REliance growth funds

Annual Report 2012 - 2013

Reliance Growth FundAn open-ended Equity Growth Scheme

Mutual Fund Investments are subject to market risks, read all scheme related documents carefully.

Reliance Mutual Fund SPONSORReliance Capital Limited(Incorporated under the Companies Act, 1956)

TRUSTEEReliance Capital Trustee Co. Limited(Incorporated under the Companies Act, 1956)

11th

DIRECTORS OF RELIANCE CAPITAL TRUSTEE CO. LIMITED

INVESTMENT MANAGERReliance Capital Asset Management Limited(Incorporated under the Companies Act, 1956)

DIRECTORS OF RELIANCE CAPITAL ASSET MANAGEMANT LIMITED

AUDITORS Haribhakti & Co.

CUSTODIANDeutsche Bank A.G.

REGISTRARKarvy Computershare Private Limited

INTERNAL AUDITORS

Annual Report 2012 - 2013 2Reliance Growth Fund

Trustee Report 1. Scheme Performance, Future Outlook and Operations of the Scheme

Name of the Scheme / Benchmarks

Date of Inception

Compounded Annualised Returns as on 31.03.2013 (in %)

1 year 3 years 5 years Since Inception

Reliance Growth Fund

Reliance Growth Fund - Institutional Plan

Reliance Growth Fund - Direct Growth Plan

Past performance may or may not be sustained in future.

Future Outlook -

2. Brief background of Sponsors, Trust, Trustee Co. and AMC.

a. Reliance Capital Limited [Sponsor]

b. Reliance Mutual Fund [Trust]

(the “Original Trust Deed”)

(the “Amended and Restated Trust Deed”)

c. Reliance Capital Trustee Co Limited [Trustee]

d. Reliance Capital Asset Management Limited [Asset Manager]

3. Investment Objective of the Scheme

5. Unclaimed Dividend &

Unclaimed Dividend Unclaimed Redemptions

No. of investors Amount (Rs) No. of investors Amount (Rs.)

For and on behalf ofReliance Capital Trustee Co. Limited

A.N. Shanbhag P.P. Vora


Annexure to Trustee ReportRedressal of Complaints received against Reliance Mutual Fund during F.Y.2012-2013

Complaint code

Type of complaint# (a) No. of complaints

pending at the beginning of

the year

(b) No of complaints

received during the

year

Action on (a) and (b)Resolved Non

Actionable*Pending

Within 30 days

30-60 days

60-180 days

Beyond 180

days

0-3 months

3-6 months

6-9 months

9-12 months

1

48

1

1 1

4

1

Total 4

Type of ComplaintTYPE I Delay/Non-receipt of money

TYPE II

TYPE III Service related

TYPE IV Others


AUDITORS’ REPORTTo The Board of Directors Reliance Capital Trustee Co. Limited Reliance Mutual Fund

Management’s Responsibility for the Financial Statements

Auditors’ Responsibility

Opinion

Report on Other Legal and Regulatory Requirements

HARIBHAKTI & CO.

CHETAN DESAI

th


Abridged Balance Sheet as at March 31, 2013Rupees in Lakhs

RELIANCE GROWTH FUNDAs At

31.03.2013As At

31.03.2012LIABILITIES1 Unit Capital 42,346.14 52,539.74 2 Reserves & Surplus 420,168.05 533,928.55

3 Loans & Borrowings4 Current Liabilities & Provisions 11,739.79 3,607.37

TOTAL 474,253.98 590,075.66ASSETS1 Investments

430,500.47 546,251.36

1.2 22,204.31 1,795.08

1.3 Unlisted Securities -

-

- - -

TOTAL INVESTMENTS 467,586.27 568,724.162 Deposits 1,150.00 7,650.00 3 Other Current Assets 5,517.71 13,701.50

4 Deferred Revenue Expenditure - -

TOTAL 474,253.98 590,075.66

Abridged Revenue Account for the Year Ended March 31, 2013Rupees in Lakhs

RELIANCE GROWTH FUNDYear Ended31.03.2013

Year Ended31.03.2012

1 INCOME

( A ) 61,418.44 28,240.82 2 EXPENSES

( B ) 11,096.26 11,121.34 3 NET REALISED GAINS / (LOSSES) FOR

THE YEAR / PERIOD (A -B = C) 50,322.18 17,119.48

4

5 NET GAINS / (LOSSES) FOR THE YEAR / PERIOD (E=(C+D))

50,473.22 17,121.22

6

7 NET SURPLUS / (DEFICIT) FOR THE YEAR / PERIOD ( E + F = G )

50,473.22 17,121.22

8 Total 234,684.09 242,973.129 Dividend appropriation 16,626.39 8,542.05

10to Balance sheet

218,057.70 234,431.06


Notes to Accounts - Annexure I to the Abridged Balance Sheet and Revenue Account for the Year ended March 31, 20131


2012-2013 2011-2012Long Positions Short Positions Long Positions Short Positions

Market Value (Rs. In lakhs)

% to net assets


% to net assets


% to net assets


% to net assets

Scheme Name2012-2013 2011-2012

Issuer Instrument Amount (Rs. In lakhs)

Aggregate Investments (Rs. In lakhs)

Amount (Rs. In lakhs)

Aggregate Investments (Rs. In lakhs)


2012-2013 2011-2012Aggregate Unrealised Gain / (Loss)

(Rs. In lakhs)% of Net Assets Aggregate Unrealised Gain / (Loss)

(Rs. In lakhs)% of Net Assets


2012-2013 2011-2012Purchases Sales Purchases Sales

Amount (Rs in lakhs.)

% to average Net Assets








2012-2013 2011-2012Reliance Growth Fund Amount (Rs. In lakhs) % to Net Assets Amount (Rs. In lakhs) % to Net Assets

2 Details of Transaction with Associates under regulation 25(8). Brokerage paid to associates/related parties/group companies of Sponsor/AMC

Name of associate/related parties/group companies of Sponsor/AMC

Nature of Association/

Nature of relation

Period covered

Value of transaction (in Rs. Cr. & % of total value of

transaction of the fund)

Brokerage (Rs Cr & % of total brokerage paid by the fund)

Commission Paid to associates/related parties/group companies of Sponsor/AMC Name of associate/related parties/group companies of sponsor/AMC

Nature of Association/

Nature of relation

Period covered

Business given (Rs. Cr. & % of total business received by the fund)

Commission paid (Rs Cr& % of total commission paid by the fund)



Key Statistics for the year ended March 31, 2013RELIANCE GROWTH FUND

Year Ended March 31, 2013


Growth Plan Bonus Plan Dividend Plan Institutional Growth Plan Institutional Dividend Plan Direct Growth Plan Direct Bonus Plan Direct Dividend Plan 2. Closing Assets Under

Management (Rs. in Lakhs) 3. Gross income as % of AAuM1

a. Total Expense as % of AAuM (plan wise)

RELIANCE GROWTH FUND



b. Management Fee as % of AAuM (plan wise)

5. Net Income as a percentage of AAuM2

6. Portfolio turnover ratio3

7. Total Dividend per unit distributed during the year (plan wise)

a. Last One Year

Benchmark (S&P BSE 100)b. Since Inception

Benchmark (S&P BSE 100)

For and on behalf ofReliance Capital Asset Management Limited

For and on behalf ofReliance Capital Trustee Co. Limited

Soumen Ghosh A.N. Shanbhag

Kanu Doshi P.P. Vora

Sundeep Sikka

Sunil Singhania


ANNEXURE II

Unit Capital movement during the year / period ended 31st March 2013

GROWTH PLAN DIVIDEND PLAN BONUS PLAN

RELIANCE GROWTH FUND 2012-2013 2011-2012 2012-2013 2011-2012 2012-2013 2011-2012

Units Amount in Rs

Units Amount in Rs

Units Amount in Rs Units Amount in Rs

Units Amount in Rs

Units Amount in Rs

Unit Capital (Closing Balance) 69,684,704 696,847,044 85,437,754 854,377,539 348,565,016 3,485,650,157 433,317,573 4,333,175,733 3,995,297 39,952,966 4,879,879 48,798,791

INSTITUTIONAL GROWTH PLAN INSTITUTIONAL DIVIDEND PLAN INSTITUTIONAL BONUS PLAN


Units Amount in Rs

Units Amount in Rs


Units Amount in Rs

Units Amount in Rs

Unit Capital (Closing Balance) 168,999 1,689,989 1,226,804 12,268,040 327,693 3,276,935 535,355 5,353,550 - - - -

DIRECT GROWTH PLAN DIRECT DIVIDEND PLAN DIRECT BONUS PLAN


Units Amount in Rs

Units Amount in Rs


Units Amount in Rs

Units Amount in Rs

Unit Capital (Closing Balance) 229,233 2,292,335 - - 481,388 4,813,884 - - 9,052 90,515 - -

ANNEXURE IIIDerivatives Disclosure

Scheme Name Total Number of contract where future

were bought

Total Number of contract where future

were sold

Gross Notional Value of contracts where

futures were bought (In Rs.)

Gross Notional Value of contracts where futures were sold

(In Rs.)

on all contracts combined (In Rs.)


Scheme Name


were bought


were sold

Gross Notional Value of contracts where

futures were bought (In Rs.)

Gross Notional Value of contracts where futures were sold

(In Rs.)

on all contracts combined

(In Rs.)



Scheme Name Total Number of contract entered into

Gross Notional Value of contracts ( In Rs.) combined (treat premium paid as loss)

( In Rs.)RELIANCE GROWTH FUND


Proxy Voting Policy and ProceduresBackground

Voting Policy Guidelines and Procedures

. Corporate Governance matters

Changes to capital structure

Stock option plans and other management compensation issues

Corporate Social Responsibilities

Appointment and Removal of Directors

Proxy Voting Committee

Quorum

Chairman of the Meeting

Frequency


Disclosure of Actual Exercise of Proxy Voting in AGM/EGMs etc of Investee companies by Reliance Growth Fund during Financial Year 2012 2013Management Proposals

Meeting Date

Name Of Company Type of Meeting

Proposal Management Recommendation

Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)


Meeting Date



Vote (For/ Against/

ABSTAIN)

Kanpur Fertilizers & Cement Limited,

Bhilai Jaypee Cement Limited and Bokaro Jaypee Cement Limited

Jaypee Sports International Limited (JPSI

MP Jaypee Coal Limited (MPJCL)

Shareholder ProposalsMeeting

DateCompany Name Type of

MeetingProposal Management

RecommendationVote (For/ Against/Abstain)

Disclosure of Actual Exercise of Proxy Voting in AGM/EGMs etc of Investee companies across all schemes of Reliance Mutual Fund during Financial Year 2012 2013 are provided on the website www.reliancemutual.com under Voting Policy Section


VARIOUS ADDENDA TO THE SCHEME INFORMATION DOCUMENT, STATEMENT OF ADDITIONAL INFORMATION & KEY INFORMATION MEMORANDUMNOTICE CUM ADDENDUM NO. 2 DATED APRIL 03, 2012

Transfer Plan (“DTP”) of all the eligible schemes of the Reliance Mutual Fund.

A. Systematic Investment Plan (SIP)

B. Systematic Transfer Plan (STP)

II Changes in Scheme Information Document offering facility of Reliance Any Time Money Card.

“The Card issued / to be issued by RMF is a Co-Branded debit Card, called as “Reliance Any Time Money Card” (a mutual fund linked debit card), which will be / is facilitating instant cash withdrawal / Purchase by unit holders of the eligible schemes offering this faclity, at all VISA enabled ATMs and Merchant Establishments/ Point of Sale (PoS) terminals across the world. This Co-Branded Card is issued / being issued by RMF in collaboration with HDFC Bank Ltd. This facility is a unique offering and rst of its kind being offered by RCAM in the Indian Mutual Fund Industry.”

The aforesaid change will be effective from April 04, 2012.


NOTICE CUM ADDEDNUM NO. 7 DATED APRIL 27, 2012

1. In case of Updation / Change of Bank Details

Details of the documents to be submitted by the investor are as follows;

ii) Documents to be submitted for existing bank mandate currently registered in the folio/account

A. In case of KYC Not Complied folios below list of documents will be collected by RCAM


B. In case of KYCRegulators from time to time.

NOTICE CUM ADDENDUM NO. 12 DATED MAY 10, 2012


I Changes in Designated Investor Service Center (DISC)


NOTICE CUM ADDEDNUM NO. 20 DATED JUNE 06, 2012

NOTICE


Guidelines applicable for QFIs

1. Direct Route

2. Indirect Route

1. Subscription Process

2. Redemption Process

3. Dividend

4. Refund Process

1. Subscription Process


2. Redemption Process

3. Dividend

NOTICE CUM ADDENDUM NO. 23 DATED JUNE 13, 2012

Changes in Designated Investor Service Centre (DISC)

NOTICE CUM ADDENDUM NO. 26 DATED JUNE 15, 2012


NOTICE CUM ADDENDUM NO. 34 DATED JULY 05, 2012



Name Age Brief Experience


Notice

Securities and Exchange Board of India (“SEBI”), vide its letter no. OW/12971/2012 dated June 12, 2012, has already accorded it’s “No Objection” for the Acquisition.

Information about Nippon

Exit Option for Unitholders


NOTICE CUM ADDENDUM NO. 40 DATED AUGUST 01, 2012

Media & Entertainment Fund (An Open - ended Media & Entertainment Sector Scheme), Reliance Monthly Income Plan (An Open - ended Fund - Monthly Income

Fund (An Open - ended Pharma Sector Scheme), Reliance Quant Plus Fund (An Open - ended Equity Scheme), Reliance Regular Savings Fund - Equity Option (An Open - ended Scheme), Reliance Regular Saving Fund - Balanced Option (An Open - ended Scheme), Reliance Vision Fund (An Open - ended Equity Growth

The schemes mentioned above are hereinafter collectively referred to as “the schemes”

I. Provisions appearing in the SID of the above mentioned schemes under the para titled “WHERE WILL THE SCHEME INVEST

Sr No. Derivative Action Description Limit

1

4


Sr No. Derivative Action Description Limit

8

All the above mentioned provisions (including provisions relating to the SEBI Circular no. SEBI/ IMD/CIR No. 4/2627/ 2004, dated February 6, 2004) in the SID of the respective schemes in the above mentioned manner or otherwise stands deleted.




with effect from August 4, 2012.

I. Interbank Mobile Payment Service (“IMPS”) facility as an additional mode of payment for subscription.

Features/process for subscription through IMPS

II. Following facility has been introduced as an “Invest Easy - Individuals” mode of transactions in the eligible schemes of RMF


a) Who can apply

b) Features/Process

c) Unitholder Information


(i) Process/features Transact on Phone through Reliance Mutual Fund Call Centre.

(ii) Process/features for transact through SMS

(iii) Terms and conditions - Website of Reliance Mutual Fund www.reliancemutual.com





Mr. Raghuvir Mukherji

Name & Designation Brief Experience

Mr. Raghuvir Mukherji,

Over 13 years of experience across banking, capital markets and risk management

August 2012 till date

February 2011 - July 2012

February 2008 – February 2011

August 2007- February 2008

October 2004 – July 2007

August 2003 – September 2004

July 2002-July 2003

February 2000 – July 2002

February 1999 – February 2000

NOTICE CUM ADDENDUM NO. 49 DATED AUGUST 23, 2012Mr. Yutaka Ideguchi

Name Age Brief Experience

Mr. Manu ChadhaNOTICE CUM ADDENDUM NO. 50 DATED AUGUST 23, 2012Changes in Designated Investor Service Centre (DISC)


NOTICE CUM ADDENDUM NO. 55 DATED SEPTEMBER 07, 2012


“Invest Easy – Individuals” “Single”“Anyone or Survivor”



Investors are requested to note that Applicability of NAV with respect to redemptions including switch –outs shall remain unchanged.

In view of the introduction of Single Plan Structure for the schemes of RMF, the following changes are proposed in various Plans of the schemes of RMF in

1. Discontinuation of fresh subscription under certain plans & options of the following schemes

Table 1

Scheme Name Plan Options/Sub Options






2. Renaming of the existing plans & options of the following schemes

Table 2

Scheme Name Existing Name of the Plan New Name of the Plan Minimum Application Amount w.e.f 1st October 2012

Initial Purchase/ Switch Ins

Additional Purchase


Scheme Name Existing Name of the Plan New Name of the Plan Minimum Application Amount w.e.f 1st October 2012

Initial Purchase/ Switch Ins

Additional Purchase


Exit load if charged, by RMF to the unitholders shall be credited to the respective schemes immediately net of service tax, if any.

VI. Revision in para tittled “Annual Scheme Recurring Expenses” in all the SIDs/KIMs of the RMF

Particulars

% of Net Assets

Type of Scheme

Equity DebtIndex/

Exchange Traded Fund

Fund of Fund (Reliance Gold Savings Fund)

Total Recurring Expenses 2.70 2.45 1.70 0.75


NOTICE CUM ADDENDUM NO. 64 DATED OCTOBER 06, 2012

A. SYSTEMATIC INVESTMENT PLAN (SIP)


B. SYSTEMATIC TRANSFER PLAN (STP)

A. Plans / Options available -

(1) Fixed Systematic Transfer Plan -

Daily Option

Weekly Option

Fortnightly Option

Monthly Option

Quarterly Option

(2) Capital Appreciation Systematic Transfer Plan

Monthly Option

Quarterly Option


B. Minimum amount of transfer –

(1) Fixed Systematic Transfer Plan

Daily Option

Weekly / Fortnight / Monthly option

Quarterly option

(2) Capital Appreciation STP

C. Minimum Balance Requirements –

D. Loads –

E. Other Important Points

C. RELIANCE SALARY ADDVANTAGE


D. DIVIDEND TRANSFER PLAN (DTP)

Notes

E. SYSTEMATIC WITHDRAWAL PLAN (SWP)

th th

F. TRIGGER FACILITY


G. RELIANCE SMART STEP

Plan Low Medium High


For new investors

i. Lumpsum Investment –

ii. Systematic Investment Plan (SIP) -

For existing investors -

Minimum Balance Amount in Transferor (Liquid/Debt) Scheme for starting Reliance SMART STEP

a. For new investors

b. For existing investors

Entry Load –

Exit Load –

Asset Allocation Conservative Portfolio(%)

Moderate Portfolio(%) Aggressive Portfolio(%) Very Aggressive Portfolio (%)


Minimum amount of transfer –

(ii) Weekly / Fortnight / Monthly option - Minimum of Rs. 500 and in multiples of Rs 100 thereof (iii) Quarterly option – Minimum of Rs. 1500 and in multiples of Rs 100 thereof

Minimum Balance Requirements –







Mr. Amitabh MohantyMr. Amit Tripathi

NOTICE CUM ADDENDUM NO. 79 DATED NOVEMBER 21, 2012

Mr. Ajay Patel


Name & Designation Brief ExperienceMr. Ajay Patel,

and Audits.April, 2001 - till date

June, 1999 – March, 2001

December, 1997 - May 1999

April, 1997 - November 1997

May, 1995 – March, 1997

November, 1993 – February 1995

December 1992 – November 1993

February, 1990 – November, 1992

March 1985 – January, 1990

NOTICE CUM ADDENDUM NO. 85 DATED NOVEMBER 30, 2012


All other provisions / terms and conditions as mentioned in the captioned para will remain unchanged.

Existing Provision Revised Provision

NOTICE CUM ADDENDUM NO. 91 DATED DECEMBER 24, 2012

NOTICE CUM ADDENDUM NO. 95 DATED DECEMBER 31, 2012


Eligible Schemes

“the Schemes”

Existing Plan Direct Plan (introduced w.e.f. January 1, 2013)Subscription PlanOptions

“Reliance Equity Fund – Direct Plan – Growth Option”

Existing Plan Direct Plan (introduced w.e.f. January 1, 2013)Subscription PlanOptions

“Reliance MIP - Direct Plan - Dividend Plan”

Subscriptions in Direct Plan on January 1, 2013 before cut off time* Applicable NAV

before cut-off time

after cut-off time


“Reliance Equity Fund – Direct Plan – Growth Option”.

re-register afresh request.

re-register afresh for such special products.

NOTICE CUM ADDENDUM NO. 103 DATED JANUARY 19, 2013


NOTICE CUM ADDENDUM NO. 105 DATED JANUARY 29, 2013


NOTICE CUM ADDENDUM NO. 107 DATED FEBRUAY 1, 2013


NOTICE CUM ADDENDUM NO. 112 DATED FEBRUARY 12, 2013

Mr. Milind Gandhi,Mr. Prateek Jain,


Name & Designation Brief Experience

Mr. Prateek Jain,February 1, 2013 onwards

March 2007 till November 2012

April 2004 till February 2007

April 2001 to March 2004

October 1998 till March 2001

March 1997 to September 1998

Mr. Viral Berawala,

NOTICE CUM ADDENDUM NO. 115 DATED FEBRUAY 19, 2013Changes in Designated Investor Service Centre (DISC)

NOTICE CUM ADDENDUM NO. 119 DATED FEBRUAY 28, 2013

Special Products Existing Provision Revised Provision

Systematic Investment Plan (SIP) 15 days

21 business days

Invest Easy – Individual 15 calendar

day21 business days

3. Changes in Designated Investor Service Centre (DISC)


NOTICE CUM ADDENDUM NO. 122 DATED MARCH 04, 2013

This addendum forms an integral part of the SID /KIM and the SAI of the Schemes. All the other terms and conditions of the aforesaid documents read with the addenda issued from time to time will remain unchanged.

NOTICE CUM ADDENDUM NO. 124 DATED MARCH 05, 2013Designated Investor Service Centre

March 11, 2013

NOTICE CUM ADDENDUM NO. 131 DATED MARCH 14, 2013

March 28, 2013.

This addendum forms an integral part of the SID/KIM/SAI of the Schemes. All the other terms and conditions of the aforesaid documents read with the addenda issued from time to time will remain unchanged.NOTICE CUM ADDENDUM NO. 137 DATED MARCH 22, 2013Changes in Designated Investor Service Centre (DISC)

BOOK-POST

Investors may note that any queries related to Reliance Mutual Fund has to be addressed to