Download pdf - IMPORTANT NOTICE - Kotak Securities Ltd. Online Trading · 1 IMPORTANT NOTICE Investing in mutual fund schemes involves certain risks and considerations associated generally with

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IMPORTANT NOTICE Investing in mutual fund schemes involves certain risks and considerations associated generally with making investments in securities. The value of the Scheme’s investments may be affected generally by factors affecting financial markets, such as price and volume, volatility in interest rates, currency exchange rates, changes in regulatory and administrative policies of the Government or any other appropriate authority (including tax laws) or other political and economic developments. Consequently, there can be no assurance that the Scheme offered in this Offer Document would achieve the stated objectives. The NAV of the Units of the Scheme may fluctuate and can go up or down. Past performance of the schemes managed by the Sponsors or their affiliates or the Asset Management Company is not indicative of the future performance of the Scheme nor will the performance of the Scheme, following the commencement of the operations, be indicative of the Scheme’s future performance. Prospective investors are advised to review this Offer Document carefully and in its entirety and consult their legal, tax and financial advisors to determine possible legal, tax and financial or any other consequences of subscribing to, purchasing or holding Units under the Scheme, before making an application to subscribe or purchase the Units. ICICI Prudential Mutual Fund (the Fund) and ICICI Prudential Asset Management Company Limited (the AMC), have not authorized any person to give any information or make any representations, either oral or written, not stated in this Offer Document in connection with issue of Units under the Scheme. Prospective investors are accordingly advised not to rely upon any information or representations not incorporated in this Offer Document. Any subscription, purchase or sale made by any person on the basis of statements or representations which are not contained in this Offer Document or which are inconsistent with the information contained herein shall be solely at the risk of the investor. Unitholders / investors are requested to read and understand the Offer Document, Key Information Memorandum and risk factors furnished with the scheme in which they seek to make investments or in which they have invested. Unitholders / Investors are urged not to rely upon or be mislead by any oral promises or statements made by the distributors / intermediaries of the Mutual Fund and it is brought to the special attention of investors that the AMC / Mutual Fund will not be liable for mis-statement or communication by agents / distributors which are not previously expressly authorized / approved by the AMC / Mutual Fund. AMC, Trust and the Fund shall not be responsible for any claims made by the Unitholders / Investors based on such oral promises made by the distributors / intermediaries. The current Regulations impose certain restrictions and conditions on the AMC for entering into transactions with the Sponsors and their associates on behalf of the Fund. These restrictions include: a) Purchase or sale of securities through any broker associated with the Sponsors or through a firm which is an

associate of the Sponsor(s) shall not exceed an average of 5% of the aggregate purchases and sale of securities made by the Fund in all its Schemes in a block of any three months.

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

c) The Mutual Fund Scheme shall not make any investment in: 1. any unlisted security of an associate or group company of the Sponsor; or 2. any security issued by way of private placement by an associate or group company of the Sponsor; or 3. the listed securities of group companies of the Sponsor which is in excess of 25% of its net assets.

In this Offer Document, all references to “$” are to United States of America Dollars, “£” to Pound Sterling of United Kingdom and “Rs.” to Indian Rupees. The Reference Exchange Rate between the United States Dollar and the Indian Rupee has been taken at $1 = Rs.45.76 and UK£ and Indian Rupee at 1£=Rs.84.82. This Offer Document is dated June 11, 2007.

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TABLE OF CONTENTS 1. Highlights ....................................................................................................................................................................... 6 2. Risk Factors .................................................................................................................................................................... 8 3. Due Diligence Certificate ............................................................................................................................................. 16 4. Definitions .................................................................................................................................................................... 17 5. Summary – ICICI Prudential Interval Fund Quarterly Interval Plan-II ....................................................................... 19 6. Constitution of the Mutual Fund................................................................................................................................... 21 a) The Sponsors ......................................................................................................................................................... 21 b) The Trustee Company ........................................................................................................................................... 22 i. Directors ......................................................................................................................................................... 23 ii. Rights and Obligations of the Trustee............................................................................................................ 24 iii. Trusteeship Fees............................................................................................................................................. 27 c) Management of Asset Management Company (AMC)......................................................................................... 27 i. Board of Directors of the AMC...................................................................................................................... 28 ii. Powers, Duties & Responsibilities of the AMC............................................................................................. 32 iii. Key Employees of AMC & relevant experience............................................................................................ 32 iv. Fund Manager ……………………………………………………………………………………………… 39 v. Compliance Officer ........................................................................................................................................ 39 vi. Investor Relations Officer .............................................................................................................................. 39 d) Auditors ................................................................................................................................................................. 39 e) Registrar................................................................................................................................................................. 39 f) Custodian ............................................................................................................................................................... 39 7. Investment Objectives & Policies .............................................................................................................................. 41 Fundamental Attributes of the Scheme......................................................................................................................... 41 a) Type of the Scheme ............................................................................................................................................... 41 b) Investment Objective............................................................................................................................................. 41 c) Investment Pattern & Investment Policies ............................................................................................................ 41 d) Asset Allocation Pattern ………………………………………………………………………………………... 41 e) Change in Investment Pattern................................................................................................................................ 42

f) Terms of the Scheme ............................................................................................................................................. 42 g) Change in Fundamental Attributes........................................................................................................................ 44

h) Investment Strategy .............................................................................................................................................. 44 i) Position of debt market in India ……………………………………………………………………………….. 44

j) Portfolio Turnover ................................................................................................................................................. 45 k) Procedure followed for investment decisions………………………………………………………………….. 45 l) Exposure to Derivatives ........................................................................................................................................ 46 m) Investment Restrictions for the Scheme................................................................................................................ 47 n) Underwriting by the Fund ..................................................................................................................................... 48 o) Computation of Net Asset Value........................................................................................................................... 48 p) Accounting Policies & Standards.......................................................................................................................... 51 8. Units & The New Fund Offer .................................................................................................................................... 53 General Information...................................................................................................................................................... 53 a) Minimum Subscription Amount............................................................................................................................ 53 b) Offer Price ……………………………………………………………………………………………………….53 c) New fund offer period ........................................................................................................................................... 53 d) New Fund Offer Expenses..................................................................................................................................... 53 e) Options and Investment plans offered under the Scheme ..................................................................................... 53 f) Pledge of Units for Loans ...................................................................................................................................... 53 g) How to Switch ....................................................................................................................................................... 53

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h) Who can Invest? .................................................................................................................................................... 54 i) How to Apply?....................................................................................................................................................... 54 i. New Fund Offer ............................................................................................................................................. 54 ii. Resident Investors - Mode of Payment .......................................................................................................... 55 iii. NRIs & FIIs .................................................................................................................................................... 55 iv. Mode of Payment on Repatriation Basis........................................................................................................ 56

v. Mode of Payment on Non-Repatriation Basis................................................................................................ 56 vi. Investments of the minor Investor on attaining Majority ………………………………………………….. 56

vii. Application under Power of Attorney/Body Corporate/Registered Society/Partnership............................... 56 viii. Joint Applicants.............................................................................................................................................. 57 ix. Nomination Facility........................................................................................................................................ 57 j) Issuance of Units/Refund ...................................................................................................................................... 57 k) Account Statements ............................................................................................................................................... 57 l) Refunds.................................................................................................................................................................. 57 m) Redemption of Units.............................................................................................................................................. 58 i. Redemption Price ........................................................................................................................................... 58

ii. Applicable NAV............................................................................................................................................. 59 iii. Cooling off period for web based transactions …………………………………………………………….. 59

iv. How to Redeem? ............................................................................................................................................ 59 v. Payment of Proceeds ...................................................................................................................................... 60 vi. Non receipt of email communication by investor …………………………………………………………..60

vii. Redemption by NRIs/ FIIs ............................................................................................................................. 60 viii Effect of Redemptions.................................................................................................................................... 61

ix Fractional Units .............................................................................................................................................. 61 x Signature mismatch cases ………………………………………………………………………………….. 61

xi Right to Limit Redemptions........................................................................................................................... 61 xii. Suspension of Sale and Redemption of Units ................................................................................................ 61 xiii. Permanent Account No. …………………………………………………………………………………... 62 xiv. Dormant Account Locking ………………………………………………………………………………… 62 xv. Unique Identification Number …………………………………………………………………………….. 62

o) Purchase of Units after the New fund offer period................................................................................................ 62 i. Purchase Price ................................................................................................................................................ 62 ii. How to Purchase?........................................................................................................................................... 63 iii. Purchase by NRIs ........................................................................................................................................... 63

iv. Applicable NAV............................................................................................................................................. 63 p) Prevention of Money Laundering ………………………………………………………………………………. 63 q) Pan Based KYC Process ………………………………………………………………………………………. 64

9. Load Structure, Fees and Expenses .......................................................................................................................... 66 a) Load Structure of the Scheme …………………………………………………………………………………...66

b) Fees and Expenses of the Scheme......................................................................................................................... 66 i. Estimated Recurring Expenses....................................................................................................................... 66 ii) Fees and Expenses of the Existing Scheme........................................................................................................... 67 i. New Fund Offer Expenses of the past scheme............................................................................................... 67 ii. Condensed Financial Information .................................................................................................................. 68 10. Unitholders Rights and Services................................................................................................................................ 91 a) Investors Services.................................................................................................................................................. 91 b) Ease of Transactions.............................................................................................................................................. 91 i. Customer Service Centers in major metros.................................................................................................... 91 ii. Process transactions in a timely manner ........................................................................................................ 91 c) Problem Resolution ............................................................................................................................................... 91

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d) NAV Information .................................................................................................................................................. 92 e) Disclosure of information under the Regulations.................................................................................................. 92 f) Rights of Unitholders of the Scheme..................................................................................................................... 92 g) Duration of the Scheme/Winding up..................................................................................................................... 93 h) Procedure and manner of Winding up................................................................................................................... 93 i) Tax Benefits........................................................................................................................................................... 93

1) To the Mutual Fund……………………………………………………………………………………….. 94 2) To the Unitholders.......................................................................................................................................... 94

2.1 Income received from mutual fund ……………………………………………………… ............................. 94 2.2 Long term capital gains on transfer of units……………………………………………………………………94

i. For Individuals and HUFs………………………………………………………………………….……94 ii. For Partnership Firms, Non-Residents, Indian Companies/Foreign Companies …………………. …...94 iii. For Non-resident Indians ………………………………………………………………………….. …..95 iv. For Overseas Financial Organisations and Foreign Institutional Investors fulfilling conditions laid down

under section 115AB (Offshore Fund).................................................................................................... 95 2.3 Short term capital gains on trasfer of units …………………………………………………………………95 2.4 Capital Losses ……………………………………………………………………………………………….96

3. Tax deduction at source………………………………………………………………………………………. …96

4. Exemption from tax on capital gains arising on transfer of units held for more than 12 months……………… 97

5. Investments by charitable and religious trusts in the plan………………………………………………………..98

6. Wealth Tax Sec. 2 (ea)……………………………………………………………………………………………98 j) Unclaimed redemption amount……………………………………………………………………………………….98 11. Other Matters a) Unitholders Grievances Redressal Mechanism..................................................................................................... 99 b) Associate Transactions ........................................................................................................................................ 101 c) Details of Investment in Companies that hold more than 5% ……………………………………………… 117 of NAV of Schemes managed by the AMC d) Penalties and Pending Litigations ....................................................................................................................... 125 e) Borrowing by the Mutual Fund ........................................................................................................................... 134 f) Stock Lending by the Mutual Fund.................................................................................................................... 134 g) Inter-Scheme Transfers ....................................................................................................................................... 134 h) General Information ............................................................................................................................................ 134

• Power to make Rules ........................................................................................................................................... 134

• Power to remove Difficulties............................................................................................................................... 134

• Scheme to be binding on the Unitholders............................................................................................................ 134

• Documents available for Inspection .................................................................................................................... 134

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Highlights

● The Sponsors of the Fund are Prudential plc of the United Kingdom (UK) and ICICI Bank Limited (erstwhile ICICI Limited). Prudential plc is a leading international financial services group providing retail financial products and services and fund management to many millions of customers worldwide. As a group Prudential plc has, as of December 31, 2005, over GBP234 billion of funds under management, more than 16 million customers and over 31,661 employees worldwide as of December 31, 2005. Securities and Exchange Board of India, vide its letter no. MFD/PM/567/02 dated June 4, 2002, has accorded its approval in recognizing ICICI Bank Ltd. as a co-sponsor consequent to the merger of ICICI Ltd. with ICICI Bank Ltd.

ICICI Bank is India's second-largest bank with total assets of about Rs. 251,389 crores as at March 31, 2006 and profit after tax of Rs. 2,540 crores for the year ended March 31, 2006 (Rs. 2005 crores for the year ended March 31, 2005). ICICI Bank has a network of about 614 branches and extension counters and over 2,200 ATMs. ICICI Bank offers a wide range of banking products and financial services to corporate and retail customers through a variety of delivery channels and through its specialised subsidiaries and affiliates in the areas of investment banking, life and non-life insurance, venture capital and asset management. ICICI Bank set up its international banking group in fiscal 2002 to cater to the cross border needs of clients and leverage on its domestic banking strengths to offer products internationally. ICICI Bank currently has subsidiaries in the United Kingdom, Russia and Canada, branches in Singapore, Bahrain, Hong Kong, Sri Lanka and Dubai International Finance Centre and representative offices in the United States, United Arab Emirates, China, South Africa and Bangladesh. UK subsidiary of ICICI Bank has established a branch in Belgium. ICICI Bank is the most valuable bank in India in terms of market capitalisation. (Source: Overview at www.icicibank.com).

ICICI Bank was originally promoted in 1994 by ICICI Limited, an Indian financial institution, and was its wholly

owned subsidiary. ICICI's shareholding in ICICI Bank was reduced to 46% through a public offering of shares in India in fiscal 1998, an equity offering in the form of ADRs listed on the NYSE in fiscal 2000, ICICI Bank's acquisition of Bank of Madura Limited in an all-stock amalgamation in fiscal 2001, and secondary market sales by ICICI to institutional investors in fiscal 2001 and fiscal 2002. ICICI was formed in 1955 at the initiative of the World Bank, the Government of India and representatives of Indian industry.

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

ICICI Bank was formerly a wholly owned subsidiary of ICICI Ltd, an Indian financial institution.

� Fund Management expertise Prudential plc is a leading international financial services group providing retail financial products and services and fund management to many millions of customers worldwide. As a group Prudential plc has, as of December 31, 2005, over GBP234 billion of funds under management, more than 16 million customers and over 31,661 employees worldwide as of December 31, 2005.

ICICI Prudential Asset Management Company Limited, the Investment Manager to ICICI Prudential Mutual Fund, manages assets over Rs.42,660 crores as of April 13, 2007 through 34 schemes. It is one of the largest asset management companies in the country.

• Investment Objectives

The investment objective of the scheme is to generate optimal returns consistent with moderate levels of risk and liquidity by investing in debt securities and money market securities.

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• Transparency – AMC will calculate and disclose the first NAV not later than 30 days from the closure of the New Fund Offer Period. Subsequently, the NAV will be calculated and disclosed at the close of every Business Day. In addition, the AMC will disclose details of the portfolio at least on a half-yearly basis.

• Load

Entry Load -Nil

Exit Load - Nil if redeemed during “The Specified Transaction Period”.

If redeemed at anytime other than “The Specified Transaction Period” exit load will be 0.5%

However, the Trustee shall have a right to prescribe or modify the load structure with prospective effect subject to a maximum prescribed under the Regulations.

• Subscription – The scheme will be available for fresh purchases once a quarter only during “The Specified Transaction Period” i.e. 15th June, 15th September, 15th December, 15th March .If such day is a non business day, the next business day.

• High Liquidity - The scheme will offer for subscription / switch and redemption / switch out of units without any load on specified transaction period, once a quarter on an on going basis, under the plan. The scheme will also offer redemptions on all business days, other than the specified transaction period, subject to the applicable exit load. The AMC shall have the flexibility to change / alter the Transaction Period depending on the prevailing market conditions and in the interest of the unit holders.

• New Fund offer Expenses: The Scheme being an open-ended Scheme, no New Fund Offer expenses shall be

charged in accordance with SEBI Circular dated April 04, 2006.

• Option – There is one option being launched under the Scheme viz. Retail option. Retail option will have Cumulative and Dividend sub-options. Dividend sub-option will have dividend payout and dividend reinvestment facility. The default sub-option for the plan is Dividend with reinvestment facility.

The Trustee reserves the right to declare dividends under the dividend option of the Scheme depending on the net distributable surplus available under the Scheme. It should, however, be noted that actual distribution of dividends and the frequency of distribution will depend, inter-alia, on the availability of distributable surplus and will be entirely at the discretion of the Trustee.

The Trustee may, at a later date, decide to introduce any other options under the Scheme, as is considered necessary.

• Investors who hold units in any of the open-ended debt schemes of the Fund may switch all or part of their holdings to the Plans under the Scheme, during the specified transaction period. Switch-ins can also be made from close-ended debt schemes maturing during the specified transaction period.

• Repatriation – Repatriation benefits would be available to NRIs/PIOs/FIIs, subject to applicable Regulations notified by Reserve Bank of India from time to time.

• For details on tax update, please refer page 100 of this document.

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

• Investors are advised to consult their Legal /Tax and other Professional Advisors in regard to tax/legal implications relating to their investments in the Scheme and before making decision to invest in the Scheme or redeem the Units in the Scheme.

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RISK FACTORS AND SPECIAL CONSIDERATIONS

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

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

• Past performance of the Sponsors, AMC/Fund does not indicate the future performance of the Scheme of the Fund.

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

• ICICI Prudential Interval Fund is the name of the Scheme and does not in any manner indicate either the quality of the Scheme or its future prospects and returns.

• The NAVs of the Scheme may be affected by changes in the general market conditions, factors and forces affecting capital market, in particular, level of interest rates, various market related factors and trading volumes, settlement periods and transfer procedures.

• In the event of receipt of inordinately large number of redemption requests or of a restructuring of the Scheme’s portfolio, there may be delays in the redemption of Units. Please see page 68 for “Right to Limit Redemptions” in this Offer Document.

• The liquidity of the Scheme’s investments is inherently restricted by trading volumes in the securities in which it invests.

• Investors in the Scheme are not offered any guaranteed returns.

• Mutual Funds being vehicles of securities investments are subject to market and other risks and there can be no guarantee against loss resulting from investing in schemes. The various factors which impact the value of scheme investments include but are not limited to fluctuations in the bond markets, fluctuations in interest rates, prevailing political and economic environment, changes in government policy, factors specific to the issuer of securities, tax laws, liquidity of the underlying instruments, settlements periods, trading volumes etc. and securities investments are subject to market risks and there is no assurance or guarantee that the objectives of the Scheme will be achieved.

• As the liquidity of the Scheme’s investments could at times, be restricted by trading volumes and settlement periods, the time taken by the Fund for redemption of units may be significant in the event of an inordinately large number of redemption requests or of a restructuring of the Scheme’s portfolio. In view of this the Trustee has the right, in sole discretion to limit redemptions (including suspending redemption) under certain circumstances, as described under the section titled “Right to limit Repurchases”.

● From time to time and subject to the regulations, the sponsors, the mutual funds and investment Companies managed by them, their affiliates, their associate companies, subsidiaries of the sponsors and the AMC may invest in either directly or indirectly in the scheme. The funds managed by these affiliates, associates and/ or the AMC may acquire a substantial portion of the Scheme. Accordingly, redemption of units held by such funds, affiliates/associates and sponsors may have an adverse impact on the units of the Scheme because the timing of such redemption may impact the ability of other unitholders to redeem their units

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

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

Further, as per the Regulation, in case the AMC invests in any of the schemes managed by it, it shall not be entitled to charge any fees on such investments. It may be noted that no prior intimation/indication would be given to investors when the composition/asset allocation pattern under the scheme undergo changes within the permitted band of upto 35% for debt. The investors/unitholders can ascertain details of asset allocation of the scheme as on the last date of each month on AMC’s website at www.icicipruamc.com that will display the asset allocation of the scheme as on the given day.

• In case the Scheme on the date of allotment of NFO does not have 20 investors and if at the time of allotment any one

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of the investors holds more than 25% of net assets of the Scheme the Scheme will be wound up immediately in terms of SEBI Circular dated December 12, 2003 having reference no- SEBI/IMD/CIR No 10/22701/03. The condition will also be applied at each specified transaction period at the time of allotment of additional units

• Different types of securities in which the scheme would invest as given in the offer document carry different levels

and types of risk. Accordingly the scheme’s risk may increase or decrease depending upon its investment pattern. E.g. corporate bonds carry a higher amount of risk than Government securities. Further even among corporate bonds, bonds which are AAA rated are comparatively less risky than bonds which are AA rated.

Additional risk factors • The value of the Scheme’s investments, may be affected generally by factors affecting securities markets, such as

price and volume volatility in the markets, interest rates, currency exchange rates, changes in policies of the Government, taxation laws or any other appropriate authority policies and other political and economic developments which may have an adverse bearing on individual securities, including debt markets. Consequently, the NAV of the Units of the Scheme may fluctuate and can go up or down.

• Trading volumes, settlement periods and transfer procedures may restrict the liquidity of the investments made by the Scheme. Different segments of the Indian financial markets have different settlement periods and such periods may be extended significantly by unforeseen circumstances leading to delays in receipt of proceeds from sale of securities. The NAV of the Scheme can go up and down because of various factors that affect the capital markets in general.

• The NAV of the Scheme to the extent invested in Debt and Money market securities, are likely to be affected by changes in the prevailing rates of interest.

• Investment decisions made by the AMC may not always be profitable, as actual market movements may be at variance with anticipated trends.

Scheme Specific Risk Factors The investors in ICICI Prudential Interval Fund should be particularly aware of the risks generally associated with investment in fixed income and money market securities. Given below are some of the common risks associated with investment in fixed income and money market securities. These risks include but are not restricted to: Liquidity risk, Interest Rate Risk, Liquidity or Marketability Risk, Credit and Downgrading Risk, and Reinvestment Risk Liquidity risk In case of abnormal circumstances it will be difficult to complete the square off transaction due to liquidity being poor in stock futures/spot market. However fund will aim at taking exposure only into liquid stocks where there will be minimal risk to square off the transaction. Fixed Income Securities: • Interest Rate Risk: As with all debt securities, changes in interest rates may affect the Scheme’s Net Asset Value as

the prices of securities generally increase as interest rates decline and generally decrease as interest rates rise. Prices of long-term securities generally fluctuate more in response to interest rate changes than do short-term securities. Indian debt markets can be volatile leading to the possibility of price movements up or down in fixed income securities and thereby to possible movements in the NAV.

• Liquidity or Marketability Risk: This refers to the ease with which a security can be sold at or near to its valuation

yield-to-maturity (YTM). The primary measure of liquidity risk is the spread between the bid price and the offer price quoted by a dealer. Liquidity risk is today characteristic of the Indian fixed income market.

• Credit Risk : Credit risk or default risk refers to the risk that an issuer of a fixed income security may default (i.e. will

be unable to make timely principal and interest payments on the security). Because of this risk corporate debentures are sold at a yield above those offered on Government Securities, which are sovereign obligations and free of credit risk. Normally, the value of a fixed income security will fluctuate depending upon the changes in the perceived level of credit risk as well as any actual event of default. The greater the credit risk, the greater the yield required for someone to be compensated for the increased risk.

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• Reinvestment Risk: This risk refers to the interest rate levels at which cash flows received from the securities in the Scheme are reinvested. The additional income from reinvestment is the “interest on interest” component. The risk is that the rate at which interim cash flows can be reinvested may be lower than that originally assumed.

• Money Market Securities are subject to the risk of an issuer’s inability to meet interest and principal payments on its

obligations and market perception of the creditworthiness of the issuer Risks attached with the use of derivatives: Derivative products are leveraged instruments and can provide disproportionate gains as well as disproportionate losses to the investor. Execution of such strategies depends upon the ability of the fund manager to identify such opportunities. Identification and execution of the strategies to be pursued by the fund manager involve uncertainty and decision of fund manager may not always be profitable. No assurance can be given that the fund manager will be able to identify or execute such strategies. As and when the Scheme trade in the derivatives market there are risk factors and issues concerning the use of derivatives that Investors should understand. Derivative products are specialized instruments that require investment techniques and risk analyses different from those associated with stocks and bonds. The use of a derivative requires an understanding not only of the underlying instrument but of the derivative itself. Derivatives require the maintenance of adequate controls to monitor the transactions entered into, the ability to assess the risk that a derivative adds to the portfolio and the ability to forecast price or interest rate movements correctly. There is the possibility that a loss may be sustained by the portfolio as a result of the failure of another party (usually referred to as the “counter party”) to comply with the terms of the derivatives contract. Other risks in using derivatives include the risk of mis pricing or improper valuation of derivatives and the inability of derivatives to correlate perfectly with underlying assets, rates and indices. Thus, derivatives are highly leveraged instruments. Even a small price movement in the underlying security could have a large impact on their value. Also, the market for derivative instruments is nascent in India. “The risks associated with the use of derivatives are different from or possibly greater than the risks associated with investing directly in securities and other traditional investments.”

The specific risk factors arising out of a derivative strategy used by the Fund Manager may be as below: � The risk of mispricing or improper valuation and the inability of derivatives to correlate perfectly with

underlying assets, rates and indices. • Also please refer to Page 52 for example on Derivatives. Risk Analysis on underlying asset classes in Securitisation Generally available Asset Classes for securitisation in India Commercial Vehicles Auto and Two wheeler pools Mortgage pools (residential housing loans) Personal Loan, credit card and other retail loans Corporate loans/receivables In terms of specific risks attached to securitisation, each asset class would have different underlying risks, however, residential mortgages are supposed to be having lower default rates as an asset class. On the other hand, repossession and subsequent recovery of commercial vehicles and other auto assets is fairly easier and better compared to mortgages. Some of the asset classes such as personal loans, credit card receivables etc., being unsecured credits in nature, may witness higher default rates. As regards corporate loans/receivables, depending upon the nature of the underlying security for the loan or the nature of the receivable the risks would correspondingly fluctuate. However, the credit enhancement stipulated by rating agencies for such asset class pools is typically much higher and hence their overall risks are comparable to other AAA rated asset classes. The rating agencies have an elaborate system of stipulating margins, over collateralisation and guarantees to bring risk limits in line with the other AAA rated securities.

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It is relevant to note here that predominantly the scheme intends to invest in only AAA rated securitised debt. This compares favourably with a portfolio which is constructed on the basis of AA rated securitised debt.

Some of the factors, which are typically analyzed for any pool are as follows:

Size of the loan: generally indicates the kind of assets financed with loans. Also indicates whether there is excessive reliance on very small ticket size, which may result in difficult and costly recoveries. To illustrate, the ticket size of housing loans is generally higher than that of personal loans. Hence in the construction of a housing loan asset pool for say Rs.1,00,00,000/- it may be easier to construct a pool with just 10 housing loans of Rs.10,00,000 each rather than to construct a pool of personal loans as the ticket size of personal loans may rarely exceed Rs.5,00,000/- per individual. Also to amplify this illustration further, if one were to construct a pool of Rs.1,00,00,000/- consisting of personal loans of Rs.1,00,000/- each, the larger number of contracts(100 as against one of 10 housing loans of Rs.10 lakh each) automatically diversifies the risk profile of the pool as compared to a housing loan based asset pool. Average original maturity of the pool: indicates the original repayment period and whether the loan tenors are in line with industry averages and borrower’s repayment capacity. To illustrate, in a car pool consisting of 60-month contracts, the original maturity and the residual maturity of the pool viz. number of remaining installments to be paid gives a better idea of the risk of default of the pool itself. If in a pool of 100 car loans having original maturity of 60 months, if more than 70% of the contracts have paid more than 50% of the installments and if no default has been observed in such contracts, this is a far superior portfolio than a similar car loan pool where 80% of the contracts have not even crossed 5 installments. Loan to Value Ratio: Indicates how much % value of the asset is financed by borrower’s own equity. The lower LTV, the better it is. This Ratio stems from the principle that where the borrowers own contribution of the asset cost is high, the chances of default are lower. To illustrate for a Truck costing Rs.20 lakhs, if the borrower has himself contributed Rs.10 lakh and has taken only Rs.10 lakh as a loan, he is going to have lesser propensity to default as he would lose an asset worth Rs.20 lakhs if he defaults in repaying an installment. This is as against a borrower who may meet only Rs.2 lakh out of his own equity for a truck costing Rs.20 lakh. Between the two scenarios given above, the latter would have higher risk of default than the former. Average seasoning of the pool: indicates whether borrowers have already displayed repayment discipline. To illustrate, in the case of a personal loan, if a pool of assets consist of those who have already repaid 80% of the installments without default, this certainly is a superior asset pool than one where only 10% of installments have been paid. In the former case, the portfolio has already demonstrated that the repayment discipline is far higher. Default rate distribution: Indicates how much % of the pool and overall portfolio of the originator is current, how much is in 0-30 DPD (days past due), 30-60 DPD, 60-90 DPD and so on. The rationale here is very obvious, as against 0-30 DPD, the 60-90 DPD is certainly a higher risk category. Unlike in plain vanilla instruments, in securitisation transactions it is possible to work towards a target credit rating, which could be much higher than the originator’s own credit rating. This is possible through a mechanism called ‘Credit enhancement’. The purpose of credit enhancement is to ensure timely payment to the investors, if the actual collection from the pool of receivables for a given period are short of the contractual payouts on securitisation. Securitisation are normally non-recourse instruments and therefore, the repayment on securitisation would have to come from the underlying assets and the credit enhancement. Therefore, the rating criteria centrally focus on the quality of the underlying assets. World over, the quality of credit ratings is measured by default rates and stability. An analysis of rating transition and default rates, witnessed in both international and domestic arena, clearly reveals that structured finance ratings have been characterized by far lower default and transition rates than that of plain vanilla debt ratings. Further, internationally, in case of structured finance ratings, not only are the default rates low but post default recovery is also high.

In the Indian scenario, also, more than 95% of issuances have been AAA rated issuances indicating the strength of the underlying assets as well as adequacy of credit enhancement. Investment exposure of the Fund with reference to Securitised Debt

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The Fund will predominantly invest only in those securitisation issuances which have AAA rating indicating the highest level of safety from credit risk point of view at the time of making an investment. The Fund will not invest in foreign securitised debt. The fund may invest in various type of securitisation issuances, including but not limited to Asset Backed Securitisation, Mortgage Backed Securitisation, Personal Loan Backed Securitisation, Collateralized Loan Obligation / Collateralized Bond Obligation and so on.

The fund does not propose to limit its exposure to only one asset class or to have asset class based sub-limits as it will primarily look towards the AAA rating of the offering. The fund will conduct an independent due diligence on the cash margins, collateralisation, guarantees and other credit enhancements and the portfolio characteristic of the securitisation to ensure that the issuance fits in to the overall objective of the investment in high investment grade offerings irrespective of underlying asset class. Risk Factors specific to investments in Securitised Papers: Types of Securitised Debt vary and carry different levels and types of risks. Credit Risk on Securitised Bonds depends upon the Originator and varies depending on whether they are issued with Recourse to Originator or otherwise.

Even within securitised debt, AAA rated securitised debt offers lesser risk of default than AA rated securitised debt. A structure with Recourse will have a lower Credit Risk than a structure without Recourse. Underlying assets in Securitised Debt may assume different forms and the general types of receivables include Auto Finance, Credit Cards, Home Loans or any such receipts, Credit risks relating to these types of receivables depend upon various factors including macro economic factors of these industries and economies. Specific factors like nature and adequacy of property mortgaged against these borrowings, nature of loan agreement/ mortgage deed in case of Home Loan, adequacy of documentation in case of Auto Finance and Home Loans, capacity of borrower to meet its obligation on borrowings in case of Credit Cards and intentions of the borrower influence the risks relating to the asset borrowings underlying the securitised debt.

Holders of the securitised assets may have low credit risk with diversified retail base on underlying assets especially when securitised assets are created by high credit rated tranches, risk profiles of Planned Amortisation Class tranches (PAC), Principal Only Class Tranches (PO) and Interest Only class tranches (IO) will differ depending upon the interest rate movement and speed of prepayment. Unlike in plain vanilla instruments, in securitisation transactions, it is possible to work towards a target credit rating, which could be much higher than the originator’s own credit rating. This is possible through a mechanism called ‘Credit enhancement’. The process of ‘Credit enhancement’ is fulfilled by filtering the underlying asset classes and applying selection criteria, which further diminishes the risks inherent for a particular asset class. The purpose of credit enhancement is to ensure timely payment to the investors, if the actual collection from the pool of receivables for a given period is short of the contractual payout on securitisation. Securitisation is normally non-recourse instruments and therefore, the repayment on securitisation would have to come from the underlying assets and the credit enhancement. Therefore the rating criteria centrally focus on the quality of the underlying assets.

The change in market interest rates – prepayments may not change the absolute amount of receivables for the investors, but may have an impact on the re-investment of the periodic cash flows that the investor receives in the securitised paper.

Limited Liquidity & Price risk Presently, secondary market for securitised papers is not very liquid. There is no assurance that a deep secondary market will develop for such securities. This could limit the ability of the investor to resell them. Even if a secondary market develops and sales were to take place, these secondary transactions may be at a discount to the New Fund Price due to changes in the interest rate structure. Limited Recourse, Delinquency and Credit Risk

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Securitised transactions are normally backed by pool of receivables and credit enhancement as stipulated by the rating agency, which differ from issue to issue. The Credit Enhancement stipulated represents a limited loss cover to the Investors. These Certificates represent an undivided beneficial interest in the underlying receivables and there is no obligation of either the Issuer or the Seller or the originator, or the parent or any affiliate of the Seller, Issuer and Originator. No financial recourse is available to the Certificate Holders against the Investors’ Representative. Delinquencies and credit losses may cause depletion of the amount available under the Credit Enhancement and thereby the Investor Payouts may get affected if the amount available in the Credit Enhancement facility is not enough to cover the shortfall. On persistent default of a Obligor to repay his obligation, the Servicer may repossess and sell the underlying Asset. However many factors may affect, delay or prevent the repossession of such Asset or the length of time required to realize the sale proceeds on such sales. In addition, the price at which such Asset may be sold may be lower than the amount due from that Obligor. Risks due to possible prepayments: Weighted Tenor / Yield Asset securitisation is a process whereby commercial or consumer credits are packaged and sold in the form of financial instruments Full prepayment of underlying loan contract may arise under any of the following circumstances; � Obligor pays the Receivable due from him at any time prior to the scheduled maturity date of that Receivable; or � Receivable is required to be repurchased by the Seller consequent to its inability to rectify a material

misrepresentation with respect to that Receivable; or � The Servicer recognizing a contract as a defaulted contract and hence repossessing the underlying Asset and selling

the same In the event of prepayments, investors may be exposed to changes in tenor and yield.

Bankruptcy of the Originator or Seller If originator becomes subject to bankruptcy proceedings and the court in the bankruptcy proceedings concludes that the sale from originator to Trust was not a sale then an Investor could experience losses or delays in the payments due. All possible care is generally taken in structuring the transaction so as to minimize the risk of the sale to Trust not being construed as a “True Sale”. Legal opinion is normally obtained to the effect that the assignment of Receivables to Trust in trust for and for the benefit of the Investors, as envisaged herein, would constitute a true sale. Bankruptcy of the Investor’s Agent If Investor’s agent, becomes subject to bankruptcy proceedings and the court in the bankruptcy proceedings concludes that the recourse of Investor’s Agent to the assets/receivables is not in its capacity as agent/Trustee but in its personal capacity, then an Investor could experience losses or delays in the payments due under the swap agreement. All possible care is normally taken in structuring the transaction and drafting the underlying documents so as to provide that the assets/receivables if and when held by Investor’s Agent is held as agent and in Trust for the Investors and shall not form part of the personal assets of Investor’s Agent. Legal opinion is normally obtained to the effect that the Investors Agent’s recourse to assets/receivables is restricted in its capacity as agent and trustee and not in its personal capacity. Credit Rating of the Transaction / Certificate The credit rating is not a recommendation to purchase, hold or sell the Certificate in as much as the ratings do not comment on the market price of the Certificate or its suitability to a particular investor. There is no assurance by the rating agency either that the rating will remain at the same level for any given period of time or that the rating will not be lowered or withdrawn entirely by the rating agency. Risk of Co-mingling The Servicers normally deposit all payments received from the Obligors into the Collection Account. However, there could be a time gap between collection by a Servicer and depositing the same into the Collection account especially considering that some of the collections may be in the form of cash. In this interim period, collections from the Loan Agreements may not be segregated from other funds of the Servicer. If the Servicer fails to remit such funds due to Investors, the Investors may be exposed to a potential loss.

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Due care is normally taken to ensure that the Servicer enjoys highest credit rating on stand alone basis to minimize Co-mingling risk. Investors are urged to study the terms of the Offer Document carefully before investing in this Scheme, and to retain this Offer Document for future reference.

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

• Investors are advised to consult their Legal /Tax and other Professional Advisors in regard to tax/legal implications relating to their investments in the Scheme and before making decision to invest in the Scheme or redeem the Units in the Scheme.

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Sponsors

ICICI Bank Limited Landmark, Race Course Circle, Vadodara 390 007, India

Prudential plc Laurence Pountney Hill, London EC4R DHH, United Kingdom Asset Management Company ICICI Prudential Asset Management Company Limited Registered Office 12th Floor, Narain Manzil, 23 Barakhamba Road, New Delhi – 110 001 Telephone: 011 - 23752515-18 Fax: 011-23358582 Corporate Office 8th Floor, Peninsula Tower, Peninsula Corporate Park, Ganpatrao Kadam Marg, Off Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Telephone: 022 – 24997000 Fax : 022 - 24997029 Trustee ICICI Prudential Trust Limited 12th Floor, Narain Manzil, 23 Barakhamba Road, New Delhi – 110 001 Registrar Computer Age Management Services Private Limited Unit : ICICI Prudential Mutual Fund A& B Lakshmi Bhawan, 609, Anna Salai, Chennai- 600006. Auditors to the Scheme N. M. Raiji & Company Universal Insurance Building Sir Phiroze Shah Mehta Road Mumbai 400 001 Custodian HDFC Bank Ltd, HDFC Bank House Senapati Bapat Marg, Lower Parel, Mumbai- 400013 Legal Advisors A.R.A. LAW Advocates & Solicitors 3/F, Mahatma Gandhi Memorial Building, 7, Netaji Subhash Road, Charni Road (West), Mumbai – 400 004

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SECTION-I

DUE DILIGENCE CERTIFICATE

It is confirmed that:

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

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

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

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

Place : Mumbai Date : December 29, 2006 Ranganath Athreya Executive Vice President – Legal, Compliance And Company Secretary

Note: The Due Diligence Certificate as stated above was submitted to SEBI on 29th December 2006

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Definitions In this Offer Document, the following words and expressions shall have the meaning specified herein, unless the context otherwise requires: Asset Management Company or AMC or Investment Manager

ICICI Prudential Asset Management Company Ltd. (erstwhile Prudential ICICI Asset Management Company Limited), the Asset Management Company incorporated under the Companies Act, 1956, and registered with SEBI to act as an Investment Manager for the schemes of ICICI Prudential Mutual Fund

Applicable NAV for purchase (incl. Switch - ins)

Applicable NAV is the Net Asset Value per Unit at the close of the Business Day on which the application is accepted after adjusting for entry load if applicable.

Applicable NAV for redemption (incl. Switch – outs)

Applicable NAV is the Net Asset Value per Unit at the close of the Business Day on which the application is accepted after adjusting for exit load if applicable

Business Day A day other than (1) Saturday and Sunday or (2) a day on which the Stock Exchange, Mumbai and National Stock Exchange are closed whether or not the Banks in Mumbai are open. (3) a day on which the Sale and Redemption of Units is suspended by the Trustee/AMC. However, if the AMC's offices in such centers are open on such local holidays, then redemption and switch requests will be accepted at those centers, provided it is a Business Day for the Plan on an overall basis.

Call Option An agreement that gives an investor the right (but not the obligation) to buy a stock/bond at a specified price within a specific time period. Call Option gives you the right to “call in” (buy) an asset. An investor gets profit on a call when the underlying asset increases in price. Note that the seller of the option undertakes to sell the underlying in exchange.

Custodian HDFC Bank Ltd Mumbai, acting as Custodian to the Scheme, or any other custodian who is approved by the Trustee.

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

ICICI Bank ICICI Bank Limited Interval Fund A fund that is open for sale or redemption during specified transaction

period. Investment Management Agreement

The Agreement dated September 3, 1993 entered into between Prudential ICICI Trust Limited (formerly ICICI Trust Limited) and Prudential ICICI Asset Management Company Limited (formerly ICICI Asset Management Company Limited) as amended from time to time.

NAV Net Asset Value of the Units of the Scheme and Options, if any, thereunder, calculated on every Business Day in the manner provided in this Offer Document or as may be prescribed by Regulations from time to time.

NRI Non-Resident Indian. Offer Document This document issued by ICICI Prudential Mutual Fund, offering Units of

ICICI Prudential Interval Fund – Quarterly Interval Plan – II. Prudential Prudential plc (formerly known as Prudential Corporation plc), of the U.K.

and includes, wherever the context so requires, its wholly owned subsidiary Prudential Corporation Holdings Limited.

ICICI Prudential Interval Fund ICICI Prudential Interval Fund and the options and plans, if any, offered there under.

Put Option Put option is a financial contract between two parties, the buyer and the seller of the option. The put allows the buyer the right (but not the

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obligation) to sell a financial instrument (the underlying instrument) to the seller of the option at a certain time for a certain price (the strike price). The seller assumes the corresponding obligations. Note that the seller of the option undertakes to buy the underlying in exchange

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

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

The Fund or The Mutual Fund

ICICI Prudential Mutual Fund (formerly Prudential ICICI Mutual Fund), a trust set up under the provisions of the Indian Trusts Act, 1882. The Fund was initially registered with SEBI as ICICI Mutual Fund vide Registration No.MF/003/93/6 dated October 13, 1993and subsequently renamed as Prudential ICICI Mutual Fund. The Fund has obtained approval from SEBI for change in name to ICICI Prudential Mutual Fund vide SEBI’s letter dated IMD/PM/90168/07 dated April 02, 2007.

The Trustee ICICI Prudential Trust Limited (formerly ICICI Trust Limited), a company set up under the Companies Act, 1956, and approved by SEBI to act as the Trustee for the schemes of ICICI Prudential Mutual Fund

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

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

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

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

Unit holder A holder of Unit(s) in the scheme of ICICI Prudential Interval Fund as contained in this Offer Document.

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SUMMARY – ICICI PRUDENTIAL INTERVAL FUND QUARTERLY INTERVAL PLAN -II

Name of the Scheme ICICI Prudential Interval Fund – Quarterly Interval Plan – II

Structure A debt oriented interval scheme

Features The investment objective of the scheme is to generate optimal returns consistent with moderate levels of risk and liquidity by investing in debt securities and money market securities.

Minimum Application Amount Retail Option Rs. 5000 and in multiples of Re. 1 thereafter

Minimum Additional Application Amount

Retail Option Rs. 1000 and in multiples of Re. 1 thereafter

Duration of New Fund Offer The Scheme will open for subscription from 12th June 2007 to 14thJune 2007 during the New Fund Offer (NFO) period. MICR cheques will be accepted till end of business hours on 12th June 2007 during the NFO period only. High value and Transfer cheques will be accepted till end of business hours on 14th May 2007 during the NFO period. The Trustee reserves the right to extend the closing date for the New fund offer period subject to the condition that the New Fund Offer shall not be kept open for more than 30 days.

Target Amount AMC seeks to raise a minimum subscription amount of Rs.2 crores during the New Fund Offer period of the plan.

New Fund Offer Expenses The Scheme being open-ended Scheme, no New Fund Offer Expenses will be charged in accordance with SEBI Circular dated April 4, 2006

Liquidity The scheme will offer for subscription / switch and redemption / switch out of units without any load once a quarter on specified transaction period i.e. 15th June, 15th September, 15th December, 15th March .If such a day is a non business day, the next business day. The scheme will also offer redemptions on all business days, other than the transaction period, subject to the applicable exit load. The AMC shall have the flexibility to change / alter the Transaction Period depending on the prevailing market conditions and in the of the unit holders

Transparency NAV will be determined on every Business Day, except in special circumstances described on page 67. NAV of the Scheme shall be made available at all Customer Service Centers of the AMC. The AMC shall also endeavor to have the NAV published in a daily newspaper and will update on AMC's website (www.icicipruamc.com). AMC shall update the NAVs on the website of Association of Mutual Funds in India - AMFI (www.amfiindia.com) by 9.00-p.m. every Business Day. In case of any delay, the reasons for such delay would be explained to AMFI and SEBI by the next day. If the NAVs are not available before commencement of business hours on the following day due to any reason, the Fund shall issue a press release providing reasons and explaining when the Fund would be able to publish the NAVs. The Mutual Fund shall endeavour to disclose the full portfolio of the Scheme at least on a half-yearly basis.

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Repatriation facility NRIs/PIOs/FIIs have been granted a general permission by RBI [Schedule 5 of the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) Regulations, 2000] for investing in / redeeming units of the schemes subject to conditions set out in the aforesaid regulations.

Eligibility for Trusts Religious and Charitable Trusts are eligible to invest in the Scheme under the provisions of Section 11(5)(xii) of the Income-tax Act, 1961 read with Rule 17C of Income-tax Rules, 1962. Options available under Quarterly Plan

Sub -Options Default Sub-options

Retail Option

Cumulative and Dividend with dividend payout and dividend reinvestment facilities

Retail Option with Dividend reinvestment facility

Sub options

The Trustee reserves the right to declare dividends under the dividend option of the Scheme depending on the net distributable surplus available under the Scheme. It should, however, be noted that actual distribution of dividends and the frequency of distribution will depend, inter-alia, on the availability of distributable surplus and will be entirely at the discretion of the Trustee. The Trustee may, at a later date, decide to introduce any other options under the Scheme, as is considered necessary.

Subscription Period “Only during “the specified transaction period”.

The Specified Transaction Period The specified transaction period is the specified date(s) / period on/ during which subscription / Redemption / switches may be made in the scheme without any load, once a quarter The transaction period for Quarterly plan will be 15th June, 15th September, 15th December, 15th March In case such date happens to be a non– business day, then the immediate next business day shall be considered as the “Specified Transaction Period”. However, AMC reserves the right to change / alter the “Specified Transaction Period”, depending on the prevailing market condition and to protect the interest of the investors.

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CONSTITUTION OF THE MUTUAL FUND ICICI Mutual Fund, which has been renamed as ICICI Prudential Mutual Fund (“the Mutual Fund” or “the Fund”) has been constituted as a Trust in accordance with the provisions of the Indian Trusts Act, 1882 (2 of 1882). The Mutual Fund was registered with SEBI on October 13, 1993. ICICI Mutual Fund was established by erstwhile ICICI Ltd. (Since merged with ICICI Bank Ltd), by execution of a Trust Deed dated August 25, 1993. Prudential plc, through its wholly owned subsidiary, Prudential Corporation Holdings Limited, has contributed an amount of Rs.12.2 lacs to the corpus of the Fund and has received permission for such contribution from the RBI vide letter No: CO.FID (I) 4940/10/I.07.02.200 (221) 97-98 dated April 25, 1998. SEBI has approved the change in name of the Fund to Prudential ICICI Mutual Fund vide its letter IIMARP / 88 / 98 dated April 16, 1998. A deed of amendment to the Trust Deed dated August 25, 1993 was executed and registered.

An Amendatory Agreement was entered into between Prudential Plc. and ICICI Bank Ltd on May 27, 2005 for transfer of 6% of the Shareholding of Prudential Plc. in Prudential ICICI Asset Management Co. Ltd (AMC) and Prudential ICICI Trust Co. Ltd. (Trustee Company) to ICICI Bank Ltd. Consequent to the said transfer, with effect from August 26, 2005 ICICI Bank Limited holds shares aggregating to 51% of the share capital of AMC and Trustee Company, whereas the balance 49% is held by Prudential Plc. of UK, through its wholly owned subsidiary, Prudential Corporation Holdings Limited. AMC has informed SEBI of the said transfer. SEBI has vide its letter IMD/RK/42692/05 dated June 15, 2005 taken note of the proposed transfer. Consequent to the said transfer the name of the Mutual Fund has been changed to ICICI Prudential Mutual Fund. The approval for the said change has been accorded from SEBI vide its letter no. IMD/PM/90168/07 dated April 02, 2007. Accordingly the names of all the schemes/plans/options of ICICI PRUDENTIAL MUTUAL FUND which are commencing with PRUDENTIAL ICICI now stand changed to ICICI PRUDENTIAL followed by postscript of scheme name as approved by SEBI vide their Letter No- IMD/PM/90170/07 dated April 2, 2007.

a) Sponsors ICICI Bank Limited Securities and Exchange Board of India, vide its letter no. MFD/PM/567/02 dated June 4, 2002, has accorded its approval in recognizing ICICI Bank Ltd. As a co-sponsor consequent to the merger of ICICI Ltd. With ICICI Bank Ltd.

ICICI Bank is India's second-largest bank with total assets of about Rs. 251,389 crores as at March 31, 2006 and profit after tax of Rs. 2540 crores for the year ended March 31, 2006 (Rs. 2005 crores for the year ended March 31, 2005). ICICI Bank has a network of about 614 branches and extension counters and over 2,200 ATMs. ICICI Bank offers a wide range of banking products and financial services to corporate and retail customers through a variety of delivery channels and through its specialised subsidiaries and affiliates in the areas of investment banking, life and non-life insurance, venture capital and asset management. ICICI Bank set up its international banking group in fiscal 2002 to cater to the cross border needs of clients and leverage on its domestic banking strengths to offer products internationally. ICICI Bank currently has subsidiaries in the United Kingdom, Russia and Canada, branches in Singapore, Bahrain, Hong Kong, Sri Lanka and Dubai International Finance Centre and representative offices in the United States, United Arab Emirates, China, South Africa and Bangladesh. UK subsidiary of ICICI Bank has established a branch in Belgium. ICICI Bank is the most valuable bank in India in terms of market capitalisation. (Source: Overview at www.icicibank.com).

ICICI Bank was originally promoted in 1994 by ICICI Limited, an Indian financial institution, and was its wholly-owned subsidiary. ICICI's shareholding in ICICI Bank was reduced to 46% through a public offering of shares in India in fiscal 1998, an equity offering in the form of ADRs listed on the NYSE in fiscal 2000, ICICI Bank's acquisition of Bank of Madura Limited in an all-stock amalgamation in fiscal 2001, and secondary market sales by ICICI to institutional investors in fiscal 2001 and fiscal 2002. ICICI was formed in 1955 at the initiative of the World Bank, the Government of India and representatives of Indian industry.

Pursuant to the Scheme of Amalgamation effective March 30, 2002, among ICICI, ICICI Personal Financial Services, ICICI Capital Services and ICICI Bank, sanctioned by the High Court of Gujarat and the High Court of Judicature at Bombay and approved by the Reserve Bank of India, ICICI, ICICI Personal Financial Services and ICICI Capital Services

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were merged with ICICI Bank in an all-stock merger. ICICI Bank is the surviving legal entity in the amalgamation. Given below is a brief summary of ICICI Bank’s financials:(Rs. in crores) *Year ended

March 31, 2004

* Year ended March 31, 2005

* Year ended March 31, 2006

Total Income 11,958.96 12,826.04 18,767.64 Profit After Tax 1,637.10 2,005.20 2,540.07 Free Reserves @ 7,394.16 11,813.20 21,316.16 Net Worth 8,010.56 12,549.98 22,205.99 Earnings per Share (Rs.) (diluted) 26.44 27.33 32.15 Book Value per Share (Rs.) 129.96 170.33 249.55 Dividend 75% 85% 85% Paid Up Capital (Equity) $ 616.40 736.78 889. 83 (Preference) # 350 350 350 * The results include the result of erstwhile ICICI Limited and its subsidiaries, ICICI Personal Financial Services Limited and ICICI Capital Services Limited, amalgamated with the Bank w.e.f. March 30, 2002. The financials for the current periods are not comparable with the earlier periods. @ Excludes revaluation reserve $ Includes in 2002, Rs. 392.67 crores for shares to be issued to shareholders of ICICI Limited on amalgamation, further, during the year ended March 31, 2003, the Bank allotted 3,000 shares pursuant to exercise of employee stock options. # Represents in 2002, face value of 350 preference shares to be issued to shareholders of ICICI Ltd on amalgamation, redeemable at par on April 20, 2018. As per the notification received from Ministry of Finance, the restriction of section 12(1) of the Banking Regulation Act, 1949, prohibiting banks established after 1944 from holding preference shares, is not applicable to the Bank for a specified period. Note: ICICI Bank has raised Rs. 324,600 Crores of equity in April 2004 (including a green shoe option)

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

Prudential plc (formerly known as Prudential Corporation plc) Prudential plc is a leading international financial services group providing retail financial products and services and fund management to many millions of customers worldwide. As a group Prudential plc has, as of December 31, 2005, over GBP234 billion of funds under management, more than 16 million customers and over 31,661 employees worldwide as of December 31, 2005.

Given below is a brief summary of Prudential’s financials Year ended December 31 (Rs. crores)

Description 2005 2004 2003

Total Income 348,822.25 315,853 266,818 Profit Before Tax 18,193.89 5,513 2,969 Profit After Tax 6,344.54 3,630 1,764 Shareholders’ Funds 45,514.41 36,311 27,804 Earnings per share (Rs.) 26.80 17.05 9.17 Equity Capital (5 Pence per share) 1,009.36 1,009.36 848.20 Free Reserves 44,505.05 35,302 26,956 Net-worth 45,514.41 36,311 27,804 Book Value per share (Rs.) 191.24 152.57 139.02 Dividend per share (in Pence) 16.32p 15.84p 16p Percentage of dividend per share 326.40% 316.80% 320%

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

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

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

The Board and the Shareholders of the Trust Company accorded their approval for the change of name of the company to ICICI PRUDENTIAL TRUST LTD. Pursuant to applications made by the Trust Company the Ministry of Company Affairs (MCA) vide its letter dated January 17, 2007 and the Securities & Exchange Board of India (SEBI) vide its letter no. IMD/PM/84968/07 dated January 23, 2007 have accorded approval for the change of name of the Trust Company to ICICI PRUDENTIAL TRUST LTD.

i) The Directors of the Trustee Company are: Mr. Eruch .B. Desai (S/o. Mr. Byramsha Desai) 81, Sonarica 33-A, Pedder Road Mumbai 400 026 Solicitor and Advocate

Partner Mulla & Mulla & Craigie Blunt & Caroe Director Bekaert Industries Pvt.Ltd. The Century Textiles & Industries Ltd. Dolphin Fisheries & Trading Pvt.Ltd. Hercules Hoists Ltd. (Alternate director) Hindalco Industries Ltd. Panasonic Battery India Ltd. Kennametal India Ltd. Supreme Industries Ltd. Uni abex Alloy Products Ltd

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Mr. Keki Bomi Dadiseth * (S/o. Bomi Kharshed Dadiseth) 8-A, Manek, L.D. Ruparel Marg, Malabar Hill, Mumbai 400 006

Director Prudential plc ICICI Prudential Life Insurance Co. Ltd. Siemens Ltd. Nicholas Pirmal India Ltd. Indian Hotels Company Ltd. Britannia Industries Ltd. Omnicom India Marketng Advisiory Services Pvt. Ltd. Times Global Broadcasting Co. Ltd. Trustee Sir Ratan Tata Trust Bai Hirabai J.N. Tata Trust, Navsari Charitiable Institution Member Indian School of Business - Member, Executive Board Marsh & Mclennan Companies Inc. – Member International Advisory Board Breach Candy Hospital Trust- Member, Managging Committee & Finance Committee Advisor Goldman Sachs- International Advisor

Mr. D. J. Balaji Rao (S/o D. B. Jagannath Rao) D-103, Adarsh Residency 47th Cross (2nd Main) Jayanagar, 8th Block Bangalore – 560082

Director Ashok Leyland Ltd. – Chennai Bajaj Auto Ltd. – Pune 3M INDIA Ltd. – Bangalore Graphite India Ltd. – Kolkata Ennore Foundries Ltd. – Chennai JSW Energy Limited (erstwhile Jindal Thermal Power Co. Ltd.) – Mumbai

Mr. M S Parthasarathy (S/o Late M.S. Tiruvenkatachari) B2 Ashok Svasti, 33 Balakrishna Road Valmiki Ngr, Tiruvanmiyur Chennai – 600041

Managing Trustee SFL Shares Trust Director Sundaram Home Finance Ltd., Chennai

��

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

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

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

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

ii. appointed all key personnel including fund manager(s) for the scheme(s) and submitted to the Trustee their

bio-data which shall contain the educational qualifications, past experience in the securities market within fifteen days of their appointment;

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

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

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

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

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

3. The Trustee shall ensure that the AMC has been diligent in empanelling the brokers, in monitoring securities

transactions with brokers and avoiding undue concentration of business with any broker.

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

5. The Trustee is required to ensure that the transactions entered into by the AMC are in accordance with the

Regulations and the provisions of the Scheme.

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

7. The Trustee is required to ensure that all the activities of the AMC are in accordance with the provisions of the

Regulations and shall exercise general and specific due diligence as required under the Regulations.

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

9. Each Director of the Trustee is required to file with the Trust the details of each securities transaction, which

exceed the value of Rs.1 lakh on a quarterly basis.

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

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

provisions of the Trust Deed.

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

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

a) whenever required to do so by SEBI, in the interest of Unitholders b) whenever required to do so on the requisition made by three-fourths of the Unitholders of the Scheme. c) when the Trustee decides to wind up or prematurely redeem the units.

14. The Trustees shall ensure that no change in the fundamental attributes of any scheme or the trust or fee and expenses payable or any other change which would modify the scheme and affects the interests of unit holders is carried out unless: - a written communication about the proposed change is sent to each Unitholder and - an advertisement is given in one English daily newspaper having nationwide circulation as well as in a

newspaper published in the language of the region where the Head Office of the mutual fund is situated; and - the Unitholders are given an option to exit at the prevailing Net Asset Value without any exit load. Subject to the Regulations and the guidelines issued by SEBI, the consent of the Unitholders of the Scheme will be obtained through voting, by mail. Detailed modalities of the same, including the principles for entitlement of votes for each Unitholder will be finalized in consultation with and after obtaining the approval of SEBI and the Trustee.

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15. The Trustee is required to call for the details of transactions in securities by the key personnel of the AMC in

their own names or on behalf of the AMC and report the same to SEBI as and when called for.

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

17. The Trustee is required to review quarterly, the net worth of the AMC and in case of any shortfall ensure that the

AMC makes up for the shortfall as per clause (f) of sub regulation (1) of Regulation 21 of the Regulations.

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

19. The Trustee is required to ensure that there is no conflict of interest between the manner of deployment of its net

worth by the AMC and the interest of the Unitholders.

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

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

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

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

b) a certificate stating that the Trustees have satisfied themselves that there have been no instances of self

dealing or front running by any of the Trustee, directors and key personnel of the AMC;

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

23. The independent Directors of the Trustee are required to give their comments on the report received from the

AMC regarding the investments by the Mutual Fund in the securities of the group companies of the sponsors.

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

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

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

business.

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

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

namely: a) The Investment Management Agreement and the compensation paid under the agreement. b) Service contracts with affiliates – whether the asset management company has charged higher fees than outside

contractors for the same services. c) Selection of the asset management company’s independent directors d) Securities transactions involving affiliates to the extent such transaction are permitted. e) Selecting and nominating individuals to fill independent directors vacancies. f) Code of ethics must be designed to prevent fraudulent, deceptive or manipulative practices by insiders in

connection with personal securities transactions.

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g) The reasonableness of fees paid to sponsors, asset management company and any others for services provided. h) Principal underwriting contracts and renewals i) Any service contracts with the associates of the asset management company.

29. Notwithstanding anything contained in sub-regulations (1) to (25) of regulation 18 of the Regulations, the

Trustees shall not be held liable for acts done in good faith if they have exercised adequate due diligence honestly.

30. SEBI circular no. MFD/CIR/10/ 15895 /2002 dated August 20, 2002 provides that the meetings of the Trustees

shall be held at least once in every two calendar months and at least six such meetings should be held every year. Further, as per the Regulations, for the purposes of constituting the quorum for the meetings of the Trustees, at least one Independent Trustee or Director should be present during such meetings.

During the year 2006 – 2007, six meetings of the Directors of the Trustees were held. For the period from April 01, 2007 till April 30, 2007 one meeting of the Directors of the Trustees was held. The Trustee’s supervisory role is discharged by reviewing the information and the operations of the Fund based on reports submitted at the Board Meetings of the Trustee, by reviewing the reports being submitted by the Internal Auditor and the bi-monthly, quarterly and half-yearly compliance reports. The Trustee also conducts a detailed review of the half-yearly and annual accounts of the schemes of the Fund and discusses the matters arising there from with the Statutory Auditors of the Fund.

iii) Trusteeship Fees Pursuant to the Deed of Trust constituting the Fund, the Fund is authorized to pay the Trustee a fee for its services in such capacity of a sum, presently computed at the rate of upto 0.05% of the amount, being the aggregate of the Trust Fund and Unit Capital of all the Schemes put together on April 1 of each year or a sum of Rs.5 lacs, whichever is higher. The Trustee may charge further fees as permitted from time to time under the Trust Deed and the Regulations. SEBI has, in terms of its letter No.MFD/LV/059/00 dated January 31, 2000 approved an amendment to Trust Deed. The amendment authorizes the Trustee to decide upon the Trusteeship Fee to be charged from the Mutual Fund at the beginning of each financial year (April 1 to March 31), subject to the maximum limit of 0.05% to be arrived at as indicated above. The amendment does not in any way, adversely impact or alter the interests of Unitholders under the existing schemes of the Fund. c) Management Of Asset Management Company (AMC) ICICI Asset Management Company Limited (I-AMC), a company registered under the Companies Act, 1956, was established by ICICI as its wholly owned subsidiary, to act as the Investment Manager of the ICICI Mutual Fund vide the Investment Management Agreement dated September 3, 1993. Consequent to a review of long-term business strategy of the AMC, it was decided to further strengthen commitment to the individual investor segment. As a part of this Scheme, Prudential plc. (formerly known as Prudential Corporation plc.) of the UK (Prudential) was inducted as the new joint venture partner. I-AMC was approved by SEBI to act as the Investment Manager of ICICI Mutual Fund vide its letter No.IIMARP/MF/22356 dated October 12, 1993. Consequent to the restructuring of shareholding pattern as stated above, SEBI vide its letter No.IIMARP\631\98 dated March 11, 1998 accorded its approval for the induction of Prudential plc (through its wholly own subsidiary, Prudential Corporation Holdings Limited) as a shareholder of the AMC. The AMC has applied and secured approval from the Registrar of Companies, Delhi and Haryana, for its change of name to Prudential ICICI Asset Management Company Limited, vide letter No.21/55-54135/320 dated March 26, 1998.

An Amendatory Agreement was entered into between Prudential Plc. And ICICI Bank Ltd on May 27, 2005 for transfer of 6% of the Shareholding of Prudential Plc. In I-AMC to ICICI Bank Ltd. Consequent to the said transfer, with effect from August 26, 2005 ICICI Bank Limited holds shares aggregating to 51% of the share capital of Prudential ICICI Asset Management Company Limited (AMC), whereas the balance 49% is held by Prudential Plc. Of UK, through its wholly owned subsidiary, Prudential Corporation Holdings Limited. The AMC will manage the schemes of the Fund, including the Scheme mentioned in this Offer Document, in accordance with the provisions of Investment Management Agreement, the Trust Deed, the Regulations and the objectives of each of the schemes.

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AMC has obtained registration from SEBI vide Registration No.INP000000373 dated February 29, 2000 read with a renewed certificate dated February 27, 2003, to act as a Portfolio Manager under SEBI (Portfolio Managers) Regulations, 1993. Further, the Mutual Funds Division of SEBI, vide its letter no. MFD/LV/248/2000 dated May 10, 2000, conveyed its no objection for the AMC undertaking PMS activities subject to the AMC complying with the requirements as envisaged in Regulation 24(2) of SEBI (Mutual Funds) Regulations, 1996. The AMC has commenced the Portfolio Management activities, after complying with the regulatory requirements. The same are not in conflict with the mutual fund activities. Further, SEBI vide its letter dated May 31, 2005 having reference no. IMD/RK/41539/05 has conveyed its no objection for the AMC to undertake Advisory Services to Offshore Funds. Pursuant to the provisions of sections 77A, 77AA and 77B and other applicable provisions of the Companies Act, 1956 (the “Act”) and The Private Limited Company And Unlisted Public Limited Company (Buy-back of Securities) Rules, 1999 (the “Rules”), as amended from time to time and article 5(e) of the articles of association of the company, the Board of directors approved the buy-back in their meeting held on February 28, 2006. The Company has bought back 502,559 fully paid-up equity shares of Rs. 10/- each at a price of Rs. 482.53 per equity share. Consequent to the aforesaid buy-back the total paid up capital of the Company reduced to 18,018,552 fully paid up Equity shares of Rs 10 each.

The Board of Directors had at their meeting held on December 12, 2006, approved further buyback of shares and accordingly, the Company has bought back 366,462 fully paid-up equity shares of Rs. 10/- each at a price of Rs. 525 per equity share. Consequent to the aforesaid buy-back the total paid up capital of the Company is reduced to 17,652,090 fully paid up Equity shares of Rs. 10/- each.

The Board and the Shareholders of the AMC accorded their approval for the change of name of the company to ICICI PRUDENTIAL ASSET MANAGEMENT COMPANY LTD (AMC). Pursuant to applications made by the AMC the Ministry of Company Affairs (MCA) vide its letter dated January 17, 2007 and the Securities & Exchange Board of India (SEBI) vide its letter no. IMD/PM/84968/07 dated January 23, 2007 have accorded appoval for the change of name of the AMC to ICICI PRUDENTIAL ASSET MANAGEMENT COMPANY LTD.

i) Board of Directors of the AMC Mr. K. V. Kamath Radhika’, 930 TPS IV, Off Sayani Road, Opp. Ravindra Natya Mandir, Prabhadevi, Mumbai 400 025 Mr. Kamath has a degree in mechanical engineering and a master’s degree in business administration from the Indian Institute of Management Ahmedabad. Mr.Kamath is the Managing Director and Chief Executive Officer of ICICI Bank Limited. Mr. Kamath has a degree in mechanical engineering and a master’s degree in business administration from the Indian Institute of Management, Ahmedabad. He started his career in 1971 at ICICI, an Indian financial institution that later founded ICICI Bank, and merged with it in 2002. In ICICI, Mr. Kamath worked in project finance and corporate strategy and was involved with setting up new businesses and institutions in the areas of leasing, venture capital and credit rating. In 1988, he moved to the Asian Development Bank and spent several years in south-east Asia before returning to ICICI as its Managing Director and CEO in 1996. Over the next few years, the ICICI group transformed itself into a diversified, technology-driven universal banking group, that includes India’s leading retail bank as well its leading private sector insurance companies. ICICI Bank was named the “Best Managed Bank in Asia” by Euromoney in 2002. Mr. Kamath was named Asian Business Leader of the Year by CNBC in 2001. Mr. Kamath is currently a Member of the National Council of the Confederation of Indian Industry, the apex chamber of commerce of Indian industry. He is also a member of the Board of Directors of Visa International (Asia-Pacific). Mr. Kamath is also a Member of the Governing Boards of prestigious educational institutions including the Indian Institute of Management - Ahmedabad, Indian School of Business - Hyderabad and Manipal Academy of Higher Education - Manipal Mr. Barry Stowe One International Finance Centre 13 Floor, 1 Harbour View Street, Central, Hong Kong Mr. Barry Stowe is the Chief Executive of Prudential Corporation Asia. He is responsible for an extensive network of over 30 life insurance and fund management operations spanning 12 diverse markets. Prior to joining Prudential, Mr. Barry was President of Accident & Health Worldwide for AIG Life Companies, overseeing more than 100 operations across six continents. Mr. Barry was also pivotal in building the Accident & Health unit into one of AIG’s most profitable businesses, accounting for over 30% of AIG Life Companies’ total earnings by

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2005. Mr. Barry has considerable experience in the Asian market, having spent three years as the Regional Head for AIG Accident & Health in Southeast Asia before his appointment to the Hong Kong-based role of President, Accident & Health Worldwide. In addition to his eleven years with AIG, Mr. Barry’s extensive career in the insurance industry includes his tenure as President & CEO of Nisus, a subsidiary of the Pan American Life Insurance Company, and several leadership positions at Willis Corroon, a global risk management and insurance brokerage based in the U.S. Mr. Barry is actively involved with a number of charities and community organisations, with a focus on the needs of children. Mr. Ajay Srinivasan Prudential Corporation Asia, One International Finance Centre 13 Floor, 1 Harbour View Street, Central, Hong Kong Mr. Srinivasan, Chief Executive, Fund Management, Asia, Prudential Corporation Asia (PCA) is responsible for PCA’s mutual funds / Institutional Funds business in Asia. Mr. Srinivasan was the Managing Director of the Prudential ICICI Asset Management Company Ltd. during the period March 1998 to December 2000 and was responsible for the development of business of the Company and its day-to-day management. Mr. Srinivasan has significant experience in managing asset management companies. As the Deputy Chief Executive of ITC Threadneedle AMC. Mr. Srinivasan was part of the team responsible for making policy for ITC Threadneedle AMC Ltd and was also head of the fund management function. Prior to his tenure at ITC Threadneedle, Mr. Srinivasan was a member of the ITC Group’s Financial Services Division and was responsible for establishing, planning and running several businesses at ITC, including the stock broking business, Over the Counter Exchange business, the private equity business and investment banking business. Mr. Srinivasan began his career at ICICI where, as a part of project appraisal team, he assessed the feasibility of several projects in various sectors. Mr. Srinivasan has a Post Graduate Diploma in Business Management from Indian Institute of Management, Ahmedabad, specializing in finance. He has a Bachelor’s Degree in Economics (Honours) from St. Stephens’ College, New Delhi. Ms. Kalpana Morparia B92, Ocean Gold CHS, Twin Tower Lane, Prabhadevi, Mumbai - 400 025. Ms. Kalpana Morparia is a graduate in law from Bombay University. Ms. Kalpana Morparia is the Joint Managing Director of ICICI Bank Limited. Ms. Morparia is responsible for the Corporate Centre at ICICI Bank. The Corporate Centre comprises the finance and treasury, planning and strategy, risk management, human resources management, legal, transaction processing and operations, corporate communications and corporate brand management functions and is responsible for ensuring strategic consistency across the ICICI group. Ms. Morparia is the official spokesperson for ICICI Bank. Ms. Morparia joined ICICI Limited in 1975. She worked in the areas of planning, treasury, resources and corporate legal services. In 2001, she led the ICICI group’s major corporate structuring initiative, the merger of ICICI Limited with ICICI Bank to create India’s second largest bank. Ms. Morparia has served on several committees constituted by the Government of India. Mr. K. S. Mehta C-70 Panchsheel Enclave, New Delhi 11 0017 Mr. Mehta is a Senior Partner of S.S. Kothari & Co., Chartered Accountants, and heads the firm’s management consultancy division. Mr. Mehta specializes in corporate financial planning, restructuring, project financing and working capital control. He has an in-depth knowledge of industry in his capacity as Director of some of the leading companies and as a management consultant. Mr. Mehta is a Member of the Managing Committee of Federation of Indian Chambers of Commerce and Industry (FICCI). He is a former Member of the Advisory Committee on Primary Markets set up by SEBI, a Former Director on the Board of the National Stock Exchange of India Limited and is the past President of PHD Chamber of Commerce & Industry. Mr. Mehta is a FCA and has a Bachelor of Commerce (Hons.) Degree.

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Mr. Dadi Engineer Flat no.4, 1st Floor, Shiv Shanti Bhuvan, 146 M. Karve Road, Opp. The Oval, Mumbai – 400 020. Mr. Engineer is a Solicitor and Advocate and is a Senior Partner at Crawford Bayley & Co. He has over 40 years experience in the legal profession and has expertise in various aspects of Corporate Law, Indirect Taxation, Foreign Exchange, Imports, Trade Control Regulations and Civil and Constitutional Law. Mr. Engineer is the President of the Managing Committee of Bombay Incorporated Law Society and served as the Representative Member of the Governing Council of the Bar Association of India. He has also been associated with the various committees set up by Bombay Chamber of Commerce and Industry and Associated Chambers of Commerce and Industry. Mr. Engineer is on the Boards of several leading domestic and multi-national companies. Mr. B. R. Gupta 6B, Sheetal Apartments, Lokhandwala Complex, Andheri (W), Mumbai400 053. Mr. Gupta is the former Executive Director of the Life Insurance Corporation of India (LIC). He was working as Consultant (Investment) to GIC of India till December 2000. Mr. Gupta has worked with LIC for over 35 years in various capacities and has had extensive experience in the operations of the life insurance industry, specifically in the areas of investment, marketing, underwriting and administration. Mr. Gupta also worked in the investment department of the LIC for 10 years and headed the department as Executive Director. He was responsible for managing LIC’s portfolio comprising a variety of investments. Subsequent to his retirement, till May 1999, he functioned as the Investment Advisor to LIC. Mr. Gupta is on the Boards of several companies and had been a Member of “The Administrative Committee of Insurance Institute of India”, “The Committee of NSE on Development of the Debt Market in India”, “The Executive Committee of the NSE” and “The Advisory Committee on Secondary Market Operations of SEBI”. At present Mr. Gupta is an Advisor to IL&FS Academy for Insurance & Finance Ltd., an initiative of IL&FS Group. Mr. Gupta is a M.A in English and has a LL.B. degree besides being a Fellow of Insurance Institute of India. Dr. (Mrs.) Swati A Piramal 95A, Benzer Terrace, Abdul Gaffar Khan Road, Worli Sea Face, Mumbai 400 018. Dr. Swati A. Piramal, is a Medical Doctor (M.B.B.S.) from the University of Bombay. Dr. Piramal graduated with a Masters Degree from Harvard School of Public Health, Boston USA, where she had the unique honour of being selected Commencement Speaker at the 1992 Graduation Ceremony. Dr. Swati A. Piramal is the Director-Strategic Alliances & Communications of Nicholas Piramal India Limited. Her current responsibilities include Research & Development, Information Technology, Medical Services, and Knowledge Management for the Healthcare Group of Piramal Enterprises. Under her leadership, Piramal Enterprises has made significant progress in Discovery Research for discovering and patenting new NCEs, new Drug Delivery Systems, Clinical Research for planning clinical trials, new drug protocols and pharmacokinetics labs, herbal Research for DNA fingerprinting and standardization of Ayurveda, the setting up of a Business R & D programme in the Company (BDRD. Dr. Piramal is a Member of the Drugs Technical Advisory Board and the Maharashtra Biotechnology Council, Council of Scientific & Industrial Research (CSIR), State Bank of India Life Insurance Company, Confederation of Indian Industries (CII), WHO IPR Committee - Commission on Intellectual Property Rights, Innovation and Public Health. (CIPIH) and Chair of the Life science & Biotech Committee and Economic Growth Committee. She heads the “Mahabioyatra” an initiative by the Confederation of Indian Industry a Biotechnology network in Maharashtra. She is also on the Board of Directors of the Indian Council for Research on International Economic Relations. (ICRIER). Dr. Piramal has co-authored books on Health and Nutrition. One with Mrs. Tarla Dalal titled "Eat Your Way to Good Health." She has also published articles in many leading publications. Ms. Shikha Sharma

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16-A, Peregrine, 400, Veer Savarkar Marg, Prabhadevi, Mumbai 400 025.

Ms. Sharma completed her Masters of Business Administration from the Indian Institute of Management - Ahmedabad. Ms. Shikha Sharma is the Managing Director & CEO of ICICI Prudential Life Insurance Company (“I-Pru”). ICICI Prudential was amongst the first private sector companies in India to be awarded a life license in December 2000, and since its inception the I-Pru has established itself as India’s leading private life insurer, offering a complete range of products to meet the varying needs of the Indian customer. She began her career with ICICI, one of India's largest financial services providers, in 1980. She has been instrumental in setting up various group businesses for ICICI, including investment banking and retail finance. Ms. Sharma was awarded for India’s most Powerful Woman in Business by Business Today, CEO of the year by Indira Group of Institutes, India’s greatest brand builders, and Institute of Marketing and Management Award for Excellence in the year 2004.

Mr. Vikram B. Trivedi

MKA Chambers, (Crossely House), British Hotel Lane, Off. Bobmbay Samachar Marg, Fort, Mumbai – 400 001

Mr. Vikram B. Trivedi is the Managing Partner of M/s. Manilal Kher Ambalal & Co., Advocates, Solicitors & Notary.

Mr. Trivedi enjoys the confidence and patronage of leading corporate houses, financial public and private sector institutions, banks, finance company, property developers, trust and private individuals. He is also associated with various social and charitable activities and has travelled around the World extensively. He also a Committee Member in several Associations including “The Law, Review, Reforms & Rationalisation Committee” of Indian Merchant Chambers and Bombay Chamber of Commerce & Industry and is also a Member of Editorial Board of M & A Critique (The Mergers & Acquisitions update).

Mr. Vijay Thacker

1105, Embassy Centre, 207, Nariman Point, Mumbai – 400 021

Mr. Vijay Thacker is a Chartered Accountant and Cost Accountant and has been in professional practice for over 22 years. He is a Fellow of the Institute of Chartered Accountants of India. Mr. Thacker is the Managing Partner of V. P. Thacker & Co. Mr. Thacker’s professional skills and experience cover diverse facets including Audit and assurance, Business consulting, Corporate Law and taxation, Hotel and tourism consulting, Franchise consulting and Consulting for Family and Owner managed businesses. He is also a speaker and paper writer at international and domestic conferences. Mr. Pankaj Razdan Sherwin Ark, Bunglow No. 3, Bellscot Co-op Hsg. Society, Lokhandwala Complex, Andheri (W), Mumbai 400058 Mr. Razdan is the Managing Director of the Prudential ICICI Asset Management Company Ltd. and is responsible for development of the business of the Company and its day-to-day management. Mr. Razdan has rich experience and knowledge in Sales, Distribution and Marketing. He began his career with the HMG Financial Services Limited as a Marketing Manager. He then joined Karvy Securities Limited where he worked for 5 years in its Distribution and Merchant Banking Division. Mr. Razdan joined Prudential ICICI Asset Management Co. Ltd. in April 1998, as Vice President & Head – Sales and Distribution of West Zone of the Company. In 1999, he headed the Sales and Distribution of the Company in West and North Zone. He was promoted to become the Senior Vice President – Sales and Distribution in February 2000 and Senior Vice President – Sales and Marketing in 2001. In March 2003 he took over the post of Deputy CEO with a responsibility to oversee Sales, Distribution and Marketing for all India, Strategic Planning, Development and Customer Service. Mr. Razdan has a Bachelors degree in Electronics and has graduated in Engineering specializing in electronics. ii) Powers, Duties and Responsibilities of the AMC The duties and responsibilities of the AMC shall be governed by the Regulations and the Investment Management Agreement. The AMC, in the course of managing the affairs of the Mutual Fund, has the power, inter-alia:

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

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

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

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

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

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

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

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

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

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

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

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

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

The Asset Management Company shall maintain high standards of integrity and fairness in all their dealings and in the conduct of their business. The Asset Management Company shall render at all times high standards of service, exercise due diligence, ensure proper care and exercise independent professional judgement. The independent directors of the Asset Management Company shall pay specific attention to the following as may be applicable, namely: i. The Investment Management Agreement and the compensation paid under the agreement. ii. Service contracts with affiliates – whether the company has charged higher fees than outside contractors for the

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

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

In terms of the Investment Management Agreement and the Regulations, the AMC is entitled to an investment management fee at 1.25% per annum of the average net assets for a corpus up to Rs.100 crores and at 1.00% per annum for the corpus amount in excess of Rs.100 crores. Further, as per the Regulations, for the schemes launched on no load basis, the Asset Management Company is entitled to collect an additional management fees not exceeding 0.50% of the average net assets outstanding in each financial year.

iii) Key Employees of the AMC and relevant experience Name of the Employee

Age (Years)

Designation Educational Qualifications

Total No. of Years of Experience / Type & Nature of Experience

Assignments Held During the Last 10

Yrs

32

Name of the Employee

Age (Years)




Yrs

Mr. Pankaj Razdan

39 Managing Director

B.Sc. (Electronics)

B. Tech (Electronics Engineering)

Over 15 years of experience in sales and distribution.

Managing Director of ICICI Prudential AMC Ltd. since January 2004. Deputy CEO –ICICI Prudential AMC – March 2003 to December 2003. Vice President / Senior Vice President & Head - Sales & Distribution - ICICI Prudential AMC – 2000- 2003. Vice President - West & North Zone ICICI Prudential AMC - 1999 – 2000. Head -Distribution -Karvy Securities Limited - 1997 – 1998. Marketing Manager - HMG Financial Services Limited - 1992 – 1993. Graduate Engineer Trainee / Design Engineer – Nelco Ltd. 1992.

Mr. Nilesh Shah

39 Chief Investment Officer

B.Com, A.C.A, Grad C.W.A,

Over 15 years of experience in fund management and Portfolio Management

Chief Investment Officer –ICICI Prudential AMC Limited – June 2004 to date. Director and Chief Investment Officer – Franklin Templeton AMC India Pvt. Limited – September 2002 to May 2004. Chief Investment Officer – Franklin Templeton AMC India Pvt. Limited – January 2000 to

33


Age (Years)




Yrs

September 2002. Portfolio Manager - Fixed Income - Franklin Templeton AMC India Pvt. Limited – March 1997 to January 2000. Head – Structured Products - ICICI Securities and Finance Company Limited – April 1992 to February 1997.

Mr. Vasant Sanzgiri

47 Executive Vice President & Head Human Resources

BSc (Life Sciences), MMS (Personnel Management)

Over 21 years experience in area of Human Resources Management

Vice President / Senior Vice President & Head Human Resources ICICI Prudential AMC - 2000 to date. General Manager - Human Resources - Owens Cornning India Limited - 1998 – 2000. General Manager Human Resources – DCW Home Products - 1996 – 1998. Regional Human Resource & Quality Manager - Modi Xerox - 1995 –1996. Manager, Human Resources Cyanamid India - 1992 – 1995. Manager – Human Resources - Indian Hotels Limited - 1990 – 1992.

Mr. Kalyan Prasath

41 Vice President – Information Technology

PGDSM (NIIT), B.Sc Over 19 years of work experience in areas of Information

Vice President – Information Technology - ICICI Prudential AMC June

34


Age (Years)




Yrs

Technology 2001 onwards. Birla Global – Assistant Vice President from February 97 to April 2001. DGP Windsor India Ltd. – Manager from September 1994 to January 1997. Universal Luggage Mfg. Co. Ltd. - Asst. Manager from November 1990 to September 1994. NIIT/CCIT – Course Conductor from May 1989 to October 1990 ECIL – System Developer from June 1988 to April 1989 Associated Systems – Software Developer from July 1985 to April 1988.

Mr. Ranganath Athreya

42 Executive Vice President –Legal, Compliance and Company Secretary

Associate -Institute of Company Secretaries of India. Bachelors Degree (General Laws), PGDCP

Over 19 yrs of experience in Compliance and Company Secretarial functions

Sr. Vice President –Legal, Compliance and Company Secretary, ICICI Prudential AMC January 14, 2002 onwards. Head Corporate Communication and Company Secretary - IDBI Bank June 1997 to 12th Jan 2002 Chief Manager Merchant Banking and Company Secretary - Karnataka Bank Ltd. from 1992-97 Company Secretary

35


Age (Years)




Yrs

Lakshmi Motor Credit (Now TVS Finance) 1989-92

��

! "�� #�� #��

$"% �� &�� '� �� (�� (�� "�� )�� *�� $��

#+�� ,, -�� .�� #��% /�� 0�� % �� (�� 1��

*"*"* �� " 2�� (�� (�3��1% !445 �� HDFC Chubb General Insurance Co. Ltd. as Head of Operations & Technology from July 2002 to February 2007 �� 6.�� /�� #�� #��3�� ,778 �� )��1 !44!

)�� (�� 9 *�� : /�� 0�� ,77; �� #��3�� ,778 &6 "�� 9"��1�� 9 #�� 3� ��

�� ,77< �� ,77;

Mr. Ashok Suvarna

36 Sr. Vice President Operations

MBA (Finance) B. Com

Over 15 Years of experience in Operations

January 2006: Vice President – Operations ICICI Prudential AMC Limited April 1998 till December 2004

36


Age (Years)




Yrs

ICICI Prudential AMC Ltd. Handling Operations, Projects & Quality Assurance March 1994 till March 1998 SBI Funds Management Limited handling Operations

Mr. B. Ramakrishna

41 Chief

fi��i�

�ffie�

'"��% ��"�� &�� "=�

19 - Corporate Planning, Investor

Relations, Financial Planning

*"*"* �� " 2�� $��3�� !44 #�� *�� 2�� &�� : "�� (�� ,778 �� !44 � *>" �� 2�� "�� ,77?:,778�

Mr. Pankaj Kaji

55 Senior Fund Manager

B.Com 36 yrs Senior Fund Manager- ICICI Prudential AMC- April 2002 till date. Deutsche Bank, Mumbai (Vice-President-Money Market) 1994-2002. ANZ Grindlays Bank (Funds Manager)-1986-1994

37


Age (Years)




Yrs

Mr. Chaitanya Pande

36 Senior Fund Manager

�& � �� *�*% �� % BSc from St. Stephens College, New Delhi

,! 1��

Manager – Fund Management

September 2002 till date – Senior Fund Manager – ICICI Prudential AMC Limited January 2000 to September 2002 Manager –As Fund Management JF Asset Management (India) Pvt. Limited May 1995 to January 2000 Investment Analyst JF Asset Management (India) Pvt. Limited

Mr. Yogesh Bhatt

39 @�� 9 *�+��

��"�� &�� "�=��

,< 1�� 6A��1 ��

*"*"* �� "�� 2�� (�� )�� !44 �� "��1 @�� 9 *�+��

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(�� +�� 2�� 9 (�� ,77; �� ,777 �� 6A��1 �� $�� (�� "�� 2�� (�� ,77, �� ,77; �� 6A��1 ��B $��

38

As indicated above, at present a team comprising of Twelve Fund Managers are involved in fund management/ research activities. The past experience of these employees is indicated above. All the above key personnel are based at the Corporate Office of AMC

iv) Fund Manager

The following Fund Manager will manage the investments of the Scheme. his qualifications and experience are as under:

Scheme Name Fund Manager Qualification Experience

ICICI Prudential Interval Fund – Quarterly Interval Plan -II

Mr. Chaitanya Pande PGDM from IMI, New Delhi, BSc from St. Stephens College, New Delhi

12 Years Manager – Fund Management

v) Compliance Officer

The Compliance Officer for the Fund is: Mr. Ranganath Athreya Executive Vice President- Compliance, Legal and Company Secretary ICICI Prudential Asset Management Company Ltd.

8th Floor, Peninsula Tower, Peninsula Corporate Park, Ganpatrao Kadam Marg, Off Senapati Bapat Marg, Lower Parel, Mumbai 400 013.

vi) Investor Relations Officer

Investor Relations Officer for the Fund is Ms. Molly Kapoor and she may be contacted at the corporate office of the AMC at Mumbai.

d) AUDITORS N. M. Raiji & Co., Chartered Accountants, Mumbai have expressed their willingness to act as Auditors for the Scheme offered under this Offer Document and have been appointed as Auditors by the Trustee. e) REGISTRAR Computer Age Management Services Private Limited, A&B Lakshmi Bhawan, 609 Anna Salai, Chennai- 600006 (CAMS) have been appointed as Registrar for the Scheme. The Registrar is registered with SEBI under registration No: INR000002813. As Registrar to the Scheme, CAMS will handle communications with investors, perform data entry services and dispatch Account Statements. The AMC and the Trustee have satisfied themselves that the Registrar can provide the services required and has adequate facilities and the system capabilities.

f) CUSTODIAN HDFC Bank Ltd., Mumbai has been appointed as Custodian for the Scheme mentioned in the Offer Document. The Custodian has been registered with SEBI and has been awarded registration No.IN/CUS/001. The Trustee propose to enter into a Custodian Agreement with the Custodian and the salient features of the said Agreement would be as under:

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

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

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

(d) Maintain confidentiality of the transactions.

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

(f) Segregate assets of each Scheme.

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

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

39

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

40

SECTION II

INVESTMENT OBJECTIVES & POLICIES

FUNDAMENTAL ATTRIBUTES OF THE SCHEME

a) Type of the Scheme

A debt oriented interval scheme.

b) Investment Objectives The investment objective of the scheme is to generate optimal returns consistent with moderate levels of risk and liquidity by investing in debt securities and money market securities.

c) Investment Pattern and Investment Policies Subject to the Regulations, the corpus of the Scheme can be invested in any (but not exclusively) of the following securities:

1) Securities created and issued by the Central and State Governments and/or repos/reverse repos in such

Government Securities as may be permitted by RBI (including but not limited to coupon bearing bonds, zero

coupon bonds and treasury bills)

2) Securities guaranteed by the Central and State Governments (including but not limited to coupon bearing

bonds, zero coupon bonds and treasury bills)

3) Debt securities issued by domestic Government agencies and statutory bodies, which may or may not carry a

Central/State Government guarantee

4) Corporate debt securities (of both public and private sector undertakings)

5) Securities issued by banks (both public and private sector) as permitted by SEBI from time to time and

development financial institutions

6) Money market instruments permitted by SEBI, having maturities of up to one year or in alternative investment

for money market like CBLO, Bill discounting etc.

7) Certificate of Deposits (CDs)

8) Commercial Paper (CPs)

9) Indian Securitised Debt. The Scheme will not invest in foreign securitised debt.

10) The non-convertible part of convertible securities

11) Any other domestic fixed income securities

12) Derivative instruments like Interest Rate Swaps, and such other derivative instruments permitted by SEBI.

Subject to the Regulations, the securities mentioned above could be listed, unlisted, privately placed, secured, unsecured, rated or unrated and of varying maturity. The securities may be acquired through Initial Public Issue (IPOs), secondary market operations, private placement, rights offers or negotiated deals. The Scheme may also enter into repurchase and reverse repurchase obligations in all securities held by it as per the guidelines and regulations applicable to such transactions.

The Scheme may also enter into repurchase and reverse repurchase obligations in all securities held by it as per the guidelines and regulations applicable to such transactions.

d) Asset Allocation Pattern

The investment policies of the Scheme shall be as per SEBI (Mutual Funds) Regulations, 1996, and within the following guideline.

41

Under normal market circumstances, the investment range would be as follows: For Quarterly Interval Plan-II

Instruments Minimum-Maximum

Risk Profile

Money Market Instruments 30% -100% Medium to Low

Government Securities issued by Central & / or state govt. and other fixed income / debt securities* including but not limited to corporate debt and securitised debt

0% - 70% Medium to Low

* Debt securities may include securitised debt, which may go up to 70% of the portfolio and derivative instruments to the extent. of 50% of the net assets of the scheme “ The Scheme will hold securities of residual maturity of upto 92 days for the Quarterly plan.”

e) Change in Investment Pattern

Subject to the Regulations, the asset allocation pattern indicated above may change from time to time, keeping in view market conditions, market opportunities, applicable regulations and political and economic factors. It must be clearly understood that the percentages stated above are only indicative and not absolute and that they can vary substantially depending upon the perception of the Investment Manager, the intention being at all times to seek to protect the interests of the Unit holders. Such changes in the investment pattern will be for short term and defensive considerations.

Provided further and subject to the above, any change in the asset allocation affecting the investment profile of the Scheme shall be effected only in accordance with the provisions of sub regulation (15A) of Regulation 18 of the Regulations, as detailed later in this document.

f) Terms of the Scheme

1) Liquidity The scheme will offer for subscription /switch-in and Redemption/Switch-out of units without any load once a quarter on specified transaction period i.e. 15th June, 15th September, 15th December, 15th March and Redemption of Units not later than 30 days after the close of the new fund offer period. The scheme will also offer redemption on all working days, other than transaction period, subject to applicable exit load, as specified in the chapter ‘loads & Recurring expenses. In case the redemption proceeds are not made within 10 working days of receiving s valid redemption request. In case the redemption proceeds are not made within 10 working days of the date of receipt of a valid redemption request, interest will be paid @ 15% per annum from the 11th day onwards or such other rate as may be prescribed by SEBI from time to time.

a) Redemption of Units

There will be no entry or exit load during specified transaction period. However, there will be exit load as shown below for redemptions on any day, other than the specified transaction period for the respective series/fund.

In respect of valid applications received upto 3.00 pm by the Mutual Fund, on /during the transaction period the day’s closing NAV shall be applicable (without any exit load).

In respect of valid applications received after 3.00 pm by the Mutual fund, on /during the transaction period the closing NAV of the next business day shall be applicable with applicable exit load.

The Units can be redeemed (i.e. sold back to the Fund) on every Business Day at the Redemption Price (hereinafter defined). The redemption request under the Plan can be made for any amount subject to minimum of Rs. 500 and in of Re.1/- provided minimum balance should not fall below Rs.5000. The Fund may close a Unitholder’s account if the balance falls below Rs.5,000 and the investor fails to invest sufficient funds to bring the value of the account up to Rs.5,000 within 30 days, after a written intimation in this regard is sent to the Unitholder.

Redemption can also be made for the total number of units standing to the credit of investor at the time of

42

closure of account, even though such redemption is for less than Rs.5000.

b) Redemption Price

The redemption will be at Applicable NAV based prices. Please refer to “Redemption Price” on page 64.

c) Payment of Proceeds

All redemption requests received prior to the cut-off time (please refer to “Payment of Proceeds” on Page 66) on any Business Day at the Customer Service Centres will be considered accepted on that Business Day, subject to the redemption requests being complete in all respects, and will be priced on the basis of Redemption Price for that day. Requests received after the cut-off time will be treated as though they were accepted on the next Business Day. Please refer to (Page 67) “Right to Limit Redemptions” and (page 67) “Suspension of Sale and Redemption of Units”.

As per the Regulations, the Fund shall dispatch redemption proceeds within 10 Business Days (working

days) of receiving the redemption request. The fund will, under all circumstances, dispatch the Redemption cheques within T+10 Business Days from the date of acceptance of the Redemption request, under any of the plans, at any of the Official Point of Acceptance of Transactions.

Trustees reserve the right to alter or modify the number of days taken for redemption of Units under the Fund after taking into consideration the actual settlement cycle, when announced, as also the changes in the settlement cycles that may be announced by the Principal Stock Exchanges from time to time. Please refer to Para m on Page 64 for details of Redemption.

As per the guidelines issued by SEBI, in the event of failure to dispatch the redemption or repurchase proceeds within 10 working days, the AMC is liable to pay interest to the Unit holders @ 15% p.a. SEBI has further advised the mutual funds that in the event of payment of interest to the Unit holders, such Unit holders should be informed about the rate and the amount of interest paid to them.

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

Please refer to Para m on Page 64 for details of Redemption.

d) Listing

The Units of the Plan will not be listed on any stock exchange, at present. The Trustee may, at its sole discretion, cause the Units under the Scheme to be listed on one or more Stock Exchanges. Notification of the same will be made through Customer Service Centres of the AMC and as may be required by the respective Stock Exchanges.

2. Fees and Expenses

a) New Fund offer Expenses The Scheme being an open-ended Scheme, no New Fund Offer expenses shall be charged in accordance with SEBI Circular dated April 4, 2006

b) Recurring Expenses The details of recurring expenses of the Plans under the Scheme, on an annual basis, have been stated on Page

72. As per the Regulations, the maximum recurring expenses that can be charged to the Plans under the Scheme shall be subject to a percentage limit of weekly net assets as in the table below:

First Rs. 100 crore Next Rs. 300 crore Next Rs. 300 crore Over Rs. 700 crore 2.25% 2.00% 1.75% 1.50%

Subject to Regulations and this Offer Document, expenses over and above the prescribed limit shall be borne by the Asset Management Company.

c) Load

The details of Load structure as applicable to the Scheme are as stated on Page 72.

43

g) Changes in Fundamental Attributes The Trustees shall ensure that no change in the fundamental attributes of the Scheme or the trust or fee and expenses payable or any other change, which would modify the Scheme and affects the interests of Unit holders is carried out unless: • a written communication about the proposed change is sent to each Unit holder and an advertisement is given in

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

• the Unitholders are given an option to exit at the prevailing Net Asset Value without any exit load. h) Investment Strategy

The corpus of the Plan will be invested only in debt and money market instruments. Subject to the Regulations, the corpus of the Plan(s) can be invested in any (but not exclusively) of the following securities/debt instruments: 1) Securities created and issued by the Central and State Governments and/or repos/reverse repos in such

Government Securities as may be permitted by RBI (including but not limited to coupon bearing bonds, zero coupon bonds and treasury bills).

2) Securities guaranteed by the Central and State Governments (including but not limited to coupon bearing bonds, zero coupon bonds and treasury bills).

3) Debt obligations of domestic Government agencies and statutory bodies, which may or may not carry a Central/State Government guarantee.

4) Corporate debt (of both public and private sector undertakings). 5) Obligations/ Term Deposits of banks (both public and private sector) and development financial institutions.

6) Money market instruments permitted by SEBI/RBI, having maturities of up to one year or in alternative investment for the call money market as may be provided by the RBI to meet the liquidity requirements.

7) Certificate of Deposits (CDs). 8) Commercial Paper (CPs).

9) Securitised Debt. 10) The non-convertible part of convertible securities. 11) Any other domestic fixed income securities as permitted by SEBI / RBI from time to time.

12) Derivative instruments like Interest Rate Swaps, Forward Rate Agreements and such other derivative instruments permitted by SEBI/RBI.

The securities/debt instruments mentioned above could be listed or unlisted, secured or unsecured, rated or un-rated and of varying maturity. The securities may be acquired through Initial Public Offerings (IPOs), secondary market operations, private placement, rights offers or negotiated deals.

The Plan may also enter into repurchase and reverse repurchases obligations in all securities held by it as per the

guidelines and regulations applicable to such transactions. i) Position of Debt Market in India

The debt market in India is estimated at about Rs.15,00,000 crores as of now. A bulk of the debt market consists of Government Securities. Other instruments available currently include Corporate Debentures, Bonds issued by Financial Institutions, Commercial Paper, Certificates of Deposits and Securitized Debt. Securities in the Debt market typically vary based on their tenure and rating. Government Securities have tenures from one year to thirty years whereas the maturity periods of the Corporate Debt varies from one year to Fifteen years. Recently some banks have also issued perpetual bonds. Securities may be both listed and unlisted and increasingly most securities of maturities of over one year are being listed by issuers. While in the corporate bond market, deals are conducted over telephone and are entered on principal-to-principal basis, due to the introduction of the Reserve Bank of India's NDS- Order Matching system a significant proportion of the government securities market is trading on the new system. The yields and liquidity on various securities, currently, are as under:

Issuer Instrument Maturity Yields Liquidity

GOI Treasury Bill 91 days 6.45-6.55%* High

44

GOI Treasury Bill 364 days 6.85-6.95%* High

GOI Short Dated 1-3 Yrs 6.95-7.25%** High

GOI Medium Dated 3-5 Yrs 7.25-7.40%** High

GOI Long Dated 5-10 Yrs 7.40-7.70%** High

Corporates Taxable Bonds (AAA) 1-3 Yrs 7.95-8.50%*** Medium

Corporates Taxable Bonds (AAA) 3-5 Yrs 8.50-8.80%*** Low to medium

Corporates CPs (P1+) 3 months 7.00-7.25%* Medium to High

Corporates CPs (P1+) 1 Yr 7.70-8.00%* Medium

*Money Market yield

**Semi-annual yield

*** Annualised yield Fixed Income securities

The AMC aims to identify securities, which offer superior levels of yield at lower levels of risks. With the aim of controlling risks rigorous in depth credit evaluation of the securities proposed to be invested in will be carried out by the investment team of the AMC. The credit evaluation includes a study of the operating environment of the issuer, the past track record as well as the future prospects of the issuer, the short as well as longer-term financial health of the issuer. Rated debt instruments in which the Scheme invests will be of investment grade as rated by a credit rating agency. The AMC will be guided by the ratings of Rating Agencies such as CRISIL, CARE, ICRA and Duff and Phelps Credit Rating India Limited or any other agency approved by SEBI, for this purpose. In case a debt instrument is not rated, such investments shall be made by an internal committee constituted by AMC to approve the investment in un-rated debt securities in terms of the parameters approved by the Board of Trustees and the Board of Asset Management Company.

In addition, the investment team of the AMC will study the macro economic conditions, including the political, economic environment and factors affecting liquidity and interest rates. The AMC would use this analysis to attempt to predict the likely direction of interest rates and position the portfolio appropriately to take advantage of the same.

The Scheme could invest in Fixed Income Securities issued by government, quasi government entities, corporate issuers, structured notes and multilateral agencies in line with the investment objectives of the Scheme as permitted by SEBI from time to time

j) Portfolio Turnover Portfolio turnover is defined as the aggregate of purchases and sales as a percentage of the corpus of the Scheme

during a specified period of time.

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

k) Procedure followed for investment decisions

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

b) The AMC has an Internal Investment Committee comprising of the Managing Director, the Chief Investment Officer, Fund Managers and the Research Analyst who meet at periodic intervals. The Investment Committee, at

45

its meetings, reviews the performance of the schemes and general market outlook and formulates broad investment strategy.

The Chief Executive Officer who chairs the Investment Committee Meetings guides the deliberations at Investment Committee. He, on an ongoing basis, reviews the portfolios of the schemes and gives directions to the Chief Investment Officer, where considered necessary. It is the ultimate responsibility of the Chief Investment Officer to ensure that the investments are made as per the internal/Regulatory guidelines, Scheme investment objectives and in the best interest of the unitholders of the respective schemes. The AMC has a team comprising of Twelve Fund Managers and three Research Analyst. All of these are involved in preparation of research reports.

c) The Managing Director makes a presentation to the Board of AMC at each of its meetings indicating the

performance of the schemes. The performance of the schemes is reviewed by the Board with reference to the appropriate benchmarks as also the performance of the schemes of the competition. The performance of ICICI Prudential Interval Fund – Quarterly Interval Plan – I, will be benchmarked against CRISIL Liquid Fund Index The Trustee reserves right to change the benchmark for performance of any of the plans under the scheme by suitable notification to the investors to this effect. The performance will be placed before the Investment Committee as well as the Board of Directors of the AMC and the Trustee Company in each of their meetings.

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

d) Subsequent to the issue of Circular No.MFD/CIR/9/120/2000 dated November 24, 2000, the AMC constituted an

internal committee to approve the investment in un-rated debt securities. All such investments, as and when are made, will be placed before the Board of Directors of AMC for its review.

e) The AMC has been recording investment decisions since the receipt of instructions from SEBI, in terms of SEBI’s

circular no. MFD/CIR/ 6 / 73 /2000 dated July 27, 2000.

l) Exposure to Derivatives

The Scheme will invest in Derivatives only for the purpose of hedging and portfolio balancing.

Interest rate swap is a strategy in which one party exchanges a stream of interest for another party's stream. Interest rate swaps are normally 'fixed against floating', but can also be 'fixed against fixed' or 'floating against floating' rate swaps. Interest rate swaps will be used to take advantage of interest-rate fluctuations, by swapping fixed-rate obligations for floating rate obligations, or swapping floating rate obligations to fixed-rate obligations. A floating-to-fixed swap increases the certainty of an issuer's future obligations. Swapping from fixed-to-floating rate may save the issuer money if interest rates decline. Swapping allows issuers to revise their debt profile to take advantage of current or expected future market conditions.

The Scheme shall under normal circumstances not have exposure of more than 50% of its net assets in derivative instruments. i) Advantages of Derivatives The volatility in Indian debt markets has increased over last few months. Derivatives provide unique flexibility to the Scheme to hedge part of their portfolio. Some of the advantages of specific derivatives are as under:

ii) Interest Rate Swaps and Forward rate Agreements Bond markets in India are not very liquid. Investors run the risk of illiquidity in such markets. Investing for short-term periods for liquidity purposes has its own risks. Investors can benefit if the Fund remains in call market for the liquidity and at the same time take advantage of fixed rates by entering into a swap. It adds certainty to the returns without sacrificing liquidity. The following is an illustration how derivatives work Basic Details: Fixed to floating swap

Notional Amount: Rs. 5 Crores Benchmark: NSE MIBOR Deal Tenor: 3 months (say 91 days) Documentation: International Securities Dealers Association (ISDA). Let us assume the fixed rate decided was 10% At the end of three months, the following exchange will take place:

46

Counter party 1 pays: compounded call rate for three months, say 9.90% Counter party 2 pays fixed rate: 10% In practice, however, the difference of the two amounts is settled. Counter party 2 will pay Rs 5 Crores *0.10%* 91/365 = Rs. 12,465.75 Thus the trade off for the Fund will be the difference in call rate and the fixed rate payment and this can vary with the call rates in the market. Please note that the above example is given for illustration purposes only and the actual returns may vary depending on the terms of swap and market conditions. Risk Factor:The risk arising out of uses of the above derivative strategy as under:

• The risk of mispricing or improper valuation and the inability of derivatives to correlate perfectly with underlying assets, rates and indices.

Valuation of Derivative Products

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

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

m) Investment Restrictions for the Scheme

Pursuant to the Regulations and amendments thereto, the following investment restrictions are presently applicable to the Scheme: 1) The Scheme being an open-ended Scheme, no New Fund Offer expenses shall be charged in accordance with

SEBI Circular dated April 04, 2006 2) A mutual fund scheme shall not invest more than 15% of its NAV in debt instruments issued by a single issuer

which are rated not below investment grade by a credit rating agency authorised to carry out such activity under the SEBI Act. Such investment limit may be extended to 20% of the NAV of the scheme with the prior approval of the Board of Trustees and the Board of Asset Management Company. Provided that, such limit shall not be applicable for investments in government securities and money market instruments. Provided further that investment within such limit can be made in mortgage backed securitised debt which are rated not below investment grade by a credit rating agency registered with SEBI.

3) A mutual fund scheme shall not invest more than 10% of its NAV in un rated debt instruments issued by a single issuer and the total investment in such instruments shall not exceed 25% of the NAV of the scheme. All such investments shall be made by an internal committee constituted by AMC to approve the investment in un-rated debt securities in terms of the parameters approved by the Board of Trustees and the Board of Asset Management Company.

Debentures, irrespective of any residual maturity period (above or below one year), shall attract the investment restrictions as applicable for debt instruments as specified under Clause 2 & 3 above.

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

a) Such transfers are done at the prevailing market price for quoted instruments on spot basis (spot basis shall have the same meaning as specified by a Stock Exchange for spot transactions); and

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

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

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

8) The Fund may buy and sell securities on the basis of deliveries and shall in all cases of purchases, take delivery

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of relative securities and in all cases of sale, deliver the securities and will not make any short sales or engage in carry forward transaction or badla finance.

9) All the Scheme’s investments will be in transferable securities (whether in capital markets or money markets) or bank deposits or in money at call as in privately placed debentures as securitised debt.

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

11) The Scheme shall not make any investments in;

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

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

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

12) The Scheme shall not borrow except to meet temporary liquidity needs of the Fund for the purpose of repurchase/ redemption of units or payment of interest and dividend to the Unitholders. Such borrowings shall not exceed more than 20% of the net assets of the individual scheme and the duration of the borrowing shall not exceed a period of 6 months.

13) In accordance with SEBI Circular no SEBI/IMD/CIR No. 1/91171/07 dated 16th April 2007, following guidelines

shall be followed for Parking of funds in short term deposits of Scheduled commercial Banks pending deployment 1. “Short Term” for such parking of funds by mutual funds shall be treated as a period not exceeding 91 days. 2. Such short term deposits shall be held in the name of the concerned scheme. 3. No mutual fund scheme shall park more than 15% of the net assets in Short term deposit(s) of all the

scheduled commercial banks put together. However, it may be raised to 20% with prior approval of the trustees. Also, parking of funds in short term deposits of associate and sponsor scheduled commercial banks together shall not exceed 20% of total deployment by the mutual fund in short term deposits.

4. No mutual fund scheme shall park more than 10% of the net assets in short term deposit(s), with any one scheduled commercial bank including its subsidiaries.

5. Trustees shall ensure that no funds of a scheme may be parked in short term deposit of a bank which has invested in that scheme.

6. Asset Management Company (AMC) shall not be permitted to charge any investment management and advisory fees for parking of funds in short term deposits of scheduled commercial banks in case of liquid and debt oriented schemes.

7. All funds parked in short term deposit(s) shall be disclosed in half yearly portfolio statements under a separate heading. Details such as name of the bank, amount of funds parked, percentage of NAV may be disclosed.

8. Trustees shall certify in the half-yearly reports that the provision of the Regulation pertaining to parking of funds in short term deposits - pending deployment is being complied with at all points of time. Further the AMC shall also certify the same in its bi-monthly compliance test report.

14) The Scheme may also use various hedging and derivative products from time to time, as are available and permitted by SEBI, in an attempt to protect and enhance the interests of the Unitholders at all times.

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

16) The Fund may lend securities in accordance with stock lending scheme of SEBI. n) Underwriting by the Fund

Subject to the Regulations, the Scheme may enter into underwriting agreements after the Fund obtains a certificate of registration in terms of the Securities and Exchange Board of India (Underwriters) Rules and the Securities and Exchange Board of India (Underwriters) Regulations, 1993, authorizing it to carry on activities as underwriters. The capital adequacy norms for the purpose of underwriting shall be the net assets of the Scheme and the underwriting obligation of the Scheme shall not at any time exceed the total net asset value of the Scheme.

o) Computation of Net Asset Value The NAV of the Units of the Scheme will be computed by dividing the net assets of the Scheme by the number of Units

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outstanding on the valuation date. The Fund shall value its investments according to the valuation norms, as specified in Schedule VIII of the Regulations, or such norms as may be prescribed by SEBI from time to time. The broad valuation norms are detailed below: 1. Traded Securities:

(i) The securities shall be valued at the last quoted closing price on the stock exchange. (ii) When the securities are traded on more than one recognised stock exchange, the securities shall be valued at

the last quoted closing price on the stock exchange where the security is principally traded. (iii) When on a particular valuation day, a security has not been traded on the Principal stock exchange, the value

at which it is traded on another stock exchange may be used. (iv) When a security (other than debt securities) is not traded on any stock exchange on a particular valuation

day, the value at which it was traded on the selected stock exchange, as the case may be, on the earliest previous day may be used provided such date is not more than thirty days prior to valuation date. When a debt security (other than Government Securities) is not traded on any stock exchange on any particular valuation day, the value at which it was traded on the principal stock exchange or any other stock exchange, as the case may be, on the earliest previous day may be used provided such date is not more than fifteen days prior to valuation date. When a debt security (other than Government Securities) is purchased by way of private placement, the value at which it was bought may be used for a period of fifteen days beginning from the date of purchase.

2. Thinly Traded Securities

(i) Thinly Traded Debt Securities

A debt security (other than Government Securities) shall be considered 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 any other stock exchange.

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

3. Non Traded Securities

When a security (other than Government Securities) is not traded on any stock exchange for a period of thirty days prior to the valuation date, the scrip must be treated as a ‘non traded’ security.

4. VALUATION OF NON-TRADED / THINLY TRADED SECURITIES

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

(i)(a) Non Traded /Thinly Traded Debt Securities of Upto 182 Days to Maturity

As the money market securities are valued on the basis of amortization (cost plus accrued interest till the beginning of the day plus the difference between the redemption value and the cost spread uniformly over the remaining maturity period of the instruments) a similar process should be adopted for non-traded debt securities with residual maturity of upto 182 days, in the absence of any other standard benchmarks in the market. Debt securities purchased with residual maturity of upto 182 days are to be valued at cost (including accrued interest till the beginning of the day) plus the difference between the redemption value (inclusive of interest) and cost spread uniformly over the remaining maturity period of the instrument. In case of a debt security with maturity greater than 182 days at the time of purchase, the last valuation price plus accrued interest should be used instead of purchase cost. All other non traded Non Government debt instruments shall be valued using the method suggested in (ii)(b).

(i)(b) Non Traded/ Thinly Traded Debt Securities of Over 182 Days to Maturity

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

• All Non Government investment grade debt securities, classified as not traded, shall be valued on yield to maturity basis as described in the applicable SEBI circular.

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• All Non Government non investment grade performing debt securities would be valued at a discount of 25% to the face value

• All Non Government non-investment grade non-performing debt securities would be valued based on the provisioning norms.

5. Valuation of securities with Put/Call Options The option embedded securities would be valued as follows: i) Securities with call option

The securities with call option shall be valued at the lower of the value as obtained by valuing the security to final maturity and valuing the security to call option. In case there are multiple call options, the lowest value obtained by valuing to the various call dates and valuing to the maturity date is to be taken as the value of the instrument.

ii) Securities with Put option

The securities with put option shall be valued at the higher of the value as obtained by valuing the security to final maturity and valuing the security to put option In case there are multiple put options, the highest value obtained by valuing to the various put dates and valuing to the maturity date is to be taken as the value of the instruments.

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

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

iv) Government securities.

Government securities will be valued at yield to maturity based on the prevailing market rate 6. Illiquid Securities:

(a) Aggregate value of "illiquid securities" of scheme, which are defined as non-traded, thinly traded and unlisted equity shares, shall not exceed 15% of the total assets of the scheme and any illiquid securities held above 15% of the total assets shall be assigned zero value. Provided that in case any scheme has illiquid securities in excess of 15% of total assets as on September 30, 2000 then such a scheme shall within a period of two years bring down the ratio of illiquid securities within the prescribed limit of 15% in the following time frame: (i) all the illiquid securities above 20% of total assets of the scheme shall be assigned zero value on September

30, 2001. (ii) All the illiquid securities above 15% of total assets of the scheme shall be assigned zero value on September

30, 2002. (b) All funds shall disclose as on March 31 and September 30 the scheme-wise total illiquid securities in value and

percentage of the net assets while making disclosures of half yearly portfolios to the unitholders. In the list of investments, an asterisk mark shall also be given against all such investments, which are recognised as illiquid securities.

(c) Mutual Funds shall not be allowed to transfer illiquid securities among their schemes w.e.f. October 1, 2000. (d) In respect of closed ended funds, for the purposes of valuation of illiquid securities, the limits of 15% and 20%

applicable to open-ended funds should be increased to 20% and 25% respectively. (e) Where a scheme has illiquid securities as at September 30, 2001 not exceeding 15% in the case of an open-ended

fund and 20% in the case of closed fund, the concessions of giving time period for reducing the illiquid security to the prescribed limits would not be applicable and at all time the excess over 15% or 20% shall be assigned nil value.

7. Expenses and Incomes Accrued

All expenses and incomes accrued up to the valuation date shall be considered for computation of NAV. For this purpose, major expenses like management fees and other periodic expenses would be accrued on a day-to-day basis. The minor expenses and income will be accrued on a periodic basis, provided the non-daily accrual does not affect the NAV calculations by more than 1%.

8. Changes in securities and in number of units

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Any changes in securities and in the number of units will be recorded in the books not later than the first valuation date following the date of transaction. If this is not possible, given the frequency of NAV disclosure, the recording may be delayed up to a period of seven days following the date of the transaction, provided as a result of such non-recording, the NAV calculation shall not be affected by more than 2%.

The valuation guidelines as outlined above are as per prevailing Regulations and are subject to change from time to time in conformity with changes made by SEBI.

9. Valuation of Derivative Products (i) The traded derivatives shall be valued at market price in conformity with the stipulations of sub clauses (i) to (v)

of clause 1 of the Eighth Schedule to the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996.

(ii) The valuation of untraded derivatives shall be done in accordance with the valuation method for untraded investments prescribed in sub clauses (i) and (ii) of clause 2 of the Eighth Schedule to the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996.

NAV of units under the Scheme shall be calculated as shown below : Market or Fair Value of Scheme’s investments + Current Assets - Current Liabilities and Provision NAV (Rs.) =_____________________________________________________ No. of Units outstanding under Scheme The NAV of the Scheme will be calculated as of the close of every Business Day. The valuation of the Scheme’s

assets and calculation of the Scheme’s NAV shall be subject to audit on an annual basis and such regulations as may be prescribed by SEBI from time to time.

p) Accounting Policies & Standards In accordance with the Regulations, the AMC will follow the accounting policies and standards, as detailed below:

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

b) For the purposes of the financial statements, the Scheme shall mark all investments to market and carry investments in the balance sheet at market value. However, since the unrealized gain arising out of appreciation on investments cannot be distributed, provision shall be made for exclusion of this item when arriving at distributable income.

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

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

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

f) Where income receivable on investments has been accrued and has not been received for a period as specified in the Regulation/guidelines issued by SEBI, provision shall be made by debit to the revenue account for the income so accrued in the manner specified by SEBI.

g) When units are sold in the Scheme, an appropriate part of the sale proceeds shall be credited to an Equalization Account and when units are repurchased an appropriate amount shall be debited to Equalization Account. The net balance on this account shall be credited or debited to the Revenue Account. The balance on the Equalization Account debited or credited to the Revenue Account shall not decrease or increase the net income of the Fund but is

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only an adjustment to the distributable surplus. It shall therefore be reflected in the Revenue Account only after the net income of the Fund is determined.

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

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

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

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

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

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SECTION III

UNITS & THE NEW FUND OFFER

GENERAL INFORMATION

Subscriptions will be received only during the specified transaction period after the NFO. The specified Transaction period is as defined under the heading of summary of the scheme under the subheading “Specified Transaction period”. a) Minimum Subscription Amount

The scheme seeks to raise a minimum subscription of Rs. 2 crore under each Plan during the new fund offer period. There is no maximum amount in respect of the size of the Plans under the Scheme either during the new fund offer period or on ongoing basis.

b) Offer Price The corpus of the Plans under the Scheme will be divided into Units having an initial value of Rs.10 each. Units can be purchased at this price during the New Fund Offer Period, subject to Entry Load, as mentioned in the offer document.

c) New fund offer period The New Fund Offer Period for the Plan under the Scheme will be as follows

New Fund Offer opens June 12, 2007 New Fund Offer closes June 14, 2007

Earliest closing on June 14, 2007

Extension or Termination of New Fund Offer Period The Trustee reserves the right to extend the closing date, subject to the condition that the subscription list shall not be kept open for more than 30 days.

d) New Fund Offer Expenses

The Scheme being an open-ended Scheme, no New Fund Offer expenses shall be charged in accordance with SEBI Circular dated April 4, 2006

e) Options and Investment plans offered under the Scheme

Options available under Quarterly Plan

Sub-Options Default options /Sub-options

Sub options

Retail Option

Retail with Cumulative and Dividend sub-options. Dividend sub-option will have dividend payout and dividend reinvestment facilities

Retail Option with Dividend reinvestment facility

The Trustee reserves the right to declare dividends under the dividend option of the Scheme depending on the net distributable surplus available under the Scheme. It should, however, be noted that actual distribution of dividends and the frequency of distribution will depend, inter-alia, on the availability of distributable surplus and will be entirely at the discretion of the Trustee.

The Trustee may, at a later date, decide to introduce any other options under the Scheme, as is considered necessary.

f) Pledge of Units for loans

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

g) How to Switch

On an ongoing basis, the Unitholders will have the option to switch all or part of their investment from the Plans

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under the Scheme to any of the other schemes offered by the Fund provided the offer document of the scheme to which the holdings are to be switched in, permits such switch. Switch- in is available during specified transaction period. The switch-out transaction shall be at applicable NAV subject to the applicable exit load. To effect a switch, a Unitholder must provide clear instructions. A request for a switch may be specified either in terms of amount or in terms of the number of units of the scheme from which the switch is sought. Such instructions may be provided in writing or by completing the Switch Request Slip and lodging the same on any Business Day, other than the specified transaction period, subject to the applicable exit load at any of the Official Point of Acceptance of Transaction. An Account Statement reflecting the new holdings will be despatched to the Unitholders within T+3 Business Days of completion of switch transaction.

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

The price at which the Units will be switched out of the scheme will be based on the Applicable NAV of the relevant scheme(s) and considering any exit/entry/ combination of entry and exit loads that the Trustee may approve from time to time.

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

h) Who can Invest?

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

• Resident adult individual either singly or jointly (not exceeding three)

• Minor through parent/lawful guardian

• Companies, Bodies Corporate, Public Sector Undertakings, association of persons or bodies of individuals and societies registered under the Societies Registration Act, 1860 (so long as the purchase of units is permitted under the respective constitutions)

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

• Partnership Firms

• Karta of Hindu Undivided Family (HUF)

• Banks & Financial Institutions

• Non-resident Indians/Persons of Indian origin residing abroad (NRIs) on full repatriation basis or on non-repatriation basis

• Foreign Institutional Investors (FIIs) registered with SEBI on full repatriation basis (subject to RBI approval, if any).

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

• Scientific and Industrial Research Organizations

• Mutual fund schemes, as may be permitted by SEBI from time to time.

i) How to apply? i) New Fund Offer

Application Forms will be available at the collecting bank branches, Customer Service Centre of the AMC, at the corporate office of the AMC and the office of the Registrar. Applications complete in all respects, may be submitted before closure of the New fund offer period at the designated branches of collecting bankers, Customer Service Centre of the AMC, at locations mentioned in the Application Form. Kindly retain the acknowledgement slip initialled/stamped by the collecting agency.

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ii) Resident Investors - Mode of Payment Investors may make payments for subscription to the Units of the Scheme by local cheque/bank draft, drawn on any

bank branch. Cheques/demand drafts should be drawn in favour of “ICICI Prudential Interval Fund Quarterly Interval Plan –I ”, and must be crossed “Account Payee Only”. No Cash will be accepted. Payments by Stock invest and out-station and/or post-dated cheques will not be accepted. The Fund will bear the demand draft charges subject to maximum of Rs. 50,000/- per transaction for purchase of units by investors residing at location where the Asset Management Company (AMC’s) Customer Service Centers/ Collection Centers are not located as mentioned in the table below:

Amount of Investment Rate of Charges for Demand Draft(s)

Upto Rs.10,000/- At actual, subject to a maximum of Rs. 50/-

Above Rs.10,000/- Rs. 3/- per Rs. 1000/-

Maximum Charges Rs. 50,000/-

AMC reserves the right to refuse bearing of demand draft charges, in case of investments made by the same applicant(s) through multiple applications at its own discretion which will be final and binding on the investor.

Investors residing at places other than where the AMC Customer Service Centers/ Collection Centers are located, are requested to make the payment by way of demand draft(s) after deducting charges as per the rates indicated in the above table. It may be noted that additional charges, if any, incurred by the investor over and above the levels indicated above will not be borne by the Fund.

No demand draft charges will be borne by the Fund for purchase of Units by investors residing at such locations where the Customer Service Centers/Collection Centers of the AMC are located.

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

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

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

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

In case of NRI investments, the applications and the cheque have to be accompanied by the debit certificate from the bank on which cheque is drawn. .

In case the debit certificate is not provided, the AMC reserves the right to reject the application of the NRI investors.

FIIs

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

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

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iv) Mode of Payment on Repatriation basis

FIIs may pay their subscription amounts either by way of inward remittance through normal banking channels or out of funds held in Foreign Currency Account or Non-resident Rupee Account maintained by the FII with a designated branch of an authorized dealer with the approval of the RBI subject to the terms and conditions set out in the aforesaid notification. In case Indian rupee drafts are purchased abroad or from Foreign Currency Accounts or Non-resident Rupee Accounts an account debit certificate from the Bank issuing the draft confirming the debit shall also be enclosed.

In case of NRIs and persons of Indian origin residing abroad, payment may be made by way of Indian Rupee drafts purchased abroad and payable at the collecting bank branch locations of ICICI Bank or by way of cheques drawn on Non-Resident (External) (NRE) Accounts payable at designated ICICI Bank Collection Centres or at specified AMC branches. All cheques/drafts should be made out in favour “ ICICI Prudential Interval Fund – Quarterly Interval Plan – I”, and must be crossed “Account Payee Only”. In case Indian Rupee drafts are purchased abroad or from FCNR/NRE A/c. an account debit certificate from the Bank issuing the draft confirming the debit shall also be enclosed.

v) Mode of payment on Non-Repatriation basis In case of NRIs /Persons of Indian origin seeking to apply for Units on a non-repatriation basis, payments may be made by cheques/demand drafts drawn out of Non-Resident Ordinary (NRO) accounts/ Non-Resident Special Rupee (NRSR) accounts and Non Resident Non-Repatriable (NRNR) accounts payable at the city the designated location.

vi) Investments of the minor investor on attaining majority

Upon attaining majority, a minor has to write to the fund, giving his specimen signature duly authenticated by his banker as well his new bank mandate, PAN details, UIN details (if applicable as per prevalent SEBI Guidelines) in order to facilitate the Fund to update its records and permit the erstwhile minor to operate the account in his own right.

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

Every investor, depending on the category under which he/she/ it falls, is required to provide the relevant documents alongwith the application form as may be prescribed by AMC. In case of an application under the Power of Attorney or by a limited company, body corporate, registered society or partnership etc., the relevant Power of Attorney or the relevant resolution or authority to make the application as the case may be, or duly certified copy thereof, along with the memorandum and articles of association/bye-laws must be lodged at the Registrar’s Office at the time of submission of application. In case an investor has issued Power of Attorney (POA) for making investments, switches, redemptions etc. under his folio, both the signature of the investor and the POA holder have to be clearly captured in the POA document to be accepted as a valid document. At the time of making redemption / switches the fund would not be in a position to process the transaction unless, POA holder's signature is available in the POA.

Original or certified true copies of the following documents should be submitted by Companies/Bodies

Corporate/PSUs/Banks and Financial Institutions along-with the application form:

• Board resolution authorizing the investment • List of authorized officials to make such investment along with the specimen signature of such authorized

officials

• MOA and AOA/Bye Laws including certificate of registration/any other incorporation or foundation documents The onus of authentication of the documents shall be on the Investors and the AMC/Fund will accept and act on these

in good faith wherever the documents are not expressly authenticated

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Submission of these documents by such Investors shall be full and final proof of the corporate investors’ authority to invest and the AMC/Fund shall not be liable under any circumstances for any defects in the documents so submitted.

viii)Joint Applicants

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

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

ix) Nomination Facility

The Scheme provides for the nomination facility as permitted under the Regulations.

Nomination Forms are available alongwith the application forms at any of the Customer Service Centres of the AMC. It may, however, be noted that in the event of death of the Unitholder and in the event a nominee has been named, the nominee shall stand transposed in respect of the Units held by the Unit holder. Such nominee (new Unit holder) will hold the Units in trust for and on behalf of the estate of the original Unit holder and his / her legal heirs. Such payments made by the AMC shall be full and valid discharge of the AMC / Fund from all further liabilities in respect of the sums so paid.

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

Where the units are held by more than one person jointly, the joint unitholders may together nominate a person in whom all the rights in the units shall vest in the event of death of all the joint unit holders.

j) Issuance of Units Subject to receipt of minimum subscription amount, full allotment will be made to all valid applications received during the New Fund Offer period. Allotment of units will be completed not later than 30 days after the close of the New Fund Offer period.

k) Account Statements

An Account Statement will be sent by ordinary post/courier to each Unitholder, stating the number of Units allotted, not later than 30 days from the close of New Fund Offer Period. In case the investor provides the e-mail address, the Fund will provide the Account Statement only through e-mail message. The Account Statements shall be non-transferable. If the Unitholder so desires, non-transferable unit certificates will be issued within six weeks of the receipt of request for the certificate. As the Units under the Scheme are not transferable, additions/ deletion of names will not be allowed under any folio of the Scheme. The above provisions in respect of deletion of names will not be applicable in case of death of unitholder (in respect of joint holdings) as this is treated as transmission of units and not transfer.

l) Refunds In accordance with the Regulations, if the Scheme fails to collect the minimum subscription amount specified on Page 59, the Fund shall be liable to refund the money to the applicants. In addition to the above, refund of subscription money to applicants whose applications are invalid for any reason whatsoever will commence immediately after the allotment process is completed. Refunds will be completed within six weeks of the close of the New fund offer period. If the Fund refunds the amount after six weeks, interest @ 15% per annum shall be paid by the AMC. Refund orders will be marked “A/c. Payee only” and drawn in the name of the

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applicant in the case of sole applicant and in the name of the first applicant in all other cases. All refund cheques will be sent by Registered Post A.D.

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

m) Redemption of Units The Units can be redeemed (i.e., sold back to the Fund), at the Applicable NAV (hereinafter defined) commencing from not later than 30 days after the close of the new fund offer period. Redemption requests can be made by unit holders in amounts, with a minimum of Rs 500 and multiples of Re.1/- provided minimum balance should not fall below Rs.5000. A Unit holder may request redemption of a specified amount or a specified number of Units, (subject to the minimum redemption amount as mentioned above) the number of Units specified will be considered for deciding the redemption amount. If only the redemption amount is specified by the Unit holder, the Fund will divide the redemption amount so specified by the Applicable NAV based price to arrive at the number of Units. In case an investor has purchased Units on more than one Business Day, the Units purchased prior in time (i.e. those Units which have been held for the longest period of time) will be deemed to have been redeemed first i.e. on a First-in-First-Out basis.

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

i) Redemption Price The Redemption Price of the Units will be based on the Applicable NAV subject to the prevalent exit load provisions. The Redemption Price of the Units will be computed as follows:

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

For the present, the Trustee does not intend to charge an exit load on the amount sought to be redeemed if the same is tendered during the ‘specified transaction period’

For detailed explanation on loads, please refer the section on “Loads and Recurring expenses”. However, subject to the maximum load as permitted under the Regulations, the Trustee has a right to fix, from time to

time, the exit load payable by the investors under the Scheme. Notice of the changes in the load structure shall be made by a suitable display in the Customer Service Centres of the AMC and will be communicated to the intermediaries and investors in the matter prescribed by SEBI.

While determining the prices of the units, the mutual fund shall ensure that the repurchase price is not lower than

95% of the Net Asset Value of the Scheme.

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ii) Applicable NAV

For Subscription including switch ins An applicant may submit subscription request only during the specified transaction period .The Specified transaction period as defined under summary of the scheme under the subheading “Transaction Period”.

The units will be issued in respect of all valid applications received upto closing business hours of the last day of New Fund Offer Period by the Mutual Fund along with a local cheque or a demand draft payable at par at the place where the application is received. Applicable NAV is the Net Asset Value per Unit at the close of the Business Day on which the application is accepted after adjusting for entry load if applicable.

No applications will be accepted after the cut-off time by the Mutual Fund.

Also, the units will be issued in respect of valid applications with outstation cheques/demand drafts not payable at par at the place where the application is received. Redemptions including switch outs There will be no entry or exit load during specified transaction period. However, there will be no entry or exit load as shown below for redemptions on any day other than, the specified transaction period for the respective series/fund. In respect of valid applications received upto 3.00 pm by the Mutual Fund on/during the transaction period for the respective series/fund. In respect of valid applications received by the Mutual Fund, on/ during the transaction period the days closing NAV shall be applicable. (Without any exit load). In respect of valid applications received after 3.00 pm by the Mutual Fund, on /during the transaction period the closing NAV of the next business day shall be applicable with applicable exit load.

Cut Off time for including switch-ins and redemption including switch outs is 3 P.M. iii) Cooling-off period for web based transactions

For all web-based transactions under the scheme, entered through the website of the fund viz. www.icicipruamc.com, there would be a cooling off period of 30 minutes before the respective cut-off times for purchase and sale transactions.

For purchase transactions through the website of the Fund, following rules will apply: (a) Internet Banking: As stated above, provided the electronic bank confirmation is received simultaneously for

web-based transactions using internet banking. (b) Applications accompanied by physical cheques/ Demand Drafts: The units will be issued, on receipt of physical

transaction request at the nearest official point of transaction of the AMC within 10 days from the date of transaction.

(c) The original application form duly signed should reach the AMC immediately after the transaction through website. If the investor fails to do so , the Amc reserves the righ to reject/hold the redemption requests of such investor.

iv) How to Redeem? The redemption requests can be made on the transaction slip for redemption available at the Customer Service

Centres. The redemption request can be made at any of the Customer Service Centres as listed in this Offer Document

In case the Units are standing in the names of more than one Unitholder, where mode of holding is specified as

‘Jointly’, redemption requests will have to be signed by all joint holders. However, in cases of holding specified as ‘Anyone or Survivor’, any one of the Unitholders will have the power to make redemption requests, without it being necessary for all the Unitholders to sign. However, in all cases, the proceeds of the redemption will be paid only to the first-named holder.

The Unitholder may either request for mailing of the redemption proceeds to his/her address or collection of the same

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from the Customer Service Center. v) Payment of Proceeds All redemption requests received prior to 3.00 p.m. on any Business Day will be considered accepted on that

Business Day, subject to the redemption request being complete in all respects, and will be priced on the basis of the Applicable NAV (subject to the applicable load) for that day. Where an application is received after the cut-off time, as above, the request will be deemed to have been received on the next Business Day. Please see page 67 ‘Right to Limit Redemption’ and page 67 ‘Suspension of Sale and Redemption of Units’.

As per the Regulations, the Fund shall despatch the redemption proceeds within 10 (ten) Business Days from the date of acceptance of redemption request at any of the Official Point of Acceptance of Transactions

The redemption cheque will be issued in favour of the sole/first Unitholder’s registered name and bank account number and will be sent to the registered address of the sole/first holder. The redemption cheque will be payable at par at all the places where the Customer Service Centres are located. The bank charges for collection of cheques at all other places will be borne by the Unitholder.

In case of fresh investments, the account statement and in case of redemptions the cheque(s) would be sent by courier/Post. In case, the courier is returned undelivered; the AMC will send the same by Registered Post A D. The courier and Postal Department as the case may be shall be treated as agents of the investor / unitholders. Delivery of the accounts statements and cheques to the courier/ Postal Department as the case may be shall be treated as delivery to the investor. The Mutual fund/Registrars are not responsible for any delayed delivery or non-delivery of any consequences thereof. The AMC shall not be liable to pay for the penal interest, in such cases where AMC has handed over the correspondence / cheque to courier Agent / Postal Department within the period stipulated in the Offer Document.

A fresh Account Statement, in case of partial redemption, will be sent by the Registrar to the redeeming investors, indicating the new balance to the credit in the Account.

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

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

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

vi) Non receipt of email communication by Investor:

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

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

vii)Redemption by NRIs/ FIIs

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

In terms of the Schedule 5 of Notification no. FEMA 20/2000 dated May 3, 2000 issued under the Foreign Exchange Management Act, 1999 (FEMA) the RBI has granted general permission to NRIs and FIIS who have purchased units

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issued by mutual funds in accordance with the aforesaid notification to tender units to the mutual funds for repurchase or for the payment of maturity proceeds.

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

viii) Effect of Redemptions

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

ix) Fractional Units

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

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

xi) Right to Limit Redemptions

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

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

xii) Suspension of Sale and Redemption of Units

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

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

2. When, as a result of political, economic or monetary events or any circumstances outside the control of the Trustee and the AMC, the disposal of the assets of the Scheme is not reasonable, or would not reasonably be practicable without being detrimental to the interests of the Unitholders.

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

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

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

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

7. If so directed by SEBI. In the above eventualities, the time limits indicated above, for processing of requests for purchase and redemption of

Units will not be applicable. Suspension or restriction of repurchase/ redemption facility under any scheme of the mutual fund shall be made

applicable only after obtaining the approval from the Boards of Directors of the AMC and the Trustees. After

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obtaining the approval from the AMC Board and the Trustees, an intimation would be sent to SEBI in advance providing details of circumstances and justification for the proposed action shall also be informed.

xiii) Permanent Account Number (PAN) If the application is for 50,000 or more, then the PAN and IT Circle/Ward/District (if available) of the applicant

should be mentioned and a copy of PAN Card/Form 60 should be attached with the application form. In case of any person who does not have a permanent account number shall make a declaration in Form No.60. Any application form without these details will not be accepted by the fund.

In case of web-based transactions, a copy of PAN should be faxed to us before the cut-off time. The transactions would be rejected or considered to be invalid, if we do not receive the PAN details alongwith the documentary proof before the cut-off time.

The original copy of PAN details should be submitted within 10 days from the date of execution of the transaction, if, we do not receive the same within 10 days, then we reserve the right to reject or reverse the transaction(s).

xiv) Dormant Account Locking Investment Folios under which there are no transactions for last 24 months shall be classified as dormant folios.

Redemption, change of address and change of bank requests in such accounts will be put through only after secondary checks and such additional safeguards that may be stipulated from time to time.

xv) Unique Identification Number (UIN)

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

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

o) Purchase of Units after the New Fund Offer period

An applicant may submit subscription request during the specified transaction period, the specified transaction period is defined under summary of the scheme under the sub heading “transaction period”. The Plan shall re-open for fresh subscriptions on going basis, not later than 30 (Thirty) days after the close of new fund offer period. Applications by new investors (i.e. other than existing Unitholders) must be for a minimum amount as mentioned herein below:

Plans/Options under ICICI Prudential Interval Fund – Quarterly Interval Plan – II

Minimum Application Amount

Minimum Additional Application Amount

Retail Option Rs. 5000/-

(plus in multiples of Re.1/-) Rs. 1000/-

(plus in multiples of Re.1/-)

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

i) Purchase Price

The purchase price of the Units will be based on the Applicable NAV subject to applicable load. On an on-going basis, it is proposed to charge, an entry load as mentioned in page no 72. Notice of the changes in the load structure shall be made by a suitable display in the Customer Service Centres of the AMC and will be communicated to the intermediaries and investors in the manner prescribed by SEBI.

The Fund reserves the right to modify entry load or a combination of entry/exit loads, at any time in future, on perspective basis. In such an event, the Purchase/Redemption Price of the Units will be adjusted by using the following formula. The maximum load entry/exit) under the Scheme will not exit the limits as prescribed under the Regulations.

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

While determining the prices of the units, the mutual fund shall ensure that the repurchase price is not lower than 95% of the Net Asset Value of the Scheme.

ii) How to Purchase?

The application forms for the purchase of Units of the Scheme will be available at the office of the AMC, the Customer Service Centres. New investors can purchase Units by completing an Application Form. Existing Unitholders may use the transaction slip for additional purchases sent with the Account Statement or a new Application Form. Payment for purchase of Units will be accepted only through a cheque or demand draft drawn payable at the centre where the application is lodged, drawn in favour of “ICICI Prudential Interval Fund – Quarterly Interval Plan -II”. Investors at places other than where the Customer Service Centres are located, are requested to make the payment without deducting the demand draft charges. The Fund will not entertain any requests for reimbursement of demand draft charges.

Outstation cheques and cash will not be accepted under any circumstances.

Investors should complete the Application Form and deliver the same along with the cheque/draft at any of the Customer Service Centres of the AMC/Official Point of Acceptance of Transaction.

Under normal circumstances, an Account Statement will be mailed to the investor indicating the units purchased within 3 business days of acceptance of a valid application for purchase of units and in case the investor has provided his/her e-mail address, the Account Statement will be sent by e-mail message only.

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

iii) Purchase by NRIs

Units will be issued to NRIs subject to the investor providing the required documents to the Fund.

iv) Applicable NAV a. Purchases including switch ins: In respect of valid applications received, upto the cut-off time, by the Mutual Fund

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

b. Redemptions including switch-outs: In respect of valid applications received upto the cut-off time by the Mutual Fund, same day’s closing NAV shall be applicable. In respect of valid applications received after the cut off time by the Mutual Fund, the closing NAV of the next business day shall be applicable.

c. Cut off time for purchase including switch-ins and redemption including switch outs is 3 P.M. d. Cooling-off period for web based transactions

For all web-based transactions under the scheme, entered through the website of the fund viz. www.icicipruamc.com, there would be a cooling off period of 30 minutes before the respective cut-off times for purchase and sale transactions.

For purchase transactions through the website of the Fund, following rules will apply: (a) Internet Banking: As stated above, provided the electronic bank confirmation is received simultaneously for

web-based transactions using Internet banking. (b) Applications accompanied by physical cheques/ Demand Drafts: The units will be issued, on receipt of physical

transaction request at the nearest official point of transaction of the AMC within 3 business days from the date of transaction.

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

p) Prevention of Money Laundering

Prevention of Money Laundering Act, 2002 came into effect from July 1, 2005 vide Notification No. GSR 436(E)

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dated July 1, 2005 issued by Department of Revenue, Ministry of Finance, Government of India. Further, SEBI vide its circular ISD/CIR/RR/AML/1/06 dated January 18, 2006 mandated that all intermediaries including Mutual Funds should formulate and implement a proper policy framework as per the guidelines on anti money laundering measures and also to adopt a Know Your Customer (KYC) policy. SEBI again issued another circular reference no. ISD/CIR/RR/AML/2/06dated March 20, 2006 advising all intermediaries to take necessary steps to ensure compliance with the requirement of section 12 of the Act inter-alia maintenance and preservation of records and reporting of information relating to cash and suspicious transactions to Financial Intelligence Unit-India (FIU-IND), New Delhi.

According to guidelines, the investor(s) should ensure that the amount invested in the scheme is through legitimate sources only and does not involve and is not designated for the purpose of any contravention or evasion of the provisions of the Income Tax Act, Prevention of Money Laundering Act, Prevention of Corruption Act and / or any other applicable law in force and also any laws enacted by the Government of India from time to time or any rules, regulations, notifications or directions issued thereunder.

To ensure appropriate identification of the investor(s) under its KYC policy and with a view to monitor transactions for the prevention of money laundering, ICICI Prudential AMC / ICICI Prudential Mutual Fund reserves the right to seek information, record investor’s telephonic calls and / or obtain and retain documentation for establishing the identity of the investor, proof of residence, source of funds, etc. It may re-verify identity and obtain any incomplete or additional information for this purpose.

The investor(s) and their attorney, if any, shall produce reliable, independent source documents such as photographs, certified copies of ration card/ passport/ driving license/PAN card, etc. and/or such documents or produce such information as may be required from time to time for verification of the identity, residential address and financial information of the investor(s) by the AMC/Mutual Fund. If the investor(s) or the person making payment on behalf of the investor(s), refuses / fails to provide the required documents/ information within the period specified in the communication(s) sent by the AMC to the investor(s) then the AMC, after applying appropriate due diligence measures, believes that the transaction is suspicious in nature within the purview of the Act and SEBI circulars issued from time to time and/or on account of deficiencies in the documentation, shall have absolute discretion to report suspicious transactions to FIU-IND and / or to freeze the folios of the investor(s), reject any application(s) / allotment of units and effect mandatory redemption of unit holdings of the investor(s) at the applicable NAV subject to payment of exit load, if any, in terms of the said communication sent by the AMC to the investor(s) in this regard. The KYC documentation shall also be mandatorily complied with by the holders by virtue of operation of law e.g. transmission, etc. ICICI Prudential Mutual Fund, ICICI Prudential Asset Management Company Limited, ICICI Prudential Trust Limited and their Directors, employees and agents shall not be liable in any manner for any claims arising whatsoever on account of freezing the folios / rejection of any application / allotment of units or mandatory redemption of units due to non-compliance with the provisions of the Act, SEBI circular(s) and KYC policy and / or where the AMC believes that transaction is suspicious in nature within the purview of the Act and SEBI circular(s) and reporting the same to FIU-IND.

q) PAN Based KYC Process Investors who wish to invest in a mutual fund shall have to submit a KYC application form along with all the prescribed documents listed in the said Form, at any of the Point of Service ('POS'). PAN shall be the basis of the said KYC process and once the KYC process is completed the PAN shall be quoted for all future reference. The KYC application form is available at our website www.icicipruamc.com and AMFI website (www.amfiindia.com). POS are the designated centers appointed by the Central Agency for receiving application forms and processing data. List of and location of POS is available at our website www.icicipruamc.com and www.amfiindia.com. On submission of application, documents and information to the satisfaction of the POS, the investor will be allotted provisional KYC letter across the counter. Subsequently, the Central Agency will scrutinize the information and documents submitted by the investor, and confirm the same. However, the Central Agency may cancel the KYC within 15 Business days from the date of allotment of provisional KYC letter, in case of any deficiency in the document/information. Intimation on cancellation of KYC letter will be dispatched by the Central Agency to the investor immediately. No communication will be sent to the investor if the KYC letter as allotted is confirmed. Presently, it is mandatory for all applications for subscription of value of Rs.50, 000/- and above to quote the PAN of all the applicants (guardian in case of minor) in the application for subscription. The PAN will be validated with the records of the Central Agency before allotting units.

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In the event of any KYC application form being subsequently rejected for lack of information / deficiency / insufficiency of mandatory documentation, the investment transaction will be cancelled and the amount may be redeemed at applicable NAV, subject to payment of exit load, wherever applicable. Such redemption proceeds will be dispatched within a maximum period of 21 days from date of acceptance of application. However, in case of subscriptions in scheme where Units are under a lock in period as allotment will be done only on confirmation from the Central Agency that the KYC is final.

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SECTION IV

LOAD STRUCTURE, FEES AND EXPENSES

A) LOAD STRUCTURE OF THE SCHEME

The load structure of the scheme shall be as indicated in para B below on the applicable load structure . Subject to the Regulations, the Trustee reserves the right to modify/alter the load structure and may decide to introduce a differential load structure on the Units subscribed/redeemed on any Business Day. Such changes will be applicable for prospective investments. The Trustee shall arrange to display a notice in the Customer Service Centers of the AMC before the change of the then prevalent load structure. The addendum detailing the changes in load structure will be attached to offer documents and abridged offer documents. The addendum will also be circulated to all the distributors/brokers so the same can be attached to all the offer documents and abridged offer documents in stock. This addendum will also be sent along with the newsletter to the Unit holders immediately after the changes. Changes in the load structure may be stamped in the acknowledgement slip issued by the Fund after the changes in load structure. All loads including CDSC for each scheme shall be maintained in a separate account and may be utilized towards meeting the selling and distribution expenses. Any surplus in this account may be credited to the scheme, whenever felt appropriate by the AMC. Applicable load structure

The following load structure is applicable in the scheme

ENTRY LOAD - NIL

Exit Load - Nil if redeemed during “The Specified Transaction Period”. If redeemed at anytime other than “The Specified Transaction Period” 0.5%. However, the Trustee shall have a right to prescribe or modify the load structure with prospective effect subject to a maximum prescribed under the Regulations. B) FEES AND EXPENSES OF THE SCHEME As per SEBI circular/ SEBI/IMD/CIR No 1/64057/06 dated April 4, 2006 open ended schemes are not permitted to charge initial issue expenses to the schemes. The entire initial expenses incurred during the new fund offer (NFO) shall be borne by the AMC.

i. Estimated Recurring Expenses As per the provisions of the Regulations, read with the amendments thereto, the following fees and expenses will be charged to the Scheme: Annual Fee (Max) Retail Option (%) Investment Management Fee 1.00 Trustee Fee 0.05

Custodian Fee 0.20

Marketing & Selling 0.47

Registrar & Transfer Agent 0.10

Audit Costs 0.01

Costs of Investor Communications 0.12

Service Tax 0.14

Cost of Statutory Advertisements 0.11

Other Expenses 0.01

Service Tax 0.04

Total Recurring Expenses 2.25% The purpose of the above table is to assist the investor in understanding the various costs and expenses that an investor in

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the Scheme will bear. These estimates are based on a corpus size of Rs.1 crore under the Scheme and would change to the extent assets are lower or higher. If the corpus size is in excess of Rs.1 crore, the above mentioned recurring expenses in the Scheme would change. The above expenses 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 information available to the AMC and the total expenses may be more than as specified in the table above. However, as per the Regulations, the total recurring expenses that can be charged to the Scheme in this Offer Document shall be subject to the applicable guidelines. Expenses over and above the permitted limits will be borne by the AMC. The recurring expenses of the Schemes, and the additional management fee shall be as per the limits prescribed under Sub-Regulations (6) of Regulations 52 of the Regulations and shall not exceed the limits prescribed there under. As per the Regulations, the maximum recurring expenses that can be charged to the Scheme shall be subject to a percentage limit of weekly net assets as in the table below: First Rs. 100 crore Next Rs. 300 crore Next Rs. 300 crore Over Rs. 700 crore 2.25% 2.00% 1.75% 1.50%

Subject to Regulations, expenses over and above the prescribed limit shall be borne by the Asset Management Company. ii) NEW FUND OFFER EXPENSES OF THE PAST SCHEMES

i) During the last one fiscal year, ICICI Prudential Mutual Fund launched - - ICICI Prudential Fixed Maturity Plan – Series 32, ICICI Prudential Fixed Maturity Plan – Series 30 – 13 Months Plan, ICICI Prudential Hybrid Fixed Maturity Plan –13 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – One Year Plan A, ICICI Prudential Fixed Maturity Plan – Series 34 – 18 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – 17 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – Three Months Plus Plan A, ICICI Prudential Fixed Maturity Plan – Series 34 – 16 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – 15 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – Six Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – One Year Plan B, ICICI Prudential Fixed Maturity Plan – Series 35 – Three Months Plan A, ICICI Prudential Fixed Maturity Plan – Series 35 –One Month Plan, ICICI Prudential Fixed Maturity Plan – Series 35 – Three Months Plan C, ICICI Prudential Fixed Maturity Plan – Series 35 – Thirteen Months Plan A, ICICI Prudential Fixed Maturity Plan – Series 35 –Thireen Months Plan B, ICICI Prudential Fixed Maturity Plan – Series 37 – Three Months Plan A, ICICI Prudential Fixed Maturity Plan – Series 37 – Three Months Plus Plan A, ICICI Prudential Fixed Maturity Plan – Series 37 – Fourteen Months Plan, ICICI Prudential Fixed Maturity Plan – Series 37 – Three Months Plan B, ICICI Prudential Fixed Maturity Plan – Series 37 – One Year Plan A, ICICI Prudential Fixed Maturity Plan – Series 37 – One Month Plan, ICICI Prudential Fusion Fund Series II, ICICI Prudential Equity & Derivatives Fund.

ii) New Fund Offer Expenses – Comparison Of Estimated To Actual The New Fund Offer Expenses of all the above Schemes except ICICI Prudential Fusion Fund Series – II were borne by the AMC. For ICICI Prudential Fusion Fund Series – II, the New Fund Offer expenses to be charged to the Scheme was limited to 6% of the amount mobilized during the New Fund Offer Period i.e. Rs. 61.41 crores. Actual Expenses paid as on date is Rs. 43.54 crores and the balance will be paid in due course.

67

iii) Condensed Financial Information:

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

Fixed Maturity Plan – Yearly 3^

Fixed Maturity Plan - Yearly 4^

Child Care Plan-Gift Option

Child Care Plan-Study Option

Historical Per Unit Statistics

Date of Allotment

June 21, 2001

Sept 20, 2001

August 31, 2001

August 31, 2001

NAV at the beginning of the year (Rs.)

10.67

11.42

Growth Option 11.5055 11.1635 - -

Dividend Option - - - - @@ Net Income per unit N.A. N.A. 1.45 1.10 Dividends 0.7908 - - - Transfer to Reserves

- - - -

Compounded Annualised Returns (Based on NAVs of Growth Option) N.A N.A. 29.52% 14.32% Benchmark Index

$ $ Nifty Crisil MIP Blended Index

Return compared to Benchmark Index

$ $ 1.81% 5.02%

Net Assets end of period (Rs. Crore) N.A N.A. 25.10 21.87 NAV at the end of the period - - 19.51 14.13 Growth Option - - - - Dividend Option

- - - -

Ratio of Recurring Exps to Net Assets 0.60% 0.57% 2.00% 1.50%

Short Term Plan

Fixed Maturity Plan – Yearly 5

Index Fund

Long term Plan

Sweep Plan

Fixed Maturity One Year Plan – Series 6 @

Fixed Maturity One Year Plan – Series 7^

Historical Per Unit

68

Statistics Date of Allotment October

25, 2001

March 22, 2002

February 26, 2002

March 28, 2002

March 6, 2002 July 21,

2003 August, 19, 2002


8.3278

10.5508

10.6555 10.3140

Growth Option 11.2323

10.8643 - 11.3634 - - -

Dividend Option 10.7561

- - - - - -

Institutional Option - Growth

11.2345 - - - - - -

@@ Net Income per unit 1.1672 0.4563 1.9315 1.2781 0.2800

1,269.5603 NA

Dividends 0.8039 - - - - - - Fortnightly Dividend Option

0.5644 - - - - - -

Institutional Fortnightly Dividend Option

0.5995 - - - - - -

Institutional Dividend Option

0.6027 - - - - - -

Transfer to Reserves - - - - - - - Compounded Annualised Returns (Based on NAVs of Growth Option)

7.58% 6.19% 22.07% 11.26% 4.53% 29.37%* NA

Benchmark Index Crisil Short term Bond Fund

$ Nifty Crisil Composite Bond Fund Index

Crisil Liquid Fund Index

$ $


0.51% $ 1.13% 0.12% -0.45% $ $

Net Assets end of period (Rs. Crore)

1,176.93 5.72 21.88 245.28 59.90 0.02 N.A.

NAV at the end of the period

- 11.2941 15.1811 12.3924 10.9616 12.9370 N.A

Growth Option 11.9441 - - - - - - Dividend Option 10.6050

- - - - - -

Institutional Option Growth

11.9703 - - - - - -

Institutional Option - Dividend

10.8415

Institutional Fortnightly Option –Dividend

10.8443 - - - - - -

Dividend (Fortnightly) 10.6052 - - - - - - Ratio of Recurring Exps to Net Assets 1.00% 0.60% 1.25% 0.60% 1.00% 0.60% 0.60% Ratio of Recurring Exps to Net Assets- Institutional Plan- Annualised 0.80%

-

-

-

-

-

-

69

Flexible Income Plan

Flexible Income Plus Plan^

Dynamic Plan

SPICE Fixed Maturity Plan – Yearly 12

Floating Rate Plan

Fixed Maturity Plan – NRI Series 4 – Half Yearly

Fixed Maturity Plan – NRI Series 4 – Quarterly ^


Date of Allotment September 27, 2002

May 22, 2003

October 31, 2002

January 10, 2003

March 17, 2003

March 28, 2003

October 21, 2003,

October 21, 2003,


10.7745 # 10.2799 30.4342 10.0046 # #

Growth Option - - - - 10.0191 - - - Institutional Option - Growth

- - - - 10.0208 - - -

@@ Net Income per unit 1.4298

N.A. 8.6880

19.3355 0.6369 0.1441 0.2498 N.A.

Dividends 0.1200 - - - - 0.0182 0.1090 Dividend Option (Quarterly)

0.4000

Divide4nd Option (fortnightly)

- - -

Transfer to Reserves - - - - - - - - Compounded Annualised Returns (Based on NAVs of Growth Option) 12.48%

N.A.

55.75%

52.60%

5.97%

*5.04%

*2.50%

N.A.

Benchmark Index I-Sec Composite Index

N.A.

Nifty

BSE SENSEX

$ CRISIL Liquid Fund

$ $


-2.26% N.A. 1.06% 1.60% $ 0.66% $ $

Net Assets end of period (Rs. Crore) 822.16

N.A. 109.35

15.67 44.90 512.71 65.10 N.A.


N.A. -

56.2998 -

-

10.2498

Growth Option 11.9432 18.7310 10.6156 10.5040 Dividend Option 10.6894 - 8.0733 - - 10.0421 N.A.

Quarterly Option 10.6894 - - - - - - - Institutional Option Growth

- - - - 10.6762 - - -

Ratio of Recurring Exps to Net Assets 1.00%

0.50% 2.08%

0.80%

0.75%

0.75%

0.10%

0.55%

Ratio of Recurring Exps to Net Assets- Institutional Plan- Annualised -

- -

-

0.20%

-

Fixed Maturity Plan – NRI Series 6 – Quarterly^

Gilt Fund Investment Plan - PF Option

Fixed Maturity Plan – NRI Series 8 –

Fixed Maturity Plan –Series 23

Gilt Fund Treasury Plan - PF Option

Income Multiplier Fund

70

Quarterly ^


Date of Allotment November 21, 2003,

November 19, 2003

December 17, 2003

December 15, 2003

February 11, 2004

March 30, 2004


# # # # # #

@@ Net Income per unit

NA 0.1975

NA 0.1635 0.0435 -0.0132

Dividends 0.1103 - 0.1121 - - - Option A - - - 0.1375 - - Transfer to Reserves - - - - - - Compounded Annualised Returns (Based on NAVs of Growth Option)

NA

*2.91%

NA

*1.53%

*1.63%

*-0.76%

Benchmark Index $ I-Sec Li Bex

$ $ I-Sec Si Bex

CRISIL Composite Bond Fund Index


$ 0.36% $ $ 0.64% -0.80%


NA 111.14 NA 66.04 43.31 238.70


NA 10.2906 NA 10.1633 9.9240

Option B - - - 10.1532 - - Option C - - - 10.1342 - - Option D - - - 10.1342 - - Option E - - - 10.1354 - - Option F - - - 10.1238 - - Option G - - - 10.1371 - - Option H - - - 10.1336 - - Ratio of Recurring Exps to Net Assets

0.56%

1.10%

0.55%

0.49%

1.50%

2.09%

Fixed Maturity Plan – Series 24 – Yearly

Fixed Maturity Plan – Series 24 -Quarterly

Advisor Series – Aggressive Plan

Advisor Series – Cautious Plan

Advisor Series – Moderate Plan

Advisor Series – Very Aggressive Plan

Advisor Series – Very Cautious Plan


Date of Allotment March 20, 2004

March 20, 2004

December 18, 2003

December 18, 2003

December 18, 2003

December 18, 2003

December 18, 2003


# # # # # # #

@@ Net Income per unit

0.0174 0.0163 0.0712 0.1110 0.0502 0.3141 0.2754

Dividends - - - - - - - Transfer to Reserves - - - - - - - Compounded

71

Annualised Returns (Based on NAVs of Growth Option)

*0.18%

*0.17%

*-0.02%

*2.75%

*1.64%

*-1.41%

*1.42%

Benchmark Index $ $ $$ $$ $$ $$ $$ Return compared to Benchmark Index

$ $ -1.07% 1.53% 0.55% -2.34% 0.20%


71.09 91.95 30.12 130.00 49.39 28.41 25.24


10.0176 10.0169 9.9982 10.2753 10.1643 9.8586 10.1419

Dividend Plan – NRI Option

- - 9.5898 9.9692 9.7985 - -

Ratio of Recurring Exps to Net Assets

0.20%

0.22% 0.53% 0.33% 0.43% 0.66% 0.19%

Notes:

1) Returns since inception are for the growth plan in each case except in case of Fixed Maturity Plan – NRI Series 4 – Half Yearly where there is no Growth Option. For Fixed Maturity Plan – Yearly Series 23 the returns have been calculated on the basis of the NAV of Option H.

2) While arriving at Net Income per unit, Income Equalisation Reserve and mark to market has not been considered and it is calculated on the basis of closing units as of March 31, 2004.

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

* Fixed Maturity One Year Plan – Series 6, Prudential ICICI Floating Rate Plan, Fixed Maturity Plan – NRI Series 4 – Half Yearly, Prudential ICICI Gilt Fund Investment Plan & Treasury Plan – PF Option, Fixed Maturity Plan – NRI Series 8 – Quarterly, Fixed Maturity Plan – Yearly Series 23, Prudential ICICI Income Multiplier Fund, Fixed Maturity Plan – Series 24 – Quarterly and Yearly and Prudential ICICI Advisor Series – Aggressive, Cautious, Moderate, Very Aggressive and Very Aggressive Plans have not completed one year since the date of their launch. Returns are computed in absolute terms and for Growth Options only from the date of allotment. The NAV on the date of allotment is taken as Rs.10 for computation of returns

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

year. $ Appropriate benchmark index is not available.

@ All the unitholders under Prudential ICICI Fixed Maturity Plan – One Year Plus Series – 6 have redeemed their units on July 14, 2003 and there was fresh subscription on July 21, 2003 at Rs. 10.00, hence, simple absolute returns have been calculated.

@@ The Net Income per unit mentioned has excluded Income equalisation & marked to market calculated on the basis of market value of net assets of the Scheme on the valuation date, divided by the number of units outstanding on that date. It may be noted that, as it merely indicates the net income per unit on the valuation date calculated based upon outstanding units of the scheme on the given date, it is subject to vary from time to time and does not reflect any income / loss of the scheme.

^ All the unit holders under Prudential ICICI Fixed Maturity Yearly Plan Series 3, 4 & 7, Fixed Maturity Plan – NRI Series 4, 6 & 8 –Quarterly Option and Prudential ICICI Flexible Income Plus Plan have redeemed their units and unit balance are nil as on the date of this report.

$$ As provided in the offer document the Benchmark Indices for various Plans under Prudential ICICI Advisor Series are as given below:

Nifty 65 % 20% 50 % 90 % NA Crisil Composite Bond Fund Index

30% 60 % 35 % NA 40%


5 % 20 % 15 % 10 % 60%

72

b) Financial Information for the period ended March 31, 2005

Child Care Plan-Gift Plan

Child Care Plan-Study Plan

Short Term Plan

Index Fund Long term Plan


Date of Allotment 31-Aug-01 31-Aug-01 25-Oct-01 26-Feb-02 28-Mar-02

NAV at the beginning of the year (Rs.) 19.51 14.13 15.1811

Growth Option / Plan A 11.9440 12.3924

Dividend Option /Plan A 10.6050

Institutional Growth / Plan B 11.9703

Institutional Dividend / Plan B 10.8415

Institutional Fortnightly Dividend 10.8443

Fortnightly Dividend 10.6052


Dividends (inclusive of distribution tax if, any)

Dividend Option/Plan A Dividend 0.4571 1.9999

Dividend Option Institutional/PlanB Dividend Option

0.4865

Fortnightly Dividend Option 0.4839 Institutional Fortnightly Dividend Option

0.5204

Compounded Annualised Returns (Based on NAVs of Growth Option)

26.86% 12.11% 6.91% 19.24% 10.93%

Benchmark Index

Nifty Crisil MIP Blended Index

Crisil Short term Bond Fund

Nifty Crisil Composite Bond Fund

Return compared to Benchmark Index 6.44% 4.55% 2.33% -1.30% 10.25%

Net Assets end of period (Rs. Crore) 41.37 26.98 518.24 1.53 1.32


Growth Option / Plan A 23.46

15.0645 12.5777 17.2347 13.6654

Dividend Option /Plan A 10.6981 10.1893


Institutional Dividend / Plan B 10.9396

Institutional Fortnightly Dividend 10.9069

Fortnightly Dividend 10.6706

Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A %

2.00 1.50 1.00 1.25 0.60

Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B %

0.8

Transfer to Reserves Nil Nil Nil Nil Nil

73

Sweep Plan Fixed Maturity One Year Plan – Series 6 @

Flexible Income Plan

Dynamic Plan


Date of Allotment 6-Mar-02 29-Jul-04 27-Sep-02 31-Oct-02

NAV at the beginning of the year (Rs.) 10.9616 *



Quarterly Option 10.6894

@@ Net Income per unit 1.12 0.35 0.36 1.31


Dividend Option/Plan A Dividend 0.4000



4.22% 3.43% 8.14% 50.56%

Benchmark Index

Crisil Liquid Fund

$ CRISIL Composite Bond Fund

Nifty

Return compared to Benchmark Index -0.59% $ 1.66% 26.30%

Net Assets end of period (Rs. Crore) 10.81 224.49 101.71 266.72


Growth Option / Plan A 11.3529 10.3433 12.1710 26.8776




1.00 0.25 1.00 2.42

Transfer to Reserves Nil Nil Nil Nil

SENSEX Prudential ICICI Exchange Traded Fund

Gilt Fund Investment Plan - PF Option

Gilt Fund Treasury Plan - PF Option

Income Multiplier Fund

Fixed Maturity Plan – Series 24 – Yearly


Date of Allotment 10-Jan-03 19-Nov-03 11-Feb-04 30-Mar-04 20-Mar-04 NAV at the beginning of the year (Rs.)

56.2998 10.2906 10.1633 9.924 10.0176

@@ Net Income per unit 830.77 0.18 0.21 0.45 0.25 Compounded Annualised Returns (Based on NAVs of Growth Option)

35.34% 3.08% 3.93% *8.84% *5.14%

Benchmark Index BSE SENSEX I-Sec Li Bex I-Sec Si

Bex Crisil MIP Blended

$

74

Index Return compared to Benchmark Index

0.74% 3.48% -0.97% 7.50% $


0.55 118.23 111.20 128.08 142.77


Growth Option / Plan A 65.7990 10.4224 10.4466 10.8862 10.5308 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A %

0.80 1.10 1.50 2.15 0.20


Ratio of Recurring Exps to Net Assets for Institutional Plus Plan/Plan C %


Advisor Series – Aggressive Plan

Advisor Series – Cautious Plan

Advisor Series –Moderate Plan




Date of Allotment 18-Dec-03 18-Dec-03 18-Dec-03 18-Dec-03 18-Dec-03

NAV at the beginning of the year (Rs.) 9.9982 10.2753 10.1643

9.8586 10.1419

Growth Option / Plan A 9.9982 10.2753 10.1643

Dividend NRI Option 9.5898 9.9692 9.7985



13.81% 5.86% 8.58% 17.45% 4.69%

Benchmark Index $$ $$ $$ $$ $$

Return compared to Benchmark Index 8.53% 2.14% 5.59% 11.10% 3.77%



Growth Option / Plan A 11.8089 10.7587 11.1156 12.2955 10.6066

Dividend Option /Plan A 11.8089 10.7587 11.1156 12.2955 10.6066


0.55 0.35 0.45 0.70 0.20


Discovery Fund

Fixed Maturity Plan-Series 25-Quarterly @

Fixed Maturity Plan –Series 25 (15months)

Fixed Maturity Plan – Series 25 Yearly

Fixed Maturity Plan – Series 26-Quarterly @


Date of Allotment 16-Aug-04 10-Aug-04 17-Aug-04 10-Sep-04 31-Aug-04

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


75


0.2656 0.2522


*33.30% *3.44% *3.03% *2.67% *3.04%

Benchmark Index S&P CNX Nifty

$ $ $ $

Return compared to Benchmark Index 6% $ $ $ $








2.41 0.15 0.60 0.40 0.15


0.25



Emerging S.T.A.R. (Stocks Targeted At Returns) Fund

Fixed Maturity Plan – Series 5 @

Fixed Maturity Plan – Series 12

Prudential ICICI Plan I


Date of Allotment 28-Oct-04 31-Dec-04 14-Dec-04 24-Mar-05 NAV at the beginning of the year (Rs.)

# # # #

@@ Net Income per unit 2.08 0.19 0.21 0.02 Dividends (inclusive of distribution tax if, any)

0.4400


*18.20% 1.53% 1.55% 0.16%

Benchmark Index

CNX Nifty Junior $ $ Crisil Composite Bond Fund Index


-4.38% $ $ 0.05757%

Net Assets end of period (Rs. Crore) 131.14 127.99 406.39 183.03



Dividend Option /Plan A 11.82 10.1535 10.0156

Institutional Growth / Plan B 10.1587 10.1653 10.0160

Institutional Dividend / Plan B 10.1587 10.0160


2.42 0.46 0.67 0.45


0.25 0.32 0.25

76


Floating Rate Plan

Long Term Floating Rate Plan


Date of Allotment 28-Mar-03 15-Sep-04

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



@@ Net Income per unit 0.35 0.15


Dividend Option/Plan A Dividend 0.3082 0.25

Dividend Option Institutional/Plan B Dividend Option

0.4812 0.10

Dividend Option Institutional Plus/Plan C Dividend option

0.3308

Institutional Plus Daily/Plan C Dividend Daily 0.3122

Institutional Option Div (daily)/Plan B Dividend Daily

0.3075

Dividend Option Daily/Plan A Dividend Daily 0.2941


4.95% 2.65%

Benchmark Index CRISIL Liquid Fund

CRISIL Liquid Fund Index

Return compared to Benchmark Index -5.94% 0.31%

Net Assets end of period (Rs. Crore) 2877.70 668.00




Institutional Growth / Plan B 11.0208 10.2921

Institutional Dividend / Plan B 10.0438 10.0105

Institutional Plus Growth Option / Plan C 10.3434

Institutional Plus Dividend / Plan C 10.0072

Daily Dividend / Plan A Daily Dividend 10.0012

Institutional Dividend Daily / Plan B Daily Dividend

10.0012

Institutional Plus Dividend daily / Plan C Daily Dividend

10.0013


1.00 1.25


0.75 0.75


0.65 0.75

Transfer to Reserves Nil Nil

Notes:

1) Returns since inception are for the growth plan in each case except under Fixed Maturity Plan – Quarterly Series 24, Fixed Maturity Plan – Quarterly Series 25, Fixed Maturity Plan – Quarterly Series 26 for which returns have been calculated after adjusting declaration of dividend.

2) The additional Plan viz. Plan A, Plan B & Plan C were introduced in Prudential ICICI Floating Rate Plan on July 29,

77

2004. The existing option was assigned as Plan B and returns for the scheme has been computed using Plan B - Growth Option. Similarly in case of Prudential ICICI Long Term Floating Rate Plan returns have been computed using Plan A - Growth Option.

3) While arriving at Net Income per unit, Income Equalization Reserve and mark to market has not been considered and it is calculated on the basis of closing units as of March 31, 2005.


* Prudential ICICI Income Multiplier Fund, Fixed Maturity Plan Series 24 –Yearly Options and Prudential ICICI Discovery Fund, Prudential ICICI long Term Floating Rate Plan, Fixed Maturity Plan Series 25 – Quarterly, Yearly, 15 Months Plan, Fixed Maturity Plan Series 26 – Quarterly plan, Prudential ICICI Emerging S.T.A.R. (Stock Targeted At Return) Fund have not completed one year from the date of their launch. Returns are computed in absolute terms and for Growth Options only from the date of allotment. The NAV on the date of allotment is taken as Rs.10 for computation of returns

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

$ Appropriate benchmark index is not available.

@ All the unitholders under Prudential ICICI Fixed Maturity Plan – One Year Plus Series – 6, Prudential ICICI Fixed Maturity Plan – Series – 12, Prudential ICICI Fixed Maturity Plan –Series – 5, Prudential ICICI Fixed Maturity Plan - Quarterly Series – 25, Prudential ICICI Fixed Maturity Plan - Quarterly Series – 26 have redeemed their units on July 28, 2004 & September 21, 2004, April 5, 2004 & April 21, 2004 respectively and there was fresh subscription on July 29, 2004, September 28, 2004, December 14, 2004 & December 31, 2004 at Rs. 10.00, hence, simple absolute returns have been calculated by considering the date of reopening of the plan, as a date of allotment.

@@ The Net Income per unit mentioned has excluded Income equalization & marked to market calculated on the basis of market value of net assets of the Scheme on the valuation date, divided by the number of units outstanding on that date. It may be noted that, as it merely indicates the net income per unit on the valuation date calculated based upon outstanding units of the scheme on the given date, it is subject to vary from time to time and does not reflect any income / loss of the scheme.

^ All the unit holders under Prudential ICICI Fixed Maturity Plan Series 23 and Prudential ICICI Fixed Maturity Plan -Series 24 -Quarterly have redeemed their units and unit balance are nil as on the date of this report.

$$ As provided in the offer document the Benchmark Indices for various Plans under Prudential ICICI Advisor Series are as given below:

$$ As provided in

the offer document the Benchmark Indices for various Plans under Prudential ICICI Advisor Series are as given below:

Benchmark Indices

Aggressive Plan

Cautious Plan

Moderate Plan

Very Aggressive Plan

Very Cautious Plan

Nifty 70 % 15% 40 % 90 % NA Crisil Composite Bond Fund Index

25% 70 % 40 % NA 30%


5 % 15 % 20 % 10 % 70%

c) Financial Information for the period ended March 31, 2006.

78

Gilt Fund – Investment Plan - PF Option

Gilt Fund – Treasury Plan - PF Option

Income Multiplier Fund – Regular Plan

Fixed Maturity Plan Yearly Series 24


Date of Allotment 19-Nov-03 11-Feb-04 30-Mar-04 20-Mar-04




@@Net Income per unit 0.6200 1.0776 1.0916 0.0954 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend 1.5000 0.0439 Compounded Annualised Returns (Based on NAVs of Growth Option)

3.72% 4.16% 14.37% 5.49%

Benchmark Index I –Sec Li - BEX I –Sec Li -

BEX CRISIL MIP

Blended Index $

Return compared to Benchmark Index 0.09% (1.16%) 8.72% $ Net Assets end of period (Rs. Crore) 79.12 36.92 256.50 847.50



Dividend Option /Plan A 11.5049 10.0116 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 1.10 1.50 2.13 0.20

Transfer to Reserves Nil Nil Nil Nil Advisor Series –

Aggressive Plan Advisor Series – Cautious Plan

Advisor Series – Moderate Plan




Date of Allotment 18-Dec-03 18-Dec-03 18-Dec-03 18-Dec-03 18-Dec-03




@@Net Income per unit 3.6377 1.2388 3.2688 8.5400 0.3324 Compounded Annualised Returns (Based on NAVs of Growth Option) 30.39% 10.21% 21.08% 40.82% 4.93%

Benchmark Index $$ $$ $$ $$ $$

79

Return compared to Benchmark Index 46.25% 12.79% 28.10% 58.59% 4.50% Net Assets end of period (Rs. Crore) 8.75 12.92 10.74 7.98 18.48



Dividend Option /Plan A 18.3380 12.4867 15.4815 21.8614 11.1635 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.55 0.35 0.45 0.70 0.20

Transfer to Reserves Nil Nil Nil Nil Nil Discovery Fund Long Term

Floating Rate Plan

Fixed Maturity Plan Series 25 – 15 Months Plan

Fixed Maturity Plan Series 25 - Yearly Plan

Emerging S. T. A. R. (Stocks targeted at Returns) Fund


Date of Allotment 16-Aug-04 15-Sep-04 17-Aug-04 28-Dec-05 28-Oct-04



Dividend Option /Plan A 13.33 10.0148 11.82 Institutional Growth / Plan B / Direct 10.2921 10.3248 Institutional Dividend / Plan B / Direct 10.0105

@@Net Income per unit 4.1957 1.0489 0.3851 0.1800 3.2243 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend 4.50 0.4402 0.165 1.00 Dividend Option Institutional/Plan B Dividend Option 0.4670 Dividend Option Institutional Plus/Plan C Dividend option 0.1670 Compounded Annualised Returns (Based on NAVs of Growth Option) 76.93% 5.14% 4.27% *1.69% 89.20%

Benchmark Index Nifty CRISIL Liquid

Fund Index $ $ CNX Nifty

Junior Return compared to Benchmark Index 20.00% 0.38% $ $ 56.14% Net Assets end of period (Rs. Crore) 1103.21 514.30 251.23 630.05 606.49



Dividend Option /Plan A 19.30 10.0882 10.0037 23.12

80

Institutional Growth / Plan B / Direct 10.8750 10.7597 Institutional Dividend / Plan B / Direct 10.0976 Institutional Plus Dividend / Plan C 10.0652

FII Growth 10.61 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 2.15 1.25 0.60 0.20 2.34 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B % 0.85 0.25 Ratio of Recurring Exps to Net Assets for Institutional Plus Plan/Plan C % 0.75

Ratio of Recurring Exps to Net Assets for FII Option 1.00


Fixed Maturity Plan Yearly

Series 5

Fixed Maturity Plan – 1 Year Plus

Series 12

Plan I Blended Plan – Plan A

Blended Plan – Plan

B Historical Per Unit Statistics

Date of Allotment 31-Dec-04 14-Dec-04 24-Mar-05 31-May-05 31-May-05



Dividend Option /Plan A 10.1535 10.0156 Institutional Growth / Plan B / Direct 10.1587 10.1653 10.0160 Institutional Dividend / Plan B / Direct 10.1587 10.0160

@@Net Income per unit 0.6382 0.5691 0.3734 -0.2130 0.4536 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend 0.2500 0.2300 Dividend Option Institutional/Plan B Dividend Option 0.1300 Compounded Annualised Returns (Based on NAVs of Growth Option) 5.55% 5.64%

5.53% *5.37% *4.73%

Benchmark Index $ $

CRISIL Composite Bond Fund

Index

CRISIL Short Term Bond

Fund

CRISIL Short Term Bond Fund

Benchmark Index $ $ CRISIL

Composite CRISIL Short

Term Bond CRISIL

Short Term

81

Bond Fund Index

Fund Bond Fund

Return compared to Benchmark Index $ $ 2.04% 2.38% 1.64% Net Assets end of period (Rs. Crore) 133.42 421.80 171.38 768.21 205.47



Dividend Option /Plan A 10.6961 10.5635 10.2803 10.2379

Quarterly Option Institutional Growth / Plan B / Direct 10.7230 10.7835 10.5851 Institutional Dividend / Plan B / Direct 10.7230 10.5851 10.2498

Transfer to Reserves Nil Nil Nil Nil Nil Infrastructure

Fund Services Industries Fund

Fixed Maturity Plan Series 28 - 4 Months Plan

Fixed Maturity Plan Series 28 - 16 Months Plan


Date of Allotment 31-Aug-05 30-Nov-05 23-Jan-06 20-Jan-06

@@Net Income per unit 2.1964 0.7112 0.1201 0.1197

Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend 1.00 0.1173 Compounded Annualised Returns (Based on NAVs of Growth Option) *83.33% *53.09% *6.60% *0.07%

Benchmark Index Nifty Nifty $ $

Return compared to Benchmark Index 5.04% (8.03%)

$ $

Net Assets end of period (Rs. Crore) 1439.00 532.12 169.42 135.26 NAV at the end of the period


Dividend Option /Plan A 13.81 11.76 10.0037 10.0013 Institutional Growth / Plan B / Direct 10.0055 Institutional Dividend / Plan B / Direct 10.0055 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 1.91 2.20 0.20 0.50

82

Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B % 0.25

Transfer to Reserves Nil Nil Nil

Nil Notes:

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

2. In case of Long Term Floating Rate Plan returns have been computed using Plan A - Growth Option.

3. While arriving at Net Income per unit, Income Equalization Reserve and mark to market has not been considered and it is calculated on the basis of closing units as of March 31, 2006.

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

5. Units for Fixed Maturity Plan –Series 25 - Quarterly, Fixed Maturity Plan –Series 6 – Yearly, Fixed Maturity Plan –Series 26 – Quarterly, were made nil on 11 August, 2005, 19 August 2005 and 2 September, 2005, respectively.

6. For the schemes where all the units were redeemed during the year and fresh subscription were invited on a later date

the date of allotment is considered to be the date of reopening and opening NAV is not stated. 7. Nomenclature for 'FII Option' for Discovery, Emerging Star and Fusion Schemes is changed to Institutional Option-

I' w.e.f. 14th August, 2006. * Fixed Maturity Plan Series 25 - Yearly Plan, Blended Plan-Plan A, Blended Plan-Plan B, Infrastructure Fund,

Services Industries Fund, Fixed Maturity Plan –Series 28- 4 Months Plan and Fixed Maturity Plan Series 28 - 16 Months Plan have not completed one year from the date of their launch. Returns are computed in absolute terms and for Growth Options only from the date of allotment. The NAV on the date of allotment is taken as Rs.10 for computation of returns.

$ Appropriate benchmark index is not available.

@ All the units holder under the scheme Fixed Maturity Plan Yearly Series 12, Fixed Maturity Plan Yearly Series 5 have redeemed their units on 5/4/04, 21/4/04 respectively. There was fresh subscription on14/12/04, 31/12/04 at Rs.10 respectively. Thus returns have been calculated from this date.

@@ The Net Income per unit mentioned has excluded Income equalization & marked to market calculated on the basis of market value of net assets of the Scheme on the valuation date, divided by the number of units outstanding on that date. It may be noted that, as it merely indicates the net income per unit on the valuation date calculated based upon outstanding units of the scheme on the given date, it is subject to vary from time to time and does not reflect any income / loss of the scheme.

$$ As provided in the offer document the Benchmark Indices for various Plans under Advisor Series are as given below:

Benchmark Indices Aggressive Plan

Cautious Plan

Moderate Plan

Very Aggressive Plan

Very Cautious

Plan Nifty 70 % 15% 40 % 90 % NA

Crisil Composite Bond Fund Index

25% 70 % 40 % NA 30%

Crisil Liquid Fund Index 5 % 15 % 20 % 10 % 70%

83

#Condensed Financial Information as on May 25 2007 Discovery Fund Long Term

Floating Rate Plan

Emerging S. T. A. R. (Stocks targeted at Returns) Fund

Blended Plan – Plan A

Blended Plan – Plan B


Date of Allotment 16-Aug-04 15-Sep-04 28-Oct-04 31-May-05 31-May-05 NAV at the beginning of the year (Rs.)


Dividend Option /Plan A 16.80 10.1083 19.39 10.9854 10.5697 Institutional Growth / Plan B / Direct 11.6419 Institutional Dividend / Plan B / Direct 10.1303 10.6355

Institutional Growth-I 10.35 10.44

Net Income per unit@ 0.6521 0.1126 0.0178 -0.6601 0.2513 Dividend Option/Plan A Dividend 0.1330 0.5000 Dividend Option Institutional/Plan B Dividend Option 0.1400 Compounded Annualised Returns (Based on NAVs of Growth Option) 44.50% 5.91% 52.89% 7.98% 6.71%

Benchmark Index

Nifty CRISIL Liquid Fund Index

CNX Nifty Junior


Index

CRISIL Short Term Bond Fund Index


0.18%

(0.22%) (5.60%) (0.92%) (0.51%)


880.94

105.60

1,091.81

491.64

44.35



Dividend Option /Plan A 19.18 10.1790 21.72 10.5837 10.6944 Institutional Growth / Plan B / Direct 11.8035

Institutional Dividend / Plan B / Direct / Institutional Qtly 10.2040

Institutional Growth-I 11.83 11.71 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 2.10 1.25 2.09 1.50 1.49 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 1.00 0.85 1.00 0.99

Transfer to reserves Nil Nil Nil Nil Nil

84

Infrastructure Fund

Services Industries Fund

Fusion Fund Fixed Maturity Plan - Series 30 - 13 months**

HYBRID Fixed Maturity Plan -13 MONTHS**


Date of Allotment 31-Aug-05 30-Nov-05 25-Mar-06 18-July-06 31-Aug-06 NAV at the beginning of the year (Rs.)



Quarterly Option 10.0045 Institutional Growth / Plan B / Direct 10.5397 10.4189

Institutional Growth-I 11.51

Instutional Quarterly Dividend 10.0047

Net Income per unit@ 0.7318 0.1965 0.0288 0.1219 0.1087 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend 1.50 Compounded Annualised Returns (Based on NAVs of Growth Option) 0.51% 0.40% 25.21% *6.37% *5.22% Benchmark Index Nifty Nifty CNX Nifty

Junior CRISIL Short

Term Bond Fund Index

CRISIL MIP Blended Index

Return compared to Benchmark Index 3.30% (2.42%) (3.50%) (0.34%)

(1.54%)


1,806.07

522.90

712.54

228.40

831.69




Quarterly Option 10.1308 Institutional Growth / Plan B / Direct 10.6597 10.5573

Institutional Dividend / Plan B / Direct / Institutional Qtly 10.1377

Institutional Growth-I 13.17 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 1.92 2.25 2.14 0.60 0.60 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.99 0.35 0.15

Transfer to reserves Nil Nil Nil Nil Nil FIXED

MATURITY PLAN Series 34-18 Months Plan**

FIXED MATURITY PLAN Series 34 One Year Plan A**

FIXED MATURITY PLAN - Series 34 - Seventeen Months Plan**

Equity & Derivatives Income Optimiser Fund**

Equity & Derivatives Wealth Optimiser Fund**

85


Date of Allotment 25-Nov-06 11-Nov-06 23-Dec-06 30-Dec-06 30-Dec-06 NAV at the beginning of the year (Rs.) Growth Option / Plan A 10.0491 10.2309 10.0585 10.24 10.15 Dividend Option /Plan A 10.0052 10.0049 10.0044 10.24 10.15 Institutional Growth / Plan B / Direct 10.0596 10.2427 10.0693 10.25 Institutional Dividend / Plan B / Direct 10.0050 10.0046 10.25 Net Income per unit@ 0.1196 0.0710 0.1184 -0.6741 -0.2076 Compounded Annualised Returns (Based on NAVs of Growth Option) *2.08% *3.71% *2.17% *5.60% *7.40%

Benchmark Index


Index



Crisil Liquid Fund Index Crisil Balanced

Fund Index Return compared to Benchmark Index

0.12%

(0.09%)

0.13% 1.40% (2.80%)


241.78

161.50

67.02

1,131.46

1,131.76

NAV at the end of the period Growth Option / Plan A 10.2079 10.3706 10.2166 10.56 10.74 Dividend Option /Plan A 10.1632 10.1415 10.1616 10.56 10.74 Institutional Growth / Plan B / Direct 10.2230 10.3871 10.2335 10.57 Institutional Dividend / Plan B / Direct / Institutional Qtly

10.1461 10.1678 10.57

Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.50 0.43 0.55 1.50 2.02 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.20 0.13 0.15 1.20

Transfer to Reserves Nil Nil Nil Nil Nil Fixed

Maturity Plan Series 34 -

Sixteen Months

Fixed Maturity Plan

Series 34 - Fifteen

Months Plan

Fixed Maturity Plan Series 35 - Three Months

Plan C**

Fixed Maturity Plan - Series 35 - Thirteen Months

Plan A **

Fixed Maturity Plan

- Series 34 - Six Months

Plan**

86

Plan** **


Date of Allotment 22-Jan-07 26-Feb-07 28-Feb-07 09-Mar-07 09-Mar-07 NAV at the beginning of the year (Rs.)

Growth Option / Plan A 10.0672 10.0728 10.0939 10.0536 10.0635 Dividend Option /Plan A 10.0047 10.0048 10.0058 10.0536 10.0635 Institutional Growth / Plan B / Direct 10.0728 10.0756

Net Income per unit@ 0.1358 0.1340 0.1603 0.1403 0.1596 Dividends (inclusive of distribution tax if, any) Compounded Annualised Returns (Based on NAVs of Growth Option) *6.56% *9.51% *10.60% *10.39% *10.31% Benchmark Index CRISIL Short






Return compared to Benchmark Index 0.11%

0.10% 0.10% 0.19% 0.06%


291.58

419.21

623.32

255.61

177.26


Growth Option / Plan A 10.2212 10.2293 10.2497 10.2192 10.2176 Dividend Option /Plan A 10.1577 10.1603 10.1603 10.2192 10.2176 Institutional Growth / Plan B / Direct 10.2313 10.2366 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.45 0.51 0.22 0.75 0.25 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.15 0.22

Transfer to Reserves Nil Nil Nil Nil Nil Fixed Maturity

Plan Series 37 - 1 Year Plan A**

Fixed Maturity Plan - Series 34 - One Year Plan – B**

Fixed Maturity Plan Series 35 - 13 Months Plan B**

Fixed Maturity Plan - Series 37 - 14 Months Plan**

Fixed Maturity Plan - Series 37 - 3 Months Plus – Plan A**

87


Date of Allotment 30-Mar-07 29-Mar-07 16-Mar-07 23-Mar-07 23-Mar-07 NAV at the beginning of the year (Rs.)


10.0000

10.0440

10.0273

10.0271 Dividend Option /Plan A 10.0000

10.0000

10.0440

10.0273

10.0271

Institutional Growth / Plan B / Direct

10.0452

10.0280

Net Income per unit@ 0.1523 0.1125 0.1179 0.1048 0.1709 Compounded Annualised Returns (Based on NAVs of Growth Option) *1.56% *1.68% *2.00% *1.85% *1.92% Benchmark Index CRISIL Short






Return compared to Benchmark Index 0.00% 0.12% 0.09%

0.12% 0.19%

Net Assets end of period (Rs. Crore) 275.03

1,319.79

748.27

215.49

353.81


Growth Option / Plan A 10.1557 10.1683 10.1999 10.1854 10.1920 Dividend Option /Plan A 10.1557 10.1683 10.1999 10.1854 10.1920 Institutional Growth / Plan B / Direct 10.1730 10.2056 10.1905 Institutional Dividend / Plan B / Direct / Institutional Qtly 10.1730 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.25 0.50 0.60 0.50 0.20 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.20 0.30 0.20 Transfer to Reserves Nil Nil Nil Nil Nil

FMP - Series 37 - 3

Months Plan A** FMP - Series 37 - 3 Months Plan B**

Fusion Fund - Series-II**

FMP - Series 38-Three Months Plan A**


Date of Allotment 16-Mar-07 29-Mar-07 31-Mar-07 23-Apr-07 NAV at the beginning of the year (Rs.)


88

Dividend Option /Plan A 10.0468 10.0000 10.00

Net Income per unit@ 0.1615 0.1719 0.1595 0.0982 Compounded Annualised Returns (Since Inceptions are for the growth plan in each case) *2.03% *1.75% *8.60% *0.92%

Benchmark Index CRISIL Liquid Fund

Index CRISIL Liquid

Fund Index S&P CNX Nifty CRISIL Liquid Fund Index

Return compared to Benchmark Index 0.10% 0.20% (2.08%) 0.06% Net Assets end of period (Rs. Crore) 224.76 474.50 1,115.64 313.66 NAV at the end of the period


Dividend Option /Plan A 10.2025 10.1749 10.86 10.0925 Institutional Growth / Plan B / Direct 10.87 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.22 0.22 2.50 0.22 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 1.22


Notes:

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

6) In case of ICICI Prudential Long Term Floating Rate Plan returns have been computed using Plan A - Growth Option.

7) While arriving at Net Income per unit, Income Equalization Reserve and mark to market has not been considered and it is calculated on the basis of closing units as of May 25, 2007.


9) Units for ICICI Prudential Fixed Maturity Plan –Series 25 - Quarterly, ICICI Prudential Fixed Maturity Plan – Series 6 – Yearly, ICICI Prudential Fixed Maturity Plan –Series 26 – Quarterly, ICICI Prudential Long Term Floating Rate Plan – Institutional Plus Plan, ICICI Prudential Fixed Maturity Plan Series 28 - 4 Months Plan, ICICI Prudential Plan I, ICICI Prudential Fixed Maturity Plan Series 24, ICICI Prudential Fixed Maturity Plan Series 27 – 3 Months Plan, ICICI Prudential Fixed Maturity Plan -Yearly –Series 25 , ICICI Prudential Fixed Maturity Plan Series 32 - 3 Months Plan- Plan A, ICICI Prudential Fixed Maturity Plan Series 32 - 3 Months Plan- Plan B, ICICI Prudential Fixed Maturity Plan Series 32 - 3 Months Plan- Plan C, ICICI Prudential Fixed Maturity Plan Series 32 - 3 Months Plan- Plan D and ICICI Prudential Fixed Maturity Plan Series 32 - 3 Months Plan- Plan E, ICICI Prudential Fixed Maturity Plan Series 28 – 13 Months Plan, ICICI Prudential Fixed Maturity Plan Yearly Series 25, ICICI Prudential Fixed Maturity Plan Series 34 – Three Months Plus Plan A and ICICI Prudential Fixed Maturity Plan Series 35 – Three Months Plan A, ICICI Prudential Fixed Maturity Plan Yearly Series 5, ICICI Prudential Fixed Maturity Plan Yearly Series 12, ICICI Prudential Fixed Maturity Plan Series 28 - 16 Months Plan and ICICI Prudential Fixed Maturity Plan Series 35 - 3 Months Plan B were made nil on 11 August, 2005, 19 August 2005, 2 September, 2005, 5 May, 2006, 16 May, 2006, May 25, 2006, June 10, 2006, June 27,2006, July 20,2006 ,September 22, 2006, October 27,2006, December 29,2006, January 22,2007, February 9, 2007, April 04, 2007, April 09, 2007, April 19, 2007, April 24, 2007, April 27, 2007 May 7,2007,

89

May 14,2007 and May 14, 2007 respectively.

10) For the schemes where all the units were redeemed during the year and fresh subscription were invited on a later date the date of allotment is considered to be the date of reopening and opening NAV is not stated.

11) Nomenclature for 'FII Option' for ICICI Prudential Discovery, ICICI Prudential Emerging Star and ICICI Prudential Fusion Schemes is changed to Institutional Option-I' w.e.f. 14th August 2006.

* ICICI Prudential Fixed Maturity Plan – Series 30 - 13 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34

- 18 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 - 1 Year Plan A, ICICI Prudential Hybrid Fixed Maturity Plan 13 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 - 17 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – Sixteen Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 - 15 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 35 - Three Months Plan B, ICICI Prudential Fixed Maturity Plan – Series 35 - Three Months Plan C, ICICI Prudential Fixed Maturity Plan – Series 35 – Thirteen Months Plan A, ICICI Prudential Fixed Maturity Plan – Series 34 - Six Months Plan, ICICI Prudential Fixed Maturity Plan – Series 37 – One Year Plan A, ICICI Prudential Fixed Maturity Plan – Series 34 – One Year Plan B, ICICI Prudential Fixed Maturity Plan – Series 35 – Thirteen Months Plan B, ICICI Prudential Fixed Maturity Plan – Series 37 – Fourteen Months Plan, ICICI Prudential Fixed Maturity Plan – Series 37 – Three Months Plus Plan A, ICICI Prudential Fixed Maturity Plan – Series 37 – Three Months Plan A & B, ICICI Prudential Fixed Maturity Plan – Series 38- 3 Months Plan A, ICICI Prudential Equity & Derivatives Fund – Income Optimiser Plan and Wealth Optimiser Plan, ICICI Prudential Fusion Fund Series – II have not completed one year from the date of their launch. Returns are computed in absolute terms and for Growth Options only from the date of allotment. The NAV on the date of allotment is taken as Rs.10 for computation of returns.

# Un-audited.

@ The Net Income per unit mentioned has excluded Income equalization & marked to market calculated on the basis of market value of net assets of the Scheme on the valuation date, divided by the number of units outstanding on that date. It may be noted that, as it merely indicates the net income per unit on the valuation date calculated based upon outstanding units of the scheme on the given date, it is subject to vary from time to time and does not reflect any income / loss of the scheme.

** Net Asset Value of the Units of the Scheme/Plans & Options are calculated on Weekly basis i.e. on every

Wednesday. Hence Closing NAV per unit is calculated as on 23-May-2007. Return compared to Benchmark Index are calculated considering the NAV of April 02, 2007 and May 23, 2007 for all Fixed Maturity Plans as NAV of the Net Asset Value of the Units of the Scheme/Plans & Options are calculated on Weekly basis i.e. on every Wednesday.

�

90

SECTION V

UNITHOLDERS RIGHTS & SERVICES a) Investor Services

The Fund believes in providing the investors with a superior service to make the investors’ experience in dealing with the Fund an efficient and satisfactory one. In order to achieve these goals, the Fund will endeavour to continuously establish and upgrade systems to handle transactions efficiently and resolve any investor grievances promptly.

b) Ease of Transactions

The Fund intends to make every transaction for the investor a simple and convenient one. The Fund plans to provide the following services: - i) Customer Service Centres in major metros

The AMC presently has Customer Service Centres in various cities. Over a period of time, the AMC may add further Customer Service Centres and/or sales offices in other cities. Unitholders can go to these Service Centres / Sales Offices for enquiries and transactions during business hours.

ii) Process transactions in a timely manner Under the Regulations, the Fund/ the Registrar / AMC shall despatch to the Unitholders the dividend warrants, if any, within thirty days of the date of declaration of dividend and the Redemption proceeds within ten Business Days from the date of acceptance / deemed acceptance of the request for Redemption or repurchase proceeds, as the case may be.

Under all circumstances, the Fund will complete all monetary transactions within T+10 Business Days from the

date of acceptance of a transaction request. Ordinarily, non-monetary transactions or requests will be processed, (with the exception of issue of Unit certificates) within 7 Business Days. Investors should note that completion of monetary/ non-monetary transactions within 7 Business Days as indicated above would be done on “best efforts” basis and completion of all such transactions are subject to the time limits as prescribed under the Regulations.

c) Problem Resolution

The Fund will follow-up with Customer Service Centres and Registrar on complaints and enquiries received from investors for resolving them promptly. For this purpose, Ms. Molly Kapoor has been appointed the Investor Relations Officer. She can be contacted at the Corporate Office of the AMC. The address and phone numbers are: 5th Floor, Peninsula Tower Peninsula Corporate Park Ganpatrao Kadam Marg, Off Senapati Bapat Marg Lower Parel Mumbai 400 013 Phone: (91)(22) 24997000

Fax : (91)(22) 24997029

The Fund shall before the expiry of one month from the close of each half year, that is as on March 31 and September 30, publish its unaudited financial results in one English daily newspaper circulating all India and in a newspaper published in the language of the region where the Head Office of the Fund is situated and update the same on AMC’s website at www.icicipruamc.com within 30 days and 60 days in two different formats prescribed in terms of SEBI’s circular dated April 20, 2001 and on AMFI web site (www.amfiindia.com) before the expiry of one month from the close of each half-year, in the prescribed format. Further the Fund shall also disclose the half-yearly scheme portfolios on its web site at www.icicipruamc.com and on AMFI web site (www.amfiindia.com) in the prescribed format before the expiry of one month from the close of each half-year.

The Fund shall before the expiry of one month from the close of each half year (31st March and 30th September) send to the Unitholders a complete statement of Scheme’s portfolios or if such statement is not sent to the Unitholders, it will be published by way of an advertisement in one English daily circulating in the whole of India and in a newspaper published in the language of the region where the head office of the mutual fund is situated.

91

The AMC will disclose the NAV of the Scheme on weekly basis. The AMC can send the annual report, portfolio statement, account statements and other correspondence using e-mail as an alternate mode of communication, with the consent of the unit holders.

d) NAV Information The NAV of the Scheme will be calculated daily and announced by the Fund on each Business Day. The information on NAV may be obtained by the Unitholders, on any day, by calling the office of the AMC or any of the Customer Service Centres or on the Website of the AMC www.icicipruamc.com. The Fund will use its best endeavour to publish NAVs daily, in at least two daily newspapers. Further, the AMC shall endeavour to publish Purchase and Redemption prices of Units daily in a newspaper with all India circulation.

AMC shall update the NAVs on the website of Association of Mutual Funds in India - AMFI (www.amfiindia.com) by 9.00-p.m. every Business Day. In case of any delay, the reasons for such delay would be explained to AMFI and SEBI by the next day. If the NAVs are not available before commencement of business hours on the following day due to any reason, the Fund shall issue a press release providing reasons and explaining when the Fund would be able to publish the NAVs. .

e) Disclosure of information under the Regulations

The Fund will, not later than six months after the close of each financial year (March 31), publish through an advertisement, an abridged Annual Report relating to the Scheme and mail to the Unitholders an abridged scheme wise annual report. It is anticipated that the first such publication will be for the period ending March 31, 2004 after the roll-over of the scheme as an open ended fund. Further, the full text of the Annual Report will be available for inspection at the office of the Fund. A copy of the Annual Report will be sent to Unit holders, free of cost, on specific request. The Fund shall before the expiry of one month from the close of each half year, that is as on March 31 and September 30, publish its unaudited financial results in one English daily newspaper circulating all India and in a newspaper published in the language of the region where the Head Office of the Fund is situated and update the same on AMC's website at www.icicipruamc.com within 60 days from the close of each half year, in the prescribed format.

f) Rights of Unitholders of the Scheme

1. Unitholders of the Scheme have a proportionate right in the beneficial ownership of the assets of Plan of the Scheme in which they have invested in, and to the dividend ,if any declared by the Fund Under the Plan in which they have invested.

2. The Trustee is bound to make such disclosures to the Unitholders as are essential in order to keep them informed about any information known to Trustee which may have an adverse bearing on their investments.

3. The appointment of an AMC for the Fund can be terminated by majority of the Trustee or by 75% of the Unitholders of the Scheme of the Fund and any change in the appointment of the AMC shall be subject to the prior approval of SEBI and the Unitholders of the Scheme.

4. The Trustee is obliged to convene a meeting on a requisition of 75% of the Unitholders of the Scheme. 5. 75% of the Unitholders of a Scheme and the Plan thereunder can pass a resolution to wind up the Scheme. 6. Unitholders have the right to inspect all the documents listed under “Documents Available for Inspection”. 7. The Trustee shall obtain the consent of the Unitholders:

a) whenever required to do so by SEBI, in the interest of Unitholders b) whenever required to do so on the requisition made by three-fourths of the Unitholders of the

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

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

i. a written communication about the proposed change is sent to each Unitholder and ii. an advertisement is given in one English daily newspaper having nationwide circulation as well

as in a newspaper published in the language of the region where the Head Office of the mutual fund is situated; and

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

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

92

Trustee. 10. Annual report containing accounts of the AMC would be displayed on the websites of the Fund (i.e.

pruicici.com) Unitholders, if they so desire, may request for the annual report of the AMC. g) Duration of the Scheme/ Winding up. The duration of the Scheme is limited till the maturity of the plan under the scheme unless rolled over. The AMC, the Fund and the Trustee reserve the right to make such changes/alterations the Scheme (including the charging of fees and expenses) offered under this Offer Document to the extent permitted by the applicable Regulations. However, in terms of the Regulations, a Scheme may be wound up after repaying the amount due to the Unitholders:

1. On happening of any event, which in the opinion of the Trustee, requires the Scheme to be wound up, OR 2. If seventy five percent (75%) of the Unitholders of the Schemes pass a resolution that the Scheme be wound

up, OR 3. If SEBI so directs in the interest of the Unitholders, OR 4. In case of non-fulfillment of condition prescribed in terms of minimum number of investors vide SEBI circular

No. SEBI/IMD/CIR No.10/22701/03 dated December 12, 2003, Where the Scheme is so wound up, the Trustee shall give notice of the circumstances leading to the winding up of the Scheme to: 1. SEBI and, 2. In two daily newspapers with circulation all over India and in one vernacular newspaper with circulation in Mumbai. On and from the date of the publication of notice of winding up, the Trustee or the Investment Manager, as the case may be, shall: 1. Cease to carry on any business activities in respect of the Scheme so wound up; 2. Cease to create or cancel Units in the Scheme; 3. Cease to issue or redeem Units in the Scheme.

h) Procedure and manner of Winding up Other than for winding up of the Scheme on the maturity, the Trustee shall call a meeting of the Unitholders to approve by simple majority of the Unitholders present and voting at the meeting for authorising the Trustee or any other person to take steps for the winding up of the Scheme. The Trustee or the person authorised above, shall dispose of the assets of the Scheme concerned in the best interest of the Unitholders of the Scheme. The proceeds of sale realised in pursuance of the above, shall be first utilised towards discharge of such liabilities as are due and payable under the Scheme, and after meeting the expenses connected with such winding up, the balance shall be paid to Unitholders in proportion to their respective interest in the assets of the Scheme, as on the date the decision for winding up was taken. On completion of the winding up, the Trustee shall forward to SEBI and the Unitholders a report on the winding up, detailing the circumstances leading to the winding up, the steps taken for disposal of the assets of the Scheme before winding up, net assets available for distribution to the Unitholders and a certificate from the auditors of the Fund. Notwithstanding anything contained above, the provisions of the Regulations in respect of disclosures of half-yearly reports and annual reports shall continue to be applicable. After the receipt of the report referred to above, if SEBI is satisfied that all measures for winding up of the Scheme have been complied with, the Scheme shall cease to exist.

i) Tax benefits of investing in the Mutual Fund The following information is provided only for general information purpose. In view of the individual nature of tax benefits each investor is advised to consult with his or her own tax consultant with respect to the specific tax implications arising out of their participation in the scheme.

Based on the law in force and after considering the amendments made in the Income Tax Act, 1961 ("the Act") by the

Finance Act, 2007, following are tax benefits/implications that may accrue to a Fund and to different categories of

unit holders in respect of their investments in a Fund.

93

1. TO THE FUND Income of the Fund registered under the Securities and Exchange Board of India Act, 1992 (15 of 1992) or regulations

made there under will be exempt from income tax in accordance with the provisions of section 10(23D) of the Act. The

income received by the Fund is not liable for deduction of tax at source under section 196.

Finance Act, 2007 has revised the rates of additional income tax payable on the income distributed by domestic

companies & mutual funds.

As per section 115R, Mutual Funds are liable to pay additional income tax on the income distributed by them.

Under the provisions of section 115R(2) of the Act, additional income tax is payable at different rates on income

distributed by different types of Mutual Funds. Money Market Mutual Funds & Liquid Funds are liable to pay additional

income tax at the rate of 25% plus applicable surcharge in the case of all investors. Other Mutual Funds are liable to pay

additional income tax at the rate of 12.50% plus applicable surcharge on the income distributed by a Fund to Individuals

and HUFs and at the rate of 20% plus applicable surcharge on the income distributed to any other assessees. Levy of

education cess at the rate of 3% is also applicable on total tax payable.

2. TO THE UNITHOLDERS 2.1 INCOME RECEIVED FROM MUTUAL FUND

According to section 10(35) of the Act, any income received in respect of units of Mutual Fund specified under section 10(23D) is exempt from income tax in the hands of the unit holders. It has, however, been clarified that income arising from transfer of units of Mutual Fund shall not be exempt.

2.2 LONG TERM CAPITAL GAINS ON TRANSFER OF UNITS

The provisions for taxation of long-term capital gains for different categories of assessees are explained hereunder:

i) For Individuals and HUFs

Long-term Capital Gains in respect of Units of Mutual Fund held for a period of more than 12 months will be chargeable under section 112 of the Act, at a rate of 20% plus surcharge, as applicable and cess. Capital Gains would be computed after taking into account cost of acquisition as adjusted by Cost Inflation Index notified by the Central Government and expenditure incurred wholly and exclusively in connection with such transfer. In the case where taxable income as reduced by long term capital gains is below the exemption limit, the long term capital gains will be reduced to the extent of the shortfall and only the balance long term capital gains will be charged at the flat rate of 20% plus surcharge, as may be applicable and cess. It is further provided that an assessee will have an option to apply concessional rate of 10% plus applicable surcharge and cess, provided the long term capital gains are computed without substituting indexed cost in place of cost of acquisition.

ii) For Partnership Firms, Non-Residents, Indian Companies/Foreign Companies

Long-term Capital Gains in respect of Units held for a period of more than 12 months will be chargeable under

section 112 of the Act at a rate of 20% plus surcharge, as may be applicable and cess. Capital gains would be

computed after taking into account cost of acquisition as adjusted by Cost Inflation Index notified by the Central

Government and expenditure incurred wholly and exclusively in connection with such transfer.

94

It is further provided that an assessee will have an option to apply concessional rate of 10% plus applicable

surcharge and cess, provided the long term capital gains are computed without substituting indexed cost in place of

cost of acquisition.

iii) For Non-resident Indians

Under section 115E of the Act for non-resident Indians, income by way of long-term capital gains in respect of

specified assets is chargeable at the rate of 10% plus applicable surcharge and cess. Such long-term capital gains

would be calculated without indexation of cost of acquisition.

Non-resident Indians may opt for computation of long term capital gains as per section 112 (explained earlier),

which seems to be more beneficial.

iv) For Overseas Financial Organisations, including Overseas Corporate Bodies and Foreign Institutional

Investors fulfilling conditions laid down under section 115AB (Offshore Fund)

Under section 115AB of the Act, income received on units purchased in foreign currency or income by way of

long-term capital gains in respect of units purchased in foreign currency held for a period of more than 12 months

will be chargeable to tax at the rate of 10%, plus applicable surcharge and cess. Such gains would be calculated

without indexation of cost of acquisition.

2.3 SHORT TERM CAPITAL GAINS ON TRANSFER OF UNITS

In respect of capital gains not chargeable under section 111A, the provisions for taxation of short-term capital gains for different categories of assessees is explained hereunder:

Short term Capital Gains in respect of Units held for a period of not more than 12 months is added to the total income. Total income including short-term capital gains is chargeable to tax as per the relevant slab rates.

Income Tax Rates

The maximum income tax rates for various categories of assessees for AY 2008-09 are as under:

Resident individuals and HUF 30% plus surcharge and cess

Partnership Firms 30% plus surcharge and cess

Domestic companies 30% plus surcharge and cess

Non Resident Indians 30% plus surcharge and cess

Other than Domestic Companies 40% plus surcharge and cess

With regards to individuals and HUF having a total income exceeding Rs. 10,00,000 a surcharge of 10% on the income tax

is applicable.

The maximum marginal rate of tax applicable for individuals is for the total income exceeding Rs.2,50,000.

Partnership Firms and Domestic Companies having a total income exceeding Rs.1,00,00,000 a surcharge of 10% on the

income tax is applicable.

A surcharge of 2.5% on the income tax would be applicable in the case of Foreign Companies having a total income

exceeding Rs.1,00,00,000.

Further, education cess at the rate of 3% on the income tax (including applicable surcharge) would be applicable for all

95

categories of assessees.

2.4 CAPITAL LOSSES

Losses under the head "Capital Gains" cannot be set off against income under any other head. Further within the head

"Capital Gains", losses arising from the transfer of long-term capital assets cannot be adjusted against gains arising from

the transfer of a short-term capital asset. However, losses arising from the transfer of short-term capital assets can be

adjusted against gains arising from the transfer of either a long-term or a short-term capital asset.

Under Section 10(38), Long Term Capital Gains on sale of units of Equity Oriented Fund are exempt from Income Tax

provided certain conditions are fulfilled. Hence, losses arising from such type of transaction of sale of units of Equity

Oriented Fund would not be eligible for set-off against taxable capital gains.

Unabsorbed long-term capital loss (other than that relating to sale of equity shares and units of Equity Oriented Fund as

stated in para above) can be carried forward and set off against the long-term capital gains arising in any of the

subsequent eight assessment years.

Unabsorbed short-term capital loss can be carried forward and set off against the income under the head Capital Gains in

any of the subsequent eight assessment years.

According to section 94(7) of the Act, if any person buys or acquires units within a period of three months prior to the record

date fixed for declaration of dividend or distribution of income and sells or transfers the same within a period of nine

months from such record date and dividend or income arising from such securities or unit received or receivable is

exempt, then losses arising from such sale to the extent of income received or receivable on such units shall be ignored

for the purpose of computing income chargeable to tax.

Further, Sub-section (8) of Section 94 provides that, where additional units have been issued to any person without any

payment, on the basis of existing units held by such person then the loss on sale of original units shall be ignored for the

purpose of computing income chargeable to tax, if the original units were acquired within three months prior to the record

date fixed for receipt of additional units and sold within nine months from such record date. However, the loss so ignored

shall be considered as cost of acquisition of such additional units held on the date of sale by such person.

3. TAX DEDUCTION AT SOURCE

3.1 FOR INCOME IN RESPECT OF UNITS:

No tax shall be deducted at source in respect of any income credited or paid in respect of units of the Fund as per the

provisions of section 10(35), section 194K and section 196A.

3.2 FOR CAPITAL GAINS:

(i) In respect of Resident Unit holders:

96

No tax is required to be deducted at source on capital gains arising to any resident unit holder (under section

194K) vide circular no. 715 dated August 8, 1995 issued by the Central Board for Direct Taxes (CBDT).

(ii) In respect of Non- Resident Unit holders:

Under section 195 and section 196B of the Act, tax shall be deducted at source in respect of capital gains as

under:

a. In case of non resident other than a company -

� Long term capital gains1 20% plus surcharge and cess

� Short term capital gains 30% plus surcharge and cess

b. In case of foreign company -


� Short term capital gains 40% plus surcharge and cess

c. In case of Offshore Fund as defined in 115AB –


As per circular no. 728 dated October 1995 by CBDT, in the case of a remittance to a country with which a Double Taxation Avoidance Agreement (DTAA) is in force, the tax should be deducted at the rate provided in the Finance Act of the relevant year or at the rate provided in DTAA whichever is more beneficial to the assessee.

4. EXEMPTION FROM TAX ON CAPITAL GAINS ARISING ON TRANSFER OF UNITS HELD FOR

MORE THAN 12 MONTHS

Under section 54EC of the Act

As provided under section 54EC, and subject to the conditions specified therein, where an assessee has made capital gains

from the transfer of units held in Mutual Fund Scheme for a period exceeding 12 months and the assessee has any time

within a period of 6 months after the date of such transfer, invested the whole of the capital gains in the long term

specified assets i.e., in bonds redeemable after 3 years issued by the National Highways Authority of India or by the Rural

Electrification Corporation Limited, such capital gains shall be exempted from tax on capital gains under section 54EC of

the Income Tax Act, 1961. However, if the assessee has invested only a part of the capital gains, he will be eligible for the

proportionate exemption. According to the Finance Act, 2007, the investment in the abovementioned securities will be

restricted to the maximum of Rs. 50 lacs for the calculation of exemption amount.

Section 54EC provides that where any investment has been allowed as a deduction under this section the same shall not

be allowed as deduction in Section 80C.

Under Section 54ED of the Act

Under Section 54ED and subject to the conditions specified therein, capital gains arising from the transfer of units held in

97

the Mutual Fund Scheme for a period exceeding 12 months will be exempt, if the assessee has, any time within a period

of 6 months after the date of such transfer, invested the whole of the capital gains in acquiring equity shares forming part

of an eligible issue of capital.

However, if the assessee has invested only a part of the capital gains, he will be eligible for the proportionate exemption.

An eligible issue of capital means an issue of equity shares offered for subscription to the public by a public company

formed and registered in India.

Section 54ED provides that where any investment has been allowed as a deduction under this section the same shall not be

allowed as deduction in Section 80C.

5. INVESTMENTS BY CHARITABLE AND RELIGIOUS TRUSTS

Units of a Mutual fund Scheme referred to in clause 23D of section 10 of the Income Tax Act, 1961, constitute an eligible

avenue for investment by charitable or religious trusts per rule 17C of the Income Tax Rules, 1962, read with clause (xii)

of sub-section (5) of section 11 of the Income Tax Act, 1961.

6. WEALTH TAX

Units held under the Mutual Fund Scheme are not treated as assets within the meaning of section 2(ea) of the Wealth Tax

Act, 1957 and are, therefore, not liable to Wealth-Tax.

j) Unclaimed redemption amount

The unclaimed Redemption amount may be deployed by the Mutual Fund in call money market or money market instruments only and the investors who claim these amounts during a period of three years from the due date shall be paid at the prevailing Net Asset Value. After a period of three years, this amount will be transferred to a pool account and the investors can claim the amount at NAV prevailing at the end of the third year. The income earned on such funds will be used for the purpose of investor education. The AMC will make a continuous efforts to remind the investors through letters to take their unclaimed amounts. Further, the investment management fee charged by the AMC for managing unclaimed amounts shall not exceed 50 basis points. Unclaimed Dividend / Redemptions in respect of the open ended funds normally represent the time lag between funding of the respective accounts (with bank) by the AMC and the time taken for presentation of redemption/dividend warrants by the investors. No significant delay in the process is noticed. Hence the details in respect of open-ended funds is not mentioned.

Details in respect of ICICI Prudential Premier are given below –

As of March 31, 2007 As of May 25, 2007 Unclaimed Redemption Amount – Premier Redeemed

Rs. 4.70 crores of 22,361 Investors

Rs. 4.68 crores of 22,214 Investors

Unclaimed Redemption Amount – Premier Rolled Over Redeemed

Rs. 2.31 Crores of 3,960 Investors

Rs. 2.28 Crores of 3,910 Investors

Unclaimed Dividend Amount Rs. 0.03 Crores Rs. 0.03 Crores

SECTION VI OTHER MATTERS

98

a) UNITHOLDER GRIEVANCES REDRESSAL MECHANISM

Investor grievances are normally received at AMC office or at the Customer Service Centres or directly by the Registrar. All grievances are forwarded to the Registrar for their necessary action. The complaints are closely followed up with the Registrar to ensure timely redresses and prompt investor service. Given below is the complaint history for the last three fiscal years:

ICICI Premier ICICI Power #

01/04/2004 to 31/03/2005

Complaints/ Requests received during the period 565 Not applicable

Redressed during the period 562 Not applicable

Pending as on March 31, 2005 6 Not applicable

01/04/2005 to 31/03/2006




01/04/2006 to 31/03/2007




01/04/2007 to 25/05/2007



Pending as on May 25, 2007 4 Not applicable

#Status reported till the Record Date of Conversion. Name changed to ICICI Prudential Power with effect from September 27, 2001. The status on investor complaints consequent to conversion is reported separately. The above two funds were launched in 1994. ICICI Power has been converted in to an open-ended fund w.e.f. September 27, 2001. Consequent to conversion its name is changed to ICICI Prudential Power. Further, ICICI Premier was rolled over for a further period of 5 years in February 1999 and is open for repurchase w.e.f. February 7, 2001 and redeemed in February 2005. The pending investor complaints / requests pertain to, inter-alia, Issue of duplicate certificates, non receipt of certificates, non receipt of redemption/dividend warrants, revalidation of dividend warrants, name correction, change of address of the Unitholder, registration of death cases, registration of Power of Attorney, transfer/transmission of Units etc. All investor grievances are normally redressed within a period of 15 days of their receipt, subject to the information furnished by the Unitholder is complete and accurate. If such information is not provided/not available with the Registrars to the above Schemes, the matter is further followed up with the investors. Investor complaints are continuously monitored with the Registrar to the Schemes.

Data relating to the period April 2003 to May 25, 2007 Scheme Opening

Pending Complaints Received

Complaints redressed

Complaints pending

ICICI Prudential Growth Plan NIL 252 252 NIL ICICI Prudential Income Plan NIL 197 197 NIL ICICI Prudential Liquid Plan NIL 14 14 NIL ICICI Prudential FMCG Fund NIL 101 101 NIL ICICI Prudential Tax Plan NIL 1718 1718 NIL ICICI Prudential Gilt Fund NIL 26 26 NIL

99

ICICI Prudential Balanced Fund NIL 227 227 NIL ICICI Prudential Technology Fund NIL 53 53 NIL ICICI Prudential Monthly Income Plan NIL 263 263

NIL

ICICI Prudential Fixed Monthly Plan NIL 1 1

NIL

ICICI Prudential Child Care Plan NIL 18 18 NIL ICICI Prudential Power NIL 398 398 NIL ICICI Prudential Short Term Plan NIL 1 1 NIL ICICI Prudential Long Term Plan NIL 8 8 NIL

ICICI Prudential Index Fund NIL 3 3 NIL ICICI Prudential Sweep Plan NIL 0 0 NIL ICICI Prudential Flexible Income Plan NIL 24 24

NIL

ICICI Prudential Dynamic Plan NIL 451 451 NIL Sensex Prudential ICICI Exchange Traded Fund NIL 1 1

NIL

ICICI Prudential Floating Rating Plan NIL 4 4

NIL

ICICI Prudential Advisory Series NIL 7 7 NIL ICICI Prudential Income Multiplier Fund NIL 131 131

NIL

ICICI Prudential Long Term Floating Rate Plan NIL 31 31

NIL

ICICI Prudential Emerging Star NIL 658 658 NIL ICICI Prudential Discovery Fund NIL 421 421 NIL ICICI Prudential Plan I Year Plus NIL 2 2 NIL ICICI Prudential Blended Plan NIL 71 71 NIL ICICI Prudential Infrastructure Fund NIL 566 566

NIL

ICICI Prudential Services Industries Fund NIL 22 22

NIL

ICICI Prudential Fusion Fund NIL 17 17 NIL

ICICI Prudential Equity & Derivatives Fund

NIL 5 5 NIL

Total NIL 5691 5691 NIL Details of investor complaints received from SEBI

For the Period Complaints Received

Complaints redressed

Complaints pending

Financial Year 2003-2004 30 33 2



April 1, 2006 to June 20, 2006* 12 7 13

*The details of investor complaints received from SEBI for the period June 21,2006 onwards is not available from MCS Ltd.( The agency appointed by SEBI for handling investor’s grievances).The same has been brought to the notice of SEBI vide our letter dated Augu-st 8, 2006 and January 4, 2007.

100

b) ASSOCIATE TRANSACTIONS Investment in Group Companies Details of investments made by the schemes in securities of Sponsor i.e. ICICI Bank Ltd. (erstwhile ICICI Ltd.) during the previous three financial years is as follows:

(Amount in Rupees)

Scheme name/Nature of investment

F.Y 2004-2005

F.Y 2005-2006

F.Y. 2006-2007 As on May 25, 2007

Investment in Bonds of ICICI Bank Ltd . ICICI Prudential Liquid Plan -- 15,084,779 -- -- ICICI Prudential FMP Yearly Series 12

-- 187,441,157 -- --

ICICI Prudential Long Term Floating Rate Plan

-- 49,588,850 49161185 49426071

Investment in NSE Linked Mibor Deposits /Term Deposit of ICICI Bank Ltd ICICI Prudential Balanced Fund

- 255,200,000 86100000 75800000

ICICI Prudential Blended Plan - Plan A

-- 1,380,600,000 830800000 715000000

ICICI Prudential Blended Plan - Plan B

-- 288,100,000 52300000 31900000

ICICI Prudential Child Care Gift Plan

-- 67,400,000 500000

500000

ICICI Prudential Child Care Study Plan

-- 54,100,000 200000

--

ICICI Prudential Discovery Fund

-- 36,500,000 310600000 235000000

ICICI Prudential Dynamic Plan

-- 31,500,000 1114200000 1775700000

ICICI Prudential Equity & Derivatives Fund – Income Optimizer Plan

-- -- 2198900000

2048000000 ICICI Prudential Equity & Derivatives Fund – Wealth Optimizer Plan

-- -- 1314200000

1156900000 ICICI Prudential Emerging S.T.A.R. (Stocks Targeted At Returns) Fund

-- -- 206800000

212600000

ICICI Prudential Fixed Maturity Plan – Series 27 – Monthly Plan

-- 1,270,000,000 -- --

ICICI Prudential Fixed Maturity Plan – Series 28 – 13 months Plan

-- 1,335,000,000 4700000

--

ICICI Prudential Fixed Maturity Plan – Series 28

-- -- 28500000

--

ICICI Prudential Fixed Maturity Plan – Series 30 – 13 Months Plan

-- -- 600000

--


-- 70,000,000 -- --

ICICI Prudential Fixed Maturity Plan – Yearly Series 24

-- 1,500,000,000 -- --

101


F.Y 2004-2005

F.Y 2005-2006

F.Y. 2006-2007 As on May 25, 2007


-- 65,000,000 1300000 --


-- -- 700000 --


-- -- 2000000

1700000


-- -- --

832000000


-- -- 566900000

566500000


-- -- 3100000

--

ICICI Prudential Fixed Maturity Plan – Series 34 – 1 Year Plan A

-- -- 254500000

250000000

ICICI Prudential Fixed Maturity Plan – Series 34 – 1 Year Plan B

-- -- --

2687500000

ICICI Prudential Fixed Maturity Plan – Series 34 – 3 Months Plan A

-- -- 1517700000

--


-- -- 832900000

--


350000000

350000000

ICICI Prudential Fixed Maturity Plan – Series 35– 1 Months Plan

-- -- 9200000

--

ICICI Prudential Fixed Maturity Plan – Series 35– 3 Months Plan A

-- -- 1502800000

--

ICICI Prudential Fixed Maturity Plan – Series 35– 3 Months Plan B

-- -- 1300500000

-- ICICI Prudential Fixed Maturity Plan – Series 35– 3 Months Plan C

-- -- 1151500000

1151000000

ICICI Prudential Fixed Maturity Plan – Series 35– 13 Months Plan A

-- -- 504700000

500000000

ICICI Prudential Fixed Maturity Plan – Series 35– 13 Months Plan B

-- -- 572500000

567500000

ICICI Prudential Fixed Maturity Plan – Series 37–3 Months Plan A

-- -- 431100000

430000000 ICICI Prudential Fixed -- -- -- 925000000

102


F.Y 2004-2005

F.Y 2005-2006

F.Y. 2006-2007 As on May 25, 2007

Maturity Plan – Series 37–3 Months Plan B ICICI Prudential Fixed Maturity Plan – Series 37–14 Months Plan

-- -- 474700000 473600000

ICICI Prudential Fixed Maturity Plan – Series 37–3 Months Plus Plan A

-- -- 700000000

700000000

ICICI Prudential Flexible Income Plan

100,000,000 66,500,000 1538300000 1500000000

ICICI Prudential Floating Rate Plan

-- 4,450,000,000 900000 Nil

ICICI Prudential FMCG Fund -- -- 53500000

9000000

ICICI Prudential Fusion Fund -- 180,000,000 125900000 51000000

Prudential ICICI Fusion Fund- Series II

-- -- 1387600000 130100000

ICICI Prudential Growth Plan -- 12,000,000 107900000

62100000

ICICI Prudential Hybrid Fixed Maturity -13 Months Plan

-- -- 1503400000

1497000000

ICICI Prudential Income Multiplier Plan

80,000,000

150,100,000 117200000

42700000

ICICI Prudential Infrastructure Fund

-- 182,000,000 812600000 838100000

ICICI Prudential Income Plan -- -- 700000

Nil

ICICI Prudential Index Fund 3700000 Nil ICICI Prudential Liquid Plan 1,680,000,000 12,050,000,00

0 11387900000

16425900000 ICICI Prudential Long Term Floating Rate Plan

140,000,000 463,500,000 204000000 200000000

ICICI Prudential Long Term Plan

-- 320,000,000 200000 400000

ICICI Prudential Monthly Income Plan

500,000,000 425,400,000 81200000 81100000

ICICI Prudential Power -- 10,100,000 119800000 681300000 ICICI Prudential Services Industries Fund

-- 29,500,000 46800000 40200000


-- -- 500000

--

ICICI Prudential Short term Plan

-- -- 220000000 220000000

ICICI Prudential Sweep Plan

-- 1,500,000,000 511100000 500000000

ICICI Prudential Technology Fund

-- -- 18100000 --

ICICI Prudential Tax Plan -- 1,000,000 100900000 34900000

Investment in Equity Shares of ICICI Bank Ltd ICICI Prudential Balanced Fund

4,418,418 96,471,664 133641436.8 142936121.6

ICICI Prudential Child Care Gift Plan

-- -- 25600500 27381000

103


F.Y 2004-2005

F.Y 2005-2006

F.Y. 2006-2007 As on May 25, 2007

ICICI Prudential Dynamic Plan

59,000 52,053,170 986941942.5 785971605

ICICI Prudential Equity & Dérivatives Fund- Wealth Optimiser Plan

-- -- 205846793.7

232601595 ICICI Prudential Growth Plan 29,443,706 -- 173168608.8 185212385.6 ICICI Prudential Income Multiplier Plan

-- -- 55638420 59508040

ICICI Prudential Index Fund 264,135 876,506 7564947.75 5249850.4 ICICI Prudential Infrastructure Fund

-- --- 594544305.3 681255708.6


5,884,612 -- 24107137.5 61881060

ICICI Prudential Power 35,328,722 273,686,767 571104487.5 610824475

ICICI Prudential Services Industries Fund

-- 65,092,970 192003750 205357500


-- 705,922 648356 692129.8

ICICI Prudential Fusion Fund- Series II

85335000 91270000

ICICI Prudential Tax Plan -- -- 256005000 273718730

TOTAL 2,581,224,610 28,064,501,786

38,028,011,871 41.413,286,272

% to the net assets of the Mutual Fund

1.69% 11.91% 10.03% 9.19%

The above details are as on the last day of each period Underwriting obligations with respect to issues of Associate Companies The AMC has, till date, not entered into any underwriting contracts in respect of any public issue made by any of its associate companies. Transactions with Associate Companies:

(Amount in Rupees) F.Y.

2004-2005 F.Y.

2005-2006 F.Y.

2006-2007 April 1, 2007 to

May 25, 2007

ICICI Bank Limited – Bank Charges ICICI Prudential Aggressive Plan 15,367.90 21,642 Nil Nil

ICICI Prudential Balanced Fund 815,320.88 648,226 2,998,127.15

202,093.65

ICICI Prudential Blended Plan – Plan A

Nil 11,725,865 23,306,739.20

86,902,634.13

ICICI Prudential Blended Plan – Plan B

Nil 4,013,924 2,420,912.51

72,439.80

ICICI Prudential Cautious Plan 30,164.02 18,569 Nil

ICICI Prudential Child Care Plan-Gift Plan

189,274.57 68,485 520,359.59

1,338.46

ICICI Prudential Child Care Plan-Study Plan

54,234.48 39,252 22,566.31

34.06

104

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

ICICI Prudential Discovery Fund 420,883.85 1,381,548 2,983,964.97

1,041,694.50

ICICI Prudential Dynamic Plan 596,182.19 1,095,786 5,013,598.25

29,226,091.35

ICICI Prudential Emerging S.T.A.R. Fund

276,590.68 329,998 2,761,832.19

410,793.86

ICICI Prudential Fixed Maturity Plan – Quarterly Series 25

Nil 4,357 Nil Nil


Nil Nil 8,268.00

Nil


Nil Nil 3,367 Nil


23,902.59 36,018 5,324 Nil


23,902.59 36,018 9,754 Nil


Nil Nil 3,126 Nil


Nil Nil 1,684 Nil


Nil Nil 1,663 Nil

ICICI Prudential Fixed Maturity Plan –Series 27 – Three Months Plan

Nil Nil 7,948 Nil

ICICI Prudential Fixed Maturity Plan –Series 28 – 4 Months Plan

Nil Nil 2,111 Nil


Nil Nil 178 Nil

ICICI Prudential Fixed Maturity Plan –Series 32 – 1 Month Plan - B

Nil Nil 56.12

Nil

ICICI Prudential Fixed Maturity Plan –Series 32 – 3 Months Plan- C

Nil Nil 112.24

Nil

ICICI Prudential Fixed Maturity Plan –Series 32 – 3 Months Plan D

Nil Nil 786 Nil


Nil Nil 56.12 Nil


Nil Nil 224.48 Nil


Nil Nil Nil 56.12

ICICI Prudential Fixed Maturity Plan –Series 34 – 1 Year Plan A

Nil Nil 112.24 Nil

ICICI Prudential Fixed Maturity Plan –Series 34 – 1 Year Plan B

Nil Nil Nil 1,066.28

105

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

ICICI Prudential Fixed Maturity Plan –Series 34 –6 Months Plan

Nil Nil Nil 56.12

ICICI Prudential Fixed Maturity Plan –Series 35 – 3 Months Plan- A

Nil Nil 112.24 264.66

ICICI Prudential Fixed Maturity Plan –Series 35 – 13 Months Plan- B

Nil Nil Nil 280.60

ICICI Prudential Fixed Maturity Plan –Series 35– 1 Year Plan A

Nil Nil Nil 1196.48

ICICI Prudential Fixed Maturity Plan –Series 37– 14 Months Plan

Nil Nil Nil 112.24

ICICI Prudential Fixed Maturity Plan –Series 37– 3 Months Plus Plan A

Nil Nil Nil 112.24

ICICI Prudential Fixed Maturity Plan –Series 37– 1 Month

Nil Nil Nil 168.36

ICICI Prudential Fixed Maturity Plan –Series 37– 3 Months Plan B

Nil Nil Nil 718.34

ICICI Prudential Fixed Maturity Plan –Series 38– 1 Year Plan A

Nil Nil Nil 224.48

ICICI Prudential Fixed Maturity – Quarterly Plan - Series 24

14 Nil Nil 718.34

ICICI Prudential Flexible Income Plan 664,748.93 165,119 9,752.30

727.43

ICICI Prudential Floating Rating Plan 778,929.20 1,438,606 188,635.62

1,109.60

ICICI Prudential FMCG Fund 125,546.25 76,381 84,752.34

22,050.73

ICICI Prudential Fusion Fund Nil 91,313 1,985,461.77

146,206.13

ICICI Prudential Fusion Fund Series II Nil Nil Nil 359,366.36

ICICI Prudential Gilt Fund – Investment

563,502.79 122,315 14,461.04

Nil

ICICI Prudential Gilt Fund – Investment - PF Option

355,160.83 Nil Nil Nil

ICICI Prudential Gilt Fund – PF Option

Nil 53,787 8,210.51

Nil

ICICI Prudential Gilt Fund – Treasury 343,961.51 20,404 5,894.32

Nil

ICICI Prudential Gilt Fund – Treasury - PF Option

351,541.67 46,581 3,122.00

Nil

ICICI Prudential Growth Plan 796,978.96 564,739 1,307,623.59

180,692.98

ICICI Prudential Hybrid Fixed Maturity Plan –13 Months Plan

Nil Nil 1,167.29

Nil

ICICI Prudential Income Multiplier Fund

391,109.02 210,387 473,105.79

121,233.78

ICICI Prudential Income Plan 1,025,720.67 258,956 4.74

106

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

28,473.51

ICICI Prudential Index Fund Nil 22,902 75,449.40

21,083.49

ICICI Prudential Infrastructure Fund Nil 2,871,823 5,595,841.35

73,560,300.40

ICICI Prudential Liquid Plan 1,797,358.07 7,464,838 8,519,417.93

968,447.43


52,070.35 200,806 36,162.46

Nil

ICICI Prudential Long Term Plan 63,709.85 47,010 7,617.22

Nil

ICICI Prudential Moderate Plan 44,826.81 21,546 Nil Nil

ICICI Prudential Monthly Income Plan 1,322,413.33 1,155,792 2,453,699.49

183,757.37

ICICI Prudential Plan I 3,449.00 367 Nil Nil ICICI Prudential Power 1,136,605.09 1,914,016

3,930,499.21 2,826,238.80


Nil 645,774 555,565.93

108,965.59

ICICI Prudential Short Term Plan 601,179.91 489,371 87,108.61

173.97

ICICI Prudential Sweep Plan Nil 59,980 13,507.99

168.36


Nil Nil 1.45 Nil

ICICI Prudential Tax Plan 218,904.50 310,323 636,994.11

321,627.66

ICICI Prudential Technology Fund 757,591.16 365,636 18,809.64

1,351.20

ICICI Prudential Very Aggressive Plan

11,955.03 11,973 Nil Nil

ICICI Prudential Very Cautious Plan 20,906.92 18,941 354.00

Nil

ICICI Prudential Equity & Derivatives Fund – Income Optimizer Fund

Nil Nil 7,300,511.46

72,461,536.63

ICICI Prudential Equity & Derivatives Fund – Wealth Optimizer Fund

Nil Nil 3,306,977.83

7,273,779.67

ICICI Bank Limited – Brokerage ICICI Prudential Agressive Plan

191,735 49,415 36023 3044.21

ICICI Prudential Balanced Fund

2,104,082.04 1,156,500 5271948 653206.60


Nil 5,233,573 1411578 79785.48


Nil 1,498,176 475200 17889.17

ICICI Prudential Cautious Plan

637,190 74,094 24220 2008.15

107

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

ICICI Prudential Child Care Plan-Gift Plan

740,634.98 1,023,519 813461 34877.28

ICICI Prudential Child Care Plan-Study Plan

365,272.39 339,457 270315 92614.10

ICICI Prudential Discovery Fund

4,288,947.01 18,155,450 11867942 411950.58

ICICI Prudential Dynamic Plan 2,647,414.31 11,895,404 15561553 1292945.70

ICICI Prudential Emerging S.T.A.R. (Stock Targeted At Returns) Fund

10659160 6,891,839 10117262 322155.73

ICICI Prudential Fixed Maturity Plan – Series 24 – Quarterly

65,716 Nil Nil Nil

ICICI Prudential Fixed Maturity Plan – Series 24 – Yearly

Nil Nil 44630 Nil


54,933 Nil Nil Nil

ICICI Prudential Fixed Maturity Plan – Series 25 – Quarterly Plan

13,497 46,100 Nil Nil

ICICI Prudential Fixed Maturity Plan – Series 25 – Yearly Plan

21,300 61,334 45374 Nil


Nil 7,369 Nil Nil

ICICI Prudential Fixed Maturity Plan – Series 26 – Quarterly Plan

50,035 17,057 Nil Nil


Nil 14,832 95711 Nil


Nil Nil 1336 Nil


Nil 165,440 Nil Nil


Nil 254,176 10503 Nil

ICICI Prudential Fixed Maturity Plan – Series 28 Institutional

Nil Nil -66821 Nil


Nil 122 77280 Nil


Nil 122 12089 Nil

ICICI Prudential Fixed Maturity Plan – Series 32 – Plan A

Nil Nil 68178 Nil

ICICI Prudential Fixed Maturity Plan – Series 32 –1 Month Plan B

Nil Nil 615 Nil

ICICI Prudential Fixed Maturity Plan – Series 32 –1 Month Plan A

Nil Nil 2 Nil

ICICI Prudential Fixed Maturity Plan – Series 32 –1 Month Plan D

Nil Nil 8133 Nil

ICICI Prudential Fixed Maturity Plan – Series 32 – Plan C

Nil Nil 98311 Nil

ICICI Prudential Fixed Maturity Plan – Series 32 –Plan B

Nil Nil 30892 Nil

ICICI Prudential Fixed Maturity Plan – Series 32 –Plan D

Nil Nil 23518 Nil

ICICI Prudential Fixed Maturity Plan – Series 32 –Plan E

Nil Nil 15016 Nil

108

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007


Nil Nil Nil 10656.59

ICICI Prudential Fixed Maturity Plan – Series 34 –18 Months

Nil Nil 13400 Nil

ICICI Prudential Fixed Maturity Plan – Series 34 –1 Year Plan

Nil Nil 48828 Nil

ICICI Prudential Fixed Maturity Plan – Series 34 –3 Months Plan A

Nil Nil 23364 Nil

ICICI Prudential Fixed Maturity Plan – Series 34 –3 Months Plus Plan A

Nil Nil 28159 15153.43

ICICI Prudential Fixed Maturity Plan – Series 34 –15 Months Plan

Nil Nil 91818 Nil


Nil Nil 109628 Nil


Nil Nil 54921 Nil

ICICI Prudential Fixed Maturity Plan – Series 35 – 1 Month Plan

Nil Nil 1613 Nil


Nil Nil 403 25672.39

ICICI Prudential Fixed Maturity Plan – Series 35 –3 Months Plan A

Nil Nil 52269 33876.47

ICICI Prudential Fixed Maturity Plan – Series 35 –3 Months Plan B

Nil Nil 12601 23763.78

ICICI Prudential Fixed Maturity Plan – Series 35 –3 Months Plan C


ICICI Prudential Fixed Maturity Plan – Series 35 – One Year Plan


ICICI Prudential Fixed Maturity Plan – Series 37 –1 Month Plan


ICICI Prudential Fixed Maturity Plan – Series 37 –3 Months Plan B


ICICI Prudential Fixed Maturity Plan – Series 37 –3 Months Plus Plan A


ICICI Prudential Fixed Maturity Plan – Series 37 –3 Months Plus Plan B

Nil Nil Nil 5475.56

ICICI Prudential Fixed Maturity Plan – Series 38 –3 Month Plan A

Nil Nil Nil 6072.44

ICICI Prudential Fixed Maturity Plan Yearly series 1

24,300 Nil Nil Nil


468,993 Nil 3053 Nil

ICICI Prudential Fixed Maturity Plan Yearly series 12 – Institutional Option

100,771 Nil 28956 Nil


93,300 Nil 13046 Nil


21,506 17,154 Nil Nil

ICICI Prudential Fixed Maturity Plan Yearly series 6 – Institutional

12,610 Nil Nil Nil

109

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

Option ICICI Prudential Flexible Income Plan

2,125,857.63 253,006 88463 14273.14

ICICI Prudential Floating Rate Plan 4,664,522 5,289,959 3281983 124907.30 ICICI Prudential FMCG Fund 67,475.31 739,181 401635 16701.93 ICICI Prudential Fusion Fund Nil 103,832 4671073 456209.16 ICICI Prudential Fusion Fund Series II


ICICI Prudential Gilt Fund – Investment

3,127,133 1,527,409 613015 41946.78

ICICI Prudential Gilt Fund – Treasury

151,169 183,267 213047 4410.73

ICICI Prudential Gilt Fund Investment Plan – PF Option

623,790 559,290 346679 21954.07

ICICI Prudential Gilt Fund Treasury – PF Option

209,973 180,970 112280 4230.04

ICICI Prudential Growth Plan 2,222,891.29 1,826,055 2218196 111490.78 ICICI Prudential Hybrid Fixed Maturity Plan

Nil Nil 212456

Nil


575,892 1,152,144 423589 32803.71

ICICI Prudential Income Plan 4,341,734 1,082,410 511206 41707.03 ICICI Prudential Income Plan – Institutional Option

110,819 Nil 267384 Nil

ICICI Prudential Index Fund Nil 32,226 69594 9389.42 ICICI Prudential Infrastructure Fund

Nil 56,632,289 19747489 1376868.73

ICICI Prudential Liquid Institutional Plus

Nil 5,027,090 1230347 72094.96

ICICI Prudential Liquid Plan 5,385,319 6,043,235 3164982 183517.77 ICICI Prudential Liquid Plan – Institutional Option

10,862,559 Nil 439723 14480.59

ICICI Prudential Liquid Super Institutional Plan

Nil Nil 3808080 342634.80


1,073,757 3,316,102 1734901 38258.56

ICICI Prudential Long Term Plan 589 104,195 Nil Nil

ICICI Prudential Moderate Plan 150,881 47,480 31681 2548.93 ICICI Prudential Monthly Income Plan

3,974,498 2,245,495 842992 47285.95

ICICI Prudential Power 13,886,378.13 6,920,010 11316858 693134.65 ICICI Prudential Services Industries Fund

Nil 2,173,653 3105900 277242.56

ICICI Prudential Short Term Plan 825,812 2,077,474 671616 12476.84

ICICI Prudential Short Term Plan – Institutional Option

880,662 Nil 559245 1276.77

ICICI Prudential Sweep Plan Nil 3,595 128807 3461.36

ICICI Prudential Tax Plan 692,570.09 8,608,194 5366282 272406.91 ICICI Prudential Technology Fund 749,131.93 711,159 726805 68516.31 ICICI Prudential Very Agressive Plan

91,386 31,977 25440 2300.39

110

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

ICICI Prudential Equity & Derivatives Fund – Wealth Optimizer Fund

Nil Nil 18479913 435609.30

ICICI Prudential Equity & Derivatives Fund – Income Optimizer Fund – Retail & Inst

Nil Nil 583183 89729.29

ICICI Prudential Very Cautious Plan

239,660 83,076 85134 3119.58

ICICI Infotech Services Limited – Service Charges ICICI Prudential Balanced Fund 94,838.66 Nil Nil Nil ICICI Prudential Discovery Fund 2,270.82 Nil Nil Nil ICICI Prudential Dynamic Plan 202,725.69 Nil Nil Nil ICICI Prudential Flexible Income Plan


ICICI Prudential Floating Rate Plan 113,464.72 Nil Nil Nil ICICI Prudential FMCG Fund 36,543.47 Nil Nil Nil ICICI Prudential Child Care Plan – Gift Option


ICICI Prudential Gilt fund – Investment Option


ICICI Prudential Gilt Fund Investment Plan – PF Option


ICICI Prudential Gilt Fund –Treasury Option


ICICI Prudential Gilt Fund – Treasury Option–PF Option


ICICI Prudential Growth Plan 267,988.55 Nil Nil Nil ICICI Prudential Income Multiplier Fund


ICICI Prudential Income Plan 947,307.36 Nil Nil Nil ICICI Prudential Liquid Plan 608,337.90 Nil Nil Nil ICICI Prudential Long Term Plan 2,746.06 Nil Nil Nil ICICI Prudential Monthly Income Plan


ICICI Prudential Power 804,016.71 Nil Nil Nil ICICI Premier Redeemed 25,922.52 Nil Nil Nil ICICI Prudential Short Term Plan 74,132.94 Nil Nil Nil ICICI Prudential Child Care Plan – Study Plan


ICICI Prudential Tax Plan 271,738.07 Nil Nil Nil ICICI Prudential Technology Fund 255,000.52 Nil Nil Nil ICICI Prudential Fixed Maturity Plan-Quarterly Series 24

618.83 Nil Nil Nil


112.35 Nil Nil Nil


151.86 Nil Nil Nil


32.98 Nil Nil Nil

ICICI Prudential Fixed Maturity Plan-Yearly Series 24

259.89 Nil Nil Nil


48.60 Nil Nil Nil

ICICI Prudential Agressive Plan 33,223.68 Nil Nil Nil ICICI Prudential Cautious Plan 34,199.76 Nil Nil Nil

111

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

ICICI Prudential Moderate Plan 34,421.13 Nil Nil Nil ICICI Prudential Very Aggressive Plan




ICICI Brokerage Service Limited – Brokerage on secondary market transactions

ICICI Prudential Balanced Plan 762,989 1,047,893 1169117 32,505


Nil 2,20,230 760111 45,236


Nil 61,489 164108 Nil

ICICI Prudential Child Care Plan – Gift Plan

163,412 103,311 104743 46,373

ICICI Prudential Child Care Plan – Study Plan

1,917 14,397 6360 Nil

ICICI Prudential Discovery Fund 678,319 1,640,708 3349143 25,510 ICICI Prudential Dynamic Plan 555,997 2,444,858 3237473 228,547 ICICI Prudential Emerging S.T.A.R. Fund

304,029

538,355 577102 129,879

ICICI Prudential FMCG Fund 74,022 331,539 236726 13,400

ICICI Prudential Fusion Fund Nil 149,310 405361 94,750 ICICI Prudential Growth Plan 725,906 1,439,160 689814 102,252 ICICI Prudential Income Multiplier Fund

46,684 207,255 236698 Nil

ICICI Prudential Infrastructure Fund

Nil 4,847,831 1725519 127,359


738,221 505,407 339803 Nil

ICICI Prudential Power 1,282,221 2,361,526 3408873 Nil ICICI Prudential Services Industries Fund

Nil 903,971 171228 63,750

ICICI Prudential Tax Plan 36,354 468,718 672398 28,505 ICICI Prudential Technology Plan 387,399 100,194 119248 50,120

ICICI Prudential E&D-Wealth Optimiser Plan

Nil Nil 515208 139,400

ICICI Prudential E&D-Income Optimiser Plan

Nil Nil 170024 155,412

ICICI Prudential Fusion Fund Series II

Nil Nil Nil 6,750

ICICI Securities Ltd. (erstwhile ICICI Securities and Finance Co. Ltd.) ICICI Prudential Growth Plan 15 Nil Nil Nil ICICI Prudential FMCG Fund 566 855 Nil 89.00 ICICI Prudential Balanced Fund 72,177 391 Nil 34.33 ICICI Prudential Tax Plan 25 40 Nil 3.47 ICICI Prudential Technology Fund 23,338 9,823 Nil 4.52 ICICI Prudential Power Nil 22 Nil Nil ICICI Prudential Child Care Plan – Gift Plan

349 149 Nil Nil

ICICI Prudential Dynamic Plan 4 10 Nil Nil ICICI Prudential Income Plan 378,844 18 Nil 1.43 ICICI Prudential Monthly Income 1,254 239 Nil 18.67

112

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

Plan ICICI Prudential Liquid Plan 30,197 30,701 Nil 7.95 ICICI Prudential Gilt Fund – Investment

37,663 12,469 Nil 1088.66

ICICI Prudential Gilt Fund – Treasury Investment Plan

Nil 1,144 Nil Nil

ICICI Prudential Short Term Plan Nil 143 Nil 11.07 ICICI Prudential Gilt Fund Investment Plan– PF

7,572 17,140 Nil 108.10

ICICI Prudential Liquid Plan – Institutional Option

98,801 Nil Nil Nil

ICICI Prudential Liquid Plan – Institutional Plus Option

Nil 25,497 Nil Nil

ICICI Prudential Liquid Plan – Super Institutional Plus Option

Nil Nil Nil 122.05

ICICI Prudential Floating Rate Plan 21,583 46,957 Nil Nil ICICI Prudential Fixed Maturity Plan – Series 25 – Quarterly Option

6,205 Nil Nil Nil

ICICI Brokerage Service Limited – Brokerage (erstwhile ICICI Web Trade Ltd) ICICI Prudential Agressive Plan 31,686 67,261 79427 5751.96 ICICI Prudential Balanced Fund 103,015 231,984 240594 12624.74 ICICI Prudential Blended Plan – Plan A

Nil 46,908 20065 Nil


Nil 18,995 6141 Nil

ICICI Prudential Cautious Plan 6,944 5,426 9826 Nil ICICI Prudential Discovery Pla 393,245 683,992 590944 12384.18 ICICI Prudential Dynamic Plan 101292 599,468 1511689 170569.71 ICICI Prudential Emerging S.T.A.R.

519,226 1,507,325 1474635 29204.36


Nil 5 32 Nil


Nil 3,819 Nil Nil


Nil Nil 588 Nil


12,243 9,011 3561 Nil

ICICI Prudential Floating Rate Plan 27,972 108,315 127674 Nil ICICI Prudential FMCG Fund 65,161 1,272,743 536438 8139.71 ICICI Prudential Fusion Fund Nil 7,604 277033 Nil ICICI Prudential Gilt Investment 7715 2,626 2996 Nil ICICI Prudential Gilt Treasury 4004 3,300 2596 Nil ICICI Prudential Growth Plan 167,620 269,415 221885 12040.27 ICICI Prudential Income Multiplier Fund

13,158 146,838 159206 6888.92

ICICI Prudential Income Plan 29,367 30,581 33237 1461.15 ICICI Prudential Infrastructure Fund

Nil 4,089,369 3025617 118972.75

ICICI Prudential Liquid Plan 99,228 182,593 240762 Nil ICICI Prudential Liquid Plan – Institutional Option

40,105 8,337 Nil Nil

ICICI Prudential Liquid Plan – Institutional Option-Plus

Nil Nil 8158 Nil

113

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

ICICI Prudential Moderate Plan 16,814 17,245 15179 68.60 ICICI Prudential Monthly Income Plan

32,105 37,956 66727 935.48

ICICI Prudential Power 199,823 353,286 649923 70453.52 ICICI Prudential Services Industries Fund

Nil 150,413 661992 218201.28

ICICI Prudential Short Term Plan 12,816 72,371 57273 Nil ICICI Prudential Tax Plan 205,137 2,442,972 2115651 110314.42 ICICI Prudential Technology Plan 167,897 240,350 488341 44280.78 ICICI Prudential Very Aggressive Plan

69,192 108,854 168208 7410.05


1,513 2,652 5625 Nil

ICICI Prudential E&D-Wealth Optimiser Plan

Nil Nil 1444373 3392.89


Nil Nil 1194 Nil


Nil Nil 1224 Nil

ICICI Prudential Fixed Maturity Plan – Series 35 –One Year Plan


Way2Wealth Securities Pvt. Ltd. – Brokerage ICICI Prudential Agressive Plan 16,786 4,750 2458 Nil ICICI Prudential Balanced Fund 157,923 100,755 82201 Nil ICICI Prudential Blended Plan – Plan A

Nil 9,231 1558

Nil


Nil 1,609 1646

Nil

ICICI Prudential Cautious Plan 90,797 7,302 1975 Nil ICICI Prudential Child Care Plan – Gift Plan

45,117 71,595 49670

Nil


34,364 26,284 13891

Nil

ICICI Prudential Discovery Plan 648.989 547,056 287258 Nil ICICI Prudential Dynamic Plan 235,528 364,765 204846 Nil ICICI Prudential Emerging Star 435,476 380,804 353950 Nil ICICI Prudential Fixed Maturity Plan – Series 24 – Quarterly Plan

125 Nil Nil Nil


Nil Nil 2061 Nil


Nil 2,968 3110 Nil


Nil 249 Nil Nil

ICICI Prudential Fixed Maturity Plan – Series 28 – Institutional Plan

Nil 30,257 -13479 Nil


Nil Nil 25303 Nil


2,516 125 Nil Nil

ICICI Prudential Fixed Maturity Plan – Yearly series 6

400 Nil Nil Nil

ICICI Prudential Hybrid Fixed Maturity Plan

Nil Nil 47 Nil

114

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

ICICI Prudential Fixed Maturity Plan – Yearly series 32 -3 Months Plan- C

Nil Nil 143 Nil

ICICI Prudential Fixed Maturity Plan – Yearly series 32 -3 Months Plan- D

Nil Nil 746 Nil


109,030 5,914 2464 Nil

ICICI Prudential Floating Rate Plan 224,269 30,036 9113 Nil ICICI Prudential FMCG Fund 7,166 27,157 35879 Nil ICICI Prudential Fusion Fund Nil 683 21576 Nil ICICI Prudential Gilt Fund Treasury Plan – PF Option

39 14,474 8418 Nil

ICICI Prudential Gilt Investment 400,147 137,818 6388 Nil ICICI Prudential Gilt Investment – PF

4,670 4,257 2590 Nil

ICICI Prudential Gilt Treasury 5,030 4,955 3054 Nil ICICI Prudential Growth Plan 165,071 103,755 73246 Nil ICICI Prudential Income Multiplier Fund

62,779 61,152 24843 Nil

ICICI Prudential Income Plan 316,945 119,328 31405 Nil ICICI Prudential Index Fund Nil 1,740 1701 Nil ICICI Prudential Infrastructure Fund

Nil 904,235 250691 Nil

ICICI Prudential Liquid Plan 123,568 71,848 92349 Nil ICICI Prudential Liquid Plan – Institutional Option

33,188 6,545 15446 Nil

ICICI Prudential Liquid Super Institutional Plan

Nil Nil 15299 Nil


9,650 14,317 60 Nil

ICICI Prudential Moderate Plan 29,563 8,985 3573 Nil ICICI Prudential Monthly Income Plan

272,730 116,307 67847 Nil

ICICI Prudential Power 639,208 166,147 183588 Nil ICICI Prudential Services Industries Fund

Nil 21,978 34726 Nil

ICICI Prudential Short Term Plan 102,357 90,442 6273 Nil ICICI Prudential Short Term Plan – Institutional Option

31,585 Nil Nil Nil

ICICI Prudential Sweep Plan Nil Nil 187 Nil ICICI Prudential Tax Plan 57,442 450,826 223709 Nil ICICI Prudential Technology Plan 140,889 70,903 42484 Nil ICICI Prudential Very Agressive Plan

5,876 1,677 1300 Nil


19,732 955 103 Nil

Stock Holding Corporation of India Ltd. ICICI Prudential Child Care Plan – Study

Nil Nil Nil 17.82

ICICI Prudential Dynamic Plan Nil Nil Nil 5967.12 ICICI Prudential Discovery Fund Nil Nil Nil 505.61 ICICI Prudential E&D – Wealth Optimiser Plan

Nil Nil Nil 855.31

115

F.Y. 2004-2005

F.Y. 2005-2006

F.Y. 2006-2007

April 1, 2007 to May 25, 2007

ICICI Prudential Emerging S.T.A.R.

Nil Nil Nil 1327.51

ICICI Prudential FMCG Fund Nil Nil Nil 106.91 ICICI Prudential Growth Plan Nil Nil Nil 1781.90 ICICI Prudential Index Fund Nil Nil Nil 44.55 ICICI Prudential Infrastructure Fund

Nil Nil Nil 5399.88


Nil Nil Nil 400.93

ICICI Prudential Power Nil Nil Nil 218.28 ICICI Prudential Services Industries Fund

Nil Nil Nil 2515.43

ICICI Prudential Tax Plan Nil Nil Nil 3805.46 ICICI Prudential Technology Plan Nil Nil Nil 17.82

The percentage of brokerage paid to ICICI Brokerage Services Limited (IBSL) was @0.26% and for ICICI Web Trade Ltd. @0.15% of transaction value and the same was in line with the norms relating to brokerage payments for secondary market transactions of the Fund. The total business given to IBSL amounted to Rs. 31,943 lakhs, Rs. 92,575 lakhs and Rs. 1,38,243 lakhs during the year 2004-2005, 2005-2006 and 2006-2007 respectively. From the period April 1, 2007 to May 25, 2007 the total business given to IBSL amounted to Rs. 14,804 lakhs. Further, IBSL was paid a sum of Rs. 307,712 in connection with the rollover of ICICI Premier scheme towards service charges, in the year 1998-99.

Underwriting obligations with respect to issues of Associate Companies:

The AMC has, till date, not entered into any underwriting contracts in respect of any public issue made by any of its associate companies. Subscription in issues lead managed by ICICI Securities Primary Dealership Ltd {erstwhile ICICI Securities Ltd.} Subscription in issues lead managed by ICICI Securities Primary Dealership Ltd {erstwhile ICICI Securities Ltd.}

F.Y. 2004-2005 F.Y. 2005-2006**

F.Y. 2006-2007

April 1, 2007 till May 25,2007

ICICI Prudential Balanced Fund 75,974,024 71,225,852 25,763,224 Nil

ICICI Prudential Blended Plan - Plan A

Nil 57,267,107 43,582,271 Nil

ICICI Prudential Child Care Plan – Gift Plan

28,922,878 16,564,696 7,085,836 Nil


5,704,228 4,017,449 2,810,233 Nil

ICICI Prudential Discovery Fund 35,137,272 369,817,593 45,778,667 Nil ICICI Prudential Dynamic Plan 57,794,214 141,085,626 57,728,542 Nil ICICI Prudential Emerging S.T.A.R. Fund

22,932,282 44,959,476 42,067,181 Nil


250,000,000 Nil Nil Nil

ICICI Prudential Floating Rate Plan 250,000,000 Nil Nil Nil

ICICI Prudential FMCG Nil 5,722,798 Nil Nil

ICICI Prudential Fusion Fund Nil Nil 28,047,467 Nil

116

Subscription in issues lead managed by ICICI Securities Primary Dealership Ltd {erstwhile ICICI Securities Ltd.}

F.Y. 2004-2005 F.Y. 2005-2006**

F.Y. 2006-2007

April 1, 2007 till May 25,2007

ICICI Prudential Growth Plan 161,791,526 34,390,937 18,160,313 Nil


126,604,402 33,087,034 17,048,009 Nil

ICICI Prudential Infrastructure Fund Nil 278,952,608 61,453,375 Nil

ICICI Prudential Liquid Plan 750,000,000 Nil Nil Nil

ICICI Prudential Long Term Plan 150,000,000 Nil Nil Nil

ICICI Prudential MIP Nil 52,825,249 Nil Nil


430,256,768 35,128,784 27,706,088 Nil

ICICI Prudential Power 240,827,754 472,038,034 60,707,032 Nil


Nil 170,418,405 6,729,114 Nil

ICICI Prudential Short Term Plan 250,000,000 Nil Nil Nil

ICICI Prudential Tax Plan 10,312,874 33,441,780 12,039,724 Nil

ICICI Prudential Technology Fund 6,613,818 1,049,760 940,862 Nil

ICICI Prudential Equity & Derivatives - Income Optimiser Fund

Nil Nil 14,826,080 Nil

ICICI Prudential Equity & Derivatives - Wealth Optimiser Fund

Nil Nil 16,893,033 Nil

TOTAL 2,852,872,040 1,821,993,188 489,367,051 Nil

** Includes primary market applications pending allotment The above investments were considered sound. Before making an investment, AMC evaluated the same on merits and on arms’ length basis and in accordance with the objectives of the scheme. C) Details of investments in companies that hold more than 5% of NAV of Schemes managed by the AMC, as

on May 25, 2007

CESC Limited

Scheme Name Units Value % to Nav Equity

ICICI Prudential Equity & Derivatives Fund - Income Optimiser Fund

150,700 55,231,550 0.49%

Cipla Limited


ICICI Prudential Index Fund 4,973 1,019,714 0.69%

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SENSEX Prudential ICICI Exchange Traded Fund 426 87,309 1.10%

Dabur India Limited


ICICI Prudential Index Fund 5,517 530,184 0.36%

FIRSTSOURCE SOLUTIONS LIMITED


ICICI Prudential Monthly Income Plan 474,348 40,129,841 0.68%

ICICI Prudential Tax Plan 708,000 59,896,800 0.86%

ICICI Prudential Child Care Study Plan 41,837 3,539,410 1.19%

ICICI Prudential Fusion Fund 1,444,053 122,166,884 1.71%

Grasim Industries Limited


ICICI Prudential Balanced Fund 40,789 100,287,914 2.17%

ICICI Prudential Dynamic Plan 82,184 202,065,801 0.87%

ICICI Prudential Equity & Derivatives Fund - Wealth Optimiser Plan

60,375 148,444,013 1.31%

ICICI Prudential Fusion Fund - Series II 50,000 122,935,000 1.10%

ICICI Prudential Growth Plan 51,185 125,848,560 2.70%

ICICI Prudential Index Fund 584 1,435,881 0.98%

ICICI Prudential Infrastructure Fund 54,000 132,769,800 0.74%

ICICI Prudential Power 183,975 452,339,333 2.93%


Debt/Bonds

ICICI Prudential Short Term Plan 10 48,868,077 2.13%

ICICI Prudential Income Multiplier Fund 11 58,727,085 1.26%

ICICI Prudential Liquid Plan 19 187,276,262 0.13%

Hero Honda Limited




HERO MOTORS LTD.

118


ICICI Prudential Monthly Income Plan 120 120,000,000 2.03%


ICICI Prudential Floating Rate Plan 45 45,000,000 0.35%


Hexaware Technologies Ltd.


ICICI Prudential Technology Fund 357,857 57,489,727 3.23%

Hindalco Industries Limited


ICICI Prudential Blended Plan - Plan A 330,165 47,593,285 0.97%


1,642,850 189,840,090 1.68%


486,475 70,125,371 0.62%


Debt/Bonds



ICICI Prudential Floating Rate Plan 20 198,207,538 1.54%

ICICI Prudential Fixed Maturity Plan - Series 34 - One Year Plan A

20 197,023,114 12.20%

ICICI Prudential Flexible Income Plan 20 197,911,938 0.90%

Hindustan Lever Limited



450,000 91,417,500 0.81%

ICICI Prudential FMCG Fund 151,000 30,675,650 3.78%




ICI India Limited


119


ICICI Prudential Income Multiplier Fund 142,913 74,164,701 1.60%



ICICI Prudential Child Care Gift Plan 48,112 24,967,722 2.22%

ICICI Bank Limited






254,850 232,601,595 2.06%








ICICI Prudential Services Industries Fund 225,000 205,357,500 3.93%



Debt/Bonds



ICICI Prudential Blended Plan - Plan A 7,150,000 715,000,000 14.54%

ICICI Prudential Blended Plan - Plan B 319,000 31,900,000 7.19%

ICICI Prudential Child Care Gift Plan 5,000 500,000 0.04%

ICICI Prudential Discovery Fund 2,350,000 235,000,000 2.67%

ICICI Prudential Dynamic Plan 17,757,000 1,775,700,000 7.68%

ICICI Prudential Emerging S.T.A.R.(Stocks Targeted at Returns) Fund

2,126,000 212,600,000 1.95%


20,480,000 2,048,000,000 18.10%


11,569,000 1,156,900,000 10.22%

ICICI Prudential Fixed Maturity Plan - Series 34 - 15 Months Plan

8,320,000 832,000,000 19.85%


5,665,000 566,500,000 19.43%


17,000 1,700,000 0.25%


3,500,000 350,000,000 19.75%

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ICICI Prudential Fixed Maturity Plan - Series 34 - One Year Plan A

2,500,000 250,000,000 15.48%

ICICI Prudential Fixed Maturity Plan - Series 34 - One Year Plan B

26,875,000 2,687,500,000 20.36%

ICICI Prudential Fixed Maturity Plan - Series 35 - 13 Months Plan A

5,000,000 500,000,000 19.56%

ICICI Prudential Fixed Maturity Plan - Series 35 - 13 Months Plan B

5,675,000 567,500,000 7.58%

ICICI Prudential Fixed Maturity Plan - Series 35 - 3 Months Plan C

11,510,000 1,151,000,000 18.47%


4,736,000 473,600,000 21.98%


4,300,000 430,000,000 19.13%


9,250,000 925,000,000 19.49%

ICICI Prudential Fixed Maturity Plan - Series 37 - 3 Months Plus Plan A

7,000,000 700,000,000 19.78%

ICICI Prudential Flexible Income Plan 15,000,000 1,500,000,000 6.79%


ICICI Prudential Fusion Fund 510,000 51,000,000 0.72%

ICICI Prudential Fusion Fund - Series II 1,301,000 130,100,000 1.17%


ICICI Prudential Hybrid Fixed Maturity Plan - 13 Months Plan

14,970,000 1,497,000,000 18.00%


ICICI Prudential Infrastructure Fund 8,381,000 838,100,000 4.64%

ICICI Prudential Liquid Plan 164,259,000 16,425,900,000 11.46%

ICICI Prudential Long Term Floating Rate Plan 2,010,000 249,426,071 23.62%

ICICI Prudential Long Term Plan 4,000 400,000 0.01%


ICICI Prudential Power 6,813,000 681,300,000 4.42%


ICICI Prudential Short Term Plan 2,200,000 220,000,000 9.57%

ICICI Prudential Sweep Plan 5,000,000 500,000,000 7.81%


Industrial Development Finance Corporation Ltd.

Scheme Name Units Value % to Nav Debt/Bonds

ICICI Prudential Balanced Fund 150 143,095,594 3.09%

ICICI Prudential Blended Plan - Plan A 100 95,397,063 1.94%


500 381,706,296 9.11%


300 296,992,831 10.19%


60 402,941,226 5.38%

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350 314,650,177 14.60%

ICICI Prudential Flexible Income Plan 200 99,679,690 0.45%

ICICI Prudential Hybrid Fixed Maturity Plan - 13 Months Plan

1,000 991,398,440 11.92%


ICICI Prudential Income Plan 200 190,794,125 8.51%


ICICI Prudential Monthly Income Plan 250 238,492,657 4.04%

INDIA NIPPON ELECTRICALS LTD


ICICI Prudential Discovery Fund 472,727 87,336,313 0.99%

Indian Petrochemicals Corporation Ltd.



220,400 75,927,800 0.67%


Infrastructure Development Finance Corporation Ltd.


ICICI Prudential Fusion Fund - Series II 2,000,000 224,700,000 2.01%

ITC Limited



ICICI Prudential Dynamic Plan 4,738,162 790,325,422 3.42%


572,000 95,409,600 0.84%


ICICI Prudential Fusion Fund 777,487 129,684,832 1.82%




SENSEX Prudential ICICI Exchange Traded Fund 2,220 370,074 4.68%

122

Larsen & Toubro Limited


ICICI Prudential Blended Plan - Plan B 1,000 1,738,850 0.39%


100,000 173,885,000 1.54%





Debts/Bonds


30 296,236,967 10.16%


5 49,372,828 1.93%

Maruti Udyog Limited




119,000 96,425,700 0.85%





PRAJ INDUSTRIES LTD



143,000 71,235,450 0.63%

Raymond Limited


ICICI Prudential Discovery Fund 696,679 229,590,564 2.61%


Debt/Bonds


Sesa Goa Limited

Scheme Name Units Value % to Nav

123

Equity


16,650 27,799,673 0.25%

Tata Consultancy Services Limited



ICICI Prudential Blended Plan - Plan A 60,000 73,797,000 1.50%


ICICI Prudential Dynamic Plan 1,175,000 1,445,191,250 6.25%


94,250 115,922,788 1.02%


254,503 313,025,965 2.77%











Thermax Limited




Trent Ltd


ICICI Prudential Child Care Study Plan 11,600 5,985,701 2.01%





124

Videsh Sanchar Nigam Limited



Wipro Limited





79,000 42,928,600 0.38%








D) PENALTIES & PENDING LITIGATIONS

I . CASES OF PENALTIES AWARDED BY SEBI UNDER THE SEBI ACT OR ANY OF ITS REGULATIONS OR ANY OTHER REGULATORY BODY AGAINST THE SPONSOR OF THE MUTUAL FUND OR ANY COMPANY ASSOCIATED WITH THE SPONSOR IN ANY CAPACITY SUCH AS THE ASSET MANAGEMENT COMPANY, TRUSTEE COMPANY/BOARD OF TRUSTEES, OR ANY OF THE DIRECTORS OR KEY PERSONNEL OF THE ASSET MANAGEMENT COMPANY AND TRUSTEE COMPANY:

ICICI Bank: Nil Prudential Plc. & its associates:

Date Company Description of Sanction 27 January 1997

Prudential Personal Equity Plans Limited (PPEPL)

PPEPL was reprimanded and fined £75,000 by IMRO for breaches of IMRO rules relating to its PEP business: - failed to carry out reconciliations and corrections of PEP client money accounts - failed to notify IMRO that these had not been done - failed to have adequate compliance arrangements in specific areas of its business.

April 1999 M&G Financial Services Limited (M&GFSL)

Following a regular Inland Revenue PEP audit, M&GFSL have reached agreement to pay the following: - missing application forms - £550 - incorrect handling of void PEPs - £3,250 - accepting "paid for" as well as "free" shares during the take-on of Norwich Union windfall shares - £600 plus repayment

125

of any wrongly claimed tax credits.

29 October 2001

The Prudential Assurance Company Limited (PAC)

PAC was fined £650,000 by PIA for failures in its pensions review procedures relating specifically to delays in making payments of redress to supplement pension policy benefits of those who had retired and beneficiaries of those who had died; and its record-keeping.

6 March 2003 Scottish Amicable Life plc (SAL)

SAL was fined £750,000 by the FSA in respect of sales of mortgage endowments by its tied agents in 2000. Advisers did not place appropriate emphasis on identifying whether customers were prepared to take the risk that the endowment might not perform well enough to pay off the mortgage.

NB: Some fines and cost orders of $1000 and below made by State Insurance Departments in the US are excluded from the above Associates of ICICI Bank ICICI Securities Limited (ICICI Securities)

1. ICICI Securities was awarded two penalty points by SEBI for non-submission of the Letter of Offer in the Rights issues of Siroplast Limited and Thane Electricity Company Limited during 1995 and one penalty point for non-submission of post-issue report in the public issue for Shree Rajasthan Texchem Limited.

2. Two warning letters were issued by SEBI on October 2, 1998 in the public issue of Hindustan Motors Limited and on July 11, 2000 in the public issue of Cadilla Healthcare Limited respectively.

ICICI Brokerage Services Limited (ICICI brokerage)

1. The NSE had, in its letter dated November 26, 2002 reference no NSE/INSP/ACT/2001-02/31487, reprimanded ICICI Brokerage and levied a penalty of Rs. 30,000/- subsequent to an inspection done by it. The penalty was with respect to the purported violations of short sales (three instances on March 9, 2001 and one instance on March 12, 2001) and the transfer of client shares to own account (12 instances during February-March 2001). However, ICICI Brokerage had made a representation to NSE requesting a waiver of the penalties, since these arose from genuine technical difficulties in the internet trading systems of ICICI Web Trade Limited, which had been using ICICI Brokerage to execute the trades on NSE. ICICI Brokerage had therefore requested NSE for a review of the penalty and submitted all necessary documents in support of this. NSE accepted ICICI Brokerage’s representation and waived the above penalty.

2. SEBI had issued a show cause notice to ICICI Brokerage with regard to the agency business done on behalf of one of its clients in the shares of Global Trust Bank. ICICI Brokerage replied to the show cause notice denying the allegations and findings of SEBI. Thereafter, SEBI granted a personal hearing on November 24, 2003. Subsequent to the hearing, SEBI vide its letter dated February 5, 2004 issued a show cause notice to ICICI Brokerage as to why the penalty of suspension of registration of ICICI Brokerage Services Limited for a period of four months as recommended by the enquiry officer should not be imposed. ICICI Brokerage had vide its letter dated February 23, 2004 submitted its reply to the said show cause notice denying all the allegations and the findings of the enquiry officer and that the charges against ICICI Brokerage stated in the show cause notice of February 5, 2004 be accordingly withdrawn. Further, ICICI Brokerage was granted a personal hearing before the Chairman, SEBI on March 18, 2004 wherein ICICI Brokerage was represented by its legal counsels. ICICI Brokerage re-iterated that it denied the allegations and findings of SEBI as stated in their show cause notice and also that the findings of SEBI were based merely on inferences and surmises without any proof of guilt or market manipulation part of ICICI Brokerage. A written submission of the arguments presented at the personal hearing was also forwarded to SEBI. The Chairman, SEBI vide order dated September 9, 2004 discharged ICICI Brokerage from the proceedings in the said matter.

3. As per normal practise, the BSE/NSE and SEBI from time to time conduct inspections of its member/registered brokers. Accordingly, a regular inspection was conducted by SEBI of ICICI Brokerage’s books for the period April, 2001 to March, 2003. The inspection report had brought out certain irregularities such as difference of trade details in under separate accounts maintained by us; PAN not being quoted on contract notes in some cases and non-

126

segregation of clients and our own funds. In this regard SEBI has vide its letter dated March 23, 2004 advised ICICI Brokerage to rectify the irregularities and warned it not to repeat the same in future.

4. The NSE levied a penalty of Rs. 1,22,500/- on ICICI Brokerage for delayed submission of the ‘WDM segment’ Annual Compliance Report for 2002-2003. Whilst the fine has been debited, ICICI Brokerage has replied to the NSE stating its factual position and requested a reversal of the above penalty. The NSE thereafter placed the matter before its Disciplinary Action Committee, which has reduced the penalty to Rs. 1 lakh. ICICI Brokerage has sought a review of the said penalty. Upon review, NSE vide letter dated February 15, 2005 has absolved ICICI Brokerage of the iregularity and has waived the penalty.

ICICI venture Funds Management Company Limited (ICICI Venture) 1. ICICI Equity Fund (the “Fund”), a fund managed by the ICICI Venture was originally registered with the SEBI as a

Venture Capital Fund under the SEBI (Venture Capital Funds) Regulations, 1996 (hereinafter the “Regulations”). The Fund de-registered from SEBI in the year 2002. In this process, the Fund first amended its Private Placement Memorandum (PPM) and pursued investment objectives permitted under the amended PPM before completing the de-registration formalities. During the course of its investment activity, the Fund invested in certain securities, which were in excess of the limitations and restrictions imposed by the then prevailing Regulations. SEBI was of the view that the Fund should have completed the de-registration formalities before pursuing investments in the aforesaid securities. The Fund suo moto communicated these developments to SEBI and initiated a dialogue to conclude and regularize this matter. Upon consideration of the voluntary disclosures and representations made by ICICI Venture, SEBI vide its letter dated January 9, 2003 communicated that the above procedural lapse had been viewed seriously and advised ICICI Venture to take due care in future and improve its compliance mechanisms and standards to avoid recurrence of such incidents.

2. SEBI, Madras had issued a show cause notice dated May 31, 2002 to ICICI Venture alleging contravention of sub-Regulation 1 and sub-regulation 3 of Regulation 6 (for the year 1997) and sub-regulation 1 and sub-regulation 2 of Regulation 8 (for the years 1998, 1999, 2000 and 2001) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulation, 1997 for failure/delay in making the disclosure of its shareholding in Vimta Labs Limited. Adjudication proceedings were held. Based on the submissions made by ICICI Venture, SEBI vide order dated November 1, 2002 exonerated ICICI Venture from liability.

ICICI Investment Management Company Limited (ICICI Investment Management)

1. ICICI Investment Management is the asset management company of “ICICI Securities Fund”, a mutual fund registered with the SEBI. SEBI had issued on May 22, 2000, a warning letter to ICICI Investment Management Limited for the lack of due diligence while submitting the offer document for ICICI CBO Fund.

AMC : Nil The Trustee: Nil

II. ANY PENDING MATERIAL LITIGATION PROCEEDINGS INCIDENTAL TO THE BUSINESS OF THE MUTUAL FUND TO WHICH THE SPONSOR OF THE MUTUAL FUND OR ANY COMPANY ASSOCIATED WITH THE SPONSOR IN ANY CAPACITY SUCH AS THE AMC, BOARD OF TRUSTEES/TRUSTEE COMPANY OR ANY OF THE DIRECTORS OR KEY PERSONNEL IS A PARTY. ANY PENDING CRIMINAL CASES OR ECONOMIC OFFENCE CASES AGAINST THE SPONSOR OR ANY COMPANY ASSOCIATED WITH THE SPONSOR IN ANY CAPACITY SUCH AS AMC, BOARD OF TRUSTEES/TRUSTEE COMPANY OR ANY OF THE DIRECTORS OR KEY PERSONNEL.

Criminal Cases Against ICICI Bank and / or its Directors

1. A criminal complaint (614 of 2001) was filed before the 4th Additional Chief Metropolitan Magistrate, Bangalore against ICICI Bank by Pelicorp Limited upon termination of the Direct Selling Agent Agreement between itself and ICICI Bank pursuant to certain RBI guidelines. ICICI Bank filed a criminal petition for quashing the complaint in the Karnataka High Court, which has granted interim stay in the matter. The matter is pending disposal.

2. A criminal complaint (1648 of 2001) was filed against ICICI Bank by Rajiv Aggarwal before the Chief Judicial Magistrate, Jaipur for wrongful dishonour of cheques. ICICI Bank has filed a revision petition in the High Court at Jaipur for quashing the order passed by the lower court. The High Court has stayed the proceedings of the lower court. Final arguments in the revision are yet to take place.

127

3. A criminal complaint (353 of 2003) was filed before the Additional Chief Metropolitan Magistrate, New Delhi by Mr. Anoop G. Chaudhury against ICICI Bank’s Managing Director & Chief Executive Officer Shri K.V.Kamath, for sale of a vehicle, which had been involved in an accident. The investigation officer has filed the investigation report in the Court. The matter is pending hearing.

4. A criminal complaint (64 of 2002) was filed against 36 individuals including Mr. K. V. Kamath M.D. and CEO before the Court of the Chief Metropolitan Magistrate, Patiala House, New Delhi by Mr. M. M. Sehgal, the promoter of Sehgal Papers Limited (SPL). ICICI as part of a consortium of lenders led with IFCI Limited as lead institution had extended financial assistance to SPL. No summons has been issued to ICICI so far. Only a copy of the complaint filed by the Complainant has been served on ICICI.

5. Five criminal complaints (9419/S/2002 to 9423/S/2002) were filed against ICICI Bank before the 39th Court of Presidency Metropolitan Magistrate at Mumbai by the Municipal Corporation of Greater Mumbai (BMC) for violation of Section 471 of the BMC Act read with Section 328-A thereof on grounds of non-payment of licence fees for the illuminated signboards at its ATM centres. ICICI Bank filed a writ petition (2377 of 2002) in the Bombay High Court challenging the applicability of the provisions of Sections 328 & 328-A of the BMC Act in respect of the ATM centres. The writ petition was dismissed. In appeal, ICICI Bank filed an SLP (24215 of 2002) in the Supreme Court. The Supreme Court has granted a stay against all prosecutions and proceedings by BMC in this regard. The Metropolitan Magistrate stayed the proceedings before it till the final disposal of SLP. Further, the BMC has also filed two similar complaints (88/M/2003 and 89/M/2003) before the 27th Court of Presidency Metropolitan Magistrate at Mumbai, against ICICI Bank. ICICI Bank submitted a copy of the Supreme Court’s order to the Magistrate. The matter is pending disposal.

6. A criminal complaint (1472/ of 2002) was filed against ICICI Home Finance Company Limited (ICICI HFC) and also against some of ICICI Bank’s Directors before the Metropolitan Magistrate’s 26th Court at Borivli, Mumbai, by Ms. Dipali Gopani for alleged wrongful recovery of Rs. 3,150/- and non-return of title deeds. The complaint has been subsequently withdrawn against certain directors and is now pending against Ms. Lalita D. Gupte, Ms. Kalpana Morparia. An application for discharge of the Directors has been filed in the trial court, which is pending disposal.

7. A complaint (752 of 1997) was filed against 3i Infotech Services Ltd (erstwhile ICICI Infotech Services Limited) in the Consumer Redressal Forum, Hyderabad District, by a shareholder of ICICI, Shri. M.P.Jain regarding transfer of five shares inspite of a stop transfer request having been made by him which has since been disposed off. A crime number 152 of 2001 was also filed against ICICI and 3i Infotech Ltd (erstwhile ICICI Infotech Limited) before the XI Metropolitan Magistrate, Secunderabad by the shareholder. The Magistrate has referred the matter to Marredpally Police Station, Secunderabad for investigation. ICICI filed a petition in the Andhra Pradesh High Court for quashing the criminal complaint filed before the XI Metropolitan Magistrate, Secunderabad and the High Court has granted a stay on the investigations being undertaken by the police department till further orders.

8. A criminal complaint was filed before the Judicial Magistrate First Class, Bhiwandi by Shri Sheikh Mohd. Khalid Munnavar a car insurance policy holder, for the alleged non-cognizable offences of criminal intimidation etc., against three officers of ICICI Lombard General Insurance Company Limited. Shri K V Kamath, MD & CEO of ICICI Bank Limited has also been named as accused in the complaint though no specific allegations are made against him except describing him as one of the officers of ICICI Lombard, and making an allegation that all four officers conspired in committing the offences. Shri K.V Kamath is a Non Executive Director on the board of ICICI Lombard. A writ petition was filed before the High Court, Mumbai seeking quashing of the criminal complaint on the grounds, inter alia, that it is false and baseless and the facts are contradictory. The High Court passed an Order, staying the proceedings before the Judicial Magistrate First Class, Bhiwandi. Thus, the proceedings in Criminal Complaint No. 2887 of 2002 filed against Shri K.V. Kamath and others are stayed.

9. Vijay Shankar Prasad the complainant – one of the debenture holder of Lloyds Finance & Investment Company Limited (LFICL) had filed a criminal complaint (Case No. - 2064(C) of 2000) for non receipt of interest and redemption amount from the aforesaid company, in the Court of Chief Judicial Magistrate, Patna (CJM). As ICICI Bank Ltd is acting as Trustees he has inter alia, impleaded Mr. K.V.Kamath, Managing Director, ICICI Ltd. The CJM court had taken cognizance of the offence and issued summons for appearance of the accused. Aggrieved by such direction, a criminal revision application was filed before the Sessions Judge, Patna. Upon hearing, the revision application was admitted and

128

directions were issued staying the proceedings before CJM court and records were also called from the lower Court. The matter is fixed for hearing on April 29, 2005

10. Shri Madan Gopal,. the complainant - one of debenture holder of Modern Denim Limited (MDL) had filed a criminal complaint (Case No. - 2175(C) of 2001) for non receipt of interest and redemption amount from the aforesaid company, in the Court of Chief Judicial Magistrate, Patna (CJM). As ICICI Bank Ltd is acting as Trustees he has inter alia, impleaded Shri Narayan Vaghul, Chairman ICICI Ltd. The CJM court had taken cognizance of the offence and issued summons for appearance of the accused. Aggrieved by such direction, a criminal revision application was filed before the Sessions Judge, Patna. Upon hearing, the revision application was admitted and directions were issued for staying the proceedings before CJM court and records were also called from the lower Court. The mater is fixed for hearing on April 29, 2005. However, the company has since paid the outstanding dues of the debenture holder and to this effect a Memorandum of Understanding (MOU) has also been executed between the complainant and the Company

11. The Enforcement Officer (Central) had filed a criminal complaint (Case No. - C/3606/03) before the Chief Metropolitan Magistrate, Kolkata (CMM) impleading Shri Prafulla Ranjan, Branch Manager and Shri K V Kamath, CEO & MD for violation of the provisions of Equal Remuneration Act 1976. ICICI Bank has already taken up the matter and replied to Labor Enforcement Officer (Central), Kolkata (LEO) and the Chief Labor Commissioner (Central), Ministry of Labor, Government of India, New Delhi for withdrawal of the complaint upon compliance of all the observations made by the LEO. Criminal revision application has been filed before High Court, Calcutta and the proceedings before CMM Court has been stayed till further order

12. Seema Mungale has filed a criminal complaint (1876 of 2003) against ICICI Bank & all its Directors alleging that ICICI Bank has filed a false criminal complaint under section 138 of The Negotiable Instruments Act , against her by making false statements. ICICI Bank filed a writ petition in the Bombay High Court for quashing the complaint against the Directors and an interim order has been passed staying the criminal proceedings in the Magistrate’s court at Pune against eleven Directors. A separate writ petition for quashing of the complaint has been filed in The Bombay High Court. The criminal case before the Magistrate at Pune and Writ Petitions filed at High Court, Bombay are pending disposal.

13. Shri Deobrat Prasad has filed a criminal Complaint no. 153/04 before the Judicial Magistrate at Jamshedpur for taking forcible possession of his vehicle. In the complaint he has also inpleaded Shri K V Kamath, MD & CEO of ICICI Bank. Summons were issued in this regard. An application had been filed before the High Court of Jharkhand at Ranchi for quashing the proceedings in the said criminal complaint. The Ranchi High Court has passed an order staying further proceedings in the matter. Pursuant to such directionsthe Judicial Magistrate, Jamshedpur has also stayed further proceedings in the matter

14. Three criminal complaints (2412/S/2003, 2413/S/2003 and 2414/S/2003) were filed by Inspectors, Security Guards Board, Greater Bombay & Thane District, in the year 2000 against erstwhile ICICI Limited (Since merged into ICICI Bank) (“ICICI”) and Shri K.V.Kamath, M.D. & CEO, before the Metropolitan Magistrate, Mumbai, under the Maharashtra Private Security Guards Act, 1981 on the grounds that security guards were engaged from exempted security agencies even though ICICI was registered with the Security Guards' Board. The earlier notices in this regard were replied to stating that registration is only in respect of residential quarters for employees and not in respect of other establishments. ICICI Bank has filed a writ petition in the Bombay High Court for quashing of the complaint, which is pending disposal.

15. Two criminal complaints (2415/S/2003 and 2416/S/2003) were filed by Inspectors, Security Guards Board, Greater Bombay & Thane District, in the year 2000 against ICICI Bank before the Metropolitan Magistrate, Mumbai, under the Maharashtra Private Security Guards Act, 1981, on the grounds that security guards have been engaged from unexempted security agencies. ICICI Bank has taken a stand that the exemption of security agencies continued on account of a previous High Court Order in the writ petition filed by certain security agencies. The complaints are pending disposal.

16. Two criminal complaints (2347/S/2003 and 2349/S/2003) were filed by Inspectors, Security Guards Board, Greater Bombay & Thane District, in the year 2001 against ICICI Bank before the Metropolitan Magistrate, Mumbai, under the Maharashtra Private Security Guards Act, 1981 on the grounds that security guards have been engaged from unexempted security agencies. ICICI Bank has replied stating that the Security Guards were deployed on trial basis and are being replaced by Armed Guards. The complaints are pending disposal.

17. Dinesh Kumar Singh an advocate has filed Criminal Contempt Proceedings against Directors of ICICI Bank Ltd in the Hon’ble High Court of Allahabad. The complainant alleges that his car was repossessed enroute his journey to court and hence he was prevented from attending the court. The matter is pending disposal.

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Criminal Cases against associates of ICICI Bank

ICICI Home Finance Company Limited (ICICI Home Finance)

1. A criminal complaint (1472/ of 2002) was filed against ICICI Home Finance Company Limited (ICICI HFC) and also

against some of ICICI Bank's Directors before the Metropolitan Magistrate's 26th Court at Borivli, Mumbai, by Ms. Dipali Gopani for alleged wrongful recovery of Rs. 3,150/- and non-return of title deeds. The complaint has been subsequently withdrawn against certain directors and is now pending against Ms. Lalita D. Gupte, Ms. Kalpana Morparia. An application for discharge of the Directors has been filed in the trial court, which is pending disposal. There is a stay on this matter by the Bombay High Court hence no next date is given

AMC

1. One of the Investors under Prudential ICICI Growth Plan had made investment to the tune of Rs. 50,00,000 under section 54EB of the Income Tax Act, 1961. In accordance with the legal opinion of the counsel of the Fund, the Fund is of the view that investments under section 54EB of the Income Tax Act, 1961 read with CBDT notification no. 10247 dated December 19, 1996 and the Offer Document of Prudential ICICI Growth Plan, the units had to be locked-in for a period of seven years from the date of investment. However, the Investor had disputed this stand and had filed a petition against Prudential ICICI Asset Management Company Limited as one of the respondents in the Honourable Delhi High court seeking the direction of the Court for premature redemption of units. SEBI vide its order dated September 4, 2000, rejected the petitioner's claim for premature redemption of units. The Petitioner has subsequently approached the Securities Appellate Tribunal seeking release of money due upon redemption of units and payment of interest there on. The matter has been heard by the Tribunal and the Tribunal dismissed the petition of the investor. The investor has, once again, filed a writ in the High Court of Delhi challenging the order of the Tribunal. This matter was listed before Hon’ble Delhi High court for final arguments in the regular hearing list. The investor has, once again, filed a writ in the High Court of Delhi challenging the order of the Tribunal, the Hon’ble Delhi High court has dismissed the appeal vide its order dated 8th February 2006.

However, the Petitioner has redeemed the investment after completion of Lock-in period thereby making the writ in fractious. An Affidavit had been filed before the Court as per the legal advice stating the fact of the redemption and the consequent invalidity of the writ.

The matter was listed for hearing before the Court on 8th February 2006. The appeal was dismissed in default as no one appeared on behalf of the investor.

The Trustee : Nil

III. ANY DEFICIENCIES IN THE SYSTEMS AND OPERATIONS OF THE SPONSOR OF THE MUTUAL FUND OR ANY COMPANY ASSOCIATED WITH THE SPONSOR IN ANY CAPACITY SUCH AS THE AMC OR THE TRUSTEE COMPANY WHICH SEBI HAS SPECIFICALLY ADVISED TO BE DISCLOSED IN THE OFFER DOCUMENT, OR WHICH HAS BEEN NOTIFIED BY ANY OTHER REGULATORY AGENCY.

ICICI Bank & Its associates: Nil Prudential plc. & Its associates

Date Company Description of Sanction 1995 Prudential Corporation

plc (PC) PC was publicly criticised by the London Stock Exchange for the manner in which it dealt with authorisation of a dealing in Prudential shares by its then Chief Executive.

December 1997


The FSA issued a section 60 notice and a public statement criticising PAC's compliance arrangements with respect to its direct sales force.

AMC: Nil The Trustee: Nil

IV. ANY ENQUIRY/ADJUDICATION PROCEEDINGS UNDER THE SEBI ACT AND THE REGULATIONS

130

MADE THERE UNDER, AGAINST THE SPONSOR OF THE MUTUAL FUND OR ANY COMPANY ASSOCIATED WITH THE SPONSOR IN ANY CAPACITY SUCH AS THE AMC, BOARD OF TRUSTEES/TRUSTEE COMPANY OR ANY OF THE DIRECTORS OR KEY PERSONNEL OF THE AMC:

ICICI Bank & Its Associates: Nil

Prudential Corporation plc & its associates:

Date Company Description of Sanction April 1994/ March 1995


In relation to The Prudential Assurance Company Limited (PAC). LAUTRO approached PAC in April 1994 with a request for its co-operation in an informal review to validate LAUTRO’s pension rules for the future. Prudential agreed to co-operate. LAUTRO subsequently expressed various concerns about the Prudential’s approach to pension transfers. The review was placed on a formal footing in March 1995. Following further discussions with LAUTRO, LAUTRO agreed not to take any disciplinary action and no charges were brought.

1995-1997 The Prudential Assurance Company Limited (PAC)

A number of writs were issued by SIB from 1995 to 1997 in connection with the mis-selling of personal pensions, mainly where a personal pension was taken out in preference to occupational scheme membership but in some cases where an occupational scheme benefit was transferred to a personal pension. Some were for protective purposes pending review of the sale under the SIB guidance; others proceeded and many have reached settlement via consent orders on the basis of payment of full compensation but without an admission of liability.

November/ December 1997

Pru Banking ITC Advertising Complaints Reports. Complaints were received from 3 viewers. An advertisement for a Prudential 60 Day Notice Account offered a rate of 7.5% gross per annum on £10,000 and included the statement "you won't find a better rate of interest for £10,000." Two viewers objected that a "better rate" of 7.6% could be obtained on £10,000 in a Legal & General 60 Day Notice Account. The third viewer objected that the rate of 7.5% in fact including a 1% loyalty bonus which only applied after £10,000 had been held in the account for 12 months. Assessment: Following a complaint on 17 October 1997, the ITC drew Teletext's attention to a higher rate of interest that was apparently being paid on a Legal & General account comparable to the Prudential's. Teletext immediately removed the Prudential advertisement from air pending investigations. These revealed that whilst Legal & General had introduced a rate of 7.6% on 10 October 1997, Prudential had not matched this rate until 17 October 1997. In addition, whilst Prudential's advertising agency had on 15 October 1997 requested Teletext to amend the rate to 7.6% from 20 October 1997, press advertising for the Prudential account had reflected the higher rate on 17 October 1997. Teletext confirmed that the headline rate was stated gross of a 1% loyalty bonus which was only paid if the account was still open after 12 months and only two withdrawals had been made. They agreed that this was a significant condition which should have been

131

made clear and instructed that subsequent advertising for this Prudential account should include details. The ITC agreed that the advertising had been misleading during the period that Legal & General had been offering a higher rate than Prudential and considered that the omission of details about the 1% loyalty bonus had also rendered the advertisement misleading. Teletex had already removed the advertisement from air and would not permit it to return until the relevant amendments were made. Decision: Complaints upheld.

August 1998 The Prudential Assurance Company Limited (PAC)

Following an article in The Guardian concerning possible pensions mis-selling, the PIA will be investigating 2 cases.

1998 The Prudential Assurance Company Limited (PAC)

An objection was received via the Trading Standards Department to a leaflet that claimed "Save around £100 on home insurance". The complainant, who was given a quote for £16 more than his existing policy, challenged whether the savings were generally attainable. Adjudication: The complaint was upheld. The advertisers submitted a summary of their research which showed that nine-tenths of customers who had switched their home insurance to Prudential had saved an average of £97.99. They argued that the claim was neither a price promise nor a guarantee that Prudential would always be the cheapest. The Authority noted that the leaflet stated elsewhere that "You could save money ...". It considered, however, that the claim implied that switching to the advertisers' household insurance policies always saved customers money. Because that was not true, the Authority asked the advertisers not to use the claim again.

1998 The Prudential Assurance Company Limited (PAC)

2 Complaints about advertisements in the national press:

132

1. An objection to a national press advertisement that was headlined “Prudential announce a rate change of great interest to savers” and featured a table of interest rates for the advertisers’ 60 Day Notice Account . One column of the table was headed “Monthly Rates (inc loyalty bonus)” and quoted annual interest rates for those who have their interest paid monthly. A footnote stated “The rates include a loyalty bonus of 1% gross pa (0.8% net pa) calculated daily and paid annually on the anniversary date. This is paid provided the account is still open and in the preceding 12 months no more than two withdrawals have been made and the balance has not been less than £2,000.” The complainant objected that the advertisement was misleading because the loyalty bonus was not paid until the anniversary date.

Adjudication: Complaint upheld. The advertisers said they believed the footnote explained that monthly interest was calculated excluding the loyalty bonus but accepted that the presentation of the advertisement could be confusing. The Authority considered that the advertisement was misleading and it welcomed the advertisers’ intention to amend future advertisements to state monthly interest rates without the loyalty bonus, which they will show separately.

2. An objection to a national press advertisement that was headlined “Why you’ll be better off with Prudential because we’re No. 1 in our field”. The complainant challenged the claim. Adjudication: Complaint upheld. The advertisers submitted evidence that showed they were number one in some but not all the aspects of their pension and life insurance business. The Authority accepted that the advertisers claim was acceptable in relation to pensions and life insurance but considered that their information did not adequately substantiate the general claim that the advertisers were “No. 1” in their field. The Authority asked the advertisers to specify in future the sectors in which they could show they were “No. 1”.

May 2001 National Planning Corporation (NPC)

State of Florida (Division of Securities & Finance) fined NPC $10,000 for failing to register two branch offices. NPC were also required to sign a Stipulation and Consent Agreement.

December 2001

National Planning Corporation (NPC)

NPC have established a $6m claimants' fund after agreement with New York Attorney General (NYAG). This follows HYAG investigation into sale of payphones and leaseback arrangements of ETS payphones by representatives of NPC. NYAG allege that the sale constituted an unregistered securities offering.

January 2002 Prudential Nominees Limited (PNL)

PNL was fined £5,000 by OPRA following a determination regarding the Ledo Limited Pension Plan (a SSAS) for which PNL is pensioner trustee. The fine is in respect of failing to appoint an auditor and other procedural failures.

January 2002 Jackson National Life (JNL)

JNL have reached a settlement of Haggan case and the Andrews, Dunn and Gales cases linked to it for a sum of $10m. Finalised in January 2002, the terms of the settlement are confidential and should not be disclosed to third parties. - Despite the Haggan settlement above, further litigation regarding Ultimate interest sensitive policies continues in Michigan, Illinois, Mississippi and Louisiana. JNL continue to try and resolve Ultimate 'vanishing premium' complaints on a fair and reasonable basis in order to avoid litigation where possible.

AMC:

133

1. Notice received from SEBI under Rule 4 of SEBI (Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules, 1995.

AMC has received a notice from SEBI under Rule 4 of SEBI (Procedure for Holding Inquiry & Imposing Penalties by Adjudicating Officer) Rules, 1995. It has been alleged that Mutual Fund had switched the investments of some Provident Funds from Gilt schemes and failed to adhere to the norms pertaining to the systems, organisation, risk management, customer service etc. as laid down in the circulars issued by SEBI. AMC is in the process of submitting its reply to SEBI. The Trustee: Nil E) BORROWING BY THE MUTUAL FUND Under the Regulations, the Fund is allowed to borrow to meet its temporary liquidity needs of the Fund for the purpose of repurchase, redemption of units or payment of interest or dividend to the Unitholders. Further, as per the Regulations, the Fund shall not borrow more than 20% of the Net Assets of the Scheme and the duration of such borrowing shall not exceed a period of six months. The Fund may raise such borrowings after approval by the Trustee from any of its Sponsors/Associate/Group Companies/Commercial Banks in India or any other entity at market related rates prevailing at the time and applicable to similar borrowings. The security for such borrowings, if required, will be as determined by the Trustee. Such borrowings, if raised, may result in a cost, which would be dealt with in consultation with the Trustees.

F) STOCK LENDING BY THE MUTUAL FUND

The scheme will not engage in stock lending.

G) INTER-SCHEME TRANSFERS

The Fund may purchase/sell securities under the scheme, through the mode of inter scheme transfers,if such a security is under the buy/sell list of this scheme and is on the sell /buy list of another scheme under the fund . Under such circumstances, the transactions will be effected based on the prevailing market price on spot basis and in conformity with regulation. The valuation of untraded/unquoted securities and debt instruments shall be done in accordance with provisions of the regulations. H) GENERAL INFORMATION • Power to make Rules

Subject to the Regulations, the Trustee may, from time to time, prescribe such terms and make such rules for the purpose of giving effect to the Scheme with power to the AMC to add to, alter or amend all or any of the terms and rules that may be framed from time to time.

• Power to remove Difficulties If any difficulties arise in giving effect to the provisions of the Scheme, the Trustee may, subject to the Regulations, do anything not inconsistent with such provisions, which appears to it to be necessary, desirable or expedient, for the purpose of removing such difficulty.

• Scheme to be binding on the Unitholders: Subject to the Regulations, the Trustee may, from time to time, add or otherwise vary or alter all or any of the features of investment plans and terms of the Scheme after obtaining the prior permission of SEBI and Unitholders (where necessary), and the same shall be binding on all the Unitholders of the Scheme and any person or persons claiming through or under them as if each Unitholder or such person expressly had agreed that such features and terms shall be so binding.

• DOCUMENTS AVAILABLE FOR INSPECTION 1. Memorandum and Articles of Association of the Trustee Company and the AMC 2. Agreement between Trustee and HDFC Bank Ltd. 3. Investment Management Agreement 4. Trust Deed and amendments thereto 5. Mutual Fund Registration Certificate 6. Consent of Registrar to act in the said capacity 7. Consent of Auditors to act in the said capacity 8. Securities and Exchange Board of India (Mutual Funds) Regulations, 1996 and amendments thereof from time to

time. 9. Indian Trust Act, 1882.

134

Notwithstanding anything contained in this document, the provisions of the SEBI (Mutual Funds) Regulations, 1996 and the Guidelines thereunder shall be applicable.

Note: The Scheme under this Offer Document was approved by the Directors of ICICI Prudential Trust Limited by circulation on December 19, 2006. The trustees have ensured that ICICI Prudential Interval Fund is a new product offered by ICICI Prudential Mutual Fund and is not a minor modification of the existing scheme/Fund / Product.

For and on behalf of the Board of Directors of ICICI Prudential Asset Management Company Limited

Sd-

Pankaj Razdan Managing Director

Place: Mumbai Date: June 11, 2007

Official Points of acceptance of transactions under all the schemes of ICICI Prudential Mutual FundBranches of ICICI Asset Prudential Management Company Ltd. located at:• Ahmedabad: 401, Sears Towers, Nr. Panchawati, Gulbai Tekra,

Ahmedabad 380 006. Tel: (079) 26421095/96, 26408960 / 9029 • Bangalore: 15/16, Vayudooth Chambers, Ground Floor, Trinity Circle,

M. G. Road, Bangalore 560 001. Tel: (080) 25323789, 25323675/76, 25323680

• Baroda (Vadodara): 3rd Floor, West Wing, Landmark Building, Race Course Circle, Vadodara 390 007. Tel: (0265) 2322283/84 • Fax: (0265) 2322284

• Bhubaneswar: 2nd Foor, Epari Plaza, Plot No. C-653, Unit-3, Janpath, Bhubaneswar, Orissa. Tel: (0674) 2535805, 2535806

• Chandigarh: SCO 137-138 Ist Floor, Sector 9-C, Chandigarh 160 017. Tel: (0172) 2745302/3/2746195

• Chennai: No. 22/4, Aashika Chambers, Chamiers Road, Teynampet, Chennai 600018. Tel: (044) 2433 8228/9

• Coimbatore: Old No:58, New No.126, 1st floor, TV Swamy Road (West), R.S. Puram, Coimbatore 641 002. Tel: (0422) 2543380/2543382/2543384

• Dehradun: 1st Floor, Opp. St Joseph School Back Gate, 33, Subhash Road, Dehradun-249001. Tel: (0135) 2712302, 3209051, 2713376

• Durgapur: Mezzanine Floor, Lokenath Mansion, Sahid Khudiram Sarani, City Centre, Durgapur, Dist: Burdwan, West Bengal - 713216. Tel: (0343) 2544682. Fax: (0343) 2544683

• Guwahati: Jadavbora Complex, M. Dewan Path, Ullubari, Guwahati 781007. Tel: (0361) 2462153/52

• Hyderabad: L.B. Bhavan, 6-3-550 Somajiguda, (Opp. Medinova), Hyderabad 500082. Tel: (040) 66510099/100.

• Indore: 310-311 Starlit Tower, 29/1 Y N Road, Indore-452 001. Tel: (0731) 4043003 / 04

• Jaipur: 305, 3rd floor, Ganpati Plaza, M.I. Road, Jaipur 302 001. Tel: (0141) 2389326, 2389257, 2389126

• Jalandhar: 102, First Floor, Arora Prime Tower, G T Road, Jalandhar 144001. Tel. No. : 0181-5054697

• Jamshedpur: Office # 7, II Floor, Bharat Business Centre, Holding # 2, Ram Mandir Area, Bistupur, Jamshedpur-831 001. Tel: (0657) 2756150/51

• Jodhpur: Plot No. 3, Sindhi Colony, Shastri Nagar, Jodhpur - 342003. Tel: (0291) 5101906/2772551

• Kanpur: 516-518, Krishna Tower, 15/63 Civil Lines, Opp. U.P. Stock Exchange, Kanpur-208001. Tel: (0512) 2303505/ 2303520

• Kochi: No. 6, 3rd floor, Emgee Square, M.G. Road, Kochi 682 035. Tel: (0484) 2353 199/2371 809 & 3097 458

• Kolkata: 124, Lords, 1st Floor, 7/1 Lord Sinha Road, Kolkata 700 071. Tel: (033) 2282 4077/82

• Kolkata: "JARDINE", 2nd Floor, 4, Rajendra Prasad Sarani (Clive Road), Kolkata - 700001. Tel : (033) 22305865 / 22305866

• Lucknow: Office No.6, Ground Floor, Saran Chambers-I, 5 Park Road, Lucknow 226 001. Tel: (0522) 2237923/717/711

• Ludhiana: SCO 121, Ground Floor, Feroze Gandhi Market, Ludhiana 141 001. Tel: (0161) 2413101/2/5015200

• Mangalore: Maximus Commercial Complex, UG-3&4, Lighthouse, Hill Road, Mangalore 575001. Tel: (0824) 2492179, 2491666

• Mumbai-Corporate Office: Peninsula Tower, 5th Floor, 503, Peninsula Corporate Park, Ganpatrao Kadam Marg, Off. Senapati Bapat Marg, Lower Parel, Mumbai-400 013. Tel: (022) 24999777 Fax No.: 022-2499 7029

• Mumbai - Branch Office (Fort): Yeshwant Chambers, Shop No. 6, Ground Floor, 14/18, Burjoji Bharuch Marg, Kalaghoda, Fort, Mumbai-400 023. Tel: (022) 22649260/22613952/22614987

• Mumbai - Branch Office (Bandra): 101, Deccan House, Off Turner Road, Behind Copper Chimney, Near Bandra Station, Bandra (W), Mumbai-400 050. Tel: (022) 26404065/66

• Mumbai - Branch Office (Borivali): Ground Floor, Suchitra Enclave, Maharashtra Lane, Borivali (West), Mumbai 400 092. Tel: 022-28919911/13

• Nagpur: Shop No.1, Mahalaxmi Apartment, Opp Bhagwaghar Complex, Near Ajit bakery, Khare Town, Dharampeth, Nagpur-440 010. Tel: (0712) 6630801/3258409 (Customer Service)

• Nashik: Shop No. 1, Rajive Enclave, Near Old Municipal Corporation, New Pandit Colony, Nashik-422 002. Tel: (0253) 6517440, 3298224

• New Delhi: 12th Floor, Narain Manzil, 23, Barakhamba Road, New Delhi 110 001. Tel: (011) 23752515/16/17/18

• Panjim: Shop No. 6&7, Sandeep Apartment, Dr. Dada Vaidya Road, Panjim 403 001, Goa. Tel: (0832) 2424520/11

• Patna: 1st Floor, Kashi Palace, Dak Bungalow Road, Patna-800 001. Tel: (0612) 2230483, 2204164, 2213632

• Pune: 1205/4/6, Shivaji Nagar, Chimbalkar House, Opp. Sambhaji Park, J.M. Road, Pune 411004. Tel: (020) 66028844, 66202604

• Rajkot: 4th Floor, Plus Point, Opp. Haribhai Hall, Near Ramkrishna Ashram, Yagnik Road, Rajkot 360 001. Tel: 0281-6640315/313

• Raipur: Office # 2-3, II Floor, Millenium Plaza Complex, Beside Indian Coffee House, Raipur-492 001. Tel: (0771) 4038472, 4013857

• Ranchi: 107-108, First Floor, Shrilok Complex, 4-H.B. Road, Ranchi 834 001. Tel: (0651) 2201455/ 2201456/2201457

• Surat: 419, Lalbhai Contractor Complex, Nanpura, Surat 395001, Gujarat. Tel. (0261) 2460362/ 2475467, 9824272250

• Thane: Ground Floor, Mahavir Arcade, Ghantali Road, Naupada, Thane West - 400 602. Tel: (022) 25300700 Fax: 25300707

• Udaipur: SHUKRANA, 6, Durga Nursery Road, Near Sukhadia Memorial, Udaipur 313001. Tel: (0294) 5103160, 9928906555

• Varanasi: D58/2, Unit No. 52 & 53, First Floor, Kuber Complex, Rathyatra Crossing, Varanasi - 221010. Mobile: 9839177665

• Vijayawada: 40-1-129, 2nd Floor Centurian Plaza, Opp. to ICICI Bank, Near Benz Circle, M.G. Road, Vijayawada, Andhra Pradesh - 520010. Tel: 0866-6616662/6618882

• Visakhapatanam: G-8, Rams Plaza, Diamond Park Lane, Dwarkanagar, Visakhapatanam 530 016. Tel: (0891) 5566 333, 5566 318, 2762 660, 9848194249.

Branches of Computer Age Management Services Pvt. Ltd. (CAMS) located at:• Agra: F-39/203, Sky Tower, Sanjay Place, Agra 282 002. Tel: 0562-

252 1812• Ajmer: Shop no. S-5, 2nd Floor, Swami Complex, Ajmer, Rajasthan

305 001. Tel: 0145-3092040• Allahabad: 1st Floor, Chandra Shekhar Azad Complex (Near Indira

Bhawan), 5, S.P. Marg, Civil Lines, Allahabad 211 001. Tel: 0532-260 1602

• Alwar: 256-A Scheme No.1, Arya Nagar, Alwar (Raj.) - 301 001. Tel: (0144) 2702324.

• Amaravati: 81, Gulsham Tower, Near Panchsheel, Amaravati 444 601

• Amritsar: 378-Majithia Complex, 1st Floor, M. M. Malviya Road, Amritsar 143 001. Tel: 0183-221 1194

• Anand: Rupal Consultancy, C/o Jinesh Shah & Associates (C.A.), 101, AP Towers, B/h Sardar Ganj, Next to Nathwani Chambers, Anand 388 001. Tel: 02692-325071, 320704.

• Asansol: Block-G 1st Floor, P C Chatterjee Market Complex, Rambandhu Talab P O Ushagram, Asansol 713 303. Tel: 0341-329 5235.

• Aurangabad: Office No. 1, 1st Floor, Amodi Complex, Juna Bazar, Aurangabad 431 001. Tel: 0240-2363 664.

• Balasore: B C Sen Road, Balasore - 756 001. Tel: 06782-326808 • Bellary: No.18A, 1st Floor, Opp. Ganesh Petrol Pump, Parvathi

Nagar, Main Road, Bellary - 583 101. Tel: (0839) 326848, 326065• Berhampur: Gandhi Nagar Main Road, 1st Flr., Upstairs of Aroon

Printers, Dist. Ganjam, Berhampur-760 001, Orissa. Tel: 0680-320923/ 3205855

• Bhavnagar: 305-306, Sterling Point, Waghawadi Road, Opp. HDFC Bank, Bhavnagar 364 002. Tel. No.: (Off) 0278 - 3004641. Fax: 0278-2567020

• Bhilwara: C/o. Kodwani & Associates, F-20-21 Apsara Complex, Azad Market, Bhilwara - 311 001. Tel: (01482) 226832, 231808.

Bokaro: HC-3, Ist Floor, CityCentre,Sector-4, Bokaro Steel City, Bokaro - 827004, Jharkhand. Tel: 06542-324 881/326 322

• Belgaum: No. 21, Ground Floor, Arvind Complex, 1552 Maruti Galli, Belgaum 590 002. Tel: 0831-2425 305

• Bhavnagar: 305-306, Sterling Point, Waghawadi Road, Opp. HDFC Bank, Bhavnagar-364002. Tel: 0278-3004641.

• Bhilai: 209 , Khichariya Complex, Opp IDBI Bank, Nehru Nagar Square, Bhilai 490 020. Tel: 0788-505 0568

• Bhopal: C-12, 1st Floor, Above Life Line Hospital, Zone-I, M.P.Nagar, Bhopal 462011 (M.P.). Tel: 0755-528 5266

• Burdwan: 398, G. T. Road, (Basement of TALK OF THE TOWN), Burdwan - 713101, West Bengal.Tel. No. 0342 - 2567338

• Calicut: 17/28 H 1st Floor, Manama Towers, Marvoor Road, Calicut 673 001. Tel: 0495-272 3173.

• Davengere: 13,First Floor, Akka Mahadevi Samaj Complex, Church Road,P J Extension, Davengere, Karnataka - 577 002. Tel: (08192) 326226/326227

• Dhanbad: Urmila Towers, Room No: 111 (1st Floor), Bank More, Dhanbad 826 001. Tel: 0326-329 0217.

• Erode: 171-E, Sheshaiyer Complex, First Floor, Agraharam Street, Erode 638 001. Tel: (0424) 3207730/3207733.

• Faridabad: B-49, First Floor Nehru Ground, Behind Anupam Sweet House, NIT, Faridabad - 121 001. Tel: (0129) 3241148-47

• Ghaziabad: 113/6, First Floor, Navyug Market, Ghaziabad 201 001.• Gorakhpur: Shop No. 3, Second Floor, Cross Road, A.D. Chowk,

Bank Road, Gorakhpur 273 001. Tel: 0551- 329 4771.• Guntur: D. No. 5-38-44, 5/1, Brodipet, Near Ravi Sankar Hotel,

Guntur 522 002. Tel: 0863-5580 838• Gurgoan: Gurgaon SCO -17, 3rd Floor, Sector-14, Gurgaon-122

001. Tel: 0124-3263833• Gwalior: 1st floor, Singhal Bhavan, Behind Royal Plaza, Daji Vitthal

Ka Bada, Old High Court Road, Gwalior – 474 001, Madhya Pradesh. Tel. No. 0751-3202873 / 320 2311

• Hosur: Shop No. 8, JD Plaza, Opp. TNEB Office, Royakotta Road, Hosur - 635 109.Tel: (04344) 321 002 / 321 004

• Hubli: 206 & 207, 1st Floor, ‘A’ Block, Kundagol Complex, Opp.

Court, Club Road, Hubli 580 029. Tel: (0836) 329 3374/320 0114.• Jabalpur: 975, Chouksey Chambers, Near Gitanjali School, 4th

Bridge, Napier Town, Jabalpur 482001. Tel: 0761-5017146, 2402064.

• Jalgaon: F-16, 2nd Floor, Golani Market, Jalgaon - 425001. Tel: 0257-320 7118 / 320 7119.

• Jammu: 660-A, Gandhi Nagar, Jammu - 180004. Tel: 09906082698

• Jamnagar: 207/209, K.P. Shah House I, K.V. Road, Jamnagar 361 001. Tel: 0288-255 8467/ 3111909.

• Kolhapur: AMD Sofex office No. 7, 3rd Floor, Ayodhya Towers, Station Road, Kolhapur - 416 001. Tel No. : 0231- 3209732.

• Kota: B-33 ‘Kalyan Bhawan, Triangle Part ,Vallabh Nagar, Kota 324 007. Tel: (0744) 329 3202.

• Kottayam: Door No. IX / 1276, Amboorans Building, Manorama Junction, Kottayam - 686 001. Tel No. 0481- 3207011.

• Madurai: 86/71A, Tamilsangam Road, Madurai 625 001. • Manipal: Academy Annex, First Floor, Opposite Corporation

Bank, Upendra Nagar, Manipal 576 104. Tel: 0820-257 3333, 529 2033.

• Mathura: 159/160, Vikas Bazar, Mathura -281001 (U.P.). Tel: (0565) 3207007, 3206959

• Meerut: 108, 1st Floor, Shivam Plaza, Opposite Eves Cinema, Hapur Road, Meerut 250 002. Tel: 0121-2400 700.

• Moradabad: B-612 ‘Sudhakar’, Lajpat Nagar, Moradabad 244 001. Tel: 0591-329 7202.

• Muzafferpur: Brahman Toil, Durga Asthan, Gola Road, Muzaffarpur-842001, Tel: 0621-3207504/3207052

• Mysore: No.3, 1st Floor, CH.26 7th Main, 5th Cross (Above Trishakthi Medicals), Saraswati Puram, Mysore 570 009. Tel: 0821-309 1244/ 234 2182.

• Navasari: 103 - Harekrishna Complex, above IDBI Bank, Nr. Vasant Talkies, Chimnabai Road, Navsari - 396445. Tel: (02637) 327709, 329238

• Nellore: 9/756, First Floor, Immadisetty Towers, Ranganayakulapet Road, Santhapet, Nellore - 524 001

• Patiala: 35, New Lalbagh Colony, Patiala 147 001.• Pondicherry: 25, First Floor, Jawaharlal Nehru Street,

Pondicherry 605 001. Tel: 0413-222 0575 / 233 5722.• Rajahmundry: D.No 7-27-4 Krishna Complex, Baruvari Street, T

Nagar, Rajahmundry 533 101. Tel: 0883-5565531• Ratlam: Dafria & Co., 81, Bajaj Khanna, Ratlam-457001, Madhya

Pradesh. Tel: 07412 - 324829 & 324817• Rohtak: 205, 2nd Floor, Blg. No. 2, Munjal Complex, Delhi Road,

Rohtak-124001, Harayana. Tel: 01262-318687/ 318589• Rourkela: 1st Floor, Mangal Bhawan, Phase II, Power House

Road, Rourkela 769 001.• Salem: No.2, I Floor, Vivekananda Street, New Fairlands, Salem-

636 016. Sambalpur: C/o Raj Tibrewal & Associates, Opp.Town High

School, Sansarak, Sambalpur-768001, Orissa. Tel: 0663-329 0591• Siliguri: No 8, Swamiji Sarani, Ground Floor, Hakimpara, Siliguri

734 401. Tel: 0353-221 6065• Thiruvananthapuram: R.S. Complex, Opposite of LIF Buildings,

Pattom P.O., Trivandrum 695 004. Tel: 0471-324 0202/ 324 1357• Thrissur: Adam Bazar, Room No.49, Ground Floor, Rise Bazar

(East), Thrissur-680 001. Tel: 0487-242 0646 Tirunelveli: III Floor, Nellai Plaza, 64-D, Madurai Road,

Tirunelveli-627 001. Tel: 0462-233 3688• Tirupur: 1(1), Binny Compound, Second Street,Kumaran Road,

Tirupur-641 601. Tel: (0421) 320 1271 / 1272• Trichy: No 8, I Floor, 8th Cross West Extn., Thillainagar,

Trichy 620 018. Tel: 0431-274 1717 • Valsad: C/o. CAD House, Suddhivinayak Complex, F-1, First Floor,

Avenue Building, Near R.J.J. School, Tithal Road, Valsad 396 001.• Vashi: Mahavir Centre, Office No 17, Plot No 77 Sector 17, Vashi,

Navi Mumbai-400703. Tel: (022) 32598154 / 55 Vellore: No.54, Ist Floor, Pillayar Kiol Street, Thottapalayam,

Vellore - 632 004. Tel: 0416-3209017/3209018• Warangal: F13, 1st Floor, BVSS Mayuri Complex, Opp. Public

Garden, Lashkar Bazar, Hanamkonda, Warangal-506 001, Tel: 0870 – 2554888.

In addition to the existing Official Point of Acceptance of transactions, Computer Age Management Services Pvt. Ltd. (CAMS), the Registrar and Transfer Agent of Prudential ICICI Mutual Fund, having its office at Rayala Towers, 158, Anna Salai, Chennai – 600 002 shall be an official point of acceptance for electronic transactions received from the Channel Partners with whom ICICI Prudential Asset Management Company Limited has entered or may enter into specific arrangements for all financial transactions relating to the units of mutual fund schemes. Additionally, the secure Internet sites operated by CAMS will also be official point of acceptance only for the limited purpose of all channel partners transactions based on agreements entered into between IPMF and such authorized entities.