MINUTES OF THE MEETING OF THE BOARD OF DIRECTORS OF INVESTCORP TREASURY

SECURITIES FUND PLC (THE “COMPANY”/ “FUND”), HELD VIA ZOOM ON WEDNESDAY 22
NOVEMBER, 2023.

PRESENT
Mr. Anthony Ebow Spio (AES) - Chairman
Mr. Mark Kofi Amoako (MKA) - Director
Mr. Henry Sunkwa-Mills (HSM) - Director
Mr. Kwabena Ofori Apeagyei (KOA) - Director
Ms. Waltrude Aboagye (WA) - Director

IN ATTENDANCE
JLD & MB Legal Consultancy - Company Secretary
(Represented by Ms. Belinda Boahin and
Thelma Ashley)

1. Opening
The meeting commenced at approximately 3:00 p.m. with an opening prayer by KOA and a
welcome address by the Chairman.

2. Approval of Agenda
The directors (the “Board”) unanimously approved the Agenda.

3. Declaration by members of any conflict of interest

All the directors confirmed that they were not conflicted with respect to any of the matters to be
discussed at the meeting.

4. Review and adoption of minutes of the previous Board meeting

On a motion by HSM which was seconded by WA, the minutes of the meeting held on 23 August,
2023 were unanimously adopted as a true record of proceedings.

5. Matters arising in respect of decisions made at the previous Board meeting

KOA presented the following update on matters arising from the previous Board meeting:
• Circulate the Sri Lankan market trends report, post Domestic Debt Exchange
Programme (DDEP), to the Board to inform the Board about market trends to expect
in Ghana post debt restructuring: The report on the Sri Lankan market trends post DDEP
had been circulated to the Board.
• Prepare and circulate draft budget for the 2024 financial year to the Board for review
and approval in November, ahead of the Asset Manager’s Board meeting to approve
the Firm wide budget: Going forward, the budgets of the funds managed by the Asset
Manager would be approved ahead of the approval of the Asset Manager’s budget. The
budget of the Fund had been circulated to be considered later in the meeting.
 • Circulate pictures of the off-site location building structure and set up to the Board:
Management confirmed that the pictures had been circulated.

• Organise an Anti-Money Laundering training session for the Board in September: The
AML training for the Board had been organised earlier in the year and the AML training for
staff had been scheduled for 24th November 2023 to enable the new joiners participate in
the training.

• Confirm that there are no regulatory prohibitions to setting a minimum holding

balance for client accounts, and to determine a minimum holding balance for the
Fund: Management confirmed that although there were no regulatory restrictions, the
Fund’s prospectus had to be amended at an Annual General Meeting to authorise the
implementation of a minimum holding balance. He added that subsequently SEC approval
would be required for the amended prospectus.

6. 2024 Budget Review

KOA presented the 2024 budget to the Board highlighting the following matters:

a. Assets Under Management (AUM) target for 2024 was revised downward from the 2023
target of GHS133,249,212.09 to GHS54, 516,494.97 and revenue target for 2024 was also
revised downward from the 2023 target of GHS1,470.577.06 to GHS858,670.93.

b. The budget projections were done using post DDEP figures from March 2023 which is, AUM
value of GHS45,516,476.61 and an unaudited revenue of GHS46,763.72.

c. The budget and the associated target were set with an assumption of one thousand five
hundred (1,500) new clients, an average monthly top-up of five hundred Ghana Cedis, (GHS
500), a total net flow of nine million Ghana Cedis (GHS9,000,000) from new accounts, a lump
sum net inflow of two million Ghana Cedis (GHS 2,000,000), and one million Ghana Cedis
(GHS 1,000,000) from direct debit inflow from existing clients.

Comments and questions from the Board

• The Board commended Management for considering the market challenges and sharing
the basis of the budget with the Board. The Chairman added that the explanation and
assumptions had exhibited to the Board that the set targets were achievable.
• The Chairman enquired whether the assumptions had been prepared by Management
based on specific investors. HSM explained that although the assumptions were not
prepared in respect of specific investors, Management had planned sales promotions
which were expected to bring in the estimated investors. He added that the promotional
plans on which the assumptions were premised included an expanded Boots on the
Ground Programme strategy for 2024, and a 100*100 promotion under which the
 prefunded student account promotion, currently being run by the Mid-Tier Fund, would
be extended to the Fund.
• The Chairman advised Management to expand marketing initiatives outside Accra to
broaden the target market. HSM explained that Management was working with Best
Assurance Company Limited (“Best Assurance”) which has branches in Swedru, Suame,
Takoradi, and Koforidua on a colocation project, where a sales agent will be allocated to
each Best Assurance branch with a singular mandate of opening accounts.
• MKA enquired about the status of the international bondholders and whether the
proposed haircut could affect the Fund. HSM explained that discussions were still
ongoing in that respect but explained that there was no potential impact on the Fund as
the Fund held no international bonds.
• The Chairman suggested that Management explore students and lecturers as potential
investors. Management explained that the sales team was actively working to create
visibility on all the major university campuses. A campus ambassador project, where
individuals would be paid a token to market InvestCorp products and create a visible
presence for InvestCorp on the respective university campuses, was being implemented.
• With respect to beneficiaries of the pre-funded accounts being prohibited from
withdrawing below the prefunded amount, WA enquired whether Management could
implement that programme without amending the Fund’s prospectus as was required
for the implementation of minimum holding balance. KOA explained that Management
did not need to amend the Fund’s prospectus to implement that structure because it
would be based on an agreement between the Fund and the investor to that effect.
• In response to WA’s enquiry about whether the campus ambassador and colocation
agreements had been pre-approved at group level, KOA affirmed that both had been pre-
approved.

RESOLVED:
On a motion by MKA, seconded by WA, the Board unanimously resolved that the AUM target of the
Fund for the year 2024 be set at GHS54,516,494.97 with a corresponding revenue of GHS858,670.93.

7. 3rd Quarter, 2023 Management Report Review

KOA presented the Management update to the Board highlighting the following matters:

a) Marketing and Public Relations - The Company partnered with Multimedia as broadcast
sponsors for the 2023 National Science and Math Quiz (NSMQ) which was aired on Joy News
and Joy Prime. The Company recorded over one hundred (100) registrations per session and
the sales team were currently engaging individuals on the pre-registration list to convert
them into actual sales.

b) Information Technology Systems – Security services for the offsite location have been
secured and minor works would begin in January 2024.
c) Audit and Compliance – The Securities and Exchanges Commission (the “Regulator”) had
fined the Company for the directors’ failure to complete their director’s note. Management
and the compliance team would centralize the process and actively reach out to each
director to assist them to complete their profiles before year end. Reports to the Board from
the Internal Control Unit would be delayed due to the resignation of the Internal Control
Officer.

d) Human Capital – On recruitment, the Company had employed an Accountant and retained
Samuel Boateng as an Analyst for the Institutions and Private Wealth (I&PW) team after
completion of his national service with the Company. The Company had recruited ten (10)
National Service Scheme (NSS) personnel, eight (8) of whom had reported to work so far.
The Internal Control Officer had resigned citing relocation as his reason. Management was
taking steps to find a suitable replacement. With respect to training, some members of the
Fund Management team would be nominated to participate in a Masterclass on
repurchasing agreements (Repos) being organised by the China Europe International
Business School (CEIBS). The Team Leads, as part of the team bonding strategy of the
Company, had a weekend retreat at Safari Valley.

e) Boots on the Ground (“BoTG”) – Five(5) out of the recruited NSS personnel would be
deployed to drive the BoTG strategy led by the Sales Manager.

f) Key Deals/Partnership – With respect to the Company’s appointment as co-fund manager of

the Amalgamated Mutual Fund, an updated agreement was signed in October and
Management was expecting an asset allocation of a hundred and fifty million Ghana Cedis
(GHS150m) to two hundred million Ghana Cedis (GHS200m) to be concluded by the end of
November 2023. Management was exploring a co-location and product integration
partnership with Best Assurance Company Limited which was expected to go live in the first
quarter of 2024. The Company has also partnered with Absa to issue credit cards to some
I&PW clients. A formal announcement of the partnership would be made by year end.

g) Client Experience and Service – The team successfully called all active clients at least once
within the year. Clients were generally satisfied with the Company’s service, except for the
volatility in market prices which in turn affected their investment account balances. The
Company also observed Client Service Week and Breast Cancer Awareness month by
undertaking various activities in-house and via the Company’s social media platforms.

h) Institutions and Private Wealth – Following the takeover of Best Pensions Trust,
management of the new entity (Standard Pensions Trust) terminated the Company’s fund
management agreement and requested for a transfer of AUM of GHS 7 million to Tesah
Capital, their new fund manager. Management’s attempts to build a relationship with the
new management team proved futile.

i) Operations and Fund Management – In line with the Company’s succession planning policy
and to improve operational efficiency, Management planned to train two (2) new portfolio
managers from the new batch of NSS personnel.
 j) Liquidity– The Government of Ghana (GoG), through the Ghana Financial Stability Fund, was
working with Ghana Amalgamated Trust (GAT) to provide approximately three hundred
million Ghana Cedis (GHS300 million) liquidity support to the sector.

k) Direct Debit Mandate - The Company reactivated seventeen percent (17%) of cancelled
direct debit mandates representing twenty thousand four hundred Ghana Cedis
(GHS20,400) out of the total of a hundred and seventeen thousand three hundred Ghana
Cedis (GHS117,300) in deactivated direct debit value. The process of reactivation of
previously cancelled direct debit mandates was still ongoing.

Comments and questions from the Board

• WA indicated she had completed her director’s note and enquired if it had reflected at the
Regulator’s end. KOA responded in the negative and added that it appeared there was an
issue with the Regulator’s system as only one director’s completed note had reflected on
their system.
• The Chairman advised that Management liaise with the compliance officer to resolve all
issues relating to the director’s note completion.
• With respect to investment, the Chairman enquired whether there had been an
oversubscription of treasury bills in recent times. HSM responded in the affirmative and
added that according to the Bank of Ghana, there was a lot of liquidity in the market due to
deposits of cash in various banks within the country.

8. Q3 2023 Operational Review and Fund Statistics

KOA presented the operational review and highlighted the following:

8.1 Macroeconomic and Market Overview

• Real gross domestic product (“GDP”) growth of the economy was 3.2% against a target of
1.5%. The inflation rate declined to 38.1% from the last review. The fiscal deficit over GDP
stood at 1.3%. Primary balance was 0.6% of GDP. Public debt declined to 7.9% of GDP. The
monetary policy rate was maintained at 30%. The 91-day treasury bill rate was 28.5% as at
September 2023.
• The planned exchange of all domestic marketable debt securities by the GoG had been
successfully completed, with the locally issued USD bonds, cocoa bills and pension funds
DDEP completed within the quarter under review.
• Year-on year inflation rate for September 2023 further declined to 38.1% representing a
two hundred basis points (200bps) drop from the previous month’s 40.1%.
• The Cedi remained relatively stable against the US Dollar throughout the quarter but
depreciated by approximately twenty three percent (23%).
• The Ghana Stock Exchange (GSE) Composite Index recorded its fourth straight month of
gains, increasing by 87.56 points to close September with a YTD return of 29.81%.
8.2 Assets Under Management (“AUM”)
• The Fund ended the period under review with AUM of approximately GHS35.6 million,
representing a target achievement of 33.2% for the period, a decline of twelve percent(12%)
from Q2 2023, and a 26.7% achievement of the full year target.
• The Fund recorded a holding period loss of two million, eight hundred and fifty-seven
thousand five hundred and eighty-nine Ghana Cedis and sixty pesewas (GHS2,857,589.60)
as a result of price decline in GoG bonds.

8.3 Shareholder Base

• Twenty-one (21) new active shareholders joined the Fund in Q3 2023 increasing the total
number of active shareholders to one thousand and ninety-four (1,094). The active clients
comprised five hundred and twenty-nine (529) male clients, five hundred and three (503)
female clients, twenty-nine (29) joint accounts and thirty-three (33) corporate clients.

8.4 Net Inflow Analysis

• Inflows from direct debit transactions contributed 65.37% of the total inflows, whereas
inflows from direct bank and cash transactions fell from 56% to 20.29%.
• Cash outflow exceeded cash inflow throughout the quarter resulting in a negative net
cash outflow of one million eight hundred and sixty-eight thousand, three hundred and
eighty-one Ghana Cedis, ninety-seven pesewas (GHS1,868,381.97).

8.5 Asset Allocation and Fund Activities

• Due to the exchange of the bonds during the DDEP, 99.78% of the Fund’s AUM was held
in GoG bonds, with the remaining 0.22% sitting as cash.
• The Fund recorded a low cash position despite the coupon payment in August 2023.
• Due to the DDEP, most of the Fund’s investment had been allocated to securities with
maturities ranging from four (4) to six (6) years. The Fund would diversify its maturity
profile by investing new inflows, from client deposits and coupon payments, in Treasury
Bills (“T-Bills”).
• The GoG securities yielded a weighted average return of 10% (essentially, the coupon
rate of the GoG bonds).
• The Fund ended the period under review with a closing cash balance of seventy-nine
thousand one hundred and thirty-nine Ghana Cedis and twenty-seven pesewas
(GHS79,139.27).

8.6 Performance
• At the end of the third quarter, the Fund placed first with a real return of 10.82% in
ranking to similar funds on the market. Due to the change in valuation methodology
without a corresponding available market benchmark, Management was unable to
benchmark the Fund’s performance. The Ghana Fixed Income Market (GIFM) was
expected to roll out a Benchmark program towards the end of Q1 2024.
8.7 Financials
• The net assets for the period under review grew to two million four hundred and ninety
thousand, seven hundred and ninety-nine Ghana Cedis, ten pesewas (GHS2,490,799.10).

8.8 Q4 2023 Strategy

• With respect to GoG securities, Management reported plans to focus on T-Bills in the
short term, to lock in high yields to improve the return of the Fund, manage volatility
and for liquidity management. Management, however, planned to remain neutral to new
purchases of Local Government and Agency Bonds and Euro Bonds.
• Management would give more assurance to clients and would explain steps being taken
to rebalance portfolios to generate competitive returns. Management would manage
turn-around time for redemption payments and would encourage clients to reduce
redemption rate.
• The retail strategy would also focus primarily on client relationship management, re-
engaging existing clients to grow their investments and dormant account reactivation.
• Management also reported on other retail and marketing strategies being considered,
which included:
a) Completing Family Office and other additional value-added services for
deployment;
b) Partnerships with other financial services providers to create ancillary products
or businesses; and
c) Maintaining brand awareness using social media platforms.

8.9 Global AUM

• Management reported that in the third quarter of 2023, the firm wide AUM increased by
GHS364.2 million to end the quarter at approximately GHS2.65 billion.
• All the mutual funds experienced a decline in the third quarter of 2023 primarily due to
a fall in the prices of the new GoG bonds and significant redemptions.

Comments and questions from the Board

• The Chairman enquired about what accounted for the spike in redemptions compared to
the previous quarter. KOA indicated that the redemption payments within the quarter
had been from piled requests emanating partly from the previous quarter. HSM added
that the redemptions within the quarter were also by persons with significant
contributions to the Fund, resulting in the high amounts recorded.
• The Chairman enquired if efforts were being made to get these persons to reinvest in the
Fund. HSM indicated that the withdrawals were necessitated by the economic conditions
and the Company was engaging them to reinvest.
• The Chairman enquired of the current status of the pensions fund. KOA indicated that it
was currently unaffected as pensions deduction were backed by law. HSM added that the
face value of the pensions fund also increased following the DDEP.
9. Closing
On a motion by HSM, seconded by WA, the meeting ended at approximately 4:36p.m. with a
prayer by KOA.

_________________________________ _________________________________
Mr. Anthony Ebow Spio JLD & MB Legal Consultancy
Chairman Company Secretary
 MEMORANDUM

FROM: JLD & MB LEGAL CONSULTANCY

TO: BOARD OF DIRECTORS AND MANAGEMENT, INVESTCORP TREASURY

SECURITIES FUND PLC

DATE: 22ND NOVEMBER 2023

SUBJECT: ACTION POINTS FROM MEETING OF THE BOARD OF DIRECTORS HELD

ON 22ND NOVEMBER 2023

Dear Board Members,

At the meeting of the Board of Directors of InvestCorp Treasury Securities Fund PLC (the
“Fund”) held on 22nd November 2023, it was agreed that the following action be taken:

Reference Action Point Action by

1. Q3 2023 Assist the directors to complete the SEC Management
Management Report director notes (Compliance
Review Officer)

JLD & MB Legal Consultancy

(Company Secretary)