PERMAL HEDGE
HEDGE STRATEGIES
STRATEGIESFUND
FUND(“FUND”)
I (“FUND”)
APPENDIX A
IRA
Distribution
Request
Form
and
Fund Subscription Agreement - Institutional Shares
Letter of Intent Agreement
This material must be preceded or accompanied by a prospectus. Investors should consider the Fund’s investment objectives,
risks, charges and expenses carefully before investing. The prospectus contains this and other information about the Fund,
including information regarding purchases of shares of the Fund and repurchases of shares by the Fund. Please read the prospectus carefully before investing.
For IRAs and Self-Directed Pension Plans, please note that the Custodian’s name, address and Tax Identification Number must
also be included below in the specific areas provided, and the Custodian must also sign this Application. For assistance in
completing this Application, please call Legg Mason Transactional Shareholder Services at (203) 703 - 6002, Monday through
Friday, 8:00 am - 5:30 pm.
1
INVESTOR INFORMATION
Legal Name
First
Middle
Additional Purchaser (Joint Tenant) First
Last
Middle
Last
Legal Domicile/Country of Residence
Street Address
City
State
Zip Code
Telephone Number
Fax Number
Email Address
Taxpayer Identification Number/Social Security Number
Formation Date/Birth Date
Joint Tenant Taxpayer Identification Number/Social Security Number
Formation Date/Birth Date
Nature of Business
Tax Year-End of Investor
Purchaser type:
F Bank
F Foundation
F Public Pension Plan
F IRA
F Charitable Trust
F Government Entity
F Taft Hartley/Labor Union
F Joint Tenant
F C Corporation
F Insurance Company
F Trust
F Joint Tenant in Common
F S Corporation
F Non-Profit Organization
F Individual
F Joint Tenant With Rights of Survivorship
F Limited Partnership
F Defined Benefit Plan
F Endowment
F Other:
F Limited Liability Company (If you checked this box, please indicate the U.S. federal income
tax classification of the LLC below.)1 ____________________________________________
1
If you are a single-member LLC that is regarded as an entity separate from its owner under Treasury regulations (section 301.7701-3) on the IRS
form W-9, please check the appropriate box, in addition to LLC, to indicate your filing status (sole proprietor, corporation or partnership).
TN15-298 PRML015224 5/15
2
INFORMATION FOR AUTHORIZED DISTRIBUTION OF STATEMENTS TO A THIRD PARTY
Name of Third Party
Street Address
City
State
Zip Code
Telephone Number
Fax Number
Email Address
3
SUBSCRIPTION INFORMATION
A minimum initial investment is required for the Fund
Institutional Shares ($250,000 minimum initial investment) NASDAQ Symbol PHSGX $_______________
Institutional Shares are also available for retirement plans with omnibus accounts held on the books of the Fund and certain
rollover IRAs, Clients of Eligible Financial Intermediaries and other investors authorized by LMIS. These investors are subject to a
minimum initial investment of $25,000. Financial Intermediaries may impose separate investment minimums.
4
COST BASIS SELECTION
Please review the list of available options and select your preferred reporting method.
In general, you may change your cost basis method at any time. Please note, however, that if the Average Cost method is being
used, you will only be permitted to revoke this method retroactively up to the point in time when the first covered shares subject
to Average Cost are repurchased. Under the IRS regulations, any revocation of Average Cost after that time may only be applied
prospectively for covered shares acquired in the future.
For IRS reporting purposes, whatever method is used will only be applied to covered shares in your account. For any uncovered
shares in your account, the Fund will continue to provide adjusted cost basis information to you on a voluntary basis using the
Average Cost method, but this information will not be reported to the IRS.
•
•
•
•
•
First In First Out (“FIFO”) —This method enables you to sell oldest shares first.
Last In First Out (“LIFO”) —This method enables you to sell newest shares first.
Highest In First Out (“HIFO”) —This method enables you to sell shares purchased at the highest cost first.
Lowest In First Out (“LOFO”) —This method enables you to sell shares purchased at the lowest cost first.
Specific Lot Identification (“SLID”) —This method enables you to specify exactly which shares you are selling at the time of sale.
Please check box below. If you do not select an option, the Fund’s default method of Average Cost will be selected as your cost
basis reporting method.
Please check box below. If you do not select an option, the Fund’s default method of Average Cost will be selected as your cost
basis reporting method.
F ACST
Average Cost
F LIFO
Last in First Out
F LOFO
Low Cost First Out
F FIFO
First in First Out
F HIFO
High Cost First Out
F SLID
Specific Lot Identification*
* If the option selected above is Specific Lot Identification (SLID) and you do not indicate the acquisition date and the specific
shares to be repurchased or have insufficient funds in the lot specified, your repurchase will be processed using the First in First
Out (FIFO) reporting method.
Fund Subscription Agreement 2
IRA Distribution Request Form 2
5
DIVIDEND OPTIONS
Dividends:
___ Reinvest
____ Cash
Capital Gains: ___ Reinvest
____ Cash
*Unless you elect to receive distributions in cash (i.e., opt out), all dividends, including any capital gain dividends, on your Broker
Shares will be automatically reinvested by The Bank of New York Mellon, as agent for the shareholders (the “Plan Agent”), in
additional Broker Shares under the Fund’s Dividend Reinvestment Plan (the “Plan”). You may elect not to participate in the Plan
by contacting the Plan Agent. If you do not participate, you will receive all cash distributions paid by check mailed directly to
you by The Bank of New York Mellon, as dividend paying agent. However, the Fund may elect to pay cash/share dividends and
limit the aggregate amount of cash distributed to all of its shareholders, in which case shareholders electing to receive cash
may nonetheless receive a portion of such distributions in Broker Shares of the Fund. In that event, such electing shareholders
generally would be taxed on the full amount of any such distribution (including the portion payable in the Fund’s Broker Shares).
If you participate in the Plan, the number of Broker Shares you will receive will be determined by the current NAV of the Broker
Shares. Broker Shares in your account will be held by the Plan Agent in non-certificated form. Any proxy you receive will include
all Broker Shares you have received under the Plan. You may withdraw from the Plan (i.e., opt out) by notifying the Plan Agent
in writing at BNY Investors Services c/o Permal Hedge Strategies Fund, 4400 Computer Drive, Westborough, MA 01581 or by
calling the Plan Agent at 866-211-4521. Such withdrawal will be effective immediately if notice is received by the Plan Agent not
less than ten business days prior to any dividend or distribution record date; otherwise such withdrawal will be effective as soon
as practicable after the Plan Agent’s investment of the most recently declared dividend or distribution on the Broker Shares. The
Plan may be amended or supplemented by the Fund upon notice in writing mailed to shareholders at least 30 days prior to the
record date for the payment of any dividend or distribution by the Fund for which the termination is to be effective. Automatically
reinvesting dividends and distributions does not mean that you do not have to pay income taxes due upon receiving dividends
and distributions. Investors will be subject to income tax on amounts reinvested under the Plan.
The Fund reserves the right to amend or terminate the Plan if, in the judgment of the Board of Trustees, the change is warranted. There is no direct service charge to participants in the Plan; however, the Fund reserves the right to amend the Plan to
include a service charge payable by the participants.
6
BANK WIRING INSTRUCTIONS
If you would like redemption proceeds to be wired to your bank, please attach a voided check below (starter checks are not
allowed) or a letter on bank letterhead with the name of the bank, bank account number, aba number and the name(s) on the
account.
Please attach your voided check here
Fund Subscription Agreement 3
IRA Distribution Request Form 3
7
ELIGIBLE INVESTOR AND TAX-RELATED CERTIFICATION
In order to purchase Fund shares, you must be an “Eligible Investor” as defined in the Fund’s registration statement. If you are
an authorized person/corporate officer making this certification on behalf of an investor, you must represent that the investor for
whose account you are directly or indirectly acquiring Fund shares is an Eligible Investor.
I hereby certify that the following categories describe me at the time I am applying to purchase shares of the Fund.
Check all boxes that apply:
F A
natural person who had an individual income in excess of $200,000 in each of the two most recent years or joint income
with my spouse in excess of $300,000 in each of those years and who has a reasonable expectation of reaching the same
income level in the current year;
F A
natural person who has a net worth or joint net worth with my spouse (excluding the value of my primary residence) at
the time of purchase that exceeds $1,000,000 (“net worth” for this purpose means total assets in excess of total liabilities);
F A
trust with total assets in excess of $5,000,000 that was not formed for the purpose of investing in the Fund, and of which
the person responsible for directing the investment of assets in the Fund has such knowledge and experience in financial
and business matters that he or she is capable of evaluating the merits and risks of the prospective investment;
F A
n individual or entity having an account managed by an investment adviser registered under the Investment Advisers Act
of 1940, as amended (the “Advisers Act”) and the investment adviser is purchasing shares in a fiduciary capacity on behalf
of the account;
F A trustee or executive officer of the Fund;
F A
n organization described in Section 501(c)(3) of the Internal Revenue Code of 1986, as amended (the “Code”), a corporation, a Massachusetts or similar business trust, or partnership, that was not formed for the specific purpose of acquiring
the shares, with total assets in excess of $5,000,000;
F A
n entity licensed, or subject to supervision, by U.S. federal or state examining authorities as a “bank,” or “savings and loan
association,” (within the meaning of Regulation D under the Securities Act of 1933, as amended (the “1933 Act”)) or an account for which a bank or savings and loan association is subscribing in a fiduciary capacity;
F A
broker or dealer registered with the Securities and Exchange Commission pursuant to Section 15 of the Securities
Exchange Act of 1934, as amended;
F A
n investment company registered under the Investment Company Act of 1940, as amended (“1940 Act”) or a business
development company as defined in Section 2(a)(48) of the 1940 Act;
F A private business development company as defined in Section 202(a)(22) of the Advisers Act;
F An insurance company as defined in Section 2(13) of the 1933 Act;
F A
Small Business Investment Company licensed by the U.S. Small Business Administration under Section 301(c) or (d) of
the Small Business Investment Act of 1958, as amended;
F A
plan established and maintained by a state, its political subdivisions, or any agency or instrumentality of a state or its
political subdivisions, for the benefit of its employees, that has total assets in excess of $5,000,000;
F A
n employee benefit plan within the meaning of the Employee Retirement Income Security Act of 1974, as amended
(“ERISA”), if the investment decision is made by a plan fiduciary, as defined in section 3(21) of ERISA, which is either a bank,
savings and loan association, insurance company, or registered investment adviser, or if the employee benefit plan has total
assets in excess of $5,000,000 or, if a self-directed plan, the investment decisions are made solely by persons that meet one
of the other criteria listed here; or
F An entity in which all of the equity owners are accredited investors under the 1933 Act.
Fund Subscription Agreement 4
IRA Distribution Request Form 4
IMPORTANT
Tax Certification (Substitute W-9)
Exemptions (see instructions)
Exempt payee code (if any)__________
Exemption from FATCA reporting code (if any)__________
I understand that federal law requires financial institutions to obtain, verify and record information that identifies each
person or entity that opens a new account. Account owners are asked to provide their names, addresses, dates of birth
(if applicable) and other information, which may include driver’s license numbers or other identification numbers, so that
the institution can accurately verify their identity. If Legg Mason is unable to verify a client’s identity within a reasonable
time after the account opening, the firm may restrict or close the account.
Under penalties of perjury, I certify that:
1.
2.
3.
4.
The number shown on this form is my correct taxpayer identification number (or I am waiting for a number
to be issued and will provide the number to the fund as soon as it is issued), and
I am not subject to backup withholding because: (a) I am exempt from backup withholding, or (b) I have not
been notified by the Internal Revenue Service (IRS) that I am subject to backup withholding as a result of a
failure to report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup
withholding, and
I am a U.S. person (including a U.S. resident alien).
The FATCA code(s) entered on this form (if any) indicating that I am exempt from FATCA reporting is correct.
Certification Instructions: Strike through item 2 above if you have been notified by the IRS that you are currently subject
to backup withholding because you have failed to report all interest and dividends on your tax return. If a real estate
transaction, no requirement to complete item 2. For mortgage interest paid, acquisition or abandonment of secured
property, cancellation of debt, contributions to an individual retirement arrangement (IRA), and generally, payments
other than interest and dividends, you are not required to sign the certification, but you must provide your correct TIN.
If you are subject to backup withholding, check the box in front of the following statement.
‰ I have been notified by the IRS that I am subject to backup withholding.
The IRS does not require your consent to any provision of this document other than the certifications required to avoid
backup withholding.
Primary Owner’s/Custodian’s Signature
Date
Joint Owner’s Signature (if applicable)
Date
If I am executing this Certificate on behalf of (i) an employee benefit plan within the meaning of Section 3(3) of ERISA or (ii) a
plan that is described in, and subject to the prohibited transaction rules under, Section 4975 of the Code (each of the foregoing
described in clauses (i) and (ii) being referred to as a “Plan”), I represent and warrant that the fiduciary (within the meaning of
Section 3(21) of ERISA and the regulations thereunder, or as defined under other applicable law) of such Plan has considered
the following with respect to the Plan’s investment in the Fund and has determined that, in review of such considerations, (a)
the investment in the Fund is prudent for the Plan (taking into account any applicable liquidity and diversification requirements
of ERISA); (b) the investment in the Fund is permitted under ERISA, the Code, other applicable law and the Plan’s governing
plan documents; (c) neither LMPFA, the Sub-Adviser nor any of their affiliates has acted as a fiduciary under ERISA or other
applicable law with respect to such purchase; (d) no advice provided by LMPFA, the Sub-Adviser or any of their affiliates has
formed a primary basis for any investment decision by such Plan interest holder in connection with such purchase; and (e) the
purchase, holding and disposition of the interest in the Fund will not result in a prohibited transaction under Section 406 of ERISA
or Section 4975 of the Code or any materially similar provisions of other law for which an exemption is not available. I understand
that the Fund may repurchase the investment at certain times and under certain conditions set forth in the Prospectus. I understand that all of the foregoing certifications, which are made under penalty of perjury, may be disclosed to the IRS by the Funds
and that any false statement contained herein could be punished by fine and/or imprisonment.
I understand that the Fund and its affiliates are relying on the certification and agreements made herein and in the Fund’s
Anti-Money Laundering Supplement (which follows this Investor Application as Appendix A) in determining my qualification
and suitability as a shareholder in the Fund. I understand that an investment in the Fund is not appropriate for, and may not be
acquired by, any person who cannot make this certification, and agree to indemnify Legg Mason Partners Fund Advisor, LLC and
its affiliates (collectively “Legg Mason”) and hold such persons harmless from any liability that the Fund and they may incur as
a result of this certification being untrue in any respect. I attest to the accuracy of all documents required to be attached to this
Application as set forth in the section “Other Required Documents”.
I understand that it may be a violation of state and federal law for me to provide this certification if I know that it is not true. I
Fund Subscription Agreement 5
IRA Distribution Request Form 5
have read the Prospectus of the Fund, including the shareholder qualification and shareholder suitability provisions and the
disclosure regarding potential conflicts of interest contained therein, and by purchasing Shares, I acknowledge and assent to
the existence of such potential conflicts and the Fund’s operation in the face thereof. I understand that an investment in the
Fund involves a considerable amount of risk and that some or all of the investment may be lost. I understand that an investment in the Fund is suitable only for shareholders who can bear the risks associated with the limited liquidity of the investment and should be viewed as a long-term investment.
Signature of Investor
Date
Name of Investor
Signature of Joint Tenant (if applicable)
Date
Name of Joint Tenant (if applicable)
Authorized Person / Corporate Officer Executing on Behalf of an Investor
Signature
Date
Name and Title
Mailing instructions for application
Applications for investment at the next investment date must be received by the 8th day (or immediately preceding business
day) of the month preceding the applicable investment date. Please forward the completed Application as follows:
Transactional Shareholder Services
Legg Mason
100 First Stamford Place – 5th Floor
Stamford, CT 06902
Fax instructions
Please fax documents to Legg Mason Transactional Shareholder Services at (816) 218 - 0513.
All Applications and related subscription documents will be returned if not accepted.
Funds supporting the applicable purchase of shares must be wired by the 3rd day (or immediately preceding business day)
of the month preceding the applicable investment date. Please refer to the bank wire instructions below.
Wiring instructions
Bank wires should be sent to:
The Bank of New York
1 Wall Street, New York
ABA# 021 000 018
Account Number: 8901112909
Account Name: Permal Hedge Strategies Fund
Fund Subscription Agreement 6
IRA Distribution Request Form 6
ANTI-MONEY LAUNDERING SUPPLEMENT
You (the “Investor”) must complete this supplement (the “Anti-Money Laundering Supplement”) in order to become a shareholder of the Fund. Your subscription agreement will not be deemed complete, and you will not be deemed a shareholder of the
Fund, regardless of whether you have already wired funds, until all of the required documentation listed below is received by the
Administrator.
I
PAYMENT INFORMATION
(a) Name of Investor (no initials): ___________________________________________________________________________
Address, including Apartment Number (no PO Boxes): _______________________________________________________
____________________________________________________________________________________________________
Telephone Number: ___________________________________________________________________________________
Occupation of Individual Investor or Description of Business of Entity Investor:
____________________________________________________________________________________________________
Nationality / Country of Organization of Investor: ____________________________________________________________
Taxpayer Identification Number (Employer Identification Number for U.S. entity; Social Security Number for U.S. individual;
or non-U.S. equivalent and country of issuance):
____________________________________________________________________________________________________
(b) Name of the bank from which your payment to the Fund is being wired (the “Wiring Bank”):
Bank Account Number: _____________________________________________
ABA/Fed Routing No. or Swift Address: __________________________________________________________________
Bank Address: ______________________________________________________________________________________
Bank Phone Number: ______________________________________________
Name of Account: _________________________________________________
You must wire the payment from an account in your name.
(c) Were the funds for this investment generated by your occupation or the business of the entity investing in the Fund?
FYES
FNO
Please provide a statement explaining the source of the funds being invested on Exhibit A below.
(d) Is the Wiring Bank located in a FATF Country *?
FYES
FNO
(e) Are you a customer of the Wiring Bank?
FYES
FNO
If you answered No to either question (d) or (e) above, you must provide a letter of reference from the Wiring Bank or a bank
or broker-dealer located in a FATF-member country. (A sample letter of reference is attached hereto as Exhibit F.)
* As of the date hereof, countries that are members of the Financial Action Task Force on Money Laundering (each, a “FATF
Country”) are: Argentina, Australia, Austria, Belgium, Brazil, Canada, Denmark, Finland, France, Germany, Greece, Hong
Kong, Iceland, Ireland, Italy, Japan, Luxembourg, Mexico, Kingdom of the Netherlands, New Zealand, Norway, Portugal,
Russian Federation, Singapore, South Africa, Spain, Sweden, Switzerland, Turkey, United Kingdom and the United States.
Fund Subscription Agreement 7
IRA Distribution Request Form 7
II.
ADDITIONAL INFORMATION
Indicate the category which best describes the Investor (and provide the documents indicated below that correspond to the
appropriate category):
F
Individual
F
Fund of Funds or Other Entity that Invests on Behalf of Third Parties
F
Trust
F
Privately Held Entity (other than a Fund of Funds, Entity that Invests on Behalf of Third Parties or Trust)
F
Publicly Held Company
The following materials must be provided to the Administrator:
(a) For Individuals and Participants in Individual Retirement Accounts, Keogh Plans and Other Self-Directed Defined
Contribution Plans
F
A government-issued form of picture identification (e.g., passport or driver’s licence). Identification must be current (i.e.,
non-expired) and legible.
F
Source of Funds (please complete Exhibit A).
F
United States IRS W8/W9 form (as applicable). Please refer to the official IRS website, www.irs.gov, for the appropriate
form.
(b) For Fund of Funds or Other Entity that Invests on Behalf of Third Parties
F
A copy of the entity’s organization or charter documents filed with the jurisdiction of organization.
F
An incumbency certificate attesting to the title of the individual executing the Anti-Money Laundering Supplement on behalf
of the prospective investor (a sample Incumbency Certificate is attached hereto as Exhibit B).
F
A completed copy of Exhibit C certifying that the entity has adequate anti-money laundering policies and procedures in
place that are consistent with all applicable anti-money laundering laws and regulations, including the USA PATRIOT Act
and OFAC (as defined below).
F
A completed copy of Exhibit D listing the name of each person who directly, or indirectly through intermediaries, is the beneficial owner of 10% or more of any voting or non-voting class of equity interests of the prospective investor, and the names
of the entity’s directors, general partners, or members, as applicable. (You must complete Exhibit D regardless of whether
there are any 10% beneficial owners.)
F
Source of Funds (please complete Exhibit A).
F
United States IRS W8/W9 form (as applicable). Please refer to the official IRS website, www.irs.gov, for the appropriate
form.
(c) For Trusts
F
An incumbency certificate attesting to the title of the individual executing the Anti-Money Laundering Supplement on behalf
of the prospective investor (a sample Incumbency Certificate is attached hereto as Exhibit B).
F
A copy of the trust or evidence of its formation.
F
A completed copy of Exhibit E.
F
Source of Funds (please complete Exhibit A).
F
United States IRS W8/W9 form (as applicable). Please refer to the official IRS website, www.irs.gov, for the appropriate
form.
Fund Subscription Agreement 8
IRA Distribution Request Form 8
(d) For Privately Held Entities (other than a Fund of Funds, Entity that Invests on Behalf of Third Parties, or Trust)
F
A copy of the entity’s organization or charter documents filed with the jurisdiction of organization.
F
An incumbency certificate attesting to the title of the individual executing the Anti-Money Laundering Supplement on behalf
of the prospective investor (a sample Incumbency Certificate is attached hereto as Exhibit B).
F
A completed copy of Exhibit D listing the name of each person who directly, or indirectly through intermediaries, is the beneficial owner of 10% or more of any voting or non-voting class of equity interests of the prospective investor, and the names
of the entity’s directors, general partners, or members, as applicable. (You must complete Exhibit D regardless of whether
there are any 10% beneficial owners.)
F
Source of Funds (please complete Exhibit A).
F
United States IRS W8/W9 form (as applicable). Please refer to the official IRS website, www.irs.gov, for the appropriate
form.
(e) For Publicly Held Companies
F
A copy of the entity’s organization or charter documents filed with the jurisdiction of organization or the most recent annual
report.
F
An incumbency certificate attesting to the title of the individual executing the Anti-Money Laundering Supplement on behalf
of the prospective investor (a sample Incumbency Certificate is attached hereto as Exhibit B).
F
The name of the exchange on which the entity’s shares are listed and the ticker symbol.
F
United States IRS W8/W9 form (as applicable). Please refer to the official IRS website, www.irs.gov, for the appropriate
form.
III. REPRESENTATIONS AND COVENANTS OF THE INVESTOR
You should check the website of the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”) at <http://www.
treas.gov/ofac> before making the following representations.
(A) The Investor represents that the amounts used to purchase shares of the Fund (the “Shares”) were not and are not directly
or indirectly derived from activities that may contravene applicable laws and regulations, including anti-money laundering
laws and regulations.
United States federal regulations and executive orders administered by OFAC prohibit, among other things, the engagement in transactions with, and the provision of services to, certain foreign countries, territories, entities and individuals.**
The lists of OFAC prohibited countries, territories, persons and entities, including the list of Specially Designated Nationals
and Blocked Persons, can be found on the OFAC website at http://www.treas.gov/ofac (together, the “OFAC Lists”). In addition, the sanctions programs administered by OFAC (“OFAC Sanctions Programs”) prohibit dealing with individuals or
entities in certain countries regardless of whether such individuals or entities appear on the OFAC Lists.
The Investor represents and warrants that, to the best of its knowledge, none of:
(1)
the Investor;
(2)
any person controlling or controlled by the Investor;
(3)
if the Investor is a privately held entity, any person having a beneficial interest in the Investor; or
(4)
any person for whom the Investor is acting as agent or nominee in connection with this investment is a country,
territory, individual or entity named on an OFAC List, nor is a person or entity prohibited under the OFAC Sanctions
Programs.
Please be advised that the Fund may not accept any amounts from a prospective shareholder if it cannot make the representation set forth in the preceding paragraph. If an existing shareholder cannot make these representations, the Fund
and/or the Administrator may require the repurchase of such shareholder’s Shares or take such other actions as may be
required under applicable law.
** These individuals include specially designated nationals, specially designated narcotics traffickers and other parties subject
to OFAC sanctions and embargo programs.
Fund Subscription Agreement 9
IRA Distribution Request Form 9
(B) The Investor agrees to notify the Fund and/or the Administrator promptly in writing should the Investor become aware of
any change in the information set forth in these representations. The Investor is advised that, by law, the Fund and/or the
Administrator may be obligated to “freeze the account” of the Investor, either by prohibiting additional subscriptions from
the Investor, declining any repurchase requests and/or segregating the assets in the account in compliance with governmental regulations, and the Fund and/or the Administrator may also be required to report such action and to disclose the
Investor’s identity to OFAC or other applicable governmental or regulatory authorities. The Investor further acknowledges
that the Fund and/or the Administrator may, by written notice to the Investor, suspend the payment of repurchase proceeds payable to the Investor if the Fund and/or the Administrator reasonably deems it necessary to do so to comply with
anti-money laundering regulations applicable to the Fund, the Investment Manager and/or the Administrator or any of the
Fund’s other service providers.
(C) The Investor represents and warrants that, to the best of its knowledge, none of:
(1)
the Investor;
(2)
any person controlling or controlled by the Investor;
(3)
if the Investor is a privately held entity, any person having a beneficial interest in the Investor; or
(4)
any person for whom the Investor is acting as agent or nominee in connection with this investment is a senior political figure,*** or any immediate family member**** or close associate***** of a senior political figure as such
terms are defined in the footnotes below.
(D) If the Investor is a non-U.S. banking institution (a “Non-U.S. Bank”) or if the Investor receives deposits from, makes
payments on behalf of, or handles other financial transactions related to a Non-U.S. Bank, the Investor represents and
warrants to the Fund that:
(1)
the Non-U.S. Bank has a fixed address, other than solely an electronic address, in a country in which the Non-U.S.
Bank is authorized to conduct banking activities;
(2)
the Non-U.S. Bank employs one or more individuals on a full-time basis;
(3)
the Non-U.S. Bank maintains operating records related to its banking activities;
(4)
the Non-U.S. Bank is subject to inspection by the banking authority that licensed the Non-U.S. Bank to conduct
banking activities; and
(5)
the Non-U.S. Bank does not provide banking services to any other Non-U.S. Bank that does not have a physical
presence in any country and that is not a regulated affiliate.
(E) The Investor understands and agrees that any repurchase proceeds paid to it will be paid to the same account from
which the Investor’s investment in the Fund was originally remitted, unless the Fund or the Administrator on behalf of
the Fund agrees otherwise.
(F) The Investor agrees that, upon the request of the Fund or the Administrator, it will provide such information as the Fund
or the Administrator require to satisfy applicable anti-money laundering laws and regulations, including, without limitation, the Investor’s anti-money laundering policies and procedures, background documentation relating to its directors,
trustees, settlors and beneficial owners, and audited financial statements, if any.
*** A “senior political figure” is defined as a senior official in the executive, legislative, administrative, military or judicial
branches of a government (whether elected or not), a senior official of a major political party, or a senior executive of a
government-owned corporation. In addition, a “senior political figure” includes any corporation, business or other entity
that has been formed by, or for the benefit of, a senior political figure.
**** “Immediate family” of a senior political figure typically includes the figure’s parents, siblings, spouse, children and inlaws.
***** A “close associate” of a senior political figure is a person who is widely and publicly known to maintain an unusually close
relationship with the senior political figure, and includes a person who is in a position to conduct substantial U.S. and
non-U.S. financial transactions on behalf of the senior political figure.
Fund Subscription Agreement 10
IRA Distribution Request Form 10
SIGNATURE PAGE
The undersigned hereby represents that: (i) the information contained herein is complete and accurate and may be relied upon;
and (ii) the anti-money laundering/OFAC representations contained herein are true and correct.
IN WITNESS WHEREOF, the undersigned has executed this Anti-Money Laundering Supplement this
____ day of ______________________, 20____.
INDIVIDUALS
ENTITIES
Signature _______________________________________
Print Name of Entity ________________________
Print Name _____________________________________
By: Authorized Signature ____________________
Additional Investor Signature _______________________
Print Name and Title _______________________
Print Name ______________________________________
Name of Trustees or Other Fiduciaries Exercising Investment Discretion with Respect to Benefit Plan or Trust
Signature
Printed Name
Title
________________________________________________________________________________________________________
________________________________________________________________________________________________________
________________________________________________________________________________________________________
________________________________________________________________________________________________________
Fund Subscription Agreement 11
IRA Distribution Request Form 11
EXHIBIT A
A BRIEF STATEMENT EXPLAINING THE SOURCE OF THE FUNDS BEING INVESTED
________________________________________________________________________________________________________
________________________________________________________________________________________________________
________________________________________________________________________________________________________
________________________________________________________________________________________________________
_______________________________________________________________________________________________________
Fund Subscription Agreement 12
IRA Distribution Request Form 12
EXHIBIT B
FORM OF INCUMBENCY CERTIFICATE
The undersigned, being the _____________________________ of ______________________________________________,
Insert Title
Insert Name of Entity
a __________________________ organized under the laws of ___________________________________________________
Insert Type of Entity
Insert Jurisdiction of Organization
(the “Company”), does hereby certify on behalf of the Company that the persons named below are directors and/or officers of
the Company and that the signature at the right of said name, respectively, is the genuine signature of said person and that the
persons listed below are each an authorized signatory for the Company.
Name
Title
Signature
________________________________________________________________________________________________________
________________________________________________________________________________________________________
________________________________________________________________________________________________________
________________________________________________________________________________________________________
IN WITNESS WHEREOF, the undersigned has hereunto set his hand as of the ____ day of ________________________, 20____.
Name:
Print Name of Signatory #1 __________________________________
Title:
Print Title of Signatory #1 ___________________________________
THE UNDERSIGNED, __________________________________________, a duly authorized _____________________________
Insert Name of Signatory #2
Insert Title
of the Company, does hereby certify that ______________________________________________________ is a duly authorized
Insert Name of Signatory #1
officer of ________________________________________________ and that the signature set forth above is [his][her] true and
Insert Name of Company
correct signature.
IN WITNESS WHEREOF, the undersigned has executed this certificate as of the ____ day of ______________________, 20____.
Name:
Print Name of Signatory #2 __________________________________
Title:
Print Title of Signatory #2 ___________________________________
Fund Subscription Agreement 13
IRA Distribution Request Form 13
EXHIBIT C
AML CERTIFICATION FORM FOR FUND OF FUNDS OR ENTITY THAT INVESTS ON BEHALF OF THIRD PARTIES
The undersigned, being the _________________________________ of _____________________________________________,
Insert Title
Insert Name of Entity
a ___________________________ organized under the laws of ___________________________________________________
Insert Type of Entity
Insert Jurisdiction of Organization
(the “Company”), does hereby certify on behalf of the Company that it is aware of applicable anti-money laundering laws
and regulations, including the requirements of the USA PATRIOT Act of 2001 and the regulations administered by the U.S.
Department of the Treasury’s Office of Foreign Assets Control (collectively, the “anti-money laundering/OFAC laws”). The
Company has anti-money laundering policies and procedures in place reasonably designed to verify the identity of its [beneficial
holders] [underlying investors] and their sources of funds. Such policies and procedures are properly enforced and are consistent with the anti-money laundering/OFAC laws such that the Fund may rely on this Certification.
The Company hereby represents to the Fund that, to the best of its knowledge, the Company’s [beneficial holders] [underlying
investors] are not individuals, entities or countries that may subject the Fund to criminal or civil violations of any anti-money
laundering/OFAC laws. The Company has read the section entitled “Representations and Covenants of the Investor” in the
Fund’s Anti-Money Laundering Supplement. The Company has taken all reasonable steps to ensure that its [beneficial holders]
[underlying investors] are able to certify to such representations. The Company agrees to promptly notify the Fund in writing
should the Company have any questions relating to any of the investors or become aware of any changes in the representations
set forth in this Certification.
Date: _____________________, 20____
By: ______________________________________________________
Name: ___________________________________________________
Title: ____________________________________________________
Fund Subscription Agreement 14
IRA Distribution Request Form 14
EXHIBIT D
To Be Completed By Funds of Funds, Entities that Invest on Behalf of Third Parties, and Privately Held Entities
Instructions: Please complete and return this Exhibit D and provide the name, address and citizenship of: (a) every person
who is directly or indirectly through intermediaries, the beneficial owner of 10% or more of any voting or non-voting class of
equity interests of the Investor (if the intermediary’s shareholders or partners are not individuals, continue up the chain of
ownership listing their 10% or more equity interest holders until individuals are listed); and (b) all directors, general partners, or members, as applicable. If there are no 10% beneficial owners, please write “None.”
Full Name and Address
Status (Shareholder, Beneficial Owner,
Director, General Partner, Member)
Citizenship (for Individuals) or Principal
Place of Business (for Entities)
Fund Subscription Agreement 15
IRA Distribution Request Form 15
EXHIBIT E
To Be Completed By Entity Investors That Are Trusts
Instructions: Please complete and return this Exhibit E and provide the name of: i) every current beneficiary that has,
directly or indirectly, an interest of 10% or more in the trust; ii) every person who contributed assets to the trust (settlors or
grantors); and iii) every trustee. If there are intermediaries that are not individuals, continue up the chain of ownership listing their 10% or more equity interest holders until individuals are listed.
Full Name and Address
Status (Beneficiary/Settlor/ Trustee)
Citizenship (for Individuals) or Principal
Place of Business (for Entities)
Fund Subscription Agreement 16
IRA Distribution Request Form 16
EXHIBIT F
[LETTERHEAD OF WIRING BANK OR OFFICE OF FATF-MEMBER BANKING INSTITUTION OR BROKERAGE FIRM]
Date: _____________, 20____
PERMAL HEDGE STRATEGIES FUND
The undersigned hereby certifies, which certifications shall be deemed to be continuing, that:
1.
___________________________ (the “Institution”) has established and maintains an anti-money laundering program and
[insert name of institution]
a customer identification program (together, the “Program”), which includes policies and procedures that require the Institution
to obtain and verify information about the identity of its clients and which are reasonably designed to ensure that the Institution
is not being used by any client as a conduit for money laundering or other illegal purposes;
2.
The Institution is in compliance with the Program and all anti-money laundering laws, regulations and rules in effect that
are applicable to it;
3.
The Institution has verified the identity of [insert name of investor] and to the best of the Institution’s knowledge, no transaction undertaken with respect to such investor’s account(s) at the Institution is prohibited by applicable law, regulation or
rule and no property held in any such account(s) is derived from any activity prohibited by applicable law, regulation or rule.
Do not hesitate to contact me at ______________________________________________ if you have any further questions.
Insert Telephone No.
________________________________________________________
(Authorized Signature)
Name: ___________________________________________________
Title: ____________________________________________________
Very truly yours,
_________________________________________________________
Name: ___________________________________________________
© 2013 Legg Mason Investor Services, LLC. Member FINRA, SIPC
PRML015224 5/15
TN15-298
Title: ____________________________________________________
Fund Subscription Agreement 17
IRA Distribution Request Form 17