Filed Pursuant to Rule 497(b)
Registration File No. 033-46080

PROSPECTUS DATED JANUARY 27, 2026

State Street® SPDR® S&P 500® ETF Trust

(“SS SPDR S&P 500 ETF Trust” or the “Trust”)

(formerly known as “SPDR Trust, Series 1” and “SPDR® S&P 500® ETF Trust”)

(A Unit Investment Trust constituted outside Singapore and

organized in the United States)

 

PROSPECTUS ISSUED PURSUANT TO

DIVISION 2 OF PART 13 OF

THE SECURITIES AND FUTURES ACT 2001 OF SINGAPORE

This Prospectus incorporates and is not valid without

the U.S. Prospectus dated January 26, 2026

issued by the SS SPDR S&P 500 ETF Trust, attached hereto

 

The collective investment scheme offered in this Prospectus is a recognised scheme under the Securities and Futures Act 2001 of Singapore (the “Act”). A copy of this Prospectus has been lodged with and registered by the Monetary Authority of Singapore (the “Authority”). The Authority assumes no responsibility for the contents of the Prospectus. Registration of the Prospectus by the Authority does not imply that the Act or any other legal or regulatory requirements have been complied with. The Authority has not, in any way, considered the investment merits of the collective investment scheme. The date of registration of this Prospectus with the Authority is January 27, 2025. This Prospectus will expire on January 27, 2027 (12 months after the date of registration).

The SS SPDR S&P 500 ETF Trust has been admitted to the Official List of the Singapore Exchange Securities Trading Limited (“SGX-ST”), and permission has been granted by the SGX-ST to deal in and for quotation on the SGX-ST Mainboard of all the units in the SS SPDR S&P 500 ETF Trust (“Units”) already issued as well as those Units which may be issued from time to time. The SGX-ST assumes no responsibility for the correctness of any of the statements made or opinions expressed in this Prospectus and admission to the Official List of the SGX-ST is not to be taken as an indication of the merits of the SS SPDR S&P 500 ETF Trust or the Units.

IMPORTANT: If you are in doubt about the contents of this Prospectus, you should consult your stockbroker, bank manager, solicitor, accountant or other financial adviser.


State Street® SPDR® S&P 500® ETF Trust

PROSPECTUS

TABLE OF CONTENTS

 

     Page  

STATE STREET® SPDR ® S&P 500® ETF TRUST

     S-3  

CORPORATE INFORMATION

     S-6  

TRADING AND SETTLEMENT

     S-7  

EXCHANGE RATES AND RISKS

     S-11  

GENERAL AND STATUTORY INFORMATION

     S-12  

“Standard & Poor’s®,” “S&P®,” “S&P 500®,” “Standard & Poor’s 500®,” “500®,” “Standard & Poor’s Depositary Receipts®,” “SPDR®” and “SPDRs®” are registered trademarks of Standard & Poor’s Financial Services LLC and have been licensed for use by S&P Dow Jones Indices LLC (“S&P”), and sublicensed for use by State Street Global Advisors Funds Distributors, LLC. The Trust is permitted to use these trademarks pursuant to a sublicense from State Street Global Advisors Funds Distributors, LLC. The Trust is not sponsored, endorsed, sold or marketed by S&P, its affiliates or its third-party licensors.

 

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STATE STREET® SPDR® S&P 500® ETF TRUST

This Prospectus, relating to the State Street® SPDR® S&P 500® ETF Trust (“SS SPDR S&P 500 ETF Trust” or the “Trust”), which is issued pursuant to Division 2 of Part 13 of the Securities and Futures Act 2001 of Singapore, has been lodged with and registered by the Monetary Authority of Singapore, who assumes no responsibility for its contents.

This Prospectus incorporates and is not valid without the attached U.S. Prospectus, dated January 26, 2026 issued by the Trust (“U.S. Prospectus”). Terms defined in the U.S. Prospectus shall have the same meaning when used in this Prospectus.

The Trust’s fiscal year end is September 30.

The Trust is a unit investment trust organised in the United States (“U.S.”), and is a single fund that issues securities called “Units,” which represent an undivided ownership interest in the common stocks that are actually held by the Trust and make up the Trust’s Portfolio (the “Portfolio Securities”). The “Portfolio” means the portfolio of the common stocks that are included in the Index (as defined below). The Trust seeks to provide investment results that, before expenses, correspond generally to the price and yield performance of the S&P 500® Index (the “Index”). The Trust’s Portfolio consists of substantially all of the component common stocks that comprise the Index, which are weighted in accordance with the terms of the Trust Agreement (defined below).

The Trust’s portfolio turnover ratio, calculated based on the lesser of purchases or sales of underlying investments of the Trust and expressed as a percentage of daily average net asset value, was 3% during the most recent fiscal year. The Trust’s portfolio turnover ratio, expressed as a percentage of monthly average value, can be found on page 2 of the U.S. Prospectus and in the “Financial Highlights” section on page 24 of the U.S. Prospectus.

The top ten constituents (by weight) of the Trust as of January 22, 2026 are set out below:

 

     
No.   Name    Weighting

1.

  NVIDIA Corporation    7.61%

2.

  Apple Inc.    6.21%

3.

  Microsoft Corporation    5.68%

4.

  Amazon.com Inc.    3.86%

5.

  Alphabet Inc. Class A    3.26%

6.

  Alphabet Inc. Class C    2.61%

7.

  Broadcom Inc.    2.60%

8.

  Meta Platforms Inc. Class A    2.39%

9.

  Tesla Inc.    2.14%

10.

  Berkshire Hathaway Inc. Class B    1.50%

 

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For additional details regarding the Trust’s Portfolio, please consult pages 61 to 66 in the U.S. Prospectus attached hereto. All Units are denominated in U.S. dollars.

PDR Services LLC, the sponsor of the Trust (the “Sponsor”), accepts full responsibility for the accuracy of information contained in this Prospectus, other than that given in the U.S. Prospectus under the heading “Report of Independent Registered Public Accounting Firm,” and confirms, having made all reasonable enquiries, that to the best of its knowledge and belief, the facts stated and the opinions expressed in this Prospectus are fair and accurate in all material respects as at the date of this Prospectus and there are no other facts the omission of which would make any statement in this Prospectus misleading.

The Trust is governed by an amended and restated trust agreement (the “Trust Agreement”) dated as of January 1, 2004 and effective as of January 27, 2004, as amended by an amendment dated November 1, 2004 (effective as of November 8, 2004), by an amendment dated February 1, 2009 (effective as of February 13, 2009), by an amendment dated November 23, 2009 (effective as of January 27, 2010), each made between State Street Bank and Trust Company, the retired trustee of the Trust (the “Retired Trustee”), and the Sponsor, by an amendment dated April 12, 2017 (effective as of June 16, 2017), made between State Street Global Advisors Trust Company, the trustee of the Trust (the “Trustee”), and the Sponsor, by an amendment dated August 4, 2017 (effective as of September 5, 2017), made between the Trustee and the Sponsor, by an amendment dated March 4, 2024 (effective as of March 4, 2024), made between the Trustee, and the Sponsor and by an amendment dated December 19, 2025 (effective as of January 26, 2026), made between the Trustee and the Sponsor. Terms defined in the U.S. Prospectus shall have the same meaning when used in this Prospectus.

Copies of the Trust Agreement are available for inspection, free of charge, at the offices of State Street Global Advisors Trust Company, at One Congress Street, Boston, Massachusetts, U.S. 02114 during normal U.S. business hours, or State Street Global Advisors Singapore Limited1, at 168 Robinson Road, #33-01, Capital Tower, Singapore 068912 during normal Singapore business hours.

Investors should seek professional advice to ascertain (a) the possible tax consequences, (b) the legal requirements and (c) any foreign exchange restrictions or exchange control requirements which they may encounter under the laws of the countries of their citizenship, residence or domicile and which may be relevant to the subscription, holding or disposal of Units.

Investors in the Trust are advised to carefully consider the risk factors set out under the headings “Principal Risks of Investing in the Trust” on pages 4 to 6 of the U.S. Prospectus and “Additional Risk Information” on pages 72 to 74 of the U.S. Prospectus, and to refer to pages S-18 to S-25 of this Prospectus for a discussion of the U.S. and Singapore tax consequences of an investment in Units.

1 

State Street Global Advisors Singapore Limited will hold copies of the Trust Agreement for inspection by investors; however, it is not in any way acting as an agent for or acting as the Trustee.

 

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ENQUIRIES

All enquiries about the Trust or requests for additional copies of this Prospectus should be directed to an investor’s local broker.

 

IMPORTANT:   READ AND RETAIN THIS PROSPECTUS FOR FUTURE REFERENCE

 

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CORPORATE INFORMATION

 

Sponsor to the Trust:   

PDR Services LLC

c/o NYSE Holdings LLC

11 Wall Street

New York, New York

US 10005

Legal advisers to the Sponsor as to U.S. law:   

Davis Polk & Wardwell LLP

450 Lexington Avenue

New York, New York

US 10017

Legal advisers to the Sponsor as to Singapore law:   

Morgan Lewis Stamford LLC

10 Collyer Quay

#27-00 Ocean Financial Centre

Singapore 049315

Singapore

Trustee:   

State Street Global Advisors Trust Company

One Congress Street

Boston, Massachusetts

US 02114

Legal advisers to the Trustee as to Singapore law:   

Allen & Gledhill LLP

One Marina Boulevard, #28-00

Singapore 018989

Singapore

Auditors:   

PricewaterhouseCoopers LLP

101 Seaport Boulevard

Suite 500

Boston, Massachusetts

US 02210

US Distributor of Creation Units:   

ALPS Distributors, Inc.

1290 Broadway, Suite 1000

Denver, Colorado

US 80203

 

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TRADING AND SETTLEMENT

Trust Units are listed for trading on the Singapore Exchange Securities Trading Limited (“SGX-ST”) where they may be bought and sold in the secondary market at any time during the trading day. Market prices for Units traded on the SGX-ST are available on the SGX-ST website https://www.sgx.com/securities/securities-prices?code=etfs. Units may also be purchased by Authorized Participants directly from the Trust in the U.S. by placing orders with the U.S. Distributor, as facilitated through the Trustee, in a minimum unit, called a “Creation Unit,” of 50,000 Units or multiples thereof. Creation Units may also be redeemed through a tender to the Trustee in the U.S. Creation Unit transactions are conducted in exchange for the deposit or delivery of in-kind securities and/or cash constituting a substantial replication of the common stocks that are included in the Index, as determined by the index provider, S&P Dow Jones Indices LLC (“S&P”) (“Index Securities”). Such purchases and redemptions can be made only in the U.S. at the then-current valuation as described herein on pages S-7 to S-10 and pages S-13 to S-14 under the heading “Redemption.” For the purposes of such purchases and redemptions of the Creation Units, the Evaluation Time (as defined on page S-13) is the closing time of the regular trading session on the New York Stock Exchange LLC (ordinarily 4:00 p.m., New York time). For additional details on trading and settlement, please consult pages 8 and 50 to 59 in the U.S. Prospectus attached hereto.

The primary trading market for Units is in the U.S., where Units are listed on NYSE Arca, Inc. (“NYSE Arca”). Investors should note that trading in Units may be halted under certain circumstances. Please refer to pages 66 to 67 and 72 to 73 in the U.S. Prospectus for more details.

As with other securities, investors will pay negotiated brokerage commissions and typical Singapore clearing fees and applicable taxes. In addition, cash dividends to be distributed to investors in Singapore will be net of expenses incurred by CDP (defined below), and where such expenses equal or exceed the amount of the dividends, the investors will not receive any distributions. Brokerage commissions may be subject to Goods and Services Tax (“GST”) at the prevailing standard rate of nine percent (9%). There will be a Singapore clearing fee, which is currently at the rate of 0.0325% of the contract value (or such other amount as the CDP may decide from time to time). Clearing fees may be subject to GST in Singapore at the prevailing standard rate of nine percent (9%). Units are traded in U.S. dollars on the SGX-ST in 1 unit round lots. The term “market day” as used in this Prospectus means a business day in which transactions in Units can be executed and settled. Trading of Units on the SGX-ST may be halted if the Trust fails to comply with continuing listing requirements and advertising guidelines of the SGX-ST.

With respect to holders of Units in Singapore, the trading and settlement process, the system through which they receive distributions or the manner in which information may be made available, among other aspects, may differ from the information set forth in the U.S. Prospectus. Holders of Units in Singapore should

 

S-7


read this Prospectus carefully and all enquiries in relation hereto should be directed to their local brokers.

The SGX-ST imposes certain requirements for the continued listing of securities, including the Units, on the SGX-ST. There can be no assurance that the requirements of the SGX-ST necessary to maintain the listing of the Units of the Trust will continue to be met, the SGX-ST will not change its listing requirements or that the Units will always be listed on the SGX-ST. The Trust will not be terminated if Units are delisted from the SGX-ST. If the Units are delisted from the SGX-ST, investors may deliver the Units they hold out of CDP for trading on NYSE Arca through the delivery mechanisms described in section “3. Delivery of Units out of CDP for Trading on NYSE Arca” on page S-10 of this Prospectus.

1. General

Units are issued by the Trust in the form of scripless securities which are eligible “book-entry-only” securities of The Depository Trust Company (“DTC”). As “book-entry-only” securities, Units are represented by one or more global securities registered in the name of Cede & Co., as nominee for DTC and deposited with, or on behalf of, DTC.

The Central Depository (Pte) Limited (“CDP”) maintains an account—Account No. 5700 (“DTC Account”)—with DTC. CDP may receive Units from or deliver Units to accounts maintained by member participants in DTC (“DTC Participants”).

Settlement of dealings through the CDP system may be effected only by Depository Agents of CDP or holders of Units who have their own direct securities accounts with CDP. Investors may open a direct securities account with CDP or a securities sub-account with any Depository Agent to hold their Units in CDP. The term “Depository Agent” shall have the same meaning as that ascribed to it in Section 81SF of the Securities and Futures Act 2001 of Singapore.

Through the delivery mechanisms discussed below, it is possible for investors to purchase Units in Singapore and sell them in the U.S. and vice versa. Although both CDP and DTC, within their own respective market settlements, provide for Delivery Versus Payment and Free-of-Payment transfers of securities, all of the linked transfers between the two depositories are effected only on a Free-of-Payment basis (i.e., there is no related cash movement to parallel the securities movement. Any related cash transfers may only be effected outside DTC and CDP directly between the buyer and seller through their own arrangements). Investors should be aware that Singapore time is generally 12 hours ahead of Eastern Daylight Saving Time (13 hours Eastern Standard time) in New York, and that NYSE Arca and the SGX-ST are not open at the same time. Because of this time difference between the Singapore and U.S. markets, trading in Units between the two markets cannot occur simultaneously. Please refer to pages 66 to 67 and 72 to 73 of the U.S. Prospectus for details on circumstances under which there may be suspension of dealings or trading.

 

S-8


All dealings in, and transactions of, Units in Singapore must be effected for settlement through the computerised book-entry (scripless) settlement system in the CDP. Investors should ensure that Units sold on the SGX-ST are available for settlement in their CDP account no later than the second market day following the transaction date.

Investors’ holdings of Units in their CDP account will be credited or debited for settlement on the second market day following the transaction date, i.e., T+2, T being the transaction date. If Units are not in an investor’s CDP account for settlement by 1:30 p.m. on T+2, the investor will be subject to the buy-in cycle on that afternoon. More information on the buy-in cycle is available on the SGX-ST website at http://www.sgx.com.

In the absence of unforeseen circumstances, the delivery of Units into and out of CDP will take a minimum of one market day after the duly completed documentation has been submitted to CDP for processing, assuming that the investor has given proper instructions to his or her DTC Participant. Instructions and forms received by CDP after 1 p.m., Singapore time, on a given market day will be treated as being received on the next market day and, as such, will be processed on the next market day. Please refer to pages 1 and 68 to 71 of the U.S. Prospectus for details on the fees and expenses of the Trust.

The Trust has adopted a code of ethics which is described on page 91 of the U.S. Prospectus.

2. Delivery of Units to CDP for Trading on the SGX-ST

Investors who hold Units in DTC’s system in the U.S. and wish to trade them on the SGX-ST can direct delivery of the Units to CDP; this book-entry transfer to CDP’s DTC Account may be effected only on a Free-of-Payment basis. Investors may deliver their Units by informing their Singapore broker or Depository Agent to submit delivery instructions to CDP, together with the applicable CDP delivery fee and GST. Barring unforeseen circumstances, for a transfer request received by CDP by 5 p.m. (Singapore time) on a market day, if investors have sufficient securities/depositary receipts for delivery and their transfer instructions (including for issuance or cancellation) are in order, the cross border transfer of securities/depositary receipts between Singapore and the U.S. will be completed by 9 a.m. the following day after CDP receives the transfer request. Investors must concurrently instruct their DTC Participant to deliver such Units into the DTC Account on the delivery date. Upon notification that its DTC Account has been credited, CDP will accordingly credit Units to the investor’s account.

Investors should ensure that their Units are delivered into their securities account with CDP in time for settlement. In the event an investor cannot deliver the Units for settlement pursuant to the trade, the CDP may buy-in against him or her.

 

S-9


3. Delivery of Units out of CDP for Trading on NYSE Arca

Investors who hold Units with CDP and wish to trade on NYSE Arca must arrange to deliver the Units into their accounts with their DTC Participant for settlement of any such trade, which will occur on the second market day following the transaction date. For such delivery, investors must submit a duly completed CDP delivery form together with the applicable CDP delivery fee and GST through their Singapore broker or Depository Agent. Barring unforeseen circumstances, for a transfer request received by CDP by 5 p.m. (Singapore time) on a market day, if investors have sufficient securities/depositary receipts for delivery and their transfer instructions (including for issuance or cancellation) are in order, the cross border transfer of securities/depositary receipts between Singapore and the U.S. will be completed by 9 a.m. the following day after CDP receives the transfer request. Investors must concurrently instruct their DTC Participant to expect receipt of the relevant number of Units from the DTC Account. Upon receipt of the duly completed CDP delivery form, CDP will earmark the investor’s securities account for the relevant number of Units and then instruct DTC to deliver the Units to the DTC Participant account as specified by the investor. The relevant number of Units will be debited from the investor’s securities account after CDP receives DTC’s confirmation that the Units have been transferred out of its DTC account.

 

S-10


EXCHANGE RATES AND RISKS

Units traded on the SGX-ST are denominated and traded in U.S. dollars. Units may only be created or redeemed in U.S. dollars at the then-current value calculated in U.S. dollars in the manner set out in the U.S. Prospectus. Similarly, the Trust holds only Portfolio Securities that are denominated in U.S. dollars and the distributions which may be made by the Trustee are in U.S. dollars.

The Trust has no ability to manage its investments to hedge against fluctuations in exchange rates between the U.S. dollar and the Singapore dollar. To the extent a Singapore investor wishes to convert such U.S. dollar holdings or distributions to Singapore dollars, fluctuations in the exchange rate between the Singapore dollar and the U.S. dollar may affect the value of the proceeds following a currency conversion.

 

S-11


GENERAL AND STATUTORY INFORMATION

1. Appointment of Auditors

The Trust Agreement provides that the accounts of the Trust shall be audited, as required by U.S. law, by independent registered public accountants designated from time to time by the Trustee.

2. Duties and Obligations of the Trustee

The key duties and obligations imposed on the Trustee under the Trust Agreement are summarized as follows:

(i) the Trustee will accept on behalf of the Trust deposits of Portfolio Deposits and be authorized to effect registration or transfer of the Portfolio Securities in its name or the name of its nominee or the nominee of its agent;

(ii) the Trustee must hold money received pursuant to the Trust Agreement as a deposit for the account of the Trust;

(iii) the Trustee shall not be liable for the disposition of money or securities or evaluation performed under the Trust Agreement except by reason of its own gross negligence, bad faith, willful misconduct, willful malfeasance or reckless disregard of its duties and obligations under the Trust Agreement;

(iv) the Trustee is not obligated to appear in, prosecute or defend any action if it is of the opinion that it may involve expense or liability unless it is furnished with reasonable security and indemnity against such expense or liability; if reasonable indemnity is provided, the Trustee shall, in its discretion, undertake such action as it may deem necessary to protect the Trust and the rights and interest of all beneficial owners;

(v) the Trustee must provide to brokers/underwriters accounts of the Trust audited by the auditors of the Trust, and the brokers/underwriters will deliver such accounts to beneficial owners;

(vi) in performing its functions under the Trust Agreement the Trustee will not be held liable except by reason of its own gross negligence, bad faith, willful misconduct or willful malfeasance for any action taken or suffered to be taken by it in good faith and believed by it to be authorized or within the discretion, rights or powers conferred on it or reckless disregard of its duties and obligations;

(vii) the Trustee must ensure that no payment made to the Sponsor is for expenses of the Trust, except for payments not in excess of amounts and for purposes prescribed by the U.S. Securities and Exchange Commission and authorized by the Trust Agreement;

(viii) the Trustee must keep proper books of record and account of all transactions under the Trust Agreement, including the creation and redemption of Creation Units, at its offices, and keep such books open for inspection by any beneficial owner at all reasonable times during usual business hours;

 

S-12


(ix) the Trustee must make, or cause to be made, such reports and file such documents as are required by the Securities Act of 1933, the Securities Exchange Act of 1934, the Investment Company Act of 1940 and U.S. state or federal tax laws and regulations;

(x) the Trustee must keep a certified copy of the Trust Agreement, together with the Indenture for each Trust Series then in effect and a current list of Portfolio Securities therein, on file at its office and make the same available for inspection; and

(xi) the Trustee must charge and direct from the assets of the Trust all expenses and disbursements incurred under the Trust Agreement, or shall reimburse itself from the assets of the Trust or the sale of securities in the Trust for any advances made out of its own funds for such expenses and disbursements.

3. Contracts

A holder of a Unit is not required, obliged or entitled in connection with the Trust to enter into any contract with any person or corporation whether by way of lease or otherwise.

4. Vesting of Assets in the Trust

The Trustee has legal title to all securities and other property in which funds of the Trust are invested, all funds held for such investment, all equalisation, redemption, and other special funds of the Trust, and all income upon accretions to, and proceeds of such property and funds, and the Trustee is required to segregate and hold the same in trust until distribution thereof to the holders of the Units.

5. Redemption

The Trust is not administered by a management company, and there is no obligation on the Sponsor or the Trustee to redeem any Units. As described on pages 55 to 59 in the U.S. Prospectus, it is the Trust itself that is obligated to effect the redemption (although it is the Trustee acting as agent for the Trust that will actually effect the redemption).

Only Units in Creation Units may be redeemed at their then-current valuation, which is calculated on the Business Day on which the redemption order is properly received, as of the Evaluation Time, which is the closing time of the regular trading session on the New York Stock Exchange LLC (ordinarily 4:00 p.m., New York time). For redemptions through the Clearing Process, the Trustee effects a transfer of the Cash Redemption Payment and stocks to the redeeming beneficial owner by the first (1st) NSCC Business Day following the date on which request for redemption is deemed received. For redemptions outside the Clearing Process, the Trustee transfers the Cash Redemption Payment and the stocks to the redeeming beneficial owner by the first (1st) Business Day following the date on which the request for redemption is

 

S-13


deemed received. The Trustee will cancel all Units delivered upon redemption. Please refer to pages 3, 55 to 59 and 72 to 73 of the U.S. Prospectus for a further description of this process.

Investors owning Units in an amount less than a whole Creation Unit (i.e., less than 50,000 Units) or multiples thereof, are not permitted to tender their Units to the Trustee for redemption. Such investors can only dispose of their Units by selling them on the secondary market at any time during the trading day at market prices.

6. Transfer of Units

As described on page S-8 of this Prospectus, Cede & Co., as nominee for DTC, will be the registered owner of all outstanding Units on the DTC system. Beneficial ownership of Units will be shown on the records of DTC or its participants. Beneficial ownership records for holders of Units in Singapore will be maintained at CDP.

No certificates will be issued in respect of Units. Transfers of Units between investors will normally occur through the trading mechanism of the SGX-ST or NYSE Arca as described on pages S-7 to S-10 in this Prospectus and pages 66 to 67 in the U.S. Prospectus.

7. Meetings of Holders of Units; Voting; Distribution of Annual Reports

The Trust is not required by law to convene meetings of beneficial owners of the Units.

The Sponsor, the Retired Trustee and CDP have entered into a Depository Agreement dated May 18, 2001, as supplemented by a supplemental depository agreement dated May 22, 2009 (the “CDP Depository Agreement”), pursuant to which CDP has agreed to act as the depository for Units in Singapore. The Sponsor, the Retired Trustee, CDP and the Trustee have entered into a deed of novation dated December 29, 2018 in relation to the CDP Depository Agreement (the “Deed of Novation”) pursuant to which, inter alia, CDP has agreed to release and discharge the Retired Trustee subject to the Trustee undertaking to observe, perform and be bound by the terms of the CDP Depository Agreement in every respect as if the Trustee were named in the CDP Depository Agreement as a party thereto in place of the Retired Trustee, subject to the terms and conditions of the Deed of Novation. CDP’s duties under the CDP Depository Agreement include, among other things: (i) acting as a bare trustee on behalf of individuals who hold securities accounts with CDP and Depository Agents authorized to maintain sub-accounts with CDP in respect of Units, (ii) distributing to CDP account holders and Depository Agents any applicable payments or cash distributions in respect of Units, and (iii) providing the list of its Depository Agents and holders of Units who have their own direct securities accounts with CDP, if so requested by the Sponsor or the Trustee.

The Trustee arranges for the annual report of the Trust to be mailed to all holders of Units, including the holders of Units in Singapore, no later than the 60th day after

 

S-14


the end of the Trust’s fiscal year. The most recent semi-annual report of the Trust may be found on the website https://www.statestreet.com/im/sg/en/individual/etfs/spdr-sp-500-etf-trust-s27.

The Sponsor or the Trustee will ensure that in the event that it is necessary to collect and collate any consents or votes of, or distribute notices, statements, reports, prospectuses, consent instructions, consent forms or other written communications to the holders of Units in Singapore, the relevant materials will be mailed to the holders of Units in Singapore.

8. Declaration

It is hereby declared that no Units shall be created or issued pursuant to this Prospectus later than 12 months, or such other period as may be prescribed by the law for the time being in force, after the date of this Prospectus.

9. Allotment of Units

A Distribution Agreement was entered into as of April 16, 2018, between (1) the Sponsor, (2) the Trust and (3) ALPS Distributors, Inc. (“ALPS”), the U.S. Distributor, pursuant to which the Trust and the Sponsor retained ALPS to:

(i) act as the exclusive distributor for the creation and distribution of Creation Units;

(ii) hold itself available to receive and process orders for Creation Units; and

(iii) enter into arrangements with dealers.

It is the duty of the Trust and the Sponsor to create the Creation Units and to request DTC to record on its books the ownership of such Units in such amounts as ALPS has requested, as promptly as practicable after receipt by the Trustee of the requisite portfolio of securities and any applicable cash component from the creator of the Creation Units or other entities having a Participant Agreement with the Trustee. Participant Agreements must be entered into between the Trustee and all other persons who are creating Creation Units.

10. Borrowing Powers

There are no borrowing powers conveyed in the Trust Agreement.

11. Sponsor, Trustee and Designated Market Maker

Sponsor

PDR Services LLC (“PDR”) was originally organized as a corporation under Delaware U.S. law, and was subsequently converted into a limited liability company in Delaware on April 6, 1998. On October 1, 2008, NYSE Holdings LLC (formerly known as NYSE Euronext Holdings LLC) (“NYSE Holdings”) acquired the American Stock Exchange LLC (“Amex”) and all of its subsidiaries, including PDR, which is

 

S-15


the Sponsor of the Trust. PDR was formed to act as sponsor for Amex’s exchange traded funds and other unit investment trusts. PDR will remain the Sponsor of the Trust until it is removed, it is replaced by a successor, it resigns or the Trust Agreement is terminated. Currently, the Sponsor is not permitted to receive remuneration for the services it renders as Sponsor.

PDR is an indirect, wholly owned subsidiary of Intercontinental Exchange, Inc. (“ICE”). ICE is a publicly traded entity, trading on the New York Stock Exchange under the symbol “ICE.”

Trustee

Effective June 16, 2017, the Retired Trustee resigned as trustee of the Trust. The Sponsor appointed the Trustee, a wholly owned subsidiary of the Retired Trustee, as trustee of the Trust. The services received, and the trustee fees paid, by the Trust did not change as a result of the change in the identity of the Trustee. The Retired Trustee continues to maintain the Trust’s accounting records, act as custodian and transfer agent to the Trust, and provided administrative services, including the filing of certain regulatory reports.

The Trustee is a limited-purpose trust company organized under the laws of the Commonwealth of Massachusetts, U.S. The Trustee is a direct wholly owned subsidiary of the Retired Trustee and as such is regulated by the Federal Reserve System and is subject to applicable U.S. federal and state banking and trust laws and to supervision by the U.S. Federal Reserve, as well as by the Massachusetts Commissioner of Banks and the regulatory authorities of those states and countries in which a branch of the Trustee is located.

In accordance with the Trust Agreement, the Trustee, inter alia, acts as custodian to the Trust. In this regard, the assets of the Trust shall be held by, or to the order of the Trustee on behalf of and for the exclusive interest of the holders of the Units. The Trust Agreement does not allow the Trustee to delegate the safekeeping of the assets of the Trust to another custodian. The Trustee must ensure, inter alia, that adjustments to the Trust’s Portfolio are carried out in accordance with the law and the Trust Agreement.

The Trustee will remain the Trustee of the Trust until it is removed, it resigns or the Trust Agreement is terminated. The remuneration received by the Trustee in its capacity as Trustee of the Trust is described in the U.S. Prospectus and reflected in the financial statements contained therein. Absent gross negligence, bad faith, willful misconduct or willful malfeasance on its part or reckless disregard of its duties and obligations under the Trust Agreement, the Trustee shall be indemnified from the Trust and held harmless against any loss, liability or expense incurred arising out of or in connection with the acceptance or administration of the Trust and any action taken in accordance with the provisions of the Trust Agreement.

 

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Designated Market Maker

The designated market makers of the Trust on the SGX-ST are Flow Traders Asia Pte. Ltd. and Phillip Securities Pte. Ltd. or such other eligible party as may be designated from time to time. The designated market makers are required to make a market for the Units in the secondary market on the SGX-ST to provide for an adequately liquid market for the Units, by amongst others, quoting bid prices to potential sellers and offer prices to potential buyers on the SGX-ST in accordance with the market making requirements of the SGX-ST.

The designated market maker(s) of the Trust may change from time to time. The latest list of designated market maker(s) of the Trust is available at http://www.sgx.com.

For the avoidance of doubt, neither the Sponsor nor the Trustee shall be liable for anything done or omitted or any loss suffered or incurred whatsoever by any person in the event that the designated market maker is not fulfilling its duties to provide for an adequately liquid market for the Units in accordance with the market making requirements of the SGX-ST.

12. Exercise of Voting Rights on Underlying Securities

The Trustee (rather than the beneficial owners of Units) has the exclusive right to vote all of the voting stocks in the Trust, as Trustee. The Trustee votes the voting stocks of each issuer in the same proportionate relationship that all other shares of each such issuer are voted (known as “mirror voting”) to the extent permissible and, if not permitted, abstains from voting. The Trustee shall not be liable to any person for any action or failure to take any action with respect to such voting matters. There are no restrictions on the Trustee’s right to vote securities or Units when such securities or Units are owned by the Trustee in its individual capacity.

13. Adjustments to Securities Held by the Trust

The Trust’s Portfolio Securities are not managed and the Trustee adjusts such securities from time to time to maintain the correspondence between the composition and weightings of the Portfolio Securities and the Index Securities.

14. Use of Financial Derivatives

The Trustee may not use or invest in financial derivatives on behalf of the Trust.

15. Securities Lending and Repurchase Transactions

The Trustee may not engage in any securities lending transactions or repurchase transactions on behalf of the Trust.

16. Distributions to Beneficial Owners

The Trustee receives all dividends and other cash distributed with respect to the underlying securities in the Trust (including monies realized by the Trustee from the

 

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sale of securities options, warrants or other similar rights received on such securities), and distributes them (less fees, expenses and any applicable taxes) through DTC and the DTC Participants to the beneficial owners of the Units. A description of the distribution process is contained on pages 10 to 11 and 74 to 76 of the U.S. Prospectus. These distribution arrangements will be the same for holders of Units in Singapore, who will receive their entitlements through CDP, except that, while the record date for holders of Units in Singapore will be the same as the Record Date for the holders of Units in the U.S., the ex-dividend date for holders of Units in Singapore will be one trading day prior to the Record Date. Cash dividends distributed to investors in Singapore will be net of expenses incurred by CDP. Where such expenses equal or exceed the amount of the dividend, investors will not receive any dividend.

17. Consents

PricewaterhouseCoopers LLP, as the auditor of the Trust, has given and has not withdrawn its written consent to the issue of this Prospectus with the inclusion herein of, and reference to, as the case may be, (i) its name and (ii) its report, in the form and context in which it is referred to in this Prospectus. The report referred to in this Prospectus was not prepared by PricewaterhouseCoopers LLP for the purpose of inclusion in this Prospectus.

Davis Polk & Wardwell LLP (as legal advisers to the Sponsor as to U.S. law) has given and has not withdrawn its written consent to the inclusion in this Prospectus or references to its name in the form and context which it appears in this Prospectus.

18. Important Tax Information

 

A.

CERTAIN UNITED STATES FEDERAL INCOME TAX CONSIDERATIONS

The following is a description of certain U.S. federal income tax consequences of the beneficial ownership of Units by a person that is, for U.S. federal income tax purposes, a nonresident alien individual, a foreign corporation, a foreign trust or a foreign estate (a “Non-U.S. Holder”). The discussion below does not apply to a Non-U.S. Holder who is a nonresident alien individual and is present in the United States for 183 days or more during any taxable year. Such Non-U.S. Holders should consult their tax advisors with respect to the particular tax consequences to them of an investment in the Trust. The discussion below provides general tax information relating to a Non-U.S. Holder’s investment in Units, but it does not purport to be a comprehensive description of all the U.S. federal income tax considerations that may be relevant to a particular Non-U.S. Holder’s decision to invest in Units. This discussion does not describe all of the tax consequences that may be relevant in light of a Non-U.S. Holder’s particular circumstances or tax consequences applicable to Non-U.S. Holders subject to special rules, such as a nonresident alien individual who is a former citizen or resident of the United States; an expatriated entity; a controlled foreign corporation; a passive foreign investment company; a foreign government for purposes of Section 892 of the Internal Revenue Code of 1986, as amended (the “Code”); or a tax-exempt organization for U.S. federal income tax purposes.

 

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If an entity that is classified as a partnership for U.S. federal income tax purposes holds Units, the U.S. federal income tax treatment of a partner will generally depend on the status of the partner and the activities of the partnership. Partnerships holding Units and partners in such partnerships should consult their tax advisors as to the particular U.S. federal income tax consequences of holding and disposing of the Units in light of their specific circumstances.

This discussion is based on the Code, administrative pronouncements, judicial decisions, and final, temporary and proposed Treasury regulations all as of the date hereof, any of which is subject to change, possibly with retroactive effect.

Prospective purchasers of Units are urged to consult their tax advisors with regard to the application of the U.S. federal income and estate tax laws to their particular situations, as well as any tax consequences arising under the laws of any state, local or non-U.S. taxing jurisdiction.

The U.S. federal income taxation of a Non-U.S. Holder depends on whether the income that the Non-U.S. Holder derives from the Trust is “effectively connected” with a trade or business that the Non-U.S. Holder conducts in the United States (and, if required by an applicable tax treaty, is attributable to a U.S. permanent establishment maintained by the Non-U.S. Holder). If the income that a Non-U.S. Holder derives from the Trust is not “effectively connected” with a U.S. trade or business conducted by such Non-U.S. Holder (or, if an applicable tax treaty so provides, the Non-U.S. Holder does not maintain a permanent establishment in the United States), distributions of “investment company taxable income” (as described in the U.S. Prospectus) to such Non-U.S. Holder will generally be subject to U.S. federal withholding tax at a rate of 30% (or lower rate under an applicable tax treaty). There is currently no income tax treaty between the U.S. and Singapore. Provided that certain requirements are satisfied, this withholding tax will not be imposed on dividends paid by the Trust to the extent that the underlying income out of which the dividends are paid consists of U.S.-source interest income or short-term capital gains that would not have been subject to U.S. withholding tax if received directly by the Non-U.S. Holder (“interest-related dividends” and “short-term capital gain dividends,” respectively).

A Non-U.S. Holder whose income from the Trust is not “effectively connected” with a U.S. trade or business (or, if an applicable tax treaty so provides, does not maintain a permanent establishment in the United States) will generally be exempt from U.S. federal income tax on capital gain dividends and any amounts retained by the Trust that are designated as undistributed capital gains, as described in the U.S. Prospectus. In addition, such a Non-U.S. Holder will generally be exempt from U.S. federal income tax on any gains realized upon the sale or exchange of Units.

If the income from the Trust is “effectively connected” with a U.S. trade or business carried on by a Non-U.S. Holder (and, if required by an applicable tax treaty, is attributable to a U.S. permanent establishment maintained by the Non-U.S. Holder), any distributions of “investment company taxable income,” any capital gain

 

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dividends, any amounts retained by the Trust that are designated as undistributed capital gains and any gains realized upon the sale or exchange of Units will be subject to U.S. federal income tax, on a net income basis, at the rates applicable to holders of Units who are U.S. persons for U.S. federal income tax purposes. In such a case, the Non-U.S. Holder will be exempt from the U.S. federal withholding tax on distributions of “investment company taxable income” discussed above, although the Non-U.S. Holder will need to deliver to the relevant withholding agent a properly executed IRS Form W-8ECI in order to claim an exemption from withholding. For more information, see “Federal Income Taxes—Tax Consequences to U.S. Holders” in the U.S. Prospectus. A Non-U.S. Holder that is a corporation may also be subject to the U.S. branch profits tax.

Information returns will be filed with the U.S. Internal Revenue Service (the “IRS”) in connection with certain payments on the Units and may be filed in connection with payments of the proceeds from a sale or other disposition of Units. A Non-U.S. Holder may be subject to backup withholding on distributions or on the proceeds from a redemption or other disposition of Units if such Non-U.S. Holder does not certify its non-U.S. status under penalties of perjury or otherwise establish an exemption. Backup withholding is not an additional tax. Any amounts withheld pursuant to the backup withholding rules will be allowed as a credit against the Non-U.S. Holder’s U.S. federal income tax liability, if any, and may entitle the Non-U.S. Holder to a refund, provided that the required information is furnished to the IRS on a timely basis.

In order to qualify for the exemption from U.S. withholding on interest-related dividends, to qualify for an exemption from U.S. backup withholding and to qualify for a reduced rate of U.S. withholding tax on Trust distributions pursuant to an income tax treaty, a Non-U.S. Holder must generally deliver to the withholding agent a properly executed IRS form (generally, Form W-8BEN or Form W-8BEN-E, as applicable). In order to claim a refund of any Trust-level taxes imposed on undistributed net capital gain, any withholding taxes or any backup withholding, a Non-U.S. Holder must obtain a U.S. taxpayer identification number and file a U.S. federal income tax return, even if the Non-U.S. Holder would not otherwise be required to obtain a U.S. taxpayer identification number or file a U.S. income tax return.

Under Sections 1471 through 1474 of the Code (“FATCA”), a withholding tax at the rate of 30% will generally be imposed on payments of dividends on Units to certain foreign entities (including financial intermediaries) unless the foreign entity provides the withholding agent with certifications and other information (which may include information relating to ownership by U.S. persons of interests in, or accounts with, the foreign entity). Treasury and the IRS have issued proposed regulations that (i) provide that “withholdable payments” will not include gross proceeds from the disposition of property that can produce U.S.-source dividends or interest, as otherwise would have been the case after December 31, 2018 and (ii) state that taxpayers may rely on these provisions of the proposed regulations until final

 

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regulations are issued. If FATCA withholding is imposed, a beneficial owner of Units that is not a foreign financial institution generally may obtain a refund of any amounts withheld by filing a U.S. federal income tax return (which may entail significant administrative burden). Non-U.S. Holders should consult their tax advisors regarding the possible implications of FATCA on their investment in Units.

 

B.

CERTAIN SINGAPORE TAX CONSIDERATIONS

The following is a general description of material Singapore income tax, stamp duty and goods and services tax (“GST”) consequences of the ownership and disposal of Units. The summary discussion below is not intended to be, and does not purport to be, a comprehensive or exhaustive analysis of all the Singapore tax consequences relating to ownership and disposal of Units by a person who, for purposes of taxation in Singapore, is regarded as a Singapore resident taxpayer or otherwise. Prospective investors of Units should consult their own tax advisors concerning the tax consequences of their particular situations. This summary, which is not intended to and does not constitute Singapore legal or tax advice, is based on laws, regulations and interpretations now in effect and available as of the date of this Prospectus. The laws, regulations and interpretations, however, may change at any time, and any change could be made on a retroactive basis. These laws and regulations may also be subject to various interpretations and the relevant tax authorities or the courts may not necessarily agree with the explanations or conclusions set out below.

General

Subject to certain exceptions, Singapore tax resident and non-resident companies are subject to Singapore income tax on income accruing in or derived from Singapore and on foreign-sourced income received or deemed to be received in Singapore.

Foreign-sourced income in the form of branch profits, dividends and service income received or deemed to be received in Singapore by a Singapore tax resident corporate taxpayer may be exempt from tax if certain prescribed conditions are met, including the following:

 

  (a)

such income had been subject to tax of a similar character to income tax under the laws of the foreign jurisdiction from which such income was received.;

 

  (b)

at the time the income is received in Singapore, the highest rate of tax of a similar character to income tax (by whatever name called) levied under the laws of the foreign jurisdiction from which the income is received is at least 15% ; and

 

  (c)

the Comptroller of Income Tax is satisfied that the tax exemption would be beneficial to the Singapore tax resident company.

A company is regarded as a tax resident in Singapore if the control and management of its business is exercised in Singapore. The term “control and management” has been interpreted to mean the making of high-level strategic and

 

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important policy decisions in relation to the business of the company. Accordingly, the place of incorporation of a company is not necessarily indicative of the tax residency of a company. Generally, if the majority of Board of Directors meetings are held in Singapore to make strategic decisions during a year, the company should be regarded as a tax resident in Singapore for that year. Having said that, holding Board of Directors meetings in Singapore may not ipso facto be sufficient and the Inland Revenue Authority of Singapore (“IRAS”) may, in certain cases, require more facts to be provided.

Singapore tax resident and non-resident individuals are generally taxed on income arising in or derived from Singapore.

All foreign-sourced personal income received or deemed received in Singapore on or after January 1, 2004 by a Singapore tax resident individual (except where such income is received through a partnership in Singapore) is generally exempt from income tax in Singapore if the Comptroller of Income Tax is satisfied that the tax exemption would be beneficial to the individual.

An individual is regarded as a tax resident in Singapore for income tax purposes for a particular year of assessment if, in the year preceding the year of assessment, the individual resides in Singapore except for such temporary absences therefrom as may be reasonable and not inconsistent with a claim by such person to be resident in Singapore. This includes a Singapore citizen or Singapore permanent resident who normally resides in Singapore except for temporary absences, a foreigner who has stayed/worked in Singapore for at least 183 days in the previous calendar year or continuously for three consecutive years, and a foreigner who has worked in Singapore for a continuous period straddling two calendar years and his total period of stay is at least 183 days (other than as a director of a company, public entertainers or professionals).

Tax rates

The corporate tax rate in Singapore is currently 17%. With effect from the Year of Assessment 2020, the first SGD10,000 of a company’s (whether tax resident in Singapore or not) normal chargeable income will be eligible for a 75% tax exemption, with a further 50% tax exemption given on the next SGD190,000 of the company’s normal chargeable income. The remaining chargeable income (after the partial tax exemption) will be fully taxable at the prevailing corporate tax rate or applicable concessionary corporate tax rate.

In respect of new start-up companies which are tax resident in Singapore (where any of the first three Years of Assessment falls in or after the Year of Assessment 2020), the first SGD100,000 of normal chargeable income will be eligible for a 75% tax exemption, with a further 50% tax exemption given on the next SGD100,000 of normal chargeable income. The remaining chargeable income (after the start-up tax exemption) will be taxed at the prevailing corporate tax rate or applicable concessionary corporate tax rate.

 

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Singapore tax resident individuals are subject to tax based on a progressive scale. With effect from the Year of Assessment 2024 (i.e., calendar year ended in 2023), the top marginal rate is 24% where the individual’s annual chargeable income is in excess of SGD1,000,000.

The employment income of non-resident individuals is taxed at the flat rate of 15% or the progressive resident tax rates, whichever is the higher tax amount. With effect from the Year of Assessment 2024, the tax rates for non-resident individuals (except on employment income and certain income taxable at reduced withholding rates) is 24%. This is to maintain parity between the tax rates of non-resident individuals and the top marginal tax rate of resident individuals.

Dividends Tax and Distributions in respect of the Units

Dividends would generally refer to an investor’s share of profits received from his or her ownership in a company. For Singapore tax purposes, in respect of a company that is not tax resident in Singapore, dividends paid by the company should generally be considered as foreign sourced income. In respect of a company that is tax resident in Singapore, under the one-tier corporate tax system, tax on corporate profits is final and dividends paid by a Singapore resident company are tax exempt in the hands of a shareholder, regardless of whether the shareholder is a company or an individual and whether or not the shareholder is a Singapore tax resident.

For the purposes of the Prospectus however, investors will be holding Units instead of shares, and such Units represents an undivided ownership interest in the common stocks that are held by the Trust. Whether distributions received from the investor’s Units held are subject to Singapore income tax will depend on factors such as whether the distributions constitute income accruing in or derived from Singapore or foreign-sourced income received or deemed to be received in Singapore. For more information, see “General” and “Capital Gains Tax”. Accordingly, the precise status of each investor will vary, and each investor should consult an independent tax advisor on the relevant Singapore income tax consequences which may be applicable to their individual circumstances.

Capital Gains Tax

Singapore generally does not impose tax on capital gains (i.e. gains which are considered to be capital in nature) but imposes tax on income. While there are no specific Singapore tax laws or regulations which prescribes the characterization of whether a gain is income or capital in nature, gains arising from the disposal of the Units may be subject to Singapore income tax if the gains arose from activities which the IRAS regard as the carrying on of a trade or business in Singapore or construed to be of an income nature.

However, it should be noted that with effect from January 1, 2024, Section 10L of the Income Tax Act 1947 of Singapore provides that gains from the sale or disposal of foreign assets on or after January 1, 2024 by a relevant entity are chargeable to tax

 

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when such gains are received or deemed to be received in Singapore from outside Singapore. A foreign asset generally refers to any movable or immovable property situated outside Singapore at the time of such sale or disposal or any rights or interest thereof, and with regard to any equity interests in any entity (including a trust) which is not a company, or any right or interest in such equity interests, such interests are generally situated where the operations of the entity are principally carried out. However, notwithstanding the above, any registered shares, equity interests or securities, or any right or interest in any registered shares, equity interests or securities, are situated where the shares, equity interests or securities are registered or, if registered in more than one register, where the principal register is situated. Accordingly, the precise status of each prospective investor will vary from one another and each investor should consult an independent tax advisor on the Singapore income tax which may be applicable to their individual circumstances.

Adoption of FRS 109 treatment for Singapore income tax purposes

For financial years beginning on or after 1 January 2018, the Financial Reporting Standards 109 (“FRS 109”) has replaced the previous Financial Reporting Standards 39 (“FRS 39”). For holders of the Units who may be required to apply the FRS 109, such holders may be required, for Singapore income tax purposes, to recognise gains or losses (not being gains or losses in the nature of capital), even though no sale or disposal of the Units was made, in accordance with FRS 109.

Holders of the Units who may be subject to the tax treatment under the FRS 109 should consult their own accounting and tax advisors regarding the relevant Singapore income tax consequences.

Stamp Duty

Stamp duty in Singapore is generally payable only on instruments relating to the transfer of immovable property located in Singapore or shares of companies incorporated in Singapore or shares which are maintained in any share register in Singapore. With regard to the transfer of shares, stamp duty is generally payable at the rate of 0.2% of the consideration for or the net asset value of the shares, whichever that is higher. On the basis that the Units held by the investors represents an undivided ownership interest in the common stocks that are held by the Trust and such common stocks do not constitute shares of companies incorporated in Singapore or shares that are maintain in any share register in Singapore, there should be no stamp duty imposed on instruments of transfers (if any) relating to the Units. Similarly, in the event of a change of trustee for the Trust, there should also be no stamp duty imposed on any document effecting the appointment of a new trustee and the transfer of trust assets from the incumbent trustee to the new trustee.

GST

The sale of the Units by a GST-registered investor belonging in Singapore for GST purposes to another person belonging in Singapore is an exempt supply and no

 

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output GST is chargeable. As such, any input GST incurred by the GST-registered investor in making the exempt supply is therefore generally not recoverable from the Singapore Comptroller of GST.

Where the Units are sold by a GST-registered investor in the course of or furtherance of a business carried on by such investor contractually to a person who belongs outside Singapore and for the direct benefit of a person belonging outside Singapore or a GST-registered person who belongs in Singapore, the sale should generally, subject to satisfaction of certain conditions, be considered a taxable supply subject to GST at 0%. Subject to the normal rules for input tax claims, any input GST incurred by the GST-registered investor in making such a supply in the course of or furtherance of a business carried out by such investor may be fully recoverable from the Singapore Comptroller of GST.

Each prospective investor should consult an independent tax advisor on the recoverability of input GST incurred on expenses in connection with the purchase and sale of the Units.

Services consisting of arranging, brokering, underwriting or advising on the issue, allotment or transfer of ownership of the Units rendered by a GST-registered person to an investor belonging in Singapore for GST purposes in connection with the investor’s purchase, sale or holding of the Units should be subject to GST at the standard rate of 9%. Similar services rendered by a GST-registered person contractually to a person who belongs outside Singapore and for the direct benefit of a person belonging outside Singapore or a GST-registered person who belongs in Singapore should generally, subject to the satisfaction of certain conditions, be subject to GST at 0%.

19. Queries and Complaints

Investors may contact ALPS at the following toll free number to seek any clarification regarding the Trust: +1-866-732-8673.

20. Additional Information on the Index

The index provider is S&P Dow Jones Indices LLC (“S&P”), who is independent from the Trustee. The computation of the Index may be inaccurate or incomplete if, amongst other factors, the information received by S&P is inaccurate or incomplete. No warranty, representation or guarantee is given as to the accuracy or completeness of the Index and its computation or any information related thereto. The process and the basis of computing and compiling the Index and any of its related formulae, constituent companies and factors may at any time be changed or altered by S&P without notice.

The Index Securities which comprise the Index are changed by S&P from time to time. The price of Units may rise or fall as a result of such changes. The composition of the Index may also change if one of the constituent companies were to delist its

 

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securities or if a new eligible company were to list its securities and be added to the Index. If this happens, the weighting or composition of the Index Securities invested by the Trust would be changed as considered appropriate by the Trustee in order to achieve the investment objective. Thus, an investment in Units will generally reflect the Index as its constituents change from time to time, and not necessarily the way it is comprised at the time of an investment in Units.

The Index Securities held by the Trust will passively reflect the distribution of companies whose securities are included in the Index. Therefore, adverse changes in the financial condition or share performance of any company included in the Index will not result in the sale of the shares of such company by the Trust, and will be likely to adversely affect the Trust’s net asset value and the trading price of Units. The Trustee will have limited discretion to remove the securities of such company from the Fund.

A license agreement (the “License Agreement”) between SSGA FD, an affiliate of the Trustee, and S&P grants a license to SSGA FD to use the Index and to use certain trade names and trademarks of S&P in connection with the Trust. The Index also serves as a basis for determining the composition of the Portfolio. Currently, the License Agreement is scheduled to terminate on November 29, 2031, but its term may be extended without the consent of any of the beneficial owners of Units. In the event that the Index is no longer available for use by the Fund, the Trustee will source for a suitable replacement index that gives, in the opinion of the Trustee, the same or substantially similar equity exposure as the Index. There are no material conditions in the License Agreement in relation to the use of the Index which may prevent the Fund from achieving its investment objective.

Further information on the Index is available online at https://www.spglobal.com/spdji/en/indices/equity/sp-500/#overview.

21. Tracking Error Risk

Factors such as the fees and expenses of the Trust, imperfect correlation between the Portfolio Securities and the Index Securities constituting the Index, rounding of share prices, changes to the Index and regulatory policies may affect the Trustee’s ability to achieve close correlation with the performance of the Index. The Trust’s returns may therefore deviate from the Index and there is no assurance that the Trust will be able to fully track the performance of the Index. The Portfolio Securities may be adjusted from time to time to reflect any changes to the composition of, or the weighting of securities in, the Index, with a view towards minimizing tracking error of the Trust’s overall returns relative to the performance of the Index.

22. Concentration

If the Index comprises Index Securities that are concentrated in a particular group of stocks, industry or group of industries, the Trust may be adversely affected by the performance of those stocks and be subject to price volatility. In addition, if the Trust

 

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is concentrated in a single stock, group of stocks, industry or group of industries, it may be more susceptible to any single economic, market, political or regulatory occurrence.

23. Notification

The Units of the Trust are Specified Investment Products (as defined in MAS Notice SFA 04-N12: Notice on the Sale of Investment Products and MAS Notice FAA-N16: Notice on Recommendations on Investment Products) and capital markets products other than prescribed capital markets products (as defined in the Securities and Futures (Capital Markets Products) Regulations 2018).

 

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