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Page 1: TATA LIQUIDITY MANAGEMENT · PDF fileProcedure for Winding Up 28 Item Table of Contents Page ... Compulsary Repurchase 43 ... business purposes and the Banks in Mumbai/RBI clearing
Page 2: TATA LIQUIDITY MANAGEMENT · PDF fileProcedure for Winding Up 28 Item Table of Contents Page ... Compulsary Repurchase 43 ... business purposes and the Banks in Mumbai/RBI clearing

TATA LIQUIDITY MANAGEMENT FUND

1

Item Table of Contents PageNo.

I. HIGHLIGHTS 2

II. DEFINITIONS 2

III. RISK FACTORS 4

IV. DUE DILIGENCE BY THE ASSETMANAGEMENT COMPANY 6

V. EXPENSES 7

VI. CONDENSED FINANCIAL INFORMATION 9

VII. CONSTITUTION OF TATA MUTUAL FUND 13

i. Constitution 13

ii. The Sponsors 13

iii. The Trustee Company 13

VIII. INVESTMENT OBJECTIVE AND POLICIES 16

i. Investment Objective 16

ii. Investment strategy and Riskmanagement 17

iii. Investment Pattern and Risk Profile 17

iv. Change in Investment Pattern 19

v. Investment by the Fund and the AssetManagement Company 19

vi. Restrictions on Investments 19

vii. Securities Lending by the Mutual Fund 20

viii. Underwriting by the Scheme 20

ix. Portfolio Turnover 20

x. Fundamental Attributes 21

IX. MANAGEMENT OF THE FUND 21

i. The Asset Management Company 21

ii. Key Employees of the AMC andrelevant experience 24

iii. The Custodian 26

iv. The Registrar 26

v. The Auditor 26

vi. Bankers 26

vii. List of Authorised Investor Service Centres 26

X. UNITS & OFFER 27

i. Refund 27

ii. Despatch of Statement of AccountStatement/Unit Certificates 27

iii. Listing, Transfer & Pledge of Units 27

iv. Nomination Facility 27

v. Applications with Additional Holders 27

vi. Systematic Investment Plan (SIP) 28

vii. Systematic Withdrawal Plan (SWP) 28

viii. Systematic Transfer Plan (STP) 28

ix. Duration of the Scheme 28

x. Winding Up 28

xi. Procedure for Winding Up 28

Item Table of Contents PageNo.

XI. SALE OF UNITS BEING OFFERED: 29

i. Application details: 29

ii. Procedure for application 29

iii. General Instructions 31

XII. DIVIDENDS/BONUS & DISTRIBUTIONS 31

XIII. INTER SCHEME TRANSFER 32

XIV. ASSOCIATE TRANSACTIONS 33

XV. BORROWING BY THE MUTUAL FUND 40

XVI. COMPUTATION OF NAV & VALUATION OF ASSETS 40

i. Computation & Determination of Net Asset Value 40

ii. NAV Information 40

iii. Valuation of Assets 40

XVII. REPURCHASE, RESALE OF UNITS 42

i. Relevant NAV 42

ii. Repurchase of Units of Tata Liquidity Management Fund 42

iii. Possible Deferral of Repurchase Request andCompulsary Repurchase 43

iv. Centres where repurchase/resale/switchrequests can be given 43

v. Sale of Units on an ongoing basis 43

vi. Spread between Sale and Repurchase Price 43

vii. Switch of Units within the Funds / Schemes /Plans of Tata Mutual Fund 44

viii. Suspension of ongoing Sale, Repurchase orSwitch of Units 44

ix. Unclaimed Redemption/Dividend Amount 44

XVIII. ACCOUNTING POLICIES: 44

XIX. TAX BENEFITS TO THE FUND 45

XX. INVESTORS’ RIGHTS & SERVICES 47

i. Rights 47

ii. Services 47

iii. Information regarding the Scheme 48

iv. Meeting and consent of Unitholders 48

v. Benefits to the Unitholders 48

vi. Documents available for inspection 48

XXI. INVESTOR GRIEVANCES REDRESSAL MECHANISM 48

XXII. PENALTIES PENDING LITIGATION ORPROCEEDINGS, FINDINGS OFINSPECTIONS OR INVESTIGATIONSFOR WHICH ACTION MAY HAVE BEENTAKEN OR IS IN THE PROCESS OFBEING TAKEN BY ANY REGULATORYAUTHORITY 49

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II. DEFINITIONS

1 “Business Day” Any day on which the Mumbai Head Office of Tata Asset Management Limited is open forbusiness purposes and the Banks in Mumbai/RBI clearing is functional but the day(s) onwhich the money markets are closed / not accessable, will be treated as non business days.

2 “Business Hours” Business hours are from 9.30 A.M. to 3.00 P.M. on any Business Day.

3 “Calendar Year” A Calendar Year shall be 12 full English Calendar months commencing from 1st January andending on 31st December.

4 “Day” Any day as per English Calendar viz. 365 days in a year.

5 “Financial Year” A Financial Year shall be 12 full English Calendar months commencing from 1st April andending on 31st March.

6 “Group” As defined in sub-clause (ef) of clause 2 of MRTP Act, 1961.

7 “IMA” Investment Management Agreement dated 9th May, 1995, as amended from time to time,between the TTCPL & TAML.

8 “Investor” An investor means any resident or non-resident person whether individual or not (legalentity), who is eligible to subscribe units under the laws of his/her/their country of incorporation,establishment, citizenship, residence or domicile and under the Income Tax Act, 1961including amendments thereto from time to time and who has made an application forsubscribing units under the Scheme. Unless the context implies otherwise, a unit holder shallbe deemed to be an investor.

9 “Net Asset Value” or “NAV” (a) In case of winding up of the Fund:

In respect of an Unit, the amount that would be payable to the holder of that Unit on anydate if the fund were to be wound up and its assets distributed on that date (valuingassets and liabilities in accordance with the normal accounting policies of the Fund, butexcluding net distributable income of the current financial year and winding up expenses).

(b) On daily basis, under normal circumstances, for ongoing Sale / Redemption / Switch:

In respect of a unit, an amount that would be payable by an intending subscriber /investor for sale / switch or to an investor on redemption / switch computed on anyvaluation date by dividing the Net Assets of the scheme by the number of outstandingunits on that valuation date.

10 “Net Assets” Net Assets of the Scheme / Plan at any time shall be the value of the Fund’s total assets lessits liabilities taking into consideration the accruals and the provisions at that time.

11 “Non- Resident” Any person who is not a resident as defined herein.

12 “Permissible Investments” Investments made on account of the Unitholders of the Scheme in securities and assets inaccordance with the SEBI Regulations.

13 “Portfolio” Portfolio at any time shall include all Permissible Investments and Cash.

14 “Redemption / Resale Load” Amount collected to cover the cost of providing Redemption / distribution related service tothe Scheme on a continuous basis.

15 “Regulations” Regulations imply SEBI Regulations and the relevant rules and provisions of the Securitiesand Exchange Board of India (Depositories and participants) Regulations 1996, Public DebtAct 1944,the relevant notifications of the Government of India Ministry of Finance Departmentof Revenue, (Central Board of Direct Taxes), the Income Tax Act, 1961; Wealth Tax Act,1957, Gift Tax Act, 1958, Foreign Exchange Management Act, 1999 as amended from timeto time and shall also include any Circulars, Press Releases or Notifications that may beissued by SEBI or the Government of India or the Reserve Bank of India from time to time.

I. HIGHLIGHTS

l Mutual Fund - sponsored by Tata Sons Limited (TSL) and TataInvestment Corporation Limited (TICL).

l The Scheme is managed by Tata Asset Management Limited(TAML).

l An open ended liquid scheme. To generate reasonable returnswhile providing high level of liquidity.

l Investor can choose from following Options;

Daily Dividend, Weekly Dividend and Growth. Dividend willbe compulsorily Re-invested.

l Minimum Application :For all the options: Rs.10,000/- and in multiples of Re.1/-thereafter. For additional purchases by existing unitholdersminimum shall be Rs.1,000/- and in multiples of Re.1/-.

l Minimum Balance by a Unitholder :

For all the options: The fund may, at its discreation, require aMinimum Account Balance of Rs.10,000/- and / or 10 units.

l High Liquidity

l Transparency of operation : Daily determination of Net AssetValue (NAV) and full disclosure of portfolio on half yearly basis.

l Earnings of the Fund totally exempt from income tax underSection 10(23D) of the Income Tax Act, 1961.

l Repurchase/ Resale/Switch will be at Net Asset Value (NAV)based prices with redemption/ resale loads as applicable.

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16 “Resident” A resident means any person resident in India under the Foreign Exchange ManagementAct,1999 and under the Income Tax Act,1961, including amendments thereto from time totime.

17 “Standard Chartered Bank“ Standard Chartered Bank, a bank incorporated in London with limited liability and includesor “Custodian” its successors.

18 “Scheme” The offer made by Tata Mutual Fund through this Offering Circular, viz., Tata LiquidityManagement Fund.

19 “SEBI” The Securities & Exchange Board of India established under the Securities & ExchangeBoard of India Act, 1992.

20 “SEBI Regulations” The Securities and Exchange Board of India (Mutual Funds) Regulations, 1996 as amendedfrom time to time and shall also include any Mutual Fund Regulations, Circulars, PressReleases, or Notifications that may be issued by SEBI or the Government of India to regulatethe activities and growth of Mutual funds.

21 “TAML” or “Asset Tata Asset Management Limited, the Asset Management Company (AMC), a companyManagement Company” within the meaning of the Companies Act, 1956 (1 of 1956) and includes its successors and

permitted assigns.

22 “TICL” Tata Investment Corporation Limited, a sponsor of the TMF and a shareholder of TAML,a company within the meaning of the Companies Act, 1956 and includes its successors andpermitted assigns.

23 “TMF” or “Fund” Tata Mutual Fund, a trust established under a Trust Deed dated 9th May, 1995, under theprovisions of The Indian Trusts Act, 1882, bearing SEBI registration No. MF/023/95/9.

24 “Total Assets” Total Assets of the Scheme at any time shall be the total value of the Schemes assetstaking into consideration the accruals.

25 “Trust Deed” The Trust Deed of the Mutual Fund dated 9th May, 1995, as amended from time to time,made between TSL and TICL as the settlors, and TTCPL as the Trustee.

26 “TSL” Tata Sons Limited, a sponsor of TMF and a shareholder of TAML, a company within themeaning of the Companies Act, 1956 and includes its successors and permitted assigns.

27 “TTCPL or Trustee Company” Tata Trustee Company Private Limited, a company within the meaning of the Companies Act,1956 and includes its successors and permitted assigns.

28 “Unitholder” An Unitholder means any resident or non-resident person whether individual or not (legalentity), who is eligible to subscribe to the Scheme and who has been allotted Units under theScheme based on a valid application.

29 “Units” The security representing the interests of the Unitholders in the Scheme. Each Unit representsone undivided share in the assets of the Scheme as evidenced by any letter/ advice or anyother statement / certificate / instrument issued by TMF.

30 “Year” A Year shall be 12 full English Calendar months.

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III . RISK FACTORS

A. STANDARD RISK FACTORS

l Mutual Funds and securities investments are subject to marketrisks and there can be no assurance or guarantee that theScheme will achieve its objective.

l As with any investment in stocks, shares and securities, theNAV of the Units under this Scheme can go up or down,depending on the factors and forces affecting the capitalmarkets.

l Past performance of the previous Schemes, the Sponsors orits Group affiliates is not indicative of and does not guaranteethe future performance of the Scheme.

l Tata Liquidity Management Fundis only the name of the Schemeand does not in any manner indicate either the quality of theScheme, its future prospects or the returns. Investors thereforeare urged to study the terms of the Offer carefully and consulttheir Investment Advisor before they invest in the Scheme.

l The Sponsors are not responsible or liable for any loss resultingfrom the operations of the Fund beyond the initial contributionmade by them of an aggregate amount of Rs.1 lac towardssetting up of the Mutual Fund.

l Basis Risk (Interest Rate Movement): During the life of floatingrate security or a swap the underlying benchmark index maybecome less active and may not capture the actual movementin interest rates or at times the benchmark may cease to exist.These type of events mayresult in loss of value in the portfolio.

l Spread Risk: In a floating rate security the coupon is expressedin terms of a spread or mark up over the benchmark rate.However depending upon the market conditions the spreadsmay move adversely or favourably leading to fluctuation inNAV.

l In case of downward movement of interest rates, floating ratedebt instruments will give a lower return than fixed rate debtinstruments.

B. SCHEME SPECIFIC RISK FACTORS AND SPECIAL CONSIDERATIONSLiquidity and Settlement Risks

The liquidity of the Scheme’s investments may be inherentlyrestricted by trading volumes, transfer procedures and settlementperiods. From time to time, the Scheme will invest in certain securitiesof certain companies, industries, sectors, etc. based on certaininvestment parameters as adopted internally by TAML. While at alltimes the Asset Management Company will endeavour thatexcessive holding/investment in certain securities of industries,sectors, etc. by the Scheme is avoided, the funds invested by theScheme in certain securities of industries, sectors, etc. may acquirea substantial portion of the Scheme’s investment portfolio andcollectively may constitute a risk associated with non-diversificationand thus could affect the value of investments. Reduced liquidity inthe secondary market may have an adverse impact on marketprice and the Scheme’s ability to dispose of particular securities,when necessary, to meet the Scheme’s liquidity needs or in responseto a specific economic event or during restructuring of the Scheme’sinvestment portfolio. Furthermore, from time to time, the AssetManagement Company, the Custodian, the Registrar, any Associate,any Distributor, Dealer, any Company, Corporate Bodies, Trusts,any Retirement and Employee Benefit Funds or any Associate orotherwise, any scheme / mutual fund managed by the AssetManagement Company or by any other Asset ManagementCompany may invest in the Scheme. While at all times the TrusteeCompany and the Asset Management Company will endeavourthat excessive holding of Units in the Scheme among a fewUnitholders is avoided, however, the funds invested by theseaforesaid persons may acquire a substantial portion of the Scheme’soutstanding Units and collectively may constitute a majority unitholderin the Scheme. Redemption of Units held by such persons mayhave an adverse impact on the value of the Units of the Scheme

because of the timing of any such redemptions and this may impactthe ability of other Unitholders to redeem their respective Units.

Investment Risks

The value of, and income from, an investment in the Scheme candecrease as well as increase, depending on a variety of factorswhich may affect the values and income generated by the Scheme’sportfolio of securities. The returns of the Scheme’s investments arebased on the current yields of the securities, which may be affectedgenerally by factors affecting capital markets such as price andvolume, volatility in the stock markets, interest rates, currencyexchange rates, foreign investment, changes in Government andReserve Bank of India policy, taxation, political, economic or otherdevelopments, closure of the Stock Exchanges etc. Investors shouldunderstand that the investment pattern indicated, in line with prevailingmarket conditions, is only a hypothetical example as all investmentsinvolve risk and there is no assurance that the Scheme’s investmentobjective will be attained or that the Scheme be in a position tomaintain the model percentage of investment pattern particularlyunder exceptional circumstances.

Different types of securities in which the scheme would invest in theoffer document carry different levels and types of risk. Accordinglythe scheme’s risk may increase or decrease depending upon itsinvestment pattern. e.g corporate bonds carry a higher amount ofrisk than Government securities. Further even among corporatebonds, bonds which are AAA rated are comparatively less riskythan bonds which are AA rated.

The Scheme will endeavour to invest in highly researched growth/value stocks with high dividen yield. However the growth associatedwith equities is generally high as also the erosion in the value of theinvestments/portfolio in the case of the capital markets passingthrough a bearish phase is a distinct possibility. The NAV of thescheme is largely dependent on the performance of the companiesand the sectors wherein the investment has been made.

The scheme may use techniques and instruments ( as disclosed inthe clause “portfolio turnover”) for efficient portfolio managementand to attempt to hedge or reduce the risk of such fluctuations.However these techniques and instruments if imperfectly used havethe risk of the scheme incurring losses due to mismatchesparticularly in a volatile market. The Fund’s ability to use thesetechniques may be limited by market conditions, regulatory limitsand tax considerations (if any). The use of these techniques isdependent on the ability to predict movements in the prices ofsecurities being hedged and movements in interest rates. Thereexists an imperfect correlation between the hedging instrumentsand the securities or market sectors being hedged. Besides, thefact that skills needed to use these instruments are different fromthose needed to select the Fund’s / Scheme’s securities. There is apossible absence of a liquid market for any particular instrument atany particular time even though the futures and options may bebought and sold on an organised exchange. The use of thesetechniques involves possible impediments to effective portfoliomanagement or the ability to meet repurchase / redemption requestsor other short-term obligations because of the percentage of theScheme’s assets segregated to cover its obligations.

Risk Associated with Securitised DebtScheme may invest in domestic securitized debt such as assetbacked securities (ABS) or mortgage backed securities (MBS).Asset Backed Securities (ABS) are securitized debts where theunderlying assets are receivables arising from automobile loans,personal loans, loans against consumer durables, etc. Mortgagebacked securities (MBS) are securitized debts where the underlyingassets are receivables arising from loans backed by mortgage ofresidential / commercial properties. ABS/MBS instruments reflectthe undivided interest in the underlying pool of assets and do notrepresent the obligation of the issuer of ABS/MBS or the originator

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of the underlying receivables. The ABS/MBS holders have a limitedrecourse to the extent of credit enhancement provided. If thedelinquencies and credit losses in the underlying pool exceed thecredit enhancement provided, ABS/MBS holders will suffer creditlosses. ABS/MBS are also normally exposed to a higher level ofreinvestment risk as compared to the normal corporate or sovereigndebt. At present in Indian market, following types of loans areamortised :

l Auto Loans (cars / commercial vehicles /two vehicles)

l Residential Mortgages or Housing Loans

l Consumer Durable Loans

l Personal Loans

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

Auto Loans (cars / commercial vehicles /two vehicles)

l The underlying assets (cars etc) are susceptible todepreciation in value whereas the loans are given at highloan to value ratios. Thus, after a few months, the value ofasset becomes lower than the loan outstanding. Theborrowers, therefore, may sometimes tend to default on loansand allow the vehicle to be repossessed.

l 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 turningbad. In such cases, loss on sale of repossession vehicles ishigher than usual.

l Commercial vehicle loans are susceptible to the cyclicality inthe economy. In a downturn in economy, freight rates dropleading to higher defaults in commercial vehicle loans. Further,the second hand prices of these vehicles also decline insuch economic environment.

Housing Loans

l Housing loans in India have shown very low default rateshistorically. However, in recent years, loans have been givenat high loan to value ratios and to a much younger borrowerclasses. The loans have not yet gone through the full economiccycle and have not yet seen a period of declining propertyprices. Thus the performance of these housing loans is yet tobe tested and it need not conform to the historical experienceof low default rates.

Consumer Durable Loans

l The underlying security for such loans is easily transferablewithout the bank’s knowledge and hence repossession isdifficult.

l The underlying security for such loans is also susceptible toquick depreciation in value. This gives the borrowers a highincentive to default.

Personal Loans

l These are unsecured loans. In case of a default, the bankhas no security to fall back on.

l The lender has no control over how the borrower has usedthe borrowed money.

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

l All the above loans are retail, relatively small value loans.There is a possibility that the borrower takes different loansusing the same income proof and thus the income is notsufficient to meet the debt service obligations of all theseloans.

l In India, there is no ready database available regarding pastcredit record of borrowers. Thus, loans may be given to

borrowers with poor credit record.

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

Securities Lending RisksIt may be noted that this activity would have the inherent probabilityof collateral value drastically falling in times of strong downwardmarket trends, rendering the value of collateral inadequate untilsuch time as that diminution in value is replenished by additionalsecurity. It is also possible that the borrowing party and/or theapproved intermediary may suddenly suffer severe businesssetback and become unable to honour its commitments. This, alongwith a simultaneous fall in value of collateral would render potentialloss to the Scheme. Besides, there is also be temporary illiquidity ofthe securities that are lent out and the scheme will not be able to sellsuch lent out securities until they are returned.

Interest Rate RiskAs with debt instruments, changes in interest rate may affect theScheme’s net asset value. Generally the prices of instrumentsincrease as interest rates decline and decrease as interest ratesrise. Prices of long-term securities fluctuate more in response tosuch interest rate changes than short-term securities. Indian debtand government securities markets can be volatile leading to thepossibility of price movements up or down in fixed income securitiesand thereby to possible movements in the NAV.

Credit RiskCredit risk or Default risk refers to the risk that an issuer of a fixedincome security may default (i.e. the issuer will be unable to maketimely principal and interest payments on the security). Because ofthis risk corporate debentures are sold at a higher yield abovethose offered on Government Securities which are sovereignobligations and free of credit risk. Normally, the value of a fixedincome securities will fluctuate depending upon the changes in theperceived level of credit risk as well as any actual event of default.The greater the credit risk, the greater the yield required for someoneto be compensated for the increased risk.

Reinvestment RiskThis risk refers to the difference in the interest rate levels at whichcash flows received from the securities in the schemes are reinvested.The additional income from reinvestment is the “interest on interest”component. The risk is that the rate at which interim cash flows arereinvestment may be lower than that originally assumed.

Risks associated with DerivativesDerivative products are specialised instruments that requireinvestment techniques and risk analysis different from thoseassociated with stocks and bonds. Derivatives require themaintenance of adequate controls to monitor the transactionsentered into, the ability to assess the risk that a derivative add to theportfolio and the ability to forecast price of securities being hedgedand interest rate movements correctly. There is a possibility that aloss may be sustained by the portfolio as a result of the failure ofanother party (usually referred to as the “counterparty”) to complywith the terms of the derivatives contract. Other risks in usingderivatives include the risk of mis-pricing or improper valuation ofderivatives and the inability of derivatives to correlate perfectly withunderlying assets, rates and indices.

Disclosure / DisclaimerTo the best of the knowledge and belief of the Directors of theTrustee Company, information contained in this Offering Circular isin accordance with the SEBI Regulations and facts and does notomit anything likely to have a material impact on the importance ofsuch information.

Neither this Offering Circular nor the Units have been registered inany jurisdiction. The distribution of this Offering Circular in certainjurisdictions may be restricted or subject to registrationrequirements and, accordingly, persons who come into possessionof this Offering Circular are required to inform themselves about,

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and to observe, any such restrictions. No persons receiving acopy of this Offering Circular or any accompanying applicationform in any such jurisdiction may treat this Offering Circular orsuch application form as constituting an invitation to them tosubscribe for Units, nor should they in any event use any suchapplication form, unless in the relevant jurisdiction such an invitationcould lawfully be made to them and such application form couldlawfully be used without compliance with any registration or otherlegal requirements. Accordingly, this Offering Circular does notconstitute an offer or solicitation to anyone in any jurisdiction inwhich such offer or solicitation is not lawful or in which the personmaking such offer or solicitation is not qualified to do so or toanyone to whom it is unlawful to make such offer or solicitation. Itis the responsibility of any persons in possession of this OfferingCircular and any persons wishing to apply for Units pursuant tothis Offering Circular to inform themselves of, and to observe, allapplicable laws and Regulations of such relevant jurisdiction.

Prospective investors should review / study this Offering Circularcarefully and in its entirety and should not construe the contentshereof or regard the summaries contained herein as advice relatingto legal, taxation, or financial / investment matters and are advisedto consult their own professional advisor(s) as to the legal or anyother requirements or restrictions relating to the subscription, gifting,acquisition, holding, disposal (sale, transfer, switch or redemptionor conversion into money) of Units and to the treatment of income(if any), capitalisation, capital gains, any distribution, and other taxconsequences relevant to their subscription, acquisition, holding,capitalisation, disposal (sale, transfer, switch, redemption orconversion into money) of Units within their jurisdiction of nationality,residence, domicile etc. or under the laws of any jurisdiction towhich they or any managed funds to be used to purchase/giftUnits are subject, and (also) to determine possible legal, tax,financial or other consequences of subscribing / gifting to,purchasing or holding Units before making an application for Units.

No person has been authorised to give any information or to makeany representations not confirmed in this Offering Circular inconnection with the New fund offer / Subsequent Offer of Units,and any information or representations not contained herein mustnot be relied upon as having been authorised by the Mutual Fundor the Asset Management Company or the Trustee Company.Statements made in this Offering Circular are based on the lawand practice currently in force in India and are subject to changetherein. Neither the delivery of this Offering Circular nor any salemade hereunder shall, under any circumstances, create anyimpression that the information herein continues to remain trueand is correct as of any time subsequent to the date hereof.

Notwithstanding anything contained in the Offering Circular theprovisions of SEBI(Mutual Funds) Regulations 1996 and guidelinesthereunder shall be applicable. The Trustee Company would berequired to adopt / follow any regulatory changes by SEBI / RBI etcand /or all circulars / guidelines received from AMFI from time totime if and from the date as applicable. The Trustee Company insuch a case would be obliged to modify / alter any provisions / termsof the Offering Circular during / after the launch of the scheme byfollowing the prescribed procedures in this regard.

Risk Factors Concerning Floating Rate Debt Instruments AndFixed Rate Debt Instruments Swapped For Floating RateReturn

1. Basis Risk (Interest Rate Movement): During the life of floatingrate security or a swap the underlying benchmark index maybecome less active and may not capture the actual movementin interest rates or at times the benchmark may cease to exist.These type of events mayresult in loss of value in the portfolio.

2. Spread Risk: In a floating rate security the coupon is expressedin terms of a spread or mark up over the benchmark rate.However depending upon the market conditions the spreads

may move adversely or favourably leading to fluctuation inNAV.

3. In case of downward movement of interest rates, floating ratedebt instruments will give a lower return than fixed rate debtinstruments.

COMPULSORY WINDING UPAs per SEBI Circular SEBI/MD/CIR No. 10/22701/03 dated Dec12th2003 1)Each scheme and individual plans under the schemes shouldhave a minimum of 20 investors and no single investor shouldaccount for more than 25% of the corpus of such scheme/plan(s).In case of open ended schemes in case of non fulfillment of either ofthe conditions above a three month time period or the end ofsucceeding calendar quarter whichever is earlier from the close ofthe NFO of open ended schemes will be available to balance and toensure compliance with these two conditions failing which theprovisions of Regulation 39 (2) (c) of SEBI (MF) Regulations 1996would become applicable automatically without any reference fromSEBI. Accordingly schemes / plans would be wound up by followingthe guidelines laid down by SEBI. After the NFO and the threemonths balancing period in each subsequent calendar quarterthereafter on an average basis the schemes the schemes /plansshould meet with both the conditions mentioned above. The averagewould be calculated on the basis of number of investors as at theend of the business hours of the scheme on a daily basis. Theaverage would be calculated at the end of each calendar quarter.

The aforesaid Circular would be applicable at the Portfolio level.

Determining the breach of the 25% limit by an Investor – Theaverage net assets of the scheme would be calculated daily andany breach of the 25% holding limit by an investor would bedetermined. At the end of the quarter, the average of daily holdingby each such investor is computed to determine whether thatinvestor has breached the 25 % limit over the quarter. If there is abreach of limit by any investor over the quarter, a rebalancingperiod of one month would be allowed and thereafter the investorwho is in breach of the rule shall be given 15 days notice toredeem his exposure over the 25 % limit. Failure on the part of thesaid investor to redeem his exposure over the 25 % limit within theaforesaid 15 days would lead to automatic redemption by theMutual Fund on the applicable Net Asset Value on the 15th day ofthe notice period.

IV. DUE DILIGENCE BY THE ASSET MANAGEMENTCOMPANY

The following Due Diligence Certificate has been submitted toSEBI:It is confirmed that:

(i) the draft offer document is in accordance with theSEBI(Mutual Funds)Regulations, 1996 and the guidelinesand directives issued by SEBI from time to time.

(ii) all legal requirements connected with the launching of theScheme as also the guidelines, instructions, etc. issuedby the Government and any other competent authority inthis behalf, have been duly complied with.

(iii) the disclosures made in the Offering Circular are true,fair and adequate to enable the investors to make a wellinformed decision regarding investment in the proposedscheme.

(iv) the intermediaries named in the Offering Circular are reg-istered with SEBI and till date, such registration is valid.

For Tata Asset Management Limited

Place: Mumbai Hormuz A. BulsaraDate: 8

th February, 2006 Chief Operating Officer

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V. EXPESNSES

A) Unitholders Transactions Expenses (Load)

Type of Transactions Levy upto % ofrelevant NAV

Maximum sales load imposedon ongoing sales 7.00

Maximum Sales load on issueof units in lieu of dividends 7.00

Maximum Contingent deferred sales load 7.00

Maximum redemption / repurchase load 7.00

Maximum switchover load 7.00

The repurchase price shall not be lower than 93% of the NAV and thesale price shall not be higher than 107% of the NAV and the differencebetween the repurchase price and sale price shall not exceed 7% onthe sale price.

The AMC reserves the right to change/modify entry / exit / switchoverload (including zero load), depending upon the circumstancesprevailing at any given time. However any change in the load structurewill be applicable on prospective investment only. The AMC maycharge an entry / exit load for switch of units from one plan/option toanother plan/option within the Scheme and/or any other scheme ofTMF depending upon the circumstances prevailing at any giventime. The switchover load may be different for different plans/optionsand the switchover load may be different from the entry and /or exitload charged for sale and/or repurchase units. The load chargedcould also be different for different options in the plans of the Schemeat the same time and different as regards the amount/tenor ofinvestment, etc.

All loads including CDSC shall be maintained in a separate accountand may be utilised towards meeting the selling and distributionexpenses. Any surplus in this account may be credited to the scheme,whenever felt appropriate by the AMC.

Current Load Structure

For all options Entry / Exit Load : Nil / Nil

B) New Fund Offer expensesPresent SchemeThe total new fund offer Expenses chargeablefor the scheme asper the current Regulations are subject to a maximum of 6% of theamount collected during the New Fund Offer Period.

Nature of New Fund Offer Expenses

Description % of EstimatedTarget Amount

Advertising 0.25

Commission to Agents/Brokers 0.75

Registrars Expenses 0.10

Printing and Marketing Expenses 0.55

Postage and Misc. Expenses 0.10

Other Expenses 0.25

Total 2.00

Whilst the Scheme is not a no load fund in terms of schedule X ofthe SEBI (Mutual Funds) Regulation 1996 for the benefit ofinvestors, new fund offer expenses to be incurred under the schemeshall be borne / reimbursed by the AMC.

As such, for every Rs. 1,000/- contributed by the investor, whole ofRs.1,000/- will be available to the scheme for investment.

These estimates are based on a corpus size of Rs. 1 crore andwould change to the extent assets are lower or higher. The aboveexpenses are subject to inter-se change and may increase/decrease as per actual and/or any change in the Regulations.

These estimates have been made in good faith as per informationavailable to the AMC and the total expenses may be more than asspecified in the table above.

New Fund Offer Expenses for the past schemes

Total new fund offer New fund offer expenses New fund offer expensesexpenses incurred borne by the scheme borne by AMC

Scheme % of amount Am ount % of a mount Am ount % of a mount Am ountmobilised (Rs. In crores) m obilized (Rs. In crores) m obilised (Rs. In crores)

Tata Short Term Bond Fund 0.0044 0.0045 0.00 0.00 0.0044 0.0045

Tata Income Plus Fund 0.00498 0.1108 0.00498 0.1108 0.00 0.00

Tata Index Fund 0.25 0.02 0.00 0.00 0.25 0.02

Tata Fixed Horizon Fund 0.49 0.0025 0.00 0.00 0.49 0.0025

Tata Dynamic bond Fund 0.03 0.05 0.03 0.05 0.00 0.00

Tata Floating Rate Fund 0.03 0.05 0.03 0.05 0.00 0.00

Tata MIP Plus Fund 1.48 5.57 1.48 5.57 0.00 0.00

Tata Equity P/E Fund 2.72 2.79 2.72 2.79 0.00 0.00

Tata Dividend Yield Fund 1.11 4.49 1.11 4.49 0.00 0.00

Tata Infrastructure Fund 1.75 13.31 1.75 13.31 0.00 0.00

Tata Service Industries Fund 1.32 4.16 1.32 4.16 0.00 0.00

Tata Fixed Horizon Fund Series 1(Plan A), (Plan C) 0.00 0.00 0.00 0.00 0.00 0.00

Tata Mid Cap Fund 2.70 11.26 2.70 11.26 0.00 0.00

Tata Floater Fund 0.00 0.00 0.00 0.00 0.00 0.00

Tata Contra Fund 3.64 5.65 3.64 5.65 0.00 0.00

Tata Fixed Horizon Fund Series 2(Plan A), (Plan B), (Plan C) 0.00 0.00 0.00 0.00 0.00 0.00

Tata Fixed Horizon Fund Series 3(Scheme A), (Scheme F) 0.00 0.00 0.00 0.00 0.00 0.00

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C. Annual Scheme Recurring Expenses

The ongoing fees and expenses of operating the Scheme on anannual basis (including for the new fund offer period) expressedas a percentage of the amount of the Scheme’s daily average netassets are estimated to be as follows :

Annual Scheme Recurring Estimates (%)

Investment Management Fees 1.25Trustee Fees 0.05Custodian Expenses 0.10Registrar Expenses 0.15Marketing & Selling expenses(including agents commission) 0.45*Other operating expenses 0.25

Total 2.25

* (For other operating expenses refer to the detailed note in Item4 below ):

1. Investment Management Fees

Investment Management fees charged by TAML shall be 1.25% ofthe daily average net assets for net assets upto Rs. 100 croresand 1.00% of the daily average net assets on the balance amountabove Rs. 100 crores. This fee shall be conformity with SEBIRegulations & shall be payable at a frequency as agreed betweenthe AMC and Trustees from time to time. TAML shall not chargeany fees on its investment in Units of the Funds/Schemes/Plans inTMF or any other Mutual Fund.

2. Trustee Fees

The Trustee Company shall be entitled to a fee of 0.05% of the dailyaverage net assets of the corpus or a sum of Rs. 5 lacs per annum,whichever is higher, payable annually in arrears or at such intervalsas may be decided from time to time.

3. Custodian/Registrar Fees:

For Custodian’s and the Registrar & Transfer Agent’s Fees, seeclause(s) “The Custodian” and “The Registrar” in “Management ofthe Fund”.

4. Other Operating Expenses:

According to Regulation 52 (4)(b) of SEBI (Mutual Funds)Regulations 1996, other operating expenses inter alia includes (andexpressed as a percentage of the amount of daily net assets):

Estimates (%)

Brokerage & Transaction cost 0.10

Audit Fees 0.01

Bank Charges 0.03

Cost of providing account statement,redemption cheques / dividend warrants, etc. 0.05

Costs of statutory advertisements 0.06

Total 0.25

The above estimates of annual Scheme recurring expenses havebeen made in good faith as per the information available to the AssetManagement Company and are subject to change as per actuals.The said estimates have been given to assist the Unitholder inunderstanding the various costs and expenses that an Unitholder inthe Scheme will bear directly or indirectly. However, the annual totalof all charges and expenses of Tata Mutual Fund, except forbrokerage, commission, stamp duties and other (transaction)expenses directly associated with the purchase, sale and registrationof transfer of TMF’s investment/securities and except for expensesassociated with the new fund offer of Units of the Scheme, andexcept for selling expenses which are directly met / set off againstsale & redemption load (as stated in the clause on UnitholderTransaction Expenses) shall be subject to the following limits:

§ On the first Rs.100 Crores of the average daily net assets:2.25%

§ On the next Rs.300 Crores of the average daily net assets:2.00%

§ On the next Rs.300 Crores of the average daily net assets:1.75%

§ On the balance of the assets: 1.50%

The above is the maximum limit under Regulation 52 (6) of the SEBI(Mutual Funds) Regulations, 1996. The Fund will strive to reducethe level of these expenses so as to keep them well within themaximum limits allowed by SEBI and any expenditure in excess ofthe above limits shall be borne by Tata Asset Management Limitedand/or Tata Trustee Company Private Limited. Besides only thoseexpenses as given above under the clause “Annual SchemeRecurring Expenses”. shall be charged to the Scheme.

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VI. CONDENSED FINANCIAL INFORMATIONBrief Note on Schemes launched:

TMF has so far launched twenty six open-ended schemes andthree closed ended scheme.Tata Balanced Fund (TBF) (formerlyknown as Tata Equity Growth Fund), is the maiden scheme of TataMutual Fund launched in August-September 1995. Tata YoungCitizens’ Fund (TYCF) initially close-ended Scheme and convertedinto an open ended scheme on 30th October 1998, also launched inthe same period was the first scheme structured by a privatesector mutual fund exclusively for children with an added automaticbenefit of Personal Accident Insurance Cover. Tata Tax SavingFund (TTSF) initially a close ended Equity linked Savings Schemefor residents launched in December 1995 and converted into anopen ended scheme on 1st April 1999 offers growth besides taxsaving and a phased investment plan, for cash flow planning. TataSelect Equity Fund (TSEF) launched in April-May 1996 was thefirst close ended Scheme structured by a private sector Mutualfund for investments exclusively in the equity of core sectorcompanies. Tata Income Fund (TIF) launched in March - April1997 offered assured semi-annual income of 15% per annum (forthe first financial year) along with possible capital appreciationunder Regular Income Option and accumulated the earnings inthe Scheme thus providing medium to long term capital gains in thecase of Appreciation Option. Tata Income Fund w.e.f. 27th April2000 also offers Monthly Income and Quarterly Income options.The Monthly Income Option was hived of as seperate schemenamely Tata Monthly Income Fund w.e.f. 23rd December, 2002.Tata Twin Option Fund (TTOF) launched in March 1998 offeredthe Unitholder, the option to invest in equities of large cap companiesand the balanced portfolio option which invests in both debt andequity. On 14th February 2000 Balanced Portfolio Option of TataTwin Option Fund got merged with Tata Equity Growth Fund andthe Tata Equity Growth Fund was renamed as Tata Balanced Fund.while the equity option was renamed as Tata Pure Equity Fund.Tata Liquid Fund launched in August 1998 offered an ideal debtbased (income and growth) investment for short duration investors.Tata Life Sciences & Technology Fund a sectoral fund investing infast growing Life Science and Technology Sectors comprising ofEngineering, Tele-communications, Space, Computers, Software,Pharmaceuticals, Information Technology, Electronics andElectricals, Agrochemicals, Fertilizers, Fast Moving ConsumerGoods, and various other allied Industries, etc. was launched inJune 1999. Tata Gilt Securities Fund, a fund predominantly investingin securities issued by Central/ State Government was launchedin August 1999. This fund also offers quarterly income distributionand also growth options. Under Tata Liquid Fund two short known-maturity plans were floated. Tata Liquid Fund Serial Plan I waslaunched on 8.12.2000 and Tata Liquid Fund Serial Plan II on3.1.2001 and quarterly dividends were declared under these plans.On 8th August, 2002 Tata Short Term Bond Fund was launched.On 11th November, 2002 the Tata Income Plus Fund was launched.Tata Fixed Horizon Fund was launched 10th January, 2003,andTata Index Fund on 20th February, 2003. On 29th March 2003Tata Ind Tax Shield was converted into on open ended scheme(with no ELSS benefits) and named Tata Equity Opportunities Fund,Tata Dynamic Bond Fund was launched on 1st September, 2003,Tata Floating Rate Fund was launched on 12th December, 2003.Tata MIP Plus Fund was launched on 27th January 2004. TataEquity P/E Fund was launched on 17th May, 2004. On 28thSeptember 2004 Tata Dividend Yield was Launched, TataInfrastructure Fund was launched on 25th November, 2004, TataService Industries Fund was launched on 9th February, 2005,Tata Fixed Horizon Fund Series 1 (Plan A) was Launched on 21stMarch, 2005, Tata Mid Cap Fund was launched on 19th May,2005, Tata Floater Fund was launched on 23rd August, 2005, Tata

Contra Fund was launched on 26th September, 2005., Tata FixedHorizon Fund Series 2 was Launched on 29th November, 2005,Tata Fixed Horizon Fund Series 3 was Launched on 1st February,2006. TMF has so far launched twenty six open-ended schemesand three closed ended scheme. Each Scheme offers specialinnovative benefits to Unitholders by way of Systematic InvestmentPlan, Systematic Withdrawal Plan, etc.

In November 2001, Tata Mutual Fund and Indian Bank MutualFund entered into an agreement for takeover of the following closeended, running schemes of Indian Bank Mutual Fund viz : IndShelter (Plan A&B), Ind Tax Shield (Plan A&B) and Ind Navratna.Subsequent to the takeover the names of the schemes werechanged to Tata Ind Shelter (Plan A&B), Tata Ind Tax Shield (PlanA&B) and Tata Ind Navratna . The consideration and all directexpenses in this regard were directly borne by the respectiveparties to the Agreement, and not debited to the Scheme accounts.An exit option at NAV, without load was provided to unitholders inview of change in the Trustee and the Asset Management Company,as well as certain modifications in scheme attributes such asissue of Account Statement instead of Unit Certificates, changingNAV related transactions to prospective from the earlier principleof prior week NAV, etc. Thereafter, with effect from 22nd November2001, the Tata Trustee Company Private Limited is the Trustee andTata Asset Management Ltd. is the Asset Management Companyfor these funds. Tata Ind Shelter Fund Plan A and B were redeemedon 31.3.2002. On 29th March 2003 Tata Ind Tax Shield was madeopen ended and named Tata Equity Opportunities Fund. Tata IndNavratna was converted in to an open ended fund on 31st March,2004 and was named as Tata Growth Fund.

Date of allotment : TBF (8/10/95), TYCF (14/10/95), TTSF (1/4/96),TSEF (24/5/96), TIFR & TIFA (2/5/97), TIFQ and TIFM (27/4/2000),TPEF (7/5/98), TLSTF (18/6/99), TLFR (2/8/99) & TLFA (30/8/98),TGSFR & TGSFA (4/8/99) TLSP1 (8/12/2000), TLSP2 (3/1/2001),TSTBF (12/08/02), TIPF(2/12/02), (TIF) (4/03/03), TDBF (03/09/03), TFRF (22/12/03), TMPF (17/03/04), TEQPEF (29/6/04),TDYF(22/11/04), TISF(31/12/04), TFHFS1 (Plan A) (28/03/05),TSIF (05/04/05), TMCF (29/06/05), (TFF) (06/09/05),TFHFS1 (Plan C) (30/09/05), TCF(14/11/05), TFHFS2 (Plan B)2/12/05, TFHFS2 (Plan A) 29/12/05, TFHFS2 (Plan C) 2/2/06,TFHFS3 (Scheme A) 8/2/06, TFHFS3 (Scheme F) 13/2/06.

TBF - Tata Balanced Fund, TYCF - Tata Young Citizens’ Fund,TTSF - Tata Tax Saving Fund, TSEF - Tata Select Equity Fund,TIFR - Tata Income Fund (Half-Yearly Income Option), TIFQ - TataIncome Fund (Quarterly Income Option), TIFM - Tata Income Fund(Monthly Income Option),TIFA - Tata Income Fund (AppreciationOption), TPEF - Tata Pure Equity Fund, TLSTF - Tata Life Sciences& Technology Fund, TLFR - Tata Liquid Fund (Regular IncomeOption), TLFA - Tata Liquid Fund (Appreciation), TGSFR - Tata GiltSecurities Fund (Regular Income Option), TGSFA - Tata GiltSecurities Fund (Appreciation Option), TSTBFR - Tata Short TermBond Fund (Regular Income), TSTBFA - Tata Short Term BondFund (Appreciation Option), TIPF(A) - Tata Income Plus FundOption A, TIPF(B) - Tata Income Plus Fund Option B, TFHF - TataFixed Horizon Fund, TMIF - Tata Monthly Income Fund, TIF - TataIndex Fund, TDBF - Tata Dynamic Bond Fund, TFRF - Tata FloatingRate Fund. TMPF - Tata MIP Plus Fund, TGF - Tata Growth Fund,TEQPEF- Tata Equity P/E Fund, TDYF - Tata Dividend Yield Fund,TISF - Tata Infrastructure Fund, TFHFS1 - Tata Fixed HorizonFund Series 1 (Plan A), TSIF - Tata Service Industries Fund,TMCF - Tata Mid Cap Fund, TFF - Tata Floater Fund, TFHFS1 -Tata Fixed Horizon Fund Series 1, TCF - Tata Contra Fund. TFHFS2- Tata Fixed Horizon Fund Series 2.

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Condensed Financial Information for the schemes launched during the last three financial years.

Sr. Historical Per Unit Statistics TEQPEF TSTBF No. 31/01/06 31/03/05 31/01/06 31/03/05 31/03/04 31/03/03

1 NAV at the beginning of the year/period D 13.0898 – D 10.7942 D 10.6401 D 10.5288 10.00

G 13.6684 – G 11.7267 G 11.1663 G 10.54622 Net Income per unit 6.35 1.95 0.72 1.84 1.6700 2.213 Dividends – 0.50 0.0402 0.8115 0.43974 Transfer to reserves (if any) – – – – – –5 NAV at the end of the year D 19.8247 D 13.0898 D 10.9189 D 10.7942 D-10.6401 R-10.53

G 20.6999 G 13.6684 G 12.3428 G 11.7267 G-11.1663 G-10.556(a) Annualised return (%) * G 57.94 G 36.69 G 6.23 G- 6.20 G-6.93 G 5.466(b) Benchmark returns (%) * 56.93 34.11 4.75 4.93 6.09 6.71

BSE SENSEX Crisil Short Term Bond Fund7 Net Assets at the end of 106.78 102.82 370.97 13.60 93.85 60.56

the period (Rs. Crores)8 Ratio of Recurring Expenses 2.43 1.77 0.91 0.82 0.90 0.90

to Avg. Net Assets (%)

* Returns for period less than 1 year are absolute returns and for period more than one year are compounded annualised return (CAGR)

Sr. Historical Per Unit Statistics TMPF TDBF No. 31/01/06 31/03/05 31/03/04 31/01/06 31/03/05 31/03/041 NAV at the beginning of the year/period DM 10.1555 DM 10.0404 – RD 10.1381 RD 10.1267 –

DQ 10.1435 DQ 10.0403 – RG 10.6672 RG 10.4235 –DS 10.0776 DS 10.0404 – HD 10.1473 HD 10.1411 –GR 10.3983 GR 10.0404 – HG 10.6860 HG 10.4402 –

2 Net Income per unit 0.90 0.51 0.0371 0.85 1.28 1.273 Dividends DM 0.0658 DM 0.2411 0.0000 – RD 0.1229 0.0715

DQ 0.2537 HD 0.1229 0.2306DS 0.1003

4 Transfer to reserves (if any) – – – – – –5 NAV at the end of the year DM 10.5251 DM 10.1555 10.0404 RD 10.2928 RD 10.1381 10.1267

DQ 10.5801 DQ 10.1435 10.0403 RG 11.2833 RG 10.6672 10.4235DS 10.7214 DS 10.0776 10.0404 HD 10.2743 HD 10.1473 10.1411GR 11.3682 GR 10.3983 10.0404 HG 11.3037 HG 10.6860 10.4402

6(a) Annualised Return (%) * GR 7.08 GR 3.83 GR 0.40 RG 5.13 RG 4.17 RG 4.24HG 5.21 HG 4.30 HG 4.40

6(b) Benchmark returns (%) * 6.46 -2.85 0.58 3.25 2.19 3.74Crisil MIP Blended Index Crisil Composite Bond Fund

7 Net Assets at the end of 84.90 163.79 418.19 19.64 7.17 62.06the period (Rs. Crores)

8 Ratio of Recurring Expenses 1.91 1.89 1.97 1.25 1.25 1.25to Avg. Net Assets (%)

* Returns for period less than 1 year are absolute returns and for period more than 1 year are compounded annualised return (CAGR)

Sr. Historical Per Unit Statistics TDYF TISF TFRLTFNo. 31/01/06 31/03/05 31/01/06 31/03/05 31/01/06 31/03/05 31/03/04

1 NAV at the beginning of D 10.5838 – D 10.6002 – D 10.0874 D 10.0038 10.0000the year/period G 10.9798 G 10.5940 G 10.4828 G 10.1015

2 Net Income per unit 3.16 0.87 1.38 0.25 0.45 0.26 0.06

3 Dividends – – – – 0.0271 0.2720 0.0804

4 Transfer to reserves (if any) – – – – – – –

5 NAV at the end of the year D 13.9755 D 10.5838 D 16.1492 D 10.6002 D 10.2199 D 10.0874 D 10.0038

G 15.5969 G 10.9798 G 16.7894 G 10.5940 G 10.8559 G 10.4828 G 10.1015

6(a) Annualised return (%) * 45.20 9.80 61.22 5.94 3.96 G 3.77 G 1.02

6(b) Benchmark returns (%) * 52.18 7.59 45.33 (1.66) 4.39 4.14 1.24

BSE SENSEX BSE SENSEX Crisil Liquid Fund Index

7 Net Assets at the end of 255.97 324.48 763.98 738.70 9.49 12.72 8.87the period (Rs. Crores)

8 Ratio of Recurring Expenses 2.29 2.24 2.12 2.12 0.75 0.74 0.73to Avg. Net Assets (%)

* Returns for period less than 1 year are absolute returns and for period more than one year are compounded annualised return (CAGR)

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Sr. Historical Per Unit TFRSTF TIPFNo. Statistics 31/01/06 31/03/05 31/03/04 31/01/06 31/03/05 31/03/04 31/03/03

1 NAV at the beginning RD 10.0579 D 10.0053 10.0000 RID 10.1565 RID 10.1800 RID 10.2467 –

of the year/period RG 10.6168 G 10.1185 RIA 11.2288 RIA 11.2564 RIA 10.2342 –ID 10.0105 HID 10.1621 HID 10.1862 HID 10.2489 –IG 10.3015 HIA 11.2579 HIA 11.2864 HIA 10.2470 –

IID 10.5660IIA 11.3247

2 Net Income per unit 1.13 0.39 0.11 0.782 0.66 1.25 0.39

3 Dividends RIPWLY 0.0480 RIP WD 0.4166 0.0932 – – HID-0.9428 –IIPDD 0.0502 IIP DD 0.2853 RID-0.9428 –

IID-0.6609 –

4 Transfer to reserves (if any) – – – – – – –

5 NAV at the end of the year RD 10.0974 RD 10.0579 D- 10.0053 RID 10.3288 RD 10.1565RID-10.1800RIR-10.2466RG 11.1064 RG 10.6168 G- 10.1185 RIA 11.8424 RG 11.2288 RIA-11.2564 RIA-10.2342

ID 10.0105 ID 10.0105 HID 10.3676 HD 10.1621HID-10.1862HIR-10.2489IG 10.7932 IG 10.3015 HIA 11.8743 HG 11.2579 HIA-11.2864 HIA-10.2475

IID-10.5660 –IIA-11.3247 –

6(a)Annualised return (%) * 5.09 G 4.81 G- 1.19 RIA 5.38 RIA 4.98 RIA-8.91 RIR-2.47HIA 5.47 HIA 5.09 HIA-9.11 RIA-2.34

IIA-7.45 HIR-2.49HIA-2.47

6(b)Benchmark returns (%) * 4.39 4.14 1.24 RIA 4.84 RIA 5.10 RIA-8.79 3.28HIA 4.84 HIA 5.10 HIA-8.79

IIA-6.87

Crisil Liquid Fund Index Crisil Composite Bond Fund

7 Net Assets at the end of 484.86 672.63 112.03 4.81 8.58 165.49 100.11the period (Rs. Crores)

8 Ratio of Recurring Expenses 0.61 0.65 0.75 1.53 1.49 1.36 1.50to Avg. Net Assets (%)

* Returns for period less than 1 year are absolute returns and for period more than 1 year are compounded annualised return (CAGR).

Sr. Historical Per Unit TIFN TIFSNo. Statistics 31/01/06 31/03/05 31/03/04 31/03/03 31/01/06 31/03/05 31/03/04 31/03/03

1 NAV at the beginning NA 11.7234 NA 10.1030 NA-9.2519 10.00 SA 17.1762 SA 14.4606 SA-9.2644 10.00of the year/period NB 16.6571 NB-9.2333 SB 17.0617 SB-9.2605

2 Net Income per unit 4.09 30.37 8.44 (0.01) 4.17 85.30 8.37 (0.03)

3 Dividends – – 6.00 – – – 2.50 –

4 Transfer to reserves (if any) – – 0.00 – – – – –

5 NAV at the end of the year NA 18.2049 NA 11.7234 NA-10.1030 NA-9.25 SA 25.1157 SA 17.1762 SA-14.4606 SA-9.27NB 0.0000 NB-16.6571 NB-9.23 SB 0.0000 SB-17.0617 SB-9.26

6(a)Annualised Return (%) * 44.70 NA 35.97 NA 57.13 NA (7.48) 44.34 SA 39.45 SA 61.43SA (7.36)

NB 59.29 NB (7.67) SB 62.82SB-(7.40)

6(b)Benchmark returns (%) * 42.78 36.8 60.43 (7.33) 45.79 38.48 62.53 (7.11)

S&P NIFTY BSE SENSEX

7 Net Assets at the end of 1.07 0.96 29.70 6.55 0.40 0.28 2.46 10.62the period (Rs. Crores)

8 Ratio of Recurring Expenses 1.59 0.89 1.42 NA-1.50 1.00 0.87 0.84 SA-1.50to Avg. Net Assets (%) NB-0.75 SB-0.75

* Returns for period less than 1 year are absolute returns and for period more than 1 year are compounded annualised return (CAGR).

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Sr. Historical Per Unit Statistics TFF TSIF TFHFS1 A8 TFHFS1 A6

No. 31/01/06 31/01/06 31/01/06 31/12/05 31/03/05

1 NAV at the beginning – – – D 10.0124 –of the year/period G 10.0124

2 Net Income per unit 0.32 1.64 0.15 0.51 0.01

3 Dividends DD 0.0403 – – – 0.80DWLY 0.048

4 Transfer to reserves (if any) – – – – –

5 NAV at the end of the year DD 10.0021 D 15.7687 D 10.0929 D 10.5253 D 10.0124DWLY 10.0143 G 15.7481 G 10.0929 G 10.5154 G 10.0124

G 10.2098

6(a) Annualised Return (%) * G 2.10 G 57.48 G 1.26 G 5.15 G 0.12

6(b) Benchmark returns (%) * 1.91 51.44 1.97 4.11 0.04

Crisil Liquid Fund Index BSE SENSEX Crisil Liquid Fund Index Crisil Liquid Fund Index

7 Net Assets at the end of 88.12 265.23 130.67 232.53 221.94the period (Rs. Crores)

8 Ratio of Recurring Expenses 0.42 1.95 0.09 0.30 0.15to Avg. Net Assets (%)

* Returns for period less than 1 year are absolute returns and for period more than 1 year are compounded annualised return (CAGR)

Borrowings during the last financial year i.e financial year 2004-2005.

Scheme Amount (Crores) % of NAV Purpose Period

TLF 40 1.41 To meet redeemptions 1 day

TLF 100 3.63 To meet redeemptions 4 days

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VII. CONSTITUTION OF TATA MUTUAL FUND

i. Constitution:Tata Mutual Fund (TMF) has been constituted as a Trust inaccordance with the provisions of The Indian Trusts Act, 1882 (2 of1882) and is registered as a Trust under The Indian Registration Act,1908. TMF was registered with Securities & Exchange Board ofIndia (SEBI) and commenced operation by launching its first schemeon 30th August 1995. Tata Sons Limited(TSL) and Tata InvestmentCorporation Ltd (TICL) are the Sponsors and the Settlors and TataTrustee Company Private Limited is the Trustee Company. TheTrustee Company has appointed Tata Asset Management Limited(TAML) as the Asset Management Company. TSL and TICL havemade an aggregate initial contribution of Rs.1 lac towards setting upof TMF.

Share holding pattern of Tata Asset Management Ltd (TAML) andTata Trustee Company Pvt Ltd (TTCPL)

TAML TTCPL

Tata Sons Ltd 67.91% 50%

Tata Investment Corporation Ltd 32.09% 50%

ii. The Sponsors:Tata Sons Limited (TSL)

Tata Sons Limited is the promoter and the principal investment holdingcompany of the Tata group. Established as a trading firm in 1868, itis the promoter of major companies of the Tata group and holds thepromoter shareholding along with other entities in listed companiessuch as India’s largest IT Services company, Tata ConsultancyServices Limited, Tata Motors Limited, Tata Steel Limited, Tata PowerCompany Limited and Tata Tea Limited, to name a few. It is also themajority shareholder in unlisted companies such as Tata AssetManagement Limited, Tata AIG Life Insurance Company Limited andTata AIG General Insurance Company Limited - in the financialservices segment.

The Tata group today accounts for about 3% of the Indian GDP andcontributes about 5% to the country’s exports. The group presentlyhas the highest market capitalisation amongst all Indian businessgroups with around 2 million shareholders. Tata Sons is also theowner of the TATA name and the TATA Trade Marks which areregistered in India and several other countries.

Financial performance of TSL(Rs. in crores)

2002-03 2003-04 2004-05

Total Income 5158.87 6476.68 3735.69

Profit after tax 816.84 1291.96 3273.61

Preference Share Capital 31.25 16.10 66.10

Equity Share Capital 40.41 40.41 40.41

Free reserves 3965.98 4981.50 7928.60

Net worth 4006.39 5021.91 7969.01

Dividend on Preference Shares 4.09 2.00 3.45

Dividend on Ordinary Shares 131.35 242.49 282.90

Earnings per share (face valueRs.1000 per share) (Rs.) 20107 31912 80904

2. Tata Investment Corporation Limited (TICL)Tata Investment Corporation Ltd. was promoted by Tata Sons Ltd. in1937, with the main objective of being an investment company, andwas initially called The Investment Corporation of India Ltd. It remainedclosely held till 1959, when it was listed on the Bombay StockExchange. Over the years, TICL has built up a portfolio of investmentsof quoted and unquoted securities of a book value of Rs. 516.52crores as on 31st March, 2005. Its realizable value of investment as

on 31st March, 2005. was Rs. 1490.05 crores, spread over 237companies.

Financial performance of TICL :Last three financial years.

(Rs. in crores)

2002-03 2003-04 2004-05

Total Income 52.80 90.37 119.18

Profit after tax 45.82 80.56 112.38

Equity Share Capital 22.97 22.97 22.97

Free reserves 325.16 379.46 463.57

Net worth/Book 151.53 175.17 211.79Value per Share

Earnings per share 21.71 35.06 48.92

Dividend paid (%) 60.00 101.00 120.00

iii. The Trustee CompanyConstitutionTata Trustee Company Private Limited, through its Board of Directors,discharges the obligations as Trustee of TMF. The Trustee Companymay, amend the terms of the offer of the Units, the terms of theScheme and the terms of the Fund from time to time as per theprovisions contained in SEBI Regulations. The Trustee Company isentitled to fees as stated in the clause on “Trustee Fee”. The TrusteeCompany has appointed TAML as the Asset Management Company,Standard Chartered Bank as the Custodian and CAMS as theRegistrar and Transfer Agent, the details of which are given in theClause “Management of the Fund”.

Board of Tata Trustee Company Private Limited:

Mr. S. M. Datta ( Chairman), Address: Peerless General Finance& Investment Company Limited, 11-A, Mittal Tower, ‘A’ wing, FirstFloor, Nariman Point, Mumbai 400 021. Status: IndependentOccupation: Industrialist, Other Directorships : ChairmanCastrol India Limited, IL&FS Investment Managers Limited, PhilipsIndia Limited, E. I. D. Parry (India) Limited, Director Zodiac ClothingCompany Limited, TIL Limited, Peerless General Finance &Investment Company Limited, BOC India Limited, GoodlassNerolac Paints Limited, M. Visvesvaraya Industrial Research &Development Centre, Transport Corporation of India Limited, AtulLimited, Bhoruka Power Corporation Limited. Other Memberships: Chairman - Indian Institute of Management, Bangalore, Chairman- Goa Institute of Management, Advisor - Army Group InsuranceFund, Trustee - India Brand Equity Fund Trust, Member - Councilof EU Chambers of Commerce, Member – ACME, Chairman -SIES Institute of Management Studies, Director – SupervisoryBoard of the Eicher Group of Companies, Governor – WoodlandsHospital & Medical Research Centre Limited, Chairman ofGoverning Board: Indian Institute of Health ManagementResearch.

Mr. I. Hussain (Director), Address: Tata Sons Limited, BombayHouse, 24, Homi Mody Street, Mumbai 400 001. Status: Associ-ate, Occupation: Industrialist, Other Directorships : Chair-man Voltas Limited, Tata Finance Limited, Director Tata SonsLimited, Tata Steel Limited, Titan Industries Limited, Tata Inc., TataIndustries Limited, The India Growth Fund Inc., Tata AIG LifeInsurance Co. Limited, Tata AIG General Insurance Co. Limited,Idea Cellular Limited, CMC Limited, Videsh Sanchar Nigam Lim-ited, Speech & Software Technologies (India) Pvt. Limited, TataSky Limited, Tata Refractories Ltd.

Mr. J. N. Godrej ( Director) , Address: Godrej & Boyce Manufac-turing Company Limited, Pirojshanagar, Vikhroli, Mumbai - 400079. Status: Independent, Occupation: Industrialist, OtherDirectorships : Chairman Geometric Software Solutions Com-pany Limited, Chairman & Managing Director Godrej & BoyceManufacturing Company Limited, Director Godrej Properties &

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Investments Limited, Godrej Agrovet Limited, Godrej Sara LeeLimited, Godrej Foods Limited, Godrej Tea Limited, Godrej Indus-tries Limited, 3D PLMSoftware Solutions, Godrej Consumer Prod-ucts Limited, Bajaj Auto Limited, Antrix Corporation Limited, GodrejUpstream Limited, Godrej Investments Private Limited, LawkimLimited, Illinois Institute of Technology (India) Private Limited, Godrej(Singapore) Pte. Limited, Godrej (Malaysia) Sdn. Bhd., Godrej (Vi-etnam) Company Limited, Godrej & Khimji (Middle East) LLC,Muscat, Haldia Petrochemicals Limited, Breach Candy HospitalTrust. Other Memberships : Past President & Member of theNational Council - Confederation of Indian Industry, Past Chair-man of the Western Regional Council- Confederation of IndianIndustry, Past President & Member of the Executive Committee -Indian Machine Tool Manufacturers’ Association, Member of theGoverning Council - Central Manufacturing Technology Institute,Bangalore, Founder Member & Member of the Executive Council -Tool Gauge Manufacturers’ Association.

Dr. N. A. Kalyani ( Director) Address: Shangrilla Gardens, B&CWings, 1st Floor, Bund Garden Road, Pune 411 001. Status:Independent, Occupation: Industrialist Other Directorships :Executive Chairman Kalyani Forge Limited, Chairman KalyaniSecurities Private Limited, Shakuntal Engineering & EquipmentsPrivate Limited, Kautilya Engineering & Manufacturing PrivateLimited, Gajanan Investment Private Limited, Aboli InvestmentPrivate Limited, Zendu Investment Private Limited, Uttara AgroPrivate Limited, Purva Agro Private Limited, Anuradha AgrotechPrivate Limited, Punarvasu Agro Private Limited, Vishakha AgroPrivate Limited, Kalyani Floritech Private Limited, Ashlesha AgroPrivate Limited, Uttarashadha Agro Private Limited, DhanishthaAgro Private Limited, Purvashadha Agro Private Limited, SaraswatiAgrotech Private Limited, Rohini Agrotech Private Limited, KalyaniAgro and Exports Private Limited, Bhadrapada Agro Private Limited,Jeshtha Agro Private Limited, Shattarka Agro Private Limited,Kalyani Horticulture Private Limited, Pushya Agro Private Limited,Bramhaputra Agrotech Private Limited, Jamuna Agrotech PrivateLimited, Chinab Agrotech Private Limited, Director: KineticEngineering Company Limited, Kirloskar Oil Engines Limited, FinolexIndustries Limited, Finolex Cables Limited, Sudarshan ChemicalIndustries Limited, Hindustan Construction Company Limited,Dronacharya Investment and Trading Private Limited,Dandakarayanya Investment and Trading Private Limited,Hastinapur Investment and Trading Private Limited, CampanulaInvestment and Finance Private Limited, Cornflower Investmentand Finance Private Limited, Other Memberships : Chairman –Kalyani Institute of Scientific Research, Pune, Chairman – KalyaniMedical Foundation, Pune, Chairman – Kalyani Institute of PoultryResearch, Pune, Member - Executive Committee, MahrattaChamber of Commerce and Industries, Pune, Member - ExecutiveCommittee, Federation of Indian Chamber of Commerce andIndustry.

Duties and Responsibilities of the Trustee Company

(1) The trustees and the asset management company shall withthe prior approval of the Board enter into an investmentmanagement agreement.

(2) The investment management agreement shall contain suchclauses as are mentioned in the Fourth Schedule and suchother clauses as are necessary for the purpose of makinginvestments.

(3) The trustees shall have a right to obtain from the assetmanagement company such information as is considerednecessary by the trustees.

(4) In carrying out his/her responsibilities as a member of theBoard of Trustee, each Trustee shall maintain an arms’ lengthrelationship with other companies, or institutions or financialintermediaries or any body corporate with which he may

associated in any transaction also involving the mutual fund.

(5) No Trustee shall participate in the meetings of the Board ofTrustee when any decisions for investments in which he/shemay be interested are taken.

(6) All the Trustee shall furnish to the Board of Trustee, particularsof interest which he/she, may have in any other company, orinstitution or financial intermediary or any corporate by virue ofhis/her position as director, partner or with which he/she maybe associated in any other capacity.

(7) The trustees shall ensure before the launch of any schemethat the asset management company has:-

(a) systems in place for its back office, dealing room andaccounting:

(b) appointed all key personnel including fund manager(s) forthe scheme(s) and submitted their bio-data which shallcontain the educational qualifications, past experience inthe securities market with the trustees, within 15 days oftheir appointment:

(c) appointed auditors to audit its accounts:

(d) appointed a compliance officer to comply with regulatoryrequirement and to redress investor grievances:

(e) appointed registrars and laid down parameters forsupervision:

(f) prepared a compliance manual and designed internalcontrol mechanisms including internal audit systems:

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

(8) The trustees shall ensure that an asset management companyhas been diligent in empanelling the brokers, in monitoringsecurities transactions with brokers and avoiding undueconcentration of business with any broker.

(9) The trustees shall ensure that the asset management companyhas not given any undue or unfair advantage to any associatesor dealt with any of the associates of the asset managementcompany in any manner detrimental to interest of theunitholders.

(10) The trustees shall ensure that the transactions entered into bythe asset management company are in accordance with theseregulations and the scheme.

(11) The trustees shall ensure that the asset management companyhas been managing the mutual fund schemes independentlyof other activities and have taken adequate steps to ensurethat the interest of investors of one scheme are not beingcompromised with those of any other scheme or of otheractivities of the asset management company.

(12) The trustees shall ensure that all the activities of the assetmanagement company are in accordance with the provisionsof these regulations.

(13) Where the trustees have reason to believe that the conduct ofbusiness of the mutual fund is not in accordance with theseregulations and the scheme they shall forthwith take suchremedial steps as are necessary by them and shall immediatelyinform the Board of the violation and the action taken by them.

(14) Each trustee shall file the details of his transactions of dealingin securities with the Trust on a quarterly basis.

(15) The trustees shall be accountable for, and be the custodian of,the funds and property of the respective schemes and shallhold the same in trust for the benefit of the unit holders inaccordance with these regulations and the provisions of trust

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deed.

(16) The trustees shall take steps to ensure that the transactions ofthe mutual fund are in accordance with the provisions of thetrust deed.

(17) The trustees shall be responsible for the calculation of anyincome due to be paid to the mutual fund and also of anyincome received in the mutual fund for the holders of the unitsof any scheme in accordance with these regulations and thetrust deed.

(18A)The trustees shall obtain the consent of the unitholders -

(a) whenever required to do so by the Board in the interest ofthe unitholders: or

(b) whenever required to do so on the requisition made bythreefourths of the unit holders of any scheme: or

(c) when the majority of the trustees decide to wind up orprematurely redeem the units: or

(18B)The trustees shall ensure that no change in the fundamentalattributes of any scheme or the trust or fees and expensespayable or any other change which would modify the schemeand affects the interest of unitholders, shall be carried outunless:-

(i) a written communication about the proposed change issent to each unitholder and an advertisement is given inone English daily newspaper having nationwide circula-tion as well as in a newspaper published in the languageof the region where the Head Office of the mutual fund issituated; and

(ii) the unitholders are given an option to exit at the prevailingNet Asset Value without any exit load.”

The fundamental attributes for the above clause are:

1) Type of scheme: An open-ended Liquid Scheme, investingin Money market instruments and Debt instruments.

2) Investment Objective : The objective of the scheme is togenerate reasonable returns alongwith high liquidity andsafety by investing is a portfolio of money market andother short term debt instruments.

3) Terms of the issue :

Maximum recuring expenses On the first Rs 100 Crores2.25% of average daily net assets (also refer to para onannual recurring expenses on page 8 of the OfferingCircular

Maximum new fund offer expenses upto 6% of the amount mobilised

(19) The trustees on a quarterly basis shall call for the details oftransactions in securities by the key personnel of the assetmanagement company in his own name or on behalf of theasset management company and shall report to the Board, asand when required.

Explanation:

To comply with the requirement of sub-regulation (1) of regulation18 of the SEBI (Mutual Funds) Regulations, 1996, the trustees shallcall for the details of transactions in securities by the key personnelof the asset management company in their own name or on behalfof the AMC on a six monthly basis.

(20)The trustees shall quarterly review all transactions carried outbetween the mutual funds, asset management company andits associates.

(21) The trustees shall quarterly review the networth of the assetmanagement company and in case of any shortfall, ensurethat the asset management company make up for the shortfallas per clause (f) of sub-regulation (1) of regulation 21.

(22) The trustees shall periodically review all service contractssuch as custody arrangements, transfer agency of thesecurities and satisfy itself that such contracts are executed inthe interest of the unitholders.

(23) The trustees shall ensure that there is no conflict of interestbetween the manner of deployment of its networth by the assetmanagement company and the interest of the unitholders.

(24) The trustees shall periodically review the investor complaintsreceived and the redressal of the same by the assetmanagement company.

(25) The trustees shall abide by the Code of Conduct as specified inthe Fifth Schedule.

(26) The trustees shall furnish to the Board on a half yearly basis:-

(a) a report on the activities of the mutual fund covering thedetail as prescribed by SEBI.

(b) a certificate stating that the trustees have satisfied them-selves that there have been no instances of self dealingor front running by any of the trustees, directors and keypersonnel of the asset management company:

(c) a certificate to the effect that the asset management com-pany has been managing the schemes independently ofany other activities and incase any activities of the naturereferred to in sub-regulation (2) of regulation 24 havebeen undertaken by the asset management companyand has taken adequate steps to ensure that the interestof the unitholders are protected.

(27) The independent trustees referred to in sub-regulation (5) ofregulation 16 shall give their comments on the report receivedfrom the asset management company regarding theinvestments by the mutual fund in the securities of groupcompanies of the sponsor.

(28) Trustees shall exercise due diligence as under:

A. General Due Diligence(i) the Trustees shall be discerning in the appointment of the

directors on the Board of the asset management com-pany.

(ii) Trustees shall review the desirability of continuance ofthe asset management company if substantial irregulari-ties are observed in any of the schemes and shall notallow the asset management company to float newschemes.

(iii) The trustees shall ensure that the trust property is prop-erly protected, held and administered by proper personsand by a proper number of such persons.

(iv) The trustee shall ensure that all service providers areholding appropriate registrations from the Board or con-cerned regulatory authority.

(v) The trustees shall arrange for test checks of servicecontracts.

(vi) Trustees shall immediately report to the Board of anyspecial developments in the mutual fund.

B. Specific Due Diligence:

The Trustees shall:

(i) Obtain internal audit reports at regular intervals from in-dependent auditors appointed by the Trustees.

(ii) Obtain compliance certificates at regular intervals fromthe asset management company

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(iii) Hold meeting of trustees more frequently.

(iv) Consider the reports of the independent auditor and com-pliance reports of asset management company at themeetings of trustees for appropriate action.

(v) Maintain records of the decisions of the Trustees at theirmeetings and of the minutes of the meetings.

(vi) Prescribe and adhere to a code of ethics by the Trustees,asset management company and its personnel.

(vii) Communicate in writing to the asset management com-pany of the deficiencies and checking on the rectificationof deficiencies.

(29) Notwithstanding anything contained in sub-regulations (1) to(25), the trustees shall not be held liable for acts done in goodfaith if they have exercised adequate due diligence honestly.

(30) The independent directors of the trustees or asset managementcompany shall pay specific attention to the following, as maybe applicable, namely:

(i) the Investment Management Agreement and the com-pensation paid under the agreement.

(ii) Service contract with affiliates – whether the asset man-agement company has charged higher fees than outsidecontractors for the same services.

(iii) Selection of the asset management company’s indepen-dent directors.

(iv) Securities transactions involving affiliates to the extentsuch transactions are permitted.

(v) Selecting and nominating individuals to fill independentdirectors vacancies.

(vi) Code of ethics must be designed to prevent fraudulent,deceptive or manipulative practices by insiders in con-nection with personal securities transactions.

(vii) The reasonableness of fees paid to sponsors, asset man-agement company and any others for services provided.

(viii) Principal underwriting contracts and their renewals.

(ix) Any service contract with the associates of the assetmanagement company.

(31) No amendments to the trust deed shall be carried outwithout the prior approval of the SEBI and unitholders’approval would be obtained where it affects the interests ofthe unitholders.

Supervision over TAML:

The Trustee Company monitors the activities of TAML on an ongoingbasis by having in place, a number of checks and balances andasking for various reports besides periodic review of the variousactivities of TAML. Specific amongst such systems is the periodicMIS reporting to be submitted by TAML at each Meeting of the Boardof Directors of the Trustee Company (held at least once every twomonths), which includes:

1. NAV calculations, movement of Net Assets and Valuation matrix/methodology.

2. Balance sheet and Revenue & Expenditure Accounts

3. Schemewise breakup of Industry Exposure in Equities/Securities.

4. Investments in Associate/Group Companies(alongwithjustification)

5. Investment in Corporates who have invested in the Scheme.

6. Companywise List of Investments

7. Broker-wise transactions.

Besides, the quarterly compliance reports which are submitted byTAML to SEBI are also placed before the Board of Directors of theTrustee Company and discussed. Reports of the independent Internalauditors(currently M/s C.C.Chokshi & Co., Chartered Accountants,Mafatlal Centre, Backbay Reclamation, Mumbai 400 020)are sentdirectly to the Chairman of the Trustee Company and also placedbefore the Audit Commitee of Directors, who seek explanation andclarifications from TAML on the points brought out in the report andthereafter report the same to the main Board. Periodic declarationsare taken from the staff and Directors of TAML and placed beforethe Board of Directors of the Trustee Company to peruse and toascertain that there have been no instances of self dealing or frontrunning. Meetings of the Board of Directors of the Trustee Companyare held (atleast) once every two months and atleast six suchmeetings shall be held in every year wherein atleast one independentDirector is required along with other Directors to form effectivequorum.

During the year ended January 2006 there were seven BoardMeetings of the Trustee Company.

Power to make rules:

The Trustee company may, from time to time, as per provisions ofSEBI Regulations (with the prior permission from the Unitholders incase of change of fundamental attributes in accordance with Clause15 of Regulation18 of the SEBI (Mutual Funds) Regulations, 1996and otherwise to be in conformity with the SEBI Regulations or toreflect the change in rules and regulations generally applicable tomutual funds or trusts), prescribe such forms and make such rulesfor the purpose of giving effect to the provisions of the Scheme, withthe power to the Trustee Company/Asset Management Company toadd to, alter or amend all or any of the forms and rules that may beframed from time to time.

The trustees shall ensure that no change in the fundamental at-tributes of any scheme or the trust or fees and expenses payable orany other change which would modify the scheme and affect theinterests of unitholders, shall be carried out unless :-

(i) a written communication about the proposed change is sent toeach unitholder and an advertisement is given in one Englishdaily newspaper having nationwide 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.

Power to remove difficulties:

If any difficulty arises in giving effect to the provisions of the Scheme,the Trustee Company may take such steps which are notinconsistent with these provisions, which appear to them to benecessary or expedient, for the purpose of removing the difficulties.

VIII. INVESTMENT OBJECTIVE AND POLICIESi) Investment Objective :The objective of the scheme is to generate reasonable returnsalongwith high liquidity and safety by investing is a portfolio of moneymarket and other short term debt instruments.

The scheme would investment predominantly in :l Money market instruments such as CBLO, Call Money,

Repos, Commercial Paper, Certificate of deposit,Treasury Bills, Government Securities having residualmaturity upto one year, any other instrument classifiedas money market instruments under the regulations

l Short term debt obligations of domestic Governmentagencies, statutory bodies, Corporates , banks anddomestic financial institutions

l Domestic securitised debtl Any other domestic short term fixed income securities

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The securities mentioned above could be listed or unlisted, securedor unsecured, rated or un-rated. The securities may be acquiredthrough Initial Public Offerings (IPOs), secondary market operations,private placement, rights offers or negotiated deals.

On occasions, if deemed appropriate, the Scheme will invest insecurities sold directly by the issuer, or acquired in a negotiatedtransaction. Notwithstanding the aforesaid, the proportion ofinvestment in privately placed debentures, securities debt and otherunquoted debt instruments could be increased by the TrusteeCompany / Asset Management company to around 100% of thetotal assets / Funds available of the Scheme. For the possibleimpact on liquidity of the Scheme, which might be experienced dueto investment of around 100% in privately placed debentures,securitised debt and other unquoted debt instruments, please referto the Clause “Possible Deferral of Redemption / resale requests &Compulsory redemption / repurchase” and also to the Clause on“Liquidity & Settlement Risks” under Item III - Risk Factors. Themoneys collected under this Scheme shall be invested only intransferable securities in the money market or in the capital / debtmarket or in privately placed debentures or securitised debts or inGovernment securities.

The investment policies are in conformity with the provisions ofvarious constitutional documents viz. MOA/AOA of the TAML/TrusteeCompany. IMA and the Trust Deed.

As per SEBI Regulations, the Scheme shall not make any investmentsin any un-listed securities of associate / group companies of theSponsors. The Fund will also not make investment in privately placedsecurities issued by associate / group companies of the Sponsor.The Scheme may invest not more than 25% of the net assets inlisted securities of Group companies.

ii. Investment strategy and Risk management

The Scheme would invest in companies based on various criteriaincluding sound professional management, track record, industryscenerio, growth prospectus, liquidity, rating of the securities, etc.The Scheme will emphasise on well managed, good qualitycompanies with above average growth prospectus whose securitiescan be purchased at a good yield and whose debt securities areconcerned investments (wherever possible) will be mainly insecurities listed as investments grade by a recognised authoritylike The Credit Rating and Information Services of India Limited(CRISIL), ICRA Limited (formerly, Investment Information and CreditRating Agency of India Limited), Credit Analysis and ResearchLimited (CARE) etc. In case of investments in debt instruments thatare not rated, specific approval of the Bonds will be taken.

iii. Investment Pattern and Risk Profile

In accordance with the SEBI Circular no SEBI/IMD/Cir No. 8/5611/2004 dt. March 19, 2004 and SEBI/IMD/Cir No. 9/6016/2004 dt.March 25, 2004 Tata Liquidity Management Fundwill be treated asLiquid Category Scheme .

Proportion Risk(% of net assets) Profile

Money Market and other short 100%* Lowterm debt instruments having (Out of which mark to tomaximum repricing tenor of market component will Mediumone year. ** not exceed 10% of the

scheme’s net assets)#

* The scheme may invest up to a maximum of 20% of the scheme’snet assets in domestic securitized debt.

** Repricing tenor would be reckoned as under

i. For a fixed rate asset, the remaining tenor is 1 year or less.ii. For a floating rate asset, the interest reset frequency is 1

year or less.iii. For a fixed rate/floating rate asset where the principal is

paid in a staggered and/or on amortizing basis (e.g.securitized papers), the average maturity of such an assetis 1 year or less.

iv. For a portfolio using Interest Rate Swaps, a) the composite floating rate asset (underlying

fixed rate asset and Interest Rate Swap, paying fixed andreceiving floating) has interest reset frequency upto 1 year.

b) If Interest Rate Swaps (receiving fixed and paying floating),have been used to convert a floating rate asset into a fixedrate asset, the fixed leg of the Interest Rate Swap havingremaining tenor upto 1 year.

v. For a portfolio using Forward Rate Agreements, thesummation of the beginning and end dates of the periodcovered is 1 year or less.

vi. If there are positions in Interest Rate Futures and BondFutures, the repricing risk is 1 year or less.

# Mark to Market would mean the valuation of an asset (e.g.marketable securities, derivatives and other financial contracts),other than money market instruments, using a traded price or aderived price from the corresponding yield curve.

The scheme net assets will have a maximum derivative net positionof 50% of the net assets of the scheme. Investment in derivativeinstruments may be done for hedging and Portfolio balancing.

If permitted by SEBI under extant regulations / guidelines, notmore than 50% of the net assets of the scheme shall be deployedin securities lending. The Scheme would limit its exposure, withregards to securities lending., for a single intermediary, to theextent of 5% of the total net assets of the scheme at the time oflending.

Investment in DerivativesThe Fund manager may use interest rate derivatives under followingcircumstances :

Assumed that the fund manager has a view that the interest ratescenario is soft and call rates are unlikely to spurt over the nextthree months. The fund manager would therefore prefer to receive ahigher rate of return on his cash, which he is lending in the overnightcall market. In other words, he would like to move to a 91 days fixedinterest rate from overnight floating rate. Similarly the fund will swapfixed rate instrument with floating rate instruments in rising interestrate scenario.

Investment in Securitized Debt :Securitized debt would be maximum upto 20% of total net assets ofthe scheme. Inherently, securitized debt is a riskier instrument ascompared to similar debt instruments, as shown by the risk factorsfor securitized debt. The fund manager would therefore use greatcaution / discretion whilst dealing in such paper he would use it onlyin situation where the securitized debt is giving a marginally betterreturn for a similarly profiled debt instrument or conversely, if asecuritized debt instrument and a debt instrument are giving thesame yield but the debt instrument is rated one notch lower in ratingprofile. It would be endeavored to ensure that the over all risk profileof the portfolio does not get materially concentrated in securitizeddebt, and usage is only to get a better yield if the risk profile of theportfolio is not affected too adversely.

The Trustee Company may from time to time for a short termperiod under exceptional circumstances on defensive considerationmodify/ alter the investment pattern / asset allocation the intentbeing to protect the Net Asset Value of the Scheme & Unitholdersinterests without seeking consent of the unitholders.

Overview of Debt Market:The major players in the Indian Debt Markets are banks, financialinstitutions, insurance companies and mutual funds. Theinstruments in the market can be broadly categorized as thoseissued by corporate, banks, financial institutions and those issuedby state/central governments. The risk associated with any

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investments are – credit risk, interest rate risks and liquidity risk.While corporate papers carry credit risk due to changing businessconditions, government securities are perceived to have zerocredit risk. Interest rate risk is present in all debt securities anddepends on a variety of macroeconomic factors. The liquidity risk incorporate securities market is higher compared to those ofgovernment securities. Liquidity in the corporate debt market hasbeen improving due to the entry of more players and due to variousmeasures taken by the regulators in this direction over a period oftime. SEBI’s directive of a compulsory rating by a rating agency forany public issuance over 18 months is a case in point. In times tocome, dematerialization, entry of private insurance companies andgrowth of fixed income mutual funds are expected to enhanceliquidity in corporate debt market.

The market participants in the Corporate debt and gilt markets arebanks, financial institutions, mutual funds, corporates, insurancecompanies, FIIs, primary dealers and provident funds. The maindebt instruments in the market are those issued by Corporates andState/Central Governments. Corporate papers carry credit risk whilegovernment securities are believed to carry no credit risk. The mainrisks with investments in debt securities are interest rate risk, creditrisk and liquidity risk. Interest rate risk associated with debtinstruments depend on the macroeconomic environment. It includesboth market price changes due to change in yields as well as couponreinvestment rate risk. Corporate papers carry higher liquidity riskas compared to gilts due to the depth of the gilt market. Lately, wehave observed higher volumes in corporate paper too due to theentry of more players in the market. Liquidity will improve further dueto dematerialisation and entry of private insurance companies.

The following table attempts to give a broad overview of the availableinstruments in the financial markets and their risk return profile. Thedata given in the table is based on market conditions around thedate of the Offer document and can at best be considered indicative:

Instruments Current Yields* Liquidity (% p.a.)

Central/State Short Term 6.70% - 7.10% Very HighGovernment Long Term 7.10% - 7.50% MediumSecuritiesPSU Bonds/ Short Term 7.00% - 8.25% Medium - HighCorporate Long Term 7.00% - 8.50%DebenturesSecuritised Short Term 7.00% - 8.25% Low - Mediumdebt Long Term 7.00% - 8.00%Commercial Papers/Certificates of Deposit 7.00% - 8.15% HighCall/Notice Money 6.00% - 7.00% Very HighRepo 6.00% - 7.00% Very High

Trading in DerivativesSubject to SEBI (Mutual Fund) Regulations, 1996, the Schememay use techniques and instruments such as trading in derivativeinstruments to hedge the risk of fluctuations in the value of theinvestment portfolio. The Scheme shall enter into derivativetransactions for the purpose of hedging and portfolio balancing. Inaccordance with the guidelines issued by the SEBI. Exposure toderivative instruments will be restricted to 50% of the assets of thescheme.

A derivative is an instrument whose value is derived from thevalue of one or more of the underlying assets which can becommodities, precious metals, bonds, currency, etc. Commonexamples of Derivative instruments are Interest Rate Swaps,Forward Rate Agreements

The scheme may use derivative instruments like Interest RateSwaps, Forward Rate Agreements or such other derivativeinstruments as may be introduced from time to time and as may bepermitted under the SEBI (Mutual Fund) Regulations.

Interest Rate Swaps: An Interest Rate Swap is an agreementwhereby two parties agree to exchange periodic interest payments.The amount of interest payments exchanged is based on somepredetermined principal, called notional principal amount. Theamount each counterparty pays to the other upon periodic interestrate multiplied by the notional principal amount. The only amountthat is exchanged between the parties is the interest payment, notthe notional principal amount.

Example A: Use of IRS

Assuming the Scheme is having 10% of the portfolio in cash. Thefund manager has a view that the interest rate scenario is bearishand call rates are likely to spurt over the next three months. Thefund manager would therefore prefer to pay fixed rate of return onhis cash, which he is lending in the overnight call market. In otherwords, he would like to move to a 91 days floating interest rate fromovernight fixed rate.

1. Say Notional Amount : Rs. 2 crores

2. Benchmark : NSE MIBOR

3. Tenor : 91 Days

4. Fixed Rate : 9.90%

5. At the end of 91 days;

6. The Scheme pays : fixed rates for 91 days is 9.90%

7. TMF receives : compounded call rate at 10.25% for 91days.

In practice, however the difference of the two amounts is settled.Here the Scheme receives Rs. 2,00,00,000 x 0.35% x91 / 365 =17,452. The players in IRS are scheduled commercial banks, primarydealers, corporate, mutual funds and All India Financial Institutions.

The Plans of the fund are in cash, and the view of the fund manageris interest rates are expected to move down due to certain positiveevents which have occurred. In such cases the plans can enter intoa received position (IRS) where the plans will receive a fixed rate fora specified maturity and pay the floating rate of interest. This isillustrated below.

Example B: Use of IRS

Assuming the Scheme is having 10% of the portfolio in cash. Thefund manager has a view that the interest rate scenario is soft andcall rates are unlikely to spurt over the next three months. The fundmanager would therefore prefer to receive a higher rate of return onhis cash, which he is lending in the overnight call market. In otherwords, he would like to move to a 91 days fixed interest rate fromovernight floating rate.

1. Say Notional Amount : Rs. 2 crores

2. Benchmark : NSE MIBOR

3. Tenor : 91 Days

4. Fixed Rate : 10.25%

5. At the end of 91 days;

6. The Scheme pays : compounded call rates for 91 days is9.90%

7. TMF receives : Fixed rate at 10.25% for 91 days.

In practice, however the difference of the two amounts is settled.Here the Scheme receives Rs. 2,00,00,000 x 0.35% x91 / 365 =17,452. The players in IRS are scheduled commercial banks, primarydealers, corporate, mutual funds and All India Financial Institutions.

Forward Rate Agreements (FRA):

This is an agreement between two counterparties to pay or to receivethe difference between an agreed fixed rate (the FRA rate) and the

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interest rate prevailing on a stipulated future date based on thenotional amount, for an agreed period.

The interest rate benchmarks that are commonly used for floatingrate in interest rate swaps are those on various Money MarketInstruments. In Indian markets, the benchmark most commonlyused is MIBOR.

The Plans of the fund are reasonably invested, and the view of thefund manager is interest rates are expected to move up due tocertain negative events which are expected to occur at a specifiedfuture date. In such cases the plans can enter into a paid position(FRA) at a specified date in the future where the plans will pay afixed rate for a specified maturity and receive the floating rate ofinterest at a specified future date. This is illustrated below.

Example 1: Use of FRA

The fund Manager believes in 3 months time the interest rates willbe higher and decides to enter into an FRA agreement 3x9 to protectthe portfolio return.Say the manager wants to hedge 10% of theportfolio which is for the notional amount of Rs 2 crores where thebank agrees to pay 6% fixed, in case the 6 month OIS rate isgreater than 6% the bank will pay the difference to the portfoliomanager 3 months hence for 6 months.say 3 months hence theOIS rate for six months is 6.50%

This like IRS is cash settled and the bank at the end of three monthswill pay the portfolio manager the following (6.50-6.00) x181x200,000,00/(365*100+6.50*181) = Rs 48040.55 for six months

The Plans of the fund are in cash, and the view of the fund manageris interest rates are expected to move down due to certain positiveevents which are expected to occur at a specified future date. Insuch cases the plans can enter into a received position (FRA) at aspecified date in the future where the plans will receive a fixed ratefor a specified maturity and pay the floating rate of interest at aspecified future date. This is illustrated below.

Example 2: Use of FRA

The fund Manager believes in 3 months time the interest rates willbe lower and decides to enter into an FRA agreement 3x9 to protectthe portfolio return.Say the manager wants to hedge 10% of theportfolio which is for the notional amount of Rs 2 crores where thebank agrees to pay 6% fixed, in case the 6 month OIS rate is lessthan 6% the bank will pay the difference to the portfolio manager 3months hence for 6 months.say 3 months hence the OIS rate forsix months is 5.50%

This like IRS is cash settled and the bank at the end of three monthswill pay the portfolio manager the following (6.00-5.50) x181x200,000,00/(365*100+5.50*181) = Rs 48272.76 for six months

Risks associated with DerivativesDerivative products are specialised instruments that requireinvestment techniques and risk analysis different from thoseassociated with stocks and bonds. Derivatives require themaintenance of adequate controls to monitor the transactionsentered into, the ability to access the risk that a derivative add to theportfolio and the ability to forecast price of interest rate movementscorrectly. There is a possibility that a loss may be sustained by theportfolio as a result of the failure of another party (usually referred toas the “counterparty”) to comply with the terms of the derivativescontract. Other risks in using derivatives include the risk of mis-pricing or improper valuation of derivatives and the inability ofderivatives to correlate perfectly with underlying assets, rates andindices.

iv. Change in Investment PatternThe Trustee Company may from time to time modify the investmentstrategy and pattern provided such modification is in accordancewith the Scheme objective and SEBI (Mutual Funds) Regulations,1996, and as amended from time to time including by way of Circulars,Press Releases, or Notifications issued by SEBI or the Government

of India to regulate the activities and growth of Mutual Funds, theintent being to protect the Net Asset Value of the Scheme andUnitholders’ interest.

v. Investment by the Fund and the Asset ManagementCompanyThe Scheme may invest in another Scheme under the managementof TAML or of any other Asset Management Company. Theaggregate Interscheme investment by TMF under all its Schemesother fund of fund (including the present Scheme) taken together,in another Scheme managed by TAML or in any other Scheme ofany other Mutual Fund, shall not be more than 5% of the net assetvalue of the Fund. TAML may, on an ongoing basis invest, in Unitsof the Funds / Schemes / Plans in TMF (the existing Funds /Schemes / Plans including the present Scheme and others fromtime to time). TAML shall not charge any fees on the investment bythe Scheme in another Scheme under the management of TAML orof any other Asset Management Company and also on its (TAML’s)own investment in Units of the Funds / Schemes / Plans in TMF.

The objective of the Scheme in investing in Schemes of TMF orany other Mutual Fund will be primarily to gain better yields in theshort term as compared to other short term instruments in themoney market.

vi. Restrictions on Investments (as per schedule 7 of SEBI(Mutual Fund) Regulations 1996)

1. A mutual fund scheme shall not invest more than 15% of itsNAV in debt instruments issued by a single issuer which arerated not below investment grade by a credit rating agencyauthorised to carry out such activity under the Act. Suchinvestment limit may be extended to 20% of the NAV of thescheme with the prior approval of the Board of Trustees andthe Board of asset management company.

Provided that such limit shall not be applicable for investmentsin government securities and money market instruments.

Provided further that investment within such limit can be madein mortgaged backed securitised debt which are rated notbelow investment grade by a credit rating agency registeredwith the Board.

1A. A mutual fund scheme shall not invest more than 10% ofits NAV in unrated debt instruments issued by a singleissuer and the total investment in such instruments shallnot exceed 25% of the NAV of the scheme. All suchinvestments shall be made with the prior approval of theBoard of Trustees and the board of asset managementcompany.

Debentures irrespective of any residual maturity period(above or below 1 year) shall attract the investmentrestrictions as applicable for debt instruments as specifiedunder clause 1 and 1A above.

2. Transfers of investments from one scheme to another schemein the same mutual fund shall be allowed only if:-

(a) such transfers are done at the prevailing market price forquoted instruments on spot basis.

Explanation- “ spot basis” shall have same meaning asspecified by stock exchange for spot transactions.

(b) the securities so transferred shall be in conformity withthe investment objectivee of the scheme to which suchtransfer has been made.

3. A scheme may invest in another scheme under the sameasset management company or any other mutual fund withoutcharging any fees, provided that aggregate interschemeinvestment made by all schemes under the same management

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or in schemes under the management of any other assetmanagement company shall not exceed 5% of the net assetvalue of the mutual fund.

4. The new fund offer expenses in respect of any scheme maynot exceed six per cent of the funds raised under that scheme.

5. Every mutual fund shall buy and sell securities on the basis ofdeliveries and shall in all cases of purchases, take delivery ofrelative securities and in all cases of sale, deliver the securitiesand shall in no case put itself in a position whereby it has tomake short sale or carry forward transaction or engage inbadla finance.

Provided that mutual funds shall enter into derivativestransactions in a recognised stock exchange for the purposeof hedging and portfolio balancing, in acceptance with theguidelines issued by the Board

6. Every mutual fund shall, get the securities purchased ortransferred in the name of the mutual fund on account of theconcerned scheme, wherever investments are intended to beof long term nature.

7. Pending deployment of funds of a scheme in securities in termsof investment objectives of the scheme a mutual fund caninvest the funds of the scheme in short term deposits ofscheduled commercial banks.

8. No mutual fund scheme shall make any investment in;

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

b) any security issued by way of private placement by anassociate or group company of the sponsor; or

c) the listed securities of group companies of the sponsorwhich is in excess of 25% of the net assets of theschemes.

vii. Securities Lending by the Mutual FundSubject to the SEBI Regulations as applicable from time to time, theFund may, if the Trustee permits, engage in Stock Lending. StockLending means the lending of securities to another person or entityfor a fixed period of time at a negotiated compensation in order toenhance returns of the portfolio. The securities lent will be returnedby the borrower on the expiry of the stipulated period. The AMC willadhere to strict limits should it engage in Stock Lending. Not morethan 25% of the net assets of the scheme can generally be deployedin stock lending and not more than 5% of the scheme can be can bedeployed in Stock lending to any single counterparty. Collateral wouldalways be obtained by the approved intermediary from suchborrower. Collateral value would always be more than the value ofthe security lent. Collateral can be in form of cash, bank guarantee,and government securities, as may be agreed upon with theapproved intermediary.

Example:A fund has a AAA debenture or bond which it would wish to hold fora long period of time as a core holding in the portfolio or even tillmaturity. In that case the investors would be benefited only to theextent of the coupon rate which it would earn.. If the fund is enabledto lend the said security to a borrower who would be wanting to takeadvantage of the market fluctuations in its price and return thesecurity to the lender at a stipulated time or on demand for anegotiated compensation the fund unitholders can enhance theirreturns to the extent of the compensation it will earn for lending thesame.. But an adequate security or collateral will have to be maintainedby the intermediary,. which should always be higher than the cost ofthe security. Thus it is in the interest of the investors that returns canbe enhanced by way of stock lendingThus, to summarize, stock lending would be done by the scheme

only in the following circumstances:

a) If permitted by trustees and the extent SEBI regulations inthat regard, from time to time.

b) If such activity generates additional returns for the schemeand helps to enhance the scheme returns.

If considering the above and other factors all considered in totality,such activity is in the interest of unitholders in the scheme.

viii. Underwriting by the Scheme

The Scheme may also undertake underwriting and sub-underwriting activities (only for equity and equity relatedinstruments) in order to augment its income, after complying withthe approval and compliance process specified in the SEBI(underwriters) Rules & Regulations, 1993 and further subject tothe following norms:

l The capital adequacy of the Mutual Fund for the purposes ofSEBI (Underwriters) Rules and Regulations, 1993 shall be thenet assets of the Scheme.

l The total underwriting obligation of the Scheme shall not exceed25% of the total net asset value of the Scheme.

l No Underwriting commitment may be undertaken in respect ofthe Scheme during the period of 6 months prior to the date ofredemption of the Scheme.

l The decision to take up any underwriting commitment shall bemade as if the Scheme is actually investing in that particularsecurity.

l As such, all investment restrictions and prudential guidelinesrelating to investments, individually and in aggregate asmentioned in SEBI Regulations shall, in so far as may beapplicable, apply to underwriting commitments which may beundertaken under the Scheme.

These underwriting norms / parameters (as expressed / linked tothe net asset/ net asset value/ capital) shall in the ordinary courseapply as at the date of the most recent transaction of commitmentto underwrite, and changes do not have to be effected merelybecause, owing to appreciations or depreciations in value or byreason of the receipt of any rights, bonuses or benefits in thenature of capital or of any scheme of arrangement or foramalgamation, reconstruction or exchange, or at any repaymentor redemption or other reason outside the control of the Fund, anysuch limits would thereby be breached. If these limits are exceededfor reasons beyond its control, TAML shall adopt as a priorityobjective the remedying of that situation, taking due account of theinterests of the Unitholders.

As such all underwriting and sub-underwriting activities of theFund will be undertaken in accordance with SEBI (Underwriters)Rules and Regulations, 1993, and the norms as laid down by SEBICircular dated June 30, 1994, and as amended from time to time.

ix. Portfolio Turnover“Portfolio Turnover” is the term used by any Mutual Fund formeasuring the amount of trading that occurs in a Scheme’s portfolioduring the given period The scheme is an open ended scheme. It isexpected that there would be a number of subscriptions andrepurchase on a daily basis. Consequently, it is difficult to estimatewith any reasonable measure of accuracy, the likely turnover in theportfolio. However, a high turnover would not significantly affect thebrokerage and transaction costs.

The Fund will endeavor to balance the increased cost on account of higherportfolio turnover with the benefits derived there of. A high portfolio turnoverrate is not necessarily a drag on portfolio performance and may berepresentative of arbitrate opportunities that exist for scrips/securities heldin the portfolio rather than an indication of a change in Fund view on a scrip,etc.

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x. Fundamental AttributesThe information set out below should be read in conjunction with thefull text of this Offering Circular.

1. Structure and Type of Scheme:An open-ended liquid scheme, investing predominantly in MoneyMarket instruments / floating rate instruments and other debtinstruements.

2. Scheme:Tata Liquidity Management Fund is a separate and distinct Schemewithin Tata Mutual Fund representing interests in a defined portfolioof assets and liabilities.3. Investment Objective:

The objective of the scheme is to generate reasonable returnsalongwith high liquidity and safety by investing is a portfolio of moneymarket and other short term debt instruments.

4. Investment Pattern And Risk Profile:Under normal circumstances, the total assets of the Scheme,shall (after providing for all ongoing expenses) generally be invested/ the indicative asset allocation shall be as follows:

Proportion Risk(% of net assets) Profile

Money Market and other short 100%* Lowterm debt instruments having (Out of which mark to tomaximum repricing tenor of market component will Mediumone year. ** not exceed 10% of the

scheme’s net assets)#

* The scheme may invest up to a maximum of 20% of the scheme’snet assets in domestic securitized deb.

The Trustee Company may from time to time for a short termperiod under exceptional circumstances on defensive considerationmodify/ alter the investment pattern / asset allocation the intentbeing to protect the Net Asset Value of the Scheme & Unitholdersinterests without seeking consent of the unitholders.

5 Minimum Application:Subscription by the investors should be for a minimum applicationamount of Rs.10,000 and in multiples of Re.1/- thereafter. Forminimum additional investment by existing unitholders shall be forRs.1,000/- and in multiples of Re1/- thereafter.

6 Repurchase/ Resale /Switch / Listing:

Repurchase / Resale / Switch is at Net Asset Value (NAV) relatedprices with repurchase/ resale loads as applicable (within limits)as specified under SEBI (Mutual Fund) Regulations 1996: therepurchase price shall not be lower than 93% of the NAV, the saleprice will not be higher than 107% of the NAV and further that thedifference between the sale and repurchase price shall not exceed 7%calculated on the sale price.

Repurchase/Switch on any business day after realisation of cheque.

Listing is not envisaged as the Scheme is an open-ended Scheme,with the Fund providing for sales and repurchase on a continuousbasis.The trustees shall ensure that no change in the fundamental at-tributes of any scheme or the trust or fees and expenses payable orany other change which would modify the scheme and/or affect theinterest of unitholders, shall be carried out unless:-(i) a written communication about the proposed change is sent to

each unitholder and an advertisement is given in one Englishdaily newspaper having nationwide 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.

IX. MANAGEMENT OF THE FUND

i. The Asset Management Company

ConstitutionThe Trustee Company has appointed TAML as the AssetManagement Company for TMF. The shareholders of TAML are TSLand TICL. TAML has entered into an Investment ManagementAgreement dated 9th May, 1995 with TTCPL, pursuant to whichTAML will run the operations of TMF and manage the assets ofTMF’s Schemes. TAML, having its registered office at, Fort House,221 Dr. D. N. Road, Mumbai 400 001 is a Company incorporatedunder the Companies Act, 1956 on 15th March 1994 and wasapproved to act as an Asset Management Company for TMF bySEBI on 30th June, 1995. The networth of TAML as on January 31,2006 is about Rs.71.70 crores. TAML is currently managing twentysix open-ended schemes and three closed ended scheme the detailsof which are stated in the clause on “Previous Schemes of TataMutual Fund & Condensed Financial Information”. The AssetManagement Company shall be entitled to fees as stated in theclause on “Investment Management Fee”. The appointment of TAMLas the Asset Management Company can be terminated with theapproval of SEBI and upon resolution by the Trustee Company, orby 75% of the Unitholders of the Scheme.

The members of the Board of Directors of Tata AssetManagement Limited are :

Mr. F. K. Kavarana (Chairman), Address: Tata Sons Limited, Bom-bay House, 24, Homi Modi Street, Mumbai 400 001, Status: Associ-ate, Occupation: Company Director, Other Directorships: Chair-man Tata Projects Limited, Tata AIG Life Insurance Co. Limited, TataAIG General Insurance Co. Limited, Exegenix Canada Inc., SitelIndia Limited, Tata Tea Inc., Tatatech Inc., Tata America InternationalCorporation, Inter Consumer Goods AG, Executive Chairman TataInfotech Limited, Vice Chairman Tata International AG, Tata AG,Tata Enterprises (Overseas) AG, Tata Enterprises Overseas Lim-ited, Tata Limited, Director Tata Sons Limited, Tata Industries Lim-ited, Tata Tea Limited, Titan Industries Limited, Trent Limited, AkzoNobel Coatings India Private Limited, Sika Properties Private Lim-ited, Tata Overseas Development Company Limited, Tata Interna-tional (UK) Limited, TKS - Teknosoft S.A., QUARTZ Software Tech-nology AG, TKS – Banking Solutions SA, Tata Precision Industries(Pte) Limited, Tata Technologies Pte Limited, Tata Technology In-vestments (Pte) Limited, Tata Projects (Malaysia) Sdn. Bhd., TitanInternational Marketing Limited, Titan International Holdings B. V.,Titan International Investments B.V., ELXSI Corporation, St. JamesCourt Hotel Limited, Tetley Group, Consilience Technologies,

Mr. S. S. Marathe ( Director) , Address: “Vinay”, 9, Sahajeevan Co-op Hsg. Society, Off. Ganeshkhind Road, Pune – 411 007, Status:Independent, Occupation: Economist, Other Directorships : Chair-man Life & General Associates (Pvt) Limited, Synise TechnologiesPvt. Limited, GDA Trustee and Consultancy Private Limited, ViceChairman Sandvik Asia Limited, Director Automotive Axles Lim-ited, Bajaj Tempo Limited, Bharat Forge Limited, Deepak Fertilisers& Petrochemicals Corporation Limited, Finolex Industries Limited,Larsen and Toubro Limited, Futura Polyesters Limited, KirloskarBrothers Limited, Mandovi Pellets Limited, Pan Gulf Group Limited,Channel Islands, Kinetic Motors Limited, Other Memberships :Former Economic Adviser to the Government of India, India’s formerAlternate Executive Director on the International Monetary Fund,Washington, Former Minister for Economic and Commercial Af-fairs, Embassy of India, Washington, Former Chairman, Bureau ofIndustrial Cost & Prices, Former Secretary to the Government ofIndia, Ministry of Industry.

Mr. M. L. Apte ( Director), Address: Apte Amalgamations Ltd., 14A– The Club, Near Mangal Anand Hospital, Swastik Park, Chembur,Mumbai 400 071, Status: Independent, Occupation: Industrialist,

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Other Directorships : Chairman & Managing Director Apte Amal-gamations Limited, Director Bajaj Hindustan Limited, Kulkarni PowerTools Limited, Lintas India Private Limited, The Bombay BurmahTrading Corporation Limited, New Phaltan Sugar Works Limited,Standard Industries Limited, The Raja Bahadur Poona Mills Limited,Grasim Industries Limited, Zodiac Clothing Company Limited, Dr.Writer’s Food Products Private Limited.

Mr. A. Hasib (Director ), Address : A/42, Ocean Gold, Twin TowersRoad, Bombay Bank Compound, Prabhadevi, Mumbai - 400 025.Status: Independent, Occupation: Company Director Other Mem-berships : Former Executive Director - RBI, Consultant - NationalBank for Agriculture and Rural Development, Consultant - WorldBank, Consultant - UNDP, Former I.M.F. Adviser - Central Bank ofIraq, Former I.M.F. Adviser - Reserve Bank of Fiji, Author of a fewbooks and a number of articles on Economic Policy.

Mr. A. R. Gandhi (Director) , Address: Tata Sons Limited, BombayHouse, 24, Homi Modi Street, Mumbai 400 001, Status: Associate,Occupation: Company Director, Executive Director: Tata SonsLtd. Other Directorships: Tata Infotech Limited, Benares Hotels,Limited, Bayer Diagnosics India Limited, Raychem RPG Limited,Paper Products Limited, Ultra Teh Cememt Co Ltd, Tata Tea (GB)Ltd, Tata Tea Inc. Ltd, Trustee: Lintas Employees ProfessionalDevelopment Trust, Lintas Employees Family Plannig AsistanceTrsut, Lintas Employees Education Trust. Other Memberships:Panel Member of the Arbitrators of the Indian Merchants’ Chamber,Member of Advisory Council of Premcband Roychand Group ofCompanies, Former Member of the Local Advisory Board of theToronto-Dominion Bank, India, Was associated with the LocalAdvisory board (LAB) of Abu Dhabi Commercial Bank for 8 years(4 years as the Chairman of LAB), Former Member of ResearchCommittee & Accounting Standards Board of the Institute ofChartered Accountants of India, Former Member of SEBI’s TakeoverPanel for exemption under the Takeover Code.

Mr. Ved Prakash Chaturvedi (Managing Director), Address:Tata Asset Management Limited, Fort House, 221 Dr D. N. Road,Mumbai 400001. Status : Associate, Occupation : CompanyExecutive, Director : Financial Planning Standards Board India.

Duties and Obligations of TAML

(1) The asset management company shall take all reasonablesteps and exercise due diligence to ensure that the investmentof funds pertaining to any scheme is not contrary to theprovisions of these regulations and the trust deed.

(2) The asset management company shall exercise due diligenceand care in all its investments decisions as would be exercisedby other persons engaged in the same business.

(3) The asset management company shall be responsible for theacts of commissions or omissions by its employees or theirpersons whose services have been procured by the assetmanagement company.

(4) The asset management company shall submit to the trusteesquarterly reports of each year on its activities and thecompliance with these regulations.

(5) The trustees at the request of the asset management companymay terminate the assignment of the asset managementcompany at any time:

Provided that such termination shall become effective onlyafter the trustees have accepted the termination of assignmentand communicated their decision in writing to the assetmanagement company.

(6) Notwithstanding anything contained in any contract oragreement or termination, the asset management company orits directors or other officers shall not be absolved of liability tothe mutual fund for their acts of commission or omissions,while holding such position or office.

(7) (a) An asset management company shall not through anybroker associated with the sponsor, purchase or sellsecurities, which is average of 5% or more of the aggre-gate purchases and sale or securities made by the mu-tual fund in all its schemes.

Provided that for the purpose of this sub-regulation, ag-gregate purchase and sale of securities shall excludesale and distribution of units issued by the mutual fund.

Provided further that the aforesaid limit of 5% shall applyfor a block of any three months

(b) An asset management company shall not purchase orsell securities through any broker [ other than a brokerreferred to in clause (a) of sub-regulation (7)] which isaverage of 5% or more of the aggregate purchases andsale of securities made by the mutual fund in all itsschemes, unless the asset management company hasrecorded in writing the justification for exceeding the limitof 5% and reports of all such investments are sent to thetrustees on a quarterly basis.

Provided that the aforesaid limit shall apply for a block ofthree months.

(8) An asset management company shall not utilise the servicesof the sponsor or any of its associates, employees or theirrelatives, for the purpose of any securities transaction anddistribution and sale of securities:

Provided that an asset management company may utilisesuch services if disclosure to that effect is made to the unitholders and the brokerage or commission paid is also disclosedin the half yearly annual accounts of the mutual fund.

Provided further that the mutual funds shall disclose at the timeof declaring half-yearly and yearly results:

(i) any underwriting obligations undertaken by the schemesof the mutual funds with respect to issue of securities ofassociate companies.

(ii) Devolvement, if any;

(iii) Subscription by the schemes in the issues lead managedby associate companies.

(iv) Subscription to any issue of equity or debt on privateplacement basis where the sponsor or its associate com-panies have acted as arranger or manager.

(9) The asset management company shall file with the trusteesthe details of transactions in securities by the key personnel ofthe asset management company in their own name or on behalfof the asset management company and shall also report to theBoard, as and when required by the Board.

(10) In case the asset management company enters into anysecurities transactions with any of its associates a report tothat effect shall be sent to the trustees at its next meeting.

(11) In case any company has invested more than 5 per cent ofthe net asset value of a scheme, the investment made by thatscheme or by any other scheme of the same mutual fund in

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that company or its subsidiaries shall be brought to the noticeof the trustees by the asset management company and bedisclosed in the half yearly and annual accounts of therespective schemes with justification for such investmentprovided the latter investment has been made within one yearof the date of the former investment calculated on either side.

(12) The asset management company shall file with the trusteesand the Board :-(a) detailed bio-data of all its directors alongwiththeir interest in other companies within fifteen days of theirappointment ;and (b) any change in the interests of directorsevery six months.(c) a quarterly report to the trustees givingdetails and adequate justification about the purchase and saleof the securities of the group companies of the sponsor or theasset management company as the case may be, by themutual fund during the said quarter."

(13) A statement of holdings in securities of the directors of theasset management company shall be filed with the trusteeswith the dates of acquisition of such securities at the end ofeach financial year.

(14) The asset management company shall not appoint any personas key personnel who has been found guilty of any economicoffense or involved in violation of securities laws.

(15) The asset management company shall appoint registrars andshare transfer agents who are registered with the Board.Provided if the work relating to the transfer of units is processedin-house, the charges at competitive market rates may bedebited to the scheme and for rates higher than the competitivemarket rates, prior approval of the trustees shall be obtainedand reasons for charging higher rates shall be disclosed in theannual accounts.

(16) The asset management company shall abide by the Code ofConduct as specified in the Fifth Schedule.

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ii. Key Employees of the AMC and relevant experience (All key employees are based in Mumbai)

Employee Age Designation Qualifications Total Type & Nature of ExperienceExp.(yrs.) Assignments held during the last 10 yrs

Ved Prakash Chaturvedi 40 Managing BE (Engg), 17 yrs. December 1994 to August 1998 - Head of Research andDirector PGDM (IIM – Fund Manager at Sun F&C AMC Ltd - Reporting to CIO.

Bangalore) August 1998 to November 1999 – Chief Investment Officerat SBI Funds Management Ltd - Reporting to the ManagingDirector.

December 1999 to January 2002 – Chief Executive ofCholamandalam Asset Management Company Ltd -Reporting to the Board of Directors.

January 2002 to date - Chief Executive Officer at TataAsset Management Ltd. Appointed as Managing Directorwith effect from October 2004. He is the overall incharge ofthe Company - Reporting to the Board of Directors.

Hormuz A Bulsara 43 COO FCA., F. C. S., 21 yrs. June 1994 to date – Chief Operating Officer at Tata Asset(Chief F.I.C.W.A., Management Ltd. He looks after the Compliance, Finance,Operating B. Com (Hons) Systems, Investor Services, Human Resources andOfficer) LL. B Administrative functions of the Fund House. He has been

involved in the setting up of the Tata Mutual Fund since itsinception and has contributed in the setting up of thevarious systems, compliance procedures and controls andis the Corporate Quality Head - Reporting to the ManagingDirector.

Isaac C Jacob 53 Vice MA (Econ), 27 yrs. January 1995 to April 2001 - Senior VP at SSC & B LintasPresident & Masters in - Reporting to the President.

Head Marketing May 2001 to June 2002 - President at FortuneMarleting Mgmt, Dip in Communication (JWT subsidiary) - Reporting to Board of

Advertising Directors.

July 2002 to December 2002 - President (BusinessDevelopment) at Interlink Consultancy - Reporting to Boardof Directors.

January 2003 to date – Vice President & Headof Marketing at Tata Asset Management Ltd - Reporting tothe Managing Director.

Latha Rajaraman 48 First Vice B. Sc, CAIIB 25 yrs. July 1995 to date – As head of Invester Services, has beenPresident directly interfacing with various investors at the corporateInvestor and retail level and looks after Registrar and InvestorServices related matters at Tata Asset Management Ltd - Reporting

to the Chief Operating Officer.

Murthy Nagarajan 36 First Vice M.COM, 14 yrs. June 1991 to July 1994 - Worked in the Accounts(Fund Manager for President & PGPMS Department at UTI - Reporting to the Manager.

the current scheme) Head November 1996 to August 1999 - Worked as Asst. ViceFixed Income President in the investment department at PNB Gilts Ltd -

Reporting to the Senior Vice President.

August 1999 to date : Working with Tata AssetManagement Limited in the Investment Department as theFund Manager for certain Tata Mutual Fund debt schemes- Reporting to the Managing Director.

Venugopal M. 34 Senior Fund MBA (Finance) 12 yrs. August 1995 to September 1997 - Gained goodManager BSC understanding of the stock market having worked as dealerEquities (Mathematics) at Tata Asset Management Ltd for about two years after

which he assumed equity fund management responsibilty.Has cleared the certification exam of the BSE Training Institute, for participating in the derivatives market. Has goodexposure to large number of industries and companieshaving done fundamental research over the years. Currentlyis the Fund Manager of certain equity schemes of TataMutual Fund -Reporting to the Managing Director.

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Employee Age Designation Qualifications Total Type & Nature of ExperienceExp.(yrs.) Assignments held during the last 10 yrs

Raghav Iyengar 37 Vice BCom., ACA, 14 yrs. January 1994 to September 1995 - Manager- ProjectPresident & Grad. CWA Financeat Kanoria Plaschem, involved project funding -Head Reporting to the Director.

Institutional October 1995 to June 1997 - Associate Manager at VCKSales Capital Markets Ltd., marketing Financial products -

Reporting to the General Manager.

July 1997 to March 1998 - Sr. Manager at DSP Merrill LynchLtd Marketing Financial products - Reporting to theExecutive Director.

April 1998 to August 2000 - Associate Vice President atPrudential ICICI Asset Management, mutual fund sales -Reporting to SVP & Head – Sales.

September 2000 to June 2002 - Head - Marketing at JFAsset Management -Mutual Fund sales - Reporting to theDirector.

July 2002 to date - Vice President & Head - InstitutionalSales at Tata Asset Management Ltd. Is responsible for salesstrategy and managing sales channels & sales to largeinvestors - Reporting to the Managing Director.

Abhay Nagar 32 Vice MBA (Finance), 10 yrs. September 1995 to August 2002 - In various capacities suchPresident & B. Com(Hons.) as Head of Mutual Fund Desk, Regional Head (west), AsttHead Vice President- Retail Distribution and Vice President & AllRetail Sales India Head(Sales and Distribution) at RR Financial

Consultants Ltd - Reporting to the Managing Director.

September 2002 to date - As Regional Head (North) andPresently is Vice President & Head of Retail Sales at TataAsset Management Ltd - Reporting to the ManagingDirector.

Bhupinder Sethi 36 Senior Fund B.E, MBA from 11yrs. June 1994 to March 1997 – Equity Analyst, Department ofManager F.M.S, Delhi International Finance at UTI – Reporting to the DeputyEquities General Manager.

March 1997 to February 2000 – Fund Manager of IndiaFund (India’s first offshore fund, listed on the London StockExchange), Department of International Finance, UTI –Reporting to the General Manager.

February 2000 to December 2002 – Fund Manager atDundee Mutual Funds, sponsored by Dundee Bancorp Inc.,Canada – Reporting to the President.

September 2003 to February 2005 – As Vice PresidentInvestments at Jacob Ballas Capital India, subsidiary ofExcelfin Pte. Limited, Singapore and Investment Advisor tothe New York Life International India Fund – Reporting to theManaging Director.

March 2005 to date – As Senior Fund Manager Equities atTata Asset Management Ltd, he is the Fund Manager ofcertain equity schemes of Tata Mutual Fund - Reporting tothe Managing Director.

Sameer Mistry 32 Fund B.E, MBA 6 yrs August 1999 to September 2003 – Started his career withManager (Finance) Tata Asset Management Limited as a management trainee

in equity – Reporting to the Fund Manager.

October 2003 to November 2004 – Deputy ManagerInvestments at SBI Life Insurance – Reporting to CIO.

November 2004 till date – As Fund Manager at Tata AssetManagement Limited, he is the Fund Manager for certainTata Mutual Fund Schemes – Reporting to theSr. Fund Manager.

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Fund Management :The People :The investment operations of the schemes (including this scheme)of Tata Mutual Fund are managed by TAML’s investment team,comprising six people (excluding dealing personnel). Theprofessionally qualified Fund Management Team members(described in greater detail above) are Mr. M. Venugopal and Mr.Murthy Nagarajan and are backed by a team of research /investment personnel, possessing collectively within them a vastand varied knowledge base culled out of research, market analysis,physical on-site visits, training in portfolio management, derivatives,AMFI course on Mutual Funds, and so on. The members of theequity research team and their past experience is Mr. M. Venugopal,who apart from being a Fund Manager is also the Head of theResearch, has been with TAML for the past 9 years and prior tothat he was associated with a member of the Stock Exchange asan Equity Analyst, Mr. Pradeep S. Gokhale who has an experienceof 10 years in Debt Research and 4years in Corporate Financeand Mr. Marzban Irani who has started his career with TAML andhas spent 4 years with the Company.

The Investment Process :

According to the terms of the respective offer document of eachscheme under consideration, decisions regarding the debt assetallocation, industry selection, stock selection, etc are taken.

The investment committee of the AMC (comprising MD / CIO,Fund Managers and Analysts) is in overall charge of formulatingbroad investment policies, strategies and is responsible for itsimplementation. Based on the in house research / externalresearch, Fund Manager prepares the strategy and proposal tobuy/sell the securities keeping in view the specific mandate andobjectives of the schemes. Investment committee discusses thesame and approves / rejects the recommendations of fund manager.For equities, the concerned fund manger has an authority to buy/sale securities which are part of approved universe.

The existing portfolio is reviewed regularly by the InvestmentCommittee and the respective Fund Manager(s) and based on thediscussions (which would involve fundamental reasons such aspast performance, future outlook etc.), decisions are taken to add/reduce/ exit from securities.

Justification for all investment decisions are recorded in writing.SEBI norms regarding maximum exposure per scrip, investmentwith respect to the equity capital of a company, investment ingroup companies, etc are strictly adhered to. Interscheme transfersare made as per the market price or the valuations being followed,so that neither of the schemes is benefited or adversely affected.

Perfomance of the scheme and complete portfolio statementelaborating various classifications, limits and valuations is placedfor scrutiny before the Board of Directors of the AMC and theTrustee Company at their Board Meetings.

Benchmark Index :Crisil Liquid Fund Index is the benchmark index for Tata LiquidityManagement Fund.

iii. The CustodianThe Trustee Company has entered into a Custodial Agreementwith Standard Chartered Bank, pursuant to which StandardChartered Bank shall be the custodian for the Scheme. Thecustodian is registered with SEBI and the SEBI Regn. No. IN/CUS/006 and its address is:

Standard Chartered BankSecurities Services23/25, M. G. Road, Mumbai 400 001.

The custodian does not have the power or authority to sell ordispose of or deal in the securities / investments held by it onbehalf of the Fund except as instructed by the Trustee Company /Asset Management Company The salient features of the custodialagreement and the responsibilities of the custodian include :

l Keeping in safe custody all the securities and such otherinstruments belonging to the Scheme segregated from theother assets of the custodian and from the assets of otherclients of the custodian and shall be held in the name of theTrustee Company A/c Fund or in such other manner as maybe mutually agreed

l Ensuring the smooth inflow / outflow of securities and suchother instruments as and when necessary, in the best interestsof the Unitholders.

l Ensuring that the benefits due to the holdings are recovered.

l Responsibility for loss of or damage to the securities due tofraud, bad faith, negligence or wilful neglect or default or wilfuldefault on its part or on the part of its approved agents.

TMF shall pay Standard Chartered Bank, custodian fees for itsservices at prevailing NSDL/CDSL and competitive market rates.Standard Chartered Bank will also be reimbursed all reasonableout of pocket expenses incurred by it, in the performance of itsduties. The custodian agreement may be terminated upon 60 daysprior written notice, subject to the non-objection of such terminationby SEBI, or earlier upon certain breaches.

iv. The Registrar

Computer Age Management Services (Private) Limited, A&BLakshmi Bhavan, 609, Anna Salai, Chennai – 600 006 (Cams) hasbeen appointed as Registrar for the Scheme. The Registrar isregistered with SEBI under registration number INR000002813.As Registrar to the Scheme, Cams will handle communicationswith investors and despatch account statements during the NewFund Offer Period. TAML and TTCPL have satisfied themselvesthat the Registrar can provide the services required and haveadequate facilities and system capabilities. As Registrar to theScheme, they will accept and process Unitholders applicationsand inform TAML as to the amounts received for subscriptions(duly reconciled) during the New Fund Offer Period and also duringthe ongoing subscription period.

v. The Auditor

TTCPL shall have the financial statements for the Scheme auditedby such Chartered Accountant(s) as may be appointed for thatpurpose by the Trustee Company. S.B.Billimoria & Co. CharteredAccountants, Mafatlal Centre, Backbay Reclamation,Mumbai 400020, have been appointed in such capacity.

vi. Bankers:ICICI Bank Ltd.(SEBI Registration Number: 100000004)

vii. List of Authorised Investor Service CentresThe Registrar, Computer Age Management Services (Private)Limited, have set up a special Investor service cell for quickredressal of Unitholder grievances (if any). All correspondence,including change in the name, address, designated bank accountnumber and bank branch, loss of Unit Certificate, AccountStatement, etc. should be addressed to :Computer AgeManagement Services (Private) Limited, A&B Lakshmi Bhavan,609, Anna Salai, Chennai – 600 006.

For providing clarifications/help to the Unitholders at ComputerAge Management Services (Private) Limited the Registrar CAMShas appointed N. K. Prasad, Head - Process Management, as theCompliance Officer (Investor Services) and he is available at theabove-mentioned address.

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X. UNITS & OFFERTerms of the New Fund Offer at a glance

New Fund Offer opens on : 28th February, 2006

New Fund Offer closes on : 1st March, 2006

Re-opens not later than : 7th March, 2006

Issue price : Rs. 1,000/- per unit forcash at face value andthereafter at NAV basedprice plus applicable loads,if any.

Minimum amount

of subscription : (For all the options )Rs. 10,000 & in Multiplesof Re.1/- there after

Maximum amountof subscription : No upper limit

Minimum target amount : Rs. 2 lakhsfor collection

Allotment of units* : Within 30 daysfrom the closure of newfund offer period

Despatch of Account Statement : Within 30 businessdays from the date ofallotment.

* Allotment is assured to all the eligible applicants, afterverification of the application form and subject to realization ofCheque.

i. Refund

Refund of subscription money to applicants whose applicationsare invalid for any reason whatsoever, will be without incurringany liability whatsoever for interest or other sum.

The amount shall be refunded within a period of 6 weeks of theclose of the New Fund Offer Period. If, the Fund refunds theamount after 6 weeks, interest @15% per annum shall be paidby the AMC. Refund orders will be marked “A/c. Payee Only”and drawn in the name of the first applicant.

ii. Despatch of Account Statement and Unit CertificatesAn Account Statement will be despatched to each Unitholderstating the number of Units held, etc. within a maximum ofthirty Business Days from the date of allotment.

On request from the unitholders, the Asset ManagementCompany shall within 6 weeks issue the Unit Certificate. Therequest can be made to any of the Authorised Investor ServiceCentres. The cost for issuing the Unit Certificate in lieu ofAccount Statement will be borne by the Scheme and will formpart of its annual ongoing expenses.

iii. Listing, Transfer & Pledge of UnitsBeing an open ended scheme, the units of the scheme arenot proposed to be listed on any Stock Exchange. Howeverthe Trustees may, at their sole discretion, cause the unitsunder the scheme to be listed on one or more Stock Exchange.Notification of the same will be made through Investor ServiceCenters or the AMC and as may be required by the respectiveStock Exchanges.

As the Fund will be repurchasing and issuing the Units on anongoing basis, no transfer facility is required.

Units under this scheme can be pledged (converted intomoney) with scheduled banks, financial institutions, NBFCs,or any other body by the unitholders as security for raisingloans. TMF will take note of such pledge / charge in its records.A standard form / appropriate documentation has been drafted

for this purpose and is available on request. However,disbursement of such loans will be at the entire discretion ofscheduled banks, financial institutions, NBFCs, or any otherbody concerned and TMF assumes no responsility therefor.

iv. Nomination Facility

If an application is made in the name of a single individualholder, the Unitholders under this scheme, can write to CamsAuthorised Investor Service Centres requesting for aNomination Form to nominate a successor to receive the Unitsupon his / her death, as provided in the Regulations. All paymentsand settlements made to such nominee and a receipt thereofshall be a valid discharge by the Fund. Unitholders being eitherparent or lawful guardian on behalf of a minor and power ofattorney holder of an eligible institution, societies, Funds, bodiescorporate, partnership firms and HUF shall have no right tomake any nomination. Nomination in favour of Non-Residentswill be governed by the rules formulated by Reserve Bank ofIndia from time to time.

The provisions for nomination with regard to Mutual Fundswould be as per Section 56 and Section 69 (regarding the rightof the beneficiary to transfer possession )of the Indian TrustsAct, 1882 since the Mutual Fund is formed as a Trust under thesaid Act.

The AMC has provided this nomination facility as an additionalfeature. By provision of this facility the AMC is not in any wayattempting to grant any rights other than those granted by lawto the nominee. A nomination in respect of the Units does notcreate an interest in the property after the death of the Unitholder.The nominee shall receive the units only as an agent andtrustee for the legal heirs or legatees as the case may be. It ishereby clarified that the nominees under the nomination facilityprovided herein shall not necessarily acquire any title orbeneficial interest in the property by virue of this nomination &the transmission of units would normally be governed as persuccession certificate/probate of the will.

Nomination can be made only by individuals applying / holdingunits on their own behalf singly or jointly. Non-individualsincluding society , trust , body corporate, partnership firm,Karta of Hindu Undivided Family, holder of Power of Attorneycannot nominate. If the units are held jointly all joint holders willsign the nomination form. A minor can be made a nominee andthe name and address of the guardian of the nominee minorshall be provided by the unitholder. A non-resident Indian canbe a nominee subject to exchange controls in force form timeto time. Nomination can also be made in favour of the CentralGovernment, State Government, a local authority, any persondesignated by virtue of his office or a religious or charitabletrust.

Nomination in respect of units stands cancelled upon transferof units. Nominee shall be a valid discharge by the AssetManagement Company against the legal heir. The cancellationof nomination can be made only by those individuals who holdunits on their own behalf singly or jointly and who made theoriginal nomination. On cancellation of nomination thenomination shall stand rescinded and the asset managementcompany shall not be under any obligation to transfer the unitsin favour of the nominee.

v. Applications with Additional Holders

An application may be made in sole or more names (not morethan three) on first holder basis. The Units can be held undersingle / additional holding / any one or survivor. The first namedunitholder has the option to add/delete name of one personsubsequent to the investment. In case the unitholder (i.e. thefirst holder) wants to change the names/ order of the additional

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holders, he can write to Authorised Investor Service Centresrequesting for the prescribed form to alter the order of additionalholdings. However, the Units will be continued to be held by theUnitholder on first holder basis. In the case of refunds, incomedistributions, repurchase proceeds, and other distributions,etc. will be made out in favour of, and all communications will beaddressed to the Unitholder whose name appears first and athis / her address as has been communicated to the Fund.However, it should be noted that if the Unitholder has an UnitCertificate, such introduction/ alteration of additional holdersshall attract stamp duty and the cost of stamp duty will beborne by the Scheme itself and will form part of its annualongoing expenses.

In all such cases and in all matters concerning the Fund, it shallbe deemed that the first of such persons, that is the originalUnitholder, is the holder of the Units and all correspondence, ifany, shall be competent only by and to the first of such person.

All payments and settlements made to the first holder and areceipt thereof shall be a valid discharge to the Fund;

The Fund shall for all purposes correspond only with the firstholder and all communications with the first holder includinginformation on the working of the Fund shall be deemed to be avalid discharge to the Fund of its obligations;

In the event of death of the first holder, the person next in theorder as stated in the application form, (unless changed) shallbe the only person(s) recognised by the Fund as having anytitle or interest in the Units on first holder basis.

For the convenience of the investors, we wish to allow units ofany Scheme of Tata Mutual Fund to be held under any one orsurvivor and to add/delete name of one person subsequent toinvestment.

vi. Systematic Investment Plan (SIP)The investors can benefit by investing specified Rupeesamounts at regular intervals after scheme reopens for ongoingsales. The SIP allows the unitholders to invest a fixed amountof Rupees at regular intervals for purchasing additional unitsof the scheme at NAV based prices. Investment can be donewith the minimum amount and number of cheques specified byAMC from time to time. The cheques should be drawn in favourof “Tata Liquidity Management Fund” and crossed “A/c. Payeeonly”. The cheques will be presented on the dates mentionedon the cheque and subject to realization. Units will be allotted atthe applicable NAV along with applicable sales load.

vii. Systematic Withdrawal Plan (SWP)This facility available to the unitholders of the scheme enables

them to withdraw fixed sums from their unit accounts at periodicintervals. The amount withdrawn under SWP by redemptionshall be converted into the Scheme units at the Repurchaseprice and such units will be subtracted from the unit balance ofthat unitholder. In case the date falls during a book closureperiod the immediate next Business day will be considered forthis purpose.

The Authorised Investor Service Center may terminate SWPon receipt of a notice from the unitholder. It will terminateautomatically if all units are liquidated or withdrawn from theaccount or upon the receipt of notification of death or incapacityof the unitholder.

viii. Systematic Transfer Plan (STP)A unitholder may establish a Systematic Transfer Plan (STP)and choose to transfer on a monthly or a quarterly basis fromone TMF Scheme to another TMF Scheme on a date prescribedby the Investment Manager. The amount thus withdrawn byredemption shall be converted into units at the applicable NAV

on the scheduled day and such units will be substracted fromthe unit balance of that unitholder. Unitholders may change theamount, not below the specified minimum, by giving two weeksprior written notice to the registrars. STP may be terminatedautomatically if the balance falls below the minimum accountbalance or upon the receipt of notification of death or incapacityof the unitholders by the fund. Rules relating to the plan may bechanged from time to time by the Investment Manager.

ix. Duration of the SchemeThe Scheme has been structured like an open-ended Scheme.Investors can invest on an ongoing basis on Business Daysat prevailing NAV related price. The Units under the Schemestand redeemed on happening of various events as statedelsewhere in the Offering Circular. As such except on thehappening of any event as stated in the clause relating towinding up, the Scheme has perpetual existence and thereforethere is no fixed duration of the Scheme.

x. Winding Up1) in accordance with the SEBI Regulations, the Scheme

may be wound up:

l on the happening of any event which, in the opinionof the Trustee Company, requires the Scheme tobe wound up; or

l if seventy five percent of the Unitholders of aScheme pass a resolution that the Scheme bewound up; or

l if the SEBI so directs in the interests of theUnitholders.

2) Where a Scheme is to be wound up pursuant to the aboveRegulation, the Trustee Company shall give notice of thecircumstances leading to the winding up of the Scheme-

l To SEBI; and

l in two daily newspapers having circulation all overIndia and also in a vernacular newspaper circulatingat the place where the Fund is established.

xi. Procedure for Winding Up

The Trustee Company shall call a meeting of the Unitholdersto consider and pass necessary resolutions by simple majorityof the Unitholders present and voting at the meeting forauthorising the Trustee Company or any other person to takesteps for winding up the Scheme. The Trustee Company orthe person authorised as above, shall dispose off the assetsof the Scheme concerned in the best interests of theUnitholders of the Scheme.

The proceeds of sale made in pursuance of the above shallin the first instance be utilised towards the discharge of suchliabilities as are properly due and payable under the Schemeand after making appropriate provision for liability and formeeting the expenses connected with such winding up, thebalance shall be paid to the Unitholders in proportion to theirrespective interest in the assets of the Scheme as on thedate when the decision for winding up was taken.

On the completion of the winding up, the Trustee Companyshall forward to SEBI and the Unitholders a report on thewinding up containing particulars such as circumstancesleading to the winding up, the steps taken for disposal ofassets of the Scheme before winding up, expenses of theScheme for winding up, net assets available for distributionto the Unitholders and a certificate from the Auditors of theFund.

Notwithstanding anything contained herein, the provisions ofthe SEBI Regulations in respect of disclosures of half- yearly

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reports and annual report shall continue to apply.

After the receipt of the report referred to above under“Procedure for Winding Up”, if SEBI is satisfied that allmeasures for winding up of the Scheme have been completed,the Scheme shall cease to exist.

XI. SALE OF UNITS BEING OFFERED:

i. Application details:

(a) Minimum application:

Subscription by the investors should be for a minimum applicationamount of Rs.10,000/- and in multiples of Re.1/- thereafter. Additionalsubscription by existing unit holder should be for a minimum ofRs.1,000/- and in multiples of Re./- thereafter.

(b) Eligibility for applicationThe following persons (subject, wherever relevant to, Sale of Unitsbeing permitted under their respective constitutions and relevantState Regulations) are eligible to apply for the purchase of the Units:

l Adult individuals, either singly or more than one (notexceeding three) on first holder basis.

l Parents, or other lawful Guardians on behalf of Minors.

l Companies, corporate bodies, public sectorundertakings, trusts, wakf boards or endowments,funds, institutions, associations of persons or bodiesof individuals and societies (including co-operativesocieties) registered under the Societies RegistrationAct, 1860 (so long as the Purchase of Units ispermitted under their respective constitutions).

l Mutual Funds (including any Scheme managed byTAML or any Scheme of any other Mutual Fund); (inaccordance with Regulation 44(1) read with Clause4 of Schedule VII, of the Securities & Exchange Boardof India (Mutual Funds) Regulations, 1996).

l Asset Management Companies (TAML) (inaccordance with Regulation 24(3) of the Securities& Exchange Board of India (Mutual Funds)Regulations, 1996).

l Partnership firms, in the name of the partners.

l Hindu Undivided families (HUF) in the sole name ofthe Karta.

l Financial and Investment Institutions/ Banks.

l Army/ Navy / Air Force, para military Units and othereligible institutions.

l Religious and Charitable Trusts provided these areallowed to invest as per statute and their by-laws.

l Scientific and Industrial Research organisations (solong as the Purchase of Units is permitted undertheir respective constitutions)

l Provident / Pension (Gratuity/ Superannuation andsuch other retirement and employee benefit and othersimilar funds (so long as the Purchase of Units ispermitted under their respective constitutions.)

l Non-resident Indians/persons of Indian origin residingabroad (NRIs) on a full repatriation basis.

l Foreign Institutional Investors registered with SEBI(FIIs).

l Overseas Financial Organisations which haveentered into an arrangement for investment in India,inter-alia, with a Mutual Fund registered with SEBIand which arrangement is approved by the Central

Government.

l International Multilateral Agencies approved by theGovernment of India.

If a person resident of India at the time of subscription becomesa person resident outside India subsequently, he will have the optionto either be paid repurchase value of Units, or continue into theScheme if he/ she so desires and is otherwise eligible. However, theperson who desires to continue in the Scheme shall not be entitledto any interest or any compensation during the period it takes for theFund to record the change in Address and the Residential Status.Notwithstanding the aforesaid, the Trustee Company reserves theright to close the Unitholder account and to pay the repurchasevalue of Units, subsequent to his becoming a person resident outsideIndia, should the reasons of expediency, cost, interest of Unitholdersand other circumstances make it necessary for the Fund to do so.In such an event, no resident Unitholders who have subsequentlybecome resident outside India shall have a right to claim the growthin capital and/ or income distribution.

This scheme has not been registered in any country outside India.To ensure compliance with any Laws, Acts, Enactments, etc.including by way of Circulars, Press Releases, or Notifications ofGovernment of India, the Fund may require/give verification of identity/any special/additional subscription-related information from /of theUnitholders(which may result in delay in dealing with the applications,Units, benefits, distribution, etc./giving subscription details, etc). EachUnitholder must represent and warrant to the Trustee Company/TAML that, among other things, he is able to acquire Units withoutviolating applicable laws. The Trustee Company will not knowinglyoffer or sell Units to any person to whom such offer or sale would beunlawful, or might result in the Fund incurring any liability or sufferingany other pecuniary disadvantages which the Fund might nototherwise incur or suffer. Units may not be held by any person inbreach of the law or requirements of any governmental, statutoryauthority including, without limitation, Exchange Control Regulations.The Trustee company may, compulsorily redeem any Units helddirectly or beneficially in contravention of these prohibitions. In viewof the individual nature of investment portfolio and its consequences,each Unitholder is advised to consult his/her own professional advisorconcerning possible consequences of purchasing, holding, selling,converting or otherwise disposing of the Units under the laws of his/her State/country of incorporation, establishment, citizenship,residence or domicile.

ii. Procedure for applicationHow to apply

Application forms complete in all respects, accompanied by orcheque / draft are to be submitted to any of the Authorised InvestorService Centres, as stated in the Offering Circular or as may bedeclared. All cheques and bank drafts accompanying the applicationform should contain the application form number and the name ofthe applicant on its reverse. For additional instructions, investorsare requested to read the application form carefully. All cheques/drafts by the applicants should be made out in favour of “TLMF -Tata Liquidity Management Fund” respectively and crossed “A/cPayee and Not Negotiable”.

The Authorised Collection Centers / Investor Service Centres/Marketing Associates who receive the application form shall stampand return the “Acknowledgement Slip” of the application form,thereby acknowledging receipt of the application form. The investorsare requested to preserve the acknowledgement slip duly stampedby the Collection Centers / Authorised Investor Service Centres /Marketing Associates. This shall be subject to final verification andscrutiny by the Trustee Company / Asset Management Companythat the cheque / demand draft and application form are in order /valid.

In case of a total investment of Rs.50,000/- and above, the investorsshould furnish Income Tax P.A.N. or furnish declaration in the form

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and manner prescribed under the Income Tax Act,1961 and Rulesmade thereunder (currently prescribed form is Form No.60).

During the New Fund Offer Period Application form (dulycompleted), along with a cheque (drawn on Chennai) / DD(payable at Chennai) can be submitted at the Collection Centersor Investors Service Centers. Subsequent to the New FundOffer Period for ongoing subscription, applications completedin all respects, must be submitted only at the Investors ServiceCenters.

Application form (duly completed), along with a cheque (drawn onMumbai) / DD (payable at Mumbai) may also be sent by Mail directlyto the Registrar viz. Computer Age Management Services(Private) Limited, Unit : Tata Mutual Fund, A&B Lakshmi Bhavan,609, Anna Salai, Chennai – 600 006, superscribing the envelope as“ Tata Mutual Fund - Application form - TLMF”.

If there is no Authorised Investor Service Centres where the investorresides, he/she may purchase a Demand Draft from any Bank infavour of “TLMF - Tata Liquidity Management Fund” payable atMumbai, after deducting bank charges / commission (not exceedingrate prescribed by State Bank of India) from the amount of investment.If such bank charges / commission are not deducted by the applicant,then the same may not be reimbursed by the Trustee Company.Such bank charges / commission will be treated as an ongoingexpense. However in case of application along with local Cheque orBank Draft payable at Mumbai, at / from locations where TMF hasits designated Authorised Investor Service Centres, Bank Draftcharges/ commission may have to be borne by the applicant. Insuch cases the Trustee Company is entitled, in its sole and absolutediscretion, to reject or accept any application.

Example:If an amount of Rs. 10,000/- is being invested in Tata LiquidityManagement Fund by an investor resident in India having no specifiedcollection centre near his / her residence, the Demand Draft chargesthat he /she can deduct has been illustrated below:

INVESTMENT DEMAND DRAFT THE CORRECT AMOUNTMADE (RS.) CHARGES (RS.) OF PAYMENT AFTER(say) RECOVERY OF DEMAND

DRAFT CHARGES (RS.)

10,000.00 50.00 9950.00

Please note that Stockinvests and Postdated Cheques, MoneyOrders and Postal Orders would not be accepted.

Subscription by NRIs

In terms of Schedule 5 of Notification no. FEMA 20/2000 dated May3, 2000, RBI has granted general permission to NRIs to purchase,on a repatriation basis units of domestic mutual funds. Further, thegeneral permission is also granted to NRIs to sell the units to themutual funds for repurchase or for the payment of maturity proceeds,provided that the units have been purchased in accordance with theconditions set out in the aforesaid notification.For the purpose ofthis section, the term “mutual funds” is as referred to in Clause(23D) of Section 10 of Income-Tax Act 1961. However, NRIinvestors, if so desired, also have the option to make their investmenton a non-repatriable basis.

Subscription by FIIs

In terms of Schedule 5 of Notification no. FEMA 20/2000 dated May3, 2000. RBI has granted general permission to a registered FII topurchase on a repatriation basis units of domestic mutual fundssubject to the conditions set out in the aforesaid notification. Further,the general permission is also granted to FIIs to sell the units to themutual funds for repurchase or for the payment of maturity proceeds,provided that the units have been purchased in accordance with theconditions set out in the aforesaid notification. For the purpose of

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

Mode of Payment on Repatriation basis

NRIs

In case of NRIs and persons of Indian origin residing abroad, paymentmay be made by way of Indian Rupee drafts purchased abroad andpayable at Mumbai or by way of cheques drawn on Non-Resident(External) (NRE) Accounts payable at par at Mumbai. Paymentscan also be made by means of rupee drafts payable at Mumbai andpurchased out of funds held in NRE / FCNR Accounts.

In case Indian rupee drafts are purchased abroad or from ForeignCurrency Accounts or Non-resident Rupee Accounts an accountdebit certificate from the Bank issuing the draft confirming the debitshall also be enclosed.

FIIs

FIIs may pay their subscription amounts either by way of inwardremittance through normal banking channels or out of funds held inForeign Currency Account or Non-resident Rupee Accountmaintained by the FII with a designated branch of an authorizeddealer with the approval of the RBI subject to the terms and conditionsset out in the aforesaid notification.

All cheques/drafts should be made out in favour of “Tata LiquidityManagement Fund” and crossed “Account Payee Only”. In caseIndian Rupee drafts are purchased abroad or from FCNR/NRE A/c.an account debit certificate from the Bank issuing the draft confirmingthe debit shall also be enclosed.

Mode of payment on Non-Repatriation basis

In case of NRIs/Persons of Indian origin seeking to apply for Unitson a non-repatriation basis, payments may be made by cheques/demand drafts drawn out of Non-Resident Ordinary (NRO)accounts/ Non-Resident Special Rupee (NRSR) accounts and NonResident Non-Repatriable (NRNR) accounts payable at the citywhere the Application Form is accepted.

Refunds, interest and other distribution (if any) and maturityproceeds/repurchase price and /or income earned (if any) will bepayable in Indian Rupees only. The maturity proceeds/repurchasevalue of units issued on repatriation basis, income earned thereon,net of taxes may be credited to NRE/FCNR account (details ofwhich should be furnished in the space provided for this purpose inthe Application Form) of the non-resident investor or remitted to thenon-resident investor. Such payments in Indian Rupees will beconverted into US dollars or into any other currency, as may bepermitted by the RBI, at the rate of exchange prevailing at the timeof remittance and will be dispatched through Registered Post at theunitholders risk. The Fund will not be liable for any loss on accountof exchange fluctuations, while converting the rupee amount in USdollar or any other currency. Credit of such proceeds to NRE/FCNR account or remittance thereof may be permitted by authorizeddealer only on production of a certificate from the Fund that theinvestment was made out of inward remittance or from the Fundsheld in NRE/FCNR account of the investor maintained with anauthorized dealer in India. However, there is no objection to credit ofsuch proceeds to NRO/NRSR account of the investor if he sodesires.

Subscription by Multilateral Funding Agencies, on full repatriationbasis, is subject to approval by the Foreign Investment PromotionBoard.

Rejection of applicationsApplications not complete in any respect are liable to be rejected.The Trustee Company may reject any application not in accordancewith the terms of the Scheme.

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iii. General Instructions

Documents to be submitted

In the case of applications under Power of Attorney

If any application or any request for transmission is signed by aperson holding a valid Power of Attorney, the original Power ofAttorney or a certified copy duly notarised should be submitted withthe application or the transmission request, as the case may be,unless the Power of Attorney has already been registered with theFund / Registrar.

In the case of applications by limited Company or a corporate bodyor an eligible institution or a registered society or a Trust or a Fundor a FII etc.

In the case of applications by limited Company or a corporate bodyor an eligible institution or a registered society or a trust or a fund ora FII, a certified true copy of the Board resolution of the ManagingBody authorising transactions in Units including authority granted infavour of the officials signing the application for Units and theirspecimen signature etc. alongwith a certified copy of theMemorandum and Articles of Association and / or bye-laws and / ortrust deed and / or partnership deed and Certificate of Registrationshould be submitted. The officials should sign the application underthe official designation. In the case of a Trust/ Fund, it shall producea resolution from the Trustee(s) authorising such purchases.

The above mentioned documents or duly certified copy thereofmust be lodged separately at the office of the Registrar to the Offer,quoting the serial number of the application / folio number.

In case of non submission of the above mentioned documents, theTrustee Company is entitled, in its sole and absolute discretion, toreject or accept any application.

Availability of Application Forms and Offering CircularApplication forms and copies of Offering Circular may be obtainedfrom the office of Tata Asset Management Limited., Offices of theAuthorised Investor Service Centres on Back Cover Page of thisOffering Circular or any agents of TMF.

Bank Account DetailsIt shall be mandatory for the Unitholders to mention their bank accountnumbers in their applications/requests for redemptions. Unitholdersare requested to give the full particulars of their Bank Account i.e.nature and number of account, name, Account Number, Nine digitBank Code Number (For Electronic Credit Facility), branch addressof the bank at the appropriate space in the application form.

For faster dissemination of information, Unitholders arerequested to provide their e-mail ID.

Any application for subscription /request for redemptionwithout Bank account details will be rejected by the mutualfund.

PAN Number Details of the InvestorsAs per SEBI Circular SEBI/MD/CIR. No6/ 4213/04 dated March 1,2004 Whenever an application is for total value of Rs 50,000/- ormore, the applicant or in case of application is in joint names, eachof the applicants, should mention his/her permanent accountnumber (PAN) allotted under the Income Tax Act, 1961. As perRule 114B of The Income Tata Rules 1962, every person shallquote his permanent account number (PAN) in all documentspertaining to payment of an amount of Rupees Fifty Thousand ormore to a Mutual Fund for purchase of its units. In case the personmaking the payment is a minor who does not have any incomechargeable to income tax, he shall quote the permanent accountnumber of his father or mother or guardian, as the case may be.Any person who does not have a permanent account number andwho enters into any transaction specified in this rule shall make adeclaration in Form No. 60 / 61 giving therein the particulars ofsuch transaction.

In case of a joint holding, PAN / Form No. 60 / 61 is required for allthe joint holders.

Any application for subscription of units of the total valueof Rs 50,000/- or more without a valid PAN / Form No. 60 / 61will be liable to be rejected by the Mutual Fund.

For validation purposes investors are required to submitxerox of PAN Card or any other communication receivedfrom the Income Tax department specifying name and PANNo of the investor.

Note: Investors are urged to refer The Income Tax Rules, 1962 orconsult their Tax Advisors for further details.

Unique Identification Number (UIN) Requirement

l In case of a body corporate:

As per the SEBI Notification No. MRD/DOP/MAPIN/Cir –26 /2004 dt. August 16, 2004 no specified investor being a bodycorporate shall buy, sell or deal in any securities which arelisted on any recognized stock exchange or in units of a mutualfund or a collective investment scheme or subscribe tosecurities which are proposed to be listed in any recognizedstock exchange or units of a mutual fund or a collectiveinvestment scheme unless such specified investor, itspromoters and directors have been allotted UIN by December31, 2004. Further, vide Press Release PR No.344/2004 dt.31st December, 2004 SEBI has specified 31st December, 2005as the notified date for the purpose of obtaining UniqueIdentification Number for specified investors being bodiescorporate whose promoters or directors are persons residentoutside India. For this purpose, the words person residentoutside India shall have the same meaning as is assigned u/s2(w) of Foreign Exchange Management Act, 1999.

l In case of other investors:

As per the Gazette Notification S.O. No. 1077 (E). dt. 28thSeptember, 2004, published by SEBI all resident investors otherthan a body corporate shall quote UIN number in all applicationfor any transaction in units of mutual funds of value of one lakhrupees or more effective from January 1, 2006.

In case of a joint holding UIN of all the joint holders should bementioned in the application form.

As per SEBI Notification No. MAPIN/Cir –13/2005 dt. July 1,2005 the above requirement of UIN has been temporarilydiscontinued.

XII. DIVIDENDS/BONUS & DISTRIBUTIONS

In case of Growth Option the income / profits received / earnedwould be accumulated by the Fund as capital accretion, aimed atachieving medium to long term and also short term capital growthas reflected in the NAV. In case of Daily Dividend / Weekly DividendOption the profits received / earned and so retained, subject toavailability of dustributable surplus, will be compulsorily reinvestedon daily / weekly basis. Reinvested in the Scheme will be in theform of units allotted on the basis of the NAV as on the ex-dividenddate. Income Distribution Warrants will not be despatched to suchunitholders.

The Fund reserves a right modify the periodicity and manner ofpayout of such dividend as they deem fit without giving any furthernotice to unitholders.

The Fund does not assure any targeted annual return / income norany capitalisation ratio. Accumulation of earnings and / orcapitalisation of bonus units and the consequent determination ofNAV, may be suspended temporarily or indefinitely under any of thecircumstances as stated in the clause “Suspension of OngoingSale, Repurchase or Switch of Units.”

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Dividend Reinvestment Option :

In order to reduce the expenses of the scheme and also for theconvenience of the investors it is proposed to reinvest dividendwithin the scheme at the applicable ex-dividend NAV if dividendamount is less than Rs. 250/- (or any other amount as may bespecified by the AMC from time to time). Currently all dividendsdeclared under the scheme shall be compulsorily reinvested.

Unitholders under this Option also have the facility of reinvestmentof the income so declared. Income Distribution Warrants will not bedespatched to such Unitholders. The income declared would bereinvested in the Scheme on the immediately following ex-dividenddate.

Certificates for Tax Deduction at Source (TDS) :

Certificate for tax deduction at source will be issued one month afterthe end of the current financial year.

XIII. INTER SCHEME TRANSFERS

Transfers of investments from one Scheme to anotherScheme(including the present Scheme) under Tata MutualFund, shall be allowed only if:

l such transfers are made at the prevailing market price forquoted securities or, Fair value in case of non-quoted/non-traded securities on spot basis;

l the securities so transferred shall be in conformity withthe investment objective of the Scheme to which suchtransfer has been made.

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XIV. ASSOCIATE TRANSACTIONS

i) As per SEBI Regulations, the Fund shall not make any investments in any unlisted securities of associate/groupcompanies of the sponsors. The Fund will also not make investment in privately placed securities issued by Associate/Group companies of the Sponsors. The Fund may invest not more than 25% of the net assets (of all the Schemes of theFund) in listed securities of Group companies.

ii) Market value of investments made in companies which have invested more than 5% of the Net Assets of a scheme and investmentsmade by that or any other scheme of Tata Mutual Fund in such company or its subsidiaries within one year of the latter investmentcalculated on either side in terms of Regulation 25(11) as on 31st January, 2006 as given.

Rs. lacs.

Company which has Invested Schemes in Schemes Aggregate Cost Outstandingwhich Companies which of Acquisition as athave invested have during the 31 st January, 06more than 5% invested period ended at Fair /of the Net Assets 31 st January, 06 Market Value

TATA CONSULTANCY SERVICES LTD TFHFS1 A6 TSEF 127.45 0.00TBF 233.66 0.00TEOF 649.68 0.00TEQPEF 209.56 0.00TIFN 9.56 6.11TIFS 1.54 1.00TGF 82.60 0.00TLSTF 73.58 144.56TMIF 1152.20 0.00TMPF 932.27 0.00TPEF 284.82 280.71TTSF 99.98 0.00TYCF 211.89 115.70

TATA MOTORS LIMITED TFHFS1 A6 TSEF 50.58 0.00TDYF 432.93 141.86TBF 514.29 106.40TEOF 2994.04 575.05TEQPEF 196.81 219.88TIFN 53.63 2.03TIFS 13.36 1.04TGF 28.25 0.00TMPF 363.82 0.00TPEF 967.90 319.19

STERLITE INDUSTRIES LTD TSTBF TBF 20.95 0.00TEQPEF 331.79 0.00TGF 161.48 0.00TISF 831.99 1215.36TLF 2000.00 0.00TMPF 123.31 0.00

TATA STEEL LTD TLF TCF 1206.03 1313.81TFF TSEF 309.70 0.00TFHFS1A6 TDYF 1673.00 0.00TFHFS1 A8 TBF 333.78 0.00TFHFS2 A11 TEOF 3878.25 0.00TFHFS2 A12 TEQPEF 1240.20 0.00TFRSTF TFHA12 2023.26 2020.34

TIF 614.77 0.00TIFN 40.93 1.71TIFS 14.78 1.05TGF 294.31 0.00TISF 2468.53 0.00TMIF 880.32 0.00TMPF 2115.91 0.00TSTBF 2072.24 0.00TPEF 2650.64 0.00TTSF 459.90 0.00TYCF 115.37 0.00

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Company which has Invested Schemes in Schemes Aggregate Cost Outstandingwhich Companies which of Acquisition as athave invested have during the 31 st January, 06more than 5% invested period ended at Fair /of the Net Assets 31 st January, 06 Market Value

HERO HONDA MOTORS LTD TGSF TDYF 1218.73 513.69TBF 47.51 0.00TEOF 135.96 0.00TIFN 20.29 1.31TIFS 6.16 0.52TGF 1.56 0.00TMPF 262.44 0.00TPEF 389.21 342.46TYCF 46.27 0.00

HINDALCO INDUSTRIES LTD TSTBF TCF 1098.36 1369.84TFHFS2 A11 TSEF 158.37 0.00TFHFS2 A12 TDYF 52.79 0.00

TBF 1019.19 1011.08TEOF 477.74 0.00TEQPEF 716.29 731.93TFF 510.63 0.00TFHA11 1534.41 1514.64TFHA12 506.63 505.54TFHA4 2091.62 0.00TIF 1514.72 0.00TIFN 25.42 1.12TIFS 10.91 0.75TGF 343.94 7.20TISF 2674.12 106.82TMIF 3616.24 0.00TMPF 4366.75 0.00TSTBF 5095.28 0.00TPEF 764.04 247.20TTSF 437.16 0.00TYCF 520.83 1011.64

HINDUSTAN ZINC LIMITED TDBF TSEF 207.93 0.00TBF 119.75 0.00TEOF 217.57 0.00TISF 444.75 0.00TMPF 152.45 0.00TPEF 287.92 0.00

HCL TECHNOLOGIES LTD TFHFS1 A6 TSEF 118.09 156.53TFHFS1 A8 TDYF 1470.91 0.00TFHFS2 A11 TBF 547.91 0.00

TEOF 2808.01 1189.59TEQPEF 157.32 0.00TIFN 19.96 1.53TGF 110.95 0.00TLSTF 322.10 93.92TMCF 234.28 0.00TMIF 116.40 0.00TMPF 224.64 0.00TSIF 719.92 0.00TPEF 1343.01 688.71TTSF 482.29 0.00TYCF 54.31 0.00

RALLIS INDIA LTD TFF TGF 114.30 0.00TLSTF 101.69 34.18TMCF 543.05 447.51

BRITANIA INDIA LTD TFHFS1 A8 TIFN 3.47 0.00

INDO GULF FERTILIZER LTD TDBF TEQPEF 118.30 204.93

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Company which has Invested Schemes in Schemes Aggregate Cost Outstandingwhich Companies which of Acquisition as athave invested have during the 31 st January, 06more than 5% invested period ended at Fair /of the Net Assets 31 st January, 06 Market Value

ITC LTD TFHFS2 A12 TCF 691.90 774.25TSEF 147.10 0.00TDYF 1392.96 362.89TBF 345.34 232.28TEOF 1576.16 927.53TEQPEF 176.64 0.00TIFN 57.46 4.43TIFS 25.08 2.53TGF 487.00 167.24TLSTF 159.45 77.43TMCF 796.58 0.00TMIF 270.34 0.00TMPF 171.70 85.17TPEF 1768.31 867.16TTSF 618.38 309.70TYCF 56.96 0.00

INFOSYS TECHNOLOGIES LTD TLF TCF 337.36 349.88TSEF 157.54 0.00TDYF 1581.18 287.97TBF 581.49 0.00TEOF 3702.24 0.00TEQPEF 1120.84 0.00TIFN 83.74 5.96TIFS 41.89 3.46TGF 423.10 0.00TLSTF 340.49 122.39TMCF 121.01 0.00TMIF 547.54 0.00TMPF 915.14 0.00TSIF 1537.11 840.87TPEF 2227.22 875.43TTSF 346.84 0.00TYCF 79.24 141.11

HINDUSTAN LEVER LTD TFHFS2 A11 TCF 778.96 851.67TDYF 1356.78 438.30TBF 461.96 155.84TEOF 567.59 0.00TFRSTF 999.09 0.00TIF 2338.09 0.00TIFN 87.76 3.28TIFS 19.23 1.34TLF 8487.15 0.00TLSTF 106.57 0.00TMIF 3251.48 0.00TMPF 4042.54 0.00TPEF 929.06 876.60TTSF 134.33 0.00TYCF 258.78 167.53

TATA TEA LTD TFHFS1 A8 TCF 461.00 466.35TSEF 250.75 0.00TDYF 834.68 663.84TEOF 906.71 701.24TEQPEF 399.60 428.77TIFN 5.73 0.40TGF 289.79 140.33TLSTF 12.85 125.20TMCF 944.05 979.34TMIF 135.15 0.00TMPF 297.57 0.00TPEF 640.91 246.80TTSF 262.05 0.00

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Company which has Invested Schemes in Schemes Aggregate Cost Outstandingwhich Companies which of Acquisition as athave invested have during the 31 st January, 06more than 5% invested period ended at Fair /of the Net Assets 31 st January, 06 Market Value

WIPRO LTD TLF TBF 466.52 0.00TEOF 983.00 529.90TIFN 100.63 5.70TIFS 10.65 0.93TGF 271.55 148.37TLSTF 281.04 211.96TMIF 445.65 79.49TMPF 909.50 84.78TSIF 1081.63 317.94TPEF 854.33 0.00TTSF 373.12 0.00TYCF 140.21 0.00

TATA CHEMICALS LTD TFHFS1 A8 TCF 815.97 839.99TDYF 1113.54 1430.46TEOF 372.90 381.59TIFN 7.08 0.40TGF 152.54 166.15TMPF 77.96 84.89TTSF 341.37 303.19

MAHINDRA & MAHINDRA LTD TFF TSEF 507.27 293.27TDYF 294.67 327.62TBF 621.77 226.92TEOF 2087.82 781.90TEQPEF 330.53 279.25TIFN 14.37 0.99TGF 297.29 0.00TMIF 193.55 0.00TMPF 966.94 0.00TPEF 1313.39 737.78TTSF 249.33 0.00TYCF 156.38 273.55

All the above companies are growth oriented blue chip companies with a proven track record.

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iii) Total investment in securities of Associate/Group companies under all schemes is disclosed below. No investment was made inunlisted securities of Group companies after the amendment of the SEBI Regulations in January 1998. Most of such equity shares,debentures, etc. were purchased from the open secondary market at relevant market prices over a period of time based on theapproved investment strategy. All these securities pertain to highly traded Blue chip companies. In keeping with the investment objectiveof the Schemes, these companies offer good investment potential.

Rs. in lacs

Scheme As on 31.03.03 As on 31.03.04 As on 31.03.05 As on 31.01.06

Amount %ge Amount %ge Amount %ge Amount %ge

TBF 1146.86 13.93 1184.63 12.10 1057.28 9.77 834.02 6.18

TYCF 648.65 10.22 836.96 8.76 1197.88 10.73 741.47 5.43

TTSF 318.97 13.59 375.12 8.59 687.77 13.13 1658.07 16.12

TSEF 563.32 26.58 874.27 16.29 960.77 15.57 945.29 13.49

TIF(A) 302.89 1.42 – – – – – –

TPEF 464.19 17.75 1644.46 13.04 2538.25 13.26 3216.44 12.60

TLSTF 55.07 3.31 202.19 6.50 497.24 13.07 151.39 10.78

TGF 535.25 21.37 540.30 14.11 573.29 14.54 730.54 16.61

TIFS 4.01 7.79 36.66 14.91 3.70 13.23 5.1 10.83

TIFN 3.42 7.81 340.02 11.19 17.65 18.32 14.89 13.86

TMIF 33.07 3.11 525.78 1.15 727.62 5.63 52.28 0.75

TEOF 77.89 15.92 – – 2872.24 10.88 3160.09 8.43

TMPF – – 953.53 2.28 508.80 3.10 310.49 3.66

TEQPEF 1149.81 11.17 803.79 7.53

TDYF 6102.13 18.81 4346.93 16.98

TLF 1009.41 0.44 – –

TISF 4820.74 6.53 9124.41 11.96

TSIF – – 5427.49 20.46

TFHF (A4) 3057.43 17.99 – –

TFHF (A12) 2020.33 9.29

TMCF 4516.28 15.45

TCF 4455.4 8.11

iiv) The following amounts were paid/provided for as selling commission by the respective schemes to Associate Companies for theirmarketing efforts in mobilising subscriptions for the units of such schemes.

As on 31/03/2003 Rs. in lacs

Schemes Tata Tata Share Tata Tata Tata Sons Tata Panatone Eureka Trent Tata Inv. Taj Inv.Securities Registry Chemicals Sons & Serv. Empl. Investment Finance Forbes Brands & Fin. & Fin.

Ltd. Ltd. Ltd. Ltd. Welfare Trust Corpn. Ltd. Ltd. Co. Ltd. Ltd.

TBF 3.37 0.10 – 0.16 – – – 1.37 – – –TYCF 1.69 0.08 – – – – – – – – –TTSF 1.69 0.06 – – – – – – – – –TSEF 2.27 0.11 – 0.03 – – 0.03 – – – –TIFA 33.91 1.17 0.36 2.23 – 0.16 – – – 1.22 –TPEF 3.59 0.20 – 0.01 – – – – – – –TLF 15.06 0.01 – 0.23 – – – 0.18 0.32 – 0.63TLSTF 2.11 0.08 – 0.01 – – – 0.08 – – –TGSF 6.15 0.21 – 0.66 0.07 – – – – – –TSTBF 7.88 0.01 – – – – – 0.01 0.18 – –TIPF 12.24 0.01 – – – – – – – – 0.08TMIF 1.51 0.06 – – – – – – – – –TLHIF 0.60 – – – – – – – – – –TIFNA 0.07 – – – – – – – – – –TIFSA 0.12 – – – – – – – – – –TEOF 0.14 – – – – – – – – – –

TINR 1.10 – – – – – – – – – –

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AS on 31/03/2004 Rs. in lacs

Scheme Taj Inv. & Tata Tata Share TataFinance Co. Ltd. Finance Ltd. Registry Ltd. Securities Ltd.

TIFR 0.91 0.00 1.15 23.22

TLF 0.03 0.00 0.00 30.42

TBF 0.00 0.12 0.10 3.00

TIPF 0.00 0.01 0.05 43.83

TGSF 0.00 0.00 0.24 24.79

TMIF 0.00 0.00 0.10 8.96

TPEF 0.00 0.00 0.27 4.37

TSEF 0.00 0.00 0.12 1.66

TTSF 0.00 0.00 0.09 0.67

TYCF 0.00 0.00 0.08 1.91

TDBF 0.00 0.00 0.00 14.74

TEOF 0.00 0.00 0.00 4.98

TIXF 0.00 0.00 0.00 0.53

TLSTF 0.00 0.00 0.10 2.07

TSTBF 0.00 0.00 0.00 13.76

TFRF 0.00 0.00 0.00 0.90

TMPF 0.05 0.00 0.00 2.02

AS on 31/3/2005 Rs. in lacs

Scheme Tata Tata Share Taj Inv. & TataFinance Ltd Registry Ltd Finance Co. Ltd. Securities Ltd

TBF 0..04 0.04 0.00 1.09

TDBF 0.00 0.00 0.00 0.20

TDYF 0.00 0.00 0.00 7.52

TEOF 0.00 0.01 0.00 2.22

TEQPEF 0.00 0.00 0.00 0.73

TFHF 0.00 0.00 0.00 6.67

TFRSTF 0.00 0.03 0.00 5.06

TFRLTF 0.00 0.00 0.00 0.02

TGSF 0.00 0.04 0.00 8.95

TGSMF 0.00 0.00 0.00 0.79

TGF 0.00 0.00 0.00 0.05

TIF 0.00 0.25 0.08 3.22

TIPF 0.00 0.02 0.00 0.30

TIXF 0.00 0.00 0.00 0.01

TISF 0.00 0.00 0.00 4.92

TLSTF 0.00 0.05 0.00 1.19

TLF 0.00 0.00 0.02 32.18

TMPF 0.00 0.00 0.05 0.65

TMIF 0.00 0.04 0.00 2.86

TPEF 0.00 0.12 0.00 1.65

TSEF 0.00 0.08 0.00 0.89

TSTBF 0.00 0.00 0.00 0.58

TTSF 0.00 0.05 0.00 0.30

TYCF 0.00 0.04 0.00 0.88

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As on 31/01/2006 Rs. in lacs

Scheme Tata Tata Share TataFinance Ltd. Registry Ltd. Securities Ltd.

TBF 0.11 0.08 1.10TDBF 0.00 0.00 1.95TDYF 0.00 0.00 3.18TEOF 0.00 0.04 1.15TEQPEF 0.00 0.00 0.38TFHF 0.00 0.00 10.41TFHFS1 0.00 0.00 3.31TFF 0.00 0.00 3.51TFRSTF 0.00 0.00 12.91TFRLTF 0.00 0.00 0.01TGSF 0.00 0.04 4.77TGSMF 0.00 0.00 0.55TGF 0.00 0.00 0.14TIF 0.00 0.21 3.16TIPF 0.00 0.00 0.36TIXF 0.00 0.00 0.02TSEF 0.00 0.19 1.15TLSTF 0.00 0.09 1.48TLF 0.00 0.01 41.28TMPF 0.00 0.01 0.50TMIF 0.00 0.06 0.41TPEF 0.00 0.24 2.95TSTBF 0.00 0.00 7.63TTSF 0.00 0.10 0.76TISF 0.00 0.01 3.25TSIF 0.00 0.00 1.54TYCF 0.00 0.08 1.83TMCF 0.00 0.00 1.53

v. The following amounts were paid/provided for to Tata ShareRegistry Ltd., for utilization of their services as R&T Agent.

Rs.in lacs

Scheme As on As on As on31.03.03 31.03.04 31.03.05

TBF 4.37 – –

TYCF 6.82 – –

TTSF 2.37 – –

TSEF 1.33 – –

TIF 6.88 – –

TPEF 1.53 – –

TLSTF 0.94 – –

vi. Total percentage of broking business given and the brokeragepaid(and included in the cost of investments) to Associatebrokers is disclosed below. The brokerage paid to theAssociate brokers compare with that prevailing in the Capitalmarket for buying/selling of securities.

Rs. in Lacs

Name As on As on As on31.03.03 31.03.04 31.03.05

%ge Rs. %ge Rs. %ge Rs.

TataSecurities Ltd. 3.95 6.39 1.43 4.81 – –(Formerly Tata TDWaterhouse Securities Ltd.)

vii. The Fund has not undertaken any Underwriting obligationswith respect to any Public Issue of Associate Companies.During last 3 fiscal years the Fund has not subscribed to anyissue lead managed by an Associate Company

TBF : Tata Balanced Fund

TYCF : Tata Young Citizens’ FundTTSF : Tata Tax Saving FundTSEF : Tata Select Equity FundTIFR : Tata Income Fund (Regular Income Option)TIFA : Tata Income Fund (Appreciation Option)TPEF : Tata Pure Equity FundTLF : Tata Liquid FundTLSTF : Tata Life Sciences & Technology FundTGSFA : Tata Gilt Securities Fund (Appreciation Option)TGSFR : Tata Gilt Securities Fund (Regular Income Option)TSTBF : Tata Short Term Bond FundTGF : Tata Growth FundTIPF : Tata Income Plus FundTMIF : Tata Monthly Income FundTIFNA : Tata Index Fund NiftyTIFSA : Tata Index Fund SensexTEOF : Tata Equity Opportunities FundTDBF : Tata Dynamic Bond FundTGSF : Tata Gilt Securities FundTIXF : Tata Index FundTEQPEF : Tata Equity P/E FundTMPF : Tata MIP Plus FndTFRSTF : Tata Floating Rate Short Term FundTFRLTF : Tata Floating Rate Long Term FundTDYF : Tata Dividend Yield FundTISF : Tata Infrastructure FundTSIF : Tata Service Industries FundTFHFS1 : Tata Fixed Horizon Fund Series 1TMCF : Tata Mid Cap FundTFF : Tata Floater FundTFHFS2 : Tata Fixed Horizon Fund Series 2TCF : Tata Contra FundTFHFS3 : Tata Fixed Horizon Fund Series 3

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XV. BORROWING BY THE MUTUAL FUNDIn accordance with Regulation 44(2) of the SEBI (Mutual Funds)Regulations, 1996, to meet the temporary liquidity needs of theScheme for the purposes of repurchases / redemptions or incomedistribution to the Unitholders, the Fund / Scheme may borrow fromany Body Corporate including TAML and Commercial Banks, notmore than 20% of the net assets of the Scheme on satisfactoryterms as to interest, security and collateral without encumbering itsassets. The duration of such a borrowing shall not exceed a periodof six months

XVI. COMPUTATION OF NAV & VALUATION OF ASSETSi. Computation & Determination of Net Asset Value

Net Asset Value (“NAV”) of the Units shall be determined daily as ofthe close of each Business Day on which the Bombay StockExchange is open for trading.

NAV shall be calculated in accordance with the following formula :

Market Value of Scheme’s Investments + Accrued Income+ Receivables + Other Assets + Unamortised portion ofnew fund offer expenses - Accrued Expenses - Payables- Other Liabilities

NAV= ——————————————————————-Number of Units Outstanding

The computation of Net Asset Value, valuation of Assets,computation of applicable Net Asset Value (related price) for ongoingSale, Repurchase, Switch and their frequency of disclosure shallbe based upon a formula in accordance with the Regulations andas amended from time to time including by way of Circulars, PressReleases, or Notifications issued by SEBI or the Government ofIndia to regulate the activities and growth of Mutual Funds.

ii. NAV Information

The Scheme’s NAV will be available on all Business Days at theAuthorised Investor Service Centres. The Fund will endeavour topublish the Scheme’s NAV on all Business Days in atleast 2 DailyNewspapers (along with sale and repurchase price). In the eventNAV cannot be calculated and / or published, such as because ofthe suspension of trading on the Bombay Stock Exchange, duringthe existence of a state of emergency and / or a breakdown incommunications, the Board may suspend determination and / orpublication of the NAV of the Units.

NAV will also be updated on a daily basis on Association of MutualFund India (AMFI) website.

Sale Price = Applicable NAV *(1 + Sales Load, if any)

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

Example : if the applicable NAV is Rs.1,000.0000; sales/entry loadis 2 per cent and the exit/repurchase load is 2 per cent then thesales price will be Rs.1,020.0000 and the repurchase price will beRs.980.0000.

iii. Valuation of Assets

NAV of the Scheme as stated in the foregoing clause for“Computation & Determination of NAV” will be determined by dividingthe net assets of the Scheme by the number of outstanding Unitson the valuation date.

Pursuant to Regulation 77 of the SEBI (Mutual Funds) Regulations,1996, the following investment valuation norms are applicable tothe Scheme:

Traded Securities :1. The securities shall be valued at the last quoted closing price

on the stock exchange.

2. When the securities are traded on more that one recognisedstock exchange, the securities shall be valued at the last quotedclosing price on the stock exchange where the security isactively traded. It would be left to the AMC to select the

appropriate stock exchange, but the reasons for the selectionshould be recorded in writing. There should however be noobjection for all scrips being valued at the prices quoted on thestock exchange where a majority in value of the investmentsare principally traded such as the National Stock Exchange(NSE) or The Stock Exchange, Mumbai (BSE).

3. Once a stock exchange has been selected for valuation of aparticular security, reasons for change of the exchange shallbe recorded in writing by the AMC.

4. When on a particular valuation day, a security has not beentraded on the selected stock exchange; the value at which it istraded on another stock exchange may be used.

5. When a security (other than Government Securities) is nottraded on any stock exchange on a particular valuation day,the value at which it was traded on the selected stock exchangeor any other stock exchange, as the case may be, on theearliest previous day may be used provided such date is notmore than thirty days prior to valuation date in case of equityand equity related instruments and 15 days in case of debtsecurities.

(i) Thinly Traded Debt Securities:A debt security (other than Government Securities) shall beconsidered as a thinly traded security if on the valuation date,there are no individual trades in that security in marketable lots(currently Rs. 5 crore) on the principal stock exchange or anyother stock exchange.

A thinly traded debt security as defined above would be valuedas per the norms set for non-traded debt security.

(ii) Non Traded Securities :When a security (other than Government Securities) is nottraded on any stock exchange for a period of 30 days (15 daysin case of debt security) prior to the valuation date the scripmust be treated as a ‘non traded’ security.

Unlisted Equity Shares will be valued in accordance with thecriteria laid down in SEBI circular no. MFD/CIR03/526/2002dated May 9, 2002.

VALUATION OF NON-TRADED / THINLY TRADED SECURITIES

(i) (a) Non Traded /Thinly Traded Debt Securities of Upto 182Days to Maturity :As the money market securities are valued on the basis ofamortization (cost plus accrued interest till the beginning of theday plus the difference between the redemption value and the costspread uniformly over the remaining maturity period of theinstruments) the same process should be adopted for non-tradeddebt securities with residual maturity of upto 182 days, in theabsence of any other standard benchmarks in the market. Allother non traded Non Government debt instruments should bevalued using the method suggested in (ii)(b) hereof.

(i) (b) Non Traded/ Thinly Traded Debt Securities of Over 182Days to Maturity.For the purpose of valuation, all Non Traded Debt Securities wouldbe classified into “Investment grade” and “Non Investment grade”securities based on their credit ratings. The non-investment gradesecurities would further be classified as “Performing” and “NonPerforming” assets

l All Non Government investment grade debt securities,classified as not traded, shall be valued on yield to maturitybasis as described below.

l All Non Government non investment grade performing debtsecurities would be valued at a discount of 25% to the facevalue

l All Non Government non investment grade non performing

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debt securities would be valued based on the provisioningnorms.

The approach in valuation of non traded debt securities is basedon the concept of using spreads over the benchmark rate to arriveat the yields for pricing the non traded security.

The Yields for pricing the non traded debt security would be arrivedat using the process as defined below.

Step AA Risk Free Benchmark Yield is built using the governmentsecurities (GOI Sec) as the base. GOI Secs are used as thebenchmarks as they are traded regularly; free of credit risk; andtraded across different maturity spectrums every week.

Step BA Matrix of spreads(based on the credit risk) are built for markingup the benchmark yields. The matrix is built based on tradedcorporate paper on the wholesale debt segment of an appropriatestock exchange and the primary market issuances. The matrix isrestricted only to investment grade corporate paper.

Step CThe yields as calculated above are Marked-up/Marked-down forill-liquidity risk

Step DThe Yields so arrived are used to price the portfolio

METHODOLOGYA. Construction of Risk Free Benchmark

Using Government of India dated securities, the Benchmarkshall be constructed as below :

l Government of India Dated securities will be grouped into thefollowing duration buckets viz., 0.5-1 years, 1-2 years, 2-3years, 3-4 years, 4-5 years, 5-6 years and 6 years and thevolume weighted yield would be computed for each bucket.These duration buckets may be changed to reflect the marketvalue more closely by any agency suggested by AMFI givingbenchmark yield/matrix of spreads over benchmark yield.

The benchmark as calculated above will be set atleast weekly,and in the event of any significant movement in prices of Gov-ernment Securities on account of any event impacting interestrates on any day such as a change in the Reserve Bank ofIndia (RBI) policies affecting interest rates during the week, thebenchmark will be reset to reflect any change in the marketconditions.

Note : The concept of duration over tenor has been chosen inorder to capture the reinvestment risk. It is intended to gradu-ally move towards a methodology that incorporates the con-tinuous curve approach for valuation of such securities. How-ever, in view of the current lack of liquidity in the corporatebond markets, a continuous curve approach to valuation wouldbe necessarily based on limited data points, and this wouldresult in out of line valuations. As an interim methodology there-fore it is proposed that the Duration Bucket approach be adoptedand continuously tracked in order to fine tune the durationbuckets on a periodic basis. Over the next few years it isexpected that with the deepening of the secondary markettrading, it would be possible to make a gradual move from theDuration Bucket approach towards a continuous curve ap-proach.

B . Building a Matrix of Spreads for Marking-up the BenchmarkYield

Mark up for credit risk over the risk free benchmark YTM ascalculated in step A, will be determined using the trades ofcorporate debentures/bonds of different ratings. All trades on

appropriate stock exchange during the fortnight prior to thebenchmark date will be used in building the corporate YTM andspread matrices. Initially these matrices will be built only forcorporate securities of investment grade. The matrices aredynamic and the spreads will be computed every week. Thematrix will be built for all duration buckets for which thebenchmark GOI matrix is built to effectively link the corporatematrix with the GOI securities matrix. Accordingly:

l All traded paper (with minimum traded value of Rs. 1 crore)will be classified by their ratings and grouped into 7 durationbuckets; for rated securities, the most conservativepublicly available rating will be used;

l For each rating category, average volume weighted yieldwill be obtained both from trades on the appropriate stockexchange and from the primary market issuances

l Where there are no secondary trades on the appropriatestock exchange in a particular rating category and noprimary market issuances during the fortnight underconsideration, then trades on appropriate stock exchangeduring the 30 day period prior to the benchmark date willbe considered for computing the average YTM for suchrating category;

l If the matrix cannot be populated using any or all of theabove steps, then credit spreads from trades onappropriate stock exchange of the relevant rating categoryover the AAA trades will be used to populate the matrix;

l In each rating category, all outliers will be removed forsmoothening the YTM matrix;

l Spreads will be obtained by deducting the YTM in eachduration category from the respective YTM of the GOIsecurities;

l In the event of lack of trades in the secondary market andthe primary market the gaps in the matrix would be filledby extrapolation. If the spreads cannot be extrapolatedfor the reason of practicality, the gaps in the matrix will befilled by carrying the spreads from the last matrix.

C. Mark-up/Mark-down Yield

The Yields calculated would be marked-up/marked –down toaccount for the ill-liquidity risk, promoter background, financecompany risk and the issuer class risk. As the level of ill-liquidity risk would be higher for non rated securities the markingprocess for rated and non rated securities would bedifferentiated as follows

C(I) Adjustments for Securities rated by external ratingagencies

The Yields so derived out of the above methodology couldbe adjusted to account for risk mentioned above.

A Discretionary discount/premium of upto +100/-50 BasisPoints for securities having a duration of upto 2 years andupto +75/- 25 Basis Points for securities having durationhigher than 2 years will be permitted to be provided for theabove mentioned types of risks. The rationale for the abovediscount structure is to take cognizance of the differentialinterest rate risk of the securities. This structure will bereviewed periodically.

C (II) Adjustments for Internally Rated Securities

To value an un-rated security, the fund manager has toassign an internal credit rating, which will be used forvaluation. Since un-rated instruments tend to be moreilliquid than rated securities, the yields would be markedup by adding +50 basis point for securities having aduration of upto two years and +25 basis point for securitieshaving duration of higher than two years to account forthe illiquidity risk.

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Valuation of securities with Put/Call OptionsThe option embedded securities would be valued as follows:Securities with call option :

The securities with call option shall be valued at the lower of thevalue as obtained by valuing the security to final maturity and valuingthe security to call option.

In case there are multiple call options, the lowest value obtained byvaluing to the various call dates and valuing to the maturity date is tobe taken as the value of the instrument.

Securities with Put option

The securities with put option shall be valued at the higher of thevalue as obtained by valuing the security to final maturity and valuingthe security to put option

In case there are multiple put options, the highest value obtained byvaluing to the various put dates and valuing to the maturity date is tobe taken as the value of the instruments.

Securities with both Put and Call option on the same day.The securities with both Put and Call option on the same day wouldbe deemed to mature on the Put/Call day and would be valuedaccordingly.

(ii) (c) Government securities Government securities will be valuedat prices released by an agency suggested by AMFI.

(iii) L iquid Securities :

(a) Aggregate value of “illiquid securities” of scheme, which aredefined as non-traded, thinly traded and unlisted equity shares,shall not exceed 15% of the total assets of the scheme andany illiquid securities held above 15% of the total assets shallbe assigned zero value.

Provided that in case any scheme has illiquid securities inexcess of 15% of total assets as on September 30, 2000 thensuch a scheme shall within a period of two years bring downthe ratio of illiquid securities within the prescribed limit of 15% inthe following time frame:

(i) all the illiquid securities above 20% of total assets of thescheme shall be assigned zero value on September 30,2001.

(ii) All the illiquid securities above 15% of total assets of thescheme shall be assigned zero value on September 30,2002.

(b) All funds shall disclose as on March 31 and September 30 thescheme-wise total illiquid securities in value and percentage ofthe net assets while making disclosures of half yearly portfoliosto the unitholders. In the list of investments, an asterisk markshall also be given against all such investments which arerecognised as illiquid securities.

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

(d) In respect of closed ended funds, for the purposes of valuationof illiquid securities, the limits of 15% and 20% applicable toopen-ended funds should be increased to 20% and 25%respectively.

(e) Where a scheme has illiquid securities as at September 30,2000 not exceeding 15% in the case of an open-ended fundand 20% in the case of closed fund, the concessions of givingtime period for reducing the illiquid security to the prescribedlimits would not be applicable and at all time the excess over15% or 20% shall be assigned nil value.

Valuation of Money Market Instruments:

Investments in call money, bills purchased under rediscountingscheme and short term deposits with banks shall be valued atcost plus accrual; other money market instruments shall bevalued at the yield at which they are currently traded. For thispurpose, non-traded instruments that is instruments not traded

for a period of seven days will be valued at cost plus interestaccrued till the beginning of the day plus the difference betweenthe redemption value and the cost spread uniformly over theremaining maturity period of the instruments;

Valuation of Derivative Product:

1. The traded derivative shall be valued at market price inconformity with the stipulations of sub clauses (I) to (V) ofclause 1 of the eighth Schedule to the Securities and ExchangeBoard of India (Mutual Funds) Regulations, 1996, as amendedby SEBI circular no. MFD/CIR/8/92/2000 dated September,18, 2000.

2. The valuation of untraded derivatives shall be done inaccordance with the valuation method for untradedinvestments prescribed in sub clauses (I) and (II) of clause 2of the Eighth Schedule to the Securities and Exchange Boardof India (Mutual Funds) Regulations, 1996, as amended bySEBI circular no. MFD/CIR/8/92/2000 dated September, 18,2000.

XVII. REPURCHASE, RESALE & SWITCH OF UNITSi. Relevant NAV for Repurchase, Resale & Switch of Units

Subscription

Application received upto 1 p.m. on any business day – closingNAV of the day immediately previous to the day on which fundsare available for utilization.

Application received after 1 p.m. by the Mutual Fund and thefunds are available for utlisation by the fund on the same day -closing NAV of the day immediately previous to the nextbusiness day.

RepurchaseIn respect of repurchase requests received upto 10 a.m. onany business day – closing NAV of the previous day.

In respect of repurchase requests received after 10 a.m. onany business day - closing NAV of the day immediatelyprevious to the next business day.

Switch TransactionsValid application for “switch out” shall be treated asredemption and for “switch in” shall be treated aspurchases and the relevant NAV of “Switch in” and “SwitchOut” shall be applicable accordingly.

Above cut off timings shall also be applicable to investmentsmade through ‘Sweep‘modeOutstation cheques/demand drafts will not be accepted atcenters other than Mumbai.

Relevant NAV for subscription application received along withand outstation cheque/demand draft will be NAV of the closingof the day on which cheque/demand draft is credited to account.

ii. Repurchase of Units of Tata Liquidity Management FundRequests for repurchase can be submitted on any BusinessDays of the Month, at our Authorised Service Centres(mentioned in this Offer Document). The repurchase requestcan be made for a minimum of Rs. 10,000 / 10 units . The Units willbe repurchased (sold back to the Fund) at the relevant NAV(as stated in the foregoing clause(s) for “Relevant NAV forrepurchase, resale & switch of units”), less any administrativecost and other charges termed as Repurchase Load and whichshall be the applicable Repurchase price / NAV related price.The repurchase price will be in accordance with Regulation49(3) of the Securities & Exchange Board of India (MutualFunds) Regulations, 1996, which shall not be lower than 93%of the NAV and further that the difference between the sale andrepurchase price shall not exceed 7% calculated on the saleprice. The Trustee Company may however, from time to timereview and modify the repurchase load for each choice of

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investment as stated in the foregoing clause on “UnitholderTransaction Expenses”. The Units if partially repurchased wouldbe subtracted from the Unit balance of that Unitholder on “FirstIn First Out” basis i.e. the Units that were offered / allotted firstwould be the first to be repurchased. In case amount iswithdrawn, the same will be converted into Units at the applicableRepurchase price / NAV related price and the number of Unitsso arrived at will be subtracted from the Unit balance of thatUnitholder on “First In First Out” basis. The repurchase wouldbe permitted to the extent of credit balance in the Unitholder’saccount.

The repurchase cheque will be issued in the name of the firstunitholder. Under normal circumstances, the Fund will ensurethat the repurchase cheques are despatched within tenbusiness days from the date of receipt of the repurchaserequest. In the event of partial repurchase, the Fund shalldespatch the revised Account Statement for the balancenumber of Units still being held by the Unitholder along with therepurchase cheque. Credit balances in the account of a Non-Resident Unitholder on maturity or otherwise, (where RBI finalapproval and any other approval (if any required) has beenobtained) may be repurchased by the Fund by such Unitholderin accordance with the procedure described above and alsosubject to any procedures laid down by RBI and any otheragency. Such repurchase proceeds will be paid by means of aRupee cheque payable to the NRE/ NRO account of theUnitholder or subject to RBI procedures and approvals, suchpayment in Indian Rupees will be converted into US Dollars orinto any other currency, as may be permitted by RBI, at therate of exchange prevailing at the time of remittance and will bedespatched at the applicants’ risk, or at the request of theapplicants’ will be credited to their NRE/ NRO Accounts, detailsof which are to be furnished in the space provided for thispurpose in the Repurchase Form. The Fund will not be liable forany delays or for any loss on account of exchange fluctuations,while converting the rupee amount in US Dollar or any othercurrency. The Fund (if required) may also make arrangementsto obtain RBI approvals on a case-by-case basis on behalf othe Unitholder, subject to the Unitholder providing the Fundwith the necessary documents required.

iii. Possible Deferral of Repurchase Requests andCompulsory RepurchaseThe AMC may, in the general interest of the unitholders of theScheme, keeping in view the unforeseen circumstances/unsureconditions, limit the total number of units which may berepurchased on any Business Day to 15% of the total numberof units then in issue under the Scheme (or such higherpercentage as the AMC may decide in any particular case).Any units which by virtue of these limitations are not repurchaseon a particular Business Day will be carried forward forrepurchase to the next Business Day, in order of receipt.Repurchase so carried forward for repurchase to the nextBusiness Day, in order of receipt. Repurchase so carriedforward will be priced on the basis of the Repurchase Price ofthe Business Day on which repurchase is made. Under suchcircumstances, to the extent multiple repurchase requests arereceived at the same time on a single Business Day, repurchasewill be made on pr-rata basis, based on the size of eachrepurchase request, the balance amount being carried forwardfor repurchase to the next Business Day(s).

The Fund may mandatorily redeem all the Units of anyUnitholder:

l if the value of the account falls below the minimum Accountbalance of Rs.1 lack (based on prevailing NAV) and / or100 Units in the normal repurchase/switch and theunitholders fails to invest sufficient funds or to purchase

sufficient units to bring the value of the account upto theminimum level within 30 days after a written intimation inthis regard is sent by the fund to that unitholder; or

l where the Units are held by a Unitholder in breach of anyregulations.

iv. Centres where repurchase/resale/switch requests can begiven :Authorised Investor Service Centres :For the list of Authorised Investor Service Centres, pleaserefer to the Back Cover Page of this Offering Circular.

All locations from where an empanelled distributor of theAMC is empowered and able to use the transactionscreens provided by the Registrar, in association withthe banking facilities offered by the AMC, in accordancewith procedures laid out by and agreed with our Registrar,to submit electronic transactions within the cutoff time.

v. Sale of Units on an ongoing baisRequests for fresh Units can be submitted on any businessday of the month at our Authorised Investor Service Centres,by filling in the prescribed form. Unitholders can also subscribeadditional Units under their existing Folio. Fresh subscription ofUnits will be at the relevant NAV (as stated in the foregoingclauses(s) for “Relevant NAV for Repurchase / Resale & Switchof Units”) plus a Sales Load, which shall be the applicable saleprice. The Offer price / NAV related price will be accordancewith Regulation 49(3) of the Securities & Exchange Board ofIndia (Mutual Funds) Regulations, 1956, which shall not behigher than 107% of the NAV and further that the differencebetween the sale and repurchase price shall not exceed 7%calculated on the sale price. The Trustee company mayhowever, from time to time review and modify the sale load foreach choice of investment as stated in the foregoing clause on“Unitholder Transaction Expenses”.

Sale on an ongoing basis by any investor shall individually befor a minimum of Rs.10,000/- and in multiples of Re. 1/-thereafter. Additional subscription by an existing unitholder itshall be for Rs. 1,000/- and in multiples of Re. 1/- or as may bedecided by the Asset Management Company / TrusteeCompany from time to time. The Trustee Company may howeverstipulate a different minimum amount per application formembers of co-operative society, etc. Requests for Sale ofUnits on an ongoing basis can be made only by specifying theamount to be invested and not the number of Units in theprescribed form. The total number of Units will be determinedwith reference to the applicable sale price, and fractional Unitsmay be created. Fractional Units will be computed andaccounted for upto three decimal places. Units will be allottedon the date of receipt / realisation of cheque (deemed date ofallotment). A (fresh) Account Statement will be despatched tothe address as indicated in the prescribed form by the investor,reflecting the updated holding of the Unitholder normalcircumstances, the Account Statement will be despatched afterfive Business Days or after clearance of cheque (whichever islater). However, the despatch of Account Statement shall botbe delayed beyond six weeks from the date of receipt of requestfrom the unitholder as per Regulation 36 of SEBI Regulations.

vi. Spread between Sale and Repurchase PriceThe spread between the sale and repurchase price will be inaccordance with Regulation 49(3) of the Securities & ExchangeBoard of India (Mutual Funds) Regulations, 1996. Accordingly,the repurchase price shall not be lower than 93% of the NAVwhile the sale price shall not be higher than 107% of the NAVand further that the difference between the sale and repurchaseprice shall not exceed 7% calculated on the Sale price. Pleasealso refer to the Clause on “Unitholder Transaction Expenses”.

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vii. Switch of Units within the Funds / Schemes / Plans ofTata Mutual FundAfter the reopening of the scheme, Unitholders under thisscheme may exchange their Units for Units of the other Funds/Schemes / Plans in Tata Mutual Fund (the existing Funds /Schemes / Plans and others as may be announced / launchedfrom time to time) on the basis of the terms / rules / Regulations/provisions prevalent for the relevant Funds / Schemes / Plans,of the respective Units (of the relevant Funds / Schemes /Plans) to be exchanged.

Requests for switch may be submitted on any Business Dayof the Month, at our Authorised Investor Service Centres. TheUnits will be switched at the relevant NAV (as stated in theforegoing clause(s) for “Relevant NAV for repurchase / resale& switch of units”), plus any administrative cost and othercharges and which shall be the applicable resale / NAV relatedprice. The Units thus switched would be subtracted from theUnit balance of that Unitholder on “First In First Out” basis i.e.the Units that were offered / allotted first would be the first to beswitched unless otherwise indicated by unitholders. In caseamount is switched the same will be converted into Units at theapplicable resale / NAV related price and the number of Unitsso arrived at will be subtracted from the Unit balance of thatUnitholder on “First In First Out” basis unless otherwiseinstructed by the Unitholder. The minimum amount / number ofUnits that may be exchanged for amount / Units of the otherFunds / Schemes / Plans in Tata Mutual Fund will be theminimum amount / number of Units as applicable to the relevantFunds / Schemes / Plans to be exchanged of this Scheme.

Unitholder should note that each exchange represents thesale of Units from one Scheme (which may produce a capitalgains or loss) and the purchase of Units in another Schemeand for NRI/ FII unitholder is also subject to any final approvaland procedures laid down by RBI and any other agency (ifany).

viii. Suspension of ongoing Sale, Repurchase or Switch ofUnitsThe ongoing sale, repurchase or switch of Units may besuspended temporarily or indefinitely under any of the followingcircumstances:

l Stock markets stop functioning or trading is restricted.

l Periods of extreme volatility in the capital / stock markets,which in the opinion of the Asset Management Company isprejudicial to the interests of the Unitholders.

l A complete breakdown or dislocation of business in the majorfinancial markets.

l Natural calamities.

l Declaration of war or occurrence of insurrection, civilcommotion or any other serious or sustained financial, politicalor industrial emergency or disturbance.

l SEBI, by order, so directs.

l On a requisition made by three-fourths of the Unitholders.

The Fund also reserves the right, to withdraw sale of Units inthe Scheme temporarily or indefinitely, if the Asset ManagementCompany / Trustee Company views that increasing theScheme’s size further may prove detrimental to the existingUnitholders of the Scheme. An offer for fresh subscription ofUnits is not binding on and may be rejected by the AssetManagement Company / Trustee Company, unless it has beenconfirmed in writing by the Asset Management Company /Trustee Company and payment has been received.

Suspension of repurchase facility under the scheme shall bemade applicable only after the approval from the Board ofDirectors of the AMC and Trustee Company. The approvalfrom the AMC & Trustee Company Boards giving details of

circumstances and justification for the proposed actions shallbe informed to SEBI in advance.

ix. Unclaimed Redemption/Dividend AmountThe unclaimed Redemption amount and Dividend amount maybe deployed by the Mutual Fund in Call Money Market or MoneyMarket Instruments only and the investor who claims theseamounts during a period of three years from the due date shallbe paid at the prevailing Net Asset Value. After a period of threeyears, this amount will be transferred to a pool account and theinvestor can claim the amount at NAV prevailing at the end ofthird year. The income on such funds will be used for the purposeof investor education. The AMC will make continuous efforts toremind the investors through letters to take their unclaimedamount. Further, the investment management fee charged bythe AMC for managing unclaimed amounts shall not exceed 50basis points.

XVIII. ACCOUNTING POLICIES

Accounts and Audit

TAML will keep and maintain the books of accounts, records anddocuments for the Scheme so as to explain its transactions and todisclose the financial position of the Scheme. The Trust shall arrangefor the financial statements of the Scheme to be audited as of every31st March and shall prepare an annual report and annual statementof account. The first such audit will be conducted and such annualreport prepared for the period ending March 31st, 2006. TheBoard shall have the financial statements for the Scheme audited bysuch Chartered Accountant(s) as may be appointed for that purposeby the Trustee Company. S.B.Billimoria & Co. Chartered Accountants,have been appointed in such capacity.

Pursuant to Regulation 50 of the SEBI (Mutual Funds) Regulations,1996, the following accounting policies are applicable to the Scheme:

a) For the purposes of the financial statements, the Fund shallmark all investments to market and carry investments in thebalance sheet at market value. However, since the unrealisedgains arising out of appreciation on investments cannot bedistributed, provision shall be made for exclusion of this itemwhen arriving at distributable income.

b) In respect of all interest-bearing investments, income shallbe accrued on a day to day basis as it is earned. Thereforewhen such investments are purchased, interest paid for theperiod from the last interest due date upto the date of purchaseshall not be treated as a cost of purchase but shall be debitedto Interest Recoverable Account. Similarly, interest receivedat the time of sale for the period from the last interest due dateupto the date of sale shall not be treated as an addition to salevalue but shall be credited to Interest Recoverable Account.

c) In determining the holding cost of investments and the gainsor loss on sale of investments, the “average cost” methodshall be followed.

d) Transactions for purchase or sale of investments shall berecognised as of the trade date and not as of the settlementdate, so that the effect of all investments traded during afinancial year are recorded and reflected in the financialstatements for that year. Where investment transactions takeplace outside the Stock Market, for example, acquisitionsthrough private placement or purchases or sales throughprivate treaty, the transaction would be recorded, in the eventof a purchase, as of the date on which the Scheme obtainsany enforceable obligation to pay the price or, in the event ofa sale, when the Scheme obtains an enforceable right tocollect the proceeds of sale or an enforceable obligation todeliver the instruments sold.

e) Where income receivable on investments has been accruedand has not been received for a period of 3 months beyondthe due date, provision shall be made by debit to the revenueaccount for the income so accrued and no further accrual ofincome shall be made in respect of such investment.

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f) When in the case of an open-ended Scheme (like the presentScheme) Units are sold, the difference between the sale priceand the face value of the Unit, if positive, shall be credited toreserves and if negative shall be debited to reserves, theface value being credited to Capital Account. Similarly, whenin respect of such a Scheme (like the present Scheme), Unitsare repurchased, the difference between the purchase priceand face value of the Units, if positive shall be debited toreserves and if negative, shall be credited to reserves, theface value being debited to the Capital Account.

g) In the case of an open-ended Scheme (like the presentScheme), when Units are sold an appropriate part of the saleproceeds shall be credited to an Equalisation Account andwhen Units are repurchased an appropriate amount shall bedebited to Equalisation Account. The net balance on thisaccount should be credited or debited to the Revenue Account.The balance on the Equalisation Account debited or creditedto the Revenue Account should not decrease or increase thenet income of the Fund but is only an adjustment to distributablesurplus. It shall therefore be reflected in the Revenue Accountonly after the net income of the Fund is determined.

h) The cost of investments acquired or purchased would includebrokerage, stamp charges and any charge customarilyincluded in the broker’s bought note. In respect of privatelyplaced debt instruments any front-end discount offered shouldbe reduced from the cost of the investment.

i) To provide appropriate details of the Schemewise deploymentof the assets of the Fund, certain accounting policies andstandards in accordance with the appropriate guidance notesissued by the Institute of Chartered Accountants of India maybe adopted by TAML, and amended from time to time. TheTrustee Company/ TAML may alter these above statedaccounting policies and standards from time to time, and alsoto the extent the guidance notes issued by the Institute ofChartered Accountants of India, and the SEBI (Mutual Funds)Regulations, 1996 change, so as to permit the Scheme togive a true and fair view of its state of affairs. As such theaccounting policies and standards, and the preparation of theannual report and annual statement of account of the Schemewill be in accordance with SEBI (Mutual Funds) Regulations,1996, including Schedule IX and XI thereof.

XIX. TAX TREATMENT OF INVESTMENTS IN MUTUAL FUNDSCertain tax benefits as described below are available, underpresent taxation laws to the Unitholders holding the Units as aninvestment. The information set out below is included for generalinformation purposes only and does not constitute legal or taxadvice. In view of the individual nature of the tax consequences,each investor is advised to consult his or her own tax consultantwith respect to specific tax implications arising out of theirparticipation in the Scheme. Income Tax benefits to the mutual fundand to the unitholder is in accordance with the prevailing tax lawsas certified by S.B. Billimoria & Co., Chartered Accountants, theAuditors of the Scheme.

i. TAX BENEFITS TO THE MUTUAL FUND

Tata Mutual Fund is a Mutual Fund registered with the Securitiesand Exchange Board of India and hence the entire income of theFund will be exempt from income-tax in accordance with theprovisions of Section 10(23D) of the Income-tax Act, 1961 (theAct).

The Fund is entitled to receive all income without any deduction oftax at source under the provisions of Section 196(iv), of the Act.

However, as per the taxation laws in force, read with Chapter VII ofthe Finance (No. 2) Act, 2004 pertaining to Dividend DistributionTax, it is provided that on income distribution, if any, made by theFund, on or after 1 April, 2004, to its Unitholders, being Individualsand Hindu Undivided Family, income-tax will be payable underSection 115R of the Act, at the rate of 14.025 % (inclusive of

surcharge and additional surcharge called Education Cess onincome-tax), and to other Unitholders at the rate of 22.44%(inclusive of surcharge and additional surcharge called EducationCess on income-tax), except, inter alia, in the case of open-endedequity-oriented funds, (i.e. such fund where the investible fundsare invested by way of equity shares in domestic companies tothe extent of more than 50% of the total proceeds of such Fund),where no such tax will be payable.

ii. TAX BENEFITS TO THE UNITHOLDERS

Income Tax

All Unitholders

Income received in respect of units of a mutual fund, where incomedistribution is made on or after 1 April, 2003, would be exempt fromincome-tax in the hands of the unitholders under Section 10(35) ofthe Act.

Tax Deduction at Source

All Unitholders

In view of the exemption of income in the hands of the unitholders,no income tax is deductible at source, on income distribution by theMutual Fund, under the provisions of Sections 194K and 196A of theAct.

iii. Capital Gains Tax

All Unitholders

Under Section 10(38) of the Act, capital gains arising on transfer ofa long-term capital asset held for a period of more than twelvemonths, inter alia, being a unit of an equity-oriented fund (as definedtherein) would be exempt from income-tax, if sale of such unit ismade on or after 1st October, 2004, and such transaction has beenchargeable to securities transaction tax under Chapter VII of theFinance (No. 2) Act, 2004 pertaining to Securities Transaction Tax(STT). The Finance Act, 2005 has increased the STT rates from0.15% to 0.20% on sale of units to the mutual fund and from 0.075%to 0.10% for delivery-based sale through stock exchange.

Under Section 54EC of the Act and subject to the conditions specifiedtherein, taxable capital gains, arising on transfer of a long- termcapital asset, shall not be chargeable to tax to the extent suchcapital gains are invested in certain notified bonds within six monthsfrom the date of transfer. No deduction from the amount of incomewith reference to such investment shall be allowed under section80C after the 1st day of April 2005.

Under Section 54ED of the Act and subject to the conditions specifiedtherein, taxable capital gains (subject to the exemption of long-termcapital gains provided for in section 10(38) of the Act, discussedelsewhere in this Statement) arising from transfer of long term assets,inter alia, being listed securities or units shall not be chargeable totax to the extent such gains are invested in acquiring equity sharesforming part of an “eligible issue of share capital” within six monthsfrom the date of transfer of the long-term assets. Eligible issue ofshare capital has been defined as an issue of equity shares whichsatisfies the following conditions:

l the issue is made by a public company formed andregistered in India; and

l the shares forming part of the issue are offered forsubscription to the public.

No deduction from the amount of income with reference to suchinvestment shall be allowed under section 80C after the 1st day ofApril 2005.

Under Section 54F of the Act and subject to the conditions specifiedtherein, in the case of an individual or a HUF, capital gains (subjectto the exemption of long-term capital gains provided for in section10(38) of the Act, discussed elsewhere in this Statement) arising on

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transfer of a long term capital asset (not being a residential house)are not chargeable to tax if the entire net consideration receivedon such transfer is invested within the prescribed period in aresidential house. If part of such net consideration is investedwithin the prescribed period in a residential house, then such gainswould not be chargeable to tax on a proportionate basis. For thispurpose, net consideration means full value of the considerationreceived or accruing as a result of the transfer of the capital assetas reduced by any expenditure incurred wholly and exclusively inconnection with such transfer.

The following amounts would be deductible from the full value ofconsideration, to arrive at the amount of capital gains :

l cost of acquisition of Units (excluding the SecuritiesTransaction Tax, if any paid on acquisition) as adjusted by CostInflation Index notified by the Central Government in case of longterm capital gain, and

l expenditure incurred wholly and exclusively in connectionwith such transfer.

Under the provisions of Section 94(7) of the Act, loss arising onacquisition/sale/transfer of Units, which are acquired/sold/transferswithin three months prior/after the record date (i.e. the date fixedby the Mutual Fund for the purposes of entitlement of the Unitholdersto receive the income or additional units without any consideration,as the case may be) and sold within nine months after the recorddate, shall be ignored for the purpose of computing incomechargeable to tax to the extent of exempt income received orreceivable on such Units.

Under the provisions of Section 94(8) of the Act, where unitswhich are bought and additional units are allotted without anypayment within three months prior to the record date, which aresold within nine months after the record date, the loss arising onsale on such units bought shall be ignored for the purpose ofcomputing income chargeable to tax and such loss shall be treatedas the cost of acquisition of such additional units.

Foreign Institutional Investors

Long-term capital gains on sale of Units, other than units of anequity oriented fund referred to above, would be taxed at the rateof 20% under Section 115AD of the Act. Such gains, would becalculated without indexation of cost of acquisition.

Short-term capital gains on sale of units of an equity-oriented fundarising after 1 October 2004, would also be taxable under Section111A of the Act, at the rate of 10% if the sale of such unitschargeable to securities transaction tax. Other short-term capitalgains would be taxed at the rate of 30% (subject to the concessionalrate of tax provided for in Section 111A of the Act, discussedelsewhere in this Statement).

The above tax rates would be increased by applicable surcharge,in case of, non-corporate Unitholders, at the rate of 10% thereof,where their income exceeds Rs.10,00,000/- and at the rate of2.5% thereof in case of all corporate Unitholders.

In all cases, additional surcharge at 2%, called Education Cess,will be levied on the aggregate of tax and applicable surcharge, socalculated.

In respect of long term capital gains on sale/redemption of units ofany equity oriented mutual fund would be tax free in the hands of theNRI investor and therefore, the question of deducting any tax atsource does not arise. In any case, even the table of rates specificallyexcludes long term capital gains exempt under section 10(38).Therefore, TAML or the Mutual Fund, as the case may be, need notdeduct any tax at source while remitting money to any NRI at thetime of redemption of units of any equity oriented mutual fund if thesame are held by the NRI for more than 12 months i.e if they are

long term capital assets in the hands of the NRI.

In respect of the capital gains arising to an NRI from the sale of unitsof non equity oriented funds (such as debt funds), the position hasnot changed as compared to the position prevailing before 1st

October, 2004. Therefore, the short term capital gains arising fromsuch units would continue to be taxed at par with normal income ofthe NRI. In such cases, therefore, the Mutual Fund or the AMCwould have to deduct tax at source @ 30% (plus sur-charge andeducation cess). Similarly, long term capital gains arising from suchunits would also continue to be taxed @ 20% and therefore, the rateat which tax is to be deducted at source from such capital gainswould also be 20% (plus sur-charge and education cess).

Other Unitholders

Long-term capital gains in respect of Units, other than units of anequity oriented fund referred to above, held for a period of morethan twelve months, will be chargeable under Section 112 of theAct, at concessional rate of tax, at the rate of 20%, as increasedby the applicable surcharge. An additional surcharge at the rate of2%, called Education Cess, on the aggregate of tax and surchargeis to be levied under the Finance Act.

In case of resident Individuals and Hindu Undivided Families,where taxable income, as reduced by long-term capital gains, isbelow the basic exemption limit, the long-term capital gains will bereduced to the extent of the shortfall and only the balance long-term capital gains will be subjected to the flat rate of income tax(plus applicable surcharge and education cess).

However, where the tax payable on such long-term capital gains,computed before indexation, exceeds 10%, as increased by theapplicable surcharge and additional surcharge, being EducationCess, as provided by the Finance Act, of the amount of capitalgains, such excess tax shall not be payable by the unitholder.

Short-term capital gains in respect of all Units, held for a period ofnot more than twelve months, will be aggregated with other incomeand taxed at rates of tax, including surcharge, applicable to normalincome. However Section 111A, provides that such gains, inrespect of equity oriented fund, will be taxable only at 10% asincreased by the applicable surcharges, if such gains arise after1st October, 2004, and the sale of unit has been chargeable to thesecurities transaction tax.

Tax Deduction at Source

Domestic Unitholders

No income tax is deductible at source from income by way ofcapital gains under the present provisions of the Act However, theprovisions of section 195 of the Act may apply to non-residents(other than Foreign Institutional Investors and long-term capitalgains exempt under section 10(38) of the Act).

Foreign Institutional Investors

Under Section 196D of the Act, no deduction shall be madefrom any income by way of capital gains, in respect of transferof securities referred to in Section 115AD of the Act.

Other Non-resident Unitholders

Part II of the First Schedule to the Act, provides for deduction oftax at source from taxable capital gains at the rate of 20%, wherethey relate to long-term capital gains unless a lower withholdingtax certificate is obtained from the tax authorities, and at themarginal rates, viz. at 30% in case of non-corporate Unitholdersunless a lower withholding tax certificate is obtained from the taxauthorities, and at the rate of 40% unless a lower withholding taxcertificate is obtained from the tax authorities, in case of foreigncorporate Unitholders, in case of short-term capital gains.Surcharge on income-tax will be levied at the rate of 10%, on such

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tax, in respect of non-corporate Unitholders, where their incomeexceed Rs.10,00,000/- and at the rate of 2.5% thereof in case ofall corporate Unitholders. An additional surcharge at the rate of 2%is also to be levied under the Finance Act in all cases on theaggregate of tax and surcharge, so calculated.

Deduction under section 80C

As per the Act, section 80C is inserted from the financial yearcommencing on and from April 01, 2005. As per the section, subjectto the provisions, an individual/HUF is entitled to a deduction fromGross Total Income upto Rs. 1,00,000/- (along with other prescribedinvestments) for amounts invested in any units of a mutual fundnotified under section 10(23D) of the Act, under any plan formulatedin accordance with such scheme as the Central Government maynotify. The scheme is formulated in accordance with the ELSSEquity Linked Savings Scheme, 2005 dated 3/11/2005.

Rebate under section 88E

Section 88E provides that where the total income of a personincludes income chargeable under the head “Profits and gains ofbusiness or profession” arising from sale of units of equity orientedfunds, he shall get rebate equal to the securities transaction taxpaid by him in the course of his business. Such rebate is to beallowed from the amount of income tax in respect of suchtransactions calculated by applying average rate of income tax.

Securities Transaction Tax

All Unit holders

As per Chapter VII of the Finance (No. 2) Act, 2004 pertaining toSTT, the STT shall be payable by the seller at the rate of 0.15 percent on the sale of a unit of an equity-oriented fund to the mutualfund. The Finance Act 2005 has increased the rate from 0.15% to0.2%.

Other Benefit

Investments in Units of the Mutual Fund will rank as an eligibleform of investment under Section 11(5) of the Act read with Rule17C of the Income Tax Rules, 1962, for Religious and CharitableTrusts.

Tax Treaty Benefits

An investor has an option to be governed by the provisions of theAct or the provisions of a Tax Treaty that India has entered intowith another country of which the investor is a tax resident,whichever is more beneficial.

Wealth Tax

Units held under the Schemes of the Fund are not treated asassets as defined under Section 2(ea) of the Wealth Tax Act,1957 and therefore would not be liable to wealth tax.

Gift Tax

The Gift-tax Act, 1958, has ceased to apply to gifts made on orafter 1 October 1998. Gifts of Units, purchased under the Schemes,would therefore, be exempt from gift-tax.

XX. INVESTORS’ RIGHTS & SERVICESi. Rightsl An abridged schemewise annual report shall be mailed to all

the unitholders not later than six months from the date of closureof the relevant accounting year and the full annual report shallbe available for inspection at the head office of the fund and thecopy shall be made available to the unitholders on request onpayment of nominal fees if any.

l Before expiry of one month from the close of each half year, i.e.on 31/3 and 30/9, the fund will publish its unaudited financialresults in the prescribed format as per SEBI Circular MFD/CIR/1/200/2001 dated April 20, 2001 in one national English

daily newspaper and in a newspaper in the language of theregion where the HO of the fund is situated.

l Before expiry of one month from the close of each half yearthat is on 31/3 and 30/9, the fund will publish its scheme portfolioin the prescribed format as per SEBI Circular MFD/CIR/9/120/2000 dated November 24, 2000 in one national English dailynewspaper and in a newspaper in the language of the regionwhere the HO of the fund is situated, or send a copy of thescheme portfolio to all the unitholders.

l Unitholders under the Scheme have a proportionate right in thebeneficial ownership of the assets of TMF under the Scheme.

l The Unitholders have a right to ask the Trustee Companyabout any information which may have an adverse bearing ontheir investments, and the Trustee Company shall be bound todisclose such information to the Unitholders as stated in theclauses “NAV Information” & “Information regarding theScheme”.

l The Unitholders have a right to receive audited annual reportsetting forth the financials of the Scheme as on 31st Marchalong with the entire portfolio in detail.

l The appointment of the Asset Management Company can beterminated by majority of the trustees or by 75% of theunitholders of the scheme.

l The trustees shall ensure that no change in the fundamentalattributes of any scheme or the trust or fees and expensespayable or any other change which would modify the schemeand affects the interest of unitholders, shall be carried outunless:-

(i) a written communication about the proposed change issent to each unitholder and an advertisement is given inone English daily newspaper having nationwide circulationas well as in a newspaper published in the language of theregion where the Head Office of the mutual fund is situated;and

(ii) the unitholders are given an option to exit at the prevailingNet Asset Value without any exit load.”

l Unitholders have the right to inspect all the documents listedunder the clause “Documents Available for Inspection”.

l Under normal circumstances, the Redemption proceeds shallbe despatched within ten Business Days from the date ofRedemption, while income distribution warrants shall bedespatched within 30 days of the declaration of income.

No amendment to the Trust Deed shall be carried out withoutthe prior approval of SEBI and Unitholders approval would beobtained where it affects the interests of unitholders.

ii. Servicesl Register of Unitholders

A register of Unitholders shall be maintained at the office of theAsset Management Company and also at the office of theRegistrar and at such other places as the Trustee Companymay decide and such register shall be conclusive evidence ofownership. The register shall contain the following particulars :

l The names and addresses of the Unitholders

l The number of Units held by each such holder

l The date from which the Unit(s) are held in the name of theholder(s)

l The option opted for making investment

The register may be closed for such time and for such period as theTrustee Company may determine so. However, the register shallnot remain closed for more than 45 business/ working days in anyone year. In the event of a closure of the register for a period orperiods, notice shall be given by way of publication in newspaper(s)

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or other media. Requests for fresh/ ongoing sales, Redemption,switch will not be accepted during the period when the register isclosed. Except when the register is closed, the register shall duringthe business hours subject to such reasonable restrictions as theTrustee Company may impose, but not less than two hours oneach business day, be kept open for inspection by any Unitholder.Subject to the provisions herein contained, the Trustee Companyand TAML shall neither receive notice in respect of any Unit of anytrust express, implied, or constructive, nor shall they be bound toenter any such notice in respect of any Unit in the register exceptwhen so directed by a Court of Competent jurisdiction.

Each Unitholder will receive an updated Account Statement, alongwith a A. S. Number (for control purposes) each time fresh / ongoingsale, partial redemptions / Redemption / switch of Units are madeor any other distributions (other than Income Distribution), if any, inrespect of Units are declared and paid. Fractional Units will becomputed and accounted for upto three decimal places.

iii. Information regarding the SchemeThe AMC / Fund shall also make such periodic disclosures to theUnitholders as are required by the SEBI Regulations and areessential to keep them informed about any information which mayhave an adverse bearing on the Scheme. As such, the disclosureof information, etc. of the Scheme will be in accordance with SEBIRegulations including Schedule XI & XII thereof.

An abridged Schemewise annual report shall be mailed to allunitholders not later than six months from the date of closure of therelevant accounting year and the full annual report shall be availablefor inspection at TAML; a copy shall be made available to theunitholders on request, on payment of nominal Fees, if any. TheAnnual Report and abridged summary thereof shall contain detailsas specified in the Eleventh Schedule of the SEBI Regulations andsuch other details as are necessary for the purpose of providing atrue and fair view of the operations of the mutual fund; Provided thatthe abridged schemewise annual report mailed to unitholders neednot contain full portfolio disclosure, if the full accounts are publishedin newspapers, but should contain details of group companyinvestments such as the name of the company, the amount ofinvestment made in each company of the Group by each schemeand the aggregate investments made by all schemes in the groupcompanies of the sponsor.

The Annual Report of the Asset Management Company will also bedisplayed on the website of the AMC.

Annual Report, Half Yearly Results and Half Yearly Portfolio Statementof Mutual Fund will also be displayed on the website of AMC andAMFI.

Mutual Funds can send account statements annual report, portfoliostatements and other correspondence to the unit holders using e-mail as an alternate mode of communication, with the consent oftheir unitholders.

iv. Meeting and consent of UnitholdersPursuant to Clause 15 of Regulation 18 of the SEBI (Mutual Funds)Regulations, 1996, the Trustee Company shall call for a meetingand obtain the consent of the Unitholders of the Scheme (entirelyat the option of the Trustee Company, either at a meeting of theunitholders or through postal ballot or any other mode ofcommunication in conformity with the Regulations and/or SEBIRegulations) under any of the following circumstances:

l whenever required to do so by SEBI in the interest of theUnitholders.

l upon the request of three-fourths of the Unitholders of theScheme.

l if the Trustee Company determines to wind up the Scheme orprematurely redeem the units.

v. Benefits to the UnitholdersAll benefits accruing / earned under the Scheme in respect of income( not included in NAV ), capital, reserves and surpluses, if any, at thetime of their declaration or otherwise under the Scheme shall beavailable only to the Unitholders who hold the Units at the time of its/ their declaration.

vi. Documents available for inspectionFollowing documents will be available for inspection by theprospective investors / Unitholders on all Business Days between11.00 am and 1.00 p.m. at the Office of Tata Asset ManagementLimited.

l A copy of Memorandum & Articles of Association of TAML.

l A copy of the Custodian Agreement.

l Consent from the Auditors to act in the said capacity.

l SEBI (Mutual Funds) Regulations, 1996.

l A copy of the Offering Circular.

l Copy of the Trust Deed.

l Copy of Memorandum & Articles of Association of TrusteeCompany.

l Copy of Investment Management Agreement.

l Copy of Registration Certificate from SEBI.

l Copy of Agreement with Registrars

l Indian Trusts Act, 1882

XXI. INVESTOR GRIEVANCES REDRESSAL MECHANISMThe complaints by investors are usually received at CAMS,Authorised Investor Service Centres. If the complaints are querieslike non-receipt of certificate, change of address etc. which areonly redressable by the Mumbai office they are answered by thesame. Complaints/ queries solvable at the local Authorised InvestorService Centres are addressed accordingly.

A complete record of complaints received and attended is maintainedand a review is carried out periodically by TAML to ensure promptredressal of complaints.

Yearwise breakup of Investor Complaints

Up to Opening Letters Total Letters LettersBalance Received Attended Balance

31/03/2003 0 15373 15373 15364 9

31/03/2004 9 6966 6975 6975 0

31/03/2005 0 2287 2287 2287 0

31/01/2006 0 2164 2164 2126 38

Conflict of interestThe Trustee Company, the Asset Management Company, theCustodian, the Registrar, any Associate, any Distributor, Dealer,other companies within the Tata group, etc. may from time to timeact (individually and / or jointly) as manager, custodian, registrar,administrator, investment adviser, distributor or dealer or agent ormarketing associate, respectively in relation to, or be otherwiseinvolved in, other Schemes / Funds / Activities (in the same ordifferent capacity) (to the extent permitted under various relevantRegulations), which may have similar investment objectives tothose of the Scheme/ Fund. The Asset Management Company,may for example, make investments for other permitted businessactivities or on its own behalf without making the same available tothe Scheme / Fund. The Asset Management Company/TrusteeCompany will, at all times, have regard in such event to itsobligations to act in the best interests of the Scheme / Fund so faras is practicable, having regard to its obligations to other permittedbusiness activities and will ensure that such transactions areconducted with / by the Scheme / Fund purely on commercialterms/ on an arm’s length basis as principal to principal.

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TAML may, utilise the services of the Companies stated in theclause “Associate Transactions” (& to whom selling commissionhas been paid/provided for their marketing efforts in mobilisingsubscription for the units of the previous schemes of the Fund)and/or the Sponsors, Associates, other Companies within the TATAgroup, Employees or their relatives, etc. for the purpose of anysecurities transactions and distribution and sale of Units / securities,provided that any deal in securities through any broker associatedwith the Sponsors should not be beyond 5% of the quarterlyaggregate purchase and sale of securities by TMF, as per SEBIRegulations and the brokerage or commission paid as perprevailing market practice and/or approved rates is disclosed inthe half yearly annual accounts of the Fund . TAML may, invest inUnits of the Funds / Schemes in TMF (the existing Funds / Schemesincluding the present Scheme and others as may be announced /launched from time to time), only after full disclosure of its intentionto invest has been made in the Offering Circulars. TAML shall notcharge any fees on its investment in Units of the Funds / Schemesin TMF.

TAML shall not act as a Trustee of any Mutual Fund and shall notundertake any other business activities except activities in thenature 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 Fund. Provided that TAML may itself or through its subsidiariesundertake such activities if it satisfies SEBI that its key personnel,the systems, back office, bank and securities accounts aresegregated activity wise and there exist systems to prohibit accessto inside information of various activities. Provided further thatTAML shall meet capital adequacy requirements, if any, separatelyfor each such activity and obtain separate approval, if necessaryunder the relevant Regulations. Please refer to the clauses on“The Asset Management Company” and “Investment Limitations”.

XXII. PENALTIES PENDING LITIGATION OR PROCEEDINGS,FINDINGS OF INSPECTIONS OR INVESTIGATIONS FORWHICH ACTION MAY HAVE BEEN TAKEN OR IS IN THEPROCESS OF BEING TAKEN BY ANY REGULATORYAUTHORITY

1. Cases of penalties awarded by SEBI Act or any of itsregulations against the Sponsor of the Mutual Fund or anycompany associated with the Sponsor in any capacityincluding the Asset Management Company, Trustee Company/Board of Trustees, or any of the Asset Management Companyand Trustee Company. For Sponsor and its associates, otherthan the penalties as mentioned above, the penalties fordefaults in respect of shareholders, debentureholders anddepositors shall also be disclosed. Additionally, penaltiesawarded for any economic offence and violation of anysecurities laws shall be disclosed.

A fine of Rs. 2 lacs has been paid by Tata Asset ManagementLimited. to SEBI (on behalf of the AMC and the Mutual Fund)for disclosure of portfolio statement to Unitholders not beingin the exact format as prescribed by SEBI.

2. Pending material litigation proceedings incidental to thebusiness of the Mutual Fund to which the Sponsor of theMutual Fund or any company associated with the Sponsor inany capacity including the AMC, Board of Trustee/TrusteeCompany or any of the directors or key personnel is a party.Any pending criminal cases against the Sponsor or anycompany associated with the Sponsor in any capacityincluding the AMC, Board of Trustee/Trustee Company orany of the directors or key personnel should be also bedisclosed separately.

“SEBI has filed a with petition before the Bombay High Courtseeking direction to the Additional Metropolitan Magistrate(the Magistrate) to expedite the case in a criminal complaint(for alleged insider trading) initiated by them earlier againstHindustan Lever Ltd. (HLL) and its five Executive Directorswho held such office in March 1996. Thereafter, the Magistratehas taken congnizance of SEBI’s complaint and has directedthe issue of summons to HLL and the five Executive DirectorsMr. S.M. Datta, a director of the Tata Trustee Company Pvt.Ltd., was one of the five Executive Directors of HLL who arebeing proceeded against.”

3. Deficiency in the systems and operations of the Sponsor ofthe Mutual Fund or any company associated with the sponsorin any capacity including the AMC or the Trustee Companywhich SEBI has specifically advised to be disclosed in theoffer document, or which has been notified by any otherregulatory agency, shall be disclosed. – NIL.

4. Enquiry/adjudication proceedings under the SEBI Act and theRegulations made thereunder, that are in progress againstthe Sponsor of the Mutual Fund or any company associatedwith the Sponsor in any capacity including the AMC, Board ofTrustee/Trustee Company or any of the Directors of keypersonnel of the Asset Management Company shall bedisclosed. – NIL.

MISCELLANEOUSStatements in this Offering Circular are, except where otherwisestated, based on the law and practice currently in force in Indiaand are subject to changes therein. The information contained inthis Offering Circular regarding taxation is for general informationpurposes only and is in conformity with the relevant provisions ofthe Income Tax Act, 1961, Wealth Tax Act, 1957, and Gift Tax Act,1958, respectively and has been included relying upon adviceprovided to the Fund by S.B.Billimoria & Co. Chartered Accountants,auditors of TMF, based on the relevant prevailing provisions.Further investments by NRI will also be in accordance with theprovisions of Foreign Exchange Management Act, 1999 and RBIdirections and permissions for offer of units to NRIs/ FIIs. Allnecessary and required permissions have been / are being takenand resolutions have been / are being passed. This Offering Circularis approved by the Trustee Company on 1st December, 2004 and isbeing filled with SEBI.

The contents of the Offer Document including figures, data, yields,etc. have been checked and are factually correct.

All points mentioned in the SEBI (Mutual Fund) Circular MFD/CIR/06/275/2001 dated July 9, 2001 and revised as on December26, 2003 have been included in this Offer Document.

Notwithstanding anything contained in the offer document theprovisions of the SEBI (Mutual Funds) Regulations, 1996 and theguidelines thereunder shall be applicable.

By orderBoard of Directors

Tata Asset Management Limited.

Place: Mumbai H. A. BulsaraDate: 24

th February, 2006 Chief Operating Officer

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AMC OFFICES

West Zone:Mumbai : - Tata Asset Management Ltd., Mulla House, Ground Floor, 51, M.G. Road, Near Flora Fountain Mumbai – 400001. Tel: (022) 56315191, 92,93, Fax:56315194. Ahmedabad: Tata Asset Management Ltd., 702, “Abhijeet-1”, Netaji Marg, Mithakhali Circle, Navarangpura, Ahmedabad – 380009. Tel: (079) 55418989,26466080. Jaipur : Tata Asset Management Ltd., M-3(A), Sangam Tower, Church Road, Jaipur – 302001. Tel: (0141) 5105177 / 78 / 2387387. Pune: Tata AssetManagement Ltd, 14, Karnik Heritage, 1225 D Shivaji Nagar, Off F.C.Road, Near Hotel Roopali, Opp Venus Traders, Pune – 411004. Tel: (020) 56052827 / 8 / 9.Telefax: (020) 4052829 Surat: Tata Asset Management Ltd., 421, Jolly Plaza, Near Collectors Office, Next to G.P.College, Athwa Gate, Surat – 395001. Tel: (0261)5554418 / 19, Mob. 9824020023 Rajkot : Amit Desai, Tata Asset Management Ltd., 20–Milpara, Raghuvir Park, Rajkot. Mob: 9824218185. Nagpur: VeerendraKothekar, Tata Asset Management Ltd., Near RSS Building, Garud Kamb Road, Mahal, Nagpur - 440 002. Mob: 9373127111. Nasik: Santosh Trivedi, Tata AssetManagement Ltd., 2-Shriji Housing Society, Behind SBI Colony, Indira Nagar, Nasik – 9. Mob: 9823246886.North Zone:Chandigarh: Tata Asset Management Ltd., Cabin No.22, 2nd Floor, Meeting Point. S.C.O. 487 – 488, Near ICICI Bank, Sector 35 – C, Chandigarh – 160022. Tel:(0172) 5087322 (D), 2603771, 2604463 extn. 231. Fax: (0172) 2603770. Kanpur : Tata Asset Management Ltd., Survey No. 419 / 1, Agarwal Building, AdjoiningOriental Bank of Commerce, The Mall, Cantts, Kanpur – 208004. Tel: (0512) 2306066. Fax: (0512) 2306065 New Delhi: Tata Asset Management Ltd., 710 – 712,7th Floor, Prakashdeep Bldg, 7 Tolstoy Marg, Connaught Place, New Delhi – 110001. Tel: (011) 55303252 / 53. Mob: 9810070252.Lucknow: Tata AssetManagement Ltd., Office No. 4, 1st Floor, Centre Court Building, Adjacent Saran Chamber – 1, 3C, 5 - Park Road, Lucknow – 226001. Tel: (0522) 2235386. Mob:9415093014.Ludhiana: Tata Asset Management Ltd., Cabin No. 301, 3rd Floor, SCO 18, Opp. Ludhiana Stock Exchange, Feroze Gandhi Market, Ludhiana – 141001. Punjab Tel: (0161) 5503366 / 5089667. Mob: 9872405496. Indore: Atul Bhagtya, Tata Asset Management Ltd., 112, Shrinagar Extention, Indore – 452 018.Tel: 0731-4201806 / 07. Bhopal: Swadesh Dubey, Tata Asset Management Ltd., MF-12, Block – A, Mansarover Complex, Near Habibganj Railway Station, Bhopal– 462 016. Tel – 0755-5229379. Mob: 9826826646. Varanasi: Mr. Rakesh Kumar (Asst. Manager), Rashmi Nagar Colony, D – 31 / 82, K-6 Lanka, Varanasi. Mob:9839177665.South Zone:

Bangalore: Tata Asset Management Ltd., 708, 7th Floor, Barton Centre, Adjacent to M G Road Foodworld Outlet, 84, Mahatma Gandhi Road, Bangalore – 560001.Tel: (080) 25588895 / 96, 55335986 / 87.Chennai: Tata Asset Management Ltd., Flat – C, 1st Floor, Ashika Chambers, Opp. Cars India Showroom, Next to SatyamBuilding, 22, Chamiers Road, Teynampet, Chennai – 600018. Tel: (044) 24320032 / 33, 55510243. Fax: 52031558.Cochin: Tata Asset Management Ltd., 2nd Floor,Ajay Vihar, Jos Junction, Next to Hotel Avenue Regent, M.G.Road, Cochin 682016. Tel: (0484) 2377580 / 520. Telefax: (0484) 2377581. Coimbatore: Tata AssetManagement Ltd., 208, Gowtham Arcade, 3rd Floor, T.V.Samy Road (East), Near Post Office, R.S.Puram, Coimbatore – 641002. Tel: (0422) 5365635. Mob:9843552399. Hyderabad: Tata Asset Management Ltd., 6 – 3 – 637, Flat. No. 202, 2nd Floor, Akaksh Ganga Complex, Khairtabad Circle, Hyderabad – 500004. Tel:(040) 55510249, 55548290. Fax: 3395837.Vijaywada: N.V. Pradeep, Tata Asset Management Ltd., 27-7-12, Ramanagar, Gokul Buildings, Jonnavithulavari Veedhi,Vijaywada – 3. Mob: 9848924240.Trivandrum: Mr. Anil Kumar R, Tata Asset Management Ltd.., 2nd Floor, Akshaya Towers, Sasthamangalam, Trivandrum – 695010. Mob: 9895242700. Vishakapatnam: - 9885555900.

East Zone:Bhubaneshwar: Tata Asset Management Ltd., Narayan Market Complex, 2nd Floor, Janapath, 48 – Ashok Nagar, Bhubaneshwar – 751009. Tel: (0674) 2533818.Mob: 9437056196. Kolkatta : Tata Asset Management Ltd., Tata Centre, 1st Floor, 43, Jawaharlal Nehru Road, Kolkatta – 700071. Tel: (033) 22881534, 22883413/ 15. Fax: (033) 22881535. Jamshedpur: Tata Asset Management Ltd., C/o. Mithila Motors Ltd. Building, 1st Floor, Bistupur Main Road, Jamshedpur – 831004.Tel: (0657) 2756021 / 22 / 23 / 30. Fax: (0657) 2756030. Ranchi: Tata Asset Management Ltd., C/o, Mr. Alok Sinha (Works Manager), M/s JJ Industries CorporationWorkshop, Under Overbridge Nivaranpur, Main Road, Ranchi – 834 001. Chhatrisgarh. Mob: 9835190809. Guwahati: Bineet Singh, C/o, Mr. A. R. Laskar, HouseNo. 6, Lalmati (South Sarania), P. O. Silpukhuri, Guwahati – 3. Mob: 9864176896. Raipur: Ravi Mallick Tata Asset Management Ltd., 11 / 297, Shivanand Nagar,

Sector – 2, P.O. WRS Colony, Raipur – 492 008. Chhattisgarh. Mob: 9826458295.

COMPUTER AGE MANAGEMENT SERVICES (P) LTD.Agra : Mr. Pankaj Jain, CAMS Transaction Point, F-39/203, Sky Tower, Sanjay Place, Agra - 282002, Tel.: 0562 – 252 1812 Email ID: [email protected] Ahmedabad: Mr. Mukesh Shah / Mr. Bangdiwala, CAMS Investor Service Center, 402-406, 4th Floor - Devpath Building, Off C G Road, Behind Lal Bungalow, Ellis Bridge, Ahmedabad- 380006 , Phone- (079) 2642 4940, 2646 4929 Fax: 2642 4950, E Mail: [email protected] Allahabad : Ms. Preeti Agarwal, CAMS Transaction Point, 1st Floor,Chandra Shekhar Azad Complex, (Near Indira Bhawan), 5, S.P. Marg, Civil Lines, Allahabad – 211001 Tel.: 0532 – 260 1602 Email ID: [email protected] Amaravati: Mr. Rahamathullah, CAMS Transaction Point, 81, Gulsham Tower, Near Panchsheel Amaravati - 444 601, Tel.: 0721 – 3099512, Email ID: [email protected],Amritsar : Mr. Sanjay Kapoor, CAMS Transaction Point, 378-Majithia Complex, 1st Floor, M. M. Malviya Road, Amritsar – 143001 , Tel.: 0183 – 221 1194 Email ID:[email protected] Aurangabad : Mr. Mohd. Rahmatullah, CAMS Transaction Point, Office No. 1, 1st Floor, Amodi Complex, Juna Bazar, Aurangabad - 431 001 Tel.:0240 – 2363 664 Email ID: [email protected] Bangalore : Mrs. Girija Raman / Mr. Perviz, CAMS Investor Service Center, Trade Centre, 1st Floor, , 45, Dikensen Road( Next to Manipal Centre ), Bangalore – 560 042, Tel.: 080 – 3094 1357 / 3094 2468, E Mail : [email protected], Bhubaneswar : Mr. Subrat Mishra / Mr. Kailash, CAMSInvestor Service Center, 101/ 7, Janpath, Unit – III , Bhubaneswar : 751 001, Tel.:(0674) 253 4909, 253 5395 Fax : 253 4777, E Mail : [email protected] Belgaum: Mr Megharaj Habib, CAMS Transaction Point, No. 21, Ground Floor, Arvind Complex, 1552, Maruti Galli, Belgaum-590 002 Tel.: 0831 – 2425 305 Email ID:[email protected] Bhilai : Mr. Sanjay Kumar, CAMS Transaction Point, 209 , Khichariya Comple, Opp IDBI Bank, Nehru Nagar Square, Bhilai - 490 020 Tel.: 0788– 505 0568 Email ID: [email protected] Bhopal : Mr. Ashish Ojha, CAMS Transaction Point, C-12, 1st Floor, Above Life Line Hospital, Zone-I, M.P.Nagar, Bhopal– 462011 (M.P.) Tel.: 0755 – 528 5266, Email ID: [email protected] Calicut : Mr Nijas, CAMS Transaction Point, 17/28, H 1st Floor, Manama Towers, Marvoor Road,Calicut – 673 001, Tel.: 0495 – 272 3173, Email ID: [email protected] Chandigarh : Mr. Ramesh Bhatia / Mr. Jagjith Singh , CAMS Investor Service Center, SCO 154-155, 1st Floor, Sector 17-C, , Chandigarh-160017., Phone: (0172) – 2706 651 , 2711 325 Fax : 2705 217 , E Mail: [email protected], Chennai : Mr. Somakumar /Venkatesh Pai , Computer Age Management Services Pvt. Ltd., Ground Floor , A & B. Lakshmi Bhawan , 609. Anna Salai , Chennai - 600 006 , Phone: (044) – 2829 5163, 28291549 Fax: 2829 5403, E Mail: [email protected],Cochin : Mr.George Varghese / Mr. Datta , CAMS Investor Service Center, 40 / 9633 D, Veekshanam Road,, NearInternational hotel, Cochin – 682 035, E Mail: [email protected], Coimbatore : Mr.Vetrivel / Ms. Kalpana, CAMS Investor Service Center, 66. Lokamanya Street(West) , Ground Floor, , R.S.Puram, , Coimbatore - 641 002, Phone: (0422) 5369 575, 5369 576 , E Mail: [email protected] Dhanbad : Mr. Gopal Agarwal, CAMSTransaction Point, Urmila Towers, Room No: 111(1st Floor), Bank More, Dhanbad - 826 001 Tel.: 0326 - 230 4675 Email ID: [email protected] Dehradun : Ms.Monika, CAMS Transaction Point, 81, Chakrata Road, Dehradun - 248 001, Tel.: 0135 - 271 3233 Email ID: [email protected] Durgapur : Mr. Falguni Ghosh, CAMSTransaction Point, SN- 10, Ambedkar Sarani, City Centre, Durgapur – 713216 Tel.: 0343 – 254 8190 Email ID: [email protected] Guntur : Mr. A. S.Raju, CAMSTransaction Point, Shyamsunder Golden Towers, Ground Floor 3rd Lane, Brodipet, Adjacent to Over-bridge, Guntur - 522 002 Tel.: 0863 – 5580 838 Email ID:[email protected] Guwahati : Mr. Prodipta Bhattacharjee, CAMS Transaction Point, A.K. Azad Road, Rehabari, Guwahati –781008, Tel.: 0361 – 260 7771, EmailID: [email protected], Hubli : Mr. Veeresh CAMS Transaction Point, No.208, ‘ A ‘ Block,1st Floor, Kundagol Complex, Opp. Court, Club Road, Hubli - 580029, Tel.:0836 – 225 1213, Email ID: [email protected], Indore : Ms. Kavita Dalal / Mr. Manoj, CAMS Investor Service Center, Dalal Chambers, 101.Sagarmatha Apartments,, 1st Floor, 18 / 7 MG Road, , I ndore - 452 003, Phone: (0731) 252 8609, 252 9261, E Mail : [email protected], Mr. K.K.Khilnani / Mr. Pintu, CAMS Investor ServiceCenter, G-III, Park Saroj , Behind Ashok Nagar Police Station , R-7, Yudhisthir Marg ,C-Scheme , Jaipur - 302 001, Phone 0141 – 222 0948 / 222 0951, E Mail :[email protected], Jalandhar : Mrs. Monisha Sikka, CAMS Transaction Point, 367/8, Central TownOpp. Gurudwara Diwan Asthan, Jalandhar - 144001, Tel.: 0181– 2456336 Email ID: [email protected], Jamnagar : Mr. Manish Bhuva, CAMS Transaction Point, 207/209, K.P. Shah House I, K.V. Road, Jamnagar - 361 001, Tel.:0288 - 255 8467, 0288 – 3111909 Email ID: [email protected], Jamshedpur : Mr. Subrat Mishra, CAMS Transaction Point, Panch Bhawan, ‘R’ Road, Bistupur,Gr.Floor, (Near Rajasthan Bhawan), Jamshedpur – 831 001 Tel.: 0657 – 310 5930 Email ID: [email protected] Jodhpur : CAMS Transacation Point, 1/5, Nirmal Tower,,Ist Chopasani Road, , Jodhpur – 342 003, Tel.: 0291 – 309 2892 / 262 8039 , Email ID: [email protected], Kanpur : Mr. Rishi Ranjan / Mr. Ashish , CAMS InvestorService Center, G – 27,28 – Ground Floor , City Centre, 63/ 2, The Mall, Kanpur – 208 001, Phone: (0512) 230 6668, 230 6685, E Mail: [email protected], Kolkata: Mr. Sukumar / Ms. Keya Banerjee, Computer Age Management Services Pvt Ltd., “LORDS Building”, 7/1,Lord Sinha Road, Ground Floor, Kolkata – 700 071, Phone: ( 033) 3058 2297/3058 2285/3058 2303 Fax : 033 3058 2288 , E Mail: [email protected], Kota : Mr. Prabhat Gupta, CAMS Transaction Point, B-33 ‘Kalyan Bhawan’,Triangle Part ,Vallabh Nagar, Kota – 324 007 Tel.: 0744 – 2505 452 Email ID: [email protected], Lucknow : Mr. Sandeep Das / Mr. Dinesh, CAMS Investor ServiceCenter, No.3.First Floor , Saran Chambers 1,, 5. Park Road , Lucknow – 226 001 , Phone: ( 0522 ) – 2237309 Fax : 2237310 , E Mail: [email protected], Ludhiana: Mr.Rajesh Dewan / Mr. Ajay, CAMS Investor Service Center, Shop no. 20-21 ( Ground Floor ), Prince Market, near Traffic Lights, Sarabha Nagar Pulli, Pakhowal Road, P.O:Model Town, Ludhiana - 141 002, Tel.:(0161) 501 7502 , 241 0279 Fax : 245 8840, E Mail : [email protected], Madurai : Mr. S Duramimurthy, CAMS Transaction

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Point 86/71A, Tamilsangam Road, , Madurai - 625 001 , Tel.: 0452 - 2622 682 , Email ID: [email protected], Manipal : Mr. Ravi, CAMS Transaction Point, AcademyAnnex, First Floor , Opposite Corporation Bank, , Upendra Nagar, , Manipal – 576104, Tel.: 0820 – 257 3333, 529 2033, Email ID: [email protected], Merrut : Mr.Pankaj Jain, CAMS Transaction Point, 108 Ist Floor Shivam Plaza, Opposite Eves Cinema, Hapur Road, Merrut – 250 002, Tel.: 0121 – 2400 700 Email ID:[email protected], Mangalore : Mr. Veeresh Inchalmath / Mr. Raghavendra, CAMS Investor Service Center, 6. First Floor, West Gate Terminus, Falnir Road, Opp. UnityHealth Complex, Highlands , Mangalore – 575 002, Phone: (0824) 243 6567, 525 2525, E Mail : [email protected], Moradabad : Mr. Manoj Jain, CAMS TransactionPoint, B-612 ‘Sudhakar ’, Lajpat Nagar, Moradabad – 244 001, Tel.: 0591 - 3092844, Email ID: [email protected] , Mysore : Mr. ST Patil, CAMS Transaction Point,No.3, 1st Floor, , CH.26 7th Main , 5th Cross , (Above Trishakthi Medicals) , Saraswati Puram, Mysore – 570 009, Tel.: 0821 – 309 1244 / 234 2182, Email ID:[email protected], Mumbai : Mr. R.Vaidyanathan / Mr. Jalson , Computer Age Management Services Pvt. Ltd., Rajabahdur Compound, Ground Floor, Opp AllahabadBank, Behind ICICI Bank, 30, Mumbai Samachar Marg, Fort,, Mumbai – 400 023, Phone: 22702414, 22702415, 22702416, 22622903,22622904 , Fax: 22622561, E Mail:[email protected], Nagpur : Ms. Anitha Mokha / Ms. Geetha, CAMS Investor Service Center, 145 Lendra Park,Behind Shabari,, New Ramdaspeth, , Nagpur – 440010., Phone: (0712) 253 2447, 253 7321 Fax: 254 1449, E Mail: [email protected], Nasik : MR Raman Balkisan Dhoot, CAMS Transaction Point, “VarshaBungalow”, , 1st Floor, Near Rungtha High School, 493, Ashok Stambh, Nasik - 422001, Tel.: 0253 - 257 7449 Email ID: [email protected], New Delhi : Mr. SureshKalra / Mr. Felix, Computer Age Management Services Pvt. Ltd., 304-305 III Floor, Kanchenjunga Building, 18, Barakhamba Road, New Delhi - 110 001., Phone: ( 011 ) 23353831, 2335 3832 , 2335 3833 Fax: 2335 3834, E Mail: [email protected], Nellore : Mr. Srinivas, CAMS Transaction Point, Shop No.13, First Floor, KAC Plaza, RR Street, Nellore – 524 001 Tel.: 0861 – 5512 582, Email ID: [email protected] ,Panaji Goa : Mr. Vivekanand / Mr. Sudhil , CAMS Investor Service Center, No.108,1st Floor, Gurudutta Bldg,, Above Weekender, M G Road, , Panaji Goa-403 001, Phone (0832) - 5645787, 2424527 , Fax: 242 4529 , E Mail: [email protected],Patiala : Mr. Vikas Gupta, CAMS Transaction Point, 35, New lal Bagh Colony, Patiala – 147001 Tel.: 0175 – 222 9633, 309 3724 Email ID: [email protected], Patna: Mr. Sunil Kumar / Mr. Anand Kumar, CAMS Investor Service Center, Kamlalaye Shobha Plaza (1st Floor) , Behind RBI Near Ashiana Tower, Exhibition Road, Patna – 800001 , Tel.: ( 0612 ) 2322 206, Email : [email protected], Pondicherry : Mr. Hashim, CAMS Transaction Point, 25, First Floor, Jawaharlal Nehru Street, Pondicherry– 605 001 Tel.: 0413 – 222 0575 / 233 5722 Email ID: [email protected], Pune : Mr. Yatin Desai / Mr. Kamaal, CAMS Investor Service Center, Nirmiti Eminence, OffNo. 6, I Floor, Opp Abhishek Hotel Mehandale Garage Road, , Erandawane , Pune – 411 004, Tel.: 020 – 3028 3003, 3028 3004. , Fax: 020 – 2541 2294, E Mail:[email protected], Raipur : Mr. Ajay Maloo, CAMS TRANSACTION POINT, C-23, Sector 1 , Devendra Nagar , Raipur – 492004 Tel.: 0771 – 309 0830 Email ID:[email protected], Rajahmundry : Mr. Pavan Kumar, CAMS Transaction Point, D.no 7-27-4, Krishna Complex, Baruvari Street, T Nagar, Rajahmundry – 533101, Tel.:0883 – 5565531, Email ID: [email protected], Rajkot : Mr. Kalpesh Mehta, CAMS Transaction Point 111, Pooja Complex , Harihar Chowk , Near GPO , Rajkot -360001 , Tel.: 0281 - 2241 399 , Email ID: [email protected], Ranchi : Mr. Praveen Sharma, CAMS Transaction Point, 223,Tirath Mansion (Near Over Bridge),1st Floor,Main Road, Ranchi – 834 001, Tel.: 0651 – 309 5122, Email ID: [email protected], Rourkela : Mr Amit, CAMS Transaction Point, 1st Floor , Mangal Bhawan , PhaseII , Power House Road , Rourkela – 769001, Ph: Ph : 0661 2513098, Email : [email protected], Salem : Mr. AR Palaniappan, CAMS Transaction Point 28, I Floor, Advytha Ashram Road , Salem - 636 004 , Tel.: 0427 - 244 6338 , Email ID: [email protected], Secunderabad : Mr.Bhavanarayanan / Mr. Ramakrishna, CAMS InvestorService Center, 102, First Floor , Jade Arcade, Paradise Circle, Secunderabad - 500 003, Phone- 040 - 5532 1531 , 5532 1532 Fax : 5532 1531, E Mail: [email protected],Siliguri : Mr. Sunando Sarkar, CAMS Transaction Point, No 8, Swamiji Sarani, Ground Floor,, Hakimpara, Siliguri – 734401, Tel.: 0353 - 221 6065, Email ID:[email protected], Surat : Mr. Ashish Engineer / Pragna Engineer, CAMS Investor Service Center, Niva Apartments,, Above Sagrampura-Rudarpura Co-op Bank, ,Bhatia Street, Nanpura, Surat – 395001, Phone: (0261) – 246 4887 / 246 4679 / 246 2531, E Mail : [email protected], Trichur : Mr. Sibu K A, CAMS TRANSACTIONPOINT, VIII/350/15, O K John Memorial Building , Ekkanda Warrier Road , Trichur – 686 001 Tel.: 0487 – 2420646, Email ID: [email protected], Trichy : Mrs V Jothi,CAMS Transaction Point, No 8, I Floor, 8th Cross West Extn., Thillainagar, , Trichy - 620 018 , Tel.: 0431 - 274 1717 , Email ID: [email protected], Trivandrum : Mr.Viji Thomas, CAMS Transaction Point, Tc 15 / 2012,, Sheelatha Building,, Womens’ College Lane,, Vazuthacadu,, Trivandrum – 695 014, Tel.: 0471 – 3950 414, Email ID:[email protected], , Udaipur : Mr. Rajesh Surana, CAMS Transaction Point, 32, Ahinsapuri, Fatehpura Circle, Udaipur – 313004, Tel.: 0294 - 3091722, Email ID:[email protected], Vadodara : Mr. Satish Shah / Mr. Dilip Shah , CAMS Investor Service Center, 109 - Silver Line, Besides world Trade Centre, Sayajigunj, Vadodara– 390 005., Phone: (0265) – 222 5146, 236 2412, E Mail: [email protected], Varanasi : Mr Deepak Kumar Gujrati, CAMS Transacation Point, C 27/249 - 22A,Vivekanand Nagar Colony, , Maldhaiya, , Varanasi – 221002 , Tel.: 0542 – 220 8546 / 311 3810, Email ID: [email protected], Vijayawada : Mr. BVD Prasad, CAMSTransaction Point 40-1-48/2, Bandar Road, Adj. To HDFC Bank, Vijayawada – 520010, Tel.: 0866 – 559 5657, Email ID: [email protected], Valsad : Mr. Kausik Mistry,CAMS Transaction Point, C/o. CAD House, Siddhivinayak Complex,, F-1, First Floor, Avenue Building,, Near R.J.J. School,, Tithal Road, , Valsad – 396001, Tel.: 02632 – 249957, Email ID: [email protected], Visakhapatnam : Mr. Sastry / Mr. Murthy , CAMS Investor Service Center, 47/ 9 / 17, 1st Floor,, 3rd Lane , Dwaraka Nagar ,Visakhapatnam - 530 016. , Phone: (0891) – 2598 875, 2540 175, E Mail: [email protected].

Contact : 1-600-33-4449