Legal | Capital Group

Form 20 (Article 236, 239)

(Letter)

(No.1)

Notification Form for Special Business Activities for Qualified Institutional Investors, etc.

8/17/16 

To: The Director-General of the Kanto Local Finance Bureau 

Applicant:

Address (Principal business office):  c/o Capital International, Inc., Attention: Legal, at 333 S. Hope Street, 31st Floor, Los Angeles, California 90071 USA 

Address (Registered office):  c/o Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, USA 

Phone:  1-213-615-4080 

Name of Business:  Capital International Investments V, LLC 

Name of Applicant*:  Nelson Lee, Manager

**Name and Title of Representative in the case that applicant legal status is corporation, etc. (including partnership, trust, or other organization) 

Signature or Seal:  /s/ Nelson Lee

 

Form 20 (Article 236, 239)

(No. 2)

(Exhibit 1: Status of the person who has submitted an application regarding Specially Permitted Businesses for Qualified Institutional Investors, etc. (SPBQII)) 

Name of Business/Name of applicant:  Capital International Investments V, LLC 

(As of 08/17/2016) 

Representative

            Name of Applicant:  Nelson Lee

            Title:  Manager 

Business category

            Private placement:  ○

            Investment management:  ○ 

Principal business office

          Name:  Principal business office

Address:  c/o Capital International, Inc., Attention: Legal, at 333 S. Hope Street, 31st Floor, Los Angeles, California 90071 USA

Phone:  1-213-615-4080 

URL of website:  www.thecapitalgroup.com/pe 

Type of other business to be conducted by person to notify:  None 

Amount of capital or total contribution:  US $54,010,000.00

 

Form 20 (Article 236, 239)

(No. 3)

(Exhibit 2: Status of the rights specified in Article 2(2)(v) or (vi) of the FIEA related to SPBQII) 

Name of Business/Name of applicant:  Capital International Investments V, LLC 

(As of 08/17/2016) 

Name of the Invested Business Equity:  Capital International Private Equity Fund V, L.P. 

Type of the Invested Business Equity:  Rights based on laws and regulations of a foreign state. 

Details of the Invested Business

    Type of Instrument:  Other

    Contents:  A strategy of seeking long-term capital appreciation by acquiring, holding and disposing of privately negotiated equity     and equity-related investments in companies operating in emerging and developed markets primarily outside the United States.

Type of business

    Private placement and or investment management:  Private placement and investment management

    Type of notification:  Article 63 

Type of the QII:  Financial Institutions, etc. (2) 

Number of the QII:  2 

Existence of investors other than QII:  Yes 

Existence of persons specified under the items of Article:  None 

Name or name of business of the certified public accountant or auditing firm:  n/a 

Names of business or names of all QIIs:  1) Japan Trustee Services Bank, 2) Trust & Custody Services Bank, Ltd. 

 

Form 20 (Article 236, 239)

(No. 4)

(Exhibit 3: Status of corporate officers and employees specified under a Cabinet Order, and business offices where SPBQII is operated) 

Name of Business/Name of applicant:  Capital International Investments V, LLC 

(As of 08/17/2016)

1. Officers and employees specified under a Cabinet Order 

Personal or company name     Organizational position   Type of the employee specified by a Cabinet Order 

Naomi Kobayashi                             Manager                     n/a

Michael Dutton                                 Manager                     n/a

Nelson Lee                                         Manager                     n/a 

2. Status of the sales branch or business office where SPBQII is operated 

Name                                     Location                                 Phone 

Principal business office      c/o Capital International, Inc.,  213-615-4080

                                                   Attention: Legal, at 333 S. Hope Street,

                                                   31st Floor, Los Angeles, California 90071, USA 

Registered office                  c/o Corporation Trust Center, 302-658-7581

                                                   1209 Orange Street,

                                                   Wilmington, Delaware 19801, USA 

3. Status of representatives in Japan or agents in Japan 

Name or name of business:  Capital International KK

Location or address:  c/o Legal and Compliance Dept re CIPEF V, Meiji Yasuda Life Building,

14th floor, 2-1-1, Marunouchi, Chiyoda-ku, Tokyo 100-0005, Japan

Phone:  +81.3.6366.1360

 

Form 21-3 (Article 246-5)

(letter)

Explanatory document for the second term

From:    7/1/2019
To:        6/30/2020

Date:  09/30/2020

Name of Business:  Capital International Investments V, LLC 

Address or location: (Principal business office)  c/o Capital International, Inc., Attention: Legal, at 333 S. Hope Street, 31st Floor, Los Angeles, California 90071 USA 

(Registered business office)  c/o Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, USA 

Name:  Nelson Lee, Manager
(Name and Title of the Representative in the case that applicant legal status is corporation)

1. Operational status of business

(1) Date of notification

    ① Notification in accordance with Financial Instruments and Exchange Act (hereafter “FIEA”) Article 63(2) or Article 63-3(1)

    Date: 12/21/2007

    ② Notification in accordance with Article 48(2), (4) or (6) of the Supplementary Provisions of the Act to Partially Amend the Securities and Exchange Act (Act No. 65 of 2006)
               Date:

(2) Types of businesses currently being operated

        SPBQII (private placement and investment management)

(3) Overview of the current term

        The GP operates the Fund whose principal objective is to make private equity investments primarily in emerging markets. There have been no significant events that have materially adversely impacted the GP’s ability to perform its obligations to the Fund.

(4) Status of corporate officers and employees

 ① Number of corporate officers and employees

            Corporate officers       of which part-time officers       Employees       Total

             2                                     0                                                    0                         2

    ② Status of corporate officers

            Positions                    Names

            Manager                     Naomi Kobayashi

            Manager                     Nelson Lee

(5) Status of the principal business office, and business offices where Specially Permitted Businesses for Qualified Institutional Investors, etc.(“SPBQII”) are operated

Name

Location

Number of Corporate officers and employees

Principal Business Office

c/o Capital International Inc. Attention: Legal, at 333 S., Hope Street, 31st Floor, Los Angeles, California 90071 USA

2

Registered office

c/o Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, USA

0

Total     2     locations

 

 

Total     2    

(6) Status of external auditing   

Name or business name of the certified public accountant or auditing firm

Details of auditing

N/A

N/A

  (Note)

  1. Operational status of business

  2. Types of businesses currently being operated

     In relation to businesses currently under operation, (1)enter "private placement" if they include businesses relating to acts specified under FIEA Article 63(1)(i); (2)enter "investment management" if they include those relating to acts specified under (ii) of the same Paragraph; (3)if they include those specified under the provisions of Article 17-13(2) of the Enforcement ordinance of the Financial Instruments and Exchange Act as businesses that especially require the protection of investors among those specified under (9) of the same Article, please indicate thus; and (4)if there are other businesses, please enter the types of such businesses. In addition, if there have been changes in such businesses during the term, please indicate them.

  3. Overview of business operations in the current term

     Please give an overview of the business activities, business performance, and important events that have affected operating performance during the current term.

  4. Status of corporate officers and employees

     ① Number of corporate officers and employees

     Enter the numbers of corporate officers and employees (limited to corporate officers and employees engaged in SPBQII; the same applies in ② below) as at the end of the current term.

     ② Status of corporate officers

     Create a table and indicate all corporate officers as at the end of the current term. Note, however, that foreign corporations do not need to indicate representatives in Japan (i.e., persons specified under FIEA Article 63(7)(i)(d)).

  5.  Status of the principal business office, and business offices where SPBQII are operated

     Enter information about the principal business office, as well as each of the business offices where SPBQII are operated ("business offices, etc." hereafter in (5)). In addition, if there have been additions or abolitions of business offices, etc., or changes in the names or addresses of business offices, etc. during the term, please indicate them.

  6.  Status of external auditing

     Provide relevant information in this section if you have your financial statements externally audited by certified public accountants or auditing firms at least once every year.

     Indicate whether the audits are statutory or voluntary, and describe specifically and succinctly the details of the audit results in the "Details of auditing."

(7) Status of the fund

Names of the Invested Business Equity

Capital International Private Equity Fund V, L.P.

Details of the Invested Business

(Type of instrument)

Other

(Contents)

A strategy of seeking long-term capital appreciation by acquiring, holding and disposing of privately negotiated equity and equity-related investments in companies operating in emerging and developed markets primarily outside the United States

Types of the Invested Business Equity

Rights based on laws and regulations of a foreign state (Limited partnership interests under the laws of Cayman Islands)

Location of the accounts into which investment money is paid

United States

Flow of funds

Japanese investors’ moneys are paid to an U.S. bank account and then paid to the investment target or paid to cover investment or fund related expenses.

Duration

From: 03/21/07 - ongoing

Status of investors

Types of investors

Number of investors

Qualified Institutional Investors

(“QIIs”)

2

 

of whom individuals

0

Investors other than QIIs

1

 

of whom individuals

0

Total

3

Amount of investment by QIIs and its ratio

Amount of investment

2,998m. yen

Ratio of investment

36%

If persons specified under the items of Article 233-3 are among the counterparty

Existence of persons specified under the items of Article 233-3 (“yes” or “none”)

None

Status of audits

Name or business name of the certified public accountant or auditing firm

Not Applicable

Details of audits

Not Applicable

  (Note)

 1. Create a table and provide information for each of the Invested Business Equity regarding securities equivalents related to FIEA Article 2(2)(v) or (vi). Note, however, that you are only required to provide information in the "Names of the Invested Business Equity," "Types of the Invested Business Equity" and "Status of investors" for securities equivalents relating to (v) or (vi) of the same paragraph in which only professional investors invest.

  Please indicate securities equivalents relating to (v) or (vi) of the same paragraph that were privately placed in the past and the expirations of whose duration are set in the current term or later, even if there has been no private placement during the current term.

 2. This table must be created based on the end of the current term as the basis. If the accounting period of the fund (referring to assets into which investment or contribution has been made by persons who own securities equivalents relating to FIEA Article 2(2)(v) or (vi); the same applies in 6) and the term of the notifier of SPBQII do not match, make entries based on figures at the end of the last accounting period that came before the end of the current term.

 3. In the "Details of the Invested Business" row, enter specific details of businesses that will manage the money and other assets being invested or contributed.

 4. Select and enter, in the "Types of the Invested Business Equity" column, from "Partnership contract under the Civil Code," "Silent partnership contract," "Investment Limited Partnership contract," "Limited Liability Partnership contract," "Membership rights of an incorporated association," "Rights based on laws and regulations of a foreign state" and "Other rights." Provide specific details if you select "Other rights." Please also specify the names of laws the rights are based on and their key details if you select "Rights based on laws and regulations of a foreign state."

 5. In "Location of the accounts into which investment money is paid," indicate names of the countries or territories where accounts into which customers pay their investment money are located.

 6. In the "Flow of funds" section, indicate the names of business or names and roles of persons responsible for transferring, sending, managing or storing money related to the fund.

 7. In the "Ratio of investment" row under "Amount of investment by QIIs and its ratio" section, indicate the percentage of the invested amount by QIIs out of the total invested amount.

 8. In the "Existence of persons specified under the items of Article 233-3" column: Specify "yes" in the case of private placement of Invested Business Equity  with persons specified under the Paragraphs of Article 233-3 as the counterparty, or management of money and other assets invested or contributed by persons other than QIIs; otherwise enter "none."

 9. Indicate whether the external audits are statutory or voluntary and describe specifically and succinctly the details of the audit results in the "Details of audits."

 10. If there are circumstances that need reporting but do not fit anywhere in this table, you can indicate this using similar forms within such a scope that they do not cause misunderstanding.

2. Status of accounts

Notifier is required to create balance sheets and profit and loss statements.

If the notifier is a corporation other than large companies prescribed under Article 2(vi) of the Companies Act (Act No. 88 of 2005), it is not required to submit profit and loss statements, but it is required to include net profit/loss in the balance sheets.

If the notifier has made its notification as a member of a partnership, etc., that does not have judicial personality, it is required to prepare balance sheets and profit and loss statements of the partnership, etc. However, partnerships, etc., other than those that have booked 500 million yen or more in investment money, etc. or those that have booked a total 20 billion yen or more in the liabilities section in the balance sheet for the last fiscal year do not need to prepare a profit and loss statement but are required to include net profit/loss in the balance sheets.

Notifiers who are individuals are not required to prepare balance sheets or profit and loss statements.

 

CII V, LLC income statement 06.30.20
CII V, LLC balance sheet 06.30.20

 

 

Form 20-2 (Article 248-4, 238-5)

(letter)

Public Inspection Regarding Specially Permitted Businesses for Qualified Institutional Investors, etc.

Date:  12/28/2018

Applicant Address (Principal business office):  c/o Capital International Inc. Attention: Legal, at 333 S, Hope Street, 31st Floor, Los Angels, California 90071 USA

Address (Registered business office):  c/o Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, USA

Phone: 1-213-615-4080

Name of Business / Name of Applicant*:  Nelson Lee, Manager

*Name and Title of Representative in the case that applicant legal status is corporation, etc. (including partnership, trust, or other organization)

(Note)
1.  If an organization other than a corporation operates a Specially Permitted Business for Qualified Institutional Investors, etc. (SPBQII), the name of the representative or the administrator (limited to a corporation or individual; names of all if more than one individual serves in these roles) must be entered as the notifier along with the name of the relevant group and its applicable statutory provisions.

2.  A person who has changed his/her surname due to marriage can enter his/her surname before marriage next to the current full name in parentheses in the "Name" section.

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