Class L

Argyle Funds SPC Inc.
Addendum to the Private Offering Memorandum – April 1, 2009 - Class L
Argyle Principal Protected 10.0% High Yield 5 Yr. Notes SP – EUR

Description

The Fund was formed for the purpose of investing in a pool of managed accounts receivable notes or similar short-term secured asset-backed financing securities. The Fund generates revenue in the form of income that is produced and paid out from the commercial accounts receivable obligations. The Fund will raise investment capital through the issue of the Note(s) and will invest the proceeds in a pool of receivables, but will not actually be the party who will be lending or negotiating the lending nor the administration of the receivables; this task will be carried out by the Credit Advisors.  Asset backed lending is a process whereby a commercial client pledges its accounts receivables in exchange for either a specific one-time advance or a secured revolving credit facility. All of the investments of the Fund will be in the form of short-term, insured receivables of superior quality and Government receivables.

Base Currency of the Fund

The Fund’s base currency is Euros (EUR). All purchases, maturities, prices, Net Asset Value, statements and reporting letters are quoted in the currency paid into the Fund.

Initial Investment Amount

The minimum purchase price per Note for each new Eligible Investor is the EURO equivalent of USD$50,000 exclusive of any initial placement charges, if applicable. The Directors, in their sole discretion, reserve the right to increase or decrease the minimum at any time in the future but at no time shall the minimum be less than USD$50,000.

Additional Purchase Amount

Existing Investors may purchase further tranches of Notes. After an Investor has opened an account and made the minimum initial purchase, they may add to their holdings at any time. The minimum additional purchase amount is the EURO equivalent of USD$25,000.

Distributions

The Fund’s interest or other distributions will be paid to the Account Holders on a quarterly basis. Such distributions will be made to the Investor as specified on the Application Form and Subscription Agreement. The Fund expects to return the investment face value of the Note(s) upon maturity of the investment term. Any bank charges relating to the distribution, including wire charges, will be the responsibility of the Account Holder and will be deducted from the distribution amount.

Objective of the Fund - Income - Stated Income Level - 10.0%

The objective of the Fund is to achieve stated specific returns for Investors (net of Management Fees and withholding tax, if applicable) through an income stream produced from managed pools of accounts receivables. Principal protection is achieved through the investments of the Fund being limited to Government receivables or high quality insured receivables.

Valuation Day or Date

The Fund will calculate its Net Asset Value at the close of business on the last day of each month, or the nearest Business Day thereto.
 

Initial Placement Charges

An amount, not exceeding 4% of the subscription price for Note(s) calculated in accordance with the Private Offering Memorandum, will be levied and payable by the Investor. The Initial Placement Charge shall be deducted from the Investor's subscription price and paid in whole or part thereof to an agent in connection with such subscription.  The Initial Place Charge is negotiable between the Investor and the Agent.

Lock-up Period

No Investor or Account Holder may withdraw or redeem all or any portion of any amount invested in the Fund or any related gains or other income whether or not realized during the five (5) year period commencing on the date each investment was made.

Maturity

Investments, maturity, will be paid out to the Investor to the account specified on the Application Form & Subscription Agreement.  Any bank charges relating to the maturity, including wire charges, will be the responsibility of the Account Holder and will be deducted from the maturity amount.

Management Fees

Under the terms of the Management Agreement, the Investment Manager is entitled to receive a remuneration of a monthly management fee equal to an annual rate of 2.0% of the Fund’s Net Asset Value on the Valuation Day of each month paid quarterly in arrears.