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Appointment of investment managers and custodians.
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22.—(1) The Commission may, from time to time, appoint such persons (“investment managers”) to invest and manage such portions of the Fund as the Commission deems appropriate on such terms and conditions as the Commission deems appropriate, including the following—
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(a) the investment mandate to be given to the investment manager, including discretionary powers for the investment manager,
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(b) an indemnity to the investment manager with respect to any depreciation or loss in assets under his or her control save for wilful default, fraud or negligence by the investment manager,
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(c) the appointment by the investment manager of agents to act for it in the performance of its duties and functions, subject to the consent of the Commission in the case of investment decisions,
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(d) the exercise of voting rights by the investment manager on behalf of the Fund,
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(e) general reporting arrangements, and
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(f) management fee, commission and other expenses payable to the investment manager.
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(2) Notwithstanding subsection (1), the Manager may be appointed by the Commission to invest and manage such portions of the Fund and on such terms and conditions as deemed appropriate by the Commission within the context of the investment strategy adopted by the Commission.
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(3) The Commission may, from time to time, appoint persons (“custodians”) to act as custodians for the assets, or portions of the assets, of the Fund on such terms and conditions as the Commission deems appropriate.
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(4) In evaluating prospective investment managers or custodians for the purpose of this section, the Commission shall, inter alia, have due regard to their—
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(a) investment or custodianship expertise, as appropriate,
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(b) risk management systems and other information systems and technology, as appropriate,
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(c) corporate structure,
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(d) reporting capabilities,
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(e) financial strength,
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(f) internal ethical and compliance guidelines,
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(g) external regulatory obligations, and
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(h) management fee, commission and other expenses.
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(5) The Commission shall seek to ensure in the contracts for the appointment of investment managers or custodians that they—
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(a) operate to the highest standards acting honestly and fairly, and with due skill, care, prudence and diligence, in conducting their business activities under the mandate given to them so as to promote the best interests of the Fund,
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(b) employ effectively the resources and procedures that are necessary for the proper performance of such business activities,
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(c) make every effort to avoid conflicts of interest and to declare any such conflict to the Commission, and
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(d) are subject to an appropriate regulatory regime.
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(6) In appointing an investment manager, a custodian or the Manager for the purposes of this section, the Commission may include a provision in the relevant contract, or letter of appointment in the case of the Manager, enabling it to engage auditors, from time to time, to carry out an audit of the books, accounts and other financial statements of the investment manager, custodian or Manager, as the case may be, in so far as they relate to activities of the investment manager, custodian or Manager under this section. The investment manager, custodian or Manager, as the case may be, shall afford access to the auditors to all records, documents and accounts relevant to assets of the Fund under his or her control.
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