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www.assetmanagement.abnamro.co.in

Sponsor Trustee Asset Management Company

ABN AMRO Bank N.V. ABN AMRO Trustee (India) ABN AMRO Asset Management

Private Limited (India) Limited

Registered Office: Registered Office: Registered Office:Gustav Mahlerlaan 10, 1082 101,10th Floor, Sakhar Bhavan, 101,10th Floor, Sakhar Bhavan,PP Amsterdam, Netherlands Nariman Point, Mumbai 400 021 Nariman Point, Mumbai 400 021

This Offer Document sets forth concisely the information about the Scheme that a prospective investor ought to know before investing.

This Offer Document should be retained for future reference. The particulars of the Scheme has 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, and the Units being offered for the 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 this Offer

Document.

This Offer Document will remain effective till a 'material change' (other than a change in Fundamental Attributes and within the purview

of this Offer Document) occurs and thereafter the changes shall be filed with Securities and Exchange Board of India and circulated to

the Unitholders or as may be publicly notified by advertisements in the newspapers subject to applicable regulations. In accordance

with Securities and Exchange Board of India directives, this Offer Document will be fully revised and updated at least once in two years

from the date of this Offer Document. Till the time this Offer Document is reprinted, an addendum giving details of each of the changes

will be attached to the Offer Document. The yearly-condensed financial information of the Scheme will also be included in the form of

addendum to this Offer Document till the time the revised Offer Document is printed. Investors may also like to ascertain about any

further changes after the date of this Offer Document from the Mutual Fund / its Investor Service Centres / distributors .

This Offer Document is dated October 15, 2005

Offer of Units at Rs. 10 each plus applicable load,

during the New Fund Offer Period,

and at NAV based prices thereafter

New Fund Offer Closes : November 30, 2005New Fund Offer Opens : November 7, 2005

ABN AMRO TAX ADVANTAGE PLAN (ELSS)An Open-Ended Equity Linked Tax Savings Scheme with no assured returns

OFFER DOCUMENT

OFFER OF UNITS OF:

ABN AMRO Mutual Fund

1

ABN AMRO TAX ADVANTAGE PLAN (ELSS) - OD

SPONSOR

ABN AMRO BANK N.V.

Registered Office :

Gustav Mahlerlaan 10, 1082

PP Amsterdam, Netherlands

TRUSTEE

ABN AMRO TRUSTEE (INDIA) PRIVATE LIMITED

Registered Office :

101, 10th Floor, Sakhar Bhavan,

Nariman Point, Mumbai 400 021

ASSET MANAGEMENT COMPANY

ABN AMRO ASSET MANAGEMENT (INDIA) LIMITED

Registered Office :



REGISTRAR AND TRANSFER AGENT

COMPUTER AGE MANAGEMENT SERVICES (P) LIMITED

A & B, Lakshmi Bhawan,

609, Anna Salai, Chennai 600 006

CUSTODIAN

DEUTSCHE BANK A G

Kodak House, 22, D. N. Road,

Fort, Mumbai- 400 001

STATUTORY AUDITORS TO THE MUTUAL FUND

S. R. BATLIBOI & CO.

6th Floor, Express Tower,


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ABN AMROTax Advantage Plan (ELSS)


Section Particulars Page No.

Standard Risk Factors .................................................... 3

Scheme Specific Risk Factors andSpecial Considerations ................................................. 3

Definitions ....................................................................... 6

Due Diligence by the Asset Management Company .... 7

I Summary / Highlights of the Scheme ............................. 8

Constitution of the Mutual Fund ........................................ 9

The Mutual Fund ................................................................ 9

The Sponsor ....................................................................... 9

The Trustee ........................................................................ 9

Trustee - Fees and Expenses ............................................. 9

Summary of the substantive provisionsof the Trust Deed ............................................................. 9

Rights, Duties and Responsibilities ofthe Trustee under the Regulations ................................... 10

Directors of the Trustee ..................................................... 11

The Asset Management Company .................................... 11

Asset Management Fees .................................................. 11

Duties and Responsibilities of theAsset Management Company ......................................... 12

Directors of the AMC......................................................... 12

Key Personnel of the AMC and Relevant Experience ........ 13

Fund Manager .................................................................... 14

Investor Relations Officer .................................................. 14

Statutory Auditors for the Mutual Fund ............................. 14

Custodian ........................................................................... 14

Registrar and Transfer Agent ............................................. 14

Fund Accountant ................................................................ 14

Collecting Bankers ............................................................. 14

II Investment Objective & Policy

Type of Scheme ................................................................. 15

Investment Objective ........................................................ 15

Investment Pattern ............................................................ 15

Investment Strategy .......................................................... 15

Change in Investment Pattern ........................................... 15

Terms of the Scheme ........................................................ 15

Changes in Fundamental Attributes .................................. 16

Benchmark Index ............................................................... 16

Investment Approach and Risk Control ............................. 16

Trading in Derivatives ......................................................... 17

Policy on Offshore Investments by the Scheme ............... 18

Investment Decisions ........................................................ 18

Portfolio Turnover .............................................................. 18

Investment Restrictions ..................................................... 18

Computation of Net Asset Value ....................................... 19

Valuation of the Scheme's Assets and determinationof the Net Asset Value (NAV) ........................................... 19

Accounting Policies and Standards .................................... 21

Unclaimed Redemption / Dividend Amount ...................... 22

Investment by the AMC in the Scheme ............................ 22

III Units & The New Fund Offer

Units on Offer - General Information ................................. 23

New Fund Offer ................................................................. 23

New Fund Offer Period ...................................................... 23

New Fund Offer Price ........................................................ 23

Extension / Termination of the New Fund Offer Period ..... 23

Minimum Subscription Amount ......................................... 23

Allotment and Refund ........................................................ 23

Minimum Amount and AdditionalAmount for Application .................................................... 23

Investment Options Offered Under the Scheme .............. 23

Choice of Option(s) ............................................................ 23

Dividend & Distributions .................................................... 23

Effect of Dividends ............................................................ 23

Dividend Reinvestment Facility ......................................... 23

Systematic Transfer Plan (STP) .......................................... 23

Systematic Investment Plan (SIP) ...................................... 24

Systematic Withdrawal Plan (SWP) ................................... 24

Switching Options ............................................................. 24

Who Can Invest ? .............................................................. 24

TABLE OF CONTENTS

Section Particulars Page No.

Who Cannot Invest ? ......................................................... 24

How to Apply ? .................................................................. 25

Mode of Payment .............................................................. 25

Master Account / Folio ....................................................... 26

Account Statement ............................................................ 26

Unit Certificates ................................................................. 26

Householdings ................................................................... 26

Mode of Holding ................................................................ 26

Nomination Facility ............................................................ 26

Transfer and Transmission Facility ..................................... 26

Pledge of Units .................................................................. 27

Sale of Units on an On-going Basis ................................... 27

On-going Sale Price ........................................................... 27

Applicable NAV for Sale of Units ........................................ 27

Redemption of Units .......................................................... 27

Minimum Amount / Units for Redemption ........................ 27

Redemption Price .............................................................. 27

Applicable NAV for Redemption of Units ........................... 28

Payment of Redemption Proceeds .................................... 28

Bank Details ....................................................................... 28

Redemptions by NRIs / FIIs ............................................... 28

Effect of Redemptions ....................................................... 28

Right to Limit / Withhold Redemptions ............................. 28

Freezing / Seizure of Accounts .......................................... 29

Closure of Unitholders Account / MandatoryRedemption of Units ........................................................ 29

Suspension of Sale / Redemption /Switching Options of the Units ........................................ 29

IV Load Structure & Recurring Expenses

Expenses of the Scheme ................................................... 30

Fees and Expenses of the Past Schemesand Condensed Financial Information .............................. 31

V Unit Holders' Rights & Services

Investor Services ............................................................... 34

Convenience of Transactions ............................................. 34

Receiving Account Statement / Correspondenceby E-mail .......................................................................... 34

Fax Submission .................................................................. 34

Information Dissemination ................................................. 34

Personal Identification Number (PIN) ................................. 34

Web Based Trading ............................................................ 34

Rights of Unit Holders ....................................................... 35

Duration of the Scheme / Winding Up ............................... 35

Effect of Winding Up ......................................................... 35

Procedure and Manner of Winding Up .............................. 35

Minimum Number of Investors andMaximum Holding by a Single Investor ........................... 35

Tax Benefits of Investing in the Mutual Fund .................... 35

VI Other Matters

Unit Holder Grievances Redressal Mechanism ................. 39

Investor Complaints ........................................................... 39

Associate Transactions ...................................................... 39

Dealing with Associate Companies ................................... 39

Borrowing by the Mutual Fund .......................................... 40

Stock Lending by the Mutual Fund .................................... 40

Underwriting by the Mutual Fund ...................................... 40

Inter Scheme Transfers ..................................................... 40

Disclosure under SEBI Regulations 25(11) ........................ 40

Electronic Clearing Service (ECS) ...................................... 42

Powers to Remove Difficulties .......................................... 42

Powers to Make Rules ...................................................... 42

Penalties and Pending Litigation or Proceedings, Findingsof Inspection or Investigation for which action may havebeen taken or is the process of being taken by anyRegulatory Authority ........................................................ 42

Omnibus Clause ................................................................ 42

Documents available for Inspection ................................... 42

List of Collection Centres(During New Fund Offer Period) ...................................... 43

List of Official Points of Acceptance of Transaction Back(Post New Fund Offer Period) ................................... Cover

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STANDARD RISK FACTORS

u· Mutual Funds and securities investments are subject to market risksand there can be no assurance or guarantee that the Scheme objectiveswill be achieved.

u· As with any investment in securities, the NAV of Units issued underthe Scheme may go up or down depending on the various factors andforces affecting the capital markets. The various factors which impactthe value of the Scheme's investments include, but are not limited to,fluctuations in the equity and bond markets, fluctuations in interestrates, prevailing political and economic environment, changes ingovernment policy, factors specific to the issuer of the securities, taxlaws, liquidity of the underlying instruments, settlement periods, tradingvolumes etc.

u· Past performance of the Sponsors and its affiliates / Mutual Fund /AMC does not indicate the future performance of the Scheme of theMutual Fund.

u· ABN AMRO Tax Advantage Plan (ELSS) is the name of the Schemeand does not in any manner indicate either the quality of the Schemeor their future prospects and returns.

u· The Sponsor is not liable or responsible for any loss or shortfall resultingfrom the operations of the Schemes.

u· Investors should study this Offer Document carefully in its entiretybefore investing and retain the Offer Document for future references.

u· Unitholders in the Scheme are not being offered any guaranteed /assured returns.

SCHEME SPECIFIC RISK FACTORS AND SPECIAL

CONSIDERATIONS

u· Units purchased in the Scheme cannot be assigned / transferred /pledged / redeemed / switched out until the completion of 3 yearsfrom the date of allotment of the respective Unit.

u· In the event that investible funds of more than 50% of the totalproceeds in the Scheme are not invested in equity shares of domesticcompanies, the tax exemption on income distribution will not beavailable to the Unit Holders.

u· Subject to the stated investment objective, the Scheme proposes toinvest in equity and equity related securities. Equity securities by natureare volatile and prone to price fluctuations on a daily basis due to bothmacro and micro factors. The volatility of medium / small - capitalisationstocks may be higher in comparison to liquid large capitalisation stocks.Trading volumes, settlement periods and transfer procedures mayrestrict the liquidity of these investments. Different segments offinancial markets have different settlement periods and such periodsmay be extended significantly by unforeseen circumstances. Theinability of the Scheme to make intended securities' purchases due tosettlement problems could cause the Scheme to miss certaininvestment opportunities.

u· The NAV of the Scheme will reduce daily to the extent of Rs. 0.0005*due to amortization of initial issued expenses.

* The amount of Rs. 0.0005 is based on the assumption that theexpenses charged are @6% of the amount mobilised and will beamortised for a period of 3 years, the number of days for amortisationwill be 1095 and is subject to increase or decrease based on the corpusof the Scheme. For details on "Initial Issue Expenses" please referpage no 30.

u· Derivatives: The Scheme may also use various derivative and hedgingproducts from time to time, as permitted under the SEBI Regulationsand guidelines, in an attempt to protect the value of the portfolio andenhance Unitholders' interest.

As and when the Scheme trades in the derivatives market there arerisk factors and issues concerning the use of derivatives that investorsshould understand. Derivative products are specialised instrumentsthat require investment techniques and risk analysis different fromthose associated with stocks and bonds. The use of a derivative requiresan understanding not only of the underlying instrument but also of thederivative itself. Derivatives require the maintenance of adequatecontrols to monitor the transactions entered into, the ability to assessthe risk that a derivative adds to the portfolio and the ability to forecastprice or interest rate movements correctly. Other risks in usingderivatives include the risk of mispricing or improper valuation ofderivatives and the inability of derivatives to correlate perfectly withunderlying assets, rates and indices. Thus, derivatives are highlyleveraged instruments. Even a small price movement in the underlying

instrument could have a large impact on their value. Also, the marketfor derivative instruments is nascent in India.

u· From time to time and subject to the SEBI Regulations, the Sponsor,their affiliates, associates, subsidiaries, the Mutual Fund and the AMCmay invest directly or indirectly in the Scheme. These entities mayacquire a substantial portion of the Scheme's Units and collectivelyconstitute a major investor in the Scheme. Accordingly, redemption ofUnits held by such entities may have an adverse impact on the Schemebecause the timing of such redemption may impact the ability of otherUnitholders to redeem their Units.

u· The tax benefits described in this Offer Document are as availableunder the prevailing taxation laws. The information given is includedonly for general purpose and is based on the advice received by theAMC regarding the laws and practise currently in force in India.Investors / Unitholders should be aware that the relevant fiscal rulesor their interpretation may change. As is the case with any investment,there can be no guarantee that the tax position or the proposed taxposition prevailing at the time of an investment in the Scheme willendure indefinitely. In view of the individual nature of tax consequences,each Unitholder is advised to consult his / her / their own professionaltax advisor.

u· Redemption by the Unitholder due to change in the fundamentalattributes of the Scheme or due to any other reasons or Winding-up ofthe Scheme for reasons mentioned in this Document may entail taxconsequences. The Trustee, AMC, Mutual Fund, their Directors, officersor their employees shall not be liable for any such tax consequencesthat may arise.

u· Investment decisions made by the AMC may not always be profitable.

u· As the liquidity of the investments made by the Scheme could, attimes, be restricted by trading volumes and settlement periods, thetime taken by the Mutual Fund for Redemption of Units may besignificant in the event of an inordinately large number of Redemptionrequests or of a restructuring of the Scheme. In view of the above, theTrustee has the right, in its sole discretion, to limit Redemptions(including suspending Redemptions) under certain circumstances, asdescribed under the sections titled "Right to Limit / WithholdRedemptions" on page 28 and "Suspension of Sale / Redemption /Switching Options of the Units" on page 29.

Subject to the stated investment objective, the Scheme proposes to investin debt and related instruments

– Price-Risk or Interest Rate Risk: As with all debt instruments, changesin interest rates may affect the NAV of the Scheme as the prices ofinstruments increase as interest rates decline and decrease as interestrates rise. Prices of long-term instruments generally fluctuate more inresponse to interest rate changes than of short-term instruments. Indiandebt markets can be volatile leading to the possibility of pricemovements up or down in fixed income instruments and thereby topossible movements in the NAV.

– Basis Risk: As the Scheme may invest in floating rate instruments,these instruments' coupon will be reset periodically in line with thebenchmark index movement. Normally, the interest rate risk of a floatingrate instrument compared to a fixed rate instrument is limited. Thechanges in the prevailing rates of interest will likely affect the value ofthe Scheme's holdings until the next reset date and thus the value ofthe Scheme's Units. Increased rates of interest, may have a negativeeffect on the value of the Units. The value of instruments held by theScheme may vary inversely with changes in the prevailing interest rates.The Scheme could be exposed to the interest rate risk (i) to the extentof time gap in resetting of the benchmark rates, and (ii) to the extentthe benchmark index fails to capture the interest rate movement.

– Spread Risk: Though the basis (i.e. benchmark) gets readjusted on aregular basis, the spread (i.e. markup) over benchmark remainsconstant. This can result in some volatility to the holding period returnof floating rate instruments.

– Settlement Risk (Counterparty Risk): The floating rate assets mayalso be created by swapping a fixed return to a floating rate return. Insuch a swap, there may be an additional risk on the counterparty whowill pay floating rate return and receive fixed rate return.

– Liquidity or Marketability Risk: This refers to the ease with which aninstrument can be sold at or near to its valuation yield to- maturity(YTM). The primary measure of liquidity risk is the spread between thebid price and the offer price quoted by a dealer. Liquidity risk is todaythe characteristic of the Indian fixed income market.

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– Credit Risk: Credit risk or default risk refers to the risk that an issuerof a fixed income instrument may default (i.e. will be unable to maketimely principal and interest payments on the instrument). Because ofthis risk, corporate debentures are sold at a yield above those offeredon Government Securities, which are sovereign obligations. Normally,the value of a fixed income instrument will fluctuate depending uponthe changes in the perceived level of credit risk as well as any actualevent of default. The greater the credit risk, the greater the yield requiredfor someone to be compensated for the increased risk.

– Reinvestment Risk: This risk refers to the interest rate levels at whichcash flows received from the instruments in the Scheme are reinvested.The additional income from reinvestment is the "interest on interest"component. The risk is that the rate at which interim cash flows canbe reinvested may be lower than that originally assumed.

u· The Scheme may, considering the overall level of risk of the portfolio,invest in lower rated / unrated securities offering higher yields. Thismay increase the absolute level of risk of the portfolio.

u· As zero coupon securities do not provide periodic interest paymentsto the holder of the security, these securities are more sensitive tochanges in interest rates. Therefore, the interest rate risk of zero couponsecurities is higher. The Scheme may choose to invest in zero couponsecurities that offer attractive yields. This may increase the risk of theportfolio.

u· Securities which are not quoted on the stock exchanges are inherentlyilliquid in nature and carry a larger amount of liquidity risk, in comparisonto securities that are listed on the exchanges or offer other exit optionsto the investor, including a put option. The Scheme may choose toinvest in unlisted securities that offer attractive yields. This may increasethe risk of the portfolio.

u While securities that are listed on the stock exchange carry lowerliquidity risk, the ability to sell these investments is limited by the overalltrading volume on the stock exchanges. Money market securities, whilefairly liquid, lack a well-developed secondary market, which may restrictthe selling ability of the Scheme and may lead to the Scheme incurringlosses till the security is finally sold.

u· Investors should study this Offer Document carefully in its entiretyand should not construe the contents hereof as advice relating to legal,taxation, investment or any other matters. Investors are advised toconsult their legal, tax, investment and other professional advisors todetermine possible legal, tax, financial or other considerations ofsubscribing to or redeeming Units, before making a decision to invest /redeem Units.

u· Neither this Offer Document nor the Units have been registered in anyjurisdiction. The distribution of this Offer Document in certainjurisdictions may be restricted or totally prohibited to registrationrequirements and accordingly, persons who come into possession ofthis Offer Document are required to inform themselves about and toobserve any such restrictions and or legal compliance requirements.

u· No person has been authorised to issue any advertisement or to giveany information, either oral or written to make any representationsother than that contained in this Offer Document. Circulars in connectionwith this offering not authorised by the Mutual Fund / Trustee / AMCand any information or representations not contained herein must notbe relied upon as having been authorised by the Mutual Fund / Trustee /AMC.

u· The allotment of Units under the Scheme will be subject to SEBI circulardated December 12, 2003 read with circular dated June 14, 2005 andsuch other circulars issued by SEBI/ operating guidelines issued byAMFI from time to time. The AMC / Mutual Fund will not be responsiblein any manner, due to the loss sufferred / denial of tax benefits to theinvestor due to applicability of the aforesaid circular. As per SEBI circulardated December 12, 2003 ref SEBI/IMD/CIR No. 10/22701/03, eachScheme and individual Plan(s) under the Scheme should have aminimum of 20 investors and no single investor shall account for morethan 25% of the corpus of such Scheme/ Plan(s). In case of non-fulfilment with either of the above two conditions in a three monthstime period or the end of succeeding calendar quarter, whichever isearlier, from the close of the New Fund Offer Period of the Scheme oron an on-going basis for each calendar quarter, the Scheme / Plan(s)shall be wound up in accordance with the guidelines prescribed bySEBI.

However as per SEBI circular dated June 14, 2005 ref SEBI/IMD/CIRNo.1/42529/05, determining the breach of the 25 % limit by an Investor- The average net assets of the scheme would be calculated daily andany breach of the 25% holding limit by an investor would be determined.

At the end of the quarter, the average of daily holding by each suchinvestor is computed to determine whether that investor has breachedthe 25 % limit over the quarter. If there is a breach of limit by anyinvestor over the quarter, a rebalancing period of one month would beallowed and thereafter the investor who is in breach of the rule shallbe given 15 days notice to redeem his exposure over the 25 % limit.Failure on the part of the said investor to redeem his exposure overthe 25 % limit within the aforesaid 15 days would lead to automaticredemption by the Mutual Fund on the applicable Net Asset Value onthe 15th day of the notice period. All other provisions of the SEBI circulardated December 12, 2003 remain unchanged.

Further, the aforesaid SEBI circulars would be applicable at the Portfoliolevel.

u· ADRs / GDRs / Foreign Securities : It is the AMC's belief thatinvestment in ADRs / GDRs issued by Indian Companies andinvestment in foreign securities offer new investment and portfoliodiversification opportunities into multi-market and multi-currencyproducts. However, such investments also entail additional risks. Suchinvestment opportunities may be pursued by the AMC provided theyare considered appropriate in terms of the overall investment objectivesof the Scheme. Since the Scheme would invest only partially in ADRs/ GDRs issued by Indian Companies and foreign securities, there maynot be readily available and widely accepted benchmarks to measureperformance of the Scheme. To manage risks associated with foreigncurrency and interest rate exposure, the Scheme may use derivativesfor efficient portfolio management including hedging and in accordancewith conditions as may be stipulated by SEBI from time to time.

Offshore investments will be made subject to any / all approvals,conditions thereof as may be stipulated by SEBI and provided suchinvestments do not result in expenses to the Scheme in excess ofpermissible ceiling of expenses and consistent with costs and expensesattendant to international investing. The Mutual Fund may, wherenecessary, appoint other intermediaries of repute as advisors,custodian/sub-custodians etc. for managing and administering suchinvestments. The appointment of such intermediaries shall be inaccordance with the applicable requirements of SEBI and within thepermissible ceiling of expenses. The fees and expenses wouldillustratively include, besides the investment management fees,custody fees and costs, fees of appointed advisors and sub-managers,transaction costs and overseas regulatory costs.

To the extent that the assets of the Scheme will be invested in securitiesdenominated in foreign currencies, the Indian Rupee equivalent of thenet assets, distributions and income may be adversely affected bychanges in the value of certain foreign currencies relative to the IndianRupee. The repatriation of capital to India may also be hampered bychanges in regulations concerning exchange controls or politicalcircumstances as well as the application to it of other restrictions oninvestment.

u Stock Lending: The risks in lending portfolio securities, as with otherextensions of credit, consist of the failure of another party, in this casethe approved intermediary, to comply with the terms of agreemententered into between the lender of securities i.e. the Scheme and theapproved intermediary. Such failure to comply can result in the possibleloss of rights in the collateral put up by the borrower of the securities,the inability of the approved intermediary to return the securitiesdeposited by the lender and the possible loss of any corporate benefitsaccruing to the lender from the securities deposited with the approvedintermediary. The Mutual Fund may not be able to sell such lentsecurities and this can lead to temporary illiquidity.

u· Risk associated with Securitised Debt:

Scheme may invest in domestic securitized debt such as asset backedsecurities (ABS) or mortgage backed securities (MBS). Asset BackedSecurities (ABS) are securitized debts where the underlying assetsare receivables arising from automobile loans, personal loans, loansagainst consumer durables, etc. Mortgage backed securities (MBS)are securitized debts where the underlying assets are receivables arisingfrom loans backed by mortgage of residential / commercial properties.ABS/MBS instruments reflect the undivided interest in the underlyingpool of assets and do not represent the obligation of the issuer ofABS/MBS or the originator of the underlying receivables. The ABS/MBS holders have a limited recourse to the extent of creditenhancement provided. If the delinquencies and credit losses in theunderlying pool exceed the credit enhancement provided, ABS/MBSholders will suffer credit losses. ABS/MBS are also normally exposedto a higher level of reinvestment risk as compared to the normalcorporate or sovereign debt. Following are some of the types of loansthat are amortised :

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u· Auto Loans (cars / commercial vehicles /two vehicles)

u· Residential Mortgages or Housing Loans

u· Consumer Durable Loans

u· Personal Loans and Credit Cards

The main risks pertaining to each of the asset classes above aredescribed below:

Auto Loans (cars / commercial vehicles / two vehicles)

u· The underlying assets (cars etc) are susceptible to depreciationin value whereas the loans are given at high loan to value ratios.Thus, after a few months, the value of asset becomes lower thanthe loan outstanding. The borrowers, therefore, may sometimestend to default on loans and allow the vehicle to be repossessed.

u· These loans are also subject to model risk. ie if a particularautomobile model does not become popular, loans given forfinancing that model have a much higher likelihood of turning bad.In such cases, loss on sale of repossession vehicles is higherthan usual.

u· Commercial vehicle loans are susceptible to the cyclicality in theeconomy. In a downturn in economy, freight rates drop leadingto higher defaults in commercial vehicle loans. Further, the secondhand prices of these vehicles also decline in such economicenvironment.

Housing Loans

u· Housing loans in India have shown very low default rateshistorically. However, in recent years, loans have been given athigh loan to value ratios and to a much younger borrower classes.

The loans have not yet gone through the full economic cycle andhave not yet seen a period of declining property prices. Thus theperformance of these housing loans is yet to be tested and itneed not conform to the historical experience of low default rates.

Consumer Durable Loans

u· The underlying security for such loans is easily transferable withoutthe bank's knowledge and hence repossession is difficult.

u· The underlying security for such loans is also susceptible to quickdepreciation in value. This gives the borrowers a high incentiveto default.

Personal Loans and Credit Cards

·u These are unsecured loans. In case of a default, the bank has nosecurity to fall back on.

u· The lender has no control over how the borrower has used theborrowed money.

Further, all the above categories of loans have the following commonrisks:

u· All the above loans are retail, relatively small value loans. There isa possibility that the borrower takes different loans using the sameincome proof and thus the income is not sufficient to meet thedebt service obligations of all these loans.

u· In India, there is no ready database available regarding past creditrecord of borrowers. Thus, loans may be given to borrowers withpoor credit record.

In retail loans, the risks due to frauds are high.

6



DEFINITIONS

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

"AAEF" ABN AMRO Equity Fund

"AAMIP" ABN AMRO Monthly Income Plan

"AAFDF" ABN AMRO Flexi Debt Fund

"AAFRF" ABN AMRO Floating Rate Fund

"AACF" ABN AMRO Cash Fund

"AAOF" ABN AMRO Opportunities Fund

"AADYF" ABN AMRO Dividend Yield Fund

"AALTFRF" ABN AMRO Long Term Floating Rate Fund

"AATAP" ABN AMRO Tax Advantage Plan (ELSS)

"AMC" or "Asset Management ABN AMRO Asset Management (India) Limited, a company incorporated under the provisions of the CompaniesCompany" or "Investment Manager" Act, 1956 and approved by SEBI to act as the Asset Management Company for the Scheme of the Mutual Fund.

"Applicable NAV" Unless otherwise stated, the NAV of the Scheme / Option(s) applicable for Sale, Redemption, or Switches, as thecontext may require, based on the time and day on which the application is accepted. (For details please refer pageno 27 for "Applicable NAV for Sale of Units" and page no 28 for "Applicable NAV for Redemption of Units").

"Business Day" A day other than:

(i) Saturday and Sunday

(ii) A day on which the banks in Mumbai and / or RBI are closed for business / clearing

(iii) A day on which the Stock Exchange, Mumbai and / or the National Stock Exchange of India Limited are closed

(iv) A day which is a public and /or bank holiday at the Investor Service Centre where the application is received,

(v) A day on which Sale and Redemption of Units is suspended by the Trustee / AMC

(vi) A book closure period as may be announced by the Trustee / AMC.

(vii) A day on which normal business cannot be transacted due to storms, floods, bandhs, strikes or such otherevents as the Trustee / AMC may specify from time to time.The Trustee / AMC reserves the right to changethe definition of Business Day(s).

The Trustee / AMC reserves the right to declare any day as a Business Day or otherwise at any or all InvestorService Centres.

"CDSC" or "Contingent Contingent Deferred Sales Charge permitted under the SEBI Regulations to be borne by the Unitholder uponDeferred Sales Charge" exiting (whether by way of redemption or Inter-scheme switching) based on the amount of investment (if applicable)

and period of holding of Units.

"Custodian" Deutsche Bank AG, Mumbai, registered under the SEBI (Custodian of Securities) Regulations, 1996, currentlyacting as Custodian to the Scheme or any other custodian approved by the Trustees.

"Depository" Depository as defined in the Depositories Act, 1996 (22 of 1996).

"Dividend" Income distributed by the Scheme on the Units, where applicable.

"Entry Load" or "Sales Load" Load on Sale / Switch-in of Units.

"Exit Load" or "Redemption Load" Load on Redemption / Switch-out of Units.

"Equity related instruments" Equity related instruments would include convertible debentures, equity warrants, preference shares etc; suchother instruments as may be declared / notified by a Regulatory Authority to be Equity related instruments andrights or interests in such instruments.

"FII" Foreign Institutional Investors, registered with SEBI under the Securities and Exchange Board of India (ForeignInstitutional Investors) Regulations, 1995, as amended from time to time.

"Floating Rate Debt Instruments" Floating rate debt instruments are debt securities issued by Central and / or State Government, Corporate Bodiesor PSUs with interest rates that are reset periodically. The periodicity of the interest reset could be daily, monthly,quarterly, half-yearly, annually or any other periodicity that may be mutually agreed with the issuer and the MutualFund.

The interest payable on the instruments could also be in the nature of a fixed spread over benchmark yields.

"Gilts" or "Government Securities" Securities created and issued by the Central Government and/or a State Government (including Treasury Bills) orGovernment Securities as defined in the Public Debt Act, 1944, as amended or re-enacted from time to time.

"Investor Service Centres" or "ISCs" Designated branches or service centres or representative offices of Registrar and Transfer Agent or it's associatesor such other centres / offices as may be designated by the Trustee / AMC from time to time.

"New Fund Offer" Offer for Subscription of Units of ABN AMRO Tax Advantage Plan (ELSS) during the New Fund Offer Period asdescribed hereinafter.

"New Fund Offer Period" The date / period during which the Initial Subscription of Units of the Scheme mentioned above can be made.

"Investment Management The agreement dated April 15, 2004 entered into between ABN AMRO Trustee (India) Private Limited and ABNAgreement" or "IMA" AMRO Asset Management (India) Limited, as amended from time to time.

"Load" A charge that may be levied as a percentage of NAV at the time of entry into the Scheme or at the time of exitingfrom the Scheme.

"Local Cheque" A cheque handled locally and drawn on any bank which is a member of the Banker's Clearing House located at thedesignated official points of acceptance of transactions, where the application form is submitted.

7


Market Capitalisation Market value of a listed company, which is calculated by multiplying its current market price by number of itsshares outstanding.

"Mutual Fund" or "the Fund" ABN AMRO Mutual Fund, a trust set up under the provisions of the Indian Trusts Act, 1882 and registered withSEBI under the Securities Regulations vide. Registration No. MF/049/04/01 dated May 27, 2004.

"NAV" Net Asset Value per Unit of the Scheme, calculated in the manner described in this Offer Document or as may beprescribed by the SEBI Regulations from time to time.

"NRI" A Non-Resident Indian means a person resident outside India who is a citizen of India or is a person of Indian origin.

"Offer Document" This document issued by the Mutual Fund offering the Units of the Scheme for Subscription.

"RBI" Reserve Bank of India, established under the Reserve Bank of India Act, 1934.

"Registrar and Transfer Agent" Computer Age Management Services (P) Limited (CAMS), Chennai, registered under the Securities and ExchangeBoard of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993, currently acting as registrarand transfer agent to the Scheme, or any other registrar and transfer agent appointed by the Mutual Fund actingthrough the AMC from time to time.

"Repurchase" / "Redemption" Redemption of Units of the Scheme as permitted.

"Sale / Subscription" Sale of Units to the Unitholder upon Subscription by the Investor / Applicant under the Scheme.

"Scheme" ABN AMRO Tax Advantage Plan (ELSS) and the Option(s) offered thereunder.

"SEBI" Securities and Exchange Board of India, established under the Securities and Exchange Board of India Act, 1992.

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

"Sponsor" or "Settlor" ABN AMRO Bank N.V.

"Trust Deed" The Trust Deed dated April 15, 2004 made by and between ABN AMRO Bank N.V. and ABN AMRO Trustee (India)Private Limited, establishing the Mutual Fund, as amended from time to time.

"Trustee" ABN AMRO Trustee (India) Private Limited, incorporated under the provisions of the Companies Act, 1956 andapproved by SEBI to act as the Trustee to the Scheme of the Mutual Fund.

"Unit" The interest of the Unitholder which consists of each Unit representing one undivided share in the net assets of theScheme.

"Unitholder" or "Investor" A person holding Unit(s) in the Scheme of the Mutual Fund.

Interpretation

For all purposes of this Offer Document, except as otherwise expressly provided or unless the context otherwise requires :

u· All references to the masculine shall include the feminine and all references, to the singular shall include the plural and vice-versa.

u· All references to "Euros" refer to the currency of some Member States of the European Union, "dollars" or "$" refer to United States Dollars and"Re" / "Rs." refers to Indian Rupee(s). A "crore" means "ten million" and a "lakh" means a "hundred thousand".

Words and Expressions used and not defined in this Offer Document shall have the same meaning as in the SEBI Regulations.

DUE DILIGENCE BY THE ASSET MANAGEMENT COMPANY

A Due Diligence Certificate duly signed by the Head - Compliance & Risk Management of ABN AMRO Asset Management (India) Limited has beensubmitted to SEBI on September 12, 2005, which reads as follows.

It is confirmed that:

(i) The draft Offer Document forwarded to SEBI is in accordance with the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996 andthe guidelines and directives issued by SEBI from time to time.

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

(iii) The disclosures made in this Offer Document are true, fair and adequate to enable the investors to make a well-informed decision regarding investmentsin the proposed Scheme.

(iv) The intermediaries named in this Offer Document are registered with SEBI and till date such registrations are valid.

Place : Mumbai Signed : Sd / -Date : September 12, 2005 Name : Abhaya Joglekar

Designation : Head - Compliance & Risk Management

8



SECTION I

SUMMARY / HIGHLIGHTS OF THE SCHEME

Name of the Scheme ABN AMRO Tax Advantage Plan (ELSS)

Structure Open Ended Equity Linked Tax Saving Scheme with no assured returns.

Lock-in period The investment in the Scheme shall be locked in for a period of 3 years from the date of allotment.

The AMC reserves the right to change the Lock in period prospectively from time to time as may be permitted underthe regulations, notification of the Government for the Equity Linked Tax Savings Scheme.

Options The Scheme offers Growth Option and Dividend Option.The Dividend Option offers Dividend Payout and DividendRe-investment facilities.

Features The investment objective of the Scheme is to generate long-term capital growth from a diversified and actively managedportfolio of equity and equity related securities along with income tax rebate, as may be prevalent from time to time.

However, there can be no assurance that the investment objective of the Scheme will be achieved. The Scheme doesnot guarantee / indicate any returns.

Application Amount A minimum of Rs. 500 per application and in multiples of Re. 500 thereafter. There is no upper limit.

Additional Application Amount Rs. 500 and in multiples of Re. 500 thereafter

Target Amount The Mutual Fund seeks to raise a minimum subscription amount of Rs. 1 Crore during the New Fund Offer Period ofthe Scheme and would retain any excess subscription collected.

New Fund Offer Price Rs. 10 per Unit plus applicable Load.

Duration of New Fund Offer The offer for Subscription of the Units of the Scheme will be open for initial subscription from November 7, 2005 toNovember 30, 2005. The Trustee reserves the right to extend the closing date of the New Fund Offer Period, subjectto the condition that the subscription list shall not be kept open for more than 30 days.

Load Structure There is no Entry or Exit Load during New Fund Offer Period

For Units purchased after the closure of the New Fund Offer Period, Entry and / or Exit Loads and / or any other Loadmay be imposed / modified prospectively as may be decided by the Trustee / AMC from time to time.

Sale of units on a on-going basis The Scheme will offer for Sale of Units on every Business Day on an ongoing basis commencing from not later than 30days from the closure of New Fund Offer Period. Units of the Scheme would be available at Applicable NAV, subject tothe applicable Load, if any, on any Business Day from the ISCs given in the inside back cover of the Offer Document.Theinvestment in the Scheme shall be locked in for a period of 3 years from the date of allotment.

Liquidity The Scheme is open for continuous redemption subject to the completion of a lock-in period of 3 years from the dateof allotment. Accordingly, the Units can be redeemed (i.e. sold back to the Mutual Fund) or Switched out (i.e. toanother scheme of the Mutual Fund or Option(s) offered within the Scheme, if any) every Business Day, at the ApplicableNAV subject to applicable Load, if any, on expiry of lock in period of three years from the date of allotment.

As per the SEBI Regulations, the Mutual Fund shall despatch Redemption proceeds within 10 Business Days from thedate of acceptance of the Redemption request. A penal interest of 15% per annum or such other rate as may beprescribed by SEBI from time to time, will be paid in case the Redemption proceeds are not made within 10 BusinessDays of the date of acceptance of the Redemption request.

However, under normal circumstances, the Mutual Fund will endeavour to despatch the Redemption proceeds within3 Business Days from the date of acceptance of the Redemption request.

Transparency The AMC will disclose the first NAV of the Scheme not later than 30 days from the closure of New Fund Offer Period.Subsequently, the NAV will be disclosed at the close of every Business Day and released to the Press, News Agenciesand the Association of Mutual Funds of India (AMFI) except in case of "Suspension of Sale / Redemption / SwitchingOptions of the Units" described on page 29. NAVs will also be displayed on the website of the AMCwww.assetmanagement.abnamro.co.in.

The AMC will disclose details of the portfolio of the Scheme on a quarterly basis on the website of the AMCwww.assetmanagement.abnamro.co.in. As presently required by the SEBI Regulations, a complete statement ofthe Scheme portfolio would be published by the Mutual Fund as an advertisement in a newspaper within one monthfrom the close of each half year (i.e. March 31 & September 30) or mailed to the Unitholders.

The AMC shall update the NAVs on the website of Association of Mutual Funds in India - AMFI (www.amfiindia.com)

and the website of the AMC www.assetmanagement.abnamro.co.in by 8.00 p.m. everyday. 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 before9.30 a.m. on the following day due to any reason, the Mutual Fund shall issue a press release providing reasons andexplaining when the Mutual Fund would be able to publish the NAVs.

9


CONSTITUTION OF THE MUTUAL FUND

THE MUTUAL FUND

ABN AMRO Mutual Fund has been constituted as a trust in accordancewith the provisions of the Indian Trusts Act, 1882, by the Sponsor, as perthe terms of the Trust Deed dated April 15, 2004. The Trust Deed has beenregistered under the Indian Registration Act, 1908. The Mutual Fund hasbeen registered with SEBI, vide. Registration No. MF/049/04/01 datedMay 27, 2004.

The office of the Mutual Fund is at 101, 10th Floor, Sakhar Bhavan, NarimanPoint, Mumbai 400 021.

The Mutual Fund has been formed with the purpose of pooling capital fromthe public for collective investment in securities / any other property for thepurpose of providing facilities for participation by persons as beneficiaries insuch properties / investments and in the profits / income arising therefrombeyond this contribution.

THE SPONSOR

ABN AMRO Bank N.V. ("ABN AMRO") is the Sponsor for ABN AMRO MutualFund. ABN AMRO has contributed an amount of Rs. 1,00,000 (Rupees OneLakh Only) to the corpus of the Mutual Fund. ABN AMRO is not liable orresponsible for any loss or shortfall resulting from the operations of theSchemes.

The Sponsor holds 75% of the paid-up equity share capital of the AMC.

Given below is a brief summary of ABN AMRO's financials in the last threeyears as on December 31 :

Description 2003 2002 2001

Turnover / Total Income(in millions of Euros) 18,788 18,265 18,814

Profit After Tax (in millions of Euros) 3,159 2,199 3,218

Equity Capital (in millions of Euros) 1,150 1,150 1,150

Free Reserves (in millions of Euros) 9,935 8,086 8,381

Net Worth (in millions of Euros) 12,656 10,665 11,152

Earning Per Share (Euros) 12.36 8.60 12.59

Book Value Per Share (Euros) 49.52 41.73 43.64

Percentage of Dividend Paid 59 % 56 % 58 %

Notes:

(1) The figures for the years 2003 and 2002 is from the Annual Report2003 and figures for the year 2001 is from the Annual Report 2002.

(2) Free Reserves are Other Reserves of the Sponsor and do not includeShare premium account, Revaluation reserves and Other Reservesprescribed by law.

(3) Net-worth means aggregate of Equity Capital and all Reserves of theSponsor.

ABN AMRO is a prominent international bank with history dating back to1824, conducting banking, fund management, insurance and leasingbusiness. ABN AMRO has a global presence with strong regional networksthroughout Europe, the Americas, the Middle East, South East Asia andAustralia.

ABN AMRO holds a position of financial strength and stability & is the whollyowned subsidiary of ABN AMRO Holding NV, which is listed on severalstock-exchanges including the Amsterdam, London and New York StockExchanges.

ABN AMRO's mission is to create maximum economic value for shareholdersthrough a constant relationship focus on the financial services needs of ourchosen client segments and a strict adherence to its financial targets. ABNAMRO's business is organized into global Strategic Business Units ('SBUs'),whereby the objective is to maximise the value of each of these businessesas well as the synergies between them.

THE TRUSTEE

ABN AMRO Trustee (India) Private Limited, a company incorporated underthe Companies Act, 1956, on November 4, 2003, is appointed as the Trusteeto the Mutual Fund vide. the Trust Deed dated April 15, 2004. ABN AMROTrustee (India) Private Limited is a subsidiary of ABN AMRO Bank N.V.

The registered office of the Trustee is situated at 101, 10th Floor, SakharBhavan, Nariman Point, Mumbai 400 021.

TRUSTEE - FEES AND EXPENSES

Pursuant to the Trust Deed constituting the Mutual Fund, the Trustee inaddition to reimbursement of all costs, charges and expenses incurred in or

about the administration and execution of the Mutual Fund, is entitled toreceive a fee computed at a rate specified in the individual Scheme offerdocument, subject to a maximum of Rs. 10,00,000 (Rupees Ten Lakhs) perannum. The Trustee may charge further fees as permitted from time totime under the Trust Deed and the SEBI Regulations.

SUMMARY OF THE SUBSTANTIVE PROVISIONS OF THE TRUSTDEED

The Trust Deed dated April 15, 2004 contains, among others, the followingclauses that may be of material interest to the investor:

u· It shall be the responsibility of the Trustee in carrying out itsresponsibilities to maintain arms' length relationship with othercompanies or institutions or financial intermediaries or any bodycorporate with which the Trustee may be associated.

u· It shall be the duty of the Trustee to take into its custody or under theircontrol all the property of the Schemes of the Mutual Fund and holdthese in trust for the Unitholders. The Trustee shall be accountable forand be the custodian of the funds and property of the Schemes andshall hold the same for the benefit of the Unitholders in accordancewith the SEBI regulations and the provisions of the Trust Deed.

u· It shall be the duty of the Trustee to act in the interest of the Unitholders.

u· It shall be the duty of the Trustee to provide or cause to provideinformation to the Unitholders and SEBI as may be required by SEBIfrom time to time

u The Trustee shall supervise the collection of any income due to bepaid to the Scheme of the Mutual Fund and for claiming any repaymentof tax and holding any income received in trust for the Unitholders inaccordance with the Trust Deed and the SEBI Regulations.

u The Trustee shall not acquire any asset out of the Mutual Fund whichinvolves the assumption of any liability which is unlimited or whichresults in encumbrance of the Mutual Fund in any way.

u· It shall be the duty of the Trustee to take reasonable care to ensurethat the funds under the Schemes floated by and managed by theAMC are in accordance with the Trust Deed and the SEBI Regulations.

u· The Sponsor or the Trustee shall be entitled by one or more Deed/ssupplemental to the Trust Deed to amend, modify, alter or add to theprovisions of the Trust Deed in such manner and to such extent asthey may consider expedient for any purpose, provided that:

(i) no such amendment, modification, alteration or addition shall bemade without the approval of the Unitholders and SEBI;

(ii) no such modification, alteration or addition shall impose upon anyUnitholder any obligation to make any further payment in respectof his Units or to accept any liability in respect thereof.

u· Where the SEBI Regulations provide for seeking the approval of theUnitholders for any purpose, the Trustee may adopt any of the followingprocedures:

(i) Seeking approval by postal ballot or

(ii) Approval of the Unitholders present and voting at a meeting tobe specifically convened by the Trustee for the purpose. For thispurpose, the Trustees shall give 21 days notice to the Unitholdersand the Trustees may lay down guidelines for the actual conductand accomplishment of the voting at the meeting andannouncement of the results.

u· The number of Directors of the Board shall not be less than 4 (or suchother number as specified by SEBI from time to time). Subject to theprovisions of the SEBI Regulations, at least two thirds of the Directorsof the Board shall be independent Directors and shall not be associatedwith the Sponsor or be associated with the Sponsor in any mannerwhatsoever.

u· A Director shall not participate in the meetings of the Trustee or in anydecision making process for any investments in which he may beinterested.

u· It shall be the duty of each Director to furnish to the Trustee, theparticulars of any interest which he may have in any other company orinstitution or financial intermediaries or any corporate body by virtue ofhis position as Director, partner or with which he may be associated inany other capacity.

u· The Board shall meet atleast once every two calendar months andatleast six meetings of the Board shall be held in every year. The quorumfor such meeting shall be 2(two) Directors of the Board or 1/3 Directorswhich ever is higher. The quorum for the meetings of the Board shallalways include the presence of atleast one Independent Director.

10



u· The Trustee shall have power to dismiss the Asset ManagementCompany under specific events only with the approval of SEBI inaccordance with the SEBI Regulations.

u· The Trustee shall appoint a Custodian and enter into a custodianagreement on behalf of the Mutual Fund with the Custodian inaccordance with the SEBI Regulations and shall be responsible for thesupervision of its activities in relation to the Mutual Fund.

RIGHTS, DUTIES AND RESPONSIBILITIES OF THE TRUSTEEUNDER THE SEBI REGULATIONS

Under the SEBI Regulations, the Trustee has, inter-alia, the following rights,duties and responsibilities :

u· The Trustee shall have a right to obtain from the Asset ManagementCompany such information as is considered necessary by the Trustee.

u· The Trustee shall ensure before the launch of any scheme that theAsset Management Company has-

(a) systems in place for its back office, dealing room and accounting;

(b) appointed all key personnel including fund manager(s) for theScheme and submitted their bio-data which shall contain theeducational qualifications, past experience in the securities marketwith the Trustee, within 15 days of their appointment;

(c) appointed auditors to audit its accounts;

(d) appointed a compliance officer who shall be responsible formonitoring the compliance of the Securities and Exchange Boardof India Act, 1992, rules and regulations, notifications, guidelinesinstructions etc issued by SEBI or the Central Government andfor redressal of investors' grievances;

(e) appointed registrars and laid down parameters for theirsupervision;

(f) prepared a compliance manual and designed internal controlmechanisms including internal audit systems;

(g) specified norms for empanelment of brokers and marketingagents.

u· The Trustee shall ensure that -

u° the Asset Management Company has been diligent in empanellingthe brokers, in monitoring securities transactions with brokersand avoiding undue concentration of business with any broker;

u the Asset Management Company has not given any undue orunfair advantage to any associates or dealt with any of theassociates of the Asset Management Company in any mannerdetrimental to interest of the Unitholders;

u° the transactions entered into by the Asset Management Companyare in accordance with the SEBI Regulations and the scheme;

u° the Asset Management Company has been managing the MutualFund schemes independently of other activities and have takenadequate steps to ensure that the interest of investors of onescheme are not being compromised with those of any otherscheme or of other activities of the Asset Management Company;and

u° all the activities of the Asset Management Company are inaccordance with the provisions of the SEBI Regulations.

u· Where the Trustee have reason to believe that the conduct of businessof the Mutual Fund is not in accordance with the SEBI Regulations andthe scheme they shall forthwith take such remedial steps as arenecessary by them and shall immediately inform SEBI of the violationand the action taken by them.

u· The Trustee shall take steps to ensure that the transactions of theMutual Fund are in accordance with the provisions of the Trust Deed.

u· The Trustee shall be responsible for the calculation of any income dueto be paid to the Mutual Fund and also of any income received in theMutual Fund for the holders of the Units of any scheme in accordancewith the SEBI Regulations and the Trust Deed.

u· The Trustee shall obtain the consent of the Unitholders;

u° whenever required to do so by SEBI in the interest of theUnitholders; or

u° whenever required to do so on the requisition made by three-fourths of the Unitholders of any scheme; or

u° when the majority of the Board of Directors of the Trustee decideto wind up or prematurely redeem the Units.

u· The Trustee shall ensure that no change in the fundamental attributesof any scheme or the trust or fees and expenses payable or any otherchange which would modify the scheme and affects the interest ofUnitholders, shall be carried out unless:

u° a written communication about the proposed change is sent toeach Unitholder and an advertisement is given in one English dailynewspaper having nationwide circulation as well as in a newspaperpublished in the language of the region where the Head Office ofthe Mutual Fund is situated; and

u° the Unitholders are given an option to exit at the prevailing NetAsset Value without any exit load.

u· The Trustee shall quarterly review all transactions carried out betweenthe Mutual Fund, Asset Management Company and its associates.

u· The Trustee shall quarterly review the networth of the AssetManagement Company and in case of any shortfall, ensure that theAsset Management Company make up for the shortfall as per clause(f) of sub-regulation (1) of SEBI Regulation 21.

u· The Trustee shall periodically review all service contracts such ascustody arrangements, transfer agency of the securities and satisfyitself that such contracts are executed in the interest of the Unitholders.

u· The Trustee shall ensure that there is no conflict of interest betweenthe manner of deployment of its networth by the Asset ManagementCompany and the interest of the Unitholders.

u· The Trustee shall periodically review the investor complaints receivedand the redressal of the same by the Asset Management Company.

u· The Trustee shall abide by the Code of Conduct as specified in theFifth Schedule to the SEBI Regulations.

u· The Trustee shall exercise due diligence as under;

A. General Due Diligence:

i. The Trustee shall be discerning in the appointment of theDirectors on the Board of the Asset Management Company.

ii. Trustee shall review the desirability of continuance of theAsset Management Company if substantial irregularities areobserved in any of the schemes and shall not allow the AssetManagement Company to float new schemes.

iii. The Trustee shall ensure that the trust property is properlyprotected, held and administered by proper persons and bya proper number of such persons.

iv. The Trustee shall ensure that all service providers are holdingappropriate registrations from SEBI or concerned regulatoryauthority.

v. The Trustees shall arrange for test checks of servicecontracts.

vi. Trustees shall immediately report to SEBI of any specialdevelopments in the Mutual Fund.

B. Specific Due Diligence:

The Trustee shall:

i. obtain internal audit reports at regular intervals fromindependent auditors appointed by the Trustee.

ii. obtain compliance certificates at regular intervals from theAsset Management Company.

iii. hold meeting of Trustee more frequently.

iv. consider the reports of the independent auditor andcompliance reports of Asset Management Company at themeetings of Trustee for appropriate action.

v. maintain records of the decisions of the Trustee at theirmeetings and of the minutes of the meetings.

vi. prescribe and adhere to a code of ethics by the Trustee,Asset Management Company and its personnel.

vii. communicate in writing to the Asset Management Companyof the deficiencies and checking on the rectification ofdeficiencies.

u· The independent Directors of the Trustee or Asset ManagementCompany shall pay specific attention to the following, as may beapplicable, namely:

i. the Investment Management Agreement and the compensationpaid under the agreement.

11


ii. service contracts with affiliates - whether the Asset ManagementCompany has charged higher fees than outside contractors forthe same services.

iii. selection of the Asset Management Company's independentDirectors

iv. securities transactions involving affiliates to the extent suchtransactions are permitted.

v. selecting and nominating individuals to fill independent Directorsvacancies.

vi. code of ethics must be designed to prevent fraudulent, deceptiveor manipulative practices by insiders in connection with personalsecurities transactions.

vii. the reasonableness of fees paid to Sponsor, Asset ManagementCompany and any others for services provided.

viii. principal underwriting contracts and their renewals.

ix. any service contract with the associates of the Asset ManagementCompany.

u· Notwithstanding anything contained in the SEBI Regulations 18 (1) to18 (25), the Trustee shall not be held liable for acts done in good faithif they have exercised adequate due diligence honestly.

The supervisory role of the Trustee will be discharged by reviewing theinformation and the operations of the Mutual Fund based on the periodicreports submitted at the meetings of the Trustee and by reviewing the reportssubmitted by the Internal Auditor. The Trustee will also conduct a detailedreview of annual accounts of the Scheme of the Mutual Fund. Presently theBoard of Directors of Trustee is required to hold a meeting at least once in2 calendar months and at least 6 such meetings are required to be heldevery year. During the financial year 2004-2005 (April to March) the Trusteehad held 6 Board Meetings and during the current financial year the Trusteehas held 3 Board Meetings till the date of this document.

The Board of Directors of the Trustee has constituted an Audit Committee,comprising 3 independent Directors and 1 Associate Director of the Boardof Directors of the Trustee, pursuant to the SEBI circular MFD/CIR/010/024/2000 dated January 17, 2000.

The Trustee may require or give verification of identity or other detailsregarding any subscription or related information from / of the Unitholdersas may be required under any law, which may result in delay in dealing withthe applications, Units, benefits, distribution, etc.

DIRECTORS OF THE TRUSTEE

The Board of Directors of ABN AMRO Trustee (India) Private Limitedcomprises of the following eminent persons:

Pradip Nayak Other Directorships71 Antariksha, K. Gadgil Road, u GlaxoSmithkline PharmaceuticalsPrabhadevi, Mumbai - 400 025 Limited, Non-Executive DirectorRetired Senior ExecutiveDirector - GlaxoSmithKlinePharmaceuticals Limited

Pradyumna Naware Other Directorships801A, Great Eastern Gardens, u Vila Housing Limited, DirectorL.B.S. Road, Kanjurmarg, u The Greatship Singapore Pte. Ltd.,Mumbai - 400 078 Director

u Greatship (India) Limited, DirectorPresident (Corporate) - u Deepwater Services (India) PrivateThe Great Eastern Shipping Limited, DirectorCo. Limited· u P&O Travel India Limited, Director

Shariq Contractor Other DirectorshipsRewa Apartment, 2nd Floor, u Nasmona Farms Private Limited,Flat No. 23, DirectorBhulabhai Desai Road, u Maurin Properties Private Limited,Mumbai 400 026 Director

u Island Properties Private Limited,Principal Partner - Contractor, DirectorNayak & Kishnadwala,Chartered Accountants

Gururajan Sethu Other Directorships10, Sutlej, Plot 21, Sector 14, u UTI Venture Funds ManagementVashi, Navi Mumbai 400 703 Company Limited, Director

u OTCEI Securites Limited, DirectorProfessor, UTI Institute of u UTI Technology Services Limited,Capital Markets Director

Meera Sanyal * Other Directorships31, Hill Park, u ABN AMRO Central EnterprisesAlexander Graham Bell Road, Services Private Limited,Malabar Hill, Mumbai 400 006 Managing Director

u Hill Properties Limited, DirectorManaging Director, ABN AMROCentral Enterprises ServicesPrivate Limited

Brijesh Mehra* Other Directorships171, Maker Tower B, NilCuffe Parade, Mumbai 400 005

Executive DirectorCountry Coverage Head, IndiaWholesale Clients -ABN AMRO Bank N.V.

* Associate Director i.e. Director associated with the Sponsor.

THE ASSET MANAGEMENT COMPANY

ABN AMRO Asset Management (India) Limited is a company incorporatedunder the Companies Act, 1956, on November 4, 2003, having its registeredoffice at 101, 10th Floor, Sakhar Bhavan, Nariman Point, Mumbai 400 021.ABN AMRO Asset Management (India) Limited is appointed as theInvestment Manager to the Mutual Fund vide the Investment ManagementAgreement dated April 15, 2004. Out of the paid-up equity share capital ofthe AMC of Rs. 30.36 crores, 75% is held by ABN AMRO Bank N.V., 24.99%is held by Mr. J R Desai and the balance by resident individual shareholders.Mr. Desai is the Chairman of Tropicana Enterprises (P) Limited, a companywhich is into distributing & marketing of a range of electronic products. Thedetails of ABN AMRO Bank N.V., Sponsor is given on page 9.

SEBI approved the AMC to act as the Asset Management Company of theMutual Fund vide its letter No IMD/YK/11091/2004 dated May 28, 2004.

The AMC will manage the Scheme of the Mutual Fund as mentioned in thisOffer Document, in accordance with the provisions of the InvestmentManagement Agreement, the Trust Deed, the SEBI Regulations and theobjectives of the Scheme.

SEBI vide its letter no. IMD/SB/42486/2005 dated June 13, 2005 grantedno-objection to the AMC for providing research and non-binding advisoryservices to ABN AMRO Asset Management (Asia) Limited - Hongkong, fortheir offshore India Equity Fund. The offshore India Equity Fund is a Sub-Fund of ABN AMRO Funds. ABN AMRO Funds is registered pursuant toPart I of the Luxembourg Law of 30 March 1988 on Undertakings forCollective Investment and qualifies as an Undertaking for CollectiveInvestment in Transferable Securities under the Council Directive EC/85/611for the marketing of its Shares in the Member States of the European Union.SEBI vide its letter no. IMD/FII/43187/2005 dated June 22, 2005 grantedregistration to the offshore India Equity Fund, as a sub-account of ABNAMRO Investment Funds S.A. (IN-LU-FA-0477-97), under SEBI (ForeignInstitutional Investors) Regulations, 1995. The AMC w.e.f August 1, 2005renders research and non-binding advisory services to ABN AMRO AssetManagement (Asia) Limited - Hongkong, for their offshore India Equity Fundand in rendering the said services, there is no conflict of interest with theactivities of the Mutual Fund.

In accordance with the SEBI Regulations, an asset management company,subject to certain conditions, is also permitted to undertake activities in thenature of portfolio management services, management and advisory servicesto offshore funds, pension funds, provident funds, venture capital funds,management of insurance funds, financial consultancy and exchange ofresearch on commercial basis and such other activities as may be permittedby SEBI from time to time. The AMC may undertake any or all of theseactivities after satisfying itself that there is no potential conflict of interest.

ASSET MANAGEMENT FEES

As per the Investment Management Agreement and the SEBI Regulations,the AMC is entitled to an Investment Management and Advisory fee at therate of 1.25% per annum of the daily average net assets outstanding ineach accounting year for the Scheme, as long as the net assets do notexceed Rs. 100 crore and 1.00% of the excess amount over Rs. 100 crore,where net assets so calculated exceed Rs. 100 crore. For any Schemelaunched on a no load basis, the AMC is entitled to collect an additionalmanagement fee not exceeding 1% of the daily average net assetsoutstanding in each financial year. However such additional managementfees shall only be chargeable till the actual initial expenses borne by theAMC, limited to the maximum extent of 6% of the initial mobilisation, arerecovered.

Provided further, the AMC may charge such other Investment Managementand Advisory Fee as SEBI may prescribe / permit from time to time.

12



DUTIES AND RESPONSIBILITIES OF THE ASSET MANAGEMENTCOMPANY

The Duties and Responsibilities of the AMC shall be consistent with theSEBI Regulations and the Investment Management Agreement. The AMCshall discharge such duties and responsibilities as provided for under theSEBI Regulations and the Investment Management Agreement. The AMCshall, in the course of managing the affairs of the Mutual Fund, inter alia:

u· Be responsible for formulating and floating one or more Schemes forthe Mutual Fund after approval of the same by SEBI, the Trustee andmanaging the funds mobilised under various Schemes, in accordancewith the provisions of the Trust Deed, investment guidelines if any laiddown by the Trustee from time to time, the SEBI Regulations, theOffer Document of the Scheme, the investment objectives of eachScheme and the IMA. Further the AMC shall exercise due diligenceand care in managing and / or taking all its investment decisions withrespect to the funds mobilised under various Schemes as would beexercised by other persons engaged in the same business.

u· Take all reasonable steps and exercise due diligence to ensure that theinvestment of funds pertaining to any scheme is not contrary to theprovisions of the SEBI Regulations and the Trust Deed

u· Provide or cause to be provided to the Trustee, reports on itsperformance of duties, as the Trustee may reasonably require, fromtime to time.

u· Ensure that adequate instructions are issued to and duly complied withby the custodian, stock brokers, agents (including registrars and sharetransfer agents) for discharging its duties under the SEBI Regulationsand / or the IMA.

u· Provide information to SEBI and the Unitholders as required under theSEBI Regulations or as otherwise required by SEBI.

u· Submit quarterly reports on March 31, June 30, September 30 andDecember 31 on the functioning of the Schemes of the Mutual Fundto the Trustee or at such intervals as may be required by the Trustee orSEBI.

u· Maintain arms' length relationship with other companies, or institutionsor financial intermediaries or any body corporate with which it may beassociated.

u· Not appoint any person as key personnel who has been found guilty ofany economic offence or involved in violation of securities laws.

u· Be responsible for the acts of commissions or omissions by itsemployees or the persons whose services have been procured by theAMC.

u· While utilising any services of or entering into any type of transactionswith the Sponsor or any of the Sponsor's and / or the AMC's associates,employees or their relatives, ensure that the same are permitted underthe SEBI Regulations or by SEBI. If utilisation of such services or

entering into such transactions are permitted, then the AMC shallensure that the same are carried out in accordance with the mannerprovided under the SEBI Regulations or by SEBI and shall report onthe same to the Trustee and / or SEBI where necessary or requiredunder the SEBI Regulations.

u· Ensure that it does not give any undue or unfair advantage to anyassociates or deals with any of the associates of the AMC in any mannerdetrimental to the interest of the Unitholders.

u· Notwithstanding anything contained in any contract or agreement ortermination, the AMC or its Directors or other officers shall not beabsolved of liability to the Mutual Fund for their acts of commission oromissions, while holding such position or office.

u· Keep or cause to be kept on behalf of the Mutual Fund at the AMC'shead office, and at such other places as may be required under anylaw or by the Trustee, such books, records and statements expressedin such currencies as may be necessary to give a proper and completerecord of all transactions carried out by the AMC for or on behalf of theMutual Fund and such other books, records and statements as maybe required by any law or the Trustee and shall permit the employees,authorised agents and auditors of the Trustee, to inspect such books,records, and statements at all reasonable times and on request of theTrustee, furnish true copies thereof.

u· Not take up any activity that is in contravention of the SEBI Regulations.

u· Not acquire any of the assets out of the scheme property which involvesthe assumption of any liability which is unlimited or which may resultin encumbrance of the scheme property in any way.

u· Abide by the Code of Conduct as specified in the Fifth Schedule to theSEBI Regulations.

u· At all time act in the best interest of the Mutual Fund.

u· The AMC shall -

u° not act as a Trustee of any mutual fund;

u° not undertake any other business activities except activities inthe nature of portfolio management services, management andadvisory services to offshore funds, pension funds, providentfunds, venture capital funds, management of insurance funds,financial consultancy and exchange of research on commercialbasis if any of such activities are not in conflict with the activitiesof the Mutual Fund.

Provided that the AMC may itself or through its subsidiaries undertakesuch activities if it satisfies SEBI that the key personnel of the AMC,the systems, back office, bank and securities accounts are segregatedactivity wise and there exist systems to prohibit access to insideinformation of various activities.

Provided further that the AMC shall meet capital adequacyrequirements, if any, separately for each such activity and obtainseparate approval, if necessary under the relevant regulations.

DIRECTORS OF THE AMC

The Board of Directors of the ABN AMRO Asset Management (India) Limited comprises of the following eminent persons :

Romesh Sobti* Other Directorships119, Samudra Mahal, Dr. Annie Besant Road, u ABN AMRO Securities (India) Private Limited, DirectorWorli, Mumbai - 400 018 u ABN AMRO Asia Equities (India) Limited, Director

u ABN AMRO Central Enterprise Services Private Limited, ChairmanExecutive Vice President & Country Representative - Indiaand Head Strategic Value Businesses Asia & Middle-East,ABN AMRO Bank N.V.

Franciscus KUSSE* Other DirectorshipsA. Fokkerlaan 14, 2171 RA Sassenheim, u ABN AMRO Asset Management (Asia) Limited, DirectorThe Netherlands u ABN AMRO Asset Management (Australia) Limited, Director

u PT ABN AMRO Manajemen Investasi, CommissionerGlobal Head of Retail, u ABN AMRO Asset Management (Japan) Limited, DirectorABN AMRO Asset Management, Amsterdam u ABN AMRO Asset Management (Singapore) Limited, Director

u ABN AMRO Asset Management (Taiwan) Limited, Directoru ABN AMRO Investment Funds Asia, Directoru The Formosa Growth Fund Limited, Director

Arne LINDMAN * Other Directorships37/F Cheung Kong Center u Alfred Berg Advisory Co. S.A., Director2 Queen's Road Central, Hong Kong

Chief Executive Officer, Asia Pacific

Rajan Ray Other DirectorshipsLCG 104B, The Laburnum, Sushant Lok, NilSector 28, Gurgaon (Haryana) - 122 002

Retired Regional Head India, Corporate & Institutional Bank,Standard Chartered Bank, Mumbai, India

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Arun Nanda Other Directorships3, St Helen's Court, G. Deshmukh Marg, Mumbai - 400 026 u Mahindra & Mahindra Limited, Executive Director

u Mahindra Construction Company Limited, ChairmanExecutive Director, Mahindra & Mahindra Limited u PSL Erickson Limited, Chairman

u Mahindra Holidays & Resorts (India) Limited, Chairmanu Mahindra Intertrade Limited, Directoru Mahindra Acres Consulting Engineers Limited, Chairmanu Mahindra Holdings & Finance Limited, Directoru Mahindra World City Developers Limited, Director·u Owens Corning (India) Limited, Directoru Mahindra GESCO Developers Limited, Vice Chairmanu Mahindra Infrastructure Developers Limited, Chairmanu Mahindra (China) Tractor Company Limited, Directoru Mahindra World City (Jaipur) Limitedu Indo - French Chamber of Commerce & Industry, Presidentu The Council of EU Chamber of Commerce in India, President

Ninad Karpe Other Directorships801, Jaywant Apartments, 63 Tardeo Raod, Mumbai - 400 034 u CA Computer Associates India Private Limited, Managing Director

u Savita Chemicals Limited, DirectorManaging Director, India & SAARC Computer Associates u CA Satyam ASP Private Limited, Director

* Associate Directors i.e. Directors associated with the Sponsor.

Mr. Nikhil Johri, Executive Director, has been seconded by ABN AMRO Bank N.V. to the AMC to look after the AMC's overall business strategy. He in thisrole is responsible for providing guidance to the business and to assist the AMC in implementing ABN AMRO's global best practices in the Indian environment.Mr. Johri is not a member of the Board of the AMC.

KEY PERSONNEL OF THE AMC AND RELEVANT EXPERIENCE

Name, Age & Designation Educational Qualification Previous Experience Period

Rakesh Vengayil u B.Sc. u Vice President, Head of Business Management December 2001 - September 2004

Head – Asset Management u Post Graduate Diploma in – South Asia, Custody & Clearing Advisory

Operations Systems Management – ABN AMRO Bank N.V., Mumbai, India

Age : 34 years u Asst. Vice President, Head of Operations, April 1998 - November 2001

Custody & Fund Accounting - ABN AMRO

Bank N.V., Mumbai, India

u Analyst, Settlements Operations – October 1996 - March 1998

Morgan Stanley Trust Company, Mumbai, India

u Head - Corporate Action - HDFC Bank Ltd., January 1995 - October 1996

Mumbai, India

u Executive - Settlements - Southern India August 1994 - December 1994

Depository India (Pvt.) Ltd., Mumbai, India

Mihir M. Vora u Post Graduate Diploma in u Fund Manager with Prudential ICICI Asset November 2000 - January 2004

Head – Equities Management from Indian Management Co. Limited

Age : 36 years Institute of Management, u Fund Manager & Dealer of SBI Funds May 1994 to November 2000

Lucknow Management Limited

· u B.E. (Mechanical)

Mahendra Jajoo u ACA from Institute of u Head - Primary Dealership - ABN AMRO March 1999 to December 2004

Head – Fixed Income Chartered Accountants Securities (India) Pvt. Ltd.

Age : 37 years of India u Assistant Vice-President - ICICI Bank Ltd. December 1997 to February 1999

u Completed Level III of CFA u Senior Manager - Peregrine Fixed Income Ltd. March 1997 to November 1997

programme with CFA Institute u Manager - Lodha Capital Markets Ltd. January 1995 to February 1997

(Formerly AIMR) of U.S.A. u Manager - ICICI Securities Ltd. February 1994 to December 1994

u ACS from Institute of

Company Secretaries of India

R. Sivakumar u Post Graduate Diploma in u Fund Manager - Sundaram Asset Management January 2001 - March 2004

Fund Manager – Management from Indian Company Limited

Fixed Income Institute of Management, u Research Analyst - Zurich Asset Management December 1999 - December 2000

Age : 30 years Ahmedabad Company (India) Private Limited

u B. Tech. (IIT Madras) u Investment Analyst - ITC Threadneedle Asset June 1998 - December 1999

Management Company Limited

Prateek Agrawal u B.E. u Vice President & Group Head (Research) - May 1994 - April 2004

Fund Manager – Equities u PGDM SBI Capital Markets Limited

Age : 34 years

Alok Singh u PGDBA u Manager - Fixed Income, UTI Bank August 2000 - January 2005

Manager – Fixed Income u CFA

Age : 29 years

Amit Nigam u PGDBM u Chief Manager - SBI Funds Management April 2001 - April 2005

Manager - Equities* u B.E. Pvt. Ltd.

Age : 30 years u Asst. Manager - Reliance Industries Limited July 1996 - June 1999

Rupali Shah u B.Com u Equity Dealer - IL&FS Asset September 2003 - April 2004

Dealer – Equities Management Co. Ltd.

Age : 33 years u Equity Dealer - GIC Asset Management Co. Ltd. November 1995 - September 2003

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Rana Vikram u Master of Management u Head Personal Banking Segment, January 2004 - July 2005Head – Distribution Studies, Consumer Banking, India, ABN AMRO Bank,& Marketing Specialisation : New DelhiAge : 38 years Marketing - JBIMS, u Regional Head Consumer Banking, August 2000 - December 2003

Mumbai University Eastern region and Chief Manager, East,ABN AMRO Bank, Kolkata

u Head, Financial Control and Business Metrics November 1999 - July 2000Consumer Banking, India, ABN AMRO Bank,Delhi

u Head Consumer Banking, Chennai, February 1999 - October 1999ABN AMRO Bank, Chennai

u Manager, Strategic Projects, Personal Banking, September 1997 - January 1999ANZ Grindlays Bank, Chennai

u Branch Manager, Bandra Branch November 1994 - August 1997(Sept. '96-Aug. '97) and Branch Manager,Vile Parle Branch (Nov. '94-Aug. '96),ANZ Grindlays Bank, Mumbai

K. M. Suneej u ACA from Institute of u Assistant Vice President - (Operations) - January 2003 to November 2003Head - Fund Accounting Chartered Accountants SBI Funds Management (P) Ltd.& Settlement of India. u Manager - Fund Accounting, Alliance Capital June 2000 to December 2002Age : 32 years u Grad CWA Asset Management (I) Pvt. Ltd.

u Executive, IDBI Investment Management March 1999 to May 2000Company Ltd.

Abhaya Joglekar u B.Com. u A.V.P. Compliance & Asst. Company Secretary April 2000 till August 11, 2005Head - Compliance & u ACS from Institute of – Prudential ICICI Asset ManagementRisk Management Company Secretaries Company Ltd.Age: 36 years of India u Company Secretary - IL&FS Asset Management April 1999 to April 2000

u Bachelor of Law (LL.B.) Company Limitedu Manager - Secretarial & Compliance - November 1998 to March 1999

Infrastructure Leasing & Financial Services Ltd.u Assistant Company Secretary - January 1995 to October 1998

Stock Holding Corporation of India Limited

Mitesh Haria u ACS from Institute of u Compliance Department - HSBC Asset January 2002 to November 2002Company Secretary Company Secretaries of India. Management (India) Private LimitedAge : 30 years u Masters in Business Laws u Secretarial Department - HSBC Securities October 2000 to January 2002

from National Law School and Capital Markets (India) Private Limitedof India University.

u Bachelor of Law (LL.B.)u Master of Law (LL.M.) -

1st Year (Subject -International Law)

* Mr. Amit Nigam is performing the role of Research Analyst for Equities.Presently the AMC has one dedicated equity research analyst and a total of seven employees in the investment management department.Presently all the key personnel are based at the registered office of the AMC.

Name, Age & Designation Educational Qualification Previous Experience Period

FUND MANAGERThe Fund Manager for the Scheme is Mr. Prateek Agrawal. For experienceand qualification of the Fund Manager, please see the table of Key Personnelabove.

INVESTOR RELATIONS OFFICERMr. K. M. Suneej,Head - Fund Accounting & SettlementsABN AMRO Asset Management (India) Limited101, 10th Floor, Sakhar Bhavan, Nariman Point, Mumbai 400 021

STATUTORY AUDITORS FOR THE MUTUAL FUND

M/s S. R. Batliboi & Co.6th Floor, Express Tower, Nariman Point, Mumbai 400 021

CUSTODIANDeutsche Bank A G, has been appointed as Custodian for the Scheme.The Custodian has been registered with SEBI under registration no.: IN/CUS/03. The Trustee and the AMC have entered into a Custodian Agreementwith the Custodian and the salient features of the said Agreement includeobligations of the Custodian to :

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

(b) Collect and receive any income and other payments and distributionmade by the issuer of securities.

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

(d) Maintain confidentiality of the transactions.

(e) Be responsible for the loss or damage to the assets belonging to theScheme due to negligence on its part or on the part of its approvedagents.

(f) Segregate assets of each Scheme.

(g) The Custodian shall not assign, transfer or lend the property held by iton behalf of the Mutual Fund except with the prior written permissionof the AMC.

The Custodian will be entitled to remuneration for its services in accordancewith the terms of the Custodian Agreement. The Trustee has the right tochange the Custodian.

REGISTRAR AND TRANSFER AGENT

Computer Age Management Services (P) Limited, A&B, Lakshmi Bhawan,609, Anna Salai, Chennai - 600 006 (CAMS) has been appointed as Registrarand Transfer Agent for the Scheme. The Registrar and Transfer Agent isregistered with SEBI under registration number INR000002813. As Registrarand Transfer Agent to the Scheme, CAMS will handle all back officetransaction processing activities. The AMC and the Trustee have satisfiedthemselves that the Registrar and Transfer Agent has adequate capacity todischarge responsibilities with regard to processing of applications anddespatching Unit certificates to Unitholders within the time limit prescribedin the SEBI Regulations and also has sufficient capacity to handle investorcomplaints.

The Registrar and Transfer Agent will be entitled to remuneration for itsservices in accordance with the terms of the Registrar and Transfer AgentAgreement(s).

FUND ACCOUNTANTDeutsche Bank A G, Mumbai has been appointed as the Fund Accountantfor the Scheme. The Fund Accountant provides fund accounting, NAVcalculation and other related services. The Fund Accountant is entitled toremuneration for its services in accordance with the terms of the FundAccounting Agreement. The AMC have the right to change the FundAccountant, if necessary. The Fund Accountant is also presently acting asthe Custodian to the Scheme of the Mutual Fund.

COLLECTING BANKERS

The Collecting Bankers to the New Fund Offer are

– ABN AMRO Bank N.V (SEBI Registration No. INBI00000034)

– IDBI Bank Limited (SEBI Registration No. INBI00000076).

– HDFC Bank Limited (SEBI Registration No. INBI00000063).

Application for the New Fund Offer / Continuous Offer will be accepted atthe Collection centres / ISCs as may be designated by the AMC from timeto time. The AMC may from time to time appoint such other banks registeredwith SEBI as collecting bankers.

15


INVESTMENT OBJECTIVE & POLICY

TYPE OF SCHEME

An Open-Ended Equity Linked Tax Savings Scheme with no assured returns.The investment in the Scheme shall be locked in for a period of 3 yearsfrom the date of allotment.

The Scheme is launched as an Equity Linked Tax Savings Scheme as perthe Notifications dated 28/12/1992 and 22/12/1998 issued by the Departmentof Economic Affairs, Ministry of Finance Government of India or such otherscheme as the Central Government may, by notification in the OfficialGazette, specify under section 80C of the Income Tax Act, 1961.

As per the Finance Act, 2005, subscription to the extent of Rs. 100,000 inABN AMRO Tax Advantage Plan (ELSS) by Individuals and HUFs should beeligible for deduction under section 80C of the Income tax Act, 1961. TheNotification is still awaited. Investors are requested to consult their tax advisorin this regard.

The AMC reserves the right to change the Lock in period prospectivelyfrom time to time as may be permitted under the regulations, notification ofthe Government for the Equity Linked Savings Scheme.

The Scheme offers Growth Option and Dividend Option. The Dividend Optionoffers Dividend Payout and Dividend Re-investment facilities.

INVESTMENT OBJECTIVE

The investment objective of the Scheme is to generate long-term capitalgrowth from a diversified and actively managed portfolio of equity and equityrelated securities along with income tax rebate, as may be prevalent fromtime to time.

However, there can be no assurance that the investment objective of theScheme will be achieved. The Scheme does not guarantee / indicate anyreturns.

INVESTMENT PATTERN

The corpus of the Scheme will be invested primarily in equity and equityrelated securities. The Scheme may invest its corpus in debt and moneymarket instruments, to manage its liquidity requirements. For further detailsplease refer “Investment Approach & Risk Control” on page 16.

The asset allocation under the Scheme will be as follows:

Type of security Normal Minimum Maximum Risk

Allocation Allocation Allocation Profile

(% of Corpus) (% of Corpus) (% of Corpus)

Equities and Equity 95 80 100 HighRelated Securities ofcompanies #

Debt Instruments* 5 0 20 Lowand Money Marketinstruments (includingmoney at call)

# including investments in foreign equity and equity related securities,ADR / GDR upto 20% of the corpus, exposure in equity derivatives forhedging and portfolio balancing upto 50% of the corpus. Exposure inderivatives will be subject to the specified limits as per the SEBI circulardated September 14, 2005 as amended from time to time.

* Debt instruments may include securitised debt upto 20% of the netassets, exposure in debt derivatives for hedging and portfolio balancingupto 20% of the corpus

The AMC retains the option to alter the asset allocation depending on liquidityconsiderations or on account of high levels of subscriptions or redemptionsrelative to the fund size, or upon considerations that optimise returns of theScheme through investment opportunities or upon various defensiveconsiderations including market conditions, market opportunities, applicableregulations and political and economic factors. The percentage of thescheme's corpus invested in equities and equity related securities maydecrease subject to a minimum of 80% and in the event of the same fallingbelow 80%, a review and portfolio rebalancing will be carried out within areasonable time period by the AMC. In addition, as part of the investmentprocess, the Investment Committee of the AMC will conduct a periodicreview of the asset allocation and may suggest rebalancing of the portfolio.

The AMC may review the above investment pattern based on its views onthe equity markets and liquidity or liability needs. Investors may note thatsecurities which offer higher potential return will usually display highervolatility. Thus the investment portfolio of the Scheme would reflectmoderate to high volatility in its equity and equity related investments andlow to moderate volatility in its debt and money market investments.

Pending deployment of funds of the Scheme in securities in terms of theinvestment objective of the Scheme, the AMC may invest the funds of theScheme in short term deposits of scheduled commercial banks.

INVESTMENT STRATEGY

The aim of the Scheme is to provide long-term capital growth from adiversified and actively managed portfolio of equity and equity relatedsecurities.

The Scheme may invest in unlisted and / or privately placed and / or unrateddebt securities subject to the limits indicated under "Investment Restrictionsfor the Scheme.

As per the asset allocation pattern indicated, for investment in debt securitiesand money market instruments, the Scheme may invest a part of the portfolioin various debt securities issued by corporates and / or State and CentralGovernment. Such Government securities may include securities which aresupported by the ability to borrow from the treasury or supported only by asovereign guarantee or of the State Government or supported byGovernment of India / State Government in some other way.

CHANGE IN INVESTMENT PATTERN

Subject to the SEBI Regulations, the asset allocation pattern indicated abovemay change from time to time, depending on liquidity considerations or onaccount of high levels of subscriptions or redemptions relative to fund size,or upon considerations that optimise returns of the Scheme throughinvestment opportunities or upon various defensive considerations includingmarket conditions, market opportunities, applicable regulations and politicaland economic factors. It must be clearly understood that the percentagesstated above are only indicative and not absolute. These proportions mayvary substantially depending upon the perception of the AMC, the intentionbeing at all times to seek to protect the interests of the Unitholders. Suchchanges in the investment pattern will be for short term and only fordefensive considerations.

TERMS OF THE SCHEME

(a) Liquidity

(i) Redemption of Units

The Scheme is open for continuous redemption subject to the completionof a lock-in period of 3 years from the date of allotment. Accordingly, theUnits can be redeemed (i.e. sold back to the Mutual Fund) on or Switchedout (i.e. to another scheme of the Mutual Fund or Option(s) offered withinthe Scheme, if any) every Business Day, at the Applicable NAV subject toapplicable Load, if any, on expiry of lock in period of three years from thedate of allotment.

The AMC / Trustees reserves the right to change the Lock in periodprospectively from time to time as may be permitted under the regulations,notification of the Government for the Equity Linked Savings Scheme.

In case an investor has purchased Units on more than one Business Day(either under the New Fund Offer Period or through subsequent purchases)the Units purchased first (i.e. those Units which have been held for thelongest period of time), will be deemed to have been redeemed first i.e. ona First-in-First-Out basis.

It may, however, be noted that in the event of death of the Unitholder, thenominee/legal heir (as the case may be), subject to production of requisitedocumentary evidence, will be able to redeem the investment only afterthe completion of one year or anytime thereafter, from the date of allotmentof Units to the deceased Unitholder.

(ii) Redemption Price

The Redemption / Switch out will be at NAV based prices subject to anLoad, if any. Please refer to "Redemption Price" on page 27 and "Loadstructure" on page 30.

(iii) Payment of Redemption Proceeds

As per the SEBI Regulations, the Mutual Fund shall despatch Redemptionproceeds within 10 Business Days from the date of acceptance of theRedemption request. However, under normal circumstances, the MutualFund will endeavor to despatch the Redemption proceeds within 3 BusinessDays from the date of acceptance of the Redemption request.

Please refer to "Right to Limit / Withhold Redemptions" on page 28 and"Suspension of Sale / Redemption / Switching Option(s) of the Units" onpage 29.

(b) ListingBeing Open-Ended Scheme under which Sale and Redemption of Units willbe made on continuous basis by the Mutual Fund, the Units of the Schemeare not proposed to be listed on any stock exchange. However, the AMC /Trustee may at their sole discretion list the Units under any of the Schemeon one or more stock exchanges at a later date.

SECTION II

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(c) Fees and Expenses

(i) Initial Issue Expenses

Under the SEBI Regulations, the Mutual Fund is entitled to charge initialissue expenses upto a maximum of 6% of the initial resources raised underthe Scheme. The AMC will charge to the Scheme a maximum of 6% of theinitial resources raised under the Scheme. The details of the initial issueexpenses of the Scheme have been stated under section titled "Initial IssueExpenses" on page 30.

(ii) Annual Scheme Recurring Expenses

The details of recurring expenses of the Scheme, on an annual basis, havebeen stated under section titled "Annual Scheme Recurring Expenses" onpage 31.

As per the SEBI Regulations, the maximum recurring expenses (excludinginitial issue expenses) including the investment management and advisoryfee that can be charged to the Scheme shall be subject to a percentagelimit of average daily net assets as in the table below:

First Next Next Over

Rs. 100 Crores Rs. 300 Crores Rs. 300 Crores Rs. 700 Crores

2.50% 2.25% 2.00% 1.75%

Subject to the SEBI Regulations and this Offer Document, expenses overand above the prescribed ceiling shall be borne by the AMC.

(iii) Load

The Mutual Fund shall ensure that the Redemption Price is not lower than93% of the NAV and the Sale Price is not higher than 107% of the NAV,provided that the difference between the Redemption Price and Sale Priceof the Unit shall not exceed the permissible limit of 7% of the Sale Price, asprovided for under the SEBI Regulations.

For Units purchased during the New Fund Offer Period and after the closureof the New Fund Offer Period, please refer to the section titled "LoadStructure & Recurring Expenses" on page 30 for further details. The Trustee /AMC has a right to impose or modify the Load structure with prospectiveeffect and to introduce an Entry and / or Exit Load and / or any other Load ora combination thereof, subject to the maximum limits as prescribed underthe SEBI Regulations.

CHANGES IN FUNDAMENTAL ATTRIBUTES

Subject to Regulation 18(15A), the Trustee shall ensure that no change inthe fundamental attributes of the Scheme or the trust or fees and expensespayable or any other change which would modify the Scheme and affectthe interest of Unitholders, shall be carried out unless:

u· a written communication about the proposed change is sent to eachUnitholder and an advertisement is given in one English daily newspaperhaving nation-wide circulation as well as in a newspaper published inthe language of the region where the Head Office of the Mutual Fundis situated; and

u· the Unitholders are given an option to exit at the prevailing Net AssetValue without any Exit Load.

Explanation: "Fundamental Attributes" referred above shall be as referredin SEBI Circular dated February 4, 1998 read with SEBI Regulations.

BENCHMARK INDEX

The Benchmark Index for the Scheme is BSE 200.

Performance comparisons for the Scheme will be made vis-à-vis theBenchmark. However, the Scheme's performance may not be strictlycomparable with the performance of the Benchmark, due to the inherentdifferences in the construction of the portfolios. The Trustee / AMC reservesthe right to change the benchmark for evaluation of performance of theScheme from time to time in conformity with the investment objectivesand appropriateness of the Benchmarks subject to the SEBI Regulations,and other prevailing guidelines, if any.

INVESTMENT APPROACH & RISK CONTROL

The investment process will follow a fundamental-driven investmentphilosophy, with adequate importance to valuation and qualitative factors.A top-down approach will be used to identify sectors and companies withinthose sectors that will form the core portfolio. A portion of the portfolio willalso constitute specific investment ideas that offer good fundamental valueusing a bottom-up approach. All companies selected will be analysed takinginto account the business fundamentals, the company's financial strength,industry structure, management quality and earnings sensitivity to economicfactors.

Risk mitigation of stock specific risk will be done by investing in companiesonly after adequate research and as per the norms approved by theInvestment Committee of the Asset Management Company. Risk will also

be reduced through adequate portfolio diversification across multiple sectors /industries.

As per the asset allocation pattern indicated, for investment in debt securitiesand money market instruments, the Fund may invest a part of the portfolioin various debt securities / instruments issued by corporates and/or stateand central government. Government securities may include securities whichare supported by the ability to borrow from the treasury or supported onlyby the sovereign guarantee or of the state government or supported byGOI / state government in some other way. Investment in debt instrumentsshall generally have a low risk profile and those in money market instrumentsshall have an even lower risk profile. The maturity profile of debt instrumentswill be selected in accordance with the AMC's view regarding current marketconditions, interest rate outlook and the stability of ratings.

Investment in debt securities will usually be in instruments that have beenassessed as "high investment grade" by at least one credit rating agencyauthorised to carry out such activity under the applicable regulations. TheScheme may also invest in unlisted and / or privately placed and / or unrateddebt securities subject to the limits indicated under "Investment Restrictionsfor the Scheme" on page 18 of this Offer Document, from issuers of reputeand sound financial standing. All the investments in unrated debt securitiesshall be made with the prior approval of Trustee and Board of the AMC or aCommittee constituted / authorised in this behalf.

Subject to SEBI Regulations and other prevailing laws as applicable, thecorpus of the Scheme can be invested in any (but not exclusively) of thefollowing securities:

u· Equity and equity related securities including convertible bonds anddebentures and warrants carrying the right to obtain equity shares.

u· ADRs / GDRs issued by the Indian companies, foreign securities,subject to the guidelines issued by the Reserve Bank of India andSecurities and Exchange Board of India.

u· Stock and index derivative instruments as permitted by SEBI.

u· Debt instruments (in the form of non-convertible debentures, bonds,secured premium notes, zero interest bonds, deep discount bonds,floating rate bond / notes, securitised debt, pass through certificates,asset backed securities, mortgage backed securities and any otherdomestic fixed income securities including structured obligations etc.)include, but are not limited to:

1. Debt obligations of the Government of India, State and localGovernments, Government Agencies and statutory bodies (whichmay or may not carry a State / Central Government guarantee),

2. Securities that have been guaranteed by Government of Indiaand State Governments,

3. Securities issued by Corporate Entities (Public / Private sectorundertakings),

4. Securities issued by Public / Private sector banks and developmentfinancial institutions

u Money market instruments include

1. Commercial papers

2. Commercial bills

3. Treasury bills

4. Government securities having an unexpired maturity, upto oneyear

5. Call or notice money

6. Repo / Reverse Repo agreements

7. Certificate of deposit

8. Usance bills

9. Permitted securities under a repo / reverse repo agreement

10. Any other like instruments as may be permitted by SEBI / suchother regulatory authority from time to time

The securities mentioned above and such other securities that the Schemeare permitted to invest in, could be listed / unlisted, privately placed, secured /unsecured, rated / unrated of any maturity. The securities may be acquiredthrough Initial Public Offerings (IPOs), other public offers, secondary marketoperations, private placements, rights offers (including renunciation) ornegotiated deals.

Investments in the Scheme of Mutual Funds

The Scheme may invest in another scheme managed by the AMC or in theschemes of any other mutual funds, provided it is in conformity with the

17


investment objectives of the Scheme and in terms of the prevailing theSEBI Regulations. As per the SEBI Regulations, no investment managementfees will be charged for such investments and the aggregate inter schemeinvestment made by all schemes in the schemes of the Mutual Fund or inthe schemes under the management of any other asset managementcompany shall not exceed 5% of the net asset value of the Mutual Fund.

Overseas Financial Markets

The Scheme may also invest in suitable investment avenues in overseasfinancial markets for the purpose of diversification, commensurate with theScheme objectives and subject to necessary stipulations by SEBI. Towardsthis end, the Mutual Fund may also appoint overseas investment advisorsand other service providers.

TRADING IN DERIVATIVES

The Scheme may also use various derivative and hedging products fromtime to time, as would be available and permitted by SEBI, in an attempt toprotect the value of the portfolio and enhance Unitholders' interest.

SEBI vide its circular no. MFD/CIR/011/061/2000 dated 1st February, 2000has permitted all mutual funds to participate in derivatives trading subjectto observance of guidelines issued by SEBI in this behalf. Pursuant to this,mutual funds may use various derivative and hedging products from time totime, as would be available and permitted by SEBI, in an attempt to protectthe value of the portfolio and enhance Unitholders' interest. Accordingly,the Scheme may use derivative instruments like futures & options stockindices, future & options on individual securities or such other derivativeinstruments as may be introduced from time to time as permitted underthe SEBI Regulations and guidelines.

The Scheme of the Mutual Fund shall, under normal circumstances, nothave exposure of more than 50% of its net assets in derivative instrumentsor such other limits prescribed by SEBI from time to time.

The following information provides a basic idea as to the nature of thederivative instruments proposed to be used by the Fund and the benefitsand risks attached therewith. Please note that the examples have beengiven for illustration purposes only.

Index Futures

Benefits

Investment in stock index futures can give exposure to the index withoutdirectly buying the individual stocks. Appreciation in index stocks can beeffectively captured through investment in Stock Index Futures. The Fundcan sell futures to hedge against market movements effectively withoutactually selling the stocks it holds. The stock index futures are instrumentsdesigned to give exposure to the equity market indices. The Stock Exchange,Mumbai and the National Stock Exchange have started trading in indexfutures of 1, 2 and 3-month maturities. The pricing of an index future is thefunction of the underlying index and interest rates.

Illustration

Spot Index: 1790

1 month Nifty Future Price on day 1: 1800. Fund buys 100 lots. Each lot hasa nominal value equivalent to 200 Units of the underlying index.

Situation 1:

Let us say that on the date of settlement, the future price = closing spotprice = 1810

Profits for the Fund = (1810 -1800)* 100 lots * 200 = Rs 200,000

Situation 2

Let us say that on the date of settlement, the future price = Closing spotprice = 1795

Loss for the Fund = (1795-1800)* 100 lots * 200 = (Rs 100,000)

The net impact for the Fund will be in terms of the difference between theclosing price of the index and cost price (ignoring margins for the sake ofsimplicity). Thus, it is clear from the example that the profit or loss for theFund will be the difference of the closing price (which can be higher orlower than the purchase price) and the purchase price. The risks associatedwith index futures are similar to the one with equity investments. Additionalrisks could be on account of illiquidity and hence mispricing of the future atthe time of purchase.

Buying Options

Benefits of buying a call option

Buying a call option on a stock or index gives the owner the right, but notthe obligation, to buy the underlying stock / index at the designated strikeprice. Here the downside risks are limited to the premium paid to purchasethe option.

Illustration

If the Fund buys a 1 month call option on Reliance at a strike price of Rs.500, the current market price being say Rs.505. The Fund will have to pay apremium of say Rs. 25 to buy this call. If the stock price goes below Rs. 500during the tenure of the call, the Fund avoids the loss it would have incurredhad it straightaway bought the stock instead of the call option. The Fundgives up the premium of Rs. 25 that has to be paid in order to protect theFund from this probable downside. If the stock goes above Rs. 500, it canexercise its right and own Reliance at a cost price of Rs. 500, therebyparticipating in the upside of the stock.

Benefits of buying a put option

Buying a put option on a stock originally held by the buyer gives him / herright, but not the obligation, to sell the underlying stock at the designatedstrike price. Here the downside risks are limited to the premium paid topurchase the option.

Illustration

If the Fund owns Reliance and also buys a three-month put option on Relianceat a strike of Rs. 500, the current market price being say Rs.505. The Fundwill have to pay a premium of say Rs. 35 to buy this put. If the stock pricegoes below Rs. 500 during the tenure of the put, the Fund can still exercisethe put and sell the stock at Rs. 500, avoiding therefore any downside onthe stock below Rs. 500. The Fund gives up the fixed premium of Rs. 35that has to be paid in order to protect the Fund from this probable downside.If the stock goes above Rs. 500, say to Rs. 515, it will not exercise itsoption. The Fund will participate in the upside of the stock, since it can nowsell the stock at the prevailing market price of Rs. 515.

Writing Options

Benefits of writing an option with underlying stock holding (Covered callwriting)

Covered call writing is a strategy where a writer (say the Fund) will hold aparticular stock, and sell in the market a call option on the stock. Here thebuyer of the call option has the right to buy this stock from the writer (theFund) at a particular price which is fixed by the contract (the strike price).The writer receives a premium for selling a call, but if the call option isexercised, he has to sell the underlying stock at the strike price. This isadvantageous if the strike price is the level at which the writer wants to exithis holding / book profits. The writer effectively gains a fixed premium inexchange for the probable opportunity loss that comes from giving up anyupside if the stock goes up beyond the strike price.

Illustration

Let us take for example Maruti Udyog Ltd. where the Fund holds stock, thecurrent market price assuming being Rs. 500. The Fund Manager holds theview that the stock should be sold when it reaches Rs. 530. Currently the 1month 530 calls can be sold at say Rs.25. Selling this call gives the callowner the right to buy from the Fund, Maruti Udyog Ltd. at Rs. 530. Nowthe Fund by buying / holding the stock and selling the call is effectivelyagreeing to sell Maruti Udyog Ltd. at Rs. 530 when it crosses this price. Sothe Fund is giving up any possible upside beyond Rs. 530. However, thereturns for the Fund are higher than what it would have got if it just held thestock and decided to sell it at Rs. 530. This is because the Fund by writingthe covered call gets an additional Rs. 25 per share of Maruti Udyog Ltd., Incase the price is below Rs. 530 during the tenure of the call, then it will notbe exercised and the Fund will continue to hold the shares. Even in thiscase the returns are higher than those if the Fund had just held the stockwaiting to sell it at Rs. 530.

Benefits of writing put options with adequate cash holding

Writing put options with adequate cash holdings is a strategy where thewriter (say, the Fund) will have an amount of cash and will sell put optionson a stock. This will give the buyer of this put option the right to sell stock tothe writer (the Fund) at a pre-designated price (the strike price). This strategygives the put writer a premium, but if the put is exercised, he has to buy theunderlying stock at the designated strike price. In this case the writer willhave to accept any downside if the stock goes below the exercise price.The writer effectively gains a fixed premium in exchange for giving up theopportunity to buy the stock at levels below the strike price. This isadvantageous if the strike price is the level at which the writer wants to buythe stock.

Illustration

Let us take for example, that the Fund wants to buy Maruti Udyog Ltd. atRs. 480, the current price being Rs. 500. Currently the three-month putscan be sold at say Rs. 55. Writing this put gives the put owner the right tosell to the Fund, Maruti Udyog Ltd. at Rs. 480. Now the Fund by holdingcash and selling the put is agreeing to buy Maruti Udyog Ltd. at Rs. 480when it goes below this price. The Fund will take on itself any downside ifthe price goes below Rs. 480. But the returns for the Fund are higher than

18



what it would have got if it just waited till the price reached this level andbought the stock at Rs. 480, as per its original view. This is because theFund by writing the put gets an additional Rs. 55 per share of Maruti UdyogLtd. In case the price stays above Rs. 480 during the tenure of the put, thenit will not be exercised and the Fund will continue to hold cash. Even in thiscase the returns are higher than if the Fund had just held cash waiting tobuy Maruti Udyog Ltd. at Rs. 480.

Risk factors

As and when the Scheme trades in the derivatives market there are riskfactors and issues concerning the use of derivatives that investors shouldunderstand. Derivative products are specialised instruments that requireinvestment techniques and risk analyses different from those associatedwith stocks and bonds. The use of a derivative requires an understandingnot only of the underlying instrument but also of the derivative itself.Derivatives require the maintenance of adequate controls to monitor thetransactions entered into, the ability to assess the risk that a derivative addsto the portfolio. Other risks in using derivatives include the risk of mispricingor improper valuation of derivatives, failure of counter party to comply withthe terms of the derivative contract and the inability of derivatives to correlateperfectly with underlying assets, rates and indices. Thus, derivatives arehighly leveraged instruments. Even a small price movement in the underlyingsecurity could have a large impact on their value. Also, the market forderivative instruments is nascent in India.

Valuation of Derivative Products

u· The traded derivatives shall be valued at market price in conformitywith the stipulations of sub clauses (i) to (v) of clause 1 of the EighthSchedule to the Securities and Exchange Board of India (Mutual Funds)Regulations, 1996, as amended from time to time.

u· The valuation of untraded derivatives shall be done in accordance withthe valuation method for untraded investments prescribed in subclauses (i) and (ii) of clause 2 of the Eighth Schedule to the Securitiesand Exchange Board of India (Mutual Funds) Regulations, 1996 asamended from time to time.

POLICY ON OFFSHORE INVESTMENTS BY THE SCHEME

The Scheme may, with the approval of SEBI invest in ADRs / GDRs issuedby Indian companies, equities of listed overseas companies which have ashareholding of atleast 10% in an Indian Company listed on a recognisedStock Exchange in India (as on January 31, of the year of investment) andsuch other foreign securities permitted by SEBI.

The Mutual Fund may invest in foreign securities upto 10% of its net assetsas on January 31 of each relevant year, subject to a limit of a minimum ofUS$ 5 million and a maximum of US $ 50 million or such other limit prescribedby SEBI.

Subject to the approval of the RBI / SEBI and conditions as may be prescribedby them, the Mutual Fund may open one or more foreign currency accountsabroad either directly, or through the custodian / sub-custodian, to facilitateinvestments and to enter into / deal in forward currency contracts, currencyfutures, index options, index futures, interest rate futures / swaps, currencyoptions for the purpose of hedging the risks of assets of a portfolio or for itsefficient management.

Risk factors associated with investing in Foreign Securities

Currency Risk :

Moving from Indian Rupee (INR) to any other currency entails currency risk.To the extent that the assets of the Scheme will be invested in securitiesdenominated in foreign currencies, the Indian Rupee equivalent of the netassets, distributions and income may be adversely affected by changes inthe value of certain foreign currencies relative to the Indian Rupee.

Exposure Limits :

The Scheme, subject to the asset allocation pattern, will under normalcircumstances limit its exposure to investment in ADRs / GDRs / Equities oflisted overseas companies upto a maximum of 25% of its net assets. Suchinvestments would be subject to the overall limit specified by the SEBIfrom time to time. However, the AMC with a view to protecting the interestof the investors may increase or decrease this exposure as deemed fit fromtime to time subject to the regulatory limit.

The Mutual Fund may, where necessary will appoint intermediaries as sub-managers, sub-custodians, etc. for managing and administering suchinvestments. The appointment of such intermediaries shall be in accordancewith the applicable requirements of SEBI and within the permissible ceilingsof expenses.

INVESTMENT DECISIONS

The Board of Directors of the AMC has constituted an Investment Committeeof the AMC. This Committee will clearly lay down the various policies and

processes covering Investments for the Scheme in light of the SEBIRegulations and will oversee implementation of the investment process.The Fund Manager will continuously monitor all investment decisions andits impact on the performance of the Scheme and carry out suitableadjustment at periodic intervals. The Investment Committee will periodicallyreview the performance of the Scheme and general market outlook. TheInvestment Committee will report into the Board of Directors of the AMC.Periodic presentations will be made to the Board of Directors of the AMCand Trustee Company to review the performance of the Scheme againstthe Benchmark chosen for the Scheme.

The Fund Manager shall ensure that the funds of the Scheme are investedto achieve the investment objectives of the Scheme and in the interest ofthe Unitholders. All investment decisions shall be recorded

PORTFOLIO TURNOVER

The Scheme is an Open-Ended Scheme. It is expected that there would bea number of Subscriptions and Redemptions on a daily basis. Consequently,it is difficult to estimate with any reasonable measure of accuracy, the likelyturnover in the portfolio.

Pursuant to the SEBI Regulations the cost of investments acquired orpurchased shall include brokerage, stamp charges and any charge customarilyincluded in the broker's bought note.

INVESTMENT RESTRICTIONS

Pursuant to the SEBI Regulations, the following investment restrictions areapplicable to the Scheme:

u· A Scheme of the Mutual Fund shall not invest more than 10 percent ofits NAV in equity shares or equity related instruments of any companyand in listed securities / units of Venture Capital Funds. Provided thatthe limit of 10% shall not be applicable for investments in case ofindex fund or sector / industry specific scheme.

u· A Scheme shall not invest more than 5% of its NAV in the unlistedequity shares or equity related instruments and in unlisted securities /units of Venture Capital Funds.

u· A Scheme shall not invest more that 15% of its NAV in debt instruments[irrespective of residual maturity period (above or below one year)],issued by a single issuer which are rated not below investment gradeby a credit rating agency authorised to carry out such activity underthe SEBI Act. Such investment limit may be extended to 20% of theNAV of the Scheme with the prior approval of the Trustee and theBoard of the AMC.

Provided that such limit shall not be applicable for investments inGovernment Securities and money market instruments.

Provided further that investment within such limit can be made inmortgaged backed securitised debt which are rated not belowinvestment grade by a credit rating agency registered with SEBI.

u· A Scheme shall not invest more than 10% of its NAV in unrated debtinstruments [irrespective of residual maturity period (above or belowone year)], issued by a single issuer and the total investment in suchinstruments shall not exceed 25% of the NAV of the Scheme. All suchinvestments shall be made with the prior approval of the Trustee andthe Board of the AMC or a Committee constituted in this behalf.

u· The above investment limits are applicable to all debt securities whichare issued by public bodies / institutions such as electricity boards,municipal corporations, state transport corporations, etc., guaranteedby either the state or central government.

u· The Mutual Fund under all its Scheme shall not own more than tenpercent of any Company's paid up capital carrying voting rights.

u· Transfer of investments from one Scheme to another Scheme in thesame Mutual Fund, shall be allowed only if:-

u° such transfers are done at the prevailing market price for quotedSecurities on spot basis

Explanation : spot basis shall have the same meaning as specifiedby Stock Exchange for spot transactions

u° the Securities so transferred shall be in conformity with theinvestment objective of the Scheme to which such transfer hasbeen made.

u A Scheme may invest in another scheme under the same assetmanagement company or any other mutual fund without charging anyfees, provided that aggregate inter-scheme investment made by allschemes under the same asset management company or in schemesunder the management of any other asset management shall notexceed 5% of the net asset value of the Mutual Fund. Provided thatthis clause shall not apply to any Fund of Fund schemes.

19


u· If any company invests more than 5 percent of the NAV of the Schemethen investment made by any other scheme of the Mutual Fund inthat company or its subsidiaries will be disclosed in accordance withthe SEBI Regulations.

u· The initial issue expenses in respect of any Scheme may not exceed6% of the funds raised under that Scheme.

u· The Mutual Fund will buy and sell securities on the basis of deliveriesand will in all cases of purchase, take delivery of relative securities andin all cases of sale, deliver the securities and shall in no case put itselfin a position whereby it has to make short sales or carry forwardtransactions or engage in badla finance (carry forward).

Provided that the Mutual Fund shall enter into derivative transactionsin a recognised stock exchange for the purpose of hedging and portfoliobalancing, in accordance with the guidelines issued by SEBI.

u· The Mutual Fund shall get the securities purchased or transferred inthe name of the Mutual Fund on account of the concerned Scheme,wherever the investments are intended to be of a long term nature.

u· Pending deployment of funds of the Scheme in securities in terms ofthe investment objective of the Scheme, the Mutual Fund can investthe funds of the Scheme in short term deposits of scheduledcommercial banks.

u A Scheme shall not make any investments in:

° u any unlisted security of an associate or group company of theSponsor; or

u° any security issued by way of private placement by an associateor group company of the Sponsor; or

u° the listed securities of group companies of the Sponsor which isin excess of 25% of the net assets.

u· The Scheme shall not make any investment in any fund of fundsscheme.

u· No loans for any purpose shall be advanced by the Scheme.

u· The Mutual Fund may lend securities in accordance with the stock-lending scheme of SEBI.

All Investment Restrictions shall be applicable at the time of makinginvestment.

Apart from the Investment Restrictions prescribed under the SEBIRegulations, internal risk parameters for limiting exposure to a particularscrip or sector may be prescribed from time to time to respond to the dynamicmarket conditions and market opportunities. The AMC/Trustee may alterthe above Investment Restrictions from time to time to the extent thatchanges in the SEBI Regulations may allow and as deemed fit in the generalinterest of the Unitholders.

COMPUTATION OF NET ASSET VALUE

The Mutual Fund will value its investments according to the valuation norms,as specified in Schedule VIII of the SEBI Regulations, or such norms as maybe specified by SEBI from time to time.

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

Market or Fair Value of the Scheme's Investments +Current Assets - Current Liabilities and Provisions

NAV per Unit (Rs.) =

No. of Units outstanding under the Scheme

The AMC will calculate and disclose the first NAV of the Scheme not laterthan 30 days from the closure of New Fund Offer Period. Subsequently, theNAV of the Scheme will be disclosed at the close of every Business Day.

Separate NAVs will be calculated and announced for each of the Optionsunder the Scheme. The NAVs will be rounded off upto 3 decimal places andthe Units will be allotted upto 3 decimal places.

VALUATION OF THE SCHEME'S ASSETS ANDDETERMINATION OF NET ASSET VALUE (NAV)

The NAV of the Units of the Scheme will be computed by dividing the netassets of the Scheme by the number of Units outstanding on the valuationdate. The Mutual Fund will value its investments according to the valuationnorms, as specified in the Schedule VIII of the SEBI Regulations, or suchnorms as may be prescribed by SEBI from time to time. The broad valuationnorms pertaining to the Scheme are detailed below :

1. Traded Securities

u· Traded securities are valued at the last quoted closing price on theNational Stock Exchange of India Limited (NSEIL).

u· When the Securities are traded on more than one recognised stockexchange, the Securities shall be valued at the last quoted closingprice on the stock exchange where the security is principally traded.The AMC will select the appropriate stock exchange, but the reasonsfor the selection would be recorded in writing. All scrips may be valuedat the prices quoted on the stock exchange where a majority in valueof the investments are principally traded. Once a Stock Exchange hasbeen selected for valuation of a particular security, reasons for changeof the exchange shall be recorded in writing by the AMC.

u· When on a particular valuation day, a security has not been traded onthe principal stock exchange, the value at which it is traded on anotherstock exchange will be used.

u· When a security (other than debt securities) is not traded on any stockexchange on a particular valuation day, the value at which it was tradedon the principal stock exchange, as the case may be, on the earliestprevious day is used provided such date is not more then 30 days priorto valuation date.

u· When a debt security (other than Government securities) is not tradedon any stock exchange on a particular valuation day, the value at whichit was traded on the principal stock exchange or any other stockexchange, as the case may be, on the earliest previous day may beused, provided such date is not more than 15 days prior to valuationdate.

u· When a debt security (other than Government Securities) is purchasedby way of private placement, the value at which it was bought may beused for a period of 15 days beginning from the date of purchase.

2. Thinly Traded Securities

Thinly Traded Equity / Equity related securities

u· When trading in an Equity / Equity related securities in a month is bothless than Rs 5 lakhs and the total volume is less than 50,000 shares, itshall be considered as a thinly traded security and valued accordingly.Further it is clarified that in order to determine whether a security isthinly traded or not, the volumes traded in all recognised stockexchanges in India may be taken into account.

u· Non-Traded / Thinly Traded Equity Securities will be fair valued as perprocedures determined by the AMC and approved by Trustee of theMutual Fund, in accordance with the SEBI Regulations and relatedcirculars.

u· In case trading in an equity security is suspended upto 30 days, thenthe traded price would be considered for valuation of that security. Ifan equity security is suspended for more than 30 days, then the AMC /Trustees will decided the valuation norms to be followed and suchnorms would be documented and recorded.

Thinly Traded Debt Securities

A debt security (other than Government Securities) is considered as athinly traded security if on the valuation date, there are no individualtrades in that security in marketable lots (presently Rs 5 crore) on theprincipal stock exchange or any other stock exchange. Further it isclarified that in order to determine whether a security is thinly tradedor not, the volumes traded in all recognised stock exchanges in Indiamay be taken into account.

· A thinly traded debt security as defined above would be valued as pernorms set for non-traded debt security.

3. Non-Traded Securities

Equity Securities

u· When a security (other than debt securities) is not traded on any stockexchange for a period of 30 days prior to the valuation date, the scripwill be treated as a non-traded security.

Debt Securities

u· When a debt security (other than Government Securities) is not tradedon any stock exchange for a period of 15 days prior to the valuationdate the scrip would be treaded as a non-traded security.

Valuation of Non-traded / thinly traded Securities

Non-traded / thinly traded securities shall be valued "in good faith" by theAMC on the basis of valuation principles laid down below :

Non-traded / Thinly traded equity securities

a. Based on the latest available Balance Sheet, net worth shall becalculated as follows :

b. Net Worth per share = [share capital + reserves (excluding revaluationreserves) - Misc. expenditure and Debit Balance in P&L A/c] Dividedby No. of Paid up Shares.

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c. Average capitalisation rate (P/E ratio) for the industry based upon eitherBSE or NSE data (which should be followed consistently and changes,if any noted with proper justification thereof) shall be taken anddiscounted by 75% i.e. only 25% of the Industry average P/E shall betaken as capitalisation rate (P/E ratio). Earnings per share of the latestaudited annual accounts will be considered for this purpose.

d. The value as per the net worth value per share and the capital earningvalue calculated as above shall be averaged and further discounted by10% for ill-liquidity so as to arrive at the fair value per share.

e. In case the EPS is negative, EPS value for that year shall be taken aszero for arriving at capitalised earning.

f. In case where the latest balance sheet of the company is not availablewithin nine months from the close of the year, unless the accountingyear is changed, the shares of such companies shall be valued at zero.

g. In case an individual security accounts for more than 5% of the totalassets of the scheme, an independent valuer shall be appointed forthe valuation of the said security. To determine if a security accountsfor more than 5% of the total assets of the scheme, it should be valuedby the procedure above and proportion which it bears to the total netassets of the scheme to which it belongs would be compared on thedate of valuation

Non-Traded / Thinly Traded Debt Securities of Upto 182 Days to Maturity:

Non-Traded / Thinly Traded Debt Securities / Asset Backed Securitiespurchased with residual maturity of upto 182 days are valued at cost(including accrued interest till the beginning of the day) plus the differencebetween the redemption value (inclusive of interest) and cost spreaduniformly over the remaining maturity period of the instrument. Non Traded /Thinly Traded Debt securities/ asset backed securities purchased withmaturity greater than 182 days at the time of purchase, the last valuationprice plus accrued interest is used instead of purchase cost.

Non-Traded / Thinly Traded Debt Securities of over 182 days to Maturity

For the purpose of valuation, all Non Traded / Thinly Traded Debt Securitieswould be classified into "Investment grade" and "Non Investment grade"securities based on their credit ratings. The non-investment grade securitieswould further be classified as "Performing" and "Non-Performing" assets.

u· All Non Government investment grade debt securities, classified asnot traded, shall be valued on yield to maturity basis as described below.

u· All Non Government non investment grade performing debt securitieswould be valued at a discount of 25% to the face value

u· All Non Government non investment grade non performing debtsecurities would be valued based on the provisioning norms.

The approach in valuation of non traded debt securities is based on theconcept of using spreads over the benchmark rate to arrive at the yields forpricing the non traded security.

The Yields for pricing the non traded debt security would be arrived at byusing the process prescribed in the SEBI Guidelines for valuation of securities,from time to time.

4. Government Securities

Government Securities are valued at the prices released by CRISIL, whichis currently the only approved agency suggested by Association of MutualFunds in India (AMFI).

5. Derivative Products

u The traded derivative shall be valued at market price in conformitywith the stipulations of sub clause (i) to (v) of clause 1 of the EighthSchedule to the SEBI Regulations.

u· The valuation of untraded derivatives shall be done in accordance withthe valuation method for untraded investments prescribed in subclauses (i) and (ii) of clause 2 of the Eighth Schedule to the SEBIRegulations.

6. Valuation of Securities with Put / Call options

The option embedded securities would be valued as follows:

(i) Securities with call option :

(a) The securities with call option shall be valued at the lowerof the value as obtained by valuing the security to finalmaturity and valuing the security to call option.

(b) In case there are multiple call options, the lowest valueobtained by valuing to the various call dates and valuing tothe maturity date is to be taken as the value of theinstrument.

(ii) Securities with Put option

(a) The securities with put option shall be valued at the higherof the value as obtained by valuing the security to finalmaturity and valuing the security to put option

(b) In case there are multiple put options, the highest valueobtained by valuing to the various put dates and valuing tothe maturity date is to be taken as the value of theinstruments.

(iii) Securities with both Put and Call option on the same day

The securities with both Put and Call option on the same daywould be deemed to mature on the Put/Call day and would bevalued accordingly.

Others

u· While investments in call money, bills purchased under rediscountingscheme and short term deposits with banks shall be valued at costplus accrual; other money market instruments shall be valued at theyield at which they are currently traded. For this purpose, non-tradedinstruments, that is instruments not traded for a period of 7 days, willbe valued at cost plus interest accrued till the beginning of the dayplus the difference between the redemption value and the cost spreaduniformly over the remaining maturity period of the instruments;

u· Where instruments have been bought on 'repo' basis, the instrumentwould be valued at the resale price after deduction of applicable interestupto date of resale. Where an instrument has been sold on a 'repo'basis, adjustment would be made for the difference between theRedemption price (after deduction of applicable interest upto date ofRedemption) and the value of the instrument. If the Redemption priceexceeds the value, the depreciation will be provided for and if theRedemption price is lower than the value, credit will be taken for theappreciation.

u· In respect of convertible debentures and bonds, the non-convertibleand convertible components shall be valued separately. The non-convertible component would be valued on the same basis as wouldbe applicable to a debt instrument. The convertible component wouldbe valued on the same basis as would be applicable to an equityinstrument. If, after conversion, the resultant equity instrument wouldbe traded pari passu with an existing instrument which is traded, thevalue of the latter instrument can be adopted after an appropriatediscount for the non-tradability of the instrument during the periodpreceding the conversion. While valuing such instruments, the factwhether the conversion is optional would also be factored in.

u· In respect of warrants to subscribe for shares, attached to instruments,the warrants would be valued at the value of the share which wouldbe obtained on exercise of the warrant as reduced by the amountwhich would be payable on exercise of the warrant. A discount similarto the discount to be determined in respect of convertible debentureswould be deducted to account for the period which must elapse beforethe warrant can be exercised.

u· Until they are traded, the value of the "rights" shares would be calculatedas :

Vr = n/m x (Pex - Pof)

where

Vr = Value of rights

n = no. of rights offered

m = no. of original shares held

Pex = Ex-Rights price

Pof = Rights Offer price

Where the rights are not treated pari-passu with the existing shares,suitable adjustments would be made to the value of rights. Where it isdecided not to subscribe for the rights but to renounce them andrenunciations are being traded, the rights would be valued at therenunciation value.

u Valuation Norms for Unlisted securities

Investments in Unlisted securities shall be valued "in good faith" on thebasis of the valuation principles laid down below till such time these arelisted on a Stock Exchange.

(a) Based on the latest available audited balance sheet, net worth shall becalculated as lower of (i) and (ii) below:

i. Net worth per share = [share capital plus free reserves (excluding

21


revaluation reserves) minus Miscellaneous expenditure not writtenoff or deferred revenue expenditure, intangible assets andaccumulated losses] divided by Number of Paid up Shares.

ii. After taking into account the outstanding warrants and options,Net worth per share shall again be calculated and shall be = [sharecapital plus consideration on exercise of Option / Warrantsreceived / receivable by the Company plus free reserves(excludingrevaluation reserves) minus Miscellaneous expenditure not writtenoff or deferred revenue expenditure, intangible assets andaccumulated losses] divided by {Number of Paid up Shares plusNumber of Shares that would be obtained on conversion / exerciseof Outstanding Warrants and Options}

The lower of (i) and (ii) above shall be used for calculation of networth per share and for further calculation in (c) below.

(b) Average capitalisation rate (P/E ratio) for the industry based upon eitherBSE or NSE data (which should be followed consistently and changes,if any, noted with proper justification thereof) shall be taken anddiscounted by 75% i.e. only 25% of the Industry average P/E shall betaken as capitalisation rate (P/E ratio). Earnings per share of the latestaudited annual accounts will be considered for this purpose.

(c) The value as per the net worth value per share and the capital earningvalue calculated as above shall be averaged and further discounted by15% for illiquidity so as to arrive at the fair value per share.

The above methodology for valuation shall be subject to the followingconditions:

i. All calculations as aforesaid shall be based on audited accounts.

ii. In case where the latest balance sheet of the company is not availablewithin nine months from the close of the year, unless the accountingyear is changed, the shares of such companies shall be valued at zero.

iii. If the net worth of the company is negative, the share would be markeddown to zero.

iv. In case the EPS is negative, EPS value for that year shall be taken aszero for arriving at capitalised earning.

v. In case an individual security accounts for more than 5% of the totalassets of the scheme, an independent valuer shall be appointed forthe valuation of the said security. To determine if a security accountsfor more than 5% of the total assets of the scheme, it should be valuedin accordance with the procedure as mentioned above on the date ofvaluation.

At the discretion of the AMC and with the approval of the trustees, anunlisted equity share may be valued at a price lower than the value derivedusing the aforesaid methodology.

The above methodology will not be applicable for investment made in theinitial public offers of the companies (IPOs) or firm allotment in public issueswhere all the regulatory requirements and formalities pertaining to publicissues have been complied with by the companies and where the MutualFund is required to pay just before the date of public issue.

u Illiquid Securities :

(a) Aggregate value of "illiquid securities" of the scheme, which are definedas non-traded, thinly traded and unlisted equity shares, shall not exceed15% of the total assets of the scheme and any illiquid securities heldabove 15% of the total assets shall be assigned zero value.

(b) All funds shall disclose as on March 31 and September 30 the scheme-wise total illiquid securities in value and percentage of the net assetswhile making disclosures of half yearly portfolios to the Unitholders. Inthe list of investments, an asterisk mark shall also be given against allsuch investments which are recognised as illiquid securities.

(c) Mutual Funds shall not be allowed to transfer illiquid securities amongtheir schemes w.e.f. October 1, 2000.

u Valuation in respect of Non Performing Assets

Valuation in respect of Non Performing Assets (Debt Securities) will be donein accordance with "SEBI guidelines for identification and provisioning forNPAs" issued vide circular dated 18th September, 2000 bearingreference no. MFD/CIR/8/92/2000 as modified by SEBI circulars both dated28th March, 2001 bearing reference no. MFD/CIR/13/087/2001 as well asMFD/CIR/14/088/2001 and will form a part of this valuation policy.

All expenses and incomes accrued upto the valuation date shall be consideredfor computation of net asset value. For this purpose, major expenses likemanagement fees and other periodic expenses would be accrued on a dayto day basis. The other minor expenses and income will be accrued on a

periodic basis, provided the non-accrual does not affect the NAV calculationsby more than 1%.

Any changes in securities and in the number of Units will be recorded in thebooks not later than the first valuation date following the date of transaction.If this is not possible given the frequency of the Net Asset Value disclosure,the recording may be delayed upto a period of 7 days following the date ofthe transaction, provided that as a result of the non-recording, the Net AssetValue calculations shall not be affected by more than 1%.

In case the Net Asset Value of a Scheme differs by more than 1%, due tonon - recording of the transactions, the investors or Scheme as the casemay be, shall be paid the difference in amount as follows:-

(i) If the investors are allotted Units at a price higher than Net Asset Valueor are given a price lower than Net Asset Value at the time of sale oftheir Units, they shall be paid the difference in amount by the Scheme.

(ii) If the investors are charged lower Net Asset Value at the time ofpurchase of their Units or are given higher Net Asset Value at the timeof sale of their Units, the AMC shall pay the difference in amount tothe Scheme. The AMC may recover the difference from the investors.

The valuation guidelines as outlined above are as per the SEBI Regulationsand are subject to change from time to time in conformity with changesmade by SEBI.

ACCOUNTING POLICIES & STANDARDS

In accordance with Regulation 50 read with the Ninth Schedule to the SEBIRegulations, the Scheme shall follow the accounting policies and standardsstated below:

u All investments will be marked to market and will be carried in thebalance sheet at market value. However, since the unrealised gainarising out of appreciation on investments cannot be distributed,provision will be made for exclusion of this item when arriving atdistributable income.

u Dividend income earned by a scheme should be recognised, not onthe date the dividend is declared, but on the date the share is quotedon an ex-dividend basis. For investments which are not quoted on thestock exchange, dividend income must be recognised on the date ofdeclaration.

u· In respect of all interest-bearing investments, income will be accruedon a day to day basis as it is earned. Therefore when such investmentsare purchased, interest paid for the period from the last interest duedate upto the date of purchase shall not be treated as a cost of purchasebut shall be debited to Interest Recoverable Account. Similarly, interestreceived at the time of sale for the period from the last interest duedate upto the date of sale shall not be treated as an addition to salevalue but shall be credited to Interest Recoverable Account.

u In determining the holding cost of investments and the gains or losson sale of investments, the "average cost" method shall be followed.

u Bonus shares to which the scheme becomes entitled should berecognised only when the original shares on which the bonusentitlement accrues are traded on the stock exchange on an ex-bonusbasis. Similarly, rights entitlements should be recognised only whenthe original shares on which the right entitlement accrues are tradedon the stock exchange on an ex-rights basis.

u Transactions for purchase or sale of investments would be recognisedas of the trade date and not as of the settlement date, so that theeffect of all Investments traded during a financial year are recordedand reflected in the financial statements for that year. When investmenttransactions take place outside the stock market, for example,acquisitions through private placement or purchases or sales throughprivate treaty, the transaction would be recorded, in the event of apurchase, as of the date on which the Scheme obtains an enforceableobligation to pay the price or, in the event of a sale, when the Schemeobtains an enforceable right to collect the proceeds of sale or anenforceable obligation to deliver the instruments sold.

u· An 'asset' shall be classified as non performing, if the interest and / orprincipal amount have not been received or remained outstanding forone quarter from the day such income / instalment has fallen due.After the expiry of the 1st quarter from the date the income has fallendue, there will be no further interest accrual on the asset. In short,from the beginning of the 2nd calendar quarter there will be no furtheraccrual on income.

u· Where income receivable on investments has accrued but has notbeen received for the period specified in the guidelines issued by SEBI,provision shall be made by debiting to the revenue account, the incomeso accrued in the manner specified by the guidelines issued by SEBI.

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u When Units are sold, the difference between the Sale price and theface value of the Unit, if positive shall be credited to reserves and ifnegative will be debited to reserves, the face value being credited toCapital Account. Similarly, When Units are Redeemed, the differencebetween the repurchase price and face value of the Unit, if positive,shall be debited to reserves, and, if negative, shall be credited toreserves, the face value being debited to the Capital account.

u When Units are sold, an appropriate part of the Sale proceeds shall becredited to an Equalisation Account and when Units are Redeemed,an appropriate amount would be debited to Equalisation Account. Thenet balance on this account shall be credited or debited to the RevenueAccount. The balance on the Equalisation Account debited or creditedto the Revenue Account shall not decrease or increase the net incomeof the Mutual Fund but is only an adjustment to the distributable surplus.It shall therefore, be reflected in the Revenue Account only after thenet income of the Mutual Fund is determined.

u The cost of investments acquired or purchased would include,brokerage, stamp charges and any charge customarily included in thebroker's bought note. In respect of privately placed debt instrumentsany front-end discount offered shall be reduced from the cost of theinvestment.

u· Underwriting commission shall be recognised as revenue only whenthere is no devolvement on the Scheme. Where there is devolvementon the Scheme, the full underwriting commission received and notmerely the portion applicable to the devolvement shall be reduced fromthe cost of the investment.

The accounting polices and standards outlined above are as per the existingSEBI Regulations and are subject to changes to be in compliance to reflectthe changes in the SEBI Regulations. All other policies and standards asspecified therein, as well as any additions / modifications thereto as may bespecified by SEBI from time to time shall be adhered to while preparing thebooks of accounts and financial statements of the Mutual Fund.

UNCLAIMED REDEMPTION / DIVIDEND AMOUNT

As per circular no MFD/CIR/9/120/2000, dated November 24, 2000 issuedby SEBI, the unclaimed redemption and dividend amounts shall be deployedby the Mutual Fund in call money market or money market instrumentsonly and the investors who claim these amounts during a period of threeyears from the due date shall be paid at the prevailing Net Asset Value.After a period of three years, this amount will be transferred to a pool accountand the investors can claim the amount at NAV prevailing at the end of thethird year. The income earned on such funds will be used for the purpose ofinvestor education. The AMC will make a continuous effort to remind theinvestors through letters to take their unclaimed amounts. Further, theinvestment management fee charged by the AMC for managing unclaimedamounts shall not exceed 50 basis points.

INVESTMENT BY THE AMC IN THE SCHEME

The AMC may invest in the Scheme in the New Fund Offer Period orthereafter at any time during the continuous offer period subject to theSEBI Regulations & circulars issued by SEBI and to the extent permitted byits Board of Directors from time to time. As per the existing SEBI Regulations,the AMC will not charge investment management and advisory fee on theinvestment made by it in the Scheme.

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SECTION III

UNITS & THE NEW FUND OFFER

UNITS ON OFFER - GENERAL INFORMATION

1. New Fund Offer:

This offer is being made for Subscription of offer of Units of ABN AMROTax Advantage Plan (ELSS), which is an Open-Ended Equity Linked Tax SavingScheme.

2. New Fund Offer Period

The New Fund Offer Period for the Scheme will commence fromNovember 7, 2005 and close on November 30, 2005.

3. New Fund Offer Price

The New Fund Offer Price of Units of the Scheme will be Rs.10 per Unitplus applicable Load.

4. Extension of the New Fund Offer Period

The Trustee reserves the right to extend the closing date of the New FundOffer Period for the Scheme, subject to the condition that the subscriptionlist of the New Fund Offer Period shall not be kept open for more than 30days.

5. Minimum Subscription Amount

The minimum subscription (target) amount for the Scheme is Rs.1 Crore.There is no maximum target for the size of the Scheme and therefore, subjectto the applications being in accordance with the terms of this offer, full andfirm allotment will be made to all the applicants, subject to the collection ofthe minimum subscription amount.

In accordance with the SEBI Regulations, if the Scheme fails to collect theabove minimum subscription amount, the Mutual Fund and the AMC shallbe liable to refund the subscription amount within a period of 6 weeks fromthe date of closure of subscription list to the applicants of the Scheme.

6. Allotment and Refund

Allotment

All applicants will receive full and firm allotment of Units (to the extent of25% of the net assets of the Scheme), provided the applications are completein all respects and are found to be in order, subject to the collection of theminimum subscription amount. The Trustee / AMC retains the sole andabsolute discretion to reject any application. The process of allotment ofUnits and mailing of account statements reflecting the allotments will becompleted within 30 days from the date of closure of the New Fund OfferPeriod.

The AMC / Trustee may require or obtain verification of identity or suchother details regarding any Subscription or related information from theinvestor/Unitholders as may be required under any law, which may result indelay in dealing with the applications, Units, benefits, distribution, etc.

Refund

In accordance with the SEBI Regulations, if the Scheme fails to collect theminimum subscription amount, the Mutual Fund and the AMC shall be liableto refund the money to the applicants under the Scheme.

In addition to the above, refund of subscription amount to applicants whoseapplications are invalid for any reason whatsoever, will commence after theallotment process is completed.

No Interest will be payable on any subscription amount refunded within 6weeks from the closure of the New Fund Offer Period. Interest onsubscription amount will be payable for amounts refunded later than 6 weeksfrom the closure of the New Fund Offer Period at the rate of 15% perannum for the period in excess of 6 weeks and will be charged to the AMC.Refund orders will be marked "A/c. Payee only" and will be in favour of andbe despatched to the sole / first Applicant, by registered post.

MINIMUM AMOUNT AND ADDITIONAL AMOUNT FORAPPLICATION

The Minimum amount for application under the Scheme will be Rs. 500 perapplication and in multiples of Rs. 500 thereafter. The additional amount forapplication will be Rs. 500 and in multiples of Rs. 500 thereafter.

There is no upper limit on the amount for application. The Trustee / AMCreserves the right to change the minimum amount for application and theadditional amount for application from time to time in the Scheme and thesecould be different under different option(s).

INVESTMENT OPTIONS OFFERED UNDER THE SCHEME

The Scheme offers two Options: Growth Option and Dividend Option.

The Dividend Option offers Dividend Payout and Dividend Re-investmentfacilities.

u Growth Option

The Scheme will not declare any Dividend under this Option. The incomeattributable to Units under this Option will continue to remain invested inthe Option and will be reflected in the Net Asset Value of Units under thisOption.

u Dividend Option

Under this Dividend Option, dividend if any, shall be declared by the Trusteefrom time to time.

Both the Options will be managed with the same portfolio.

CHOICE OF OPTION(S)

Investors should indicate the Option, if any, for which the Subscription ismade by indicating the choice in the appropriate box provided for this purposein the application form. In case of valid applications received, withoutindicating any choice of Option it will be considered as an option for GrowthOption and processed accordingly.

Investors may also opt to simultaneously invest in any / all Option(s) of theScheme subject to minimum Subscription requirements under suchOption(s).

DIVIDENDS & DISTRIBUTIONS

Under this Scheme, the Trustee may distribute dividend, from time to time.The Trustee's decision with regard to the rate, timing and frequency ofdistribution shall be final.

It must be distinctly understood that the actual declaration of dividend underthe Dividend Option and the frequency thereof will inter-alia, depend on theavailability of distributable profits as computed in accordance with the SEBIRegulations. The Trustee reserves the right of dividend declaration and thedecision of the Trustee in this regard shall be final. Dividends if declared,will be paid to the Unitholders appearing in the Register of Unitholder onthe Record Date. To the extent the entire net income and realised gains arenot distributed, the same will remain invested in the Option and will bereflected in the NAV. There is no assurance or guarantee to Unitholders asto the rate of dividend distribution nor that dividend will be paid regularly.The Dividends shall be declared subject to the availability of distributablesurplus under the Option.

The AMC may announce a book closure period for the purpose of makingthe dividend payment. The Trustee at its sole discretion may declare aninterim dividend under the Dividend Option.

EFFECT OF DIVIDENDS

The NAV of the Unitholders in any of the Dividend Option will stand reducedby the amount of dividend declared. The NAV of the Growth Option willremain unaffected.

DIVIDEND RE-INVESTMENT FACILITY

Unitholders opting for the Dividend Option may choose to reinvest thedividend to be received by them in additional Units of the said Option. Underthis facility, the dividend due and payable to the Unitholders will becompulsorily and without any further act by the Unitholders, reinvested inthe Scheme, at a price based on the ex-dividend Net Asset Value per Unit ofthe said Option. The amount of dividend re-invested will be net of taxdeducted at source, wherever applicable. The dividends so reinvested shallconstitute a constructive payment of dividends to the Unitholders and aconstructive receipt of the same amount from each Unitholder forreinvestment in Units.

On reinvestment of dividends, the number of Units to the credit of Unitholderwill increase to the extent of the dividend reinvested at the NAV as explainedabove. There shall however be no Entry / Sales Load on the dividend soreinvested.

SYSTEMATIC TRANSFER PLAN (STP)

Investors can opt for STP wherein they can chose to transfer a fixed amountor capital appreciation amount at monthly / quarterly intervals (e.g. 1st /15th of January, April, July and October) from ABN AMRO Flexi Debt Fund,ABN AMRO Floating Rate Fund and ABN AMRO Cash Fund ("TransferorScheme) into ABN AMRO Tax Advantage Plan (ELSS) under FixedSystematic Transfer Facility (FSTF) and Capital Appreciation SystematicTransfer Facility (CASTF).

There should be a minimum of six instalments for enrolment under MonthlyFSTF and CASTF and two instalments for Quarterly FSTF and CASTF. Also,the minimum unitholder's account balance at the time of STP enrolmentshould be Rs. 25,000.

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Investors can enrol themselves for the facility by submitting the dulycompleted STP Enrolment Form at any of the ISC. Please refer theEnrolment Form for detailed terms and conditions of STP.

A request for STP will be treated as a request for Redemption from /Subscription into the respective Option(s) / Plan(s) of the Scheme(s) as optedby the investor, at the applicable NAV, subject to applicable Load.

The AMC reserves the right to have differential load structures for investorswho opt for the STP.

STP is available to investors on the commencement of ongoing Sale ofthe Units under the Scheme after the New Fund Offer Period.

SYSTEMATIC INVESTMENT PLAN (SIP)

The Unitholders of the Scheme can benefit by investing specific rupeeamounts at regular intervals for a continuous period. SIP allows investors toinvest a fixed amount every month / quarter for purchasing additional Unitsof the Scheme at the Applicable NAV, subject to applicable Load. Under themonthly SIP, an investor must invest a minimum of Rs. 500/- and in multiplesof Rs. 500/- thereafter on a monthly basis by providing a minimum of 6post-dated cheques, for a block of 6 months in advance. Under quarterlySIP an investor must invest a minimum of Rs.1,500/- and in multiples ofRe.500/- thereafter on a quarterly basis by providing a minimum of2 post-dated cheques for a block of 6 months in advance.

Post-dated cheques for SIP should be dated 1st, 7th, 15th or 25th of amonth under Monthly SIP or first month of each calendar quarter underQuarterly SIP (eg. 1st, 7th, 15th or 25th of January, April, July and October).All SIP cheques should be of the same amount and same date.

Investors can enrol themselves for the facility by submitting the dulycompleted SIP Enrolment Form at any of the ISC. Please refer the EnrolmentForm for detailed terms and conditions of SIP.

As the Scheme is open for continuous redemption subject to the completionof a lock-in period of 3 years from the date of allotment. Accordingly, theUnits purchased first (i.e. those Units which have been held for the longestperiod of time), will be deemed to have been redeemed first i.e. on aFirst-in-First-Out basis.

The AMC reserves the right to have differential load structures for investorswho opt for the SIP.

SIP may be available to investors during the NFO period of the Scheme& thereafter on the commencement of ongoing Sale of the Units underthe Scheme.

SYSTEMATIC WITHDRAWAL PLAN (SWP)

Unitholders have the benefit of enrolling themselves under the SystematicWithdrawal Plan on the expiry of the period of three years from the date ofeach allotment. This facility is available to Unitholders of the Scheme toenable them to withdraw a fixed or a variable amount from their investmentaccounts at periodic intervals.

Investors can enrol themselves for the facility by submitting the dulycompleted SWP Enrolment Form at any of the ISC. Please refer theEnrolment Form for detailed terms and conditions of SWP.

SWITCHING OPTIONS

Subject to the lock in period of three years, on an on-going basis, theUnitholders have the option to switch all or part of their investment fromone Scheme to any of the other Scheme offered by the Mutual Fund, whichis available for investment at that time, subject to applicable Load. Unitholdersalso have the option of switching between various Options of the Scheme.To effect a switch, a Unitholder must provide clear instructions. A requestfor a switch may be specified either in terms of a rupee amount or in termsof the number of Units of the Scheme from which the switch is sought.Where a request for a switch is for both, amount and number of Units, theamount requested will be considered as the definitive request. Suchinstructions may be provided in writing and lodged on at any of the InvestorService Centres. An Account Statement / Transaction Confirmation reflectingthe new holdings will be despatched to the Unitholders normally within 3Business Days of acceptance of the request for the Scheme.

The switch will be effected by redeeming Units from the Plan(s) / Option(s)of the Scheme(s) in which the Units are held and investing the net proceedsin the other Plan(s) / Option(s) of the Scheme(s), subject to the minimumbalance, minimum application amount and Subscription / Redemption criteriaapplicable for the respective Scheme. A request for switch will be treatedas a request for Redemption from / Subscription into the respective options /Plans of the Schemes as opted by the investor, at the Applicable NAV, subjectto applicable Load, if any.

A switch by NRI / FII Unitholders will be subject to relevant laws, rules,regulations at the time of switch.

The AMC reserves the right to charge different (including zero) Load onApplicable NAV on switchover as compared to the sale / repurchase as thecase may be.

During the New Fund Offer Period of the Scheme, unitholders of the Fundhave the option to switch-in, all or part of their investment from any otherScheme of the Fund to this Scheme. The switch-out will be effected at theApplicable NAV of the respective (switch-out) Scheme (subject to applicablecut-off time and applicable load), on the day of acceptance of the switchingrequest. The switch-in will be effected at the New Fund Offer Price, plusapplicable load. All switch requests during the New Fund Offer Period ofthe Scheme will have to be submitted at the Official Points of Acceptanceof Transactions. Switch requests received at any other centres are liable tobe rejected.

Intra-Scheme switching (i.e. switching within the Scheme) and Switch-outfrom the Scheme is available to investors on the on expiry of lock in periodof three years from the date of allotment.

WHO CAN INVEST ?

The following persons are eligible and may apply for Subscription to theUnits of the Scheme (subject to wherever relevant, to purchase the Unitsof mutual funds being permitted under respective constitutions and relevantstatutory regulations) :

1. Resident adult individuals either singly or jointly (not exceeding three)or on an Anyone or Survivor basis;

2. Karta of Hindu Undivided Family (HUF);

Since the Scheme is a growth oriented investment avenue primarily inequity shares with the objective of long term capital appreciation, thefollowing entities may also apply for subscription to the Units of ABNAMRO Tax Advantage Plan (ELSS), subject to, where relevant, topurchase of Units being permitted by the respective constitutions,relevant laws and regulations. These entities, will not, however, qualifyfor tax benefits under Section 80C of Income Tax Act, 1961.

3. Minors through parent / legal guardian;

4. Partnership Firms;

5. Companies, Bodies Corporate, Public Sector Undertakings, Associationof Persons or Bodies of Individuals (whether incorporated or not) andSocieties registered under the Societies Registration Act, 1860;

6. Banks & Financial Institutions;

7. Mutual Funds registered with SEBI;

8. Religious and Charitable Trusts, Wakfs or endowments of private trusts(subject to receipt of necessary approvals as required) and Private trustsauthorised to invest in mutual fund schemes under their trust deeds &applicable statutory law;

9. Non-resident Indians (NRIs)/Persons of Indian Origin residing abroad(PIO) either on repatriation basis or non-repatriation basis;

10. Foreign Institutional Investors (FIIs) on repatriation basis;

11. Army, Air Force, Navy and other paramilitary units and bodies createdby such institutions;

12. Scientific and Industrial Research Organisations;

13. Multilateral Funding Agencies approved by the Government of India/Reserve Bank of India;

14. Schemes of ABN AMRO Mutual Fund subject to the conditions andlimits prescribed by the SEBI Regulations;

15. Trustee, AMC, Sponsor and their associates may subscribe to Unitsunder this Scheme;

16. Such other individuals / institutions / body corporate etc., as may bedecided by the AMC from time to time, so long as wherever applicablethey are in conformity with the SEBI Regulations.

The Mutual Fund reserves the right to include / exclude new / existingcategories of investors to invest in the Scheme from time to time, subjectto the SEBI Regulations and other prevailing statutory regulations, if any.

WHO CANNOT INVEST?

It should be noted that the following persons cannot invest in the Scheme(s):

1. Any person who is a Foreign national.

2. Overseas Corporate Bodies (OCBs) shall not be allowed to invest inthe Scheme. These would be firms and societies, which are held directlyor indirectly but ultimately to the extent of at least 60% by NRIs andtrusts in which at least 60% of the beneficial interest is similarly heldirrevocably by such persons (OCBs).

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3. Non-Resident Indians residing in the United States of America andCanada.

The Fund reserves the right to include / exclude new / existing categories ofinvestors to invest in the Scheme from time to time, subject to SEBIRegulations and other prevailing statutory regulations, if any.

Note:

1. RBI has vide Schedule 5 of the Foreign Exchange Management(Transfer or Issue of Security by a Person Resident Outside India)Regulations, 2000, granted a general permission to NRIs / Persons ofIndian Origin residing abroad (PIOs) and FIIs for purchasing / redeemingUnits of the mutual funds subject to conditions stipulated therein.

2. Returned cheques are liable not to be presented again for collection,and the accompanying application forms are liable to be rejected. Incase the returned cheques are presented again, the necessary chargesare liable to be debited to the investor.

3. No request for withdrawal of application made during the New FundOffer Period will be entertained.

HOW TO APPLY?

1. The application form for the Sale of Units of the Scheme will be availableand accepted at the office of the Collection Centres / ISCs given onpage 43, 44 and inside back cover of the Offer Document.

2. All switch requests during the New Fund Offer Period of the Schemewill have to be submitted at the Official Points of Acceptance ofTransactions. Switch requests received at any centres are liable to berejected. The switch will be effected at the Applicable NAV (subject toapplicable cut-off time and applicable load), for the day of acceptanceof the switching request. Investors should note that the AMC / MutualFund shall not be responsible for any loss incurred by the Investor dueto market movements during the period from the date of switch-outby the Investor from any other scheme to the Scheme till the date ofcommencement of ongoing sale of Units under the Scheme. Further,subject to SEBI Regulations, the Trustee reserves the right to extendthe closing date of the New Fund Offer Period of the Scheme and as aresult of the same the time differential between the date of switch-out by the Investor and the date of commencement of ongoing sale ofUnits under the Scheme would stand extended.

3. Applications must be completed in Block Letters in English.

4. Signatures should be in English or in any Indian Language.

5. All cheques and bank drafts must be drawn in favour of the Schemeand crossed "A/c Payee only". For e.g. cheques and bank drafts incase of ABN AMRO Tax Advantage Plan (ELSS) shall be made in favourof "ABN AMRO Tax Advantage Plan". A separate cheque or bank draftmust accompany each application. Investors must use separateapplication forms for investing simultaneously in Option(s) of theScheme subject to the Minimum Application Amounts under eachOption.

6. All cheques and bank drafts accompanying the application form shouldcontain the application form number on its reverse.

7. As per the directives issued by SEBI, it is mandatory for applicantsto mention their Bank Account number in their Subscription /Redemption request. Any application form without these details shallnot be accepted.

8. It is mandatory for investors making a payment of an amount of Rs.50,000 or more, to the Mutual Fund for purchase of its units, to furnishPAN alongwith a copy of a document, evidencing the PAN (i.e. PANCard / Refund Order / Assessment Order / any correspondence fromthe Income Tax Authority). Further the investors should also note thefollowing:

(a) If the application is being jointly made with other co-applicants,the PAN for each of the co-applicants should be furnished along-with a copy of a document, evidencing the PAN for each of theco-applicant.

(b) Where the person making an application is a minor and does nothave any income chargeable to income tax, he shall quote thePAN of the guardian, along-with a copy of the document,evidencing the PAN.

(c) In case the investor / co-applicant / guardian does not have a PAN,a declaration in Form 60 / 61 specified in the Income Tax Rules,giving the particulars of each transaction will have to be attachedalong-with the application.

Applications without this information and documents will be deemed

to be incomplete and liable to be rejected. Further, applications, wherethe details of the documents submitted as evidence for PAN does notmatch with the applicants / existing information available with ABNAMRO Mutual Fund, will be rejected.

9. In case of an application under a Power of Attorney, the applicationshould be accompanied by an original Power of Attorney or by a dulynotarised copy of the Power of Attorney. The Mutual Fund / Trustee /AMC reserves the right to reject the application forms not accompaniedby a Power of Attorney. Further, the Mutual Fund / Trustee / AMCreserves the right to hold Redemption proceeds in case the requisitedocuments are not submitted.

10. For applications by a company, body corporate, eligible institutions,registered society, trusts, partnership or other eligible non-individualswho apply in the Scheme should furnish a certified copy of resolutionor authority to make the application as the case may be and a certifiedcopy of the Memorandum and Articles of Association and / or bye-lawsand / or Trust Deed and / or Partnership Deed and certificate ofregistration or any other document as the case may be. In case of atrust / fund, it shall submit a certified true copy of the resolution fromthe trustee(s) authorising such Subscriptions and Redemptions. Theauthorised officials should sign the application under their officialdesignation. A list of specimen signatures of the authorised officials,duly certified / attested should also be attached to the Application Form.

11. Applications not complete in any respect are liable to be rejected.Applications not specifying the Scheme / Option and / or accompaniedby cheque / demand drafts / account to account transfer instructionsfavouring the Scheme / Option other than that specified in theapplication are liable to be rejected.

12. Application form without the details mentioned in Instruction 7, 8 & 11will not be accepted by the mutual fund. If accepted due to oversight,the same would be liable to be rejected within a reasonable period oftime and given back to the investor/s.

13. It is advisable for the Investor that they fill in and submit thenomination details with respect to their investments. The Investorsare also requested to provide their contact numbers, so as tofacilitate easier communication on the part of the AMC in caseswhere the written communication does not reach the Investors forany reason.

14. The AMC / Trustee retains the sole and absolute discretion to rejectany application.

MODE OF PAYMENT

Resident Investors

(a) For Investors having a bank account with such banks with whom theAMC would have an arrangement from time to time:

Payment may be made for Subscription to the Units of the Schemeeither by issuing a cheque drawn on such banks or by giving a debitmandate to their account with any branch of such banks with whomthe AMC would have an arrangement from time to time.

(b) For other Investors not covered by (a) above:

Payment may be made by cheque or bank draft drawn on any bank,which is situated at and is a member of the Bankers' Clearing House,located at the place where the application is submitted. No cash,money orders, outstation cheques, post dated cheques (exceptfor Systematic Investment Plans) and postal orders will be accepted.Bank charges for outstation demand drafts will be borne by the AMCand will be limited to the bank charges levied by State Bank of India , ifa demand draft issued by a bank in a place where there is no ISC /Collection Centre provided for the investors. In all other cases, theAMC will not accept any request for refund of demand draft charges.

NRIs, FIIs

(a) Repatriation Basis

u· In the case of NRIs / PIOs, payment may be made either by inwardremittance through normal banking channels or out of funds held inhis / her Non - Resident (External) Rupee Account (NRE) / ForeignCurrency (Non-Resident) Account (FCNR).

u· FIIs shall pay their Subscription either by inward remittance throughnormal banking channels or out of funds held in Foreign CurrencyAccount or Non-Resident Rupee Account maintained with thedesignated branch of an authorised dealer in accordance with therelevant exchange management regulations.

Provided that the FII shall restrict allocation of its total investmentbetween equity and debt instruments (including dated GovernmentSecurities and Treasury Bills in the Indian capital market) in the ratio of70:30.

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(b) Non-repatriation Basis

In the case of NRIs seeking to apply for units on a non-repatriationbasis, payment may be made either by inward remittance throughnormal banking channels or out of funds held in his / her NRE / FCNR /Non-Resident Ordinary Rupee Account (NRO).

MASTER ACCOUNT / FOLIO

As an investor friendly measure, unless otherwise requested by theUnitholder, one Master Account / Folio Number will be assigned for oneUnitholder having holdings in different schemes of the Mutual Fund. In sucha case, one consolidated Account Statement will be provided. The numberof Units allotted to a Unitholder or Redeemed will be reflected in his or heraccount and a statement to this effect will be issued to the Unitholder. TheTrustee / AMC reserves the right to assign the existing Master Account/Folio Number against multiple applications and/or subsequent purchasesunder a new application form by an existing Unitholder, with identical modeof holding and address.

ACCOUNT STATEMENT

An Account Statement will be sent by ordinary post / courier / email notlater than 30 Business Days from the close of the New Fund Offer Period.The Account Statements shall be non-transferable. Also, an AccountStatement reflecting the net balance of the Unitholder will be mailed to theUnitholder by ordinary post /courier / email after every financial transactionis effected, except in exceptional circumstances. The Account Statementshall not be construed as a proof of title and is only a computer-printedstatement indicating the details of transactions under the Scheme.

Under normal circumstances on an on-going basis, an Account Statementreflecting the new holdings will be despatched to the Unitholders normallywithin 3 Business Days of acceptance of the request for the Scheme.Provided that the Mutual Fund / Trustee / AMC reserves the right to reversethe transaction of crediting Units in the Unitholder's account, in the event ofnon-realisation of any cheque or other instrument remitted by the investor.

UNIT CERTIFICATES

Normally no Unit certificates will be issued. However, if the applicant sodesires, the AMC shall issue a non-transferable Unit certificate to theapplicant within 6 weeks of the receipt of request for the certificate. Unitcertificate if issued must be duly discharged by the Unitholder(s) andsurrendered to the Mutual Fund alongwith the request for Redemption /Switch-out or any other transaction of Units covered therein.

HOUSEHOLDINGS

In case newsletters are sent to each Unitholder by post / courier which mayresult in certain households with one or more members as the Unitholdersof the Scheme getting multiple copies. In such cases the AMC will cull thedatabase and send each such "household" a single newsletter. The AMCfeels that this will not inconvenience the Unitholders. In case it does theUnitholder can write to the AMC, for additional copies.

MODE OF HOLDING

The applicants can specify the 'mode of holding' in the Application Form as"Single" or "Jointly" or "Anyone or Survivor".

In the event the account has more than one registered holder, the first-named Unitholder (as determined by reference to the original ApplicationForm) shall receive the account statements, all notices and correspondencewith respect to the account, as well as the proceeds of any Redemptionrequests or dividends or other distributions. In addition, such holder shallhave the voting rights, as permitted, associated with such Units as per theapplicable guidelines.

In the case of holding specified as 'Jointly', Redemptions / Switch requestswould have to be signed by all joint holders. However, in cases of holdingspecified as 'Anyone or Survivor', any one of the Unitholders will have thepower / authority to make Redemption / Switch requests, without it beingnecessary for all the Unitholders to sign. However, in all cases, the proceedsof the Redemption will be paid to the first-named of such remainingUnitholders.

In case of death / insolvency of any one or more of the persons named inthe Register of Unitholders as the joint holders of any Units, the AMC shallnot be bound to recognise any person(s) other than the remaining holders.In all such cases, the proceeds of the Redemption will be paid to the first-named of such remaining Unitholders.

NOMINATION FACILITY

Pursuant to Regulation 29A of the SEBI Regulations, the AMC is providingan option to the Unitholder to nominate (in the manner prescribed underthe SEBI Regulations), a person in whom the Units held by him shall vest inthe event of his death. Where the Units are held by more then one personjointly, the joint Unitholders may together nominate a person in whom all

the rights in the Units shall vest in the event of death of all the jointUnitholders. By provision of this facility the AMC is not in any way attemptingto grant any rights other than those granted by law to the nominee. Anomination in respect of the Units does not create an interest in the propertyafter the death of the Unitholder. The nominee shall receive the Units /Redemption proceeds only as an agent and trustee for the legal heirs orlegatees as the case may be. It is hereby clarified that the nominees underthe nomination facility provided herein shall not necessarily acquire any titleor beneficial interest in the property by virtue of this nomination.

The nomination can be made only by individuals applying for / holding Unitson their own behalf singly or jointly. Non-individuals including society, trust,body corporate, partnership firm, Karta of Hindu Undivided Family, holder ofPower of Attorney cannot nominate.

Only one person per folio can be nominated. A minor can be nominated andin that event, the name and address of the Guardian of the minor Nomineeshall be provided by the Unitholder. Nomination can also be in favour of theCentral Government, State Government, a local authority, and any persondesignated by virtue of his office or a religious or charitable trust.

The Nominee shall not be a trust other than a religious or charitable trust,society, body corporate, partnership firm, Karta of Hindu Undivided Familyor a Power of Attorney holder. A non-resident Indian can be a Nomineesubject to the exchange controls in force from time to time. Units will betransmitted in favour of the nominee only after the death of all existingUnitholders.

Nomination in respect of the Units stands rescinded upon the Redemption/transfer of Units. Cancellation of nomination can be made only by thoseindividuals who hold Units on their own behalf singly or jointly and whomade the original nomination. On cancellation of the nomination shall standrescinded and the Mutual Fund, the Trustee and the AMC shall not be underany obligation to transmit the Units in favour of the nominee.

The nomination facility extended under the Scheme is in accordance withthe SEBI Regulations and subject to other applicable laws. Transmission ofthe Units in the name of the nominee shall discharge the Mutual Fund, theTrustee and the AMC from any liability towards the successor(s) / heir(s) ofthe deceased Unitholder(s). In case the nominee intends to redeem theunits, the he / she will be able to redeem the investment only after thecompletion of one year or anytime thereafter, from the date of allotment ofUnits to the deceased Unitholder and payment of the redemption proceedsto the nominee shall discharge the Mutual Fund, the Trustee and the AMCfrom any liability towards the successor(s)/heir(s) of the deceasedUnitholder(s).

In all cases, the Mutual Fund / Trustee / AMC may request the nominee toexecute suitable indemnities in favour of the Mutual Fund and / or the Trusteeand / or the AMC, and to submit necessary documentation to the satisfactionof the Mutual Fund before transmitting Units or redeeming the Units tohis / her favour. Nominations received in the form prescribed by the AMCalone shall be valid.

Further, if either the Mutual Fund and / or the Trustee and / or the AMCincur any loss whatsoever arising out of any litigation or harm that it maysuffer in relation to the nomination, they will be entitled to be indemnifiedabsolutely from the deceased Unitholders' estate.

Investors / Unitholders are advised to read the instructions carefully beforenominating.

TRANSFER & TRANSMISSION FACILITY

Subject to the lock-in period as prescribed in this document, the MutualFund will be repurchasing Units on an ongoing basis and hence the transferfacility is found redundant. However, if a person becomes a holder of theUnits by operation of law or upon enforcement of a pledge, then the AMCshall, subject to production of such evidence, which in their opinion issufficient, proceed to effect the transfer, if such person is otherwise eligibleto hold the Units.

Any addition / deletion of name from the folio of the Unitholder is deemedas transfer of Units. In view of the same, additions / deletions of names willnot be allowed under any folio of the Scheme. The said provisions in respectof deletion of names will not be applicable in case of death of a Unitholder(in respect of joint holdings) as this is treated as transmission of Units andnot transfer.

A person becoming entitled to hold the Units in consequence of the death,insolvency, or winding up of the sole holder or the survivors of joint holders,upon producing evidence and documentation to the satisfaction of the MutualFund and / or the Trustee and / or the AMC and upon executing suitableindemnities in favour of the Mutual Fund and / or the Trustee and / or theAMC, shall be registered as a Unitholder.

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PLEDGE OF UNITS

The Units under the Scheme (subject to completion of Lock-in Period, ifany) may be offered as security by way of a pledge / charge in favour ofscheduled banks, financial institutions, non-banking finance companies(NBFCs) or any other institution, subject to any rules / restrictions that theAMC may prescribe from time to time. The ISC will note and record suchpledged / charged Units. A standard form for this purpose is available onrequest from any of the ISCs. The ISC shall mark a lien only upon receivingthe duly completed form and documents as it may require. Disbursementof such loans will be at the entire discretion of the bank / financial institution /NBFC or any other body concerned and the Mutual Fund assumes noresponsibility thereof. The Trustee / AMC retains the sole and absolutediscretion to reject any application for pledge of units.

The Unitholder will not be able to redeem/switch Units that are pledged/charged until the entity to which the Units are pledged/charged provideswritten authorisation to the Mutual Fund that the lien may be removed. Aslong as Units are pledged / charged, the Pledgee / Chargeholder will havecomplete authority to redeem such Units. The AMC reserves the right todiscontinue this facility.

SALE OF UNITS ON AN ONGOING BASIS

The Scheme will offer for Sale of Units on every Business Day on an ongoingbasis commencing from not later than 30 days from the closure of NewFund Offer Period. Units of the Scheme would be available at ApplicableNAV, subject to the applicable Sales Load, if any, on any Business Day fromthe ISCs given in the inside back cover of the Offer Document. Theinvestment in the Scheme shall be locked in for a period of 3 years from thedate of allotment.

Subscriptions on an ongoing basis will be made only by specifying the amountto be invested and not the number of Units to be subscribed. The totalnumber of Units allotted will be determined with reference to the applicableSale Price and fractional Units may be created. Fractional Units will becomputed and accounted for upto three decimal places and they will in noway affect an investor's ability to redeem Units. The Trustee / AMC reservesthe right to change the basis for Subscription from amount basis to anyother basis.

ONGOING SALE PRICE

The Sale Price of the Units on an ongoing basis is based on the ApplicableNAV and Sales Load, if any.

The Sale Price per Unit will be calculated using the following formula:

Sale Price = Applicable NAV x (1 + Entry Load, if any)

Illustration for calculation of Sale Price:

If the Applicable NAV is Rs. 10.00; Entry Load is 2 percent, then the SalePrice will be calculated as follows :

= Rs. 10.00 x (1+0.02)

= Rs. 10.00 x (1.02)

= Rs. 10.200

As per SEBI Regulations, while determining the prices of the units, theMutual Fund shall ensure that the Repurchase Price is not lower than 93%of the Net Asset Value and the Sale Price is not higher than 107% of theNet Asset Value. Provided further that the difference between the repurchaseprice and the sale price of the unit shall not exceed 7% calculated on thesale price.

APPLICABLE NAV FOR SALE OF UNITS

Applicable NAV in respect of an application for Sale which is received upto3.00 p.m. on a Business Day (subject to it being complete in all respects)will be the NAV of the respective Option as at the close of that BusinessDay, subject to Sales Load, if any. When an application for Sale is receivedafter the cut off time specified above or on a Non-Business Day, the requestwill be deemed to have been received on the next Business Day subject toit being complete in all respects. Please refer to "Right to Limit / WithholdRedemptions" on page 28 and "Suspension of Sale / Redemption / SwitchingOptions of the Units" on page 29.

However, in respect of valid applications accompanied with demand drafts,which is not payable at par at the place where the application is received, ifaccepted as a mode of payment, the closing NAV of the Business Day onwhich demand draft is credited into the account of ABN AMRO MutualFund shall be applicable.

REDEMPTION OF UNITS

The Units purchased under the Scheme shall have a lock in period of threeyears from the date of allotment of Units. Accordingly, the Units can beredeemed (i.e. sold back to the Mutual Fund) on or Switched out (i.e. to

another scheme of the Mutual Fund or Option(s) offered within the Scheme,if any) every Business Day, at the Applicable NAV subject to applicable CDSC& Exit Load, if any, on expiry of lock in period of three years from the date ofallotment.

The AMC / Trustees reserves the right to change the Lock in periodprospectively from time to time as may be permitted under the regulations,notification of the Government for the Equity Linked Savings Scheme.

In case an investor has purchased Units on more than one Business Day(either under the New Fund Offer Period or through subsequent purchases)the Units purchased first (i.e. those Units which have been held for thelongest period of time), will be deemed to have been redeemed first i.e. ona First-in-First-Out basis. This would be applicable for SWP as well.

It may, however, be noted that in the event of death of the Unitholder, thenominee/legal heir (as the case may be), subject to production of requisitedocumentary evidence, will be able to redeem the investment only afterthe completion of one year or anytime thereafter, from the date of allotmentof Units to the deceased Unitholder.

The Redemption request can be made on a pre-printed form or by using therelevant tear off section of the Transaction Slip enclosed with the AccountStatement, which should be submitted at/may be sent by mail to the ISCsgiven in the inside back cover of the Offer Document.

In case the Units are held in the names of more than one Unitholder, wheremode of holding is specified as "Joint", Redemption requests will have to besigned by all the joint holders. However, in cases of holding specified as"Anyone or Survivor", any of one the Unitholders will have the power /authority to make Redemption request, without it being necessary for allthe Unitholders to sign. However, in all cases, the Redemption proceedswill be paid only to the first named of such remaining Unitholder.

MINIMUM AMOUNT / UNITS FOR REDEMPTION

The Redemption would be permitted to the extent of credit balance in theUnitholder's account. The Redemption request can be made by specifyingthe rupee amount or by specifying the number of Units of the Scheme tobe redeemed. If a Redemption request is for both, a specified rupee amountand a specified number of Units of the Scheme, the specified number ofUnits will be considered the definitive request. If the Unitholder specifiesonly the Redemption amount, the AMC will divide the Redemption amountso specified by the Redemption Price to arrive at the number of Units. Therequest for Redemption of Units could also be in fractions, upto three decimalplaces.

The minimum amount of Units for Redemption / Switch out for the Schemeis Rs. 500 or a minimum of 50 Units ( unless redmeption request is for allunits).

The investor is entitled to redeem the entire balance of his Units held in theScheme, regardless of the minimum amount / Units mentioned above. Theminimum amount of Redemption may be changed in future by the Trustee /AMC for the Scheme. If the balance in the account of the Unitholder doesnot cover the amount of Redemption request, then the Mutual Fund isauthorised to close the account of the Unitholder and send the entire such(lesser) balance to the Unitholder.

Investors are requested to note that as per the prevailing tax laws, Unitholders would be liable to pay securities transaction tax during repurchaseof their units under the Scheme. The Redemption price / units will becalculated taking into account the said transaction tax.

REDEMPTION PRICE

The Redemption Price of the Units, on an ongoing basis, is based on theApplicable NAV and subject to applicable CDSC and Exit Load, if any.

The Redemption Price will be calculated using the following formula:

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

Example for calculation of Redemption Price:

If the Applicable NAV is Rs.15 and a 2% Exit Load is charged, the RedemptionPrice will be calculated as follows:

= Rs.15 x (1-0.02)

= Rs.15 x (0.98)

= Rs.14.700

As per SEBI Regulations, while determining the prices of the units, theMutual Fund shall ensure that the Repurchase Price is not lower than 93%of the Net Asset Value and the Sale Price is not higher than 107% of theNet Asset Value. Provided further that the difference between the repurchaseprice and the sale price of the unit shall not exceed 7% calculated on thesale price.

28



APPLICABLE NAV FOR REDEMPTION OF UNITS

Applicable NAV in respect of an application for Redemption which is receivedbefore 3.00 p.m. on a Business Day (subject to it being complete in allrespects) will be the NAV of the respective Option as at the close of thatBusiness Day, subject to applicable CDSC and Exit Load, if any. When anapplication for Redemption is received after the cut off time specified aboveor on a Non-Business Day, then the request will be deemed to have beenreceived on the next Business Day subject to it being complete in all respects.Please refer to "Right to Limit / Withhold Redemptions" on page 28 and"Suspension of Sale / Redemption / Switching Options of the Units" on page29.

PAYMENT OF REDEMPTION PROCEEDS

(a) Unitholders having a bank account with certain banks with whom theAMC would have an arrangement from time to time, the Redemption /dividend proceeds shall be directly credited to their account. As perthe SEBI Regulations, the Mutual Fund shall despatch Redemptionproceeds within 10 Business Days from the date of acceptance of theRedemption request. However, under normal circumstances, theMutual Fund will endeavour to credit the first/sole Unitholder's accountwith the Redemption proceeds within 3 Business Days from the dateof acceptance of the Redemption request.

(b) For other Unitholders not covered by (a) above and Unitholders coveredby (a) but have given specific request for Cheque :

Redemption proceeds will be paid by cheque and payments will be made infavour of the Unitholder (registered holder of the Units or, if there is morethan one registered holder, only to the first registered holder) with bankaccount number furnished to the Mutual Fund. Redemption proceeds willbe sent to the Unitholders address (or, if there is more than one holder onrecord, the address of the first-named Unitholder).

As per the SEBI Regulations, the Mutual Fund shall despatch Redemptionproceeds within 10 Business Days from the date of acceptance of theRedemption request. However, under normal circumstances, the MutualFund will endeavour to despatch the Redemption proceeds within 3 BusinessDays from the date of acceptance of the Redemption request.

BANK DETAILS

In order to protect the interest of Unitholders from fraudulent encashmentof cheques, the current SEBI Regulations, has made it mandatory forinvestors to mention in their Application / Redemption request, their bankname and account number. Any application form without these details shallnot be accepted. The normal processing time may not be applicable insituations where such details are not provided by Investors / Unitholders.The AMC will not be responsible for any loss arising out of fraudulentencashment of cheques and / or any delay / loss in transit.

REDEMPTION BY NRIs / FIIs

RBI has vide Schedule 5 of the Foreign Exchange Management (Transfer orIssue of Security by a Person Resident Outside India) Regulations, 2000,granted general permission to NRIs and FIIS who have purchased unitsissued by mutual funds, to tender units to the mutual funds for repurchaseor for the payment of maturity proceeds. Payment of Redemption proceedsto NRIs / FIIs Unitholders will be subject to the relevant rules / regulations /guidelines of RBI as are applicable from time to time (subject to deductionof tax at source as applicable).

(a) Units purchased on Non-Repatriation basis

The Redemption proceeds shall be credited to the NRI investor's NROaccount, where the payment for the purchase of the Units redeemed wasmade out of funds held in NRO account

(b) Units purchased on Repatriation basis

(i) In the case of NRI the Redemption proceeds shall be remitted abroador at the NRI investor's option, credited to the NRE / FCNR accountwhere the payment for the purchase of Units redeemed was made byinward remittance through normal banking channels or out of fundsheld in NRE / FCNR account.

(ii) In the case of FIIs, the Redemption proceeds shall be remitted abroador credited to the Non-Resident Rupee Account of the FII maintainedwith the designated branch of an authorised dealer in accordance withthe relevant exchange management regulations.

EFFECT OF REDEMPTIONS

(a) On the Fund

The Unit capital and reserves will stand reduced by an amount equivalent tothe product of the number of Units redeemed at the Applicable NAV. Unitsonce redeemed will be extinguished and will not be re-issued.

(b) On the Unitholder's account

The balances in the Unitholder's account stand reduced by the number ofunits redeemed. The following table illustrates a typical redemption case.

Basic Information :

Unit balance before redemption 2000.000

Applicable NAV (as on date of redemption) (Rs.) 15.000

Exit Load chargeable 2%

Securities Transaction Tax (STT)payable (including cess) (Rs.) .0020

Redemption Price [Applicable NAV x(1 - Exit Load)] (Rs.) 14.700

If Redemption Request is in Units :

Units Redeemed (request receivedby the Unitholder) 1000.000

Redemption Amount debited to theaccount of the Unitholder [Units Redeemed xApplicable NAV] (Rs.) 15000.000

Exit Load payable by the Unitholder (Rs.) 300.00

STT payable by the Unitholder (Rounded Off)[Redemption Amount x STT] (Rs.) 30

Redemption Amount receivable by theUnitholder after STT [Redemption Amount- Exit Load payable - STT payable] (Rs.) 14670.00

Balance Units [Unit balance before redemption- Units Redeemed] 1000.000

If Redemption Request is in Amount (i.e. Rs.) :

Redemption Amount (request receivedby the Unitholder) (Rs.) 10000.00

STT payable by the Unitholder (Rounded Off)[Redemption Amount x STT] (Rs.) 20

Units Redeemed [Redemption Amount 681.633(including STT) / Redemption Price] [10020 / 14.700]

Redemption Amount debited to the account ofthe Unitholder [Units Redeemed x Applicable NAV] (Rs.) 10224.50

Exit Load payable by the Unitholder (Rs.) 204.50

Balance Units [Unit balance before redemption- Units Redeemed] 1318.367

Note : The above mentioned figures are hypothetical and assumed for thesole purpose of the illustration.

RIGHT TO LIMIT / WITHOLD REDEMPTION

The Trustee / AMC may, in the general interest of the Unitholders of theScheme, keeping in view the unforeseen circumstances / unsure conditions,limit the total number of Units which may be Redeemed on any BusinessDay to 5% of the total number of Units then in issue under the Scheme (orsuch higher percentage as the Trustee / AMC may decide in any particularcase). In addition, the Trustee / AMC reserves the right, in its sole discretion,to limit Redemptions with respect to any single account to an amount ofRs. 2 crore or such other lower / higher amount decided by the Trustee /AMC, on a single Business Day. Any Units which by virtue of these limitationsare not Redeemed on a particular Business Day will be carried forward forRedemption to the next Business Day, in order of receipt. Redemptions socarried forward will be priced on the basis of the Redemption Price of theBusiness Day on which Redemption is made. Under such circumstances,to the extent multiple Redemption requests are received at the same timeon a single Business Day, Redemption will be made on pro-rata basis, basedon the size of each Redemption request, the balance amount being carriedforward for Redemption to the next Business Day(s).

In case a Unitholder makes a Redemption request immediately afterSubscription of Units, the Redemption proceeds will not be dispatched untilSubscription moneys are realized by the Mutual Fund and the proceedshave been credited to the Scheme's Account. However, this is only applicableif the value of Redemption is such that some or all of the freshly purchasedUnits may have to be redeemed to effect the full Redemption.

29


FREEZING / SEIZURE OF ACCOUNTS

Investors may note that under the following circumstances the Trustee /AMC may at its sole discretion (and without being responsible and / or liablein any manner whatsoever) freeze / seize a Unitholder's account (or dealwith the same in the manner the Trustee / AMC is directed and/or ordered)under a Scheme:

u· Under any requirement of any law or regulations for the time being inforce.

u· Under the direction and/or order (including interim orders) of anyregulatory/statutory authority or any judicial authority or any quasi-judicialauthority or such other competent authority having the powers to givedirection and/or order.

IMPORTANT NOTE ON ANTI MONEY LAUNDERING, KNOW-YOUR-CUSTOMER AND INVESTOR PROTECTION

The investors should ensure that the amount invested in the scheme isthrough legitimate sources only and does not involve and are not designedfor the purpose of any contravention or evasion of any Act, Rules,Regulations, Notifications or Directions of the provisions of Income Tax Act,Anti Money Laundering Act, Anti Corruption Act and or any other applicablelaws enacted by the Government of India from time to time.

Anti Money Laundering: The AMC is committed to complying with allapplicable anti money laundering law and regulation in all of its operations.The AMC recognises the value and importance of creating a businessenvironment that strongly discourages money launderers from using themutual funds route. To that end, certain policies have been adopted by theAMC.

Know Your Customer (KYC): The need to "Know Your Customer" is vitalfor the prevention of money laundering. The AMC may seek information orobtain and retain documentation used to establish identity. It may re-verifyidentity and obtain any missing or additional information for this purpose.

The AMC, under powers delegated by the Trustee, shall have absolutediscretion to reject any application, prevent further transactions by a UnitHolder, if after due diligence, the investor / Unit Holder / a person makingthe payment on behalf of the investor does not fulfil the requirements ofthe "Know Your Customer" or the AMC believes that the transaction issuspicious in nature as regards money laundering. In this behalf the AMCreserves the right to reject any application and effect a mandatoryRedemption of Units allotted at any time prior to the expiry of 30 BusinessDays from the date of the application.

The AMC may share investor's personal information with any organisationfor compliance with any legal or regulatory requirements or to verify theidentity of investors for complying with anti-money laundering requirements.

CLOSURE OF UNITHOLDERS' ACCOUNT / MANDATORYREDEMPTION OF UNITS

Investors may note that the Trustee / AMC at its sole discretion may closea Unitholder's account under the Scheme after giving notice of 30 days, if atthe time of any part Redemption, the value of balance Units (representedby the Units in the Unitholder's account if such Redemption / Switch wereto take place, valued at the Applicable NAV), falls below an amount ofRs. 500/- or such other amount determined by the AMC / Trustee from timeto time.

As Units may not be held by any person in breach of the SEBI Regulations,any law or requirements of any governmental, statutory authority including,without limitation, exchange control regulations, the Mutual Fund / Trustee /AMC may mandatorily redeem all the Units of any Unitholder where theUnits are held by a Unitholder in breach of the same.

The Mutual Fund / Trustee / AMC may redeem Units of any Unitholder inthe event it is found that the Unitholder has submitted information either inthe application or otherwise that is false, misleading or incomplete.

SUSPENSION OF SALE / REDEMPTION / SWITCHING OPTIONSOF THE UNITS

The Mutual Fund at its sole discretion reserves the right to withdraw Saleand / or Redemption or Switching of the Units in the Scheme (including anyone of the Option of the Scheme) temporarily or indefinitely, if in the opinionof the Trustee / AMC the general market conditions are not favourable and / orsuitable investment opportunities are not available for deployment of funds.However, the suspension of Sale / Redemption / Switching either temporarilyor indefinitely will be with the approval of the Boards of the AMC and theTrustee. The approval from the Boards of the AMC and the Trustee givingdetails of circumstances and justification for the proposed action shall alsobe informed to SEBI in advance.

The Sale, Redemption and Switching of the Units may be temporarilysuspended under the following conditions:

1. When one or more stock exchanges or markets, which provide basisfor valuation for a substantial portion of the assets of the Scheme areclosed otherwise than for ordinary holidays.

2. When, as a result of political, economic or monetary events or anycircumstances outside the control of the Trustee and the AMC, thedisposal of the assets of the Scheme are not reasonable, or would notreasonably be practicable without being detrimental to the interests ofthe Unitholders.

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

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

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

6. In the event of any force majeure or disaster that affects the normalfunctioning of the AMC or the ISC or Registrar and Transfer Agent.

7. During the period of Book Closure.

8. If so directed by SEBI.

The Trustee / AMC reserves the right in its sole discretion to withdraw thefacility of Sale and Switching Option of Units into and out of the Scheme,temporarily or indefinitely, if AMC views that changing the size of the corpusmay prove detrimental to the existing Unit holders of the Scheme. In theabove eventualities, the time limits indicated, for processing of requests forSubscription and Redemption of Units will not be applicable.

30



LOAD STRUCTURE & RECURRING EXPENSES

EXPENSES OF THE SCHEME

The information provided under this Section seeks to assist the investor inunderstanding the expense structure of the Scheme, fees / expenses andtheir percentage the investor is likely to incur on purchasing and selling theUnits of the Scheme.

a) Unitholder Transaction Expenses and Load(For the New Fund Offer Period)

Particulars % of NAV

Maximum Sales Loadimposed on Sale of Units There is no Entry or Exit Load

Sales Load on issue ofUnits in lieu of dividends Nil

Contingent DeferredSales Charge ("CDSC") Nil

Maximum Redemption /Exit Load Nil

b) Unitholder Transaction Expenses and Load (Ongoing basis)

Particulars % of NAV

Maximum Sales Loadimposed on Purchases 7%

Sales Load on issue ofUnits in lieu of dividends Nil

Contingent Deferred SalesCharge ("CDSC") Nil

Maximum Redemption /Exit Load 7%

Maximum Switch Over Fee 7%

The Unitholder transaction expenses and loads set forth above are subjectto change at the discretion of the AMC / Trustee and such changes shall beimplemented prospectively.

Subject to the SEBI Regulations, the AMC / Trustee reserve the right tomodify / alter the load structure and may decide to introduce a differentialload structure on the Units subscribed / redeemed on any Business Dayunder each Option(s). Such changes will be applicable for prospectiveinvestments. The AMC / Trustee shall arrange to display a notice in theInvestor Service Centres of the AMC and distributors / brokers office, beforethe change of the then prevalent load structure. The Addendum detailingthe changes in load structure will be attached to Offer Documents andAbridged Offer Documents. The Addendum will also be circulated to all thedistributors / brokers so that the same can be attached to all the OfferDocuments and Abridged Offer Documents in stock. This Addendum willalso be sent along with the newsletter to the Unitholders immediately afterthe changes. Changes in the load structure may be stamped in theacknowledgement slip issued by the Mutual Fund after the changes in loadstructure. The changes may also be disclosed in the Statements of Accountissued after the introduction of such load. The Load collected from theUnitholders (including CDSC) will be credited to a separate account in theScheme and will be offset against selling, distribution and marketingexpenses in accordance with the SEBI Regulations. Surplus of Load, if any,charged over planned selling, distribution and marketing expenses to bedefrayed will be credited to the Scheme whenever felt appropriate by theAMC.

The Mutual Fund shall ensure that the Redemption Price is not lower than93% of the NAV and the Sale Price is not higher than 107% of the NAV,provided that the difference between the Redemption Price and Sale Priceof the Unit shall not exceed the permissible limit of 7% of the Sale Price, asprovided for under the SEBI Regulations.

c) Initial Issue Expenses

Under the SEBI Regulations, the Mutual Fund is entitled to charge initialissue expenses upto a maximum of 6% of the initial resources raised underthe Scheme.

In respect of the Scheme, the following expenses are proposed to be chargedto the Scheme :

Initial Issue Expense Head (as % of TargetMobilisation)

Marketing and Advertising Expenses 3.00%

Printing and Mailing Expenses 0.35%

Commission to Agents / Brokers 2.25%

Registrars Expenses 0.20%

Bankers Fees & Other Expenses 0.20 %

Total 6.00%

The above estimates are based on the minimum subscription (target) amountfor the Scheme and are subject to change both inter-se and as an increaseor decrease as per actual.

The Initial Issue expenses will be amortised over a period not exceedingthree years or such shorter period as approved by the Trustees. The initialissue expenses in excess of the above limits shall be borne by the AMC /Sponsor / Trustee. The AMC may decrease / withdraw the amortisation ofthe initial issue expenses at any point of time.

Out of Rs.100/- (Rupees One Hundred Only) subscribed by the investor inthe Scheme in the New Fund Offer Period, the minimum amounts availablefor investment by the Scheme will be as follows :

No. Particulars (Rs.)

(i) Subscription by the investor (Rs.) 100

(ii) New Fund Offer Price 10

(iii) Number of units allotted 10

(iv) Amount available before charging 100Initial Issue Expenses (Rs.)

(v) Initial Issue Expenses charged 6.000to the Scheme (6%)

(vi) Amount available to the Scheme 94.000for investment (Rs.)

The impact on the NAV on the first day of declaration of NAV after initialsubscription as a consequence of the amortisation of initial issue expensesis illustrated below :

Total Amount available for investment (Rs.) 94.000(as in Row VI above)

Total units allotted (as in Row III above) 10

Total Initial Issue Expenses (Rs.) (as in Row (v) above) 6.000

Initial Issue Expenses charged per day per unit (Rs.) 0.0005(Assuming that the expenses will be amortisedfor a period of 3 years, the number of daysfor amortisation will be 1095)

NAV on the first day of computation 10.000

Sale Price on the first date of NAV computation 10.000

Repurchase Price on the first date of NAV computation 10.000

Assumptions

For illustrating the impact on NAV, no accruals, appreciation or depreciationon Investments have been assumed from the time of New Fund Offer tillthe date of computation of NAV.

u· The impact of Entry / Exit load during the Continuous Offer has notbeen considered for calculation of Purchase / Redemption Price onfirst date of NAV computation.

u· Initial Issue Expenses are amortised for a period of three years.

u· Amortisation of Initial Issue Expenses / Annual Recurring Expensesstarts from the date of computation of NAV, which could be earlierthan the first day of declaration of NAV.

SECTION IV

31


d) Annual Scheme Recurring Expenses

The AMC has estimated the annual recurring expenses (excluding initialissue expenses) under the Scheme as per the table below:

Expense Head % per annumof average

daily net assets

Investment Management and Advisory Fee 1.25%

Fees and expenses of Trustee 0.03%

Custodian Fee 0.15%

Marketing & Selling expenses including 0.50%agents commission

Registrar & Transfer Agent Fees 0.22%

Audit Fees 0.05%

Costs of investor communication, 0.10%Funds transfer, Account Statement,Dividend, etc. and Statutory advertisement

Such other expenses, which are directly 0.20%attributable to the Scheme, subject to theapproval of the trustee

Total estimated recurring expenses 2.50%

The purpose of the above table is to assist the investor in understandingthe various costs and expenses that an investor in the Scheme will beardirectly or indirectly. The above expenses are subject to change both interse and as an may increase / decrease as per actual and / or any change inthe SEBI Regulations and the AMC reserves the right to change (increase /decrease) the expenses charged to the Scheme, subject to the applicableSEBI Regulations. As per the SEBI Regulations, the maximum recurringexpenses including the investment management and advisory fee that canbe charged to the Scheme shall be subject to a percentage limit of averagedaily net assets as given in the table below. Expenses over and above theprescribed ceiling will be borne by the AMC.

First Next Next Over

Rs. 100 Crores Rs. 300 Crores Rs. 300 Crores Rs. 700 Crores

2.50% 2.25% 2.00% 1.75%

As per the Investment Management Agreement and the SEBI Regulations,the AMC is entitled to an Investment Management and Advisory fee at therate of 1.25% per annum of the daily average net assets outstanding ineach accounting year for the Scheme, as long as the net assets do notexceed Rs. 100 crore and 1.00% of the excess amount over Rs. 100 crore,where net assets so calculated exceed Rs. 100 crore. For Scheme launchedon a no load basis, the AMC is entitled to collect an additional managementfee not exceeding 1% of the daily average net assets outstanding in each

financial year. However such additional management fees shall only bechargeable till the actual initial expenses borne by the AMC, limited to themaximum extent of 6% of the initial mobilisation, are recovered.

FEES AND EXPENSES OF THE PAST SCHEMES ANDCONDENSED FINANCIAL INFORMATION

Initial Issue Expenses of the Past Schemes

Under the SEBI Regulations, the Mutual Fund is entitled to charge initialissue expenses upto a maximum of 6% of the initial resources raised underthe Schemes. The Mutual Fund has launched six schemes in the pastviz., AAEF, AAMIP, AAFDF, AAFRF, AACF and AAOF.

The Initial Issue expenses for AAMIP, AAFDF, AAFRF and AACF were borneby the AMC. In case of AAEF, the entry load collected during the initial offerperiod amounting to Rs. 7.58 Crores, was utilised to meet the Initial Issueexpenses incurred on selling, distribution and marketing expenses of AAEF.The remainder of the total initial issue expenses was borne by the AMC.The Initial Issue expenses met from the Entry Load collected were within6% of the mobilisation. As the initial issue expenses in case of AAEF, AAMIP,AAFDF, AAFRF and AACF were not charged to the Schemes, the comparisonof 'actual expenses' and 'estimated expenses' for these Schemes are notdisclosed.

In case of AAOF the break-up of Initial Issues Expenses charged to Schemeis as follows:

Initial Issue Expenses Head Estimated Actualsas per OfferDocument

(as % of Target Mobilisation)

Marketing and Advertising Expenses 1.00% 0.31%

Printing and Mailing Expenses 0.35% 0.07%

Additional Commission 0.25% 1.60%to Agents / Brokers

Registrars Expenses 0.20% 0.02%

Bankers Fees & Other Expenses 0.20 % 0.00%

Total 2.00% 2.00%

Expenses borne by the AMC Nil Nil

Note:

u· Out of the entry load collected during the initial offer period amountingto Rs. 7.16 Crores, an amount of Rs.5.32 Crores was utilised to meetthe Initial Issue expenses incurred on Commission to Agents / Brokers.

u· The initial issue expenses of the Scheme did not vary adversely fromthe estimated expenses of the Scheme.

UNAUDITED CONDENSED FINANCIAL INFORMATION

For the Period April 1, 2005 to September 29, 2005

Particulars Period Ended September 29, 2005

AACF AAFRF AAFDF AAEF AAMIP AAOF AADYF

NAV at the beginning of the year

Growth – – – 13.21 10.5179 – –

Dividend – – – 13.23 – – –

Monthly Dividend – – – – 10.2337 – –

Quarlterly Dividend – – – – 10.2156 – –

Regular Growth 10.2598 10.2605 10.1283 – – – –

Regular Weekly Dividend 10.0000 – – – – – –

Regular Monthly Dividend – 10.0030 – – – – –

Regular - Quarterly Dividend – – 10.0020 – – – –

Regular - Half Yearly Dividend – – 10.0024 – – – –

Institutional Growth 10.2866 10.2817 – – – – –

Institutional Daily Dividend 10.0000 10.0000 – – – – –

Institutional Monthly Dividend – 10.0036 – – – – –

Institutional Quarterly Dividend – – – – – – –

Net Income per units (Rs.) 0.1761 0.2574 0.5232 2.65 0.3538 1.507 0.017

32



Dividends paid per unit

Dividend – – – 1.75 – – –

Regular - Monthly Dividend (Individual / HUF) (Rs. per unit) – 0.11077507 – – – – –

Regular - Monthly Dividend (Others) (Rs. per unit) – 0.10625450 – – – – –

Regular - Weekly Dividend (Individual / HUF) (Rs. per unit) 0.21688986 – – – – – –

Regular - Weekly Dividend (Others) (Rs. per unit) 0.20198325 – – – – – –

Regular - Quarterly Dividend (Individual / HUF) (Rs. per unit) – – 0.0877 – – – –

Regular - Quarterly Dividend (Others) (Rs. per unit) – – 0.0817 – – – –

Regular - Half Yearly Dividend (Individual / HUF) (Rs. per unit) – – – – – – –

Regular - Half Yearly Dividend (Others) (Rs. per unit) – – – – – – –

Monthly Dividend (Individual / HUF) (Rs. per unit) – – – – 0.1764 – –

Monthly Dividend (Others) (Rs. Per unit) – – – – 0.1699 – –

Quarterly Dividend (Individual / HUF) (Rs. per unit) – – – – 0.1535 – –

Quarterly Dividend (Others) (Rs. per unit) – – – – 0.1429 – –

Institutional - Daily Dividend (Individual / HUF) (Rs. per unit) 0.24251377 0.27250892 – – – – –

Institutional - Daily Dividend (Others) (Rs. per unit) 1.22462632 0.25378011 – – – – –

Institutional - Monthly Dividend (Individual / HUF) (Rs. per unit) – 0.12016004 – – – – –

Institutional - Monthly Dividend (Others) (Rs. per unit) 0.00549820 0.11533812 – – – – –

Transfer to reserves (Rs. in Lakhs) – – – – – – –

NAV at the end of the period (Rs.) as on September 29, 2005

Growth – – – 17.72 11.2736 13.689 10.214

Dividend – – – 15.34 – 13.689 10.214

Monthly Dividend – – – – 10.6355 – –

Quarterly Dividend – – – – 10.7674 – –

Regular Growth 10.5166 10.5158 10.3997 – – – –

Regular Weekly Dividend 10.0001 – – – – – –

Regular Monthly Dividend – 10.0445 – – – – –

Regular - Quarterly Dividend – – 10.1686 – – – –

Regular - Half Yearly Dividend – – 10.2701 – – – –

Institutional Growth 10.5670 10.5600 – – – – –

Institutional Daily Dividend 10.0001 10.0000 – – – – –

Institutional Monthly Dividend 10.0469 10.0464 – – – – –

Institutional Quarterly Dividend – – – – – – –

Date of Allotment 02.09.04 13.09.04 23.09.04 23.09.04 23.09.04 15.04.05 15.09.05

Name of Benchmark Index CRISIL Liquid Fund Index CRISIL S&P CNX CRISIL MIP BSE 200 BSE Composite Nifty Blended SensexBond Fund Index

Index

Compounded Annualised Returns (CAGR%)

Growth – – – 68.41% 12.52% 36.64%* 2.15%*

Regular - Growth (%) 4.80% 4.94% 3.93% – – – –

Institutional - Growth (%) 5.27% 5.36% – – – – –

Benchmark Index Returns (%) 4.53% 4.56% 4.57% 49.55% 10.31% 30.50%* 4.23%*

Net Assets at the end of the period (Rs. Crs) 1,251.67 472.87 9.41 196.12 48.59 226.065 436.805

Ratio of Recurring Expenses to net assets

Regular Plan 0.81% 0.80%2.25% 2.38% 2.25% 2.27% 2.28%

Institutional Plan 0.40% 0.42%

* Absolute Returns

Particulars AACF AAFRF AAFDF AAEF AAMIP AAOF AADYF

33


AUDITED CONDENSED FINANCIAL INFORMATION

For the year ended March 31, 2005

Particulars AACF AAFRF AAFDF AAEF AAMIP

NAV at the beginning of the year* – – – – –

Net Income per units (Rs.) 0.3342 0.3032 0.7464 2.9621 0.3670

Dividends Paid (Rs. per unit)

Dividend – – – 1.75 –

Regular - Monthly Dividend (Individual / HUF) 0.22522976 – – – –

Regular - Monthly Dividend (Others) 0.21048726 – – – –

Regular - Weekly Dividend (Individual / HUF) 0.22671486 – – – –

Regular - Weekly Dividend (Others) 0.21201180 – – – –

Regular - Quarterly Dividend (Individual / HUF) – 0.1103 – – –

Regular - Quarterly Dividend (Others) – 0.103 – – –

Regular - Half Yearly Dividend (Individual / HUF) – 0.1096 – – –

Regular - Half Yearly Dividend (Others) – 0.1021 – – –

Monthly Dividend (Individual / HUF) – – – – 0.2472

Monthly Dividend (Others) – – – – 0.2311

Quarterly Dividend (Individual / HUF) – – – – 0.2643

Quarterly Dividend (Others) – – – – 0.2466

Institutional - Daily Dividend (Individual / HUF) 0.24186475 0.24554072 – – –

Institutional - Daily Dividend (Others) 0.23374839 0.22961520 – – –

Institutional - Monthly Dividend (Individual / HUF) – 0.11906252 0.1282 – –

Institutional - Monthly Dividend (Others) – 0.19389441 0.1199 – –

Transfer to reserves (Rs. in Lakhs) 480.51 177.72 15.21 5,134.27 72.27

NAV at the end of the year ended March 31, 2005 (Rs.)

Growth – – – 13.21 10.5179

Dividend – – – 13.23 –

Monthly Dividend – – – – 10.2337

Quarterly Dividend – – – – 10.2156

Regular Growth 10.2598 10.2605 10.1283 – –

Regular Weekly Dividend 10.0000 – – – –

Regular Monthly Dividend NA 10.0030 – – –

Regular - Quarterly Dividend – – 10.0020 – –

Regular - Half Yearly Dividend – – 10.0024 – –

Institutional Growth 10.2866 10.2817 – – –

Institutional Daily Dividend 10.0000 10.0000 – – –

Institutional Monthly Dividend NA 10.0036 – – –

Absolute Returns $

Growth (%) – – – 32.10% 5.18%

Regular - Growth (%) 2.60% 2.60% 1.28% – –

Institutional Growth (%) 2.87% 2.82% – –

Date of Allotment 02.09.04 13.09.04 23.09.04 23.09.04 23.09.04

Name of Benchmark Index CRISIL Liquid fund Index CRISIL S&P CNX Nifty CRISIL MIPComposite Blended Index

Bond Fund Index

Benchmark Index Returns (%)# 2.47% 2.36% 1.87% 17.93% 3.63%

Net Assets at end of the year (Rs. Crs) 427.91 353.82 21.73 205.04 24.92

Ratio of Recurring Expenses to net assets

Regular Plan 0.82% 0.80% 2.19%2.35% 2.25%

Institutional Plan 0.40% 0.42% 1.00%

Notes :

* AACF, AAFRF, AAFDF, AAEF & AAMIP have been launched during the financial year 2004-2005. AAOF and AADYF have been launched during thefinancial year 2005-2006.

** Quarterly Dividend Option under the Institutional Plan offered by AAFDF has been withdrawn with effect from November 16, 2004. Institutional Planoffered by AAFDF has been wound up with effect from April 1, 2005.

$ The Schemes have not completed a year in existence, hence the returns are calculated in absolute terms from the date of allotment. Returns do nottake into account the load, if any. Hence, actual "Returns" would be lower than those shown above. Returns are calcuated on Rs. 10/- invested atinception and are calculated for the Growth Options of the respective Scheme(s) / Plan(s), considering the movement in NAV during the period.

# Based on the investment pattern / objective, the returns of the schemes have been compared with the benchmark adopted by the Board of AMC andTrustees. The benchmark returns are absolute and have been calculated for the same period as the returns of the respective schemes.

BORROWINGS OF THE MUTUAL FUND

The details of borrowings made by the Scheme(s) of the Mutual Fund till August 22, 2005 are given below:

Scheme Amount (Rs. Crs.) Amount as % to NAV Purpose of borrowing Time

ABN AMRO Cash Fund 60 15.61% Redemption Funding 1 day

34



UNITHOLDERS' RIGHTS & SERVICES

INVESTOR SERVICESThe Mutual Fund believes in providing the investor with superior servicesto make the investor's experience in dealing with the Mutual Fund an efficientand satisfactory one. In order to achieve these goals, the Mutual Fund willendeavour to continuously establish and upgrade systems to handletransactions efficiently and resolve any investor grievances promptly.

CONVENIENCE IN TRANSACTIONSThe Mutual Fund intends to make every transaction of the Investor aconvenient one. The Mutual Fund presently has Investor Service Centres in5 cities. In addition to these, the Mutual Fund presently has a tie up with theRegistrar and Transfer Agent who has set up Investor Service Centres invarious cities.

The list of Collection Centres for accepting applications during the NewFund Offer Period are given on page 43, 44 and inside back cover of theOffer Document. After the New Fund Offer Period, the requests fortransactions in the Units of the Scheme will be accepted at the OfficialPoints of Acceptance. The list of the Official Points of Acceptance ofTransactions is also given in the back cover of the Offer Document. All switchrequests during the New Fund Offer Period of the Scheme will have to besubmitted at the Official Points of Acceptance of Transactions. Switchrequests received at any other centres are liable to be rejected.

Over a period of time, the Mutual Fund will endeavour to add further InvestorService Centres and / or sales offices in other cities.

Each ISC will provide investors with requisite information and help inprocessing transactions in the Scheme of the Mutual Fund. Adequate trainingwill be imparted to personnel managing the Investor Service Centres, witha view to early resolution of queries.

RECEIVING ACCOUNT STATEMENT / CORRESPONDENCE BYE-MAILThe Mutual Fund will encourage Unitholder(s) to provide their e-mailaddresses for all correspondence. It is planned that the Mutual Fund'swebsite would facilitate request for Account Statement by Unitholder(s). Ifopted / requested by the Unitholder(s), the Mutual Fund will endeavour tosend Account Statement and any other correspondence using e-mail as themode of communication.

If the Unitholder(s) experiences any difficulty in accessing the electronicallydelivered Account Statement, the Unitholder(s) shall promptly advise theMutual Fund to enable the Mutual Fund to make the delivery throughalternate means. Failure to advise the Mutual Fund of such difficulty within24 hours after receiving the e-mail, will serve as an affirmation regardingthe acceptance by the Unitholder(s) of the Account Statement.

It is deemed that the Unitholder(s) is aware of all security risks includingpossible third party interception of the Account Statement and content ofthe Account Statement becoming known to third parties. The Mutual Fundwill not be responsible or liable in any manner for any correspondence sentto the Unitholder(s) using e-mail as the mode of communication atUnitholder's request or on an ad-hoc basis.

FAX SUBMISSIONIn order to facilitate quick processing of transactions and / or instructions ofinvestors the AMC / Trustee / Mutual Fund may (at its sole discretion andwithout being obliged in any manner to do so and without being responsibleand/or liable in any manner whatsoever) accept and process any applications,supporting documents and / or instructions submitted by an investor /unitholder by facsimile ("Fax Submission") and the Investor/ unitholdervoluntarily and with full knowledge takes and assumes any and all risksassociated therewith. The AMC/ Trustee/ Mutual Fund shall have noobligation to check or verify the authenticity or accuracy of Fax Submissionspurporting to have been sent by the Investor and may act thereon as ifsame had been duly given by Investor.

The investor/unitholder shall indemnify the AMC / Trustee / Mutual Fund atall times and keep the AMC / Trustee / Mutual Fund indemnified and saveharmless against any and all claims, losses, damages, costs, liabilities andexpense (including without limitation, interest and legal fees) actuallyincurred, suffered or paid by the AMC / Trustee / Mutual Fund (directly orindirectly) and also against all demands, actions, suits proceedings made,filed, instituted against the AMC / Trustee / Mutual Fund (by the investor orany third party), in connection with or arising out of or relating to the AMC /Trustee / Mutual Fund accepting and acting pursuant to, in accordance withor relying upon, any Fax Submission signed by the Investor or authorisedrepresentative of the Investor. In all cases the investors will have toimmediately submit the original documents / instructions to the AMC / Mutualfund.

INFORMATION DISSEMINATIONThe AMC will disclose the first NAV of the Scheme not later than 30 daysfrom the closure of New Fund Offer Period. Subsequently, the NAV will be

disclosed at the close of every Business Day. Information regarding NAVcan be obtained by the Unitholders / Investors by calling or visiting the nearestISC.

The NAVs of the Scheme shall be published atleast in two dailynewspapers on a daily basis in accordance with the SEBI Regulations.NAVs will also be displayed on the Website of the AMC(www.assetmanagement.abnamro.co.in).

The AMC shall update the NAVs on the website of Association of MutualFunds in India - AMFI (www.amfiindia.com) and the website of the AMCby 8.00 p.m. everyday. In case of any delay, the reasons for such delaywould be explained to AMFI and SEBI by the next day. If the NAVs are notavailable before 9.30 a.m. on the following day due to any reason, the MutualFund shall issue a press release providing reasons and explaining when theMutual Fund would be able to publish the NAVs.

The Sale and Redemption price of Units shall be published in a dailynewspaper on a daily basis in accordance with the SEBI Regulations.

The AMC shall display the Newsletters on the website of the AMC(www.assetmanagement.abnamro.co.in). Investors / Unitholders, onwritten request can obtain (post/e-mail) a copy of the Newsletter or contactany of the Investor Service Centres.

An abridged scheme-wise annual report shall be mailed to all Unitholdersnot later than six months from the date of closure of the relevant accountingyear and the full annual report shall be available for inspection at the headoffice of the Mutual Fund and a copy shall be made available to theUnitholders on request and on payment of nominal fees, if any. These resultsshall also be displayed on the website of the AMC(www.assetmanagement.abnamro.co.in) and that of AMFI(www.amfiindia.com).

Before expiry of one month from the close of each half year that is onMarch 31 and September 30, the Mutual Fund shall publish its unauditedfinancial results in one national English daily newspaper and in a newspaperin the language of the region where the Head Office of the Mutual Fund issituated, as per the format prescribed by SEBI. These results shallalso be displayed on the website of the Mutual Fund(www.assetmanagement.abnamro.co.in) and that of AMFI(www.amfiindia.com).

The Mutual Fund shall before the expiry of one month from the close ofeach half year i.e. March 31 and September 30, send to all Unitholders acomplete statement of its Scheme portfolio. Provided that the statementof Scheme portfolio may not be sent to the Unitholders if the statement ispublished, by way of an advertisement, in one English daily Newspapercirculating in the whole of India and in a newspaper published in the languageof the region where the Head Office of the Mutual Fund is situated. Thestatement of the Scheme Portfolio shall also be displayed on the website ofthe Mutual Fund (www.assetmanagement.abnamro.co.in). The statementof the Scheme Portfolio shall be in the format as prescribed by SEBI

The Mutual Fund shall disclose large unitholdings in the Scheme which areover 25% of the NAV. The information on the number of such investors andtotal holdings by them in percentage terms, shall be disclosed in the allotmentletters after the New Fund Offer Period and also in the annual and thehalf-yearly results.

The annual report containing accounts of the AMC shall be displayed on theWebsite of the AMC (www.assetmanagement.abnamro.co.in).Unitholders, if they so desire, may request for the annual report of the AMC.

PERSONAL IDENTIFICATION NUMBER (PIN)The PIN facility may be made available to the Unitholders in future.Unitholders will be required to indicate their requirement and completenecessary documentation as may be required. The Registrar and TransferAgent on receipt of this request, will mail to such Unitholders, the 'DisclaimerForm' together with detailed terms and conditions subject to which its usagewill be permitted. On receipt of the 'Disclaimer Form' duly signed by theUnitholder, the PIN will be mailed to each Unitholder. Unitholders may usethe PIN to conduct such transactions as offered by the Mutual Fund fromtime to time. The Unitholder will be asked for the PIN before the request isaccepted. In the interest of the Unitholder, the Registrar and Transfer Agentreserves the right to ask for a fax confirmation of the request and any otheradditional information about the account of the Unitholder.

The PIN should never be disclosed to any person or written down whereany other person may discover it. All transactions conducted with use ofthis PIN will be the responsibility of the Unitholder and the Unitholder willabide by the record of the transactions generated. The Mutual Fund and theISC / Registrar and Transfer Agent shall not accept any responsibility for theunauthorised use of the PIN.

WEB BASED TRADINGCertain distributors of the AMC may enter into arrangements with any serviceproviders for providing necessary infrastructure for enabling any web basedtrading facilities in units of the Scheme.

SECTION V

35


The use of any such web based trading facilities for trading in units of theScheme will solely be at the risks of the Investors/Unitholders and theInvestor/Unitholder shall not hold AMC / Mutual Fund / Trustee responsiblein any manner for any breakdown/interruption or any technical flaw in useof any such web based trading facilities or for any loss or damage whatsoeverand howsoever arising as a result of use of any such web based tradingfacilities for trading in units of the Scheme.

The AMC / Mutual Fund / Trustee shall not be liable in any manner for anyloss or damage whatsoever and howsoever arising as a result of use of anyweb based trading facilities for trading in units of the Scheme by theInvestors/Unitholders. Further, the AMC / Mutual Fund / Trustee makes norepresentations or warranties :

u regarding the accuracy, functionality or performance of any such webbased trading facilities; or

u that web based trading facilities will be provided uninterrupted or freefrom errors or that any identified defect will be corrected; or

u that web based trading facilities is free from any virus or other malicious,destructive or corrupting code, program.

RIGHTS OF UNITHOLDERSu· Unitholders of the Scheme have a proportionate right in the beneficial

ownership of the assets of the Scheme.

u· The Trustee is bound to make such disclosures to the Unitholders asare essential in order to keep them informed about any informationknown to the Trustee which may have a material adverse bearing ontheir investments.

u· When the Mutual Fund declares a dividend, the dividend warrants shallbe despatched within 30 days of the declaration of the dividend.

u· The Mutual Fund shall despatch Redemption proceeds within 10Business Days from the date of acceptance of the request of the same.

u· The appointment of the AMC for the Mutual Fund can be terminatedby majority of the Directors of the Trustee or by 75% of the Unitholdersof the Scheme and any change in the appointment of the AMC shallbe subject to the prior approval of SEBI and the Unitholders of theScheme.

u· The Trustee is obliged to convene a meeting on a requisition of 75% ofthe Unitholders of the Scheme.

u· 75% of the Unitholders of a Scheme can pass a resolution to wind-upthe Scheme.

u· The Trustee shall obtain the consent of the Unitholders:

u° whenever required to do so by SEBI, in the interest of theUnitholders.

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

u° when the Trustee decides to wind up the Scheme or prematurelyredeem the Units.

u· The Trustee may amend the Trust Deed with the prior approval of SEBIand the Unitholders where it affects the interest of Unitholders.

u· The Trustee shall ensure that no change in the fundamental attributesof any Scheme or the trust or fees and expenses payable or any otherchange which would modify the Scheme and affects the interest ofUnitholders, shall be carried out unless :

(i) a written communication about the proposed change is sent toeach Unitholder and an advertisement is given in one Englishnewspaper having nation-wide circulation as well as in anewspaper published in the language of the region where thehead office of the Mutual Fund is situated; and

(ii) the Unitholders are given an option to exit at the prevailing NetAsset Value without any Exit Load.

u· Unitholder would have the right to inspect all the documents listedunder "Documents Available for Inspection.

DURATION OF THE SCHEME / WINDING UPBeing open ended, the Scheme have a perpetual life. However, in terms ofthe SEBI Regulations, the Scheme may be wound up after repaying theamount due to the Unitholders:

(a) on the happening of any event which, in the opinion of the Trustee,requires the Scheme to be wound up; or

(b) if seventy five percent of the Unitholders of the Scheme pass aresolution that the Scheme be wound up; or

(c) if SEBI directs the Scheme to be wound up in the interest of theUnitholders.

Where a Scheme is to be wound up pursuant to the above SEBI Regulations,the Trustee shall give notice of the circumstances leading to the winding upof the Scheme:

1. to SEBI; and

2. in two daily newspapers having circulation all over India and also in avernacular newspaper circulating at the place where the head office ofthe Mutual Fund is situated.

EFFECT OF WINDING UPOn and from the date of the publication of the notice as stated above, theTrustee or the AMC as the case maybe, shall

(a) cease to carry on any business activities in respect of the Scheme sowound up;

(b) cease to create or cancel Units in the Scheme;

(c) cease to issue or redeem Units in the Scheme.

PROCEDURE AND MANNER OF WINDING UP1. The Trustee shall call a meeting of the Unitholders of the Scheme to

consider and pass necessary resolutions by simple majority ofUnitholders present and voting at the meeting for authorising theTrustee or any other person / agency to take the steps for winding upof the Scheme.

(a) The Trustee or the person authorised as above, shall dispose theassets of the Scheme concerned in the best interests of theUnitholders of the Scheme.

(b) The proceeds of the sale made in pursuance of the above, shallin the first instance be utilised towards discharge of such liabilitiesas are properly due under the Scheme and after makingappropriate provision for meeting the expenses connected withsuch winding up, the balance shall be paid to the Unitholders inproportion to their respective interests in the assets of the Schemeas on the date when the decision for the winding up was taken.

2. On the completion of the winding up, the Trustee shall forward toSEBI and the Unitholders, a report on the winding up containingparticulars such as circumstances leading to the winding up, the stepstaken for disposal of assets of the Scheme before winding up, expensesof the Scheme for winding up, net assets available for distribution tothe Unitholders and a certificate from the Auditors of the Mutual Fund.

3. Notwithstanding anything contained herein, the application of theprovisions of the SEBI Regulations in respect of disclosures ofhalf-yearly reports and annual reports shall continue to be applicableuntil the winding up is completed or the Scheme ceases to exist.

4. After the receipt of the report on the winding up referred to the above,if SEBI is satisfied that all measures for winding up of the Schemehave been complied with, the Scheme shall cease to exist.

MINIMUM NUMBER OF INVESTORS AND MAXIMUM HOLDINGBY A SINGLE INVESTORThe allotment of Units under the Scheme will be subject to SEBI circulardated December 12, 2003 read with circular dated June 14, 2005 and suchother circulars issued by SEBI/ operating guidelines issued by AMFI fromtime to time. The AMC / Mutual Fund will not be responsible in any manner,due to the loss sufferred / denial of tax benefits to the investor due toapplicability of the aforesaid circular. As per SEBI circular dated December12, 2003 ref SEBI/IMD/CIR No. 10/22701/03, each Scheme and individualPlan(s) under the Scheme should have a minimum of 20 investors and nosingle investor shall account for more than 25% of the corpus of suchScheme/ Plan(s). In case of non-fulfilment with either of the above twoconditions in a three months time period or the end of succeeding calendarquarter, whichever is earlier, from the close of the New Fund Offer Periodof the Scheme or on an on-going basis for each calendar quarter, theScheme / Plan(s) shall be wound up in accordance with the guidelinesprescribed by SEBI.

However as per SEBI circular dated June 14, 2005 ref SEBI/IMD/CIRNo.1/42529/05, determining the breach of the 25% limit by an Investor -The average net assets of the scheme would be calculated daily and anybreach of the 25% holding limit by an investor would be determined. At theend of the quarter, the average of daily holding by each such investor iscomputed to determine whether that investor has breached the 25% limitover the quarter. If there is a breach of limit by any investor over the quarter,a rebalancing period of one month would be allowed and thereafter theinvestor who is in breach of the rule shall be given 15 days notice to redeemhis exposure over the 25% limit. Failure on the part of the said investor toredeem his exposure over the 25% limit within the aforesaid 15 days wouldlead to automatic redemption by the Mutual Fund on the applicable NetAsset Value on the 15th day of the notice period. All other provisions of theSEBI circular dated December 12, 2003 remain unchanged.

Further, the aforesaid SEBI circulars would be applicable at the Portfoliolevel.

TAX BENEFITS OF INVESTING IN THE MUTUAL FUND

As per the taxation laws in force as at the date of the Document, the taxbenefits that are available to the investors investing in the Units of the Plansare stated as follows.

The tax benefits described in this Document are as per the provisions of theIncome-tax Act, 1961 subject to relevant conditions.

The information given is included only for general purpose and is based onadvice received by the AMC regarding the law and practice currently inforce in India and the Investors/ Unit holders should be aware that the relevant

36



fiscal rules or their interpretation may change. As is the case with anyinvestment, there can be no guarantee that the tax position prevailing at thetime of an investment in the Scheme will endure indefinitely. In view of theindividual nature of tax consequences, each Investor / Unit holder is advisedto consult his / her or its own professional tax advisor.

TAX BENEFITS TO THE MUTUAL FUND

ABN AMRO Mutual Fund is a Mutual Fund registered with the Securities &Exchange Board of India and, hence, the entire income of the Mutual Fundis exempt from income-tax in accordance with the provisions of Section10(23D) of the Income-tax Act, 1961, (the Act).

The Mutual Fund will receive all income without any deduction of tax atsource under the provisions of Section 196(iv) of the Act.

However, the Mutual Fund shall be liable to pay securities transaction tax inrespect of certain transactions listed hereunder:

Sr. Taxable securities transaction Rate STTNo. (%) Payable

by

1 Purchase of an equity share in acompany or a unit of an equity orientedfund, where -a) the transaction of such purchase is

entered into in a recognized stock 0.1 Purchaserexchange; and

b) the contract for the purchase ofsuch share or unit is settled bythe actual delivery or transfer ofsuch share or unit

2 Sale of an equity share in a companyor a unit of an equity oriented fund,where -a) the transaction of such sale is

entered into in a recognized 0.1 Sellerstock exchange; and

b) the contract for the sale of suchshare or unit is settled by theactual delivery or transfer ofsuch share or unit

3 Sale of an equity share in a companyor a unit of an equity oriented fund,where -a) the transaction of such sale is

entered into in a recognizedstock exchange; and 0.02 Seller

b) the contract for the sale of suchshare or unit is settled otherwisethan by the actual delivery ortransfer of such share or unit

4 Sale of a derivative, where the 0.0133 Sellertransaction of such sale is enteredinto in a recognized stock exchange

5 Sale of unit of an equity oriented 0.2 Sellerfund to the Mutual Fund

Value of taxable securities transaction in case of:

u option in securities - the aggregate of the strike price and the optionpremium of such option in securities;

u futures - at the price at which such futures are traded; and

u any other security - at the price at which such securities are purchasedor sold.

"Equity oriented fund" means a fund:

(1) where the investible funds are invested by way of equity shares indomestic companies to the extent of more than fifty percent of thetotal proceeds of such fund; and

(2) which has been set-up under a scheme of a Mutual fund:

Provided that the percentage of equity share holding of the fund shall becomputed with reference to the annual average of the monthly averages ofthe opening and closing figures.

Income distribution, if any, made by the Mutual Fund (other than an open-ended equity oriented fund) shall attract distribution tax under Section 115Rof the Act, at 14.025 per cent (inclusive of surcharge at 10 per cent onincome-tax and an additional surcharge by way of education cess at the rateof 2 per cent on the amount of tax inclusive of surcharge) in case income isdistributed to individuals and Hindu Undivided Family (HUFs), and at 22.44per cent (inclusive of surcharge at 10 per cent on income-tax and an additionalsurcharge by way of education cess at the rate of 2 per cent on the amountof tax inclusive of surcharge in case income is distributed to persons otherthan individual and HUFs.

The exemption granted to open-ended equity oriented funds from payingdistribution tax on income distributed has been extended without any timelimit, effective from 1 April, 2004.

Service Tax

Mutual Funds shall be liable for payment of service tax as recipient of serviceson "Business Auxiliary Service" provided by distributors of mutual funds/agents. The rate of Service tax is 10.2 percent (tax rate of 10 percent pluseducation cess of 2 percent of the tax).

TAX BENEFITS TO UNIT HOLDERS

i. Income-tax

Income distributed by the Mutual Fund

All Unit Holders

Income received in respect of units of a mutual fund, is exempt from taxunder Section 10(35) of the Act. Exemption from income-tax under section10(35) of the Act shall however not apply to any income arising from thetransfer of these units.

Tax Deduction at Source on income distributed

All Unit Holders

In view of the exemption of income in the hands of the Unit holders, noincome-tax is deductible at source, on income distribution by the MutualFund on or after April 1, 2003.

Securities Transaction Tax

All Unit Holders

Unit holders shall be liable to pay securities transaction tax in respect oftransactions of purchase and sale of units of equity oriented fund as under:

Sr. Taxable securities transaction Rate STTNo. (%) Payable

by

1 Purchase of a unit of an equity orientedfund, where -

a) the transaction of such purchase isentered into in a recognized stockexchange; and

b) the contract for the purchase of such 0.1 Purchaserunit is settled by the actual deliveryor transfer of such share or unit

2 Sale of a unit of an equity orientedfund, where -

a) the transaction of such sale isentered into in a recognized stockexchange; and 0.1 Seller

b) the contract for the sale of suchunit is settled by the actualdelivery or transfer of suchshare or unit

3 Sale of a unit of an equityoriented fund, where -

a) the transaction of such sale isentered into in a recognizedstock exchange; and 0.02 Seller

b) the contract for the sale of suchunit is settled otherwise than bythe actual delivery or transfer ofsuch share or unit

4 Sale of unit of an equity oriented fund 0.2 Sellerto the Mutual Fund

Value of taxable securities transaction in case of units shall be the price atwhich such units are purchased or sold.

Capital Gains Tax

As per the provisions of section 2(42A) of the Act, a unit of a Mutual Fund,held by the investor as a capital asset, is considered to be a short-termcapital asset, if it is held for 12 months or less from the date of its acquisitionby the unit holder. Accordingly, if the unit of a Mutual Fund is held for aperiod of more than 12 months, it is treated as a long-term capital asset.

Where sale / repurchase transaction of units is chargeable to STT

All Unit Holders

As per Section 10(38) of the Act, long-term capital gains arising from thesale of unit of an equity oriented fund entered into in a recognised stockexchange or sale of such unit of an equity oriented fund to the mutual fundis exempt from tax, provided such transaction of sale is chargeable tosecurities transaction tax.

37


As per Section 111A of the Act, short-term capital gains arising from thesale of unit of an equity oriented fund entered into in a recognised stockexchange or sale of such unit of an equity oriented fund to the mutual fundshall be taxed at 10 per cent, provided such transaction of sale is chargeableto securities transaction tax. The said tax rate shall be increased by applicablesurcharge of 10 per cent in case of non-corporate Unit holders, where thetotal income exceeds Rs.1,000,000; and 10 per cent surcharge in case ofresident corporate Unit holders, and 2.5% in case of non-resident corporateunit holder irrespective of the amount of taxable income. Further, an additionalsurcharge of 2 per cent by way of education cess shall be charged on amountof tax inclusive of surcharge.

However, in case of Individuals and HUF (being a resident), where taxableincome as reduced by short-term capital gains arising on sale of units of anequity oriented fund is upto / below the basic exemption limit, the short-term capital gains shall be reduced to the extent of the shortfall and only thebalance short-term capital gains shall be subjected to the flat rate ofincome-tax.

Securities transaction tax is not deductible while computing capitalgains.

However, in case of non-resident unit holder who is a resident of a countrywith which India has signed a Double Taxation Avoidance Agreement (whichis in force) income tax is payable at the rate provided in the Act or the rateprovided in the said agreement, whichever is more beneficial to suchnon-resident unit holder.

Where sale / repurchase transaction in units are not chargeable to STT

Foreign Institutional Investors

Long-term capital gains arising on sale / repurchase of units (other than unitof equity oriented fund referred to above), shall be taxed at the rate of 10per cent under Section 115AD of the Act. The said tax rate shall be increasedby applicable surcharge of 10 per cent in case of non-corporate Unit holders,where the total income exceeds Rs.1,000,000 and 2.5 per cent surchargein case of corporate Unit holders irrespective of the amount of taxableincome. Further, an additional surcharge of 2 per cent by way of educationcess shall be charged on amount of tax inclusive of surcharge. Such gainsshall be calculated without inflation index and currency fluctuations.

Short-term capital gains arising on sale / repurchase of such units (otherthan unit of equity oriented fund referred to above) shall be taxed at 30 percent. The said tax rate shall be increased by applicable surcharge of 10 percent in case of, non-corporate Unit holders, where the total income exceedsRs.1,000,000 and 2.5 per cent surcharge in case of corporate Unit holdersirrespective of the amount of taxable income. Further, an additional surchargeof 2 per cent by way of education cess shall be charged on amount of taxinclusive of surcharge.

However, in case of FII unit holder who is a resident of a country with whichIndia has signed a Double Taxation Avoidance Agreement (which is in force)income tax is payable at the rate provided in the Act or the rate provided inthe said agreement, whichever is more beneficial to such FII unit holder.

Specified Overseas Financial Organisations

As per the provisions of section 115AB of the Act, long-term capital gainsarising on sale / repurchase of units (other than unit of equity oriented fundreferred to above) purchased in foreign currency shall be liable to tax at theconcessional rate of 10 per cent. The said tax rate shall be increased byapplicable surcharge of 10 per cent in case of non-corporate Unit holders,where the total income exceeds Rs.1,000,000 and 2.5 per cent surchargein case of corporate Unit holders irrespective of the amount of taxableincome. Further, an additional surcharge of 2 per cent by way of educationcess shall be charged on amount of tax inclusive of surcharge. However,such gains shall be computed without the benefit of cost indexation.

Short-term capital gains arising on sale / repurchase of such units (otherthan unit of equity oriented fund referred to above) purchased in foreigncurrency may be taxed at 40 per cent in case of foreign companies, and 30per cent in case of others. The said tax rate shall be increased by applicablesurcharge of 10 per cent in case of non-corporate Unit holders, where thetotal income exceeds Rs.1,000,000 and 2.5 per cent surcharge in case ofcorporate Unit holders irrespective of the amount of taxable income. Further,an additional surcharge of 2 per cent by way of education cess shall becharged on amount of tax inclusive of surcharge. Each Unit holder is advisedto consult his / her or its own professional tax advisor for application of taxrate of 10 per cent (increased by applicable surcharge and education cess)on short-term capital gains arising on sale / repurchase of such units (otherthan unit of equity oriented fund referred to above) purchased in foreigncurrency.

However, in case of such specified overseas financial organisation unit holderwho is a resident of a country with which India has signed a Double TaxationAvoidance Agreement (which is in force) income tax is payable at the rate

provided in the Act or the rate provided in the said agreement, whichever ismore beneficial to such specified overseas financial organisation unit holder.

Other Unit holdersLong-term Capital Gains

Long-term capital gains arising on sale / repurchase of units (other than unitof equity oriented fund referred to above), shall be chargeable under Section112 of the Act, at concessional rate of tax, at 20 per cent. The said tax rateshall be increased by applicable surcharge of 10 per cent in case of individuals,HUF, association of person, body of individuals Unit holders, where the totalincome exceeds Rs.1,000,000, and 10 per cent surcharge in case of firmand corporate Unit holders (being resident) and 2.5 per cent surcharge incase of firm and corporate Unit holders (being non-resident) irrespective ofthe amount of taxable income. Further, an additional surcharge of 2 percent by way of education cess shall be charged on amount of tax inclusiveof surcharge.

The following amounts shall be deductible from the full value of consideration,to arrive at the amount of capital gains:

u· Cost of acquisition of Units as adjusted by Cost Inflation Index notifiedby the Central Government, and

u· Expenditure incurred wholly and exclusively in connection with suchtransfer.

However, where the tax payable on such long-term capital gains, computedbefore indexation, exceeds 10 per cent, (as increased by the applicablesurcharge and education cess), of the amount of capital gains, such excesstax shall not be payable by the Unit holder.

In case of Individuals and HUF (being a resident), where taxable income asreduced by long-term capital gains arising on sale of units (other than unit ofan equity oriented fund) is upto / below the basic exemption limit, the long-term capital gains shall be reduced to the extent of the shortfall and only thebalance long-term capital gains shall be subjected to the flat rate of income-tax.

Short-term Capital Gains

Short-term capital gains arising on sale / repurchase of units (other than unitof equity oriented fund referred to above) shall be taxed at 30 per cent plus10 per cent surcharge in case of corporate and firm unit holders (beingresident) irrespective of the amount of taxable income. Further, an additionalsurcharge of 2 per cent by way of education cess is payable on amount oftax inclusive of surcharge.

Short-term capital gains arising on sale / repurchase of units (other than unitof equity oriented fund referred to above) shall be taxed at 30 per cent incase of local authority (being resident). Further, an additional surcharge of 2per cent by way of education cess is payable on amount of tax.

Short-term capital gains arising to a co-operative society (being resident)are taxable on progressive basis as given below:

Where total income for a tax year 10% of the total income(April to March) is less than orequal to Rs. 10,000

Where such total income is more Rs. 1000 plus 20 per cent of thethan Rs.10,000 but does not amount by which the totalexceed Rs. 20,000 income exceeds Rs.10,000

Where the total income Rs. 3,000 plus 30 per cent of theexceeds Rs. 20,000 amount by which the total

income exceeds Rs. 20,000

Further, an additional surcharge of 2 per cent by way of education cess ispayable on amount of tax.

Short-term capital gains arising to individuals and HUFs are taxable onprogressive basis, as given below:

Where total income for a tax year Nil(April to March) is less than orequal to Rs. 100,000(the basic exemption limit)

Where such total income is more 10 per cent of the amount bythan Rs.100,000 but is less than which the total income exceedsor equal to Rs. 150,000 Rs.1,00,000

Where such total income is more Rs. 5,000 plus 20 per cent of thethan Rs. 150,000 but is less than amount by which the totalor equal to Rs. 250,000 income exceeds Rs. 150,000

Where such total income is more Rs. 25,000 plus 30 per cent ofthan Rs. 250,000 the amount by which the total

income exceeds Rs. 250,000

38



The basic exemption limit in case of a senior citizen is Rs. 185,000 while incase of a resident individual being a woman is Rs. 135,000

Where the total income of the individual/ HUF exceeds Rs. 1,000,000,surcharge of 10 per cent will be payable on the tax calculated on such totalincome (net of applicable tax rebates). Further, an additional surcharge of 2per cent by way of education cess shall be chargeable on amount of taxinclusive of surcharge.

However, in case of such other non-resident unit holder who is a resident ofa country with which India has signed a Double Taxation AvoidanceAgreement (which is in force) income-tax is payable at the rate provided inthe Act or the rate provided in the said agreement, whichever is morebeneficial to such other non-resident unit holder.

Where sale / repurchase is made during the minority of the child, tax will belevied on either of the parents, whose income is greater, where the saidincome is not covered by the exception in the proviso to section 64(1A) ofthe Act. When the child attains majority, such tax liability will be on thechild.

There are no tax rebates available. However, individuals and HUF, can claimdeduction from total income, under a section 80C of the Act, in respect ofspecified investments made during the year.

Set off of Capital Losses

All Unit Holders

The long-term capital loss suffered on sale / repurchase of units (other thanunit of equity oriented fund referred to above) shall be available for set offagainst long-term capital gains arising on sale of other assets and balanceunabsorbed long-term capital loss shall be carried forward for set off onlyagainst long-term capital gains in subsequent years.

Short-term capital loss suffered on sale / repurchase of units shall be availablefor set off against both long-term and short-term capital gains arising onsale of other assets and balance unabsorbed short-term capital loss shall becarried forward for set off against capital gains in subsequent years.

Such carry forward is admissible maximum upto eight assessment years.

Each Unit holder is advised to consult his / her or its own professional taxadvisor before claiming set off of long-term capital loss arising on sale /repurchase of units of an equity oriented fund referred to above, againstlong-term capital gains arising on sale of other assets.

Provisions relating to Dividend

All Unit Holders

Under the provisions of Section 94(7) of the Act, loss arising on sale ofUnits, which are bought within 3 months prior to the record date (i.e. thedate fixed by the Mutual Fund for the purposes of entitlement of the Unitholders to receive the income) and sold within 9 months after the recorddate, shall be ignored for the purpose of computing income chargeable totax to the extent of exempt income received or receivable on such Units.

Provisions relating to Bonus

All Unit Holders

Additionally, as per sub clause (8) to section 94 of the Act, wherein in caseof units purchased within a period of three months prior to the record datefor entitlement of bonus and sold within nine months after the record date,the loss arising on transfer of original units shall be ignored for the purposeof computing the income chargeable to tax. The loss so ignored shall betreated as cost of acquisition of such bonus units.

Tax Deduction at Source on Capital Gains

Domestic Unit Holders

No income-tax is deductible at source from income by way of capital gainsunder the provisions of the Act and as per Circular no. 715 dated August 8,1995 issued by the CBDT.

Foreign Institutional Investors

Under Section 196D of the Act, no deduction shall be made from any incomeby way of capital gains, in respect of transfer of units referred to in Section115AD of the Act.

Specified overseas Financial Organisations

As per section 196B of the Act, income-tax is deductible on long-term capitalgains arising on sale / repurchase of units (other than unit of equity orientedfund referred to above) purchased in foreign currency, at the rate of 10 percent. The said tax rate shall be increased by applicable surcharge of 10 percent in case of non-corporate Unit holders, where the total income paidexceeds Rs.1,000,000; and 2.5 per cent surcharge in case of corporate Unitholders irrespective of the amount of taxable income. Further, an additionalsurcharge of 2 per cent by way of education cess is chargeable on amountof tax inclusive of surcharge.

Income-tax is deductible on short-term capital gains arising on sale /repurchase of units (other than unit of equity oriented fund referred to above)

at the rate of 40 per cent plus applicable surcharge at the rate of 2.5 percent in case of foreign companies; and 30 per cent plus applicable surchargeat the rate of 10 per cent where the total income paid exceeds Rs.1,000,000in case of others. Further, an additional surcharge of 2 per cent by way ofeducation cess is chargeable on amount of tax inclusive of surcharge.

Other Non-resident Unit Holders

Part II of the First Schedule to the Finance Act, 2004, provides for deductionof tax at source on long-term capital gains arising on sale / repurchase ofunits (other than unit of equity oriented fund referred to the above) at therate of 20 per cent; and on short-term capital gains arising on sale / repurchaseof units at the marginal rates, viz. at 30 per cent in case of individuals andother non-corporate Unit holders; and at 40 per cent in case of corporateUnit holders. Surcharge on income-tax will be levied at 10 per cent on suchtax in respect of all Unit holders, other than corporate Unit holders, wherethe total income paid exceeds Rs. 1,000,000 and in respect of all corporateUnit holders at 2.5 per cent of such tax. Further, an additional surcharge of2 per cent by way of education cess shall be chargeable on amount of taxinclusive of surcharge.

In case of non-resident unit holder who is a resident of a country with whichIndia has signed a Double Taxation Avoidance Agreement (which is in force)the tax should be deducted at source under section 195 of the Act at therate provided in the Finance Act of the relevant year or the rate provided inthe said agreement, whichever is more beneficial to such non-resident unitholder. However, such a non-resident unit holder will be required to provideappropriate documents to the Fund, to be entitled to a beneficial rate undersuch agreement.

If the non-resident unit holder produces a nil or lower withholding certificatefrom the income tax authorities, then tax shall be deducted at such ratesmentioned in the certificate during the validity of the certificate.

Exemptions from Long-term Capital Gains

(i) As per the provisions of section 54EC of the Act, long-term capitalgains arising on sale / repurchase of units (other than unit of equityoriented fund referred to the above) shall be exempt from tax to theextent such capital gains are invested, within a period of six months ofsuch transfer, in acquiring specified bonds and remain so invested asspecified.

(ii) As per the provisions of section 54ED of the Act, long-term capitalgains arising on sale / repurchase of units (other than unit of equityoriented fund referred to the above) shall be exempt from tax to theextent such capital gains are invested, within a period of six months ofsuch transfer, in acquiring the equity shares forming part of a publicissue of an Indian public company and remain so invested as specified.

Rebate for the Securities Transaction Tax

All Unit Holders

A deduction in respect of securities transaction tax paid, is not permittedfor the purpose of computation of business income or capital gains.

However, as per Section 88E of the Act, a rebate of securities transactiontax paid shall be available to a unit holder where income from sale of unitsof an equity oriented fund is chargeable under the head " Profits and gainsof business or profession", from the income-tax on such income arisingfrom such transactions.

The amount of income-tax payable on the income arising from the taxablesecurities transaction shall be equal to the amount calculated by applyingthe average rate of income-tax on such income. The amount of rebate shallnot exceed the amount of income-tax on such income. This rebate shall beallowed only on production of evidence of payment of securities transactiontax in the prescribed form by the unit holder, alongwith its / his tax return.

Other Benefits

Investments in Units of the Mutual Fund will rank as an eligible form ofinvestment under Section 11 (5) of the Act read with Rule 17C of the Income-tax Rules, 1962, for Religious and Charitable Trusts.

ii. Income-tax

As per the Finance Act, 2005, subscription to the extent of Rs. 100,000 inABN AMRO Tax Advantage Plan (ELSS) by Individuals and HUFs should beeligible for deduction under section 80C of the Income tax Act, 1961. TheNotification is still awaited. Investors are requested to consult their tax advisorin this regard.

iii. Wealth-tax

Units held under the respective Plans are not treated as assets as definedunder Section 2(ea) of the Wealth-tax Act, 1957 and thereof shall not liableto wealth-tax.

iv. Gift-tax

The Gift-tax Act, 1958 has ceased to apply to gifts made on or after October1, 1998. Gifts of Units, purchased under the respective Plans, shall therefore,be exempt from gift-tax.

39


OTHER MATTERS

UNITHOLDER GRIEVANCES REDRESSAL MECHANISM

Investor grievances will normally be received directly by the Registrar andTransfer Agent or at the Investor Service Centres or at the office the AMC.All grievances received at the Investor Service Centres or at the office theAMC will be forwarded to the Registrar and Transfer Agent for their necessaryaction. The complaints will be closely followed up with the Registrar andTransfer Agent to ensure timely redresses and prompt investor service.

For this purpose, Mr. K. M. Suneej has been appointed the Investor RelationsOfficer. He can be contacted at the office of the AMC. The address andphone numbers are :

ABN AMRO Asset Management (India) Limited101, 10th Floor, Sakhar Bhavan,Nariman Point,Mumbai 400 021Phone : 91-22-5656 3838Fax : 91-22-5656 3840E-mail : [email protected]

INVESTOR COMPLAINTS

The details of the investor complaints for the Schemes of ABN AMRO MutualFund :

Name of Scheme Number of Number of Number of

Complaints Complaints Complaints

received redressed pending

Period : From inception As on

to September 30, 2005 September 30,

2005

AAEF 97 97 0

AAFDF 6 6 0

AAFRF 3 3 0

AACF 0 0 0

AAMIP 2 2 0

AAOF 56 56 0

ASSOCIATE TRANSACTIONS

Investment in Associate Companies

The Schemes of ABN AMRO Mutual Fund had invested in the followinginstruments of Associate Companies of the Sponsor & AMC, from inceptionto September 29, 2005 :

Name Name of the Type of Gross

of the company Security Amount

Scheme (Rs. in Crores)

AAEF Mahindra & Mahindra Ltd. * Equity Rs. 20.09

AAOF Mahindra & Mahindra Ltd. * Equity Rs. 9.96

AAMIP Mahindra & Mahindra Ltd. * Equity Rs. 0.20

AACF ABN AMRO Bank N.V.** Fixed Deposit Rs. 265.00

AAFRF ABN AMRO Bank N.V.** Fixed Deposit Rs. 90.00

* This disclosure has been made as one of the Directors of the AMC isalso a Director on the Board of the above Companies.

** This disclosure has been made as ABN AMRO Bank N.V. is acting asthe Sponsor to the Mutual Fund

The investments were made in line with the investment objective of theScheme(s).

Underwriting Obligations with respect to issues of AssociateCompanies

The Schemes of the Mutual Fund have till date not entered into anyunderwriting obligations with respect to issues of associate companies.

Subscription in issues lead managed by the Sponsor or any ofits associates

The details of the subscription by the Schemes of ABN AMRO Mutual Fund

in issues lead managed by the Sponsor or any of its associates, from inceptionto September 29, 2005 is given below :

Name of the Name of Type of AmountScheme the Associate Security (Rs. in Crores)

ABN AMRO ABN AMRO Securitised Rs. 26.06Flexi Debt Fund Securities (India) Debt

Private Limited*

ABN AMRO ABN AMRO Securitised Rs. 1.92Monthly Securities (India) DebtIncome Plan Private Limited*

ABN AMRO ABN AMRO Securitised Rs. 16.10Cash Fund Securities (India) Debt

Private Limited*

ABN AMRO ABN AMRO Securitised Rs. 11.50Floating Rate Securities (India) DebtFund Private Limited*

*No brokerage / commission was paid to ABN AMRO Securities (India)Private Limited by the Mutual Fund.

The investment was made in line with the investment objective of theScheme(s).

DEALING WITH ASSOCIATE COMPANIES

Subject to the SEBI Regulations, the AMC from time to time, for the purposeof conducting normal business and the operations of the Mutual Fund mayutilise the services of and enter into transactions / arrangement with theSponsor or its group companies, subsidiaries, associates, affiliates, etc.,established or to be established at a later date to provide the services to theAMC / investors. The AMC will conduct its business with the aforesaidcompany(ies) (including employees or relatives) on arms' length basis andat mutually agreed terms and conditions.

The AMC may also avail the services of the Sponsor or its group companies,subsidiaries, associates, affiliates, etc., for usage of premises as InvestorService Centres and to act as collection agents, marketing agents, distributionagents, bankers, client servicing etc. Such companies shall be paid a feebased on the quality of services rendered, which may be higher than themarket rates due to the quality of services rendered. These fees shall becharged to the Scheme, subject to the SEBI Regulations.

The AMC, subject to the SEBI Regulations and the restrictions placedthereunder, will from time to time enter into the transactions includingsecurities transaction with the Sponsor and its group companies, subsidiaries,associates, affiliates, etc. The AMC, subject to the SEBI Regulations, willform time to time subscribe on behalf of the Scheme of the Mutual Fund, inthe securities issue lead managed by the Sponsor and its group companies,subsidiaries, associates, affiliates, etc. The AMC shall ensure that theinvestments in such issues will be in line with the investment objectives ofthe Scheme.

Subject to the SEBI Regulations, the AMC on behalf of the Mutual Fundmay enter into transactions and / or avail services from the followingassociates / subsidiaries of the Sponsor in India :

u· ABN AMRO Securities (India) Private Limited

u· ABN AMRO Asia Equities (India) Limited

u· ABN AMRO Asia Corporate Finance (India) Private Limited

u· ABN AMRO Central Enterprise Services Private Limited

The AMC, subject to the SEBI Regulations and the restrictions / limitsprescribed thereunder, proposes to enter into transactions with the Sponsorand / or its subsidiaries / associates for purchase and sale of securities. TheScheme shall not make any investment in:

u· Any unlisted security of an associate or group company of the Sponsor;

u· Any security issued by way of private placement by an associate orgroup company of the Sponsor;

u· The listed securities of group companies of the Sponsor which is inexcess of 25% of the net assets of the Scheme.

From time to time and subject to the SEBI Regulations, the Sponsor, theiraffiliates, associates, subsidiaries, the Mutual Fund and the AMC may inthe New Fund Offer Period or thereafter at any time during the continuousoffer period, invest directly or indirectly in the Scheme. These entities mayacquire a substantial portion of the Scheme's Units and collectively constitutea major investor in the Scheme. Accordingly, redemption of Units held bysuch entities may have an adverse impact on the Scheme because the

SECTION VI

40



timing of such redemption may impact the ability of other Unitholders toredeem their Units.

The AMC and Trustee will perform for the Scheme of the Mutual Fund, theactivities detailed in the Investment Management Agreement and the TrustDeed respectively and will be entitled to remuneration for their services inaccordance with the terms of the said Agreement, subject to the SEBIRegulations.

The AMC has entered into security deals on behalf of the Schemes of the

BORROWING BY THE MUTUAL FUND

Under the SEBI Regulations, the Mutual Fund is allowed to borrow to meetthe temporary liquidity requirements of its Scheme for the purpose ofrepurchase or redemption of Units or the payment of interest or dividend tothe Unitholders. Further, as per the SEBI Regulations, the Mutual Fund shallnot borrow more than 20% of the Net Assets of the Scheme and the durationof such borrowing shall not exceed a period of six months.

The Mutual Fund may, subject to the approval of the Trustee, raise suchborrowings from the Sponsor or its group companies, subsidiaries,associates, affiliates, etc., or Banks in India or any other entity at marketrelated rates prevailing at the time and applicable to similar borrowings. Thesecurity 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 within consultation with the Trustee.

STOCK LENDING BY THE MUTUAL FUND

Subject to the SEBI Regulations as applicable from time to time, the Schememay, subject to the approval of the Trustee, engage in Stock Lending. StockLending means the lending of stock to another person or entity for a fixedperiod of time, at a negotiated compensation in order to enhance returns ofthe portfolio. The securities lent will be returned by the borrower on theexpiry of the stipulated period.

The risks in lending portfolio securities, as with other extensions of credit,consist of the failure of another party, in this case the approved intermediary,to comply with the terms of agreement entered into between the lender ofsecurities i.e. the Scheme and the approved intermediary. Such failure tocomply can result in the possible loss of rights in the collateral put up by theborrower of the securities, the inability of the approved intermediary to returnthe securities deposited by the lender and the possible loss of any corporatebenefits accruing to the lender from the securities deposited with the

Mutual Fund with counter-parties, who are associates of the Sponsor andthe AMC. Such purchase and sale deals are at the prevalent market rates.The AMC has not made any investments in the Group companies of theSponsor and the AMC.

The gross business given to ABN AMRO Asia Equities (India) Limited,Associate Broker, from inception to September 29, 2005, was Rs. 14,712.89lakhs and the percentage of brokerage commission paid to them as comparedto the total business was 1.98%. For details of amount of brokerage paid toABN AMRO Asia Equities (India) Limited please refer the table below.

The amount paid to the Sponsor, its associates or the Asset Management Company, Trustee Company, for transactions and services performed by them,from inception to September 29, 2005 is given below:

Name of the associate Nature of Transaction Amount paid by the Schemes(Rs. In Lakhs)

AAEF AACF AAFDF AAFRF AAMIP AAOF AADYF

ABN AMRO Asia Equities Brokerage on(India) Limited securities transactions 31.98 – – – 0.40 10.57 4.52

ABN AMRO Asset Investment ManagementManagement (India) Limited Fees 251.93 125.82 64.20 79.82 30.26 145.60 18.36

ABN AMRO Trustee (India)Private Limited Trustee Fees 1.43 2.84 0.63 1.92 0.09 – –

ABN AMRO Bank N.V. Commission &distributions expenses 874.79 19.47 33.68 47.65 17.16 838.11 10.00

Bank charges 1.64 3.11 0.52 2.10 0.13 2.68 1.78

The above associate transactions are as per SEBI Regulations and the limits, if any, prescribed thereunder.

approved intermediary. The Scheme may not be able to sell such lentsecurities and this can lead to temporary illiquidity.

The Scheme, under normal circumstances, shall not have exposure of morethan 25% of the net assets of the Scheme in Stock Lending. The Schemewill also not lend more than 5% of its net assets to any one intermediary towhom securities will be lent. The AMC shall report to the Trustee on aquarterly basis as to the level of lending in terms of value, volume and thenames of the intermediaries and the earnings / losses arising out of thetransactions, the value of collateral security offered etc.

UNDERWRITING BY THE MUTUAL FUND

Subject to the SEBI Regulations, the Scheme may enter into underwritingagreements after the Mutual Fund obtains necessary registration in termsof the Securities and Exchange Board of India (Underwriters) Rules andSecurities and Exchange Board of India (Underwriters) Regulations, 1993authorising it to carry on activities as underwriters. The capital adequacynorms for the purpose of underwriting shall be the net assets of the Schemeand the underwriting obligation of the Scheme shall not at any time exceedthe total net asset value of the Scheme. For the purpose of the SEBIRegulations, the underwriting obligation will be deemed as if investmentsare made in such securities.

INTER SCHEME TRANSFERS

Transfer of investments from one scheme to another scheme under theMutual Fund, shall be allowed only if:

(a) such transfers are made at the prevailing market price for quotedSecurities on spot basis.

(b) the Securities so transferred shall be in conformity with the investmentobjective of the scheme to which such transfer has been made.

DISCLOSURE UNDER 25(11) THE REGULATIONS

Investments made by the schemes of ABN AMRO Mutual Fund in Companies or their subsidiaries that have invested more than 5 % of the net assets of anyscheme from inception to September 29, 2005 is given below :

Company Name Investment of Company Investment of Aggregate Cost of Market Valuein Schemes Schemes in the Acquisition during the (Rs. in Lakhs)

Company period (Rs. in Lakhs)* as on 30/09/2005

Allahabad Bank AACF AAOF 172.20 –AAFRF AAMIP 7.38 –AAEF AAEF 82.00 –

AACF 2,465.58 –AADYF 802.55 781.58

Bank of India AACF AAOF 1,044.31 406.18AAFRF AAMIP 522.16 –

AAEF 826.59 288.20

41


Bharat Overseas Bank AAMIP AACF 5,659.74 3,772.98

Bharti Tele-ventures Ltd. AACF AAOF 329.89 397.81AAFRF AAMIP 69.74 –

AAEF 2,202.84 372.57

EXIM AACF AACF 6,387.18 500.00AAFRF – 2,000.00

Grasim Industries Ltd. # AACF AAOF 636.23 –AAEF 2,034.20 –

Gujarat Ambuja Cements Ltd. AACF AAOF 408.57 –AAEF 696.90 –

HDFC AACF AAFRF 2,835.51 2,001.38AACF 13,071.58 5,738.67

Hero Honda Motors Ltd. AACF AAMIP 13.55 –AAFRF AAEF 540.47 –

AADYF 2,213.92 2,331.39

ICICI Securities Ltd. AACF AAFRF 7,000.00 –AAFRF AACF 10,500.00 –

IDBI $ AACF AAFRF 3,387.05 –AACF 23,790.60 2,856.87

AAMIP 254.92 –AAFDF 254.92 –

IDFC AACF AAFRF 496.34 –AAFRF AACF 8,654.14 –

AAFDF 2,445.87 –AAEF 122.14 –

AAMIP 38.50 47.72AAOF 160.13 –

IL&FS Ltd. AACF AACF 1,498.77 –AAOF 25.22 –AAMIP 2.14 –AAEF 15.14 –

Infosys Technologies Ltd. AACF AAOF 2,164.36 1,146.15AAMIP 20.40 –AAEF 3,882.83 1,023.73

ITC Ltd. AACF AAOF 1,524.70 512.81AAFRF AAMIP 25.80 –

AAEF 2,613.08 –

Jubilant Organosys Ltd. AACF AAEF 466.35 –

L&T Finance Ltd. AACF AACF 1,000.00 –AAFRF

Larsen & Toubro Ltd. AACF AAOF 1,304.44 470.87AAFRF AAMIP 29.42 –

AAEF 2,957.83 521.76

Raymond Ltd. AACF AACF 14,700.00 –AAFDF 1,500.00 –AAFRF 6,000.00 –AADYF – 2,500.00

Reliance Industries Ltd. AACF AACF 1,072.57 –AAOF 2,646.18 1,170.49AAMIP 74.47 31.52AAEF 4,550.56 1,189.53

AAFRF – 1,018.27

Sterlite (I) Ltd. AACF AAOF 1,900.00 –AAFRF AAFRF 7,100.00 –

AACF 11,100.00 –AAMIP 14.81 –AAEF 1,330.23 –

Union Bank of India AACF AAEF 778.40 191.35

UTI Bank Ltd. AACF AAFRF 5,969.39 –AAFRF AACF 18,338.13 7,079.90

* Inter scheme transfers of securities are not included in the aggregate cost of acquisition.

# Includes investment made in the subsidiary of the Company viz., Ultratech Chemco.

$ Includes investment made in the subsidiary of the Company viz., IDBI Capital Market Services.

The above investments comprise equity shares, debentures / bonds, money market instruments and other debt instruments. These investments have beenmade in line with the investment objective of the Schemes.

Company Name Investment of Company Investment of Aggregate Cost of Market Valuein Schemes Schemes in the Acquisition during the (Rs. in Lakhs)

Company period (Rs. in Lakhs)* as on 30/09/2005

42



ELECTRONIC CLEARING SERVICE (ECS)

ECS is a facility offered by RBI, for facilitating better customer service bydirect credit of dividend to an investor's bank account through electroniccredit. This helps in avoiding loss of dividend warrant in transit or fraudulentencashment. The Mutual Fund will endeavour to arrange such facility forpayment of dividend proceeds to the Unitholders. However, this facility isoptional for the investors.

In order to avail the above facility, the investor will have to give a writtenrequest to the ISC. If the Unitholder has opted for the ECS facility his / herbank branch will directly credit the amount due to them in their accountwhenever the payment is through ECS. The ISC will send a separate adviceto the Unitholder informing them of the direct credit.

It may be noted that there is no commitment from the Mutual Fund thatthis facility will be made available to the Unitholders for payment of dividendproceeds. While the Mutual Fund will endeavour in arranging the facility itwill be dependent on various factors including sufficient demand for thefacility from Unitholders at any centre, as required by the authorities. Inplaces where such a facility is not available or if the facility is discontinuedby the Scheme for any reason, the AMC shall despatch to the Unitholdersthe dividend warrants within 30 days of the declaration of the dividend.

POWERS TO REMOVE DIFFICULTIES

If any difficulty arises in giving effect to the provisions of the Scheme, theTrustee / AMC may, subject to the SEBI Regulations, take such steps thatare not inconsistent with these provisions, which appears to them to benecessary, desirable or expedient, for the purpose of removing difficulties.

POWERS TO MAKE RULES

Subject to the SEBI Regulations, the Trustee / AMC may from time to time,prescribe such terms and make such rules for the purpose of giving effectto the provisions of the Scheme, and add to, alter or amend all or any of theterms and rules that may be framed from time to time.

PENALTIES, PENDING LITIGATION OR PROCEEDINGS,FINDINGS OF INSPECTIONS OR INVESTIGATION FOR WHICHACTION MAY HAVE BEEN TAKEN OR IS IN THE PROCESS OFBEING TAKEN BY ANY REGULATORY AUTHORITY

All cases of penalties awarded by SEBI under the SEBI Act or any of itsregulations against the Sponsor of the Mutual Fund or any companyassociated with the Sponsor in any capacity including the Asset ManagementCompany, Trustee Company / Board of Trustees, or any of the Directors orkey personnel (specially the Fund Manager(s)) of the Asset ManagementCompany and Trustee Company. The nature of the penalties must bedisclosed.

NIL

For Sponsors and its associates, other than the penalties above, penaltiesawarded by any financial regulatory body, including stock exchanges, fordefaults in respect of shareholders, debenture holders and depositors shallalso be disclosed.

Sponsor - ABN AMRO Bank N.V.

Netherlands

A penalty amounting to Euro 13,600 and Euro 27,200 was levied againstthe Sponsor by the AEX Stock exchange for Violation of margin requirementsin 1998 and 1999 respectively.

A penalty amounting to Euro 45,400 was levied against the Sponsor byEuronext for Violation of margin requirements in 2001.

A penalty amounting to Euro 18,150 was levied against the Sponsor by theAuthority for the financial markets in 2002 for misleading presentation offacts and non-compliance with the obligation to report stabilisationtransactions in connection with a equity offering in which ABN AMRO actedas underwriter (under appeal).

India

A penalty amounting to Rs. 2,58,382 was levied in 1999 against the Sponsorby Reserve Bank of India for shortfall in maintaining Cash Reserve Ratio forthe fortnight ended 23 December 1994.

A penalty amounting to Rs. 19,14,282 was levied in 1999 against the Sponsorby Reserve Bank of India for shortfall in maintaining Cash Reserve Ratio forthe fortnight ended 12 April 1996.

Additionally penalties awarded for any economic offence and violation ofany securities laws, against the Sponsor and its associates.

NIL

Any pending material litigation proceedings incidental to the business ofthe Mutual Fund to which the Sponsor of the Mutual Fund or any companyassociated with the Sponsor of the Mutual Fund in any capacity includingthe AMC, Board of Trustees / Trustee Company or any of the Directors orkey personnel is a party.

NIL

Any pending criminal cases against the Sponsor or any company associatedwith the Sponsor in any capacity including the AMC, Board of Trustees /Trustee Company or any of the Directors or key personnel should also bedisclosed separately.

A criminal case has been filed by Enforcement Directorate against theSponsor in the Magistrate's Court at New Delhi for an "alleged" violation ofForeign Exchange and Regulation Act (FERA). The criminal case is stillpending. On the same matter, the Bank has earlier been exonerated of allcharges by the Tribunal.

Any deficiency in the systems and operations of the Sponsor of the MutualFund or any company associated with the sponsor in any capacity such asthe AMC or the Trustee Company which SEBI has specifically advised to bedisclosed in the Offer Document, or which has been notified by any otherregulatory agency shall be disclosed.

NIL

An enquiry / adjudication proceedings under the SEBI Act, and the regulationsmade thereunder, that are in progress against the Sponsor of the MutualFund or any company associated with the Sponsor in any capacity includingthe AMC, Board of Trustees / Trustee Company or any of the Directors orkey personnel of the Asset Management Company shall be disclosed.

NIL

The above information has been disclosed in good faith as per the informationavailable to the AMC.

OMNIBUS CLAUSE

Besides the AMC, the Trustee/Sponsor may also absorb expenditures inaddition to the limits laid down under Regulation 52.

Further, any amendment/clarification and guidelines including in the form ofnotes or circulars issued from time to time by SEBI for the operation andmanagement of Mutual Fund shall be applicable.

DOCUMENTS AVAILABLE FOR INSPECTION

Copies of the following documents may be inspected between 9.30 a.m. to3.00 p.m. on any Business Day at the registered office of the AMC.

1. Trust Deed;

2. Investment Management Agreement;

3. Agreement with the Custodian;

4. Agreement with the Registrars and Transfer Agents;

5. Memorandum and Articles of Association of the Trustee and AMC;

6. Securities and Exchange Board of India (Mutual Funds) Regulations,1996;

7. Indian Trusts Act, 1882;

8. Consent of the Auditors to act in the said capacity;

9. Registration Certificate for the Mutual Fund granted by SEBI; and

10. Annual Report of the Asset Management Company.

Notes:

1. Further, any amendments / replacement / re-enactment of the SEBIRegulations subsequent to the date of the Offer Document shall prevailover those specified in this Offer Document.

2. The Scheme under this Offer Document was approved by the Trusteeon September 9, 2005.

3. Notwithstanding anything contained in this Offer Document, theprovisions of Securities and Exchange Board of India (Mutual Funds)Regulations, 1996 and the guidelines thereunder shall be applicable.

For and on behalf of the Board of Directors ofABN AMRO Asset Management (India) Ltd.

Place : Mumbai Abhaya JoglekarDate: October 15, 2005 Head - Compliance & Risk Management

43


LIST OF COLLECTION CENTRES (DURING NEW FUND OFFER PERIOD)

ABN AMRO BANK N.V - Collection Centres

Bangalore : Prestige Towers, 99&100, Residency Road, Bangalore - 560 025.Chennai : Centralised Cash Management Services, Unit 7, 9 & 10, Raheja Towers, No. 177, Anna Salai, Chennai - 600 002.Kolkata : Azimganj House, Unit No. 3, 4, & 5, 7 Camac Street, Kolkata - 700 017.Mumbai : Brady House, 14, Veer Nariman Road, Fort, Mumbai - 400 023.New Delhi : Hansalaya Building, 15, Barakhamaba Road, New Delhi - 110 001.Pune : Radiant Plaza, 327, M.G. Road, Pune Camp, Pune - 411 001.Surat : K.G. House, Upper Ground Floor, Ghod Dhod Road, Off Parle Point, Surat - 395 007.Vadodara : 7, Alkapuri, R.C. Dutt Road, Vadodara - 390 007.

HDFC BANK LTD. - Collection Centres

Agra : Shop No. 11, Block No. 17/2/4, Friends Plaza, Sanjay Place, Agra - 282 002.Ahmedabad : 1st Floor, Near Mithakali Circle, Opp. Jain Derasara, Navrangapura, Ahmedabad.Ahmednagar : Amber Plaza, Station Road, Opp ADCC bank Sahakar Gruh, Ahmednagar - 414 001Ajmer : No. 13/10 & 14/10, Near Suchma Kendra, Adj. to Swami Complex, Ajmer - 305 001.Akola : Sethi Heights, Opp. Collector Office, Z. P. Road, Akola - 444 001.Allahabad : 54/1 S. P. Marg, Civil Lines, Allahabad - 211 003.Ambala : Shingar Palace Complex, Nicholson Road, Ambala Cantt. - 133 001.Amravati : C/o. Rasik Plaza, Jaistambh Chowk, Morshi Road, Amravati - 444 601.Amritsar : 39, The Mall, AmritsarAnand : 1st Floor, Sanket Towers, Opp. Anand Arts College, Grid Road, Anand - 388 001.Asansol : CMS Dept., P. C. Chatterjee Market, G. T. Road, Rambandhu Tala, Asansol - 713 303.Aurangabad : Shivani Chambers, Manjeet Nagar, Jalna Road, Opp. Akashwani, Auranagabad - 431001.Bangalore : 25/1, Shankarnarayana Building, Next Rajeha Towers, M.G. Road, Bangalore - 560 001.Bardoli : Shree Ambika Niketan Temple,Dist. Surat, Bardoli - 394 601.Bareilly : 154, Krishna Palace, Civil Lines, Bareilly - 1.Belgaum : 4830/28A, Opp. Dist Hospital, Dr. Ambedkar Road, Belgaum - 590 002.Bhatinda : 3027-B, Guru Kanshi Marg, Bathinda -151 001.Bharuch : Near Octroi Naka, Link Road, Bharuch - 392 001.Bhavnagar : Gopi Arcade, Opp. Takhteshwar Post Office, Waghawadi Road, Bhavnagar - 364 002.Bhiwadi : Sp 54 Ashiana Arcade, Riico Industrial Area, Bhiwadi - 301019.Bhopal : E-1/57, Arera Colony, Bhopal - 462016.Bhubaneshwar : Junction of Janpath & Gandhi Marg, Hotel Jajati Complex, Kharvelanagar, Unit - III, Master Canteen Square, Bhubaneswar - 751 001.Bhuj : 101 & 102 Sunrise Tower, 11, Vijaynagar Society, Hospital Road, Bhuj - 370 001.Bokaro : B-9 City Centre, Sector IV, Bokaro Steel City , Bokaro - 827 004.Chandigarh : SCO 371/372, Sector 35-B, Chandigarh.Changanacherry : CMS Dept, Golden Tower, M. C. Road, Vezhakattuchira, Changanacherry - 686 101.Chennai : 751 - B Anna Salai, Mariam Centre, Chennai - 600 002.Cochin : 2nd Floor, Elmar Square, M.G. Road, Ravipuram, Cochin - 682 016.Coimbatore : 1635, ClassicTowers, Trichy Road, Coimbatore - 641 018.Cuttack : Bajrakbati Road, Cuttack - 753 001.Dahanu : Matruashish Building, Irani Road, Dahanu Road.Daman : ARC Shoping Mall, Dilip Nagar, Teen Batti, Daman - 396 210.Davanagere : --------------------------------------------------------------------------------------------------------------Dehradun : 56, Rajpur Road, Dehradun - 248 001.Dhanbad : Sri Ram Plaza, 1st Floor, Bank More, Dhanbad - 826 001.Durgapur : A102 & 103, City Centre, Bengal Shristi Complex, Durgapur - 713 216.Erode : 456, Brough Road, Erode - 638 001.Ferozepur : CMS Dept., Bldg # 307/7, The Mall, Ferozepur - 152 002.Gandhidham : Tagore Road, Gandhidham - 370 201.Gorakhpur : CMS Dept., Prahlad Rai Trade Centre, Ayodhya Crossing, Bank Road, Gorakhpur - 273 001.Gurdaspur : CMS Dept., SCF-1& 2 Shopping Complex, Improvement Trust Market, Hanuman Chowk, Gurdaspur - 143 521.Guwahati : House No. 126, Opp. Times of India, Bhangagarh, Guwahati - 781 005.Gwalior : Anand Deep Building, City Center, Gwalior.Haldia : ---------------------------------- -------------------------------------------------------Hisar : SCO 170, Red Square Market, Station Road, Hissar - 125 001.Hoshirapur : SCO 1-2-3, Improvement Trust, Hoshiarpur - 146 001.Hosur : No. 24 & 25, Maruthi Nagar, Near Dharga, Sipcot P.O., Hosur - 635 126.Hubli : T. B. Revankar Complex, Vivekanand Hospital Road, Hubli - 580 029 .Hyderabad : 6-1-73, 3rd Floor, Saeed Plaza, Lakdikapul, Hyderabad - 500 004.Indore : 580, M.G. Road, Indore.Irinjalakuda : Ushus Complex, Main Road, Tana, Thrissur Dt., Irinjalakuda - 680 121.Jabalpur : 1702, Napier Town Model Road, Jabalpur - 482 002.Jagraon : 368 B, Kapoor Building, Tehsil Road, Jagraon - 142 026.Jaipur : O-12 Parijat, Ashok Marg, Ahimsa Circle, C-Scheme Jaipur.Jalandhar : 911, G. T. Road, Near Narinder Cinema, Jalandhar.Jalgaon : Facing Mahabal Rd., DSP Chowk, Jalgaon - 425 001Jammu : CB 13, Railhead Complex, Gandhi Nagar, Jammu.Jamnagar : Plot No. 6, Park Colony, Opp. St . Ann's School, Bedi Bunder Road, Jamnagar - 361 008.Jamshedpur : C/o. Mithila Motors Ltd., Near Rammandir, Bistupur, Jamshedpur - 831 001.Jodhpur : 57/B "Swapndeep", Chopasani Road, Jodhpur - 342 003.Junagadh : Moti Palace, Ground Floor, Moti Baug Road, Junagadh - 362 001.Kalyani : B-7/40 & 41(S), Central Avenue West, Central Park, Kalyani - 741 235.Kannur : --------------------------------------------------------------------------------Kanpur : Krishna Tower Complex, 15/63, Civil Lines, Kanpur - 208 001.Kapurthala : Mall Road, Kapurthala.Karad : Hotel Sangam, Pune-Banglore Hihgway, Dist. Satara, Karad - 415 110.Karnal : SCO 778-779, Opp Mahabir Dal Hospital, Kunjpura Road, Karnal.Kolhapur : Jaju Arcade, Tarabai Park, Kolhapur - 416 003.Kolkata : CMS, Abhilasha II, 6, Royd Street,1st Floor, Kolkata - 700 016.Konnagar : -------------------------------------------------------------------------------Kota : Show Room No-13-14, Main Jhalawar Road, Kota.Kottyam : Unity Building, Opp MDC Centre, K. K. Road, Kottayam - 686 002.Kurukshetra : CMS Dept., Shop #1 To 5, Kalawati Market, Railway Road, Kurukshetra - 136 118.Latur : Near Nagar Parishad, Latur - 413 512.Lucknow : 31/31, M.G. Marg, Hazratganj, Lucknow - 226 001.

Ludhiana : CMS Deptt, 5th Floor, The Mall, Mall Road, Ludhiana.Madurai : 7-A, West Veli Street, Opp. Railway Station, Madurai - 625 001.Mangalore : M.N. Towers, Kadri, Mangalore - 575 002.Manjeri : CMS Dept, Kurikal Plaza, Bldg. #20/1245 Kacheripady, Malapurram Road, Manjeri - 676 121.Margoa : Manguirish Pras Bldg., Plot No. 27, Opp. Babu Naik Aquem, Margao - Goa - 403 601.Mathura : CMS Dept., Opp BSA College, Gaushala Road, Mathura - 281 001.Meerut : 381 Western Kachery Road, Meerut - 250 001.Mehsana : Prabhu Complex, Nr. Raj Kamal Petrol Pump, Abu Highway, Mehsana - 384 002.Moga : G. T. Road, Opp. D. C. Office, Moga.Moradabad : Chaddha Shopping Complex, GMD Road, Moradabad - 244 001.Morvi (Rajkot) : Om Shopping Centre, Ravapar Road, Morvi.Mpauca : S1/2, Ground Floor, Cosmos Towers, Near Govt. Bldg. Complex, Mapusa Goa - 403 507.Mumbai : Maneckjiwadia Bldg., Nanik Motwani Marg, Fort, Mumbai 400 023.Mysore : Nageetha Complex, Vishwamanawa Double Road, Saraswathi Puram, Mysore - 570 009.Nadiad : Shoot Out Bldg., Nadiad Ice Factory Compound, College Rd., Nadiad - 387 001.Nagpur : 204, Bhagyashree, 1st Floor, Cement Road, Shankar Nagar, Dharampeth Extension, Nagpur - 440 010.Nashik : Vastushree No. 3, Thatte Nagar, Gangapur Road, Nashik - 422 005.New Delhi : Fig-Ops, 1st Floor, Kailash Bldg., 26 K. G. Marg, New Delhi - 110 001.Navsari : Nandini Complex, Ground Floor, Station Road, Sandh Kuva, Navsari - 396 445.Palanpur (Banaskanta) : Parth Complex, Near Cozy Tower, Opp. Joravar Palace, Dist. Banaskantha, Palanpur - 385 001.Panipat : 801/4, G. T. Road, Panipat - 132 103.Panjim : Minum Residency, 18th June Road, Panjim-Goa - 403 001.Patiala : S.C.O. 70-73, Leela Bhawan Market, Patiala - 147 001.Patna : Rajendra Ram Plaza, Exhibition Road, Patna - 800 001.Phagwara : Opp. Bus Stand, G. T. Road, Phagwara.Ponda : Royal Chambers, GD1-GD4, Tisk, Ponda-Goa - 403 401.Porbandar : Om Shiv Shakti, R.D. Chambers, Porbandar - 360 575.Pondicherry : T. S. No. 6, 100 Ft. Road, Ellaipillaichavadi, Pondicherry - 605 005.Pune : 5th Floor, Millennium Tower , Bhandarkar Road, Shivajinagar, Pune - 411 004.Raipur : Chawla Complex, Near Vanijya Bhawan, Sai Nagar, Devendra Nagar Road, Raipur - 492 009.Rajamundry : H.No. 46-17-20, Main Road, Danavaipet, Rajahmundry - 533 103.Rajkot : Venkatesh Plaza, Dr. Radhakrishna Road, Nr. Eagle Palace, Rajkot.Ranchi : Ranchi Club Shopping Complex, Apt No .11, Main Road, Ranchi - 834 001.Rewari : L-203, Old Court Road, Model Town, Rewari - 123 401.Rohatak : 401-402, Model Town, D-Park, Delhi Road, Rohatak.Ropar : College Road, Ropar.Rourkela : Bisra Road, Dwivedi Bhawan, Dwivedi Square, Rourkela 769 001.Rudrapur : Plot No1&2, Nanital Road, Rudrapur - 263 153.Saharanpur : Mission Compound, Court Road, Adj. Top Shop, Saharanpur - 247 001.Salem : 5/241-F, Rathna Arcade, Omalur Main Road, Salem - 636 004.Sangli : 640, Venkatesh Senate, Sangli - Miraj Rd., Sangli - 416 416.Sangrur : Shop No. 1-2-3 Kaula Park Market, Sangrur.Sanjauli (Shimla) : Manta Building, Opp. Bus Stand, Sanjauli.Siliguri : 3 No. Ramkrishna Samity Building, Sevoke Road, Pani Tanki More, Siliguri - 734 401.Silvassa : 1-16, Jaypee House, Opp. Patel Petrol Pump, Vapi- Silvassa Road, Silvassa - 396 230.Solan : Anand Bhavan, Near DC Office, Rajgarh Road, Solan - 173 212.Surat : Chataniya Jyoti Building, Near Parle Point Circle, Surat - 395 007.Thiruvalla : Illampallil Buildings, 26/149(1&2), M. C. Road, Tiruvalla - 689 101.Trichur : Kalliyath Royal Square, Palace Road, Trichur - 680 020.Trichy : A-10, " Lakshmi Arcade", 11th Cross Main Road, Thillainagar, Trichy - 620 018.Trivandrum : Kenton Towers, Vazhuthacaud, Trivandrum 695 014.Udaipur : Chetak Circle, GPO Road, Udaipur.Vadodara : Arun Complex, 36, Alkapuri Society, R.C. Dutt Road, Vadodara - 390 007.Valsad : Ekta Appt., Nr. RJJ High School, Thithal Road, Valsad-1.Vapi : Lower Ground, Emperor Arcade, Chala Road, Vapi - 396 191.Varanasi : D 58/2 Kuber Complex, Rathyatra Crossing, Varanasi - 221 010.Vasco : Gr. Floor, Damodar Building, Swatantra Path, Vasco Da Gama-Goa - 403 802.Vijayawada : 40-1-48/2, M. G. Road, Labbipet, Vijayawada - 520 010.Visakhapatnam : Potluri Castle, Dwaraka Nagar, Visakhapatnam.Yamunanagar : 103, Model Town, Nehru Park Road, Yamunanagar - 135 003.

IDBI Bank Limited - Collection Centres

Agra : Raghu Shopping Arcade, M.G. Road, Agra - 282 002.Ajmer : Shankar Palace, Jaipur Road, Opp City Power House, Ajmer - 305 001.Ahmedabad : IDBI Complex, Lal Bungalows, Off C.G. Road, Ahmedabad - 380 006.

Rudra Complex, Near Judges Bungalows, Bodakdev, Vastrapur, Ahmedabad - 380 015.Aishwarya Complex, Yash kunj Society, Prabhat Chowk, Ghatlodia, Ahmedabad - 380 061.Krishna Avenue, Subash Circle, Memnagar, Ahmedabad - 380 052.

Amritsar : 9, Deep Complex, Court Road, Amritsar - 143 001.Aurangabad : Plot No. 07, Raghbir Chambers, Vidya Nagar, Jalna Road, Aurangabad - 431 003.Bangalore : IDBI House, 58 Mission Road, Bangalore - 560 027.Belgaum : Pai Restaurant, At Corner of College & Samadevi Road, Belgaum.Bhavnagar : G-10, Ground Floor, Radhe Shyam Complex, Waghawadi Road, Bhavnagar - 364 001.Bhilai : New Era, 19, Priyadarshni Parisar, Nehru Nagar Square, Bhilai - 490 020.Bhopal : Plot No. 43, Opposite Rang Mahal, New Market, T T Nagar, Bhopal - 462 003.Bhubaneshwar : IDBI House, Janpath, Unit IX, Bhubaneshwar - 751 022.Bikaner : Vyapar Udyog Bhavan, Near DRM Office, Modern Market, Bikaner - 334 001.Chandigarh : SCO 55-56-57, Madhya Marg, Sector 8, Chandigarh - 160 018.Chennai : PM Towers, 37, Greams Road, Chennai - 600 006.Chittorgarh : B-1 Meera Market, Chittorgarh - 312 001.Coimbatore : Ground Floor, Viscose Towers, 1078, Avinashi Road, Coimbatore - 641 018.Dehradun : 59/4, Rajpur Road, Dehradun - 248 001.Dhanbad : Skylark Complex, Bank More, Dhanbad - 826 001.Erode : Aanoor Amman Complex, # 66, Veerapathra 2nd Street, Sathy Main Road, Erode - 638 003.Faridabad : Ground Floor, SCO - 99, Sector 16, Behind Sagar Cinema House, Faridabad - 121 002.Gangtok : TSE-KA Commercial Complex, 3/A, National Highway, Near Private Taxi Stand, Gangtok - 737 101.Ghaziabad : Sudesh Plaza, C-78, Raj Nagar District Centre, Raj Nagar, Ghaziabad - 201 002.Gurgaon : Pal Towers, Mehrauli-Gurgaon Road, Village Sikanderpur Chosi, Sikanderpur Gurgaon - 122 022.Guwahati : Satyen Niwas, Pan Bazar, Corner of M.G. Road & SC Goswami Road, Guwahati.Gwalior : Chamber Bhavan, SDM Road, Gwalior - 474 009.

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Hubli : Giriraj Annexe, Traveller's Bunglow Road, Hubli - 580 029.Hyderabad : Mahavir House, Basheerbagh Square, Hyderabad - 500 029.Indore : Alankar Chambers, Ratlam Kothi, AB Road, Indore - 452 001.

Pitrachaya, Plot No. 111, Jawahar Marg, Indore - 452 004.Jabalpur : Shukla Bhawan, 1415, Wright Town, Jabalpur - 482 002.Jaipur : D-24 Durlabh Niwas, Prithviraj Road, C Scheme, Jaipur - 302 001.

Shop No. 281, Nawalkha, Main Johri Bazar, Opp. L. M. B. Hotel, Jaipur - 302 003.Jalandhar : Bombay Palace, 136, Jawahar Nagar, Cool Road, Jalandhar - 144 001.Jamshedpur : Shantiniketan, Sakchi Boulevard Road, Bistupur, Jamshedpur - 831 001.Jodhpur : Dhanalaxmi Towers, 1st Chopsani Road, Jodhpur - 342 003.Khardah : Purbasha, Kalyan Nagar, Village Panshila, PS Khardah, 24 Parganas (North), Khardah - 733 149.Kishangarh : Kabra Sadan, Ajmer-Jaipur Road, Madanganj, Kishangarh - 305 801.Kochi : Dhanwantari Building, Near Padma Theater, M.G. Road, Kochi - 682 035.Kolhapur : Ground Floor, Royal Heritage Building, Opp. Basant Bahar Theater, Assembly Road, Kolhapur - 416 002.Kolkata : Siddha Point, Ground Floor, 101, Park Street, Kolkata - 700 016.Kottayam : Thekkekarayan Towers, Muttambalam Post, Kanjikuzhy, Kottayam - 686 004.Kozhikode : Ground Floor & First Floor, City Plaza, YMCA Cross Road, Kozhikode - 673 001.Lucknow : Dhan Complex, 15, Ashoka Marg, Lucknow - 226 001.Ludhiana : SCO 126-128, Kalinga Towers, Feroze Gandhi Market, Ludhiana - 141 001.Madurai : Karthik Raja Complex, 1/1 Vinayaga Nagar, Melur Road, K.K. Nagar, Madurai - 625 020.Mangalore : Metalco Plaza, Highland Road, Falnir, Kankanady, Mangalore - 575 001.Margao : Jyoti Plaza, Isidorio Baptista Road, Margaon - 403 601.Mhow : Red Cross Hospital Premises, Plowden Road, Mhow - 453 441.Mohali : Fortis Heart Institute, Phase 8, Sector 62, Mohali - 160 062.

SCF 58, Phase III B 2, SAS Nagar, Mohali - 160 059.Moradabad : Gr. Floor and First Floor, Ekta Complex, Company Bagh, Civil Lines, Moradabad - 244 001.Mumbai : Mittal Tower, Gr. Floor, Nariman Point, Mumbai - 400 021.

Dharmi Niwas, Plot No. 77, R. K. Mission Marg, Khar (West), Mumbai - 400 052.Shop 12-16, Sunny Estate II, Sion Trombay Road, Chembur, Mumbai - 400 071.Tirupati Apartments, Bhulabhai Desai Road, Mumbai - 400 026.INDU House, Veer Savarkar Marg, Prabhadevi, Mumbai - 400 025.Shop No. 2, Ground Floor, Vallabh Vihar, M. G. Road, Ghatkopar (East), Mumbai - 400 077.Marigold House, Plot No. A-34, Cross Road No. 2, Marol, MIDC, Andheri (East), Mumbai - 400 093.Shop No. 4-8, Kaustub Park, Mandepeshwar Road, Borivili (West), Mumbai - 400 103.Tribuvan Building, Vijay Vallabh Chowk, Pydhonie, 1/3, Kalbadevi Road, MumbaiGround Floor, G/1 Yeshwant Building, Near Malhar Cinema, Gokhale Road, Naupada, Thane, Mumbai - 400 602.Shop No.1- 4, Jai Nilkanth, Babasaheb Joshi Marg, Off. Phadke Cross Road, Dombivali (E), Mumbai - 421 201.Heremes Centre, Sector 17, Palmbeach Road, Vashi, Mumbai.Ground Floor, Mickey Heights, Marve Road, Malad (West), Mumbai - 400 064.

Nagpur : Gupta House, Plot No. 1, Ravindra Nath Tagore Marg, Civil Lines, Nagpur - 440 001.Nasik : A-1& 2 "Prathamesh", Thatte Nagar, Gangapur Road, Nashik - 422 005.Navi Mumbai : Indal Compound, Plot No. 2, Taloja, MIDC, Navi Mumbai - 410 208.Navsari : HareKrishna Complex, Chimnabai Road, Near Vasant Talkies, Navsari - 396 445.New Delhi : Sat Pual Mittal Centre, 1/6, Siri Fort Institutional Area, Khel Gaon Marg, New Delhi - 110 049.

Surya Kiran Building, Ground Floor, 19 K G Marg, New Delhi - 110 001.E-14, Khasra No. 550, Vasant Kunj Road, New Delhi - 110 037.

Noida : Ground Floor, Ocean Complex, P-6, Sector 18, Noida - 201 301.Panchkula : SCO 65, Sector 11, Panchkula - 134 112.Panipat : Gopal Furnishing Pvt Ltd., Opp. Hotel Midtown, GT Road, Panipat.Panjim : Alfran Plaza, Near Don Bosco School, M. G. Road, Panaji - 403 001.Panvel : Balaji Appartments, Plot No 3, Sector 19, Panvel Matheran Road, Panvel, Navi Mumbai - 410 206.Patiala : 10, Chotti Baradari, The Mall, Patiala - 147 001.Phagwada : Ohri Towers, 14-A, Model Town, G.T. Road, Phagwara - 144 401.Pithampur : Shop No. 5 & 6, Keshar Complex, Sector - I, Mhow Neemuch Road, Pithampur - 454 775.Pune : Dynaneshwar Paduka Chowk, Fergusson College Road, Pune - 411004.

Plot No. 128, Ground Floor, Blue Hills Avenue, Kalyani Nagar, Nagar Road, Yerawada, Pune - 411 006.Rajas Apts, Plot No. 13, Abhimanshree Road, Off Baner Road, Aundh, Pune - 411 007.Maratha Chambers, Plot No. 3, (SDC), Sector 25, Bhel Chowk Road, Nigdi, Pune - 411 044.G&G Towers, 153A/1, Pune-Solapur Road, Hadapsar, Pune - 411 028.

Raipur : Singhania House, Civil lines, Opp. Museum, Raipur - 492 001.Rajahmundry : Karri Suri Reddy Plaza, Door No. 46-22-11, Danavaipeta Park Road, Rajahmundry - 533 103. Rajasmand : Shriji Kripa, Jal Chaki Road, Near OBC, Rajasmand - 313 326.Rajkot : Shiv Darshan, Jagnath Plot corner, Dr. Radhakrishna Road, Opp. Rajkumar College, Near Trikon Bagh, Off Yagnik Road,

Rajkot - 360 001.Renukoot : Birla Market, Renukoot, Sonbhadra District, Renukoot - 231 217.Surat : ESS EN House, Ghod Dod Road, Surat - 395 001.Tirupur : Balamurugan Complex, 266 Avinashi Road, Bungalow Stop, Thirupur - 641 602.Trivandrum : Muthoottu Buildings, M.G. Road, Near Statue Junction, Thiruvananthapuram - 695 001.Tiruvalla : Warbha Centre, Ramanchira, M. C. Road, Tiruvalla - 689 101.Trichy : Dukes Complex, 120, Bharatiar Salai, Cantonment, Trichy - 620 001.Udaipur : Mumal Towers, 16 Saheli Marg, Udaipur - 313 001.Ujjain : Hotel Ashray, 77, Devas Road, Ujjain - 456 010.Vadodara : Concorde, R.C. Dutt Road, Alkapuri, Vadodara - 390 007.Vallabh Vidyanagar : Nana Bazar, Vallabh Vidyanagar - 388 120.Varanasi : Arihant Complex, Nagar Nigam Road, Sigra, Varanasi - 221 002.Vijayawada : BSR Plaza, Near Maris Stella College, Ring Road, Vijayawada - 520 008.Visakhapatnam : Balaji's Mangalgiri, Chambers, 9/29/6-1, Siripuram, Visakhapatnam - 530 003.

AMC Investor Service Centres :

Bangalore : 22, 3rd Floor, Prestige Kada, Above Bank of India, Richmond Road, Bangalore - 560 025.Chennai : 19/1, Haddows Road, Chennai - 600 006.Kolkata : ITC Centre, 4 Russel Street, Kolkata - 700 071.Mumbai : 602, 6th Floor, Embassy Centre, Nariman Point, Mumbai - 400 021.New Delhi : 405, 4th Floor, Ashoka Estate, 24, Barakhamba Road, New Delhi - 110 001.

APPLICATIONS FOR SWITCH WILL NOT BE ACCEPTED AT THE ABOVE COLLECTION CENTRES.

ABN AMRO Asset Management (India) Ltd.


Nariman Point, Mumbai 400 021.

Tel. : 91-22 5656 3838

Web : www.assetmanagement.abnamro.co.in

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LIST OF OFFICIAL POINTS OF ACCEPTANCE OF TRANSACTIONS (POST NEW FUND OFFER PERIOD AND FOR

APPLICATION FOR SWITCH DURING THE NEW FUND OFFER PERIOD)

AMC Investor Service Centres :

Bangalore : 22, 3rd Floor, Prestige Kada, Above Bank of India, Richmond Road, Bangalore - 560 025

Chennai : 19/1, Haddows Road, Chennai - 600 006

Kolkata : ITC Centre, 4 Russel Street, Kolkata - 700 071

Mumbai : 101, 10th Floor, Sakhar Bhavan, Nariman Point, Mumbai 400 021

602, 6th Floor, Embassy Centre, Nariman Point, Mumbai - 400 021

New Delhi : 405, 4th Floor, Ashoka Estate, 24, Barakhamba Road, New Delhi - 110 001

CAMS Investor Service Centres :

Ahmedabad : 402 - 406, 4th Floor - Devpath Building, Off: C G Road, Behind Lal Bungalow, Ellis Bridge, Ahmedabad - 380006

Bangalore : Trade Center, First Floor, 45, Dickenson Road (Next to Manipal Center), Bangalore - 560 042

Bhubaneswar : 101/ 7, Janpath, Unit - III, Bhubaneswar - 751 001

Kolkata : Ground Floor, LORDS Building, 7/1. Lord Sinha Road, Kolkata - 700 071

Chandigarh : SCO 154-155, 1st Floor, Sector 17-C, Chandigarh - 160 017

Chennai : A & B Lakshmi Bhawan, 609 Anna Salai, Chennai - 600 006

Chennai : Rayala Towers, No. 158 Anna Salai, Chennai - 600 002

Cochin : 40/9633 D, Veekshanam Road, Near International Hotel, Cochin - 682 035

Coimbatore : 66. Lokamanya Street (West), R.S.Puram, Coimbatore - 641 002

Goa : No. 15, First Floor, Diamond Chambers, 18th June Road, Panaji - 403 001

Indore : Dalal Chambers, No. 101, Sagarmatha apartments, 1st Floor, 18/7 MG Road, Indore - 452 003

Jaipur : G-III, Park Saroj, Behind Ashok Nagar Police Station, R-7, Yudhisthir Marg, C-Scheme, Jaipur - 302 001

Kanpur : G - 27,28 Citi Centre, 63/ 2 , The Mall, Kanpur - 208 001

Lucknow : No. 3, First Floor, Saran Chambers 1, 5,Park Road, Lucknow - 226 001

Ludhiana : Shop no. 20-21 ( Ground Floor ), Prince Market, near Traffic Lights, Sarabha Nagar Pulli, Pakhowal Road,P.O: Model Town, Ludhiana - 141 002

Mangalore : 6. First Floor, West Gate Terminus, Falnir Road, Opp. Unity Health Complex, Highlands, Mangalore - 575 002

Mumbai : Rajabahdur Compound, Ground Floor, Opp. Allahabad Bank, Behind ICICI Bank30,Mumbai Samachar Marg, Fort, Mumbai - 400 023

Nagpur : 145 Lendra Park,Behind Shabari, New Ramdaspeth, Nagpur - 440 010

New Delhi : 304-305, III Floor, Kanchenjunga, 18, Barakhamba Road, New Delhi - 110 001

Patna : Kamlalaye Shobha Plaza (1st Floor), Behind RBI Near Ashiana Tower, Exhibition Road, Patna - 800 001

Pune : Nirmiti Eminence, Off. No. 6, I Floor, Opp. Abhishek Hotel, Mehandale Garage Road, Erandawane, Pune - 411004

Secunderabad : 102, First Floor, Jade Arcade, Paradise Circle, M.G. Road, Secunderabad - 500 003

Surat : Niva Apartments, Above Sagrampura-Rudarpura Co-op Bank, Bhatia Street, Nanpura, Surat - 395 001

Vadodara : 109-Silver Line, Besides World Trade Centre, Sayajigunj, Vadodara - 390005

Vishakpatnam : 47/9/17, 1st Floor, 3rd Lane, Dwaraka Nagar, Visakhapatnam - 530 016