Download - Prudential ICICI Gilt Fund - Kotak Mahindra Bank · Prudential ICICI Gilt Fund The particulars of the Prudential ICICI Gilt Fund, the mutual fund Scheme offered under this Offer Document,

Prudential ICICI Gilt Fund

The particulars of the Prudential ICICI Gilt Fund, the mutual fund Scheme offered under this Offer Document, have been prepared in accordance with the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, as amended till date and filed with the Securities and Exchange Board of India. The Units being offered for public subscription have not been approved or disapproved by the Securities and Exchange Board of India nor has the Securities and Exchange Board of India certified the accuracy or adequacy of the Offer Document.

This Offer Document contains information necessary for an investor to make an informed investment decision in the Scheme described herein. Investors should carefully read the Offer Document prior to making an investment decision and retain the Offer Document for future reference. Investors may note that this Offer Document remains effective until a material change occurs. Material changes shall be filed with SEBI and circulated to all Unitholders or may be publicly notified by advertisements in the newspapers subject to the applicable regulations.

Issue of Units of Rs.10/- per Unit at NAV based prices on an on-going basis.

An open ended dedicated Gilt Fund

Offer Document

SMS INVEST to 8558

CALL 1600 22 2273or apply online at www.pruicici.com

Sponsores: Prudential plc (formerly known as Prudential Corporation plc) (through its wholly owned subsidiary, Prudential Corporation Holdings Limited), Laurence Pountney Hill, London EC4R 0HH, UK; and ICICI Bank Limited (erstwhile ICICI Limited), Regd. Office: Landmark, Race Course Circle, Vadodara 390 007, India.

Investment Manager: Prudential ICICI Asset Management Company Limited, Corp. Office: 8th Floor, Peninsula Tower, Peninsula Corporate Park, Ganpatrao Kadam Marg, Off Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Regd. Office: 206 Ashoka Estate, 2nd Floor, Barakhamba Road, New Delhi 110 001.

Trustee: Prudential ICICI Trust Limited, Regd. Office: 206 Ashoka Estate, 2nd Floor, Barakhamba Road, New Delhi 110 001.

Investing in mutual fund schemes involves certain risks and considerations associated generally with making investments insecurities. The value of the Scheme’s investments may be affected generally by factors affecting financial markets, such as priceand volume, volatility in interest rates, currency exchange rates, changes in regulatory and administrative policies of the Governmentor any other appropriate authority (including tax laws) or other political and economic developments. Consequently, there canbe no assurance that the Scheme offered in this Offer Document would achieve the stated objectives. The NAV of the Units of theScheme may fluctuate and can go up or down. Past performance of the schemes managed by the Sponsors or their affiliates orthe Asset Management Company is not indicative of the future performance of the Scheme nor will the performance of theScheme, following the commencement of the operations, be indicative of the Scheme’s future performance.

Prospective investors are advised to review this Offer Document carefully and in its entirety and consult their legal, tax andfinancial advisors to determine possible legal, tax and financial or any other consequences of subscribing to, purchasing orholding Units under the Scheme, before making an application to subscribe or purchase the Units.

The Prudential ICICI Mutual Fund (the Fund) and the Prudential ICICI Asset Management Company Limited (the AMC), have notauthorized any person to give any information or make any representations, either oral or written, not stated in this OfferDocument in connection with issue of Units under the Scheme. Prospective investors are accordingly advised not to rely uponany information or representations not incorporated in this Offer Document. Any subscription, purchase or sale made by anyperson on the basis of statements or representations which are not contained in this Offer Document or which are inconsistentwith the information contained herein shall be solely at the risk of the investor.

Unitholders / investors are requested to read and understand the Offer Document, Key Information Memorandum and riskfactors furnished with the scheme in which they seek to make investments or in which they have invested. Unitholders / Investorsare urged not to rely upon or be misled by any oral promises or statements made by the distributors / intermediaries of theMutual Fund and it is brought to the special attention of investors that the AMC / Mutual Fund will not be liable for mis-statement or communication by agents / distributors which are not previously expressly authorized / approved by the AMC /Mutual Fund.

The AMC, Trust and Prudential ICICI Mutual Fund shall not be responsible for any claims made by the Unitholders / Investorsbased on such oral promises made by the distributors / intermediaries.

The current Regulations impose certain restrictions and conditions on the AMC for entering into transactions with the Sponsorsand their associates on behalf of the Fund. These restrictions include:

a) Purchase or sale of securities through any broker associated with the Sponsors or through a firm which is an associate of theSponsor(s) shall not exceed an average of 5% of the aggregate purchases and sale of securities made by the Fund in all itsSchemes in a block of any three months.

b) Utilization of the services of the Sponsors or any of their associates, for the purpose of any securities transactions anddistribution and sale of securities shall be made only if a disclosure to this effect is made in the Offer Document and thebrokerage or commission paid is also disclosed in the half yearly annual accounts of the mutual fund.

c) The Mutual Fund Scheme shall not make any investment in:

1. any unlisted security of an associate or group company of the Sponsor; or

2. any security issued by way of private placement by an associate or group company of the Sponsor; or

3. the listed securities of group companies of the Sponsor which is in excess of 25% of its net assets.

In this Offer Document, all references to “$” are to United States of America Dollars, “£” to Pound Sterling of United Kingdomand “Rs.” to Indian Rupees. The Reference Exchange Rate between the United States Dollar and the Indian Rupee has beentaken at $1 = Rs.43.59 and UK£ and Indian Rupee at 1£=Rs.79.3621.

This Offer Document is dated September 19, 2005.


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.................................................................................................................................................................. 62. Risk Factors & Special Consideration ...................................................................................................................... 83. Due Diligence Certificate ....................................................................................................................................... 114. Definitions .............................................................................................................................................................. 125. Summary – Prudential ICICI Infrastructure Fund ................................................................................................. 146. Constitution of the Mutual Fund ........................................................................................................................... 16

a) The Sponsors .................................................................................................................................................... 16b) The Trustee Company ....................................................................................................................................... 17

i. Directors .................................................................................................................................................... 17ii. Rights and Obligations of the Trustee ....................................................................................................... 18iii. Trusteeship Fees ......................................................................................................................................... 20

c) Management of Asset Management Company (AMC) ..................................................................................... 20i. Board of Directors of the AMC .................................................................................................................. 21ii. Powers, Duties & Responsibilities of the AMC ........................................................................................... 23iii. Key Employees of AMC & relevant experience ........................................................................................... 24iv. Fund Manager ........................................................................................................................................... 29v. Compliance Officer .................................................................................................................................... 29vi. Investor Relations Officer ........................................................................................................................... 29

d) Auditors ............................................................................................................................................................ 29e) Registrar ............................................................................................................................................................ 29f) Custodian ......................................................................................................................................................... 30

7. Investment Objectives & Policies .......................................................................................................................... 31a) Type of the Scheme ........................................................................................................................................... 31b) Investment Objective ......................................................................................................................................... 31c) Investment Pattern ............................................................................................................................................ 31d) Liquidity Support from RBI ................................................................................................................................ 31e) Change in Investment Pattern ........................................................................................................................... 31f) Terms of the Scheme ......................................................................................................................................... 31g) Changes in Fundamental Attributes ................................................................................................................. 32h) Investment Strategy .......................................................................................................................................... 33i) Portfolio Turnover ............................................................................................................................................. 33j) Procedure followed for investment decisions ................................................................................................... 33k) Trading in derivatives ........................................................................................................................................ 34l) Investment Restrictions for the Scheme ............................................................................................................ 35m) Underwriting by the Fund ................................................................................................................................. 36n) Computation of Net Asset Value ....................................................................................................................... 36o) Accounting Policies & Standards ....................................................................................................................... 36

8. Units & The New Fund Offer ................................................................................................................................. 38General Information ................................................................................................................................................ 38a) Minimum Subscription Amount ........................................................................................................................ 38b) Offer Price for Ongoing Subscriptions .............................................................................................................. 38c) Minimum Amount for Application ................................................................................................................... 38d) Expenses of New Fund Offer ............................................................................................................................. 38e) Investment Options offered under the Plans of the Scheme ............................................................................. 38

i. Growth Option .......................................................................................................................................... 38ii. Dividend Option ........................................................................................................................................ 38iii. Dividend Reinvestment facility ................................................................................................................... 39iv. Automatic Encashment Plan (AEP) ............................................................................................................. 39

f) Section 54EA and 54EB Investment Plans .......................................................................................................... 40g) Pledge of Units for Loans .................................................................................................................................. 40h) Systematic Transfer Plan (STP) ............................................................................................................................ 40i) Flexible Lifetime Investment Programme ........................................................................................................... 41j) How to Switch ................................................................................................................................................... 41k) Who can Invest? ................................................................................................................................................ 42

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Prudential ICICI Mutual Fund

l) How to Apply? .................................................................................................................................................. 42i) Purchase of units on on-going basis ......................................................................................................... 42ii) Purchase Price ............................................................................................................................................ 42iii) Applicable NAV .......................................................................................................................................... 43iv) Cut-off time for Purchase ........................................................................................................................... 43v) How to Purchase the Units on an on-going basis? .................................................................................... 43vi) NRIs & FIIs .................................................................................................................................................. 44vii) Mode of Payment on Repatriation basis .................................................................................................... 44viii) Mode of payment on Non-Repatriation basis ............................................................................................ 44ix) Application under Power of Attorney/ Body Corporate/Registered Society/ Trust/ Partnership .................. 44x) Joint Applicants ......................................................................................................................................... 44xi) Nomination Facility .................................................................................................................................... 45

m) Issuance of Units/Account Statements .............................................................................................................. 45n) Redemption of Units ......................................................................................................................................... 45

i) Redemption Price ....................................................................................................................................... 45ii) Applicable NAV .......................................................................................................................................... 46iii) Cooling-off period for web based transactions ......................................................................................... 46iv) How to Redeem? ....................................................................................................................................... 46v) Payment of Proceeds .................................................................................................................................. 46vi) Non receipt of email communication by Investors ..................................................................................... 47vii) Redemption by NRIs/ FIIs ............................................................................................................................ 47viii) Effect of Redemptions ............................................................................................................................... 47ix) Fractional Units .......................................................................................................................................... 47x) Signature mismatch cases .......................................................................................................................... 47xi) Right to Limit Redemptions ....................................................................................................................... 48xii) Suspension of Sale and Redemption of Units ............................................................................................ 48xiii) Permanent Account Number (PAN) ............................................................................................................ 48xiv) Unique Identification Number (UIN) ........................................................................................................... 48xv) Dormant Account Locking ......................................................................................................................... 48

9. Load Structure, Fees and Expenses ...................................................................................................................... 491) Load Structure of the Scheme ........................................................................................................................... 492) Fees and Expenses of the Scheme ..................................................................................................................... 49

a) New Fund Offer Expenses .......................................................................................................................... 49b) Estimated Recurring Expenses ................................................................................................................... 49

3) Expenses of the Past Schemes ........................................................................................................................... 50i. New Fund Offer Expenses - Comparison of estimated to actual ................................................................ 50ii. Condensed Financial Information .............................................................................................................. 51

10. Unitholders Rights and Services ........................................................................................................................... 70a) Investors Services .............................................................................................................................................. 70b) Ease of Transactions .......................................................................................................................................... 70

i. Customer Service Centers in major metros ................................................................................................ 70ii. Process transactions in a timely manner .................................................................................................... 70

c) Problem Resolution .......................................................................................................................................... 70d) Information about the Scheme ......................................................................................................................... 70e) NAV Information ............................................................................................................................................... 70f) Disclosure of information under the Regulations ............................................................................................. 71g) Rights of Unitholders of the Scheme ................................................................................................................ 71h) Duration of the Scheme/Winding up ................................................................................................................ 71i) Procedure and manner of Winding up .............................................................................................................. 72j) Tax Benefits ....................................................................................................................................................... 72

1) To the Fund ................................................................................................................................................ 722) Securities Transaction Tax ........................................................................................................................... 723) To the Unitholders ..................................................................................................................................... 73

A. Income received from mutual fund ..................................................................................................... 73B. Long term capital gains on transfer of units ....................................................................................... 73

i. For Individuals and HUFs ............................................................................................................. 73


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ii. For Partnership Firms, Non-Residents, Indian Companies/Foreign Companies ........................... 73iii. For Non-resident Indians ............................................................................................................. 73iv. For Overseas Financial Organisations and Foreign Institutional Investors

fulfilling conditions laid down under section 115AB (Offshore Fund ......................................... 73C. Short term capital gains ...................................................................................................................... 73

D. Tax deduction at source ...................................................................................................................... 74

E. Exemption from tax on capital gains arising on transfer of units held for more than 12 months ...... 75

F. Investments by charitable and religious trusts in the plan .................................................................. 75

G. Wealth Tax .......................................................................................................................................... 75k) Unclaimed redemption amount ........................................................................................................................ 75

11. Other Matters ........................................................................................................................................................ 76a) Unitholders Grievances Redressal Mechanism .................................................................................................. 76b) Associate Transactions ...................................................................................................................................... 77c) Details of Investment in Companies that hold more than 5% of NAV of Schemes managed by the AMC ....... 84

d) Penalties and Pending Litigations ..................................................................................................................... 86e) Borrowing by the Mutual Fund ......................................................................................................................... 92f) Inter-Scheme Transfers ...................................................................................................................................... 92g) General Information ......................................................................................................................................... 93

• Power to make Rules ................................................................................................................................. 93• Power to remove Difficulties ...................................................................................................................... 93• Scheme to be binding on the Unitholders ................................................................................................. 93• Documents available for Inspection ........................................................................................................... 93

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� The Sponsors of the Fund are ICICI Bank Limited (erstwhile ICICI Limited) and Prudential plc. of the United Kingdom (UK).

ICICI Bank is India’s second-largest bank with total assets of about Rs.1,67,659 crore at March 31, 2005 and profit after taxof Rs. 2,005 crore for the year ended March 31, 2005 (Rs. 1,637 crore in fiscal 2004). ICICI Bank has a network of about 560branches and extension counters and over 1,900 ATMs. ICICI Bank offers a wide range of banking products and financialservices to corporate and retail customers through a variety of delivery channels and through its specialised subsidiaries andaffiliates in the areas of investment banking, life and non-life insurance, venture capital and asset management. ICICI Bankset up its international banking group in fiscal 2002 to cater to the cross-border needs of clients and leverage on itsdomestic banking strengths to offer products internationally. ICICI Bank currently has subsidiaries in the United Kingdom,Canada and Russia, branches in Singapore and Bahrain and representative offices in the United States, China, United ArabEmirates, Bangladesh and South Africa. (Source: Overview at www.icicibank.com).

ICICI Bank was originally promoted in 1994 by ICICI Limited, an Indian financial institution, and was its wholly-ownedsubsidiary. ICICI’s shareholding in ICICI Bank was reduced to 46% through a public offering of shares in India in fiscal1998, an equity offering in the form of ADRs listed on the NYSE in fiscal 2000, ICICI Bank’s acquisition of Bank of MaduraLimited in an all-stock amalgamation in fiscal 2001, and secondary market sales by ICICI to institutional investors in fiscal2001 and fiscal 2002.

Pursuant to the Scheme of Amalgamation effective March 30, 2002, among ICICI, ICICI Personal Financial Services, ICICICapital Services and ICICI Bank, sanctioned by the High Court of Gujarat and the High Court of Judicature at Bombay andapproved by the Reserve Bank of India, ICICI, ICICI Personal Financial Services and ICICI Capital Services were merged withICICI Bank in an all-stock merger. ICICI Bank is the surviving legal entity in the amalgamation.

Prudential plc is a leading international financial services group providing retail financial products and services and fundmanagement to many millions of customers worldwide. As a group Prudential plc has, as of December 31, 2004, overGBP187 billion of funds under management, more than 16 million customers and over 22,500 employees worldwide as ofDecember 31, 2003.

Securities and Exchange Board of India, vide its letter no. MFD/PM/567/02 dated June 4, 2002, has accorded its approval inrecognizing ICICI Bank Ltd. as a co-sponsor consequent to the merger of ICICI Ltd. with ICICI Bank Ltd.

� Fund Management expertisePrudential plc is a leading international financial services group providing retail financial products and services and fundmanagement to many millions of customers worldwide. As a group Prudential plc has, as of December 31, 2004, overGBP187 billion of funds under management, more than 16 million customers and over 22,500 employees worldwide as ofDecember 31, 2003.Prudential ICICI Asset Management Company Limited, the Investment Manager to the Prudential ICICI Mutual Fund,manages assets over Rs. 21,426 crores as of August 31, 2005 through 23 schemes. It is one of the largest asset managementcompanies in the country.

� Investment Objective - Prudential ICICI Gilt Fund is a Scheme which seeks to generate regular returns through investmentin gilts. This Scheme will invest only in Government Securities and will not invest in equity or corporate debt securities. Giltscarry no risk of default in payment of principal or interest, though gilt securities do carry a price risk.Provident Funds, Pension Funds, Superannuation Funds and Gratuity Funds are eligible to invest in the Scheme.

� High Liquidity - Being an open ended Scheme, Units may be purchased or redeemed on every Business Day at NAV basedprices. The Fund will, under normal circumstances, endeavor to despatch redemption cheques within 1 Business Day fromthe date of acceptance of the redemption request at any of the Customer Service Centers of AMC. This service standard willapply only at the centers where RBI handles clearing directly and is able to transfer funds from Mumbai on the same-day-value basis. In respect of all non-RBI centers, for redemption payments, AMC will take additional day(s) – not exceeding 3Business Days – that would essentially be linked to the time taken by banks to clear funds at such Non-RBI centers.

� As the Scheme is dedicated exclusively to investments in Government Securities, RBI has approved the Scheme for availingthe liquidity support upto 20% of the outstanding stock of investments in government securities, including treasury billsheld in the Scheme. This will help the Scheme, if necessary, to meet its liquidity needs.

� The investors under the Scheme may choose between the following investment Plans/Options:

Sr. No. Investment Plan Options

1. Treasury Plan GrowthGrowth – AEPDividend (Quarterly & Half-yearly)

2. Investment Plan GrowthGrowth – AEPDividend (Half-yearly)

3. Treasury PF Option GrowthGrowth – AEP

4. Investment PF Option GrowthGrowth – AEP

Facility for dividend reinvestment is also available under the dividend option.


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� Entry / Exit Load: For the present, on an on-going basis the investors under the Scheme and the Plans thereunder arerequired to pay an entry and exit load as below:

Sr. No. Investment Plan Entry Load Exit Load

1. Treasury Plan Nil Nil

2. Investment Plan Nil Nil

3. Treasury Plan – PF Option Nil For amounts sought to be redeemed/switched beforecompletion of 365 days – 0.80% of the applicableNAV

For amounts sought to be redeemed/switched aftercompletion of 365 days - Nil

4. Investment Plan – PF Option Nil For amounts sought to be redeemed/switched beforecompletion of 365 days – 0.60% of the applicableNAV

For amounts sought to be redeemed/switched aftercompletion of 365 days - Nil

All New Fund Offer expenses for the Scheme were borne by the AMC and have not been charged to the Scheme.

� Investors in the Scheme/Plans are not being offered any guaranteed returns.

� Investors are advised to consult their Legal /Tax and other Professional Advisors in regard to tax/legal implicationsrelating to their investments in the Scheme and before making decision to invest in the Scheme or redeem theUnits in the Scheme.

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� Mutual Funds and securities investments are subject to market risks and there is no assurance or guarantee that theobjectives of the Scheme will be achieved.

� As with any securities investment, the NAV of the Units issued under the Scheme can go up or down depending on thefactors and forces affecting the capital markets.

� Past performance of the Sponsors, AMC/Fund does not indicate the future performance of the Schemes of the Fund.

� The Sponsors are not responsible or liable for any loss resulting from the operation of the Scheme beyond the contributionof an amount of Rs 22.2 lacs collectively made by them towards setting up the Fund and such other accretions and additionsto the corpus set up by the Sponsors.

� Prudential ICICI Gilt Fund is the name of the Scheme and does not in any manner indicate either the quality of the Schemeor its future prospects and returns.

� The NAV of the Scheme may be affected by changes in the general level of interest rates and trading volumes, settlementperiods and transfer procedures.

� The Scheme may use various derivatives and hedging products from time to time, as would be available and permitted bySEBI, in an attempt to protect the value of the portfolio and enhance Unitholders interest. In case the Scheme utilizes anyderivatives under the Regulations, the Scheme may, in certain situations, be exposed to risks associated with the use ofderivatives.

� Investors in the Scheme are not being offered any guaranteed returns.

� From time to time and subject to the Regulations, the Sponsors, the mutual funds and investment companies managed bythem, their affiliates, their associate companies, subsidiaries of the sponsors and the AMC may invest either directly orindirectly in the Scheme. The funds managed by these affiliates, associates, the Sponsors, subsidiaries of the Sponsors and/or the AMC may acquire a substantial portion of the Scheme’s Units and collectively constitute a major investor in theScheme. Accordingly, redemption of Units held by such funds, affiliates/associates and Sponsors may have an adverseimpact on the Units of the Scheme because the timing of such redemption may impact the ability of the other Unitholdersto redeem their Units.

� The Scheme may invest in other schemes managed by the AMC or in the schemes of any other Mutual Funds, provided it isin conformity to the investment objectives of the Scheme and in terms of the prevailing Regulations. As per the Regulations,no investment management fees will be charged for such investments.

� Changes in Government policy in general and changes in tax benefits applicable to mutual funds may impact the returnsto investors in the Scheme

� The Fund may use derivatives instruments like Interest Rate Swaps, Forward Rate Agreements or other derivative instrumentsfor the purpose of hedging and portfolio balancing, as permitted under the Regulations and guidelines. Usage of derivativeswill expose the Scheme to certain risks inherent to such derivatives.

The Scheme may also use various derivatives and hedging products from time to time, as would be available andpermitted by SEBI, in an attempt to protect the value of the portfolio and enhance Unitholders’ interest. In casethe Scheme utilizes any derivatives under the Regulations, the Scheme may, in certain situations, be exposed toprice risks.

� From time to time and subject to the regulations, the AMC may invest in this Scheme. The decision to invest in the Schemeby the AMC will be based on parameters specified by the Board of the AMC.

Further, as per the Regulation, in case the AMC invests in any of the schemes managed by it, it shall not be entitled to chargeany fees on such investments.

� As per SEBI circular dated December 12, 2003 ref SEBI/IMD/CIR No. 10/22701/03 and AMFI’s communication having ref.No.35/MEM-COR/55/04-05 dated December 31, 2004, each scheme and individual plan(s) under the schemes should havea minimum of 20 investors and no single investor should account for more than 25% of the corpus of such scheme/plan(s).In case of non-fulfillment with either of the above two conditions in a three months time period or the end of succeedingcalendar quarter, whichever is earlier, from the close of the New Fund Offer (NFO) of open ended schemes or on an ongoingbasis for each calendar quarter, the schemes /plans shall be wound up by following the guidelines prescribed by SEBI andthe investor’s money would be redeemed at applicable NAV.

SEBI has, vide its Circular No.SEBI/IMD/CIR No.1/42529/05, further clarified that the foresaid Circular would be applicableat the Portfolio level. For determining the holding by single investor above 25% limit, the average of daily holding by eachsuch investor over the quarter would be considered. If the holding by such investor exceeds 25% limit over the quarter,rebalancing period of one month would be allowed and thereafter 15 days notice shall be given to the investor to redeemhis exposure over the 25% limit within 15 days. In case, if the investor fails to redeem his exposure over 25%, it would leadto automatic redemption by the Mutual Fund on the applicable NAV on the 15th day of the notice period.

� Different types of securities in which the scheme would invest as given in the offer document carry different levels and typesof risk. Accordingly the scheme’s risk may increase or decrease depending upon its investment pattern. E.g. corporate bondscarry a higher amount of risk than Government securities. Further even among corporate bonds, bonds which are AAArated are comparatively less risky than bonds which are AA rated.

� Risks attached with the use of derivatives: As and when the schemes trade in the derivatives market there are risk factorsand issues concerning the use of derivatives that investors should understand. Derivative products are specialized instruments


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that require investment techniques and risk analyses different from those associated with stocks and bonds. The use of aderivative requires an understanding not only of the underlying instrument but also of the derivative itself. Derivativesrequire the maintenance of adequate controls to monitor the transactions entered into, the ability to assess the risk that aderivative adds to the portfolio and the ability to forecast price or interest rate movements correctly. There is the possibilitythat a loss may be sustained by the portfolio as a result of the failure of another party (usually referred to as the “counterparty”) to comply with the terms of the derivatives contract. Other risks in using derivatives include the risk of mis pricing orimproper valuation of derivatives and the inability of derivatives to correlate perfectly with underlying assets, rates andindices.

Scheme Specific Risk Factor:

� Generally, when interest rates rise, prices of fixed income securities fall and when interest rates drop, the prices increase. Theextent of fall or rise in prices is a function of the existing coupon, days to maturity and the increase or decrease in interestrates. Price-risk is not unique to government securities but is true for all fixed income securities. The default risk however, inrespect of Government securities is zero. Therefore, their prices are influenced only by movement in interest rates in thefinancial system. On the other hand, in the case of corporate or institutional fixed income securities, such as bonds ordebentures, prices are influenced by credit standing of the issuer as well as the general level of interest rates.

� Even though the Government securities market is more liquid compared to other debt instruments, on occasions, therecould be difficulties in transacting in the market due to extreme volatility or unusual constriction in market volumes or onoccasions when an unusually large transaction has to be put through.

� Mutual funds being vehicles of securities investments are subject to market and other risks and there can be no guaranteeagainst loss resulting from investing in the Scheme. The various factors which impact the value of the Scheme’s investmentsinclude, but are not limited to, fluctuations in the bond markets, fluctuations in interest rates, prevailing political andeconomic environment, changes in government policy, tax laws, liquidity of the underlying instruments, settlement periods,trading volumes etc.

� The inability of the Scheme to make intended securities purchases due to settlement problems could cause the Scheme tomiss certain investment opportunities. By the same rationale, the inability to sell securities held in the Scheme’s portfoliodue to the extraneous factors that may impact liquidity would result, at times, in potential losses to the Scheme, in case ofa subsequent decline in the value of securities held in the Scheme’s portfolio.

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Sponsors

Prudential plcLaurence Pountney Hill,London EC4R DHH,United Kingdom

ICICI Bank LimitedLandmark,Race Course Circle,Vadodara 390 007,India

Asset Management Company

Prudential ICICI Asset Management Company Limited

Registered Office206 Ashoka Estate, 2nd Floor,24 Barakhamba Road,New Delhi – 110 001Telephone: 022 - 24997000 Fax : 022 - 24997029

Corporate Office8th Floor, Peninsula Tower, Peninsula Corporate Park,Ganpatrao Kadam Marg, Off Senapati Bapat Marg,Lower Parel, Mumbai 400 013.Telephone: 022 - 24997000 Fax: 022 - 24997029

Trustee

Prudential ICICI Trust Limited206 Ashoka Estate, 2nd Floor,24 Barakhamba Road,New Delhi – 110 001

Registrar

Computer Age Management Services Private LimitedUnit : Prudential ICICI Mutual FundA&B Lakshmi Bhavan609 Anna Salai, Chennai 600 006

Auditors to the Scheme

N. M. Raiji & CompanyUniversal Insurance BuildingSir Phiroze Shah Mehta RoadMumbai 400 001

Custodian

HDFC Bank LimitedSandoz HouseDr. Annie Besant RoadWorliMumbai 400 018

Legal Advisors

A.R.A. LAW1st Floor,Agra Building,121, M.G. Road,Fort, Mumbai - 400 023


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It is confirmed that:

i) The draft Offer Document forwarded to SEBI is in accordance with the SEBI (Mutual Funds) Regulations, 1996 and theguidelines and directives issued by SEBI from time to time.

ii) All legal requirements connected with the launching of the Scheme and also the guidelines, instructions, etc. issued by theGovernment of India and any other competent authority in this behalf, have been duly complied with.

iii) The disclosures made in the Offer Document are true, fair and adequate to enable the investors to make a well-informeddecision regarding investment in the proposed Scheme.

iv) The intermediaries named in the Offer Document, according to the information given to the AMC, are registered with SEBIand till date such registration is valid.

Place: Mumbai Ranganath AthreyaDate: September 19, 2005 Sr. Vice President –Legal, Compliance,

& Company Secretary

Note: The Due Diligence Certificate as stated above was submitted to SEBI.

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In this Offer Document, the following words and expressions shall have the meaning specified herein, unless the contextotherwise requires:

Asset Management Company or AMC or Prudential ICICI Asset Management Company Limited (formerly, ICICIInvestment Manager Asset Management Company Limited), the Asset Management

Company incorporated under the Companies Act, 1956, and registeredwith SEBI to act as an Investment Manager for the schemes of PrudentialICICI Mutual Fund.

Applicable NAV for Purchase Applicable NAV is the Net Asset Value per Unit at the close of theBusiness Day on which the application is accepted.

An application will be considered accepted on that day, subject to itbeing complete in all respects and received prior to the cutoff time onthat Business Day.

Applicable NAV for Redemption Applicable NAV is the Net Asset Value per Unit at the close of theBusiness Day on which the application is accepted.

Business Day A day other than (i) Saturday and Sunday, (ii) a day on which the banksin Mumbai or National Stock Exchange or the Reserve Bank of India areclosed (iii) a day on which there is no RBI clearing / settlement ofsecurities; or (iv) a day on which the Sale and Redemption of Units issuspended by the Trustee.Provided that the days when the banks at any centre where the AMCCustomer Service Centres are located, are closed due to a local holiday,such days will be treated as non-Business Days at such centres for thepurposes of accepting fresh subscriptions. However, if the AMCs officesin such centres are open on such local holidays, then redemption andswitch requests will be accepted at those centres provided it is a BusinessDay for the Scheme on an overall basis.

Custodian HDFC Bank Limited, Mumbai, acting as Custodian to the Schemes, orany other custodian who is approved by the Trustee and has beengranted registration by SEBI under the Securities and Exchange Boardof India (Custodian of Securities) Regulations, 1996 as amended fromtime to time.

FII Foreign Institutional Investors, registered with SEBI under Securitiesand Exchange Board of India (Foreign Institutional Investors)Regulations, 1995, as amended from time to time.

Gilts or Government Securities Securities created and issued by the Central Government and/or aState Government (including Treasury Bills) or Government Securitiesas defined in the Public Debt Act, 1944, as amended from time to time.

ICICI Bank ICICI Bank Limited

Investment Management Agreement The Agreement dated September 3, 1993 entered into betweenPrudential ICICI Trust Limited (formerly, ICICI Trust Limited) andPrudential ICICI Asset Management Company Limited (formerly, ICICIAsset Management Company Limited), as amended from time to time.

Investment Plan A Plan under the Prudential ICICI Gilt Fund

Investment Plan PF Option A Plan under the Prudential ICICI Gilt Fund

NAV Net Asset Value of the Units of the Scheme and the Plans and Optionstherein, calculated on every Business Day in the manner provided inthis Offer Document or as may be prescribed by Regulations from timeto time.

NRI Non-Resident Indian

Offer Document This document issued by Prudential ICICI Mutual Fund, offering Unitsof Prudential ICICI Gilt Fund, for subscription, at NAV based prices.

Prudential Prudential plc (formerly known as Prudential Corporation plc), of theU.K. and includes, wherever the context so requires, its wholly ownedsubsidiary Prudential Corporation Holdings Limited.

Prudential ICICI Gilt Fund or Gilt Fund Prudential ICICI Gilt Fund and the Plans and Options comprised therein,as the context may permit.

RBI Reserve Bank of India, established under the Reserve Bank of India Act,1934, as amended from time to time.


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SEBI Securities and Exchange Board of India, established under Securitiesand Exchange Board of India Act, 1992, as amended from time totime.

The Fund or Mutual Fund Prudential ICICI Mutual Fund (erstwhile ICICI Mutual Fund), a trust setup under the provisions of Indian Trusts Act, 1882. The Fund isregistered with SEBI vide Registration No.MF00393/6 dated October13, 1993 as ICICI Mutual Fund and obtained approval from SEBI forchange in name to Prudential ICICI Mutual Fund vide SEBI’s letterdated April 16, 1998.

The Trustee Prudential ICICI Trust Limited (erstwhile ICICI Trust Limited), a companyset up under the Companies Act, 1956, and approved by SEBI to act asthe Trustee for the schemes of Prudential ICICI Mutual Fund.

The Scheme Prudential ICICI Gilt Fund and/or the Plans and either the GrowthOption or the Dividend Option contained there in, as the context maypermit.

The Regulations Securities and Exchange Board of India (Mutual Funds) Regulations,1996, as amended from time to time.

Treasury Plan A Plan under the Prudential ICICI Gilt Fund.

Treasury Plan PF Option A Plan under the Prudential ICICI Gilt Fund

Trust Deed The Trust Deed dated August 25, 1993 establishing ICICI Mutual Fund,(subsequently renamed Prudential ICICI Mutual Fund), as amendedfrom time to time.

Trust Fund Amounts settled/contributed by the Sponsors towards the corpus ofthe Prudential ICICI Mutual Fund and additions/accretions thereto.

Unit The interest of an investor which consists of one undivided share inthe Net Assets of the Scheme.

Unitholder A holder of Units in the Scheme of Prudential ICICI Gilt Fund and thePlans and Options offered under the Scheme, as contained in thisOffer Document.

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Structure Open Ended dedicated Gilt Fund

Offer Price for on-going Subscriptions: Based on the Applicable NAV of the Scheme, subject to entry loadprovisions, if any.

Features The Scheme seeks to generate regular returns through investmentsmade in Gilts. The investors may choose between a Treasury Plan, anInvestment Plan, a Treasury Plan - PF Option and an Investment Plan -PF Option.

As the investment portfolios of all the Plans/Options under the Schemesare different there will be separate NAVs for each of the Plan/Option.

All the Plans under the Scheme offers a Growth Option and a GrowthAEP Option whereas a Dividend Option is available under Treasury andInvestment Plan. Dividend reinvestment facility is also available underthe respective Dividend option.

There can be no assurance that the investment objective of the Scheme/Plan will be realized.

Application Amount Minimum application amount under the Scheme and all the Plansthereunder is Rs.25,000 (plus in multiples of Re. 1). Additionalinvestments should be for a minimum of Rs.5,000.

New Fund Offer Expenses The New Fund Offer expenses were borne by the AMC and were notcharged to the Scheme.

Flexible life time Investment Programme The Fund will allow investors the flexibility to alter the allocation oftheir investments amongst the designated schemes offered by theFund in order to meet their changing investment needs or risk profilesby switching between the schemes of the Fund. It is the intention ofthe Fund to enable investors in the Scheme to switch between thepresent open ended schemes and the future schemes which may beincluded in the Flexible Lifetime Investment Programme. Please refer topage 41 for more details of the Flexible Lifetime Investment Programme.

Liquidity On an on-going basis, an investor can purchase and redeem Units onevery Business Day at NAV based prices, subject to the prevailing loadstructure. (Please refer to page 45 for Redemption Price and page 42for Purchase Price).

The Units of the Scheme are not listed on any exchange.

The Fund will, under normal circumstances, endeavour to dispatchredemption cheques within 1 Business Day from the date of acceptanceof the redemption request at any of the Customer Service Centers ofAMC. This service standard will apply only at the centers where RBIhandles clearing directly and is able to transfer funds from Mumbai onthe same-day-value basis. In respect of all non-RBI centers, forredemption payments, AMC will take additional day(s) – not exceeding3 Business Days- that would essentially be linked to the time taken bybanks to clear funds at such Non-RBI centers.

Transparency NAV will be determined on every Business Day, except in specialcircumstances described on page 48. NAV of the Scheme shall bemade available at all Customer Service Centers of the AMC. The AMCshall endeavor to also have the NAV published in two daily newspapersand updated on the AMC’s web site _ www.pruicici.com.

AMC shall update the NAVs on the website of Association of MutualFunds in India - AMFI (www.amfiindia.com) by 8.00-p.m. every BusinessDay. In case of any delay, the reasons for such delay would be explainedto AMFI and SEBI by the next day. If the NAVs are not available beforecommencement of business hours on the following day due to anyreason, the Fund shall issue a press release providing reasons andexplaining when the Fund would be able to publish the NAVs.

The Mutual Fund will disclose the full portfolio of the Scheme everyquarter.


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Repatriation facility NRIs/PIOs/FIIs have been granted a general permission by RBI [Schedule5 of the Foreign Exchange Management (Transfer or Issue of Securityby a Person Resident Outside India) Regulations, 2000] for investing in/ redeeming units of the schemes subject to conditions set out in theaforesaid regulations.

Eligibility for Provident Funds Provident Funds, Pension Funds, Superannuation Funds and GratuityFunds are eligible to invest in the Scheme.

Eligibility for Trusts Religious and Charitable Trusts are eligible to invest in the Schemeunder the provisions of 11(5)(xii) of Income Tax Act, 1961 read withRule 17C of Income Tax Rules, 1962.

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CONSTITUTION OF THE MUTUAL FUND

ICICI Mutual Fund, which has been renamed as Prudential ICICI Mutual Fund (“the Mutual Fund” or “the Fund”) has beenconstituted as a Trust in accordance with the provisions of the Indian Trusts Act, 1882 (2 of 1882). The Mutual Fund wasregistered with SEBI on October 13, 1993.

ICICI Mutual Fund was established by erstwhile ICICI Ltd. (Since merged with ICICI Bank Ltd), by execution of a Trust Deed datedAugust 25, 1993. Prudential plc, through its wholly owned subsidiary, Prudential Corporation Holdings Limited, has contributedan amount of Rs.12.2 lacs to the corpus of the Fund and has received permission for such contribution from the RBI vide letterNo: CO.FID (I) 4940/10/I.07.02.200 (221) 97-98 dated April 25, 1998. SEBI has approved the change in name of the Fund toPrudential ICICI Mutual Fund vide its letter IIMARP / 88 / 98 dated April 16, 1998. A deed of amendment to the Trust Deed datedAugust 25, 1993 was executed and registered.

An Amendatory Agreement was entered into between Prudential Plc. and ICICI Bank Ltd on May 27, 2005 for transfer of 6% ofthe Shareholding of Prudential Plc. in Prudential ICICI Asset Management Co. Ltd (AMC) and Prudential ICICI Trust Co. Ltd.(Trustee Company) to ICICI Bank Ltd. Consequent to the said transfer, with effect from August 26, 2005 ICICI Bank Limited holdsshares aggregating to 51% of the share capital of AMC and Turstee Company, whereas the balance 49% is held by PrudentialPlc. of UK, through its wholly owned subsidiary, Prudential Corporation Holdings Limited.

AMC has informed SEBI of the proposed transfer. SEBI has vide its letter IMD/RK/42692/05 dated June 15, 2005 taken note ofthe proposed transfer.

a) Sponsors

ICICI Bank Limited

Securities and Exchange Board of India, vide its letter no. MFD/PM/567/02 dated June 4, 2002, has accorded its approval inrecognizing ICICI Bank Ltd. as a co-sponsor consequent to the merger of ICICI Ltd. with ICICI Bank Ltd.

ICICI Bank is India’s second-largest bank with total assets of about Rs.1,67,659 crore at March 31, 2005 and profit after tax ofRs. 2,005 crore for the year ended March 31, 2005 (Rs. 1,637 crore in fiscal 2004). ICICI Bank has a network of about 560branches and extension counters and over 1,900 ATMs. ICICI Bank offers a wide range of banking products and financialservices to corporate and retail customers through a variety of delivery channels and through its specialised subsidiaries andaffiliates in the areas of investment banking, life and non-life insurance, venture capital and asset management. ICICI Bank setup its international banking group in fiscal 2002 to cater to the cross-border needs of clients and leverage on its domesticbanking strengths to offer products internationally. ICICI Bank currently has subsidiaries in the United Kingdom, Canada andRussia, branches in Singapore and Bahrain and representative offices in the United States, China, United Arab Emirates,Bangladesh and South Africa. (Source: Overview at www.icicibank.com).

ICICI Bank was originally promoted in 1994 by ICICI Limited, an Indian financial institution, and was its wholly-owned subsidiary.ICICI’s shareholding in ICICI Bank was reduced to 46% through a public offering of shares in India in fiscal 1998, an equityoffering in the form of ADRs listed on the NYSE in fiscal 2000, ICICI Bank’s acquisition of Bank of Madura Limited in an all-stockamalgamation in fiscal 2001, and secondary market sales by ICICI to institutional investors in fiscal 2001 and fiscal 2002.

Pursuant to the Scheme of Amalgamation effective March 30, 2002, among ICICI, ICICI Personal Financial Services, ICICI CapitalServices and ICICI Bank, sanctioned by the High Court of Gujarat and the High Court of Judicature at Bombay and approved bythe Reserve Bank of India, ICICI, ICICI Personal Financial Services and ICICI Capital Services were merged with ICICI Bank in an all-stock merger. ICICI Bank is the surviving legal entity in the amalgamation.

Given below is a brief summary of ICICI Bank’s financials:

(Rs. in crores)

*Year ended *Year ended *Year ended *Year endedMarch 31, 2002 March 31, 2003 March 31,2004 March 31, 2005

Total Income 2726.59 12,526.88 11,958.96 12,826.04

Profit After Tax 258.3 1,206.18 1,637.10 2,005.20

Free Reserves @ 5632.41 6,320.65 7,394.16 11,813.20

Net Worth 6244.96 6933.31 8,010.56 12,549.98

Earnings per Share (Rs.) (diluted) 11.61 19.65 26.44 27.33

Book Value per Share (Rs.) 101.95 113.10 129.96 170.33

Dividend 20% 75% 75% 85%

Paid Up Capital (Equity) $ 612.55 612.66 616.40 736.78

(Preference) # 350 350 350 350

* The results include the result of erstwhile ICICI Limited and its subsidiaries, ICICI Personal Financial Services Limited andICICI Capital Services Limited, amalgamated with the Bank w.e.f. March 30, 2002. The financials for the current periods arenot comparable with the earlier periods.

@ Excludes revaluation reserve

$ Includes in 2002, Rs. 392.67 crores for shares to be issued to shareholders of ICICI Limited on amalgamation, further,during the year ended March 31, 2003, the Bank allotted 3,000 shares pursuant to exercise of employee stock options.


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# Represents in 2002, face value of 350 preference shares to be issued to shareholders of ICICI Ltd on amalgamation,redeemable at par on April 20, 2018. As per the notification received from Ministry of Finance, the restriction of section12(1) of the Banking Regulation Act, 1949, prohibiting banks established after 1944 from holding preference shares, is notapplicable to the Bank for a specified period.

Note: ICICI Bank has raised Rs. 324600 Crores of equity in April 2004 (including a green shoe option)

An Amendatory Agreement was entered into between Prudential Plc. and ICICI Bank Ltd on May 27, 2005 for transfer of 6% ofthe Shareholding of Prudential Plc. in Prudential ICICI Asset Management Company Limited (AMC) to ICICI Bank Ltd. Consequentto the said transfer, with effect from August 26, 2005 ICICI Bank Limited holds shares aggregating to 51% of the share capitalof AMC, whereas the balance 49% is held by Prudential Plc. of UK, through its wholly owned subsidiary, Prudential CorporationHoldings Limited.

Prudential plc (formerly known as Prudential Corporation plc)

Prudential plc is a leading international financial services group providing retail financial products and services and fundmanagement to many millions of customers worldwide. As a group Prudential plc has, as of December 31, 2004, over GBP187billion of funds under management, more than 16 million customers and over 22,500 employees worldwide as of December 31,2003.

Given below is a brief summary of Prudential’s financials:

(Rs. crores)

Year ended December 31

Description 2004 2003 2002

Total Income 295,529 249,649 272,926Profit Before Tax 5,159 2,778 3,841Profit After Tax 3,397 1,651 3,563Shareholders’ Funds 33,975 26,015 29,110Earnings per share (Rs.) 15.95 8.58 18.65Equity Capital (5 Pence per share) 944 794 794Free Reserves 33,031 25,221 28,316Net-worth 33,975 26,015 29,110Book Value per share (Rs.) 142.75 130.07 145.55Percentage of dividend per share 316.80% 320% 520%Dividend per share (in Pence) 15.84P 16.00P 26.00P

b) The Trustee Company (The Trustee) - Prudential ICICI Trust Limited

Prudential ICICI Trust Limited, a company incorporated under the Companies Act, 1956 is the Trustee to the Fund vide TrustDeed dated August 25, 1993 as amended from time to time.

An Amendatory Agreement was entered into between Prudential Plc. and ICICI Bank Ltd on May 27, 2005 for transfer of6% of the Shareholding of Prudential Plc. in Prudential ICICI Trust Co. Ltd. (Trustee Company) to ICICI Bank Ltd. Consequentto the said transfer, with effect from August 26, 2005 ICICI Bank Limited holds shares aggregating to 51% of the sharecapital of the Trustee Company, whereas the balance 49% is held by Prudential Plc. of UK, through its wholly ownedsubsidiary, Prudential Corporation Holdings Limited.

i) The Directors of the Trustee Company are:

Mr. Eruch B. Desai Partner(S/o. Mr. Byramsha Desai) Mulla & Mulla & Craigie Blunt & Caroe81, Sonarica Director33-A, Pedder Road Birla Global Finance Ltd.Mumbai 400 026 Bekaert Industries Pvt. Ltd.Solicitor and Advocate The Century Textiles & Industries Ltd.

Dolphin Fisheries & Trading Pvt.Ltd.Hercules Hoists Ltd. (Alternate director)Hindalco Industries Ltd.Matsushita Lakhanpal Battery India Ltd.Kennametal Widia (India) Ltd. (Alternate)Supreme Industries Ltd.

Mr. Nagesh D. Pinge* Nominee Director (on behalf of ICICI Bank Limited)(S/o. Dinkar Shripad Pinge) The India Cements LimitedD-408/1, Viman Darshan Rama Newsprint and Papers Ltd.28-29 Swami Nityanand MargAndheri (East)Mumbai 400069Senior General Manager – Complianceand Audit Group – ICICI Bank Ltd.

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Mr. Sham P. Subhedar* Senior Advisor(S/o. Mr. Pandharinath Subhedar) Prudential Corporation Asia Ltd.1, Gulmohar DirectorS.V. Road Peter Pan Travels Services Pvt. Ltd.Vile Parle (W) SAS Management Consultants and Office Services Pvt. Ltd.Mumbai 400 056 Prudential Process Management Services Pvt. Ltd.Consultant

Mr. D. J. Balaji Rao Director(S/o D. B. Jagannath Rao) Ashok Leyland Ltd. ChennaiD-103, Adarsh Residency Bajaj Auto Ltd.47th Cross (2nd Main) 3M INDIA Ltd., BangaloreJayanagar, 8th Block South East Asia Marine Engg. & Construction Ltd.,Bangalore – 560082 Kolkata

Graphite India Ltd., KolkataEnnore Foundries Ltd.

Mr . M S Parthasarathy Managing Trustee(S/o Late M.S. Tiruvenkatachari) SFL Shares TrustB2 Ashok Svasti, 33 Balakrishna Road DirectorValmiki Ngr, Tiruvanmiyur Sundaram Home Finance Ltd., ChennaiChennai – 600041

*Mr. Nagesh Pinge is a Senior General Manager – Compliance and Audit Group of ICICI Bank Limited and Mr. S.P.Subhedar is a Senior Advisor to the Prudential Corporation Asia Limited, a wholly owned subsidiary of Prudential plc.

ii) Rights and Obligations of the Trustee under the Trust Deed and the Regulations

Pursuant to the Deed of Trust dated August 25, 1993 constituting the Mutual Fund and in terms of the Regulations therights and obligations of the Trustee are as under:

1. The Trustee shall have a right to obtain from the AMC such information as is considered necessary by it.

2. The Trustee shall ensure before the launch of any scheme that the Asset Management Company has:

i. systems in place for its back office, dealing room and accounting;

ii. appointed all key personnel including fund manager(s) for the scheme(s) and submitted to the Trustee theirbio-data which shall contain the educational qualifications, past experience in the securities market withinfifteen days of their appointment;

iii. appointed auditors to audit the accounts of the schemes;

iv. appointed a compliance officer to comply with regulatory requirements and to redress investor grievances.

v. appointed registrars and laid down parameters for their supervision;

vi. prepared a compliance manual which is updated by including all the provisions of regulations and guidelinesissued by SEBI from time to time and designed internal control mechanisms including internal audit systemscommensurate with the size of the mutual fund.

vii. Specified norms for empanelment of brokers and marketing agents.

3. The Trustee shall ensure that the AMC has been diligent in empanelling the brokers, in monitoring securitiestransactions with brokers and avoiding undue concentration of business with any broker.

4. The Trustee is required to ensure that the AMC has not given any undue or unfair advantage to any associate ordealt with any of the associates of the AMC in any manner detrimental to the interests of the Unitholders.

5. The Trustee is required to ensure that the transactions entered into by the AMC are in accordance with theRegulations and the provisions of the Scheme.

6. The Trustee is required to ensure that the AMC has been managing the schemes independently of other activitiesand has taken adequate steps to ensure that the interest of investors of one Scheme are not compromised withthose of any other Scheme or of other activities of the AMC.

7. The Trustee is required to ensure that all the activities of the AMC are in accordance with the provisions of theRegulations and shall exercise general and specific due diligence as required under the Regulations.

8. Where the Trustee has reason to believe that the conduct of the business of the Fund is not in accordance withthese Regulations and the provisions of Scheme it is required to take such remedial steps as are necessary by it andto immediately inform SEBI of the violation and the action taken by it.

9. Each Director of the Trustee is required to file with the Trust the details of each securities transaction, which exceedthe value of Rs.1 lakh on a quarterly basis.

10. The Trustee is accountable for and is required to be the custodian of the Fund’s property of the respective Schemeand to hold the same in trust for the benefit of the Unitholders in accordance with the Regulations and theprovisions of the Trust Deed.


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11. The Trustee is required to take steps to ensure that the transactions of the Fund are in accordance with theprovisions of the Trust Deed.

12. The Trustee is responsible for the calculation of any income due to be paid to the Mutual Fund and also of anyincome received in the Mutual Fund for the holders of the units of any scheme in accordance the Regulations andthe Trust Deed.

13. The Trustee shall obtain the consent of the Unitholders:

a) whenever required to do so by SEBI, in the interest of Unitholders

b) whenever required to do so on the requisition made by three-fourths of the Unitholders of the Scheme.

c) when the Trustee decides to wind up or prematurely redeem the units.

14. The Trustees shall ensure that no change in the fundamental attributes of any scheme or the trust or fee andexpenses payable or any other change which would modify the scheme and affects the interests of unit holders iscarried out unless:

- a written communication about the proposed change is sent to each Unitholder and

- an advertisement is given in one English daily newspaper having nationwide circulation as well as in anewspaper published in the language of the region where the Head Office of the mutual fund is situated;and

- the Unitholders are given an option to exit at the prevailing Net Asset Value without any exit load.

Subject to the Regulations and the guidelines issued by SEBI, the consent of the Unitholders of the Scheme will beobtained through voting, by mail. Detailed modalities of the same, including the principles for entitlement ofvotes for each Unitholder will be finalized in consultation with and after obtaining the approval of SEBI and theTrustee.

15. The Trustee is required to call for the details of transactions in securities by the key personnel of the AMC in theirown names or on behalf of the AMC and report the same to SEBI as and when called for.

16. The Trustee is required to review quarterly, all transactions carried out between the Fund, the AMC and itsassociates.

17. The Trustee is required to review quarterly, the net worth of the AMC and in case of any shortfall ensure that theAMC makes up for the shortfall as per clause (f) of sub regulation (1) of Regulation 21 of the Regulations.

18. The Trustee is required to periodically review all service contracts such as custody arrangements and transferagency, and satisfy itself that such contracts are executed in the interest of the Unitholders.

19. The Trustee is required to ensure that there is no conflict of interest between the manner of deployment of its networth by the AMC and the interest of the Unitholders.

20. The Trustee is required to periodically review the investor complaints received and the redressal of the same by theAMC.

21. The Trustee is required to abide by the Code of Conduct as specified in the Fifth Schedule of the Regulations.

22. The Trustee has to furnish to SEBI on a half yearly basis:-

a) a report on the activities of the Fund covering the details as prescribed by SEBI;

b) a certificate stating that the Trustees have satisfied themselves that there have been no instances of selfdealing or front running by any of the Trustee, directors and key personnel of the AMC;

c) a certificate to the effect that the AMC has been managing the schemes independently of any other activitiesand in case any activities of the nature referred to in sub Regulation (2) of Regulation 24 of the Regulationshave been undertaken, the AMC has taken adequate steps to ensure that the interest of the Unitholders isprotected.

23. The independent Directors of the Trustee are required to give their comments on the report received from theAMC regarding the investments by the Mutual Fund in the securities of the group companies of the sponsors.

24. No amendments to the Trust Deed shall be carried out without the prior approval of SEBI and Unitholdersapproval/ consent will be obtained where it affects the interests of Unitholders as per the procedure / provisionslaid down in the Regulations.

25. The Trustees shall exercise general and specific due diligence required under the Regulations.

26. Trustee shall maintain high standards of integrity and fairness in all their dealings and in the conduct of theirbusiness.

27. Trustee shall render at all times high standards of service, exercise due diligence, ensure proper care and exerciseindependent professional judgement.

28. The independent directors of the Trustee shall pay specific attention to the following as may be applicable,namely:

a) The Investment Management Agreement and the compensation paid under the agreement.

b) Service contracts with affiliates – whether the asset management company has charged higher fees thanoutside contractors for the same services.

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c) Selection of the asset management company’s independent directors

d) Securities transactions involving affiliates to the extent such transaction are permitted.

e) Selecting and nominating individuals to fill independent directors vacancies.

f) Code of ethics must be designed to prevent fraudulent, deceptive or manipulative practices by insiders inconnection with personal securities transactions.

g) The reasonableness of fees paid to sponsors, asset management company and any others for servicesprovided.

h) Principal underwriting contracts and renewals

i) Any service contracts with the associates of the asset management company.

29. Notwithstanding anything contained in sub-regulations (1) to (25) of regulation 18 of the Regulations, theTrustees shall not be held liable for acts done in good faith if they have exercised adequate due diligence honestly.

30. SEBI circular no. MFD/CIR/10/ 15895 /2002 dated August 20, 2002 provides that the meetings of the Trusteesshall be held at least once in every two calendar months and at least six such meetings should be held every year.Further, as per the Regulations, for the purposes of constituting the quorum for the meetings of the Trustees, atleast one Independent Trustee or Director should be present during such meetings.

During the year 2003 – 2004, six meetings of the Directors of the Trustees were held and during the period fromApril 1, 2005 to August 31, 2005, three meetings of the Directors of the Trustee were held. The Trustee’ssupervisory role is discharged by reviewing the information and the operations of the Fund based on reportssubmitted at the Board Meetings of the Trustee, by reviewing the reports being submitted by the Internal Auditorand the bi-monthly, quarterly and half-yearly compliance reports. The Trustee also conducts a detailed review ofthe half-yearly and annual accounts of the schemes of the Fund and discusses the matters arising there from withthe Statutory Auditors of the Fund.

iii) Trusteeship Fees

Pursuant to the Deed of Trust constituting the Fund, the Fund is authorized to pay the Trustee a fee for its services in suchcapacity of a sum, presently computed at the rate of upto 0.05% of the amount, being the aggregate of the Trust Fund andUnit Capital of all the Schemes put together on April 1 of each year or a sum of Rs.5 lacs, whichever is higher. The Trusteemay charge further fees as permitted from time to time under the Trust Deed and the Regulations.

SEBI has, in terms of its letter No.MFD/LV/059/00 dated January 31, 2000 approved an amendment to Trust Deed. Theamendment authorizes the Trustee to decide upon the Trusteeship Fee to be charged from the Mutual Fund at thebeginning of each financial year (April 1 to March 31), subject to the maximum limit of 0.05% to be arrived at as indicatedabove. The amendment does not in any way, adversely impact or alter the interests of Unitholders under the existingschemes of the Fund.

C) MANAGEMENT OF ASSET MANAGEMENT COMPANY (AMC)

ICICI Asset Management Company Limited (I-AMC), a company registered under the Companies Act, 1956, was establishedby ICICI as its wholly owned subsidiary, to act as the Investment Manager of the ICICI Mutual Fund vide the InvestmentManagement Agreement dated September 3, 1993. Consequent to a review of long-term business strategy of the AMC, itwas decided to further strengthen commitment to the individual investor segment. As a part of this Scheme, Prudential plc.(formerly known as Prudential Corporation plc.) of the UK (Prudential) was inducted as the new joint venture partner.

I-AMC was approved by SEBI to act as the Investment Manager of ICICI Mutual Fund vide its letter No.IIMARP/MF/22356dated October 12, 1993. Consequent to the restructuring of shareholding pattern as stated above, SEBI vide its letterNo.IIMARP\631\98 dated March 11, 1998 accorded its approval for the induction of Prudential plc (through its wholly ownsubsidiary, Prudential Corporation Holdings Limited) as a shareholder of the AMC. The AMC has applied and securedapproval from the Registrar of Companies, Delhi and Haryana, for its change of name to Prudential ICICI Asset ManagementCompany Limited, vide letter No.21/55-54135/320 dated March 26, 1998.

An Amendatory Agreement was entered into between Prudential Plc. and ICICI Bank Ltd on May 27, 2005 for transfer of6% of the Shareholding of Prudential Plc. in I-AMC to ICICI Bank Ltd. Consequent to the said transfer, with effect fromAugust 26, 2005 ICICI Bank Limited holds shares aggregating to 51% of the share capital of Prudential ICICI AssetManagement Company Limited (AMC), whereas the balance 49% is held by Prudential Plc. of UK, through its wholly ownedsubsidiary, Prudential Corporation Holdings Limited.

The AMC will manage the schemes of the Fund, including the Scheme mentioned in this Offer Document, in accordancewith the provisions of Investment Management Agreement, the Trust Deed, the Regulations and the objectives of each ofthe schemes.

AMC has obtained registration from SEBI vide Registration No.INP000000373 dated February 29, 2000 read with arenewed certificate dated February 27, 2003, to act as a Portfolio Manager under SEBI (Portfolio Managers) Regulations,1993. Further, the Mutual Funds Division of SEBI, vide its letter no. MFD/LV/248/2000 dated May 10, 2000, conveyed its noobjection for the AMC undertaking PMS activities subject to the AMC complying with the requirements as envisaged inRegulation 24(2) of SEBI (Mutual Funds) Regulations, 1996. The AMC has commenced the Portfolio Management activities,after complying with the regulatory requirements. The same are not in conflict with the mutual fund activities. Further, SEBIvide its letter dated May 31, 2005 having reference no. IMD/RK/41539/05 has conveyed its no objection for the AMC toundertake Advisory Services to Offshore Funds.


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i) Board of Directors of the AMC

Mr. Mark NorbomPrudential Corporation Asia, One International Finance Centre 13 Floor, 1 Harbour View Street, Central, HongKong.

Mr. Mark Norbom graduated from Pennsylvania State University with a B.S. degree in Economics in 1980.

Mr. Norbom began his career at GE in 1980 and served in a number of senior management positions in the US and in Asia.Prior to joining Prudential, Mr. Norbom was President and CEO for GE Japan with responsibility for all of GE’s activities inJapan. Mr. Norbom’s ten years experience in Asia also included being Head of GE Capital Taiwan, Country President of GECapital Indonesia, CEO of GE Capital Thailand, and National Executive of GE Thailand. Presently, Mr. Norbom is a ChiefExecutive of Prudential Corporation Asia with responsibility for Prudential’s business interests across the region. Mr.Norbom oversees Prudential’s extensive network of 23 life insurance, general insurance, retail mutual funds and institutionalasset management operations across 12 countries in Asia: China, India, Taiwan, Hong Kong, Singapore, Malaysia, Korea,Japan, Vietnam, Indonesia, the Philippines, and Thailand.

Mr. Ajay SrinivasanPrudential Corporation Asia, One International Finance Centre 13 Floor, 1 Harbour View Street, Central, HongKong

Mr. Srinivasan is Chief Executive, Fund Management, Prudential Corporation Asia responsible for its mutual funds /Institutional Funds business in Asia. Mr. Srinivasan was the Managing Director of the Prudential ICICI Asset ManagementCompany Ltd. during the period March 1998 to December 2000 and was responsible for the development of business ofthe Company and its day-to-day management.

Mr. Srinivasan has significant experience in managing asset management companies. As the Deputy Chief Executive of ITCThreadneedle AMC. Mr. Srinivasan was part of the team responsible for making policy for ITC Threadneedle AMC Ltd andwas also head of the fund management function. Prior to his tenure at ITC Threadneedle, Mr. Srinivasan was a member ofthe ITC Group’s Financial Services Division and was responsible for establishing, planning and running several businessesat ITC, including the stock broking business, Over the Counter Exchange business, the private equity business and investmentbanking business. Mr. Srinivasan began his career at ICICI where, as a part of project appraisal team, he assessed thefeasibility of several projects in various sectors.

Mr. Srinivasan has a Post Graduate Diploma in Business Management from Indian Institute of Management, Ahmedabad,specializing in finance. He has a Bachelor’s Degree in Economics (Honours) from St. Stephens’ College, New Delhi.

Mr. N. S. KannanFlat 201, Radhika Apts., 930 TPS IV, Off Sayani Road, Prabhadevi, Mumbai 400 025.

Mr. N.S. Kannan has completed a Mechanical Engineering from the Regional Engineering College, Trichy and has a Post-graduate Diploma in Management from the Indian Institute of Management, Bangalore. He is also a Chartered FinancialAnalyst from the Institute of Chartered Financial Analyst of India, Hyderabad. Mr. Kannan has about 16 years experienceincluding 13 years at ICICI during which he has managed a number of activities including the project finance, structuredfinance and treasury operations. He started his career with SRF Limited in 1986 and was deputed to SRF Nippon densoLimited in 1987 as an Executive – Project Planning He joined ICICI Ltd. in 1991 as a Project Officer. Subsequent to the mergerof ICICI with ICICI Bank, he was responsible for the treasury operations including structured finance and strategy activitiesof the Bank as a Treasury Head. He was CFO & Treasurer of ICICI Bank before moving to his current position of ExecutiveDirector at ICICI Prudential Life Insurance Co. Ltd.

Mr. K. S. MehtaC-70 Panchsheel Enclave, New Delhi 11 0017

Mr. Mehta is a Senior Partner of S.S. Kothari & Co., Chartered Accountants, and heads the firm’s management consultancydivision. Mr. Mehta specializes in corporate financial planning, restructuring, project financing and working capital control.He has an in-depth knowledge of industry in his capacity as Director of some of the leading companies and as a managementconsultant.

Mr. Mehta is a Member of the Managing Committee of Federation of Indian Chambers of Commerce and Industry (FICCI).He is a former Member of the Advisory Committee on Primary Markets set up by SEBI, a Former Director on the Board of theNational Stock Exchange of India Limited and is the past President of PHD Chamber of Commerce & Industry.

Mr. Mehta is a FCA and has a Bachelor of Commerce (Hons.) Degree.

Mr. Dadi EngineerFlat no.4, 1st Floor, Shiv Shanti Bhuvan, 146 M. Karve Road, Opp. The Oval, Mumbai – 400 020.

Mr. Engineer is a Solicitor and Advocate and is a Senior Partner at Crawford Bayley & Co. He has over 40 years experience inthe legal profession and has expertise in various aspects of Corporate Law, Indirect Taxation, Foreign Exchange, Imports,Trade Control Regulations and Civil and Constitutional Law.

Mr. Engineer is the President of the Managing Committee of Bombay Incorporated Law Society and served as theRepresentative Member of the Governing Council of the Bar Association of India. He has also been associated with thevarious committees set up by Bombay Chamber of Commerce and Industry and Associated Chambers of Commerce andIndustry.

Mr. Engineer is on the Boards of several leading domestic and multi-national companies.

22


Mr. B. R. Gupta6B, Sheetal Apartments, Lokhandwala Complex, Andheri (W) , Mumbai400 053.

Mr. Gupta is the former Executive Director of the Life Insurance Corporation of India (LIC). He was working as Consultant(Investment) to GIC of India till December 2000.

Mr. Gupta has worked with LIC for over 35 years in various capacities and has had extensive experience in the operations ofthe life insurance industry, specifically in the areas of investment, marketing, underwriting and administration. Mr. Guptaalso worked in the investment department of the LIC for 10 years and headed the department as Executive Director. He wasresponsible for managing LIC’s portfolio comprising a variety of investments. Subsequent to his retirement, till May 1999,he functioned as the Investment Advisor to LIC.

Mr. Gupta is on the Boards of several companies and had been a Member of “The Administrative Committee of InsuranceInstitute of India”, “The Committee of NSE on Development of the Debt Market in India”, “The Executive Committee of theNSE” and “The Advisory Committee on Secondary Market Operations of SEBI”. At present Mr. Gupta is an Advisor to IL&FSAcademy for Insurance & Finance Ltd., an initiative of IL&FS Group. Mr. Gupta is a M.A in English and has a LL.B. degreebesides being a Fellow of Insurance Institute of India.

Mr. Pradip P. Shah72A, Embassy Apartments, 46, Nepean Sea Road, Bombay 400 006.

Mr. Pradip P. Shah started IndAsia, a private equity investment and corporate finance advisory company in April 1998,following his separation from the management of the Indocean Fund which he helped establish in October 1994, inassociation with affiliates of Soros Fund Management and Chemical Venture Partners (now Chase Capital Partners).

Prior to starting Indocean, he was the Managing Director of the Credit Rating and Information Services of India Limited(‘CRISIL’), India’s first and the largest credit rating agency. Mr. Shah was one of the team members, which assisted infounding CRISIL in 1988. While at CRISIL, Mr. Shah was instrumental in technology transfer to and the training of personnelof Rating Agency Malaysia Berhad and The Israeli Securities Rating Company.

Prior to founding of CRISIL, Mr. Shah assisted as a member of the project team in founding the Housing DevelopmentFinance Corporation (HDFC) in 1977. Before joining HDFC, Mr. Shah was a Project Officer at the Industrial Credit andInvestment Corporation of India Limited (‘ICICI’). Mr. Shah has also served as a consultant to USAID, the World Bank and theAsian Development Bank.

Mr. Shah holds an MBA from Harvard Business School and is a qualified Chartered Accountant as well as a Cost Accountantand ranked first in India in the Chartered Accountancy examination.

Dr. (Mrs.) Swati A Piramal95A, Benzer Terrace, Abdul Gaffar Khan Road, Worli Sea Face, Mumbai 400 018.

Dr. Swati A. Piramal, is a Medical Doctor (M.B.B.S.) from the University of Bombay. Dr. Piramal graduated with a MastersDegree from Harvard School of Public Health, Boston USA, where she had the unique honour of being selectedCommencement Speaker at the 1992 Graduation Ceremony.

Dr. Swati A. Piramal is the Director-Strategic Alliances & Communications of Nicholas Piramal India Limited. Her currentresponsibilities include Research & Development, Information Technology, Medical Services, and Knowledge Managementfor the Healthcare Group of Piramal Enterprises.

Under her leadership, Piramal Enterprises has made significant progress in Discovery Research for discovering and patentingnew NCEs, new Drug Delivery Systems, Clinical Research for planning clinical trials, new drug protocols and pharmacokineticslabs, herbal Research for DNA fingerprinting and standardization of Ayurveda, the setting up of a Business R & D programmein the Company (BDRD.

Dr. Piramal is a Member of the Drugs Technical Advisory Board and the Maharashtra Biotechnology Council, Council ofScientific & Industrial Research (CSIR), State Bank of India Life Insurance Company, Confederation of Indian Industries (CII),WHO IPR Committee - Commission on Intellectual Property Rights, Innovation and Public Health. (CIPIH) and Chair of theLife science & Biotech Committee and Economic Growth Committee. She heads the “Mahabioyatra” an initiative by theConfederation of Indian Industry a Biotechnology network in Maharashtra. She is also on the Board of Directors of theIndian Council for Research on International Economic Relations. (ICRIER).

Dr. Piramal has co-authored books on Health and Nutrition. One with Mrs. Tarla Dalal titled “Eat Your Way to Good Health.”She has also published articles in many leading publications.

Ms. Shikha Sharma16-A, Peregrine, 400, Veer Savarkar Marg, Prabhadevi, Mumbai 400 025.

Ms. Sharma completed her Masters of Business Administration from the Indian Institute of Management - Ahmedabad.

Ms. Shikha Sharma is the Managing Director & CEO of ICICI Prudential Life Insurance Company (“I-Pru”). ICICI Prudentialwas amongst the first private sector companies in India to be awarded a life license in December 2000, and since itsinception the I-Pru has established itself as India’s leading private life insurer, offering a complete range of products to meetthe varying needs of the Indian customer.

She began her career with ICICI, one of India’s largest financial services providers, in 1980. She has been instrumental insetting up various group businesses for ICICI, including investment banking and retail finance.

Ms. Sharma was awarded (i) India’s most Powerful Woman in Business by Business Today, (ii) CEO of the year by Indira Groupof Institutes, (iii) India’s greatest brand builders 2004 and iv) 2004 Institute of Marketing and Management Award forExcellence.


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Mr. Pankaj RazdanSherwin Ark, Bunglow No. 3, Bellscot Co-op Hsg. Society, Lokhandwala Complex, Andheri (W), Mumbai 400058

Mr. Razdan is the Managing Director of the Prudential ICICI Asset Management Company Ltd. and is responsible fordevelopment of the business of the Company and its day-to-day management.

Mr. Razdan has rich experience and knowledge in Sales, Distribution and Marketing. He began his career with the HMGFinancial Services Limited as a Marketing Manager. He then joined Karvy Securities Limited where he worked for 5 years inits Distribution and Merchant Banking Division. Mr. Razdan joined Prudential ICICI Asset Management Co. Ltd. in April1998, as Vice President & Head – Sales and Distribution of West Zone of the Company. In 1999, he headed the Sales andDistribution of the Company in West and North Zone. He was promoted to become the Senior Vice President – Sales andDistribution in February 2000 and Senior Vice President – Sales and Marketing in 2001. In March 2003 he took over thepost of Deputy CEO with a responsibility to oversee Sales, Distribution and Marketing for all India, Strategic Planning,Development and Customer Service.

Mr. Razdan has a Bachelors degree in Electronics and has graduated in Engineering specializing in electronics.

ii) Powers, Duties and Responsibilities of the AMC

The duties and responsibilities of the AMC shall be governed by the Regulations and the Investment ManagementAgreement. The AMC, in the course of managing the affairs of the Mutual Fund, has the power, inter-alia:

(a) to invest in, acquire, hold, manage or dispose of all or any securities and to deal with, engage in and carry out all otherfunctions and to transact all business pertaining to the Fund;

(b) to keep the moneys belonging to the Trust with scheduled banks and Custodians as it may deem fit;

(c) to issue, sell and purchase Units under any Scheme;

(d) to repurchase the Units that are offered for repurchase and hold, reissue or cancel them;

(e) to formulate strategies, lay down policies for deployment of funds under various Schemes and set limits collectively orseparately for privately placed debentures, unquoted debt instruments, securitised debts and other forms of variablesecurities which are to form part of the investments of the Trust Funds;

(f) to arrange for investments, deposits or other deployment as well as disinvestment or refund out of the Trust Funds asper the set strategies and policies;

(g) to make and give receipts, releases and other discharges for moneys payable to the Trust and for the claims anddemands of the Trust;

(h) to get the Units under any scheme listed on any one or more stock exchanges in India or abroad;

(i) to open one or more bank accounts for the purposes of the Fund, to deposit and withdraw money and fully operatethe same;

(j) to pay for all costs, charges and expenses, incidental to the administration of the Trust and the management andmaintenance of the Trust property, Custodian and/or any other entities entitled for the benefit of the Fund, audit fee,management fee and other fees;

(k) to furnish compliance reports to the Trustees as prescribed by SEBI.

(l) to provide or cause to provide information to SEBI and the Unitholders as may be specified by SEBI and

(m) to generally do all acts, deeds, matters and things which are necessary for any object, purpose or in relation to thePrudential ICICI Mutual Fund in any manner or in relation to any scheme of the Prudential ICICI Mutual Fund.

The Asset Management Company shall maintain high standards of integrity and fairness in all their dealings and in theconduct of their business.

The Asset Management Company shall render at all times high standards of service, exercise due diligence, ensureproper care and exercise independent professional judgement.

The independent directors of the Asset Management Company shall pay specific attention to the following as may beapplicable, namely :i. The Investment Management Agreement and the compensation paid under the agreement.ii. Service contracts with affiliates – whether the company has charged higher fees than outside contractors for the

same services.iii. Securities transactions involving affiliates to the extent such transactions are permitted.iv. Code of ethics must be designed to prevent fraudulent, deceptive or manipulative practices by insiders in connection

with personal securities transactions.v. The reasonableness of fees paid to sponsors, asset management company and any others for services provided.vi. Principal underwriting contracts and renewalsvii. Any service contracts with the associates of the company.

In terms of the Investment Management Agreement and the Regulations, the AMC is entitled to an investmentmanagement fee at 1.25% per annum of the average net assets for a corpus up to Rs.100 crores and at 1.00% perannum for the corpus amount in excess of Rs.100 crores. Further, as per the Regulations, for the schemeslaunched on no load basis, the Asset Management Company is entitled to collect an additional management feesnot exceeding 0.50% of the average net assets outstanding in each financial year.

24


ii) Key Employees of the AMC and relevant experience

Name of the Age Designation Educational Total No. of Assignments HeldEmployee (Years)) Qualifications Years of During the Last 10

Experience / YrsType & Natureof Experience

Mr. Pankaj Razdan 36 Managing Director BSc. (Electronics) B. Tech Over 13 years of Managing Director –(Electronics Engineering) experience in Prudential ICICI AMC

sales and since January 2004distribution. Deputy CEO –

Prudential ICICI AMC –March 2003 toDecember 2003. VicePresident / Senior VicePresident & Head -Sales & Distribution -Prudential ICICI AMC -2000 February 2003.

Vice President - West& North ZonePrudential ICICI AMC -1999 – 2000.

Head -Distribution -Karvy SecuritiesLimited - 1997 – 1998.

Marketing Manager -HMG Financial ServicesLimited - 1992 – 1993.

Mr. Nilesh Shah 35 Chief Investment B.Com, A.C.A. Grad Over 13 years Chief InvestmentOfficer C.W.A. of experience in Officer – Prudential

fund manage- ICICI AMC Limited –ment and June 2004 till date.portfolio Director and Chiefmanagement Investment Officer –

Franklin Templeton

AMC India Pvt. Ltd. –Sept 2002 to May2004.

Chief InvestmentOfficer – FranklineTempleton AMC IndiaPvt. Ltd. – January2000 to September2002.

Portfolio Manager –Fixed Income – FranklinTempleton AMC IndiaPvt. Ltd. – March 1997to January 2000.

Head – StructuredProducts – ICICISecurities and FinanceCompany Limited –April 1992 to February1997.


25

Name of the Age Designation Educational Total No. of Assignments HeldEmployee (Years)) Qualifications Years of During the Last 10


Mr. Vasant Sanzgiri 44 Senior Vice BSc ( Life Sciences), Over 18 years Vice President / SeniorPresident & Head MMS (Personnel experience in Vice President & HeadHuman Resources Management) area of Human Human Resources

Resources Prudential ICICI AMC -Management 2000 to date.

General Manager -Human Resources -Owens Cornning IndiaLimited - 1998 – 2000.

General ManagerHuman Resources –DCW Home Products -1996 – 1998.

Regional HumanResource & QualityManager - Modi Xerox- 1995 –1996.

Manager, HumanResources

Cyanamid India - 1992– 1995.

Manager – HumanResources - IndianHotels Limited - 1990 –1992.

Mr. Kalyan Prasath 38 Vice President – PGDSM(NIIT), B.Sc Over 19 years of Vice President –Information work experience InformationTechnology in areas of Technology - Prudential

Information ICICI AMC June 2001Technology onwards.

Birla Global – AssistantVice President fromFeb’97 to April, 2001.

DGP Windsor India Ltd.– Manager from Sept’94 to Jan’97.

Universal LuggageMfg. Co. Ltd. - Asst.Manager from Nov’90to Sept’94.

NIIT/CCIT – CourseConductor from May‘89 to Oct’90

ECIL – SystemDeveloper from June’88 to April ‘89

Associated Systems –Software Developerfrom July’85 to April’88.

26


Name of the Age Designation Educational Total No. of Assignments HeldEmployee (Years) Qualifications Years of During the Last 10


Mr. Ranganath Athreya 39 Sr. Vice President – Associate -_Institute of Over 16 yrs of Sr. Vice President –Legal, Compliance Company Secretaries of experience in Legal, Compliance andand Company India. Compliance and Company Secretary,Secretary Bachelors Degree Company Prudential ICICI AMC

(General Laws), PGDCP Secretarial Jan 14, 02 onwards.functions Head Corporate

Communication andCompany Secretary -IDBI Bank June 1997 to12th Jan 2002

Chief ManagerMerchant Banking andCompany Secretary -Karnataka Bank Ltd.from 1992-97

Company SecretaryLakshmi Motor Credit(Now TVS Finance)1989-92

Mr. Ashok Suvarna 33 Vice President MBA (Finance) Over 12 yrs of January 2005:Operations B. Com. experience in Vice President -

Operations Operations PrudentialICICI AMC LimitedApril 98 till December04Prudential ICICI AMCLtdhandlingOperations,Projects & QualityAssuranceMarch 94 till March 98SBI Funds Manage-ment Limited handlingOperations

Mr. Pankaj Kaji 52 Senior Fund B.Com 34 yrs Fund Manager-Manager Prudential ICICI AMC-

2002 till date.Deutsche Bank,Mumbai (Vice-President-MoneyMarket) 1994-2002,ANZGrindlays Bank (FundsManager)-1986-1994

Mr. Chaitanya Pande 33 Fund Manager PGDM from IMI, 10 Years Sept 16th 2002 till dateNew Delhi, Manager – Fund – Fund Manager –BSc from St. Stephens Management Prudential ICICI AMCCollege, New Delhi Limited

Jan 2000 to Sep 2002Manager – FundManagementJF Asset Management(India) Pvt. LimitedMay 1995 to Jan 2000Investment AnalystJF Asset Management(India) Pvt. Limited


27



Mr. Anil Sarin 38 Senior Fund PGDBM, Institute of 11 years as Fund Prudential ICICI AMCManager Management Management Limited – April 2004 till

Technology (IMT) and Portfolio date as Senior FundManagement Manager.

Kotak Securities,Private Client Group –From \October 2003 toMarch 2004 as VicePresident – PortfolioManager Birla Sun LifeAMC Ltd. – FromJanuary 1996 toSeptember 2003 asManager, Assistantvice- President, FundManagerSBI Funds Manage-ment Ltd. From March1994 to December1995 – as Asst.Manager, FundManager

Mr. Yogesh Bhatt 36 Associate Vice A.C.A. Grad C.W.A. 13 years as Prudential ICICI AssetPresident – Equity Dealer Management Co. Ltd.Investments From June 28, 2004 till

date as Associate VicePresident – Invest-mentsSushil FinanceConsultants Ltd. From1999 to June 2004 asEquity Dealer/Strategist FalconBrokerage PrivateLimited. – From1996 to 1999 as EquityDealerSushil FinanceConsultants Ltd. From1991 to 1996 as EquityDealer/ Strategist

Mr. Rahul Goswami 32 Senior Fund B Sc., 9 years – Fund Prudential ICICI AssetManager M.B. A. Management - Management Co. Ltd.

Debt From July 6, 2004 tilldate as Senior FundManager FranklinTempleton AssetManagement (I) Pvt.Ltd. from October2002 to July 2004 asFund Manager.UTI Bank Ltd. fromJanuary 2000 toOctober 2002 asManager – Invest-ments and MerchantBankingSMIFS Securities Ltd.from June 1998 toJanuary 2000 as SeniorDealer – Debt Sales

28




Khandwala FinancesLtd. from October1997 to June 1998 asSenior Dealer – DebtSales.RR Financial Consul-tants Limited fromDecember 1995 toOctober 1997 asManager – Debt Sales

Mr. B. Ramakrishna 39 Chief Financial B’Com, A.C.A Grad. Over 13 years Prudential ICICI AMCOfficer CWA of experience in Ltd. from September

Corporate 23, 2004 till date.Planning, Investor Marico Industries Ltd.Relations, as General Manager –Financial Planning Corporate Finance

fromSeptember, 1998to September, 2004.ITC Agrotech Ltd. asCommercial Managerfrom February, 1993 toAugust, 1998.

Mr. S Naren 38 Vice President – I B.Tech – IIT Madras Over 15 years Prudential ICICI AMCnvestments PGDM – IIM Calcutta of experience in Ltd. from October,

Fund Manage- 2004 till date.ment, Equity Refco Sify SecuritiesResearch, India Pvt. Ltd. asOperations etc. Head of Research

from November, 2003to October, 2004

HDFC Securities Ltd. asVice President fromSeptember, 2000 toMarch, 2002 and asDirector & COO fromMarch, 2002 toNovember, 2003Yoha Securities as CEOfrom December, 1995to September, 2000

Mr. Anand Gupta 30 Dealer & Fund B.COM, PGDBA 11 years in June 2003 to MayManager from Institute execution, sales 2005 as AVP-Institut-

Of Technology & trading and sales. ional sales with Refco-Sify Management(ITM) Securities Ltd.June 1998 to May2003 with Birla SunlifeSecurities Ltd in SalesTrading And Sales.Nov. 1993 to May 1998with AnagramSecurities ltd inexecution and salestrading.

Mr. Jignesh Shah 33 Sr. Fund Manager B.Com, CFA 11 years as Equity Prudential ICICI AMCAnalyst Limited – Joined May

05Reliance Capital –from Jan 04 – August04 as Equity Analyst


29



Four DimensionsSecurities – from Sept03 to Jan 04 as EquityAnalystRefco-Sify Securities –from July 02 to Sept 03– as Equity AnalystNirmal Bang Securities– as Equity AnalystPresage FinancialServices – as EquityAnalystMahesh KothariShares & Stock Brokers– from Aug 93 - asEquity Analyst

Mr. Prashant Kothari 25 Fund Manager PGDM 2Years as Equity Prudential ICICI AMCAnalyst and Fund Limited – FundManager Manager from

September 2004Prudential ICICI AMCLimited – EquityAnalyst from May2003

As indicated above, at present a team comprising of ten Fund Managers are involved in fund management/research activities. The past experience of these employees is indicated above.

All the above key personnel are based at the Corporate Office of AMC

As indicated above, at present a team comprising of ten Fund Managers are involved in fund management/ researchactivities. The past experience of these employees is indicated above.

All the above key personnel are based at the Corporate Office of AMC

iv) Fund Manager:

The investments under the Scheme will be managed by the Chief Investment Officer, Mr. Nilesh Shah. His qualificationsand experience are as under:

Scheme Name Fund Manager Qualification Experience

Prudential ICICI Gilt Fund Mr. Nilesh Shah B.Com, A.C.A. Grad C.W.A. Over 13 years ofexperience in fundmanagement andportfolio management.

v) Compliance Officer

The Compliance Officer for the Fund is:

Mr. Ranganath AthreyaSenior Vice President- Compliance, Legal and Company SecretaryPrudential ICICI Asset Management Company Ltd.8th Floor, Peninsula Tower, Peninsula Corporate Park,Ganpatrao Kadam Marg, Off Senapati Bapat Marg,Lower Parel, Mumbai 400 013.

vi) Investor Relations Officer

Investor Relations Officer for the Fund is Ms. Leena Jhonson and he may be contacted at the corporate office of theAMC at Mumbai.

d) Auditors

N. M. Raiji & Co., Chartered Accountants, Mumbai have expressed their willingness to act as Auditors for the Schemeoffered under this Offer Document and have been appointed as Auditors by the Trustee.

e) Registrar

Computer Age Management Services Private Limited, Unit: Prudential ICICI Mutual Fund, A&B Lakshmi Bhavan, 609 AnnaSalai, Chennai 600 006 as Registrar for the Scheme. The Registrar is registered with SEBI under registration

30


No: INR000002813. As Registrar to the Scheme, CAMS will handle communications with investors, perform data entryservices and dispatch Account Statements. The AMC and the Trustee have satisfied themselves that the Registrar canprovide the services required and has adequate facilities and the system capabilities.

f) Custodian

HDFC Bank Limited, Mumbai has been appointed as Custodian for the Scheme mentioned in the Offer Document. TheCustodian has been registered with SEBI and has been awarded registration No.IN/CUS/001 dated February 2, 1998. TheTrustee propose to enter into a Custodian Agreement with the Custodian and the salient features of the said Agreementwould be as under:

(a) Provide post-trading and custodial services to the Mutual Fund.

(b) Ensure benefits due on the holdings are received.

(c) Provide detailed management information and other reports as required by the AMC.

(d) Maintain confidentiality of the transactions.

(e) Be responsible for the loss or damage to the assets belonging to the Scheme due to negligence on its part or on thepart of its approved agents and

(f) Segregate assets of each Scheme.

Further, the Custodian shall not assign, transfer, hypothecate, pledge, lend, use or otherwise dispose any assets or property,except pursuant to instruction from the Trustee/AMC or under the express provisions of the Custodian Agreement.

The Custodian shall also not deal, on its own account, in securities purchased or sold by the Mutual Fund without makingan adequate disclosure to SEBI and the Trustee/AMC.

The Custodian will be entitled to remuneration for its services in accordance with the terms of the Custodian Agreement.


31

An open-ended dedicated Gilt Scheme seeking regular returns through investments in Gilts. There are four investmentPlans under the Scheme viz., Treasury Plan, Investment Plan, Treasury Plan – PF Option and Investment Plan – PF Option.

Investors may note that the investment portfolios under the above Plans will be distinct keeping in view the differences inmaturity. Each Plan will, thus, have separate NAV(s).

2) Investment Objective

The primary investment objective of all the Plans under the Scheme is to generate income through investment in Gilts ofvarious maturities. However, there can be no assurance that the investment objective of the Plans/ Scheme will be realized.

3) Investment Pattern

The Scheme aims at generating returns commensurate with zero credit risk by investing in securities created and issued bythe Central Government and/or a State Government and/or repos/ reverse repos in such government securities as may bepermitted by RBI. The Scheme may also invest a portion of the corpus in the call money market or in an alternativeinvestment for the call money market as may be provided by the RBI to meet the liquidity requirements. The Scheme willnot invest in any other securities such as shares and/or debentures or in bonds issued by any other entity other thanCentral or State Government. The Fund will seek to underwrite issuance of Government Securities subject to the prevailingrules and regulations as may be specified by SEBI/ RBI in this respect and may also participate in the auction of Governmentsecurities from time to time.

4) Liquidity Support from RBI

Being a Scheme dedicated exclusively to investments in Government securities, Prudential ICICI Mutual Fund will beeligible to avail on any day from RBI liquidity support upto 20% of the outstanding value of its investments in Governmentsecurities (as at the close of business on the previous working day), under its Guidelines issued vide letter IDMC. No.2741/03.01.00/95-96, dated April 20, 1996. Liquidity support under these guidelines is available through reverse repurchaseagreements in eligible Central Government dated securities and Treasury Bills of all maturities.

5) Change in Investment Pattern

Subject to the Regulations and the guidelines of RBI, the asset allocation pattern may change from time to time, keepingin view market conditions, market opportunities, applicable regulations and political and economic factors. It must beclearly understood that the percentages of investments to be made between gilts and call money or any alternative for thecall money market provided by the RBI can vary substantially depending upon the perception of the Investment Manager,the intention being at all times to seek to protect the interests of the Unitholders. Such changes will be made for short-term defensive considerations.

Provided further and subject to the above, that any change in the asset allocation affecting the investment profile of theScheme and amounting to a change in the fundamental attributes of the Scheme may not be effected unless:

� a written communication about the proposed change is sent to each Unitholder and an advertisement is given in oneEnglish daily newspaper having nationwide circulation as well as in a newspaper published in the language of theregion where the Head Office of the mutual fund is situated; and

� the Unitholders are given an option to exit at the prevailing Net Asset Value without any exit load.

6) Terms of the Plans available under the Scheme

a) Liquidity

On an on-going basis, an investor can purchase and redeem Units on every Business Day at NAV based prices, subjectto applicable load structure.

i. Redemption of Units

The Units can be redeemed (i.e. sold back to the Fund) on every Business Day at the Redemption Price (hereinafterdefined). The redemption request can be made for a minimum amount of Rs.5,000. Redemption can also bemade for the total number of units standing to the credit of investor at the time of closure of account, eventhough such redemption is for less than the minimum prescribed amount, as stated above.

ii. Redemption Price

The redemption will be at Applicable NAV based prices, subject to applicable load structure. Please refer to“Redemption Price” on page 45.

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iii. Payment of Proceeds

All redemption requests received prior to the cut-off time (please refer to “Payment of Proceeds” on page 46) onany Business Day at the Customer Service Centers will be considered accepted on that Business Day, subject to theredemption requests being complete in all respects, and will be priced on the basis of Redemption Price for thatday. Requests received after the cut-off time will be treated as though they were accepted on the next Business Day.Please refer to (page 48) “Right to Limit Redemptions” and (page 48) “Suspension of Sale and Redemption ofUnits”.

As per the Regulations, the Fund shall dispatch redemption proceeds within 10 Business Days of receiving theredemption request. However, the Fund will, under normal circumstances, endeavour to dispatch redemptioncheques within 1 Business Day from the date of acceptance of the redemption request at any of the CustomerService Centers of AMC. This service standard will apply only at the centers where RBI handles clearing directly andis able to transfer funds from Mumbai on the same-day-value basis. In respect of all non-RBI centers, for redemptionpayments, AMC will take additional day(s) – not exceeding 3 Business Days- that would essentially be linked to thetime taken by banks to clear funds at such Non-RBI centers.

b) Listing

Being an open ended Scheme, the Units of the Scheme are not listed on any stock exchange.

c) Fees and Expenses

i. New Fund Offer Expenses: Under the Regulations, the Fund is entitled to charge New Fund Offer Expenses uptoa maximum of 6% of initial resources raised under the Scheme. The New Fund Offer expenses under the Schemewere borne by the AMC and were not charged to the Scheme.

ii Recurring Expenses: The details of recurring expenses of the Plans under the Scheme, on an annual basis, havebeen stated on page 49. The estimated recurring expenses for the Treasury Plan and Investment Plan are at 1.00% p.a., for Treasury Plan – PF Option at 2.25% p.a. and for Investment Plan – PF Option at 1.10% p.a. As per theRegulations, the AMC can charge to the Scheme recurring expenses upto 2.25% for the first Rs.100 crores ofaverage weekly net assets under management. For net assets over Rs.100 crores, the recurring expenses chargeableto the Scheme shall be as per the Regulations.

As per the Regulations, the maximum recurring expenses that can be charged to the Scheme shall be subject to apercentage limit of weekly net assets as in the table below:

First Rs. 100 crore Next Rs. 300 crore Next Rs. 300 crore Over Rs. 700 crore

2.25% 2.00% 1.75% 1.50%

Subject to Regulations and this Offer Document, expenses over and above the prescribed ceiling will be borne bythe AMC.

iii Load:

Sr. No. Investment Plan Entry Load Exit Load

1. Treasury Plan Nil Nil

2. Investment Plan Nil Nil

3. Treasury Plan – PF Option Nil For amounts sought to be redeemed/switchedbefore completion of 365 days – 0.80% of theapplicable NAV

For amounts sought to be redeemed/switchedafter completion of 365 days - Nil

4. Investment Plan – PF Option Nil For amounts sought to be redeemed/switchedbefore completion of 365 days – 0.60% of theapplicable NAV

For amounts sought to be redeemed/switchedafter completion of 365 days - Nil

Subject to the Regulations, the Trustee reserves the right to modify/alter the load structure and may decide tointroduce a differential load structure on the Units subscribed/redeemed on any Business Day. Such changes willbe applicable for prospective investments. The Trustee shall arrange to display a notice in the Customer ServiceCenters of the AMC before the change of the then prevalent load structure. The addendum detailing the changesin load structure will be attached to offer documents and abridged offer documents. The addendum will also becirculated to all the distributors / brokers so that the same can be attached to all the offer documents and abridgedoffer documents in stock. This addendum will also be sent along with the newsletter to the unitholders immediatelyafter the changes. Changes in the load structure may be stamped in the acknowledgement slip issued by the Fundafter the changes in load structure. All loads including CDSC for each scheme shall be maintained in a separateaccount and may be utilised towards meeting the selling and distribution expenses. Any surplus in this accountmay be credited to the scheme, whenever felt appropriate by the AMC.

7) Changes in Fundamental Attributes: The Trustees shall ensure that no change in the fundamental attributes of anyscheme or the trust or fee and expenses payable or any other change which would modify the scheme and affects theinterests of unit holders is carried out unless:


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� a written communication about the proposed change is sent to each unitholder and an advertisement is given in oneEnglish daily newspaper having nationwide circulation as well as in a newspaper published in the language of theregion where the Head Office of the mutual fund is situated; and

� the unitholders are given an option to exit at the prevailing Net Asset Value without any exit load.

8) Investment Strategy

The government securities market is the largest and the most liquid market in India. The Investment Manager believes thatthe various measures being initiated by RBI and the priority being accorded to the development of this market will lead tofurther deepening and widening of this market. The central and state governments raise large sums from the market everyyear to meet their revenue and capital expenditure. Banks, Non-Banking Finance Companies, insurance companies andprovident funds are required by various statutes to invest in government securities and therefore are big investors in thismarket. The government securities market is expected to remain the most liquid market and provides an avenue forinvestment where safety is of paramount importance. The Plan will afford an opportunity to the retail investors to invest inthe government securities.

The Board of Directors of Prudential ICICI Trust Limited (The Trustee) at its meeting held on May 30, 2000 approved theproposal for the AMC using the various portfolio hedging techniques and adopting the risk control mechanism under theportfolios of the schemes of the Fund.

Accordingly, the Scheme may use derivatives instruments like Stock/ Index Futures, Interest Rate Swaps, Forward RateAgreements or such other derivative instruments as may be introduced from time to time for the purpose of hedging andportfolio balancing, within a permissible limit of 50% of portfolio, which may be increased as permitted under theRegulations and guidelines from time to time.

9) Portfolio Turnover

Portfolio turnover is defined as the aggregate of purchases and sales after reducing all subscriptions and redemptions andderivative transactions therefrom and calculated as a percentage of the average assets under management of the Schemeduring a specified period of time.

The AMC’s portfolio management style is conducive to a low portfolio turnover rate. However, the AMC will take advantageof the opportunities that present themselves from time to time because of the inefficiencies in the securities markets. TheAMC will endeavour to balance the increased cost on account of higher portfolio turnover with the benefits derivedtherefrom.

10) PROCEDURE FOLLOWED FOR INVESTMENT DECISIONS:

a) The Fund Manager of each scheme is responsible for making buy/sell decisions in respect of the securities in therespective scheme portfolios, subject to final approval by the Chief Investment Officer. The investment decisions aremade and approved on daily basis keeping in view the market conditions and all relevant aspects.

b) The AMC has an Internal Investment Committee comprising of the Managing Director, the Chief Investment Officer,Fund Managers and the Research Analyst who meet at periodic intervals. The Investment Committee, at its meetings,reviews the performance of the schemes and general market outlook and formulates broad investment strategy.

The Chief Executive Officer who chairs the Investment Committee Meetings guides the deliberations at InvestmentCommittee. He, on an ongoing basis, reviews the portfolios of the schemes and gives directions to the Chief InvestmentOfficer, where considered necessary. It is the ultimate responsibility of the Chief Investment Officer to ensure that theinvestments are made as per the internal/Regulatory guidelines, Scheme investment objectives and in the best interestof the unitholders of the respective schemes.

The AMC has a team comprising of ten Fund Managers. All of these are involved in preparation of research reports.

1) The Managing Director makes a presentation to the Board of AMC at each of its meetings indicating the performanceof the schemes. The performance of the schemes is reviewed by the Board with reference to the appropriatebenchmarks as also the performance of the schemes of the competition.

The performance of the Plans under the Scheme will be benchmarked with the following:

Plans / Options under the Scheme Benchmark

Prudential ICICI Gilt Fund – Treasury Plan I-Sec Si-Bex

Prudential ICICI Gilt Fund – Investment Plan I-Bex.

Prudential ICICI Gilt Fund – Treasury Plan – PF Option I-Sec Si-Bex

Prudential ICICI Gilt Fund – Investment Plan – PF Option I-Sec Li-Bex

The performance of the Plans under the Scheme is reviewed by the Board with the benchmark as also theperformance of the schemes of the competitions

The Managing Director brings to the notice of the Board specific factors, if any, which are impacting the performanceof any individual scheme. The Board on consideration of all relevant factors may, if necessary, give directions toAMC. Similarly, the performance of the schemes is submitted to the Trustees. The Managing Director explains tothe Trustees the details on Schemes’ performance vis-à-vis the benchmark returns.

c) Subsequent to the issue of Circular No.MFD/CIR/9/120/2000 dated November 24, 2000, the AMC constituted aninternal committee to approve the investment in un-rated debt securities. All such investments, as and when are made,will be placed before the Board of Directors of AMC for its review.

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d) The AMC has been recording investment decisions since the receipt of instructions from SEBI, in terms of SEBI’s circularno. MFD/CIR/ 6 / 73 /2000 dated July 27, 2000.

11) Trading in Derivatives

SEBI vide its circular no. MFD/CIR/011/061/2000 dated February 1, 2000 has permitted all the mutual funds to participatein the derivatives trading subject to observance of guidelines issued by SEBI in this behalf. In terms of SEBI guidelines,trading in derivatives by the mutual funds should be restricted to hedging and portfolio balancing and the Fund has tocomply with the prescribed disclosure requirements. SEBI had further issued clarifications vide its circular no. MFD/CIR/21/25467/2002 dated December 31, 2002 and has clarified certain types of transactions with illustrative examples, which maybe considered as hedging and portfolio balancing. The relevant extract of the said circular is reproduced as under:

The term hedging is fairly clear. It would cover derivative market positions that are designed to offset the potential lossesfrom existing cash market positions. Some examples of this are as follows:

� An income fund has a large portfolio of bonds. This portfolio stands to make losses when interest rates go up. Hence,the fund may choose to short an interest rate futures product in order to offset this loss.

� An income fund has a large portfolio of corporate bonds. This portfolio stands to make losses when credit spreads ofthese bonds degrade or when defaults take place. Hence, the fund may choose to buy credit derivatives, which paywhen these events happen.

The Board of Directors of Prudential ICICI Trust Limited (The Trustee) at its meeting held on May 30, 2000 approved theproposal for the AMC using the various portfolio hedging techniques and adopting the risk control mechanism under theportfolios of the schemes of the Fund.

Accordingly, the Fund may use derivatives instruments like Stock Index Futures, Interest Rate Swaps, Forward Rate Agreementsor such other derivative instruments as may be introduced from time to time for the purpose of hedging and portfoliobalancing, as permitted under the Regulations and guidelines.

Exposure to Derivatives:

The respective schemes of Prudential ICICI Mutual Fund shall, under normal circumstances, not have exposure of more than25% of its net assets in the derivative instruments. The AMC in times of market volatility and other abnormal marketconditions increase such exposure in derivative instruments up to maximum of 50% of net assets under each scheme witha view to protecting the interests of the investors under the schemes.

The following information provides a basic idea as to the nature of the derivative instruments proposed to be used by theScheme and the risks attached there with.

Advantages of Derivatives:

The volatility in Indian markets both in debt and equity has increased over last few months. Derivatives provide uniqueflexibility to the Scheme to hedge part of its portfolio. Some of the advantages of specific derivatives are as under:

Index Futures:

a) Investment in Stock Index Futures can give exposure to the index without directly buying the individual stocks.Appreciation in Index stocks can be effectively captured through investment in Stock Index Futures.

b) Subject to Regulations, the Fund can sell futures to hedge against market movements effectively without actuallyselling the stocks it holds.

Interest Rate Swaps and Forward rate Agreements:

Bond markets in India are not very liquid. Investors run the risk of illiquidity in such markets. Investing for short-term periodsfor liquidity purposes has its own risks. Investors can benefit if the Fund remains in call market for the liquidity and at thesame time take advantage of fixed rate by entering into a swap. It adds certainty to the returns without sacrificing liquidity.

The following are illustrations how derivatives work. :

Basic Details: Fixed to floating swap

Notional Amount: Rs. 5 Crores

Benchmark: CRISIL COMPOSITE BOND FUND INDEX

Deal Tenor: 3 months (say 91 days)

Documentation : International Securities Dealers Association(ISDA).

Let us assume the fixed rate decided was 10%

At the end of three months, the following exchange will take place:

Counter party 1 pays: compounded call rate for three months, say 9.90%

Counter party 2 pays fixed rate: 10%

In practice, however, the difference of the two amounts is settled. Counter party 2 will pay Rs 5 Crores *0.10%* 91/365 =Rs. 12,465.75

Thus the trade off for the Fund will be the difference in call rate and the fixed rate payment and this can vary with the callrates in the market. Please note that the above example is given for illustration purposes only and the actual returns may varydepending on the terms of swap and market conditions.


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Basic Structure of a Stock Index Future

The Stock Index futures are instruments designed to give exposure to the equity market indices. The Stock Exchange,Mumbai and The National Stock Exchange have started trading in index futures of 1, 2 and 3-month maturities. The pricingof an index future is the function of the underlying index and short-term interest rates.

Example:

Assumptions:

1 month BSE 30 Future

Spot Index: 4900

Future Price on day 1: 4920

Fund buys 10,000 futures

Date of settlement

Future price = Closing spot price = 4950

Profits for the Fund = (4950-4920)*10000 = Rs 300,000

Please note that the above example is given for illustration purposes only.

The net impact for the Fund will be in terms of the difference between the closing price of the index and cost price (ignoringmargins for the sake of simplicity). Thus, it is clear from the example that the profit or loss for the Fund will be the differenceof the closing price (which can be higher or lower than the purchase price) and the purchase price. The risks associated withindex futures are similar to the one with equity investments. Additional risks could be on account of illiquidity and hencemis-pricing of the future at the time of purchase.

Valuation of Derivative Products:

a) The traded derivatives shall be valued at market price in conformity with the stipulations of sub clauses (i) to (v) of clause1 of the Eighth Schedule to the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, as amendedfrom time to time.

b) The valuation of un-traded derivatives shall be done in accordance with the valuation method for un-traded investmentsprescribed in sub clauses (i) and (ii) of clause 2 of the Eighth Schedule to the Securities and Exchange Board of India(Mutual Funds) Regulations, 1996 as amended from time to time.

12) Investment Restrictions for the Scheme

Pursuant to the SEBI (Mutual Funds) Regulations 1996 and amendments thereto, the following investment restrictions arepresently applicable to the Scheme. It may, however, be noted that being a Gilt Fund, the Scheme does not intend toinvest in equity and corporate debt securities and so the restrictions pertaining to these investments are notapplicable.

1) The New Fund Offer expenses in respect of any Scheme will not exceed 6% of the Funds raised under that Scheme.

2) Transfer of investments from one Scheme to another Scheme in the same Mutual Fund is permitted provided:

a) Such transfers are done at the prevailing market price for quoted instruments on spot basis (spot basis shall havethe same meaning as specified by a Stock Exchange for spot transactions); transfer of unquoted securities will bemade as per the policies laid down by the Trustees from time to time; and

b) The securities so transferred shall be in conformity with the investment objective of the Scheme to which suchtransfer has been made.

3) The Scheme may invest in other schemes under the same AMC or any other Mutual Fund without charging any fees,provided the aggregate inter-scheme investment made by all the schemes under the same management or in schemesunder management of any other asset management company shall not exceed 5% of the Net Asset Value of the Fund.No investment management fees shall be charged for investing in other schemes of the Fund or in the schemes of anyother mutual fund.

4) The Fund shall get the securities purchased transferred in the name of the Fund on account of the concerned Scheme,wherever investments are intended to be of a long-term nature.

5) The Fund may buy and sell securities on the basis of deliveries and will not make any short sales or engage in carryforward transaction or badla finance, except as and when permitted by the RBI in this regard (for example “whenissued market” transactions). Provided that mutual funds shall enter into derivatives transactions in a recognised stockexchange for the purpose of hedging and portfolio balancing, in accordance with the guidelines issued by SEBI.

6) All the Scheme’s investments will be in transferable securities or bank deposits or in money at call or any such facilityprovided by RBI in lieu of call.

7) No loans for any purpose can be advanced by the Scheme.

8) The mutual fund scheme shall not make any investment in;

a) any unlisted security of an associate or group company of the sponsor; or

b) any security issued by way of private placement by an associate or group company of the Sponsor; or

c) the listed securities of group companies of the Sponsor which is in excess of 25% of the net assets

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9) The Fund shall not borrow except to meet temporary liquidity needs of the Fund for the purpose of repurchase /redemption of units or payment of interest and dividend to the Unit-holders. Provided that the Fund shall not borrowmore than 20% of the net assets of the individual scheme and the duration of the borrowing shall not exceed a periodof 6 months.

a. Being a Scheme dedicated exclusively to investments in Government securities, Prudential ICICI Mutual Fund willbe eligible to avail on any day from RBI liquidity support upto 20% of the outstanding value of its investments inGovernment securities (as at the close of business on the previous working day), under its Guidelines issued videletter IDMC. No.2741/03.01.00/95-96, dated April 20, 1996. Liquidity support under these guidelines is availablethrough reverse repurchase agreements in eligible Central Government dated securities and Treasury Bills of allmaturities.

10) Pending deployment of funds of a scheme in securities in terms of investment objectives of the scheme, the AMC caninvest the funds of the Scheme in short term deposits of scheduled commercial banks or in call deposits or any suchfacility provided by RBI in lieu of call.

11) The Scheme may also use various hedging and derivative products from time to time, as are available and permitted bySEBI, in an attempt to protect and enhance the interests of the Unit-holders at all times. Derivatives are contractualinstruments whose performance is derived from that of on an underlying asset.

12) The Mutual Fund having an aggregate of securities which are worth Rs.10 crores or more, as on the latest balance sheetdate, shall subject to such instructions as may be issued from time to time by the Board, settle their transactionsentered on or after January 15, 1998 only through dematerialised securities. Further, all transactions in governmentsecurities shall be in dematerialised form.

13) Underwriting by the Fund

Subject to the Regulations, the Scheme may enter into underwriting agreements after the Fund obtains a certificate ofregistration in terms of the Securities and Exchange Board of India (Underwriters) Rules and Securities and Exchange Boardof India (Underwriters) Regulations, 1993, authorizing it to carry on activities as underwriters.

The capital adequacy norms for the purpose of underwriting shall be the net assets of the Scheme and the underwritingobligation of the Scheme shall not at any time exceed the total net asset value of the Scheme.

14) Computation of Net Asset Value

The NAV of the Units of the Scheme will be computed by dividing the net assets of the Scheme by the number of Unitsoutstanding on the valuation date. The Fund shall value its investments according to the valuation norms, as specified inSchedule VIII of the Regulations, or such norms as may be prescribed by SEBI from time to time. In terms of SEBI circular no.MFD/CIR No.14/442/2002 dated February 20, 2002, for valuation of government securities, all the mutual funds areadvised to use the prices for Government Securities released by an agency suggested by AMFI for the sake of uniformity incalculation of NAVs. In view of the same, presently daily matrix provided by CRISIL, is being used for valuation of securitiesunder the Scheme.

NAV of units under the Scheme shall be calculated as shown below :

Market or Fair Value of Scheme’s investments + Current Assets

– Current Liabilities and ProvisionNAV (Rs.) =_____________________________________________________

No. of Units outstanding under Scheme

The NAV of the Scheme will be calculated as of the close of every Business Day. The valuation of the Scheme’s assets andcalculation of the Scheme’s NAV shall be subject to audit on an annual basis and such regulations as may be prescribed bySEBI from time to time.

15) Accounting Policies & Standards

In accordance with the Regulations, the AMC will follow the accounting policies and standards, as detailed below:

a) The AMC, for each Scheme, shall keep and maintain proper books of account, records and documents, so as to explainits transactions and to disclose at any point of time the financial position of the Scheme and, in particular, give a trueand fair view of the state of affairs of the Fund.

b) For the purposes of the financial statements, the Scheme shall mark all investments to market and carry investments inthe balance sheet at market value. However, since the unrealized gain arising out of appreciation on investmentscannot be distributed, provision shall be made for exclusion of this item when arriving at distributable income.

c) Dividend income earned by the Scheme shall be recognized, not on the date the dividend is declared, but on the datethe share is quoted on an ex-dividend basis. For investments which are not quoted on the stock exchange, dividendincome would be recognized on the date of declaration of dividend.

d) In respect of all interest-bearing investments, income shall be accrued on a day to day basis as it is earned. Therefore,when such investments are purchased, interest paid for the period from the last interest due date up to the date ofpurchase should not be treated as a cost of purchase but shall be debited to Interest Recoverable Account. Similarly,interest received at the time of sale for the period from the last interest due date up to the date of sale must not betreated as an addition to sale value but shall be credited to Interest Recoverable Account.

e) In determining the holding cost of investments and the gains or loss on sale of investments, the “average cost”method shall be followed for each security.


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f) Transactions for purchase or sale of investments shall be recognized as of the trade date and not as of the settlementdate, so that the effect of all investments traded during a financial year are recorded and reflected in the financialstatements for that year. Where investment transactions take place outside the stock market, for example, acquisitionthrough private placement or purchases or sales through private treaty, the transaction would be recorded, in the eventof a purchase, as of the date on which the Scheme obtains an enforceable obligation to pay the price or, in the eventof a sale, when the Scheme obtains an enforceable right to collect the proceeds of sale or an enforceable obligation todeliver the instruments sold.

g) Bonus shares to which the Scheme becomes entitled shall be recognized only when the original shares on which thebonus entitlement accrues are traded on the stock exchange on an ex-bonus basis. Similarly, rights entitlements shallbe recognized only when the original shares on which the right entitlement accrues are traded on the stock exchangeon an ex-right basis.

h) Where income receivable on investments has been accrued and has not been received for a period of 12 monthsbeyond the due date, provision shall be made by debit to the revenue account for the income so accrued and no furtheraccrual of income shall be made in respect of such investments.

i) When Units are sold in the Scheme, an appropriate part of the sale proceeds shall be credited to an EqualizationAccount and when units are repurchased an appropriate amount shall be debited to Equalization Account. The netbalance on this account shall be credited or debited to the Revenue Account. The balance on the Equalization Accountdebited or credited to the Revenue Account shall not decrease or increase the net income of the Fund but is only anadjustment to the distributable surplus. It shall therefore be reflected in the Revenue Account only after the net incomeof the Fund is determined.

j) When Units are sold, after considering the equalization as above, the difference between the sale price and the facevalue of the Unit, if positive, shall be credited to reserves and if negative, shall be debited to reserve, the face valuebeing credited to Capital Account. Similarly, when the Units are repurchased, after considering the equalization asabove, the difference between the purchase price and face value of the Unit, if positive, shall be debited to reserves and,if negative, shall be credited to reserves, the face value being debited to the Capital Account.

k) The cost of investments acquired or purchased shall include brokerage, stamp charges and any charge customarilyincluded in the broker’s bought note. In respect of privately placed debt instruments any front-end discount offeredshall be reduced from the cost of the investment.

l) Underwriting commission shall be recognized as revenue only when there is no devolvement on the Scheme. Wherethere is devolvement on the Scheme, the full underwriting commission received and not merely the portion applicableto the devolvement shall be reduced from the cost of the investment.

m) An asset shall be classified as non-performing if the interest and/or principle amount have not been received orremained outstanding for one quarter from the date such income/installment have fallen due and relevant guidelinesfor identification and provisioning for non-performing assets for mutual fund will be applicable.

The accounting policies and standards outlined above are as per the existing Regulations and are subject to change as perchanges in the Regulations.

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During the New Fund Offer Period of the Scheme, the total minimum subscription amount prescribed in terms of the earlieroffer document was Rs.1 crore.

There is no maximum amount in regard to the corpus of the Schemes on an on-going basis.

b) Offer Price for On-going subscriptions

The units of the Scheme are available for subscription at Applicable NAV based prices, subject to entry load provisions, if any.

c) Minimum Amount for Application

The minimum application amount for each of the following Plans of the Scheme is:

Sr. No. Investment Plan Minimum Application Amount Additional Investment

1. Treasury Plan Rs. 25,000(plus in multiples of Re. 1) Rs. 5,000

2. Investment Plan Rs. 25,000(plus in multiples of Re. 1) Rs. 5,000

3. Treasury Plan – PF Option Rs. 25,000(plus in multiples of Re. 1) Rs. 5,000

4. Investment Plan – PF Option Rs. 25,000(plus in multiples of Re. 1) Rs. 5,000

d) Expenses of New Fund Offer

New Fund Offer expenses of the Scheme and the investment Plans thereunder mentioned in this Offer Document wereborne by the AMC and were not charged to the Schemes.

e) Investment Options offered under the Plans of the Scheme

The investors under the Scheme may choose between the following investment Plans/Options: Dividend Reinvestmentfacility is also available.

Sr. No. Investment Plan Options

1. Treasury Plan GrowthGrowth – AEPDividend (Quarterly & Half-yearly)

2. Investment Plan GrowthGrowth – AEPDividend (Half-yearly)

3. Treasury Plan – PF Option GrowthGrowth – AEP

4. Treasury Plan – PF Option GrowthGrowth – AEP

i) Growth Option

Both the Plans will not declare any dividends under this option. The income earned by the Plans under the GrowthOption will remain reinvested in the Plan and will be reflected in the Net Asset Value. This Option is suitable forinvestors who are not looking for regular income. If Units under this option are redeemed after they have been held fora period of at least one year from the date of acquisition, Unitholders will get benefit of long-term capital gains tax.Please refer to page 72 on “Taxation”

ii) Dividend Option

This Option is suitable for investors seeking income through dividend declared by the Scheme under the Plans. TheTrustee may approve the distribution of dividend recommended by AMC out of the net surplus under this Option. Theremaining net surplus after considering the dividend and tax, if any, payable there on will be ploughed back in thePlans of the Scheme and be reflected in the NAV. Each Plan may declare dividends depending on the net distributablesurplus available under the respective Plans. Further the frequency of distribution of dividend may vary between thetwo Plans.

� Treasury Plan – Dividend Policy

It is proposed to distribute dividends under the Treasury Plan at quarterly rests.


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� Investment Plan – Dividend Policy

It is proposed to distribute dividends under the Investment Plan at half-yearly rests. Such dividend, if declared, willbe compulsorily reinvested if the dividend amount is upto Rs. 500 or less, irrespective of the Option selected by theUnitholder. For dividend of more than Rs.500 there is an option to either to choose between payout or dividendreinvestment. If the investor does not choose the Option between Dividend Payout and Dividend Reinvestment,the default option would be Automatic Reinvestment of Dividends.

It should, however, be noted that actual distribution of dividends and the frequency of distribution as indicated aboveare provisional and will be entirely at the discretion of the Trustee subject to availability of distributable surplus.

iii) Dividend Reinvestment

The investors opting for Dividend Option may choose to reinvest the dividend to be received by them in additionalUnits of the Scheme. Under this provision, the dividend due and payable to the Unitholders will be, compulsorily andwithout any further act by the Unitholders, reinvested in the respective Plans under the Dividend Option, at the first ex-dividend NAV. The dividends so reinvested shall be constructive payment of dividends to the Unitholders and constructivereceipt of the same amount from each Unitholder, for reinvestment in Units.

On reinvestment of dividends, the number of Units to the credit of Unitholder will increase to the extent of the dividendreinvested divided by the NAV applicable on the day of reinvestment, as explained above. There shall, for the present,be no entry load on the dividends so reinvested.

The AMC has been advised by the Auditors to the Fund that such dividends, which are reinvested will be tax exempt inthe hands of the Unitholders.

iv) Automatic Encashment Plan (AEP)

Automatic Encashment Plan (AEP) is available only to the Unitholders who have opted for Growth Option under theScheme and investment plans thereunder. AEP will be always subject to the minimum application amount as stated inthe offer document of the Scheme. The Fund may suspend the AEP in respect of a particular folio, if as a result of AEP,the balance under that particular folio of the Unitholder falls below the minimum application amount prescribed in theoffer document.

AEP envisages an automatic redemption and payment to the Unitholders, which will be structured as redemption ofsome units held by the investor. Unitholders under this Plan can opt for monthly/quarterly/half-yearly redemptionsdepending on their cash flow requirements and provide standing instructions to the AMC. On receipt of suchinstructions, the AMC will redeem, at the specified intervals, a part of the unitholdings of the investor and dispatch theredemption cheques. The redemptions of Units not being in the nature of dividend payments, the Fund is not requiredto pay dividend tax on such redemptions being made to the Unitholders. Unitholders should note that if Units areredeemed, there might be an incidence of capital gains tax, at applicable rates.

Under AEP an investor may choose anyone of the following options:

(1) Regular Option: Unitholder will have an option to encash the Units for an amount that would be equivalent tothe extent of dividend being declared by the Trustees under the respective scheme under its dividend option anddue on the Units held by such Unitholder on the Record Date. Under the Regular Option, the Unit-holders will beable encash the Units as on dates similar to the ex-dividend Date under the Dividend Option of the DesignatedScheme(s).

On receipt of standing instructions from the Unitholder, the AMC will redeem a part of the unitholdings of theUnitholder and dispatch the redemption cheques.

(2) Appreciation Option: Unitholder will have an option to encash the appreciation available on his investment onthe Designated Date on monthly /quarterly or half-yearly basis, depending on the funds requirements of theUnitholders. Designated Date will be last Business Day of the calendar month/ quarter or half-year. The ApplicableNAV for this purpose is the NAV of the Designated Date. Computation of the available appreciation under theDesignated Scheme(s) will be as follows:

For an investor enrolling under the AEP Appreciation option, for the purpose of the first encashment the availableappreciation will be calculated as the difference between the applicable NAV on the first Designated Date followingthe date of enrollment under the option and the applicable NAV as on the date of enrollment under the option.

For the subsequent AEP Appreciation encashments, the available appreciation will be calculated as the differencebetween the applicable NAV on the next Designated Date and the applicable NAV as on the immediately precedingDesignated Date under the option on which an AEP payment was made

Units will be redeemed from the Folio of the investor on a First in First out (FIFO) basis. Upon such automaticencashment, the Unitholders will be sent the redemption cheques or the redemption proceeds may be directlycredited to the bank account of the Unitholder.

For automatically encashed Units under Automatic Encashment Plan, the exit load will not be applicable on theredeemed Units.

Minimum amount per AEP transaction will be subject to a minimum of Rs. 100/-. Hence, the encashment to theunitholders on account of AEP will be made only if such encashment amount is equal to or above Rs. 100/-.

In case of Unitholders opting for Automatic Encashment Plan at monthly/quarterly rests, the Fund will provide themwith the Transaction Confirmation Statements once in a quarter, whereas in case of half-yearly rest, such Transaction

40


Confirmation would be provided on such encashment, indicating therein the transactions with the Fund during thequarter/ half year (as the case may be), to which the statement relates. Such Transaction Confirmation statement will besent only if there is any transaction in the relevant period.

In addition to the automatic encashment, the Unitholders, if they so desire and to meet their cash requirements, mayalso seek further redemption of their investments under the Scheme. Such redemptions will be governed by the normalprocedure. If Units are redeemed after they have been held as a capital asset for a period of at least one year from thedate of acquisition, Unitholders will get benefit of long-term capital gains tax. Please refer to the paragraph on“Taxation” in the offer document of the Scheme.

The existing unitholders under the Scheme are being offered an option to continue with the Cumulative Option or toopt for the available option(s) under the Automatic Encashment Plan. Except for Units in respect of which the Unitholdersexpressly give their consent for opting for Automatic Encashment Plan, all other units will continue to be retained inCumulative option.

There is no assurance or guarantee to Unitholders as to the extent of appreciation that the Scheme may generate. Itmay be noted that payments at pre-defined intervals under AEP - Regular and Appreciation options will be dependenton such appreciation available under the Scheme. Further, the Fund does not guarantee that such redemptions will beregularly made, though it is the intention of the Fund to make such redemptions.

The investors are further advised to carefully review the tax implications arising out of opting for the AEP and consulttheir tax advisors as to the exact nature of tax liability and applicable tax provisions before opting for AEP. The AMC/Fund shall not be liable for any tax liability arising/ accruing to the Unitholders consequent to their opting to AEP.

f) Section 54EA and 54EB Investment Plans.

As per the amendments to the tax laws, as the provisions of section 54EA and 54EB are no more applicable, for freshsubscriptions. But investments already made by the existing unitholders under the above plans will continue as per thefollowing provisions as follows::

Sections 54EA and 54EB of the Income-tax Act, 1961, were introduced by the Finance (No. 2) Act, 1996, with effect fromOctober 1, 1996 and consequently applicable to the transfer of long-term capital assets on or after that date. Sections 54EAand 54EB of the Income-tax Act, 1961 dealt with exemption from capital gains tax on the transfer of a long-term capitalasset, if within six months from the date of transfer, the net consideration / capital gains amount was invested in theacquisition of Units of Mutual Fund referred to in clause (23D) of Section 10 of the Income-tax Act, 1961.

(i) 54EA Investment Plan.

Unitholders who chose this Plan have invested the whole or part of the net consideration arising from the transfer ofa long-term capital asset in the Units of the Scheme. The tax exemption would be proportionate to sale proceedsinvested to total proceeds. However, investors should note that the amount so invested would have to belocked-in for a period of three years and the Units so allotted cannot be redeemed or switched to anotherscheme/ option, during the lock-in period of three years. This is subject to any change that may be effected inthe Income-tax Act, 1961 or any guidelines / amendments / rules / clarifications issued by the Central Board ofDirect Taxes from time to time.

(ii) 54EB Investment Plan.

Unitholders who chose this Plan have invested the whole or part of the capital gains arising from the transfer of a long-term capital asset in the Units of the Scheme. The tax exemption would be proportionate to sale proceeds invested tototal proceeds. However, investors should note that the amount so invested would have to be locked-in for aperiod of seven years and the Units so allotted cannot be redeemed or switched to another scheme/ option,during the lock-in period of seven years. This is subject to any change that may be effected in the Income-taxAct, 1961 or any guidelines / amendments / rules / clarifications issued by the Central Board of Direct Taxesfrom time to time.

After the prescribed lock-in period has elapsed, the Unitholders may redeem their Units at the Applicable NAV basedprices consistent with the redemption procedure stated in ‘Redemption of Units’. The difference between the amountreceived on redemption and the original amount invested will be subject to the capital gains tax as per Section 112 ofthe Income -tax Act, 1961.

For further details, please refer to the section on Tax Benefits on page 72.

g) Pledge of Units for loans

The Units can be pledged by the Unitholders as security for raising loans subject to the conditions of the lending institution.The Registrar will take note of such pledge / charge in its records.

h) Systematic Transfer Plan (STP):

Systematic Transfer Plan (STP) is an option wherein Unit holders of designated open-ended debt schemes can opt to transfera fixed amount at regular intervals and provide standing instructions to the AMC to switch the same into the scheme. Theamount transferred under STP from Source scheme to the Scheme shall be done by redeeming Units of Source scheme atApplicable NAV, subject to exit load, if any; and subscribing to the Units of the Scheme at Applicable NAV as on specifieddate of a month or a quarter. In case these dates fall on a holiday or book closure period, the next Business Day will beconsidered for this purpose. STP will be automatically terminated if all Units are liquidated or withdrawn from the Sourcescheme or pledged or upon receipt of intimation of death of the Unit holder. Further STP would not be applicable in caseof insufficient balance under the Source Scheme.


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The provision of “Minimum Redemption Amount” specified in the offer document(s) of the respective Designated Sourceschemes and “Minimum Application Amount” applicable to the Scheme as specified in this document on page 38 will notbe applicable for Systematic Transfer Plan.

Designated schemes from which Systematic Transfer Plan (STP) can be availed of are as under:

Any of the designated debt schemes “from” which the transfer will take place are:

(Source Scheme)

- Prudential ICICI Liquid Plan

- Prudential ICICI Income Plan

- Prudential ICICI Floating Rate Plan

- Prudential ICICI Flexible Income Plan

- Prudential ICICI Short Term Plan

- Prudential ICICI Gilt Fund- Investment Plan and Treasury Plan

- Prudential ICICI Monthly Income Plan (An open-ended fund. Monthly Income is not assured and is subject to theavailability of distributable surplus)

- Prudential ICICI Income Multiplier Fund

� The minimum amount that can be transferred from one scheme to another is Rs 1,000/- for a minimum of 6installments.

� STP will be available at weekly monthly and quarterly rests as per the standing instructions of the Unit holder.

� The effective transaction dates for STP requests received will be as follows:

STP Frequency Effective transaction dates

Weekly Every MondayMonthly Last day of the monthQuarterly Last day of the quarter

� This facility will ensure that the Unit Holder is able to systematically invest into equity schemes and balancedscheme without having to give any post dated cheque, unlike under Systematic Investment Plan.

� No entry load will be charged on the STP amount into the Scheme but exit loads as per the Source Scheme featureswill be charged.

� Amount so invested into the Scheme will have an exit load equivalent to 2% if the units are redeemed before 365days.

� STP facility is subject to 7 days advance notice for commencement or discontinuance.

The Fund reserves the right to include/remove any of its Schemes under the category of ‘Designated Schemes available forSTP’ from time to time by suitable display of notice on AMC’s Website.

i) Flexible Lifetime Investment Programme

The ability to switch part or all of a Unitholder’s investments between the open ended Schemes offered by the Fund is animportant feature of this offer. Investors may choose to alter the allocation of their investment among the Schemes in orderto meet their changed investment needs, risk profiles, or changing circumstances during their lifetime. A Unitholder istherefore able to tailor his / her investment to his / her specific situation.

j) How to Switch

On an on-going basis, the Unitholders under the Scheme have the option to switch all or part of their investment from theScheme to any of the other open ended schemes offered by the Fund which is available for investment at that time, subjectto prevailing load structure. To effect a switch, a Unitholder must provide clear instructions. A request for a switch may bespecified either in terms of amount or in terms of the number of Units of the scheme from which the switch is sought. Suchinstructions may be provided in writing or by completing the Switch Request Slip provided in the transaction booklet andlodging the same on any Business Day at any of the Investor Service Centers. An Account Statement/ Transaction Confirmationreflecting the new holdings will be despatched to the Unitholders within 3 Business Days of completion of switch transaction.With the prior consent of the Unitholder, the account statement will be sent by e-mail only.

The switch will be effected by redeeming Units from the scheme in which the Units are held and investing the net proceedsin the other scheme(s), subject to the minimum balance and the terms and conditions applicable for the respectivescheme(s).

The price at which the Units will be switched out of the scheme will be based on the Applicable NAV of the relevantscheme(s) and considering any prevalent exit/entry/ combination of entry and exit loads for switches.

Investors should note that the amount invested under 54EA and 54EB Investment Plans would have to be locked-in for aperiod of three years and seven years respectively and the Units so allotted cannot be switched to another scheme/optionduring the lock-in period of three years and seven years. This is subject to any change that may be affected in the Income-tax Act, 1961 or any guidelines / amendments / rules / clarifications issued by the Central Board of Direct Taxes.

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The Applicable NAV for affecting the switch out of the existing open-ended funds will be the NAV of the BusinessDay on which the switch request, complete in all respects, is received by the AMC, subject to the cut-off time andother terms specified in the offer document of the respective existing open-ended schemes.

k) Who can Invest?

The following persons are eligible and may apply for subscription to the Units of the Scheme (subject, wherever relevant, topurchase of units of Mutual Funds being permitted under respective constitutions and relevant statutory regulations):

� Resident adult individuals either singly or jointly (not exceeding three)

� Minor through parent/lawful guardian

� Companies, Bodies Corporate, Public Sector Undertakings, association of persons or bodies of individuals and societiesregistered under the Societies Registration Act, 1860 (so long as the purchase of units is permitted under the respectiveconstitutions)

� Religious and Charitable Trusts under the provisions of 11(5)(xii) of Income-tax Act, 1961 read with Rule 17C ofIncome-tax Rules, 1962

� Partnership Firms

� Karta of Hindu Undivided Family (HUF)

� Banks & Financial Institutions

� Non-resident Indians/Persons of Indian origin residing abroad (NRIs) on full repatriation basis (subject to RBI approval)or on non-repatriation basis

� Foreign Institutional Investors (FIIs) registered with SEBI on full repatriation basis

� Army, Air Force, Navy and other para-military funds

� Scientific and Industrial Research Organizations

� Mutual fund schemes

l) How to apply?

i) Purchase of units on on-going basis:

The Scheme is open for fresh subscriptions on an ongoing basis. Applications by new investors (i.e. other than existingUnitholder) must be for a minimum amount of Rs.5,000 and in multiples of Re.1 thereafter. An existing Unitholder canhowever purchase additional Units, subject to the minimum additional amount of Rs.500 .

The Trustee shall, have absolute discretion to accept/reject any application for purchase of Units, if in the opinion of theTrustee, increasing the size of Scheme’s Unit capital is not in the general interest of the Unitholders, or the Trustee forany other reason believes it would be in the best interest of the Scheme or its Unitholders to accept/reject such anapplication.

ii) Purchase Price

The purchase price of the Units, on an ongoing basis is based on the Applicable NAV. For the present, the Fund doesnot intend to charge an entry load for purchase of Units on an on going basis for all the Plans/Options available underthe Scheme.

An exit load applicable for each of the following Plans of the Scheme is as under:

Exit Load:

i) Under Treasury Plan - Nil

ii) Under Investment Plan - Nil

iii) Under Treasury Plan PF Option - For investments which are sought to be redeemed/switched before completion of365 days – 0.80% of the applicable NAV.

iv) Under Investment Plan PF Option - For investments which are sought to be redeemed before completion of 365days – 0.60% of the applicable NAV

Purchase Price can be calculated using the following formula:

Purchase Price = Applicable NAV * (1+ Entry Load).

Subject to the Regulations, the Trustee reserves the right to modify/alter the load structure and may decide to introducea differential load structure on the Units subscribed/redeemed on any Business Day. Such changes will be applicable forprospective investments. The Trustee shall arrange to display a notice in the Customer Service Centers of the AMCbefore the change of the then prevalent load structure. The addendum detailing the changes in load structure will beattached to offer documents and abridged offer documents. The addendum will also be circulated to all the distributors/brokers so that the same can be attached to all the offer documents and abridged offer documents in stock. Thisaddendum will also be sent along with the newsletter to the unitholders immediately after the changes. Changes inthe load structure may be stamped in the acknowledgement slip issued by the Fund after the changes in load structure.The load collected from the Unitholders under each Plan will be credited to a separate account in the respective Planaccounts and will be offset against distribution and marketing expenses. Surplus of load, if any, charged over plannedmarketing and distribution expenses to be defrayed will be credited to the respective Plans whenever felt appropriateby the AMC.


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The Fund shall ensure that the Redemption Price is not lower than 93% of the NAV and the Purchase Price is not higherthan 107% of the NAV, provided that the difference between the Redemption Price and Purchase Price of the Unitsshall not exceed the permissible limit of 7% of the purchase Price, as provided for under the Regulations.

iii) Applicable NAV

(i) Purchases including switch ins: In respect of valid applications received upto the cut-off time by the Mutual Fundalongwith a local cheque or a demand draft payable at par at the place where the application is received, theclosing NAV of the day on which application is received shall be applicable.

In respect of valid applications received after the cut-off time by the Mutual Fund alongwith a local cheque or ademand draft payable at par at the place where he application is received, the closing NAV of the next business dayshall be applicable.

(ii) Redemptions including switch outs: In respect of valid applications received upto the cut-off time by the MutualFund, same day’s closing NAV shall be applicable.

In respect of valid applications received after the cut-off time by the Mutual Fund, the closing NAV of the nextbusiness day shall be applicable.

iv) Cut-off time for Purchase: 3.00 p.m.

Cooling-off period for web based transactions:

For all web-based transactions under the schemes of Prudential ICICI Mutual Fund, entered through the website of thefund viz. www.pruicici.com, there would be a cooling off period of 30 minutes before the respective cut-off times forpurchase and sale transactions. For purchase transactions through the website of the Fund, following rules will apply:

(a) Internet Banking: As stated above, provided the electronic bank confirmation is received simultaneously for web-based transactions using internet banking.

(b) Applications accompanied by physical cheques/ Demand Drafts: The units will be issued at par, on receipt ofphysical transaction request at the nearest official point of transaction of the AMC within 3 business days from thedate of transaction.

(c) The original application form duly signed should reach the AMC immediately after the transaction throughwebsite. If the investor fails to do so, the AMC reserves the right to reject/hold the redemption requests of suchinvestors.

v) How to Purchase the Units on an on-going basis?

The application forms for the purchase of Units of the Scheme will be available at the office of the AMC, and theCustomer Service Centers. New investors can purchase Units by completing an Application Form. Existing Unitholdersmay use the transaction slip for additional purchases or a new Application Form. Payment for purchase of Units will beaccepted only through a cheque or demand draft drawn payable at the centre where the application is lodged, drawnin favour of “Prudential ICICI Gilt Fund – Treasury” or “Prudential ICICI Gilt Fund – Investment” or “PrudentailICICI Gilt Fund – Treasury Plan – PF Option” or “Prudential ICICI Gilt Fund – Investment Plan – PF Option”. All suchcheques/drafts must be crossed “Account Payee Only”.

The cheque/demand draft should be payable at the Centre where the application is lodged. The cheque/demand draftshould be drawn on any Bank which is situated at and is a member/sub-member of the Bankers’ Clearing House.Cheques/demand drafts drawn on a Bank not participating in the Clearing House will not be accepted.

Payments by Stock invests and out-station and/or post-dated cheques will not be accepted. Bank charges for out-station demand drafts (as defined herein) will not be borne by the AMC.

Investors residing in centres, where the Prudential ICICI Customer Service Centres are not located, are requested tomake payment by demand drafts payable at the Centre where the application is to be lodged. The DD charges will beborne by the Fund as per the table below:

Amount of investment Rate of Charge of Demand Draft(s)

Upto Rs. 10,000/- At actuals, however maximum Rs. 50/-

Above Rs. 10,000/- Rs. 2/- per Rs. 1,000/-

The Fund will not reimburse Demand Draft charges where the demand draft amount exceeds Rs. 50,000/- for purchaseof units by investors residing at location where the Customer Service Centres/Collection Centres of the AMC arelocated.

The Trustee shall have absolute discretion to accept/reject any application for purchase of Units, if in the opinion of theTrustee, increasing the size of Scheme’s Unit capital is not in the general interest of the Unitholders, or the Trustee forany other reason believes it would be in the best interest of the Schemes or its Unitholders to accept/reject such anapplication.

As per the directives issued by SEBI, it is mandatory for applicants to mention their bank account numbers in theirapplications for purchase or redemption of Units. If the Unit-holder fails to provide the Bank mandate, the request forredemption would be considered as not valid and the Fund retains the right to withhold the redemption until a properbank mandate is furnished by the Unit-holder and the provision with respect of penal interest in such cases will not beapplicable/ entertained.

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Under normal circumstances, an Account Statement will be mailed to the investor indicating the number of Unitspurchased within 3 Business Days of the acceptance of a valid Application for purchase of Units.

In the event of non-realization of any cheque or other instrument remitted by the investor, the transaction of creditingthe Unit holder’s account will be reversed.

vi) NRIs & FIIs

In terms of Schedule 5 of Notification no. FEMA 20/2000 dated May 3, 2000, RBI has granted general permission toNRIs to purchase, on a repatriation basis units of domestic mutual funds. Further, the general permission is alsogranted to NRIs to sell the units to the mutual funds for repurchase or for the payment of maturity proceeds, providedthat the units have been purchased in accordance with the conditions set out in the aforesaid notification.

For the purpose of this section, the term “mutual funds” is as referred to in Clause (23D) of Section 10 of Income-TaxAct 1961.

However, NRI investors, if so desired, also have the option to make their investment on a non-repatriable basis.

FIIs :

In terms of Schedule 5 of Notification no. FEMA 20/2000 dated May 3, 2000. RBI has granted general permission toa registered FII to purchase on a repatriation basis units of domestic mutual funds subject to the conditions set out inthe aforesaid notification. Further, the general permission is also granted to FIIs to sell the units to the mutual funds forrepurchase or for the payment of maturity proceeds, provided that the units have been purchased in accordance withthe conditions set out in the aforesaid notification.

For the purpose of this section, the term “mutual funds” is as referred to in Clause (23D) of Section 10 of Income-TaxAct 1961.

vii) Mode of Payment on Repatriation basis

FIIs may pay their subscription amounts either by way of inward remittance through normal banking channels or outof funds held in Foreign Currency Account or Non-resident Rupee Account maintained by the FII with a designatedbranch of an authorized dealer with the approval of the RBI subject to the terms and conditions set out in the aforesaidnotification.

In case Indian rupee drafts are purchased abroad or from Foreign Currency Accounts or Non-resident Rupee Accountsan account debit certificate from the Bank issuing the draft confirming the debit shall also be enclosed.

In case of NRIs and persons of Indian origin residing abroad, payment may be made by way of Indian Rupee draftspurchased abroad and payable at Mumbai or by way of cheques drawn on Non-Resident (External) (NRE) Accountspayable at par at Mumbai. Payments can also be made by means of rupee drafts payable at Mumbai and purchased outof funds held in NRE Accounts / FCNR Accounts.Rupee Account of the FII maintained with a designated bank, approvedby RBI.

All cheques/drafts should be made out in favour “Prudential ICICI Gilt Fund - Treasury” or “Prudential ICICI GiltFund – Investment” or “Prudential ICICI Gilt Fund – Treasury Plan – PF Option” or “Prudential ICICI Gilt Fund –Investment Plan – PF Option” and crossed “Account Payee Only”. In case Indian Rupee drafts are purchased abroador from FCNR/NRE A/c. an account debit certificate from the Bank issuing the draft confirming the debit shall also beenclosed.

viii) Mode of payment on Non-Repatriation basis

In case of NRIs/persons of Indian origin seeking to apply for Units on a non-repatriation basis, payments may be madeby cheques/demand drafts drawn out of Non-Resident Ordinary (NRO)/Non-Resident Special Rupee (NRSR) accountspayable at the city where the application Form is accepted.

ix) Application under Power of Attorney/ Body Corporate/Registered Society/ Trust/ Partnership

In case of an application under Power of Attorney or by a limited company, body corporate, registered society, trust orpartnership, etc., the relevant Power of Attorney or the relevant resolution or authority to make the application as thecase may be, or duly certified copy thereof, along with the memorandum and articles of association/bye-laws must belodged Customer Service Centres along with the Application form.

x) Joint Applicants

In the event an Account has more than one registered owner, the first-named holder (as determined by reference to theoriginal Application Form) shall receive the Account Statement, all notices and correspondence with respect to theAccount, as well as the proceeds of any redemption requests or dividends or other distributions. In addition, suchUnitholders shall have the voting rights, as permitted, associated with such Units, as per the applicable guidelines.

Applicants can specify the ‘mode of holding’ in the Application Form as ‘Jointly’ or ‘Anyone or Survivor’. In the case ofholding specified as ‘Jointly’, redemptions and all other requests relating to monetary transactions would have to besigned by all joint holders. However, in cases of holding specified as ‘Anyone or Survivor’, any one of the Unitholderswill have the power to make redemption requests, without it being necessary for all the Unitholders to sign. However,in all cases, the proceeds of the redemption will be paid to the first-named holder.

In case of death / insolvency of any one or more of the persons named in the Register of Unit holders as the jointholders of any Units, the AMC, shall not be bound to recognise any person(s) other than the remaining holders. In allsuch cases, the proceeds of the Redemption will be paid to the first-named of such remaining Unit holders.


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xi) Nomination Facility

The AMC has provided this nomination facility as an additional feature. By provision of this facility the AMC is not inany way attempting to grant any rights other than those granted by law to the nominee. A nomination in respect of theUnits does not create an interest in the property after the death of the Unit holder.

The nominee shall receive the Units only as an agent and trustee for the legal heirs or legatees as the case maybe.

All other issues pertaining to nomination facility and nominee/s shall be subject to the Nomination Rules asprescribed by AMC from time to time.

The single/joint/surviving Unitholders can, at the time an application is made or subsequently by writing to theRegistrar request for a nomination form and the Rules and Regulations governing the facility in order to nominate anyperson subject to completion of necessary formalities.

It may, however, be noted that in the event of death of the Unitholder and in the event a nominee has been named, thenominee shall stand transposed in respect of the Units held by the Unit holder. Such nominee (new Unit holder) willhold the Units in trust for and on behalf of the estate of the original Unit holder and his / her legal heirs. Such paymentsmade by the AMC shall be full and valid discharge of the AMC / Fund from all further liabilities in respect of the sumsso paid.

The AMC shall have the right to ask for any additional information / documentation as it may deem necessary to satisfyitself as to the identity of the Nominee/ Claimant including but not limited to procuring an Indemnity Bond.

m) Issuance of Units/Account Statements

Under normal circumstances, an Account Statement will be mailed to the investor indicating the number of Units purchasedand/or the new balance to Unit holder’s credit in the Account within three Business Days of acceptance of the purchaserequest. Provided that the Fund reserves the right to reverse the transaction of crediting the Unit Holder’s account, in theevent of non-realization of any cheque or other instrument remitted by the investor.

The Account Statements/Transaction Confirmation shall be non-transferable. If the Unit holder so desires non-transferableUnit certificates will be issued within six weeks of the receipt of request for the certificate.

Any addition/ deletion of name from the folio of the unitholder is deemed as transfer of units. But the Units of the Schemeare not transferable.

In view of the same, additions/ deletion of names will not be allowed under any folio of the Scheme.

The above provisions in respect of deletion of names will not be applicable in case of death of unitholder (in respect of jointholdings) as this is treated as transmission of units and not transfer.

All Units will rank pari passu, among Units within the same Option, i.e. either the dividend option or the growth option, asto assets, earnings and the receipt of dividend distributions, if any, as may be declared by the Trustee.

n) Redemption of Units

The Units can be redeemed (i.e., sold back to the Fund), at the Applicable NAV (hereinafter defined) Redemption requestscan be made in amounts, with a minimum of Rs 500.

A Unitholder may request redemption of a specified amount or a specified number of Units, (subject to the minimumredemption amount) the number of Units specified will be considered for deciding the redemption amount. If only theredemption amount is specified by the Unitholder, the Fund will divide the redemption amount so specified by theApplicable NAV based price to arrive at the number of Units.

In case an investor has purchased Units on more than one Business Day (either during the Initial Offer Period, or throughsubsequent purchases), the Units purchased prior in time (i.e. those Units which have been held for the longest period oftime) will be deemed to have been redeemed first i.e. on a First-in-First-Out basis.

Unitholders may also request for redemption of their entire holding and close the account by indicating the same at theappropriate place in the Redemption Request Form.

Investors should note that the amount invested under the 54EA and 54EB Investment Plans will have to be locked-in for aperiod of 3 years and 7 years, respectively and the Units so allotted cannot be redeemed during the specified lock-in period.

As per the directives issued by SEBI, it is mandatory for applicants to mention their bank account numbers in theirapplications for purchase or redemption of Units. If the Unit-holder fails to provide the Bank mandate, the request forredemption would be considered as not valid and the Fund retains the right to withhold the redemption until a proper bankmandate is furnished by the Unit-holder and the provision with respect of penal interest in such cases will not be applicable/entertained.

i) Redemption Price

The Redemption Price of the Units will be based on the Applicable NAV, subject to prevalent exit load provisions, if any.

The exit load applicable for each of the following Plans of the Scheme is as under:

i) Treasury Plan - Nil

ii) Investment Plan - Nil

iii) Treasury PF Option - For investments which are sought to be redeemed/switched before completion of 365 days– 0.80% of the applicable NAV.

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iv) Investment PF Option - For investments which are sought to be redeemed before completion of 365 days – 0.60%of the applicable NAV

The redemption price will be calculated using the following formula:

Redemption Price = Applicable NAV * (1-Exit Load, if any).

Subject to the Regulations, the Trustee reserves the right to modify/alter the load structure and may decide to introducea differential load structure on the Units subscribed/redeemed on any Business Day. Such changes will be applicable forprospective investments. The Trustee shall arrange to display a notice in the Customer Service Centers of the AMCbefore the change of the then prevalent load structure. The addendum detailing the changes in load structure will beattached to offer documents and abridged offer documents. The addendum will also be circulated to all the distributors/brokers so that the same can be attached to all the offer documents and abridged offer documents in stock. Thisaddendum will also be sent along with the newsletter to the unitholders immediately after the changes. Changes inthe load structure may be stamped in the acknowledgement slip issued by the Fund after the changes in load structure.The load collected from the Unitholders under each Plan will be credited to a separate account in the respective Planaccounts and will be offset against distribution and marketing expenses. Surplus of load, if any, charged over plannedmarketing and distribution expenses to be defrayed will be credited to the respective Plans whenever felt appropriateby the AMC.

The Fund shall ensure that the Redemption Price is not lower than 93% of the NAV and the Purchase Price is not higherthan 107% of the NAV, provided that the difference between the Redemption Price and Purchase Price of the Unitsshall not exceed the permissible limit of 7% of the purchase Price, as provided for under the Regulations.

ii) Applicable NAV

(i) Purchases including switch ins: In respect of valid applications received upto the cut-off time by the Mutual Fundalongwith a local cheque or a demand draft payable at par at the place where the application is received, theclosing NAV of the day on which application is received shall be applicable.

In respect of valid applications received after the cut-off time by the Mutual Fund alongwith a local cheque or ademand draft payable at par at the place where he application is received, the closing NAV of the next business dayshall be applicable.

(ii) Redemptions including switch outs: In respect of valid applications received upto the cut-off time by the MutualFund, same day’s closing NAV shall be applicable.

In respect of valid applications received after the cut-off time by the Mutual Fund, the closing NAV of the nextbusiness day shall be applicable.

(iii) Cut-off time for Purchase: 3.00 p.m.

iii) Cooling-off period for web based transactions:

For all web-based transactions under the schemes of Prudential ICICI Mutual Fund, entered through the website of thefund viz. www.pruicici.com, there would be a cooling off period of 30 minutes before the respective cut-off times forpurchase and sale transactions. For purchase transactions through the website of the Fund, following rules will apply:

(a) Internet Banking: As stated above, provided the electronic bank confirmation is received simultaneously for web-based transactions using internet banking.

(b) Applications accompanied by physical cheques/ Demand Drafts: The units will be issued at par, on receipt of physicaltransaction request at the nearest official point of transaction of the AMC within 3 business days from the date oftransaction.

(c) The original application form duly signed should reach the AMC immediately after the transaction throughwebsite. If the investor fails to do so, the AMC reserves the right to reject/hold the redemption requests of suchinvestors.

iv) How to Redeem?

The redemption requests can be made on the transaction slip for redemption available at the Customer ServiceCentres. The redemption request can be made at any of the Investor Service Centers as listed in this Offer Document.In case the Units are standing in the names of more than one Unitholder, where mode of holding is specified as‘Jointly’, redemption requests will have to be signed by all joint holders. However, in cases of holding specified as‘Anyone or Survivor’, any one of the Unitholders will have the power to make redemption requests, without it beingnecessary for all the Unitholders to sign. However, in all cases, the proceeds of the redemption will be paid only to thefirst-named holder.

The Unitholder may either request for mailing of the redemption proceeds to his/her address or collection of the samefrom the Customer Service Centre.

v) Payment of Proceeds

All redemption requests received prior to 3:00 p.m. on any Business Day will be considered accepted on that BusinessDay, subject to the redemption request being complete in all respects, and will be priced on the basis of the ApplicableNAV (subject to the applicable load) for that day. Where an application is received after the cut-off time, as above, thenthe request will be deemed to have been received on the next Business Day. Please refer to (Page 48) for “Right to LimitRedemptions” and “Suspension of Sale and Redemption of Units”.


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As per the Regulations, the Fund shall despatch the redemption proceeds within 10 (ten) Business Days (working days)from the date of acceptance of redemption request at any of the Customer Service Centres or the office of the Registrar,in case of a Redemption request being sent by post.

Under normal circumstances, the Fund will endeavour to despatch the redemption cheques within 3 Business Daysfrom the date of acceptance of the redemption request.

The redemption cheque will be issued in favour of the sole/first Unitholder’s registered name and bank accountnumber and will be sent to the registered address of the sole/first holder as indicated in the original Application Form.The redemption cheque will be payable at par at all the places where the Customer Service Centers are located. Thebank charges for collection of cheques at all other places will be borne by the Unitholder.

In order to protect interest of the Unitholders from fraudulent encashment of cheques the current SEBIRegulations has made it mandatory for Unitholders to mention their bank name and account numbers of theUnitholders in their applications for purchase or redemption of Units. The normal processing time may notapplicable in situations where such details are not provided by the Applicants/ Unitholders. The AMC will notbe responsible for any loss arising out of fraudulent encashment of cheques or any delay or loss in transit.

If the Unit-holder fails to provide the Bank mandate, the request for redemption would be considered as not valid andthe Fund retains the right to withhold the redemption until a proper bank mandate is furnished by the Unit-holder andthe provision with respect of penal interest in such cases will not be applicable/ entertained.

A fresh Transaction Confirmation will be sent by the Registrar to the redeeming investors, indicating the new balanceto the credit in the Account. With the prior consent of the Unitholder, the account statement will be sent by e-mail only.

The Fund may close a Unit holder’s account if, as a consequence of redemption, the balance falls below Rs.5,000, anda period of 30 (thirty) days has elapsed after the issue of notice to the Unitholder by the AMC requesting him to bringthe amount in the account to the minimum described above and the Unitholder fails to do so.

If a Unitholder makes a redemption request immediately after purchase of Units, the Fund shall have a right towithhold the redemption request till sufficient time has elapsed to ensure that the amount remitted by him (forpurchase of Units) is realized and the proceeds have been credited to the Scheme’s Account. However, this is onlyapplicable if the value of redemption is such that some or all of the freshly purchased Units may have to be redeemedto effect the full redemption.

vi) Non receipt of email communication by Investors:

When an investor has communicated his/her e-mail address and has provided consent for sending communicationonly through email, the Mutual Fund / Registrars are not responsible for email not reaching the investor and for allconsequences thereof.

The Investor shall from time to time intimate the Mutual Fund / its transfer agents about any changes in the emailaddress.

vii) Redemption by NRIs/ FIIs

Credit balances in the account of an NRI/ FIIs investor, may be redeemed by such investors in accordance with theprocedure described above and subject to any procedures laid down by the RBI, if any. Such redemption proceeds willbe paid by means of a Rupee cheque payable to the NRI’s/ FIIs or by a foreign currency draft drawn at the then currentrates of exchange less bank charges thereof subject to RBI procedures and approvals and less tax deductions as may beapplicable.

In terms of the Schedule 5 of Notification no. FEMA 20/2000 dated May 3, 2000 issued under the Foreign ExchangeManagement Act, 1999 (FEMA) the RBI has granted general permission to NRIs and FIIS who have purchased unitsissued by mutual funds in accordance with the aforesaid notification to tender units to the mutual funds for repurchaseor for the payment of maturity proceeds.

For the purpose of this section, the term “Mutual Funds” is as referred to in Clause (23D) of Section 10 of Income-TaxAct 1961.

viii) Effect of Redemptions

The Unit Capital and Reserves of the Scheme will stand reduced by an amount equivalent to the product of the numberof Units redeemed and the Applicable NAV as on the date of redemption.

ix) Fractional Units

Since a request for redemption or purchase is generally made in Rupee amounts and not in terms of number of Unitsof the Scheme, an investor may be left with Fractional Units. Fractional Units will be computed and accounted for up totwo decimal places. However, Fractional Units will in no way affect the investor’s ability to redeem the Units, either inpart or in full standing to the Unitholder’s credit.

x) Signature mismatch cases

While processing the redemption / switch out request in case the AMC / Registrar come across a signature mismatch,then the AMC/ Registrar reserves the right to process the redemption only on the basis of supporting documentsconfirming the identity of the investors. List of such documents would be notified by AMC from time to time on itswebsite.

48


xi) Right to Limit Redemptions

After complying with the regulatory requirements, the Trustee and the Board of Directors of the AMC may, in thegeneral interest of the Unitholders of the Scheme offered under this Offer Document and keeping in view theunforeseen circumstances/unusual market conditions, limit the total number of Units which may be redeemed on anyBusiness Day to 5% of the total number of Units then in issue, or such other percentage as the Trustee may determine.

Any Units, which by virtue of these limitations are not redeemed on a particular Business Day, will be carried forwardfor Redemption to the next Business Day, in order of receipt. Redemptions so carried forward will be priced on the basisof the Applicable NAV (subject to the prevailing load) of the Business Day on which Redemption is made. Under suchcircumstances, to the extent multiple Redemption requests are received at the same time on a single Business Day,Redemptions will be made on pro-rata basis, based on the size of each Redemption request, the balance amount beingcarried forward for Redemption to the next Business Day(s).

Suspension or restriction of repurchase/ redemption facility under any scheme of the mutual fund shall be madeapplicable only after obtaining the approval from the Boards of Directors of the AMC and the Trustees. After obtainingthe approval from the AMC Board and the Trustees, intimation would be sent to SEBI in advance providing details ofcircumstances and justification for the proposed action shall also be informed.

xii) Suspension of Sale and Redemption of Units

The Trustee and the Board of Directors of the AMC may decide to temporarily suspend determination of NAV of theScheme offered under this Document, and consequently sale and redemption of Units, in any of the following events:

1. When one or more stock exchanges or markets, which provide basis for valuation for a substantial portion of theassets of the Scheme are closed otherwise than for ordinary holidays.

2. When, as a result of political, economic or monetary events or any circumstances outside the control of the Trusteeand the AMC, the disposal of the assets of the Scheme is not reasonable, or would not reasonably be practicablewithout being detrimental to the interests of the Unitholders.

3. In the event of breakdown in the means of communication used for the valuation of investments of the Scheme,without which the value of the securities of the Scheme cannot be accurately calculated.

4. During periods of extreme volatility of markets, which in the opinion of the AMC are prejudicial to the interests ofthe Unitholders of the Scheme.

5. In case of natural calamities, strikes, riots and bandhs.

6. In the event of any force, majeure or disaster that affects the normal functioning of the AMC or the Registrar.

7. If so directed by SEBI.

In the above eventualities, the time limits indicated above, for processing of requests for purchase and redemptionof Units will not be applicable.

Suspension or restriction of repurchase/ redemption facility under any scheme of the mutual fund shall be madeapplicable only after obtaining the approval from the Boards of Directors of the AMC and the Trustees. After obtainingthe approval from the AMC Board and the Trustees, an intimation would be sent to SEBI in advance providing detailsof circumstances and justification for the proposed action shall also be informed.

xiii) Permanent Account Number (PAN):

If the amount invested is Rs. 50,000 or more, the applicant or in the case of application in joint names, each of theapplicants, should mention his/her permanent account number (PAN) allotted under the Income Tax Act, 1961 orwhere the same has not been allotted, the GIR number and the income-tax Circle/Ward/District should be mentioned.In case where neither the PAN nor the GIR number has been allotted, the fact of non-allotment should be mentionedin the application form. Any application form without these details will not be accepted by the fund.

xiv) Unique Identification Number (UIN):

As per the directives issued by SEBI, from time to time, it is mandatory for applicant who is termed as specified investorto quote UIN (Unique Identification Number) (allotted under SEBI MAPIN Regulation) in the application form. Anyapplication form without these details may not be accepted by the fund.

However, SEBI has vide its Circular MAPIN/Cir- 13 /2005 dated July 1, 2005 notified its decision to suspend all freshregistrations for obtaining UIN and the requirement to obtain/quote UIN under the MAPIN Regulations/Circulars witheffect from July 01, 2005 till further notification.

xv) Dormant Account Locking:

Investment Folios under which there are no transactions for last 24 months shall be classified as dormant folios.Redemption, change of address and change of bank requests in such accounts will be put through only after secondarychecks and such additional safeguards that may be stipulated from time to time.


49

For the present, the Fund does not intend to charge an entry load for purchase of Units on an on goingbasis for all the Plans/Options available under the Scheme.

b) Exit Load:

i) Treasury Plan - Nil

ii) Investment Plan - Nil

iii) Treasury PF Option - For investments which are sought to be redeemed/switched before completion of 365 days– 0.80% of the applicable NAV.

iv) Investment PF Option - For investments which are sought to be redeemed before completion of 365 days – 0.60%of the applicable NAVPurchase Price can be calculated using the following formula:Purchase Price = Applicable NAV * (1- Exit Load).Subject to the Regulations, the Trustee reserves the right to modify/alter the load structure and may decide tointroduce a differential load structure on the Units subscribed/redeemed on any Business Day. Such changes willbe applicable for prospective investments. The Trustee shall arrange to display a notice in the Customer ServiceCenters of the AMC before the change of the then prevalent load structure. The addendum detailing the changesin load structure will be attached to offer documents and abridged offer documents. The addendum will also becirculated to all the distributors / brokers so that the same can be attached to all the offer documents and abridgedoffer documents in stock. This addendum will also be sent along with the newsletter to the Unitholders immediatelyafter the changes. Changes in the load structure may be stamped in the acknowledgement slip issued by the Fundafter the changes in load structure. All loads including CDSC for each scheme shall be maintained in a separateaccount and may be utilised towards meeting the selling and distribution expenses. Any surplus in this accountmay be credited to the scheme, whenever felt appropriate by the AMC.The Fund shall ensure that the Redemption Price is not lower than 93% of the NAV and the Purchase Price is nothigher than 107% of the NAV, provided that the difference between the Redemption Price and Purchase Price ofthe Units shall not exceed the permissible limit of 7% of the purchase Price, as provided for under the Regulations.In case the Fund introduces an entry load, it shall not charge any additional management fee under the Scheme.Further, the Fund’s policy on charging the exit load after the recovery of New Fund Offer Expenses will be as perRegulations. However, the maximum load for any of the Plans will not exceed the limits as prescribed under theRegulations.

2) FEES AND EXPENSES OF THE SCHEME

As per the provisions of the Regulations, read with the amendments thereto, the following fee and expenses will becharged to the Scheme:

a) New Fund Offer Expenses

The total New Fund Offer expenses chargeable to the Scheme as per current Regulations are subject to a maximum of6% of the amount collected during the New Fund Offer Period. However, the entire New Fund Offer expenses underthe Scheme were borne by the AMC and were not charged to the Scheme.

b) Recurring Expenses

The following are the Estimated Recurring Expenses under the Scheme :

(% per annum of average net assets)

Description Prudential Prudential Prudential PrudentialICICI ICICI ICICI ICICI

Gilt Fund Gilt Fund Gilt Fund Gilt FundTreasury Plan Investment Treasury PF Investment

Plan PF Option

Investment Management Fee 0.75 0.75 1.00 0.80Trustee Fee 0.05 0.05 0.01 0.05Custodian Fee 0.04 0.04 - 0.04Marketing & Selling 0.02 0.02 0.27 0.07Registrar & Transfer Agent 0.04 0.04 0.07 0.04Costs of investor communications 0.02 0.02 0.02 0.02Costs for A/c statements, dividend etc. 0.05 0.05 - 0.05Cost of statutory advertisements 0.01 0.01 - 0.01Other expenses and Audit Costs 0.02 0.02 0.88 0.02

Total annual recurring expenses 1.00 1.00 2.25 1.10

50


The purpose of the above table is to assist the investor in understanding the various costs and expenses that aninvestor in the Scheme will bear. These estimates are based on an aggregate corpus size of Rs.1 crore under theScheme, and would change, to extent assets are lower or higher. The above expenses are subject to inter-se change andmay increase/decrease as per actual and/or any change in the Regulations.

These estimates have been made in good faith as per information available to the AMC and the total expenses may bemore than as specified in the table above. However, as per the Regulations, the total recurring expenses that can becharged to the Scheme shall be subject to the applicable Regulations, as stated below. Expenses over and above thepermitted limits will be borne by the AMC.

First Rs. 100 crore Next Rs. 300 crore Next Rs. 300 crore Over Rs. 700 crore

2.25% 2.00% 1.75% 1.5%

The recurring expenses of the Schemes, and the additional management fee shall be as per the limits prescribed underSub-Regulations (6) of Regulations 52 of the Regulations and shall not exceed the limits prescribed thereunder.

3) Expenses of the past Schemes

(i) New Fund Offer expenses of the past Schemes

During the last one fiscal year, ICICI Mutual Fund launched Prudential ICICI Fixed Maturity Plan Series 6, PrudentialICICI Fixed Maturity Plan Series 25 – Quarterly Plan, Prudential ICICI Discovery Fund, Prudential ICICI Fixed Maturity PlanSeries 25 – 15 Months Plan, Prudential ICICI Fixed Maturity Plan – Series 26 – Quarterly Plan, Prudential ICICI FixedMaturity Plan – Series 25 – Yearly Plan, Prudential ICICI Long Term Floating Rate Plan, Prudential ICICI Emerging S.T.A.R.(Stock Targeted At Returns) Fund, Prudential ICICI Fixed Maturity Plan Series 12, Prudential ICICI Fixed Maturity PlanSeries 5, Prudential ICICI Plan I (a close ended scheme) and Prudential ICICI Blended Plan on, July 29, 2004, August 10,2004, August 16, 2004, August 17, 2004, August 31, 2004, September 10, 2004, September 15, 2004, October 28,2004, December 14, 2004, December 31, 2004 March 24, 2005 and April 28, 2005, respectively.

NEW FUND OFFER EXPENSES – COMPARISON OF ESTIMATED TO ACTUAL

The New Fund Offer Expenses relating to Prudential ICICI Fixed Maturity Plan Series 6, Prudential ICICI Fixed MaturityPlan Series 25 – Quarterly Plan, Prudential ICICI Fixed Maturity Plan Series 25 – 15 Months Plan, Prudential ICICI FixedMaturity Plan – Series 26 – Quarterly Plan, Prudential ICICI Fixed Maturity Plan – Series 25 – Yearly Plan, Prudential ICICILong Term Floating Rate Plan Prudential ICICI Fixed Maturity Plan Series 12, Prudential ICICI Fixed Maturity Plan Series5 and Prudential ICICI Plan I were borne by the AMC.

Description Emerging S.T.A.R Long Term Floating Rate Discovery Plan I

Estimated - Actual - % to Estimated - Actual - % to Estimated - Actual - % to Estimated - Actual - % to% to Target Subscription % to Target Subscription % to Target Subscription % to Target Subscription

Amount Amount Amount Amount

Advertising, * 0.00 - 0.27 * 0.41 - 0.10 printing andother marketing expenses

Collection, * 0.03 - 0.00 * 0.00 - 0.00Registrar andBank charges

Selling Commissions * 0.27 - 0.00 * 0.00 - 0.00

Total 3.75 0.30 6% 0.27% 3.75 0.41% 6% 0.10%Target Amount/ Rs.1 Rs.198.38 Rs.1 Rs. 171.20 Rs.1 Rs.134.72 Rs. 35 Rs. 182.74Amount Mobilised Lakh Crores Lakh Crores Lakh Crores Crores Crores

Note:

* The New Fund Offer expenses charged to the Scheme, as per Offer Document were limited to 3.75% of the amountmobilized under the New Fund Offer Period.


51

ii) Condensed Financial Information:

a. Condensed Financial Information for the period ended March 31, 2002.

Tax Plan Gilt Treasury Gilt Balanced Technology Monthly Gilt TreasuryInvestment Fund Fund Income Plan 1 Year Plus

Plan

Historical Per Unit Statistics

Date of Allotment August 19, August 19, August 19, November 03, March 3, November 10, April 30,1999 1999 1999 1999 2000 2000 2001

NAV at the beginning of the year(Rs.)

Growth Option 10.33 12.0590 12.5063 8.32 3.30 10.5504 #

Dividend Option 7.54 10.3315 10.5267 7.69 3.30

Monthly Option - - - - - 10.0910 -

Quarterly Option - - - - - 10.1817 -

Half Yearly Option - - - - - 10.1823 -

Net Income per unit (0.30) 1.92 2.20 (0.85) (1.81) 0.97 0.87

Dividends

Dividend Option - @1.2452 @2.5897 - - - @0.8321

Monthly option - - - - - @1.0230 -

Quarterly option - - - - - @1.0800 -

Half Yearly Option - - - - - @1.0965 -

Transfer to Reserves - - - - - - -

Compounded Annualised Returns 10.55% 12.23% 20.06% -3.01% -41.80% 12.44% 8.69%*(Based on NAVs of Growth Option)

Benchmark Index Nifty N.A N.A Nifty ET Mindex N.A N.A

Return compared to Benchmark -6.45% N.A N.A -6.45% -51.05% N.A N.AIndex

Net Assets end of period (Rs. Crore) 72.46 80.58 466.50 189.52 160.09 123.58 185.93

NAV at the end of the period

Growth Option 13.00 13.5238 16.1344 9.29 3.25 11.7643 -

Dividend Option 9.48 10.2799 10.8319 8.58 3.25 - 10.0213

Monthly Option - - - - - 10.1792 -

Quarterly Option - - - - - 10.2228 -

Half Yearly Option - - - - - 10.2187 -

Ratio of Recurring Exps to Net Assets 2.14% 1.08% 1.13% 2.30% 2.41% 2.00% 0.30%

Fixed Maturity Fixed Maturity Fixed Maturity Fixed Maturity Fixed MaturityPlan - Quarterly 1 Plan – Half Yearly 1 Plan –Yearly 1 Plan - Quarterly 2 Plan – Quarterly 3


Date of Allotment December 20, 2000 December 20, 2000 December 20, 2000 January 22, 2001 February 20, 2001

NAV at the beginning of the year (Rs.)

Growth Option 10.3045 10.2803 10.3352 10.1812 10.1020

Dividend Option 10.0643 10.2803 10.3352 10.1812 10.1020

Net Income per unit 32.49 2.48 1.05 4.17 2.05

Dividends @0.8781 @0.9015 @1.0473 @0.8543 @0.9234

Transfer to Reserves - - - - -

Compounded Annualised Returns 9.34% 9.27% 9.77% 8.69% 9.49(Based on NAVs of Growth Option)

Benchmark Index N.A N.A N.A N.A N.A

Return compared to Benchmark Index N.A N.A N.A N.A N.A

Net Assets end of period (Rs. Crore) 3.52 10.22 8.65 17.71 16.92


Growth Option 11.2079 11.1988 11.2644 11.0390 11.0555

Dividend Option 10.0378 10.2373 10.1970 10.1450 10.0855

Ratio of Recurring Exps to Net Assets 0.51% 0.55% 0.60% 0.54% 0.53%

52


Fixed Maturity Fixed Maturity Fixed Maturity Fixed MaturityPlan – Half Yearly 2 Plan – Yearly 2 Plan – Yearly 3 Plan – Yearly 4


Date of Allotment March 22, 2001 March 22, 2001 June 21, 2001 September 20, 2001

NAV at the beginning of the year (Rs.)Growth Option 10.0093 10.0356 # #Dividend Option 10.0093 10.0356 # -Net Income per unit 0.5520 0.99 0.67 0.39Dividends @0.7765 @0.9231 - -Transfer to Reserves - - - -Compounded Annualised Returns 8.15% 10.03% 6.75%* 4.38%*(Based on NAVs of Growth Option)Benchmark Index N.A N.A N.A N.AReturn compared to Benchmark Index N.A N.A N.A N.ANet Assets end of period (Rs. Crore) 0.16 102.28 7.80 6.36NAV at the end of the periodGrowth Option 10.8363 11.0292 10.6753 10.4381Dividend Option 10.0388 10.0110 10.6753 10.4381Ratio of Recurring Exps to Net Assets 0.55% 0.60% 0.60% 0.60%

Child Care Plan- Child Care Plan- Short term Plan Fixed MaturityGift option Study option Plan – Yearly 5


Date of Allotment August 31, 2001 August 31, 2001 October 25, 2001 March 22, 2002


Growth Option # # # #

Dividend Option - - - -

Net Income per unit 0.45 0.50 0.33 0.01

Dividends - - 0.3430@ -

Transfer to Reserves - - - -

Compounded Annualised Returns 11.60%* 8.90%* 3.92%* 0.35%*(Based on NAVs of Growth Option)

Benchmark Index Nifty N.A N.A N.A

Return compared to Benchmark Index 7.19 N.A N.A N.A

Net Assets end of period (Rs. Crore) 7.38 7.85 418.32 85.40


Growth Option 11.16 10.89 10.3915 10.0354

Dividend Option - - 10.0433 -

Ratio of Recurring Exps to Net Assets 2.00% 1.50% 1.00% 0.60%

Index Fund Long term Plan Sweep Plan


Date of Allotment February 26, March 28, March 6,2002 2002 2002

NAV at the beginning of the year (Rs.)Growth Option 10.0000 10.0000 10.0000Dividend Option - - -Net Income per unit 0.01 0.01 0.03Dividends - - -Transfer to Reserves - - -Compounded Annualised Returns -4.80%* 0.10%* 0.52%*(Based on NAVs of Growth Option)

Benchmark Index Nifty N.A N.A

Return compared to Benchmark Index -5.03% N.A N.ANet Assets end of period (Rs. Crore) 7.73 50.05 5.31NAV at the end of the periodGrowth Option 9.52 10.0096 10.0520Dividend Option - - -

Ratio of Recurring Exps to Net Assets 1.25% 0.80% 1.25%


53

Notes:

1) Returns since inception are for the growth plan in each case except for Prudential ICICI Gilt Fund – One Year Plus Planin which Growth Option is not available.

2) From current year, while arriving at Net Income per unit, Income Equalisation Reserve and marked to market has notbeen considered and it is calculated on the basis of closing units as on March 31, 2002.

3) The Compounded annualized returns of each scheme are computed from inception of the Scheme till the end of theperiod of the respective condensed financial information whereas the returns compared to benchmark index arecomputed for the financial year.

* Prudential ICICI Fixed Maturity Plan- Yearly 3,4 &5, Prudential ICICI Gilt Treasury 1 Year Plus Plan, Prudential ICICI ChildCare Plan – Gift Plan & Study Plan, Prudential ICICI Short Term Plan, Prudential ICICI Long Term Plan, Prudential ICICISweep Plan and Prudential ICICI Index Fund have not completed one year since the date of their launch. Returns arecomputed in absolute terms and for Growth Options only from the date of allotment. The NAV on the date ofallotment is taken as Rs.10 for computation of returns.

@ Including distribution tax.

b) Condensed Financial Information for the period ended March 31, 2003.

Monthly Income Plan Fixed Maturity Plan - Qtly 1 Fixed Maturity Plan – Half Yearly 1 Fixed Maturity Plan –Yearly 1

Gilt Treasury 1 Year Plus Plan***

b) Condensed Financial Information for the period ended March 31, 2003.Monthly Income Fixed Maturity Fixed Maturity Fixed Maturity Gilt Treasury

Plan Plan - Qtly 1 Plan – Half Yearly 1 Plan –Yearly 1 1 Year Plus Plan***


Date of Allotment November 10, December 20, December 20, December 20, April 30,2000 2000 2000 2000 2001

NAV at the beginning of theyear (Rs.)

Growth Option 11.7643 11.2079 11.1988 11.2644 -

Dividend Option - 10.0378 10.2373 10.1970 10.0213

Monthly Option 10.1792 - - -

Quarterly Option 10.2228 - - - -

Half Yearly Option 10.2187 - - - -

Net Income per unit 1.02 0.14 5.90 13.82 N.A.

Dividends - - - -

Monthly option 0.6692 - - - -

Quarterly option 0.6963 - - - -

Half-Yearly Option 0.7346 - - - -


Compounded Annualised 10.69% 7.99% 7.97% 8.27% -Returns (Based on NAVs ofGrowth Option)

Benchmark Index Crisil MIP $ $ $ -Blended Index

Return compared to 1.60% # # # -Benchmark Index

Net Assets end of period 275.36 34.98 0.51 0.43 -(Rs. Crore)


Growth Option 12.7427 11.9131 11.9083 11.9840 -

Dividend Option - 10.6695 10.8855 10.8482 -

Monthly Option 10.3323 - - - -

Quarterly Option 10.3550 - - - -

Half Yearly Option 10.3177 - - - -

Institutional Option –Monthly Dividend 10.6701

Ratio of Recurring Exps to 1.58% 0.55% 0.55% 0.60% 0.30%Net Assets

Ratio of Recurring Exps toNet Assets-Institutional Plan-Annualised 0.25%

54


Fixed Fixed Fixed Fixed Fixed Fixed Child Care Child Care Short TermMaturity Maturity Maturity Maturity Maturity Maturity Plan-Gift Plan-Study Plan

Plan - Plan – Plan – Plan – Plan – Plan - Option OptionQuarterly 2 Quarterly 3 Half Yearly 2 Yearly 2 Yearly 3 Yearly 4

Historical Per UnitStatistics

Date of Allotment January 22, February 20, March 22, March 22, June 21, Sept 20, August 31, August 31, October 25, 2001 2001 2001 2001 2001 2001 2001 2001 2001

NAV at the beginningof the year (Rs.) 11.16 10.89

Growth Option 11.0390 11.0555 10.8363 11.0292 10.6753 10.4381 10.3915

Dividend Option 10.1450 10.0855 10.0388 10.0110 10.6753 10.4381 - - 10.0433

Net Income per unit 3.00 1.69 2.25 0.61 0.69 269.99 0.20 0.57 1.14

Dividends 0.1847 0.1788 - - - - - - 0.0924

Transfer to Reserves - - - - - - - - -

Compounded Annualised 7.68% 7.86% 6.84% 8.44% 8.22% 7.48% 4.16% 8.76% 8.47%Returns (Based on NAVsof Growth Option)

Benchmark Index $ $ $ $ $ $ Crisil Crisil CrisilBalanced MIP Composite

Fund Index Blended Bond FundIndex

Return compared to $ $ $ $ $ $ -0.76% -1.88% -2.49%Benchmark Index

Net Assets end of 0.92 5.51 0.04 10.51 20.41 0.01 10.72 12.36 1078.83period (Rs. Crore)

NAV at the end of theperiod 10.67 11.42

Growth Option 11. 7551 11.7293 11.4328 11.7817 11.5055 11.1635 11.2323

Dividend Option 10.6074 10.5122 10.5916 10.6939 11.5055 11.1635 - - 10.7561

Institutional Option - - - - - - - - 11.2345Growth

Ratio of Recurring Exps 0.55% 0.55% 0.55% 0.60% 0.60% 0.60% 2.00% 1.50% 1.00%to Net Assets

Ratio of Recurring Expsto Net Assets-Institutional Plan-Annualised - - - - - - - - 0.80%

Fixed Maturity Long term Sweep Plan Fixed Maturity Fixed MaturityPlan – Yearly 5 Index Fund Plan One Year Plan – One Year Plan –

Series 6 Series 7


Date of Allotment March 22, February 26, March 28, March 6, June 28, August, 19,2002 2002 2002 2002 2002 2002

NAV at the beginning of the 9.5200 10.0520 # #

Growth Option 10.0354 10.0096

Dividend Option - - - - - -

Net Income per unit 0.85 (0.44) 0.79 0.20 0.66 0.32

Dividends - - - - - -

Transfer to Reserves - - - - - -

Compounded Annualised Returns 8.43% -15.45% 13.52% 5.15% 6.55%* 3.14%*(Based on NAVs of Growth Option)

Benchmark Index $ Nifty Crisil Crisil\Composite Liquid

Bond Fund IndexFund $ $

Return compared to Benchmark Index # 0.89% 3.16% -1.10% # #Net Assets end of period (Rs. Crore) 93.77 13.51 234.34 22.86 139.96 1.27NAV at the end of the period 8.3278 11.3634 10.5508 10.6555 10.3140Growth Option 10.8643 - - - - -Dividend Option 10.8643 - - - - -Ratio of Recurring Exps to Net Assets 0.60% 1.25% 0.60% 1.03% 0.60% 0.60%Ratio of Recurring Exps to Net Assets-Institutional Plan-


55

Fixed Maturity Flexible Dynamic Fixed FloatingPlan – Income Plan Plan SPIcE Maturity Rate Plan

Yearly 8*** Plan-Yrly 12

Historical Per Unit StatisticsDate of Allotment September 17, September 27, October 31, January 10, March 21, March 29,

2002 2002 2002 2003 2003 2003

NAV at the beginning of the year (Rs.) # # # # # #

Net Income per unit NA 0.73 (0.15) (0.04) 0.01 0.004

Dividends - - - - - -


Compounded Annualised Returns Nil 7.74%* 2.80%* -9.40%* 0.19%* 0.05%*(Based on NAVs of Growth Option)Benchmark Index $ I-Sec Si-Bex Nifty SENSEX $ CRISIL

LiquidFundIndex

Return compared to Benchmark Index # 4.20% 0.14% -0.16% # @@

Net Assets end of period (Rs. Crore) 0.00 587.77 78.31 19.35 42.23 528.11

NAV at the end of the period - 10.7745 10.2799 30.4342 10.0046

Growth Option 10.0191

Dividend Option - - - - - -

Institutional Option Growth 10.0208

Ratio of Recurring Exps to Net Assets 0.60% 1.00% 2.00% 0.80% 0.75% 0.75%

Ratio of Recurring Exps to Net Assets-

Institutional Plan-

Annualised - - - 0.20% -

Notes:

1. Returns since inception are for the growth plan in each case.

2. While arriving at Net Income per unit, Income Equalisation Reserve and mark to market has not been considered andit is calculated on the basis of closing units as of March 31, 2003.

3. The Compounded annualized returns of each scheme are computed from inception of the Scheme till the end of theperiod of the respective condensed financial information whereas the returns compared to benchmark index arecomputed for the financial year.

* Fixed Maturity One Year Plan – Series 6, 7, 8, Fixed Maturity Plan – Yearly 12, Prudential ICICI Flexible Income Plan,Prudential ICICI Dynamic Plan, SENSEX Prudential ICICI Exchange Traded Fund and Prudential ICICI Floating Rate Planhave not completed one year since the date of their launch. Returns are computed in absolute terms and for GrowthOptions only from the date of allotment. The NAV on the date of allotment is taken as Rs.10 for computation of returns

*** All the units holders under the schemes- Prudential ICICI Gilt Fund Treasury 1 Year Plus Plan and Prudential ICICI FixedMaturity Yearly Plan Series 8 have redeemed their unit holdings and units are nil as on 31/03/03

# These Schemes were launched during the year and these schemes were not in existence at the beginning of the year.

$ Appropriate benchmark index is not available.

@@ Since the units under Scheme were allotted on March 29, 2003 the return compared to Benchmark Index detail is notprovided.

56


c) Condensed Financial Information for the period ended March 31, 2004

Fixed Maturity Fixed Maturity Child Care Plan- Child Care Plan-Plan-Yearly 3^ Plan-Yearly 4^ Gift Option Study Option

Historical Per Unit StatisticsDate of Allotment June 21, 2001 Sept 20, 2001 August 31, 2001 August 31, 2001NAV at the beginning of the year (Rs.) 10.67 11.42Growth Option 11.5055 11.1635 - -Dividend Option - - - -@@ Net Income per unit N.A. N.A. 1.45 1.10Dividends 0.7908 - - -Transfer to Reserves - - - -Compounded Annualised Returns(Based on NAVs of Growth Option) N.A N.A. 29.52% 14.32%Benchmark Index $ $ Nifty Crisil MIP

Blended IndexReturn compared to Benchmark Index $ $ 1.81% 5.02%Net Assets end of period (Rs. Crore) N.A N.A. 25.10 21.87NAV at the end of the period - - 19.51 14.13Growth Option - - - -Dividend Option - - - -Ratio of Recurring Exps to Net Assets 0.60% 0.57% 2.00% 1.50%

Short Term Fixed Maturity Long term Fixed Maturity Fixed MaturityPlan Plan – Yearly 5 Index Fund Plan Sweep Plan One Year One Year Plan –

Plan – Series 6 @ Series 7^


Date of Allotment October 25, March 22, February 26, March 28, March 6, July 21, August, 19,2001 2002 2002 2002 2002 2003 2002

NAV at the beginning of the 8.3278 10.5508 10.6555 10.3140year (Rs.)Growth Option 11.2323 10.8643 - 11.3634 - - -Dividend Option 10.7561 - - - - - -Institutional Option - Growth 11.2345 - - - - - -@@ Net Income per unit 1.1672 0.4563 1.9315 1.2781 0.2800 1,269.5603 NADividends 0.8039 - - - - - -Fortnightly Dividend Option 0.5644 - - - - - -Institutional Fortnightly 0.5995 - - - - - -Dividend OptionInstitutional Dividend Option 0.6027 - - - - - -Transfer to Reserves - - - - - - -Compounded Annualised 7.58% 6.19% 22.07% 11.26% 4.53% 29.37%* NAReturns (Based on NAVs ofGrowth Option)Benchmark Index Crisil Short $ Nifty Crisil Crisil $ $

term Bond Composite LiquidFund Bond Fund Fund

Index IndexReturn compared to 0.51% $ 1.13% 0.12% -0.45% $ $Benchmark IndexNet Assets end of period 1,176.93 5.72 21.88 245.28 59.90 0.02 N.A. (Rs. Crore)NAV at the end of the period - 11.2941 15.1811 12.3924 10.9616 12.9370 N.AGrowth Option 11.9441 - - - - - -Dividend Option 10.6050 - - - - - -Institutional Option Growth 11.9703 - - - - - -Institutional Option - Dividend 10.8415Institutional Fortnightly Option – 10.8443 - - - - - -DividendDividend (Fortnightly) 10.6052 - - - - - -Ratio of Recurring Exps to 1.00% 0.60% 1.25% 0.60% 1.00% 0.60% 0.60%Net AssetsRatio of Recurring Exps toNet Assets- Institutional Plan-Annualised 0.80% - - - - - -


57

Flexible Flexible Dynamic Plan SPICE Fixed Floating Fixed FixedIncome Income Maturity Rate Plan Maturity Maturity

Plan Plus Plan^ Plan – Plan – NRI Plan – NRIYearly 12 Series 4 – Series 4 –

Half Yearly Quarterly ^


Date of Allotment September 27, May 22, October 31, January 10, March 17, March 28, October 21, October 21,2002 2003 2002 2003 2003 2003 2003, 2003,

NAV at the beginning of the 10.7745 # 10.2799 30.4342 10.0046 # #year (Rs.)

Growth Option - - - - 10.0191 - - -

Institutional Option - Growth - - - - 10.0208 - - -

@@ Net Income per unit 1.4298 N.A. 8.6880 19.3355 0.6369 0.1441 0.2498 N.A.

Dividends 0.1200 - - - - 0.0182 0.1090

Dividend Option (Quarterly) 0.4000

Divide4nd Option (fortnightly) - - -

Transfer to Reserves - - - - - - - -

Compounded Annualised 12.48% N.A. 55.75% 52.60% 5.97% *5.04% *2.50% N.A.Returns (Based on NAVs ofGrowth Option)

Benchmark Index I-Sec N.A. Nifty BSE $ CRISIL $ $Composite SENSEX Liquid

Index Fund

Return compared to Benchmark -2.26% N.A. 1.06% 1.60% $ 0.66% $ $Index

Net Assets end of period 822.16 N.A. 109.35 15.67 44.90 512.71 65.10 N.A.(Rs. Crore)

NAV at the end of the period N.A. - 56.2998 - - 10.2498

Growth Option 11.9432 18.7310 - 10.6156 10.5040

Dividend Option 10.6894 - 8.0733 - - 10.0421 N.A.

Quarterly Option 10.6894 - - - - - - -

Institutional Option Growth - - - - 10.6762 - - -

Ratio of Recurring Exps to 1.00% 0.50% 2.08% 0.80% 0.75% 0.75% 0.10% 0.55%Net Assets

Ratio of Recurring Exps toNet Assets- Institutional Plan-Annualised - - - - 0.20% - -

58


Fixed Gilt Fund Fixed Fixed Gilt Fund IncomeMaturity Investment Maturity Maturity Treasury Multiplier

Plan – NRI Plan - PF Plan – NRI Plan – Plan - PF FundSeries 6 – Option Series 8 – Series Option

Quarterly^ Quarterly ^ 23


Date of Allotment November 21, November 19, December 17, December 15, February 11, March 30,2003, 2003 2003 2003 2004 2004

NAV at the beginning of the year (Rs.) # # # # # #

@@ Net Income per unit NA 0.1975 NA 0.1635 0.0435 -0.0132

Dividends 0.1103 - 0.1121 - - -

Option A - - - 0.1375 - -

Transfer to Reserves - - - - - -

Compounded Annualised Returns NA *2.91% NA *1.53% *1.63% *-0.76%(Based on NAVs of Growth Option)

Benchmark Index $ I-Sec Li Bex $ $ I-Sec Si Bex CRISILCompositeBond Fund

Index

Return compared to Benchmark Index $ 0.36% $ $ 0.64% -0.80%

Net Assets end of period (Rs. Crore) NA 111.14 NA 66.04 43.31 238.70

NAV at the end of the period NA 10.2906 NA 10.1633 9.9240

Option B - - - 10.1532 - -

Option C - - - 10.1342 - -

Option D - - - 10.1342 - -

Option E - - - 10.1354 - -

Option F - - - 10.1238 - -

Option G - - - 10.1371 - -

Option H - - - 10.1336 - -

Ratio of Recurring Exps to Net Assets 0.56% 1.10% 0.55% 0.49% 1.50% 2.09%

Fixed Fixed Advisor Advisor Advisor Advisor AdvisorMaturity Plan – Maturity Plan – Series – Series – Series – Series – Series –

Series 24 – Series 24 - Aggressive Cautious Moderate Very VeryYearly Quarterly Plan Plan Plan Aggressive Cautious

Plan Plan


Date of Allotment March 20, March 20, Dece. 18, Dece. 18, Dece. 18, Dece. 18, Dece. 18,2004 20042 003 2003 2003 2003 2003

NAV at the beginning of the # # # # # # #year (Rs.)

@@ Net Income per unit 0.0174 0.0163 0.0712 0.1110 0.0502 0.3141 0.2754

Dividends - - - - - - -

Transfer to Reserves - - - - - - -

Compounded Annualised *0.18% *0.17% *-0.02% *2.75% *1.64% *-1.41% *1.42%Returns (Based on NAVs ofGrowth Option)

Benchmark Index $ $ $$ $$ $$ $$ $$

Return compared to $ $ -1.07% 1.53% 0.55% -2.34% 0.20%Benchmark Index

Net Assets end of period 71.09 91.95 30.12 130.00 49.39 28.41 25.24 (Rs. Crore)

NAV at the end of the period 10.0176 10.0169 9.9982 10.2753 10.1643 9.8586 10.1419

Dividend Plan – NRI Option - - 9.5898 9.9692 9.7985 - -

Ratio of Recurring Exps to 0.20% 0.22% 0.53% 0.33% 0.43% 0.66% 0.19%Net Assets

Notes:

1) Returns since inception are for the growth plan in each case except in case of Fixed Maturity Plan – NRI Series 4 – Half Yearlywhere there is no Growth Option. For Fixed Maturity Plan – Yearly Series 23 the returns have been calculated on the basisof the NAV of Option H.


59

2) While arriving at Net Income per unit, Income Equalisation Reserve and mark to market has not been considered and it iscalculated on the basis of closing units as of March 31, 2004.

3) The Compounded annualized returns of each scheme are computed from inception of the Scheme till the end of the periodof the respective condensed financial information whereas the returns compared to benchmark index are computed for thefinancial year.

* Fixed Maturity One Year Plan – Series 6, Prudential ICICI Floating Rate Plan, Fixed Maturity Plan – NRI Series 4 – Half Yearly,Prudential ICICI Gilt Fund Investment Plan & Treasury Plan – PF Option, Fixed Maturity Plan – NRI Series 8 – Quarterly, FixedMaturity Plan – Yearly Series 23, Prudential ICICI Income Multiplier Fund, Fixed Maturity Plan – Series 24 – Quarterly andYearly and Prudential ICICI Advisor Series – Aggressive, Cautious, Moderate, Very Aggressive and Very Aggressive Plans havenot completed one year since the date of their launch. Returns are computed in absolute terms and for Growth Optionsonly from the date of allotment. The NAV on the date of allotment is taken as Rs.10 for computation of returns

** Un-audited.



@ All the unitholders under Prudential ICICI Fixed Maturity Plan – One Year Plus Series – 6 have redeemed their units on July14, 2003 and there was fresh subscription on July 21, 2003 at Rs. 10.00, hence, simple absolute returns have beencalculated.

@@ The Net Income per unit mentioned has excluded Income equalisation & marked to market calculated on the basis of marketvalue of net assets of the Scheme on the valuation date, divided by the number of units outstanding on that date. It may benoted that, as it merely indicates the net income per unit on the valuation date calculated based upon outstanding units ofthe scheme on the given date, it is subject to vary from time to time and does not reflect any income / loss of the scheme.

^ All the unit holders under Prudential ICICI Fixed Maturity Yearly Plan Series 3, 4 & 7, Fixed Maturity Plan – NRI Series 4, 6 &8 –Quarterly Option and Prudential ICICI Flexible Income Plus Plan have redeemed their units and unit balance are nil as onthe date of this report.

$$ As provided in the offer document the Benchmark Indices for various Plans under Prudential ICICI Advisor Series are asgiven below:

Benchmark Indices Aggressive Cautious Plan Moderate Very VeryPlan Plan Aggressive Plan Cautious Plan

Nifty 65 % 20% 50 % 90 % NA

Crisil Composite Bond Fund Index 30% 60 % 35 % NA 40%

Crisil Liquid Fund Index 5 % 20 % 15 % 10 % 60%

60


d) Condensed Financial Information for the period ended March 31, 2005.

Child Care Plan- Child Care Plan- Short Term Index FundGift Option Study Option Plan

Historical Per Unit StatisticsDate of Allotment 31-Aug-01 31-Aug-01 25-Oct-01 26-Feb-02NAV at the beginning of the year (Rs.) 19.51 14.13 15.1811Growth Option 11.9440Dividend Option 10.6050Quarterly OptionInstitutional Growth 11.9703Institutional Dividend 10.8415Institutional Fortnightly Dividend 10.8443Fortnightly Dividend 10.6052@@ Net Income per unit 4.99 1.82 0.78 48.92Dividend Option/Plan A Dividend 0.4571Dividend Option Institutional/Plan B 0.4865Dividend OptionFortnightly Dividend Option 0.4839Institutional Fortnightly Dividend Option 0.5204Compounded Annualised Returns 26.86% 12.11% 6.91% 19.24%(Based on NAVs of Growth Option)Benchmark Index Nifty Crisil MIP Crisil Nifty

Blended Short termIndex Bond Fund

Return compared to Benchmark Index 6.44% 4.55% 2.33% -1.30%Net Assets end of period (Rs. Crore) 41.37 26.98 518.24 1.53NAV at the end of the periodGrowth Option 23.46 15.0645 12.5777 17.2347Dividend Option 10.6981Institutional Growth 12.6301Institutional Dividend 10.9396Institutional Fortnightly Dividend 10.9069Fortnightly Dividend 10.6706Ratio of Recurring Exps to Net Assets for 2.00 1.50 1.00 1.25Regular Plans/Plan A %Ratio of Recurring Exps to Net Assets for 0.8Institutional Plans/Plan B %Transfer to Reserves Nil Nil Nil Nil


61

Long Term Plan Sweep Plan @Fixed FlexibleMaturity One Income

Year Plan – PlanSeries 6

Historical Per Unit StatisticsDate of Allotment 28-Mar-02 6-Mar-02 29-Jul-04 27-Sep-02NAV at the beginning of the year (Rs.) 10.9616 *Growth Option 12.3924 11.9432Dividend Option 10.6894Quarterly Option 10.6894@@ Net Income per unit 32.83 1.12 0.35 0.36Dividends (inclusive of distribution tax if, any)Dividend Option/Plan A Dividend 1.9999 0.4000Quarterly Option 0.5000Compounded Annualised Returns (Based on 10.93% 4.22% 3.43% 8.14%NAVs of Growth Option)Benchmark Index Crisil Crisil $ CRISIL

Composite Liquid CompositeBond Fund Fund Bond Fund

Return compared to Benchmark Index 10.25% -0.59% $ 1.66%Net Assets end of period (Rs. Crore) 1.32 10.81 224.49 101.71NAV at the end of the periodGrowth Option 13.6654 11.3529 10.3433 12.1710Dividend Option 10.1893 10.4863Quarterly Option 10.4135Ratio of Recurring Exps to Net Assets for 0.60 1.00 0.25 1.00Regular Plans %Transfer to Reserves Nil Nil Nil Nil

Dynamic SENSEX Gilt Fund Gilt FundPlan Prudential ICICI Investment Treasury

Exchange Plan- Plan -Traded Fund PF Option PF Option

Historical Per Unit StatisticsDate of Allotment 31-Oct-02 10-Jan-03 19-Nov-03 11-Feb-04NAV at the beginning of the year (Rs.) 56.2998 10.2906 10.1633Growth Option 18.731Dividend Option 8.0733@@ Net Income per unit 1.31 830.77 0.18 0.21Compounded Annualised Returns 50.56% 35.34% 3.08% 3.93%(Based on NAVs of Growth Option)Benchmark Index Nifty BSE SENSEX I-Sec Li Bex I-Sec Si BexReturn compared to Benchmark Index 26.30% 0.74% 3.48% -0.97%Net Assets end of period (Rs. Crore) 266.72 0.55 118.23 111.20NAV at the end of the periodGrowth Option 26.8776 65.7990 10.4224 10.4466Dividend Option 11.5918Ratio of Recurring Exps to Net Assets for 2.42 0.80 1.10 1.50Regular Plans %Transfer to Reserves Nil Nil Nil Nil

62


Income Multiplier Fixed Maturity Plan –Plan Series 24 – Yearly

Historical Per Unit StatisticsDate of Allotment 30-Mar-04 20-Mar-04NAV at the beginning of the year (Rs.) 9.924 10.0176@@ Net Income per unit 0.45 0.25Compounded Annualised Returns *8.84% 5.14% (Based on NAVs of Growth Option)Benchmark Index Crisil MIP Blended Index $Return compared to Benchmark Index 7.50% $Net Assets end of period (Rs. Crore) 128.08 142.77NAV at the end of the periodGrowth Option 10.8862 10.5308Ratio of Recurring Exps to Net Assets for Regular Plans % 2.15 0.20Transfer to Reserves Nil Nil

Advisor Series – Advisor Series – Advisor Series – Advisor Series – Advisor Series –Aggressive Plan Cautious Plan Moderate Plan Very Aggressive Very Cautious

Plan Plan


Date of Allotment 18-Dec-03 18-Dec-03 18-Dec-03 18-Dec-03 18-Dec-03

NAV at the beginning of the year (Rs.) 9.9982 10.2753 10.1643 9.8586 10.1419

Growth Option 9.9982 10.2753 10.1643

Dividend NRI Option 9.5898 9.9692 9.7985

@@ Net Income per unit 1.73 0.38 1.30 2.93 0.51

Compounded Annualised Returns(Based on NAVs of Growth Option) 13.81% 5.86% 8.58% 17.45% 4.69%

Benchmark Index $$ $$ $$ $$ $$

Return compared to Benchmark Index 8.53% 2.14% 5.59% 11.10% 3.77%



Growth Option 11.8089 10.7587 11.1156 12.2955 10.6066

Dividend Option 11.8089 10.7587 11.1156 12.2955 10.6066

Ratio of Recurring Exps to Net Assetsfor Regular Plans % 0.55 0.35 0.45 0.70 0.20

Transfer to Reserves Nil Nil Nil Nil Nil

Discovery @Fixed Maturity Fixed MaturityFund Plan-Series 25- Plan – Series 25

Quarterly (15months)


Date of Allotment 16-Aug-04 10-Aug-04 17-Aug-04NAV at the beginning of the year (Rs.) # # #@@ Net Income per unit 1.58 0.27 0.48Dividends (inclusive of distribution tax if, any) - 0.2656 -Compounded Annualised Returns(Based on NAVs of Growth Option) * 33.3% *3.44% *3.03%Benchmark Index S&P CNX Nifty $ $Return compared to Benchmark Index 6% $ $Net Assets end of period (Rs. Crore) 214.92 279.88 174.09NAV at the end of the periodGrowth Option 13.33 10.3025Dividend Option 13.33Quarterly Option 10.0748Institutional Growth 10.3248Institutional DividendRatio of Recurring Exps to Net Assets for Regfular Plans % 2.41 0.15 0.60

Ratio of Recurring Exps to Net Assets for Institutional Plans % 0.25Transfer to Reserves Nil Nil Nil


63

Fixed @ Fixed Emerging @Fixed @Fixed PrudentialMaturity Maturity Plan – S.T.A.R. Maturity Maturity ICICI

Plan – Series Series 26- (Stocks Plan – Series Plan – Series Plan I25- Yearly Quarterly Targeted 5 - Yearly 12 - Yearly

plan At Returns)


Date of Allotment 10-Sep-04 31-Aug-04 28-Oct-04 31-Dec-04 14-Dec-04 24-Mar-05

NAV at the beginning of the year (Rs.) # # # N.A. N.A #@@ Net Income per unit 0.49 0.24 2.08 0.19 0.21 0.02

Dividends (inclusive of distributiontax if, any) 0.2522 0.4400

Dividend Option

Compounded Annualised Returns (Based on NAVs of Growth Option) *3.025% *3.04% *18.2% 1.53% 1.55% 0.16%

Benchmark Index $ $ CNX $ $ Crisil Com-Nifty Junior posite Bond

Fund Index

Return compared to Benchmark Index $ $ -4.38% $ $ 0.05757%



Growth Option 10.2671 10.0493 11.82 10.1535 10.1549 10.0156

Dividend Option 10.0418 11.82 10.1535 10.0156

Institutional Growth 10.1587 10.1653 10.0160

Institutional Dividend 10.1587 10.0160

Ratio of Recurring Exps toNet Assets for Regular Plans % 0.40 0.15 2.42 0.46 0.67 0.45

Ratio of Recurring Exps toNet Assets for Institutional Plans % 0.25 0.32 0.25

Transfer to Reserves Nil Nil Nil Nil Nil Nil

Floating Rate PlanM Long Term Floating Rate Plan


Date of Allotment March 28, 2003 15-Sep-04

NAV at the beginning of the year (Rs.) #Growth Option – Plan A 10.5040 -

Dividend Option – Plan A 10.0421 -

@@ Net Income per unit 0.35 0.15

Dividend Option – Plan A 0.3082 0.25

Dividend Option – Plan B 0.4812 0.10

Dividend Option – Plan C 0.3308 -

Daily Dividend Option – Plan A 0.2941 -

Daily Dividend Option – Plan B 0.3075 -

Daily Dividend Option – Plan C 0.3122 -

Compounded Annualised Returns (Based on NAVs of Growth Option) 4.95% 2.64%*

Benchmark Index CRISIL Liquid Fund CRISIL Liquid Fund Index

Return compared to Benchmark Index -5.94% 0.31%

Net Assets end of period (Rs. Crore) 2877.70 668

NAV at the end of the period -

Plan A - Growth 10.3193 10.2649

Plan A- Dividend 10.0069 10.0148

Plan B - Growth 11.0208 10.2921

Plan B- Dividend 10.0438 10.0105

Plan C - Growth 10.3434 -

Plan C- Dividend 10.0072 -

Daily Dividend Option – Plan A 10.0012 -

Daily Dividend Option – Plan B 10.0012 -

Daily Dividend Option – Plan C 10.0013 -

Ratio of Recurring Exps to Net Assets-Plan A 1.00% 1.25

Ratio of Recurring Exps to Net Assets-Plan B 0.75% 0.75

Ratio of Recurring Exps to Net Assets-Plan C 0.65% 0.75

Transfer to Reserves Nil Nil

64


Notes:

1) Returns since inception are for the growth plan in each case except under Fixed Maturity Plan – Quarterly Series 24, FixedMaturity Plan – Quarterly Series 25, Fixed Maturity Plan – Quarterly Series 26 for which returns have been calculated afteradjusting declaration of dividend.

2) The additional Plan viz. Plan A, Plan B & Plan C were introduced in Prudential ICICI Floating Rate Plan on July 29, 2004. Theexisting option was assigned as Plan B and returns for the scheme has been computed using Plan B - Growth Option.Similarly in case of Prudential ICICI Long Term Floating Rate Plan returns have been computed using Plan A - GrowthOption.

3) While arriving at Net Income per unit, Income Equalization Reserve and mark to market has not been considered and it iscalculated on the basis of closing units as of March 31, 2005.

4) The Compounded annualized returns of each scheme are computed from inception of the Scheme till the end of the periodof the respective condensed financial information whereas the returns compared to benchmark index are computed for thefinancial year.

* Prudential ICICI Income Multiplier Plan, Fixed Maturity Plan Series 24 –Yearly Options and Prudential ICICI Discovery Fund,Prudential ICICI long Term Floating Rate Plan, Fixed Maturity Plan Series 25 – Quarterly, Yearly, 15 Months Plan, FixedMaturity Plan Series 26 – Quarterly plan, Prudential ICICI Emerging S.T.A.R. (Stock Targeted At Return) Fund have notcompleted one year from the date of their launch. Returns are computed in absolute terms and for Growth Options onlyfrom the date of allotment. The NAV on the date of allotment is taken as Rs.10 for computation of returns

** Un-audited.



@ All the unitholders under Prudential ICICI Fixed Maturity Plan – One Year Plus Series – 6, Prudential ICICI Fixed Maturity Plan–Series – 12, Prudential ICICI Fixed Maturity Plan –Series – 5, Prudential ICICI Fixed Maturity Plan - Quarterly Series – 25,Prudential ICICI Fixed Maturity Plan - Quarterly Series – 26 have redeemed their units on July 28, 2004 & September 21,2004, April 5, 2004 & April 21, 2004 respectively and there was fresh subscription on July 29, 2004, September 28, 2004,December 14, 2004 & December 31, 2004 at Rs. 10.00, hence, simple absolute returns have been calculated by consideringthe date of reopening of the plan, as a date of allotment.

@@ The Net Income per unit mentioned has excluded Income equalization & marked to market calculated on the basis of marketvalue of net assets of the Scheme on the valuation date, divided by the number of units outstanding on that date. It may benoted that, as it merely indicates the net income per unit on the valuation date calculated based upon outstanding units ofthe scheme on the given date, it is subject to vary from time to time and does not reflect any income / loss of the scheme.

^ All the unit holders under Prudential ICICI Fixed Maturity Plan Series 23 and Prudential ICICI Fixed Maturity Plan -Series 24-Quarterly have redeemed their units and unit balance are nil as on the date of this report.


Benchmark Indices Aggressive Cautious Plan Moderate Very Aggressive very CautiousPlan Plan Plan Plan

Nifty 70 % 15% 40 % 90 % NA

Crisil Composite Bond Fund Index 25% 70 % 40 % NA 30%



65

d) Condensed Financial Information for the period ended July 31, 2005. **

@ Flexible Dynamic SENSEXIncome Plan Plan Prudential

ICICI ExchangeTraded Fund


Date of Allotment 27-Sep-02 31-Oct-02 10-Jan-03

NAV at the beginning of the year (Rs.)Growth Option / Plan A 12.171 26.8776 65.799Dividend Option /Plan A 10.4863 11.5918

Quarterly Option 10.4135@@ Net Income per unit 0.3493 2.1747 3.1365Dividends (inclusive of distribution tax if, any)

Dividend Option/Plan A Dividend 0.2000Quarterly Option 0.1000Compounded Annualised Returns(Based on NAVs of Growth Option) 8.00% 58.60% 38.65%

Benchmark Index CRISIL Composite Nifty BSE SENSEX Bond Fund

Return compared to Benchmark Index 0.65% 20.14% 0.78%Net Assets end of period (Rs. Crore) 52.74 489.9 0.67

NAV at the end of the periodGrowth Option / Plan A 12.5286 36.9836 79.6150

Dividend Option /Plan A 10.5906 15.9454Quarterly Option 10.6175

Ratio of Recurring Exps to Net Assets forRegular Plans/Plan A % 1.09 2.32 0.80Transfer to Reserves Nil Nil Nil

Gilt Fund Gilt Fund Income FixedInvestment Treasury Multiplier Maturity

Plan - Plan - Fund Plan – SeriesPF Option PF Option 24 – Yearly


Date of Allotment 19-Nov-03 11-Feb-04 30-Mar-04 20-Mar-04NAV at the beginning of the year (Rs.)

Growth Option / Plan A 10.4224 10.4466 10.8862 10.5308@@ Net Income per unit 0.2736 0.1879 0.4967 0.3121Dividends (inclusive of distribution tax if, any)

Dividend Option/Plan A Dividend 0.5Compounded Annualised Returns(Based on NAVs of Growth Option) 3.57% 4.01% 12.70% 5.65%

Benchmark Index I-Sec Li Bex I-Sec Si Bex MIP BlendedCrisil Index $

Return compared to Benchmark Index (0.33%) (0.69%) 4.20% $

Net Assets end of period (Rs. Crore) 88.6 91.3 178.95 74.77NAV at the end of the periodGrowth Option / Plan A 10.6459 10.6295 11.8533 10.8297

Ratio of Recurring Exps to Net Assetsfor Regular Plans/Plan A % 1.10 1.50 2.18 0.20Transfer to Reserves Nil Nil Nil Nil

66


Advisor Advisor Advisor Advisor AdvisorSeries – Series – Series – Series – Series – Very

Aggressive Cautious Moderate Very CautiousPlan Plan Plan Aggressive Plan

Plan


Date of Allotment 18-Dec-03 18-Dec-03 18-Dec-03 18-Dec-03 18-Dec-03


Growth Option / Plan A 11.8089 10.7587 11.1156 12.2955 10.6066

Dividend Option /Plan A 11.8089 10.7587 11.1156 12.2955 10.6066

@@ Net Income per unit 0.9104 0.7172 0.4815 2.7751 0.3340

Compounded Annualised Returns(Based on NAVs of Growth Option) 22.71% 7.86% 15.44% 29.19% 4.86%

Benchmark Index $$ $$ $$ $$ $$

Return compared to Benchmark Index 11.39% 4.24% 7.42% 13.99% 1.96%



Growth Option / Plan A 14.1721 11.3755 12.7722 15.4727 10.8429


Ratio of Recurring Exps toNet Assets for Regular Plans/Plan A % 0.55 0.35 0.45 0.70 0.20

Transfer to Reserves Nil Nil Nil Nil Nil

Discovery Fixed Fixed FixedPlan Maturity Maturity Maturity Plan

Plan Y25 Plan 25Y1 26Q(15months)


Date of Allotment 16-Aug-04 17-Aug-04 10-Sep-04 31-Aug-04


Growth Option / Plan A 13.33 10.3025 10.2671 10.0493

Dividend Option /Plan A 13.33 10.0418

Institutional Growth / Plan B 10.3248

@@ Net Income per unit 1.4082 0.1589 0.0335 0.2765

Dividends (inclusive of distribution tax if, any) 1.00 0.1358

Dividend Option/Plan A Dividend 0.1359

Compounded Annualised Returns(Based on NAVs of Growth Option) *79.91% *5.08% *4.90% *5.40%

Benchmark Index S&P CNX Nifty $ $ $

Return compared to Benchmark Index 19.49% $ $ $

Net Assets end of period (Rs. Crore) 579.23 178.13 34.78 185



Dividend Option /Plan A 17.08 10.1341

Institutional Growth / Plan B 10.566

Ratio of Recurring Exps to Net Assetsfor Regular Plans/Plan A % 2.30 0.60 0.40 0.15

Ratio of Recurring Exps to Net Assetsfor Institutional Plans/Plan B % 0.25

Transfer to Reserves Nil Nil Nil Nil


67

Emerging Fixed @ Fixed @ Pru ICICI Pru ICICI Pru ICICIS.T.A.R. Maturity Maturity Plan I Blended Blended(Stocks Plan – Plan – Plan - A Plan - B

Targeted At @Series 5 @Series 12Returns)

Historical Per Unit StatisticsDate of Allotment 28-Oct-04 31-Dec-04 14-Dec-04 24-Mar-05 31-May-05 31-May-05



Dividend Option /Plan A 11.82 10.1535 10.0156

Institutional Growth / Plan B 10.1587 10.1653 10.016

Institutional Dividend / Plan B 10.1587 10.016

@@ Net Income per unit 1.5851 0.3174 0.2919 0.2279 -0.3730 -0.1096

Dividends (inclusive of distribution tax if, any) 1.00

Compounded Annualised Returns(Based on NAVs of Growth Option) *77.3% 4.43% 4.18% *2.91% *1.91% *1.66%Benchmark Index CNX Nifty $ $ Crisil Crisil Crisil

Junior Composite Short Term Short TermBond Fund Bond Fund Bond Fund

Index Index Index

Return compared to Benchmark Index 29.57% $ $ 0.33% 0.55% 0.20%



Growth Option / Plan A 17.73 10.4425 10.4178 10.2914 10.191 10.1665


Quarterly Option

Institutional Growth / Plan B 10.4566 10.4438 10.3004 10.0915

Institutional Dividend / Plan B 10.4566 10.3004 10.0496

Ratio of Recurring Exps to Net Assetsfor Regular Plans/Plan A % 2.39 0.45 0.67 0.45 1.50 1.50

Ratio of Recurring Exps to Net Assetsfor Institutional Plans/Plan B % 0.25 0.32 0.25 1.00

Transfer to Reserves Nil Nil Nil Nil Nil Nil

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Floating Rate Long TermPlan Floating Rate Plan


Date of Allotment 28-Mar-03 15-Sep-04

NAV at the beginning of the year (Rs.)Growth Option / Plan A 10.3193 10.2649Dividend Option /Plan A 10.0069 10.0148

Institutional Growth / Plan B 11.0208 10.2921Institutional Dividend / Plan B 10.0438 10.0105Institutional Plus Growth Option / Plan C 10.3434

Institutional Plus Dividend / Plan C 10.0072Daily Dividend / Plan A Daily Dividend 10.0012Institutional Dividend Daily / Plan B Daily Dividend 10.0012

Institutional Plus Dividend daily / Plan C Daily Dividend 10.0013@@ Net Income per unit 0.1972 0.1809Dividends (inclusive of distribution tax if, any)

Dividend Option/Plan A Dividend 0.2002 0.1662Dividend Option Institutional/Plan B Dividend Option 0.2105 0.1765Dividend Option Institutional Plus/Plan C Dividend option 0.2135

Quarterly OptionInstitutional Plus Daily/Plan C Dividend Daily 0.2332Institutional Option Div (daily)/Plan B Dividend Daily 0.2288

Dividend Option Daily/Plan A Dividend Daily 0.2270Compounded Annualised Returns (Based on NAVs of Growth Option) 5.05% 4.92%

Benchmark Index CRISIL Liquid CRISIL Liquid Fund Fund Index

Return compared to Benchmark Index 0.25% 0.28%

Net Assets end of period (Rs. Crore) 3185.9 1002.66NAV at the end of the periodGrowth Option / Plan A 10.5445 10.4922

Dividend Option /Plan A 10.0228 10.0688Institutional Growth / Plan B 11.273 10.5379Institutional Dividend / Plan B 10.0606 10.0712

Institutional Plus Growth Option / Plan C 10.5845Institutional Plus Dividend / Plan C 10.0241Daily Dividend / Plan A Daily Dividend 10.0015

Institutional Dividend Daily / Plan B Daily Dividend 10.0015Institutional Plus Dividend daily / Plan C Daily Dividend 10.0015Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 1.00 1.25

Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B % 0.75 0.85Ratio of Recurring Exps to Net Assets for Institutional Plus Plan/Plan C % 0.65Transfer to Reserves Nil Nil

Notes:

5) Returns since inception are for the growth plan in each case except under Fixed Maturity Plan – Quarterly Series 26 forwhich returns have been calculated after adjusting declaration of dividend.

6) The additional Plan viz. Plan A, Plan B & Plan C were introduced in Prudential ICICI Floating Rate Plan on July 29, 2004.The existing option was assigned as Plan B and returns for the scheme has been computed using Plan B - GrowthOption. Similarly in case of Prudential ICICI Long Term Floating Rate Plan returns have been computed using Plan A -Growth Option.

7) While arriving at Net Income per unit, Income Equalization Reserve and mark to market has not been considered andit is calculated on the basis of closing units as of August 31, 2005.

8) The Compounded annualized returns of each scheme are computed from inception of the Scheme till the end of theperiod of the respective condensed financial information whereas the returns compared to benchmark index arecomputed for the financial year.


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9) The Growth & Dividend options were introduced under Fixed Maturity Plan – Quarterly Series 26 for the specifiedsubscription period commencing from June 2, 2005, for which return has been calculated after adjusting the dividendfactor to the growth option as the existing option was considered to be growth.

* Prudential ICICI Discovery Fund, Prudential ICICI long Term Floating Rate Plan, Fixed Maturity Plan Series 25 - Yearly, 15Months Plan, Fixed Maturity Plan Series 26 – Quarterly plan, Prudential ICICI Emerging S.T.A.R. (Stock Targeted AtReturn) Fund and Prudential ICICI Plan1, Prudential ICICI Blended Plan A & B have not completed one year from thedate of their launch. Returns are computed in absolute terms and for Growth Options only from the date of allotment.The NAV on the date of allotment is taken as Rs.10 for computation of returns

** Un-audited.


@ All the unitholders under Prudential ICICI Fixed Maturity Plan –Series – 12, Prudential ICICI Fixed Maturity Plan –Series– 5 have redeemed their units on April 5, 2004 & April 21, 2004 respectively and there was fresh subscription onDecember 14, 2004 & December 31, 2004 at Rs. 10.00, hence, simple absolute returns have been calculated byconsidering the date of reopening of the plan, as a date of allotment.

@@ The Net Income per unit mentioned has excluded Income equalization & marked to market calculated on the basis ofmarket value of net assets of the Scheme on the valuation date, divided by the number of units outstanding on thatdate. It may be noted that, as it merely indicates the net income per unit on the valuation date calculated based uponoutstanding units of the scheme on the given date, it is subject to vary from time to time and does not reflect anyincome / loss of the scheme.


Benchmark Aggressive Very Aggressive Very CautiousIndices Plan Cautious Plan Moderate Plan Plan Plan

Nifty 70 % 15% 40 % 90 % NA

Crisil Composite 25% 70 % 40 % NA 30%

Bond Fund Index


70


The Fund believes in providing the investors with a superior service to make the investors’ experience in dealing with theFund an efficient and satisfactory one. In order to achieve these goals, the Fund will endeavour to continuously establishand upgrade systems to handle transactions efficiently and resolve any investor grievances promptly.

b) Ease of Transactions

The Fund intends to make every transaction for the investor a simple and convenient one. The Fund plans to provide thefollowing services:-

i) Customer Service Centres in major metros

The AMC presently has Customer Service Centres in various cities. Over a period of time, the AMC may add furtherCustomer Service Centres and/or sales offices in other cities. Unitholders can go to these Service Centres / Sales Officesfor enquiries and transactions during business hours.

ii) Process transactions in a timely manner

Under the Regulations, the Fund/ the Registrar / AMC shall despatch to the Unitholders the dividend warrants, if any,within thirty days of the date of declaration of dividend and the Redemption proceeds within ten Business Days fromthe date of acceptance / deemed acceptance of the request for Redemption or repurchase proceeds, as the case may be.

Under normal circumstances, the Fund will endeavour to complete all monetary transactions within T+2 Business Daysfrom the date of acceptance of a transaction request. Ordinarily, non-monetary transactions or requests will beprocessed, (with the exception of issue of Unit certificates) within 7 Business Days. Investors should note that completionof monetary/ non-monetary transactions within 3/ 7 Business Days as indicated above would be done on “best efforts”basis and completion of all such transactions are subject to the time limits as prescribed under the Regulations.

c) Problem Resolution

The Fund will follow-up with Customer Service Centres and Registrar on complaints and enquiries received from investorsfor resolving them promptly.

For this purpose, Ms. Leena Jhonson nade has been appointed the Investor Relations Officer. He can be contacted at theCorporate Office of the AMC. The address and phone numbers are:

503, 5th Floor, Peninsula TowerPeninsula Corporate ParkGanpatrao Kadam Marg,Off Senapati Bapat MargLower Parel Mumbai 400 013Phone: (91)(22) 24997000Fax : (91)(22) 24997029

d) Information about the Scheme

The Fund will publish an abridged summary of an audited annual report of the Scheme as on March 31 of each year, andan abridged Scheme wise annual report shall be mailed to all Unitholders, not later than six months from March 31 of eachyear. The abridged annual report shall contain such details as are required under the Regulations.

The Fund shall before the expiry of one month from the close of each half year, that is as on March 31 and September 30,publish its unaudited financial results in one English daily newspaper circulating all India and in a newspaper published inthe language of the region where the Head Office of the Fund is situated and update the same on AMC’s website atwww.pruicici.com within 60 days from the close of each half year, in the prescribed format.

The AMC will disclose the NAV of each Plan on every Business Day.

The Fund shall before the expiry of one month from the close of each half year (31st March and 30th September) send to theUnitholders a complete statement of Scheme’s portfolio or if such statement is not sent to the Unitholders, it will bepublished by way of an advertisement in one English daily circulating in the whole of India and in a newspaper publishedin the language of the region where the head office of the mutual fund is situated.

e) NAV Information

The NAV of the Scheme will be calculated daily and announced by the Fund on each Business Day. The information on NAVmay be obtained by the Unitholders, on any day, by calling the office of the AMC or any of the Customer Service Centres oron the Website of the AMC www.pruicici.com. The Fund will use its best endeavour to publish NAVs daily, in at least twodaily newspapers. Further, the AMC shall endeavour to publish Purchase and Redemption prices of Units daily in anewspaper with all India circulation.

AMC shall update the NAVs on the website of Association of Mutual Funds in India - AMFI (www.amfiindia.com) by 8.00-p.m. every Business Day. In case of any delay, the reasons for such delay would be explained to AMFI and SEBI by the next day.If the NAVs are not available before commencement of business hours on the following day due to any reason, the Fundshall issue a press release providing reasons and explaining when the Fund would be able to publish the NAVs.


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f) Disclosure of information under the Regulations

The Fund will, not later than six months after the close of each financial year (March 31), publish through an advertisement,an abridged Annual Report relating to the Scheme and mail to the Unitholders an abridged scheme wise annual report. Itis anticipated that the first such publication will be for the period ending March 31, 2004 after the roll-over of the schemeas an open ended fund. Further, the full text of the Annual Report will be available for inspection at the office of the Fund.A copy of the Annual Report will be sent to Unit holders, free of cost, on specific request.

The Fund shall before the expiry of one month from the close of each half year, that is as on March 31 and September 30,publish its unaudited financial results in one English daily newspaper circulating all India and in a newspaper published inthe language of the region where the Head Office of the Fund is situated and update the same on AMC’s website atwww.pruicici.com within 60 days from the close of each half year, in the prescribed format.

g) Rights of Unitholders of the Scheme

1. Unitholders of the Scheme have a proportionate right in the beneficial ownership of the assets of that Scheme.

2. The Trustee is bound to make such disclosures to the Unitholders as are essential in order to keep them informed aboutany information known to Trustee which may have an adverse bearing on their investments.

3. The appointment of an AMC for the Fund can be terminated by majority of the Trustee or by 75% of the Unitholdersof the Scheme of the Fund and any change in the appointment of the AMC shall be subject to the prior approval of SEBIand the Unitholders of the Scheme.

4. The Trustee is obliged to convene a meeting on a requisition of 75% of the Unitholders of the Scheme.

5. 75% of the Unitholders of a Scheme and the Plan thereunder can pass a resolution to wind up the Scheme.

6. Unitholders have the right to inspect all the documents listed under “Documents Available for Inspection”.

7. The Trustee shall obtain the consent of the Unitholders:

a) whenever required to do so by SEBI, in the interest of Unitholders

b) whenever required to do so on the requisition made by three-fourths of the Unitholders of the Scheme.

c) when the Trustee decides to wind up or prematurely redeem the units.

8. The Trustees shall ensure that no change in the fundamental attributes of any scheme or the trust or fee and expensespayable or any other change which would modify the scheme and affects the interests of unit holders is carried outunless:

a) a written communication about the proposed change is sent to each Unitholder and

b) an advertisement is given in one English daily newspaper having nationwide circulation as well as in a newspaperpublished in the language of the region where the Head Office of the mutual fund is situated; and

c) the Unitholders are given an option to exit at the prevailing Net Asset Value without any exit load.

9. Subject to the Regulations and the guidelines issued by SEBI, the consent of the Unitholders of the Scheme will beobtained through voting, by mail. Detailed modalities of the same, including the principles for entitlement of votes foreach Unitholder will be finalized in consultation with and after obtaining the approval of SEBI and the Trustee.

10. Annual report containing accounts of the AMC would be displayed on the websites of the Fund (i.e. pruicici.com)Unitholders, if they so desire, may request for the annual report of the AMC.

h) Duration of the Scheme /Winding up

The duration of the Scheme is perpetual. The AMC, the Fund and the Trustee reserve the right to make such changes/alterations in the Scheme (including the charging of fees and expenses) offered under this Offer Document to the extentpermitted by the applicable Regulations. However, in terms of the Regulations, a Scheme may be wound up after repayingthe amount due to the Unitholders:

1. On happening of any event, which in the opinion of the Trustee, requires the Scheme to be wound up, OR

2. If seventy five percent (75%) of the Unitholders of the Schemes pass a resolution that the Scheme be wound up, OR

3. If SEBI so directs in the interest of the Unitholders

4. In case of non-fulfillment of condition prescribed in terms of minimum number of investors vide SEBI circular No. SEBI/IMD/CIR No.10/22701/03 dated December 12, 2003.

Where the Scheme is so wound up, the Trustee shall give notice of the circumstances leading to the winding up of theScheme to:

1. SEBI and,

2. In two daily newspapers with circulation all over India and in one vernacular newspaper with circulation in Mumbai.

On and from the date of the publication of notice of winding up, the Trustee or the Investment Manager, as the case maybe, shall:

1. Cease to carry on any business activities in respect of the Scheme so wound up;

2. Cease to create or cancel Units in the Scheme;

3. Cease to issue or redeem Units in the Scheme.

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i) Procedure and manner of Winding up

The Trustee shall call a meeting of the Unitholders of the Scheme to approve by simple majority of the Unitholders presentand voting at the meeting for authorizing the Trustee or any other person to take steps for the winding up of the Scheme.

The Trustee or the person authorized above shall dispose of the assets of the Scheme in the best interest of the Unitholdersof the Scheme.

The proceeds of sale realized in pursuance of the above, shall be first utilized towards discharge of such liabilities as are dueand payable under the Scheme and after meeting the expenses connected with such winding up, the balance shall be paidto Unitholders in proportion to their respective interest in the assets of the Scheme, as on the date the decision for windingup was taken.

On completion of the winding up, the Trustee shall forward to SEBI and the Unitholders a report on the winding up,detailing the circumstances leading to the winding up, the steps taken for disposal of the assets of the Scheme beforewinding up, net assets available for distribution to the Unitholders and a certificate from the auditors of the Fund.

Notwithstanding anything contained herein above, the provisions of the Regulations in respect of disclosures of half-yearlyreports and annual reports shall continue to be applicable until winding up is completed or the Scheme ceases to exist.

After the receipt of the report referred to above, if SEBI is satisfied that all measures for winding up of the Scheme have beencomplied with, the Scheme shall cease to exist.

j) Tax benefits of investing in the Mutual Fund

The following information is provided only for general information purpose. In view of the individual nature of tax benefitseach investor is advised to consult with his or her own tax consultant with respect to the specific tax implications arising outof their participation in the scheme.

The Scheme’s auditors, N. M. Raiji and Co. have confirmed that based on the law in force, the following benefits may accrueto the respective assesses:

Based on the law in force and after considering the amendments made in the Income Tax Act, 1961 (“the Act”) by theFinance Act, 2005, yhe Scheme’s auditors, N. M. Raiji and Co. have confirmed that the following benefits may accrue to therespective assesses:

1. TO THE FUND

The Income of the Fund registered under the Securities and Exchange Board of India Act, 1992 (15 of 1992) orregulations made there under will be exempt from income tax in accordance with the provisions of section 10(23D) ofthe Act. The income received by the Fund is not liable for deduction of tax at source.

As per section 115R, the Mutual Funds are liable to pay additional income tax on the income distributed by it.

Under the provisions of section 115R of the Act, additional income tax is payable at different rates on incomedistributed to different class of unitholders. The Mutual Funds will be liable to pay additional income tax at the rate of12.50% plus applicable surcharge on the income distributed by the Fund to Individuals and HUFs and at the rate of20% plus applicable surcharge on the income distributed to any other assessees. Levy of education cess at the rate of2% is also applicable on total tax payable. However, in respect of open-ended equity oriented funds, no additionalincome tax is payable on income distributed by the Fund.

SECURITIES TRANSACTION TAX

Securities Transaction Tax (“STT”) is applicable on transactions of purchase or sale of units of Equity Oriented Fundentered into on a recognized stock exchange or sale of units of Equity Oriented Fund to the Mutual Fund.

The Finance Act, 2005 has revised the rates for levy of STT under Chapter VII of the Finance (No. 2) Act 2004 with effectfrom June 01, 2005.

The STT rates as applicable from June 1, 2005 are given in the following table:

Taxable Securities Transaction Rate Payable by

Purchase of a unit of an equity oriented fund, where -

� the transaction of such purchase is entered into in a recognised stockexchange; and

� the contract for the purchase of such unit is settled by the actual delivery 0.1% Purchaseror transfer of such unit.

Sale of a unit of an equity oriented fund, where -� the transaction of such sale is entered into in a recognised stock exchange; and� the contract for the sale of such unit is settled by the actual delivery or transfer 0.1% Seller

of such unit.Sale of a unit of an equity oriented fund, where -� the transaction of such sale is entered into in a recognised stock exchange; and� the contract for the sale of such unit is settled otherwise than by the actual 0.02% Seller

delivery or transfer of such unit.

Sale of unit of an equity oriented fund to the Mutual Fund itself. 0.2% Seller


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Mutual Fund is responsible for collecting the STT from every person who sells the unit to it at the rate of 0.2%.

The term “Equity Oriented Fund” for the purpose of STT, has been defined to mean a fund where the investible funds areinvested by way of equity shares in domestic companies to the extent of more than 50% of the total proceeds of such fund andwhich has been set up under a scheme of a Mutual Fund. Further, it is provided that the percentage of equity share holding ofthe fund shall be computed with reference to the annual average of the monthly averages of the opening and closing figures.

2. TO THE UNITHOLDERS

2.1 INCOME RECEIVED FROM MUTUAL FUND

According to section 10(35) of the Act, any income received in respect of units of Mutual Fund specified under section10(23D) will be exempt from income tax in the hands of the unit holders. Further, it has been clarified that incomearising from transfer of units of Mutual Fund shall not be exempt under section 10(35).

2.2 LONG TERM CAPITAL GAINS ON TRANSFER OF UNITS

Under Section 10(38), Long Term Capital Gain on sale of units of Equity Oriented Funds are exempt from Income Taxin the hands of unit holders, provided such transactions are entered into a recognised stock exchange or such units aresold to the Mutual Fund and are chargeable to STT.

In respect of capital gains that are not exempted under section 10(38), the provisions for taxation of long-term capitalgains for different categories of assessees are explained hereunder:

i) For Individuals and HUFs

Long-term Capital Gains in respect of Units of Mutual Fund held for a period of more than 12 months will bechargeable under section 112 of the Act, at a rate of 20% plus surcharge, as applicable and cess. Capital Gainswould be computed after taking into account cost of acquisition as adjusted by Cost Inflation Index notified bythe Central Government and expenditure incurred wholly and exclusively in connection with such transfer. In thecase where taxable income as reduced by long term capital gains is below the exemption limit, the long termcapital gains will be reduced to the extent of the shortfall and only the balance long term capital gains will becharged at the flat rate of 20% plus surcharge, as may be applicable and cess.

It is further provided that an assessee will have an option to apply concessional rate of 10% plus applicablesurcharge and cess, provided the long term capital gains are computed without substituting indexed cost in placeof cost of acquisition.

ii) For Partnership Firms, Non-Residents, Indian Companies/Foreign Companies

Long-term Capital Gains in respect of Units held for a period of more than 12 months will be chargeable undersection 112 of the Act at a rate of 20% plus surcharge, as may be applicable and cess. Capital gains would becomputed after taking into account cost of acquisition as adjusted by Cost Inflation Index notified by the CentralGovernment and expenditure incurred wholly and exclusively in connection with such transfer.

It is further provided that an assessee will have an option to apply concessional rate of 10% plus applicablesurcharge and cess, provided the long term capital gains are computed without substituting indexed cost in placeof cost of acquisition.

iii) For Non-resident Indians

Under section 115E of the Act for non-resident Indians, income by way of long-term capital gains in respect ofUnits is chargeable at the rate of 20% plus applicable surcharge and cess. Such long-term capital gains would becalculated without indexation of cost of acquisition.

Non-resident Indians may opt for computation of long term capital gains as per section 112, which is morebeneficial.

iv) For Overseas Financial Organisations, including Overseas Corporate Bodies and Foreign InstitutionalInvestors fulfilling conditions laid down under section 115AB (Offshore Fund)

Under section 115AB of the Act, income by way of long-term capital gains in respect of units purchased in foreigncurrency held for a period of more than 12 months will be chargeable to tax at the rate of 10%, plus applicablesurcharge and cess. Such gains would be calculated without indexation of cost of acquisition.

2.3 SHORT TERM CAPITAL GAINS ON TRANSFER OF UNITS

Section 111A provides that short-term capital gains arising on sale of units of Equity Oriented Funds are chargeable toincome tax at a concessional rate of 10% plus applicable surcharge and cess, provided such transactions are enteredinto on a recognised stock exchange or such units are sold to the Mutual Funds and are chargeable to STT. Further,Section 48 provides that no deduction shall be allowed in respect of STT paid for the purpose of computing CapitalGains.

In respect of capital gains not chargeable under section 111A, the provisions for taxation of short-term capital gainsfor different categories of assessees is explained hereunder:

Short term Capital Gains in respect of Units held for a period of not more than 12 months is added to the total income.Total income including short-term capital gains is chargeable to tax as per the relevant slab rates.

Income Tax Rates

The maximum income tax rates for various categories of assessees for AY 2006-07 are as under:

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Resident individuals and HUF 30% plus surcharge and cess

Partnership Firms 30% plus surcharge and cess

Indian companies 30% plus surcharge and cess

Non Resident Indians 30% plus surcharge and cess

Foreign Companies 40% plus surcharge and cess

With regards to individuals and HUF having a total income exceeding Rs. 10,00,000, Partnership Firms and IndianCompanies, a surcharge of 10% on the income tax is applicable. Individuals and HUFs having total income less than Rs.10,00,000 are not liable to surcharge. A surcharge of 2.5% on the income tax would be applicable in the case ofForeign Companies.

Further, education cess at the rate of 2% on the income tax (including applicable surcharge) would be applicable for allcategories of assessees.

2.4 CAPITAL LOSSES

Losses under the head “Capital Gains” cannot be set off against income under any other head. Further within the head“Capital Gains”, losses arising from the transfer of long-term capital assets cannot be adjusted against gains arisingfrom the transfer of a short-term capital asset. However, losses arising from the transfer of short-term capital assets canbe adjusted against gains arising from the transfer of either a long-term or a short-term capital asset.

Under Section 10(38), Long Term Capital Gains on sale of units of Equity Oriented Fund are exempt from Income Taxprovided certain conditions are fulfilled. Hence, losses arising from such type of transaction of sale of units of EquityOriented Fund would not be eligible for set-off against taxable capital gains.

Unabsorbed long-term capital loss (other than that relating to sale of equity shares and units of Equity Oriented Fundas stated in para above) can be carried forward and set off against the long-term capital gains arising in any of thesubsequent eight assessment years.

Unabsorbed short-term capital loss can be carried forward and set off against the income under the head Capital Gainsin any of the subsequent eight assessment years.

According to section 94(7) of the Act, if any person buys or acquires units within a period of three months prior to therecord date fixed for declaration of dividend or distribution of income and sells or transfers the same within a periodof nine months from such record date, then losses arising from such sale to the extent of income received or receivableon such units, which are exempt under the Act, will be ignored for the purpose of computing his income chargeableto tax.

Further, Sub-section (8) of Section 94 provides that, where additional units have been issued to any person without anypayment, on the basis of existing units held by such person then the loss on sale of original units shall be ignored forthe purpose of computing income chargeable to tax, if the original units were acquired within three months prior tothe record date fixed for receipt of additional units and sold within nine months from such record date. However, theloss so ignored shall be considered as cost of acquisition of such additional units held on the date of sale by suchperson.

2.5 Section 80C as introduced by the Finance Act, 2005, provides that from the total income of an individual and HUF,deduction for an amount paid or deposited in certain eligible schemes or investments would be available, subject toa maximum amount of Rs. 1,00,000.

According to clause (xiii) and clause (xx) to sub-section 2, any subscription to any units of Mutual Fund notified underSection 10(23D) would qualify for deduction under the aforesaid section provided

� the plan formulated in accordance with a scheme notified by the Central Government; or

� approved by CBDT on an application made by the Mutual Fund and the amount of subscription to such units issubscribed only in eligible issue of capital of any company.

3. TAX DEDUCTION AT SOURCE

3.1 For Income in respect of units:

No tax shall be deducted at source in respect of any income credited or paid in respect of units of the Fund as per theprovisions of section 10(35), section 194K and section 196A.

3.2 For Capital Gains:

(i) In respect of Resident Unit holders:

No tax is required to be deducted at source on capital gains arising to any resident unit holder (under section194K) vide circular no. 715 dated August 8, 1995 issued by the Central Board for Direct Taxes (CBDT).

(ii) In respect of Non- Resident Unit holders:

Under section 195 and section 196B of the Act, tax shall be deducted at source in respect of capital gains as under:

a. In case of non resident other than a company -

� Long term capital gains1 20% plus surcharge and cess� Short term capital gains 30% plus surcharge and cess


75

b. In case of foreign company -� Long term capital gains1 20% plus surcharge and cess� Short term capital gains 40% plus surcharge and cessc. In case of Offshore Fund as defined in 115AB –� Long term capital gains1 10% plus surcharge and cess1 Except for gains arising from sale of unit of Equity Oriented Funds, which are exempt under section 10(38) of theAct.

As per circular no. 728 dated October 1995 by CBDT, in the case of a remittance to a country with which a DoubleTaxation Avoidance Agreement (DTAA) is in force, the tax should be deducted at the rate provided in the FinanceAct of the relevant year or at the rate provided in DTAA whichever is more beneficial to the assessee.

4. EXEMPTION FROM TAX ON CAPITAL GAINS ARISING ON TRANSFER OF UNITS HELD FOR MORE THAN 12 MONTHS

Under section 54EC of the ActAs provided under section 54EC, and subject to the conditions specified therein, where an assessee has made capital gainsfrom the transfer of units held in Mutual Fund Scheme for a period exceeding 12 months and the assessee has any timewithin a period of 6 months after the date of such transfer, invested the whole of the capital gains in the long term specifiedassets i.e., in bonds redeemable after 3 years issued by the National Bank for Agriculture and Rural Development, or by theNational Highways Authority of India or by the Rural Electrification Corporation Limited or by National Housing Bank or bythe Small Industries Development Bank of India, such capital gains shall be exempted from tax on capital gains undersection 54EC of the Income Tax Act, 1961. However, if the assessee has invested only a part of the capital gains, he will beeligible for the proportionate exemption.Section 54EC provides that where any investment has been allowed as a deduction under this section the same shall not beallowed as deduction in Section 80C.

Under section 54ED of the ActUnder Section 54ED and subject to the conditions specified therein, capital gains arising from the transfer of units held inthe Mutual Fund Scheme for a period exceeding 12 months will be exempt, if the assessee has, any time within a period of6 months after the date of such transfer, invested the whole of the capital gains in acquiring equity shares forming part ofan eligible issue of capital. However, if the assessee has invested only a part of the capital gains, he will be eligible for theproportionate exemption. An eligible issue of capital means an issue of equity shares offered for subscription to the publicby a public company formed and registered in India.Section 54ED provides that where any investment has been allowed as a deduction under this section the same shall not beallowed as deduction in Section 80C.

5. INVESTMENTS BY CHARITABLE AND RELIGIOUS TRUSTSUnits of a Mutual fund Scheme referred to in clause 23D of section 10 of the Income Tax Act, 1961, constitute an eligibleavenue for investment by charitable or religious trusts per rule 17C of the Income Tax Rules, 1962, read with clause (xii) ofsub-section (5) of section 11 of the Income Tax Act, 1961.

6. WEALTH TAXUnits held under the Mutual Fund Scheme are not treated as assets within the meaning of section 2(ea) of the Wealth TaxAct, 1957 and are, therefore, not liable to Wealth-Tax.

k) Unclaimed redemption amountThe unclaimed Redemption amount may be deployed by the Mutual Fund in call money market or money market instrumentsonly and the investors who claim these amounts during a period of three years from the due date shall be paid at theprevailing Net Asset Value. After a period of three years, this amount will be transferred to a pool account and the investorscan claim the amount at NAV prevailing at the end of the third year. The income earned on such funds will be used for thepurpose of investor education. The AMC will make a continuous efforts to remind the investors through letters to take theirunclaimed amounts. Further, the investment management fee charged by the AMC for managing unclaimed amounts shallnot exceed 50 basis points.Unclaimed Dividend / Redemptions in respect of the open ended funds normally represent thetime lag between funding of the respective accounts (with bank) by the AMC and the time taken for presentation ofredemption/dividend warrants by the investors. No significant delay in the process is noticed. Hence the details in respectof open-ended funds is not mentioned.

Details in respect of Prudential ICICI Premier are given below -

As of March 31, 2005 As of August 31, 2005

Unclaimed Redemption Amount – Premier Redeemed Rs.5.74 crores of Rs.5.44 crores of 26,249 Investors 25,207 Investors

Unclaimed Redemption Amount – Premier Rolled Rs.3.42 Crores of Rs.2.82 Crores ofOver Redeemed 5,212 Investors 4,873 Investors

Unclaimed Dividend Amount Rs. 0.03 Crores Rs. 0.03 Crores

76


Investor grievances are normally received at AMC office or at the Customer Service Centres or directly by the Registrar. Allgrievances are forwarded to the Registrar for their necessary action. The complaints are closely followed up with theRegistrar to ensure timely redresses and prompt investor service. Given below is the complaint history for the last three fiscalyears:

ICICI Premier ICICI Power #

01/04/2002 to 31/03/2003

Complaints/ Requests received during the period 700 Not applicableRedressed during the period 699 Not applicablePending as on March 31, 2003 5 Not applicable01/04/2003 to 31/3/2004Complaints/ Requests received during the period 592 Not applicableRedressed during the period 594 Not applicablePending as on March 31, 2004 3 Not applicable01/04/2004 to 31/03/2005Complaints/ Requests received during the period 565 Not applicableRedressed during the period 562 Not applicablePending as on March 31, 2005 6 Not applicable01/04/2005 to 31/08/2005Complaints/ Requests received during the period 120 Not applicableRedressed during the period 118 Not applicablePending as on August 31, 2005 2 Not applicable

#Status reported till the Record Date of Conversion. Name changed to Prudential ICICI Power with effect fromSeptember 27, 2001. The status on investor complaints consequent to conversion is reported separately.

The above two funds were launched in 1994. ICICI Power has been converted in to an open-ended fund w.e.f. September27, 2001. Consequent to conversion its name is changed to Prudential ICICI Power. Further, ICICI Premier was rolled overfor a further period of 5 years in February 1999 and is open for repurchase w.e.f. February 7, 2001 and redeemed in February2005. The pending investor complaints / requests pertain to, inter-alia, Issue of duplicate certificates, non receipt ofcertificates, non receipt of redemption/dividend warrants, revalidation of dividend warrants, name correction, change ofaddress of the Unitholder, registration of death cases, registration of Power of Attorney, transfer/transmission of Units etc.All investor grievances are normally redressed within a period of 15 days of their receipt, subject to the informationfurnished by the Unitholder is complete and accurate. If such information is not provided/not available with the Registrarsto the above Schemes, the matter is further followed up with the investors. Investor complaints are continuously monitoredwith the Registrar to the Schemes.

Data relating to the period April 2002 to August 31, 2005

Scheme Opening Complaints Complaints ComplaintsPending Received redressed pending

Prudential ICICI Growth Plan Nil 3 3 NilPrudential ICICI Income Plan Nil 18 18 NilPrudential ICICI Liquid Plan Nil 0 0 NilPrudential ICICI FMCG Fund Nil 1 1 NilPrudential ICICI Tax Plan Nil 9 9 NilPrudential ICICI Gilt Fund Nil 2 2 NilPrudential ICICI Balanced Fund Nil 12 12 NilPrudential ICICI Technology Fund Nil 6 6 NilPrudential ICICI Monthly Income Plan Nil 6 6 NilPrudential ICICI Fixed Monthly Plan Nil 0 0 NilPrudential ICICI Child Care Plan Nil 1 1 NilPrudential ICICI Power Nil 18 18 NilPrudential ICICI Short Term Plan Nil 0 0 NilPrudential ICICI Long Term Plan Nil 0 0 NilPrudential ICICI Index Fund Nil 0 0 NilPrudential ICICI Sweep Plan Nil 0 0 NilPrudential ICICI Flexible Income Plan Nil 0 0 NilPrudential ICICI Dynamic Plan Nil 1 1 Nil


77

Scheme Opening Complaints Complaints ComplaintsPending Received redressed pending

Sensex Prudential ICICI Exchange Traded Fund Nil 0 0 NilPrudential ICICI Floating Rating Plan Nil 0 0 NilPrudential ICICI Advisory Series 0 0 NilPrudential ICICI Income Multiplier Fund Nil 2 2 NilPrudential ICICI Long Term Floating Rate Plan Nil 0 0 NilPrudential ICICI Emerging Star Nil 4 4 NilPrudential ICICI Discovery Fund Nil 2 2 NilPrudential ICICI Plan I Year Plus Nil 2 2 NilPrudential ICICI Blended Plan Nil 0 0 NilPrudential ICICI Infrastructure Fund Nil 0 0 Nil

Total Nil 87 87 Nil

b) ASSOCIATE TRANSACTIONS

INVESTMENT IN GROUP COMPANIES:

Details of investments made by the schemes in securities of Sponsor i.e. ICICI Bank Ltd. (erstwhile ICICI Ltd.) during theprevious three financial years are as follows:

Scheme name/Nature of investment F.Y 2002-2003 F.Y 2003-2004 F.Y 2004-2005 April 1, 2005 toAugust 31, 2005

Investment in Bonds of ICICI Bank Ltd.Prudential ICICI Income Plan 818,794,702 15,00,00,000 - -Prudential ICICI Liquid Plan 10,891,898 10,00,00,000 - -Prudential ICICI Short Term Plan 58,913,072 - - -Prudential ICICI FMPY 25 – 15 Months Option - - - 101,948,329Prudential ICICI FMP Yearly Series 12 - - - 207,640,333Investment in NSE Linked Mibor Deposits /Term Deposit of ICICI Bank LtdPrudential ICICI Balanced Fund - - - 250,200,000Prudential ICICI Blended Plan - Plan A - - - 1,662,700,000Prudential ICICI Blended Plan - Plan B - - - 490,000,000Prudential ICICI Child Care Gift Plan - - - 75,100,000Prudential ICICI Child Care Study Plan - - - 50,000,000Prudential ICICI Liquid Plan 200,000,000 13,250,000,000 1,680,000,000 -Prudential ICICI Monthly Income Plan - - 500,000,000 425,400,000Prudential ICICI Flexible Income Plan - - 100,000,000 -Prudential ICICI Short Term Plan - 1,250,000,000 - -Prudential ICICI Income Multiplier Plan - - 80,000,000 150,100,000Prudential ICICI Long Term Floating Rate Plan - - 140,000,000 -Prudential ICICI Fixed Maturity Plan –Yearly Series 23 5,000,000,000 16,000,000 - -Prudential ICICI Fixed Maturity Plan –Yearly Series 12 50,000,000 21,700,000 - -Prudential ICICI Fixed Maturity Plan –Yearly Series 6 - 200,000,000 - -Prudential ICICI Fixed Maturity Plan –NRI Series 4 – Half Yearly - 127,000,000 - -Investment in equity shares of ICICI Bank LtdPrudential ICICI Index Fund 3,491,370 4,094,680 264,135 325,697SENSEX Prudential ICICI Exchange Traded Fund 6,327,798 4,144,321 - 478,810Prudential ICICI Power - - 35,328,722 132,109,560Prudential ICICI Monthly Income Plan - - 5,884,612 -Prudential ICICI Growth Plan - - 29,443,706 95,974,560Prudential ICICI Balanced Fund - - 4,418,418 21,343,740Prudential ICICI Dynamic Plan - - 59,000 28,426,200

TOTAL 6,148,418,840 15,122,939,001 2,581,224,610 3,691,747,229

% to the net assets of the Mutual Fund 6.77% 10.55% 1.69% 1.72%

The above details are as on the last day of each periodUnderwriting obligations with respect to issues of Associate Companies:The AMC has, till date, not entered into any underwriting contracts in respect of any public issue made by any of itsassociate companies.

78


Subscription in issues lead managed by ICICI Securities Ltd. [erstwhile ICICI Securities & Finance Company Limited(I-Sec)]

ICICI Securities Ltd.(erstwhile ICICI Securities and Finance Co. Ltd.) F.Y 2002-2003 F.Y 2003-2004 F.Y. 2004-2005

Prudential ICICI Power Nil *41,080,800 240,827,754Prudential ICICI Income Plan 200,000,000 Nil NilPrudential ICICI Liquid Plan Nil Nil 750,000,000Prudential ICICI Growth Plan Nil *47,483,650 161,791,526Prudential ICICI Tax Plan Nil *2,187,500 10,312,874Prudential ICICI Child Care Plan – Gift Plan Nil Nil 28,922,878Prudential ICICI Child Care Plan – Study Plan Nil Nil 5,704,228Prudential ICICI Monthly Income Plan Nil *21,828,505 430,256,768Prudential ICICI Balanced Fund Nil *12,968,855 75,974,024Prudential ICICI Dynamic Plan Nil *11,610,665 57,794,214Prudential ICICI Technology Fund Nil Nil 6,613,818Prudential ICICI Income Multiplier Fund Nil 3,932,175 126,604,402Prudential ICICI Discovery Fund Nil Nil 35,137,272Prudential ICICI Flexible Income Plan Nil Nil 250,000,000Prudential ICICI Floating Rate Plan Nil Nil 250,000,000Prudential ICICI Short Term Plan Nil Nil 250,000,000Prudential ICICI Long Term Plan Nil Nil 150,000,000Prudential ICICI Emerging S.T.A.R. Fund Nil Nil 22,932,282

TOTAL 200,000,000 141,092,150 2,852,872,040

During the period April 1, 2004 to August 31, 2005 no subscription was made in issues lead managed by its Associates

* Includes Prudential ICICI Mutual Fund’s subscription to the issue of Maruti Udyog Ltd. through JM Morgan StanleySecurities Pvt. Ltd. This declaration has been made as a matter of disclosure to the investors.

Subscription in issues lead managed by ICICI Bank Limited

(Amount in Rupees)

Name of the Scheme F.Y 2002-2003

Prudential ICICI Income Plan NilPrudential ICICI Liquid Plan 1,450,000,000Prudential ICICI Short Term Plan 603,220,568Prudential ICICI Monthly Income Plan 445,762,855Prudential ICICI Flexible Income Plan 300,000,000

Financial year 2003-2004 onwards no subscription was made in issues lead managed ICICI Bank Limited

The above investments were considered sound. Before making an investment, AMC evaluated the same on merits and onarms’ length basis and in accordance with the objectives of the scheme.

Transactions with Associate Companies:(Amount in Rupees)

F.Y. F.Y. F.Y. F.Y.2002-2003 2003-2004 2004-2005 April 1, 2005 to

August 31, 2005ICICI Bank Limited – Bank ChargesPrudential ICICI Monthly Income Plan 825,665 945,772 1,322,413.33 56,579Prudential ICICI Balanced Fund 825,500 935,260 815,320.88 158,219Prudential ICICI FMCG Fund 427,000 63,040 125,546.25 19,471Prudential ICICI Gilt Fund – Investment 889,297 811,421 563,502.79 25,229Prudential ICICI Gilt Fund – Treasury 825,762 185,029 343,961.51 6,504Prudential ICICI Growth Plan 827,049 958,392 796,978.96 127,388Prudential ICICI Income Plan 1,326,708 1,133,115 1,025,720.67 NilPrudential ICICI Liquid Plan 889,394 688,562 1,797,358.07 1,451,740Prudential ICICI Power 15 958,588 1,136,605.09 251,671Prudential ICICI Tax Plan 1501 470,030 218,904.50 28,898Prudential ICICI Technology Fund 831,405 145,052 757,591.16 184,093Prudential ICICI Child Care Plan-Gift Plan 350 56,396 189,274.57 21,753Prudential ICICI Child Care Plan-Study Plan 730 15,689 54,234.48 17,988Prudential ICICI Short Term Plan 825,715 1,012,692 601,179.91 60,516Prudential ICICI Long Term Plan Nil 68,619 63,709.85 NilPrudential ICICI Flexible Income Plan 398,750 933,012 664,748.93 89,171


79

(Amount in Rupees)


August 31, 2005

Prudential ICICI Dynamic Plan 112 770,817 596,182.19 132,903Prudential ICICI Floating Rating Plan Nil 333,309 778,929.20 242,701Prudential ICICI Gilt Fund – PF Option Nil Nil Nil 12,576Prudential ICICI Gilt Fund – Investment - PF Option Nil 200 355,160.83 NilPrudential ICICI Gilt Fund – Treasury - PF Option Nil Nil 351,541.67 11,335Prudential ICICI Income Multiplier Fund Nil Nil 391,109.02 68,975Prudential ICICI Income Dividend Plan Nil Nil Nil 88,868Prudential ICICI Discovery Fund Nil Nil 420,883.85 71,491Prudential ICICI Fixed Maturity –Quarterly Plan-Series 24 Nil Nil 14.00Prudential ICICI Long Term Floating Rate Plan Nil Nil 52,070.35 16,599Prudential ICICI Emerging S.T.A.R. Fund Nil Nil 276,590.68 80,035Prudential ICICI Agressive Plan Nil Nil 15,367.90 19,491Prudential ICICI Cautious Plan Nil Nil 30,164.02 14,502Prudential ICICI Moderate Plan Nil Nil 44,826.81 14,538Prudential ICICI Very Aggressive Plan Nil Nil 11,955.03 9,972Prudential ICICI very Cautious Plan Nil Nil 20,906.92 14,502ICICI Premier Nil 38,341 Nil NilPrudential ICICI Index Fund Nil 73 Nil NilPrudential ICICI Fixed Maturity Plan Quarterly series 2 50 Nil Nil NilPrudential ICICI Fixed Maturity Plan Yearly series 1 Nil 82 Nil NilPrudential ICICI Fixed Maturity Plan Yearly series 3 661 Nil Nil NilPrudential ICICI Sweep Plan Nil 1,174 Nil NilPrudential ICICI Fixed Maturity Plan – Yearly Series 23 Nil 46 Nil NilPrudential ICICI Fixed Maturity Plan – Yearly Series 12 Nil Nil 23,902.59 29,010Prudential ICICI Fixed Maturity Plan – Yearly Series 24 Nil Nil 23,902.59 29,010Prudential ICICI Plan I Nil Nil 3,449.00 NilPrudential ICICI Fixed Maturity Plan – Quarterly Series 25 Nil Nil Nil 4,357ICICI Bank Limited – BrokeragePrudential ICICI Growth Plan 1287401 4,921,497 2,222,891.29 788,740Prudential ICICI FMCG Fund 36,865 342,403 67,475.31 332,108Prudential ICICI Blended Plan – Plan A Nil Nil Nil 2,507,024Prudential ICICI Blended Plan – Plan B Nil Nil Nil 597,620Prudential ICICI Balanced Fund 371,333 1,228,809 2,104,082.04 236,772Prudential ICICI Tax Plan 182,185 317,554 692,570.09 1,812,850Prudential ICICI Technology Fund 688,780 1,141,174 749,131.93 264,438Prudential ICICI Power 82,382 19,893,911 13,886,378.13 2,455,114Prudential ICICI Child Care Plan-Study Plan 240,792 331,695 365,272.39 139,129Prudential ICICI Child Care Plan-Gift Plan 368,251 440,987 740,634.98 419,255Prudential ICICI Dynamic Plan 1,402,785 3,995,832 2,647,414.31 2,855,008Prudential ICICI Discovery Fund Nil Nil 4,288,947.01 4,268,145Prudential ICICI Emerging S.T.A.R.(Stock Targeted At Returns) Fund Nil Nil 10659160 2,625,865Prudential ICICI Income Plan 18,404,188 19,652,833 4,341,734 485,724Prudential ICICI Index Fund Nil Nil Nil 3,537Prudential ICICI Infrastructure Fund Nil Nil Nil 44,530,293Prudential ICICI Monthly Income Plan 2,178,352 3,794,594 3,974,498 529,049Prudential ICICI Income Multiplier Fund Nil 346,122 575,892 194,503Prudential ICICI Liquid Plan 13,452,007 14,253,329 5,385,319 4,003,997Prudential ICICI Liquid Institutional Plus Nil Nil Nil 907,913Prudential ICICI Short Term Plan 15,237,064 8,976,641 825,812 573,277Prudential ICICI Flexible Income Plan 2,512,861 6,755,437 2,125,857.63 149,166Prudential ICICI Long Term Floating Rate Plan Nil Nil 1,073,757 433,543Prudential ICICI Long Term Plan 137 636 589 104,195Prudential ICICI Gilt Fund – Treasury 147,943 67,126 151,169 117,120Prudential ICICI Gilt Fund Treasury – PF Option Nil 157,604 209,973 82,405Prudential ICICI Gilt Fund – Investment 4,448,085 5,051,182 3,127,133 833,835Prudential ICICI Gilt Fund Investment Plan – PF Option Nil 1,893,378 623,790 217,801Prudential ICICI Floating Rate Plan 995 349,724 4,664,522 2,563,099

80


(Amount in Rupees)


August 31, 2005

Prudential ICICI Fixed Maturity Plan – Series 25 – Quarterly Plan Nil Nil 13,497 38,072Prudential ICICI Fixed Maturity Plan – Series 26 Nil Nil Nil 7,369Prudential ICICI Fixed Maturity Plan - Series 26 - Quarterly Plan Nil Nil 50,035 17,057Prudential ICICI Fixed Maturity Plan Yearly series 6 378,438 Nil 21,506 17,154Prudential ICICI Very Cautious Plan Nil 285,110 239,660 42,553Prudential ICICI Cautious Plan Nil 345,285 637,190 38,945Prudential ICICI Moderate Plan Nil 1,189,032 150,881 20,858Prudential ICICI Agressive Plan Nil 1,283,833 191,735 18,159Prudential ICICI Very Agressive Plan Nil 1,741,893 91,386 13,342Prudential ICICI Income Plan – Institutional Option Nil Nil 110,819 NilPrudential ICICI Short Term Plan – Institutional Option Nil Nil 880,662 NilPrudential ICICI Liquid Plan – Institutional Option Nil Nil 10,862,559 NilPrudential ICICI Fixed Maturity Plan – Series 24 – Quarterly Nil 4,781 65,716 NilPrudential ICICI Fixed Maturity Plan - Series 25 - 15 Months Plan Nil Nil 54,933 NilPrudential ICICI Fixed Maturity Plan – Series 25 – Yearly Plan Nil Nil 21,300 NilPrudential ICICI Fixed Maturity Plan Yearly series 5 156,198 46,342 93,300 NilPrudential ICICI Fixed Maturity Plan Yearly series 6 –Institutional Option Nil Nil 12,610 NilPrudential ICICI Fixed Maturity Plan Yearly series 12 Nil Nil 468,993 NilPrudential ICICI Fixed Maturity Plan Yearly series 12 –Institutional Option Nil Nil 100,771 NilPrudential ICICI Fixed Maturity Plan Half-Yearly series 1 39,558 809 Nil NilPrudential ICICI Fixed Maturity Plan Half-Yearly series 2 977 305 Nil NilPrudential ICICI Fixed Maturity Plan Quarterly series 1 11,929 1,944 Nil NilPrudential ICICI Fixed Maturity Plan Quarterly series 2 11,668 6,709 Nil NilPrudential ICICI Fixed Maturity Plan Quarterly series 3 4676 270 Nil NilPrudential ICICI Fixed Maturity Plan Yearly series 2 8,611 809 Nil NilPrudential ICICI Fixed Maturity Plan Yearly series 3 98,754 145,555 Nil NilPrudential ICICI Fixed Maturity Plan Yearly series 4 88 66 Nil NilPrudential ICICI Fixed Maturity Plan Yearly series 7 600 Nil Nil NilPrudential ICICI Fixed Maturity Plan Yearly series 1 109,263 1,262 24,300 NilPrudential ICICI Index Fund 29,945 33,828 Nil NilPrudential ICICI Fixed Maturity Plan – Deposit PlusNRI Series 4 – Quarterly Plan Nil 107,638 Nil NilPrudential ICICI Fixed Maturity Plan – Deposit PlusNRI Series 6 – Quarterly Plan Nil 46,897 Nil NilPrudential ICICI Fixed Maturity Plan – Deposit PlusNRI Series 8 – Quarterly Plan Nil 123,529 Nil NilPrudential ICICI Sweep Plan Nil 831,586 Nil NilPrudential ICICI Fixed Maturity Plan – Series 24 – Yearly Nil 26,250 Nil NilICICI Infotech Services Limited – Service ChargesICICI Premier 1,597,609 1,030,481 Nil NilPrudential ICICI Balanced Fund Nil 202,835 94,838.66 NilPrudential ICICI Discovery Fund 2,270.82 NilPrudential ICICI Dynamic Plan Nil 426,905 202,725.69 NilPrudential ICICI Flexible Income Plan Nil 483,577 132,305.83 NilPrudential ICICI Floating Rate Plan Nil 8,765 113,464.72 NilPrudential ICICI FMCG Fund Nil 73,357 36,543.47 NilPrudential ICICI Child Care Plan – Gift Option Nil 67,493 100,344.93 NilPrudential ICICI Gilt fund – Investment Option Nil 112,830 50,661.05 NilPrudential ICICI Gilt Fund Investment Plan – PF Option Nil 12,916 9,356.83 NilPrudential ICICI Gilt Fund – Investment Plan -Treasury Option Nil 11,584 11,885.67 NilPrudential ICICI Gilt Fund – Treasury Option–PF Option Nil 11,584 5,862.14 NilPrudential ICICI Growth Plan Nil 490,222 267,988.55 NilPrudential ICICI Income Multiplier Fund Nil Nil 162,342.54 NilPrudential ICICI Income Plan Nil Nil 947,307.36 NilPrudential ICICI Liquid Plan Nil 683,225 608,337.90 Nil


81

(Amount in Rupees)


August 31, 2005

Prudential ICICI Long Term Plan Nil 523 2,746.06 NilPrudential ICICI Monthly Income Plan Nil 630,504 596,595.37 NilPrudential ICICI Power Nil 1,182,127 804,016.71 NilICICI Premier Redeemed 671,043 376,805 25,922.52 NilPrudential ICICI Short Term Plan Nil 233,911 74,132.94 NilPrudential ICICI Child Care Plan – Study Plan Nil 60,391 39,095.52 NilPrudential ICICI Tax Plan Nil 231,565 271,738.07 NilPrudential ICICI Technology Fund Nil 519,188 255,000.52 NilPrudential ICICI Fixed Maturity Plan – Half Yearly Nil 190 Nil NilPrudential ICICI Fixed Maturity Plan – Half Yearly 2 Nil 552 Nil NilPrudential ICICI Fixed Maturity Plan – Quarterly Nil 1,216 Nil NilPrudential ICICI Fixed Maturity Plan – Quarterly Series 2 Nil 281 Nil NilPrudential ICICI Fixed Maturity Plan – Quarterly Series 3 Nil 467 Nil NilPrudential ICICI Fixed Maturity Plan – Yearly Series 3 Nil 699 Nil NilPrudential ICICI Fixed Maturity Plan – Yearly Series 4 Nil 109 Nil NilPrudential ICICI Fixed Maturity Plan – Yearly Series 6 Nil 437 Nil NilPrudential ICICI Fixed Maturity Plan – Yearly Series 7 Nil 12 Nil NilPrudential ICICI Income Plan Nil 1,809,367 Nil NilPrudential ICICI Fixed Maturity Plan – Deposit PlusNRI Series 6 – Quarterly Plan Nil 110 Nil NilPrudential ICICI Flexible Income Plus Plan Nil 56 Nil NilPrudential ICICI Fixed Maturity Plan-Quarterly Series 24 Ni l Nil 618.83 NilPrudential ICICI Fixed Maturity Plan – Yearly Series 1 Nil 247 112.35 NilPrudential ICICI Fixed Maturity Plan – Yearly Series 12 Nil 3,946 151.86 NilPrudential ICICI Fixed Maturity Plan – Yearly Series 2 Nil 972 32.98 NilPrudential ICICI Fixed Maturity Plan-Yearly Series 24 Nil Nil 259.89 NilPrudential ICICI Fixed Maturity Plan – Yearly Series 5 Nil 2,199 48.60 NilPrudential ICICI Agressive Plan Ni l Nil 33,223.68 NilPrudential ICICI Cautious Plan 34,199.76 NilPrudential ICICI Moderate Plan Ni l Nil 34,421.13 NilPrudential ICICI Very Aggressive Plan Ni l Nil 187,383.70 NilPrudential ICICI Very Cautious Plan Ni l Nil 12,328.63 NilICICI Capital Services Limited – BrokeragePrudential ICICI Power 297 Nil Nil NilPrudential ICICI Income Plan 54,912 Nil Nil NilPrudential ICICI Liquid Plan Nil Nil Nil NilPrudential ICICI Growth Plan 89,950 Nil Nil NilPrudential ICICI FMCG Fund 508 Nil Nil NilPrudential ICICI Tax Plan 774 Nil Nil NilPrudential ICICI Balanced Fund 1,281 Nil Nil NilPrudential ICICI Technology Fund 8,648 Nil Nil NilPrudential ICICI Monthly Income Plan 2,849 Nil Nil NilPrudential ICICI Child Care Plan – Gift Plan 1,656 Nil Nil NilPrudential ICICI Child Care Plan – Study Plan 2,176 Nil Nil NilICICI Brokerage Service Limited –brokerage on secondary market transactionsPrudential ICICI Balanced Plan 666,606 133,467 762,989 271,069Prudential ICICI Dynamic Plan 148,729 933,145 555,997 656,219Prudential ICICI FMCG Fund 181,297 90,180 74,022 1,300Prudential ICICI Child Care Plan – Gift Plan 4736 42,294 163,412 13,305Prudential ICICI Growth Plan 958,939 800,418 725,906 551,704Prudential ICICI Income Multiplier Plan Nil Nil 46,684 17,855Prudential ICICI Monthly Income Plan 185,121 894,866 738,221 78,100Prudential ICICI Power 188,388 1,199,499 1,282,221 1,094,604Prudential ICICI Child Care Plan – Study Plan 7,329 4,200 1,917 NilPrudential ICICI Technology Plan 70,270 131,250 387,399 NilPrudential ICICI Tax Plan 131,833 64,383 36,354 39,891Prudential ICICI Discovery Fund Nil Nil 678,319 833,799

82


(Amount in Rupees)


August 31, 2005

Prudential ICICI Emerging S.T.A.R. Nil Nil 304,029 59,547Prudential ICICI Blended Plan A Nil Nil Nil 70,883Prudential ICICI Income Multiplier Fund Nil Nil Nil 14,628.49Prudential ICICI Infrastructure Fund Nil Nil Nil 672,716ICICI Securities Ltd.(erstwhile ICICI Securities and Finance Co. Ltd.)Prudential ICICI Growth Plan 85,833 409 15 NilPrudential ICICI FMCG Fund 350,693 3,690 566 284Prudential ICICI Balanced Fund 1,047,772 80,076 72,177 146Prudential ICICI Tax Plan 38 48 25 15Prudential ICICI Technology Fund 10,196 13,811 23,338 9,800Prudential ICICI Power 386,599 Nil Nil 3Prudential ICICI Child Care Plan – Gift Plan Nil Nil 349 42Prudential ICICI Dynamic Plan Nil Nil 4 1Prudential ICICI Income Plan 5,013,417 489,647 378,844 7Prudential ICICI Monthly Income Plan 433 1,610 1,254 98Prudential ICICI Liquid Plan 61,087 14,792 30,197 30,644Prudential ICICI Gilt Fund – Investment 488,396 89,250 37,663 4,494Prudential ICICI Gilt Fund – Treasury Investment Plan Nil Nil Nil 1,144Prudential ICICI Short Term Plan 556,652 Nil Nil 36Prudential ICICI Flexible Income Plan 113,550 Nil Nil NilPrudential ICICI Gilt Fund Investment Plan– PF Nil 54,000 7,572 9,291Prudential ICICI Gilt Fund – Treasury 915,425 Nil Nil NilPrudential ICICI Liquid Plan – Institutional Option Nil Nil 98,801 NilPrudential ICICI Liquid Plan – Institutional Plus Option Nil Nil Nil 7,128Prudential ICICI Floating Rate Plan Nil Nil 21,583 46,957Pru- ICICI Fixed Maturity Plan – Series 25 – Quarterly Option Nil Nil 6,205 NilPrudential ICICI Fixed Maturity Plan Quarterly series 1 Nil Nil Nil NilICICI Web Trade Ltd. BrokeragePrudential ICICI Growth Plan 65,558 164,231 167,620 108,900Prudential ICICI FMCG Fund 17,816 71,497 65,161 331,306Prudential ICICI Balanced Fund 19,825 123,010 103,015 64,833Prudential ICICI Blended Plan Nil Nil Nil 8,468Prudential ICICI Tax Plan 18,649 54,802 205,137 626,399Prudential ICICI Technology Plan 96,558 280,824 167,897 69,984Prudential ICICI Power 34,638 389,141 199,823 93,244Prudential ICICI Dynamic Plan 116,879 222,863 101292 170,428Prudential ICICI Discovery Plan Nil Nil 393,245 134,248Prudential ICICI Emerging S.T.A.R. Nil Nil 519,226 211,478Prudential ICICI Income Plan 100,224 133,875 29,367 10,310Prudential ICICI Monthly Income Plan 14,535 54,933 32,105 11,025Prudential ICICI Income Multiplier Fund Nil 9,905 13,158 36,691Prudential ICICI Infrastructure Fund Nil Nil Nil 2,675,601Prudential ICICI Liquid Plan 30,358 54,016 99,228 48,201Prudential ICICI Short Term Plan 6,981 12,152 12,816 6,084Prudential ICICI Flexible Income Plan 7,878 19,992 12,243 1,878Prudential ICICI Gilt Treasury 2,522 4,109 4004 684Prudential ICICI Gilt Investment 19,178 24,084 7715 620Prudential ICICI Liquid Plan – Institutional Option Nil Nil 40,105 2,307Prudential ICICI Floating Rate Plan Nil Nil 27,972 14,067Prudential ICICI Very Cautious Plan Nil 374 1,513 328Prudential ICICI Cautious Plan Nil 3,126 6,944 1,052Prudential ICICI Moderate Plan Nil 48,414 16,814 3,037Prudential ICICI Agressive Plan Nil 107,480 31,686 25,131Prudential ICICI Very Aggressive Plan Nil 153,655 69,192 26,498Way2Wealth Securities Pvt. Ltd. - BrokeragePrudential ICICI Growth Plan 296,840 183,048 165,070.66 43,547Prudential ICICI FMCG Fund 1,168 4,412 7,165.93 6,258


83

(Amount in Rupees)


August 31, 2005Prudential ICICI Blended Plan – Plan A Nil Nil Nil 5,347Prudential ICICI Blended Plan – Plan B Nil Nil Nil 246Prudential ICICI Balanced Fund 21,361 53,462 157,922.82 31,220Prudential ICICI Tax Plan 19,215 31,402 57,441.66 119,517Prudential ICICI Technology Plan 310,26 73,652 140,888.74 28,318Prudential ICICI Power 13,190 1,653,262 639,208.35 72,248Prudential ICICI Child Care Plan – Study Plan 38,778 31,800 34,364 13,952Prudential ICICI Child Care Plan – Gift Plan 46,186 33,307 45,117.25 28,971Prudential ICICI Dynamic Plan 39,621 186,391 235,528.31 133,582Prudential ICICI Discovery Plan Nil Nil 648.988.55 259,266Prudential ICICI Emerging Star Nil Nil 435,476.06 105,777Prudential ICICI Income Plan 2,179,850 1,115,698 316,944.95 65,875Prudential ICICI Infrastructure Fund Nil Nil Nil 642,304Prudential ICICI Monthly Income Plan 870,075 433,742 272,730.29 51,311Prudential ICICI Income Multiplier Fund Nil 142,919 62,779.49 31,254Prudential ICICI Index Fund 9,167 1,161 Nil 307Prudential ICICI Liquid Plan 334,862 256,382 123,567.98 27,862Prudential ICICI Short Term Plan 931,228 14,21,883 102,356.72 37,101Prudential ICICI Flexible Income Plan 38,849 930,438 109,029.52 2,907Prudential ICICI Gilt Treasury 7730 8,058 5030.14 2,052Prudential ICICI Gilt Fund Treasury Plan – PF Option Nil 7,075 38.86 5,993Prudential ICICI Gilt Investment 273,439 449,987 400,147.41 130,442Prudential ICICI Gilt Investment – PF Nil Nil 4,670.32 1,820Prudential ICICI Liquid Plan – Institutional Option Nil Nil 33,188.02 NilPrudential ICICI Short Term Plan – Institutional Option Nil Nil 31,585.07 658Prudential ICICI Floating Rate Plan Nil 64,734 224,269.33 18,703Prudential ICICI Long Term Floating Rate Plan Nil Nil 9,650 13,744Prudential ICICI Fixed Maturity Plan – Series 24 – Quarterly Plan Nil Nil 125.12 NilPrudential ICICI Fixed Maturity Plan – Yearly Series 12 Nil Nil 2515.82 NilPrudential ICICI Very Cautious Plan Nil 39,866 19,731.76 444Prudential ICICI Cautious Plan Nil 44,693 90,796.75 4,093Prudential ICICI Moderate Plan Nil 129,366 29,562.67 4,266Prudential ICICI Agressive Plan Nil 68,075 16,786.39 2,112Prudential ICICI Very Agressive Plan Nil 18,578 5,875.57 811Prudential ICICI Fixed Maturity Plan – Yearly series 6 Nil Nil 400.00 NilPrudential ICICI Fixed Maturity Plan – Quarterly I (14,409) 1,611 Nil NilPrudential ICICI Fixed Maturity Plan – Quarterly II 51 21 Nil NilPrudential ICICI Fixed Maturity Plan – Quarterly III 29 Nil Nil Nil

The percentage of brokerage paid to ICICI Brokerage Services Limited (IBSL) was @0.26% and for ICICI Web Trade [email protected]% of transaction value and the same was in line with the norms relating to brokerage payments for secondary markettransactions of the Fund. The total business given to IBSL amounted to Rs.14.098 lakhs, Rs.12,927.72 lakhs, Rs. 15,603.41lakhs and Rs. 31,943 lakhs during the year 2002-2003, 2003-2004 and 2004-2005 respectively. From the period April 1,2005 to August 31, 2005 the total business given to IBSL amounted to Rs.23,275 lakhs. Further, IBSL was paid a sum of Rs.307,712 in connection with the rollover of ICICI Premier scheme towards service charges, in the year 1998-99.During the period from April 1, 2000 to August 31, 2005, total business given to ICICI Web Trade Ltd. and ICICI SecuritiesLimited amounted to Rs. 1,252 lakhs and Rs. 994 lakhs respectively.

Dealings with Associate CompaniesThe AMC may, from time to time, for the purpose of conducting its normal business, use the services of the Sponsor,subsidiaries of its Sponsors/ associate companies of AMC. Such entities as on the date of this document include ICICI Bank,a scheduled commercial bank, ICICI Infotech Services Limited, a registrar and transfer agent; ICICI Brokerage ServicesLimited, a brokerage house, ICICI Venture Funds Management Company Limited, a venture funds management company,ICICI Securities and Finance Company Limited (I Sec), an investment bank, ICICI Prudential Life Insurance Company Limitedcarrying out insurance business, ICICI Web Trade Limited an online brokerage firm and Way2Wealth Securities PrivateLimited. The AMC may utilize the services of these group companies and any other subsidiary or associate company of theSponsors/AMC established or to be established at a later date in case such an associate company is in a position to providethe requisite services to the AMC. The AMC will conduct its business with the aforesaid companies on commercial termsand on an arm’s length basis and at the then prevailing market rates to the extent permitted under the applicable lawsincluding the Regulations, after an evaluation of the competitiveness of the pricing offered by the associate companies andthe services to be provided by them.

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Associate transactions, if any carried out, will be as per the Regulations and the limits prescribed there under. The Regulationscurrently prescribe the following limits:

The mutual fund scheme shall not make any investment in;

1. any unlisted security of an associate or group company of the Sponsor; or

2. any security issued by way of private placement by an associate or group company of the Sponsor; or

3. the listed securities of group companies of the Sponsor which is in excess of 25% of the net assets of such scheme.

The above restrictions and limits are also applicable to this Scheme. The AMC will, before investing in the securities of thegroup companies of the sponsor, evaluate such investments, the criteria for the evaluation being the same as is applied toother similar investments to be made under the Scheme. Investments under the Scheme in the securities of the groupcompanies will be subject to the limits under the Regulations.

C) Details of investments in companies that hold more than 5% of NAV of Schemes managed by the AMC, as onAugust 31, 2005.

Grasim Industries Limited

Name of Scheme Quantity Amount (Rs.) % of NAV

EquityPrudential ICICI Index Fund 84 109,250 0.58Prudential ICICI Spice Fund 99 128,705 1.93Prudential ICICI Monthly Income Plan 4,800 6,242,880 0.14Debt – Debentures / BondsPrudential ICICI – MIP 40 303,616,594 6.77Prudential ICICI Short Term Plan 100 103,105,589 0.73Prudential ICICI Income Multiplier 100 103,105,589 5.76

Bharati Televentures Ltd.


EquityPrudential ICICI Index Fund 1,715 540,654 2.89Prudential ICICI Spice Fund 881 277,911 4.17

HCL Technologies Limited


EquityPrudential ICICI Dynamic Plan 57,750 26,362,875 0.54Prudential ICICI Technology Fund 20,898 9,539,937 0.63Prudential ICICI Power 291,128 132,899,932 2.10Prudential ICICI Index Fund 292 133,298 0.71

Hero Honda Limited


EquityPrudential ICICI Income Multiplier Fund 28,000 18,099,200 1.01Prudential ICICI Index Fund 184 118,938 0.64Prudential ICICI Spice Fund 134 86,658 1.30

Hindalco Industries Limited


EquityPrudential ICICI Blended Plan – Plan A 777,000 111,382,950 1.01Prudential ICICI Index Fund 850 121,848 0.65Prudential ICICI Power 239,580 34,343,793 0.54Prudential ICICI Spice Fund 940 134,843 2.02Debt - Debentures / BondsPrudential ICICI Monthly Income Plan 32 322,621,853 7.19Prudential ICICI Balanced Fund 8 80,496,593 4.03Prudential ICICI Blended Plan – Plan A 3,500,025 610,279,206 5.52Prudential ICICI Flexible Income Plan 5 50,945,851 9.66Prudential ICICI Floating Rate Plan 15 154,576,461 0.49Prudential ICICI Income Multiplier Fund 10 101,891,702 5.69Prudential ICICI Short Term Plan 15 154,415,761 1.10


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Hindustan Lever Limited


EquityPrudential ICICI Dynamic Plan 450,000 74,475,000 1.52Prudential ICICI Growth Plan 400,000 66,200,000 2.46Prudential ICICI Index Fund 2,015 333,483 1.78Prudential ICICI Spice Fund 1,479 244,996 3.67Prudential ICICI Power 490,000 81,095,000 1.28Prudential ICICI Child Care Gift Plan 50,000 8,275,000 1.44

Hindustan Zinc Limited


EquityPrudential ICICI Tax Plan 81,022 15,815,494 1.17

Maruti Udyog Limited


EquityPrudential ICICI Index Fund 263 123,649 0.66Prudential ICICI Spice Fund 116 54,636 0.82

Motor Industries Company Ltd.


EquityPrudential ICICI Discovery Fund 66,995 144,813,042 2.50Prudential ICICI Growth Plan 45,580 98,523,449 3.66

Nahar Spinning Mills Ltd.


EquityPrudential ICICI Discovery Fund 243,787 61,544,028 1.06

Raymond India Limited


EquityPrudential ICICI Balanced Fund 54,647 20,025,393 1.00Prudential ICICI Tax Plan 76,577 28,061,642 2.08Prudential ICICI Power 127,017 46,545,380 0.73Prudential ICICI Discovery Fund 309,913 113,567,619 1.96

Sterlite Industries Limited


EquityPrudential ICICI Blended Plan – Plan A 5,950 4,412,223 0.04Prudential ICICI Blended Plan – Plan B 9,800 7,267,190 0.21Prudential ICICI Monthly Income Plan 60,000 44,493,000 0.99Prudential ICICI Discovery Fund 45,432 33,690,100 0.58Prudential ICICI Growth Plan 80,000 59,324,000 2.20

Tata Consultancy Services Limited


EquityPrudential ICICI Balanced Fund 29,000 40,740,650 2.04Prudential ICICI Growth Plan 35,000 49,169,750 1.82Prudential ICICI Power 155,000 217,751,750 3.44Prudential ICICI Technology Fund 68,055 95,607,067 6.29Prudential ICICI SPICE Fund 129 181,355 2.72Prudential ICICI Index Fund 440 618,134 3.30Prudential ICICI Income Multiplier Fund 13,000 18,263,050 1.02Prudential ICICI Dynamic Fund 75,000 105,363,750 2.15

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Tata Sons Limited


Debt - Debentures / BondsPrudential ICICI Fixed Maturity Plan – Yearly series 5 10 100,308,685 7.64

Tata Tea Limited


EquityPrudential ICICI Blended Plan – Plan A 5,500 4,506,700 0.04Prudential ICICI Index Fund 51 41,789 0.22

ICICI Bank Limited


EquityPrudential ICICI Balanced Fund 44,300 21,343,740 1.07Prudential ICICI SPIcE Fund 994 478,810 7.18Prudential ICICI Power 274,200 132,109,560 2.09Prudential ICICI Index Fund 676 325,637 1.74Prudential ICICI Dynamic Plan 59,000 28,426,200 0.58Prudential ICICI Growth Plan 199,200 95,974,560 3.56Debt - Debentures / Bonds / TDsPrudential ICICI Fixed Maturity Plan –Yearly 25 – 15 months option 20,000 101,948,285 5.72Prudential ICICI MIP 4,254,000 425,400,000 9.49Prudential ICICI Balanced Fund 2,502,000 250,200,000 12.53Prudential ICICI Blended Plan – Plan A 16,627,000 1,662,700,000 15.03Prudential ICICI Blended Plan – Plan B 4,900,000 490,000,000 14.30Prudential ICICI Child Care Gift Plan 751,000 75,100,000 13.09Prudential ICICI Income Multiplier Fund 1,501,000 150,100,000 8.39Prudential ICICI Fixed Maturity Plan – Yearly Series 12 40,000 207,640,333 4.98Prudential ICICI Child Care Study Plan 500,000 50,000,000 18.38

D) PENALTIES & PENDING LITIGATIONS

I. Cases of penalties awarded by SEBI under the SEBI act or any of its regulations or any other regulatory body against thesponsor of the mutual fund or any company associated with the sponsor in any capacity such as the asset managementcompany, trustee company/board of trustees, or any of the directors or key personnel of the asset managementcompany and trustee company:

ICICI Bank : Nil

Prudential Plc. & its associates:

Date Company Description of Sanction

27 January 1997 Prudential Personal PPEPL was reprimanded and fined £75,000 by IMRO for breachesEquity Plans Limited (PPEPL) of IMRO rules relating to its PEP business:

- failed to carry out reconciliations and corrections of PEP clientmoney accounts- failed to notify IMRO that these had not been done- failed to have adequate compliance arrangements in specificareas of its business.

April 1999 M&G Financial Services Following a regular Inland Revenue PEP audit, M&GFSL haveLimited (M&GFSL) reached agreement to pay the following:

- missing application forms - £550- incorrect handling of void PEPs - £3,250- accepting “paid for” as well as “free” shares during the take-on of Norwich Union windfall shares - £600 plus repayment ofany wrongly claimed tax credits.

29 October 2001 The Prudential Assurance PAC was fined £650,000 by PIA for failures in its pensions reviewCompany Limited (PAC) procedures relating specifically to delays in making payments of

redress to supplement pension policy benefits of those whohad retired and beneficiaries of those who had died; and itsrecord-keeping.


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6 March 2003 Scottish Amicable Life plc SAL was fined £750,000 by the FSA in respect of sales of(SAL) mortgage endowments by its tied agents in 2000. Advisers did

not place appropriate emphasis on identifying whethercustomers were prepared to take the risk that the endowmentmight not perform well enough to pay off the mortgage.

NB: Some fines and cost orders of $1000 and below made by State Insurance Departments in the US are excluded from theabove

Associates of ICICI Bank

ICICI Securities Limited (ICICI Securities)

1. ICICI Securities was awarded two penalty points by SEBI for non-submission of the Letter of Offer in the Rights issuesof Siroplast Limited and Thane Electricity Company Limited during 1995 and one penalty point for non-submission ofpost-issue report in the public issue for Shree Rajasthan Texchem Limited.

2. Two warning letters were issued by SEBI on October 2, 1998 in the public issue of Hindustan Motors Limited and onJuly 11, 2000 in the public issue of Cadilla Healthcare Limited respectively.

ICICI BROKERAGE SERVICES LIMITED (ICICI BROKERAGE)

1. The NSE had, in its letter dated November 26, 2002 reference no NSE/INSP/ACT/2001-02/31487, reprimanded ICICIBrokerage and levied a penalty of Rs. 30,000/- subsequent to an inspection done by it. The penalty was with respect tothe purported violations of short sales (three instances on March 9, 2001 and one instance on March 12, 2001) andthe transfer of client shares to own account (12 instances during February-March 2001). However, ICICI Brokerage hadmade a representation to NSE requesting a waiver of the penalties, since these arose from genuine technical difficultiesin the internet trading systems of ICICI Web Trade Limited, which had been using ICICI Brokerage to execute the tradeson NSE. ICICI Brokerage had therefore requested NSE for a review of the penalty and submitted all necessary documentsin support of this. NSE accepted ICICI Brokerage’s representation and waived the above penalty.

2. SEBI had issued a show cause notice to ICICI Brokerage with regard to the agency business done on behalf of one ofits clients in the shares of Global Trust Bank. ICICI Brokerage replied to the show cause notice denying the allegationsand findings of SEBI. Thereafter, SEBI granted a personal hearing on November 24, 2003. Subsequent to the hearing,SEBI vide its letter dated February 5, 2004 issued a show cause notice to ICICI Brokerage as to why the penalty ofsuspension of registration of ICICI Brokerage Services Limited for a period of four months as recommended by theenquiry officer should not be imposed. ICICI Brokerage had vide its letter dated February 23, 2004 submitted its replyto the said show cause notice denying all the allegations and the findings of the enquiry officer and that the chargesagainst ICICI Brokerage stated in the show cause notice of February 5, 2004 be accordingly withdrawn. Further, ICICIBrokerage was granted a personal hearing before the Chairman, SEBI on March 18, 2004 wherein ICICI Brokerage wasrepresented by its legal counsels. ICICI Brokerage re-iterated that it denied the allegations and findings of SEBI asstated in their show cause notice and also that the findings of SEBI were based merely on inferences and surmiseswithout any proof of guilt or market manipulation part of ICICI Brokerage. A written submission of the argumentspresented at the personal hearing was also forwarded to SEBI. The Chairman, SEBI vide order dated September 9, 2004discharged ICICI Brokerage from the proceedings in the said matter.

3. As per normal practise, the BSE/NSE and SEBI from time to time conduct inspections of its member/registered brokers.Accordingly, a regular inspection was conducted by SEBI of ICICI Brokerage’s books for the period April, 2001 toMarch, 2003. The inspection report had brought out certain irregularities such as difference of trade details in underseparate accounts maintained by us; PAN not being quoted on contract notes in some cases and non-segregation ofclients and our own funds. In this regard SEBI has vide its letter dated March 23, 2004 advised ICICI Brokerage to rectifythe irregularities and warned it not to repeat the same in future.

4. The NSE levied a penalty of Rs. 1,22,500/- on ICICI Brokerage for delayed submission of the ‘WDM segment’ AnnualCompliance Report for 2002-2003. Whilst the fine has been debited, ICICI Brokerage has replied to the NSE stating itsfactual position and requested a reversal of the above penalty. The NSE thereafter placed the matter before itsDisciplinary Action Committee, which has reduced the penalty to Rs. 1 lakh. ICICI Brokerage has sought a review of thesaid penalty. Upon review, NSE vide letter dated February 15, 2005 has absolved ICICI Brokerage of the irregularity andhas waived the penalty.

ICICI Venture Funds Management Company Limited (ICICI Venture)

1. ICICI Equity Fund (the “Fund”), a fund managed by the ICICI Venture was originally registered with the SEBI as aVenture Capital Fund under the SEBI (Venture Capital Funds) Regulations, 1996 (hereinafter the “Regulations”). TheFund de-registered from SEBI in the year 2002. In this process, the Fund first amended its Private Placement Memorandum(PPM) and pursued investment objectives permitted under the amended PPM before completing the de-registrationformalities. During the course of its investment activity, the Fund invested in certain securities, which were in excess ofthe limitations and restrictions imposed by the then prevailing Regulations. SEBI was of the view that the Fund shouldhave completed the de-registration formalities before pursuing investments in the aforesaid securities. The Fund suomoto communicated these developments to SEBI and initiated a dialogue to conclude and regularize this matter. Uponconsideration of the voluntary disclosures and representations made by ICICI Venture, SEBI vide its letter dated January9, 2003 communicated that the above procedural lapse had been viewed seriously and advised ICICI Venture to takedue care in future and improve its compliance mechanisms and standards to avoid recurrence of such incidents.

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2. SEBI, Madras had issued a show cause notice dated May 31, 2002 to ICICI Venture alleging contravention of sub-Regulation 1 and sub-regulation 3 of Regulation 6 (for the year 1997) and sub-regulation 1 and sub-regulation 2 ofRegulation 8 (for the years 1998, 1999, 2000 and 2001) of the Securities and Exchange Board of India (SubstantialAcquisition of Shares and Takeovers) Regulation, 1997 for failure/delay in making the disclosure of its shareholding inVimta Labs Limited. Adjudication proceedings were held. Based on the submissions made by ICICI Venture, SEBI videorder dated November 1, 2002 exonerated ICICI Venture from liability.

ICICI Investment Management Company Limited (ICICI Investment Management)

1. ICICI Investment Management is the asset management company of “ICICI Securities Fund”, a mutual fund registeredwith the SEBI. SEBI had issued on May 22, 2000, a warning letter to ICICI Investment Management Limited for the lackof due diligence while submitting the offer document for ICICI CBO Fund.

AMC: Nil

The Trustee: Nil

II. Any pending material litigation proceedings incidental to the business of the mutual fund to which the sponsor of themutual fund or any company associated with the sponsor in any capacity such as the AMC, Board of trustees/trusteecompany or any of the directors or key personnel is a party. Any pending criminal cases or economic offence casesagainst the sponsor or any company associated with the sponsor in any capacity such as AMC, Board of Trustees/Trustee Company or any of the directors or key personnel.

Criminal Cases Against ICICI Bank and / or its Directors

1. A criminal complaint (614 of 2001) was filed before the 4th Additional Chief Metropolitan Magistrate, Bangaloreagainst ICICI Bank by Pelicorp Limited upon termination of the Direct Selling Agent Agreement between itself andICICI Bank pursuant to certain RBI guidelines. ICICI Bank filed a criminal petition for quashing the complaint in theKarnataka High Court, which has granted interim stay in the matter. The matter is pending disposal.

2. A criminal complaint (1648 of 2001) was filed against ICICI Bank by Rajiv Aggarwal before the Chief Judicial Magistrate,Jaipur for wrongful dishonour of cheques. ICICI Bank has filed a revision petition in the High Court at Jaipur forquashing the order passed by the lower court. The High Court has stayed the proceedings of the lower court. Finalarguments in the revision are yet to take place.

3. A criminal complaint (353 of 2003) was filed before the Additional Chief Metropolitan Magistrate, New Delhi by Mr.Anoop G. Chaudhury against ICICI Bank’s Managing Director & Chief Executive Officer Shri K.V.Kamath, for sale of avehicle, which had been involved in an accident. The investigation officer has filed the investigation report in the Court.The matter is pending hearing.

4. A criminal complaint (64 of 2002) was filed against 36 individuals including Mr. K. V. Kamath M.D. and CEO before theCourt of the Chief Metropolitan Magistrate, Patiala House, New Delhi by Mr. M. M. Sehgal, the promoter of SehgalPapers Limited (SPL). ICICI as part of a consortium of lenders led with IFCI Limited as lead institution had extendedfinancial assistance to SPL. No summons has been issued to ICICI so far. Only a copy of the complaint filed by theComplainant has been served on ICICI.

5. Five criminal complaints (9419/S/2002 to 9423/S/2002) were filed against ICICI Bank before the 39th Court of PresidencyMetropolitan Magistrate at Mumbai by the Municipal Corporation of Greater Mumbai (BMC) for violation of Section471 of the BMC Act read with Section 328-A thereof on grounds of non-payment of license fees for the illuminatedsignboards at its ATM centres. ICICI Bank filed a writ petition (2377 of 2002) in the Bombay High Court challenging theapplicability of the provisions of Sections 328 & 328-A of the BMC Act in respect of the ATM centres. The writ petitionwas dismissed. In appeal, ICICI Bank filed an SLP (24215 of 2002) in the Supreme Court. The Supreme Court hasgranted a stay against all prosecutions and proceedings by BMC in this regard. The Metropolitan Magistrate stayed theproceedings before it till the final disposal of SLP.

Further, the BMC has also filed two similar complaints (88/M/2003 and 89/M/2003) before the 27th Court of PresidencyMetropolitan Magistrate at Mumbai, against ICICI Bank. ICICI Bank submitted a copy of the Supreme Court’s order tothe Magistrate. The matter is pending disposal.

6. A criminal complaint (1472/ of 2002) was filed against ICICI Home Finance Company Limited (ICICI HFC) and alsoagainst some of ICICI Bank’s Directors before the Metropolitan Magistrate’s 26th Court at Borivli, Mumbai, by Ms.Dipali Gopani for alleged wrongful recovery of Rs. 3,150/- and non-return of title deeds. The complaint has beensubsequently withdrawn against certain directors and is now pending against Ms. Lalita D. Gupte, Ms. KalpanaMorparia. An application for discharge of the Directors has been filed in the trial court, which is pending disposal.

7. A complaint (752 of 1997) was filed against 3i Infotech Services Ltd (erstwhile ICICI Infotech Services Limited) in theConsumer Redressal Forum, Hyderabad District, by a shareholder of ICICI, Shri. M.P.Jain regarding transfer of fiveshares inspite of a stop transfer request having been made by him which has since been disposed off. A crime number152 of 2001 was also filed against ICICI and 3i Infotech Ltd (erstwhile ICICI Infotech Limited) before the XI MetropolitanMagistrate, Secunderabad by the shareholder. The Magistrate has referred the matter to Marredpally Police Station,Secunderabad for investigation. ICICI filed a petition in the Andhra Pradesh High Court for quashing the criminalcomplaint filed before the XI Metropolitan Magistrate, Secunderabad and the High Court has granted a stay on theinvestigations being undertaken by the police department till further orders.

8. A criminal complaint was filed before the Judicial Magistrate First Class, Bhiwandi by Shri Sheikh Mohd. KhalidMunnavar a car insurance policy holder, for the alleged non-cognizable offences of criminal intimidation etc., againstthree officers of ICICI Lombard General Insurance Company Limited. Shri K V Kamath, MD & CEO of ICICI Bank Limitedhas also been named as accused in the complaint though no specific allegations are made against him except


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describing him as one of the officers of ICICI Lombard, and making an allegation that all four officers conspired incommitting the offences. Shri K.V Kamath is a Non Executive Director on the board of ICICI Lombard. A writ petitionwas filed before the High Court, Mumbai seeking quashing of the criminal complaint on the grounds, inter alia, thatit is false and baseless and the facts are contradictory. The High Court passed an Order, staying the proceedings beforethe Judicial Magistrate First Class, Bhiwandi. Thus, the proceedings in Criminal Complaint No. 2887 of 2002 filedagainst Shri K.V. Kamath and others are stayed.

9. Vijay Shankar Prasad the complainant – one of the debenture holder of Lloyds Finance & Investment Company Limited(LFICL) had filed a criminal complaint (Case No. - 2064(C) of 2000) for non receipt of interest and redemption amountfrom the aforesaid company, in the Court of Chief Judicial Magistrate, Patna (CJM). As ICICI Bank Ltd is acting asTrustees he has inter alia, impleaded Mr. K.V.Kamath, Managing Director, ICICI Ltd. The CJM court had taken cognizanceof the offence and issued summons for appearance of the accused. Aggrieved by such direction, a criminal revisionapplication was filed before the Sessions Judge, Patna. Upon hearing, the revision application was admitted anddirections were issued staying the proceedings before CJM court and records were also called from the lower Court.The matter is fixed for hearing on April 29, 2005

10. Shri Madan Gopal,. the complainant - one of debenture holder of Modern Denim Limited (MDL) had filed a criminalcomplaint (Case No. - 2175(C) of 2001) for non receipt of interest and redemption amount from the aforesaidcompany, in the Court of Chief Judicial Magistrate, Patna (CJM). As ICICI Bank Ltd is acting as Trustees he has inter alia,impleaded Shri Narayan Vaghul, Chairman ICICI Ltd. The CJM court had taken cognizance of the offence and issuedsummons for appearance of the accused. Aggrieved by such direction, a criminal revision application was filed beforethe Sessions Judge, Patna. Upon hearing, the revision application was admitted and directions were issued for stayingthe proceedings before CJM court and records were also called from the lower Court. The mater is fixed for hearing onApril 29, 2005. However, the company has since paid the outstanding dues of the debenture holder and to this effecta Memorandum of Understanding (MOU) has also been executed between the complainant and the Company

11. The Enforcement Officer (Central) had filed a criminal complaint (Case No. - C/3606/03) before the Chief MetropolitanMagistrate, Kolkata (CMM) impleading Shri Prafulla Ranjan, Branch Manager and Shri K V Kamath, CEO & MD forviolation of the provisions of Equal Remuneration Act 1976. ICICI Bank has already taken up the matter and replied toLabor Enforcement Officer (Central), Kolkata (LEO) and the Chief Labor Commissioner (Central), Ministry of Labor,Government of India, New Delhi for withdrawal of the complaint upon compliance of all the observations made by theLEO. Criminal revision application has been filed before High Court, Calcutta and the proceedings before CMM Courthas been stayed till further order

12. Seema Mungale has filed a criminal complaint (1876 of 2003) against ICICI Bank & all its Directors alleging that ICICIBank has filed a false criminal complaint under section 138 of The Negotiable Instruments Act, against her by makingfalse statements. ICICI Bank filed a writ petition in the Bombay High Court for quashing the complaint against theDirectors and an interim order has been passed staying the criminal proceedings in the Magistrate’s court at Puneagainst eleven Directors. A separate writ petition for quashing of the complaint has been filed in The Bombay HighCourt. The criminal case before the Magistrate at Pune and Writ Petitions filed at High Court, Bombay are pendingdisposal.

13. Shri Deobrat Prasad has filed a criminal Complaint no. 153/04 before the Judicial Magistrate at Jamshedpur for takingforcible possession of his vehicle. In the complaint he has also inpleaded Shri K V Kamath, MD & CEO of ICICI Bank.Summons were issued in this regard. An application had been filed before the High Court of Jharkhand at Ranchi forquashing the proceedings in the said criminal complaint. The Ranchi High Court has passed an order staying furtherproceedings in the matter. Pursuant to such directionsthe Judicial Magistrate, Jamshedpur has also stayed furtherproceedings in the matter

14. Three criminal complaints (2412/S/2003, 2413/S/2003 and 2414/S/2003) were filed by Inspectors, Security GuardsBoard, Greater Bombay & Thane District, in the year 2000 against erstwhile ICICI Limited (Since merged into ICICI Bank)(“ICICI”) and Shri K.V.Kamath, M.D. & CEO, before the Metropolitan Magistrate, Mumbai, under the MaharashtraPrivate Security Guards Act, 1981 on the grounds that security guards were engaged from exempted security agencieseven though ICICI was registered with the Security Guards’ Board. The earlier notices in this regard were replied tostating that registration is only in respect of residential quarters for employees and not in respect of other establishments.ICICI Bank has filed a writ petition in the Bombay High Court for quashing of the complaint, which is pending disposal.

15. Two criminal complaints (2415/S/2003 and 2416/S/2003) were filed by Inspectors, Security Guards Board, GreaterBombay & Thane District, in the year 2000 against ICICI Bank before the Metropolitan Magistrate, Mumbai, under theMaharashtra Private Security Guards Act, 1981, on the grounds that security guards have been engaged fromunexempted security agencies. ICICI Bank has taken a stand that the exemption of security agencies continued onaccount of a previous High Court Order in the writ petition filed by certain security agencies. The complaints arepending disposal.

16. Two criminal complaints (2347/S/2003 and 2349/S/2003) were filed by Inspectors, Security Guards Board, GreaterBombay & Thane District, in the year 2001 against ICICI Bank before the Metropolitan Magistrate, Mumbai, under theMaharashtra Private Security Guards Act, 1981 on the grounds that security guards have been engaged from unexemptedsecurity agencies. ICICI Bank has replied stating that the Security Guards were deployed on trial basis and are beingreplaced by Armed Guards. The complaints are pending disposal.

17. Dinesh Kumar Singh an advocate has filed Criminal Contempt Proceedings against Directors of ICICI Bank Ltd in theHon’ble High Court of Allahabad. The complainant alleges that his car was repossessed enroute his journey to courtand hence he was prevented from attending the court. The matter is pending disposal.

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Criminal Cases against associates of ICICI Bank

ICICI Home Finance Company Limited (ICICI Home Finance)1. A criminal complaint (1472/ of 2002) was filed against ICICI Home Finance Company Limited (ICICI HFC) and also

against some of ICICI Bank’s Directors before the Metropolitan Magistrate’s 26th Court at Borivli, Mumbai, by Ms.Dipali Gopani for alleged wrongful recovery of Rs. 3,150/- and non-return of title deeds. The complaint has beensubsequently withdrawn against certain directors and is now pending against Ms. Lalita D. Gupte, Ms. KalpanaMorparia. An application for discharge of the Directors has been filed in the trial court, which is pending disposal.There is a stay on this matter by the Bombay High Court hence no next date is given

AMC1. One of the Investors under Prudential ICICI Growth Plan had made investment to the tune of Rs. 50,00,000 under

section 54EB of the Income Tax Act, 1961. In accordance with the legal opinion of the counsel of the Fund, the Fundis of the view that investments under section 54EB of the Income Tax Act, 1961 read with CBDT notification no. 10247dated December 19, 1996 and the Offer Document of Prudential ICICI Growth Plan, the units had to be locked-in fora period of seven years from the date of investment. However, the Investor had disputed this stand and had filed apetition against Prudential ICICI Asset Management Company Limited as one of the respondents in the HonourableDelhi High court seeking the direction of the Court for premature redemption of units. SEBI vide its order datedSeptember 4, 2000, rejected the petitioner’s claim for premature redemption of units.The Petitioner has subsequently approached the Securities Appellate Tribunal seeking release of money due uponredemption of units and payment of interest there on. The matter has been heard by the Tribunal and the Tribunaldismissed the petition of the investor.The investor has, once again, filed a writ in the High Court of Delhi challenging the order of the Tribunal. This matterwas listed before Hon’ble Delhi High court for final arguments in the regular hearing list.

The Trustee : Nil

III. Any deficiencies in the systems and operations of the sponsor of the mutual fund or any company associated with thesponsor in any capacity such as the AMC or the trustee company which SEBI has specifically advised to be disclosed inthe offer document, or which has been notified by any other regulatory agency.

ICICI Bank & Its associates: Nil

Prudential plc. & Its associates


1995 Prudential Corporation plc (PC) PC was publicly criticised by the London Stock Exchange for themanner in which it dealt with authorisation of a dealing inPrudential shares by its then Chief Executive.

December 1997 The Prudential Assurance The FSA issued a section 60 notice and a public statementCompany Limited (PAC) criticising PAC’s compliancearrangements with respect to its direct sales force.

AMC: Nil

The Trustee: Nil

IV. Any enquiry/adjudication proceedings under the SEBI Act and the regulations made there under, against the sponsorof the mutual fund or any company associated with the sponsor in any capacity such as the AMC, Board of Trustees/Trustee Company or any of the directors or key personnel of the AMC:

ICICI Bank & Its Associates: Nil

Prudential Corporation plc & its associates:


April 1994/ The Prudential Assurance In relation to The Prudential Assurance Company Limited (PAC).March 1995 Company Limited (PAC) LAUTRO approached PAC in April 1994 with a request for its co-

operation in an informal review to validate LAUTRO’s pensionrules for the future. Prudential agreed to co-operate. LAUTROsubsequently expressed various concerns about the Prudential’sapproach to pension transfers. The review was placed on a formalfooting in March 1995. Following further discussions withLAUTRO, LAUTRO agreed not to take any disciplinary action andno charges were brought.

1995-1997 The Prudential Assurance A number of writs were issued by SIB from 1995 to 1997 inCompany Limited (PAC) connection with the mis-selling of personal pensions, mainly

where a personal pension was taken out in preference tooccupational scheme membership but in some cases where anoccupational scheme benefit was transferred to a personalpension.Some were for protective purposes pending review of the saleunder the SIB guidance; others proceeded and many havereached settlement via consent orders on the basis of paymentof full compensation but without an admission of liability.


91


November/ Pru Banking ITC Advertising Complaints Reports. Complaints were receivedDecember 1997 from 3 viewers. An advertisement for a Prudential 60 Day Notice

Account offered a rate of 7.5% gross per annum on £10,000and included the statement “you won’t find a better rate ofinterest for £10,000.”Two viewers objected that a “better rate” of 7.6% could beobtained on £10,000 in a Legal & General 60 Day Notice Account.The third viewer objected that the rate of 7.5% in fact includinga 1% loyalty bonus which only applied after £10,000 had beenheld in the account for 12 months.Assessment: Following a complaint on 17 October 1997, theITC drew Teletext’s attention to a higher rate of interest that wasapparently being paid on a Legal & General account comparableto the Prudential’s. Teletext immediately removed the Prudentialadvertisement from air pending investigations. These revealedthat whilst Legal & General had introduced a rate of 7.6% on 10October 1997, Prudential had not matched this rate until 17October 1997. In addition, whilst Prudential’s advertising agencyhad on 15 October 1997 requested Teletext to amend the rateto 7.6% from 20 October 1997, press advertising for thePrudential account had reflected the higher rate on 17 October1997.Teletext confirmed that the headline rate was stated gross of a1% loyalty bonus which was only paid if the account was stillopen after 12 months and only two withdrawals had been made.They agreed that this was a significant condition, which shouldhave been made clear and instructed that subsequent advertisingfor this Prudential account should include details.The ITC agreed that the advertising had been misleading duringthe period that Legal & General had been offeringa higher rate than Prudential and considered that the omissionof details about the 1% loyalty bonus had also rendered theadvertisement misleading. Teletex had already removed theadvertisement from air and would not permit it to return untilthe relevant amendments were made.Decision: Complaints upheld.

August 1998 The Prudential Assurance Following an article in The Guardian concerning possibleCompany Limited (PAC) pensions mis-selling, the PIA will be investigating 2 cases.

1998 The Prudential Assurance An objection was received via the Trading Standards DepartmentCompany Limited (PAC) to a leaflet that claimed “Save around £100 on home insurance”.

The complainant, who was given a quote for £16 more than hisexisting policy, challenged whether the savings were generallyattainable.Adjudication: The complaint was upheld. The advertiserssubmitted a summary of their research, which showed that nine-tenths of customers who had switched their home insurance toPrudential had saved an average of £97.99. They argued thatthe claim was neither a price promise nor a guarantee thatPrudential would always be the cheapest. The Authority notedthat the leaflet stated elsewhere that “You could save money...”.It considered, however, that the claim implied that switching tothe advertisers’ household insurance policies always savedcustomers money. Because that was not true, the Authority askedthe advertisers not to use the claim again.

1998 The Prudential Assurance 2 Complaints about advertisements in the national press:Company Limited (PAC)

1. An objection to a national press advertisement that washeadlined “Prudential announce a rate change of great interestto savers” and featured a table of interest rates for the advertisers’60 Day Notice Account . One column of the table was headed“Monthly Rates (inc loyalty bonus)” and quoted annual interestrates for those who have their interest paid monthly. A footnotestated “The rates include a loyalty bonus of 1% gross pa (0.8%net pa) calculated daily and paid annually on the anniversary

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Date Company Description of Sanction date.

This is paid provided the account is still open and in the preceding12 months no more than two withdrawals have been made andthe balance has not been less than £2,000.” The complainantobjected that the advertisement was misleading because theloyalty bonus was not paid until the anniversary date.

Adjudication: Complaint upheld. The advertisers said theybelieved the footnote explained that monthly interest wascalculated excluding the loyalty bonus but accepted that thepresentation of the advertisement could be confusing. TheAuthority considered that the advertisement was misleadingand it welcomed the advertisers’ intention to amendfuture advertisements to state monthly interest rates withoutthe loyalty bonus, which they will show separately.

2. An objection to a national press advertisement that washeadlined “Why you’ll be better off with Prudential becausewe’re No. 1 in our field”. The complainant challenged the claim.

Adjudication: Complaint upheld. The advertisers submittedevidence that showed they were number one in some but not allthe aspects of their pension and life insurance business. TheAuthority accepted that the advertisers claim was acceptable inrelation to pensions and life insurance but considered that theirinformation did not adequately substantiate the general claimthat the advertisers were “No. 1” in their field. The Authorityasked the advertisers to specify in future the sectors in whichthey could show they were “No. 1”.

May 2001 National Planning State of Florida (Division of Securities & Finance) fined NPCCorporation (NPC) $10,000 for failing to register two branch offices. NPC were also

required to sign a Stipulation and Consent Agreement.

December 2001 National Planning NPC have established a $6m claimants’ fund after agreementCorporation (NPC) with New York Attorney General (NYAG). This follows HYAG

investigation into sale of payphones and leaseback arrangementsof ETS payphones by representatives of NPC. NYAG allege thatthe sale constituted an unregistered securities offering.

January 2002 Prudential Nominees PNL was fined £5,000 by OPRA following a determinationLimited (PNL) regarding the Ledo Limited Pension Plan (a SSAS) for which PNL

is pensioner trustee. The fine is in respect of failing to appointan auditor and other procedural failures.

January 2002 Jackson National Life (JNL) JNL have reached a settlement of Haggan case and the Andrews,Dunn and Gales cases linked to it for a sum of $10m. Finalised inJanuary 2002, the terms of the settlement are confidential andshould not be disclosed to third parties.

- Despite the Haggan settlement above, further litigationregarding Ultimate interest sensitive policies continues inMichigan, Illinois, Mississippi and Louisiana. JNL continue to tryand resolve Ultimate ‘vanishing premium’ complaints on a fairand reasonable basis in order to avoid litigation where possible.

AMC: Nil

The Trustee: Nil

e) BORROWING BY THE MUTUAL FUND

Under the Regulations, the Fund is allowed to borrow to meet its temporary liquidity needs of the Fund for the purpose ofrepurchase, redemption of units or payment of interest or dividend to the Unitholders. Further, as per the Regulations, theFund shall not borrow more than 20% of the Net Assets of the Scheme and the duration of such borrowing shall not exceeda period of six months. The Fund may raise such borrowings after approval by the Trustee from any of its Sponsors/Associate/Group Companies/Commercial Banks in India or any other entity at market related rates prevailing at the timeand applicable to similar borrowings. The security for such borrowings, if required, will be as determined by the Trustee.Such borrowings, if raised, may result in a cost, which would be dealt with in consultation with the Trustees.

No borrowings have been raised under any of the Schemes of the Fund, as of the date of this Offer Document.

f) INTER-SCHEME TRANSFERS

The Fund may undertake inter-Scheme transfers under the Scheme. If such transfers are done they will be effected based onthe closing prices of the Principal Stock Exchange and in conformity with Regulations. In case of securities which are not


93

traded on the Principal Stock Exchange / any other exchange, the inter-Scheme transfers will be affected based on fairvaluation to be arrived at by the AMC with the approval of the Trustee.

The inter scheme transfer of equity shares will be done at the weighted average traded price of the day of transfer either onthe National Stock Exchange or the Bombay Stock Exchange, where ever the volumes are higher.

g) GENERAL INFORMATION

i) Power to make Rules

Subject to the Regulations, the Trustee may, from time to time, prescribe such terms and make such rules for thepurpose of giving effect to the Scheme with power to the AMC to add to, alter or amend all or any of the terms andrules that may be framed from time to time.

ii) Power to remove Difficulties

If any difficulties arise in giving effect to the provisions of the Scheme, the Trustee may, subject to the Regulations, doanything not inconsistent with such provisions, which appears to it to be necessary, desirable or expedient, for thepurpose of removing such difficulty.

iii) Scheme to be binding on the Unitholders

Subject to the Regulations, the Trustee may, from time to time, add or otherwise vary or alter all or any of the featuresof investment plans and terms of the Scheme after obtaining the prior permission of SEBI and Unitholders (wherenecessary), and the same shall be binding on all the Unitholders of the Scheme and any person or persons claimingthrough or under them as if each Unitholder or such person expressly had agreed that such features and terms shall beso binding.

iv) DOCUMENTS AVAILABLE FOR INSPECTION

1. Memorandum and Articles of Association of the Trustee Company and the AMC

2. Custodian Agreement between Trustee and HDFC Bank

3. Investment Management Agreement

4. Trust Deed and amendments thereto

5. Mutual Fund Registration Certificate

6. Consent of Registrar to act in the said capacity

7. Consent of Auditors to act in the said capacity

8. Securities and Exchange Board of India (Mutual Funds) Regulations, 1996 and amendments thereof from time totime.

9. Indian Trust Act, 1882.

Notwithstanding anything contained in the offer document the provisions of the SEBI (Mutual Funds) Regulations,1996 and the Guidelines thereunder shall be applicable.

Note : The Schemes under this Offer Document were approved by the Trustee at its meeting held on May 12, 1999.

For and on behalf of the Board of Directors ofPrudential ICICI Asset Management Company Limited

S/d

Pankaj RazdanManaging Director

Place : MumbaiDate : September 19, 2005

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Official Points of acceptance of transactions under all the schemes of Prudential ICICI Mutual Fund

Branches of Prudential ICICI Asset Management Company Ltd. located at:• Ahmedabad: 401, Sears Towers, Nr. Panchawati,

Gulbai Tekra, Ahmedabad 380 006. Tel: (079) 26421095/96, 26408960 / 9029

• Bangalore: 15/16, Vayudooth Chambers, Ground Floor, Trinity Circle, M. G. Road, Bangalore 560 001. Tel: (080) 25323789, 25323675/76, 25323680

• Baroda: 203 Dwarkesh Complex, RC Dutt Road, Baroda 390 007. Tel: (0265) 2322283 / 84

• Bhubaneswar: 2nd Foor, Epari Plaza, Plot No. C-653, Unit-3, Janpath, Bhubaneswar, Orissa. Tel: (0674) 2535805, 2535806

• Chandigarh: SCO 137-138 Ist Floor, Sector 9-C, Chandigarh 160 017. Tel: (0172) 2745302/3/2746195

• Chennai: No. 22/4, Aashika Chambers, Chamiers Road, Teynampet, Chennai 600018. Tel: (044) 2433 8228/9

• Coimbatore: Old No:58, New No.126, 1st floor, TV Swamy Road (West), R.S. Puram, Coimbatore 641 002. Tel: (0422) 2543380/2543382/2543384

• Durgapur: Mezzanine Floor, Lokenath Mansion, Sahid Khudiram Sarani, City Centre, Durgapur, Dist: Burdwan, West Bengal - 713216. Tel: (0343) 2544682. Fax: (0343) 2544683

• Goa: Shop No. 7, Ground Floor, Kamat Chambers, Opp. Hotel Neptune, Menezes Braganza Road, Panjim 403 001. Tel: (0832) 2424520/11

• Guwahati: Jadavbora Complex, M. Dewan Path, Ullubari, Guwahati 781007. Mobile: 9864025593

• Hyderabad: L.B. Bhavan, 6-3-550 Somajiguda, (Opp. Medinova), Hyderabad 500082. Tel: (040) 55510099/100

• Indore: 213-A City Center, 570 M.G. Road, Indore-452 001. Tel: (0731) 5043003 / 5043004

• Jaipur: 305, 3rd floor, Ganpati Plaza, M.I. Road, Jaipur 302 001. Tel: (0141) 2388724, 2362257, 5106161

• Kanpur: 516-518, Krishna Tower, 15/63 Civil Lines, Opp. U.P. Stock Exchange, Kanpur-208001. Tel: (0512) 2303505/ 2303520

• Kochi: No. 6, 3rd floor, Emgee Square, M.G. Road, Kochi 682 035. Tel: (0484) 2353 199/2371 809 & 3097 458

• Kolkata: 124, Lords, 1st Floor, 7/1 Lord Sinha Road, Kolkata 700 071. Tel: (033) 2282 4077/82

• Lucknow: Office No.6, Ground Floor, Saran Chambers-I, 5 Park Road, Lucknow 226 001. Tel: (0522) 237923/717/711

• Ludhiana: SCO 147, 4th Floor, Feroze Gandhi Market, Ludhiana 141 001. Tel: (0161) 2413101/2/4

• Mangalore: 1st Floor, S. L. Chambers, Near Bunt’s Hostel Road, Karangalpady, Mangalore 575003. Tel: (0824) 2492179, 2491666

• Mumbai-Corporate Office: Peninsula Tower, 5th Floor, 503, Peninsula Corporate Park, Ganpatrao Kadam Marg, Off. Senapati Bapat Marg, Lower Parel, Mumbai-400 013. Telephone No.: 022-24999777 Fax No.: 022-2499 7029

• Mumbai - Branch Office (Fort): Yeshwant Chambers, Shop No. 6, Ground Floor, 14/18, Burjoji Bharuch Marg, Kalaghoda, Fort, Mumbai-400 023. Tel: (022) 22679676/22697989

• Mumbai - Branch Office (Bandra): 101, Deccan House, Off Turner Road, Behind Copper Chimney, Near Bandra Station, Bandra (W), Mumbai-400 050. Tel: (022) 26404065/66

• New Delhi: 206, Ashoka Estate, 2nd floor, 24, Barakhamba Road, New Delhi 110 001. Tel: (011) 23752515/16/17/18

• Patna: 306, Ashiana Harnivas, Dak Bungalow Road, Patna 800 001. Tel: (0612) 2230 483, 2213632, 2204164

• Pune: 1184/4, 3& 4 Ground Foor, Gokul Nagar, Dyaneshwar Paduka Chowk, Fergusson college Road, Pune 411005. Tel:(020) 56028844, 56023909

• Rajkot: 103, Star Plaza, Phul Chaab Chowk, Rajkot 360 001. Tel: (0281) 2294299

• Ranchi: C/o. Bytes Care, I / 103, Sainik Market, Main Road, Ranchi-834 001. Mobile: 9835039770

• Surat: 419, Lalbhai Contractor Complex, Nanpura, Surat 395001, Gujarat. Tel. (0261) 2460362, 9824272250

• Vijayawada: 40-1-52/5,Ground Floor, Sai Nag Complex, Near Benz Circle, M.G.Road, Vijayawada 520 010. Tel: (0866) 5518882, 5516662, 9848050868

• Visakhapatanam: G-8, Rams Plaza, Diamond Park Lane, Dwarkanagar, Visakhapatanam 530 016. Tel: (0891) 5566 333, 5566 318, 2762 660, 9848194249

Branches of Computer Age Management Services Pvt. Ltd. (CAMS) located at:• Agra: CAMS Transaction Point, F-39/203, Sky Tower,

Sanjay Place, Agra 282 002. Tel: 0562-252 1812• Allahabad: CAMS Transaction Point, 1st Floor, Chandra

Shekhar Azad Complex (Near Indira Bhawan), 5, S.P. Marg, Civil Lines, Allahabad 211 001. Tel: 0532-260 1602

• Amaravati: Cams Transaction Point, 81, Gulsham Tower, Near Panchsheel, Amaravati 444 601

• Amritsar: CAMS Transaction Point, 378-Majithia Complex, 1st Floor, M. M. Malviya Road, Amritsar 143 001. Tel: 0183-221 1194

• Aurangabad: CAMS Transaction Point, Office No. 1, 1st Floor, Amodi Complex, Juna Bazar, Aurangabad 431 001. Tel: 0240-2363 664

• Belgaum: CAMS Transaction Point, No. 21, Ground Floor, Arvind Complex, 1552 Maruti Galli, Belgaum 590 002. Tel: 0831-2425 305

• Bhilai: CAMS Transaction Point, 209 , Khichariya Complex, Opp IDBI Bank, Nehru Nagar Square, Bhilai 490 020. Tel: 0788-505 0568

• Bhopal: CAMS Transaction Point, C-12, 1st Floor, Above Life Line Hospital, Zone-I, M.P.Nagar, Bhopal 462011 (M.P.). Tel: 0755-528 5266

• Calicut: Cams Transaction Point, 17/28 H 1st Floor, Manama Towers, Marvoor Road, Calicut 673 001. Tel: 0495-272 3173

• Dehradun: CAMS Transaction Point, 81, Chakrata Road, Dehradun 248 001. Tel: 0135-271 3233

• Guntur: CAMS Transaction Point, Shyamsunder Golden Towers, Ground Floor, 3rd Lane, Brodipet, Adjacent to Over-bridge, Guntur 522 002. Tel: 0863-5580 838

• Hubli: CAMS Transaction Point, No. 208, ‘A’ Block, 1st Floor, Kundagol Complex, Opp. Court, Club Road, Hubli 580 029.

• Jalandhar: CAMS Transaction Point, 367/8, Central Town, Opp. Gurudwara Diwan Asthan, Jalandhar 144 001. Tel: 0181-2456336

• Jamnagar: CAMS Transaction Point, 207/209, K.P. Shah House I, K.V. Road, Jamnagar 361 001. Tel: 0288-255 8467/ 3111909

• Jamshedpur: CAMS Transaction Point, Panch Bhawan, ‘R’ Road, Bistupur, Gr. Floor, (Near Rajasthan Bhawan), Jamshedpur 831 001. Tel: 0657-310 5930

• Jodhpur: Cams Transaction Point, 1/5 Nirmal Tower, 1st Chopasani Road, Jodhpur 342003. Tel: 0291-309 2892 / 262 8039

• Madurai: CAMS Transaction Point, 86/71A, Tamilsangam Road, Madurai 625 001.

• Manipal: CAMS Transaction Point, Academy Annex, First Floor, Opposite Corporation Bank, Upendra Nagar, Manipal 576 104. Tel: 0820-257 3333, 529 2033

• Meerut: CAMS Transaction Point, 108, 1st Floor, Shivam Plaza, Opposite Eves Cinema, Hapur Road, Meerut 250 002. Tel: 0121-2400 700

• Mysore: CAMS Transaction Point, No.3, 1st Floor, CH.26 7th Main, 5th Cross (Above Trishakthi Medicals), Saraswati Puram, Mysore 570 009. Tel: 0821-309 1244 / 234 2182

• Nagpur: CAMS Investor Service Centre, 145 Lendra Park, Behind Shabari, New Ramdaspeth, Nagpur 440 010. Tel: (0712) 253 2447, 253 7321

• Nasik: CAMS Investor Service Centre, “Varsha Bungalow”, 1st Floor, Near Rungtha High School, 493, Ashok Stambh, Nasik 422 001.

• Patiala: CAMS Transaction Point, 3, Ajit Nagar, Patiala 147 001.

• Pondicherry: CAMS Transaction Point, 25, First Floor, Jawaharlal Nehru Street, Pondicherry 605 001. Tel: 0413-222 0575 / 233 5722

• Raipur: CAMS Transaction Point, C-23, Sector 1, Devendra Nagar, Raipur 492004. Tel: 0771-309 0830

• Rajahmundry: CAMS Transaction Point, D.No 7-27-4 Krishna Complex, Baruvari Street, T Nagar, Rajahmundry 533 101. Tel: 0883-5565531

• Rourkela: Cams Transaction Point, 1st Floor, Mangal Bhawan, Phase II, Power House Road, Rourkela - 769 001.

• Salem: CAMS Transaction Point, 28, I Floor, Advytha Ashram Road, Salem 636 004. Tel: 0427-244 6338

• Siliguri: CAMS Transaction Point, No 8, Swamiji Sarani, Ground Floor, Hakimpara, Siliguri 734 401. Tel: 0353-221 6065

• Thiruvananthapuram: CAMS Transaction Point, 15/2012, Sheelatha Building, Womens' College Lane, Vazuthacadu, Trivandrum 695014. Tel: 0471-3950 414

• Trichur: CAMS Transaction Point, VIII/350/15, O K John Memorial Building, Ekkanda Warrier Road, Trichur 686 001. Tel: 0487-242 0646

• Trichy: CAMS Transaction Point, No 8, I Floor, 8th Cross West Extn., Thillainagar, Trichy 620 018. Tel: 0431-274 1717

• Udaipur: CAMS Transaction Point, 32, Ahinsapuri, Fatehpura Circle, Udaipur 313 004. Tel: 0294-3091722

• Valsad: C/o. CAD House, Suddhivinayak Complex, F-1, First Floor, Avenue Building, Near R. J. J. School, Tithal Road, Valsad 396 001.

• Varanasi: CAMS Transacation Point, C 27/249 - 22A, Vivekanand Nagar Colony, Maldhaiya, Varanasi 221 002. Tel: 0542-220 8546/ 311 3810.

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