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ELECTRONIC VERSIONS OF THE MATERIALS RELATING TO BLUE CAPITAL ALTERNATIVE INCOME FUND LIMITED (THE "COMPANY") YOU ARE SEEKING TO ACCESS ARE BEING MADE AVAILABLE ON THIS WEBSITE IN GOOD FAITH AND ARE FOR INFORMATION PURPOSES ONLY.
THESE MATERIALS ARE NOT, DIRECTLY OR INDIRECTLY, DIRECTED AT OR ACCESSIBLE BY PERSONS IN THE UNITED STATES OR PERSONS RESIDENT OR LOCATED IN THE UNITED STATES, AUSTRALIA, CANADA, THE REPUBLIC OF SOUTH AFRICA, JAPAN, ANY MEMBER STATE OF THE EUROPEAN ECONOMIC AREA ("EEA") (OTHER THAN THE UNITED KINGDOM AND ANY SUCH OTHER MEMBER STATES WHERE MARKETING IS PERMITTED PURSUANT TO THE ALTERNATIVE INVESTMENT FUND MANAGERS DIRECTIVE (61/2011/EU) (TOGETHER, "ELIGIBLE MEMBER STATES")) OR ANY OTHER JURISDICTION WHERE THE EXTENSION OF AVAILABILITY OF SUCH MATERIALS WOULD BREACH ANY APPLICABLE LAW OR REGULATION.
By accessing this website you are representing to the Company and its advisers that you are not: (i) a US Person (within the meaning of Regulation S under the Securities Act of 1933 (as amended, the "Securities Act") (a "US Person")) and are not acting on behalf of a US Person, nor purchasing with a view to re-sale in the US or to or for the account of a US Person, and that you are not an employee benefit plan as defined in section 3(3) of the United States Employee Retirement Income Security Act of 1974 and the regulations promulgated thereunder (in each case as amended) ("ERISA") (whether or not subject to the provisions of Title 1 of ERISA) or similar US laws or an individual retirement account as defined in section 408 of the US Internal Revenue Code; (ii) a resident of Australia, Canada, Japan, the Republic of South Africa or a jurisdiction where the extension of availability of the materials to which you are seeking access would breach any applicable law or regulation; and that you will not: (x) offer, sell, renounce, transfer or deliver, directly or indirectly, Shares subscribed for by you in the United States, Australia, Canada, Japan, the Republic of South Africa or in any jurisdiction in which such offers or sales are unlawful ("Excluded Territories") or to any US Person or resident of Australia, Canada, Japan, the Republic of South Africa or any Excluded Territories, or: (y) release or otherwise forward, distribute or send any materials on this website in or into the United States, Australia, Canada, Japan, the Republic of South Africa or any Excluded Territories.
Shares ("Shares") in the capital of the Company have not been and will not be registered under the Securities Act, or with any securities regulatory authority of any state or other jurisdiction of the United States and, subject to certain exceptions, Shares may not be offered, sold, resold, pledged, delivered, distributed or otherwise transferred, directly or indirectly, into or within the United States, or to, or for the account or benefit of, US Persons. The Company has not been and will not be registered under the United States Investment Company Act of 1940, as amended, (the "Investment Company Act") and, as such, investors will not be entitled to the benefits of the Investment Company Act. A US Person that acquires Shares may be required to sell or transfer such Shares to a person qualified to hold Shares or forfeit the Shares if the transfer is not made in a timely manner.
Any person outside the United Kingdom wishing to acquire, subscribe for or purchase any Shares should satisfy himself that, in doing so, he complies with the laws of any relevant territory, and that he obtains any requisite governmental or other consents and observes any other applicable formalities.
In addition, relevant clearances have not been, and will not be, obtained from the securities commission (or equivalent) of any province of Australia, Canada, Japan, the Republic of South Africa or any other Excluded Territory and, accordingly, unless an exemption under any relevant legislation or regulations is applicable, none of the Shares may be offered, sold, renounced, transferred or delivered, directly or indirectly, in Australia, Canada, Japan, the Republic of South Africa or any other Excluded Territory.
These materials are only addressed to and directed at persons in Eligible Member States who are "qualified investors" within the meaning of Article 2(1)(e) of the Prospectus Directive (Directive 2003/71/EC (and amendments thereto, including Directive 2010/73/EU, to the extent implemented in the Relevant Member State)) ("Qualified Investors"). If you are located in the EEA but outside the UK, by accessing this website, you warrant, represent, acknowledge and agree that: (i) you are a Qualified Investor; (ii) you are a recipient in an Eligible Member State; and (iii) you have read, agree to and will comply with the contents of this notice.
Access to electronic versions of these materials is being made available on the webpage in good faith and for information purposes only. Making press announcements and other documents relating to any offering of securities available in electronic format does not constitute an offer to sell or the solicitation of an offer to buy or subscribe for securities, nor does it constitute a recommendation by any party to sell or buy securities.
The contents of this website are not a financial promotion and none of the contents of this website constitute an invitation or inducement to engage in investment activity. If and to the extent that this website or any of its contents are deemed to be a financial promotion, the Company is relying on the exemption provided by Article 69 of the Financial Services and Markets Act 2000 (Financial Promotions) Order 2005/1529 in respect of section 21 of the Financial Services and Markets Act 2000. In particular, any information in respect of past performance (including without limitation past performance of the Company, the Shares and/or the Company's portfolio) cannot be relied upon as a guide to future performance.
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