CMA LAW: Resolution No. (124) of 2024 Regarding Granting a Private Marketing License of a Collective Investment Scheme Incorporated outside the State of Kuwait to KFH Capital Investment Company to Market the Units of KFHC U.S. Real Estate Fund VII

Having Perused:
- Law No. 7 of 2010 regarding the Establishment of the Capital Markets Authority and Regulating Securities Activities and its Executive Bylaws, and amendments thereto; and
- The Memorandum and Articles of Association of KFH Capital Investment Company, and the agreement between the representative of the collective investment scheme, which is KFHC Investment Advisory VII Ltd, and the marketing manager KFH Capital Investment Company; and
- Based on the application of KFH Capital Investment Company to conduct a private marketing for KFHC U.S. Real Estate Fund VII; and
- Based on Resolution No. (24) of 2023 regarding amending the approval authorizations of the Supervision Sector’s procedures issued on 12/02/2023. 

The Following Was Resolved
Article (1)
KFH Capital Investment Company is hereby licensed to market 250,000 units (two hundred and fifty thousand units only) of KFHC U.S. Real Estate Fund VII as a private subscription in the State of Kuwait. It is incorporated in the Cayman Islands, divided as follows:

1- 5000 units (five thousand units only) whose holder does have a voting right, each of which consists of the following:
• One ordinary share in KFHC Real Estate Equity VII Ltd., and
• One ordinary share in KFHC Real Estate Finance VII Ltd.

2- 245,000 units (two hundred and fifty-four thousand units only) whose holder does not have a voting right, each of which consists of the following:
• One ordinary share in KFHC Real Estate NV Equity VII Ltd., and
• One ordinary share in KFHC Real Estate NV Finance VII Ltd.

The offering price shall be determined based on the net asset value per unit at the time of the offering/purchasing, in addition to the subscription fee of 2% paid once of the purchase price of each investment unit, provided that the maximum total value of the offered units in the State of Kuwait shall not exceed 50 million Kuwaiti Dinars.

Article (2)
The marketed units shall be offered only for professional clients in the State of Kuwait according to Module One (Glossary) of the Executive Bylaws of Law No. (7) of 2010 regarding the Establishment of the Capital Markets Authority and Regulating Securities Activities and its Executive Bylaws, and their amendments.

The parties receiving the subscription applications are as follows:
• KFH Capital Investment Company.
• Kuwait Finance House.
 
Article (3)
The objectives of the Collective Investment Scheme are as mentioned in the prospectus.

Article (4)
The marketing license term is one year renewable annually from the issuance date of CMA’s license certificate, and after paying the prescribed fees.

Article (5)
The prescribed fees shall be paid within one month from the date of issuance of this Resolution. In case of default, this Resolution shall be considered null and void.

Article (6)
The concerned bodies shall execute this Resolution, each within its jurisdiction. This Resolution shall come into force from the date of its issuance, and it shall be published in the Official Gazette.

Zeyad Al-Fulaij
Head of Supervision Sector
Issued on: 18/09/2024.

Copy of the Official Document

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