Units of DANSKE INVEST have not been registered under the United States Securities Act of 1933, as amended (the "1933 Act"), and are therefore not publicly offered in the United States and may not be offered to or subscribed by U.S. Persons as such expression is defined hereinafter. The Units are not being offered in the United States, and may be so offered only pursuant to an exemption from registration under the 1933 Act. The Units have not been registered with the Securities and Exchange Commission or any state securities commission nor have the Units been registered under the Investment Company Act of 1940, as amended (the "1940 Act"). No transfer or sale of the Units shall be made unless, among other things, such transfer or sale is exempt from the registration requirement of the 1933 Act and any applicable state securities laws or is made pursuant to an effective registration statement under the 1933 Act and such state securities laws and would not result in the Fund becoming subject to registration or regulation under the 1940 Act. Units may furthermore not be sold or held either directly by or to the benefit of, among others U.S. Persons. Applicants may be required to declare that they are not U.S. Persons and are not applying for Units on behalf of any U.S. Person nor reselling Units for the benefit of U.S. Persons. Article 6. of the Management Regulations contains provisions enabling the Fund to compulsorily redeem Units held by prohibited persons.
U.S. Person The term "U.S. Person" means with respect to individuals, any U.S. citizen (and certain former U.S. citizens as set out in relevant U.S. Income Tax laws) or "resident alien" within the meaning of U.S. income tax laws and in effect from time to time. With respect to persons other than individuals, the term "U.S. Person" means (i) a corporation or partnership or other entity created or organised in the United States or under the laws of the United States or any state thereof; (ii) a trust where (a) any trustee is a U.S. Person except if such trustee is a professional fiduciary and a co-trustee who is not a U.S. Person has sole or shared investment discretion with regard to trust assets and no beneficiary of the trust (and no settlor if the trust is revocable) is a U.S. Person or (b) a U.S. court is able to exercise primary jurisdiction over the trust and one or more U.S. fiduciaries have the authority to control all substantial decisions of the trust and (iii) an estate (a) which is subject to U.S. tax on its world-wide income from all sources; or (b) for which any U.S. Person acting as executor or administrator of the estate who is not a U.S. Person has sole or shared investment discretion with respect to the assets of the estate and which is not governed by foreign law. The term "U.S. Person" also means any entity organised principally for passive investment (such as a commodity pool, investment company or other similar entity), other than a pension plan for the employees, officers or principals of any entity organised and with its principal place of business outside the United States, (a) which has as a principal purpose the facilitating of investment by a U.S. Person in a commodity pool with respect to which the operator is exempt from certain requirements of Part 4 of the regulations promulgated by the United States Commodity Futures Trading Commission by virtue of its participants being non U.S. Persons or (b) by a U.S. Person principally for the purpose of investing in securities not registered under the 1933 Act, unless it is formed and owned by "accredited investors" (as defined in Rule 501 (a) under 1933 Act) who are not natural persons, estates or trusts. "United States" means the United States of America (including the States and the District of Columbia), its territories, its possessions and any other areas subject to its jurisdiction.
