Circular No. 03/CREPMF/2022 on Documents and Information to Attach to Approval Applications for Collective Investment Undertakings and Registration Procedures

WEST AFRICAN MONETARY UNION

crepmf

REGIONAL COUNCIL FOR PUBLIC SAVINGS AND FINANCIAL MARKETS

CIRCULAR No. 03/CREPMF/2022

RELATIVE TO THE DOCUMENTS AND INFORMATION TO ATTACH TO THE APPLICATION FOR APPROVAL OF A CIU AND TO THE PROCEDURES FOR FILING REGISTRATION APPLICATIONS

---

The General Secretariat of the Regional Council for Public Savings and Financial Markets (CREPMF) draws the attention of Collective Investment Undertakings (CIUs) and CIU Management Companies (SGOs) approved on the regional financial market of the UMOA that they must, in accordance with current regulations, comply with the provisions of this Circular.

For the purposes of this Circular, the term Instruction refers to Instruction No. 66/CREPMF/2021 relating to Collective Investment Undertakings and their Management Companies on the regional financial market of the UMOA.

This Circular clarifies the implementation modalities of Articles 17, 25, and 55 of the Instruction, which the relevant approved actors must permanently respect within the framework of their approval.

It is structured around the following points:

• the approval process;
• the modification of a CIU during its life and the information modalities for subscribers;
• the registration process.

I. APPROVAL PROCESS

This part applies to CIUs subject to approval by the Regional Council as referred to in Articles 17 and 19, paragraph 2 of the Instruction. The marketing of shares or units of these CIUs can only take place after obtaining this approval.

1.1 Filing of the approval application

The approval file deposited with the Regional Council, with a view to the establishment of a CIU covered by this section, includes, in addition to the approval application form and the supporting documents related thereto, defined in Instruction 64/2020/CREPMF relating to the conditions for processing approval or approval application files, the following elements:

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

1

• the attachments mentioned in Annex I as well as any other document that the CIU Management Company deems necessary for the processing of the file;
• the certificate appearing in Annex III.

The file is deposited exclusively, preferably by electronic means and if necessary in physical version, with the Regional Council.

1.2 Processing of the approval application by the Regional Council

During the processing of the file, the Regional Council may request any additional information. The CIU Management Company or the SICAV sends this information to the Regional Council by electronic means within the required timeframes.

1.3 Processing of the notification of the approval decision

At the end of the processing, the Regional Council may grant approval in the form of a decision. This approval is notified to the Management Company acting on behalf of the CIU or to the Investment Company.

The approval decision issued by the Regional Council includes among other things:

• the CIU approval number;
• the date of issuance of the approval.

1.4 Certificate of deposit of funds for the UCITS

The certificate of deposit of funds for the UCITS is sent to the Regional Council by the Depository of the CIU immediately after the deposit of the funds, and at the latest within forty-five (45) days following the date of notification of the CIU's approval.

In the absence of receipt of this document within the forty-five (45) day period, the Regional Council declares the approval null and void and informs the CIU Management Company in writing.

When particular circumstances justify it, the CIU Management Company may request an extension of the fund deposit deadline beyond the forty-five (45) days through a reasoned request, which must reach the Regional Council preferably by electronic means and if necessary in physical version, at least ten (10) working days before the date of declaration of the nullity of the approval, mentioning the desired date. The CIU Management Company must attach to its email a PDF file of the letter requesting the deadline extension signed by an authorized person.

The General Secretariat of the Regional Council informs the CIU Management Company of its decision within ten (10) working days from the receipt of the request. The first net asset value of the CIU must be calculated as soon as the funds are deposited.

1.5 Transmission of the Key Investor Information Document and the prospectus

Prior to the issuance of units or shares of the CIU, the CIU Management Company acting on behalf of the CIU or the Investment Company transmits to the Regional Council, for visa, the final version of the Key Investor Information Document and the prospectus to which the Regulations or Articles of Association are annexed.

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

2

II. MODIFICATION OF A CIU DURING ITS LIFE AND INFORMATION MODALITIES FOR SUBSCRIBERS

This section applies to CIUs subject to approval by the Regional Council as referred to in Articles 17 and 19, paragraph 2 of the Instruction. The modification of shares or units of these CIUs can only take place after obtaining this approval.

2.1 Modifications

Modifications are only effective after approval by the Regional Council. The filing of a modification application is carried out under the conditions listed in point 1.1 of this Circular.

2.2 Filing of the approval application

a) Any modification request must be addressed, preferably by electronic means and if necessary in physical version, to the Regional Council and includes:

• the approval form appearing in Annex II. Each section is filled in, the sections subject to modification must be identified clearly;
• the attachments mentioned in Annex II, as well as any other document that the CIU Management Company deems necessary for the processing of the file.

b) Any merger project is subject to a request addressed, preferably by electronic means and if necessary in physical version, to the Regional Council comprising:

• the approval form appearing in Annex IV. Each section is filled in, the sections subject to modification must be identified clearly;
• the attachments mentioned in Annex IV, as well as any other document that the CIU Management Company deems necessary for the processing of the file.

c) Any split or transformation project is subject to a request addressed, preferably by electronic means and if necessary in physical version, to the Regional Council comprising:

• the approval form appearing in Annex V. Each section is filled in, the sections subject to modification must be identified clearly;
• the attachments mentioned in Annex V, as well as any other document that the CIU Management Company deems necessary for the processing of the file.

2.3 Processing of the modification request by the Regional Council

The processing of the modification request is carried out under the same conditions as in point 1.2 of this Circular.

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

3

2.4 Transmission of the Key Investor Information Document and the Prospectus

The transmission of final documents is carried out under the same conditions as in point 1.5 of this Circular.

2.5 Information of unit holders or shareholders

Modifications requiring prior information of unit holders or shareholders are listed in Annex VI.

The information of unit holders or shareholders can take two forms: specific information to unit holders or shareholders or information by any other medium. The nature of the information dissemination medium must be adapted to the marketing mode.

III. REGISTRATION PROCESS

This section applies only to CIUs of the AIF type referred to in Article 19 of the Instruction and marketed exclusively to qualified investors.

The registration file deposited with the Regional Council with a view to the establishment of a CIU covered by this chapter includes:

• the registration form appearing in Annex VII, with each section filled in;
• the attachments mentioned in Annex VII as well as any other document that the CIU Management Company deems necessary for the processing of the file;
• the certificate appearing in Annex IX.

The file is deposited, preferably by electronic means and if necessary in physical version, with the Regional Council.

This Circular takes effect from its publication.

Done in Abidjan, on 03 JAN 2022

The General Secretary

Ripert BOSSOUKPE

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

4

ANNEX I APPROVAL FORM UPON ESTABLISHMENT

CREATION

0	Does this file follow a file that was rejected?	Yes
		No

1	Type of CIU	UCITS
		AIF

2	What is the legal form of the CIU	UCITS
		SICAV

3	The type of investors concerned	Qualified investors
		Non-qualified investors

4	Is the CIU invested in other CIUs?	Up to 100%
		Less than 50%
		Less than 20%
		Less than 10%

5	Does the CIU have several categories of units?	Yes
		No

6	Name of the CIU
7	Name of the CIU Management Company
---	----------------------------
8	Name of the Depository
---	---------------------
9	Name of the main broker
---	-------------------------
10	Auditors

11	Does the CIU benefit from a guarantee?	Yes
		No

12	Name of the guarantor
13	Classification of the CIU
----	---------------------
14	Person designated to verify the quality of the investor
----	---------------------------------------------------------
	Delegation
	Risk Management
	If yes, give the name of the Institution
	Administrative Management
	If yes, give the name of the Institution
	Accounting Management
	If yes, give the name of the Institution

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

5

16	Frequency of the net asset value allowing subscriptions/redemptions	Daily
		Weekly
		Monthly
		Bi-monthly
		Quarterly
		Annual

17	Country of marketing
18	Other information to be communicated to the Regional Council

CORRESPONDENCE

19	Name of the Correspondent
20	Company
21	Telephone number
22	Email
23	Name of the correspondent manager
24	Postal address of the company

SICAV

25	Postal address of the SICAV
26	Telephone number
27	Email (mandatory for self-managed SICAVs)

DOCUMENTS TO PROVIDE

For all CIUs	The Regulations or Articles of Association of the CIU and the RCCM in case the CIU takes the corporate form
	The draft Key Investor Information Document when the CIU is a UCITS or is marketed to non-qualified investors
	The draft prospectus
	The certificate provided for in Annex III
	Where applicable, promotional communications
	Acceptance of the depository
	Acceptance of the possible administrative delegate
	Acceptance of the possible accounting delegate
	Acceptance of the possible risk delegate

For CIUs using a main broker	Convention concluded with the broker
	Delegation of custody convention

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

6

ANNEX II APPROVAL FORM UPON MODIFICATION

CREATION

0	Does this file follow a file that was rejected?	Yes
		No

1	Identification code
2	Legal form of the CIU
---	------------------------

3	Name of the CIU
4	Name of the CIU Management Company
---	----------------------------
5	Type of modification

INFORMATION

6	Desired effective date
7	Only fill in the information concerned
7.1	Management Company
7.2	Depository
7.3	Auditors
7.4	Risk and return profile
7.5	Guarantee and characteristic
7.6	Transformation of dedicated CIU into CIU open to all investors
7.7	Transformation of a UCITS into a SICAV
7.8	Others

8	List of CIUs involved in the modification
9	Name
---	--------------
10	Identification code

CORRESPONDENCE

11	Name of the authorized Representative
12	Company
13	Telephone number
14	Email
15	Postal address of the company

DOCUMENTS TO PROVIDE

For all CIUs	The draft Key Investor Information Document when the CIU is a UCITS or is marketed to non-qualified investors and the Prospectus with modifications highlighted
	The draft information to unit holders or shareholders / or certificate relating to the agreement of unit holders/ shareholders

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

7

	The documents justifying the modification(s)
	Acceptance of the Depository
For liquidation operations	Decision of the management bodies
	Report of the Auditors
For dedicated CIUs	Information of unit holders or shareholders
	In the case of the expiry of the guarantee, numerical data justifying compliance with the guarantee
	Acceptance of the Depository

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

8

ANNEX III LETTER OF COMMITMENT OF THE CIU MANAGEMENT COMPANY FOR APPROVAL

This declaration is signed by one of the executives of the CIU Management Company or the Investment Company or by any person having power to this effect. It accompanies the initial approval file submitted to the Regional Council upon the establishment of the CIU.

I, the undersigned, Mr./Mrs. [......] acting in the capacity of [function] within the Management Company or Investment Company [......], have the honor to request the approval of the CIU [......].

I hereby certify that the CIU Management Company has an organization, internal procedures, and resources to ensure compliance with applicable regulations, and that this organization and these procedures have been implemented with the objective of creating the CIU. Based on the due diligence carried out in this context, I certify that I have been aware to date, that:

• The Management Company and its possible delegates and sub-delegates have an approval allowing the management of this CIU;
• The prospectus of this CIU precisely describes the investment and operating rules as well as all the remuneration modalities of the CIU Management Company and the depository;
• The prospectus of this CIU including its Regulations or Articles of Association, conforms to the standard model and reproduces its plans and content, including mandatory mentions;
• The promotional communications of the CIU established under the responsibility of the CIU Management Company are consistent with the proposed investment and mention, where applicable, the less favorable characteristics and the risks inherent to the options that may be the corollary of the advantages stated as well as the existence of a prospectus and the place where it is made available to potential subscribers, and the availability of key information for the investor;
• The rules for calculating and disseminating the net asset value of units or shares of the CIU, the rules for valuing its assets, the rules for composing the CIU's assets as well as the conditions and limits for investment in each category of assets are in conformity with the applicable regulatory provisions;
• The CIU Management Company has the agreement of the depository institution on the prospectus of this CIU and of the work program of the CIU's auditors.
• The Key Investor Information Document of this CIU is consistent with its prospectus, gives the essential and necessary information for the investor's decision and is structured and written in a way that can be easily understood by the investor. It provides transparent and clear information allowing the investor to make a decision on their investment with full knowledge of the facts;

Furthermore, if applicable:

• The CIU Management Company implements the necessary due diligence regarding the selection, evaluation, and monitoring of service providers and other delegates concerning the CIU, and has ensured their agreement to intervene on the CIU concerned within the framework of specific or existing conventions.

[If applicable: by delegation]

Name, first name, functions within the CIU Management Company and signature

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

9

ANNEX IV LIST OF INFORMATION TO PROVIDE UPON A MERGER

MERGER

0	Does this file follow a file that was rejected?	Yes
		No

1	Identification code
2	Type of absorbing CIU
---	----------------------

3	Type of absorbed CIU	UCITS
		AIF

4	Legal form of the absorbing CIU	UCITS
		SICAV

5	Legal form of the absorbed CIU	UCITS
		SICAV

6	Name of the absorbing CIU
7	Name of the absorbed CIU
---	-------------------------------
8	Name of the Management Company of the absorbing CIU
---	---------------------------------------------
9	Name of the Management Company of the absorbed CIU
---	---------------------------------------------
10	Type of merger
----	--------------

INFORMATION

11	Desired effective date
12	Only fill in the information concerned
12.1	Management Company
12.2	Depository
12.3	Auditors
12.4	Risk and return profile
12.5	Guarantee and characteristic
12.6	Transformation of dedicated CIU into CIU open to all investors
12.7	Transformation of a UCITS into a SICAV
12.8	Others

13	Name
14	Identification code

CORRESPONDENCE

15	Name of the Authorized Manager
16	Company

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

10

17	Telephone number
18	Email
19	Postal address of the company

DOCUMENTS TO PROVIDE

---

	The draft key investor information document when the OPC is an UCITS or marketed to non-qualified investors and the updated Prospectus
	The decision of the governing bodies
	The draft information to subscribers/ or agreement of share or unit holders
	Documents justifying the merger / spin-off - absorption
	The work program of the Statutory Auditors and the budget

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

11

ANNEX V LIST OF INFORMATION TO PROVIDE IN THE EVENT OF A SPIN-OFF OR TRANSFORMATION

SPIN-OFF

0	Does this file follow a file that was rejected?	Yes
		No

1	Identification Code
2	Name of the reference OPC
---	----------------------------
3	Approval date of the reference OPC
---	----------------------------------
4	Type of reference OPC
---	--------------------------

5	Legal form of the reference OPC	SIC
		SAICV

6	Name of the Management Company of the reference OPC
7	Type of spin-off/transformation
---	----------------------------------

8	Desired effective date

APPLICATION FOR APPROVAL OF THE OPC INTENDED TO RECEIVE ASSETS OTHER THAN THOSE WHOSE SALE WOULD NOT BE IN THE INTEREST OF SHARE OR UNIT HOLDERS

9	The Management Company of the OPC, where applicable the delegatee, the Custodian and the Statutory Auditors of the created OPC are the same as those of the reference OPC	Yes
		No

10	The investment strategy, risk profile, operating rules and statutes/the Regulations of the created OPC are similar to those of the reference OPC	Yes
		No

11	Name of the OPC to be created
12	Type of OPC to be created
----	------------------

13	Legal form of the OPC to be created	SIC
		SAICV

14	Only fill in the information concerned and if you answered no to questions 9 or 10.	Before modification	After modification
14.1	Management Company
14.2	Custodian
14.3	Statutory Auditors
14.4	Risk and return profile
14.5	Guarantee and characteristics
14.6	Transformation of dedicated OPC into OPC open to all investors
14.7	Transformation of a SIC into a SAICV

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

12

14.8	Others

APPLICATION FOR APPROVAL FOR THE LIQUIDATION OF THE SPLIT OPC

15	Effective date of the liquidation
16	The company wishes to draw the attention of the Regional Council to the specifics of the OPC in this application

CORRESPONDENCE

17	Name of the Authorized Manager
18	Company
19	Telephone number
20	Email
21	Postal address of the company

DOCUMENTS TO PROVIDE

• Draft decision of spin-off taken by the General Meeting of Shareholders of the SAICV or by the Management Company of the OPC
• Draft key investor information document of the created OPC when the OPC is a UCITS or is marketed to non-qualified investors and the updated Prospectus
• Draft specific information to share or unit holders which will be sent immediately following the spin-off, informing share or unit holders of the transfer of assets and integrating information on the liquidation of the split OPC
• List of assets transferred to the created OPC and list of assets retained by the split OPC
• Technical note justifying the scope of retained and transferred assets
• Report justifying the decision to spin off and detailing the terms, to be transmitted to share or unit holders
• Report of the Statutory Auditors (communicated subsequently)
• Acknowledgement of receipt of assets for the created OPC (communicated subsequently, upon receipt of assets)
• Commitment letter provided for in Annex III of this Circular
• Acceptance of the Custodian
• Key investor information document and Prospectus of the split OPC

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

13

ANNEX VI LIST OF MODIFICATIONS THAT ARE SUBJECT TO INFORMATION TO SHARE OR UNIT HOLDERS AND FREE EXIT

Modifications	Information to holders	Free exit
OPC Management Company	X	X
Investment objectives and policy	X	X
Location to obtain information on the OPC	X
Location to obtain the net asset value	X
Custodian	X	X
Classification of the OPC	X	X
Main Broker	X	X
Guarantor	X	X
Implementation of liquidity management tools	X
Increase in fees	X	X
Centralization of orders	X	X

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

14

ANNEX VII REGISTRATION FORM UPON CONSTITUTION

CREATION

0	Desired registration date
1	What is the legal form of the OPC?
---	----------------------------------

2	Profiles of qualified investors concerned	Insurers
		Banks
		Management Company
		Others (to be specified)

3	Is the OPC invested in other OPCs?	Up to 100%
		Less than 50%
		Less than 20%
		Less than 10%

4	Does the OPC have several categories of shares or units?	Yes
		No

5	Name of the OPC
6	Name of the OPC Management Company
---	----------------------------
7	Name of the Custodian
---	---------------------
8	Name of the main broker
---	-------------------------
9	Statutory Auditors

10	Does the OPC benefit from a guarantee?	Yes
		No

11	Name of the guarantor
12	Classification of the OPC (if applicable)
----	---------------------
13	Person designated to verify the quality of the investor
----	---------------------------------------------------------
14	Delegation
	Risk Management
	Establishment
	Administrative Management
	Establishment
	Accounting Management
	Establishment

15	Frequency of net asset value allowing subscriptions/redemptions	Daily
		Weekly
		Monthly

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

15

	Bi-monthly
	Quarterly
	Annual

16	Country of marketing
17	Other information to communicate to the Regional Council

CORRESPONDENCE

18	Name of the Authorized Manager
19	Company
20	Telephone number
21	Email
22	Postal address of the company

SAICV

23	Postal address of the SAICV
24	Telephone number
25	Email (mandatory for self-managed SAICVs)

DOCUMENTS TO PROVIDE

For all OPCs	The Regulations or statutes of the OPC and the RCCM if applicable
	The draft Prospectus
	The attestation provided for in Annex III
	If applicable, promotional communications
	Acceptance of the Custodian
	Acceptance of any administrative delegate
	Acceptance of any accounting delegate
	Acceptance of any risk delegate
	Commitment letter provided for in Annex IX specifying that the OPC is reserved for qualified investors and that it will not be subject to any quotation, advertising, solicitation or other form of public appeal

For OPCs using a main broker	Convention concluded with the broker
	Conservation delegation convention

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

16

ANNEX VIII REGISTRATION FORM UPON MODIFICATION

CREATION

1	Identification Code
2	Legal form of the AIF
---	----------------------

3	Name of the AIF
4	Name of the OPC Management Company
---	----------------------------
5	Type of modification

INFORMATION

6	Desired effective date
7	Only fill in the information concerned
7.1	Management Company
7.2	Custodian
7.3	Statutory Auditors
7.4	Risk and return profile
7.5	Guarantee and characteristics
7.6	Transformation of dedicated OPC into OPC open to all investors
7.7	Transformation of a SIC into a SAICV
7.8	Others

8	Lists of OPCs involved in the modification
9	Name
---	--------------
10	Identification Code

CORRESPONDENCE

11	Name of the Authorized Manager
12	Company
13	Telephone number
14	Email
15	Postal address of the company

DOCUMENTS TO PROVIDE

For all OPCs	The modified Prospectus, Regulations or statutes of the AIF and the RCCM if applicable.
	Information to share or unit holders / or attestation relating to the agreement of share or unit holders
	Documents justifying the modification(s)
	Acceptance of the Custodian
	In the event of the guarantee expiring, numerical data justifying compliance with the guarantee
	Acceptance of the Custodian

For liquidation operations	Decision of the governing bodies
	Report of the Statutory Auditors

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

17

ANNEX IX COMMITMENT LETTER FROM THE OPC MANAGEMENT COMPANY FOR REGISTRATION

This declaration is signed by one of the managers of the OPC management company or investment company or by any person having power to do so. It accompanies the registration file submitted to the Regional Council during the constitution of the AIF.

I, the undersigned, Mr/Mrs [......] acting in the capacity of [function] within the management company [......], hereby request the registration of the AIF [......].

I hereby attest that the OPC Management Company has the organization, internal procedures and resources necessary to ensure compliance with applicable regulations, and that this organization and these procedures have been implemented with the aim of creating the AIF. Based on the due diligence carried out in this context, I attest that, to my knowledge at this time:

• The OPC Management Company and its potential delegates and sub-delegates hold approval allowing the management of this AIF;
• The OPC Management Company and any distributors of the AIF have procedures to ensure that the AIF is marketed only to qualified investors;
• The OPC Management Company and distributors do not market the AIF to non-qualified investors;
• The Prospectus of this AIF precisely describes the investment and operating rules as well as all remuneration terms for the OPC Management Company and the Custodian;
• The Prospectus of this AIF including its Regulations or statutes, conforms to the standard model and reproduces its plans and content, notably the mandatory mentions;
• Promotional communications for the AIF established under the responsibility of the OPC Management Company are consistent with the proposed investment and mention, where applicable, less favorable characteristics and risks inherent to options that may be the corollary of stated advantages as well as the existence of a prospectus and the location where it is made available to potential subscribers;
• The rules for calculating and disseminating the net asset value of AIF shares or units, the valuation rules for its assets, the composition rules for the AIF's assets as well as the conditions and limits for investment in each asset category comply with applicable regulatory provisions;
• The OPC Management Company has the agreement of the Depository establishment on the AIF Prospectus and the work program of the AIF Statutory Auditors.

Furthermore, if applicable:

• The OPC Management Company implements the necessary due diligence regarding the selection, evaluation and monitoring of service providers and other delegates concerning the AIF and has ensured their agreement to intervene on the relevant AIF within the framework of specific or existing conventions.

[If applicable: by delegation]

Name, first name, functions within the OPC Management Company and signature

Avenue Joseph ANOMA 01 B.P. 1878 Abidjan 01 / Côte d'Ivoire Website: http://www.crepmf.org

TEL.: (225) 27 20 21 57 42 / 27 20 31 56 20 Fax: (225) 27 20 33 23 04 Email: sg@crepmf.org

18