ZEUS CAPITAL SICAV
(previously NEXT GENERATION ABSOLUTE RETURN II)
Société d'Investissement à Capital Variable
Unaudited Semi-Annual Report
June 30, 2013
R.C.S. Luxembourg B 159.523
ZEUS CAPITAL SICAV
(previously NEXT GENERATION ABSOLUTE RETURN II)
TABLE OF CONTENTS
DIRECTORS AND ADMINISTRATION ..................................................................................................................................... 3
INFORMATION TO THE SHAREHOLDERS............................................................................................................................. 5
BALANCE SHEET........................................................................................................................................................................ 6
PROFIT AND LOSS ACCOUNT ................................................................................................................................................. 7
STATISTICAL INFORMATION .................................................................................................................................................. 8
CHANGES IN THE NUMBER OF SHARES, IN NET ASSETS AND IN NET ASSET VALUE PER SHARE ....................... 8
NOTES TO THE FINANCIAL STATEMENTS ........................................................................................................................... 9
2
ZEUS CAPITAL SICAV
(previously NEXT GENERATION ABSOLUTE RETURN II)
DIRECTORS AND ADMINISTRATION
BOARD OF DIRECTORS
MEMBERS OF THE BOARD OF DIRECTORS OF
THE MANAGEMENT COMPANY
Mr. Fabio Mazzali
CIO,
Zeus Capital S.A.
61, Via San Gottardo
CH - 6900 Massagno
Switzerland
Mr Gianluigi Sagramoso (Chairman);
Mr Carlo Sagramoso;
Mr Philippe Meloni;
Mr. Michele Di Tuccio
Risk Manager,
Zeus Capital S.A.
61, Via San Gottardo
CH - 6900 Massagno
Switzerland
CONDUCTING PERSONS OF THE MANAGEMENT
COMPANY
Mr Gianluigi Sagramoso;
Mr Philippe Meloni;
Mr. Stefano Recchia
COO,
Zeus Capital S.A.
61, Via San Gottardo
CH - 6900 Massagno
Switzerland
Mr Marco Sagramoso;
Mr Pascal Dufour;
Mr Jean-Philippe Claessens.
Mr. Marco Sagramoso,
General Manager,
Lemanik Asset Management S.A., Lugano Branch
19, via Cantonale
CH - 6900 Lugano
Switzerland
INVESTMENT MANAGER
Lemanik S.A.
19, via Cantonale
CH - 6900 Lugano
Switzerland
REGISTERED OFFICE
INVESTMENT ADVISER
41, op Bierg
L - 8217 Mamer
Grand Duchy of Luxembourg
Zeus Capital S.A.
61, Via San Gottardo
CH - 6900 Massagno
Switzerland
PROMOTER
Lemanik S.A.
19, Via Cantonale
CH - 6900 Lugano
Switzerland
MANAGEMENT COMPANY
Lemanik Asset Management S.A.
41, op Bierg
L - 8217 Mamer
Grand Duchy of Luxembourg
3
ZEUS CAPITAL SICAV
(previously NEXT GENERATION ABSOLUTE RETURN II)
DIRECTORS AND ADMINISTRATION
CUSTODIAN AND ADMINISTRATIVE AGENT
CABINET DE REVISION AGREE
Banque Privée Edmond de Rothschild Europe
20, boulevard Emmanuel Servais
L - 2535 Luxembourg
Grand Duchy of Luxembourg
Deloitte Audit
Société à responsabilité limitée
560, rue de Neudorf
L - 2220 Luxembourg
Grand Duchy of Luxembourg
DOMICILIARY AGENT
LEGAL ADVISER
Lemanik Asset Management S.A.
41, op Bierg
L - 8217 Mamer
Grand Duchy of Luxembourg
Allen & Overy Luxembourg
33, avenue J.F. Kennedy
L - 1855 Luxembourg
Grand Duchy of Luxembourg
DISTRIBUTOR
Lemanik Asset Management S.A.
41, op Bierg
L - 8217 Mamer
Grand Duchy of Luxembourg
4
ZEUS CAPITAL SICAV
(previously NEXT GENERATION ABSOLUTE RETURN II)
INFORMATION TO THE SHAREHOLDERS
Notice of any general meeting of shareholders (including
those considering amendments to the Articles or the
dissolution and liquidation of the Fund or of any SubFund) will be mailed to each registered Shareholder at
least eight days prior to the meeting and will be published
to the extent required by Luxembourg law in the Mémorial
and in any Luxembourg and other newspaper(s) that the
Board may determine.
The issue price and the redemption price of the Fund
shares are made public at the Registered Office of the
Fund, where annual report may be obtained.
Subscriptions cannot be received on the basis of financial
reports. Subscriptions are valid only if made on the basis
of the current prospectus, plus by the last annual report or
the last semi-annual report if published thereafter.
The current articles of incorporation of the Fund are
lodged with the Registrar of the Luxembourg District
Court, from whom copies may be obtained.
5
ZEUS CAPITAL SICAV
(previously NEXT GENERATION ABSOLUTE RETURN II)
BALANCE SHEET
June 30, 2013
(in EUR)
ASSETS
2013
2012
CURRENT
ASSETS
Cash at bank
LIABILITIES
2013
2012
31,000.00
(23,597.59)
31,000.00
(46,814.11)
(29,006.27)
(23,597.59)
(21,603.86)
(39,411.70)
20,000.00
4,289.75
24,289.75
20,000.00
22,097.59
42,097.59
2,685.89
2,685.89
CAPITAL
2,685.89
2,685.89
2,685.89
Subscribed capital
Result brought forward
Result for the financial
period/year
2,685.89
CREDITORS
Other creditors
- Cash advance
- Payables
TOTAL
ASSETS
2,685.89
2,685.89
TOTAL LIABILITIES
NET ASSETS
Net asset value per share
Shares outstanding
The accompanying notes form an integral part of these financial statements
6
ZEUS CAPITAL SICAV
(previously NEXT GENERATION ABSOLUTE RETURN II)
PROFIT AND LOSS ACCOUNT
Period from January 1, 2013 to June 30, 2013
(in EUR)
There is no profit and loss account for the period under review
The accompanying notes form an integral part of these financial statements
7
ZEUS CAPITAL SICAV
(previously NEXT GENERATION ABSOLUTE RETURN II)
STATISTICAL INFORMATION
Period from January 1, 2013 to June 30, 2013
(in EUR)
CONSTITUTING SHARES
Shares outstanding at the beginning of the period
31,000.0000
Subscription of shares
0.0000
Redemption of shares
(0.0000)
Shares outstanding at the end of the year
31,000.0000
CHANGES IN THE NUMBER OF SHARES,
IN NET ASSETS AND
IN NET ASSET VALUE PER SHARE
Date
Number of
Shares
outstanding
Net
Assets
Ccy
Net asset
value
per share
12.31.11
31,000.0000
(15,814.11)
EUR
(0.51)
12.31.12
31,000.0000
(39,411.70)
EUR
(1.27)
06.30.13
31,000.0000
(21,603.80)
EUR
(0.69)
The accompanying notes form an integral part of these financial statements
8
ZEUS CAPITAL SICAV
(previously NEXT GENERATION ABSOLUTE RETURN II)
NOTES TO THE FINANCIAL STATEMENTS
June 30, 2013
a) Valuation of cash at hand or on deposit, bills, demand
notes and accounts receivable, prepaid expenses,
dividends and interests
GENERAL
ZEUS
CAPITAL
SICAV
(previously
NEXT
GENERATION ABSOLUTE RETURN II) (the "Fund") is
an open-ended investment company organized under the
laws of Luxembourg as a Société d’Investissement à
Capital Variable (SICAV), incorporated under the form of
a public limited liability company (Société Anonyme) on
March 14, 2011 and authorized under the provisions of
Part I of the amended Luxembourg law of December 17,
2010 relating to Undertakings for Collective Investment
(the “2010 Act”).
The value of any cash at hand or on deposit, bills,
demand notes, prepaid expenses, dividends and
interests declared or due but not yet collected will be
deemed to be the full value thereof, unless it is unlikely
that such values are received in full. In which case the
value thereof will be determined by deducting such
amount the Directors consider appropriate to reflect the
true value thereof.
b) Foreign exchange translation
The Fund is registered with the Luxembourg trade and
companies register under the number B 159.523.
The accounting records and financial statements of the
Fund are expressed in EUR. Bank accounts and other
net assets in securities expressed in currencies other
than EUR are converted into EUR at the rates of
exchange prevailing on the valuation date.
The articles of incorporation of the Fund were published in
the Mémorial C, Recueil des Sociétés et Associations, on
March 22, 2011. Its Articles have been restated by an
extraordinary general meeting of Shareholders on April
22, 2013 and published in the Mémorial on May 6, 2013.
SUBSCRIPTION TAX
The Fund’s capital is expressed in Euro (“EUR”).
The Company is comprised of the following Sub-Funds:
The Fund's net assets are subject to a subscription tax (taxe
d'abonnement) in Luxembourg of 0.05% p.a. on net assets
(and 0.01% p.a. on net assets in case of Sub-Funds or
Classes reserved to Institutional Investors), payable
quarterly.
-
The Fund's income is not taxable in Luxembourg. Income
received from the Fund may be subject to withholding
taxes in the country of origin of the issuer of the security,
in respect of which such income is paid. No duty or tax is
payable in Luxembourg in connection with the issue of
shares of the Fund.
The Fund has an umbrella structure consisting of one or
several sub-funds (the “Sub-Funds”).
Zeus Capital SICAV - World Balanced
Zeus Capital SICAV - Global Allocation Total Return
Zeus Capital SICAV - Conservative
Zeus Capital SICAV - Privilege
Zeus Capital SICAV - Investmenti Flex
Zeus Capital SICAV - Trend
Within a sub-fund, the Board of Directors may decide to
issue one or more Classes of shares.
Under current legislation, Shareholders are not subject to
any capital gains, income, withholding, estate, inheritance
or other taxes in Luxembourg, except for (i) those
Shareholders domiciled, resident or having a permanent
establishment in Luxembourg, or (ii) non-residents of
Luxembourg who hold 10% or more of the issued share
capital of the Fund and who dispose of all or part of their
holdings within six months from the date of acquisition or
(iii) in some limited cases some former residents of
Luxembourg, who hold 10% or more of the issued share
capital of the Fund.
None of the Sub-Funds and Classes of Shares have been
launched as at the date of this report.
SUMMARY OF SIGNIFICANT
ACCOUNTING POLICIES
The Fund prepares its financial statements in conformity
with legal and regulatory requirements in Luxembourg
concerning undertakings in collective investments in
transferable securities.
9
ZEUS CAPITAL SICAV
(previously NEXT GENERATION ABSOLUTE RETURN II)
CUSTODIAN AND ADMINISTRATIVE
AGENT
DISTRIBUTOR
The Fund and the Management Company may enter into
Distribution Agreement(s) to appoint Distributor(s) to
distribute Shares of different Sub-Funds from time to time.
The Distributor(s) may appoint one or more subdistributors with the consent of the Management Company
and the Company.
Banque Privée Edmond de Rothschild Europe has been
appointed custodian of the assets of the Fund (the
“Custodian Bank”) pursuant to a Custodian Bank and
Paying Agency Agreement entered into between the Fund
and the Custodian Bank on March 14, 2011 and as
amended on May 8, 2013. The Custodian Bank and Paying
Agency Agreement is for an unlimited duration and can be
terminated by either party by giving 90-days' prior written
notice.
The Fund has designated Lemanik Asset Management
S.A. as Distributor. There has been no distribution activity
during the period from January 1, 2013 to June 30, 2013.
In addition, Banque Privée Edmond de Rothschild Europe
(the “Bank”) has been appointed registrar and transfer
agent (the “Registrar and Transfer Agent”) and
administrative agent (the “Administrative Agent”) of the
assets of the Fund pursuant to an Administrative Services
Agreement entered into between the Fund, Lemanik Asset
Management S.A. (the “Management Company”) and the
Bank on March 14, 2011.
INVESTMENT MANAGER
The Management Company has appointed Lemanik S.A.
as investment manager of the Fund (the “Investment
Manager”) further to an agreement dated May 8, 2013. to
carry out investment management services and be
responsible for the investment activities of some SubFunds.
The Bank, as Custodian, Registrar and Transfer Agent and
Administrative Agent, is entitled to receive, out of the
assets of each Class within each Sub-Fund, a global fee
corresponding to a maximum of 0.14% p.a. of the Net
Asset Value.
There has been no investment management activity during
the period under review.
During the period from January 1, 2013 to June 30, 2013
no fees were due.
During the period from January 1, 2013 to June 30, 2013
no fees were due.
INVESTMENT ADVISER
The Management Company has appointed Zeus Capital
S.A. as investment adviser of the Fund (the “Investment
Manager”) further to an agreement dated May 8, 2013 to
carry out investment management services and be
responsible for the investment activities of some SubFunds.
MANAGEMENT COMPANY AND
DOMICILIARY AGENT
The Board has appointed Lemanik Asset Management
S.A. to serve as its designated management company
pursuant to the Management Company Services
Agreement dated May 8, 2013.
The Management Company provides, subject to the
overall control of the Board and without limitation, asset
management services, central administration, registrar and
transfer agency services and distribution service to the
Fund.
SUBSEQUENT EVENTS
On July 1, 2013 the Sub-Fund Zeus Capital SICAV Global Allocation Total Return has been launched and on
July 3, 2013 the Sub-Fund Zeus Capital SICAV Investimenti Flex has been launched.
During the period from January 1, 2013 to June 30, 2013
no fees were due.
Lemanik Asset Management Luxembourg S.A. is also
appointed as domiciliary agent of the Fund.
As remuneration for its services of domiciliation, the
Management Company will receive from the Fund a fee
corresponding to a maximum of 0.05% p.a. of the Net
Asset Value.
10