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Terms of Access Agreement and Disclaimers

Welcome to the website of Oakley Capital Investments Limited (“OCI”) of Mintflower Place, 3rd Floor, 8 Par-la-Ville Road, Hamilton HM08, Bermuda. 

Users of this website are responsible for observing all applicable laws and regulations in their relevant jurisdictions before proceeding to access the information contained within it. By proceeding to access the information, users are deemed to be representing and warranting that the applicable laws and regulations of their relevant jurisdiction allow them to do so.

If you are not permitted to view this website or are in any doubt as to whether you are permitted to view this website, please exit this website immediately by clicking on the button labelled “I Disagree” below.

Restrictions on accessing the website from certain countries

This website and its contents are only intended for persons in the UK and persons in any other jurisdiction to whom such information can lawfully be communicated without any authorisation, licence or approval being obtained. In particular, this website and its contents are not for release, publication or distribution, directly or indirectly, in whole or in part, in or into any member state of the European Economic Area, the United States, Canada, Australia, the Republic of South Africa or Japan. Viewing the information on this website may not be lawful in other jurisdictions.

The information on this website is not directed at and is not for use by any US Person (as defined in Regulation S under the US Securities Act of 1933 (as amended) (“US Securities Act”)). OCI has not been and will not be registered under the US Investment Company Act of 1940 (as amended) and, as such, holders of shares in OCI will not be entitled to the benefits of that Act. Shares in OCI have not been and will not be registered under the US Securities Act or with any securities regulatory authority of any state or other jurisdiction of the United States. Shares in OCI may not be offered, sold or delivered, directly or indirectly, in or into the United States or to, or for the account or benefit of, any US Person except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States and in a manner which would not require OCI to register under the US Investment Company Act of 1940 (as amended). 

Shares in OCI have not been, and will not be, registered under the securities laws, or with any securities regulatory authority, of any jurisdiction outside the UK.

Purpose of the website

This website is for information only. It is not an offer or invitation to buy or sell, or a solicitation of an offer to buy or sell, or a recommendation to buy or sell, any securities mentioned. Nothing on this website should be taken as an invitation or inducement to engage in any investment activity. Information on this website does not, and should not be deemed to, constitute investment, tax, legal or any other advice.

Investment Risk

All investment is subject to risk. The value of securities and any income from them may go down as well as up, and an investor may not get back the full amount of money invested. Past performance is not a reliable indicator or guarantee of future performance. There is no guarantee that the market price of OCI’s shares will fully reflect their underlying net asset value or that OCI’s investment objective will be achieved. You are strongly encouraged to seek individual advice from your professional adviser(s) before entering into any agreement to buy or sell any security or making any financial or investment decision.

Shares in OCI are traded on the Specialist Fund Segment of the main market of the London Stock Exchange and are intended for institutional, professional, professionally advised and knowledgeable investors primarily seeking exposure to private mid-market UK and Western European businesses through investment in the Oakley Capital Private Equity funds (or successor funds) and: (a) who understand and are willing to assume the potential risks of capital loss associated with investments in such companies, (b) who understand the illiquid nature of private equity compared to other asset classes, (c) for whom an investment in OCI’s shares would be of a long-term nature constituting part of a diversified portfolio, and (d) who understand, or who have been advised of, the potential risk from investing in companies admitted to the Specialist Fund Segment.

OCI is not subject to the UK City Code on Takeover and Mergers.

Accuracy of information and availability of website

This website and its contents are made available on an “as is” and “as available” basis. OCI uses reasonable efforts to ensure that the information on this website is accurate, but OCI and its personnel and agents disclaim and exclude (to the fullest extent permitted by law) all warranties, representations or guarantees (whether express, implied or statutory) that the information is complete, accurate, up-to-date or suitable for a particular purpose. Actual outcomes or results may differ materially from those expressed or implied by any forecast. You agree that access to, and reliance on, this website and any information contained on it is entirely at your own risk.

General

The full terms governing your use of this website are available via the “Legal” link at the foot of each page of the website. If you proceed to access the website, please read the full terms carefully.

These terms of access (and any dispute, controversy, proceedings or claim of whatever nature arising out of or in any way relating thereto) shall be governed by English law. You agree that the courts of England shall have exclusive jurisdiction over any dispute arising out of or in connection with this website or these terms of access.

By clicking the “I accept” button below, you represent, warrant and agree that:

1. you have read and understand the terms of access above and you agree to be bound by them;

2. (if you are located outside the United Kingdom) the applicable laws and regulations of your jurisdiction allow you to access this website and the information contained within it; and

3. you will not seek to acquire shares of OCI if you are a US Person except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States and in a manner which would not require OCI to register under the US Investment Company Act of 1940 (as amended).

If you cannot represent, warrant and agree to the above, you must click the button labelled “I disagree” or otherwise exit this website.

Shares Information

Oakley Capital Investments Limited is a closed ended company governed by the provisions of the Companies Act 1981 of Bermuda and is listed on the Specialist Fund Segment of the Main Market of the London Stock Exchange. The rights of OCI shareholders may differ from the rights of shareholders of a company incorporated in the UK.

Oakley Capital Investments Limited is not listed on any other exchanges or trading platforms nor has any application been made for any such listing.

Issued Share Capital

As at 5 November 2021 the Company holds no ordinary shares in treasury, therefore the number of ordinary shares in issue is 178,599,936.

HOLDER NO. OF SHARES % HOLDING
Oakley Capital Investments Limited Directors + Company Related Holdings 19,251,757 10.78%
Asset Value Investors 16,236,343 9.09%
Sarasin & Partners 11,493,605 6.44%
City of London Investment Management 10,786,040 6.04%
Hargreaves Lansdown 10,045,493 5.62%
Lombard Odier Investment Management 9,565,761 5.36%
Fidelity International 8,164,620 4.57%
Jon Wood & Family 8,010,194 4.48%
Interactive Investor 6,633,178 3.71%
Hawksmoor Investment Management 5,995,592 3.36%

The information shown is as at 5 November 2021.

Significant Shareholders

The shareholders listed above have notified the Company that, at the time they made the notification, their shareholding had exceeded the appropriate disclosure thresholds.

The Bye-laws of Oakley Capital Investments Limited (“OCI”) contain provisions relating to the transfer of its shares.

Restriction on Transfer

The Board may decline to recognise any instrument of transfer unless a fee of such maximum sum  to be payable, or such lesser sum as the Directors may from time to time require, is paid to OCI in respect thereof; the instrument of transfer, if applicable, is properly stamped; is in respect of one class of share and is lodged at the relevant registration office or registered office or such other place at which the principal register is kept accompanied by the relevant share certificate(s) and such other evidence as the Board may reasonably require to show the right of the transferor to make the transfer (and if the instrument of transfer is executed by some other person on his behalf, the authority of that person to do so) and if the instrument of transfer is in favour of not more than four transferees.

If the Board refuses to register a transfer of any share, it shall within two months after the date on which the transfer was lodged with the Company, send to each of the transferor and transferee, notice of the refusal.

Advisers
Net Asset Value