© 2018 Tourbillon Invest SICAV, a. s.
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Tourbillon Invest SICAV, a. s. is a regulated investment fund based in Prague with variable basic capital. SICAV (Société d’investissement à Capital Variable) enables the use of the form of collective investment from institutional investors.
The founders of Tourbillon Invest SICAV, a. s. and the majority investors are Stanislav Fuňa and Tomáš Lysina. The fund focuses primarily on investments in the areas of energy and property-development projects in the European Union countries. As the investment fund has the legal form of a joint-stock company, the net value of the assets in the fund corresponds to its net commercial assets. Tourbillon Invest SICAV, a. s. receives financing from the business activities of the fund’s founders, as well as from institutional investors, and subsequently invests in new and developing projects in the EU countries. As of 2017, the portfolio of Tourbillon Invest SICAV, a. s. included the companies GameBet a. s., SE Development, a. s., Bio-Energo Slovakia, a. s., En-Invest, a. s. and DG-energy, a. s. The fund is registered with the Czech National Bank in the List of Investment Funds and is subject to the regulations imposed by the CNB.
The fund’s investment goal is to increase the value of financial resources invested by shareholders on the basis of investments in assets with anticipated above-standard yields.
The two main pillars of the investment portfolio are energy and real estate. The fund’s strategy is focused on conservative investments that mainly give investors certainty and stability. The primary sources of income are dividends from acquired companies and fees for provided sureties. The fund plans to reinvest the majority of profits from successful investments in new projects. The fund’s investment strategy is focused especially on investments in asset participation and provision of loans to subsidiaries both in the Czech Republic and in Slovakia.
The company is a fund of qualified investors. Only a qualified investor in the sense of Section 272 of Act No. 240/2013 Coll., on Investment Companies and Investment Funds, can become an investor in the fund.
An entity can contractually acquire shares of the fund in the minimum amount equivalent to EUR 125,000 or shares can be acquired by an entity specified in the provisions of Section 272 of the Act on Investment Companies and Investment Funds.
The fund issues investment shares for the current value of investment shares announced retroactively for the period in which the decisive date occurs. The decisive date is the date on which the financial resources remitted by the subscriber are credited to the fund’s account established for this purpose by the fund’s depositary. For the financial sum credited to the fund’s account, the subscriber is assigned the nearest lower whole number of investment shares of the fund. This is calculated as an integer part of a portion of the credited sum and the value of the investment share of the fund that is valid on the decisive date. Investment shares are transferrable without limitation. The same rights are associated with all investment shares, i.e. quoted shares issued by investment funds. Current investment shares are divided into type A (“growth”) shares intended for trading on the Prague Stock Exchange and type B (“yield”) shares, which will not be traded as securities on any regulated market. The fund plans to henceforth subscribe primarily investment shares that will be publicly traded. The owner of investment shares issued by the fund does not have any particular rights that would not be possessed by other owners of investment shares issued by the fund. In the event of favourable economic development and sufficient resources for covering payables due, the fund plans a pay-out in the form of profit sharing. In the course of the accounting period, the fund, as the issuer of investment shares, initiated preparation for trading part of these securities on the regulated Prague Stock Exchange (PSE). The purpose of listing the fund’s investment shares on the PSE is, in particular, greater attractiveness and liquidity of the investment shares for new potential investors. Another reason consists in the possibility of faster and more flexible liquidity of the investment shares beyond the framework of rules for purchasing investment shares of Tourbillon Invest SICAV, a. s. and, at the same time, without negative impact on the fund’s financial liquidity for current investors.
The administrator notifies investors that the value of an investment in the fund may decline or rise and there is no guarantee of a return on the originally invested amount. The fund’s performance in previous periods does not guarantee the same or higher performance in the future. An investment in the fund is intended for achieving yields when holding the investment over the medium to long term and thus is not suitable for short-term speculation. Potential investors should particularly consider the specific risks that may arise from the fund’s investment goals, which are set forth in its statutes. The investment goals are reflected in the recommended investment term, as well as in the fund’s fees and costs.
Detailed information is contained in the Statute of the fund and in the Key Information Disclosure (KID).
The Key Information Disclosure (KID) is available here:
http://www.avantfunds.cz/informacni-povinnost/. The information can be obtained in printed form at the registered office of the company AVANT investiční společnost, a. s. ROHAN BUSINESS CENTRE, Rohanské nábřeží 671/15 (reception B), 186 00 Prague 8. This information is of indicative nature only and it does not constitute a proposal for the conclusion of a contract or a public offer in the sense of applicable provisions of the Civil Code. For further important information for investors, please refer to the website https://www.avantfunds.cz/cz/dulezite-informace/.
Tourbillon Invest SICAV, a. s. plans to operate in multiple EU countries. In the case of its current investments, the fund has geographically focused primarily on the Czech Republic and Slovakia.
In those countries, the fund is actively seeking, particularly in the energy sector, potentially distressed assets or companies needing the entry of a strong and long-term financial investor. By means of the described process using gradual purchase of securities and mergers of controlled companies with target companies, the fund achieved the current status as at the end of the accounting period in the form of asset participation, which it intends to retain over the long term. In connection with the described acquisitions, in several cases the fund provided sureties for the liabilities of its subsidiaries while ensuring a pledge of loan financing in the value of those liabilities in advance.
The statutory body of the fund is the statutory director, which is an investment company authorised to manage Tourbillon Invest SICAV, a. s. as an investment fund.
This investment company authorises agents, i.e. representative of the legal entity, to act on behalf of the fund upon fulfilling the conditions of the provisions of Section 46 (3) of the Business Corporations Act. The statutory director is elected and recalled by the fund’s general meeting. No other special rules governing the election or recall of the members of the statutory body are stipulated. The supervisory body of the fund is the administrative board, which is composed of five members elected and recalled by the general meeting. The administrative board is quorate when the majority of its members are present. A simple majority of the votes of all members of the administrative board is required for adoption of a resolution of the administrative board. The fund has established an investment committee, which is composed of three members and fulfils the function of the fund’s advisory body. Members of the investment committee are appointed and recalled by the managing investment company as the statutory director of the fund, where two members are appointed/recalled at the suggestion of the majority of the fund’s share holders and one member at the suggestion of the chairman of the board of directors of the investment company. The investment committee takes decisions on its standpoint by means of a simple majority of its votes. The highest body of the fund is the general meeting, which is responsible for decision-making regarding all matters that fall within its competence pursuant to the Business Corporations Act, the Act on Investment Companies and Investment funds, the fund’s statutes and other legal regulations. The general meeting is able to adopt resolutions if there are in attendance shareholders owning vendor’s shares comprising more than 30% of the fund’s registered basic capital. The general meeting makes decisions based on an absolute majority of votes of all shareholders owning venders’ shares unless the Business Corporations Act or the fund’s statutes require a different majority. Accordance of a three-fourths majority of votes of all shareholders owning vendor’s shares is necessary for the general meeting’s decision-making involving amendment of the fund’s statutes, increase or reduction of the fund’s registered basic capital, approval of shares in the fund’s liquidation balance, decisions on the fund’s transformation, approval of the transfer or closure of an enterprise or a part thereof that would involve a significant change to the current structure of the enterprise or substantial change in the subject of business or activity of the fund, change of the type or form of shares, change of the rights connected with a particular type of shares, election and recall of members of the administrative board, amendment of the fund’s statutes in matters pertaining to the fund’s investment objectives. The fund is governed and administrated by the investment company, which, in the management and administration of the fund, is obligated to be governed by the law and by the updated collection of internal norms approved by the Czech National Bank. Besides the above-stated, there is no code of governance and administration of the fund that would be binding for the fund or with which the fund would voluntarily comply.
Tourbillon Invest SICAV, a. s.
Prague, Rohanské nábřeží 671/15, 186 00 Praha 8
Tourbillon Invest SICAV, a. s.
Bratislava, Trnavská cesta 27/B, 831 04