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Issue number 11 Issued 30 November 2020 Issued by ipac asset management limited ABN 22 003 257 225 AFSL 234655 Pathways Product Disclosure Statement

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Page 1: Pathways PDS inc Supplementary PDS 30 July 2020 · Issue number 10 Issued 9 December 2019 Issued by ipac asset management limited ABN 22 003 257 225 AFSL 234655 Pathways Product Disclosure

Issue number 11

Issued 30 November 2020Issued by ipac asset management limited ABN 22 003 257 225 AFSL 234655

PathwaysProduct Disclosure Statement

Page 2: Pathways PDS inc Supplementary PDS 30 July 2020 · Issue number 10 Issued 9 December 2019 Issued by ipac asset management limited ABN 22 003 257 225 AFSL 234655 Pathways Product Disclosure

CONTENTS

3About ipac Pathways4At a glance5Fund profiles – Pathways Core Funds10Fund profiles – Pathways Specialist Funds12Further information about the Funds13Risks of investing15Fees and other costs23Taxation24Distributions25Investing in the Funds26Accessing your money27Keeping you informed28Other important information32Applying for an investment

About this Product Disclosure Statement (PDS)This PDS contains important information about investing in ipacPathways (the Funds) and may be used by platform operators, toapply for units in the Funds. The platform operator can give thisPDS to their customers (indirect investors) to provide them withinformation to assist them in making a decision about instructingtheir platform operator to invest in the Funds on their behalf. Theplatform operators are unitholders in the Funds; their rights differfrom the rights of indirect investors, who are not unitholders (seethe ‘Other important information’ section of this PDS).

Before making a decision about investing or reinvesting in the Funds,all investors should consider the information in the PDS. A copy ofthe current PDS can be obtained free of charge, on request bycontacting us on 1800 658 404.

Information in this PDS can help investors compare the Funds toother funds they may be considering. The information in this PDSis general information only and does not take into account anyinvestor’s personal objectives, financial situation or needs. Allinvestors should obtain financial advice that is tailored to theircircumstances.

Important informationipac asset management limited (ABN 22 003 257 225, AFSL234655), referred to in this PDS as 'ipac' or 'the Responsible Entity',is the Responsible Entity of the Funds and issuer of this PDS.

AMPCapital Investors Limited (ABN 59 001 777 591, AFSL 232497),referred to in this PDS as 'AMP Capital', 'the Portfolio Manager','we', 'our' or 'us', has been appointed by the Responsible Entity,under a Fund Services Agreement to provide Fund-related services,including responding to investor enquiries and the preparation ofthis PDS on behalf of the Responsible Entity. AMP Capital (thePortfolio Manager) has also been appointed by the ResponsibleEntity to provide investment management and associated servicesin respect of the Funds.

The Responsible Entity and AMP Capital are each members of theAMP Group.

AMP Capital has provided consent to the statements made by orabout them and have not withdrawn that consent prior to the issueof this PDS. No company in the AMP Group other than theResponsible Entity is responsible for any statements orrepresentations made in this PDS.

The Funds are managed investment schemes structured as unittrusts and registered under the Corporations Act 2001 (Cth), referredto in this PDS as ‘the Corporations Act’. The Funds are subject toinvestment risks, which could include delays in repayment, and lossof income and capital invested. No company in the AMP Group orany investment manager assumes any liability to investors inconnection with investment in the Funds or guarantees theperformance of our obligations to investors or that of the ResponsibleEntity, the performance of the Funds or any particular rate of return.The repayment of capital is not guaranteed. Investments in theFunds are not deposits or liabilities of any company in the AMPGroup or of any investment manager.

The offer in this PDS is available only to eligible persons as set outin this PDS, who receive the PDS (including electronically) withinAustralia. Applications will only be accepted if they are signed anddelivered from within Australia. Payments made in cash will not beaccepted. Unless otherwise specified, all dollar amounts in this PDSare Australian dollars.

This offer is subject to the terms and conditions described in thisPDS and as set out in the Funds’ constitutions. The ResponsibleEntity reserves the right to change these terms and conditions (see‘Changes to the information in a PDS’ on page 26) and to refuse orreject an application (in whole or in part).

Unit classAPIR codeARSNRegistered name of the Fund

KIPA0046AU105 021 967Pathways 30

KIPA0047AU105 022 544Pathways 70

KIPA0048AU105 021 912Pathways 85

KIPA0049AU105 021 850Pathways 95

KIPA0056AU113 946 446Pathways Value

KIPA0051AU105 022 419Pathways Australian Shares

KIPA0053AU105 022 562Pathways International Shares –Unhedged

KIPA0052AU105 022 526Pathways International Shares – Hedged

Collectively in this PDS, the funds are referred to as 'Pathways' or 'the Funds'.

Page 3: Pathways PDS inc Supplementary PDS 30 July 2020 · Issue number 10 Issued 9 December 2019 Issued by ipac asset management limited ABN 22 003 257 225 AFSL 234655 Pathways Product Disclosure

About ipac asset management limitedipac is one of Australia’s largest operators of multi-managerportfolios and has been helping clients achieve their financialgoals and chosen lifestyle since 1983. ipac is part of the AMPGroup and is the Responsible Entity of each of the Funds.As Responsible Entity of the Funds, ipac is responsible forthe operation of the Funds under their constitutions, theCorporations Act and general laws. The Responsible Entityhas appointed AMP Capital Investors Limited (also part ofthe AMP Group) as the Portfolio Manager of the Funds.The Portfolio Manager is responsible for the managementand investment of the Funds’ assets. It conducts extensiveresearch into, and appoints specialist investment managersto undertake the ongoing investment of the underlying assetsof the Funds. These managers range from large global firmsto boutique managers. The Portfolio Manager blends thesemanagers to construct a portfolio that aims to achieve theinvestment objectives. The Responsible Entity will pay thePortfolio Manager’s fees from the fee it receives - it is not anadditional cost to investors.More information about ipac is available by contacting ClientServices on 1800 658 404 or by [email protected].

About AMP CapitalAMP Capital is a global investment manager with a largepresence in Australia. As part of the AMP Group, we sharea heritage that spans more than 170 years.Our home strength in Australia and New Zealand has enabledus to grow internationally, and today we have operationsestablished in Dubai, China, Hong Kong, Singapore, India,Ireland, Japan, Luxembourg, the United Kingdom and theUnited States. We also collaborate with a network of globalinvestment partners, leveraging our shared capabilities toprovide greater access to new investment opportunities.Our asset class specialists, investment strategists andeconomists work together with the aim of delivering stronginvestment outcomes for clients. That is why our clients trustus to invest over A$190 billion (as at 30 June 2020) on theirbehalf, across a range of single sector and diversified funds.AMP Capital has been appointed by the Responsible Entityto provide investment management and associated servicesin respect of the Funds. This includes being responsible forselecting and managing the Funds' investments.AMP Capital has also been appointed by the ResponsibleEntity, under an agreement, to provide other Fund relatedservices, including responding to investor enquiries and thepreparation of this PDS on behalf of the Responsible Entity.More information about AMP Capital is available online atwww.ampcapital.com/aboutus.

2 | Pathways Product Disclosure Statement

Page 4: Pathways PDS inc Supplementary PDS 30 July 2020 · Issue number 10 Issued 9 December 2019 Issued by ipac asset management limited ABN 22 003 257 225 AFSL 234655 Pathways Product Disclosure

About ipac PathwaysThe Funds aim to protect your money from the damaging effects of inflation and build your investment over time, whilecarefully managing risk. You can choose from five Core Funds and three Specialist Funds that provide for different investmentneeds and time horizons.

Core FundsIn the Core Funds, your money is generally spread widelyacross:asset classes, from shares to fixed interest and alternativeinvestmentsa range of leading investment managers sourced fromaround the world, with different investment styles, andmore than 3,000 individual securities in Australia andworldwide.

The five Core Funds, which provide a range of investmentcombinations to meet different objectives, are:Pathways 30Pathways 70Pathways 85Pathways 95Pathways Value

These Funds are explained in detail on pages 5 to 9.

Specialist FundsEach Specialist Fund gives you access to a specific assetclass, such as Australian shares, with your money spreadacross a range of investment managers and individualsecurities.The three Specialist Funds are:Pathways Australian SharesPathways International Shares – UnhedgedPathways International Shares – Hedged

These Funds are explained in detail on pages 10 to 11.

Further informationFor platform operators, if you have questions about investingin the Pathways Funds or require further information, pleasecontact our Client Services team on 1800 658 404 between8.30am and 5.30pm Sydney time, Monday to Friday. Indirectinvestors should contact their financial adviser or platformoperator.Further information about the Funds is also available onlineat www.northonline.com.au/iaccess.(1) This informationmay include performance reports.When reading Fund performance information, please notethat past performance is not a reliable indicator of futureperformance and should not be relied on when making adecision about investing in the Funds.

1 ipac iAccess Investment is an investor directed portfolio service operated by NMMT Limited, ABN 42 058 835 573, AFS Licence No. 234653. Thetrustee of iAccess Personal Super and Allocated Pension is N.M. Superannuation Proprietary Limited ABN 31 008 428 322, AFS Licence No.234654. Both of these companies are members of the AMP Group. An application for iAccess can only be accepted on an application formaccompanying a current iAccess disclosure document.

Pathways Product Disclosure Statement | 3

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At a glanceThe table below shows the key features of the Pathways Funds.

Platform operators - investing directly in the FundsIndirect investors - investing in the Funds through a master trust or platform

Who can invest?

Indirect investorsPlatform operatorsMinimum investmentamounts1 Minimum investment amounts, fees and costs

are subject to the arrangements between indirectinvestors and their platform operators.

Initial - $500,000Additional - $5,000

Platform operators1.31% pa to 2.29% pa

Management costs

See the 'Fees and other costs' section of this PDS for other fees and costs that may apply and aworked example of management costs that may be payable in a year. The total amount of fees youpay will vary depending on the total value of your investment.Please note: A fee rebate for iAccess investors is applicable. See 'Fee rebate' on page 23.

Half-yearly - December and JuneDistributions2

1. The Responsible Entity reserves the right to vary these minimums.2. Under the Constitutions, the Responsible Entity is only required to make a distribution yearly, and can make distributions at any time (see the

'Distributions' section of this PDS).

4 | Pathways Product Disclosure Statement

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Fund profiles – Pathways Core FundsPathways 30Fund information1

Investment outlinePathways 30 (referred to in this Fund profile as the 'Fund')aims to provide some growth in your investment over themedium term, with smaller fluctuations in value than the otherPathways Core Funds. The investment mix will generally bein the range of 20-40% in growth assets such as shares andlisted real assets with the balance in defensive assets suchas cash and fixed interest as described below.

Asset allocation2

Range%3

Long-termtarget%

Asset class

15-7043Fixed interest0-103Alternative defensive0-5024Cash

70Total defensive0-2011Australian shares0-2011Global shares4

0-205Listed real assets5

0Unlisted real assets0-103Alternative growth

30Total growth100TOTAL

Suggested minimum investment timeframe3 years

Summary of risk levelRisk band

7654321

Risk label

Veryhigh

HighMediumto high

MediumLow tomedium

LowVerylow

The Fund’s risk band and risk label are based on anestimation that the number of negative annual returns overany 20 year period would be within the range of 2 to less than3. Information about the methodology used for calculatingthe risk level can be obtained by contacting us. This summaryis not a complete description of the risks of investing in theFund. Consequently, before choosing to invest or reinvest inthe fund, you should read the Fund’s PDS and considerfactors such as the likely investment return, the risks ofinvesting and your investment timeframe.

Commencement date10 July 2003

1. The information in this section is correct as at the date of this PDS. ipac retains the right to add asset classes or vary the target allocation and rangefor each asset class to ensure they remain appropriate in light of any changes to the medium to long term risk and return expectations for eachasset class. These reviews may lead to changes in the target allocations, which ipac may implement without notice to investors. ipac will not deviateoutside the asset allocation ranges to pursue investment opportunities based on short-term expectations.

2. Refers to the expected long-term asset allocation of each Fund which may vary. Unlisted securities, forwards, options, futures and other derivativecontracts, instruments and agreements on shares, property securities, international securities, foreign listed company shares, currency and fixedinterest securities may be used in the management of the Fund.

3. In certain circumstances, actual allocations may fall outside of the asset allocation range. Such circumstances would include, but are not limited to,where one of the investment options or underlying funds is closed for new investments, during changes to the product structure, asset allocation ormanager line up, or in certain market conditions.

4. Includes international shares, global emerging markets and global smaller companies asset classes.5. Includes an allocation to Australian listed property, global listed property and global listed infrastructure asset classes.

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Pathways 70Fund information1

Investment outlinePathways 70 (referred to in this Fund profile as the 'Fund')aims to provide moderate growth in your investment over themedium to long term, with moderate fluctuations in valuelikely. Broad diversification is used to help reduce fluctuations.The investment mix will generally be in the range of 60-80%in growth assets such as shares and listed real assets withthe balance in defensive assets such as cash and fixedinterest as described below.

Asset allocation2

Range%3

Long-termtarget%

Asset class

0-3520Fixed interest0-103Alternative defensive0-307Cash

30Total defensive20-4029Australian shares20-4030Global shares4

0-207Listed real assets5

0Unlisted real assets0-104Alternative growth

70Total growth100TOTAL

Suggested minimum investment timeframe5 years

Summary of risk levelRisk band

7654321

Risk label

Veryhigh

HighMediumto high

MediumLow tomedium

LowVerylow

The Fund’s risk band and risk label are based on anestimation that the number of negative annual returns overany 20 year period would be within the range of 3 to less than4. Information about the methodology used for calculatingthe risk level can be obtained by contacting us. This summaryis not a complete description of the risks of investing in theFund. Consequently, before choosing to invest or reinvest inthe fund, you should read the Fund’s PDS and considerfactors such as the likely investment return, the risks ofinvesting and your investment timeframe.

Commencement date10 July 2003

1. The information in this section is correct as at the date of this PDS. ipac retains the right to add asset classes or vary the target allocation and rangefor each asset class to ensure they remain appropriate in light of any changes to the medium to long term risk and return expectations for eachasset class. These reviews may lead to changes in the target allocations, which ipac may implement without notice to investors. ipac will not deviateoutside the asset allocation ranges to pursue investment opportunities based on short-term expectations.

2. Refers to the expected long-term asset allocation of each Fund which may vary. Unlisted securities, forwards, options, futures and other derivativecontracts, instruments and agreements on shares, property securities, international securities, foreign listed company shares, currency and fixedinterest securities may be used in the management of the Fund.

3. In certain circumstances, actual allocations may fall outside of the asset allocation range. Such circumstances would include, but are not limited to,where one of the investment options or underlying funds is closed for new investments, during changes to the product structure, asset allocation ormanager line up, or in certain market conditions.

4. Includes international shares, global emerging markets and global smaller companies asset classes.5. Includes an allocation to Australian listed property, global listed property and global listed infrastructure asset classes.

6 | Pathways Product Disclosure Statement

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Pathways 85Fund information1

Investment outlinePathways 85 (referred to in this Fund profile as the 'Fund')aims to provide moderate to high growth in your investmentover the long term, with larger fluctuations in value likely.Broad diversification is used to help reduce fluctuations. Theinvestment mix will generally be in the range of 75-95% ingrowth assets such as shares and listed real assets with thebalance in defensive assets such as cash and fixed interestas described below.

Asset allocation2

Range%3

Long-termtarget%

Asset class

0-257Fixed interest0-103Alternative defensive0-205Cash

15Total defensive25-4535Australian shares20-6040Global shares4

0-207Listed real assets5

0Unlisted real assets0-103Alternative growth

85Total growth100TOTAL

Suggested minimum investment timeframe6 years

Summary of risk levelRisk band

7654321

Risk label

Veryhigh

HighMediumto high

MediumLow tomedium

LowVerylow

The Fund’s risk band and risk label are based on anestimation that the number of negative annual returns overany 20 year period would be within the range of 4 to less than6. Information about the methodology used for calculatingthe risk level can be obtained by contacting us. This summaryis not a complete description of the risks of investing in theFund. Consequently, before choosing to invest or reinvest inthe fund, you should read the Fund’s PDS and considerfactors such as the likely investment return, the risks ofinvesting and your investment timeframe.

Commencement date10 July 2003

1. The information in this section is correct as at the date of this PDS. ipac retains the right to add asset classes or vary the target allocation and rangefor each asset class to ensure they remain appropriate in light of any changes to the medium to long term risk and return expectations for eachasset class. These reviews may lead to changes in the target allocations, which ipac may implement without notice to investors. ipac will not deviateoutside the asset allocation ranges to pursue investment opportunities based on short-term expectations.

2. Refers to the expected long-term asset allocation of each Fund which may vary. Unlisted securities, forwards, options, futures and other derivativecontracts, instruments and agreements on shares, property securities, international securities, foreign listed company shares, currency and fixedinterest securities may be used in the management of the Fund.

3. In certain circumstances, actual allocations may fall outside of the asset allocation range. Such circumstances would include, but are not limited to,where one of the investment options or underlying funds is closed for new investments, during changes to the product structure, asset allocation ormanager line up, or in certain market conditions.

4. Includes international shares, global emerging markets and global smaller companies asset classes.5. Includes an allocation to Australian listed property, global listed property and global listed infrastructure asset classes.

Pathways Product Disclosure Statement | 7

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Pathways 95Fund information1

Investment outlinePathways 95 (referred to in this Fund profile as the 'Fund')aims to provide high growth in your investment over the longterm, with larger fluctuations in value likely. Broaddiversification is used to help reduce fluctuations. Theinvestment mix will generally be in the range of 85-100% ingrowth assets such as shares and listed real assets with thebalance in defensive assets such as cash and fixed interestas described below.

Asset allocation2

Range%3

Long-termtarget%

Asset class

0-150Fixed interest0-100Alternative defensive0-203Cash

3Total defensive30-5539Australian shares30-6047Global shares4

0-206Listed real assets5

0Unlisted real assets0-105Alternative growth

97Total growth100TOTAL

Suggested minimum investment timeframe6 years

Summary of risk levelRisk band

7654321

Risk label

Veryhigh

HighMediumto high

MediumLow tomedium

LowVerylow

The Fund’s risk band and risk label are based on anestimation that the number of negative annual returns overany 20 year period would be within the range of 4 to less than6. Information about the methodology used for calculatingthe risk level can be obtained by contacting us. This summaryis not a complete description of the risks of investing in theFund. Consequently, before choosing to invest or reinvest inthe fund, you should read the Fund’s PDS and considerfactors such as the likely investment return, the risks ofinvesting and your investment timeframe.

Commencement date10 July 2003

1. The information in this section is correct as at the date of this PDS. ipac retains the right to add asset classes or vary the target allocation and rangefor each asset class to ensure they remain appropriate in light of any changes to the medium to long term risk and return expectations for eachasset class. These reviews may lead to changes in the target allocations, which ipac may implement without notice to investors. ipac will not deviateoutside the asset allocation ranges to pursue investment opportunities based on short-term expectations.

2. Refers to the expected long-term asset allocation of each Fund which may vary. Unlisted securities, forwards, options, futures and other derivativecontracts, instruments and agreements on shares, property securities, international securities, foreign listed company shares, currency and fixedinterest securities may be used in the management of the Fund.

3. In certain circumstances, actual allocations may fall outside of the asset allocation range. Such circumstances would include, but are not limited to,where one of the investment options or underlying funds is closed for new investments, during changes to the product structure, asset allocation ormanager line up, or in certain market conditions.

4. Includes international shares, global emerging markets and global smaller companies asset classes.5. Includes an allocation to Australian listed property, global listed property and global listed infrastructure asset classes.

8 | Pathways Product Disclosure Statement

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Pathways ValueFund information1

Investment outlinePathways Value (referred to in this Fund profile as the 'Fund')aims to provide moderate growth in your investment over thelong term with moderate fluctuations in value likely. Broaddiversification, including exposure to alternative investments,is used to help reduce fluctuations. The investment mix willgenerally be in the range 50-70% in growth assets such asshares and listed real assets, 10-30% in alternativeinvestments with the balance in defensive assets such ascash and fixed interest as described below.

Asset allocation2

Range%3

Long-termtarget%

Asset class

0-3017Fixed interest0-4023Alternative defensive0-305Cash

45Total defensive10-3523Australian shares10-3524Global shares4

0-206Listed real assets5

0Unlisted real assets0-102Alternative growth

55Total growth100TOTAL

Suggested minimum investment timeframe4 years

Summary of risk levelRisk band

7654321

Risk label

Veryhigh

HighMediumto high

MediumLow tomedium

LowVerylow

The Fund’s risk band and risk label are based on anestimation that the number of negative annual returns overany 20 year period would be within the range of 3 to less than4. Information about the methodology used for calculatingthe risk level can be obtained by contacting us. This summaryis not a complete description of the risks of investing in theFund. Consequently, before choosing to invest or reinvest inthe fund, you should read the Fund’s PDS and considerfactors such as the likely investment return, the risks ofinvesting and your investment timeframe.

Commencement date8 August 2005

1. The information in this section is correct as at the date of this PDS. ipac retains the right to add asset classes or vary the target allocation and rangefor each asset class to ensure they remain appropriate in light of any changes to the medium to long term risk and return expectations for eachasset class. These reviews may lead to changes in the target allocations, which ipac may implement without notice to investors. ipac will not deviateoutside the asset allocation ranges to pursue investment opportunities based on short-term expectations.

2. Refers to the expected long-term asset allocation of each Fund which may vary. Unlisted securities, forwards, options, futures and other derivativecontracts, instruments and agreements on shares, property securities, international securities, foreign listed company shares, currency and fixedinterest securities may be used in the management of the Fund.

3. In certain circumstances, actual allocations may fall outside of the asset allocation range. Such circumstances would include, but are not limited to,where one of the investment options or underlying funds is closed for new investments, during changes to the product structure, asset allocation ormanager line up, or in certain market conditions.

4. Includes international shares, global emerging markets and global smaller companies asset classes.5. Includes an allocation to Australian listed property, global listed property and global listed infrastructure asset classes.

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Fund profiles – Pathways Specialist FundsPathways Australian Shares

Fund information1

Investment outlinePathways Australian Shares (referred to in this Fund profileas the 'Fund') aims to provide high growth in your investmentover the long term by investing in shares and other securitiesissuedmainly by companies listed on the Australian SecuritiesExchange. The investment mix will predominantly consist ofshares and other securities of companies which are listed orabout to be listed on the Australian Securities Exchange.Some foreign listed securities may be included on anopportunistic basis. This means there may be some residualcurrency exposure.

Asset allocationRange %Long-term target

%Asset class

95-100100Australian shares0-50Cash

Suggested minimum investment timeframe6 years

Summary of risk levelRisk band

7654321

Risk label

Veryhigh

HighMediumto high

MediumLow tomedium

LowVerylow

The Fund’s risk band and risk label are based on anestimation that the number of negative annual returns overany 20 year period would be within the range of 4 to less than6. Information about the methodology used for calculatingthe risk level can be obtained by contacting us. This summaryis not a complete description of the risks of investing in theFund. Consequently, before choosing to invest or reinvest inthe fund, you should read the Fund’s PDS and considerfactors such as the likely investment return, the risks ofinvesting and your investment timeframe.

Commencement date10 July 2003

Pathways International Shares – Unhedged

Fund information1

Investment outlinePathways International Shares – Unhedged (referred to inthis Fund profile as the 'Fund') aims to provide high growthin your investment over the long term by investing in sharesand other securities issued mainly by companies listed inmajor overseas markets. This Fund provides exposure tocurrency movements. The investment mix will predominantlyconsist of shares and other securities of companies whichare listed or about to be listed on stock exchanges in majorindustrial countries.

Asset allocationRange %Long-term target

%Asset class

95-100100International shares0-50Cash

Suggested minimum investment timeframe6 years

Summary of risk levelRisk band

7654321

Risk label

Veryhigh

HighMediumto high

MediumLow tomedium

LowVerylow

The Fund’s risk band and risk label are based on anestimation that the number of negative annual returns overany 20 year period would be within the range of 4 to less than6. Information about the methodology used for calculatingthe risk level can be obtained by contacting us. This summaryis not a complete description of the risks of investing in theFund. Consequently, before choosing to invest or reinvest inthe fund, you should read the Fund’s PDS and considerfactors such as the likely investment return, the risks ofinvesting and your investment timeframe.

Commencement date10 July 2003

1. The information in this section is correct as at the date of this PDS.

10 | Pathways Product Disclosure Statement

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Pathways International Shares – Hedged

Fund information1

Investment outlinePathways International Shares – Hedged(referred to in thisFund profile as the 'Fund') aims to provide high growth in yourinvestment over the long term by investing in shares andother securities issued mainly by companies listed in majoroverseas markets. This Fund aims to minimise exposure tocurrency movements. The investment mix will predominantlyconsist of shares and other securities of companies whichare listed or about to be listed on stock exchanges in majorindustrial countries.

Asset allocationRange %Long-term target

%Asset class

95-100100International shares0-50Cash

Suggested minimum investment timeframe6 years

Summary of risk levelRisk band

7654321

Risk label

Veryhigh

HighMediumto high

MediumLow tomedium

LowVerylow

The Fund’s risk band and risk label are based on anestimation that the number of negative annual returns overany 20 year period would be within the range of 4 to less than6. Information about the methodology used for calculatingthe risk level can be obtained by contacting us. This summaryis not a complete description of the risks of investing in theFund. Consequently, before choosing to invest or reinvest inthe fund, you should read the Fund’s PDS and considerfactors such as the likely investment return, the risks ofinvesting and your investment timeframe.

Commencement date10 July 2003

1. The information in this section is correct as at the date of this PDS.

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Further information about the FundsBorrowingIt is not our intention to gear the Funds, but they may borrowto meet their short term liquidity needs.The Funds may incur costs through interest expenses andthe establishment and maintenance of a borrowing facility.

DerivativesThe underlying investment managers and the Fundsmay usederivatives such as options, futures, or forward exchangerate agreements with the aim of:increasing or reducing exposure to markets, relative to theunderlying physical holdings and subject to the Funds'investment guidelinesprotecting against risks such as unfavourable changes inan investment’s price brought about by, for example,changes in interest rates, credit risk, equity prices, currenciesor other factorsenhancing returns by taking advantage of favourablemispricings within a market, as a cost-effective alternativeto purchasing physical assets, andimplementing the Funds' investment objectives.

We impose restrictions on the use of derivatives within theFunds and monitor the implementation of these restrictionsin accordance with the AMP Capital Derivatives RiskStatement, which can be obtained online atwww.ampcapital.com/derivativesriskstatement, or free ofcharge by contacting us.

Currency managementCore FundsThe overall foreign currency exposure of the Core Funds maybe partially hedged back to the Australian dollar.Specialist FundsFor the Pathways Australian Shares Fund, as this optioninvests in Australian companies, it does not hedge currencyrisk.For the Pathways International Shares – Unhedged, foreigncurrencies are not normally hedged. For the PathwaysInternational Shares – Hedged, foreign currencies arenormally hedged back to the Australian dollar.

Securities lendingThe Funds do not engage in securities lending. However,underlying funds in which the Funds invest, may lendsecurities from time to time, depending onmarket conditions.Securities lending is an investment practice wherebysecurities of a fund are lent to a third party (the borrower) fora period of time in return for a fee. Title to the securities istransferred to the borrower, but the fund’s exposure to capitalmovements and investment income remain unchanged. Forthe duration of the loan, the borrower is required to providecollateral in excess of the value of the securities loaned.Collateral is held by the Funds' custodian on behalf of theFunds. Subject to any restrictions deemed necessary by theInvestment Manager, up to 95% of each individual securityheld by the Funds may be lent under the securities lendingprogram.See the ‘Other important information’ section for further detailson securities lending, including associated risks and how wemitigate and manage them.

Environmental, social and governance (ESG)considerationsAMP Capital will take account of labour standards,environmental, social, ethical and governance considerationsin the selection, retention or realisation of investments acrossall asset classes (other than those noted below), in themanner set out in the ‘Other important information’ sectionof this document. However, where AMP Capital or aninvestment manager invests in a pooled vehicle or fundmanaged by an external investment manager and AMPCapital is unable to influence exclusive control over theinvestable universe of such a vehicle or fund, the negativescreening outlined is not applied. The investment will thenbe subject to whatever ESG policy is adopted by theinvestment manager of that vehicle or fund.The negative screening will also not apply to cash, sovereignbonds, derivatives and exchange traded funds.

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Risks of investingAll investing involves riskGenerally, the higher the expected return, the higher the risk.Assets with the highest long term returns may also carry thehighest level of short term risk, particularly if you do not holdyour investment for the minimum suggested investmenttimeframe. Additionally, different investment strategies maycarry different levels of risk, depending on the assets in whichthe funds invest.Whilst the Funds are managed with the aim of providingcompetitive investment returns against the Funds'performance benchmark and protecting against risk, youshould be aware that the Funds are subject to investmentrisks, which could include delays in repayment, thenon-payment of distributions and loss of capital invested.When you invest in a managed investment scheme, youshould be aware that:returns are not guaranteed – future returns may differ frompast returns, and the level of returns may vary, andthe value of your investment may vary, and there may bethe risk of loss of invested capital.

Investment risks can affect your financial circumstances in anumber of ways, including:your investment in the Funds may not keep pace withinflation, which would reduce the future purchasing powerof your moneythe stated aims and objectives of the Funds may not be metthe amount of any distribution you receive from the Fundsmay vary or be irregular, which could have an adverseimpact if you depend on regular and consistent distributionsto meet your financial commitments, andyour investment in the Funds may decrease in value, whichmeans you may get back less than you invested.

The value of your investment in the Funds may be affectedby the risks listed in this section and by other risks or externalfactors such as the state of the Australian and worldeconomies, consumer confidence and changes in governmentpolicy, taxation and other laws.Other factors such as your age, the length of time you intendto hold your investment, other investments you may hold,and your personal risk tolerance will affect the levels of riskfor you as an investor. As the risks noted in this section donot take into account your personal circumstances, you shouldconsider the information provided in ‘Making an investmentdecision’ at the end of this section, before making a decisionabout investing or reinvesting in the Funds.

Risks specific to the FundsSome of the main risks of investing in the Funds include:Asset allocationThere is no guarantee that the Funds' asset allocationapproach will provide positive investment performance at allstages of the investment cycle.Share market investmentsShare market investments have historically produced higherreturns than cash or fixed interest investments over the longterm. However, the risk of capital loss exists, especially overthe shorter term. You should be aware that past share marketinvestment performance is not an indication of futureperformance.Specific risks may include a slowdown in economic growth,individual companies reporting disappointing profits anddividends, and management changes. Where a fund isinvested in listed securities, the value of these securities maydecrease as a result of these and other events.International investmentsChanges in the state of the world economies may affect thevalue of your investment in the Funds.Currency exchange rates – where a Fund's investmentsare located overseas, the relative strength or weakness ofthe Australian dollar against other currencies may influencethe value of, or income from, an investment.Less protection under laws outside of Australia – thelaws under which assets located outside of Australia operatemay not provide equivalent protection to that of Australianlaws, which may mean that a Fund is unable to recover thefull or part value of an offshore investment.Operational risk – investing across multiple markets andcurrencies magnifies risks associated with internationalinvestments.Currency hedging – where international investments areprimarily hedged back to Australian dollars, the Funds couldstill incur losses related to hedging or currency exchangerates. Such losses may affect a Fund's taxable income andits subsequent ability to pay distributions. Risks such asilliquidity or default by the other party to the hedgingtransaction may also apply.Emerging markets – securities markets in emergingmarkets are smaller and have been more volatile than themajor securities markets in more developed countries. Thisis often a reflection of a less developed country’s greaterpolitical instability or uncertainty, exchange rate uncertainty,lower market transparency or uncertain economic growth.Clearance and settlement procedures in an emergingcountry’s securities market may be less developed whichcould lead to delays in settling trades and registeringtransfers of securities.

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Alternative assetsThe degree of transparency for investment in alternativeassets is often lower than for investments in traditional assetclasses.Investment risks such as credit risk (the risk of default by acounterparty) and liquidity risk (risk that a fund cannot easilyunwind or offset a particular position, especially in a marketdownturn), and market impact risk (difficulty entering orexiting positions without unduly affecting the market) maybe magnified.Positions may be leveraged through the use of derivatives,gearing and short selling.Investment returns are often generated by the strategiesused by the alternative asset fund manager rather thanthrough exposure to specific markets or assets, whichmeansthat these investments may underperform other index-basedinvestments, such as share market investments, particularlyin times of strong economic growth.The carrying value of the Funds' investments used togenerate the Funds' unit price may not reflect their currentlyrealisable value. This may be due to a range of factors,including buy/sell spreads, liquidity pressures, marketsentiment at the time of sale, the volume of assets beingsold, availability of willing purchasers for an asset and delaysbetween valuation and realisation of an asset.

You should be aware that there are other risks associatedwith investment in alternative assets which relate directly tothe specific type of asset, and you should seek appropriateadvice before investing.Counterparty or default riskEntry into some financial transactions, such as swaps, createscounterparty risks. Substantial losses can be incurred if acounterparty fails to deliver on its contractual obligations, orexperiences financial difficulties.The value of assets within the Funds can change due tochanges in the credit quality of the individual issuer, orcounterparty, and as a result of changes in the values ofother similar securities, which can affect the volatility of theFunds and its returns.Where the Funds invest in certain strategies such asderivatives, fixed income, credit or high yield investments,it may be subject to the risk that the credit issuer may defaulton interest payments, the repayment of capital or both, orthat a third party ratings agency downgrades a credit rating,or that a counterparty to a transaction may default onfinancial or contractual obligations.The Funds may also invest in government, corporate orother securities with a non-investment grade credit rating(that is, Standard and Poor's BB+ rating or equivalent, orless) and, as such, there is an increased risk, compared toinvestment grade securities, that the credit issuer maydefault on interest payments, the repayment of capital orboth.

DerivativesThere are risks of losses to the Funds through the use ofderivatives, and where derivatives are used by underlyingfunds in which the Funds invest, including:the value of a derivative may not move in line with the valueof the underlying asseta derivative position cannot be reversedlosses may be magnified, andthe party on the other side of a derivative contract defaultson financial or contractual obligations.Interest ratesCash and fixed income investments will be impacted byinterest rate movements. While capital gains may be earnedfrom fixed income investments in a falling interest rateenvironment, capital losses can occur in a rising interest rateenvironment. The risk of capital gain or loss tends to increaseas the term to maturity of the investment increases.Investment managementThere is a risk that the investment manager will not performto expectation or factors such as changes to the investmentteam or a change of investment manager may affect a Fund'sperformance.LiquidityLiquidity refers to the ease with which an asset can be traded(bought and sold). An asset subject to liquidity risk may bemore difficult to buy or sell and it may take longer for the fullvalue to be realised.Where the Funds have exposure to investments which aregenerally considered to be illiquid, they may be subject toliquidity risk.We manage the Funds' portfolio with the aim of ensuring thatexposure to illiquid assets is no greater than 20%. However,in certain circumstances including where a Fund's portfolioconsists of less than 80% in value of liquid assets, we maynot be able to meet withdrawal requests within the periodsspecified under the 'Payment times' section of this PDS.In addition, we will not meet withdrawal requests if a Fundceases to be 'liquid' for the purposes of the Corporations Act.However, although we are not obliged to, we may offerinvestors the opportunity to make withdrawals where theFunds are not 'liquid' during this period, as set out under the'Processing withdrawal requests' section of this PDS.

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Securities lendingAlthough engaging in securities lending by underlying fundsin which the Funds invest may benefit the Funds by providingincreased returns, there is a risk of capital loss.This may arise if the borrower fails to return the borrowedsecurities, or if some of the collateral provided by the borrowerto cover the value of the lending is affected by the sharemarket investments risk listed below, or the insolvency of aparty to the arrangement, including where collateral is pooledand/or held under the laws of a foreign country.The greater volume of securities lent, the greater potentialfor capital loss.

Other risksOther risks of investing may apply and you should seekappropriate advice before investing.

Making an investment decisionAs the risks noted in this PDS do not take into account yourpersonal circumstances, you should consider the followingbefore making a decision about investing or reinvesting inthe Funds:Obtain professional advice to determine if the relevantFund suits your investment objectives, financial situationand particular needs.Ensure you have read the most up-to-date Pathways PDS.Consider the suggested minimum investment timeframefor the relevant Fund.Regularly review your investments in light of yourinvestment objectives, financial situation and particularneeds.

Fees and other costsDID YOU KNOW?

Small differences in both investment performance andfees and costs can have a substantial impact on yourlong term returns. For example, total annual fees andcosts of 2% of your investment balance rather than1% could reduce your final return by up to 20% overa 30 year period (for example, reduce it from $100,000to $80,000).You should consider whether features such assuperior investment performance or the provision ofbetter member services justify higher fees and costs.Youmay be able to negotiate to pay lower contributionfees and management costs where applicable. Askthe fund or your financial adviser.

TO FIND OUT MOREIf you would like to find out more, or see the impact of feesbased on your own circumstances, the AustralianSecurities and InvestmentsCommission (ASIC)website(www.moneysmart.gov.au) has a managed funds feecalculator to help you check out different fee options.

This PDS shows fees and other costs that you may becharged. These fees and costs may be deducted from yourmoney, from the returns on your investment or from the assetsof the managed investment scheme as a whole.Taxes are set out in the 'Taxation' section of this PDS.You should read all the information about fees and costs,because it is important to understand their impact on yourinvestment.Unless otherwise specified, all dollar amounts are Australiandollars.

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Table 1ipac Pathways

How and when paidAmountType of fee or costFees when your money moves in or out of the managed investment product

Not applicableNilEstablishment feeThe fee to open yourinvestment.

Not applicableNilContribution feeThe fee on each amountcontributed to your investment.

Not applicableNilWithdrawal feeThe fee on each amount youtake out of your investment.

Not applicableNilExit feeThe fee to close yourinvestment.Management costs1

Management costs are comprisedof:

1.31% pa of theFund's net assets

Pathways 30The fees and costs formanaging your investment.

management fees2 - calculateddaily and paid monthly out of the

1.45% pa of theFund's net assets

Pathways 70

Fund's assets and reflected in theunit price.1.50% pa of the

Fund's net assetsPathways 85

indirect costs3 - calculated on thebasis of the Responsible Entity's1.48% pa of the

Fund's net assetsPathways 95

reasonable estimate or knowledge2.29% pa of theFund's net assets

Pathways Value of such costs and paid out of theFund's assets or interposedvehicle's4 assets once the cost is1.39% pa of the

Fund's net assetsPathways AustralianShares incurred and reflected in the unit

price.1.71% pa of theFund's net assets

Pathways InternationalShares - Unhedged

1.77% pa of theFund's net assets

Pathways InternationalShares - Hedged

Service feesNot applicableNilSwitching fee

The fee for changing funds.

1. This amount comprises the management fee and estimated indirect costs. For more information about management costs, see 'Management costs'under the heading 'Additional explanation of fees and costs'.

2. The management fee may be negotiated with investors who are wholesale clients for the purposes of the Corporations Act. See 'Differential fees'under the heading 'Additional explanation of fees and costs'.

3. For more information on the meaning and calculation of indirect costs, see 'Indirect costs' under the heading 'Additional explanation of fees andcosts'.

4. For more information on the meaning of interposed vehicles, see 'Indirect costs' under the heading 'Additional explanation of fees and costs'.

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Fee amounts in this PDSFee amounts shown in this PDS are the fees the Responsible Entity charges platform operators investing through this PDS.If you are an indirect investor, please contact your financial adviser or platform operator for details of the fee amounts relatingto your investment in the Pathways funds.Fees may be payable to your financial adviser; these fees are additional to the fees noted in Table 1 (refer to the Statementof Advice provided by your adviser).

Example of annual fees and costsTable 2 gives an example of how the fees and costs in the Pathways 70 Fund can affect your investment over a one yearperiod. You should use this table to compare this product with other managed investment products. The fees and costsshown in this table are an example only and are not additional to the fees and costs described in Table 1.

Table 2Balance of $500,000 with a contribution of $5,000 during the yearExample – Pathways 70For every additional $5,000 you put in, you will be charged $0.NilContribution feesAnd, for every $500,000 you have in the Fund you will be charged $7,2502eachyear.

1.45% pa of theFund's netassets

PlusManagement costs1

If you had an investment of $500,000 at the beginning of the year and you put inan additional $5,000 during that year, you would be charged a fee of:$7,2502

What it costs you will depend on the fund you choose and the fees younegotiate.

EqualsCost of the Fund3

1. Management costs are expressed as a percentage of the Pathways 70's net assets. Management costs are made up of a management fee of 1.31%pa and estimated indirect costs of 0.14% pa. The sum of these figures may differ to the total management costs, due to rounding.

2. This cost does not include the management costs charged on the additional $5,000 investment. The additional management costs would be $72.50if you had invested the $5,000 for a full 12 months.

3. This cost does not include any advice fees paid to your financial adviser.

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Additional explanation of fees and costs

Management costsManagement costs are expressed as a percentage of the Funds' net assets, rounded to two decimal places. Managementcosts are made up of a management fee and estimated indirect costs. Any management fees, performance fees, recoverableexpenses or indirect costs charged by interposed vehicles are included in the management costs in Table 1; they are notan additional cost to you.

Management costs componentsThe management costs shown in Table 1 comprise the following components. The sum of these figures may differ to thetotal management costs, due to rounding. All figures in the table below are expressed as a percentage of the net assets ofthe Funds.

Indirect costsManagement feeFund nameEstimated otherindirect costs

Estimatedperformance-related

fee

Recoverableexpenses1

0.08% pa0.05% pa0.02% pa1.16% paPathways 30

0.08% pa0.05% pa0.01% pa1.31% paPathways 700.08% pa0.05% pa0.01% pa1.37% paPathways 850.04% pa0.01% pa0.02% pa1.41% paPathways 950.29% pa0.16% pa0.14% pa1.71% paPathways Value0.01% pa0.00% pa0.06% pa1.33% paPathways Australian Shares0.01% pa0.00% pa0.24% pa1.46% paPathways International Shares

- Unhedged0.02% pa0.00% pa0.31% pa1.45% paPathways International Shares

- Hedged

1. The recoverable expenses are the expenses reimbursed from the Funds in the previous financial year. Past recoverable expenses reimbursed fromthe Funds may not be a reliable indicator of future recoverable expenses. See the 'Recoverable expenses' section on page 19.

Management feeThe Responsible Entity receives a management fee for providing both Responsible Entity and portfolio management services.Fees payable to the underlying investment managers are paid from the management fee.The management fees shown above are expressed as a percentage of the net assets. However, management fees arecharged on the value of the gross assets of the Funds. We have not shown the gross management fee percentages asthese are not materially different to the net asset percentages shown. When calculating the value of the gross assets of theFunds for this purpose, we may value any interests held by the Funds in underlying funds by reference to the gross assetsof the underlying funds (that is, disregarding the value of any borrowings, other liabilities or provisions in those underlyingfunds) rather than the net asset value.

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Indirect costsIndirect costs are generally any amount the ResponsibleEntity knows or estimates will reduce the Fund's returns, thatare paid from the Fund's assets or the assets of interposedvehicles.Generally, an interposed vehicle is a body, trust or partnershipin which the Fund's assets are invested. It includes, forexample, an underlying fund.The amount of indirect costs include, but are not limited to:recoverable expenses of a Fundmanagement costs of an interposed vehicle (includingrecoverable expenses, performance-related fees and anyother indirect costs of underlying managers or interposedvehicles in which the Funds invest), anda reasonable estimate of the costs of investing inover-the-counter (OTC) derivatives (either at the Fund levelor in interposed vehicles), which may be used by the Fundto gain economic exposure to assets.

The amount of indirect costs shown in the 'Management costscomponents' table is based on the Responsible Entity'sknowledge of, or where required, reasonable estimate of,such costs. Indirect costs are generally calculated on thebasis of indirect costs paid by the Funds in the previousfinancial year. As such, the actual indirect costs may differfrom the amount shown in the 'Management costscomponents' table. Indirect costs are deducted from thereturns on your investment or from the Funds assets as awhole. They are reflected in the unit price and are not anadditional cost to you. Estimated indirect costs are includedin the management costs in Table 1.Recoverable expensesThe Funds' constitutions entitle the Responsible Entity to bereimbursed from the Funds for any expenses incurred inrelation to the proper performance of its duties.The Responsible Entity may also recover other expensesrelating to the operation of the Funds. These expenses includebut are not limited to audit and legal fees, tax and accountingservices, custody, administration and registry services,regulatory compliance, the cost of preparing disclosuredocuments and costs associated with a securities lendingprogram (if applicable). Internal expenses incurred inconnection with these matters may also be recovered fromthe Funds. Recoverable expenses are included in themanagement costs in Table 1.Estimated performance-related fee of underlying fund(s)The Funds do not charge a performance fee. However, aperformance-related fee of up to 30.78% (inclusive of Goodsand Services Tax (GST) less reduced input tax credits) of anunderlying manager's outperformance of the portion of aFunds' assets they are managing may be charged, based onthe underlyingmanager's outperformance above their relevantbenchmark.

Underlying manager's performance-related fee exampleIf you invested $500,000 in the Fund and 20% of that Fund'sassets are managed by an underlying manager that has aperformance-related fee and they outperform theirperformance benchmark index by 1% in a year, the indirectcost to you would be $307.80. This estimate is inclusive ofGST less reduced input tax credits, and is provided as anexample only and is not a forecast. The actualperformance-related fee may be higher, lower or not payableat all. This is dependent on factors which include theperformance fee rate, underlying manager's out performanceand the percentage of assets managed.

Updated fees and costs informationThe management costs components are based on theResponsible Entity's actual knowledge, or reasonableestimate, of the particular fee or cost. Estimatesmay be basedon a number of factors, including (where relevant), previousfinancial year information, information provided by third partiesor as a result of making reasonable enquiries, and typicalcosts of the relevant investment. As such, the actual fees andcosts may differ and are subject to change from time to time.Updated information that is not materially adverse to investorswill be updated online atwww.ampcapital.com/pds-updates,or you may obtain a paper copy or an electronic copy of anyupdated information from us free of charge on request.However, if a change is considered materially adverse toinvestors, the Responsible Entity will issue a replacementPDS and/or updated incorporated information, both of whichwill be available online. You can also obtain a copy of thesedocuments free of charge, by contacting us.

Transactional and operational costsThe Funds incur transactional and operational costs whendealing with the assets of the Funds. Transactional andoperational costs may include transactional brokerage,clearing costs, stamp duty, the buy and sell spreads of anyunderlying fund and the costs of (or transactional andoperational costs associated with) derivatives. These costswill differ according to the type of assets in the Funds, or forthe purpose for which any derivatives are acquired and willbe paid out of the Funds' assets.Transactional and operational costs also include propertymanagement costs in relation to the management of realestate assets of the Fund or underlying funds, including thecosts of rates and utilities and other property operating costsand maintenance costs relating to those assets, excludingthose costs recovered from tenants for their benefit.

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We estimate the Funds' transactional and operational coststo be approximately:

Transactional andoperational costs(as % of the net

assets of the Fund)

Fund name

0.27%Pathways 300.22%Pathways 700.21%Pathways 850.18%Pathways 950.35%Pathways Value0.09%Pathways Australian Shares0.25%Pathways International Shares –

Unhedged0.29%Pathways International Share –

Hedged

Buy and sell spreadsTransactional and operational costs associated with dealingwith the Funds' assets may be recovered by the Funds frominvestors, in addition to the fees noted in Table 1.Investments and withdrawals in the Fundsmay incur buy andsell spreads, which are designed to ensure, as far aspracticable, that any transactional and operational costsincurred as a result of an investor entering or leaving a Fundare borne by that investor, and not other investors.Buy and sell spreads are calculated based on the actual orestimated costs the Funds may incur when buying or sellingassets. They will be influenced by our experience of the costsinvolved in trading these assets in different market conditionsor the costs that the Funds have actually paid, and will bereviewed whenever necessary to ensure they remainappropriate.When you enter or leave the Fund, any buy or sell spreadapplicable at that time is a cost to you, additional to the feesnoted in Table 1, and is reflected in the unit price. The buyand sell spreads are retained within the Funds, as assets ofthe Funds; they are not fees paid to the Responsible Entity,AMP Capital or any investment manager.

The buy spread is taken out of application amounts. The sellspread is taken out of withdrawal amounts. As at the date ofthis PDS, the buy and sell spreads for each Fund are shownin the table below.

Buy/Sell spreads (%)Fund nameOn

withdrawalOn

application0.110.12Pathways 300.150.15Pathways 700.150.17Pathways 850.160.17Pathways 950.150.16Pathways Value0.170.17Pathways Australian Shares0.140.17Pathways International

Shares – Unhedged0.130.16Pathways International Share

– Hedged

Based on the buy and sell spreads for Pathways 70, aninvestment of $500,000 would incur a buy spread of $750,and a withdrawal of $500,000 would incur a sell spread of$750. This is an example only; it is not an estimate or forecast.The actual buy and/or sell spreads may be higher or lower.Current buy and sell spreads can be obtained online atwww.ampcapital.com/spreads or by contacting us.If investments and withdrawals in the Funds incur buy andsell spreads, we estimate that the buy and sell costs willrecover the Funds' transactional and operational costsincurred due to investor activity. However, the balance of theFunds' transactional and operational costs will be borne bythe Funds from the Funds' assets without any recovery fromindividual investors and reflected in the Funds' unit prices.

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The following table shows a breakdown of the total estimated transactional and operational costs and how these are borneby investors.

Estimated transactional andoperational costs borne by

the Fund

Estimated transactional andoperational costs offset by

buy/sell spreads

Total estimatedtransactional andoperational costs

Fund name

0.25%0.02%0.27%Pathways 30

0.19%0.03%0.22%Pathways 70

0.18%0.03%0.21%Pathways 85

0.16%0.02%0.18%Pathways 95

0.31%0.03%0.35%Pathways Value

0.07%0.03%0.09%Pathways Australian Shares

0.23%0.02%0.25%Pathways International Shares –Unhedged

0.27%0.02%0.29%Pathways International Share –Hedged

Other costsBorrowing costsBorrowing costs (or gearing costs) are the costs associatedwith borrowing money or securities (such as interest,establishment fees, government charges and stock borrowingfees). Borrowing costs are paid out of the Fund's assets orthe underlying fund’s assets (as the case may be) andreflected in the unit price.We estimate these borrowing costs to be:

Borrowing costs (as %of the net assets of the

Fund)

Fund name

0.02%Pathways 300.02%Pathways 700.02%Pathways 850.00%Pathways 950.08%Pathways Value0.00%Pathways Australian Shares0.00%Pathways International Shares –

Unhedged0.00%Pathways International Share –

Hedged

These costs will be paid out of the Fund's assets and areadditional to the fees and costs noted in Table 1 above.

Costs related to a specific asset or activity to produceincomeThe Funds may also incur costs (related to a specific assetor activity to produce income) that an investor would incur ifthey invested directly in a similar portfolio of assets. Thesecosts will be paid out of the Funds and are additional to thefees and costs noted in Table 1 above.

Liabilities properly incurredThe Funds' constitutions entitle the Responsible Entity to beindemnified from the Funds for any liability properly incurred.

Maximum feesThe maximum fees that can be charged under the Funds'constitutions (exclusive of GST) are:Contribution, Withdrawal and Switching fees - 2% of theapplication amount. Currently, no contribution, withdrawalor switching fees are charged.Management fee - 2% per annum of the asset value of theFunds except for Pathways Value which is 5%. The currentmanagement fees charged as shown in the 'Managementcosts components table.

Under the Funds' constitutions, the Responsible Entity isentitled to be paid an additional amount on the above feeson account of GST, calculated in accordance with the Funds'constitutions.

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Changes to feesThe Responsible Entity may change the fees noted in thisPDS at its discretion and without the consent of platformoperators or indirect investors. For example, fees may beincreased where increased charges are incurred due tochanges to legislation, where increased costs are incurred,if there are significant changes to economic conditions, or ifthird parties impose or increase processing charges. However,we will give platform operators 30 days' written notice of anyintention of the Responsible Entity to increase the existingfees, introduce performance fees or introduce contribution orwithdrawal fees.

Goods and Services Tax (GST)Unless otherwise stated, the fees and other costs shown inthis section are inclusive of GST, less reduced input taxcredits or other input tax credits claimable, rounded to twodecimal places. For information about the tax implications ofinvesting in the Funds, refer to the 'Taxation' section of thisPDS.

Differential feesA rebate of part of the management fee or a lowermanagement fee may be negotiated with investors who arewholesale clients for the purposes of the Corporations Act orwith AMP Group staff. Further information can be obtainedby contacting us.

Alternative forms of remunerationWe may provide alternative forms of remuneration, such asprofessional development, sponsorship, and entertainmentfor financial advisers, dealer groups and master trust or IDPSoperators where the law permits. Where such benefits areprovided, they are payable by us and are not an additionalcost to you. We maintain a register to record any materialforms of alternative remuneration they may pay or receive.We will provide you with a copy of our register free of charge,on request.

Investing in Pathways through iAccess(1)

You can invest in Pathways through the iAccess Investmentwrap account (for non-superannuation investments) oriAccess Personal Super and Allocated Pension master trust(for superannuation and pension).Please speak to your financial adviser and refer to the iAccessdisclosure documents for further information on fees. Youmay be able to take advantage of lower iAccess fees on largeraccounts by linking iAccess accounts for you and your family.This is called ‘fee aggregation’.

Payments to your financial adviserFinancial advisers are paid for their services to investors indifferent ways depending on how their business is structured.Please refer to the Financial Services Guide or Statement ofAdvice provided by your adviser for details.Fee rebateThe management costs of each Pathways Portfolio includean allowance for ongoing (trail) commission payable tofinancial advisers. Trail commission is no longer payable tofinancial advisers for accounts in iAccess which invest inPathways and as a result all investors will receive a fee rebatefor this allowance. The effect of the rebate is that it reducesthe total cost applicable to your total investment(s) in thePathways Portfolios.The fee rebate is based on the following table:

Fee rebate(1)Pathways balance0.495%First $100,0000.360%Next $150,0000.270%Next $250,0000.240%Above $500,0000

1. The fee rebate payable to you is exclusive of GST and RITC sinceunder GST law the payment of the fee rebate is not subject to GST.

The fee rebate will be credited to your cash account in iAccessbased on the balance held in each Portfolio on the last dayof the month. The fee rebate will not be applied to youraccount in the month you fully redeem your investment.

Other paymentsPayments may be made to entities such as dealer groups,platform operators, master trusts and investmentadministration services in relation to the Funds, where thelaw permits. These payments are not a cost to you.The amount of these payments may change during the lifeof this PDS. For further information, please refer to the offerdocument issued by the relevant entity.

1 ipac iAccess Investment is an investor directed portfolio service operated by NMMT Limited, ABN 42 058 835 573, AFS Licence No. 234653. Thetrustee of iAccess Personal Super and Allocated Pension is N.M. Superannuation Pty Ltd ABN 31 008 428 322, AFS Licence No. 234654. Both ofthese companies are members of the AMP Group. An application for iAccess can only be accepted on an application form accompanying a currentiAccess disclosure document.

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TaxationTaxation treatment of your investmentIt is important that you seek professional taxation advicebefore you invest or deal with your investment, as the taxationsystem is complex, and the taxation treatment of yourinvestment will be specific to your circumstances and to thenature of your investment.These comments are for information purposes and areintended for tax paying investors who hold their investmenton capital account for income tax purposes and are basedon our interpretation of Australian taxation laws and AustralianTaxation Office administrative practices at the date ofpublication of this document.The Funds are Managed Investment Trust (MIT) and will beadministered as Attribution Managed Investment Trusts(AMIT).Under the AMIT tax regime, you are taxed on the taxableincome that is attributed to you by the Responsible Entity ona fair and reasonable basis and in accordance with eachFund's constitution. You may be entitled to tax offsets, whichreduce the tax payable by you, and concessional rates of taxmay apply to certain forms of taxable income such as capitalgains.Australian resident individuals are liable to pay tax at theirmarginal rates on the taxable income attributed to them fromeach Fund. Generally, tax is not paid on behalf of investors.If you are not an Australian resident for income tax purposes,withholding tax may be payable on the taxable income ofeach Fund attributed to you at prescribed rates (even if notdistributed in cash). Any withholding tax payable may bededucted from cash distributions or redemption proceeds,with any unrecovered withholding tax being a debt owing fromyou to a Fund.Please note that at the time of your initial or additionalinvestment there may be unrealised capital gains or accruedincome in the Funds. If later realised, these capital gains andincomemay form part of the taxable income attributed to you.In addition, there may be realised but undistributed capitalgains or income in the Funds, which may form part of thetaxable income attributed to you.Any losses generated by the Funds cannot be passed ontoinvestors. However, where specific requirements are satisfied,that Fund should be eligible to offset losses to reduce lateryear income or capital gains.You may also be liable to pay capital gains tax on any capitalgains in respect of your investment, such as from disposingof your investment. You may instead realise a capital loss inrespect of your investment, which may be used to reducecapital gains in the same or later years. The cost base of yourinvestment, which is relevant when calculating any such

capital gains or losses, may change over the duration ofholding your investment. The cost base of your interest in theFunds may increase or decrease if the taxable incomeattributed to you differs to the amounts that you have receivedas a cash distribution.Each year we will send you an AMIT Member AnnualStatement (AMMA Statement), which will contain details ofthe taxable income attributed to you for the year, togetherwith any net cost base adjustment amount by which the costbase of your interest in the Funds should be increased ordecreased.Taxation laws and administrative practices change from timeto time. Such changes may impact the taxation of the Fundsand you as an investor. It is your responsibility to considerand monitor the impact of any taxation reforms impactingyour investment.

Providing a Tax File Number (TFN)You do not have to provide a TFN, exemption code orAustralian Business Number (ABN) when you complete anapplication to invest or reinvest in the Fund. However, if youdo not provide any of these, the Responsible Entity is requiredto withhold an amount equal to the highest marginal tax rate(plus any applicable levies) multiplied by the amount oftaxable income attributed to you (even if not distributed incash). Any such amount may be deducted from cashdistributions or redemption proceeds, with any unrecoveredamount being a debt owing from you to the Fund.

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DistributionsThe Funds aim to pay distributions half-yearly ending 30 Juneand 31 December.You should be aware that although the Fund’s objective is topay distributions as outlined above, the amount of eachdistribution may vary or no distribution may be payable in adistribution period.Unit prices will normally fall after the end of each distributionperiod. Consequently, if you invest just before the end of adistribution period, some of your capital may be returned toyou as income in the form of a distribution.Any distributions you receive may affect the social securitybenefits to which you are or may be entitled, and you shouldconsider discussing this with your financial adviser or ServicesAustralia (Centrelink or the Department of Veterans' Affairs)before investing.Distributions paid are based on the income earned by theFunds and the number of units you hold at the end of thedistribution period. For example, if you held 500,000 units ina Fund, and the Fund paid a distribution of $0.02 per unit forthe distribution period, you would receive $10,000 (that is,500,000 units x $0.02 per unit). Please note that thedistribution rate will vary for each distribution.

Calculation of distributionsEach Fund can earn income from its investments. It may alsoearn net realised capital gains.The amount to be distributed by the Funds is calculated bydeducting all expenses and fees incurred in respect of thatFund from the income and realised gains. The ResponsibleEntity may include a return of capital in the distribution.The distribution amount is divided by the number of units onissue on the last day of the distribution period to provide acents per unit distribution amount.The amount each unitholder receives is calculated bymultiplying the cents per unit distribution amount by thenumber of units held at the end of the last day of thedistribution period. Each unit receives the same distributionamount, regardless of how long it has been held.The distribution amount will vary at each distribution. Thetotal distributions for a financial year will be no less than thenet income of the Funds for tax purposes.Distributions are not guaranteed. Unit prices normally fallimmediately after a distribution has been declared, becausethe net assets of the Funds have been reduced by the amountof the distribution.

Payment of distributionsPlatform operatorsYou can choose to have distributions:paid directly into your current nominated account, orreinvested in the Funds

by indicating your selection on your application form. If noselection is made, distributions will be reinvested.Indirect investorsDistributions are paid directly to platform operators. Paymentof distributions to you is subject to the arrangement betweenyou and the platform operator. Your financial adviser orplatform operator can provide you with information about:how often distributions are paid, andthe distribution payment method (eg paid directly into anominated bank account or reinvested in the Funds).

ReinvestmentThe Responsible Entity allows for unitholders to either receivetheir income distributions paid as cash, or apply to have theirdistributions reinvested.In the case of reinvested units, the Responsible Entity willsubscribe on the unitholder’s behalf for additional units in thesame Pathways Fund at the end of each distribution period.The additional units will be issued on the first day after theend of the distribution period. Unitholders will receive detailsof the number and issue price of units in the Funds issued inthis way. The Responsible Entity can withdraw or modify thisfacility at any time.

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Investing in the FundsWho can invest?Applications to invest through this PDS can only be made by:platform operators, investing directly in the Funds, andindirect investors, investing in the Funds through a mastertrust or platform.

If you are an indirect investor, the platform operator isinvesting on your behalf (see ‘The Funds' constitutions’ in the‘Other important information’ section of this PDS).Please note that we can only accept applications signed andsubmitted from within Australia.Further information is provided in the ‘Applying for aninvestment’ section of this PDS.

How to investThe offer to invest in the Funds is subject to the terms andconditions described in the PDS current at the time ofcontributing any investment amount. A current PDS can beobtained free of charge online atwww.northonline.com.au/iaccess or by contacting us.Platform operatorsYou will need to complete an application form when applyingfor an initial or additional investment in the Funds. Anapplication form can be obtained free of charge by contactingus on 1800 658 404.Indirect investorsYour financial adviser or platform operator can provide youwith a current PDS and information about how to apply,including the form you will need to complete, minimum initialand additional investment amounts, and the method of payingyour investment amount.

Terms and conditions of investingThe offer to invest in the Funds is subject to the terms andconditions described in the Fund’s current PDS and as setout in the Fund’s constitution (see the ‘Other importantinformation’ section of this PDS). The Responsible Entityreserves the right to change the terms and conditions (seebelow) and to refuse or reject an application.We can only accept applications signed and submitted fromwithin Australia. We cannot accept cash.

Changes to the information in a PDSBefore making an investment decision, it is important to reada current PDS, as information provided in a PDSmay changefrom time to time. If changes are not materially adverse toinvestors, the relevant information will be updated online atwww.northonline.com.au/iaccess. However, if a change isconsidered materially adverse to investors, the ResponsibleEntity will issue a replacement or supplementary PDS whichwill be available online. You can also obtain a copy of thereplacement or supplementary PDS free of charge, bycontacting us.The Responsible Entity may change each Fund's investmentreturn objective or investment approach, from time-to-time,if it considers it to be in the best interests of investors. If itdoes so, it will advise investors.

Processing applicationsWe generally process applications each Business Day, usingthe close of business issue price for that day. A BusinessDay for us is any day other than Saturday, Sunday or a bankor public holiday in Sydney, NSW.Currently, if we receive an application after 1.00pm or on anon-Business Day for us, we treat it as having been receivedbefore 1.00pm the next Business Day.

Issue priceThe issue price is determined under the Funds' constitutionsby reference to the net asset value and transaction costspertaining to the relevant class of units, and the number ofunits on issue in that unit class.The market value and net asset value of the Funds arenormally determined at least each Business Day, using themarket prices and unit prices of the assets in which therelevant Fund is invested.The Responsible Entity may exercise certain discretions indetermining the unit price (see ‘Unit Pricing Discretions Policy’in the ‘Other important information’ section of this PDS).

Cooling off rightsPlatform operatorsCooling off rights do not apply in relation to an investment inthe Funds.Indirect investorsCooling off rights do not apply under this PDS. Your financialadviser or platform operator can provide you with theconditions, if any, that apply to returning your investmentwithin the cooling off period set by the platform operator.

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The value of your investmentInvestors in a managed investment scheme are issued with‘units’, each of which represents a share of the value of thescheme’s assets. Unit prices can rise and fall on a daily basisdepending on a number of factors, including the market valueof the Funds’ assets. Consequently, the value of yourinvestment will vary from time to time.Platform operatorsThe value of your investment at any point in time is calculatedby multiplying the number of units you hold, by the unit pricerelevant to the unit class current at that time. Unit prices areupdated regularly online atwww.northonline.com.au/iaccess and can also be obtainedby contacting the AMPCapital Client Services Team on 1800658 404.Indirect investorsWhen you invest through this PDS, the platform operatorholds units on your behalf. The value of your investment atany point in time is calculated by multiplying the number ofunits held for you, by the unit price set by the platformoperator. Your financial adviser or platform operator canprovide you with the current unit price relevant to yourinvestment in the Funds.

RiskThe Funds are not capital guaranteed and the value of aninvestment in the Funds can rise and fall. You should considerthe risks of investing before making a decision about investingin the Funds (see the ‘Risks of investing’ section of this PDS).

Retaining this PDSYou should keep this PDS and any replacement orsupplementary PDS, as you may need to refer to informationabout the Funds for ongoing investing. We will send you acurrent PDS and any replacement or supplementary PDSfree of charge, on request.

Questions about your investmentPlatform operatorsPlease contact our Client Services team on 1800 658 404 ifyou have questions.Indirect investorsYou will need to contact your financial adviser or platformoperator for information about your investment.

Accessing your moneyRequesting a withdrawalPlatform operatorsContact us in writing, telling us how much you wish towithdraw and giving your account details. Withdrawal requestscan be submitted by fax(1) to 1800 630 066 or by mail to AMPCapital - Unit Registry, GPO Box 804, Melbourne VIC 3001.Withdrawal amounts will be paid to your nominated account.A balance of $500,000 is generally required to keep yourinvestment open. If your investment falls below this level, theResponsible Entity may redeem your investment and pay theproceeds to you. The Responsible Entity reserves the right,however, to accept lower account balances.Indirect investorsContact your financial adviser or platform operator for detailsabout:how to withdraw moneyhow your withdrawal will be paid, andthe minimum withdrawal amount and account balance setby the platform operator.

Processing withdrawal requestsGenerally, if our office receives a withdrawal request before1.00pm on a Business Day, your withdrawal will be processedusing the withdrawal price for that day. If received andaccepted after 1.00pm, it will be processed using thewithdrawal price for the next Business Day. If it is anon-Business Day in Sydney, your withdrawal will beprocessed using the next available withdrawal price.The proceeds of your withdrawal request will usually beavailable within five (5) Business Days (see ‘Payment times’in this section).The unit price used to calculate your withdrawal value willgenerally be the price calculated on the last valuation datebefore we process the payment of your withdrawal request.In circumstances where the Fund's portfolio consists of lessthan 80% in value of liquid assets, for example because ofan unexpected fall in the value of those liquid assets againstthe value of the illiquid assets in the Fund's portfolio, we maynot be able to meet withdrawal requests until the Fund'sexposure to illiquid assets falls to 20% or less of its portfolio.We may, at our discretion, offer investors the opportunity tomake withdrawals during this period. At such times, we willnotify investors of the offer, providing details about:the period during which the offer will remain open, andwhich assets will be used to satisfy withdrawal requests.

We may also delay the payment and processing of yourwithdrawals in other circumstances (see 'Payment times').

1 Please refer to 'Communication by fax' in the 'Other important information' section of this PDS.

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Total withdrawalsWhere the total withdrawals exceed 5% of the net assets ofthe Fund on any one day, we may determine that part of thewithdrawal amount payable consists of income.

Withdrawal priceThe withdrawal price is determined under each Fund'sconstitution by reference to the net asset value andtransaction costs pertaining to the relevant class of units, andthe number of units on issue in that unit class.The market value and net asset value of the Funds arenormally determined at least each Business Day, using themarket prices and unit prices of the assets in which therelevant Fund is invested.The Responsible Entity may exercise certain discretions indetermining the unit price (see ‘Unit Pricing Discretions Policy’in the ‘Other important information’ section of this PDS).

Payment timesAlthough the proceeds of your withdrawal request will usuallybe available within five (5) Business Days of receipt, youshould be aware that:payment and processing of withdrawal requests isdependent on the Funds' cash position, andthe Funds' constitutions allow up to 30 days, or longer insome circumstances, to process withdrawal requests.

These circumstances include but are not limited to:where the Responsible Entity is unable to realise sufficientassets due to circumstances beyond its control, such asrestricted or suspended trading in the market for an asset,orif the Responsible Entity does not consider it is in the bestinterests of investors to realise sufficient assets to satisfy awithdrawal request.

SwitchingPlease contact your platform operator to switch part or all ofyour investment from one Pathways Fund to another. Whenyou switch between Funds, the unit prices you obtain mayinclude allowances for the buy/sell spreads shown on page20.The Responsible Entity has the right to refuse a switchrequest.

Transfer of unitsPlatform operatorsPlease contact us for all transfer requests.Indirect investorsYou will need to contact your financial adviser or platformoperator for information about the transfer of units.

Keeping you informedWe will provide platform operators with the information setout below. Platform operators are responsible for forwardingthe relevant investment and Fund information to indirectinvestors.

Investment informationWe will send platform operators confirmation of eachtransaction.

Online accessOnline access allows platform operators to view investmentinformation and statements at any time. To register for onlineaccess, please contact us.

Fund informationWe will provide platform operators with the followinginformation free of charge, on request:the relevant Fund’s annual financial reportsa paper copy of any updated information, andany replacement or supplementary PDS.

Continuous disclosure obligationsWhere a Fund has more than 100 unitholders it is subject toregular reporting and disclosure obligations under theCorporations Act. Copies of documents lodged with theAustralian Securities and Investments Commission (ASIC)in relation to the Investment Option may be obtained from,or inspected at, an ASIC office or can be obtained bycontacting us on 1800 658 404. These documents mayinclude:the Fund’s annual financial report most recently lodged withASIC, andthe Fund's half year financial report lodged with ASIC (afterthe lodgment of the annual financial report and before thedate of the current PDS).

Where a Fund has continuous disclosure obligations, theResponsible Entity will meet those obligations by publishingmaterial information online atwww.northonline.com.au/iaccess.

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Other important informationThe Responsible EntityThe Responsible Entity for the Funds must ensure that itcomplies with the duties of a Responsible Entity under theCorporations Act, the constitutions and the compliance plan.These duties include maintaining an Australian FinancialServices Licence, acting honestly, exercising due care, skilland diligence, and acting in the best interests of the unitholders.

The ConstitutionThe constitution for each Fund provides the framework forthe operation of that Fund. The constitutions are regulatedby the Corporations Act and set out the Responsible Entity’slegal relationship with unit holders. The constitutions, asamended, were lodged with ASIC and may be read byprospective investors. They are also available free of chargeby contacting us.The following overview of the Funds' constitutions is mainlyrelevant to platform operators, as they are unit holders underthe constitutions. Some of the provisions of the Funds’constitutions, such as maximum fees, are discussed in thisPDS. Further provisions relate to:the rights and liabilities of unit holdersthe times when processing of withdrawal requests can beextended, such as if the Fund is illiquid or it is not in the bestinterests of unit holderswhere taxes or other amounts can be deducted frompayments to unit holderswhere transfers and applications may be refusedthe liability of the Responsible Entity to unit holders inrelation to the Fund, which is limited to any liability imposedby the Corporations Act, so long as the Responsible Entityacts in good faith and without gross negligencethe powers, rights and liabilities of the Responsible Entity,including its power to invest the assets of the Fund, to dealwith itself and its associates, to be paid fees and to bereimbursed or indemnified out of the assets of the Fundthe right of the Responsible Entity to be reimbursed by aunit holder or former unit holder for tax or expenses it incursas a result of the unit holder’s request, action or inaction, orto redeem units to satisfy amounts due to the ResponsibleEntity from a unit holderchanging the Fund’s constitution, including in some caseswithout unit holder approval, such as to meet regulatorychangesthe ability of the Responsible Entity to terminate the Fundat any timewhen the Responsible Entity can terminate the Fund orretire, and what happens if this occurs, andvoting rights.

Although the Funds' constitutions limit a unit holder’s liabilityto the value of their units, the courts have yet to determinethe effectiveness of provisions like this.

Compliance planThe Responsible Entity has a compliance plan for each Fund,which sets out the measures that will apply in operating theFunds to ensure compliance with the Corporations Act andthe Fund's constitution. The compliance plan is lodged withASIC and is audited by independent auditors annually todetermine compliance with it.A compliance committee monitors the operation of the Fundsand overall compliance with the compliance plan. Themajorityof the members of the compliance committee must be, andare, independent of both AMP Capital and the ResponsibleEntity. The compliance committee has the obligation tomonitor compliance with the compliance plan and to reportcertain breaches of the Corporations Act and the complianceplan to ASIC.

Related party transactionsAny transaction between the Responsible Entity and AMPCapital or another member of the AMP Group and theirrespective related parties must comply with related partyprotocols and AMP group policies and procedures. For thesepurposes, a related party includes certain entities andindividuals that have a close relationship with the AMP groupor the Responsible Entity. Related Parties of the ResponsibleEntity include the Responsible Entity itself, entities that theResponsible Entity controls, entities within the AMP Group,Funds operated or managed by the Responsible Entity or anAMP group entity and agents of the Responsible Entity.As at date of this PDS, the relevant policies and proceduresthat apply to related party transactions of the AMP group orthe Responsible Entity are contained in the AMP Conflicts ofInterest Policy. Under this Policy, the parties must transacton terms that would be reasonable if they were dealing atarm’s length, relevant legislative requirements must besatisfied and the interests of investors must be protected.The Policy will be reviewed on a regular basis and maychange from time to time.Under each Fund’s constitution, the Responsible Entity may:deal with itself, an associate, investor or any other personbe interested in and receive a benefit under an contract ortransaction with itself, an associate, investor or any otherperson, oract in the same or similar capacity in relation to any otherfund.

The Funds' constitutions also provide that amounts may bepaid to related parties for services provided to the responsibleentity in connection with the Funds and for expenses. Thesepayments are on arm’s length terms.

Complaints procedurePlatform operators

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AMPCapital and the Responsible Entity follow an establishedprocedure to deal with complaints. We are committed toproviding you with a high level of service, but sometimesthings go wrong. If this happens, we will help you resolve theissue. If you have concerns relating to your investment in theFunds, please contact us by telephone on 1800 658 404 orin writing to AMP Capital Investors Limited, GPO Box 5445,Sydney NSW 2001.If the complaint is privacy related, please refer to the AMPCapital Privacy Policy Statement for more details, which canbe obtained online at www.ampcapital.com/privacy.Indirect investorsYou should contact your financial adviser or platform operatorif you have a complaint related to your investment in theFunds. If your issue remains unresolved, you can contact theexternal dispute resolution scheme of which the platformoperator is a member.

Your privacyPlatform operatorsThe main purpose in collecting personal information is so thatwe can set up and administer your investment account. If youdo not provide the required information, we may not be ableto process your application. If you would like us to not useyour personal information for direct marketing purposes,please contact us.Our Privacy Policy Statement, which can be obtained onlineat www.ampcapital.com/privacy or by contacting us, setsout AMP Capital's policies on management of personalinformation. This information may be disclosed to othermembers of the AMP Group, financial advisers whereapplicable, to external service suppliers (including suppliersthat may be located outside of Australia) who supplyadministrative, financial or other services that assist us inproviding services to you, and to anyone you have authorisedor if required by law.You may access personal information held about you,although there are some exemptions to this. If you believeinformation held about you is inaccurate, incomplete or outof date, please contact us.Indirect investorsYour financial adviser or platform operator will collect personalinformation from you so that they can set up and administeryour investment account. Your financial adviser or platformoperator can provide you with information about how theyuse and disclose this information.

Communication by faxWhen you communicate with us by fax, it is your responsibilityto obtain confirmation from us that we have received yourfax. Neither we nor the Responsible Entity are responsiblefor any loss or processing delay that occurs as a result of usnot receiving a faxed communication. Please note that wedo not accept a sender’s fax transmission record as evidencethat a communication has been received by us. You alsoindemnify us and the Responsible Entity against any loss orliability arising from us or the Responsible Entity acting onany fraudulent communication received by fax.

Unit Pricing Discretions PolicyThe Responsible Entity may exercise certain discretions indetermining the unit price of units on application andwithdrawal in the Funds. The Unit Pricing Discretions Policy,which can be obtained online at www.ampcapital.com or acopy can be obtained, free of charge, by contacting us, setsout the types of discretions that the Responsible Entity mayexercise and in what circumstances, the policies on how theResponsible Entity exercises the discretions and the reasonswhy it considers the policies are reasonable. The ResponsibleEntity is required to keep a record of any instance where adiscretion is exercised in a way that departs from thesepolicies.

Asset Valuation PolicyAssets in which the Funds invest are held directly by theFunds or through underlying funds in which the Funds invest.Generally, these assets are valued at least each BusinessDay using market prices or otherwise in accordance with theAMP Capital Asset Valuation Policy. The AMP Capital AssetValuation Policy sets out the processes for valuing assetsthat are not exchange-traded including as follows:direct assets are valued by us at least twice a yearunits in unlisted funds are generally valued at the mostrecent unit price supplied by the manager of the relevantfund, andinvestments in underlying funds are generally valued byan independent administratordirect property valuations are generally determined byindependent property valuers annually, or more frequentlyif deemed appropriate or to comply with certain schememandates as required.

For further information on AMP Capital’s Asset ValuationPolicy, please go to www.ampcapital.com or a copy can beobtained, free of charge, by contacting us.

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Securities lendingIf a fund engages in securities lending it exposes the fund toadditional risks which may cause a loss of capital, in particularthe risk that the borrower defaults by failing to return thesecurities. However, processes are in place to manage andsubstantially mitigate these risks, including:loans may only be made to approved borrowers, who arecarefully selected taking into account credit riskaggregate borrowing limits are set and monitoredacceptable collateral must be high quality and highly liquid,including cash, shares in larger companies and governmentbonds; in the event of default, collateral may be liquidatedto fund the purchase of replacement securitiesborrowers are required to maintain collateral equal to thevalue of the securities on loan plus a margin of 5-10%depending on type of collateralmarket movements of both securities on loan and collateralare monitored on a daily basis and adjustments made wherenecessary to ensure that loans remain fully collateralisedrestrictions may be placed on which securities are availableto be loaned and limits on the proportion of securities thatmay be loaned, andloans may be recalled at any time at the discretion of theResponsible Entity at short notice should market conditionswarrant such action.

In addition, the Funds have further risk mitigation in placeagainst possible capital loss resulting from insolvency of aborrower by a legally enforceable indemnity from thesecurities lending agent (a related party of the Funds'custodian), who would make up any shortfall between thecollateral and the cost to repurchase a loaned security.Income earned from securities lending is returned to theFunds after the deduction of operational costs and feespayable to the securities lending agent (for operation of theprogram and the provision of the indemnity) and to AMPCapital for monitoring, governance and oversight. These feesare 30% and 10% of securities lending revenue respectivelywhich are in line with normal commercial rates.

Environmental, social and governance (ESG)considerationsAMP Capital believes there are links between a company'senvironmental and social impacts, the quality of its corporategovernance, and its long-term financial success. AMPCapitalhas an ESG and Responsible Investment (RI) Philosophydescribing our approach to considering these issues in ourinvestment decision making which is available atwww.ampcapital.com/esg-and-responsible-investment.Selecting investment managersDecisions made by AMP Capital about whether to select,appoint or remove investment managers are based primarilyon financial and economic factors, including investment styleand approach. AMP Capital conducts due diligence in theselection, appointment and removal of investment managers.As part of the due diligence process, we may ask thesemanagers how they incorporate ESG considerations in theirinvestment analysis to develop a more comprehensive viewof an investee company's key business risks, how theyapproach corporate governance issues and how they considerboth of these matters are related to overall managementquality.Selecting, retaining and realising investmentsDecisions made by AMP Capital and the Funds' underlyinginvestment managers about whether to buy, hold or sellinvestments will be based primarily on financial and economicfactors. ESG issues may be taken into account by AMPCapital and the underlying investment managers wherewe/they believe these factors may have a financially materialimpact on the value and performance (risk and/or return) ofthe investment.Any additional or replacement investment manager appointedto the Funds may also take these matters into account in linewith their own ESG policy.AMP Capital may also consult with our underlying investmentmanagers from time to time to ascertain the extent to whichthey incorporate ESG considerations in their decision-makingand stock selection processes. This may be undertakenthrough one-on-one meetings with these managers, issuingESG surveys, obtaining and reviewing ESG policies fromthem and monitoring of their proxy voting activities.

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However, in addition to the consideration of financial andeconomic factors as noted above, AMP Capital may, inexceptional circumstances, also exclude or divest, and instructits underlying investment managers to exclude or divest,particular companies, asset types or industry sectors fromthe Funds where they have been determined as contraveningthe ethical principles as defined in AMP Capital’s ESG andRI Philosophy. In making such a decision, AMP Capital willtake into account the extent (if any) to which a company’sactivities (conduct), products or services:violate the principle of respect for persons which affirms theintrinsic dignity of all people irrespective of age, gender,race, religion and prohibits the treatment of any human beingmerely as a means to an end, and/orcan be used without causing harm to others including thosewho may choose to make use of the relevant goods orservices.

In undertaking its assessment AMP Capital will consider(without limitation):whether activities (conduct), products or services contraveneprinciples accepted under international human rights lawsincluding but not limited to UN conventionsthe principle of ‘double effect’ – which may allow conductthat is not intrinsically wrong and is undertaken for anethically justified ‘principal effect’ even if it has an unintendedharmful ‘secondary’ (double) effect. Where a form of conductmay have a harmful ‘double effect’, AMP Capital will assessthe extent to which the company is actively engaged inminimising and mitigating the unintended harmthe extent to which the relevant activity, product or serviceis material to the conduct of the company in which theinvestment is to be made, andany reasonable argument or rebuttal submitted in good faith,as to why an adverse assessment may be based on an errorof fact or assumption.

Where AMP Capital has an investment managementagreement with an investmentmanager regarding investmentsheld in the Funds and AMP Capital has determined thatcertain investments or sectors contravene these ethicalcriteria, that manager will be directed by us to exclude ordivest those securities using a process of negative screeningand will not include those securities in the Funds. Where anexisting investment is identified as contravening the ethicalcriteria, it will be sold down by the underlying investmentmanager generally within a period of up to six months.At present, the application of the ethical principles outlinedabove will result in the negative screening of companies thatAMP Capital believes have:known involvement in the production and manufacture of,or essential or significant involvement in the distribution andsale of, tobacco, ormaterial involvement in the manufacture, maintenance ordelivery of cluster munitions, anti-personnel mines, chemicalor biological weapons.

We may update or vary these exclusions from time to time,following review and approval by AMP Capital’s InvestmentCommittee. Further information and detail on the applicationand scope of AMP Capital’s ESG and RI Philosophy and acurrent list of sectors and individual companies subject toexclusion are available atwww.ampcapital.com/esg-and-responsible-investment.AMP Capital's Investment Committee is responsible forensuring that any decision to negatively screen a company,asset type or industry sector from the investable universe ofthe Funds takes into account fund investment objectives andstrategy and recommendations from AMP Capital’s researchand investment teams. The negative screening will also notapply to cash, sovereign bonds, derivatives andexchange-traded funds.We aim to review the list of excluded investments annually.Adherence to and monitoring of any excluded investments isoverseen by AMP Capital’s Investment Committee inconsultation with AMP Capital’s ESG & InvestmentStewardship Team (formerly, Sustainable Investment Team),and the broader ESG and Compliance Monitoring functions.The underlying investment manager is responsible forensuring the Funds are invested in line with the investmentrestrictions advised to it by AMP Capital in accordance withits investment management agreement.More generally, except to the extent disclosed above inrelation to consideration of financially material ESG issuesand negative screening in exceptional circumstances on anethical basis, AMP Capital has no predetermined view aboutwhat we regard to be a labour standard, environmental, socialor governance consideration or how far they will be taken intoaccount in the selection, retention or realisation of investmentsrelating to the Funds.

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Applying for an investment

Platform operatorsHow to applyPlease contact our Client Services team on 1800 658 404 toobtain an application form.The application form should only be completed and signedby:the person who is, or will become, the unitholderan authorised signatory if the application is on behalf of acompany, trust or superannuation fund, oran agent for the investor, acting under power of attorney oras a legal or nominated representative.

All investments are made on the basis of the PDS current atthe time of contributing your investment amount. You canobtain a current PDS free of charge online atwww.northonline.com.au/iaccess or by contacting us.Minimum investment amountsInitial investment – $500,000Additional investment – $100,000

The Responsible Entity reserves the right to accept lowerinvestment amounts.Submitting your applicationApplication forms should be mailed to:AMP Capital - Unit RegistryGPO Box 804MELBOURNE VIC 3001Please include all required identification documentation whensubmitting your application.

Indirect investorsYour financial adviser or platform operator will provide youwith information about how to apply, including:the form you will need to completeminimum initial and additional investment amounts, andthe method of paying your investment amount.

All investments are made on the basis of the PDS current atthe time of contributing your investment amount. You canobtain a current PDS from your financial adviser or platformoperator.

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Contact us:

Registered office

ipac asset management limited

33 Alfred Street Sydney NSW 2000

Mailing address

AMP Capital - Unit Registry

GPO Box 804

Melbourne VIC 3001

Client Services

phone 1800 658 404 fax 1800 630 066

8:30am – 5:30pm Sydney time, Monday to Friday

[email protected]