FUNDS 4.1.6

(1) A Fund is a Venture Capital Fund if it:
(a) invests only in the Securities of companies which are at an early stage of development and that are not listed or admitted to trading on an exchange, either;
(i) directly; or
(ii) indirectly as a Feeder Fund holding units of a Master Fund, in accordance with (2);
(b) is closed ended;
(c) limits total subscriptions to an amount not to exceed $100 million or a higher amount approved by the Regulator; and
(d) is either;
(i) a Domestic Fund that is either an Exempt Fund or Qualified Investor Fund; or
(ii) a Foreign Fund that is not available to Retail Clients.
(2) A Venture Capital Fund may consist of a Master Fund and Feeder Fund(s) structure in which:
(a) each Feeder Fund meet the requirements in (1)(a)(ii),(b) and (d); and
(b) the Master Fund meets the requirement of (1)(a)(i),(b), (c) and (d).