TIDMEGP 
 
 


THE EGYPT TRUST

 


Organisation of the Fund

 
Chairman 
ALEXANDER E. ZAGOREOS             Jermain Hill Lane 
                                  U.S.A.-Eagle Bridge, NY 12057 
Directors 
MICHAEL BECKETT *                 Northcroft Dulwich Commons 
                                  U.K.-London SE21 7EW 
SHAKER ALBERT KHAYATT *           KHAYATT & COMPANY INC. 
                                  50 Broad Street, Suite 1609 
                                  U.S.A.-New York, NY 10004 
MOHAMED KAMAL EL-DIN BARAKAT *    151 Mohamed Farid Street 
                                  EGYPT, Cairo 
MICHAEL TAIT *                    OXFORD AND EDINBURGH CONSULTANTS 
Chairman of the Audit Committee   8 Chalcot Crescent 
                                  U.K.-London NW1 8YD 
Advisory Board                    HERBERT GULLQUIST 
Registered Office                 11, rue Aldringen 
                                  L-1118 Luxembourg 
Manager                           LAZARD ASSET MANAGEMENT LLC 
                                  30 Rockefeller Plaza 
                                  U.S.A.-New York, NY 10112 
Investment Adviser                NATIONAL BANK OF EGYPT 
                                  NBE Tower 
                                  1187 Corniche El-Nile 
                                  Boulak 
                                  EGYPT, Cairo 
* Member of the Audit Committee 
 
 


Note : Mr HASSANEIN has resigned from the Board of Directors as of 1st October 2008, but due to an administrative error this had not been correctly reflected in the last annual report.

 


THE EGYPT TRUST

 


Organisation of the Fund (continued)

 
Custodian and Paying Agent          KBL European Private Bankers S.A. 
                                    43, boulevard Royal 
                                    L-2955 Luxembourg 
Domiciliary, Registrar, Transfer    KREDIETRUST LUXEMBOURG S.A. 
and Administrative Agent            11, rue Aldringen 
                                    L-2960 Luxembourg 
Independent Auditor                 DELOITTE S.A. 
                                    560, rue de Neudorf 
                                    L-2220 Luxembourg 
Financial Adviser and Broker        Arbuthnot Securities Limited 
                                    Arbuthnot House 
                                    20, Ropemaker Street 
                                    U.K.-London EC2Y 9AR 
 
 


THE EGYPT TRUST

 


General Information

 
 


Responsibility Statement

 


We, the Directors of the Egypt Trust, confirm to the best of our knowledge that:

 


a) the financial statements which have been prepared in accordance with the applicable set of accounting standards (being the legal and regulatory requirements in Luxembourg relating to investment funds) give a true and fair view of the assets, liabilities, financial position and profit or loss of the Fund;

 


b) the Manager's Review includes a fair review of the development and performance of the business and the position of the Fund together with a description of the principal risks and uncertainties that it faces; and

 


c) the notes to the financial statements include a fair review of related party transactions which have taken place in the first six months of the financial year and any related changes.

 


By order of the Board

 


Alexander E. Zagoreos

 


Chairman

 


November 2009

 


Investment Policy

 


Asset Allocation

 
 
    -- The Fund invests primarily in equity securities of Egyptian companies 


listed on Cairo and Alexandria Stock Exchanges as well as other
exchanges.

 
    -- We use a bottom-up, fundamental company analysis to identify companies 


that have strong earnings-generation ability but are inexpensively
priced.

 
    -- We continuously monitor potential and existing holdings in the Fund, 


in addition to the overall macro-economic environment in Egypt. The
asset allocation and security selection changes accordingly.

 


Risk Diversification:

 
 
    -- The Fund will run a fairly concentrated portfolio subject to exposure 


limits detailed below; but in the meanwhile aims to provide broad
exposure to the market through holding a diversified portfolio.

 
    -- The liquidity of the Egyptian market is fairly limited compared to 


developed markets. When making an investment decision, liquidity
concerns weigh in. We aim to keep 90 percent of the Fund's NAV in
highly liquid securities and cash. The remaining 10 percent would
provide the flexibility to invest in attractively priced securities
with low liquidity or in pre-IPO companies.

 
    -- We seek to invest in undervalued assets trading at a discount 


(absolute and/or relative). Such discounts could limit the portfolio's
downside risk, and add more value during rising markets

 


Exposure Limits:

 
 
    -- Maximum weighting in any single security should not exceed 10 percent 


of NAV - Passive breaches should be brought back in line with the
policy in manner consistent with the best interest of the
shareholders, and

 
    -- Maximum weighting in any single sector should not exceed 25 percent of 


NAV. The Fund treats Real Estate & Property Development as a separate
sector and not part of financials.

 


Gearing:

 
 
    -- The Fund's Manager is not allowed to use gearing. 
 


THE EGYPT TRUST

 


Manager's Review

 


Portfolio Performance & Market Overview:

 
(Price        Q endingSEP 30  Q endingJUN 30  6 Monthsto  1 Year toSEP 30 
Only -                                        SEP30 
Net of 
Fees) 
=------------------------------------------------------------------------ 
Egypt Trust   32.37           27.15 
Fund 
NAV ($) 
=------------------------------------------------------------------------ 
Egypt Trust   27.89%          19.23%          52.47%      2.02% 
Fund 
NAV Return 
=------------------------------------------------------------------------ 
Egypt Trust   30.38           24.0 
Fund 
Price ($) 
=------------------------------------------------------------------------ 
Egypt Trust   26.58%          44.32%          82.68%      -20.75% 
Fund 
Price 
Return 
=------------------------------------------------------------------------ 
IFC           251.78          210.30 
Egypt 
Investable 
USD (value) 
=------------------------------------------------------------------------ 
IFC           35.09%          19.72%          61.73%      -3.57% 
Egypt 
Investable 
USD Return 
=------------------------------------------------------------------------ 
=------------------------------------------------------------------------ 
 
 


Following its two worst quarterly returns back-to-back, the Egyptian exchange enjoyed a strong recovery in the six months April - September 2009 following in the footsteps of world equity markets. This global recovery in equity markets were driven mainly by improved credit conditions , historically low interest rates in most major economies and more importantly a major shift in investors' sentiment from being overly bearish during Q4-08 and Q1-09 to being optimistic the following two quarters.

 


In line with the soaring market, the Egypt Trust NAV gained 52.47% in the six months to September 30th, 2009. Two factors caused the Trust to underperform the index. First the composition of the index which remains highly concentrated with Orascom Construction and Orascom Telecom representing around 40% while the trust is more broadly diversified. The second factor is the lower risk approach we adopted with higher focus on defensive stocks and a relatively large cash position.

 


Portfolio Structure

 


The Egypt Trust's portfolio concentration was reduced as the collapse in equity prices earlier in the year created attractive investment opportunities in more shares enabling us to increase the diversity of the portfolio. As of September 30th, 2009, the Egypt Trust held 30 names.

 


The top 10 holdings in the portfolio now constitute 53.48% of NAV, down from 61.6% at the end of March 2009. Details of the top 10 holdings could be found in the table below.

 
Top 10 Holdings                      Portfolio (%) 
=------------------------------------------------- 
Orascom Construction Industries      7.10% 
=------------------------------------------------- 
Egyptian Intl Pharma Industries Co   7.03% 
=------------------------------------------------- 
National Société Générale Bank       6.46% 
=------------------------------------------------- 
Orascom Telecom Holding              5.94% 
=------------------------------------------------- 
Telecom Egypt                        5.80% 
=------------------------------------------------- 
EFG-Hermes Holding                   4.53% 
=------------------------------------------------- 
Talaat Moustafa Group Holding        4.45% 
=------------------------------------------------- 
Commercial Intl Bank Ltd             4.33% 
=------------------------------------------------- 
EFIC                                 3.97% 
=------------------------------------------------- 
Alexandria Mineral Oils Co           3.87% 
=------------------------------------------------- 
TOTAL                                53.48% 
=------------------------------------------------- 
=------------------------------------------------- 
 
 


Currently, no stock exceeds the 10% single issuer limit.

 


Sector allocation witnessed some changes as Telecom for the first time wasn't one of our two top sectors. This was largely the result of selling down our position in Mobinil which, in our opinion, became fully valued as France Telecom's desire to acquire the company became public earlier in the year. Telecom was replaced by real estate which we increased our investment in as stock prices reached what we believed was deeply undervalued levels.

 
Sector Allocation        MAR 09   SEP 09 
=---------------------------------------- 
Financial                20.95    21.71 
=---------------------------------------- 
Telecom                  18.48    11.74 
=---------------------------------------- 
Real Estate              11.16    14.23 
=---------------------------------------- 
Material                 10.57    13.34 
=---------------------------------------- 
Industrial               9.64     9.57 
=---------------------------------------- 
Petrochemicals           9.08     6.80 
=---------------------------------------- 
Healthcare               8.29     7.93 
=---------------------------------------- 
Consumer Discretionary   5.57     6.59 
=---------------------------------------- 
Net Current Assets       6.26     8.09 
=---------------------------------------- 
=---------------------------------------- 
TOTAL                    100.00%  100.00% 
=---------------------------------------- 
=---------------------------------------- 
 
 


Economic Overview:

 


Egypt's GDP managed to grow at annualized rate of 4.5% during the first half of 2009; while a significant drop from the almost 8% achieved during the same period last year, this is one of the highest growth rates for that period globally and particularly in investable emerging markets. We believe this highlights the strength and resilience of the local demand.

 


Source: IMF World Outlook Database (Financial Tables Not Included)

 


Similarly resilient was the headline inflation (CPI) which more than halved from a high of around 24% in mid 2008 to around 10% by September 2009 but, similar to GDP growth, remains one of the highest inflation figures in global markets. We believe this supports our belief that inflation in Egypt is more related to market inefficiencies than traditional supply and demand factors and as a result, monetary policy tools would be less effective in fighting inflation. Nevertheless, we view positively the Central Bank's decision to reduce rates for the sixth consecutive time to 8.25% as an attempt to stimulate the economy.

 


On the fiscal side, the global slow down has caused government revenues to fall short of forecast while forcing the government to increase expenditures through a stimulus package; the result was a widening budget deficit to EGP 71.9 billion representing 6.9% of GDP; we forecast the budget deficit to continue to widen in fy 2009/2010 to around 7.5%

 


Outlook

 


We now have better visibility than six month ago and a stronger conviction that the Egyptian economy will continue to grow albeit at a slower rate; we forecast that the GDP growth in Egypt will range between 5-6% over the next couple of years. Supporting this forecast is a healthy and liquid banking system that is able to finance growth. On the other side, we identify two major risks to our forecast:

 
 
    -- The first is the ability of Egyptian producers to compete in a world 


of global excess capacity;

 
    -- The second is budget deficit spiraling out of control, putting more 


upward pressure on inflation eventually causing the Central Bank to
significantly raise rates putting the brakes on the economy.

 


In terms of equity valuation, we view the current valuations as reasonable within the context of global emerging market; we believe further gains for Egyptian equities would come from positive earnings surprises rather than multiple expansion. Supporting this, is the ability of many corporates to maintain their margins during the past two quarters through aggressive cost cutting which would cause any top line improvement to be reflected positively in the bottom line.

 


In light of the developments, we have shifted the Egypt's Trust portfolio from a conservative to a neutral bias as we are still not ready to completely adopt an aggressive portfolio until we have a strong conviction about the economy and our investments

 


Principal Risks and Uncertainties

 


The success of the Fund may be affected by general economic and market conditions, such as widening discounts, interest rate changes, availability of credit, inflation rates, economic uncertainty, changes in laws, and national and international political circumstances. These factors may affect the level and volatility of securities that the Fund invests in. The Manager actively monitors these factors and, to the degree possible, attempts to mitigate their negative impact on the Fund.

 


The Fund invests in securities issued primarily by companies located in Egypt. The Egyptian securities markets can be extremely volatile. The Fund's performance will be influenced by political, social and economic factors affecting companies in Egypt. As an emerging market country, Egypt can generally have an economic structure that is less diverse and mature, and a political system that is less stable, than those of developed countries. Further, a fund, such as the Fund, that invests substantially all of its assets in securities of issuers in one country may experience significantly greater volatility that a fund that invests in a more geographically diverse portfolio.

 


November 2009 Lazard Asset Management

 


Note: The information in this report represents historical data and is not an indication of future results.

 
THE EGYPT TRUST Statement 
of Net Assets(in USD) 
 
ASSETS                               September 30th, 2009  March 31st, 2009 
Securities' portfolio                66,491,597            48,338,381 
at market value 
Cash at bank                         14,162,158            5,086,232 
Receivable on sales of securities                          787,033 
Income receivable on portfolio       159,613               286,741 
Interest receivable                  433                   198 
on bank accounts 
Prepaid expenses                     3,252                 1,038 
Total assets                         80,817,053            54,499,623 
LIABILITIES 
Bank liabilities                     1,346,082             2,631,048 
Payable on purchases of securities   818,686               - 
Payable on repurchases of Shares     5,898,311             - 
Expenses payable                     418,491               300,654 
Total liabilities                    8,481,570             2,931,702 
Net Assets at the End                72,335,483            51,567,921 
of the Period/Year 
Number of Shares outstanding         2,234,809             2,429,483 
Net Asset Value per Share            32.37                 21.23 
 
 
Shareholders' Equity 
represented by 
(in USD) 
                             September 30th, 2009  March 31st, 2009 
Capital: 8,513,347           17,026,694            17,026,694 
Shares at USD 2.00 
Share Premium                73,633,306            73,633,306 
Legal Reserve                1,702,669             1,702,669 
Profit brought forward       68,699,528            61,553,644 
Cost of 1,663,837 Shares     -15,939,917           -15,939,917 
held in Treasury 
Repurchase of 4,605,402      -67,520,678           -61,125,930 
Shares at the request 
of Shareholders 
Total Capital and Reserves   77,601,602            76,850,466 
Net realised gain for        2,264,069             7,145,884 
the period/year 
Unrealised depreciation      -7,530,188            -32,428,429 
on securities 
Total Shareholders' Equity   72,335,483            51,567,921 
The accompanying notes 
are an integral 
part of these financial 
statements 
 
 
Statement of 
Operations 
(in USD) 
                            From April 1st, 2009     From April 1st, 2008 
INCOME                      to September 30th, 2009  to September 30th, 2008 
Dividends, net              2,266,510                3,465,172 
Interest on bank            7,315                    72,370 
accounts 
Received commissions        318,969                  - 
Total income                2,592,794                3,537,542 
EXPENSES 
Management fees             346,205                  507,955 
Advisory fees               86,551                   126,989 
Custodian fees              13,169                   19,833 
Bank and financial          88,987                   215,072 
services 
Central                     35,068                   41,181 
administration 
costs 
Audit                       30,574                   34,377 
and supervisory 
fees 
Printing and                10,741                   26,358 
publication 
expenses 
Subscription                17,187                   23,134 
duty ("taxe 
d'abonnement") 
Directors' fees             155,991                  201,834 
and expenses 
Other expenses              49,468                   103,086 
Total expenses              833,941                  1,299,819 
NET INVESTMENT              1,758,853                2,237,723 
INCOME 
NET REALISED 
GAIN/LOSS 
- on sale of                -60,309                  4,847,367 
securities 
(-1 year) 
- on sale of                599,427                  398,272 
securities 
(+1 year) 
- on foreign                -33,902                  -78,519 
exchange 
REALISED GAIN               2,264,069                7,404,843 
CHANGE 
IN 
NET 
UNREALISED 
APPRECIATION/DEPRECIATION 
- on securities             24,898,241               -45,445,736 
INCREASE/DECREASE           27,162,310               -38,040,893 
IN NET ASSETS 
AS A RESULT OF 
OPERATIONS 
The accompanying 
notes 
are an integral 
part of these 
financial 
statements. 
 
 


From April 1st, 2009From April 1st, 2008

 


to September 30th, 2009to September 30th, 2008

 
Statement of Changes 
in Net Assets 
(in USD) 
                           From April 1st, 2009    From April 1st, 2008 
                           to September 30th, 2009 to September 30th, 2008 
Net Assets at the          51,567,921              115,445,281 
Beginning 
of the Period 
Net investment income      1,758,853               2,237,723 
Net realised loss on       -33,902                 -78,519 
foreign exchange 
Net realised gain/loss     -60,309                 4,847,367 
on sale 
of securities (-1 year) 
Net realised gain on sale  599,427                 398,272 
of securities (+1 year) 
Net realised gain          2,264,069               7,404,843 
for the period 
Repurchases of             -6,394,748              - 
Shares at the 
request of Shareholders 
Change                     24,898,241              -45,445,736 
in 
unrealised 
appreciation/depreciation 
on securities 
Net Assets at the End      72,335,483              77,404,388 
of the Period 
 
 
                  Statistical Information about the Fund 
                  (in USD) 
                  September 30th, 2009  March 31st, 2009  March 31st, 2008 
Net Assets        72,335,483            51,567,921        115,445,281 
Net Asset Value   32.37                 21.23             47.34 
per Share 
 
 
Statement of Changes in Shares Outstanding 
For the  period ended September 30th, 2009 
 
Number of Shares Outstanding at                         2,429,483 
the Beginning of the Period 
Number of Shares repurchased held in Treasury           - 
Number of Shares repurchased at                         -194,674 
the request of Shareholders 
Number of Shares Outstanding at the End of the Period   2,234,809 
 
 
Statement of Investments and other Net Assets September  30th, 2009(in USD) 
 
Currency   Number /nominal value  Description                                 Cost        Market value  % oftotal netassets 
INVESTMENTS IN SECURITIES 
TRANSFERABLE SECURITIES ADMITTED TO AN OFFICIAL STOCK  EXCHANGE LISTING 
Shares 
Banks 
EGP        300,000                Commercial Intl Bank Ltd                    704,366     3,128,680     4.33 
EGP        750,000                Credit Agricole Egypt                       1,424,669   1,746,183     2.41 
EGP        900,000                National Société Générale Bank Reg          1,303,374   4,671,756     6.46 
                                                                              3,432,409   9,546,619     13.20 
Capital goods 
EGP        125,000                El Sewedy Cables Hg Co                      2,311,249   1,788,441     2.47 
EGP        120,000                Orascom Construction Industrie Reg          5,364,803   5,135,224     7.10 
                                                                              7,676,052   6,923,665     9.57 
Consumer durables and apparel 
EGP        250,000                Olympic Group Fin Inv Co SAE                1,629,534   1,496,728     2.07 
EGP        300,000                Oriental Weavers Co                         2,585,004   1,847,328     2.55 
                                                                              4,214,538   3,344,056     4.62 
Diversified financial services 
EGP        600,000                EFG-Hermes                                  5,619,301   3,275,900     4.53 
EGP        1,500,000              Pioneers Holding                            2,087,724   1,826,609     2.52 
                                                                              7,707,025   5,102,509     7.05 
Energy 
EGP        350,000                Alexandria Mineral Oils Co                  5,001,061   2,800,891     3.87 
Hotels, restaurants and leisure 
EGP        2,750,000              Talaat Moustafa Group Holding               5,096,343   3,218,830     4.45 
Insurance 
EGP        312,500                Delta Insurance                             875,713     1,052,458     1.45 
Investment companies 
USD        1,500,000              Al Arafa Inv & Consulting                   1,629,275   1,275,000     1.76 
Materials 
GBP        500,000                Centamin Egypt Ltd                          759,640     767,256       1.06 
EGP        650,000                Egyptian Financial & Indust Co Reg          1,453,051   2,868,411     3.97 
EGP        450,000                El Ezz Steel Rebars SAE                     1,767,715   1,250,545     1.73 
EGP        200,000                Paint and Chemical Ind                      1,282,264   1,509,633     2.09 
EGP        1,000,000              Sidi Kerir Petrochemicals                   3,557,373   2,117,412     2.93 
EGP        200,000                Suez Cement Co                              1,915,604   1,494,002     2.07 
EGP        225,000                Tourah Cement Co                            1,865,343   1,760,087     2.43 
                                                                              12,600,990  11,767,346    16.28 
Pharmaceuticals and biotechnology 
EGP        800,000                Egyptian Intl Pharm Industr Co              1,910,414   5,081,788     7.03 
EGP        50,845                 Memphis Pharmaceutic Chem Ind               527,052     657,788       0.91 
                                                                              2,437,466   5,739,576     7.94 
Real estate 
EGP        300,000                Heliopolis Housing & Dev SA                 4,639,377   2,176,118     3.01 
EGP        125,000                Namaa Dév Real Estate InvestCo              292,053     385,541       0.53 
EGP        150,000                Nasr City Housing & Dev SA                  919,534     976,281       1.35 
EGP        750,000                Palm Hills Devlopments SAE                  1,267,340   1,207,743     1.67 
EGP        150,000                Sixth of Octob Dev & Inv Co SA              4,537,735   2,327,154     3.22 
                                                                              11,656,039  7,072,837     9.78 
Retailing 
EGP        100,000                B-Tech                                      61,514      153,944       0.21 
Telecommunication services 
EGP        675,000                Orascom Telecom Holding                     7,259,437   4,297,574     5.94 
EGP        1,300,000              Telecom Egypt                               4,373,923   4,196,292     5.80 
                                                                              11,633,360  8,493,866     11.74 
TOTAL INVESTMENTS IN SECURITIES                                               74,021,785  66,491,597    91.92 
CASH AT BANKS                                                                             14,162,158    19.58 
BANK LIABILITIES                                                                          -1,346,082    -1.86 
OTHER NET ASSETS AND LIABILITIES                                                          -6,972,189    -9.64 
TOTAL NET ASSETS                                                                          72,335,483    100.00 
 
 


Currency, Geographical and Industrial Classification of the FundSeptember 30th, 2009(in percentage of net assets)

 
 
Currency Classification 
Egyptian Pound                           89.10 % 
US Dollar                                1.76 % 
Pound Sterling                           1.06 % 
TOTAL INVESTMENTS                        91.92 % 
IN SECURITIES 
Egyptian Pound                           0.72 % 
US Dollar                                18.86 % 
TOTAL CASH AT BANKS                      19.58 % 
US Dollar                                -1.86 % 
BANK LIABILITIES                         -1.86 % 
OTHER NET ASSETS                         -9.64 % 
AND LIABILITIES 
TOTAL NET ASSETS                         100.00 % 
Geographical Classification 
Egypt                                    90.86 % 
Australia                                1.06 % 
TOTAL INVESTMENTS                        91.92 % 
IN SECURITIES 
OTHER NET ASSETS                         8.08 % 
AND LIABILITIES 
TOTAL NET ASSETS                         100.00 % 
Industrial Classification 
Materials                                16.28 % 
Banks                                    13.20 % 
Telecommunication services               11.74 % 
Real estate                              9.78 % 
Capital goods                            9.57 % 
Pharmaceuticals and                      7.94 % 
biotechnology 
Diversified financial                    7.05 % 
services 
Consumer durables                        4.62 % 
and apparel 
Hotels, restaurants                      4.45 % 
and leisure 
Energy                                   3.87 % 
Investment companies                     1.76 % 
Insurance                                1.45 % 
Retailing                                0.21 % 
TOTAL INVESTMENTS                        91.92 % 
IN SECURITIES 
OTHER NET ASSETS                         8.08 % 
AND LIABILITIES 
TOTAL NET ASSETS                         100.00 % 
The accompanying notes are an integral 
part of these financial  statements 
 
 


Notes to the Financial Statements September 30th, 2009

 


NOTE 1 - GENERAL

 


THE EGYPT TRUST (the "Fund" or the "Corporation") is a closed-end investment corporation incorporated as an investment corporation under the laws of the Grand Duchy of Luxembourg and qualifies as a "société d'investissement à capital fixe" under the amended law of December 20th, 2002 (the "2002 Law") regarding undertakings for collective investments and the law of August 10th, 1915, as amended regarding commercial companies. The Fund is governed by Part II of the Luxembourg 2002 Law.

 


The Fund was incorporated in Luxembourg on July 23rd, 1996 for an indefinite period.

 


The Articles have been published in the "Mémorial, Recueil des Sociétés et Associations" and they have been filed with the Registrar of the Luxembourg District Court, where copies thereof may be obtained. In addition, a legal notice concerning the issue of the Shares is on file with the Registrar of the Luxembourg District Court.

 


The Fund's investment policy is to achieve medium to long-term capital growth through investments principally in the equities of companies listed on the Egyptian Stock Exchange.

 


NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES

 


a)Presentation of Accounts

 


The financial statements are presented in conformity with Luxembourg legal and regulatory requirements relating to investment funds. The Fund keeps its books and records in USD.

 


b)Valuation

 
 
                         USD 
1   EGP  Egyptian Pound  0.1817521 
1   EUR  Euro            1.4619000 
1   GBP  Pound Sterling  1.5984500 
 
 


c)Income Recognition

 


Interest is recorded on an accrual basis, net of any withholding taxes in the relevant country. Dividend income is recorded on the ex-date, net of any withholding taxes in the relevant country.

 


d)Net Realised Gain/Loss

 


The net realised gain/loss on sale of securities is split between two accounts depending on the fact that the securities have been owned during more than one year or not.

 


NOTE 3 - MANAGEMENT AND ADVISORY FEES

 


The Fund pays Lazard Asset Management LLC, the Manager, annual management fees of 1.00%, of the value of the gross assets of the Corporation, payable monthly in arrears and to National Bank of Egypt, the Investment Adviser, 0.25%, per annum, of the value of the gross assets of the Corporation, payable monthly in arrears.

 


NOTE 4 - TAXES

 


As a Luxembourg investment company, under present laws the Fund is not subject to income taxes in Luxembourg. Taxes may be withheld at the source on dividends and interest received on investment securities.

 


According to the Luxembourg 2002 Law, the Fund is subject to Luxembourg subscription duty ("taxe d'abonnement") at the rate of 0.05% per annum of its Net Assets, such tax being payable quarterly on the basis of the Total Net Assets of the Fund at the end of the relevant quarter.

 


NOTE 5 - REPURCHASES OF SHARES HELD IN TREASURY

 


The Fund is not obliged to repurchase Shares at the request of Shareholders.

 


The maximum price at which Shares can be repurchased will be the NAV. Under Luxembourg law, repurchases may only be made to the extent that the Corporation has distributable reserves available for the purpose, being Share premium or accumulated reserves.

 


Any Shares so repurchased will be held in treasury or will be cancelled by way of reduction of issued capital. The Shares held in treasury may be resold at any time, at the discretion of the Board, if a premium to the NAV may be obtained. Details of such repurchases and sales will be communicated to all Shareholders as well as to the London and the Luxembourg Stock Exchanges and to the Egyptian Stock Exchange if the Shares are listed there.

 


The Fund did not repurchase any Shares during the period ended September 30th, 2009 and at this date, a total of 1,663,837 Shares are held in treasury for an amount of USD 15,939,917.

 


NOTE 6 - REPURCHASES AT THE REQUEST OF SHAREHOLDERS

 


Following to the Extraordinary General Meeting on November 17th, 2003 and to the circular resolution on December 24th, 2003 Shareholders may request the Corporation from December 29th, 2003 to redeem all or part of their Shares quarterly at a redemption price equal to the NAV of the applicable Valuation Date, reduced by a redemption fee of up to 5% for the benefit of the Corporation to cover dealing charges. As of September 30th, 2009, such redemption fee amounts to USD 318,969 and is registered under the caption "received commissions" in the Statement of Operations. The Corporation shall redeem such Shares within the sole limitations set forth by law, the Fund's Articles and the prospectus and subject to any event giving rise to suspension as referred in the prospectus.

 


If the total value of requests for redemption of Shares received on any specific redemption date exceeds 10% of the Total Net Asset Values of Shares in issue, the redemption requests will be reduced pro rata to the holdings of the Shareholders who applied for redemption.

 


NOTE 7 - CAPITAL

 


The authorized Share capital of the Corporation on incorporation of the Fund was USD 40,000,000 divided into 20,000,000 Shares with a par value of USD 2.00 each.

 


On December 12th, 1997, a capital increase of 8,490,847 Shares has been registered with a par value of USD 2.00 each.

 


The Fund is required by Luxembourg law to transfer at least 5% of its yearly net profits to a non-distributable legal reserve until such reserve amounts to 10% of the Fund's nominal Share capital. This reserve is not available for dividend distribution.

 


According to the Fund's Annual General Meeting Minutes on August 18th, 2009, no dividend has been distributed.

 


NOTE 8 - CUSTODIAN FEES

 


The Custodian receives, under the terms of the Custodian Agreement, fees for its services at rates to be agreed from time to time between the Fund and the Custodian in accordance with Luxembourg practice.

 


NOTE 9 - DIRECTORS FEES

 


Each of the Directors shall be paid a fee at such a rate as the Board shall determine provided that the aggregate of such fees shall not exceed USD 200,000 per annum or such higher amount as may from time to time be decided by resolution of the Corporation.

 


The Directors shall also be entitled to reimbursement of all travelling, hotel and other expenses properly incurred by them in attending and returning from meetings or otherwise in connection with the business of the Corporation.

 


NOTE 10 - BENEFICIAL AND NON-BENEFICIAL INTEREST OF DIRECTORS IN THE SHARE CAPITAL

 


As of September 30th, 2009 the beneficial and non-beneficial interests of the Directors in the Share capital are the following:

 


Alexander E. Zagoreos 2,500 Shares

 


NOTE 11 - DIRECTORS' INTEREST IN SIGNIFICANT CONTRACTS

 


Alexander E. Zagoreos was a Managing Director of Lazard Asset Management LLC through December 31st, 2005 and became a Limited Managing Director effective January 1st, 2006. He became a Senior Advisor on January 1st, 2008.

 


NOTE 12 - SUBSTANTIAL SHAREHOLDING

 


All issued Shares of the Fund are on deposit with a registered clearinghouse and, accordingly, the Directors are not in a position to state the exact size of any Shareholdings in the Fund.

 


NOTE 13 - CHANGES OF THE INVESTMENT PORTFOLIO

 


The changes of the investment portfolio referring to the period of the report are available free of charge at the registered office of the Fund.

 


NOTE 14 - ADDENDUM TO THE PLACING MEMORANDUM

 


The Board has resolved to amend the prospectus with a consolidated addendum to the prospectus dated August 2nd, 1996. The prospectus may not be distributed without the consolidated addendum dated December 2003.

 
 
 
 


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