Professional Documents
Culture Documents
Dear Investor,
Trilogy Funds is pleased to invite you to consider an investment in the Trilogy Monthly Income Trust.
The Trust offers Investors access to the attractive returns available through investments in first mortgages
over Australian property through a pooled mortgage trust. The Loans are secured by registered first mortgages
over a portfolio of property, which can include residential, commercial, retail, development sites and
industrial properties. Examples of project types are unit developments, townhouses and land subdivisions for
residential development.
We are very pleased to say that since its inception in February 2007, the Trust has paid its Investors a distribution
every month and paid all withdrawals. The Trusts unit price has also been maintained at $1.00 throughout its history.
We are very proud of our track record managing the Trust and its performance over the past 8 years. We consider
that the returns we have delivered over that time have made us competitive against our peers and demonstrate
our experience guiding this Trust through a constantly changing economic environment (please note that past
performance is not a reliable indicator of future performance). The Trust has experienced significant growth over the
last year with an increase of over 60% in funds under management.
In considering the Trust for potential inclusion in your portfolio, we recommend that you read this Product Disclosure
Statement in full. This, in combination with advice from your licensed adviser, should help you to understand and
assess the risks involved as well as the potential benefits of an investment in this Trust.
We have a team available during business hours to answer any questions you may have. You can reach them by free
call to 1800 230 099 between 8:30am and 5:00pm (AEST). Alternatively you can email info@trilogyfunds.com.au.
There are also additional resources available at www.trilogyfunds.com.au/tmit to help you to consider an investment.
These resources include an explanatory video on how the Trust works, case studies from existing investors and the
most recent variable rate paid.
We look forward to discussing this opportunity with you.
Yours sincerely,
Rodger Bacon
Executive Deputy Chairman
Table of Contents
Section 1 Investment overview......................................................................... 7
Section 2 Key features of the trust................................................................ 10
2.1 Key features table.................................................................................................11
2.2 ASIC benchmarks and disclosure report................................................. 12
Section 3 The Trust...........................................................................................18
3.1 Minimum investment......................................................................................... 19
3.2 Minimum investment period.......................................................................... 19
3.3 How an investment is made........................................................................... 19
3.4 Issuing units........................................................................................................... 19
3.5 Distributions........................................................................................................... 19
3.6 Withdrawals..........................................................................................................20
3.7 Transferring units................................................................................................. 21
3.8 Adding to your investment............................................................................. 21
3.9 Liquidity and liquidity targets....................................................................... 21
3.10 Reporting............................................................................................................... 22
3.11 Wholesale Investors and investing through investment platforms....22
Section 4 About the Trusts Loans................................................................. 23
4.1 Registered first mortgages............................................................................ 23
4.2 Additional security that may be taken.................................................... 23
4.3 Loan-to-Valuation Ratios (LVR).................................................................. 23
4.4 Valuations............................................................................................................... 24
4.5 Borrowers capacity to service the Loan and Loan assessment...... 24
4.6 Adequate property insurance...................................................................... 25
4.7 Loan monitoring and defaults or arrears................................................ 25
4.8 Loan diversification........................................................................................... 25
4.9 Loans yet to be advanced.............................................................................. 26
4.10 Maximum Loan amount.................................................................................. 27
4.11 Maximum Loan term......................................................................................... 27
4.12 Interest rates......................................................................................................... 27
4.13 Capitalisation of interest................................................................................. 27
4.14 Credit contract loans........................................................................................ 27
4.15 Dealing with Mortgage Investments......................................................... 27
4.16 Other assets of the Trust................................................................................ 27
Section 5 - Fees and costs................................................................................. 28
5.1 Consumer advisory warning......................................................................... 29
5.2 Fees and costs..................................................................................................... 29
5.3 Additional explanation of fees and costs............................................... 32
Section 6 - Risk....................................................................................................34
6.1 Introduction...........................................................................................................34
6.2 Risks to consider before investing in the Trust....................................34
6.3 Property market risk.........................................................................................34
6.4 Construction risks.............................................................................................. 35
6.5 Borrower default risk........................................................................................ 35
6.6 Liquidity risk......................................................................................................... 35
6.7 Arrears of the Trusts mortgage portfolio.............................................. 36
6.8 Specific Mortgage Investment risks.......................................................... 36
6.9 Specific Trust risks............................................................................................. 36
6.10 General investment risks................................................................................. 37
6.11 Responsible Entity risk.................................................................................... 37
6.12 Conclusion............................................................................................................. 37
Section 7 About Trilogy Funds Management Limited................................ 38
7.1 Trilogy Funds Management Limited......................................................... 38
7.2 Management experience................................................................................ 38
7.3 Directors of Trilogy Funds............................................................................. 39
7.4 Senior executives............................................................................................... 40
Section 8 - Additional information....................................................................41
8.1 General information............................................................................................ 41
8.2 Summaries of material documents............................................................44
8.3 Additional applications....................................................................................46
8.4 The Custodian and the Custodians disclaimer....................................46
8.5 New Zealand Investors....................................................................................46
8.6
Glossary...................................................................................................................48
Section 9 - Guide to completing the application forms and ID requirements.49
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Who we are
Trilogy Funds was established in 1998. Following
a merger in 2004 with a wider group of senior
management professionals, Trilogy Funds harnessed
a wealth of expertise in property. Trilogy Funds has a
strong background in structuring and managing property
investments. Our core investment offerings are mortgage
and property trusts. Property is the key commonality,
which capitalises on the strengths of the team and
their experience. More information about our senior
management team is provided in Section 7 and in the
Corporate Profile located on the Trilogy Funds website.
The Trust
The Trust offers Investors an opportunity to invest
in a managed investment scheme holding a pool of
registered, first mortgage Loans to Borrowers for the
purchase, development, construction or re-financing of
Australian property. The Trust is a registered managed
investment scheme that was first offered to Investors by
Trilogy Funds in 2007. It has paid Investors a distribution
every month since inception*.
Investors share in a proportional amount of the risk and
the income from the Trusts Loans. Investors receive a
variable monthly distribution* based on the net returns
from the Loans and cash held.
*(Please note that past performance is not an indicator of
future performance).
The Trust is open to both retail and wholesale Investors.
Wholesale Investors should consider Section 3.11.
Short Term
Investment
Account
Investor
Cash units
Allocated units
INTEREST RATE
INTEREST RATE
Distributions are:
calculated DAILY and
paid MONTHLY in arrears.
Investor
chooses
Investor chooses to:
1. Have their monthly
distributions paid to
their bank account; or
2. Reinvest their monthly
distributions to
acquire Cash units.
Distributions are:
CONVERSION TIMEFRAME
Average number of
days investors spent
holding Cash units
before designated as
Allocated units for
the calendar year to
31 May 2015.
Steps to invest
There are three steps to make an investment in the Trust.
Option 1
Option 2
Scan and email your application to
investorrelations@trilogyfunds.com.au
Trilogy MIT
Reference
Questions?
For further information on the Trust, please contact
your financial adviser or contact our team.
BPAY
Phone
info@trilogyfunds.com.au
Website
www.trilogyfunds.com.au/tmit
Biller Code
364471
Reference number If a reference number has not
already been provided to you,
you can obtain one by calling
Investor Relations on 1800 230
099 or emailing investorrelations
@ trilogyfunds.com.au
2
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Key features
The information in the table below provides a snapshot of the Trust. Please read the whole PDS and seek any advice
you need before deciding to invest.
Product name
TGY0003AU
Inception
February 2007
Custodian
Investment strategy
Minimum investment
$10,000
$1,000
Distributions
Withdrawals
11
Fees
See Section 5.2. Published returns for Investors are net of all fees
charged to the Trust.
*
Reporting
Historical performance
Refer to www.trilogyfunds.com.au/tmit.
Please note past performance is not a reliable indicator of
future performance.
2.2
Benchmarks
The section below sets out briefly:
the benchmark;
how and to what extent Trilogy Funds complies
with the benchmark and if not, why not; and
where additional information is to be found in
this PDS.
12
Benchmark 3: Loan Portfolio and Diversification Trilogy Funds does not meet the benchmark
To meet this benchmark, the responsible entity must
meet the following:
The scheme holds a portfolio of assets diversified
by size, borrower, class of borrower activity and
geographic region.
Yes, see Section 4.8 for details.
The scheme has no single asset in the scheme portfolio
that exceeds 5% of the total scheme assets.
No, there are seven Loans that represent amounts greater
than 5% of the scheme assets. Cash holdings also exceed
the 5% benchmark figure. Trilogy Funds notes that there
are a limited number of Loans in the portfolio which
makes diversification more difficult. See Section 4.8 for
details. Also see Section 6.3b for the risks associated with
limited diversification.
The scheme has no single borrower who exceeds 5% of
the scheme assets; and
No, there are seven Borrowers who exceed 5% of the
scheme assets. Trilogy Funds notes that there are still
a limited number of Loans in the portfolio which makes
diversification more difficult. See Section 4.8 for details.
Also see Section 6.3b for the risks associated with limited
diversification.
All loans made by the scheme are secured by first
mortgages over real property (including registered
leasehold title).
Yes, all Loans are secured by first mortgages over real
property. See Section 4.1.
Trilogy Funds does not meet the benchmark in respect of
either of the 5% limits referred to above.
Benchmark 4: Related Party Transactions - Trilogy
Funds meets the benchmark
To meet this benchmark, the responsible entity must
not lend to related parties of the responsible entity or
to the schemes investment manager.
Yes, the responsible entity does not lend to related
parties of the responsible entity. There is no
investment manager.
Benchmark 5: Valuation Policy - Trilogy Funds does not
meet the benchmark
To meet this benchmark, the board of the responsible
entity requires its valuation policy to meet the
following:
i.
ii.
13
Disclosure principles
The section below sets out briefly:
14
Disclose:
15
16
Disclose:
If the scheme promotes a fixed redemption unit price for
investments (e.g. $1 per unit), the responsible entity must
clearly disclose details of the circumstances in which a
lower amount may be payable, details of how that amount
will be determined and the impact of a default under the
schemes mortgage assets on investors.
The Constitution provides a mechanism for compulsory
redemption of Cash units and Allocated units. If as at the
end of a quarter Trilogy Funds ascertains that the unit
price is less than the fixed withdrawal price of $1.00 per
unit, Trilogy Funds will redeem sufficient Cash units and
Allocated units to bring the unit value of each of the
Cash units and Allocated units back to equal the
withdrawal price.
This is achieved by redeeming an amount of capital from
the Trust equal to the number of whole dollars of the
amount by which the unit value is less than the withdrawal
price of the units.
17
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3.1
Minimum investment
3.2
3.3
3.4
Issuing units
3.5 Distributions
All Loans in the current portfolio expire at varying times.
With Trilogy Funds liquidity policy and active review by
the Treasury Committee and the Board, the Directors, as
at the date of this PDS, have a reasonable basis to state
that distribution practices are sustainable over the next 12
months. This view may change in the future if there is an
increased risk that there could be an influx of withdrawals
that could not be met by the liquidity levels of the Trust
or there is a significant delay in the repayment of Loans
or interest.
Income distribution on Cash units
The proceeds of Cash units (Investment Monies) will be
held in the STIA established with an Australian ADI for
the Trust. The STIA is kept by the Custodian, as an agent
of Trilogy Funds. The Investment Monies held in the STIA
earn interest for the Trust and Cash units are entitled to
income distributions based on interest earned in the STIA
from the date on which cleared funds are deposited until
the Cash units are designated as Allocated units or are
redeemed. Distributions on Cash units do not include
interest earned from Loans.
19
3.6 Withdrawals
Notice period
After holding the unit for two months, a four month
notice period is currently required for withdrawals.
Trilogy Funds, at its discretion, may waive or reduce
this period. Any waiver or reduction is contingent on
sufficient liquidity in the Trust at the time of the request.
Trilogy Funds may increase the four month notice
period by giving you not less than 30 days prior notice,
provided that it continues to be able to meet withdrawal
requests within 15 months, which as explained below is
the maximum period specified in the Constitution for
satisfying withdrawal requests. Withdrawals will normally
be paid within 10 business days after the expiry of the
notice period. Investors must note, however, that no
assurance is given that processing will always be within
that timeframe.
3.9
3.7
Transferring units
borrower defaults.
3.8
21
3.10 Reporting
3.11
22
Investment platforms
You may invest in the Trust through an investment
platform, also referred to as wraps and investor directed
portfolio services (IDPS). Trilogy Funds authorises the
use of this PDS as disclosure to investors who wish
to access the Trust through investment platforms
(Indirect Investors).
Indirect Investors who gain exposure to this Trust through
a master trust, wrap account or IDPS do not:
SECT
Abou
t the
ION 4
Trust
s
Loans
$13,450,718
$8,023,994
$21,474,712
4.1
4.2
4.3
received that was not more than four months old at the
time of Loan approval. As at 31 May 2015 the weighted
average LVR of all the Loans in the Trust was 55.19%.
As at 31 May 2015, the highest LVR for an individual loan
was 66.61%.
Where a Loan is in default, the LVR on that Loan may
exceed 70%. It should be noted that if an advance
of further funds is required in order to complete a
development where a Loan is in default, the LVR may
exceed 70% of the as if complete valuation.
As at 31 May 2015 the LVRs of the existing approved
Loans, in percentage terms, were as follows:
RANGE
Less than 60%
VALUE OF
LOANS
NUMBER OF
LOANS
$13,285,000
13
61% - 70%
$6,692,079
Total
$19,977,079
19
23
4.4 Valuations
Trilogy Funds requires valuations to be prepared by an
independent, qualified and registered valuer prior to
advancing loan funds against a property being offered as
security. In all cases, Trilogy Funds requires the valuation to
meet the following criteria (amongst other things):
24
4.5
4.6
4.7
4.8
Loan diversification
VALUE OF
LOANS
% OF NUMBER
PORTFOLIO
OF
LOANS
$2,146,832
15.96%
$134,304
1.00%
Completed
residential land
$4,200,025
31.23%
Land
development
residential
$5,780,379
42.97%
Townhouse
development
residential
$1,189,178
8.84%
Total
$13,450,718
100.00%
19
Completed
industrial
25
The following are Trilogy Funds guidelines for the class of activity sector spread of the portfolio. The guidelines reflect
Trilogy Funds experience and accumulated skills in lending on construction projects predominantly in the residential
sector, as well as commercial and industrial sectors. Additionally, Trilogy Funds has experience in lending on land
development projects and consequently it is acknowledged that construction and development projects will be featured
in the sector spread. These percentages are a guide only and the sector spread guidelines are to be reviewed by the
Lending Committee on an ongoing basis. With a currently limited Loan portfolio, achieving and maintaining diversity can
prove challenging. Obviously the percentages outlined in Trilogy Funds Lending Policy are a guide only. However, the
sectoral spread is reviewed by the Lending Committee on an ongoing basis. While Trilogy Funds does not, as at the date
of this PDS, meet its internal sectoral spread guidelines it will work towards doing so as the Loan portfolio increases in
both size and number of Borrowers.
SECTORAL SPREAD AS AT 31 MAY 2015
GUIDELINE BY
NUMBER
% OF LOAN
PORTFOLIO
VALUE OF
LOANS
NUMBER
OF LOANS
Residential
20% - 70%
36.85%
$6,611,088
Commercial
0% - 30%
00.00%
$0
Land
20% - 50%
5.26%
$358,468
Residential
0% - 50%
52.63%
$6,346,858
Commercial
0% - 20%
5.26%
$134,304
100.00%
$13,450,718
Investment Loans
Total
Cash (as a percentage of total assets)
5% - 20%
VALUE OF
LOANS
Queensland
NUMBER OF
LOANS
$11,316,535
17
$2,134,183
Australian Capital
Territory
Victoria
$13,450,718
19
4.9
19
Total
36.71%
10
STATE
TARGET BY
NUMBER
AS AT 31
MAY 2015
Queensland
20-50%
89.5%
10-50%
10.5%
Australian Capital
Territory
10-20%
0%
Victoria
10-40%
0%
As at 31 May 2015 the Loans (including capitalised interest) that had been approved but the funds had yet to be
advanced and the funding arrangements in place for any of these undrawn Loan commitments were as follows:
CLASS OF ACTIVITY
APPROVED AMOUNT
(INCLUDING
CAPITALISED
INTEREST)
DRAWN
UNDRAWN/
OVERDRAWN
NUMBER
OF
LOANS
$2,280,000
$2,146,832
$133,168
$140,000
$134,304
$5,696
$5,265,000
$4,200,025
$1,064,975
$10,970,000
$5,780,379
$5,189,621
$1,320,000
$1,189,178
$130,822
$19,975,000
$13,450,718
$6,524,282
19
A Loan may be structured primarily as a Loan commitment so that all or a large component of the amount that may
be advanced is not drawn down by the Borrower for a period of time after the entering into of the Mortgage and the
granting of the security, until needed for the development or construction. As at 31 May 2015 there were no Loans to
Borrowers entered into on this basis.
26
VALUE OF
LOANS
NUMBER OF
LOANS
7.00%
$419,550
8.00%
$358,468
8.50%
$239,998
9.00%
$7,728,851
11
9.92%
$719,947
VALUE OF
LOANS
PERCENTAGE
12.30%
$2,509,579
12.67%
$834,751
$2,509,580
18.66%
15.50%
$639,574
$1,714,633
12.75%
Total
$1,438,006
10.69%
$1,152,079
8.57%
$854,278
6.35%
$834,751
6.21%
$719,947
5.35%
$639,574
4.75%
$618,128
4.60%
10
$572,607
4.26%
Rank (largest at 1)
4.13
$13,450,718
19
Capitalisation of interest
VALUE OF
LOANS
$3,180,359
$1,429,176
$8,841,183
$13,450,718
19
Total
4.12
NUMBER OF
LOANS
Interest rates
4.16
5
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5.1
The warning is prescribed for inclusion in product disclosure statements and aims to alert Investors to the
importance of value for money; and the compounding value of fees and costs as well as their impact over
time on ultimate benefits. The example given is not intended to represent an investment in this Trust.
For an additional description of the fees and costs charged by this Trust, please read this section in full.
There are no contribution fees for the Trust. When comparing an investment in this Trust through this PDS with
other products in the marketplace, recognise that other products may charge a contribution fee and
you may be able to negotiate a lower contribution fee with the fund or your financial adviser.
5.2
Table 2 -
The next part of this Section deals with the fees and
charges that may be payable when an Investors Cash
units are designated as Allocated units.
Fees and cost - Allocated units
This table shows fees and other costs you may be charged.
These fees and costs may be deducted from your money,
from the returns on your investment or from the Trust
assets as a whole.
Table 1: Fees and costs that are payable from Fees and costs described are inclusive of GST and less
any available reduced input tax credits (RITC).
the assets of the Trust as a whole
Fees and costs - Cash units
As at the date of this PDS, no fees and charges are
payable by Investors in respect of the Cash units they
hold. This means that Trilogy Funds does not charge any
management cost (fees or expenses), or any establishment
fee, contribution fee, transfer fee, withdrawal fee or exit fee.
29
Table 1: Fees and costs that are payable from the assets of the Trust as a whole
TYPE OF FEE OR COST
AMOUNT
$0
N/A
$0
N/A
$0
N/A
$0
N/A
Establishment Fee
The fee to open your investment
in the Trust.
Contribution Fee
The fee on each amount contributed
to your investment in the Trust.
Transfer Fee
The fee on each amount transferred
out of your investment in the Trust to
another party.
Exit Fee
The fee to close your investment in
the Trust.
Management Costs
The annual fees and expenses for managing your investment in the Trust, comprising:
Responsible Entitys management fee Responsible Entitys management
of 0.7175% p.a.
fee of 0.7175% p.a. on the total gross
value of Mortgage Investments and
Allocated cash held in the Trust.
PLUS
Other management costs not
expected to exceed 0.2640% p.a.
Management costs do not include
abnormal expenses referred to in
Section 5.3c.
0.9815% p.a.
EXAMPLE If the amount of the
assets in the Trust comprises a
pool of Mortgage Investments and
Allocated cash totalling $10 million
and Trilogy Funds charges a fee
of 0.7175% p.a. and incurs other
management costs of 0.2640% p.a.
these fees and costs would amount
to $98,150 p.a.
Service Fee
Investment switching fee. The fee for
changing investment options.
Nil
30
N/A
Contribution fees
0%
0.9815% p.a.
0.9815% p.a.
Note 1: Management costs (fees and expenses) are calculated with reference to the gross value of the Mortgage Investments and Allocated cash of the
Trust, not on the amount of your investment. This example assumes that the gross value of the Mortgage Investments and Allocated cash is $50,000 and
that the investment is in Allocated units.
Trilogy Funds is entitled to receive from the Borrower and retain any fees and costs on each Mortgage Investment made
by the Trust. The table below shows the types of fees and costs that Trilogy Funds may charge to a Borrower.
Investors should be aware that the fees and costs paid by the Borrowers form part of the assets of the Trust but are paid
to Trilogy Funds.
Fees and costs described are exclusive of GST.
AMOUNT
Up to $1,000.
31
5.3
a.
b.
For the life of this PDS, Trilogy Funds has waived the
following fees and costs:
custodian fees;
c.
Abnormal expenses
The Constitution also provides for the reimbursement
or payment of other recoverable expenses that are
not incurred on a day to day basis, such as the cost
of amending the Constitution, the cost of producing
the PDS, the cost of Investors meetings, the cost of
litigation, and the like. These abnormal expenses are
met from the assets of the Trust and not from the
Responsible Entitys own funds. Nor are they included
within other management costs to which the amount
of 0.2640% p.a.(including GST less RITC) of the gross
value of the Mortgage Investments and Allocated
cash applies during the currency of this PDS.
d.
32
f.
Custodian fees
The Trust Company (Australia) Limited ACN 000
000 993 will be paid a fee for acting as the custodian
of the Trust. The fee is 0.025% p.a. (plus GST) on the
gross value of the Trusts portfolio accrued on a daily
basis. This fee is payable quarterly in arrears with an
annual minimum of $15,000 (plus GST) for the Trust.
As indicated above, the Custodians fees are included
in other management costs.
g.
h.
Adviser fees
As at the date of this PDS, Trilogy Funds does not
pay advisers and other intermediaries product
commissions. If your adviser charges you a fee in
connection with an investment in the Fund, your
adviser must tell you about this fee, including the
amount as well as how and when it is payable by
you. Future changes to the legislation may result in
changes to Trilogy Funds practices.
33
6
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6.1 Introduction
6.2
a.
Capital risk
Unit holder investments in the Trust are not capital
guaranteed. Should the Trust suffer a capital loss
Investors may be charged negative income and may
suffer a capital loss.
b.
34
6.3
b.
6.4
Diversification risk
Property market risk may also arise where size
of loan, number of borrowers, class of borrower
activity or geographical region diversification is not
high. The more diversified a loan portfolio is, the
lower the risk generally that an adverse event
affecting one borrower or one type of loan will
simultaneously affect the majority of borrowers,
and therefore put the overall portfolio at risk.
Construction risks
a borrowers circumstances;
6.6
Liquidity risk
35
6.7
6.8
a.
b.
c.
d.
36
Repayment delays
Repayment of Loans may be delayed beyond
the agreed maturity date. This can occur for a
wide variety of reasons including the risk that
construction or development does not proceed
on schedule.
Litigation risk
This is the risk that any lender faces when it takes
legal action to enforce the mortgage by the sale
of the security property. Borrowers may defend
the enforcement proceedings successfully in
whole or in part, in light of judicial interpretation
of the borrowing and enforcement arrangements,
which may vary over time. In addition, courts are
vested with wide discretionary powers, and these
may be exercised in favour of the borrower. It
should be noted that Trilogy Funds is under no
obligation to pursue
further recovery action after the security is sold.
National Consumer Credit Protection Act
(NCCP Act) Regulated loans
Trilogy Funds is not, and has no present intention
to be in the future, licensed to make loans that
are regulated under the NCCP Act. Nevertheless,
a court may for some reason hold that a loan is
so regulated. In general terms, there are limits
on the amount of default interest that may be
charged and the actions that Trilogy Funds may
TRILOGY MONTHLY INCOME TRUST | PDS
6.9
a.
Consultancy services
Trilogy Funds, as Responsible Entity of the
Trust, is dependent upon its consultants (e.g.
an independent qualified valuer) to provide
consultancy services of the quality and at the
times required by it. The ability of the consultants
to do this and the accuracy of their advice cannot
be guaranteed by Trilogy Funds and may be
affected by factors completely outside its control.
b.
Documentation risk
There is a risk of deficiency in the accuracy
of documentation, including the mortgage
documentation entered into for the Trust that
could, in certain circumstances, adversely affect
the recoverability of monies invested by the Trust
and reduce the value of the investment.
c.
Insurance risk
There is a risk that a Borrower from the Trust may
fail to effect property insurance over a secured
property, or indeed may cancel such a policy once
obtained, without prior notification to Trilogy
Funds. Additionally, property insurance obtained
may be inadequate or could be denied due to
a number of circumstances, including the failure of
the borrower to make proper disclosure to
its insurer.
d.
e.
Operations risk
There is a risk that Trilogy Funds as Responsible
Entity of the Trust, may fail to adequately identify
and manage the investment risks in the Trusts
portfolio and thus affect the Trusts ability to
pay distributions or reduce the value of the
investment. This includes any such failures
by Trilogy Funds in its capacity as the
Responsible Entity.
f.
6.11
6.12 Conclusion
The preceding list of risk factors is not to be taken as
being comprehensive or inclusive of all of the risks
that may be attributable to an investment in the Trust.
These risks, as well as other risks, which have not been
specifically identified, may in the future affect the
financial performance of the Trust.
Consequently, there is no guarantee as to the amount
or timing of the payment of capital, distributions or the
value of the units held in the Trust.
You should seek your own financial advice from a
licensed adviser before investing.
37
7
N
TIO ds
7.1
7.2
Management experience
38
7.3
John Barry
(Executive Director)
BA CA
John Barry is a founder and an Executive Director
of Trilogy Funds. He is also Chairman of Westpac RE
Limited and spent five years as a senior consultant to
ABN AMRO in its infrastructure and funds management
area. Prior to joining Trilogy Funds, John was an
Executive Director and Head of Property at Challenger
International Limited, where he was instrumental in its
growth as a broad based financial services company.
He was actively involved in the establishment of the
Endowment Warrants, the acquisition and management
of the Howard Mortgage Trust and the structure and
establishment of Challengers long term annuities. John
is a Chartered Accountant and worked with Coopers
& Lybrand both in Australia and the UK. Following this
he worked in the corporate advisory area of Morgan
Grenfell Australia and was a Director of Rothschild
Australia Limited.
Peter Arnold
(Executive Director)
Peter Arnold has more than 30 years experience in
Australias commercial, industrial and retail property
markets. He also has more than 20 years of funds
management experience, gained with one of Australias
leading unlisted Real Estate Investment Trusts,
Austgrowth Property Syndicates Limited. Peters
expertise spans the property value chain, including
acquisition, development, management, and distressed
property work outs. Prior to joining Trilogy Funds in
2011, Peter co-founded Austgrowth Property Syndicates
Limited, the Responsible Entity for over $230 million
of syndicated commercial, industrial and retail
property funds.
Rohan Butcher
(Independent Director)
BSc Quantity Surveying, Lic Real Estate, Reg Builder
Rohan Butcher is an Independent Director of Trilogy
Funds and an independent member of the Lending
Committee. Rohan has more than 19 years experience
in construction and property having worked in
quantity surveying, estimating, project administration,
development management, planning and project
management across both construction and development
projects. He has been involved in a number of major
projects within the residential, retail and commercial
property sectors, while undertaking a variety of senior
appointments with major public and private companies.
Rohan is a member of the Urban Development Institute
of Australia.
39
7.4
Senior executives
David Hogan
(Head of Property Assets)
AFAIM, A Fin
Justin Smart
(Chief Operating Officer)
BA Com, CPA
Justin Smart was appointed as Trilogy Funds
Chief Operating Officer in July 2007 and is a Certified
Practising Accountant. His role with Trilogy Funds is to
manage operations incorporating finance, administration,
marketing, information technology and human resources.
Prior to joining Trilogy Funds, Justin held various senior
management roles within the financial services sector. He
has worked with Aussie Home Loans and QBE Insurance,
acted as the Financial Controller for the Australian
Commonwealth Governments HIH Insurance Relief
Scheme and was the Financial Controller for Charles
Taylor Consulting (UK listed Mutual Insurance Manager)
for their Australian operations. Justin commenced his
career with a multi-national Chartered Accounting firm,
specialising in audit. He was seconded across various
Australian offices as well as their New York office. Justin
is a member of the Trilogy Funds Treasury Committee.
40
SECT
Addit
ional
8.1
General information
a.
Continuous disclosure
As at the date of this PDS, the Trust is a disclosing
entity. Being a disclosing entity means that Trilogy
Funds must lodge half-yearly and annual financial
reports of the Trust with ASIC, as well as notice of
important events as they happen.
All of this information may be inspected at or
obtained from ASIC or the registered office of
Trilogy Funds.
If you wish to receive a copy of the latest audited
accounts of the Trust in which you are an Investor,
please contact the Responsible Entity. Trilogy
Funds intends to follow ASIC good practice
guidance contained in Regulatory Guide 198
Unlisted disclosing entities: Continuous disclosure
obligations to meet its continuous disclosure
obligations. This means that Trilogy Funds has
elected to update Investors by posting continuous
disclosure notices on its website
www.trilogyfunds.com.au.
inform
ation
b. Taxation
Trilogy Funds cannot give tax advice on
investments in the Trust or in relation to
withdrawals from the Trust. Investing in a
managed fund such as the Trust is likely to have
taxation consequences. Australian tax laws
are complex and subject to change. The tax
comments below are only in respect of Australian
tax and are based on the current law in Australia
as at the date of this PDS. The tax comments
in this section are only relevant for Australian
resident investors that hold their interests in the
Trust on capital account. Further, they may not be
relevant to investors that are subject to special
tax rules such as banks, insurance companies,
managed investment trusts, tax exempt
organisations and dealers in securities. Trilogy
Funds advises you to seek professional tax advice
on your proposed investment in the Trust before
making a decision to invest.
ION 8
41
c. Privacy
Trilogy Funds is committed to protecting the
privacy of its Investors. It is bound by the Privacy
Act 1998 as amended from time to time (Privacy
Act) and the principles and procedures to be
adopted under that legislation. The Privacy Act
regulates, among other things, the collection,
storage and security, quality, management,
correction, use and disclosure of and access to
personal information. By applying to invest in
the Trust, the applicant consents to personal
information being used by us for the purposes
for which it was provided and for other purposes
permitted under the Privacy Act.
The Application Forms accompanying this PDS
require Investors to provide personal information.
Trilogy Funds, and any service providers to
Trilogy Funds or to the Trust (including the
Custodian) may collect, hold and use your personal
information in order to assess your application,
service your needs as an Investor, provide facilities
and services to you, to the Responsible Entity and
to the Trust and for other purposes permitted
under the Privacy Act and other legislation, such as
the anti-money laundering and counter terrorism
financing (AML/CTF) laws.
42
e.
Cooling off
If an Investor changes their mind about investing in
the Trust, the Investor has the right to ask to have
their application monies returned if the cooling
off rights given by the Corporations Act apply to
the investment. For so long as the Trust is a liquid
fund the cooling off rights apply to the Trust. Those
Investors who are wholesale clients within the
meaning of the Corporations Act do not have any
cooling off rights.
f.
Anti-money laundering
The Responsible Entity is required to comply with
the Anti-Money Laundering and Counter-Terrorism
Financing Act 2006 (Cth) (AML/CTF Law). This
means that the Responsible Entity will require you
to provide personal information and documentation
in relation to your identity and that of any beneficial
owners when you invest in the Trust. The Responsible
Entity may need to obtain additional information and
documentation from you to process your application
or subsequent transactions or at other times during
your investment. The obtaining of information will be
pursuant to the AML/CTF program that has been
adopted. The Responsible Entity may need
to identify:
transferees of interests in the Trust. The
Responsible Entity will not register a
transfer until all relevant information has
been received and you or your
transferees identity or that of its
beneficial owners has been
satisfactorily verified;
your estate. If you die while you are the
owner of an interest in the Trust, the
Responsible Entity may need to identify
your legal personal representative prior
to transferring ownership or making any
payments; and
anyone acting on your behalf, including
under your power of attorney.
43
i. FATCA
The Foreign Account Tax Compliance Act
(FATCA) was enacted by the United States (US)
Congress in March 2010 to improve compliance
with US tax laws. FATCA will impose certain due
diligence and reporting obligations on foreign
(non-US) financial institutions, including the Trust.
44
Registers
Trilogy Funds or its appointed agent will keep and
maintain a register of Investors of the Trust and any
other register required by the Corporations Act.
Trilogy Funds must cause the register to be altered
when informed by an Investor of any change of name
or address.
appointment of agents;
management of the Trust;
custody of the assets of the Trust;
valuations;
methods for the handling of Investment Monies,
income and payments;
complaints handling and dispute resolution;
audits;
conflict of interests;
monitoring, resolving and reporting suspected
breaches of the Corporations Act; and
formation and operation of the
Compliance Committee.
c.
Loan agreement
A loan agreement will be entered into between
the Custodian and the Borrower in respect to each
Mortgage Investment. This agreement contains
provisions as to the terms on which the particular loan
constituting the Mortgage Investment is to be made.
It contains specific terms with respect to (amongst
other things) the calculation of interest and the loan
monitoring fee, method of repayment and right of
early repayment.
d.
e.
Custody deed
Trilogy Funds and the Custodian have entered into
a custody deed. Under the deed, the Custodian will
hold the assets of the Trust in compliance with the
Corporations Act, regulatory requirements and ASIC
policy.
Meetings of Investors
Trilogy Funds may convene a meeting of Investors in
the Trust at any time and when required to do so by
the Corporations Act.
45
8.3
Additional applications
8.5
any fees and charges that you (as distinct from the
Trust) may be required to pay such as transfer fees
will be payable in Australian dollars, not New Zealand
dollars; and
46
a.
c.
47
8.6 Glossary
Allocated cash means cash held in the Trust that is
derived from interest earned on the bank accounts
(other than in respect of Investment Monies), Borrower
repayments, interest paid by Borrowers (where interest is
not capitalised) and any fees that have been waived by the
Responsible Entity. Allocated cash is used for investment
in the pool of Mortgage Investments, distributions,
withdrawals and fees and costs.
Allocated unit means a unit of an Investor in the Trust
which Trilogy Funds has ceased to be designated as a
Cash unit upon the Investment Monies being applied to
the pool of Mortgage investments.
Application Form means each application form,
attached to or accompanying the PDS, to be used by
persons wishing to apply to and be accepted as a
member of the Trust.
48
SECT
ION 9
Guide
t
the a o complet
pplica
i
tion f ng
orms
9.1
9.2
49
Company applicants
Please provide the full name of the company. We also
require the address of both the registered office and the
principal place of business of the company. For Pty Ltd
companies, please provide the names of all directors.
Please provide your ACN, ABN and TFN or exemption
category. Collection of TFNs is authorised by taxation
laws. You do not have to advise us of your ABN or TFN
or exemption but if you do not, tax must be deducted
from distributions at the highest marginal rate plus the
Medicare levy.
Trust/superannuation fund applicants
Please provide the full name of the trust or superannuation
fund (as registered with ASIC or other regulatory
authority) as well as the type of trust. We require the
name, address and date of birth of all individual trustees.
We also require the names of all beneficiaries to the trust.
Please provide your ABN and TFN or exemption category.
Collection of TFNs is authorised by taxation laws. You do
not have to advise us of your ABN or TFN or exemption
but if you do not, tax must be deducted from distributions
at the highest marginal rate plus the Medicare levy and the
deficit levy.
Table 1: Correct forms of registrable names
Individuals - Use given
name(s), not initials.
Clubs/unincorporated
bodies/business names
- Use office bearer(s)
name(s), not the name
of club.
9.3
51
COLUMN 2
Primary Non-Photographic
(one proof required)
COLUMN 3
Secondary Identification
(one proof required)
Australian birth
certificate
Commonwealth
citizenship certificate
OR
Foreign passport
AND
Health card issued by
Centrelink
Acceptable Foreign
ID Documents
National ID Card issued
by a foreign government
containing a photograph
and signature (See Note 2)
Foreign Drivers licence
with photograph and date
of birth (See Note 2)
WHO MAY CERTIFY YOUR DOCUMENTS AS BEING A TRUE AND CORRECT COPY OF THE ORIGINAL (NOTE 4)
Judge
Lawyer
Notary Public
Magistrate
Justice of the Peace
Police Officer
A Registrar or Deputy
Registrar of a court
52
53
Corporate directory
Responsible Entity
Trilogy Funds Management Limited
ACN 080 383 679
AFSL 261425
Telephone (07) 3039 2828
Free call number 1800 230 099
Fax (07) 3039 2829
Brisbane office and registered office
Level 23
10 Eagle Street
Brisbane QLD 4000
Telephone (07) 3039 2828
Fax (07) 3039 2829
Sydney office
Level 13
Royal Exchange Building
56 Pitt Street
Sydney NSW 2000
Telephone (02) 8028 2828
Fax (02) 8028 2829
Melbourne office
454 Collins Street
Melbourne VIC 3000
Phone 1800 230 099
Investor Relations
Free call (within Australia) 1800 230 099
Free call (within New Zealand) +800 5510 1230
Between 8:30am and 5:00pm weekdays
(Australian Eastern Standard Time)
Directors of Trilogy Funds
Robert Willcocks (Chairman)
Rodger Ingle Bacon
Philip Ashley Ryan
John Collis Barry
Rohan Butcher
Peter Arnold
54
55
56