the Affected Class will depend on timing of receipt by the Company of the entire amount of the corresponding redemption proceeds from the Master Fund.

If a Class Closure Resolution is not approved by the holders of an Affected Class, no further action shall be taken in respect of the possible closing of that class unless and until the circumstances which gave rise to an obligation to propose a Class Closure Resolution arise again.

Annual Redemption Offer

The Articles provide the Directors with the discretion, once in every calendar year, to determine that the Company makes an offer of a partial return of capital by offering to redeem such number of Shares in issue as they determine, provided that the maximum amount distributed does not exceed 100 per cent. of the increase in NAV of the Company in the prior calendar year (the "Annual Redemption Offer"). The Directors have discretion to determine the particular class or classes of Shares in respect of which an Annual Redemption Offer would be made, the timetable for that Annual Redemption Offer and the price at which the Shares of each relevant class are redeemed. The decision to make an Annual Redemption Offer in any particular year and the amount of the return depend, among other things, on prevailing market conditions, the ability of the Company to liquidate its investments to fund the capital return, the success of prior capital returns and applicable legal, regulatory and tax considerations.

As described further below, the Company is entitled to redeem upon three months' notice no more than once per year a portion of its interest in the Master Fund representing up to 10 per cent. of each class of the Company's holding of Master Fund shares as at the date of the relevant redemption request in connection with any Annual Redemption Offer approved by the Directors (the "Annual Redemption Offer Allowance").

Fee relating to certain share redemptions and repurchases

The amendments made to the Management Agreement in 2021 require that if, in any calendar year, the Company makes repurchases or redemptions of any class of its Shares above a number equal to five per cent. of the shares in issue of the relevant class as at 31 December in the prior year (the "Annual Buy Back Allowance") the Company is required to pay the Manager an additional fee equal to two per cent. of the price paid by the Company to repurchase or redeem those additional Shares. These arrangements continue to apply in respect of any Shares which are repurchased or redeemed by the Company in excess of the Annual Buy Back Allowance in any year, including by way of market purchases, tender offer, Annual Redemption Offer or following the passing of a Class Closure Resolution in respect of one class of Shares. However, the Annual Buy Back Allowance does not apply, and no further fee will be payable to the Manager in addition to the management and performance fees accruing under the Management Agreement for the relevant notice period (in addition to the operational services fee borne by the Company's investment in the Master Fund for such period), on a winding up of the Company (including following the passing of Class Closure Resolutions in respect of all classes of shares then in issue), except that on the passing of a Liquidation Resolution, the fee arrangements described below will apply.

Liquidation vote trigger

If the Company's aggregate NAV at the end of any calendar quarter for all share classes combined is lower than US\$300 million (on the basis of the then prevailing exchange rate), the Board is required to propose a vote to Shareholders for the liquidation of the Company (a "Liquidation Resolution"). If the liquidation vote were to be passed by Shareholders the Management Agreement would automatically terminate on the date that is six months following the date of the passing of the Liquidation Resolution and the Company would be required to pay the Manager a payment equal to one per cent. of the Company's Net Asset Value, net of any Annual Buy Back Allowance (as defined below) for the relevant calendar year that remains unused ,in addition to all other fees due to the Manager under the Management Agreement until its termination date.

If any other resolution (not being a Liquidation Resolution) is being passed by Shareholders to wind up the Company, including if all classes of Shares then in issue were to vote in favour of any Class Closure Resolutions required to be proposed under the Articles, the Management Agreement would automatically terminate on the date that is 12 months following the date of the passing of that resolution.

In all cases, the Manager will be entitled to all fees due to the Manager under the Management Agreement until its termination date, which will be the effective date of the redemption of the Company's investment in the Master Fund in the event that the notice period for termination of the Management Agreement expires before that date.

LIMITATIONS ON WITHDRAWAL RIGHTS FROM THE MASTER FUND

The notice period for redemption of the Company's investment in the Master Fund is 12 months' notice (corresponding to the notice period under the Management Agreement), except that the Company may redeem all or part of its investment in the Master Fund on shorter notice in the following circumstances:

• * In order to finance the Company's standard working capital requirements, including the payment of fees (but not the financing of share buy backs, share redemptions, capital returns or dividends), which redemptions may be made on a monthly basis.
• * In order to fund on-market share buy backs, in which case the Company may redeem a part of its investment in the Master Fund equal to up to five per cent. of each class of the Company's holding of Master Fund shares on a monthly basis.
• * In order to fund an Annual Redemption Offer, in which case the Company may redeem a part of its investment in the Master Fund equal to up to ten per cent. of each class of the Company's holding of Master Fund shares on three months' notice.
• * Following termination of the Management Agreement by the Company on 90 days' notice for certain "cause" events, in which case the relevant redemption notice period is three months.
• * On liquidation of the Company following the passing of a Liquidation Resolution, in which case the relevant redemption notice period is six months.

It should be noted, in particular, that the Company would be required to provide 12 months' notice of redemption of all or part of its investment in the Master Fund in the following circumstances, meaning that any payment to Shareholders would only be made after such 12 month notice period had expired:

• * on termination of the Management Agreement for any reason;
• * to finance a tender offer by the Company;
• * following the passing of a Class Closure Resolution; or
• * on liquidation of the Company other than following the passing of a Liquidation Resolution.

The process for redemption from the Master Fund requires the Company to serve notice of redemption in advance of the relevant Master Fund redemption date, which ordinarily is the last business day of every month, and the proceeds of redemption, which will be calculated by reference to the relevant net asset value(s) of the Master Fund on the relevant redemption date, should ordinarily be received by the Company within one month of that redemption date. This means that the timing between service of a redemption notice and receipt of the proceeds of redemption will ordinarily exceed the notice period by up to two months, depending on the timing of the service of the notice of redemption. In addition, the proceeds to be received by the Company pursuant to the redemption will not be known until after the relevant redemption date and the Company will remain exposed to the performance of the Master Fund in the intervening period.

It should also be noted that any redemption by the Company of all or part of its investment in the Master Fund will also be subject to the terms contained in the constitutional documents of the Master Fund, including the other overriding restrictions on redemptions from the Master Fund. In particular, if redemption requests are made by the Company which, if aggregated with all other redemption or with withdrawal requests made by other investors in the Master Fund for the same redemption date, would (if all such redemption and withdrawal requests were carried out in full) result in the redemption of Master Fund shares representing more than 10 per cent. (or such higher percentage as the Master Fund directors determine) of the total number of ordinary shares of the Master Fund in issue at that time (or, in respect of the next Master Fund redemption date following the expiry of 365 days after the passing of a Class Closure Resolution by the Company, 20 per cent. of such ordinary shares) the redemption requests in relation to such Master Fund shares may be deferred rateably and pro rata among all investors in the Master Fund making those requests.

The Master Fund directors may reduce the amount of any redemption proceeds to the extent that the Master Fund is required by applicable law or regulation (or agreement with any government division or department) to withhold any amount in respect of those redemption proceeds. No interest will accrue on redemption proceeds pending their payment by the Master Fund.

DISCLOSURE OBLIGATIONS

The provisions of Chapter 5 of the Disclosure Guidance and Transparency Rules (as amended from time to time) ("DTR 5") of the Financial Conduct Authority Handbook apply to the Company on the basis that the Company is a "non-UK issuer", as such term is defined in DTR 5. As such, a person is required to notify the Company of the percentage of voting rights it holds as a holder of each class of Shares or holds or is deemed to hold through the direct or indirect holding of financial instruments falling within DTR 5 if, as a result of an acquisition or disposal of that class of Shares (or financial instruments or other change in the Company's total voting rights), the percentage of voting rights held by them reaches, exceeds or falls below the relevant percentage thresholds being, in the case of a non-UK issuer, 5%, 10%, 15%, 20%, 25%, 30%, 50% and 75%.

PART II: DIRECTORS AND ADMINISTRATION OF THE COMPANY

DIRECTORS

The Board comprises six Directors who have overall responsibility for the Company's activities, including the review of investment activity and performance and the overall control and supervision of the Company's service providers, including the Manager.

The Directors are all non-executive and all are independent of the Manager.

The address of the Directors for the purposes of this Registration Document is the registered office of the Company.

The Directors of the Company are as follows:

Richard Horlick (Chair)

Richard Horlick is UK resident. He is currently the non-executive chair of CCLA Investment Management which manages assets for over 38,000 charities and church and local authority funds. He has served on a number of closed end fund boards most recently VH Global Sustainable Energy Opportunities plc since January 2021 and since October 2022 as director and chair designate of Riverstone Energy Limited. He was a partner and non-executive chair of Pensato Capital LLP until its successful sale to RWC Partners in 2017. He has had a long and distinguished career in investment management graduating from Cambridge University in 1980 with an MA in Modern History. After 3 years in the corporate finance department of Samuel Montagu he joined Newton Investment Management in January 1984, where he became a Director and portfolio manager. In 1994, he joined Fidelity International as President of their institutional business outside the US and in 2001 became President and CEO of Fidelity Management Trust Company in Boston which was the Trust Bank for the US Fidelity Mutual fund range and responsible for their defined benefit pension business. In 2003, he joined Schroders Plc as a main board Director and head of investment worldwide. In January 2006, he established Spencer House Capital Management with Lord Jacob Rothschild.

Caroline Chan

Caroline has over 30 years' experience as a corporate lawyer, having retired from private practice in 2020. After studying law at Oxford University, Caroline qualified as an English solicitor with Allen & Overy, working in their corporate teams in London and Hong Kong. On returning to Guernsey in 1998, Caroline qualified as a Guernsey advocate and practised locally, including as a partner with law firms Ogier and Mourant Ozannes. Caroline is also a non-executive director of Round Hill Music Royalty Fund Limited (another Guernsey fund listed on the London Stock Exchange), a member of the Guernsey Competition and Regulatory Authority, and chair of the Board of Governors of The Ladies' College, Guernsey. Ms. Chan is a Guernsey resident and was appointed to the Board in December 2022.

Julia Chapman

Julia Chapman is a Jersey resident and a solicitor qualified in England & Wales and in Jersey with over 30 years' experience in the investment fund and capital markets sector. After working at Simmons & Simmons in London, she moved to Jersey and became a partner of Mourant du Feu & Jeune (now Mourant) in 1999. She was then appointed general counsel to Mourant International Finance Administration (the firm's fund administration division). Following its acquisition by State Street in April 2010, Julia was appointed European Senior Counsel for State Street's alternative investment business. In July 2012, Julia left State Street to focus on the independent provision of directorship and governance services to a small number of investment fund vehicles. Mrs. Chapman was appointed to the Board in October 2021.

Bronwyn Curtis OBE

Bronwyn Curtis is a UK resident and Senior Executive with 30 years leadership in finance, commodities, consulting and the media. Her executive roles included Head of Global Research at HSBC Plc, Managing Editor and Head of European Broadcast at Bloomberg LP, Chief Economist of Nomura International, and Global Head of Foreign Exchange and Fixed Income Strategy at Deutsche Bank. She has also worked as a consultant for the World Bank and UNCTAD. She is a graduate of the London School of Economics and La Trobe University in Australia where she received a Doctor of Letters in 2017. Bronwyn was awarded an OBE in 2008 for her services to business economics. She is a non-executive director of several plc boards and an experienced board and committee chair. Mrs Curtis was appointed to the Board in January 2020.

John Le Poidevin

John Le Poidevin is Guernsey resident and has over 30 years' business experience. Mr Le Poidevin is a graduate of Exeter University and Harvard Business School, a Fellow of the Institute of Chartered Accountants in England and Wales and a former partner of BDO LLP in London where, as Head of Consumer Markets, he developed an extensive breadth of experience and knowledge of listed businesses in the UK and overseas. He is an experienced non-executive who sits on several Plc boards and chairs a number of Audit Committees. He therefore brings a wealth of relevant experience in terms of corporate governance, audit, risk management and financial reporting. Mr Le Poidevin was appointed to the Board in June 2016.

Claire Whittet

Claire Whittet is Guernsey resident and has over 40 years' experience in the financial services industry. After obtaining a MA (Hons) in Geography from the University of Edinburgh, Mrs Whittet joined the Bank of Scotland for 19 years and undertook a wide variety of roles. She moved to Guernsey in 1996 and was Global Head of Private Client Credit for Bank of Bermuda before joining Rothschild & Co Bank International Limited in 2003, initially as Director of Lending and latterly as Managing Director and Co-Head until May 2016 when she became a non-executive director. She is an ACIB member of the Chartered Institute of Bankers in Scotland, a Chartered Banker, a member of the Chartered Insurance Institute and holds an IoD Director's Diploma in Company Direction. She is an experienced non-executive director of a number of listed investment and private equity funds one of which she chairs and a number of which she is Senior Independent Director. Mrs Whittet was appointed to the Board in June 2014. The Company has appointed Claire Whittet as Senior Independent Director.

CORPORATE GOVERNANCE

The Company is committed to complying with the corporate governance obligations which apply to Guernsey registered companies admitted to trading on the Main Market and to listing on the premium listing category of the Official List.

The Company has committed to comply with the UK Corporate Governance Code. In addition, the Disclosure Guidance and Transparency Rules require the Company to make a corporate governance statement in its annual report and consolidated financial statements based on the code to which it is subject, or with which it complies and describe its internal control and risk management arrangements.

The Board reports against the principles and recommendations of the AIC Code of Corporate Governance (the "AIC Code"), which is produced by the Association of Investment Companies ("AIC"). The AIC Code addresses all the principles set out in the UK Corporate Governance Code, as well as setting out additional principles and recommendations on issues that are of specific relevance to the Company. The Board considers that reporting against the principles and recommendations of the AIC Code (which incorporates the UK Corporate Governance Code) provides better information to Shareholders.

To ensure ongoing compliance with the principles and the recommendations of the AIC Code, the Board receives and reviews a report from the Administrator at each quarterly board meeting identifying whether the Company is in compliance and recommending any changes that are necessary.

The Company complies with the recommendations of the AIC Code, the relevant provisions of the UK Corporate Governance Code (except as set out below) and associated disclosure requirements of the Listing Rules.

The UK Corporate Governance Code includes provisions relating to:

• * the role of the chief executive;
• * executive directors' remuneration;
• * the need for an internal audit function; and

* whistle-blowing policy.

For the reasons set out in the AIC Code, the Board considers that these provisions are not relevant to the Company. In particular, all of the Company's day-to-day management and administrative functions are outsourced to third parties. As a result, the Company has no executive directors, employees or internal operations. The Company, therefore, does not report further in respect of these provisions. The Company does not have employees, hence no whistle-blowing policy is necessary. However, the Directors have satisfied themselves that the Company's service providers have appropriate whistle-blowing policies and procedures and seek regular confirmation from those service providers that nothing has arisen under those policies and procedures which should be brought to the attention of the Board.

The GFSC's "Finance Sector Code of Corporate Governance" (the "GFSC Code") applies to all companies that hold a licence from the GFSC under the regulatory laws or which are registered or authorised as collective investment schemes. The GFSC has stated in the GFSC Code that companies which report against the UK Corporate Governance Code or the AIC Code are deemed to meet the requirements of the GFSC Code.

The Directors have adopted a share dealing code that is compliant with UK MAR. The Board is responsible for taking all proper and reasonable steps to ensure compliance with the share dealing code by the Directors and other persons discharging managerial responsibilities.

Committees

Audit committee

The audit committee meets formally at least three times a year.

The role of the audit committee includes:

• * monitoring the integrity of the Company's financial statements;
• * reviewing and reporting to the Board on the significant issues and judgements made in the preparation of the Company's financial statements, (having regard to matters communicated by the external auditor), significant financial returns to regulators and other financial information;
• * monitoring and reviewing the quality and effectiveness of the external auditor and its independence;
• * considering and making recommendations to the Board on the appointment, reappointment, replacement and remuneration to the external auditor; and
• * monitoring and reviewing the internal control and risk management systems of the Company's service providers.

The independence and objectivity of the external auditor is reviewed by the audit committee, which also reviews the terms under which the external auditor is appointed to perform non-audit services, which includes consideration of the Financial Reporting Council Ethical Standard.

The audit committee has also established policies and procedures for the engagement of the external auditor to provide audit, assurance and other services.

The audit committee comprises John Le Poidevin (chair), Caroline Chan, Julia Chapman, Bronwyn Curtis and Claire Whittet.

Management engagement committee

The management engagement committee meets formally at least once a year.

The function of the management engagement committee is to ensure that the Management Agreement is competitive and reasonable for Shareholders, along with the Company's agreements with all other third party service providers (other than the external auditors). The management engagement committee also monitors the performance of all service providers, including the Manager, on an annual basis.

The management engagement committee comprises all members of the Board and is chaired by Julia Chapman.

Remuneration and nomination committee

The remuneration and nomination engagement committee meets formally at least once a year.

The function of the remuneration and nomination committee is to regularly review the structure, size and composition of the Board and make recommendations to the Board with regard to any changes that are deemed necessary to, amongst other things:

• * identify candidates to fill Board vacancies as and when they arise (with a continued focus on Board diversity);
• * assess and articulate the time needed to fulfil the role of chair and of a non-executive director and undertake an annual performance evaluation; and
• * annually review the levels of remuneration of the chair of the Board, the chair of the audit committee and other committees and other non-executive directors having regard to the maximum aggregate remuneration that may be paid under the Articles.

The Board as a whole fulfils the functions of the remuneration and nomination committee and has adopted a nomination policy covering procedures for nominations to the Board and Board committees. The remuneration and nomination committee is chaired by Bronwyn Curtis.

Management of the Company

The Board of Directors has overall responsibility for safeguarding the Company's assets, for the determination of the investment policy of the Company, for reviewing the performance of the Company's service providers and for the Company's activities.

The Board meets at least four times a year and between these formal meetings there is regular contact with the Manager and the Administrator.

The Directors are kept fully informed of investment and financial controls, and other matters that are relevant to the business of the Company are brought to the attention of the Directors.

The Directors also have access to the Administrator and, where necessary in the furtherance of their duties, to independent professional advice at the expense of the Company.

Administrator and Corporate Secretary

Northern Trust International Fund Administration Services (Guernsey) Limited of PO Box 255, Trafalgar Court, Les Banques, St Peter Port, Guernsey GY1 3QL has been appointed as Administrator and Corporate Secretary of the Company and is responsible for the day to day administration of the Company and general secretarial functions required by the Companies Law (including but not limited to maintenance of the Company's accounting and statutory records).

Auditor

KPMG Channel Islands Limited, whose registered address is at Glategny Court, Glategny Esplanade, St Peter Port, Guernsey GY1 1WR, has been the independent auditor of the Company since its incorporation in 2007. The external audit was most recently tendered for the year ended 31 December 2016, following which KPMG Channel Islands Limited was reappointed as auditor after completion of the tender process. The auditor's responsibility is to audit and express an opinion on the financial statements of the Company in accordance with applicable law and auditing standards.

Registrar

Computershare Investor Services (Guernsey) Limited (a company incorporated in Guernsey on 3 September 2009 with registered number 50855), whose registered address is at 1st Floor Tudor House, Le Bordage, St Peter Port, Guernsey GY1 1DB, has been appointed as registrar to the Company. In such capacity, the Registrar is responsible for the transfer and settlement of Shares held in certificated and uncertificated form.

Conflicts of interest

Directors

The Articles provide that, subject to and in accordance with the Companies Law, a Director must, immediately after becoming aware of the fact that he or she is interested in a transaction or proposed transaction with the Company, disclose that fact to the Directors.

Manager

The services of the Manager under the Management Agreement are not exclusive. The Manager and its associates or any of its directors, officers and employees may from time to time act as manager, investment manager, investment adviser or dealer in relation to, or be otherwise involved in, investment funds other than the Company which have a similar objective to that of the Company. It is, therefore, possible that any of them may, in the course of business, have potential conflicts of interest with the Company. Each will, at all times, have regard in such event to its obligations to the Company.

Where the Manager, or any of its associates or any of their partners, directors, officers and employees has or may have a conflict of interest with the Company, it shall take reasonable steps to ensure fair treatment of the Company, the steps which it takes being in the absolute discretion of the Manager. The Manager may (but shall not be obliged to) manage such a conflict of interest by taking any one or more of the following reasonable steps:

• * disclosure of an interest to the Company;
• * relying on a policy of independence;
• * establishing information barriers; and
• * declining to act for the Company in respect of such conflict of interest.

The Manager or any of its associates or any of their partners, directors, officers and employees or any person connected with the Manager may invest in, directly or indirectly, or manage or advise other investment funds or accounts which invest in assets which may also be purchased or sold directly or indirectly by the Company. Neither the Manager nor any of its associates nor any of its partners, directors, officers and employees nor any person connected with them shall be under any obligation to offer investment opportunities of which any of them become aware to the Company or to account to the Company in respect of (or share with the Company or inform the Company of) any such transaction or any benefit received by any of them from any such transaction, but will allocate such opportunities on an equitable basis between the Company and other clients.

The Manager will not and will use reasonable endeavours to procure that none of its associates nor any of its directors, officers and employees will deal, as principal or agent for a third party, with the Company except where dealings are carried out as if effected on normal commercial terms negotiated on an arm's length basis, provided also that:

• * the Manager and any associate or any of their partners, directors, officers and employees may, without prior reference to the Company, buy, hold and deal in any investments upon its individual account notwithstanding that similar investments may be held by the Company; and
• * nothing shall prevent the Manager or any associate or any of their partners, directors, officers and employees without prior reference to the Company from contracting or entering into any financial or other transaction with any member of the Company or with any company or body any of whose shares or securities are held by or for the account of the Company or from being interested in any such contract or transaction.

Conflicts which may arise between the Manager, its affiliates and the Master Fund are described further in Part III of this Registration Document.

FEES AND EXPENSES

Ongoing annual expenses

Ongoing charges ratio

The ongoing charges ratio represents the Company's management fee and all other operating expenses, excluding finance costs, performance fees, share issue or buyback costs and nonrecurring legal and professional fees, expressed as a percentage of the average of the daily net assets during the year.

The following table presents the ongoing charges ratio for each class of Shares for the years ended 31 December 2021, 31 December 2020 and 31 December 2019 prepared in accordance with the AIC's recommended methodology.

	Year ended 31 December 2021		Year ended 31 December 2020		Year ended 31 December 2019
	Sterling	US Dollar	Sterling	US Dollar	Sterling	US Dollar
	Shares	Shares	Shares	Shares	Shares	Shares
Company ongoing charges	1.34%	1.11%	0.50%	0.49%	0.59%	0.61%
Master Fund ongoing charges	0.45%	0.45%	0.63%	0.63%	0.65%	0.61%
Performance Fee	0.64%	0.69%	5.68%	6.01%	1.89%	2.18%
Ongoing charges plus Performance Fee	2.43%	2.25%	6.81%	7.13%	3.13%	3.40%

The Master Fund's ongoing charges represent the portion of the Master Fund's operating expenses which have been allocated to the Company.

Investors should note that, for the period 1 January 2021 to 30 June 2021 inclusive, (i) the monthly management fee was equal to 1/12 of 0.5 per cent. of the lower of (a) the prevailing NAV of each class of Share and (b) the NAV of that class of Share as at 1 April 2017, on the basis that all Shares redeemed pursuant to the Company's 2017 own share tender offer had been redeemed on that date (subject to certain other adjustments, including to take account of conversions between Share classes) and (ii) the monthly operational services fee borne by the Company on its investment in the Master Fund was equal to one-twelfth of 0.5 per cent. of the prevailing Master Fund NAV attributable to the Company's investment in the Master Fund, subject to the waiver since October 2016 of operational services fees in respect of performance-related growth of the Company.

Since 1 July 2021, the Management Fee has been equal to 1/12 of 1.5 per cent. per month of the prevailing Net Asset Value of each class of Shares, as further described below under the heading "Management Fee" and the operational services fee has been equal to one-twelfth of 0.5 per cent. per month of the prevailing Master Fund net asset value attributable to the entire amount of the Company's investment in the Master Fund, as further described below under the heading "Fees and expenses payable by the Master Fund".

Fees payable to the Manager

Management Fee

The Manager is entitled to receive a Management Fee equal to 1/12 of 1.5 per cent. per month of the prevailing Net Asset Value of each class of Shares (before deduction of that month's Management Fee and before deduction of any accrued Performance Fee, as set out below) calculated as at the last Business Day in each month and payable monthly in arrear.

As further described in Part I of this Registration Document, the amendments made to the Management Agreement in 2021 require that if, in any calendar year, the Company makes repurchases or redemptions of any class of its Shares above a number equal to the Annual Buy Back Allowance, the Company is required to pay the Manager an additional fee equal to two per cent. of the price paid by the Company to repurchase or redeem those additional Shares. These arrangements continue to apply in respect of any Shares which are repurchased or redeemed by the Company in excess of the Annual Buy Back Allowance in any year, including by way of market purchases, tender offer, Annual Redemption Offer or following the passing of a Class Closure resolution in respect of one class of Shares. However, the Annual Buy Back Allowance does not apply, and no further fee will be payable to the Manager in addition to the management and performance fees accruing under the Management Agreement for the relevant notice period (in addition to the operational services fee borne by the Company's investment in the Master Fund for such period), on a winding up of the Company (including following the passing of Class Closure resolutions in respect of all classes of Shares then in issue), except that on the passing of a Liquidation Resolution, the fee arrangements described in Part I will apply.

Performance Fee

The Manager is entitled to receive a Performance Fee equal to 20 per cent. of the increase (if any) in the Net Asset Value of each separate class of Shares (adjusted for any increases or decreases in Net Asset Value arising from issues (including the sale or re-issue of Shares held in treasury), repurchases or redemptions of Shares and before deduction of Performance Fee accruals in respect of that Calculation Period (as defined below)) since the end of the Calculation Period in respect of which a Performance Fee was last earned (i.e. the high water mark).

A "Calculation Period" is the period of 12 months ending on 31 December in each year, or, if earlier, the date on which the Share in respect of which such Performance Fee is calculated is redeemed by the Company.

On the Business Day preceding the last Business Day of each Calculation Period, the Company shall pay an estimated fee (the "Estimated Fee") to the Manager in respect of that Calculation Period. The Estimated Fee shall be the Performance Fee payable to the Manager in respect of that Calculation Period as estimated by the Administrator on the basis of the estimated Net Asset Value of each class of Shares as at the close of business on the tenth Business Day in December in each Calculation Period. The difference between the Estimated Fee paid in respect of any Calculation Period and the actual Performance Fee payable in respect of that Calculation Period shall be paid to the Manager within 5 Business Days of publication of the final Net Asset Value of each class of Shares as at the end of the Calculation Period, provided that if the difference is a negative amount then it shall be repaid by the Manager to the Company at such time.

Fees payable on termination of the Management Agreement

If the Company wishes to terminate the Management Agreement without cause, it required to give the Manager 12 months' prior notice. The circumstances in which the Company can terminate the Management Agreement and redeem its investment in the Master Fund on less than 12 months' notice is limited to certain "cause" events affecting the Manager, in which case, the Company would be entitled to terminate the Management Agreement and redeem its investment in the Master Fund on three months' notice.

In all cases, the Manager will be entitled to all fees due to the Manager under the Management Agreement until its termination date, which will be the effective date of the redemption of the Company's investment in the Master Fund in the event that the notice period for termination of the Management Agreement expires before that date.

Fees payable to the Administrator

For the provision of the services under the Administration Agreement, the Administrator is entitled to receive a fee of 0.015 per cent. of the average monthly Net Asset Value of the Company, calculated as at the last valuation day in each month during the relevant quarter (as produced by the Administrator), subject to a minimum fee of £67,500 per annum, payable quarterly in arrear. In addition, the Administrator is entitled to an annual fee of £6,000 for additional administration services and to be reimbursed in respect of its out-of-pocket expenses.

Fees payable to the Directors

Each of the Directors is paid an annual fee, being £90,000 for Richard Horlick as chair of the Company, £50,000 for Caroline Chan, £55,000 for Julia Chapman as chair of the management engagement committee, £55,000 for Bronwyn Curtis as chair of the remuneration and nomination committee, £55,000 for Claire Whittet as the senior independent director and £65,000 for John Le Poidevin as chair of the audit committee. The Directors are also entitled to be reimbursed for expenses properly incurred in the performance of their duties as a Director.

Fees and expenses payable by the Master Fund

The Company's investment in the Master Fund is not subject to management fees and performance fees at the Master Fund level.

The Master Fund incurs ongoing annual expenses which include fees paid to its administrator, prime brokers and custodians, the Master Fund's directors' fees and audit and legal fees.

In addition, the Master Fund pays an operational services fee to the Manager which, in respect of the Company's investment in the Master Fund is equal to one-twelfth of 0.5 per cent. per month of the prevailing Master Fund net asset value attributable to the entire amount of the Company's investment in the Master Fund.

Other operational expenses

Other ongoing operational expenses (excluding fees paid to service providers as detailed above) of the Company are borne by the Company including travel, accommodation, printing, audit and legal fees. These expenses are deducted from the assets of the Company. All out-of-pocket expenses of the Manager, the Administrator and the Directors relating to the Company are borne by the Company.

PART III: INFORMATION ON THE MASTER FUND

INVESTMENT OBJECTIVE AND APPROACH

The investment objective of the Master Fund is to generate consistent long-term appreciation through active leveraged trading and investment on a global basis. There can be no assurance that the Master Fund will achieve its investment objective.

The Master Fund has maximum flexibility to invest in a wide range of instruments including, but not limited to, debt securities and obligations (which may be below investment grade), bank loans, listed and unlisted equities, other collective investment schemes (which may be open-ended or closedended, listed or unlisted, may use leverage and of which the manager or the investment manager may be an affiliate of the Manager, the Investment Managers or the Services Providers), currencies, commodities, digital assets, futures, options, warrants, swaps and other derivative instruments. Derivative instruments may be exchange-traded or OTC. The Master Fund may engage in short sales. The Master Fund may retain amounts in cash or cash equivalents (including money market funds) pending reinvestment, for use as collateral or if this is considered appropriate to the investment objective.

As described further below, the Master Fund employs an investment process which primarily uses a combination of macro and relative value strategies. The underlying philosophy is to construct strategies, often contingent in nature, with superior risk/return profiles, whose outcome will often be crystallised by an expected event occurring within a pre-determined period of time. New trading strategies will be added as investment opportunities present themselves.

The Master Fund's investment strategy focuses on risk management through trade and portfolio structuring. For each view expressed, an attempt is made to structure trades with an asymmetrical profit and loss outcome from the universe of probable potential scenarios. Hedges may be bought where appropriate. The intended result is a diversified portfolio of multiple option-like asymmetrical risk/reward expressions of the Manager's market views.

The Master Fund's returns are expected to be generated from broader market moves, thereby reducing the leverage required to achieve such returns. This should result in efficient use of capital, allowing a flexible and opportunistic investment approach.

The base currency of the Master Fund is the US Dollar. The foreign currency exposure of the Master Fund to currencies other than the base currency is generally hedged through the use of spot and forward foreign exchange contracts or other methods of reducing exposure to currency fluctuations. Speculative positions in currencies may also be taken for the benefit of the Master Fund as a whole.

INVESTMENT RESTRICTIONS

The policy of the Master Fund is to spread investment risk.

The Master Fund will not:

• (A) invest more than 20 per cent. of the value of its gross assets in the securities of any one issuer. This restriction will not apply in relation to investment in securities issued by a government, government agency or instrumentality of a European Union Member State or an OECD Member State or by any supranational authority of which one or more European Union or OECD Member States are members, and any other state approved for such purpose by the Directors;
• (B) expose more than 20 per cent. of the value of its gross assets to the creditworthiness or solvency of any one counterparty other than the Prime Brokers;
• (C) invest more than 20 per cent. of the value of its gross assets in the units or shares of any one collective investment scheme, unless that other collective investment scheme spreads investment risk in similar terms to (A) and (B) above;
• (D) invest directly in real property;
• (E) invest more than 10 per cent. of the value of its gross assets directly in physical commodities; or
• (F) take or seek to take legal or management control of any issuer in which it invests.

The restriction referred to in (B) above will not apply to any transaction between the Master Fund and a broker which enters into transactions for its own account or on a principal-to-principal basis, rather than as agent, where such broker advances full and appropriate collateral to the Master Fund in respect of the transaction or (a) is trading on or subject to the rules of a recognised exchange or with counterparties which have (or whose parent company has) a specified credit rating, (b) is regulated by the CFTC or the FCA or such other regulatory authority as may be approved by the directors of the Master Fund and (c) has financial resources of US\$20 million (or its equivalent in another currency).

The Master Fund will adhere to the principle of risk diversification when trading derivatives, currencies and money market instruments.

Other than the restriction referred to in (F) above which applies at all times, the above restrictions apply as at the date of the relevant transaction or commitment to invest. Changes in the investment portfolio of the Master Fund will not have to be effected merely because any of the limits contained in such restrictions would be breached as a result of any appreciation or depreciation in value, or by reason of the receipt of any right, bonus or benefit in the nature of capital or of any scheme or arrangement for amalgamation, reconstruction or exchange or by reason of any other action affecting every holder of the relevant investment. However, no further relevant securities will be acquired until the limits are again complied with. In the event that any of the investment restrictions are inadvertently breached, corrective action will be taken to rectify the breach taking due account of the interests of the shareholders of the Master Fund.

Although the Master Fund generally makes direct investments, the above restrictions will not prevent the Master Fund from investing indirectly through one or more wholly-owned subsidiaries or other vehicles.

The investment strategy and policy of the Master Fund can be changed by decision of its board of directors. The Master Fund is registered as a regulated mutual fund in the Cayman Islands. The Master Fund is designed for investment by sophisticated institutional investors.

CAPITAL ALLOCATION AND INVESTMENT PROCESS

Determining capital allocations is the responsibility of the Manager's investment committee (the "Investment Committee"), which meets monthly in Jersey. The Investment Committee reports to the board of the Manager at least monthly, or more often if considered necessary, to determine allocations.

The asset allocation process involves a detailed review of external factors such as the enabling economic and political environment and the associated market opportunities and risks and consideration of a number of internal inputs from representatives of the Investment Managers and the Services Providers including traders, economists and strategists, portfolio managers, risk team members and investor relations professionals.

The allocation process of the Investment Committee is detailed in the diagram below:

————— Source: Brevan Howard Capital Management LP.

The Manager does not aim to formulate any "house views" on markets or engage in collective decision making processes. Traders are encouraged to engage in their own research, develop individual market views on their areas of specialisation and to share information at a broader level. Views are discussed continually on an informal basis and weekly at formal meetings.

RISK MANAGEMENT

The Manager's risk team, headed by Brevan Howard's Chief Risk Officer, analyses and interprets the risk reporting of the Master Fund and monitors compliance with individual trader mandates and overall fund risk guidelines. The Brevan Howard risk committee, chaired by the Chief Risk Officer, seeks to ensure that risk and liquidity levels are compatible with the Master Fund's objectives and seeks to mitigate tail risks. Traders are not authorised to exceed their mandate guidelines without the consent of a risk officer.

Although there is no set risk profile for the Master Fund, as described in more detail below in the section entitled "Risk management services", the Risk Management Services Providers appointed by the Manager have established risk management frameworks which are intended to identify, measure, monitor, report, and where appropriate, mitigate, key risks. Risk tools and information (including daily reports detailing value at risk information, stress test results, risk sensitivities and trader mandate limits), are provided by Coremont and made available to traders, risk team members and senior management of the Manager and the Investment Managers.

INVESTMENT PORTFOLIO

The information in this section has not been audited.

As at the date of this Registration Document, the Master Fund has approximately US\$11 billion of assets1 , including direct capital allocations to individual traders associated with the Manager or its affiliates and allocations to other investment funds managed by the Manager or its affiliates ("Underlying Funds"), some of which are wholly-owned by the Master Fund and some of which also have third party investors.

In the period since its inception in April 2003 to 30 December 2022, the Master Fund has delivered an Annualised Return of 9.36 per cent.²

As at the date of this Registration Document, the Master Fund's assets comprise (a) the "MF Core", primarily consisting of direct capital allocations to individual traders and to the following Underlying Funds: Brevan Howard TN Macro Master Fund Limited and BH Digital Liquid Directional Fund Limited; and (b) allocations to other Underlying Funds.

The Master Fund's allocation to the MF Core and the Underlying Funds that do not form part of the MF Core, including information on their respective primary areas of focus, is as follows:

	Approximate percentage of Master Fund NAV allocated*	Approximate Percentage of Underlying Fund owned by the Master
MF Core	42.3%	Fund* N/A	Primary area of focus Multi-asset class macro, systematic and relative value trading
Brevan Howard Alpha Strategies Master Fund Limited	25.3%		22.0% Relative value and directional strategies in developed and emerging fixed income and foreign exchange markets
Brevan Howard AS Macro Master Fund Limited	6.6%	38.5%	Macro and relative value strategies in developed market interest rate markets
Brevan Howard FG Macro Master Fund Limited	9.4%	49.9%	Multi-asset class macro trading
Brevan Howard MB Macro Master Fund Limited	9.7%	37.1%	Macro and relative value strategies in Asia-focused interest rate and foreign exchange markets
Brevan Howard Global Volatility Master Fund Limited	6.6%	48.6%	Long volatility in multiple asset classes

————— * Percentages based on Master Fund data as at 30 December 2022, being the latest date for which the Company has access to the relevant information.

Each of the Underlying Funds is domiciled in the Cayman Islands and each has an investment objective and investment restrictions that requires it to spread investment risk. The Master Fund has the ability to liquidate its investments in the Underlying Funds periodically, subject to the provisions of the respective Underlying Fund's investment offering memorandum and governing documents

¹ Total assets based on Master Fund data as at 30 December 2022, being the latest date for which the Company has access to

the relevant information. ² The performance of the Master Fund for these purposes is represented by the performance of BHFL Class A GBP shares. Performance data for BHFL Class A GBP shares in this Registration Document is presented net of all investment management fees (being (1) from inception until 31 December 2018, 2% annual management fee and 20% performance fee, (2) from 1 January 2019 to 31 January 2022, 1.5% annual management fee and 20% performance fee, and (3) from 1 February 2022 onwards, 2% annual management fee and 20% performance fee) and all other fees and expenses payable by BHFL and the Master Fund. Prior to 1 February 2022 an operational services fee payable by the Master Fund of 0.5% was applied to BHFL Class A GBP shares but from 1 February 2022 this fee was removed. Inception date of Class A GBP Shares of BHFL is 1 April 2003. BHFL GBP Class A is the longest running share class of BHFL. BHFL is the longest running feeder fund of BHMF. Nothing in the Prospectus constitutes an offer of securities of the Master Fund or any entity in which the Master Fund invests, Brevan Howard Fund Limited or any other fund managed by Brevan Howard.

which may, in some cases, include "gating" or similar limitations on redemptions or withdrawals. The exposure of the Master Fund to each Underlying Fund is limited to its capital balance in that Underlying Fund.

The Master Fund does not pay management fees or performance fees in respect of any investment in an Underlying Fund that is attributable to the Company's interest in the Master Fund.

As at the date of this Registration Document, the Master Fund has allocated capital to the following strategy groups:

	Approximate
	percentage of
	Master Fund
	risk capital
Strategy group	allocation*
Rates: developed interest rate markets	29.3%
Macro: multi-asset global markets, mainly directional	50.8%
EMG: global emerging markets	3.6%
FX: FX forwards and options	1.5%
Equities: equity markets including indices and other derivatives	1.0%
Credit: corporate and asset-backed indices, bonds and credit default swaps	4.4%
Commodities: futures & options on commodities	2.4%
Systematic: rules-based futures trading	6.2%
Digital assets: cryptocurrencies including derivatives	0.8%
Total	100%

————— * Percentages based on Master Fund data as at 30 December 2022, being the latest date for which the Company has access to the relevant information. The allocations set out above represent an approximate percentage of the Master Fund capital allocation to each strategy group; allocations are subject to change. Each trading book in the Master Fund is allocated to a single category. Where a trading book has activity in multiple categories, the most relevant category has been selected.

The performance attribution of the asset classes comprising the Company's NAV per Sterling Share for the year to 30 December 2022 is as follows:

	Approximate performance contribution (%) of NAV per Sterling
Asset class	Share *
Credit: corporate and asset-backed indices, bonds and credit default swaps	-0.50%
Commodities: futures & options on commodities including mining indices	-0.10%
Digital assets: cryptocurrencies including derivatives	-1.15%
Equity: equity markets including indices and other derivatives	-1.80%
Discount Management: buyback activity or sales of shares from treasury	+1.50%
FX: FX forwards and options	+2.80%
Rates: interest rates markets	+21.20%

* Percentages based on Master Fund data as at 30 December 2022, being the latest date for which the Company has access to the relevant information.

Fig 9. Historic annual performance attribution (%) for the Sterling Shares (net of fees and expenses) as at 30 December 2022

Source: Underlying data provided by the Administrator. Return calculations made by the Manager; data is based on monthly returns as at 30 December 2022. Data for December 2022 is estimated. NAV per Sterling Share data is, shown net of the investment management fees. Attribution by asset class is produced at the instrument level, with adjustments made based on risk estimates.

As at the date of this Registration Document, no single individual manages directly or indirectly more than 6 per cent. of the Master Fund's allocated risk capital (including risk capital allocated directly to such traders and fund capital allocated to Underlying Funds with a single portfolio manager), and most manage less than 5 per cent. of such risk capital.

Approximately 52 per cent. of Master Fund capital is allocated to "alpha style" traders, and approximately 48 per cent. is allocated to "macro style" traders. "Macro style" traders have a greater capacity to manage capital, a greater drawdown tolerance, adopt broader marketing and trading strategies and have greater portfolio trade concentration than "alpha style" traders. The portfolios of "macro style" traders depend on directional trades which can be long-term and thematic, whilst the portfolios of "alpha style" traders depend on a variety of trade types, with directional risk, if any, usually being short-term or tactical. "Alpha style" traders undertake mostly relative value trades, whilst "macro style" traders employ the more limited use of relative value trades (principally for macro-relative value trade structuring).

The foregoing information regarding the Master Fund is not necessarily indicative of the future investment style, asset classes or strategy groups of the Master Fund and the relevant percentages change over time. The Master Fund has no obligation to notify investors of any changes.

LEVERAGE

The Master Fund leverages its capital by borrowing, including (but not limited to) margin lending agreements, and through the use of futures, forward contracts, options and other derivative instruments. The Master Fund has not imposed any limit on leverage. The Master Fund may use leverage by borrowing or otherwise in such circumstances where the Manager deems it appropriate to do so in order to continue to implement the investment approach and to seek to achieve the investment objective.

The Master Fund may use leverage by borrowing funds or securities from brokerage firms, banks and other financial institutions or through the use of derivatives and other non-fully funded instruments. In each case, leverage may be obtained on a secured or unsecured, collateralised or uncollateralised basis. Leverage obtained through borrowing is obtained from the relevant lender. Leverage obtained through the use of derivatives and other non-fully funded instruments is embedded in the instrument and as such could be said to be granted by the issuer of the instrument or the counterparty to the derivative contract.

There are no restrictions on the Master Fund's use of leverage, by borrowing or otherwise, other than those which may be imposed by applicable law, rule and regulation.

COLLATERAL AND ASSET RE-USE ARRANGEMENTS

The Master Fund's collateral and asset re-use arrangements vary according to the identity of the Master Fund's counterparty or broker. The Master Fund may be required to deliver collateral from time to time to its trading counterparties or brokers under the terms of other relevant agreements (including, but not limited to, its ISDA master agreements and other trading agreements), by posting initial margin or variation margin, subject to a daily mark-to-market calculation. The Master Fund may deliver such collateral by way of title transfer or by way of security interest. In circumstances where collateral is delivered by way of security interest, except in limited circumstances, the Master Fund generally does not grant a trading counterparty or broker the right to re-use the collateral.

In circumstances where the collateral is delivered by way of title transfer, or by way of security interest with a right of re-use, there are generally no restrictions imposed by the relevant agreement on such right of re-use of collateral by the trading counterparties and brokers.

Two-way daily margin payments are mandatory for all agreements in order to minimise credit exposure, which is monitored on a daily basis. Payment netting, intra-group cross-default and set-off is negotiated on a bilateral basis with counterparties unless they lack the necessary operational capability or are precluded from doing this for regulatory reasons. Without exception, changes in financing and credit documentation can only be made with the agreement of the Master Fund. In most cases, changes in margin and value-at-risk margin terms require the agreement of the Master Fund, although in a limited number of cases counterparties have the ability to change the margin terms unilaterally in certain pre-agreed circumstances following an appropriate notice period.

DIRECTORS OF THE MASTER FUND

The directors of the Master Fund are responsible for the overall management and control of the Master Fund in accordance with its articles of association. The directors review the operations of the Master Fund at regular meetings and it is the current intention of the Master Fund directors to continue to meet at least quarterly. For this purpose, the directors receive periodic reports detailing the performance of the Master Fund and providing an analysis of its investment portfolio. The Manager or its delegates and the Master Fund's administrator provide such other information or reports as may from time to time be reasonably required by the Master Fund directors for the purpose of such meetings.

The Master Fund directors are as follows.

Karla Bodden

Karla Bodden (Caymanian) has been an executive director of Queensgate Bank and Trust Company Ltd. (formerly Queensgate Trust Company Ltd.) in the Cayman Islands since July 1993. She was Client Accountant of Aall Trust & Banking Corporation Limited, Grand Cayman from May 1991 to July 1993 and prior to that was an Accountant/Auditor at Coopers & Lybrand, Grand Cayman from January 1990. She has a Master of Professional Accounting degree from the University of Miami, a Bachelor of Science degree in Accounting from the University of Florida, and is a member of the Florida Institute of Certified Public Accountants. Ms. Bodden is a director of a range of funds to which the Manager or its affiliated entities act as manager or investment manager.

Philippe Lespinard

Philippe Lespinard (French) is the Head of Asset Management of UBP's London Branch. Until September 2020, Philippe was CIO of Fixed Income for Schroders, a position which he held from October 2010. Before that he was a partner of BHAM between May 2008 and April 2010 where he led the development of the UCITS and managed accounts business. Prior to joining BHAM, he was the deputy chief executive of Fischer Francis Trees & Watts, where he was responsible for the investment and product strategy of the firm. Prior to joining Fischer Francis Trees & Watts in 2006, Mr. Lespinard was the Chief Investment Officer of BNP Paribas Asset Management ("BPAM"), where he was responsible for the fundamental research, quantitative research and portfolio management teams. He joined BPAM in April 2002 from Citigroup Asset Management in London where he was the head of investments for Europe, while coheading fixed income investments worldwide. Mr. Lespinard joined Citigroup in March 1998 from Fischer Francis Trees & Watts in London where he was a portfolio manager and a partner from 1996. Prior to joining Fischer Francis Trees & Watts, he was an investment officer at the World Bank in Washington, DC. He holds an MSc in applied mathematics and was admitted to the PhD program in artificial intelligence at the University of Grenoble, France. Mr. Lespinard is a director of a range of funds to which the Manager or its affiliated entities act as manager or investment manager.

Carol Reynolds

Carol Reynolds (Irish) has been an executive director of Queensgate Bank and Trust Company Ltd. ("Queensgate") since 2015 and sits as an independent director on the boards of a variety of hedge fund and related structures. Ms. Reynolds has extensive experience in the governance and administration of hedge funds, specialising in fund governance of a wide range of hedge fund products at Queensgate. Prior to joining Queensgate in 2006, Ms. Reynolds was a Senior Account Manager at Fortis Prime Fund Solutions (Cayman) Limited where she led a team responsible for the administration of over 200 funds gaining extensive knowledge in the formation, administration and management of hedge funds. Prior to moving to the Cayman Islands from London in 2004, Ms. Reynolds was Assistant Vice President at both Deutsche Bank and Credit Suisse First Boston for several years. Ms. Reynolds is originally from Ireland and is a Fellow of the Institute of Chartered Accountants in Ireland. She is an Accredited Director with the Chartered Governance Institute of Canada and a member of the Cayman Islands Directors Association. Ms. Reynolds is licensed as a director with the Cayman Islands Monetary Authority pursuant to the Directors Registration and Licensing Act (Revised).

Phil Schmitt

Phil Schmitt (Canadian) is President and CEO of Summerwood Group Inc. Summerwood was founded in 2006 and specialises in advising and managing alternative investments. Prior to founding Summerwood, from 1992 he was a Vice President and subsequently President of Polar Securities Inc., a Toronto based multi-strategy hedge fund manager. From 1991 to 1992 he was the director of Equity Trading and Derivative products at TD Investment Management, a division of TD Securities Inc. From 1983 to 1991 he worked at Burns Fry Limited, a Canadian securities dealer, successively as a quantitative equity research analyst, derivative trader and lastly as manager of the Canadian Equity Derivatives Trade Desk. From 1980 to 1983 he worked at Wood Gundy Ltd. as a computer analyst. Mr. Schmitt received the Chartered Financial Analyst designation in 1986 and graduated from the University of Waterloo in 1980 with a Bachelor of Mathematics. He has participated on a number of regulatory and industry committees including as a director of AIMA Limited and as chairman of Alternative Investment Management Association – Canada Inc. Mr. Schmitt is a director of a range of funds to which the Manager or its affiliated entities act as manager or investment manager.

Risto Silander

Risto Silander (Swedish) has worked for 20 years within the investment banking industry holding senior positions within Svenska Handelsbanken, Goldman Sachs, UBS and Alfred Berg. In 2001, he resigned his position as CEO of the Alfred Berg Group to pursue private business opportunities and also to accept board directorships. He has been a director of listed companies Telelogic AB, Tornet AB, NetonNet AB, Magnolia Bostad AB and Varenne AB. He also served 7 years on the board of Swedish Export Credit, a Swedish government owned entity and 15 years on the board of Gamla Livförsäkringsaktiebolaget SEB Trygg Liv, one of Sweden's major insurance companies. Mr. Silander is currently a director of Endeavour Pembroke Fund, Stronghold Invest AB and Niam AB and a range of funds to which the Manager or its affiliated entities act as manager or investment manager. Mr. Silander holds a business degree from the Stockholm School of Economics and has studied finance on the MBA programme at Stern Business School, NYU.

James Vernon

James Vernon (British) Mr. Vernon is a director of BHCML, the sole general partner of the Manager. Mr. Vernon is also a member of the investment committee and audit committee of the Manager and is a director of a range of funds to which the Manager or its affiliated entities act as manager or investment manager. Mr. Vernon was a founder of Brevan Howard and from 2002 to 2011 served as Chief Operating Officer of BHAM. He joined BHAM in 2002 after leaving Credit Suisse First Boston ("CSFB") where he was the Chief Operating Officer and a director of the proprietary fixed income trading cluster from 2001 to 2002. From October 2000 to September 2001, he was Chief Operating Officer at BlueCrest Capital Management Limited. From 1998 to 2000, he worked on the fixed income proprietary trading desk at CSFB as a Vice President responsible for Risk Management. From 1993 to 1998, he worked at Salomon Brothers Asset Management and at the time of leaving he was a Vice President, Portfolio Manager, in the hedge fund portfolio management group. Mr. Vernon holds Masters degrees in Electronics Engineering from Southampton University (1987) and also in Finance from the London Business School (1996).

All the directors act in a non-executive capacity and, with the exception of James Vernon, are independent of the Manager, the Investment Managers the Services Providers and Coremont. For the purposes of this Registration Document, the address of each of the directors is the registered office of the Master Fund. All the directors are registered or licensed under the Directors Registration and Licensing Act (Revised) of the Cayman Islands.

CORPORATE GOVERNANCE

The Master Fund is not subject to any corporate governance code.

The board of the Master Fund has not established an audit or any other standing board committee as the board of the Master Fund is satisfied that any relevant issues can be properly considered by the board of the Master Fund as a whole.

ADMINISTRATOR

The Master Fund has appointed State Street Fund Services (Ireland) Limited (the "Master Fund Administrator") as administrator. The Master Fund Administrator is registered with the Irish Financial Regulator as an approved fund administration company. The Master Fund Administrator provides administrative services for a number of corporations and partnerships throughout the world. The Master Fund Administrator is a wholly owned subsidiary of State Street Corporation.

The Master Fund Administrator is responsible for providing administration services in relation to the Master Fund, including, but not limited to, middle office and back office functions, the calculation of the net asset value and the net asset value per share of the Master Fund, arranging for the payment of expenses, maintaining books and records, assisting in communications with investors, preparing the accounts of the Master Fund and acting as registrar of the Master Fund.

DIVIDEND POLICY

It is not envisaged that any income or gains will be distributed by the Master Fund by way of dividend. This does not preclude the directors of the Master Fund from declaring a dividend at any time in the future if they consider it appropriate to do so. In the event that a dividend is declared and remains unclaimed after a period of six years from the date of declaration, such dividend will be forfeited and will revert to the Master Fund, as the case may be. To the extent that a dividend may be declared, it will be paid in compliance with any applicable laws.

CALCULATION OF MASTER FUND NET ASSET VALUE

The date on which Master Fund shares may be subscribed and redeemed is ordinarily the first business day of each month, but may be such other dates as the Master Fund directors from time to time determine.

The net asset value of the Master Fund and the net asset value per share of each class and series of Master Fund shares will be determined by the Administrator as at 4.00 p.m. (London time) on the day preceding each subscription and redemption date (each, a "Valuation Day") or at such other times as the Master Fund directors may determine (a "Valuation Point"). The Master Fund directors have resolved that the Valuation Point with respect to any security or investment denominated in the currencies of Australia, New Zealand, Japan or any other country within Asia or Australasia, will be valued as at the closing time of the appropriate local exchange on the relevant Valuation Day, unless the Master Fund directors determine otherwise either generally or in any particular case.

The net asset value of Master Fund is equal to the value of its total assets less its total liabilities.

In respect of each class and each series of shares of the Master Fund, a separate class account (a "Class Account") is established in the books of the Master Fund. An amount equal to the proceeds of issue of each share of the relevant class or series is credited to the relevant Class Account. Any increase or decrease in the net asset value of the portfolio of assets of the Master Fund attributable to the relevant class or series of shares (disregarding for these purposes any increase in the net asset value due to new subscriptions or decrease due to redemptions or any designated Class Adjustments (as defined below)) is allocated to the relevant Class Account based on the previous relative net asset value of each such Class Account. "Designated Class Adjustments" are the costs, pre-paid expenses, losses, dividends, profits, gains and income which the directors of the Master Fund determine in their sole discretion relate to a single class or series of Master Fund shares and which are allocated to the applicable Class Account.

The net asset value per share of each class or series of the Master Fund is calculated by dividing the net asset value of the relevant Class Account by the number of shares of that class or series, as appropriate, in issue or deemed in issue as at the close of business on the applicable Valuation Day.

Assets of the Master Fund are valued in accordance with the following principles:

• * any security which is listed or quoted on any securities exchange or similar electronic system and regularly traded thereon will be valued at (i) its closing price, if such market is closed at the Valuation Point on the relevant Valuation Day, or (ii) at the last traded price, if such market is open as at the Valuation Point on the relevant Valuation Day and there have been one or more trades executed in the market within the fifteen minutes preceding such Valuation Point or (iii) the last quoted mid-market price if no trades have been executed in the market within the fifteen minutes preceding the Valuation Point on the relevant Valuation Day, as adjusted in such manner as the Master Fund directors, in their sole discretion, think fit, having regard to the size of the holding, and where prices are available on more than one exchange or system for a particular security the price will be the closing price or last traded price or last quoted mid-market price, as the case may be, on the exchange which constitutes the main market for such security or the one which the Master Fund directors in their sole discretion determine provides the fairest criteria in ascribing a value to such security;
• * any security which is not listed or quoted on any securities exchange or similar electronic system or if, being so listed or quoted, is not regularly traded thereon or in respect of which no prices as described above are available, will be valued at its fair value as at the Valuation Point as determined by the Master Fund directors in good faith having regard to various factors, including, but not limited to, its cost price, the price at which any recent transaction in the security may have been effected, the size of the holding having regard to the total amount of such security in issue, market realisation events in relation to the same or similar securities, broker quotes for the same or similar securities, valuation models using observable and estimated inputs, third party pricing service providers, and such other factors and methods as the Master Fund directors in their sole discretion deem relevant in considering a positive or negative adjustment to the valuation;
• * investments, other than securities and OTC derivative contracts, which are dealt in or traded through a clearing firm or an exchange or through a financial institution will be valued as at the Valuation Point by reference to the most recent official settlement price quoted by that clearing house, exchange or financial institution. If there is no such price, then the average will be taken between the lowest offer price and the highest bid price as at the Valuation Point on any market on which such investments are or can be dealt in or traded, provided that where such investments are dealt in or traded on more than one market, the Master Fund directors may determine at their discretion which market shall prevail;
• * investments, other than securities, including OTC derivative contracts, which are not dealt in or traded through a clearing firm or an exchange or through a financial institution will be valued at their fair value;
• * deposits will be valued at their cost plus accrued interest; and

* any value (whether of an investment or cash) otherwise than in US Dollars will be converted into US Dollars at the rate (whether official or otherwise) which the Master Fund directors in their absolute discretion deem applicable as at the Valuation Point on the relevant Valuation Day, having regard, among other things, to any premium or discount which they consider may be relevant and to costs of exchange.

The Master Fund directors may, at their discretion, permit any other method of valuation to be used if they consider that such method of valuation better reflects value and is in accordance with good accounting practice.

SUSPENSION OF MASTER FUND NET ASSET VALUE CALCULATIONS

The Master Fund directors may declare a temporary suspension of the determination on any Valuation Day of the net asset value of the Master Fund during:

• * any period (other than ordinary holiday or customary weekend closings) when any market is closed which is the main market for a significant part of the Master Fund's investments, or when trading thereon is restricted or suspended;
• * any period when any emergency exists as a result of which disposal by the Master Fund of investments which constitute a substantial portion of its assets is not practically feasible;
• * any period when for any reason the prices of a material portion of the investments of the Master Fund cannot be reasonably, promptly or accurately ascertained;
• * any period when remittance of monies which will, or may be, involved in the realisation of, or in the payment for, investments of Master Fund cannot, in the opinion of the Master Fund directors, be carried out at normal rates of exchange; or
• * any period when proceeds of the sale or redemption of Master Fund shares cannot be transmitted to or from the Master Fund's account.

No Master Fund shares will be issued, exchanged or redeemed when the determination of the Master Fund net asset value is suspended. Unless withdrawn, Master Fund share applications and exchange and redemption requests will be acted upon on the first subscription day or redemption day after the suspension is lifted at the relevant subscription price or redemption price prevailing on that subscription day or redemption day.

REPORTS AND FINANCIAL STATEMENTS

The financial year of the Master Fund ends on 31 December in each year.

The Master Fund prepares an annual report and audited financial statements in respect of each financial year in accordance with US GAAP and a half-yearly report which includes unaudited accounts for the Master Fund, both of which are available at the registered office of the Administrator and the Company and on the Company's website, www.bhmacro.com.

CONFLICTS OF INTEREST AFFECTING THE MASTER FUND

There are actual and potential conflicts of interest in the structure and operation of the Master Fund, which may materially and adversely affect the Company and the Master Fund. As the business of the Master Fund, the Manager, the Investment Managers and the Services Providers may evolve over time, each of them may be exposed to new conflicts of interest in the future. Accordingly, this section does not purport to be an exhaustive list of all potential conflicts of interest involved in an investment in the Company or the Master Fund.

The directors of the Master Fund, the Manager and its sole general partner, the Investment Managers and the Services Providers, the Master Fund's prime brokers, custodians and administrator and any of their affiliates and any person connected with them may from time to time act as director, investment manager, manager, custodian, registrar, broker, administrator, investment advisor, distributor or dealer in relation to, or be otherwise involved in, other funds or accounts established by parties other than the Master Fund which have similar or different objectives to those of the Master Fund (including investment funds and other vehicles which may invest, directly or indirectly, in the Master Fund and in which the Master Fund may invest, directly or indirectly). It is, therefore, possible that any of them may, in the course of business, have potential conflicts of interest with the Master Fund. Each will, at all times, have regard in such event to its obligations to the Master Fund and will endeavour to ensure that such conflicts are resolved fairly. In addition, subject to applicable law, any of the foregoing and their affiliates may deal, as principal or agent, with the Master Fund, provided that such dealings are carried out as if effected on normal commercial terms negotiated on an arm's length basis.

The Manager, the Investment Managers and the Services Providers and any of their affiliates or any person connected with them may invest in, directly or indirectly, or manage or advise Other Accounts which invest in assets which may also be purchased or sold by the Master Fund, or which have the same, similar or substantially similar investment strategies and restrictions as those implemented by the Master Fund. None of the Manager, the Investment Managers and the Services Providers or any of their respective affiliates or any person connected with them is under any obligation to offer investment opportunities of which any of them becomes aware to the Master Fund or to account to the Master Fund in respect of (or share with the Master Fund or inform the Master Fund of) any such transaction or any benefit received by any of them from any such transaction.

There is no specific limit on the number of Other Accounts that may be sponsored, managed or advised by the Manager, the Investment Managers and/or the Services Providers. Accordingly, prospective investors should note that the existence of such Other Accounts will require the Manager or the Investment Managers to allocate finite resources among the Master Fund on the one hand and the Other Accounts on the other.

The Manager and the Investment Managers may also face a conflict of interest in allocating investments between the Master Fund and Other Accounts because the amount of performancebased compensation received by them may differ between such accounts even though their investment strategies and restrictions may be the same, similar or substantially similar.

In order to mitigate such conflicts, the Manager, the Investment Managers and the Services Providers seek to allocate investment opportunities on an equitable basis between the Master Fund and Other Accounts over time, taking into account factors including, but not limited to (i) each fund or account's investment strategy and restrictions, portfolio composition, liquidity, capacity and leverage considerations, (ii) risk limits applied by the Manager, the Investment Managers, the and Services Providers and/or their respective affiliates, (iii) the liquidity and size of the instruments to be traded and (iv) existing market and trading conditions. The Manager, the Investment Managers, and the Services Providers may use a fixed ratio to allocate investments between the Master Fund and Other Accounts or may allocate investments on the basis of other pre-defined conditions including, but not limited to, by keeping certain risk parameters constant within certain tolerance levels. In addition, due to potentially differing desired risk and portfolio composition there may be larger or smaller allocations of investments to Other Accounts as compared to the Master Fund. Accordingly, the performance of such Other Accounts may differ substantially from that of the Master Fund.

Following any net subscriptions into, or net redemptions from, the Master Fund or Other Accounts or as a result of investment management decisions such as a change in risk tolerance or desired portfolio composition of the Master Fund compared to the Other Accounts or vice versa, the Manager, the Investment Managers and/or the Services Providers may effect rebalancing transactions between the Master Fund and such Other Accounts through Cross Trades (as described below), market transactions or changes in the beneficial ownership of any Investment Vehicles that are jointly owned by the Master Fund and Other Accounts. The timing of such rebalancing transactions may vary depending upon the then market and trading conditions, as well as the liquidity and size of the investments being rebalanced. Accordingly, there may be material divergence between the performance of such Other Accounts and the Master Fund.

Investors in any Other Accounts that implement the same, similar or a substantially similar investment strategy as the Master Fund may receive more transparency (including with respect to portfolio information), may benefit from more control through the use of risk management, treasury and cash management processes and may have more favourable liquidity rights than investors in the Master Fund. This may mean investors in an Other Account may have notice of negative performance before investors in the Master Fund and, accordingly, may redeem from the investment approach or amend the construction of their portfolio more quickly than investors in the Master Fund. This could mean that the investors in the Master Fund incur greater losses, especially if the period between a redemption by investors in an Other Account and a redemption by investors in the Master Fund is one of protracted difficulty for the strategy.

The Manager, the Investment Managers and/or the Services Providers may cause the Master Fund to purchase investments from, or sell investments to, Other Accounts when they determine that such transfers ("Cross Trades") are in the best interests of the Master Fund and such Other Accounts, including but not limited to (i) to rebalance the portfolios of the Master Fund and such Other Accounts, and (ii) to reduce the transaction costs that may otherwise arise in an open market transaction. The Manager, the Investment Managers and/or the Services Providers may also cause the Master Fund to purchase or sell an investment that is being sold or purchased, respectively, at the same time by an Other Account. The Manager, the Investment Managers and the Services Providers have established policies and procedures with respect to Cross Trades that seek to ensure that neither party to the Cross Trade is unfairly disadvantaged. Notwithstanding the policies and procedures of the Manager, the Investment Managers and the Services Providers, any individual Cross Trade may be advantageous or disadvantageous to the Master Fund or an Other Account.

There may be a conflict of interest in respect of the Manager when determining to which Investment Manager the capital of the Master Fund is allocated for discretionary investment management purposes. There may also be a conflict of interest in respect of the Investment Managers when determining whether to procure the services of both independent or affiliated investment advisers. The Manager and each Investment Manager has appropriate policies and procedures to mitigate and manage such potential conflicts of interest.

To the extent that an Investment Manager is involved in the pricing of assets of the Master Fund, there will be a conflict of interest between such involvement and (i) such Investment Manager's entitlement to a portion of any management fee or performance fee as it will increase as the relevant net asset value of the Master Fund increases and (ii) such Investment Manager's general interest in the ongoing success of the Master Fund and its desire to optimise performance of, and thereby investment in, the Master Fund.

From time to time, the Manager's, the Investment Managers' and the Services Providers' personnel may speak at conferences and programs for potential investors interested in investing in hedge funds which are sponsored by prime brokers to the Master Fund or other prime brokers. These conferences and programs may be a means by which the Manager, the Investment Managers and the Services Providers may be introduced to potential investors in the Master Fund or feeder funds into the Master Fund. Currently, subject (in the case of BHAM and BH-DG and the Services Providers) to the FCA Rules, none of the Manager, the Investment Managers and the Services Providers or the Master Fund intends to compensate the Master Fund's prime brokers or other prime brokers for organising such "capital introduction" events or for any investments ultimately made by prospective investors attending such events (although they may do so in the future). It is unlikely that such events and other services provided by the Master Fund's prime brokers or any other prime broker will influence the Manager or the Investment Managers in deciding whether to recommend the use of any prime broker to the Master Fund in connection with brokerage, financing and other activities of the Master Fund. However, procedures are in place to mitigate this conflict and, in addition, none of the Manager or the Investment Managers will commit to allocate a particular amount of brokerage to a broker-dealer in any such situation.

OTHER INFORMATION IN RESPECT OF THE MASTER FUND

The Manager and the Investment Managers currently have a policy not to enter knowingly into any soft dollar or dealing commission arrangements.

The Master Fund may become a member of, or acquire membership or trading privileges on, various exchanges, contract markets, boards of trade, clearing associations or other markets ("Exchanges"). Any such memberships and any income therefrom will belong to the Master Fund and the Master Fund will pay all fees and charges relating to such memberships.

As at the date of this Registration Document, the Master Fund has been approved as a Corporate Equity Member of the Chicago Mercantile Exchange Inc., a Family of Funds Equity Member of the Chicago Board of Trade, a Corporate Member of the New York Mercantile Exchange and a Corporate Member of the Commodity Exchange, Inc.

Information regarding the prime brokers and custodians to the Master Fund is included in Part VI of this Registration Document.

PART IV: INFORMATION ON THE MANAGER, THE INVESTMENT MANAGERS AND MASTER FUND SERVICES PROVIDERS

THE MANAGER

Brevan Howard Capital Management LP, acting by its sole general partner, Brevan Howard Capital Management Limited, is manager of each of the Company and the Master Fund (the "Manager"). The Manager is a member of the Brevan Howard group.

The Manager is a limited partnership registered under the Limited Partnerships (Jersey) Law 1994 on 28 May 2010. BHCML, in its capacity as sole general partner of the Manager, has been appointed as the AIFM to the Company and the Master Fund for the purposes of AIFMD and is registered with the JFSC under the Financial Services (Jersey) Law 1998 ("Jersey Law") to carry on fund services business as a manager, investment manager and distributor and AIF services business as an AIFM, which permits the Manager to act in these capacities in relation to the Company and the Master Fund. The JFSC is protected by Jersey Law against liability arising from the discharge of its functions under Jersey Law. BHCML was incorporated in Jersey, Channel Islands, on 19 May 2010.

As at the date of this Registration Document, the Manager has claimed an exemption with respect to the Master Fund under CFTC Rule 4.7. Pursuant to that Rule, the Manager obtains relief from certain recordkeeping, disclosure and reporting requirements applicable to registered CPOs.

The Manager is exempt from registration with the CFTC as a CTA under CFTC Rule 4.14(a)(4).

MANAGEMENT OF THE MASTER FUND

The terms of the Manager's appointment as the manager of the Master Fund are set out in an Amended and Restated Management Agreement with the Master Fund dated 22 December 2022, as supplemented by a supplemental management agreement dated 20 January 2023, under which agreement the Manager has agreed to act as manager of the Master Fund, subject to the overall control and supervision of the Master Fund directors. The Manager may delegate any of its other functions, powers and duties to any affiliate and, unless otherwise agreed, will be responsible for the fees of such delegate.

The Manager has delegated to Brevan Howard Asset Management LLP ("BHAM"), Brevan Howard (Hong Kong) Limited ("BHHK"), Brevan Howard Investment Products Limited ("BHIP"), BH-DG Systematic Trading LLP ("BH-DG"), Brevan Howard Private Limited ("BHPL"), Brevan Howard US Investment Management, LP ("BHUSIM") and Brevan Howard (Tel Aviv) Ltd ("BHTA") (together, the "Investment Managers") responsibility for the investment of specific portions of the Master Fund's assets, in each case subject to risk oversight by the Manager or one of its affiliates. The Manager is responsible for the payment of the fees of the Investment Managers. The Manager is responsible for asset allocation between the Investment Managers. The investment committee of the Manager meets on at least a monthly basis to determine allocations. Further information on the Investment Managers is set out below.

The Manager may in future delegate responsibility for the investment of a portion of the Master Fund's assets to one or more additional investment managers in addition to, or in substitution for, the Investment Managers without the consent of the Master Fund provided that each such additional investment manager is an affiliate of the Manager and is subject to risk oversight by the Manager or one of its affiliates. All delegations will be in writing and the terms thereof shall ensure that the relevant delegate is not managing the Master Fund for the purposes of the AIFMD and that the delegate is subject to, and agrees to submit to, such oversight, control and supervision as is deemed necessary by BHCML or the Manager. In any event, no delegation shall be effective if and to the extent to which BHCML is no longer considered to be the AIFM of the Master Fund. The Manager will be responsible for the payment of the fees of any such additional investment managers.

Risk oversight of the Master Fund is performed by the Manager or one of its affiliates. The Manager reserves the right to appoint any other affiliate to perform risk oversight.

THE INVESTMENT MANAGERS

The Investment Managers at the date of this Registration Document are as follows.

• * Brevan Howard Asset Management LLP. BHAM was incorporated as a limited liability partnership in England and Wales in July 2002 and is authorised and regulated by the FCA.
• * Brevan Howard (Hong Kong) Limited. BHHK is a company incorporated under the laws of Hong Kong in March 2004, and is licensed by the Hong Kong Securities & Futures Commission pursuant to the Hong Kong Securities and Futures Ordinance to carry on type 9 (asset management) regulated activities.
• * Brevan Howard Investment Products Limited. BHIP is a private company incorporated under the laws of Jersey in August 2006, is registered with the JFSC under Jersey Law and is authorised to carry on fund services business as an investment manager and distributor which permits BHIP to act in this capacity in relation to the Master Fund. The JFSC is protected by Jersey Law against liability arising from the discharge of its functions under Jersey Law. BHIP has established a branch in Geneva, Switzerland, from where it performs certain of its services under the BHIP Investment Management Agreement and the Omnibus Services Agreement. The activities of BHIP's Geneva branch are subject to regulatory oversight by the JFSC. In addition, BHIP's Geneva branch is authorised as a manager of collective assets as required by the Swiss Financial Institutions Act of 2018, and is regulated by FINMA, the Swiss Financial Markets Supervisory Authority.
• * BH-DG Systematic Trading LLP. BH-DG is a limited liability partnership incorporated in England and Wales on 25 June 2010 and is authorised and regulated by the FCA. BH-DG is registered with the CFTC as a CTA and has claimed an exemption under CFTC Rule 4.7 pursuant to which it receives relief from certain disclosure requirements with respect to the Master Fund. BH-DG forms part of a joint venture arrangement between David Gorton and a member of the Brevan Howard group. The Manager has consented to BH-DG delegating to its affiliate, DG Partners LLP, such functions in relation to the BH-DG Portfolio as BH-DG may from time to time determine. DG Partners LLP is a limited liability partnership incorporated in England and Wales on 23 August 2002 and is authorised and regulated by the FCA. DG Partners LLP is registered with the CFTC as a CPO and is a member of the National Futures Association. DG Partners LLP is also registered with the SEC as an investment adviser.
• * Brevan Howard US Investment Management, LP. BHUSIM is a Delaware limited partnership and is registered as an investment adviser with the SEC.
• * Brevan Howard Private Limited. BHPL is a private limited company incorporated in Singapore on 4 May 2016 and is regulated by the Monetary Authority of Singapore as a capital markets services licence holder in Singapore for the regulated activity of fund management.
• * Brevan Howard (Tel Aviv) Ltd. BHTA is a company incorporated under the laws of Israel in January 2022. BHTA is not licensed as a "portfolio manager" or "investment adviser" under the Regulation of Investment Advising, Investment Marketing and Portfolio Management Law, 1995 (the "Investment Advice Law"), and is not insured pursuant to that law. Accordingly, BHTA is not supervised by or registered with the Israel Securities Authority (or with any other governmental or regulatory authority in any jurisdiction), and is not subject to the provisions of the Investment Advice Law, or of the Israel Securities Law, 1968.

Each of the investment management agreements appointing the Investment Managers provides that the relevant Investment Manager will not be liable for any loss arising from errors of fact or judgement or any action taken (or omitted to be taken) by it howsoever arising except to the extent that any such error or action (or the omission thereof) is due to the negligence, wilful default or fraud of the relevant Investment Manager. Such error or action could include, for example, unintended errors in the communication or administration of trading instructions ("trade errors"). In the event of a trade error, it will be a matter of the relevant Investment Manager's discretion as a free-standing investment judgement whether or not to retain the relevant position. The Master Fund and the Manager have agreed an approach to trade errors under which any losses arising from trade errors that would otherwise potentially be reimbursable by the Manager may be offset by any gains arising from other trade errors occurring in the same calendar year. To the extent gains exceed losses (if any), such excess gains will be for the account of the Master Fund.

Each of the Investment Managers (other than BH-DG) is exempt from registration with the CFTC as a CTA pursuant to Section 4m(1) of the US Commodity Exchange Act and CFTC Rule 4.14(a)(10). BH-DG is registered with the CFTC as a CTA and has claimed an exemption under CFTC Rule 4.7 pursuant to which it receives relief from certain disclosure requirements with respect to the Master Fund.

One or more of the Investment Managers has appointed and expects in the future to appoint, both independent investment advisers and investment advisers that are affiliated to the Manager, to provide recommendations and advice to it in relation to the assets of the Master Fund in the relevant portfolio. The relevant Investment Manager will be responsible for the fees and expenses of any such investment advisers. Such investment advisers may have the authority to execute trades on behalf of the Master Fund, subject in all cases to the prior approval of the relevant Investment Manager.

ADDITIONAL SERVICES

The Manager has appointed certain of the Investment Managers (comprising, as at the date of this Registration Document, BHAM, BHIP, BHHK, BHUSIM and BHTA) and Brevan Howard Cayman SEZC Ltd ("BHCS") to provide certain additional services in respect of the Master Fund, Brevan Howard Fund Limited and Brevan Howard L.P. In this capacity, BHAM, BHIP, BHHK, BHUSIM and BHTA and BHCS, together with such other affiliates of the Manager as may be appointed to provide services in respect of the Master Fund pursuant to the Omnibus Services Agreement entered into with the Manager, are referred in this Registration Document to as the "Services Providers".

BHCS is a Cayman Islands exempted company and special economic zone company incorporated in September 2021 and is authorised by CIMA to carry on discretionary management services as an investment manager. BHCS is licensed by the Special Economic Zone Authority under the Special Economic Zone Act (Revised) of the Cayman Islands to carry on Special Economic Zone Business of "Commodities and Derivatives Fund Management Services".

Middle- and back-office and treasury services

Certain of the Services Providers (as determined by the Manager from time to time) provide, inter alia, middle office and back office services relating to cash, foreign exchange, security, listed derivatives and OTC derivatives operations, including trade entry, trade settlement management, cash/trade/position/NAV reconciliation, margin calculation, payment settlement and the recording and verification of corporate actions and middle office services such as implementation of the Manager's end-of-day position pricing and/or policy, profit and loss calculations, position reports, foreign exchange exposure calculations, working capital and liquidity management and credit and settlement exposure management.

Pursuant to the Omnibus Services Agreement, certain of the Services Providers (as determined by the Manager from time to time) have also been appointed to provide cash management and treasury services in relation to that portion of the assets and investments of the Master Fund allocated to the relevant Services Provider for this purpose (each a "Services Provider Portfolio") on a discretionary basis, subject to the investment strategies described in this Registration Document. Each Services Provider has complete discretion over the relevant Services Provider Portfolio and as the agent of the Master Fund (and without prior reference to the Company, the Master Fund or the Manager) to buy, sell, retain, exchange or otherwise deal in investments, make deposits, effect transactions whether or not on any recognised market or exchange and whether or not frequently traded on any such market or exchange, and otherwise act as the relevant Services Provider judges appropriate in relation to the provision of such cash management and treasury services in relation to the relevant Services Provider Portfolio.

Risk management services

Each Services Provider, as determined from time to time by the Manager in respect of the Master Fund (the "Risk Management Services Providers"), has established a risk management framework which is intended to identify, measure, monitor, report, and where appropriate, mitigate key risks identified by such Risk Management Services Provider. Amongst other things, the risk management framework addresses portfolio risks (such as market, credit, liquidity, counterparty and funding risks), operational risks and outsourcing risks.

The portfolio risks which will be monitored by the risk management team include analysis of sensitivity measures, gross and net exposures, value at risk and leverage, as well as stress tests and scenario analyses, with a view to identifying and mitigating the potential impact of extreme market movements. The analyses and tests may be changed from time to time at the discretion of the relevant Risk Management Services Provider. No Risk Management Services Provider gives any warranty as to the adequacy or sufficiency of this framework, or that it is exhaustive or able to address the entire universe of possible risks to which such Risk Management Services Provider or the Company and the Master Fund may be subject.

COREMONT

The Manager has appointed Coremont to provide inter alia, certain portfolio management systems, risk analysis, middle office services and other support services in respect of the Master Fund.

Coremont is a limited liability partnership incorporated in England and Wales in February 2018 and is authorised and regulated by the FCA. Coremont is an affiliate of the Manager and is exempt from registration with the CFTC as a CTA pursuant to Section 4m(1) of the CEA and CFTC Rule 4.14(a)(10).

PART V: ADDITIONAL INFORMATION ON THE COMPANY

1. INCORPORATION AND ADMINISTRATION

• 1.1 The Company was incorporated with limited liability in Guernsey under the Companies Law on 17 January 2007 with registered number 46235 as a closed-ended investment company, having an unlimited life. The legal entity identifier ("LEI") of the Company is 549300ZOFF0Z2CM87C29.
• 1.2 The Company is authorised by the GFSC under The Authorised Closed-Ended Investment Schemes Rules and Guidance 2021 and the Protection of Investors (Bailiwick of Guernsey) Law, 2020, as amended.
• 1.3 The registered office and principal place of business of the Company is PO Box 255, Trafalgar Court, Les Banques, St. Peter Port, Guernsey GY1 3QL and the telephone number is +44 1481 745 001.
• 1.4 The Company operates under the Companies Law and ordinances and regulations made thereunder and has no subsidiaries or employees.
• 1.5 The Manager of the Company is Brevan Howard Capital Management LP of 6th Floor, 37 Esplanade, St Helier, Jersey JE2 3QA acting by its sole general partner, Brevan Howard Capital Management Limited. The Manager is a limited partnership, registered under the Limited Partnerships (Jersey) Law 1994 on 28 May 2010. BHCML is a limited company incorporated in Jersey, Channel Islands, on 19 May 2010. BHCML, in its capacity as sole general partner of the Manager, has been appointed as the AIFM to the Company and the Master Fund for the purposes of AIFMD and is registered with the JFSC under the Financial Services (Jersey) Law 1998 to carry on fund services business as a manager, investment manager and distributor and AIF services business as an AIFM, which permits the Manager to act in these capacities in relation to the Company and the Master Fund. The JFSC is protected by Jersey Law against liability arising from the discharge of its functions under Jersey Law. The telephone number of the Manager is +44 1534 605 400.
• 1.6 KPMG Channel Islands Limited has been the only auditor of the Company since its incorporation. KPMG Channel Islands Limited is a member of the Institute of Chartered Accountants of England & Wales.
• 1.7 The Company's accounting period ends on 31 December of each year. The Company's latest consolidated financial statements as at and for the year ended 31 December 2021 were published on 31 March 2022.
• 1.8 As at 13 January 2023 (which is the latest practicable date prior to the date of this Registration Document), the Estimated NAV per Sterling Share was 4,241 pence and Estimated NAV per US Dollar Share was US\$43.91.
• 1.9 As at 31 December 2021 (being the date of the latest audited published financial information of the Company), the NAV of the Company was US\$1,297,728, the NAV per Sterling Share was £34.30 and the NAV per US Dollar Share was US\$35.71.

2. SHARE CAPITAL

• 2.1 The share capital of the Company consists of an unlimited number of (i) ordinary shares of no par value and (ii) C shares, in each case, which may denominated in such currencies as the Directors may determine on issue.
• 2.2 As at the date of this Registration Document, the Company has 30,157,494 Sterling Shares in issue (all of which are fully paid), no Sterling Shares held in treasury, 2,856,934 US Dollar Shares in issue (all of which are fully paid) and no US Dollar Shares held in treasury. The Company has never issued any C shares.

Share issuance authorities

2.3 As described in further detail in paragraphs 2.14 to 2.15 below, the Company has convened an Extraordinary General Meeting to be held on 6 February 2023 to seek, amongst other things, Shareholder approval for a sub-division of the Company's then existing Sterling Shares and US Dollar Shares. Assuming that the Sub-division Resolution is passed at the EGM and becomes effective, the Company will, immediately following admission of the sub-divided Shares arising in accordance with the sub-division to trading to the premium listing category of the Official List and to trading on the Main Market (which is expected to occur on or around 7 February 2023 and, in any case, prior to the closing of the Initial Issue) have 301,574,940 Sterling Shares in issue (all of which are fully paid), no Sterling Shares held in treasury and 28,569,340 US Dollar Shares in issue (all of which are fully paid) and no US Dollar Shares held in treasury.

• 2.4 As at 1 January 2019, the first day covered by the historical financial information incorporated by reference into this Registration Document, the Company had 14,136,242 Sterling Shares in issue, 1,450,652 Sterling Shares held in treasury, 2,664,541 Dollar Shares in issue and 331,228 US Dollar Shares held in treasury. Between 1 January 2019 and the date of this document, there have been the following changes in the issued share capital of the Company:
• (a) (i) the Company sold 25,000 Sterling Shares from treasury on 20 February 2020; (ii) the Company sold 125,000 Sterling Shares from treasury on 12 March 2020; (iii) the Company sold 44,235 Sterling Shares from treasury and 81,000 US Dollar Shares from treasury on 22 April 2020; (iv) the Company sold 50,000 Sterling Shares from treasury on 4 May 2020; (v) the Company sold 50,000 Sterling Shares from treasury on 6 May 2020; (vi) the Company sold 80,000 Sterling Shares from treasury on 7 May 2020; and (vii) the Company sold 27,000 Sterling Shares from treasury on 13 May 2020;
• (b) on 6 August 2021, pursuant to an own share tender offer launched by the Company, the Company acquired 1,334,099 Sterling Shares and 125,163 US Dollar Shares;
• (c) on 1 September 2021, in connection with the completion of its combination with BH Global Limited, the Company issued and sold from treasury, in aggregate, 10,148,066 Sterling Shares and 825,362 US Dollar Shares;
• (d) (i) on 24 September 2021, the Company issued 687,759 Sterling Shares; (ii) on 22 October 2021, the Company issued 830,024 Sterling Shares; (iii) on 17 November 2021, the Company issued 169,976 Sterling Shares; (iv) on 17 December 2021, the Company issued 199,611 Sterling Shares; (v) on 17 January 2022, the Company issued 921,862 Sterling Shares; (vi) on 16 March 2022, the Company issued 268,379 Sterling Shares; (vii) on 19 May 2022, the Company issued 1,521,441 Sterling Shares; (viii) on 26 May 2022, the Company issued 59,631 Sterling Shares; (ix) on 16 June 2022, the Company issued 582,182 Sterling Shares; (x) on 7 July 2022, the Company issued 187,684 Sterling Shares; (xi) on 11 August 2022, the Company issued 356,458 Sterling Shares and 185,000 US Dollar Shares; (xii) on 2 September 2022, the Company issued 94,360 US Dollar Shares; and (xiii) on 13 October 2022, the Company issued 303,513 Sterling Shares; and
• (e) as described in Part I of this Registration Document, the Articles include the ability for Shareholders (by notice to the Company) to convert some or all of their Shares of one class into Shares of the other class. Conversions are effected monthly by way of redesignation of Shares of one class into Shares of another class, as a result of which the Company may be required to issue or cancel Shares. Between 1 January 2019 and the date of this document, the following Shares were issued and cancelled by the Company in connection with Share conversions:

	Number of Sterling Shares	Number of Sterling Shares	Number of US Dollar Shares	Number of US Dollar Shares
Date	issued	cancelled	issued	cancelled
24/01/2019	—	41,571	51,824	—
25/02/2019	96	—	—	124
25/03/2019	88,903	—	—	114,968
24/06/2019	170,267	—	—	209,318
24/07/2019	—	15,000	18,510	—
27/09/2019	—	70,665	83,292	—
24/10/2019	9,823	—	—	11,700
27/11/2019	31,945	—	—	40,000
28/01/2020	—	2,179	2,789	—

	Number of Sterling Shares	Number of Sterling Shares	Number of US Dollar Shares	Number of US Dollar Shares
Date	issued	cancelled	issued	cancelled
27/02/2020	—	76	96	—
26/03/2020	—	9,259	11,454	—
29/04/2020	32,551	—	—	38,979
24/06/2020	—	5,170	6,140	—
30/07/2020	—	14	16	—
28/08/2020	86,250	—	—	108,521
28/09/2020	157,003	—	—	201,789
01/12/2020	744	—	—	926
31/12/2020	1,529	—	—	1,958
02/02/2021	74,707	—	—	97,996
25/02/2021	—	174	228	—
30/03/2021	—	301	402	—
05/05/2021	—	1,525	2,015	—
01/06/2021	1,980	—	—	2,626
05/10/2021	70,389	—	—	92,815
29/10/2021	—	9,164	11,846	—
03/12/2021	17,564	—	—	23,085
11/01/2022	—	3,670	4,691	—
03/02/2022	20,286	—	—	26,365
04/03/2022	—	142	183	—
30/03/2022	2,570	—	—	3,322
04/05/2022	68,781	—	—	87,076
01/06/2022	—	5,147	6,240	—
05/07/2022	—	28,831	35,223	—
03/08/2022	—	1,530	1,791	—
02/09/2022	4,297	—	—	5,089
04/10/2022	25,584	—	—	28,849
02/11/2022	39,150	—	—	42,292
05/12/2022	—	30,707	34,089	—
03/01/2023	1,022	—	—	1,197

• 2.5 All holders of the same class of Shares have the same voting rights in respect of the share capital of the Company. On a poll each Shareholder is entitled to 1.4710 votes per Sterling Share held and 0.7606 votes per US Dollar Share held.
• 2.6 By way of an ordinary resolution passed at the Company's annual general meeting on 9 September 2022, the Directors were authorised to allot and issue, grant rights to subscribe for, or to convert securities into, up to 873,549 shares designated as US Dollar Shares and 9,818,410 shares designated as Sterling Shares (respectively being 33.33 per cent. of the Shares of each class in issue as at the latest practicable date prior to the date of publication of the notice of annual general meeting (excluding in each case shares held in treasury)) for the period expiring on the date falling fifteen months after the date of passing of the resolution or the conclusion of the next annual general meeting of the Company, whichever is the earlier, save that the Company may before such expiry make an offer or agreement which would or might require shares to be issued after such expiry and the Directors may allot and Shares in pursuance of such an offer or agreement as if the authority had not expired. Out of this authority there is, as at the date of this Registration Document, authority remaining for the Directors to allot (or sell from treasury for cash) up to 9,514,897 Sterling Shares and 873,549 US Dollar Shares.
• 2.7 By way of a special resolution passed at the Company's annual general meeting on 9 September 2022, the Board was granted the authority to issue (or sell from treasury) for cash on a non-pre-emptive basis 2,945,817 Sterling Shares and 262,091 US Dollar Shares (respectively being 10 per cent. of the Shares of each class in issue as at the latest practicable date prior to the date of publication of the notice of annual general meeting (excluding in each case shares held in treasury)) for the period expiring on the date falling

fifteen months after the date of passing of the resolution or the conclusion of the next annual general meeting of the Company, whichever is the earlier, save that the Company may before such expiry make an offer or agreement which would or might require shares to be issued after such expiry and the Directors may allot and Shares in pursuance of such an offer or agreement as if the authority had not expired. Out of this authority there is, as at the date of this Registration Document, authority remaining for the Directors to issue (or sell from treasury for cash) up to 2,642,304 Sterling Shares and 262,091 US Dollar Shares.

• 2.8 By a special resolution passed at the Company's annual general meeting on 9 September 2022, the Directors have been granted general authority to make market purchases (either for the retention as treasury shares for resale or transfer, or cancellation) of up to 4,415,780 Sterling Shares and 262,091 US Dollar Shares, with the authority expiring at the Company's annual general meeting in 2023 on the basis that (a) the minimum price (exclusive of expenses) which may be paid for a share shall be one pence for Sterling Shares and one cent for US Dollar Shares and (b) the maximum price which may be paid for a Share of the relevant class is an amount equal to the higher of (i) 105 per cent. of the average of the middle market quotations for a Share of the relevant class on the relevant market for the five business days immediately preceding the date on which the Share is purchased and (ii) the higher of (A) the price of the last independent trade for a Share of the relevant class and (B) the highest current independent bid for a Share of the relevant class at the time of purchase.
• 2.9 At the Extraordinary General Meeting, the Company will seek Shareholder approval under the Issuance Resolutions for the Board to allot and issue (or sell from treasury) for cash on a nonpreemptive basis 22 million Sterling Shares and 22 million US Dollar Shares (prior to the subdivision of the Shares described below), which is equivalent to, respectively, approximately 72.9 per cent. of the Sterling Shares in issue as at the latest practicable date prior to the date of publication of this Registration Document (excluding Sterling Shares held in treasury) and approximately 770 per cent. of the US Dollar Shares in issue as at the latest practicable date prior to the date of publication of this Registration Document (excluding US Dollar Shares held in treasury). The Issuance Resolutions are in substitution for the issuance and pre-emption disapplication authorities obtained at the annual general meeting of the Company in 2022, which will cease to have effect if the Issuance Resolutions are approved.
• 2.10 If the sub-division of the Shares described below becomes effective, the Board will have the authority pursuant to the Issuance Resolutions to issue for cash on a non-preemptive basis and up to 220 million Sterling Shares and up to 220 million US Dollar Shares.
• 2.11 It should be noted that the authorities being sought by the Company at the EGM are to facilitate the issue of either Sterling Shares or US Dollar Shares up to the maximum number available under the Initial Issue and the Issuance Programme, depending on demand. Accordingly, the terms of the Issuance Resolutions provide that no more than 22 million (or, if the Sub-division Resolution is passed and becomes effective, 220 million) Sterling Shares and US Dollar Shares, in aggregate, may be issued pursuant to them. The Company expects to issue a combination of Sterling Shares and US Dollar Shares under the Initial Issue and the Issuance Programme.
• 2.12 The existing issued Shares have been issued and created in accordance with the Articles and the Companies Law.
• 2.13 No share or loan capital of the Company is under option or has been agreed conditionally or unconditionally to be put under option.

Sub-division of the Shares

2.14 At the Extraordinary General Meeting, Shareholders will also be asked to approve a proposed sub-division of the Company's existing issued Shares as at the date of the EGM. Specifically, each then existing Sterling Share is proposed to be divided into ten Sterling Shares, and each then existing US Dollar Share is proposed to be divided into ten US Dollar Shares. The proposed sub-division would result in Shareholders holding ten sub-divided Shares for each existing Share they hold immediately prior to the sub-division. The Sub-division Resolution is conditional upon the sub-divided Shares arising pursuant to the sub-division being admitted to trading on the Main Market and to listing on the premium listing category of the Official List.

2.15 If the Sub-division Resolution is approved and becomes effective, it is anticipated that the market price of each Share will become one-tenth of the market price of an existing Share of the same class, reflecting the fact that Shareholders will own ten times as many Shares. The new Shares of each class will carry the same rights in all respects as the existing Shares of the same class, including voting rights. The Share sub-division will have no impact on the Company's net assets as it will not change the total aggregate value of the Company's issued Shares.

3. DIRECTORS' AND OTHER INTERESTS

3.1 As at the date of this Registration Document, the following Directors hold the following number of Shares:

	Sterling Shares		US Dollar Shares
	Number of	Percentage	Number of	Percentage
Director	shares* held	of class	shares held*	of class
Richard Horlick	20,000	0.066%	Nil	Nil
Caroline Chan	Nil	Nil	Nil	Nil
Julia Chapman	1,000	0.003%	Nil	Nil
Bronwyn Curtis	626	0.002%	Nil	Nil
John Le Poidevin	5,482	0.018%	Nil	Nil
Claire Whittet	1,500	0.005%	Nil	Nil

————— * The figures included above are based on shareholdings as at the date of this Registration Document and do not reflect the impact of the Share sub-division to be proposed at the EGM. If the Sub-division Resolution is passed at the EGM and becomes effective, each then existing Sterling Share will be divided into ten new Sterling Shares, and each US Dollar Share will be divided into ten new US Dollar Shares. Accordingly, each Director named above would hold ten times the number of Shares described, but the percentage of each class of Shares held by each Shareholder will not be affected.

3.2 No share or loan capital of the Company is under option or has been agreed conditionally or unconditionally. As at 20 January 2023, being the latest practicable date prior to publication of this Registration Document, insofar as is known to the Company, the following persons are interested in 5 per cent. or more of each class of the issued share capital of the Company:

Sterling Shares

	Number of	Percentage
Name of shareholder	shares held*	of class
Investec Wealth & Investment Management Limited	5,340,970	19.94%
Rathbone Investment Management Limited	3,233,098	12.07%
Evelyn Partners Investment Management LLP	2,599,864	9.71%
Quilter Cheviot Ltd	2,344,997	8.72%
LGT Vestra, LLP	1,551,356	5.79%
US Dollar Shares
	Number of	Percentage
Name of shareholder	shares held*	of class
Investec Wealth & Investment Limited	636,898	23.64%
Investec Bank (Switzerland) AG	362,164	13.44%
HSBC Bank Plc	343,513	12.75%
LGT Vestra, LLP	177,405	6.58%
Cazenove Capital Management Limited	141,463	5.25%

^{—————} * The figures above are based on shareholdings as at 30 December 2022, being the latest practicable date prior to publication of this Registration Document, and do not reflect the impact of the Share sub-division to be proposed at the EGM. If the Sub-division Resolution is passed at the EGM and becomes effective, each then existing Sterling Share will be divided into ten new Sterling Shares, and each US Dollar Share will be divided into ten new US Dollar Shares. Accordingly, each Shareholder named above would hold ten times the number of Shares described, but the percentage of each class of Shares held by each Shareholder will not be affected.

3.3 Save as disclosed above, the Company is not aware of any person who, as at 20 January 2023, being the latest practicable date prior to publication of this Registration Document, directly or indirectly has a holding of Shares which is notifiable under United Kingdom law.

• 3.4 As at the date of this Registration Document, insofar as is known to the Company, immediately following the Initial Issue, the Company will not be directly or indirectly owned or controlled by any single person or entity and there are no arrangements known to the Company the operation of which may subsequently result in a change of control of the Company. There are no provisions in the Articles that would have the effect of delaying, deferring or preventing a change of control of the Company.
• 3.5 There are no restrictions on disposal by the Directors within a certain period of time of their holdings in the Company's securities.
• 3.6 There are no differences between the voting rights enjoyed by the Shareholders described above and those enjoyed by any other holder of Shares of the same class.
• 3.7 There are no outstanding loans from the Company to any of the Directors or any outstanding guarantees provided by the Company in respect of any obligation of any of the Directors.
• 3.8 There are no family relationships between any of the Directors.
• 3.9 No Director has a service contract with the Company, nor are any such contracts proposed. Each of the Directors have been appointed under a letter of appointment.
• 3.10 No amount has been set aside or accrued by the Company to provide pension, retirement or other similar benefits. The aggregate remuneration and benefits in kind of the Directors in respect of the Company's accounting period ending 31 December 2023, which is payable out of the assets of the Company, is not expected to exceed £400,000.
• 3.11 The Directors' appointments can be terminated in accordance with their letters of appointment and the Articles and without compensation. There is no notice period specified in the Articles for the removal of Directors. The Articles provide that the office of Director shall be terminated by, among other things: (i) written resignation; (ii) unauthorised absences from board meetings for 12 months or more; (iii) written request of the other Directors; and (iv) an ordinary resolution of the Shareholders. In addition, the Articles provide that each Director shall resign from office and stand for re-election by the Shareholders at each annual general meeting of the Company.
• 3.12 No Director has, or has had, an interest in any transaction which is or was unusual in its nature or conditions or significant to the business of the Company and which has been effected by the Company.
• 3.13 The Directors have entered into indemnity agreements with the Company which provide for, subject to the provisions of the Companies Law, an indemnity for Directors in respect of costs which they may incur relating to the defence of proceedings brought against them arising out of their positions as Directors, in which they are acquitted or judgement is given in their favour. The agreement does not provide for any indemnification for liability which attaches to the Directors in connection with any negligence, unfavourable judgements and breach of duty or trust in relation to the Company.
• 3.14 In addition to their directorships of the Company, the Directors hold or have held the directorships, and are or were members of the partnerships, listed in the table below, within the past five years.

Name Richard Horlick	Current directorships/partnerships CCLA Fund Managers Limited CCLA Investment Management limited Global Asset Tracking Limited Irish Diaspora Loan Fund VH Global Sustainable Energy Opportunities PLC Riverstone Energy Limited	Past directorships/partnerships None
Caroline Chan	Guernsey Competition and Regulatory Authority Round Hill Music Royalty Fund Limited The Ladies' College, Guernsey Seaview Investments Limited	Mourant Securities Limited Mourant Ozannes, Guernsey Mourant LP

Name	Current directorships/partnerships	Past directorships/partnerships
Julia Chapman	Activum SG Capital Management Limited Altair Partners Limited APEF Management Company 5 Limited Black Crow Investments Limited CVC Advisers Jersey Limited CVC Capital Partners Advisory Holdings Limited DG Macro Fund Limited DG Partners International Limited GCP Infrastructure Investments Limited Henderson Far East Income Limited Highland Europe GPGP II Limited Highland Europe GPGP III Limited Highland Europe GPGP IV Limited Highland Europe GPGP V Limited Highland Europe GPGP Limited Long Lease Management Limited Mosaic I Limited Mosaic II UGP Limited Mosaic III UGP Limited Segulah Management IV Limited Triton Advisers Limited Triton Debt Opportunities Managers II Limited Triton Debt Opportunities Managers Limited Triton Investment Management Limited Triton Managers II Limited Triton Managers III Limited Triton Managers IV Limited Triton Managers Limited Triton Managers V Limited Triton Partners (Holdco) Limited Triton Smaller Mid-Cap General Partner Limited Vapecula Limited Vitol Investment Partnership Limited Ziggy Investments Limited	LDFM (Co-invest) 1 Limited BH Global Limited Sanne Group PLC Segulah Management III Limited Segulah Management II Limited Segulah Management V Limited The Cultural Capital Fund Limited Triton Value Fund Managers Limited
Bronwyn Curtis	JPMorgan Asian Growth and Income PLC Mercator Media Ltd Pershing Square Holdings Ltd The Scottish American Investment Company PLC TwentyFour Income Fund Limited	Fitzgeorge & Fitzjames Freehold Ltd
John Le Poidevin	35/37 Upper Montagu Street Management Company Limited AUB Investment Funds PCC Limited Aurigny Air Services Limited Curaleaf International Holdings Limited Episode Inc. International Public Partnerships Limited International Public Partnerships Lux 1 S.à r.l. International Public Partnerships Lux 2 S.à r.l. International Public Partnerships Lux 3 S.à r.l. IPP North America S.à r.l. JDC Enterprises Ltd JLP Associates Limited Lindenwood Holdings Ltd. Lindenwood Ltd. M&G General Partner Inc. SGHC Limited Super Group (SGHC) Limited The AUB Pan Asian Investment Fund Limited TwentyFour Income Fund Limited	Anglo Normandy Aero Engineering Limited Cabernet Limited The Ijarah Real Estate PCC Limited Safecharge International Group Limited Specialist Investment Properties Plc Stride Gaming PLC VAIR Investments (Guernsey) Limited Voyager Air Limited

Name	Current directorships/partnerships	Past directorships/partnerships
Claire Whittet	Eurocastle Investment Limited Generation IM LTE SLP GP Limited Generation IM Sustainable Solutions Fund III SLP GP Limited Generation IM Sustainable Solutions GP III Limited GIM Falcon GP Limited GIM LTE Pelion GP Limited Kingston Investments Limited Monico Investments Ltd Monico Ltd Riverstone Energy Limited Rothschild Bank International Limited Third Point Investors Limited TwentyFour Select Monthly Income Fund Limited	St Julian's Properties Limited International Public Partnerships Limited

• 3.15 As at the date of this Registration Document, there are no potential conflicts of interest between any duties to the Company of any of the Directors and their private interests or other duties.
• 3.16 At the date of this Registration Document:
• (a) none of the Directors has had any convictions in relation to fraudulent offences for at least the previous five years;
• (b) none of the Directors was a director of a company, a member of an administrative, management or supervisory body or a senior manager of a company within the previous five years which has entered into any bankruptcy, receivership or liquidation proceedings;
• (c) none of the Directors has been subject to any official public incrimination or sanctions by statutory or regulatory authorities (including designated professional bodies) or has been disqualified by a court from acting as a member of the administrative, management or supervisory bodies of an issuer or from acting in the management or conduct of the affairs of any issuer for at least the previous five years; and
• (d) none of the Directors is aware of any contract or arrangement subsisting in which they are materially interested and which is significant to the business of the Company which is not otherwise disclosed in this Registration Document.
• 3.17 The Company maintains directors' and officers' liability insurance on behalf of the Directors at the expense of the Company.
• 3.18 No members of the Administrator or the Manager have any service contracts with the Company.

4. MEMORANDUM AND ARTICLES

• 4.1 The Memorandum of Incorporation of the Company provides that the objects of the Company include carrying on business as an investment company.
• 4.2 The following is a summary of certain provisions of the Articles of the Company.

4.3 Share capital

• (a) Subject to the Companies Law and the other provisions of the Articles, the Directors have the power to issue an unlimited number of shares of no par value and an unlimited number of shares with a par value.
• (b) Shares may be issued in at least three classes denominated in Sterling, Euros and US Dollars or in at least three classes of C shares denominated in Sterling, Euros and US Dollars and in such other currency classes as the Directors may determine.

• (c) Shares may be issued with such preference or priority or other rights and restrictions as the Directors may determine in accordance with the Companies Law.

• (d) The Company at any time may by ordinary resolution resolve to raise share capital of such amount to be divided into Shares of such nominal value as the resolution shall prescribe from time to time by ordinary resolution to increase such share capital by such sum to be divided into shares of such amount as the resolution shall prescribe.

• (e) The Company shall not allot and issue, offer, or grant any option over or dispose of, any shares of any class for cash (including sales from treasury) to any person unless it has made an offer to each existing holder of shares of such class on the same or more favourable terms a proportion of those shares which is as nearly as practicable equal to the proportion of shares of such class then held by such holders of the aggregate of all shares of such class in issue. Neither the Company nor the Board shall be obliged, when making or granting any allotment and issue of, offer of, option over or disposal of shares, to make, or make available, any such allotment and issue, offer or option over shares to holders of shares or others with registered addresses in any particular territory or territories being a territory or territories where, in the absence of a registration statement or other special formalities, this would or might, in the opinion of the Board, be unlawful or impracticable. Holders of shares affected as a result of the foregoing sentence shall not be, or be deemed to be, a separate class of members for any purpose whatsoever. The Company may by special resolution disapply these pre-emption provisions.
• (f) The Company may pay commission in money or Shares to any person in consideration for that person subscribing or agreeing to subscribe whether absolutely or conditionally for any Shares in the Company or procuring or agreeing to procure subscriptions whether absolute or conditional for any Shares in the Company provided that the rate or amount of commission will be fixed by the Board. The Company may also pay brokerage fees.

4.4 Dividends

• (a) The Directors may from time to time authorise dividends to be paid in accordance with the procedure set out in the Companies Law.
• (b) The declaration of the Directors as to the amount of the dividend or distribution shall be final and conclusive.
• (c) All unclaimed dividends may be invested or otherwise made use of by the Board for the benefit of the Company until claimed and the Company will not be constituted a trustee in respect thereof. Any dividend unclaimed on the earlier of (a) 7 years after the date when it first became due for payment; and (b) the date on which the Company is wound up will be forfeited and revert to the Company.
• (d) The Board is empowered to create reserves which will be applicable for any purpose to which such sums may properly be applied and pending such application may either be employed in the business of the Company or be invested. The Board may also carry forward any such sums.
• (e) The Directors may deduct from any dividend, distribution of other amount payable to a Shareholder by the Company any withholding, Relevant Law Deduction or other tax (and associated costs and expenses) attributable to that Shareholder (or, if different, any direct or indirect beneficial owner(s) of the shares held by such Shareholder) and may take any steps necessary to effectuate such withholding, Relevant Law Deduction or payment of tax. A "Relevant Law Deduction" is a withholding or deduction required by, and all associated interest, penalties and other losses, liabilities, costs (including, without limitation, compliance costs) or expenses provided for under, or otherwise arising in connection with, any existing or future legislation enacted by any jurisdiction that provides for or is intended to secure the exchange of information (including, without limitation, under Sections 1471 to 1474 of the US Tax Code, commonly known as "FATCA", and any regulations made thereunder or associated therewith or any other jurisdiction's legislation which is similar in effect to "FATCA" and any legislation implementing the Organisation for Economic Co-Operation and Development's "Common Reporting Standard"), any official interpretations or guidance thereof, or any law or regulations

implementing an intergovernmental approach thereto, or any agreements made pursuant to the implementation of the foregoing, in each case as enacted, made, amended or replaced from time to time.

4.5 Distribution on winding-up

• (a) On a winding up the surplus assets remaining after payment of all creditors will be divided among the classes of Shares then in issue (if more than one) in the same proportions as capital is attributable to them at the relevant winding up date as calculated by the Directors or the liquidator in their discretion and, within each such class, such assets will be divided pari passu among the Shareholders of that class in proportion to the number of Shares of that class held at the commencement of the winding up, subject in any such case to the rights of any Shares which may be issued with special rights or privileges.
• (b) On a winding up the liquidator may, with the authority of an extraordinary resolution, divide amongst the Shareholders or different classes of Shareholders in specie the whole or any part of the assets of the Company and may set such value as he deems fair upon any one or more class or classes of property and may determine the method of division of such assets between Shareholders or different classes of Shareholders. The liquidator may with like authority vest any part of the assets in trustees upon such trusts for the benefit of Shareholders as he thinks fit but no Shareholder will be compelled to accept any assets in respect of which there is any outstanding liability.
• (c) Where the Company is proposed to be or is in the course of being wound-up and the whole or part of its business or property is proposed to be transferred or sold to another company the liquidator may, with the sanction of an ordinary resolution, receive in compensation or part compensation for the transfer or sale of Shares, policies or other like interests for distribution among the Shareholders or may enter into any other arrangements whereby the Shareholders may, in lieu of receiving cash, shares, policies, or other like interests in the transferee, participate in the profits of or receive any other benefit from the transferee.

4.6 Disclosure of interests in Shares

• (a) The Directors have power by notice in writing to require any Shareholder to disclose to the Company the identity of any person other than the Shareholder (an "interested party") who has any interest in the Shares held by such Shareholder and the nature of such interest. Such notice will require any information in response to the notice to be given in writing within such reasonable time as the Directors shall determine.
• (b) The Directors may be required to exercise their power to require disclosure of interested parties on a requisition of Shareholders holding not less than 1/10th of the paid up capital of the Company as at that date, calculated on a class by class basis.
• (c) If any Shareholder is in default in supplying to the Company the information required by the Company within the prescribed period, the Directors in their absolute discretion may serve a direction notice on that Shareholder. The direction notice may direct that in relation to the Shares in respect of which the default has occurred (the "default shares") and any other Shares held by such Shareholder, the Shareholder will not be entitled to vote in general meetings or class meetings. Where the default shares represent at least 0.25 per cent. of the class of Shares concerned, the direction notice may additionally direct that dividends on such Shares be retained by the Company (without interest) and that no transfer of the default shares (other than a transfer authorised under the Articles) will be registered until the default is rectified.

4.7 Transfer of Shares

(a) The Articles provide that the Board may implement such arrangements as they, in their absolute discretion, think fit in order for any class of Shares to be admitted to settlement by means of CREST. If the Directors implement any such arrangements, no provision of the Articles will apply or have effect to the extent that it is in any respect inconsistent with:

• (i) the holding of Shares of that class in uncertificated form;
• (ii) the transfer of title to Shares of that class by means of an Uncertificated System; or
• (iii) the CREST Guernsey Requirements.
• (b) Where any class of Shares is, for the time being, admitted to settlement by means of the CREST system such securities may be issued in uncertificated form in accordance with and subject as provided in the CREST Guernsey Requirements.
• (c) Unless the Directors otherwise determine, Shares held by the same Shareholder or joint Shareholders in certificated form and uncertificated form will be treated as separate holdings. Shares may be changed from uncertificated to certificated form, and from certificated to uncertificated form, in accordance with and subject as provided in the CREST Guernsey Requirements. Title to such of the Shares as are recorded on the register as being held in uncertificated form may be transferred only by means of the CREST system and as provided in the CREST Guernsey Requirements. Every transfer of Shares from a CREST account of a CREST member to a CREST account of another CREST member will vest in the transferee a beneficial interest in the Shares transferred, notwithstanding any agreements or arrangements to the contrary however and whenever arising and however expressed.
• (d) Subject to such of the restrictions of the Articles as may be applicable, any Shareholder may transfer all or any of his certificated Shares by an instrument of transfer in any usual form or in any other form which the Board may approve. The instrument of transfer of a certificated Share must be signed by or on behalf of the transferor and, unless the Share is fully paid, by or on behalf of the transferee. The Board may refuse to register a transfer of any Share in certificated form or uncertificated form which is not fully paid up or on which the Company has a lien provided that this would not prevent dealings from taking place on an open and proper basis on the London Stock Exchange. The Board may also refuse to register any transfer of certificated Shares unless such transfer is in respect of only one class of Shares, is in favour of a single transferee or no more than four joint transferees, is delivered for registration to the registered office or such other place as the Board may decide, and is accompanied by the relevant share certificate(s) and such other evidence as the Board may reasonably require to evidence the right of the transferor to make the transfer.
• (e) Subject to such of the restrictions of the Articles as may be applicable, any Shareholder may transfer all or any of his uncertificated Shares by means of a relevant system authorised by the Board in such manner provided for, and subject as provided, in any regulations issued for this purpose under the Companies Law or such as may otherwise from time to time be adopted by the Board on behalf of the Company and the rules of any relevant system and accordingly no provision of the Articles will apply in respect of an uncertificated Share to the extent that it requires or contemplates the effecting of a transfer by an instrument in writing or the production of a certificate for the Shares to be transferred.
• (f) The Board may only decline to register a transfer of an uncertificated Share in the circumstances set out in regulations issued for this purpose under the Companies Law or under the Articles such as may from time to time be adopted or as provided in the Listing Rules or the CREST Regulations and where, in the case of a transfer to joint Shareholders, the number of joint Shareholders to whom the uncertificated Share is being transferred exceeds four.
• (g) The registration of transfers may be suspended at such times and for such periods (not exceeding 30 days in any one year) as the Board may decide and either generally or in respect of a particular class of Share except that, in respect of any Shares which are participating securities, the register must not be closed without the consent of Euroclear.
• (h) If any Shares are owned directly or beneficially by a person believed by the Board to be a Non-Qualified Holder or a Plan Investor, the Board may give notice to such person requiring him either (i) to provide the Board within 30 days of receipt of such notice with sufficient satisfactory documentary evidence to satisfy the Board that such person is not a Non-Qualified Holder or a Plan Investor or (ii) to sell or transfer his Shares to a person

qualified to own the same within 30 days and within such 30 days to provide the Board with satisfactory evidence of such sale or transfer. Where condition (i) or (ii) is not satisfied within 30 days after the serving of the notice, the person will be deemed, upon the expiration of such 30 days, to have forfeited his Shares.

• (i) A forfeited Share will be deemed to be the property of the Company and may be sold, re-allotted or otherwise disposed of on such terms as the Board thinks fit, including (if applicable) with or without all or any part of the amount previously paid on the Share being credited as paid. At any time before such a sale or disposition the forfeiture process may be cancelled.
• (j) A person whose Shares have been forfeited will cease to be a Shareholder in respect of the forfeited Shares but will, notwithstanding the forfeiture and if applicable, remain liable to pay to the Company all monies which at the date of the forfeiture were payable by him to the Company in respect of the Shares with interest thereon from the date of forfeiture until payment at such rate (not exceeding 15 per cent. per annum) as the Board determines and the Board may enforce payment without any allowance for the value of the Shares at the time of forfeiture.
• (k) The Board may accept from any Shareholder on such terms as agreed a surrender of any Shares in respect of which there is a liability for calls or in circumstances where a Non-Qualified Holder determines that they are not qualified to hold the Shares. Any surrendered Share may be disposed of in the same manner as a forfeited Share.

4.8 Interests of Directors

• (a) A Director must, immediately after becoming aware of the fact that he or she is interested in a transaction or proposed transaction with the Company, disclose to the Board, the nature and extent of that interest, in each case unless the transaction or proposed transaction is between the Director and the Company, and is to be entered into in the ordinary course of the Company's business and on usual terms and conditions. A failure by a Director to comply does not affect the validity of a transaction entered into by the Company or the Director.
• (b) Subject to the provisions of the Companies Law, and provided that he or she has disclosed to the other Directors in accordance with the Companies Law the nature and extent of any material interest, a Director may be a party to, or otherwise interested in, any transaction or arrangement with the Company, or in which the Company is otherwise interested, may act in a professional capacity for the Company (otherwise than as auditor) and shall be entitled to remuneration for professional services as if he or she were not a Director, may be a director or other officer of, or employed by, or a party to any transaction or arrangement with, a Shareholder of or otherwise directly or indirectly interested in, any body corporate promoted by the Company, or with which the Company has entered into any transaction, arrangement or agreement or in which the Company is otherwise interested and shall not by reason of his or her office, be accountable to the Company for any benefit which he or she derives from any such office or employment or from any such transaction or arrangement or from any interest in any such body corporate and no such transaction or arrangement shall be liable to be avoided on the ground of any such interest or benefit. A Director shall be counted in the quorum in any meeting in relation to any resolution in respect of which he or she has declared an interest and may vote on that resolution.

4.9 Appointment and remuneration of Directors

• (a) The Directors will be remunerated for their services at such rate as the Board determines provided that the aggregate amount of such fees shall not exceed, in aggregate, £800,000 in any financial year (or such higher amount as the Company in general meeting shall from time to time determine). The Directors will also be entitled to be paid all reasonable travelling, hotel and other expenses properly incurred by them in or about the performance of their duties as Directors.

• (b) Until otherwise determined by the Board, the number of Directors is not less than two.

• (c) The Board may at any time appoint any person to be a Director either to fill a casual vacancy or as an addition to the existing Directors.

• (d) At each annual general meeting, all the Directors shall retire from office and each Director may offer himself or herself for re-election. If, at a general meeting at which a Director retires, the Company neither re-elects that Director nor appoints another person to the Board in place of that Director, the retiring Director shall, if willing to act, be deemed to have been re-elected unless at the general meeting it is resolved not to fill the vacancy or a resolution to re-elect the Director is put to the meeting and lost. If resolutions for the election or re-election of Directors are put to an annual general meeting and lost so that at the end of the meeting the number of Directors is fewer than the minimum required, all retiring Directors who stood for re-election at the annual general meeting shall be deemed to have been re-elected, but only for the purposes of filling vacancies, convening general meetings and performing such duties as are appropriate to keep the Company as a going concern and to comply with its legal and regulatory obligations.
• (e) The office of Director must be vacated if the Director resigns his or her office by 3 months' written notice, or the Director absents himself or herself from meetings of the Board for a consecutive period of 12 months and the Board resolves that his or her office be vacated, or the Director becomes bankrupt, or the Director is requested to resign by a majority of his or her co-Directors, or the Company by ordinary resolution declares that he or she will cease to be a Director or the Director becomes prohibited by law from being a director.

4.10 Borrowing powers

The Directors may exercise the powers of the Company to borrow money and to give guarantees, mortgage, hypothecate, pledge or charge all or part of its undertaking, property or assets (present or future) and uncalled capital and (subject to the Companies Law) to issue debentures, loan stock and other securities whether outright or as collateral security for any debt, liability or obligation of the Company or of any third party, up to an amount not to exceed 20 per cent. in aggregate borrowings of the Company's Net Asset Value as calculated at the time of borrowing, except as may otherwise be approved by ordinary resolution of the Shareholders.

4.11 Voting

• (a) Subject to any special rights, restrictions or prohibitions regarding voting for the time being attached to any Shares, holders of Shares shall have the right to receive notice of and to attend, speak and vote at general meetings of the Company.
• (b) On a show of hands at a general meeting every member present in person, and every proxy or representative present who has been duly appointed by a member entitled to vote, has one vote.
• (c) On a poll at a general meeting every member present in person, and every proxy or representative present who has been duly appointed by a member entitled to vote, has 1.4710 votes per Sterling Share held and 0.7606 votes per US Dollar Share held.

4.12 Untraced Shareholders

The Company may sell the Share of a member or of a person entitled by transmission at the best price reasonably obtainable at the time of sale if, in accordance with the terms of the Articles, that person has not claimed or accepted dividends declared over a period of time and has not responded to advertisements of the Company.

4.13 Notices

(a) A notice may be given by the Company to any Shareholder either personally or by sending it by post in a pre-paid envelope addressed to the Shareholder at his registered address. A notice sent by post will be deemed to have been served 24 hours after the time when the notice was posted. Any document or notice that may be sent by the Company by electronic communication will be deemed to be received 24 hours after the time at which it was sent.

• (b) A notice may be given by the Company to the joint Shareholders of a Share by giving the notice to the joint Shareholder first named in respect of the Share in the register of members.
• (c) Notice for any general meeting must be sent not less than ten days before the meeting provided that, with the written consent of Shareholders entitled to receive notice of such meetings, a meeting may be convened by shorter notice or no notice at all and in any manner they think fit.
• (d) The notice must specify the time and place of the general meeting and, in the case of any special business, the general nature of the business to be transacted. The accidental omission to give notice of any meeting or the non-receipt of such notice by any Shareholder will not invalidate any resolution, or any proposed resolution otherwise duly approved, passed or proceeding at any meeting.

4.14 Share class NAV falls below US\$25 million

If the Net Asset Value of any class of Shares is lower than US\$25 million, then the Directors may (in their absolute discretion) convert all the Shares of that class into Shares of another class. The Directors shall have absolute discretion as to the class or classes of Share into which the Shares of the affected class are to be converted and as to the date on which the conversion is to take effect.

4.15 Shares in public hands falls below 25 per cent.

If, at any time, in respect of any class of Shares, the number of Shares of that class which are in public hands (as such term is defined for the purposes of the Listing Rules) falls below 25 per cent. (such class being an "Illiquid Class"), then the Directors may (in their absolute discretion) convert the Shares of that class into Shares of another class. The Directors shall have absolute discretion as to the class or classes of Share into which the Shares of the illiquid class are to be converted and as to the date on which the conversion is to take effect.

4.16 Annual Redemption Offer

The Articles provide the Directors with the discretion, once in every calendar year, to determine that the Company makes an offer of a partial return of capital by offering to redeem such number of Shares in issue as they determine, provided that the maximum amount distributed does not exceed 100 per cent. of the increase in NAV of the Company in the prior calendar year. The Directors have discretion to determine the particular class or classes of Shares in respect of which a partial return of capital would be made, the timetable for that partial return of capital and the price at which the Shares of each relevant class are redeemed. The decision to make a partial return of capital in any particular year and the amount of the return depend, among other things, on prevailing market conditions, the ability of the Company to liquidate its investments to fund the capital return, the success of prior capital returns and applicable legal, regulatory and tax considerations.

4.17 Class Closure Resolution

• (a) The Articles provide that, if in any 12 month period ending on 31 December each year (a "Discount Management Period"), the average daily closing market price of any class of Shares (the "Affected Class") during such Discount Management Period is 8 per cent. or more below the average NAV per Share of the Affected Class taken over the 12 monthend NAV calculation dates in that Discount Management Period, the Directors shall convene an extraordinary general meeting of the Affected Class (a "Class Closure Meeting").
• (b) At each Class Closure Meeting, a special resolution (which must be passed by at least three quarters of those holders of Shares of the Affected Class voting at such meeting) must be proposed which, if passed, will require the Company to offer the holders of Shares of the Affected Class the option to (i) have their Shares (A) redeemed at the

prevailing NAV per Share less an amount in respect of the costs attributable to the redemption and otherwise attributable to the Affected Class or (B) converted into the Company's other class of Shares (provided that other class is not also the subject of a Class Closure Meeting) or (ii) to retain their Shares (subject to the Company retaining the ability otherwise to redeem or convert those Shares).

• (c) In the event that a Class Closure Resolution is passed, the Company will finance any redemption of the Shares of the Affected Class by redeeming shares of the Master Fund of the same currency held by the Company. Timing of payment to Shareholders of the Affected Class will depend on timing of receipt by the Company of the entire amount of the corresponding redemption proceeds from the Master Fund.
• (d) If a Class Closure Resolution is not approved by the holders of an Affected Class, no further action shall be taken in respect of the possible closing of that class unless and until the circumstances which gave rise to an obligation to propose a Class Closure Resolution arise again.
• (e) The Directors' act of convening a Class Closure Meeting for a class of Shares in relation to which a Class Closure Resolution has not been approved shall have the effect of suspending with immediate effect any measures then being taken to implement any Class Closure Resolution that has been passed in respect of any other Affected Class that are then outstanding, pending the outcome of such meeting.
• (f) If a Class Closure Resolution is passed in relation to each class of Shares in issue, the Company will be wound up.

4.18 C Shares

• (a) The Directors are authorised to issue C Shares in any number of tranches denominated in Sterling, Euros or US Dollars or such other currency class and on such other terms as they determine, each such tranche to be convertible into shares of the Company of the same currency class as that tranche (such currency class being the "Correspondent Shares"). The Directors shall, on the issue of each tranche of C Shares, determine the currency class of such tranche and the Correspondent Shares into which the C Shares of such tranche will convert, the latest Calculation Time and Conversion Time for such tranche, and the amendments, if any, to the definition of Conversion Ratio attributable to such tranche. The Directors may, in their absolute discretion change the Correspondent Shares for any tranche of C Shares to reflect any change in the currency classes of the Company's shares by notice to the holders of such tranche of C Shares.
• (b) The C Shareholders of any class of C Shares will be entitled to participate in any dividends of the Company in relation to assets attributable to that class of C Shares.
• (c) The capital and assets of the Company shall on a winding-up or on a return of capital prior, in each case, to Conversion be applied as follows:
• (i) first, the Share surplus shall be divided amongst the holders of the Shares pro rata according to their holdings of Shares; and
• (ii) secondly, the C Share surplus attributable to each class of C Shares shall be divided amongst the holders of the C Shares of such class pro rata according to their holdings of the relevant class of C Shares.
• (d) The C Shares shall not carry any right to attend or vote at any general meeting of the Company; except that until Conversion the consent of the C Shareholders as a class (irrespective of whichever tranche they may be) and of the holders of all other shares of the Company as a class shall be required for, and accordingly the special rights attached to any tranche of C Shares or the other shares, as the case may be, shall be deemed to be varied, inter alia, by:

• (i) any alteration to the Memorandum or the Articles of the Company; or

• (ii) any alteration, increase, consolidation, division, subdivision, redesignation, cancellation, reduction or purchase by the Company of any issued or authorised share capital of the Company (other than on a Conversion or by way of reduction of share capital or market purchase by the Company of its shares or pursuant to the Company's class conversion or class closure provisions); or

• (iii) any allotment and issue of any security convertible into or carrying a right to subscribe for any share capital of the Company other than a subsequent tranche of C Shares allotted and issued in accordance with these Articles or any other right to subscribe or acquire share capital of the Company; or
• (iv) the passing of any resolution to wind up the Company; or
• (v) the selection of any accounting reference date other than 31 December.
• (e) The following definitions apply for the purposes of this description of the rights attaching to the C Shares:

"Calculation Time" means the earliest of:

• (i) the close of business on the last Business Day prior to the day on which Force Majeure Circumstances have arisen or the Directors resolve that they are in contemplation;
• (ii) the close of business on such date as the Directors may decide is necessary to enable the Company to comply with its obligations in respect of the Conversion of that tranche of C Shares;
• (iii) the close of business on the specified back stop date for conversion of the relevant tranche of C Shares; and
• (iv) the close of business on such date as the Directors may determine, in the event that the Directors, in their discretion, resolve that any early investment condition for the relevant tranche of C Shares has been satisfied or that a specified portion of the assets attributable to the relevant tranche of C Shares has been invested in accordance with the Company's investment policy, and that tranche of C Shares shall be converted.

"Conversion" means, in relation to any tranche of C Shares, the conversion of that tranche of C Shares in accordance with the Articles;

"Conversion Ratio" means, in relation to each class of C Shares, A divided by B calculated to four decimal places (with 0.00005 being rounded upwards) where:

$$
A = \frac{C \cdot D}{E}
$$

and

$$
B = \frac{F \cdot G}{H}
$$

where:

"C" is the value of the investments attributable to the relevant tranche of C Shares at the relevant Calculation Time;

"D" is the amount which (to the extent not otherwise deducted in the calculation of C) in the Directors' reasonable opinion fairly reflects the amount of the liabilities and expenses of the Company at the Calculation Time attributable to the C Shares of the relevant tranche in issue at the Calculation Time including, for the avoidance of doubt, (i) all expenses of the issue of the C Shares of the relevant tranche and any amounts representing any accrued performance fee payable to the Manager prior to the Calculation Time attributable to the C Shares of the relevant tranche (as determined by the Directors) and such amount (if any) as the Directors in their absolute discretion may determine reflects the benefit to holders of C Shares of the relevant tranche of any high watermark referable to the performance fee payable to the Manager which may subsequently reduce the amount of performance fee payable in the relevant financial period attributable to the new Shares arising on Conversion of that tranche of C Shares, (ii) any borrowings undertaken by the Company attributable to the C Shares of the relevant tranche to fund the acquisition of investments or otherwise, (iii) the full amount of all dividends declared but not paid in respect of the C Shares of the relevant tranche and (iv) the value of any net foreign exchange losses accruing to the Company resulting from the Correspondent Shares in the period between admission of the relevant tranche of C Shares and the Calculation Time as in the Directors' opinion is properly attributable to that tranche of C Shares;

"E" is the number of the C Shares of the relevant tranche in issue at the Calculation Time;

"F" is the value of the investments attributable to the relevant Correspondent Shares at the relevant Calculation Time;

"G" is the amount which, (to the extent not otherwise deducted in the calculation of "F") in the Directors' reasonable opinion, fairly reflects the amount of the liabilities and expenses of the Company at the Calculation Time attributable to the Correspondent Shares in issue at the Calculation Time including, for the avoidance of doubt, (i) any amounts representing any accrued performance fee payable to the Manager prior to the Calculation Time attributable to the Correspondent Shares (as determined by the Directors)), (ii) any borrowings undertaken by the Company attributable to the Correspondent Shares to fund the acquisition of investments or otherwise, (iii) the full amount of all dividends declared but not paid in respect of the Correspondent Shares in issue at the Calculation Time and (iv) the value of any net foreign exchange losses accruing to the Company resulting from the Correspondent Shares in issue at the Calculation Time as in the Directors' reasonable opinion is properly attributable to the Correspondent Shares; and

"H" is the number of Correspondent Shares in issue at the Calculation Time;

Provided always that:

• (i) for the purposes of the Conversion Ratio, assets denominated in currencies other than US Dollars shall be converted into US Dollars at the closing mid-point rate of exchange between US Dollars and such other currencies prevailing at the Calculation Time;
• (ii) the Directors shall be entitled to make such adjustments to the value or amount of "A" or "B" as they shall certify to be appropriate having regard, inter alia, to the assets of the Company immediately prior to the Issue Date (as defined in the Articles) or the Calculation Time or to the reasons for the issue of the C Shares of the relevant tranche;
• (iii) in relation to any tranche of C Shares, the Directors may, as part of the terms of issue of such tranche, amend the definition of Conversion Ratio in relation to that tranche;
• (iv) where valuations are to be made as at the Calculation Time and the Calculation Time is not a Business Day, the Directors shall apply the provisions of this definition as if the Calculation Time were the preceding Business Day;
• (v) for the purposes of the Conversion Ratio the value of "A" and "B" will be calculated in the currency of the Correspondent Shares (provided that where there is only one class of Shares in issue at the relevant Calculation Time, the value of "A" and "B" will be calculated in the currency of the Shares then in issue) and using such exchange rate(s) as the Directors may determine; and
• (vi) where the admission of C Shares takes place not later than 10 Business Days after a NAV calculation date the Directors may in their absolute discretion substitute for "C" above (and for any other valuation of the Investments attributable to the C Shares of the relevant tranche used in calculating the Conversion Ratio) the gross proceeds of the issue of the relevant tranche of C Shares or, where the costs

and expenses of such issue are not taken into account in calculating "D" above (or for any other valuation of the liabilities and expenses attributable to the C Shares of the relevant tranche in calculating the Conversion Ratio), the net proceeds and the C Shares shall be deemed to have been in issue at the Calculation Time.

"Conversion Time" means in relation to any tranche of C Shares, a time which falls after the Calculation Time being the time at which the admission to trading on the Main Market becomes effective of the shares into which the relevant tranche of C Shares converts, provided that such day shall not be more than twenty Business Days after the Calculation Time.

"Correspondent Shares" means the shares of the relevant currency class into which C Shares of a particular tranche are to be converted as determined by the Directors at the time of issue of the relevant tranche, subject as may subsequently be amended by the Directors to reflect any change in the currency classes of the Shares.

"Force Majeure Circumstances" means in relation to any tranche of C Shares:

• (i) any political or economic circumstances or actual or anticipated changes in fiscal or other legislation which, in the reasonable opinion of the Directors, renders Conversion necessary or desirable;
• (ii) the issue of any proceedings challenging or seeking to challenge the power of the Company or its Directors to issue the C Shares of that tranche with the rights proposed to be attached to them or to the persons to whom they are, or the terms on which they are, proposed to be issued;
• (iii) the convening of any general meeting of the Company at which a resolution is to be proposed to wind up the Company, whichever shall happen earliest; or
• (iv) the occurrence of any event pursuant to pursuant to the class conversion and class closure provisions in respect of the Correspondent Shares of the relevant tranche of C Shares.

5. MATERIAL CONTRACTS

The following are all of the contracts, not being contracts entered into in the ordinary course of business, that have been entered into by the Company in the two years prior to the date of this Registration Document and are, or may be, material or that contain any provision under which the Company has any obligation or entitlement which is or may be material to it as at the date of this Registration Document:

5.1 Management Agreement

• (a) The Company is party to a Management Agreement with the Manager as most recently amended and restated on 23 January 2023, pursuant to which the Manager is appointed to manage, on a discretionary basis, all of the assets and investments of the Company and to act as the alternative investment fund manager of the Company.
• (b) For the provision of the services under the Management Agreement, the Manager is entitled to receive the Management Fee and Performance Fee, details regarding the amount, payment and calculation of which are set out in Part II of this Registration Document.
• (c) The Company is required to reimburse the Manager all reasonable legal fees and expenses incurred by the Manager in connection with its services under the Management Agreement and such other expenses as may be agreed in writing between the Company and the Manager from time to time.
• (d) The Management Agreement may ordinarily be terminated by either party on the giving of twelve months' written notice to the other party.
• (e) The Company may also terminate the Management Agreement on 90 days' notice following a material breach of the Management Agreement by the Manager which, if that breach is capable of being made good, the Manager has failed to make good within

30 days of receipt of written notice from the Company requiring the Manager to do so. The notice period for redemption of the Company's investment in the Master Fund in these circumstances will be three months.

• (f) The Company may also, in certain circumstances, terminate the Management Agreement on 90 days' notice and redeem its investment in the Master Fund on three months' notice by notice in writing to the Manager, including, inter alia, if the Manager ceases to be manager of the Master Fund, where the Manager has been fraudulent or grossly negligent in performing its duties, the occurrence of an insolvency, winding up or administration event of the Manager or the loss by the Manager of its regulatory authorisation.
• (g) The Company will ordinarily be required to provide 12 months' notice of the redemption of all or some of its investment in the Master Fund (including any redemption of all or part of the Company's investment in the Master Fund on a winding up of the Company or to finance a tender offer by the Company or a class closure resolution), except as may be required:
• * in order to finance the Company's standard working capital requirements, including the payment of fees (but not the financing of share buy backs, share redemptions, capital returns or dividends), which redemptions may be made on a monthly basis;
• * in order to fund on-market share buy backs, in which case the Company may redeem a part of its investment in the Master Fund equal to up to five per cent. of each class of the Company's holding of Master Fund shares on a monthly basis;
• * in order to fund an Annual Redemption Offer, in which case the Company may redeem a part of its investment in the Master Fund equal to up to ten per cent. of each class of the Company's holding of Master Fund shares on three months' notice;
• * following termination of the Management Agreement by the Company on 90 days' notice for the "cause" events, in which case the relevant redemption notice period is three months; and
• * on liquidation of the Company following the passing of a Liquidation Resolution, in which case the relevant redemption notice period is six months.
• (h) The Manager is permitted to delegate some or all of its functions under the Management Agreement to any or all of the Investment Managers. The Manager will, however, remain liable for the acts and omissions of the Investment Managers to which it has delegated such functions. The Manager will also be responsible for the costs of any delegation, including, without limitation, any fees and expenses of the Investment Managers. Additional Investment Managers may be appointed by the Manager from time to time.
• (i) The Manager and the Investment Managers will not be liable for any loss arising from errors of fact or judgment or any action taken (or omitted to be taken) by them or any of their respective, partners, directors, officers or employees howsoever arising except to the extent that any such error, action or omission is as a result of material breach of the Management Agreement or the gross negligence, wilful default or fraud of the Manager, the Investment Managers or by their respective employees or delegates (but not in respect of the Master Fund). The Company will indemnify the Manager, the Investment Managers and their respective partners, directors, officers and employees (each an "indemnified person") against all liabilities, obligations, losses, damages, suits and expenses which may be incurred or asserted against the indemnified person other than those resulting from the gross negligence, wilful default or fraud of, or material breach of the Management Agreement by, the indemnified person.
• (j) The Management Agreement is governed by English law.

5.2 Issuance Agreement

(a) The Issuance Agreement dated on or about the date of this Registration Document between the Company, the Manager and JPMC, pursuant to which, subject to certain conditions, JPMC has agreed to use its reasonable endeavours to procure subscribers for new Shares pursuant to the Initial Issue at the Initial Issue Price and for new Shares issued under the Issuance Programme for Shares at the applicable Issuance Programme Price.

• (b) The Issuance Agreement provides for JPMC to be paid commissions by the Company in respect of the Shares allotted pursuant to the Initial Issue and the Issuance Programme.
• (c) The Issuance Agreement may be terminated by JPMC in certain customary circumstances.
• (d) The obligation of the Company to issue the Shares and the obligations of JPMC to use its reasonable endeavours to procure subscribers for new Shares pursuant to the Initial Issue and the Issuance Programme are conditional upon certain conditions that are typical for an agreement of this nature. These conditions include, among other things:
• (i) the Issuance Resolutions being passed at the Extraordinary General Meeting and/or any further Shareholder authority required in respect of the relevant allotment and issue being in place;
• (ii) Initial Admission having become effective on or before 8.00 a.m. on 15 February 2023 (or such later time and/or date as the Company and JPMC may agree (not being later than 8.00 a.m. on 28 February 2023)); and
• (iii) the Issuance Agreement becoming wholly unconditional (save as to Initial Admission) and not having been terminated in accordance with its terms at any time prior to the relevant Admission;
• (e) The Company and the Manager have given undertakings, representations and warranties to JPMC concerning, inter alia, the accuracy of the information contained in the Prospectus. The Company and the Manager have also given indemnities to JPMC and each of its Affiliates, their respective members, directors, officers, employees and agents. The undertakings, representations, warranties and indemnities are standard for an agreement of this nature.
• (f) The Issuance Agreement is governed by the laws of England and Wales.

5.3 Administration Agreement

• (a) The Company is a party to an Administration Agreement with Northern Trust International Fund Administration Services (Guernsey) Limited dated 7 February 2007 pursuant to which the Administrator provides day-to-day administration of the Company and acts as secretary, registrar and administrator to the Company including maintenance of the share register of the Company, maintenance of accounts, preparing interim and annual accounts of the Company and calculating the Net Asset Value of the Shares.
• (b) For the provision of the services under the Administration Agreement, the Administrator is entitled to receive a fee of 0.015 per cent. of the average monthly Net Asset Value of the Company calculated as at the last valuation day in each month during the relevant quarter (as produced by the Administrator), subject to a minimum fee of £67,500 per annum payable quarterly in arrear (the parties may by agreement revise these fees from time to time). The Company will also reimburse the Administrator quarterly for disbursements and reasonable out of pocket expenses incurred by the Administrator on behalf of the Company.
• (c) The Administrator may delegate the whole or any part of its functions under the Administration Agreement to any delegate, sub-contractor or agent approved in writing by the Company.
• (d) The Administration Agreement may be terminated by either party serving on the other party 90 days' written notice (due to expire on the last day of any calendar month). The Administration Agreement may be terminated immediately if (1) either of the parties has broken or is in material breach of any of the terms of the Administration Agreement (unless such breach has been remedied within 30 days after notice requiring the breach to be remedied), (2) either of the parties is going into liquidation or a resolution to that effect has been passed (except a voluntary liquidation for the purposes of reconstruction or amalgamation), (3) the Administrator is no longer permitted or qualified to perform its

obligations pursuant to any applicable law or regulation or (4) without the Company's approval, the Administrator is deemed to be resident for tax purposes or has a permanent establishment or other taxable presence elsewhere than Guernsey. The Administration Agreement also allows for the agreement to be immediately terminated by the Company if the parties cannot reach an agreement as to the amount of remuneration the Administrator shall receive.

• (e) The Administrator will generally not be liable for any loss, cost, expense or damage suffered by the Company or otherwise arising directly or indirectly as a result of or in the course of discharge by the Administrator of its duties under the Administration Agreement in the absence of negligence, fraud, bad faith or wilful default. The Company will indemnify the Administrator against all actions, proceedings, claims and demands which may be made against, suffered or incurred by the Administrator in respect of any loss or damage suffered or alleged to have been suffered by any party in connection with the performance by the Administrator of its duties under the Administration Agreement otherwise than as a result of some act of negligence, fraud, bad faith or wilful default on the part of the Administrator.
• (f) The Administration Agreement is governed by the laws of Guernsey.

5.4 Subscription Agreement

• (a) In connection with each subscription for class B shares in the Master Funder, the Company has agreed by means of a subscription agreement entered into between the Master Fund and the Company and dated 1 August 2021 (as amended by a letter agreement entered into between the Master Fund and the Company dated 23 January 2023 in order to reflect the limitations on the Company's withdrawal rights in respect of the Master Fund set out in Part I of this Registration Document) (the "Subscription Agreement") to subscribe for class B shares in the Master Fund using the net proceeds of the Initial Issue and/or the relevant Subsequent Issue.
• (b) The Subscription Agreement is conditional, inter alia, on receipt of the relevant funds by the Master Fund Administrator and its satisfaction that anti-money laundering laws and regulations have been complied with. The Company provides certain indemnities to the Master Fund and others and make certain representations including that it has the power and authority to subscribe for the class B shares in the Master Fund and is otherwise eligible to subscribe pursuant to relevant laws and regulations.
• (c) The Subscription Agreement is governed by the laws of the Cayman Islands.

5.5 Kepler Engagement Letter

• (a) The Company and Kepler have entered into an engagement letter dated 23 January 2023 pursuant to which Kepler has agreed, amongst other things, to act as Intermediaries Offer Adviser to assist with the coordination of the Intermediaries Offer and to use its reasonable endeavours to procure potential subscribers in the United Kingdom for new Shares pursuant to the Initial Placing.
• (b) The Kepler Engagement Letter provides for Kepler to be paid commissions by the Company in respect of the Shares allotted pursuant to the Initial Issue. Kepler is also entitled to be reimbursed by the Company for certain of its reasonable out of pocket expenses incurred in connection with the Initial Issue.
• (c) The Kepler Engagement Letter may be terminated by the Company or Kepler on written notice to the other.
• (d) The Company has given indemnities to Kepler and each of its associates on terms which are standard for an agreement of this nature.
• (e) The Kepler Engagement Letter is governed by the laws of England and Wales.

5.6 Receiving Agent Agreement

• (a) Pursuant to a receiving agent agreement dated 23 January 2023 between the Company and the Receiving Agent (the "Receiving Agent Agreement"), the Receiving Agent has agreed to act as receiving agent in connection with the Offer for Subscription and the Intermediaries Offer.
• (b) Under the terms of the Receiving Agent Agreement, the Receiving Agent is entitled to a project fee from the Company in connection with these services together with various processing fees. The Receiving Agent is also entitled to reimbursement of all out-ofpocket expenses reasonably and properly incurred by it in connection with its duties.
• (c) The Company has given certain market standard indemnities in favour of the Receiving Agent in respect of the Receiving Agent's potential losses in carrying on its responsibilities under the Receiving Agent Agreement. The Receiving Agent's liabilities under the Receiving Agent Agreement are subject to a monetary cap.
• (d) The Receiving Agent Agreement is governed by the laws of England.

6. LITIGATION

There are, and there have been, no governmental, legal or arbitration proceedings during the 12 months prior to the date of this Registration Document, and the Company is not aware of any such pending or threatened proceedings, which may have, or have had in the recent past, a significant effect on the Company's financial position or profitability.

7. RELATED PARTY TRANSACTIONS

Except with respect to appointment letters entered into between the Company and each Director and the Management Agreement with the Manager, the Company has not entered into any related party transaction from 1 January 2019 to the date of this Registration Document.

8. GENERAL

• 8.1 The Company is not regulated by the Financial Conduct Authority or any other non-Guernsey regulator.
• 8.2 Any material change to the Company's investment policy will be made only with the prior approval of the FCA and the Shareholders by ordinary resolution.
• 8.3 In the event of a material breach of any of the investment restrictions applicable to the Company, Shareholders will be informed of the actions to be taken by the Company through an announcement made via an RIS announcement.
• 8.4 The Listing Rules currently restrict the Company from investing more than 10 per cent. of its total assets in other listed closed-ended investment funds, save that this investment restriction does not apply to investments in closed-ended investment funds which themselves have published investment policies to invest no more than 15 per cent. of their total assets in other listed closed-ended investment funds. The Company will comply with this investment restriction (or any variant thereof) for so long as such restriction remains applicable.
• 8.5 Save for the Management Agreement, no amount or benefit has been paid, or given, to the promoter or any of its affiliates since the incorporation of the Company and none is intended to be paid, or given.
• 8.6 No application is being made for the Shares to be dealt with in or on any stock exchanges or investment exchanges other than the London Stock Exchange.

9. THIRD-PARTY SOURCES

Where third-party information has been referenced in this Registration Document, the source of that third-party information has been disclosed. Where information contained in this Registration Document has been sourced from a third party, the Company confirms that such information has been accurately reproduced and, as far as the Company is aware and able to ascertain from information published by such third parties, no facts have been omitted which would render the reproduced information inaccurate or misleading.

10. DOCUMENTS AVAILABLE FOR INSPECTION

• 10.1 The following documents will be available for inspection at the Company's website (www.bhmacro.com) from the date of this Registration Document until Admission:
• (a) this Registration Document;
• (b) the Memorandum and Articles; and
• (c) the memorandum and articles of association of the Master Fund.
• 10.2 A copy of this Registration Document has been submitted to the National Storage Mechanism and is available for inspection at https://data.fca.org.uk/a/nsm/nationalstoragemechanism.

PART VI: ADDITIONAL INFORMATION ON THE MASTER FUND

1. INCORPORATION AND ADMINISTRATION

• 1.1 The Master Fund was incorporated in the Cayman Islands on 22 January 2003 for an unlimited duration as an exempted company with limited liability under the provisions of the Companies Act (Revised) of the Cayman Islands (the "Cayman Companies Act") with registered number CR-122763. The legal entity identifier ("LEI") of the Master Fund is 5493001ZDI5KQPZTPI85.
• 1.2 The Master Fund is registered as a regulated mutual fund under Section 4(3) of the Mutual Funds Act of the Cayman Islands and will comply with the provisions of that law. The fact that it is registered should not, however, be taken to imply that the Cayman Islands Government accepts any responsibility for overseeing or regulating its investment activities. It is not currently intended that the Master Fund will be regulated or licensed in any jurisdiction other than the Cayman Islands.
• 1.3 The registered office and principal place of business of the Master Fund is PO Box 309, Georgetown, Grand Cayman KY1-1104, Cayman Islands and the telephone number is +1 345 949 8066.
• 1.4 The Master Fund operates under the Cayman Companies Act and has no employees. Excluding other entities in which the Master Fund invests, the Master Fund has four subsidiaries:
• (a) Brevan Howard FG Macro Master Fund Limited, a company incorporated with limited liability under the laws of the Cayman Islands, of which the Master Fund owns 49.93 per cent. of the issued shares and voting rights;
• (b) Brevan Howard Global Volatility Master Fund Limited, a company incorporated with limited liability under the laws of the Cayman Islands, of which the Master Fund owns 48.55 per cent. of the issued shares and voting rights;
• (c) Brevan Howard TN Macro Master Fund Limited, a company incorporated with limited liability under the laws of the Cayman Islands, of which the Master Fund owns 81.48 per cent. of the issued shares and voting rights; and
• (d) Brevan Howard AS Macro Master Fund Limited, a company incorporated with limited liability under the laws of the Cayman Islands, of which the Master Fund owns 38.47 per cent. of the issued shares and voting rights.
• 1.5 The Manager of the Master Fund is Brevan Howard Capital Management LP of 6th Floor 37 Esplanade St Helier Jersey JE2 3QA acting by its sole general partner, Brevan Howard Capital Management Limited. The Manager is a limited partnership, registered under the Limited Partnerships (Jersey) Law 1994 on 28 May 2010. BHCML is a limited company incorporated in Jersey, Channel Islands, on 19 May 2010. BHCML, in its capacity as sole general partner of the Manager, has been appointed as AIFM to the Master Fund for the purposes of AIFMD and is registered with the JFSC under the Financial Services (Jersey) Law 1998 to carry on fund services business as a manager, investment manager and distributor and AIF services business as an AIFM, which permits the Manager to act in these capacities in relation to the Master Fund. The JFSC is protected by Jersey Law against liability arising from the discharge of its functions under Jersey Law. The telephone number of the Manager is +44 1534 605 400.
• 1.6 KPMG, Cayman has been the only auditor of the Master Fund since its incorporation. KPMG, Cayman is a public practice firm member of the Cayman Islands Institute of Professional Accountants and an Investment Funds Approved Auditor with the Cayman Islands Monetary Authority.

• 1.7 The Master Fund's accounting period ends on 31 December of each year. The Master Fund's latest consolidated financial statements as at and for the year ended 31 December 2021 were published on 29 March 2022.

• 1.8 As at 19 January 2023, being the latest date for which the Company has access to the relevant information, the unaudited estimated NAV per Sterling class B of the Master Fund was £6,703.55 and the unaudited estimated NAV per US Dollar class B share of the Master Fund was US\$6,679.38.

• 1.9 As at 31 December 2021 (being the date of the latest audited published financial information of the Company), the NAV of the Master Fund was US\$8,096,765,000, the NAV per Sterling class B share of the Master Fund was £5,196.52 and the NAV per US Dollar class B share of the Master Fund was US\$5,179.12.

2. SHARE CAPITAL

• 2.1 As at the date of this Registration Document, the authorised share capital of the Master Fund is (i) €100,000 divided into 10,000,000 ordinary shares of par value €0.01 each, (ii) US\$400,000 divided into 40,000,000 ordinary shares of par value US\$0.01 each, (iii) £100,000 divided into 10,000,000 ordinary shares of par value £0.01 each, (iv) ¥50,000,000 divided into 50,000,000 ordinary shares of par value ¥1.00 each, (v) AUD400,000 divided into 40,000,000 ordinary shares of par value AUD0.01 each, (vi) CAD400,000 divided into 40,000,000 ordinary shares of par value CAD0.01 each, (vii) NOK400,000 divided into 40,000,000 ordinary shares of par value NOK0.01 each, (viii) BRL400,000 divided into 40,000,000 ordinary shares of par value BRL0.01 each, (ix) S\$400,000 divided into 40,000,000 ordinary shares of par value S\$0.01 each, (x) CHF400,000 divided into 40,000,000 ordinary shares of CHF0.01 par value each and (xi) SEK400,000 divided into 40,000,000 ordinary shares of par value SEK0.01 each.
• 2.2 As at 31 December 2022, being the latest date for which the Company has access to the relevant information, the Master Fund had the following number of shares in issue all of which are fully paid:

Class of share	Number of shares in issue
US Dollar Class A	157076.584606
US Dollar Class A (Non-Restricted)	1244885.054054
US Dollar L.P. Class A	23286.702747
US Dollar L.P. Class A (Non-Restricted)	1178303.821211
Canadian Dollar LTD Class A	192359.558198
Euro LTD Class A	34753.537093
Euro LTD Class A (Non-Restricted)	213560.809322
Sterling LTD Class A	40104.539928
Sterling LTD Class A (Non-Restricted)	36923.4253299999
Norwegian Krone LTD Class A	8016.4271
Yen LTD Class A (Non-Restricted)	1120072.859537
Sterling Class B	188890.372441
US Dollar Class B	18351.873235
US Dollar L.P. Class F	43236.91378
US Dollar L.P. Class F (Non-Restricted)	168909.88277
US Dollar PT LTD Class F	271736.203362
US Dollar F PT LTD (Non-Restricted)	319317.103996
Euro Dollar PT LTD Class F	504.34808
Euro Class F PT LTD (Non-Restricted)	47707.82346
Sterling PT LTD Class F	16197.40761
Sterling PT LTD Class F (Non-Restricted)	139.85582
Yen Class F PT LTD (Non-Restricted)	1459972.21548
US Dollar L.P. Class J	22556.746953
US Dollar L.P. Class J (Non-Restricted)	150840.793416
US Dollar LTD Class J	208467.990634
US Dollar LTD Class J (Non-Restricted)	149093.060965
US Dollar Class S	3351316.452635
Euro LTD Class W	28.456751
Sterling LTD Class W	45.246464

2.3 As at 1 January 2019, the first day covered by the historical financial information of the Master Fund included in this Registration Document, the Master Fund had the following number of shares in issue:

Class of share	Number of shares in issue
US Dollar Class A	166,541
Euro Class A	15,838
Sterling Class A	29,059
Norwegian Krone Class A	8,937
US Dollar L.P. Class A	23,487
Yen Class A	648,310
Sterling Class B	102,785
US Dollar Class B	20,315
US Dollar L.P. Class W	3,171
Euro Class W	46,162
Sterling Class W	72,360
Euro Class Z	3,701
Sterling Class Z	1,012,269
US Dollar Class Z	319,181

2.4 The 2022 Master Fund Interim Financial Statements, 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements included a description of the changes in the issued share capital of the Master Fund for those periods in the sections and on the pages specified in the following table:

	2022 Master	2021 Master	2020 Master	2019 Master
	Fund Interim	Fund	Fund	Fund
	Financial	Financial	Financial	Financial
	Statements	Statements	Statements	Statements
Consolidated Statement of	Page 3	Page 14	Page 10	Page 16
Changes in Net Assets –
Share Capital Transactions

• 2.5 The parts of the 2022 Master Fund Interim Financial Statements, 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements, which have been previously published, referenced in this Part VI of this Registration Document shall be deemed to be incorporated in, and form part of, this Registration Document. The parts of the 2022 Master Fund Interim Financial Statements, 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements not referenced in this Part VI are either not relevant for investors or are covered elsewhere in this Registration Document.
• 2.6 Copies of the 2022 Master Fund Interim Financial Statements, 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements are available for inspection on the Company's website (www.bhmacro.com) at the website addresses set out in section 3 of Part VI of this Registration Document.
• 2.7 Between 1 July 2022 and 3 January 2023, being the latest date for which the Company has access to the relevant information, there have been the following changes in the issued share capital of the Master Fund:

		Description of change
Date	Class of Share	in share capital	Number of Shares
01/07/22	Sterling LTD Class A	Subscription	34.9459
01/07/22	Sterling Class B	Subscription	4284.4208
01/07/22	US Dollar Class A	Subscription	718.1619
01/07/22	US Dollar L.P. Class A	Subscription	104679.105
	(Non-Restricted)
01/07/22	US Dollar L.P. Class J	Subscription	239.64
01/07/22	US Dollar L.P. Class J	Subscription	8992.8987
	(Non-Restricted)

		Description of change
Date	Class of Share	in share capital	Number of Shares
01/07/22	US Dollar LTD Class J	Subscription	589.3519
01/07/22	US Dollar LTD Class J	Subscription	1476.4956
	(Non-Restricted)
01/07/22	Canadian Dollar LTD	Redemption	364.8081
	Class A
01/07/22	Euro LTD Class A	Redemption	44.8875
01/07/22	Euro LTD Class A (Non	Redemption	364.6169
	Restricted)
01/07/22	Euro LTD Class W	Redemption	1064.1684
01/07/22	Euro LTD Class W	Redemption	33.8725
01/07/22	Sterling LTD Class A	Redemption	107.0705
01/07/22	Sterling LTD Class A	Redemption	48.7609
01/07/22	Sterling LTD Class A	Redemption	103.5123
	(Non-Restricted)
01/07/22	Sterling LTD Class W	Redemption	1930.4321
01/07/22	Sterling LTD Class W	Redemption	63.9406
01/07/22	Gold Class A	Redemption	1.2631
01/07/22	Yen LTD Class A (Non	Redemption	2132.597
	Restricted)
01/07/22	Yen LTD Class A (Non	Redemption	460.6162
	Restricted)
01/07/22	Yen LTD Class A (Non	Redemption	14.372
	Restricted)
01/07/22	Norwegian Krone LTD	Redemption	12.8311
	Class A
01/07/22	US Dollar Class A	Redemption	1035.7474
01/07/22	US Dollar Class A	Redemption	11.8321
01/07/22	US Dollar Class A	Redemption	302.3803
01/07/22	US Dollar Class A	Redemption	90.0351
01/07/22	US Dollar Class A (Non	Redemption	2345.0536
	Restricted)
01/07/22	US Dollar L.P. Class A	Redemption	49.3597
01/07/22	US Dollar L.P. Class A	Redemption	1088.6627
	(Non-Restricted)
01/07/22	US Dollar L.P. Class A	Redemption	33.6425
	(Non-Restricted)
01/07/22	US Dollar L.P. Class A	Redemption	2130.9061
	(Non-Restricted)
01/07/22	US Dollar L.P. Class A	Redemption	261.5703
	(Non-Restricted)
01/07/22	US Dollar L.P. Class J	Redemption	29.0774
01/07/22	US Dollar L.P. Class J	Redemption	290.3926
	(Non-Restricted)
01/07/22	US Dollar L.P. Class J	Redemption	8.8451
	(Non-Restricted)
01/07/22	US Dollar L.P. Class J	Redemption	109.8802
	(Non-Restricted)
01/07/22	US Dollar LTD Class J	Redemption	270.5396
01/07/22	US Dollar LTD Class J	Redemption	187.6691
	(Non-Restricted)
01/07/22	US Dollar Class S	Redemption	6907.9008
01/07/22	US Dollar Class S	Redemption	580931.651
01/07/22	US Dollar L.P. Class W	Redemption	33.7895
01/07/22	US Dollar L.P. Class W	Redemption	1.1053
01/07/22	US Dollar L.P. Class W	Redemption	3.2539
	(Non- Restricted)
01/07/22	Euro LTD Class W	Subscription	0.1224
01/07/22	Sterling LTD Class A	Subscription	22.2424
01/07/22	Gold Class A	Subscription	0.6318

		Description of change
Date	Class of Share	in share capital	Number of Shares
01/07/22	Norwegian Krone LTD Class A	Subscription	6.087
01/07/22	US Dollar Class A	Subscription	50.6637
01/07/22	US Dollar L.P. Class A (Non-Restricted)	Subscription	25.0632
01/07/22	US Dollar L.P. Class A (Non-Restricted)	Subscription	99.8003
01/07/22	US Dollar Class B	Subscription	11.9646
01/07/22 01/07/22	US Dollar L.P. Class J US Dollar L.P. Class J	Subscription Subscription	3.1618 11.8989
	(Non-Restricted)
01/07/22	Canadian Dollar LTD Class A	Redemption	115.4219
01/07/22	Euro LTD Class A	Redemption	10.12
01/07/22	Euro LTD Class A (Non Restricted)	Redemption	117.836
01/07/22	Sterling LTD Class A	Redemption	33.5669
	(Non-Restricted)
01/07/22	Sterling Class B	Redemption	9.7971
01/07/22	Sterling LTD Class W	Redemption	0.0988
01/07/22	Yen LTD Class A (Non Restricted)	Redemption	399.4243
01/07/22	US Dollar Class A (Non Restricted)	Redemption	452.0168
01/07/22	US Dollar L.P. Class A	Redemption	4.8875
01/07/22	US Dollar LTD Class J	Redemption	6.6571
01/07/22	US Dollar LTD Class J (Non-Restricted)	Redemption	3.4548
01/07/22	US Dollar L.P. Class W	Redemption	0.3167
01/07/22	US Dollar L.P. Class W (Non- Restricted)	Redemption	0.922
01/07/22	US Dollar L.P. Class W (Non- Restricted)	Redemption	99.4681
01/08/2022	Euro LTD Class A	Subscription	157.3512
01/08/2022	Sterling LTD Class A	Subscription	69.7092
01/08/2022	Sterling Class B	Subscription	774.0909
01/08/2022	US Dollar Class A	Subscription	236.5752
01/08/2022	US Dollar Class A (Non Restricted)	Subscription	3531.1861
01/08/2022	US Dollar L.P. Class J	Subscription	911.7182
01/08/2022	US Dollar L.P. Class J (Non-Restricted)	Subscription	8179.8061
01/08/2022	US Dollar LTD Class J	Subscription	2058.4095
01/08/2022	US Dollar LTD Class J	Subscription	3254.113
	(Non-Restricted)
01/08/2022	Canadian Dollar LTD Class A	Redemption	345.6946
01/08/2022	Euro LTD Class A	Redemption	42.5404
01/08/2022	Euro LTD Class A (Non	Redemption	345.5
	Restricted)
01/08/2022	Sterling LTD Class A	Redemption	0.0261
01/08/2022	Sterling LTD Class A	Redemption	46.1569
01/08/2022	Sterling LTD Class A (Non-Restricted)	Redemption	98.0895
01/08/2022	Gold Class A	Redemption	1.1984
01/08/2022	Yen LTD Class A (Non Restricted)	Redemption	2020.6589
01/08/2022	Norwegian Krone LTD Class A	Redemption	12.1743

		Description of change
Date	Class of Share	in share capital	Number of Shares
01/08/2022	US Dollar Class A	Redemption	50.6542
01/08/2022	US Dollar Class A	Redemption	1197.3644
01/08/2022	US Dollar Class A	Redemption	286.129
01/08/2022	US Dollar Class A (Non	Redemption	2222.5325
	Restricted)
01/08/2022	US Dollar L.P. Class A	Redemption	3.1573
01/08/2022	US Dollar L.P. Class A	Redemption	101.3248
01/08/2022	US Dollar L.P. Class A	Redemption	46.4909
01/08/2022	US Dollar L.P. Class A	Redemption	77.2372
	(Non-Restricted)
01/08/2022	US Dollar L.P. Class A	Redemption	2504.9588
	(Non-Restricted)
01/08/2022	US Dollar L.P. Class A	Redemption	2180.1688
	(Non-Restricted)
01/08/2022	US Dollar Class B	Redemption	64.8527
01/08/2022	US Dollar L.P. Class J	Redemption	27.7981
01/08/2022	US Dollar L.P. Class J	Redemption	4.4236
	(Non-Restricted)
01/08/2022	US Dollar L.P. Class J	Redemption	144.5762
	(Non-Restricted)
01/08/2022	US Dollar L.P. Class J	Redemption	118.0807
	(Non-Restricted)
01/08/2022	US Dollar LTD Class J	Redemption	257.3265
01/08/2022	US Dollar LTD Class J	Redemption	180.0549
	(Non-Restricted)
01/08/2022	US Dollar Class S	Redemption	5756.5201
01/08/2022	Sterling LTD Class A	Subscription	16.13
01/08/2022	Sterling Class B	Subscription	27.5074
01/08/2022	Sterling LTD Class W	Subscription	0.2426
01/08/2022	Gold Class A	Subscription	0.8152
01/08/2022	Norwegian Krone LTD	Subscription	8.7698
	Class A
01/08/2022	US Dollar Class A (Non	Subscription	4092.3562
	Restricted)
01/08/2022	US Dollar L.P. Class A	Subscription	2.3619
01/08/2022	US Dollar L.P. Class A	Subscription	26.6759
	(Non-Restricted)
01/08/2022	US Dollar L.P. Class J	Subscription	28.6887
	(Non-Restricted)
01/08/2022	US Dollar LTD Class J	Subscription	35.3466
01/08/2022	US Dollar LTD Class J	Subscription	26.7433
	(Non-Restricted)
01/08/2022	US Dollar L.P. Class W	Subscription	0.0075
01/08/2022	US Dollar L.P. Class W	Subscription	0.0217
	(Non-Restricted)
01/08/2022	Canadian Dollar LTD	Redemption	52.9492
	Class A
01/08/2022	Euro LTD Class A	Redemption	3.1539
01/08/2022	Euro LTD Class A (Non	Redemption	62.2136
	Restricted)
01/08/2022	Euro LTD Class W	Redemption	0.3092
01/08/2022	Sterling LTD Class A	Redemption	14.6764
	(Non-Restricted)
01/08/2022	Yen LTD Class A (Non	Redemption	272.2686
	Restricted)
01/08/2022	US Dollar Class A	Redemption	79.1332
01/08/2022	US Dollar Class A	Redemption	370.8186
01/08/2022	US Dollar Class A	Redemption	9.1218

		Description of change
Date	Class of Share	in share capital	Number of Shares
01/08/2022	US Dollar Class A (Non	Redemption	99.3291
	Restricted)
01/08/2022	US Dollar Class B	Redemption	33.6321
01/08/2022	US Dollar L.P. Class J	Redemption	53.2633
01/09/2022	Sterling Class B	Subscription	1830.985
01/09/2022	US Dollar Class A	Subscription	372.6688
01/09/2022	US Dollar Class A (Non	Subscription	11378.9024
	Restricted)
01/09/2022	US Dollar L.P. Class A	Subscription	49.5651
01/09/2022	US Dollar Class B	Subscription	1214.6374
01/09/2022	US Dollar L.P. Class J	Subscription	693.9916
01/09/2022	US Dollar L.P. Class J (Non-Restricted)	Subscription	5151.2023
01/09/2022	US Dollar LTD Class J	Subscription	4551.2936
01/09/2022	US Dollar LTD Class J (Non-Restricted)	Subscription	8110.2902
01/09/2022	Canadian Dollar LTD	Redemption	322.8973
	Class A
01/09/2022	Euro LTD Class A	Redemption	39.955
01/09/2022	Euro LTD Class A (Non	Redemption	2.686
	Restricted)
01/09/2022	Euro LTD Class A (Non Restricted)	Redemption	81.7685
01/09/2022	Euro LTD Class A (Non	Redemption	322.7173
	Restricted)
01/09/2022	Sterling LTD Class A	Redemption	0.0029
01/09/2022	Sterling LTD Class A	Redemption	0.0769
01/09/2022	Sterling LTD Class A	Redemption	43.2383
01/09/2022	Sterling LTD Class A	Redemption	91.6194
	(Non-Restricted)
01/09/2022	Gold Class A	Redemption	1.1207
01/09/2022	Yen LTD Class A (Non	Redemption	939.1483
	Restricted)
01/09/2022	Yen LTD Class A (Non	Redemption	26297.5787
	Restricted)
01/09/2022	Yen LTD Class A (Non	Redemption	1887.4326
	Restricted)
01/09/2022	Norwegian Krone LTD	Redemption	11.3856
	Class A
01/09/2022	US Dollar Class A	Redemption	12.6186
01/09/2022	US Dollar Class A	Redemption	1.663
01/09/2022	US Dollar Class A	Redemption	388.6971
01/09/2022	US Dollar Class A	Redemption	85.752
01/09/2022	US Dollar Class A	Redemption	179.5803
01/09/2022	US Dollar Class A	Redemption	43.2056
01/09/2022	US Dollar Class A (Non Restricted)	Redemption	2086.7078
01/09/2022	US Dollar L.P. Class A	Redemption	42.2717
01/09/2022	US Dollar L.P. Class A	Redemption	1984.9016
	(Non-Restricted)
01/09/2022	US Dollar L.P. Class A	Redemption	131.4379
	(Non-Restricted)
01/09/2022	US Dollar L.P. Class J	Redemption	2.3273
01/09/2022	US Dollar L.P. Class J	Redemption	67.142
01/09/2022	US Dollar L.P. Class J	Redemption	26.7589
01/09/2022	US Dollar L.P. Class J	Redemption	45.1297
	(Non-Restricted)
01/09/2022	US Dollar L.P. Class J (Non-Restricted)	Redemption	1243.1607

		Description of change
Date	Class of Share	in share capital	Number of Shares
01/09/2022	US Dollar L.P. Class J	Redemption	120.0077
	(Non-Restricted)
01/09/2022	US Dollar LTD Class J	Redemption	243.2615
01/09/2022	US Dollar LTD Class J	Redemption	172.6797
	(Non-Restricted)
01/09/2022	US Dollar Class S	Redemption	5166.6112
01/09/2022	Euro LTD Class W	Subscription	0.3646
01/09/2022	Sterling LTD Class A	Subscription	11.7594
01/09/2022	Sterling Class B	Subscription	162.7295
01/09/2022	Norwegian Krone LTD	Subscription	7.6244
	Class A
01/09/2022	US Dollar Class A	Subscription	36.8026
01/09/2022	US Dollar Class A	Subscription	13933.2988
01/09/2022	US Dollar L.P. Class J	Subscription	61.8745
01/09/2022	US Dollar L.P. Class J	Subscription	18.8639
	(Non-Restricted)
01/09/2022	US Dollar LTD Class J	Subscription	24.0004
01/09/2022	US Dollar LTD Class J	Subscription	22.589
	(Non-Restricted)
01/09/2022	Canadian Dollar LTD	Redemption	79.7322
	Class A
01/09/2022	Euro LTD Class A	Redemption	5.3713
01/09/2022	Euro LTD Class A (Non	Redemption	78.4686
	Restricted)
01/09/2022	Sterling LTD Class A	Redemption	23.6415
	(Non-Restricted)
01/09/2022	Sterling LTD Class W	Redemption	0.2944
01/09/2022	Gold Class A	Redemption	0.1834
01/09/2022	Gold Class A	Redemption	819.1114
01/09/2022	Gold Class A	Redemption	1.1187
01/09/2022	Gold Class A	Redemption	0.7695
01/09/2022	Gold Class A	Redemption	0.7312
01/09/2022	Gold Class A	Redemption	0.6318
01/09/2022	Gold Class A	Redemption	0.8152
01/09/2022	Yen LTD Class A (Non	Redemption	477.0559
	Restricted)
01/09/2022	US Dollar Class A (Non	Redemption	220.8452
	Restricted)
01/09/2022	US Dollar L.P. Class A	Redemption	3.7998
01/09/2022	US Dollar L.P. Class A	Redemption	74.0047
	(Non-Restricted)
01/09/2022	US Dollar Class B	Redemption	67.8567
01/09/2022	US Dollar Class B	Redemption	122.6204
01/09/2022	US Dollar L.P. Class W	Redemption	0.0204
01/09/2022	US Dollar L.P. Class W	Redemption	0.0593
	(Non-Restricted)
03/10/2022	US Dollar Class A	Subscription	384.596
03/10/2022	US Dollar Class A (Non	Subscription	550.2375
	Restricted)
03/10/2022	US Dollar L.P. Class A	Subscription	4716.4435
	(Non-Restricted)
03/10/2022	US Dollar Class B	Subscription	671.7592
03/10/2022	US Dollar L.P. Class J	Subscription	422.8246
03/10/2022	US Dollar L.P. Class J	Subscription	11015.6484
	(Non-Restricted)
03/10/2022	US Dollar LTD Class J	Subscription	2495.6884
03/10/2022	US Dollar LTD Class J	Subscription	4120.6388
	(Non-Restricted)

		Description of change
Date	Class of Share	in share capital	Number of Shares
03/10/2022	Canadian Dollar LTD	Redemption	341.0716
	Class A
03/10/2022	Euro LTD Class A	Redemption	42.211
03/10/2022	Euro LTD Class A (Non	Redemption	61.514
	Restricted)
03/10/2022	Euro LTD Class A (Non	Redemption	340.7677
	Restricted)
03/10/2022	Euro LTD Class A (Non	Redemption	1602.2524
	Restricted)
03/10/2022	Sterling LTD Class A	Redemption	45.7056
03/10/2022	Sterling LTD Class A	Redemption	96.7781
	(Non-Restricted)
03/10/2022	Yen LTD Class A (Non	Redemption	1954.5703
	Restricted)
03/10/2022	Norwegian Krone LTD	Redemption	12.0408
	Class A
03/10/2022	US Dollar Class A	Redemption	0.1296
03/10/2022	US Dollar Class A	Redemption	57.6521
03/10/2022	US Dollar Class A	Redemption	300.3578
03/10/2022	US Dollar Class A	Redemption	1409.4765
03/10/2022	US Dollar Class A	Redemption	43.1222
03/10/2022	US Dollar Class A (Non	Redemption	698.5433
	Restricted)
03/10/2022	US Dollar Class A (Non	Redemption	2220.9992
	Restricted)
03/10/2022	US Dollar Class A (Non	Redemption	17470.9621
	Restricted)
03/10/2022	US Dollar L.P. Class A	Redemption	44.7558
03/10/2022	US Dollar L.P. Class A	Redemption	21.7246
03/10/2022	US Dollar L.P. Class A	Redemption	2097.0526
	(Non-Restricted)
03/10/2022	US Dollar L.P. Class A	Redemption	275.1259
	(Non-Restricted)
03/10/2022	US Dollar L.P. Class A	Redemption	11.3339
	(Non-Restricted)
03/10/2022	US Dollar L.P. Class A	Redemption	132.1848
	(Non-Restricted)
03/10/2022	US Dollar L.P. Class J	Redemption	29.302
03/10/2022	US Dollar L.P. Class J	Redemption	133.1717
	(Non-Restricted)
03/10/2022	US Dollar LTD Class J	Redemption	263.6233
03/10/2022	US Dollar LTD Class J	Redemption	28.4002
	(Non-Restricted)
03/10/2022	US Dollar LTD Class J	Redemption	194.1541
	(Non-Restricted)
03/10/2022	US Dollar LTD Class J	Redemption	714.5616
	(Non-Restricted)
03/10/2022	US Dollar Class S	Redemption	5553.0729
03/10/2022	Euro LTD Class W	Subscription	0.1893
03/10/2022	Sterling LTD Class A	Subscription	12.1906
03/10/2022	Sterling Class B	Subscription	247.5772
03/10/2022	Norwegian Krone LTD	Subscription	7.0058
	Class A
03/10/2022	US Dollar Class A	Subscription	35.9338
03/10/2022	US Dollar L.P. Class J	Subscription	5.0159
03/10/2022	US Dollar L.P. Class J	Subscription	24.4849
	(Non-Restricted)
03/10/2022	US Dollar LTD Class J	Subscription	24.8613

		Description of change
Date	Class of Share	in share capital	Number of Shares
03/10/2022	US Dollar LTD Class J	Subscription	20.0389
	(Non-Restricted)
03/10/2022	Canadian Dollar LTD	Redemption	83.7421
	Class A
03/10/2022	Euro LTD Class A	Redemption	5.3834
03/10/2022	Euro LTD Class A (Non	Redemption	80.0087
	Restricted)
03/10/2022	Sterling LTD Class A	Redemption	22.4569
	(Non-Restricted)
03/10/2022	Sterling LTD Class W	Redemption	0.1548
03/10/2022	Yen LTD Class A (Non	Redemption	432.1691
	Restricted)
03/10/2022	US Dollar Class A (Non	Redemption	246.4649
	Restricted)
03/10/2022	US Dollar L.P. Class A	Redemption	2.4273
03/10/2022	US Dollar L.P. Class A	Redemption	11.1685
	(Non-Restricted)
03/10/2022	US Dollar Class B	Redemption	278.2644
03/10/2022	US Dollar L.P. Class W	Redemption	0.0643
03/10/2022	US Dollar L.P. Class W	Redemption	0.1871
	(Non- Restricted)
01/11/2022	Euro Class F PT LTD	Subscription	20000
	(Non-Restricted)
01/11/2022	Sterling Class B	Subscription	1981.7713
01/11/2022	US Dollar Class A	Subscription	5212.1451
01/11/2022	US Dollar Class A	Subscription	2.0201
01/11/2022	US Dollar Class A (Non	Subscription	12819.9046
	Restricted)
01/11/2022	US Dollar L.P. Class A	Subscription	582.123
01/11/2022	US Dollar L.P. Class A	Subscription	1579.739
	(Non-Restricted)
01/11/2022	US Dollar PT LTD	Subscription	30450
	Class F
01/11/2022	US Dollar F PT LTD	Subscription	73395
	(Non-Restricted)
01/11/2022	US Dollar L.P. Class J	Subscription	340.1781
01/11/2022	US Dollar L.P. Class J	Subscription	6387.8158
	(Non-Restricted)
01/11/2022	US Dollar LTD Class J	Subscription	1394.3514
01/11/2022	US Dollar LTD Class J	Subscription	3050.0915
	(Non-Restricted)
01/11/2022	Canadian Dollar LTD	Redemption	333.786
	Class A
01/11/2022	Canadian Dollar LTD	Redemption	1345.5335
	Class A
01/11/2022	Canadian Dollar LTD	Redemption	34803.6217
	Class A
01/11/2022	Euro LTD Class A	Redemption	41.3153
01/11/2022	Euro LTD Class A (Non	Redemption	331.1418
	Restricted)
01/11/2022	Sterling LTD Class A	Redemption	44.7631
01/11/2022	Sterling LTD Class A	Redemption	94.7143
	(Non-Restricted)
01/11/2022	Yen LTD Class A (Non	Redemption	1912.7939
	Restricted)
01/11/2022	Norwegian Krone LTD	Redemption	11.7989
	Class A
01/11/2022	US Dollar Class A	Redemption	292.4916
01/11/2022	US Dollar Class A	Redemption	25.819

		Description of change
Date	Class of Share	in share capital	Number of Shares
01/11/2022	US Dollar Class A	Redemption	616.132
01/11/2022	US Dollar Class A	Redemption	43.4886
01/11/2022	US Dollar Class A (Non	Redemption	2149.039
	Restricted)
01/11/2022	US Dollar L.P. Class A	Redemption	45.7467
01/11/2022	US Dollar L.P. Class A	Redemption	0.448
01/11/2022	US Dollar L.P. Class A	Redemption	11.6425
01/11/2022	US Dollar L.P. Class A	Redemption	2152.7043
	(Non-Restricted)
01/11/2022	US Dollar L.P. Class A	Redemption	136.58
	(Non-Restricted)
01/11/2022	US Dollar L.P. Class J	Redemption	30.6967
01/11/2022	US Dollar L.P. Class J	Redemption	154.7199
	(Non-Restricted)
01/11/2022	US Dollar L.P. Class J	Redemption	18.6979
	(Non-Restricted)
01/11/2022	US Dollar L.P. Class J	Redemption	475.4039
	(Non-Restricted)
01/11/2022	US Dollar LTD Class J	Redemption	261.6169
01/11/2022	US Dollar LTD Class J	Redemption	194.848
	(Non-Restricted)
01/11/2022	US Dollar LTD Class J	Redemption	27.6812
	(Non-Restricted)
01/11/2022	US Dollar LTD Class J	Redemption	718.608
	(Non-Restricted)
01/11/2022	US Dollar Class S	Redemption	5883.6829
01/11/2022	Sterling LTD Class A	Subscription	13.8117
01/11/2022	Sterling LTD Class W	Subscription	0.3278
01/11/2022	Norwegian Krone LTD	Subscription	8.1801
	Class A
01/11/2022	US Dollar Class A	Subscription	34.493
01/11/2022	US Dollar Class B	Subscription	225.1703
01/11/2022	US Dollar L.P. Class J	Subscription	5.0551
01/11/2022	US Dollar L.P. Class J	Subscription	27.0936
	(Non-Restricted)
01/11/2022	US Dollar LTD Class J	Subscription	17.5184
01/11/2022	US Dollar LTD Class J	Subscription	14.4862
	(Non-Restricted)
01/11/2022	Canadian Dollar LTD	Redemption	116.6244
	Class A
01/11/2022	Euro LTD Class A	Redemption	5.1722
01/11/2022	Euro LTD Class A (Non	Redemption	76.2737
	Restricted)
01/11/2022	Euro LTD Class W	Redemption	0.4105
01/11/2022	Sterling LTD Class A	Redemption	19.0424
	(Non-Restricted)
01/11/2022	Sterling Class B	Redemption	194.3418
01/11/2022	Yen LTD Class A (Non	Redemption	452.0966
	Restricted)
01/11/2022	US Dollar Class A (Non	Redemption	231.1825
	Restricted)
01/11/2022	US Dollar L.P. Class A	Redemption	2.5294
01/11/2022	US Dollar L.P. Class A	Redemption	12.7254
	(Non-Restricted)
01/11/2022	US Dollar L.P. Class W	Redemption	0.1109
01/11/2022	US Dollar L.P. Class W	Redemption	0.3229
	(Non- Restricted)
01/12/2022	Euro Class F PT LTD	Subscription	18526.3467
	(Non-Restricted)

		Description of change
Date	Class of Share	in share capital	Number of Shares
01/12/2022	Sterling LTD Class A	Subscription	7.0883
01/12/2022	US Dollar Class A	Subscription	508.584
01/12/2022	US Dollar Class A (Non Restricted)	Subscription	15979.3206
01/12/2022	US Dollar L.P. Class A (Non-Restricted)	Subscription	45966.4896
01/12/2022	US Dollar PT LTD Class F	Subscription	6156.0015
01/12/2022	US Dollar F PT LTD (Non-Restricted)	Subscription	69818.6839
01/12/2022	US Dollar L.P. Class J	Subscription	402.0068
01/12/2022	US Dollar L.P. Class J (Non-Restricted)	Subscription	42854.4126
01/12/2022	US Dollar LTD Class J	Subscription	6930.9866
01/12/2022	US Dollar LTD Class J (Non-Restricted)	Subscription	9596.1125
01/12/2022	Canadian Dollar LTD Class A	Redemption	289.6987
01/12/2022	Euro LTD Class A	Redemption	42.3412
01/12/2022	Euro LTD Class A (Non Restricted)	Redemption	2443.7663
01/12/2022	Euro LTD Class A (Non Restricted)	Redemption	86.0807
01/12/2022	Euro LTD Class A (Non Restricted)	Redemption	339.3144
01/12/2022	Euro Class F PT LTD	Redemption	16.6973
	(Non-Restricted)
01/12/2022	Sterling LTD Class A	Redemption	1.0352
01/12/2022	Sterling LTD Class A	Redemption	45.9011
01/12/2022	Sterling LTD Class A (Non-Restricted)	Redemption	97.0525
01/12/2022	Sterling Class B	Redemption	401.3817
01/12/2022	Yen LTD Class A (Non Restricted)	Redemption	1960.1185
01/12/2022	Norwegian Krone LTD Class A	Redemption	12.1052
01/12/2022	US Dollar Class A	Redemption	1.1964
01/12/2022	US Dollar Class A	Redemption	32.343
01/12/2022	US Dollar Class A	Redemption	306.3912
01/12/2022	US Dollar Class A (Non Restricted)	Redemption	2220.8849
01/12/2022	US Dollar L.P. Class A	Redemption	42.0666
01/12/2022	US Dollar L.P. Class A	Redemption	1.5876
01/12/2022	US Dollar L.P. Class A	Redemption	46.1758
01/12/2022	US Dollar L.P. Class A (Non-Restricted)	Redemption	2131.3187
01/12/2022	US Dollar Class B	Redemption	38.8165
01/12/2022	US Dollar PT LTD Class F	Redemption	25.4216
01/12/2022	US Dollar F PT LTD (Non-Restricted)	Redemption	61.2749
01/12/2022	US Dollar L.P. Class J	Redemption	30.9295
01/12/2022	US Dollar L.P. Class J (Non-Restricted)	Redemption	162.8085
01/12/2022	US Dollar LTD Class J	Redemption	270.1919
01/12/2022	US Dollar LTD Class J (Non-Restricted)	Redemption	26.2186
01/12/2022	US Dollar LTD Class J (Non-Restricted)	Redemption	727.8973

		Description of change
Date	Class of Share	in share capital	Number of Shares
01/12/2022	US Dollar LTD Class J	Redemption	203.0663
	(Non-Restricted)
01/12/2022	US Dollar Class S	Redemption	5908.047
01/12/2022	Euro Class F PT LTD	Subscription	0.154
	(Non-Restricted)
01/12/2022	Euro LTD Class W	Subscription	0.1041
01/12/2022	Sterling LTD Class A	Subscription	16.4617
01/12/2022	Sterling Class B	Subscription	6.4824
01/12/2022	Norwegian Krone LTD	Subscription	8.7725
	Class A
01/12/2022	US Dollar Class A	Subscription	2.7275
01/12/2022	US Dollar F PT LTD	Subscription	0.4491
	(Non-Restricted)
01/12/2022	US Dollar L.P. Class J	Subscription	6.6132
01/12/2022	US Dollar L.P. Class J	Subscription	40.5047
	(Non-Restricted)
01/12/2022	US Dollar LTD Class J	Subscription	38.8027
01/12/2022	US Dollar LTD Class J	Subscription	33.411
	(Non-Restricted)
01/12/2022	Canadian Dollar LTD	Redemption	48.9853
	Class A
01/12/2022	Euro LTD Class A	Redemption	1.7469
01/12/2022	Euro LTD Class A (Non	Redemption	48.4509
	Restricted)
01/12/2022	Sterling LTD Class A	Redemption	13.5085
	(Non-Restricted)
01/12/2022	Sterling LTD Class W	Redemption	0.0836
01/12/2022	Yen LTD Class A (Non	Redemption	199.1791
	Restricted)
01/12/2022	US Dollar Class A (Non	Redemption	123.3993
	Restricted)
01/12/2022	US Dollar L.P. Class A	Redemption	0.4709
01/12/2022	US Dollar L.P. Class A	Redemption	45.3402
	(Non-Restricted)
01/12/2022	US Dollar Class B	Redemption	7.7663
01/12/2022	US Dollar PT LTD	Redemption	0.6074
	Class F
01/12/2022	US Dollar L.P. Class W	Redemption	0.014
01/12/2022	US Dollar L.P. Class W	Redemption	0.0408
	(Non- Restricted)
03/01/2023	Euro Dollar PT LTD	Subscription	504.1825
	Class F
03/01/2023	Euro Class F PT LTD	Subscription	9260.1602
	(Non-Restricted)
03/01/2023	Sterling PT LTD Class F	Subscription	16192.0888
03/01/2023	Sterling PT LTD Class F	Subscription	139.8099
	(Non-Restricted)
03/01/2023	Yen Class F PT LTD	Subscription	1459492.8
	(Non-Restricted)
03/01/2023	US Dollar Class A	Subscription	3258.2355
03/01/2023	US Dollar Class A (Non	Subscription	1905.9027
	Restricted)
03/01/2023	US Dollar L.P. Class F	Subscription	43236.9138
03/01/2023	US Dollar L.P. Class F	Subscription	168909.883
	(Non-Restricted)
03/01/2023	US Dollar PT LTD	Subscription	235151.879
	Class F
03/01/2023	US Dollar F PT LTD	Subscription	176403.168
	(Non-Restricted)

		Description of change
Date	Class of Share	in share capital	Number of Shares
03/01/2023	US Dollar L.P. Class J	Subscription	3758.8693
03/01/2023	US Dollar L.P. Class J	Subscription	11209.8575
	(Non-Restricted)
03/01/2023	US Dollar LTD Class J	Subscription	20367.9848
03/01/2023	US Dollar LTD Class J	Subscription	4595.4632
	(Non-Restricted)
03/01/2023	Canadian Dollar LTD	Redemption	7733.8501
	Class A
03/01/2023	Euro LTD Class A	Redemption	1006.9322
03/01/2023	Euro LTD Class A	Redemption	324.5188
03/01/2023	Euro LTD Class A	Redemption	320.9441
03/01/2023	Euro LTD Class A	Redemption	1053.0241
03/01/2023	Euro LTD Class A (Non	Redemption	9903.7898
	Restricted)
03/01/2023	Euro LTD Class A (Non	Redemption	8342.1037
	Restricted)
03/01/2023	Euro Class F PT LTD	Redemption	40.0906
	(Non-Restricted)
03/01/2023	Euro LTD Class W	Redemption	1689.1705
03/01/2023	Sterling LTD Class A	Redemption	1758.3188
03/01/2023	Sterling LTD Class A	Redemption	1146.0881
03/01/2023	Sterling LTD Class A	Redemption	27539.1677
	(Non-Restricted)
03/01/2023	Sterling LTD Class A	Redemption	2488.0321
	(Non-Restricted)
03/01/2023	Sterling Class B	Redemption	2.2142
03/01/2023	Sterling Class B	Redemption	362.1131
03/01/2023	Sterling Class B	Redemption	780.2668
03/01/2023	Sterling Class B	Redemption	2127.0282
03/01/2023	Sterling Class B	Redemption	1578.651
03/01/2023	Sterling Class B	Redemption	107.1176
03/01/2023	Sterling Class B	Redemption	2843.1471
03/01/2023	Sterling Class B	Redemption	362.2082
03/01/2023	Sterling LTD Class W	Redemption	2804.4945
03/01/2023	Yen LTD Class A (Non	Redemption	183061.599
	Restricted)
03/01/2023	Yen LTD Class A (Non	Redemption	50344.0969
	Restricted)
03/01/2023	Norwegian Krone LTD	Redemption	355.0798
	Class A
03/01/2023	US Dollar Class A	Redemption	526.993
03/01/2023	US Dollar Class A	Redemption	6450.112
03/01/2023	US Dollar Class A	Redemption	309.1418
03/01/2023	US Dollar Class A	Redemption	5.0143
03/01/2023	US Dollar Class A	Redemption	5501.6691
03/01/2023	US Dollar Class A	Redemption	25.7584
03/01/2023	US Dollar Class A	Redemption	8682.1932
03/01/2023	US Dollar Class A	Redemption	6084.1576
03/01/2023	US Dollar Class A	Redemption	18188.3423
03/01/2023	US Dollar Class A	Redemption	6781.5836
03/01/2023	US Dollar Class A	Redemption	1831.3096
03/01/2023	US Dollar Class A	Redemption	3818.96
03/01/2023	US Dollar Class A (Non	Redemption	251380.922
	Restricted)
03/01/2023	US Dollar Class A (Non	Redemption	55102.8343
	Restricted)
03/01/2023	US Dollar L.P. Class A	Redemption	4480.3826
03/01/2023	US Dollar L.P. Class A	Redemption	996.9225

		Description of change
Date	Class of Share	in share capital	Number of Shares
03/01/2023	US Dollar L.P. Class A	Redemption	150771.501
	(Non-Restricted)
03/01/2023	US Dollar L.P. Class A	Redemption	47589.1512
	(Non-Restricted)
03/01/2023	US Dollar Class B	Redemption	794.4473
03/01/2023	US Dollar PT LTD	Redemption	37.4822
	Class F
03/01/2023	US Dollar F PT LTD	Redemption	210.3357
	(Non-Restricted)
03/01/2023	US Dollar L.P. Class J	Redemption	115.5399
03/01/2023	US Dollar L.P. Class J	Redemption	131.466
03/01/2023	US Dollar L.P. Class J	Redemption	60.5379
03/01/2023	US Dollar L.P. Class J	Redemption	565.6201
03/01/2023	US Dollar L.P. Class J	Redemption	1202.8446
	(Non-Restricted)
03/01/2023	US Dollar L.P. Class J	Redemption	2255.9145
	(Non-Restricted)
03/01/2023	US Dollar LTD Class J	Redemption	5608.8733
03/01/2023	US Dollar LTD Class J	Redemption	78.8921
	(Non-Restricted)
03/01/2023	US Dollar LTD Class J	Redemption	4613.0263
	(Non-Restricted)
03/01/2023	US Dollar L.P. Class W	Redemption	1034.2913
03/01/2023	US Dollar L.P. Class W	Redemption	46.5605
03/01/2023	US Dollar L.P. Class W	Redemption	0.208
03/01/2023	US Dollar L.P. Class W	Redemption	0.0719
03/01/2023	US Dollar L.P. Class W	Redemption	3010.658
	(Non-Restricted)
03/01/2023	US Dollar L.P. Class W	Redemption	136.1107
	(Non-Restricted)
03/01/2023	US Dollar L.P. Class W	Redemption	0.2401
	(Non-Restricted)
03/01/2023	Canadian Dollar LTD	Subscription	17.6697
	Class A
03/01/2023	Euro LTD Class A	Subscription	28.2927
03/01/2023	Euro LTD Class A	Subscription	8188.3828
03/01/2023	Euro Dollar PT LTD	Subscription	0.1656
	Class F
03/01/2023	Sterling LTD Class A	Subscription	55.6304
03/01/2023	Sterling LTD Class A	Subscription	11243.0486
03/01/2023	Sterling Class B	Subscription	184.1617
03/01/2023	Sterling PT LTD Class F	Subscription	5.3188
03/01/2023	Sterling PT LTD Class F	Subscription	0.0459
	(Non-Restricted)
03/01/2023	Yen Class F PT LTD	Subscription	479.413
	(Non-Restricted)
03/01/2023	Norwegian Krone LTD	Subscription	11.2158
	Class A
03/01/2023	US Dollar PT LTD Class	Subscription	41.8338
	F
03/01/2023	US Dollar L.P. Class J	Subscription	17.5828
03/01/2023	US Dollar L.P. Class J	Subscription	101.2027
	(Non-Restricted)
03/01/2023	US Dollar LTD Class J	Subscription	166.1479
03/01/2023	US Dollar LTD Class J	Subscription	92.6871
	(Non-Restricted)
03/01/2023	Euro LTD Class A (Non	Redemption	2.6471
	Restricted)

		Description of change
Date	Class of Share	in share capital	Number of Shares
03/01/2023	Euro Class F PT LTD	Redemption	22.0496
	(Non-Restricted)
03/01/2023	Euro LTD Class W	Redemption	22532.231
03/01/2023	Euro LTD Class W	Redemption	4765.6695
03/01/2023	Euro LTD Class W	Redemption	24.2812
03/01/2023	Euro LTD Class W	Redemption	12573.1413
03/01/2023	Sterling LTD Class A	Redemption	77.125
	(Non-Restricted)
03/01/2023	Sterling LTD Class W	Redemption	14241.9914
03/01/2023	Sterling LTD Class W	Redemption	23835.1209
03/01/2023	Sterling LTD Class W	Redemption	23643.7752
03/01/2023	Yen LTD Class A (Non	Redemption	315.6762
	Restricted)
03/01/2023	US Dollar Class A	Redemption	58.9398
03/01/2023	US Dollar Class A (Non	Redemption	354.7306
	Restricted)
03/01/2023	US Dollar L.P. Class A	Redemption	3.8683
03/01/2023	US Dollar L.P. Class A	Redemption	92.0768
	(Non-Restricted)
03/01/2023	US Dollar Class B	Redemption	16.95
03/01/2023	US Dollar Class B	Redemption	26.3889
03/01/2023	US Dollar Class B	Redemption	1.8464
03/01/2023	US Dollar Class B	Redemption	177.2774
03/01/2023	US Dollar F PT LTD	Redemption	28.5861
	(Non-Restricted)
03/01/2023	US Dollar L.P. Class W	Redemption	0.1675
03/01/2023	US Dollar L.P. Class W	Redemption	0.0075
03/01/2023	US Dollar L.P. Class W	Redemption	0.4876
	(Non-Restricted)
03/01/2023	US Dollar L.P. Class W	Redemption	0.0217
	(Non-Restricted)

• 2.8 All holders of the same class of shares of the Master Fund have the same voting rights in respect of the share capital of the Master Fund.
• 2.9 The Master Fund directors have absolute authority to allot shares under the articles of association of the Master Fund.
• 2.10 The existing issued shares of the Master Fund have been issued and created in accordance with its articles of association and the Cayman Companies Act.
• 2.11 No share or loan capital of the Master Fund is under option or has been agreed conditionally or unconditionally to be put under option.
• 2.12 Neither the Cayman Companies Law nor the articles of association of the Master Fund confer any rights of pre-emption in favour of existing investors in respect of unissued share capital.

3. DIRECTORS' AND OTHER INTERESTS

• 3.1 There are no outstanding loans from the Master Fund to any of the Master Fund directors or any outstanding guarantees provided by the Master Fund in respect of any obligation of any of the Master Fund directors.
• 3.2 No Master Fund director has a service contract with the Master Fund, nor are any such contracts proposed.
• 3.3 No amount has been set aside or accrued by the Master Fund to provide pension, retirement or other similar benefits.
• 3.4 The Master Fund directors' appointments can be terminated without compensation.

3.5 In addition to their directorships of the Master Fund, the Master Fund directors hold or have held the directorships, and are or were members of the partnerships, listed in the table below, within the past five years.

Name Karla Bodden	Current directorships/ partnerships 1.5 degrees (Cayman) Fund, Ltd. 1824 Fund, Ltd.	Past directorships/ partnerships Artemis Holdings Bennett Offshore Restructuring Fund,
	1940 Fund, Ltd. 3575 Fund, Ltd.	Inc. Bernstein Advanced Value Offshore
	A Mountain Fund AB Arya Partners (Cayman) Fund, Ltd.	Ltd. Bernstein Global Opportunities
	Absolute Returns Ltd. AllianceBernstein Multi-Manager	Offshore (Cayman) Ltd. Brevan Howard Argentina Fund
	Hedge Fund Portfolio Ltd. AllianceBernstein Select US Equity	Limited Brevan Howard Argentina Master
	(BVI) Limited AllianceBernstein Select US Equity	Fund Limited Brevan Howard Securitized Products
	Long/Short (BVI) Limited AMP, Ltd.	Fund Limited Brevan Howard Securitized Products
	AOU Property Services Ltd. BAL Investments Limited BH AlKout Fund Limited	Master Fund Limited Cairn Special Opportunities Credit Fund Limited
	BH Digital Asset Fund (I) Limited BH Digital Asset Fund Limited	Cairn Special Opportunities Credit Master Fund Limited
	BH Digital Asset Master Fund Limited BH Digital Liquid Directional Fund	Coast Fund GP Parent Company, Ltd. Coast Offshore Management
	Limited BH Digital Liquid Trading Fund Limited	(Cayman), Ltd. Coast Value Fund I, Ltd.
	BH Digital Liquid Trading UK Vehicle II Limited	DW Catalyst Investments, Ltd. DW Catalyst Master Fund, Ltd.
	BH Digital Opportunities I Fund Limited	DW Catalyst Offshore Fund, Ltd. DW Value Investments, Ltd.
	BH Digital SPC BH Digital Venture Fund Limited	DW Value Master Fund, Ltd. DW Value Offshore Fund, Ltd.
	BH Digitial Liquid Trading UK Vehicle I, Limited	French River Offshore Limited Hastings Offshore Fund, Ltd.
	BH EF Fund Limited BH Systematic Research &	ICE EM Credit Absolute Return Fund (Cayman), Ltd.
	Technologies Fund Limited BHDO I Investments I Limited	ICE Focus EM Credit Fund (Cayman), Ltd.
	Biwa Fund Limited Blackcomb Fund, Ltd.	Indus Asia Pacific Master Fund, Ltd. Indus India Fund, Ltd.
	BlackRock Absolute Return Fund, Ltd. BlackRock HFoF MRP, Ltd.	Indus India Master Fund, Ltd. Indus Japan Distribution Holding
	BlackRock Multi-Strategy Absolute Return Solution, Ltd.	Company, Ltd. Kitty Hawk Master Fund II, Ltd.
	BlackRock Yen Strategic Alternative Investment Fund II Brevan Howard ACA Macro Fund	Kitty Hawk Master Fund, Ltd. Kitty Hawk Offshore Fund II, Ltd. Kitty Hawk Offshore Fund, Ltd.
	Limited Brevan Howard AH Fund Limited	Lorica Fund, Ltd. Maverick Fund, LDC
	Brevan Howard AH Master Fund Limited	Maverick Neutral Levered Fund, Ltd. Maverick Neutral Levered, Ltd.
	Brevan Howard Alpha Strategies Fund Limited	Maverick Systematic Neutral Fund, Ltd.
	Brevan Howard Alpha Strategies Master Fund Limited	OWW II Limited Q-BLK Emerging Markets
	Brevan Howard AS Macro Fund Limited Brevan Howard AS Macro Master	Opportunities Fund, Ltd. Sabre Dynamic Equity Fund Limited Sanford C. Bernstein Advanced Value

Name Current directorships/ partnerships Past directorships/ partnerships Fund Limited Brevan Howard Asia Fund Limited Brevan Howard Asia Master Fund Limited Brevan Howard Digital Asset Multi-Strategy Fund Limited Brevan Howard Emerging Markets Strategies Master Fund Limited Brevan Howard Equity Strategies Master Fund Limited Brevan Howard FG Macro Fund Limited Brevan Howard FG Macro Master Fund Limited Brevan Howard Fund Limited Brevan Howard General Partner Limited Brevan Howard Global Volatility Fund Limited Brevan Howard Global Volatility Master Fund Limited Brevan Howard Greek Opportunities Fund Limited Brevan Howard Greek Opportunities Master Fund Limited Brevan Howard LB Macro Fund Limited Brevan Howard LB Macro Master Fund Limited Brevan Howard Master Fund Limited Brevan Howard MB Macro Fund Limited Brevan Howard MB Macro Master Fund Limited Brevan Howard Multi-Strategy Fund Limited Brevan Howard Multi-Strategy Master Fund Limited Brevan Howard PT Fund Limited Brevan Howard Special Opportunities (I) Limited Brevan Howard Special Opportunities (II) Limited Brevan Howard Special Opportunities (II) SPC Brevan Howard Special Opportunities (III) Limited Brevan Howard Special Opportunities (IV) Limited Brevan Howard Special Opportunities (IX) Limited Brevan Howard Special Opportunities (V) Limited Brevan Howard Special Opportunities (VI) Limited Brevan Howard Special Opportunities (VII) Limited Brevan Howard Special Opportunities

Offshore Master Fund Ltd. Shield Fund Limited Shield Master Fund Limited The 2002 Secondary Brinson Non-US Partnership Fund Offshore Series Company Ltd. Three Bridges Europe Long Only Fund Ltd. Three Bridges Europe Long Only Master Fund Ltd. Ugland House Limited

Name	Current directorships/ partnerships	Past directorships/ partnerships
	(VIII) Limited
	Brevan Howard Special Opportunities
	(X) Limited
	Brevan Howard Special Opportunities
	(XI) Limited
	Brevan Howard Special Opportunities
	(XII) Limited
	Brevan Howard Special Opportunities
	(XIV) Limited
	Brevan Howard Special Opportunities
	AC Fund Limited
	Brevan Howard Special Opportunities
	Co-Investment Fund Limited
	Brevan Howard Special Opportunities
	Master SPC
	Brevan Howard Special Opportunities
	SPC
	Brevan Howard Strategic Macro Fund
	Limited
	Brevan Howard Strategic Macro
	Master Fund Limited
	Brevan Howard Strategic
	Opportunities Fund Limited
	Brevan Howard TN Macro Fund
	Limited
	Brevan Howard TN Macro Master
	Fund Limited
	Brevan Howard US Rates
	Opportunities Fund Limited
	Brevan Howard US Rates
	Opportunities Master Fund Limited
	BR-UW Fund, Ltd.
	Cadbury Hedge Fund Alternatives
	Portfolio
	Canyon CLO Fund II (Cayman) Ltd.
	Canyon CLO Fund III (Cayman) Ltd.
	Canyon Co-Investment Fund II, Ltd.
	Canyon Distressed Opportunity Fund
	II, Ltd.
	Canyon Distressed Opportunity Fund,
	Ltd.
	Canyon Opportunistic Credit (GRF)
	Fund (Cayman), Ltd.
	Canyon Structured Assets Fund
	(Cayman) II, Ltd.
	Canyon Structured Credit Opportunity
	Fund (Cayman), Ltd.
	Canyon Structured Credit Opportunity
	Master Fund L.P.
	Cardium Fund, Ltd.
	Carnelian Fund, Ltd.
	Core Alternatives Fund, Ltd.
	Coultry Directors Ltd.
	CSC Multi-Strategy Fund, Ltd.
	CT Appreciation Fund, Ltd.
	CW2 Market Opportunities Fund, Ltd.
	Downtown Holdings Ltd.
	Dutch Pharmacists Alternative

Name	Current directorships/ partnerships	Past directorships/ partnerships
	Portfolio, Ltd.
	EB&M Holdings Ltd.
	Effem Private Credit Feeder Fund Ltd.
	Effem Private Credit Fund Ltd.
	Event-Driven Fund, Ltd.
	Forest Investments Limited
	Global Alternative Access Fund, Ltd.
	Grand River Absolute Return Fund,
	Ltd.
	Harbour View Investments Ltd.
	Hausman Investments Limited
	Horsebarn Hill Investment Fund, Ltd.
	ICE Focus EM Distressed Fund
	(Cayman), Ltd.
	ICE Global Credit Alpha Fund
	(Cayman), Ltd.
	Indus Asia Pacific Distribution Holding
	Company II, Ltd.
	Indus China Fund, Ltd.
	Indus China Master Fund, Ltd.
	Indus Emerging Markets Fund, Ltd.
	Indus Emerging Markets Master Fund,
	Ltd.
	Indus Japan Fund, Ltd
	Indus Japan Long Only Fund, Ltd.
	Indus Japan Long Only Master Fund,
	Ltd.
	Indus Japan Master Fund, Ltd.
	Indus Omni Fund, Ltd
	Indus Opportunity Fund, Ltd.
	Indus Opportunity Master Fund, Ltd.
	Indus Pacific Opportunities
	Distribution Holding Company, Ltd.
	Indus Pacific Opportunities Fund, Ltd.
	Indus Pacific Opportunities Master
	Fund, Ltd.
	Indus Select Fund, Ltd.
	Indus Select Master Fund, Ltd.
	Indus Sugi Long Only Fund, Ltd.
	Investment Opportunities Fund IV, Ltd.
	Investment Opportunities Fund V, Ltd.
	Investment Opportunities Fund VI, Ltd.
	Investment Opportunities SPC
	Investment Partners (B), Ltd.
	Joho Fund, Ltd.
	Jorvik Multi-Strategy Offshore Fund,
	Ltd.
	Karla Investments Ltd.
	Maverick Fund II, Ltd.
	Maverick Fund Ltd.
	Maverick Fund Private Investments,
	Ltd
	Maverick Fundamental Quant Fund,
	Ltd.
	Maverick Fundamental Quant Neutral
	Fund, Ltd.
	Maverick Fundamental Quant Neutral,
	Ltd.

Maverick Fundamental Quant, Ltd. Maverick Fundamental Special Portfolio, Ltd. Maverick Holdings C, Ltd. Maverick Holdings, Ltd. Maverick II Holdings, Ltd. Maverick II Private Investments Company, Ltd. Maverick II Private Investments, Ltd Maverick Levered Corp., Ltd Maverick Levered Fund, Ltd. Maverick Levered Master Fund, Ltd Maverick Long Enhanced Fund, Ltd. Maverick Long Enhanced, Ltd. Maverick Long Fund, Ltd. Maverick Long, Ltd. Maverick QM Neutral Fund, Ltd. Maverick Seed Fund, Ltd. Maverick Select Fund, Ltd. Maverick Select, Ltd. Maverick Stable Fund, Ltd. Maverick Stable Holdings, Ltd. Maverick Systematic Long Fund, Ltd. Maverick YC, Ltd. Midway Market Neutral International Fund, Ltd. Midway Market Neutral International Master Fund, Ltd. Morgan Stanley Select Investment Strategies Limited Nova Digital Opportunities Fund Limited Nova Digital Opportunities Master Fund Limited Oceana Fund Ltd. Oceana Master Fund Ltd. Peach Road Fund, Ltd. Penteli Master Fund, Ltd. Penteli Offshore Feeder Fund, Ltd. Phoenix QLS Fund, Ltd. Pike Place F1 Fund, Ltd. Prostasia Fund, Ltd. Q-BLK Appreciation Fund, Inc. Q-BLK Private Capital II (Institutional), Ltd. QDOM Fund, Ltd. QRA II Parallel Offshore, Ltd. QRA SR, Ltd. Quantitative Strategy Fund Queensgate Bank and Trust Company Ltd. Queensgate Group Ltd. QVDM Fund, Inc. QW Fund, Ltd. Sainsbury's Credit Opportunities Fund, Ltd. Scott's Cove Special Credits Master Fund Inc.

Name Current directorships/ partnerships Past directorships/ partnerships Scott's Cove Special Credits Offshore Fund I Limited Scott's Cove Special Credits Offshore Fund II Limited Simcoe Union Credit Opportunities Fund Ltd. Soundlink Investment Partners Offshore, Ltd. South Church Holdings Ltd. Special Offshore Ltd. E Steven Holdings Ltd. Stripe 101 Ltd. Stripe 103 Ltd. Stripe 107 Ltd. Stripe 108 Ltd. Stripe 76 Ltd. Stripe 77 Ltd. Stripe 79 Ltd. Stripe 80 Ltd. Stripe 81 Ltd. Stripe 82 Ltd. Stripe 83 Ltd. Stripe 88 Ltd. Stripe 90 Ltd. Stripe 91 Ltd. Stripe 92 Ltd. Stripe 93 Ltd. Stripe 95 Ltd. Stripe 98 Ltd. Stripe 99 Ltd. Stripe 107 Ltd. Systematic Fund GP Limited TCA 75, Ltd. The 1999 Primary Brinson Partnership Fund Offshore Series Company Ltd. The 2000 Primary Brinson Non-U.S. Partnership Fund Offshore Series Company Ltd. The 2000 Primary Brinson Partnership Fund Offshore Series Company Ltd. The 2001 Primary Brinson Non-US Partnership Fund Offshore Series Company Ltd. The 2001 Primary Brinson Partnership Fund Offshore Series Company Ltd. The 2002 Primary Brinson Non-US Partnership Fund Offshore Series Company Ltd. The 2002 Primary Brinson Partnership Fund Offshore Series Company Ltd. The 2002 Secondary Brinson Partnership Fund Offshore Series Company Ltd. The Burnet Fund Core Portfolio, Ltd. The Burnet Fund Discretionary Portfolio, Ltd. The Freycinet Fund Core Portfolio, Ltd. The Freycinet Fund Discretionary

Name	Current directorships/ partnerships Portfolio, Ltd.	Past directorships/ partnerships
	The Piquette Fund, Ltd.
	The Spartan Fund Limited
	Three Bridges Europe Master Fund, Ltd.
	Three Bridges Europe Fund, Ltd.
	Tilly Directors Limited
	Tilly Nominees Limited
	Tilly Secretaries Limited
	Ugland House (Cayman) Ltd.
	Wavertree Multi-Strategies Fund, Ltd.
	WCG Strategies Fund Limited
	Westberry Ltd.
Philippe	BH AlKout Fund Limited	BH-DG Systematic Trading Fund
Lespinard	BH Digital Asset Fund (I) Limited	Limited
	BH Digital Asset Fund Limited	BH-DG Systematic Trading Master
	BH Digital Asset Master Fund Limited	Fund Limited
	BH Digital Liquid Directional Fund	Brevan Howard Asia Fund Limited
	Limited	Brevan Howard Asia Master Fund
	BH Digital Liquid Trading Fund Limited	Limited
	BH Digital Liquid Trading UK Vehicle II	Brevan Howard Greek Opportunities
	Limited	Fund Limited
	BH Digital Opportunities I Fund	Brevan Howard Greek Opportunities
	Limited	Master Fund Limited
	BH Digital SPC	Brevan Howard Liquid Portfolio
	BH Digital Venture Fund Limited	Strategies
	BH Digitial Liquid Trading UK Vehicle I	Brevan Howard Securitized Products
	Limited	Fund Limited
	BH EF Fund Limited	Brevan Howard Securitized Products
	BH Systematic Research &	Master Fund Limited
	Technologies Fund Limited	Brevan Howard US Rates
	BHDO I Investments I Limited	Opportunities Fund Limited
	Brevan Howard ACA Macro Fund	Brevan Howard US Rates
	Limited	Opportunities Master Fund Limited
	Brevan Howard AH Fund Limited	NEOS Finance Group BV (Schroders
	Brevan Howard AH Master Fund	Affiliate)
	Limited	Queensgate Holdings SCP
	Brevan Howard Alpha Strategies Fund	Schroder Investment Management
	Limited	Switzerland AG
	Brevan Howard Alpha Strategies	Schroders PLC
	Master Fund Limited	Shield Fund Limited
	Brevan Howard AS Macro Fund	Shield Master Fund Limited
	Limited	Systematic Fund General Partner
	Brevan Howard AS Macro Master	Limited
	Fund Limited
	Brevan Howard Digital Asset Multi
	Strategy Fund Limited
	Brevan Howard FG Macro Fund
	Limited
	Brevan Howard FG Macro Master
	Fund Limited
	Brevan Howard Fund Limited
	Brevan Howard General Partner
	Limited
	Brevan Howard Global Volatility Fund
	Limited
	Brevan Howard Global Volatility
	Master Fund Limited

Name Current directorships/ partnerships Past directorships/ partnerships Brevan Howard LB Macro Fund Limited Brevan Howard LB Macro Master Fund Limited Brevan Howard Master Fund Limited Brevan Howard MB Macro Fund Limited Brevan Howard MB Macro Master Fund Limited Brevan Howard Multi-Strategy Fund Limited Brevan Howard Multi-Strategy Master Fund Limited Brevan Howard PT Fund Limited Brevan Howard Special Opportunities (I) Limited Brevan Howard Special Opportunities (II) Limited Brevan Howard Special Opportunities (II) SPC Brevan Howard Special Opportunities (III) Limited Brevan Howard Special Opportunities (IV) Limited Brevan Howard Special Opportunities (IX) Limited Brevan Howard Special Opportunities (V) Limited Brevan Howard Special Opportunities (VI) Limited Brevan Howard Special Opportunities (VII) Limited Brevan Howard Special Opportunities (VIII) Limited Brevan Howard Special Opportunities (X) Limited Brevan Howard Special Opportunities (XI) Limited Brevan Howard Special Opportunities (XII) Limited Brevan Howard Special Opportunities (XIV) Limited Brevan Howard Special Opportunities AC Fund Limited Brevan Howard Special Opportunities Co-Investment Fund Limited Brevan Howard Special Opportunities Master SPC Brevan Howard Special Opportunities SPC Brevan Howard TN Macro Fund Limited Brevan Howard TN Macro Master Fund Limited Nova Digital Opportunities Fund Limited Nova Digital Opportunities Master Fund Limited

Name	Current directorships/ partnerships Schroder Pension Trustee Limited UBP Asset Management (Europe) S.A. Union Bancaire Privée, UBP S.A. -	Past directorships/ partnerships
Carol Reynolds	London Branch 1824 Fund, Ltd. A Mountain Fund AOU Property Services Ltd. BAL Investments Limited Beach Point Total Return Offshore Fund II Ltd. BH AlKout Fund Limited BH Digital Asset Fund (I) Limited BH Digital Asset Fund Limited BH Digital Asset Master Fund Limited BH Digital Liquid Directional Fund Limited BH Digital Liquid Trading Fund Limited BH Digital Liquid Trading UK Vehicle II Limited BH Digital Opportunities I Fund Limited BH Digital SPC BH Digital Venture Fund Limited BH Digital Liquid Trading UK Vehicle I, Limited BH EF Fund Limited BH Systematic Research & Technologies Fund Limited BHDO I Investments I Limited BHMF Investments Limited Bishopsgate Credit Fund Ltd. Blackcomb Fund, Ltd. BlackRock Absolute Return Fund, Ltd. BlackRock HFoF MRP, Ltd. BlackRock Multi-Strategy Absolute Return Solution, Ltd. Brevan Howard ACA Macro Fund Limited Brevan Howard AH Fund Limited Brevan Howard AH Master Fund Limited Brevan Howard Alpha Strategies Fund Limited Brevan Howard Alpha Strategies Master Fund Limited Brevan Howard AS Macro Fund Limited Brevan Howard AS Macro Master Fund Limited Brevan Howard Asia Fund Limited Brevan Howard Asia Master Fund Limited Brevan Howard Digital Asset Multi Strategy Fund Limited Brevan Howard Emerging Markets Strategies Master Fund Limited Brevan Howard Equity Strategies	Beach Point Total Return Offshore Fund III Ltd. Beach Point Total Return Offshore Fund IV Ltd. BHMF Investments II Limited Clinton Lighthouse Equity Strategies Fund (Offshore), Ltd. Clinton Lighthouse Equity Strategies Master Fund, Ltd. CQS Asian Opportunities Feeder Fund Limited CQS Global Relative Value Feeder Fund Limited CQS Global Relative Value Master Fund Limited HCM Clinton Equity Strategies Ltd. Ugland House Limited Whalsay Energy Holdings Limited

Name Current directorships/ partnerships Past directorships/ partnerships Master Fund Limited Brevan Howard FG Macro Fund Limited Brevan Howard FG Macro Master Fund Limited Brevan Howard Fund Limited Brevan Howard General Partner Limited Brevan Howard Global Volatility Fund Limited Brevan Howard Global Volatility Master Fund Limited Brevan Howard Greek Opportunities Fund Limited Brevan Howard Greek Opportunities Master Fund Limited Brevan Howard LB Macro Fund Limited Brevan Howard LB Macro Master Fund Limited Brevan Howard Master Fund Limited Brevan Howard MB Macro Fund Limited Brevan Howard MB Macro Master Fund Limited Brevan Howard Multi-Strategy Fund Limited Brevan Howard Multi-Strategy Master Fund Limited Brevan Howard PT Fund Limited Brevan Howard Special Opportunities (I) Limited Brevan Howard Special Opportunities (II) Limited Brevan Howard Special Opportunities (II) SPC Brevan Howard Special Opportunities (III) Limited Brevan Howard Special Opportunities (IV) Limited Brevan Howard Special Opportunities (IX) Limited Brevan Howard Special Opportunities (V) Limited Brevan Howard Special Opportunities (VI) Limited Brevan Howard Special Opportunities (VII) Limited Brevan Howard Special Opportunities (VIII) Limited Brevan Howard Special Opportunities (X) Limited Brevan Howard Special Opportunities (XI) Limited Brevan Howard Special Opportunities (XII) Limited Brevan Howard Special Opportunities (XIV) Limited

Name Current directorships/ partnerships Past directorships/ partnerships Brevan Howard Special Opportunities AC Fund Limited Brevan Howard Special Opportunities Co-Investment Fund Limited Brevan Howard Special Opportunities Master SPC Brevan Howard Special Opportunities SPC Brevan Howard Strategic Macro Fund Limited Brevan Howard Strategic Macro Master Fund Limited Brevan Howard Strategic Opportunities Fund Limited Brevan Howard TN Macro Fund Limited Brevan Howard TN Macro Master Fund Limited Brevan Howard US Rates Opportunities Fund Limited Brevan Howard US Rates Opportunities Master Fund Limited Cardium Fund, Ltd. Core Alternatives Fund, Ltd. Coultry Directors Ltd. CQS ABS Feeder Fund Limited CQS ABS Master Fund Limited CQS Asian Macro Fund CQS Asian Macro Master Fund CQS Asian Opportunities Master Fund Limited CQS Carry Partner, LP CQS Dedicated Multi Strategy Fund Limited CQS Directional Opportunities Feeder Fund Limited CQS Directional Opportunities Feeder Fund, LP CQS Directional Opportunities IA, LP CQS Directional Opportunities Master Fund Limited CQS Diversified Fund (SPC) Limited CQS Global Convertible Arbitrage Feeder Fund Limited CQS Global Convertible Arbitrage Master Fund Limited CQS Global Relative Value IA, LP CQS IA General Partner CQS RCR Carry Partner, LP CQS RCR Fund I Feeder (DL), LP CQS RCR Fund I Feeder (EL), LP CQS RCR Fund I GP Limited CQS RCR Fund I Master (DL), LP CQS RCR Fund I Master (EL), LP CQS RCR II Feeder Fund (EUR), LP CQS RCR II Feeder Fund (USD), LP CQS RCR II Fund Aggregator, LP CQS RCR II Master Fund (EUR), LP

Name Current directorships/ partnerships Past directorships/ partnerships CQS RCR II Master Fund (USD), LP CQS US Feeder Funds (GP) LLC CW2 Market Opportunities Fund, Ltd. DO S1 Limited Downtown Holdings Ltd. DW CMBS Offshore Fund I, Ltd. DW RMBS Fund, LP DW RMBS Offshore Fund, LP Effem Private Credit Feeder Fund Ltd. Effem Private Credit Fund Ltd. Forest Investments Limited Global Alternative Access Fund, Ltd. Gracechurch Opportunities Fund Limited Grand River Absolute Return Fund, Ltd. Harbour View Investments Ltd. Hausman Investments Limited Horsebarn Hill Investment Fund, Ltd. Investment Opportunities Fund V, Ltd. Investment Opportunities Fund VI, Ltd. Investment Opportunities SPC Karla Investments Ltd. Noble Investors Limited Nova Digital Opportunities Fund Limited Nova Digital Opportunities Master Fund Limited Peach Road Fund, Ltd. Phoenix QLS Fund, Ltd. Pike Place F1 Fund, Ltd. Queensgate Bank and Trust Company Ltd. Soundlink Investment Partners Offshore, Ltd. South Church Holdings Ltd. Steven Holdings Ltd. Stripe 101 Ltd. Stripe 103 Ltd. Stripe 108 Ltd. Stripe 76 Ltd. Stripe 77 Ltd. Stripe 79 Ltd. Stripe 80 Ltd. Stripe 81 Ltd. Stripe 82 Ltd. Stripe 83 Ltd. Stripe 88 Ltd. Stripe 90 Ltd. Stripe 91 Ltd. Stripe 92 Ltd. Stripe 93 Ltd. Stripe 95 Ltd. Stripe 98 Ltd. Stripe 99 Ltd. Stripe 107 Ltd. The Burnet Fund Core Portfolio, Ltd. The Burnet Fund Discretionary

Name	Current directorships/ partnerships Portfolio, Ltd. The Freycinet Fund Discretionary Portfolio, Ltd. The Piquette Fund, Ltd. The Spartan Fund Limited Tilly Directors Limited Tilly Nominees Limited Tilly Secretaries Limited Triple A Holdings, Ltd. Twenty Acre Global Ltd. Ugland House (Cayman) Ltd. VantageRock Capital Fund LP	Past directorships/ partnerships
	VantageRock Capital Master Fund LP VantageRock Capital Offshore Fund Ltd. Wavertree Multi-Strategies Fund, Ltd. WCG Strategies Fund Limited Westberry Ltd.
Phil Schmitt	BH Alkout Fund Limited BH Digital Asset Fund (I) Limited BH Digital Asset Fund Limited BH Digital Asset Master Fund Limited BH Digital Liquid Directional Fund Limited BH Digital Liquid Trading Fund Limited BH Digital Liquid Trading UK Vehcile II Limited BH Digital Liquid Trading UK Vehicle I Limited BH Digital Opportunities I Fund Limited BH Digital SPC BH Digital Venture Fund Limited BH EF Fund Limited BHDO I Investments I Limited BH-DG Systematic Trading ERISA Fund Limited BH-DG Systematic Trading Fund Limited BH-DG Systematic Trading Master Fund Limited Brevan Howard Digital Asset Multi Strategy Fund Limited Brevan Howard AH Fund Limited Brevan Howard AH Master Fund Limited Brevan Howard Alpha Strategies Fund Limited Brevan Howard Alpha Strategies Master Fund Limited Brevan Howard AS Macro Fund Limited Brevan Howard AS Macro Master Fund Limited Brevan Howard FG Macro Fund Limited Brevan Howard FG Macro Master Fund Limited	Brevan Howard Asia Fund Limited Brevan Howard Asia Master Fund Limited Brevan Howard Greek Opportunities Fund Limited Brevan Howard Greek Opportunities Master Fund Limited Brevan Howard Securitized Products Fund Limited Brevan Howard Securitized Products Master Fund Limited Brevan Howard US Rates Opportunities Fund Limited Brevan Howard US Rates Opportunities Master Fund Limited DW Catalyst Investments, Ltd DW Catalyst Master Fund, Ltd. DW Catalyst Offshore Fund, Ltd. DW Value Investments, Ltd DW Value Master Fund, Ltd. DW Value Offshore Fund, Ltd. Green Power Action Inc. JABCAP EMEA Fund Limited JABCAP EMEA Master Fund Limited JABCAP Global Balanced Fund Limited JABCAP Global Balanced Master Fund Limited JABCAP Global Convertible Fund Limited JABCAP Global Convertible Master Fund Limited JABCAP Multi Strategy Fund Limited JABCAP Multi Strategy Master Fund Limited Jabre Capital Partners (GP) Limited Shield Fund Limited Shield Master Fund Limited Summerwood Delaware Corp.

Name Current directorships/ partnerships Past directorships/ partnerships Brevan Howard Fund Limited Brevan Howard General Partner Limited Brevan Howard Global Volatility Fund Limited Brevan Howard Global Volatility Master Fund Limited Brevan Howard LB Macro Fund Limited Brevan Howard LB Macro Master Fund Limited Brevan Howard Master Fund Limited Brevan Howard MB Macro Fund Limited Brevan Howard MB Macro Master Fund Limited Brevan Howard Multi-Strategy Fund Limited Brevan Howard Multi-Strategy Master Fund Limited Brevan Howard P&C Fund Limited Brevan Howard P&C Master Fund Limited Brevan Howard PT Fund Limited Brevan Howard Special Opportunities (I) Limited Brevan Howard Special Opportunities (II) Limited Brevan Howard Special Opportunities (II) SPC Brevan Howard Special Opportunities (III) Limited Brevan Howard Special Opportunities (IV) Limited Brevan Howard Special Opportunities (IX) Limited Brevan Howard Special Opportunities (V) Limited Brevan Howard Special Opportunities (VI) Limited Brevan Howard Special Opportunities (VII) Limited Brevan Howard Special Opportunities (VIII) Limited Brevan Howard Special Opportunities (X) Limited Brevan Howard Special Opportunities (XI) Limited Brevan Howard Special Opportunities (XII) Limited Brevan Howard Special Opportunities AC Fund Limited Brevan Howard Special Opportunities Co-Investment Fund Limited Brevan Howard Special Opportunities Master SPC Brevan Howard Special Opportunities SPC

Summerwood General Partner I Inc.

Name	Current directorships/ partnerships Brevan Howard TN Macro Fund Limited Brevan Howard TN Macro Master Fund Limited Kuvari Focus Fund Limited Kuvari Focus Long-Only Fund Limited Kuvari Focus Long-Only Master Fund Limited Kuvari Focus Master Fund Limited Kuvari Partners (GP) Limited Nova Digital Opportunities Fund Limited	Past directorships/ partnerships
Risto Silander	Nova Digital Opportunities Master Fund Limited Summerwood Capital Corp. Summerwood Group Inc. Summerwood Holdings Inc. Systematic Fund GP Limited BH AlKout Fund Limited BH Digital Asset Fund (I) Limited BH Digital Asset Fund Limited BH Digital Asset Master Fund Limited BH Digital Liquid Directional Fund Limited BH Digital Liquid Trading Fund Limited BH Digital Liquid Trading UK Vehicle II Limited BH Digital Opportunities I Fund Limited BH Digital SPC BH Digital Venture Fund Limited BH Digitial Liquid Trading UK Vehicle I Limited BH EF Fund Limited BH Systematic Research & Technologies Fund Limited BHDO I Investments I Limited Brevan Howard ACA Macro Fund Limited Brevan Howard AH Fund Limited Brevan Howard AH Master Fund Limited Brevan Howard Alpha Strategies Fund Limited Brevan Howard Alpha Strategies Master Fund Limited Brevan Howard AS Macro Fund Limited Brevan Howard AS Macro Master Fund Limited Brevan Howard Digital Asset Multi Strategy Fund Limited Brevan Howard FG Macro Fund Limited Brevan Howard FG Macro Master Fund Limited Brevan Howard Fund Limited Brevan Howard General Partner	Africa Padel BH-DG Systematic Trading Fund Limited BH-DG Systematic Trading Master Fund Limited Brevan Howard Asia Fund Limited Brevan Howard Asia Master Fund Limited Brevan Howard Greek Opportunities Fund Limited Brevan Howard Greek Opportunities Master Fund Limited Brevan Howard Securitized Products Fund Limited Brevan Howard Securitized Products Master Fund Limited Brevan Howard US Rates Opportunities Fund Limited Brevan Howard US Rates Opportunities Master Fund Limited Livförsäkringsaktiebolaget SEB Gamla Trygg Liv Magnolia Bostad AB Trygg Foundation Shield Fund Limited Shield Master Fund Limited Varenne AB

Name Current directorships/ partnerships Past directorships/ partnerships Limited Brevan Howard Global Volatility Fund Limited Brevan Howard Global Volatility Master Fund Limited Brevan Howard LB Macro Fund Limited Brevan Howard LB Macro Master Fund Limited Brevan Howard Master Fund Limited Brevan Howard MB Macro Fund Limited Brevan Howard MB Macro Master Fund Limited Brevan Howard Multi-Strategy Fund Limited Brevan Howard Multi-Strategy Master Fund Limited Brevan Howard PT Fund Limited Brevan Howard Special Opportunities (I) Limited Brevan Howard Special Opportunities (II) Limited Brevan Howard Special Opportunities (II) SPC Brevan Howard Special Opportunities (III) Limited Brevan Howard Special Opportunities (IV) Limited Brevan Howard Special Opportunities (IX) Limited Brevan Howard Special Opportunities (V) Limited Brevan Howard Special Opportunities (VI) Limited Brevan Howard Special Opportunities (VII) Limited Brevan Howard Special Opportunities (VIII) Limited Brevan Howard Special Opportunities (X) Limited Brevan Howard Special Opportunities (XI) Limited Brevan Howard Special Opportunities (XII) Limited Brevan Howard Special Opportunities (XIV) Limited Brevan Howard Special Opportunities AC Fund Limited Brevan Howard Special Opportunities Co-Investment Fund Limited Brevan Howard Special Opportunities Master SPC Brevan Howard Special Oppportunities SPC Brevan Howard TN Macro Fund Limited Brevan Howard TN Macro Master

Name	Current directorships/ partnerships Fund Limited Endeavour Pembroke Fund Ltd Niam AB Niam Credit Advisory AB Nova Digital Opportunities Fund	Past directorships/ partnerships
	Limited Nova Digital Opportunities Master Fund Limited
James Vernon	Stronghold Invest AB BH AlKout Fund Limited BH Digital Asset Fund (I) Limited BH Digital Asset Fund Limited BH Digital Asset Master Fund Limited BH Digital Liquid Directional Fund Limited BH Digital Liquid Trading Fund Limited BH Digital Liquid Trading UK Vehicle II Limited BH Digital Opportunities I Fund Limited BH Digital SPC BH Digital Venture Fund Limited BH Digitial Liquid Trading UK Vehicle I Limited BH EF Fund Limited BH Systematic Research & Technologies Fund Limited BHDO I Investments I Limited Brevan Howard ACA Macro Fund Limited Brevan Howard AH Fund Limited Brevan Howard AH Master Fund Limited Brevan Howard Alpha Strategies Fund Limited Brevan Howard Alpha Strategies Master Fund Limited Brevan Howard AS Macro Fund Limited Brevan Howard AS Macro Master Fund Limited Brevan Howard Capital Management Limited Brevan Howard Digital Asset Multi Strategy Fund Limited Brevan Howard FG Macro Fund Limited Brevan Howard FG Macro Master Fund Limited Brevan Howard Fund Limited Brevan Howard General Partner Limited Brevan Howard Global Volatility Fund Limited Brevan Howard Global Volatility Master Fund Limited	Brevan Howard Asia Fund Limited Brevan Howard Asia Master Fund Limited Brevan Howard Greek Opportunities Fund Limited Brevan Howard Greek Opportunities Master Fund Limited Brevan Howard Securitized Products Fund Limited Brevan Howard Securitized Products Master Fund Limited Brevan Howard US Rates Opportunities Master Fund Limited Brevan Howard US Rates Opportunities Master Fund Limited Danish Concept Stores Limited Shield Fund Limited Shield Master Fund Limited
	Brevan Howard LB Macro Fund Limited

Name Current directorships/ partnerships Past directorships/ partnerships Brevan Howard LB Macro Master Fund Limited Brevan Howard Master Fund Limited Brevan Howard MB Macro Fund Limited Brevan Howard MB Macro Master Fund Limited Brevan Howard Multi-Strategy Fund Limited Brevan Howard Multi-Strategy Master Fund Limited Brevan Howard PT Fund Limited Brevan Howard Special Opportunities (I) Limited Brevan Howard Special Opportunities (II) Limited Brevan Howard Special Opportunities (II) SPC Brevan Howard Special Opportunities (III) Limited Brevan Howard Special Opportunities (IV) Limited Brevan Howard Special Opportunities (IX) Limited Brevan Howard Special Opportunities (V) Limited Brevan Howard Special Opportunities (VI) Limited Brevan Howard Special Opportunities (VII) Limited Brevan Howard Special Opportunities (VIII) Limited Brevan Howard Special Opportunities (X) Limited Brevan Howard Special Opportunities (XI) Limited Brevan Howard Special Opportunities (XII) Limited Brevan Howard Special Opportunities (XIV) Limited Brevan Howard Special Opportunities AC Fund Limited Brevan Howard Special Opportunities Co-Investment Fund Limited Brevan Howard Special Opportunities Master SPC Brevan Howard Special Opportunities SPC Brevan Howard TN Macro Fund Limited Brevan Howard TN Macro Master Fund Limited Nova Digital Opportunities Fund Limited Nova Digital Opportunities Master Fund Limited The African Stove Company Limited

• 3.6 The interests of the Directors and their interests in companies associated with the Master Fund are set out below:
• (a) James Vernon is a member of the investment committee and audit committee of the Manager, which receives a management fee and may receive a performance fee in respect of its services. James Vernon has also been appointed to the board of directors of BHCML, the sole general partner of the Manager.
• (b) The Master Fund has entered into an agreement with Queensgate, a service provider incorporated in the Cayman Islands, pursuant to which Queensgate has agreed to provide the services of Karla Bodden and Carol Reynolds to act as directors of the Master Fund.
• (c) The Master Fund has entered into an agreement with Tempus2 Jersey Limited ("Tempus2"), a service provider incorporated in Jersey, pursuant to which Tempus2 has agreed to provide the services of James Vernon to act as a director of the Master Fund.
• (d) The Master Fund has entered into an agreement with Willard Advisors SARL ("Willard Advisors"), a service provider incorporated in France, pursuant to which Willard Advisors has agreed to provide the services of Philippe Lespinard to act as a director of the Master Fund.
• 3.7 As at the date of this Registration Document, there are no potential conflicts of interest between any duties to the Master Fund of any of the Master Fund directors and their private interests or other duties.
• 3.8 Philippe Lespinard, Risto Silander, Phil Schmitt and James Vernon are currently each entitled to a fee of US\$25,000 per annum in respect of the Master Fund. Philippe Lespinard has waived his entitlement to receive any fee and instead Willard Advisors will receive an annual fee of US\$25,000 per annum from the Master Fund for the provision of a director to the Master Fund. James Vernon has waived his entitlement to receive any fees and instead Tempus2 will receive an annual fee of US\$25,000 from the Master Fund for the provision of a director to the Master Fund. Karla Bodden and Carol Reynolds have waived their entitlement to receive any fee and instead Queensgate will receive an annual fee of US\$24,000 from the Master Fund for the provision of two directors to the Master Fund.
• 3.9 The Directors may also be paid all travelling, hotel and other expenses properly incurred by them in attending and returning from meetings of the Directors or any committee of the Directors or general meetings of the Master Fund or in connection with the business of the Master Fund.
• 3.10 At the date of this Registration Document, other than disclosed in this Registration Document:
• (a) none of the Master Fund directors has had any convictions in relation to fraudulent offences for at least the previous five years;
• (b) none of the Master Fund directors was a director of a company, a member of an administrative, management or supervisory body or a senior manager of a company within the previous five years which has entered into any bankruptcy, receivership or liquidation proceedings;
• (c) none of the Master Fund directors has been subject to any official public incrimination or sanctions by statutory or regulatory authorities (including designated professional bodies) or has been disqualified by a court from acting as a member of the administrative, management or supervisory bodies of an issuer or from acting in the management or conduct of the affairs of any issuer for at least the previous five years; and
• (d) none of the Master Fund directors is aware of any contract or arrangement subsisting in which they are materially interested and which is significant to the business of the Master Fund.

• 3.11 The Master Fund maintains directors' and officers' liability insurance on behalf of the Master Fund directors at the expense of the Master Fund.

• 3.12 The directors and other officers of the Master Fund are entitled to be indemnified by the Master Fund on a similar basis against expenses, losses or liabilities sustained or incurred by them in or about the execution of their duties.

• 3.13 The Cayman Companies Act imposes no requirement on investors in the Master Fund to disclose their shareholdings to any person.

4. MEMORANDUM AND ARTICLES OF ASSOCIATION OF THE MASTER FUND

• 4.1 The memorandum of association of the Master Fund provides that the objects of the Master Fund include carrying on business as an investment company.
• 4.2 The following is a summary of certain provisions of the articles of association of the Master Fund:

4.3 Share capital

• (a) The Master Fund may redeem all or some shares at any time. On written request by a shareholder of the Master Fund, the Master Fund must redeem up to 10 per cent. on any Master Fund redemption date of the aggregate number of the ordinary shares of the Master Fund or 20 per cent. on the next Master Fund redemption date following the expiry of 12 months after the passing of a Class Closure Resolution by the Company. If redemption requests on any redemption date exceed 10 per cent. of the total number of ordinary shares (or 20 per cent. where relevant), the directors of the Master Fund may reduce redemption requests rateably and pro rata amongst all shareholders seeking to redeem their shares on the relevant Master Fund redemption date.
• (b) The redemption of any ordinary shares of the Master Fund that are not redeemed on the relevant Redemption Date will be deferred to the next Master Fund Redemption Date, subject to further deferrals if the deferred requests themselves represent more than 10 per cent. of the total number of ordinary shares of the Master Fund in issue at that time. The directors of the Master Fund will satisfy in full all redemption requests in respect of class B shares for such Master Fund Redemption Date within six months of such Master Fund Redemption Date provided that the period for such redemption shall be extended by the length of any intervening period during which there has been a temporary suspension of the determination of the Master Fund net asset value in accordance with the terms of the Master Fund's articles of association. The relevant ordinary shares of the Master Fund will be redeemed at an amount equal to the Master Fund net asset value per each such ordinary share after deduction of realisation costs and charges.

4.4 Dividends

The directors of the Master Fund have discretion as to whether to declare dividends or other distributions out of the profits or share premium account of the Master Fund. The directors of the Master Fund may resolve to accumulate the income or profits arising or accruing to the Master Fund and for so long as such resolution remains in effect, no dividend will be declared or paid. Dividends may be paid in cash or in specie. Any dividend unclaimed after a period of six years from the date of declaration of such dividend will be forfeited and will revert to the Master Fund.

4.5 Distribution on winding-up

On a winding up, investors in the Master Fund will be entitled to the surplus assets remaining after payment of all the creditors of the Master Fund.

4.6 Shareholder voting

(a) Investors in the Master Fund have the right to receive notice of and to attend and vote at general meetings of the Master Fund. Each holder of shares being present in person or by proxy at a general meeting has, on a show of hands, one vote and, on a poll, one vote for every share held by him.

• (b) Subject to any special rights previously conferred on the holders of any shares or class of shares, any share in the Master Fund may be issued with or have attached thereto such preferred, deferred, qualified or other special rights or such restrictions, whether as to dividend, voting, return of capital or otherwise, as the Master Fund at any time by ordinary resolution may determine and subject to and in default of such resolution, as the directors of the Master Fund may determine.
• (c) The rights attaching to the shares of each class may be varied with the consent in writing of the holders of three-fourths of the issued shares of the relevant class or with the sanction of a three-fourths majority resolution of shareholders of the relevant class passed at a separate meeting.

4.7 Notice of general meetings

Investors in the Master Fund who are entitled to receive notices of any general meeting will be given not less than 14 days' notice specifying the time and place of the meeting and specifying also, in the case of any special business, the general nature of the business to be transacted. A meeting may be convened by shorter notice with the approval of a majority together holding not less than 95 per cent. in nominal value of the shares giving the right to attend and vote at the meeting.

4.8 Transfer of shares

Subject to the provisions of the articles of association of the Master Fund, any investor in the Master Fund may transfer all or any of his shares in the Master Fund by instrument of transfer in any usual or common form or any other form which the directors of the Master Fund may approve. The instrument of transfer of any shares in the Master Fund shall be signed by or on behalf of the transferor (and in the case of a partly paid share also by the transferee). The board of the Master Fund has absolute discretion to decline to register any transfer of any share and a transfer of shares will not (unless the directors of the Master Fund determine otherwise) be registered if as a consequence of such a transfer the transferor or the transferee would hold a number of shares the value of which is less than the minimum subscription level (or such other amount as the directors of the Master Fund may determine).

4.9 Alteration of capital and purchase of shares

• (a) The Master Fund may from time to time by ordinary resolution increase its share capital by such sum to be divided into shares of such class and amount as the resolution may prescribe.
• (b) The Master Fund may from time to time, subject to the provisions of the Cayman Companies Act, purchase its own shares (including any redeemable shares) provided that the manner of purchase has been authorised by general meeting and make payment for such purchase in any manner authorised by the Cayman Companies Law.
• (c) The Master Fund may by ordinary resolution consolidate and divide all or any of its share capital into shares of larger amounts than its existing shares, subdivide all or any of its shares into shares of a smaller amount than is fixed by the memorandum of association of the Master Fund (subject to the Cayman Companies Act) or cancel any shares which at the date of the resolution have not been taken or agreed to be taken and diminish the amount of its authorised share capital by the amount of shares so cancelled.
• (d) The Master Fund may by special resolution reduce its share capital, any capital redemption reserve fund or any capital redemption reserve fund or any share premium account in any manner and with and subject to any authority and consent required by law.

4.10 Borrowing powers

The directors of the Master Fund may exercise all the powers of the Master Fund to borrow money and to charge its assets.

4.11 Directors

• (a) Unless otherwise determined by ordinary resolution of the Master Fund, there is no minimum or maximum number of directors of the Master Fund.
• (b) The Master Fund directors may at any time appoint any person to be a director either to fill a casual vacancy or as an addition to the existing directors. Any director so appointed shall be eligible for re-election at the next annual general meeting following his or her appointment. The shareholders may by ordinary resolution, determined on a headcount, appoint or remove any director.
• (c) A director is not required to hold any shares in the Master Fund in order to qualify to be a director.
• (d) There is no provision for the retirement of directors on their attaining a certain age. Each director of the Master Fund must retire at each annual general meeting of the Master Fund and may offer himself or herself for re-election.
• (e) The office of director shall be vacated if the director resigns his or her office by written notice, if he or she shall have absented himself from meetings of the board for a consecutive period of 12 months and the board resolves that his or her office shall be vacated, if he or she becomes insolvent or compounds with his or her creditors, if he or she is requested to resign by a majority of his or her co-directors, or if he or she becomes prohibited by law from being a director.
• (f) No agreement or transaction between the Master Fund and one or more of its directors or any person in which any director has a financial interest or to whom any director is related, including as a director of that other person, is void or voidable for that reason only or by reason only that the director is present at the meeting of directors or at the meeting of the committee of directors that approves the agreement or transaction, or that the vote or consent of that director is counted for that purpose, provided that the material facts of the interest of each relevant director in the agreement or transaction, and his or her interest in or relationship to any other party to the agreement or transaction, are disclosed in good faith to or known by the other Master Fund directors. A Master Fund director who has an interest in any particular business to be considered at a meeting of the Master Fund directors or shareholders may be counted for the purpose of determining whether the meeting is duly constituted.

5. PRIME BROKERS TO THE MASTER FUND

5.1 The Master Fund utilises a number of prime brokers, with the allocation of assets between the prime brokers being determined by the nature and type of transaction.

5.2 Citigroup Global Markets Inc.

• (a) The Master Fund has appointed Citigroup Global Markets Inc. ("CGMI"), a wholly-owned indirect subsidiary of Citigroup, Inc., as a prime broker to the Master Fund under the terms of an Institutional Client Account Agreement dated 5 February 2016 between the Master Fund, CGMI and certain affiliates of CGMI (each a "CGMI Affiliate") and each of the Prime Brokerage Terms Supplement and FICC Transactions Annex thereto (together, the "CGMI Agreement"). CGMI is incorporated in the state of New York in the United States. CGMI is a registered broker-dealer authorised and regulated by the SEC and is a registered futures commission merchant with the CFTC. The services which CGMI may provide under the CGMI Agreement include custodial, execution, clearing, settlement and cash and securities lending services.

• (b) The Master Fund is required to deliver such collateral as CGMI or any CGMI Affiliate, at its sole option and in its sole discretion, will determine. Such collateral is under the exclusive control of CGMI or the relevant CGMI Affiliate, who has the right to use the cash, securities and any other property held by CGMI or any CGMI Affiliate in its sole discretion to satisfy the Master Fund's obligations to CGMI or any CGMI Affiliate pursuant to the CGMI Agreement or otherwise.

• (c) The Master Fund has granted to CGMI and each CGMI Affiliate a first priority security interest in the cash, securities and any other property comprising such collateral. The Master Fund will rank as an unsecured creditor in relation thereto and, in the event of the insolvency of CGMI, the Master Fund may not be able to recover such cash, securities and other property in full, or at all.

• (d) In accordance with applicable US law, including, but not limited to, the rules and regulations of the SEC, all of the assets of the Master Fund which do not form part of such collateral must be held by CGMI as custodian in the name of the Master Fund and beneficial ownership thereof must be recorded on the books of CGMI as belonging to the Master Fund. The rules of the SEC require that CGMI maintain the physical possession or control of all fully-paid securities and any excess margin customer securities. To the extent required by applicable US law, such securities and cash will generally not be available to the creditors of CGMI. The Master Fund has granted to CGMI and to each CGMI Affiliate the right, without notice to the Master Fund, (1) to hold and re-register any collateral in the name of CGMI or a CGMI Affiliate, or in a name other than the Master Fund's, (2) to pledge, repledge, hypothecate, rehypothecate, sell, lend or otherwise transfer or use any amount of the collateral up to an amount equal to 105 per cent. of the Master Fund's Indebtedness (as defined in the CGMI Agreement), separately or together with any other assets or amounts of the collateral, with all attendant rights of ownership, for the sum due from the Master Fund to CGMI or any CGMI Affiliate, or for a greater sum and for a period of time longer than the obligations or contracts with respect to which such collateral was pledged and without retaining in their possession and control a like amount of similar collateral and (3) to use or invest cash collateral at its own risk.
• (e) None of CGMI or any CGMI Affiliate, or any of their respective officers, directors, employees, agents or counsel, will be liable for any action taken or omitted to be taken by any of them with respect to the Master Fund except for the gross negligence or wilful misconduct of CGMI or the applicable CGMI Affiliate, as the case may be. Further, none of CGMI or any CGMI Affiliate will be liable for the acts or omissions of any subcustodian or other agent selected with reasonable care. In no event will CGMI or any CGMI Affiliate be liable for any indirect, consequential, exemplary or punitive damages incurred by the Master Fund.
• (f) The Master Fund has agreed to indemnify and hold harmless CGMI, its officers, directors, employees, agents or counsel, harmless from and fully reimburse them for any direct loss, claim, damage, liability, cost, obligation, penalty, fine or excise tax when and as incurred by any of them that arises from, or relates to, or is in connection with certain matters as set out in the CGMI Agreement.
• (g) CGMI will have no decision-making responsibility relating to the Master Fund's investments, which decisions remain the responsibility of the Master Fund at all times. CGMI will have no responsibility for any of the Master Fund's assets that are not held by CGMI or its affiliates. CGMI and the Master Fund may amend the terms of the CGMI Agreement in writing at any time.
• (h) The principal place of business of CGMI is 390 Greenwich Street, 3rd Floor, New York, NY 10013, USA and its telephone number is +1(800)7332889.
• (i) CGMI has no responsibility for the preparation of this Registration Document or the activities of the Master Fund or its affiliates and accepts no responsibility for any information contained in this Registration Document.

5.3 Citigroup Global Markets Limited

(a) The Master Fund has appointed Citigroup Global Markets Limited ("CGML") as a prime broker and custodian pursuant to a Prime Brokerage Agreement dated 18 February 2022 entered into between the Master Fund and CGML (the "CGML Prime Brokerage Agreement"). The services provided by CGML under the CGML Prime Brokerage Agreement may include the provision of financing, clearing, settlement, securities lending and any other investment services agreed between the parties from time to time. In addition, CGML serves as a custodian of those of the Master Fund's securities which it holds. CGML is incorporated in England. CGML is authorised by the PRA and is regulated by the FCA and the PRA.

• (b) Securities that are held by CGML as custodian ("Custody Securities") are required to be held by CGML on trust in accordance with the terms of the CGML Prime Brokerage Agreement and the rules of the FCA. The Custody Securities should therefore be unavailable to the creditors of CGML or any other entity in the event of CGML's insolvency. CGML may, in accordance with the rules of the FCA, in relation to any Custody Securities effect registration or record legal title of such securities in any name (including, where required by law or market practice, in CGML's own name or the name of a third party) to the extent permitted by, and in accordance with, the FCA's rules.
• (c) Custody Securities recorded as being held in a securities account of the Master Fund may be held in a pooled account with other securities held by CGML for CGML's other customers. Where securities are held on a pooled basis, individual entitlements may not be identifiable by separate certificates, other physical documents or equivalent electronic records, and in the event of an unreconcilable shortfall in the amount of securities held in respect of a pooled account compared with the amount of securities held in such pooled account, each customer (including the Master Fund) whose securities are held in such pooled account may share in the shortfall pro rata in proportion to the amount of securities recorded as being held for such customer in such account.
• (d) CGML may, where it considers it necessary in order for it to gain access to a local market, because of the nature of the applicable law or market practice, and where it reasonably considers it in the Master Fund's best interests to do so, arrange for Custody Securities to be held overseas. If such Custody Securities are held in the name of CGML, the Custody Securities may not be segregated from CGML's own securities and accordingly, on the occurrence of an event of default in respect of CGML, the Master Fund may not be as well protected from claims of CGML's creditors as it would have been had its securities been segregated from CGML's own securities. Custody Securities and cash may be held in accounts with a third party in a state which is not an EEA state, and in such case, the relevant accounts will be subject to the laws of that state and the Master Fund's rights relating to such securities may be different from rights relating to such securities if the same were held in accounts subject to the settlement, legal and regulatory requirements applying in an EEA sate.
• (e) Cash credited to the Master Fund's cash account will become the absolute property of CGML free from any equity, right, title or interest of the Master Fund and such cash will not be subject to the protections conferred by the FCA's client money rules, and, in the event of the insolvency of CGML, the Master Fund may not be able to recover such cash in full, or at all.
• (f) Pursuant to the terms of the CGML Prime Brokerage Agreement, CGML may provide services to the Master Fund with or through its affiliates or any other third party (whether as agent, nominee, sub-custodian or delegate or in any other role or function) as may be appointed by CGML in its sole discretion (each a "Delegate"). Any such appointment by CGML will be on such terms as CGML may determine, provided that CGML must at all times exercise due skill, care and diligence in the selection, appointment and monitoring of such Delegate. Subject to the foregoing, neither CGML nor any affiliate of CGML will have any liability to the Master Fund with respect to any Delegate that is not an affiliate. CGML accepts the same level of responsibility for the acts and omissions of any affiliate and any nominee company controlled by CGML as for CGML's own acts and omissions under the CGML Prime Brokerage Agreement. Subject to the foregoing, neither CGML nor any affiliate will be liable for any act or omission, or for the solvency, of any third party that is not an affiliate that has been appointed to perform the services under the CGML Prime Brokerage Agreement.
• (g) As continuing security for the payment or discharge of certain of the Master Fund's liabilities to CGML, the Master Fund has agreed to: assign the benefit of any termination amounts owed to it under the CGML Prime Brokerage Agreement and certain other agreements with CGML, charge by way of first fixed charge the benefit of any Custody

Securities or any other securities credited or recorded as being held in any other bank or accounts in which the Master Fund may have acquired any benefit in relation to the CGML Prime Brokerage Agreement, and charge by way of first fixed charge the benefit of any securities account, cash account and client money account or other account in which the Master Fund may have acquired any benefit in relation to the CGML Prime Brokerage Agreement or certain other agreements with CGML, to CGML.

• (h) Under the terms of the CGML Prime Brokerage Agreement, CGML may from time to time, in its sole discretion and in accordance with the FCA's rules, rehypothecate Custody Securities, up to a limit of 110% of the Master Fund's indebtedness to CGML (as calculated pursuant to a formula set out in the CGML Prime Brokerage Agreement) in accordance with the terms and conditions of the CGML Prime Brokerage Agreement ("Rehypothecated Assets").
• (i) Where CGML has exercised its right to rehypothecate, the Rehypothecated Assets will become the property of CGML and the Master Fund will have a right to the redelivery by CGML of equivalent securities to the Rehypothecated Assets. Such Rehypothecated Assets will not therefore be held in the name of the Master Fund and will be available to the creditors of CGML in the event of its insolvency or default. The Master Fund will rank as an unsecured creditor in relation thereto and, in the event of the insolvency of CGML the Master Fund may not be able to recover equivalent securities in full, or at all.
• (j) The Master Fund has undertaken to indemnify and hold CGML harmless from and against any direct loss, cost, liability, expense or damage including without limitation, reasonable legal or other professional fees or expenses ("Losses") which CGML (or its affiliate) may suffer or incur in the course of, or as a result of, anything done or omitted to be done for the purpose of carrying out any of the services in accordance with the CGML Prime Brokerage Agreement or otherwise caused by a failure by the Master Fund to comply with its obligations or representations and warranties thereunder, save to the extent that such Losses occur as a direct result of the wilful default, fraud, or negligence of CGML or its affiliate.
• (k) In acting as custodian or nominee, CGML will have no liability to the Master Fund for loss or damage caused to it as a result of CGML performing such obligations in the absence of its own (or its affiliate's) negligence, fraud or wilful default. In no circumstances will CGML or the Master Fund be liable for any loss (whether direct or indirect) of business profits, revenue or of data, or any indirect, consequential or incidental losses, claims awards and proceedings.
• (l) The CGML Prime Brokerage Agreement provides for a number of events of default which may allow CGML to terminate the CGML Prime Brokerage Agreement which include insolvency, failure to pay or deliver, breach of agreement, repudiation, and breach of representation or warranty on the part of the Master Fund. In addition, if an act of insolvency occurs with respect to CGML, then this will constitute an event of default which may allow the Master Fund to terminate the CGML Prime Brokerage Agreement.
• (m) The Master Fund may terminate the CGML Prime Brokerage Agreement by giving at least 3 business days' prior written notice to CGML and CGML may terminate the CGML Prime Brokerage Agreement or any service thereunder by giving at least 90 calendar days' prior written notice to the Master Fund.
• (n) The principal place of business of CGML is Citigroup Centre, 25-33 Canada Square, London E14 5LB, England and its telephone number is +44 207 500 5000.
• (o) CGML has no responsibility for the preparation of this Registration Document or the activities of the Master Fund or its affiliates and accepts no responsibility for any information contained in this Registration Document.

5.4 Credit Suisse Securities (USA) LLC

(a) Credit Suisse Securities (USA) LLC ("CSSL") acts as a prime broker and custodian to the Master Fund pursuant to the terms and conditions of a Customer Agreement (together with the Annexes and Schedules thereto) dated 11 March 2003, as amended and restated by way of an Amended and Restated Customer Agreement (together with the Annexes and Schedules thereto) dated 22 December 2009 (the "CSSL Prime Brokerage Agreement"). CSSL is a part of the Credit Suisse Group and is based in New York, with offices worldwide. CSSL is incorporated in the state of Delaware in the United States. CSSL is authorised and regulated by the US Federal Reserve Board. CSSL provides prime brokerage services to the Master Fund under normal commercial terms pursuant to the CSSL Prime Brokerage Agreement. These services include the provision to the Master Fund of clearing, settlement and foreign exchange services pursuant to which CSSL or its affiliates enter into transactions with the Master Fund on either a principal or agency basis.

• (b) In accordance with applicable US law, including but not limited to, the rules and regulations of the SEC, all of the assets of the Master Fund are held in the name of the Master Fund and beneficial ownership thereof is recorded on the books of CSSL as belonging to the Master Fund. The rules of the SEC require that CSSL hold all fully-paid and excess margin customer securities either physically or in a control location. To the extent of applicable US law, such securities and cash will generally not be available to the creditors of CSSL. CSSL is authorised, within the limits of applicable US law, to lend to itself or to others and to pledge, repledge, hypothecate or rehypothecate assets of the Master Fund which are held as margin, in which event the Master Fund will only have a right to the return of equivalent assets. CSSL has a security interest in all securities and other property of the Master Fund that are held in an account at CSSL or its affiliates to secure the payment and performance by the Master Fund of its obligations to CSSL and its affiliates.
• (c) CSSL may appoint sub-custodians of the assets of the Master Fund. CSSL will exercise reasonable skill, care and diligence in the selection of any such sub-custodian and will be responsible to the Master Fund for satisfying itself as to the ongoing suitability of such sub-custodian to provide custodian services to the Master Fund, will maintain an appropriate level of supervision over such sub-custodian and will make appropriate enquiries periodically to confirm that the obligations of such sub-custodian continue to be competently discharged.
• (d) The Master Fund may terminate the CSSL Prime Brokerage Agreement upon 30 days' prior written notice to CSSL (except that the Customer Agreement will remain applicable to any transactions then outstanding) and such other notice (if any) as such Annexes will require. CSSL may terminate the CSSL Prime Brokerage Agreement upon 90 days' prior written notice to the Master Fund (except that the Customer Agreement will remain applicable to any transactions then outstanding) and such other notice (if any) as such Annexes will require.
• (e) The Master Fund has agreed to indemnify and hold harmless, and pay or reimburse on demand, CSSL and its officers, directors, employees, agents and affiliates for any reasonable direct loss, claim, damage or expense (including reasonable attorneys' fees and expenses, reasonable accountants' fees and expenses, direct damages, fines and penalties but excluding ordinary overheads) except to the extent that the same result from CSSL's negligence, wilful misconduct, bad faith, fraud or breach of applicable law or regulation, or a material breach of the terms of the CSSL Prime Brokerage Agreement or any other agreement between CSSL and the Master Fund.
• (f) CSSL is a registered broker-dealer with the SEC and is a registered futures commission merchant with the CFTC.
• (g) CSSL has no decision-making responsibility relating to the Master Fund's investments, which decisions remain the responsibility of the Master Fund at all times. CSSL has no responsibility for any of the Master Fund's assets that are not held by CSSL or its affiliates. CSSL and the Master Fund may amend the terms of the CSSL Prime Brokerage Agreement in writing at any time.
• (h) The principal place of business of CSSL is Eleven Madison Avenue, New York, NY 10010, USA and its telephone number is +12123252000

(i) CSSL has no responsibility for the preparation of this Registration Document or the activities of the Master Fund or its affiliates and accepts no responsibility for any information contained in this Registration Document.

5.5 Barclays Bank PLC

• (a) The Master Fund has retained Barclays Bank PLC ("BBPLC") as a prime broker and custodian pursuant to an amended and restated prime brokerage agreement between the Master Fund and BBPLC dated 18 January 2022 (the "BBPLC Prime Brokerage Agreement").
• (b) BBPLC provides prime brokerage services to the Master Fund, including the provision of custody, margin financing, clearing, settlement, securities lending and other services. The Master Fund may also utilise BBPLC for the purposes of executing transactions for the Master Fund in which case, save in relation to securities lending, such execution services will be provided in accordance with BBPLC's general terms of business (if any) or such other terms as BBPLC provides from time to time.
• (c) BBPLC also provides a custody service for all of the Master Fund's investments held on the books of BBPLC as part of its prime brokerage function in accordance with the terms of the BBPLC Prime Brokerage Agreement and the FCA Rules. BBPLC shall, subject to the terms of the BBPLC Prime Brokerage Agreement and the FCA Rules, hold the Master Fund's securities as custodian on trust for the Master Fund, other than securities in respect of which a right of re-use has been exercised or a customer securities loan (each as defined below), and shall segregate such securities from any securities belonging to BBPLC so that the Master Fund's securities are separately identifiable from BBPLC's own securities on BBPLC's books and records. Any such segregated securities belonging to the Master Fund should therefore be unavailable to the general creditors of BBPLC.
• (d) The legal title to the Master Fund's securities may be registered or recorded in (i) the name of a nominee company that is controlled by any of BBPLC, an affiliate, a recognised investment exchange or a designated investment exchange, or a subcustodian or agent permitted under the FCA Rules, (ii) the name of the Master Fund or (iii) in the name of BBPLC or a third party, where the securities are subject to the law or market practice of a jurisdiction outside the United Kingdom and BBPLC has taken reasonable steps to determine that it is in the Master Fund's best interests to register or record legal title in that way, or that it is not feasible to do otherwise.

• (e) BBPLC may delegate the performance of any of its obligations under the BBPLC Prime Brokerage Agreement to nominees, sub-custodians or agents (including any affiliates of BBPLC). In doing so, BBPLC will exercise all due skill, care and diligence in the selection of a suitable sub-custodian, nominee or agent and shall be responsible for the duration of the sub-custody agreement for satisfying itself as to the ongoing suitability of such sub-custodian to provide custodial services to the Master Fund and BBPLC. BBPLC also agrees to maintain an appropriate level of supervision over each relevant subcustodian and make appropriate enquiries, periodically, to confirm that the obligations of each such sub-custodian continue to be competently discharged. BBPLC will not be responsible for (a) the performance by any nominee, sub-custodian or agent to whom it has delegated any of its obligations under the BBPLC Prime Brokerage Agreement or (b) the solvency, act or omissions of any party in whose custody any of the Master Fund's cash or securities have been deposited except (i) in the case of sub-custodians, this exclusion of liability will not apply to any loss which is directly caused by a failure of BBPLC to use reasonable skill, care and diligence in the selection and appointment of such sub-custodian, (ii) in the case of nominees, BBPLC accepts the same level of responsibility to the Master Fund for any nominee controlled by BBPLC as it does for itself, and (iii) in the case of sub-custodians which are affiliates, BBPLC accepts liability for any loss of cash of securities which is directly caused by the sub-custodian's insolvency or breach of law or practice applicable to the safekeeping of such assets.

• (f) As security for the payment and discharge of all liabilities of the Master Fund to BBPLC, the Master Fund has charged all the Master Fund's right, title and interest in (i) all securities and cash and related documents held by BBPLC for the account of the Master Fund and (ii) in all of the Master Fund's investments held by BBPLC for the Master Fund's account.

• (g) BBPLC acts as banker and not as trustee in respect of any money it holds on behalf of the Master Fund. As a result, any cash which BBPLC holds or receives on the Master Fund's behalf is not treated by BBPLC as client money and is not subject to the client money protections conferred by the FCA's client money rules. In particular, BBPLC does not segregate the Master Fund's money from its own money and BBPLC is not liable to account to the Master Fund for any profits made by BBPLC's use as banker of such funds. The Master Fund therefore ranks as an unsecured creditor of BBPLC in respect of such cash and, in the event of the insolvency of BBPLC may not receive back such cash in full or at all.
• (h) The Master Fund's securities may be borrowed, lent, charged, rehypothecated, disposed of or otherwise utilised ("Re-use") by BBPLC for its own purposes or for the purposes of any third party, up to a limit of 130 per cent of the Master Fund's indebtedness to BBPLC from time to time (calculated in accordance with a formula set out in the BBPLC Prime Brokerage Agreement). In addition to the rights of Re-Use, BBPLC and the Master Fund may agree that BBPLC may utilise certain securities of the Master Fund subject to certain enhanced terms and conditions that BBPLC and the Master Fund may agree from time to time ("Customer Securities Loan"). Any such Customer Securities Loan would not count towards the specified limit applicable in respect of BBPLC's right of Re-use. Upon the exercise by BBPLC of a right of Re-use or the entry into any Customer Securities Loan, the relevant securities will become the property of BBPLC and the Master Fund will have a right against BBPLC for the return of equivalent securities. The Master Fund will rank as an unsecured creditor in relation thereto and, in the event of the insolvency of BBPLC, the Master Fund may not be able to recover such equivalent securities in
• (i) None of BBPLC, its affiliates or any of their respective officers, directors, employees or agents ("Barclays Entities") will be liable for any loss, damage, cost, charge, fee, expense or liability ("Loss") resulting from any action taken or omitted to be taken by any of them in connection with the BBPLC Prime Brokerage Agreement or the services provided under the BBPLC Prime Brokerage Agreement except where such Loss results directly from the fraud, negligence, wilful default, material breach of the BBPLC Prime Brokerage Agreement or material breach of laws applicable to Barclays in relation to services being provided under the BBPLC Prime Brokerage Agreement by any Barclays Entities.

• (j) The Master Fund has agreed to indemnify BBPLC and its affiliates for any loss, claim, damage, liability, penalty, fine or tax (each an "Indemnifiable Loss") arising as a result of: (i) BBPLC or an affiliate acting or declining to act on instructions or other communications reasonably believed, acting in good faith, to be from an authorised person; (ii) a breach by the Master Fund of any obligation, representation or warranty under the BBPLC Prime Brokerage Agreement; (iii) any settlement of any claim or litigation relating to BBPLC or an affiliate acting in any capacity for the Master Fund or in connection with any investigation, claim, action or proceeding relating to the Master Fund, any account of BBPLC or the BBPLC Prime Brokerage Agreement; (iv) any activities or services of BBPLC or an affiliate to or for the benefit of the Master Fund in connection with the BBPLC Prime Brokerage Agreement; (v) any other commitment into which BBPLC or an affiliate has commercially reasonably entered in connection with, or as a hedge in an effort to mitigate, any resulting loss to which BBPLC or an affiliate is exposed because of a default in respect of the Master Fund under the BBPLC Prime Brokerage Agreement; and (vi) the enforcement of BBPLC's rights under the commitment terms agreed between BBPLC and the Master Fund; except in each case to the extent that such Indemnifiable Loss arises directly from BBPLC's or the affiliate's fraud, negligence, wilful default, material breach of the BBPLC Prime Brokerage Agreement or material breach of laws or applicable regulations applicable to BBPLC in relation to services being provided under the BBPLC Prime Brokerage Agreement.

• (k) The BBPLC Prime Brokerage Agreement may be terminated by written notice from either party to the other. Where BBPLC is the terminating party, termination will take effect 28 days after receipt of such notice by the Master Fund. Where the Master Fund is the terminating party, termination will take effect 10 business days after receipt of such notice by BBPLC. The BBPLC Prime Brokerage Agreement may also be terminated by either party with immediate notice following an event of default by the other party.

• (l) BBPLC is incorporated in England and is authorised by the PRA and regulated by the FCA and the PRA.
• (m) The principal place of business of BBPLC is One Churchill Place, London, E14 5HPE, United Kingdom and its telephone number is +442071161000.
• (n) BBPLC has no decision-making discretion relating to the Master Fund's investments. BBPLC is a service provider to the Master Fund and is not responsible for the preparation of this Registration Document or the activities of the Master Fund and therefore accepts no responsibility for any information contained in this Registration Document.

5.6 Credit Suisse AG, Dublin Branch

• (a) The Master Fund has appointed Credit Suisse AG, Dublin branch ("CSAG") as a prime broker and custodian pursuant to Master Prime Brokerage Terms dated 22 August 2019 entered into between the Master Fund and CSAG for itself and on behalf of its affiliates (each of CSAG and its affiliates being a "CS Entity"), as supplemented by CSAG's standard terms and conditions (the "Credit Suisse AG Prime Brokerage Terms"). CSAG is incorporated in Switzerland. CSAG may provide prime brokerage services under the Credit Suisse AG Prime Brokerage Terms. These services may include the provision to the Master Fund of financing, execution, clearing, settlement, reporting and securities lending services. In addition, CSAG serves as a custodian of those of the Master Fund's securities which it holds. Credit Suisse AG is authorised and regulated by the Swiss Financial Market Supervisory Authority ("FINMA") in Switzerland and CSAG is regulated by the Central Bank of Ireland for conduct of business.
• (b) Securities, financial instruments or other property (other than cash) of the Master Fund that are held by CSAG as custodian ("Custody Securities") are required to be held by CSAG in accordance with the terms of the Credit Suisse AG Prime Brokerage Terms and the terms set out in Schedule 3 of the Irish statutory instrument No 375/2017, European Union (Markets in Financial Instruments) Regulations, 2017 (as amended from time to time) (the "Regulations"). The Custody Securities are identified and recorded separately from any of CSAG's own assets, and CSAG will establish an account or accounts for such purpose, the title of which will make it clear that assets in such account are Custody Securities and as such are held for the benefit of the Master Fund. The Custody Securities should therefore be unavailable to the creditors of CSAG or any other entity in the event of CSAG's insolvency.
• (c) CSAG may hold Custody Securities in registrable form in the name of (i) the Master Fund or any other person in accordance with the Master Fund's written instructions, (ii) a nominee controlled by it or its affiliate, (iii) a nominee which is controlled by an exchange which is a regulated market, (iv) a nominee which is controlled by a third party with whom the Custody Securities are deposited that is an eligible custodian for the purposes of the Regulations (an "Eligible Custodian") or (v) where it is not feasible to do otherwise due to the nature of the law or market practice of the relevant jurisdiction outside Ireland, the Custody Securities may be held in the name of an Eligible Custodian or a CS Entity, in which case, they may not be segregated from that entity's own investments and may not be as well protected from the insolvency of such entity.
• (d) Subject to the foregoing, CSAG may at any time or times delegate to any person(s) all or any of its rights, powers and discretions relating to the provision of its custody services, and may employ custodians and sub-custodians who are Eligible Custodians or nominees (each a "Sub-Custodian") on such terms as it sees fit, provided that such terms meet certain minimum requirements set out in the Credit Suisse AG Prime Brokerage Terms. CSAG will exercise reasonable skill, care and diligence in the selection and appointment

of any such Sub-Custodian, will be responsible to the Master Fund for satisfying itself as to the ongoing suitability of such Sub-Custodian to provide custodian services in respect of the Master Fund's assets, will maintain an appropriate level of supervision over such Sub-Custodian and will make appropriate enquiries periodically to confirm that the obligations of such Sub-Custodian continue to be competently discharged. CSAG will be responsible and liable for the solvency and acts or omissions of any Sub-Custodian who is an affiliate of, or a nominee company controlled by, CSAG. CSAG will be responsible and liable for the solvency, acts or omissions of any Sub-Custodian who is not an affiliate of, or nominee company controlled by, CSAG to the extent that any loss arises directly from the failure by CSAG to perform its obligations as described in this paragraph.

• (e) CSAG intends to pool Custody Securities in an omnibus account with a Sub-Custodian and will be entitled to treat them as fungible with assets of the same description of other customers. Sub-Custodians may also pool assets transferred to them with assets belonging to other customers of each of them in an omnibus account. One of the risks of such pooling is that in the course of settlement, Custody Securities may be used by CSAG or a Sub-Custodian for the account of other customers or each of them and vice versa. The principal risk arising from such pooling is the risk of shortfall which may occur if such Sub-Custodian or third party defaults or holds less assets than it should for the benefit of all of its custody clients. Any shortfall may then have to be shared proportionately among all custody clients whose assets are held by that third party and as a result, the Master Fund may not receive its full entitlement.
• (f) In addition, where CSAG, acting in good faith, reasonably believes that the security granted under the Credit Suisse AG Prime Brokerage Terms may not be effective in a particular market or jurisdiction and CSAG has agreed to provide a cash loan to the Master Fund against the value of securities held by the Master Fund in the relevant market or jurisdiction, then CSAG may require that such securities will not be held by CSAG as custodian, but ownership of such securities will be transferred to CSAG for the duration of the relevant cash loan. In relation to such securities ("Specified Assets"), CSAG will be obliged only to return equivalent securities and the Master Fund will have a right against CSAG for the return of equivalent securities. CSAG will not transfer any Specified Assets without the Master Fund's express instruction. The Master Fund will rank as an unsecured creditor in relation thereto and, in the event of the insolvency of CSAG, the Master Fund may not be able to recover equivalent securities in full, or at all.
• (g) Money received or held by CSAG pursuant to the Credit Suisse AG Prime Brokerage Terms will be transferred outright on a full title transfer basis to CSAG, will not be segregated from CSAG's own money and will be used by CSAG for its own purposes. Consequently, the Master Fund will rank as a general creditor of CSAG to the extent of any obligation to repay cash amounts to the Master Fund.
• (h) In addition to CSAG's ability to take ownership of Specified Assets, CSAG is authorised to sell, borrow, lend or otherwise transfer or use Custody Securities for CSAG's own purposes up to an amount not exceeding the equivalent value in US Dollars of 100 per cent. of certain of the Master Fund's obligations to CSAG, calculated in accordance with a formula set out in the Credit Suisse AG Prime Brokerage Terms ("Rehypothecated Securities"). Rehypothecated Securities will become the property of CSAG and the Master Fund will have a right against CSAG for the return of equivalent securities. Such Rehypothecated Securities will not therefore be held in the name of the Master Fund and will be available to the creditors of CSAG in the event of its insolvency or default. The Master Fund will rank as an unsecured creditor in relation thereto and, in the event of the insolvency of CSAG the Master Fund may not be able to recover equivalent securities in full, or at all.

• (i) As security for the payment and performance by the Master Fund of all of its obligations to CSAG under the Credit Suisse AG Prime Brokerage Terms, the Master Fund has granted a first fixed charge in favour of CSAG over any and all of its right, title and interest in cash and other assets or securities held by CSAG and has assigned by way of security any and all of its right, title and interest in any other product specific agreements with CSAG.

• (j) The Master Fund has agreed to release, indemnify and hold harmless CSAG, its officers, directors, employees, agents and affiliated persons ("Indemnified Persons") for any reasonable direct loss, claim, damage or expense (including reasonable legal fees and expenses, reasonable accountants' fees and expenses, fines and penalties) ("Claims") when and as incurred by, or asserted against CSAG and such persons arising out of or in connection with the Credit Suisse AG Prime Brokerage Terms or pursuant to authorised instructions received by CSAG from the Master Fund or its agent. Notwithstanding the foregoing, no Indemnified Person will have the right to indemnification in respect of Claims which are the result of negligence, wilful misconduct, bad faith, fraud, or breach of applicable law or regulation or a material breach of the Credit Suisse AG Prime Brokerage Terms or product-specific contracts between the Master Fund and CSAG, by one or more Indemnified Persons.

• (k) The Credit Suisse AG Prime Brokerage Terms provide that no CS Entity (nor its or their directors, officers, employees, agents or counsel) will be liable under the Credit Suisse AG Prime Brokerage Terms except for its or their own negligence, wilful misconduct, bad faith, fraud or material breach of agreement or to the extent that the CS Entity knew of or should reasonably have known of such law or regulation, a breach of such applicable law or regulation.
• (l) In no circumstances will CSAG or the Master Fund be liable for any consequential loss or damage arising from certain events beyond their control as more particularly described in the Credit Suisse AG Prime Brokerage Terms.
• (m) The Credit Suisse AG Prime Brokerage Terms provide for a number of events of default which may allow CSAG to terminate the Credit Suisse AG Prime Brokerage Terms which include insolvency, failure to pay or deliver, breach of agreement, repudiation, and breach of representation or warranty on the part of the Master Fund. In addition, if an act of insolvency or a material breach of representation or warranty occurs with respect to CSAG, then this will constitute an event of default which may allow the Master Fund to terminate the Credit Suisse AG Prime Brokerage Terms.
• (n) The Credit Suisse AG Prime Brokerage Terms may be terminated at any time (i) by CSAG upon ninety days' prior written notice to the Master Fund or (ii) by the Master Fund upon thirty days' prior written notice to CSAG.
• (o) The principal place of business of CSAG is Kilmore House, Park Lane, Spencer Dock, Dublin 1, Ireland and its telephone number is +35315235800.
• (p) CSAG has no decision-making discretion relating to the Master Fund's investments. CSAG is a service provider to the Master Fund and is not responsible for the preparation of this Registration Document or the activities of the Master Fund and, therefore, accepts no responsibility for any information contained in this Registration Document.

5.7 J.P. Morgan Securities LLC

• (a) The Master Fund has appointed J.P. Morgan Securities LLC ("JPMS") to provide it with fixed income prime brokerage services pursuant to the terms of an Institutional Account Agreement dated 24 January 2022, between the Master Fund, JPMS, J.P. Morgan Securities plc ("JPMS plc") and certain other members of the J.P. Morgan group of companies (JPMS, JPMS plc, and such JPM group entities, individually and collectively as the context requires, a "JP Morgan Entity" or "JP Morgan") (the "JPMS Prime Brokerage Agreement").
• (b) JPMS is a wholly-owned subsidiary of JPMorgan Chase & Co. JPMS is a broker-dealer registered with, and regulated by, the SEC and a member of FINRA. JPMS is incorporated in the state of Delaware in the United States of America.
• (c) These services may include the provision to the Master Fund of clearing and settlement services of certain Fixed Income Clearing Corporation transactions, and other related brokerage and financial services.

• (d) JP Morgan may also provide a custody service for the Master Fund's financial instruments, in accordance with applicable law of the United States and the terms of the JPMS Prime Brokerage Agreement.

• (e) JPMS may appoint sub-custodians, including its affiliates, of assets held by or through the Master Fund's accounts. JPMS will exercise reasonable skill, care and diligence in the selection of any such sub-custodian and will be responsible to the Master Fund for satisfying itself as to the ongoing suitability of such sub-custodian to provide custodial services, will maintain an appropriate level of supervision over such sub-custodian and will make appropriate inquiries periodically to confirm that the obligations of such subcustodian continue to be competently discharged. JPMS will be liable only for loss or damage arising out of the insolvency, acts or omissions of any sub-custodian appointed by it that is its affiliate, but will not be liable for any such loss or damage arising out of the insolvency, acts or omissions of any sub-custodian appointed by it that is not its affiliate, provided that JPMS has complied with its undertakings in the preceding sentence.

• (f) Pursuant to the JPMS Prime Brokerage Agreement, the Master Fund is required to deposit with JPMS such margin as required for the account established by JPMS subject to certain limits and parameters set out in the JPMS Prime Brokerage Agreement.
• (g) The rules of the SEC require that JPMS hold all fully-paid and excess margin customer securities either physically at the broker-dealer or in a control location (meeting the requirements of the SEC rules or as otherwise indicated by the SEC).
• (h) The Master Fund has granted to each JP Morgan Entity a continuing security interest in and lien upon all of its rights, title and interests to: (i) any account maintained for the Master Fund by or with any JP Morgan Entity; (ii) all property credited to or held in any such account or otherwise held, or carried by or through, or subject to the control of any JP Morgan Entity or agent thereof, including all margin, securities, securities accounts, monies and certain contracts; (iii) all rights the Master Fund has in any obligation of any JP Morgan Entity under certain agreements or otherwise, and all rights the Master Fund has in any unsettled transactions; and (iv) all proceeds of or distributions on any of the foregoing as security and margin for the payment and performance of each of the Master Fund's obligations to each JP Morgan Entity (collectively "Margin").
• (i) Each JP Morgan Entity shall have the right to comply with any orders or instructions of each other JP Morgan Entity with respect to transfers of Margin. Within the limits of applicable law, JPMS (and not, for the avoidance of doubt, JPMS plc) may pledge, repledge, hypothecate, rehypothecate, sell, lend or otherwise transfer or use any amount of the securities which constitute Margin.
• (j) JPMS shall have no liability with respect to any breach of its obligations under the JPMS Prime Brokerage Agreement which does not arise from its wilful default, fraud, bad faith, material breach of the JPMS Prime Brokerage Agreement, material breach of Applicable Law or negligence, but in each case only to the extent of direct losses suffered by the Master Fund as a result thereof. JPMS will not be liable, in any circumstance, for any consequential, indirect, incidental, or any similar damages (even if informed of the possibility or likelihood of such damages).

• (k) The Master Fund has agreed, pursuant to the JPMS Prime Brokerage Agreement, to indemnify JPMS and its officers, directors, employees and agents (the "JPM Indemnified Parties") harmless from and against, and will pay JPMS on demand, any and all losses, claims, damages, liabilities, obligations, penalties, excise taxes, judgments and awards and costs incurred by JPMS (including costs of collection, reasonable attorneys' fees, court costs and other expenses) in connection with, related to or arising from (i) the Master Fund's obligations to JP Morgan, (ii) enforcing its rights under the JPMS Prime Brokerage Agreement (iii) any investigation, litigation or proceeding involving the Master Fund, its accounts, any property therein (including claims to such property by third parties) or any activity with JP Morgan; and (iv) JPMS acting in reliance upon instructions JPMS reasonably believes to be transmitted by an authorized person ("Costs"), save, in each case, where such Costs are caused by a JPM Indemnified Party's negligence, fraud, bad faith or wilful default, breach of the JPMS Prime Brokerage Agreement or breach of applicable laws.

• (l) The Master Fund may terminate the JPMS Prime Brokerage Agreement upon 30 days' prior written notice to JP Morgan, and JP Morgan may terminate the JPMS Prime Brokerage Agreement upon 60 days' prior written notice to the Master Fund; provided, however, that the Master Fund's termination of the JPMS Prime Brokerage Agreement will not be effective until the Master Fund has fully satisfied its obligations to the JP Morgan Entities.

• (m) JPMS has no decision-making responsibility relating to the Master Fund's investments, which decisions remain the responsibility of the Master Fund at all times. JPMS will have no responsibility for any of the Master Fund's assets that are not held by JPMS or its affiliates.
• (n) JPMS has no responsibility for the preparation of this Registration Document or the activities of the Master Fund and accepts no responsibility for any information contained in this Registration Document.
• (o) The principal place of business of JPMS is 383 Madison Avenue, NY 10179 United States of America, and its telephone number is +1 212 270 6000.

6. CUSTODIANS TO THE MASTER FUND

The Master Fund utilises a number of custodians. The allocation of assets between the custodians, and between the prime brokers and the custodians, are determined by the nature of the transaction.

6.1 BNP Paribas S.A. (Dublin Branch)

• (a) The Master Fund has appointed BNP Paribas S.A. (Dublin branch) a public limited company (société anonyme) incorporated under the laws of France ("BNP Dublin") to act as a custodian to the Master Fund under a custodian agreement dated 26 June 2019 (the "BNP Dublin Custodian Agreement"). BNP Dublin provides various custody services to the Master Fund in relation to securities and other instruments, including shares in collective investment undertakings.
• (b) BNP Dublin will ensure that there is legal separation of the Master Fund's non-cash investments held in its custody and that the Master Fund's investments will be segregated from the assets of BNP Dublin, its sub-custodians, nominees or agents and will be identified separately on BNP Dublin's books and records. The Master Fund's investments may, however, be pooled with other assets belonging to BNP Dublin's other customers and may be registered or recorded in the name of BNP Dublin (which may occur from time to time).
• (c) Cash will be held by BNP Dublin in its capacity as banker and not as trustee and in the event of the insolvency of BNP Dublin, the claim of the Master Fund would be as a general unsecured creditor in the insolvency of BNP Dublin (subject to the availability of any deposit protection scheme) and as such the Master Fund will be at risk of the loss of some or all of the cash held on deposit with BNP Dublin.
• (d) Under the BNP Dublin Custodian Agreement, BNP Dublin will be liable to the Master Fund for any losses suffered which are directly attributable to fraud, negligence or wilful misconduct on the part of BNP Dublin in the performance of its obligations. BNP Dublin will not be liable to the Master Fund or any other person for consequential or indirect or special losses or damages arising out of or in connection with the performance or nonperformance by BNP Dublin of its duties and obligations, even if advised of the possibility of such losses or damage arising.
• (e) BNP Dublin may use other financial institutions, sub-custodians and nominees (including affiliates) for the safekeeping of the Master Fund's investments provided however that the liability of BNP Dublin will not be affected by the fact that it has entrusted to any such third party some or all of such investments for safekeeping. BNP Dublin is required to maintain an appropriate level of supervision over the safekeeping agent and make appropriate enquiries from time to time to confirm that the obligations of the agent continue to be competently discharged. BNP Dublin will not be liable for any loss, liability, damage, expense or costs sustained, suffered or incurred by the Master Fund arising out

of or in connection with the failure of a sub-custodian to segregate the Master Fund's investments. However, BNP Dublin will be liable to the Master Fund for such losses which are directly caused by a lack of due care, skill and diligence in the appointment of such a third party or sub-custodian.

• (f) The Master Fund has agreed to indemnify BNP Dublin against all actions, proceedings and claims (including claims of any person purporting to be the beneficial owner of any part of the Master Fund's investments) and against all reasonably incurred costs, demands and expenses (including legal and professional expenses) arising out of or in connection therewith which may be brought against, directly suffered or incurred (which for the avoidance of doubt includes all profits and third party claims) by BNP Dublin by reason of the performance or non-performance of BNP Dublin's duties under the BNP Dublin Custodian Agreement, save where and to the extent that any such costs and expenses arise as a result of BNP Dublin's negligence, fraud, wilful default or from the fact that the Master Fund's investments are registered in the name of or held by the Custodian or its nominees or agents.
• (g) In order to secure the Master Fund's obligations to BNP Dublin in respect to any claim by BNP Dublin for fees and expenses for any services provided or exposures arising under the BNP Dublin Custodian Agreement, the Master Fund has granted to BNP Dublin a continuing lien over the Master Fund's investments held by BNP Dublin and a right to set-off or retain such investments against such fees and expenses or exposures.
• (h) The BNP Dublin Custodian Agreement may be terminated by either party giving written notice of at least 60 days to the other party. However, either party may terminate the BNP Dublin Custodian Agreement with immediate notice if the other party (a) goes into liquidation or receivership, or an examiner or administrator is appointed (except for a voluntary liquidation for the purposes of reconstruction or amalgamation upon terms previously approved in writing by the notifying party), or is unable to pay its debts as they fall due or some other event having equivalent or analogous effect occurs, (b) has committed any material breach of the provisions of the BNP Dublin Custodian Agreement, including any material breach of representations and warranties thereunder and, if capable of remedy, has not remedied that breach within 30 days after the service of written notice requiring it to be remedied or (c) ceases to be authorised to perform or receive the services under the BNP Dublin Custodian Agreement.
• (i) BNP Dublin is a branch of BNP Paribas S.A., a company incorporated in France, subject to prudential supervision on a consolidated basis by the European Central Bank, in cooperation with the Autorité de contrôle prudentiel et de résolution. As a public listed company and as an investment service provider, BNP Paribas S.A. is also operating in France under the supervision of the Autorité des marchés financiers. BNP Dublin acts, inter alia, as custodian and/or depositary of a number of collective investment schemes. BNP Dublin 's main business activity consists of providing custody and related services to collective investment schemesand other portfolios.
• (j) The principal place of business of BNP Dublin is Termini 3, Arkle Road, Sandyford Dublin, Ireland and its telephone number is +3531612 6400.
• (k) BNP Dublin is a service provider to the Master Fund and is not responsible for the preparation of this Registration Document or the activities of the Master Fund and therefore accepts no responsibility for any information contained in this Registration Document.

6.2 The Bank of New York Mellon, London Branch

(a) The Master Fund has appointed The Bank of New York Mellon, London branch ("BNYM") to act as a custodian to the Master Fund pursuant to a global custody agreement dated 16 May 2008, as amended (the "BNYM Global Custody Agreement"). BNYM is responsible for safekeeping and administration of assets deposited with it by the Master Fund. BNYM organised pursuant to the laws of New York, operating through its branch in London and is authorised and regulated by the US Federal Reserve Board, is authorised and is subject to limited regulation by the PRA and is subject to regulation by the FCA.

• (b) BNYM is authorised to directly or indirectly appoint sub-custodians to safekeep, administer and hold the securities of the Master Fund on such terms as BNYM may determine and subject to any applicable law, rule, regulation or market practice. The ownership of the Master Fund's securities will be clearly recorded as belonging to the Master Fund and will be segregated from BNYM's general assets. Registrable securities may be registered in the name of a nominee of BNYM or a sub-custodian. However, where required by local laws, rules, regulations or market practices, or where BNYM reasonably believes it is in the Master Fund's best interests to do so, securities may be registered in BNYM's or a sub-custodian's name in a designated client account. The Master Fund's securities may be pooled with securities belonging to BNYM's other customers and may be held in an omnibus client custody account but will not be pooled with any of BNYM's property.
• (c) BNYM holds any cash deposited with it as banker, and the Master Fund will rank as an unsecured creditor of BNYM in relation thereto. Alternatively, the Master Fund may request that its cash be held in a segregated client account with a sub-custodian or third party bank in the client's name, in which case, BNYM will not be liable for the repayment of any such cash.
• (d) BNYM has agreed to carry out its duties under the BNYM Global Custody Agreement with the skill and care reasonably expected of a professional custodian and banker and shall in addition use reasonable skill, care and diligence in the selection of any subcustodian appointed by it and shall be responsible for the duration of any sub-custody agreement for satisfying itself as to the ongoing suitability of such sub-custodian, for the maintaining of an appropriate level of monitoring over such sub-custodian and for making periodic enquiries so as to confirm that the obligations of such sub-custodian to BNYM are discharged in a satisfactory manner. In carrying out its duties and functions under the BNYM Global Custody Agreement, BNYM accepts liability to the Master Fund for any loss insofar as that loss is a result of a breach of the BNYM Global Custody Agreement arising directly from its negligence, wilful default or fraud, or that of any sub-custodian or nominee or any provider of proxy voting services appointed by BNYM.
• (e) The Master Fund has undertaken to ratify all acts carried out by BNYM or its affiliates in the proper performance of the terms of the BNYM Global Custody Agreement and has agreed to hold BNYM and its affiliates (the "Indemnified Parties") harmless from and keep BNYM and its affiliates indemnified (on an after tax basis) against any and all losses of any kind or nature arising out of the performance of BNYM's obligations under the BNYM Global Custody Agreement, except to the extent that those losses result from the negligence, wilful default, fraud, breach of the BNYM Global Custody Agreement or breach of any law, rule or regulation that is applicable to BNYM or any of its affiliates or of any sub-custodian or nominee which may arise in connection with the holding of the assets of the Master Fund or otherwise in connection with the BNYM Global Custody Agreement. In addition, the Master Fund has agreed to hold harmless and indemnify (on an after tax basis) the Indemnified Parties against any and all losses of any kind or nature arising out of any action or omission taken by BNYM on the Master Fund's instructions in relation to any security interests of third parties over the assets held by BNYM.
• (f) To the extent that cash or securities have been advanced to the Master Fund by BNYM, BNYM may withhold repayment or delivery to the Master Fund of its assets until the Master Fund's liabilities have been discharged and may use any cash held by it to repay such liabilities.
• (g) Under the BNYM Global Custody Agreement, BNYM will not be liable for (a) any loss of profits, loss of business, loss of opportunity or loss of goodwill or for any incidental, consequential, indirect, special or exemplary loss in any circumstances arising from any representation or breach of an implied or express term of the BNYM Global Custody Agreement, (b) for any loss incurred by the Master Fund arising from the default or insolvency of any agent, broker, bank or other third party, (c) any loss incurred by the Master Fund in connection with the use of any central securities depository, securities settlement system, clearing house, or book-entry securities system, (d) any loss incurred by the Master Fund in connection with the holding, registration or recording of assets by

any person selected for that purpose by the Master Fund or on the Master Fund's behalf or (e) any loss arising in connection with any defect in or dispute over the title, evidence of title, validity or genuineness of any asset received by BNYM or delivered to BNYM pursuant to the BNYM Global Custody Agreement. In any event, BNYM's liability under the Global Custody Agreement in respect of the loss of, or failure to acquire, an asset will be limited to the market value (or fair value) of the asset as at the date of notification to the Master Fund of such loss or failure, plus interest from the date of such notification.

• (h) The BNYM Global Custody Agreement may be terminated by the Master Fund or BNYM upon 90 days' prior written notice to the other. The BNYM Global Custody Agreement may be terminated by the Master Fund or BNYM without notice (a) if an order or made or a resolution is passed for the winding up of the other party otherwise than for the purpose of its amalgamation or reconstruction on terms previously approved by the other party, (b) the other party shall be insolvent or stop or threaten to stop carrying on business or payment of its debts or make any arrangement with its creditors generally or (c) the other party incurs a debt or liability to the unaffected party or where the unaffected party incurs a loss which, in each case, is not met or discharged by the other party within ten business days of being required to do so by notice from the unaffected party. The BNYM Global Custody Agreement will terminate immediately if (a) any charge, lien or other encumbrance is asserted against any of the assets of the Master Fund held for the Master Fund pursuant to the BNYM Global Custody Agreement other than in certain circumstances, (b) any distress, execution or sequestration or other process is levied or enforced against any of the assets held for the Master Fund pursuant to the BNYM Global Custody Agreement and is not discharged within 20 business days or (c) a receiver, administrator or administrative receiver is appointed over any of such assets.
• (i) The principal place of business of BNYM is One Canada Square, London, E14 5AL and its telephone number is +442075701784.
• (j) BNYM is a service provider to the Master Fund and is not responsible for the preparation of this Registration Document or the activities of the Master Fund and therefore accepts no responsibility for any information contained in this Registration Document.

7. FEES AND EXPENSES OF THE MASTER FUND

• 7.1 Other than the operational services fee described in Part II of this Registration Document, no management or performance fees are payable by the Master Fund to the Manager.
• 7.2 The Manager pays the fees of the Investment Managers in respect of their services as investment managers to the Master Fund.
• 7.3 The Manager pays the fees of the Services Providers in respect of their services in respect of the Master Fund pursuant to the Omnibus Services Agreement.
• 7.4 The Manager pays the fees of Coremont in respect of its services to the Master Fund pursuant to the Coremont Services Agreement.

7.5 Master Fund Administrator

• (a) State Street Fund Services (Ireland) Limited, the Master Fund Administrator, receives from the Master Fund a monthly administration fee, payable in arrear, of:

• (i) a pro rata share (by assets under management subject to such fee) of 1/12 of the following percentages of the aggregate opening net asset value of all fund entities (before deduction of any management fees, performance fees or other similar fees or expenses) managed by the Manager (including the Master Fund) and administered by the Master Fund Administrator (together, the "Relevant BH Funds"):

  • (1) 0.16 per cent. on the first US\$5 billion;
  • (2) 0.14 per cent. on the next US\$5 billion;
  • (3) 0.12 per cent. on the next US\$5 billion;
  • (4) 0.10 per cent. on the next US\$2.5 billion; and
  • (5) 0.08 per cent. on the balance; less

• (ii) the portion of such fee attributable to investments made by any Relevant BH Fund, directly or indirectly, in any other Relevant BH Fund (which, for the avoidance of doubt, includes: (1) investments by any Relevant BH Fund which is a feeder fund in a Relevant BH Fund which is a master fund; and (2) investments by any Relevant BH Fund which is a master fund in another such Relevant BH Fund).

• (b) The assets of any Relevant BH Funds paying a minimum administration fee will not be included in the aggregate net asset value of all Relevant BH Funds.
• (c) The Master Fund Administrator is reimbursed by the Master Fund for any reasonable outof-pocket expenses necessarily incurred in the performance of its duties.
• 7.6 The prime brokers to the Master Fund receive such fees as may be agreed with the Master Fund from time to time at normal commercial rates.
• 7.7 The custodians to the Master Fund are paid the following fees:
• (a) BNP Dublin receives an asset servicing fee on an asset-by-asset basis of 0.01 per cent. of the value of the relevant asset. BNP Dublin also receives fees at normal commercial rates for additional services and is also reimbursed its reasonable out-of-pocket expenses in connection with the business of the Master Fund; and
• (b) BNYM receives a fee comprised of transaction charges and an administration/ safekeeping fee on an asset-by-asset basis, which for the majority of custodied assets is currently 0.01 per cent. of the value of the relevant asset, but in any event is not expected to exceed 0.02 per cent. of the value of the relevant asset, subject to a minimum fee of US\$75,000 per annum. BNYM also receives such fees as may be agreed with the Master Fund from time to time at normal commercial rates for, amongst other things, communication fees and account maintenance and the establishment and maintenance of segregated initial margin accounts. BNYM is also reimbursed its reasonable out-of-pocket expenses in connection with the business of the Master Fund.
• 7.8 The auditors, legal counsel and the registered office provider are paid fees by the Master Fund at commercial rates. Fees may be changed by mutual agreement from time to time.

8. MATERIAL CONTRACTS

The following are all of the contracts, not being contracts entered into in the ordinary course of business, that have been entered into by the Master Fund in the two years prior to the date of this document and are, or may be, material or that contain any provision under which the Master Fund has any obligation or entitlement which is or may be material to it as at the date of this Registration Document:

8.1 Management Agreements and Investment Management Agreements

(a) An Amended and Restated Management Agreement dated 22 December 2022, as supplemented by a supplemental management agreement dated 20 January 2023 (the "Master Fund Management Agreement") among, inter alia (1) the Master Fund and (2) the Manager, whereby the Master Fund appointed the Manager, subject to the control of and review by the Master Fund directors, to manage the Master Fund. Save as set out herein, the Manager may delegate any of its functions, powers and duties under the Master Fund Management Agreement to any affiliate. The Master Fund Management Agreement will continue in force until terminated by any party on 90 days' notice in writing to the other parties. It may be terminated forthwith by any party on immediate written notice if another party commits any material breach of its obligations and fails to remedy the breach within 30 days of receipt of written notice requiring the same, or if any other party is dissolved or otherwise enters into insolvency proceedings. The Manager will not be liable for any loss suffered by the Master Fund in connection with the performance or non-performance by it of its obligations and duties under the Master Fund Management Agreement in the absence of negligence, wilful default or fraud on the part of the Manager. The Master Fund has agreed to indemnify the Manager against all liabilities incurred by it in the performance of its obligations and duties under the Master Fund Management Agreement other than liabilities arising out of the negligence, wilful default or fraud on the part of the Manager in the performance or non-performance of its obligations and duties. The Master Fund and the Manager have agreed an approach to trade errors under which any losses arising from trade errors that would otherwise potentially be reimbursable by the Manager may be offset by any gains arising from other trade errors occurring in the same calendar year. To the extent gains exceed losses (if any), such excess gains will be for the account of the Master Fund.

• (b) An Amended and Restated Investment Management Agreement dated 27 April 2020 (the "BHAM Investment Management Agreement") among, inter alia (1) the Master Fund, (2) the Manager and (3) BHAM. The BHAM Investment Management Agreement will continue in force until terminated by any party on 90 days' notice in writing to the other parties. It may be terminated forthwith by any party on immediate written notice if another party commits any material breach of its obligations and fails to remedy the breach within 30 days of receipt of written notice requiring the same, or if another party is dissolved or otherwise enters into insolvency proceedings. The BHAM Investment Management Agreement may be terminated forthwith by the Manager giving written notice to BHAM where BHCML or the Manager considers it to be in the interest of investors in the Master Fund and/or any of the Master Fund's dedicated feeder funds to do so. The BHAM Investment Management Agreement will terminate automatically if neither BHCML or the Manager are registered with the JFSC under Jersey Law or the Manager otherwise ceases to be able to fulfil its obligations under the BHAM Investment Management Agreement as a result of any change in the laws or applicable regulations in Jersey. BHAM will not be liable for any loss suffered by the Master Fund in connection with the performance or non-performance by it of its obligations and duties under the BHAM Investment Management Agreement in the absence of fraud, wilful default or negligence on the part of BHAM. The Master Fund has agreed to indemnify BHAM against all liabilities incurred by it in the performance of its obligations and duties under the BHAM Investment Management Agreement other than liabilities arising out of the fraud, wilful default or negligence on the part of BHAM in the performance or nonperformance of its obligations and duties.
• (c) An Amended and Restated Investment Management Agreement dated 27 April 2020 (the "BHHK Investment Management Agreement") between (1) the Master Fund, (2) the Manager and (3) BHHK. The BHHK Investment Management Agreement will continue in force until terminated by any party on 90 days' notice in writing to the other parties. It may be terminated forthwith by any party on immediate written notice if another party commits any material breach of its obligations and fails to remedy the breach within 30 days of receipt of written notice requiring the same, or if another party is dissolved or otherwise enters into insolvency proceedings. The BHHK Investment Management Agreement may be terminated forthwith by the Manager giving written notice to BHHK where BHCML or the Manager considers it to be in the interest of investors in the Master Fund and/or any of the Master Fund's dedicated feeder funds to do so. The BHHK Investment Management Agreement will terminate automatically if neither BHCML or the Manager are registered with the JFSC under Jersey Law or the Manager otherwise ceases to be able to fulfil its obligations under the BHHK Investment Management Agreement as a result of any change in the laws or applicable regulations in Jersey. BHHK will not be liable for any loss suffered by the Master Fund in connection with the performance or non-performance by it of its obligations and duties under the BHHK Investment Management Agreement in the absence of fraud, wilful default or negligence on the part of BHHK. The Master Fund has agreed to indemnify BHHK against all liabilities incurred by it in the performance of its obligations and duties under the BHHK Investment Management Agreement other than liabilities arising out of the fraud, wilful default or negligence on the part of BHHK in the performance or nonperformance of its obligations and duties.
• (d) An Amended and Restated Investment Management Agreement dated 27 April 2020 (the "BHIP Investment Management Agreement") between (1) the Master Fund, (2) the Manager and (3) BHIP. The BHIP Investment Management Agreement may be terminated by notice in writing by one party to the other parties. The BHIP Investment Management Agreement may be terminated forthwith by the Manager giving written notice to BHIP where BHCML or the Manager considers it to be in the interest of investors in the Master Fund and/or any of the Master Fund's dedicated feeder funds to do so. The BHIP

Investment Management Agreement will terminate automatically if neither BHCML or the Manager are registered with the JFSC under Jersey Law or the Manager otherwise ceases to be able to fulfil its obligations under the BHIP Investment Management Agreement as a result of any change in the laws or applicable regulations in Jersey. BHIP will not be liable for any loss suffered by the Master Fund in connection with the performance or non-performance by it of its obligations and duties under the BHIP Investment Management Agreement in the absence of fraud, wilful default or negligence on the part of BHIP. The Master Fund has agreed to indemnify BHIP against all liabilities incurred by it in the performance of its obligations and duties under the BHIP Investment Management Agreement other than liabilities arising out of the fraud, wilful default or negligence on the part of BHIP in the performance or non-performance of its obligations and duties.

• (e) An Amended and Restated Investment Management Agreement effective from 3 January 2018 (the "BH-DG Investment Management Agreement") between (1) the Master Fund, (2) the Manager and (3) BH-DG. BH-DG's appointment under the BH-DG Investment Management Agreement will continue and remain in force unless and until terminated by the Manager giving to BH-DG not less than 90 days' written notice or by BH-DG giving to the Manager not less than 90 days' written notice. BH-DG may terminate the BH-DG Investment Management Agreement forthwith by notice in writing if the Manager shall commit any material breach of its material covenants or other material obligations under the BH-DG Investment Management Agreement and if such breach is capable of being made good, shall fail to make good such breach within 30 days of receipt of written notice from BH-DG requiring it so to do. Furthermore, upon the occurrence of certain specified events, the BH-DG Investment Management Agreement may be terminated on shorter notice. The BH-DG Investment Management Agreement may also be terminated by BH-DG pursuant to a written notice to the Manager, if the FCA or any competent regulatory authority in an EEA Member State in which the Master Fund is registered pursuant to Article 42 of EU AIFMD determines that BHCM has ceased to be the alternative investment fund manager of the Master Fund for the purposes of AIFMD, provided that BH-DG may not so terminate the BH-DG Investment Management Agreement if it is determined that the Manager is the AIFM of the Master Fund instead. The BH-DG Investment Management Agreement will terminate automatically if neither BHCML or the Manager are registered with the JFSC under Jersey Law or the Manager otherwise ceases to be able to fulfil its obligations under the BH-DG Investment Management Agreement as a result of any change in the laws or applicable regulations in Jersey. BH-DG will not be liable for any loss suffered by the Master Fund in connection with the performance or non-performance by it of its obligations and duties under the BH-DG Investment Management Agreement in the absence of fraud, wilful default or negligence on the part of BH-DG or the members and employees of BH-DG. The Master Fund has agreed to indemnify and keep indemnified BH-DG and the members and employees of BH-DG from and against any and all liabilities, obligations, losses, damages, suits and expenses which may be incurred by or asserted against BH-DG in its capacity as an investment manager of the Master Fund other than those resulting from the negligence, wilful default or fraud on the part of BH-DG or that of its members, officers or employees and other than expenses incurred by BH-DG for which it is responsible under the BH-DG Investment Management Agreement.
• (f) An Amended and Restated Investment Management Agreement effective from 27 April 2020 (the "BHUSIM Investment Management Agreement") between (1) the Master Fund, (2) the Manager and (3) BHUSIM, whereby the Manager appointed BHUSIM to manage the investments of the BHUSIM Portfolio, subject to risk oversight as described in the section entitled "Management of the Master Fund" in Part IV of this Registration Document. Without prejudice to any right to terminate the BHUSIM Investment Management Agreement, the Manager may reduce the BHUSIM Portfolio from time to time. The BHUSIM Investment Management Agreement may be terminated by notice in writing by one party to the other parties. The BHUSIM Investment Management Agreement may be terminated forthwith by the Manager giving written notice to BHUSIM where BHCML and/or the Manager considers it to be in the interest of investors the Master Fund to do so. The BHUSIM Investment Management Agreement will terminate

automatically if BHCML ceases to be registered with the JFSC under Jersey Law, provided that if the Manager shall instead become registered with the JFSC under Jersey Law then this provision shall be read as if references to BHCML were to the Manager and BHCML ceasing to be registered with the JFSC under Jersey Law in such circumstances shall not be treated as a termination event for the purposes of this provision; or the Manager otherwise ceases to be able to fulfil its obligations under the BHUSIM Investment Management Agreement as a result of any change in the laws or applicable regulations in Jersey. BHUSIM will not be liable for any loss suffered by the Master Fund in connection with the performance or non-performance by it of its obligations and duties under the BHUSIM Investment Management Agreement in the absence of fraud, wilful default or gross negligence on the part of BHUSIM. The Master Fund has agreed to indemnify BHUSIM against all liabilities incurred by it in the performance of its obligations and duties under the BHUSIM Investment Management Agreement other than liabilities arising out of the fraud, wilful default or negligence on the part of BHUSIM in the performance or non-performance of its obligations and duties.

• (g) An Amended and Restated Investment Management Agreement dated 27 April 2020 (the "BHPL Investment Management Agreement") between (1) the Master Fund, (2) the Manager and (3) BHPL. The BHPL Investment Management Agreement will continue in force until terminated by any party on 90 days' notice in writing to the other parties. It may be terminated forthwith by any party on immediate written notice if another party commits any material breach of its obligations and fails to remedy the breach within 30 days of receipt of written notice requiring the same, or if another party is dissolved or otherwise enters into insolvency proceedings. The BHPL Investment Management Agreement may be terminated forthwith by the Manager giving written notice to BHPL where BHCML or the Manager considers it to be in the interest of investors in the Master Fund to do so. The BHPL Investment Management Agreement will terminate automatically if neither BHCML or the Manager are registered with the JFSC under Jersey Law or the Manager otherwise ceases to be able to fulfil its obligations under the BHPL Investment Management Agreement as a result of any change in the laws or applicable regulations in Jersey. BHPL will not be liable for any loss suffered by the Master Fund in connection with the performance or non-performance by it of its obligations and duties under the BHPL Investment Management Agreement in the absence of fraud, wilful default or negligence on the part of BHPL. The Master Fund has agreed to indemnify BHPL against all liabilities incurred by it in the performance of its obligations and duties under the BHPL Investment Management Agreement other than liabilities arising out of the fraud, wilful default or negligence on the part of BHPL.
• (h) A BHTA Investment Management Agreement dated 1 November 2022 (the "BHTA Investment Management Agreement") between (1) the Master Fund, (2) the Manager and (3) BHTA, whereby the Manager appointed BHTA to manage the investments of the BHTA Portfolio, subject to risk oversight as described under "Manager" above. Without prejudice to any right to terminate the BHTA Investment Management Agreement, the Manager may reduce the BHTA Portfolio from time to time. The BHTA Investment Management Agreement will continue in force until terminated by any party on 90 days' notice in writing to the other parties. It may be terminated forthwith by any party on immediate written notice if another party commits any material breach of its obligations and fails to remedy the breach within 30 days of receipt of written notice requiring the same, or if another party is dissolved or otherwise enters into insolvency proceedings. The BHTA Investment Management Agreement may be terminated forthwith by the Manager giving written notice to BHTA where BHCML and/or the Manager considers it to be in the interest of investors in the Master Fund to do so. The BHTA Investment Management Agreement will terminate automatically if BHCML ceases to be registered with the JFSC under Jersey Law, provided that if the Manager shall instead become registered with the JFSC under Jersey Law then this provision shall be read as if references to BHCML were to the Manager and BHCML ceasing to be registered with the JFSC under Jersey Law in such circumstances shall not be treated as a termination event for the purposes of this provision; or the Manager otherwise ceases to be able to fulfil its obligations under the BHTA Investment Management Agreement as a result of any change in the laws or applicable regulations in Jersey. BHTA will not be liable for

any loss suffered by the Master Fund in connection with the performance or nonperformance by it of its obligations and duties under the BHTA Investment Management Agreement in the absence of fraud, wilful default or negligence on the part of BHTA. The Master Fund has agreed to indemnify BHTA against all liabilities incurred by it in the performance of its obligations and duties under the BHTA Investment Management Agreement other than liabilities arising out of the fraud, wilful default or negligence on the part of BHTA in the performance or non-performance of its obligations and duties.

8.2 Credit facility

A revolving line of credit agreement originally dated 24 June 2019 between the Master Fund and BNP Paribas Securities Services S.C.A. providing for borrowings of up to US\$200,000,000 until 1 July 2020 or such later anniversary date as the parties may agree. Effective 1 July 2020, the line of credit was increased to borrowings of up to US\$300,000,000 until 1 July 2021. Effective 1 July 2021, the line of credit was increased to borrowings of up to US\$400,000,000 until 1 July 2022, and extended to 30 June 2023 pursuant to an extension letter dated 19 May 2022. The line of credit is collateralised by shareholdings in other funds held by the Master Fund, subject to certain conditions and haircuts. Each loan drawn under the line of credit bears interest at a specified percentage above LIBOR. The Master Fund is also obliged to pay a fee on any undrawn amount. The Master Fund is obliged to repay each loan on the earlier of (i) the last day of its term and (ii) the scheduled termination date (currently, 30 June 2023) or any earlier date on which the credit agreement is terminated in accordance with its terms. As at 31 December 2021, undrawn borrowings under the line of credit amounted to US\$400,000,000.

8.3 Prime broker and custody agreements

The Master Fund's prime broker and custody agreements are described in sections 7 and 8 above of this Part VI.

8.4 Administration agreement

(a) An Amended and Restated Administration Agreement dated 26 May 2017 (the "Administrative Services Agreement") among, inter alia, (1) the Master Fund and (2) the Master Fund Administrator whereby the Administrator was appointed to provide certain administration, accounting, registration, transfer agency and related services to the Master Fund. The Administrative Services Agreement commenced on 26 May 2017 and will be automatically extended for successive twelve month terms, unless and until terminated in accordance with the Administrative Services Agreement. The Administrative Services Agreement may be terminated by one party on 180 days' notice in writing to the other parties and may be terminated (A) by the Master Fund at any time (i) in the event of a breach of the Administrative Services Agreement by the Master Fund Administrator, (ii) if the Master Fund Administrator goes into liquidation or if a receiver is appointed of any of its assets, and (iii) if the Master Fund Administrator becomes a resident for tax purposes in the United States of America and (B) by the Master Fund Administrator if the Master Fund commits a material breach of the Administrative Services Agreement and fails to cure such breach within 30 days of receipt of written notice of such breach from the Master Fund Administrator. The Administrative Services Agreement will terminate immediately on dissolution of the Master Fund. The Administrative Services Agreement provides that the Master Fund Administrator shall assume no responsibility and shall be without liability for any loss suffered by the Master Fund unless caused solely by the Master Fund Administrator's own fraud, negligence or wilful misconduct or that of its agents or employees. The Master Fund has agreed to indemnify, hold harmless and defend the Master Fund Administrator against any loss, liability, claim or expense suffered or incurred by the Master Fund Administrator in connection with the performance of its duties under the Administrative Services Agreement, including without limitation any liability or expense suffered or incurred as a result of the acts or omissions of the Master Fund or any third party agent whose data or services the Master Fund Administrator must rely upon in performing its duties under the Administrative Services Agreement or as a result of acting upon any instructions reasonably believed by it to have been duly authorised by the Master Fund. This indemnity shall not apply to any liability or expense resulting directly from the fraud, negligence or wilful misconduct of the Master Fund Administrator, its agents or employees under the Administrative Services Agreement. In addition, the Master Fund Administrator shall use reasonable efforts to minimise the loss, liability, claim or expenses suffered or incurred by the Master Fund Administrator in connection with the performance of its duties under the Administrative Services Agreement.

9. LITIGATION

There are, and there have been, no governmental, legal or arbitration proceedings during the 12 months prior to the date of this Registration Document, and the Master Fund is not aware of any such pending or threatened proceedings, which may have, or have had in the recent past, a significant effect on the Master Fund's financial position or profitability.

10. RELATED PARTY TRANSACTIONS

Except as disclosed in the information incorporated by reference below, the Master Fund has not entered into any related party transaction from 1 January 2019 to the date of this Registration Document.

The 2022 Master Fund Interim Financial Statements, 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements included a description of the related party transactions involving the Master Fund for those periods in the sections and on the pages specified in the following table:

	2022 Master
	Fund Interim	2021 Master	2020 Master	2019 Master
	Financial	Fund Financial	Fund Financial	Fund Financial
	Statements	Statements	Statements	Statements
Notes to the Consolidated
Financial Statements	28-30	41-43	33-34	40

The parts of the 2022 Master Fund Interim Financial Statements, the 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements, which have been previously published, referenced in this Part VI of this Registration Document shall be deemed to be incorporated in, and form part of, this Registration Document. The parts of the 2022 Master Fund Interim Financial Statements, 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements not referenced in this Part VI are either not relevant for investors or are covered elsewhere in this Registration Document.

Copies of the 2022 Master Fund Interim Financial Statements, 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements are available for inspection on the Company's website (www.bhmacro.com) at the website addresses set out in section 3 of Part VI of this Registration Document.

PART VII: FINANCIAL INFORMATION OF THE COMPANY

1. HISTORICAL FINANCIAL INFORMATION

The published annual reports and audited financial statements of the Company as at and for the years ended 31 December 2021, 31 December 2020 and 31 December 2019 and the unaudited interim accounts of the Company for the six-month period 30 June 2022, have been incorporated by reference in this Registration Document and include, on the pages specified in the table below, the following information:

		Page
Reference For the six month period ended 30 June 2022	Information incorporated by reference	number(s)
2022 Interim Report	Unaudited Statement of Assets and Liabilities	20
2022 Interim Report	Unaudited Statement of Operations	21
2022 Interim Report	Unaudited Statement of Changes in Net Assets	22
2022 Interim Report	Unaudited Statement of Cash Flows	23
2022 Interim Report	Notes to the Unaudited Financial Statements	24-37
For the year ended 31 December 2021
2021 Annual Report	Independent Auditors' Report	26-31
2021 Annual Report	Audited Statement of Assets and Liabilities	32
2021 Annual Report	Audited Statement of Operations	33
2021 Annual Report	Audited Statement of Changes in Net Assets	34
2021 Annual Report	Audited Statement of Cash Flows	35
2021 Annual Report	Notes to the Audited Financial Statements	36-47
For the year ended 31 December 2020
2020 Annual Report	Independent Auditors' Report	27-31
2020 Annual Report	Audited Statement of Assets and Liabilities	32
2020 Annual Report	Audited Statement of Operations	33
2020 Annual Report	Audited Statement of Changes in Net Assets	34
2020 Annual Report	Audited Statement of Cash Flows	35
2020 Annual Report	Notes to the Audited Financial Statements	36-48
For the year ended 31 December 2019
2019 Annual Report	Independent Auditors' Report	24-27
2019 Annual Report	Audited Statement of Assets and Liabilities	28
2019 Annual Report	Audited Statement of Operations	29
2019 Annual Report	Audited Statement of Changes in Net Assets	30
2019 Annual Report	Audited Statement of Cash Flows	31
2019 Annual Report	Notes to the Audited Financial Statements	32-42

2. SELECTED FINANCIAL AND OTHER INFORMATION

The following tables present selected financial and other information of the Company as at and for the six months ended 30 June 2022 and as at and for the years ended 31 December 2021, 31 December 2020 and 31 December 2019 which has been extracted without material adjustment or derived from the 2022 Interim Report, the 2021 Annual Report, the 2020 Annual Report and the 2019 Annual Report. Investors should read the whole of such reports and not rely solely on the summarised information set out below:

Statement of Assets and Liabilities

	Six months to 30 June 2022 (unaudited) US\$'000	31 December 2021 US\$'000	31 December 2020 US\$'000	31 December 2019 US\$'000
Assets
Investment in the Master Fund	1,523,101	1,288,417	758,630	558,606
Master Fund redemption proceeds
receivable	—	600	42,597	11,433
Master Fund subscription paid in
advance	32,180	—	—	—
Prepaid expenses	333	294	36	46
Cash and bank balances
denominated in Sterling	4,820	15,884	832	522
Cash and bank balances
denominated in US Dollars	334	546	129	172
Combination costs receivable	—	1,749	—	—
Total assets	1,560,768	1,307,490	802,224	570,779
Liabilities
Performance fees payable	43,130	6,205	40,468	10,505
Management fees payable	2,020	3.252	422	394
Accrued expenses and other liabilities	227	254	102	91
Administration fees payable	58	51	63	24
Total liabilities	45,435	9,762	41,055	11,014
Net assets	1,515,333	1,297,728	761,169	559,765
Number of Sterling Shares in issue	29,300,836	25,864,663	15,009,868	14,310,040
Number of US Dollar Shares in issue	2,583,898	2,689,547	2,191,379	2,442,057
NAV per Sterling Share	£39.63	£34.30	£33.38	£26.06
NAV per US Dollar Share	US\$40.76	US\$35.71	US\$34.78	US\$26.99

Statement of Operations

	Six months to 30 June 2022 (unaudited) US\$'000	31 December 2021 US\$'000	Year ended 31 December 2020 US\$'000	Year ended 31 December 2019 US\$'000
Net investment loss allocated from the
Master Fund
Interest income	7,473	4,830	1,987	22,303
Dividend and other income (net of
withholding tax: 30 June 2022: US\$59,896; 31 December
2021: \$41,739; 31 December 2020
US\$120,426; 31 December 2019
US\$34,677)	333	443	42	88
Expenses	(13,094)	(9,738)	(6,869)	(27,628)
Net investment loss allocated from
the Master Fund	(5,288)	(4,465)	(4,840)	(5,237)
Company income
Fixed deposit income	3	—	—	1
Foreign exchange gains	—	—	25,960	18,544
Total Company income	3	—	25,960	18,545
Company expenses
Performance fees	45,802	6,286	38,531	10,196
Management fees	11,427	10,921	2,381	2,281
Other expenses	389	1,465	521	469
Directors' fees	172	326	343	271
Administration fees Foreign exchange losses	113 144,433	156 13,044	114 —	94 —
Total Company expenses	202,336	32,198	41,890	13,311
Net investment loss	(207,621)	(36,663)	(20,770)	(3)
Net realised and unrealised gain on
investments allocated from the Master
Fund
Net realised gain on investments	46,061	46,982	91,072	8,371
Net unrealised gain on investments	203,762	1,691	111,231	51,094
Net realised and unrealised gain on
investments allocated from the
Master Fund	249,823	48,673	202,303	59,465
Net increase in net assets resulting
from operations	42,202	12,010	181,533	59,462

Statement of Changes in Net Assets

	Six months to 30 June 2022 (unaudited)	31 December 2021	Year ended 31 December 2020	Year ended 31 December 2019
	US\$'000	US\$'000	US\$'000	US\$'000
Net increase in net assets resulting
from operations
Net investment loss	(207,621)	(36,663)	(20,770)	(3)
Net realised gain on investments
allocated from the Master Fund	46,061	46,982	91,072	8,371
Net unrealised gain on investments
allocated from the Master Fund	203,762	1,691	111,231	51,094
	42,202	12,010	181,533	59,462
Share capital transactions Proceeds on issue of Sterling Shares
from treasury	—	129,006	17,098	—
Proceeds on issue of US Dollar
Shares from treasury	—	3,216	2,773	—
Issue of new shares from the
combination with BH Global Limited
(in voluntary winding up)
Sterling Shares	—	339,914	—	—
US Dollar Shares	—	25,733	—	—
Issue of New Shares
Sterling Shares	175,403	91,896	—	—
US Dollar Shares	—	—	—	—
Tender Offer
Sterling Shares	—	(60,902)	—	—
US Dollar Shares	—	(4,314)	—	—
Total share capital transactions	175,403	524,549	19,871	—
Net increase in net assets	217,605	536,559	201,404	59,462
Net assets at beginning of year	1,297,728	761,169	559,765	500,303
Net assets at end of year	1,515,333	1,297,728	761,169	559,765

Statement of Cash Flows

	Six months to 30 June 2022 (unaudited)	31 December 2021	Year ended 31 December 2020	Year ended 31 December 2019
	US\$'000	US\$'000	US\$'000	US\$'000
Cash flows from operating activities
Net increase in net assets resulting from operations	42,202	12,010	181,533	59,462
Adjustments to reconcile net increase
in net assets resulting from operations to net cash provided by operating
activities:
Net investment loss allocated from the Master Fund	5,288	4,465	4,840	5,237
Net realised gain on investments
allocated from the Master Fund	(46,061)	(46,982)	(91,072)	(8,371)
Net unrealised (gain)/loss on
investments allocated from the Master
Fund	(203,762)	(1,691)	(111,231)	(51,094)
Purchase of investment in the Master
				—
Fund	(142,989)	(145,200)	(18,477)
Increase in Master Fund redemption
proceeds receivable	—	—	—	(11,433)
Proceeds from sale of investment in
the Master Fund	7,261	113,482	12,349	15,055
Increase in Master Fund subscription
paid in advance	(32,180)	—	—	—
Foreign exchange (gains)/losses	144,433	13,044	(25,960)	(18,544)
Decrease/(increase) in prepaid
expenses	(39)	(258)	10	18
Increase in performance fees payable	36,925	(34,263)	29,963	4,821
Increase in management fees payable	(1,232)	2,830	28	191
Increase/(decrease) in accrued
expenses and other liabilities Decrease in Directors' fees payable	(27) —	152 —	11 —	(2) —
Decrease/(increase) in combination			—	—
fees receivable	1,749	(1,749)
Increase/(decrease) in administration
fees payable	7	(12)	39	—
Net cash used in operating
activities	(188,425)	(84,172)	(17,967)	(4,660)
Cash flows from financing activities
Purchase of own shares into treasury	—	(65,216)	—	—
Proceeds from share issue	175,403	160,179	19,871	—
Net cash generated from financing
activities	175,403	94,963	19,871	—
Change in cash	(13,022)	10,791	1,904	(4,660)
Cash, beginning of the year	16,430	961	694	5,676
Effect of exchange rate fluctuations	1,746	4,678	(1,637)	(322)
Cash, end of the year	5,154	16,430	961	694
Cash, end of the year
Cash and bank balances
denominated in Sterling	4,820	15,884	832	522
Cash and bank balances
denominated in US Dollars	334	546	129	172
	5,154	16,430	961	694
Cash and bank balances in Sterling	3,969	11,726	608	394

3. NO SIGNIFICANT CHANGE

Save as disclosed below, there has been no significant change in the Company's financial position since 30 June 2022, being the end of the last financial period for which the Company has published unaudited financial information.

	Final NAV per	Final NAV per
	Share as at	Share as at
	30 November	30 June
	2022	2022
Sterling Shares	4,104p	£39.63
US Dollar shares	US\$42.42	US\$40.76

4. OPERATING AND FINANCIAL REVIEW

The 2022 Interim Report, the 2021 Annual Report, 2020 Annual Report and 2019 Annual Report included a description of changes in the Company's (and the Master Fund's) financial condition (in both capital and revenue terms) and details of the Company's (and the Master Fund's) investment portfolio and performance for those periods in the sections and on the pages specified in the following table.

	2022 Interim	2021 Annual	2020 Annual	2019 Annual
	Report	Report	Report	Report
Chair's statement	1-2	1-3	1	1
Strategic report	—	6-9	7-8	7-8
Manager's report	15-18	23-25	23-26	20-23

5. DOCUMENTS INCORPORATED BY REFERENCE

The parts of the 2022 Interim Report, the 2021 Annual Report, 2020 Annual Report and 2019 Annual Report, which have been previously published, referenced in this Part VII of this Registration Document shall be deemed to be incorporated in, and form part of, this Registration Document. The parts of the 2022 Interim Report, the 2021 Annual Report, 2020 Annual Report and 2019 Annual Report not referenced in this Part VII are either not relevant for investors or are covered elsewhere in this Registration Document.

Copies of the 2022 Interim Report, the 2021 Annual Report, 2020 Annual Report and 2019 Annual Report are available for inspection on the Company's website (www.bhmacro.com) at the following website addresses:

* 2022 Interim Report

https://www.bhmacro.com/wp-content/uploads/2022/09/BHM-%E2%80%93-Interim-Report- %E2%80%93-2022.pdf

* 2021 Annual Report

https://www.bhmacro.com/wp-content/uploads/2021/09/10908-BH-Macro-2021-v10_clean-NoPW-003.pdf

* 2020 Annual Report:

https://www.bhmacro.com/wp-content/uploads/2020/08/BH-Macro-Financial-Statements-31-Dec-2020-Website-Version.pdf

* 2019 Annual Report:

https://www.bhmacro.com/wp-content/uploads/2019/03/BHM-Annual-Report-2019.pdf

Unless it has been incorporated by reference into this document, as set out in this Part VII, neither the information on the Company's website (or any other website) nor the content of any website accessible from hyperlinks on the Company's website (or any other website) is incorporated into, or forms part of this document, or has been approved by the FCA. Investors should base their decision whether or not to invest in the Shares on the contents of this Registration Document alone.

PART VIII: FINANCIAL INFORMATION OF THE MASTER FUND

1. HISTORICAL FINANCIAL INFORMATION

The published annual reports and audited consolidated financial statements of the Master Fund as at and for the years ended 31 December 2021, 31 December 2020 and 31 December 2019 and the unaudited interim accounts of the Master Fund for the six-month period to 30 June 2022 have been incorporated by reference in this Registration Document and include, on the pages specified in the table below, the following information:

		Page
Reference	Information incorporated by reference	number(s)
For the six month period ended 30 June 2022
2022 Master Fund Interim Financial	Unaudited Consolidated Statement of	1
Statements	Assets and Liabilities
2022 Master Fund Interim Financial	Unaudited Consolidated Statement of	2
Statements	Operations
2022 Master Fund Interim Financial	Unaudited Consolidated Statement of	3
Statements	Changes in Net Assets
2022 Master Fund Interim Financial	Unaudited Consolidated Statement of	4
Statements	Cash Flows
2022 Master Fund Interim Financial	Notes to the Unaudited Consolidated	6-31
Statements	Financial Statements

		Page
Reference	Information incorporated by reference	number(s)
For the year ended 31 December 2021
2021 Master Fund Financial Statements	Independent Auditors' Report	1-2
2021 Master Fund Financial Statements	Consolidated Statement of Assets and Liabilities	3
2021 Master Fund Financial Statements	Consolidated Condensed Statement of Investments	4-11
2021 Master Fund Financial Statements	Consolidated Statement of Operations	12
2021 Master Fund Financial Statements	Consolidated Statement of Changes in Net Assets	13-14
2021 Master Fund Financial Statements	Consolidated Statement of Cash Flows	15
2021 Master Fund Financial Statements	Notes to the Consolidated Financial Statements	16-44
For the year ended 31 December 2020
2020 Master Fund Financial Statements	Independent Auditors' Report	1
2020 Master Fund Financial Statements	Consolidated Statement of Assets and Liabilities	2
2020 Master Fund Financial Statements	Consolidated Condensed Statement of Investments	3-8
2020 Master Fund Financial	Consolidated Statement of Operations	9
Statements 2020 Master Fund Financial	Consolidated Statement of Changes in	10
Statements 2020 Master Fund Financial	Net Assets Consolidated Statement of Cash Flows	11
Statements 2020 Master Fund Financial	Notes to the Consolidated Financial	12-35
Statements	Statements
For the year ended 31 December 2019
2019 Master Fund Financial Statements	Independent Auditors' Report	1

		Page
Reference	Information incorporated by reference	number(s)
2019 Master Fund Financial	Consolidated Statement of Assets and	2
Statements	Liabilities
2019 Master Fund Financial Statements	Consolidated Condensed Statement of Investments	3-14
2019 Master Fund Financial	Consolidated Statement of Operations	15
Statements
2019 Master Fund Financial Statements	Consolidated Statement of Changes in Net Assets	16
2019 Master Fund Financial Statements	Consolidated Statement of Cash Flows	17
2019 Master Fund Financial Statements	Notes to the Consolidated Financial Statements	18-41

2. NO SIGNIFICANT CHANGE

There has been no significant change in the Master Fund's financial position since 30 June 2022, being the end of the last financial period for which the Master Fund has published unaudited financial information.

3. DOCUMENTS INCORPORATED BY REFERENCE

The parts of the 2022 Master Fund Interim Financial Statements, 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements, which have been previously published, referenced in this Part VIII of this Registration Document shall be deemed to be incorporated in, and form part of, this Registration Document. The parts of the 2022 Master Fund Interim Financial Statements, 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements not referenced in this Part VIII are either not relevant for investors or are covered elsewhere in this Registration Document.

Copies of the 2022 Master Fund Interim Financial Statements, 2021 Master Fund Financial Statements, 2020 Master Fund Financial Statements and 2019 Master Fund Financial Statements are available for inspection on the Company's website (www.bhmacro.com) at the following website addresses:

* 2022 Master Fund Interim Financial Statements

https://www.bhmacro.com/wp-content/uploads/2022/09/BHMF-%E2%80%93-Interim-Report- %E2%80%93-2022.pdf

* 2021 Master Fund Financial Statements

https://www.bhmacro.com/wp-content/uploads/2021/09/10908-BH-Macro-2021-v10_clean-NoPW-003.pdf

* 2020 Master Fund Financial Statements:

https://www.bhmacro.com/wp-content/uploads/2020/08/Brevan-Howard-Master-Fund-Limited-AFS-2020.pdf

* 2019 Master Fund Financial Statements:

https://www.bhmacro.com/wp-content/uploads/2019/03/BHMF-Annual-Report-2019.pdf

DEFINITIONS

The following definitions apply in this Registration Document unless the context otherwise requires:

"2019 Annual Report"	the published annual report and audited financial statements of the Company as at and for the financial year ended 31 December 2019
"2019 Master Fund Financial Statements"	the published audited consolidated financial statements of the Master Fund as at and for the financial year ended 31 December 2019
"2020 Annual Report"	the published annual report and audited financial statements of the Company as at and for the financial year ended 31 December 2020
"2020 Master Fund Financial Statements"	the published audited consolidated financial statements of the Master Fund as at and for the financial year ended 31 December 2020
"2021 Annual Report"	the published annual report and audited financial statements of the Company as at and for the financial year ended 31 December 2021
"2021 Master Fund Financial Statements"	the published audited consolidated financial statements of the Master Fund as at and for the financial year ended 31 December 2021
"2022 Interim Report"	the published unaudited interim accounts of the Company for the six-month as at and for the period ending 30 June 2022
"2022 Master Fund Interim Financial Statements"	the published unaudited consolidated financial statements of the Master Fund as at and for the period ending 30 June 2022
"Administration Agreement"	the administration agreement between the Company and the Administrator
"Administrator"	Northern Trust International Fund Administration Services (Guernsey) Limited
"Admission"	admission of the new Shares to be issued pursuant to the Initial Issue and/or the Issuance Programme (as the context may require) to the premium listing category of the Official List and/or to trading on the Main Market;
"Affiliate"	an affiliate of, or person affiliated with, a specified person including a person that directly, or indirectly through one or more intermediaries, controls or is controlled by, or is under common control with, the person specified
"AIC"	the Association of Investment Companies
"AIC Code"	the AIC's Code of Corporate Governance for investment companies
"AIF"	an alternative investment fund, within the meaning of the EU AIFM Directive or the UK AIFMD Laws (as applicable)
"AIFM"	an alternative investment fund manager, within the meaning of the EU AIFM Directive or the UK AIFMD Laws (as applicable)
"AIFMD"	the EU AIFM Directive and the UK AIFMD Laws (as applicable)
"Allotment Resolution"	the resolution that will be put to Shareholders at the Extraordinary General Meeting to seek Shareholder approval for the Directors to allot up to 22 million Sterling Shares or, assuming that the Sub division Resolution is passed and becomes effective, 220 million Sterling Shares (excluding Sterling Shares held in treasury) and up to 22 million US Dollar Shares or, assuming that the Sub

	division Resolution is passed and becomes effective, 220 million US Dollar Shares (excluding US Dollar Shares held in treasury)
"Annual Buy Back Allowance"	has the meaning given to it in Part I of this Registration Document
"Annual Redemption Offer"	has the meaning given to it in Part I of this Registration Document
"Annual Redemption Offer Allowance"	has the meaning given to it in Part I of this Registration Document
"Annualised Volatility"	annualised standard deviation of returns
"APM"	alternative performance measure
"Articles"	the articles of incorporation of the Company, as amended from time to time
"BBPLC"	Barclays Bank plc
"BHAM"	Brevan Howard Asset Management LLP
"BHCML"	Brevan Howard Capital Management Limited
"BHCS"	Brevan Howard Cayman SEZC Ltd
"BH-DG"	BH-DG Systematic Trading LLP
"BHFL"	Brevan Howard Fund Limited
"BHHK"	Brevan Howard (Hong Kong) Limited
"BHIP"	Brevan Howard Investment Products Limited
"BHPL"	Brevan Howard Private Limited
"BHTA"	Brevan Howard (Tel Aviv) Ltd.
"BHUSIM"	Brevan Howard US Investment Management, LP
"Board"	the board of directors of the Company
"BNP Dublin"	BNP Paribas S.A. (Dublin branch)
"BNYM"	The Bank of New York Mellon, London branch
"Brevan Howard"	the Manager and, where the context requires, BHCML and/or all or any of the Manager's subsidiary undertakings
"Business Day"	a day on which the London Stock Exchange and banks in Guernsey generally are open for the transaction of normal business
"Cayman Companies Act"	the Companies Act (Revised) of the Cayman Islands
"certificated" or "in certificated form"	not in uncertificated form
"CFTC"	the United States Commodity Futures Trading Commission
"CFTC Regulations"	the regulations made by the CFTC pursuant to the US Commodity Exchange Act
"CGMI"	Citigroup Global Markets Inc.
"CGML"	Citigroup Global Markets Limited
"Class Closure Resolution"	has the meaning given in Part I of this document
"Common Reporting Standard"	the global standard for the automatic exchange of financial information between tax authorities developed by the Organisation for Economic Co-operation and Development
"Companies Law"	the Companies (Guernsey) Law, 2008, as amended

"Corporation Act 2010"	the UK Corporation Tax Act 2010, as amended
"Coremont"	Coremont LLP
"CPO"	commodity pool operator
"CREST"	the facilities and procedures for the time being of the relevant system of which Euroclear has been approved as operator pursuant to the CREST Regulations, in accordance with which Shares may be held in uncertificated form
"CREST Guernsey Requirements"	Rule 8 and such other rules and requirements of Euroclear as may be applicable to issuers as from time to time specified in the CREST Manual
"CREST Regulations"	the Uncertificated Securities (Enabling Provisions) Guernsey Law, 2005, The Uncertificated Securities (Guernsey) Regulations 2009 (as amended), The Uncertificated Securities Regulations 2001 (SI 2001 No 3755), as amended by the Uncertificated Securities (Amendment) (Eligible Debt Securities) Regulations 2003 (SI 2003 No. 1633), and such other regulations as are applicable to Euroclear or the CREST relevant system and are from time to time in force
"CREST UK System"	the facilities and procedures for the time being of the relevant system of which Euroclear has been approved as operator pursuant to the CREST Regulations
"CRS"	the global standard for the automatic exchange of financial information between tax authorities developed by the Organisation for Economic Co-operation and Development
"CSAG"	Credit Suisse AG, Dublin branch
"CSSL"	Credit Suisse Securities (USA) LLC
"CTA"	commodity trading advisor
"Directors"	the board of directors of the Company
"Disapplication Resolution"	the resolution that will be put to Shareholders at the Extraordinary General Meeting to seek Shareholder approval for the Directors to issue up to 22 million Sterling Shares or, assuming that the Sub division Resolution is passed and becomes effective, 220 million Sterling Shares (excluding Sterling Shares held in treasury) and up to 22 million US Dollar Shares or, assuming that the Sub-division Resolution is passed and becomes effective, 220 million US Dollar Shares (excluding US Dollar Shares held in treasury) for the purposes of the Initial Issue and the Issuance Programme for cash on a non-pre-emptive basis
"Disclosure Guidance and Transparency Rules"	the disclosure guidance and transparency rules made by the FCA pursuant to FSMA
"DTR 5"	Chapter 5 of the Disclosure Guidance and Transparency Rules
"EEA"	the European Economic Area
"EEA Member State"	each member state of the EEA
"EGM Circular"	the circular to be sent to Shareholders in relation to the Extraordinary General Meeting
"ERISA"	the US Employee Retirement Income Security Act of 1974, as amended from time to time, and the applicable regulations thereunder

"EU AIFM Delegated Regulation"	the Commission Delegated Regulation (EU) No 231/2013 of 19 December 2012 supplementing Directive 2011/61/EU of the European Parliament and of the Council with regard to exemptions, general operating conditions, depositaries, leverage, transparency and supervision
"EU AIFM Directive"	Directive 2011/61/EU of the European Parliament and of the Council of 8 June 2011 on Alternative Investment Fund Managers and amending Directives 2003/41/EC and 2009/65/EC and Regulations (EC) No 1060/2009 and (EU) No 1095/2010, and the EU AIFM Delegated Regulation
"EU Market Abuse Regulation" or "EU MAR"	Regulation (EU) No 596/2014 of the European Parliament and of the Council of 16 April 2014 on market abuse and repealing the Directive of the European Parliament and of the Council of 28 January 2003 and Commission Directives 2003/124/EC, 2003/ 125/EC and 2004/72/EC
"EU MiFID II"	Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 on markets in financial instruments and amending Directive 2002/92/EC and Directive 2011/61/EU ("MiFID") and Regulation (EU) No 600/2014 of the European Parliament and the Council of 15 May 2014 on markets in financial instruments and amending Regulation (EU) No 648/2012 ("MiFIR"), and together with MiFID, "MiFID II")
"EU Prospectus Regulation"	Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC
"EU UCITS Directive"	Directive 2009/65/EC of the European Parliament and of the Council of 13 July 2009 on the coordination of laws, regulations and administrative provisions relating to undertakings for collective investment in transferable securities, as amended
"Euroclear"	Euroclear UK & Ireland Limited with registered number 02878738, the operator of CREST
"EUROSTOXX TR"	STOXX Europe 600 (Gross Return) EUR
"Estimated Net Asset Value" or "Estimated NAV"	the unaudited weekly estimated net asset value of the Company
"Estimated Net Asset Value per Share" or "Estimated NAV per Share"	the unaudited weekly net asset value per Share (of the specified class) of the Company (which, for the purposes of determining the Initial Issue Price, shall be adjusted to take account of the sub division of the Shares pursuant to the Sub-division Resolution, assuming it is passed and becomes effective)
"Extraordinary General Meeting" or "EGM"	the extraordinary general meeting of the Company to be held on 6 February 2023 (or any adjournment thereof)
"FATCA"	sections 1471 to 1474 of the US Tax Code, known as the US Foreign Account Tax Compliance Act of 2010 (together with any regulations, rules and other guidance implementing such US Tax Code sections and any applicable intergovernmental agreement or information exchange agreement and related statutes, regulations, rules and other guidance thereunder)
"FCA"	the UK Financial Conduct Authority
"FCA Rules"	the rules of the FCA
"FSMA"	the UK Financial Services and Markets Act 2000, as amended

"Future Securities Note"		a securities note to be issued in the future by the Company in respect of any Subsequent Issue under the Issuance Programme which includes an offer for subscription and/or intermediaries offer component and made pursuant to this Registration Document and subject to separate approval by the FCA
"Future Summary"	includes	a summary to be issued in the future by the Company in respect of any Subsequent Issue under the Issuance Programme which an offer for subscription and/or intermediaries offer component and made pursuant to this Registration Document and subject to separate approval by the FCA
"GFSC"		the Guernsey Financial Services Commission
"GFSC Code"		the GFSC's Finance Sector Code of Corporate Governance, as amended from time to time
"Guernsey"		the island of Guernsey
"HFRI Fund Weighted Comp Index"		HFRI 500 Fund Weighted Composite Index
"HFRI Macro Total Index"		HFRI Macro Total Index
"HMRC"		HM Revenue and Customs
"Information Ratio"	return	annualised return divided by annualised standard deviation of
"Initial Admission"		Admission with respect to the new Shares to be issued under the Initial Issue
"Initial Closing Date"		3.00 p.m. on 10 February 2023, being the latest time and date for receipt of commitments under the Initial Issue
"Initial Issue"		together the Initial Placing, Intermediaries Offer and the Offer for Subscription, as described in Part 1 of the Securities Note
"Initial Issue Price"	(i)	in respect of each Sterling Share issued in the Initial Issue, a price equal to 102 per cent. of the of the prevailing Estimated NAV per Sterling Share on the Initial Closing Date; and
	(ii)	in respect of each US Dollar Share issued in the Initial Issue, a price equal to 102 per cent. of the of the prevailing Estimated NAV per US Dollar Share on the Initial Closing Date
"Initial Placing"		the conditional placing of new Shares (which may be denominated as Sterling Shares or US Dollar Shares) at the Initial Issue Price pursuant to the Initial Issue
"Intermediaries Offer"		the offer of new Shares (which may be denominated as Sterling Shares or US Dollar Shares) by the Intermediaries as part of the Initial Issue, as described in Part I of the Securities Note
"Intermediaries Offer Adviser" or "Kepler"		Kepler Partners LLP
"Investment Committee"		the Manager's investment committee
"Investment Managers"		BHAM, BH-DG, BHHK, BHIP, BHPL, BHUSIM and BHTA
"Issuance Agreement"	relating summary	the agreement dated on or around the date of this Registration Document between the Company, the Manager and JPMC to the Initial Issue and the Issuance Programme, a of which is set out in Part V of this Registration Document

"Issuance Programme"	the proposed programme of Subsequent Issues in the period from 11 February 2023 to 20 January 2024 of new Shares (which may be denominated as Sterling Shares or US Dollar Shares), as described in Part II of the Securities Note
"Issuance Programme Price"	(i) in respect of each Sterling Share issued pursuant to a Subsequent Issue under the Issuance Programme, a price equal to the prevailing NAV per Sterling Share on the relevant Subsequent Closing Date for the relevant Subsequent Issue, plus a premium intended to at least cover the costs and expenses of such issue (including, without limitation, any placing commissions); and
	(ii) in respect of each US Dollar Share issued pursuant to a Subsequent Issue under the Issuance Programme, a price equal to the prevailing NAV per US Dollar Share on the relevant Subsequent Closing Date for the relevant Subsequent Issue, plus a premium intended to at least cover the costs and expenses of such issue (including, without limitation, any placing commissions)
"Issuance Resolutions"	the Allotment Resolution and the Disapplication Resolution
"Jersey Law"	the Financial Services (Jersey) Law 1998
"JFSC"	the Jersey Financial Services Commission
"JPMC"	J.P. Morgan Securities plc (which conducts its UK investment banking activities as J.P. Morgan Cazenove)
"JPMS"	J.P. Morgan Securities LLC
"Liquidation Resolution"	has the meaning given to it in Part I of this Registration Document
"Listing Rules"	the listing rules made by the FCA pursuant to Part VI of FSMA
"London Stock Exchange"	London Stock Exchange plc
"Main Market"	the London Stock Exchange's main market for listed securities
"Management Agreement"	the management agreement between the Company and the Manager
"Management Fee"	the management fee payable by the Company to the Manager under the Management Agreement
"Manager"	Brevan Howard Capital Management LP
"Master Fund"	Brevan Howard Master Fund Limited
"Master Fund Administrator"	State Street Fund Services (Ireland) Limited
"Memorandum"	the memorandum of incorporation of the Company
"MSCI World Index"	Morgan Stanley Capital International All Country World Index Gross Total Return USD Index
"Net Asset Value per Share" or "NAV per Share"	the net asset value per Share (of the specified class) of the Company
"Net Asset Value" or "NAV"	the net asset value of the Company
"NFA"	US National Futures Association
"Non-Qualified Holder"	any person as determined by the Board in its sole discretion in relation to whom the direct or beneficial holding of shares in circumstances (whether directly or indirectly affecting such person, and whether taken alone or in conjunction with any other person or persons, connected or not, or any other circumstances appearing to the Board to be relevant) which

	would or might result in the Company's assets being, or being in jeopardy of being, "plan assets" for the purposes of ERISA or which may cause the Company to be required to be registered as an "investment company" under the US Investment Company Act or may cause the Company to lose an exemption or status thereunder to which it might otherwise be entitled
"OECD"	the Organisation for Economic Co-operation and Development
"Offer for Subscription"	the offer for subscription of new Shares (which may be denominated as Sterling Shares or US Dollar Shares) at the Initial Issue Price on the terms set out in the section of the Securities Note entitled "Terms and Conditions of the Offer for Subscription"
"Official List"	the list maintained by the FCA pursuant to Part VI of FSMA
"Omnibus Services Agreement"	the services agreement entered into between the Manager and the Services Providers pursuant to which the Services Providers provide middle and back office services, treasury and cash management services in respect of, amongst others, the Master Fund, Brevan Howard Fund Limited and Brevan Howard L.P.
"OTC"	Over-The-Counter, being trades refer to securities transacted via a dealer network as opposed to on a centralised exchange
"Other Accounts"	investment funds or accounts managed or advised by the Manager, the Investment Managers, their affiliates and any persons connected with them or any investment funds or accounts in which any of the Manager, the Investment Managers, their affiliates and any persons connected with them invest
"Performance Fee"	the performance fee payable by the Company to the Manager
	under the Management Agreement
"Plan Investor"	(i) an "employee benefit plan" that is subject to Title I of ERISA, (ii) a plan, individual retirement account or other arrangement that is subject to section 4975 of the US Code, (iii) entities whose underlying assets are considered to include "plan assets" of any plan, account, or arrangement described in preceding clause (i) or (ii), or (iv) any governmental plan, church plan, non-US plan or other investor whose purchase or holding of shares would be subject to any similar law
"POI Law"	Protection of Investors (Bailiwick of Guernsey) Law, 2020 (as amended)
"PRA"	the Prudential Regulatory Authority
"Prospectus"	the prospectus published by the Company in respect of the Issuance Programme comprising this Registration Document, the Securities Note and the Summary
"Prospectus Regulation Rules"	the prospectus rules made by the FCA under section 73(A) of FSMA
"Receiving Agency Agreement"	the receiving agency agreement dated 23 January 2023 between the Receiving Agent and the Company, details of which are set out in Part V of this Registration Document
"Receiving Agent"	by Computershare Investor Services PLC Limited with registered number 3498808, or such entity as may be appointed by the Company from time to time and notified to the market

"Registrar"	Computershare Investor Services (Guernsey) Limited with registered number 50855 or such other person or persons from time to time appointed by the Company
"Registrar Agreement"	the agreement between the Company and the Registrar
"Registration Document"	this document, being a registration document issued by the Company and approved by the FCA
"Regulation S"	Regulation S under the US Securities Act
"RIS"	a regulatory information service
"SDRT"	UK Stamp Duty Reserve Tax
"SEC"	the US Securities and Exchange Commission
"Securities Note"	the securities note published by the Company in respect of the Initial Issue and the Issuance Programme
"Services Providers"	BHAM, BHIP, BHCS, BHHK, BHUSIM, BHTA and/or such other affiliates of the Manager as may be appointed to provide services in respect of the Master Fund pursuant to the Omnibus Services Agreement
"SFDR"	the Regulation on Sustainability-Related Disclosure requirements in the Financial Services Sector Regulation (EU) (2019/2088)
"Shareholder"	a holder of Shares
"Shares"	the Sterling Shares and the US Dollar Shares, or either of them, as the context requires
"Sharpe Ratio"	annualised excess return over Federal Funds Rate divided by annualised standard deviation of excess return
"Sterling" or "£"	the lawful currency of the United Kingdom
"Sterling Shares"	the shares of the Company denominated in Sterling
"Sub-division Resolution"	the resolution that will be put to Shareholders at the Extraordinary General Meeting to seek Shareholder approval for the sub division of the Company's existing issued share capital calculated on the basis of ten Sterling Shares for each then existing Sterling Share and ten US Dollar Shares for each then existing US Dollar Share
"Subsequent Issue"	any issue of new Shares made pursuant to the Issuance Programme
"Summary"	the summary issued by the Company pursuant to this Registration Document and the Securities Note and approved by the FCA
"Takeover Code"	the City Code on Takeovers and Mergers, as amended from time to time
"UCITS"	an authorised fund authorised by the FCA in accordance with the UK UCITS Laws
"UK" or "United Kingdom"	the United Kingdom of Great Britain and Northern Ireland
"UK AIFMD Laws"	(i) the Alternative Investment Fund Managers Regulations 2013 (SI 2013/1773) and any other implementing measure which operated to transpose EU AIFM Directive in to UK law before 31 January 2020 (as amended from time to time including by the Alternative Investment Fund Managers (Amendment) (EU Exit) Regulations 2019 (SI 2019/328)); and
	(ii) the UK versions of the EU AIFM Delegated Regulation and any other delegated regulations in respect of the EU AIFM Directive, each being part of UK law by virtue of the

European Union (Withdrawal) Act 2018, as further amended and supplemented from time to time including by the Alternative Investment Fund Managers (Amendment) (EU Exit) Regulations 2019 (SI 2019/328), the Technical Standards (Alternative Investment Funds Management Directive) (EU Exit) Instrument 2019 (FCA 2019/37) and the Exiting the European Union: Specialist Sourcebooks (Amendments) Instrument 2019 (FCA 2019/25)

"UK Corporate Governance Code"

"UK Prospectus Amendment

Regulations 2019"

the UK Corporate Governance Code as published by the Financial Reporting Council

"UK MAR" the UK version of the EU Market Abuse Regulation (2014/596) which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended and supplemented from time to time including by the Market Abuse (Amendment) (EU Exit) Regulations 2019

• "UK MiFID Laws" (i) the Financial Services and Markets Act 2000 (Markets in Financial Instruments) Regulations 2017 (SI 2017/701), The Data Reporting Services Regulations 2017 (SI 2017/699) and the Financial Services and Markets Act 2000 (Regulated Activities) (Amendment) Order 2017 (SI 2017/ 488), and any other implementing measure which operated to transpose EU MiFID II in to UK law before 31 January 2020 (as amended and supplemented from time to time including by (1) Markets in Financial Instruments (Amendment) (EU Exit) Regulations 2018 (2) The Financial Regulators' Powers (Technical Standards etc.) and Markets in Financial Instruments (Amendment) (EU Exit) Regulations 2019 (SI 2019/576) (3) The Financial Services (Miscellaneous) (Amendment) (EU Exit) Regulations 2019) and (4) The Financial Services (Electronic Money, Payment Services and Miscellaneous Amendments) (EU Exit) Regulations 2019; and
• (ii) the UK version of Regulation (EU) No 600/2014 of the European Parliament, which is part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended and supplemented from time to time including by (a) Markets in Financial Instruments (Amendment) (EU Exit) Regulations 2018 (b) The Financial Regulators' Powers (Technical Standards etc.) and Markets in Financial Instruments (Amendment) (EU Exit) Regulations 2019 (SI 2019/576) (c) The Financial Services (Miscellaneous) (Amendment) (EU Exit) Regulations 2019 and (d) The Financial Services (Electronic Money, Payment Services and Miscellaneous Amendments) (EU Exit) Regulations 2019

the Prospectus (Amendment etc.) (EU Exit) Regulations 2019/ 1234

"UK Prospectus Regulation" the UK version of the EU Prospectus Regulation (2017/1129) which is part of UK law by virtue of the European Union (Withdrawal) Act 2018 (as amended and supplemented from time to time (including but, not limited to, by the UK Prospectus Amendment Regulations 2019 and The Financial Services and Markets Act 2000 (Prospectus) Regulations 2019))

"UK UCITS Laws" (i) the Undertakings for Collective Investment in Transferable Securities Regulations 2011 (SI 2011/1613) and any other implementing measure which operated to transpose EU UCITS Directive in to UK law before 31 January 2020 (as

		amended from time to time and as further amended from time to time including by the Collective Investment Schemes (Amendment etc.) (EU Exit) Regulations 2019 (SI 2019/ 325)); and
	(ii)	the UK versions of EU Regulation 583/2010 and EU Regulation 584/2010, each being part of UK law by virtue of the European Union (Withdrawal) Act 2018, as amended and supplemented from time to time including by the Collective Investment Schemes (Amendment etc.) (EU Exit) Regulations 2019 (SI 2019/325) and the Technical Standards (Undertakings for Collective Investment in Transferable Securities Directive) (EU Exit) Instrument 2019 (FCA 2019/56)
"uncertificated" or "in uncertificated form"	a unit of a Guernsey security title to which is recorded on the register of securities as being held in uncertificated form in CREST and title to which may be transferred by means of CREST, or any other Uncertificated System
"Uncertificated System"	the CREST UK system and any relevant system or other computer based system and its related facilities and procedures by means of which title to units of a security (including shares) can be endowed and transferred without a written certificate of instrument, as determined from time to time by the directors
"Underlying Funds"		investment funds managed by the Manager or its affiliates in which the Master Fund invests
"US" or "United States"		the United States of America, its territories and possessions, any state of the United States of America and the District of Columbia
"US Commodity Exchange Act"		the United States Commodity Exchange Act of 1936, as amended
"US Dodd-Frank Act"	the	United States US Dodd-Frank Wall Street Reform and Consumer Protection Act of 2010, as amended
"US Dollar Shares"		the shares of the Company denominated in US Dollars
"US GAAP"	US Generally Accepted Accounting Principles
"US Investment Company Act"	the US Investment Company Act of 1940, as amended
"US Person"	the Rule 4.7	any person who is a U.S. Person as defined in Regulation S or who otherwise is not a "Non-United States Person" as defined in Commission's United States Commodity Futures Trading
"US Securities Act"	the US Securities Act of 1933, as amended
"US Tax Code"		the US Internal Revenue Code of 1986, as amended