Nav of Icici Bank Banking and Financial Growth Fund ICICI Prudential Banking and Financial Services Fund AN OPEN by uqx63416

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									       ICICI Prudential Banking and Financial Services Fund

                                 AN OPEN ENDED EQUITY SCHEME
                                                  FROM
                                 ICICI Prudential Mutual Fund
                        Issue of Units of Rs.10 per unit plus applicable entry load

                         Offer opens                  :       __________, 2008
                         Offer closes                 :       __________, 2008
                      Earliest closing date           :        _________, 2008

                                              SPONSORS

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

Prudential plc (formerly known as Prudential Corporation plc) (through its wholly owned subsidiary,
Prudential Corporation Holdings Limited): Laurence Pountney Hill, London EC4R 0HH, United Kingdom

                                      INVESTMENT MANAGER

                       ICICI Prudential Asset Management Company Limited
      Registered Office: 12th Floor, Narain Manzil, 23, Barakhamba Road, New Delhi – 110 001
  Corporate Office: 8th Floor, Peninsula Tower, Peninsula Corporate Park, Ganpatrao Kadam Marg, Off
                          Senapati Bapat Marg, Lower Parel, Mumbai 400 013.

                                              TRUSTEE
                                   ICICI Prudential Trust Limited
       Registered Office: 12th Floor, Narain Manzil, 23, Barakhamba Road, New Delhi – 110 001

ICICI Prudential Banking and Financial Services Fund (an open ended equity scheme), the mutual fund
Scheme offered under this Offer Document, has been prepared in accordance with the Securities and
Exchange Board of India (Mutual Funds) Regulations, 1996, as amended from time to time and filed with
the Securities and Exchange Board of India and the Units being offered for public subscription have not
been approved or disapproved by the Securities and Exchange Board of India nor has the Securities and
Exchange Board of India certified the accuracy or adequacy of the Offer Document.

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




                                                                                                        1
                                       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 the 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 misled 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.

The AMC, Trust and ICICI Prudential Mutual 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.                       2e
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.



                                                                                                             2
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.81.18.
This Offer Document is dated ___, 2008.




                                                                                                        3
                                                TABLE OF CONTENTS
1.   Highlights........................................................................................................................................................
2.   Risk Factors ....................................................................................................................................................
3.   Due Diligence Certificate................................................................................................................................
4.   Definitions.......................................................................................................................................................
5.   Summary – ICICI Prudential Banking and Financial Services Fund
6.   Constitution of the Mutual Fund.....................................................................................................................
     a) The Sponsors ............................................................................................................................................
     b) The Trustee Company ..............................................................................................................................
         i. Directors.............................................................................................................................................
         ii. Rights and Obligations of the Trustee................................................................................................
         iii. Trusteeship Fees.................................................................................................................................
     c) Management of Asset Management Company (AMC) ............................................................................
         i. Board of Directors of the AMC .........................................................................................................
         ii. Powers, Duties & Responsibilities of the AMC ................................................................................
         iii. Key Employees of AMC & relevant experience................................................................................
         iv. Fund Manager ....................................................................................................................................
         v. Compliance Officer............................................................................................................................
         vi. Investor Relations Officer..................................................................................................................
     d) Auditors ....................................................................................................................................................
     e) Registrar ...................................................................................................................................................
     f) Custodian..................................................................................................................................................
7.   Investment Objectives & Policies ................................................................................................................
     Fundamental Attributes of the Scheme ...........................................................................................................
     a) Type of the Scheme ..................................................................................................................................
     b) Investment Objective................................................................................................................................
     c) Investment Pattern....................................................................................................................................
     d) Change in Investment Pattern...................................................................................................................
     e) Terms of the Scheme ................................................................................................................................
     f) Change in Fundamental Attributes...........................................................................................................
     g) Investment Strategy .................................................................................................................................
     h) Portfolio Turnover ....................................................................................................................................
     i) Procedure followed for investment decisions…………………………………………………..
     j) Exposure to Derivatives ...........................................................................................................................
     k) Investment Restrictions for the Scheme ...................................................................................................
     l) Underwriting by the Fund ........................................................................................................................
     m) Computation of Net Asset Value..............................................................................................................
     n) Accounting Policies & Standards.............................................................................................................
8.   Units & The New Fund Offer.......................................................................................................................
     General Information........................................................................................................................................
     a) Minimum Subscription Amount...............................................................................................................
     b) Offer Price
     c) Minimum Amount for Application ..........................................................................................................



                                                                                                                                                  4
   d) New Fund Offer Expenses........................................................................................................................
   e) Options and Investment plans offered under the Scheme ........................................................................
      i. Growth Option ...................................................................................................................................
      ii. Dividend Option.................................................................................................................................
      iii. Dividend Reinvestment facility
   f) Pledge of Units for Loans.........................................................................................................................
   g) Systematic Investment Plan (SIP) ............................................................................................................
   h) Systematic Withdrawal Plan (SWP).........................................................................................................
   i) How to Switch ..........................................................................................................................................
   j) Who can Invest? .......................................................................................................................................
   k) How to Apply? .........................................................................................................................................
      i. New Fund Offer .................................................................................................................................
      ii. Resident Investors - Mode of Payment ..............................................................................................
      iii. NRIs & FIIs........................................................................................................................................
      iv. Mode of Payment on Repatriation Basis............................................................................................
      v. Mode of Payment on Non-Repatriation Basis ...................................................................................
      vi. Application under Power of Attorney/Body Corporate/Registered Society/Partnership...................
      vii. Joint Applicants .................................................................................................................................
      viii. Nomination Facility ...........................................................................................................................
      ix) Note on Anti-Money Laundering, KYC
   l) Issuance of Units/Refund .........................................................................................................................
   m) Account Statements ..................................................................................................................................
   n) Refunds.....................................................................................................................................................
   0) Redemption of Units.................................................................................................................................
      i. Redemption Price...............................................................................................................................
      ii. Applicable NAV ................................................................................................................................
      iii. How to Redeem?................................................................................................................................
      iv. Payment of Proceeds..........................................................................................................................
      v. Redemption by NRIs/ FIIs .................................................................................................................
      vi. Effect of Redemptions .......................................................................................................................
      vii. Fractional Units..................................................................................................................................
      viii. Right to Limit Redemptions...............................................................................................................
      ix. Suspension of Sale and Redemption of Units....................................................................................
   p) Purchase of Units after the New Fund Offer Period.................................................................................
      i. Purchase Price....................................................................................................................................
      ii. How to Purchase? ..............................................................................................................................
      iii. Purchase by NRIs...............................................................................................................................
      iv. Applicable NAV ................................................................................................................................
9. Load Structure, Fees and Expenses.............................................................................................................
   a) Load Structure of the Scheme ..................................................................................................................
   b) Fees and Expenses of the Scheme ............................................................................................................
      i. New Fund Offer Expenses .................................................................................................................
      ii. Estimated Recurring Expenses...........................................................................................................
   c) Fees and Expenses of the Existing Scheme..............................................................................................


                                                                                                                                              5
       i. New Fund Offer Expenses .................................................................................................................
       ii. Annual Scheme Recurring Expenses .................................................................................................
       iii. Condensed Financial Information......................................................................................................
10. Unitholders Rights and Services..................................................................................................................
    a) Investors Services.....................................................................................................................................
    b) Ease of Transactions.................................................................................................................................
       i. Customer Service Centers in major metros........................................................................................
       ii. Process transactions in a timely manner ............................................................................................
    c) Problem Resolution ..................................................................................................................................
    d) Information about the Scheme..................................................................................................................
    e) NAV Information .....................................................................................................................................
    f) Disclosure of information under the Regulations.....................................................................................
    g) Rights of Unitholders of the Scheme........................................................................................................
    h) Duration of the Scheme/Winding up........................................................................................................
    i) Procedure and manner of Winding up......................................................................................................
    j) Tax Benefits .............................................................................................................................................
       1)       To the Fund………………………………………………………………
       2)       Securities Transaction Tax …………………………………………………
       3)       To the Unitholders ……………………………
       3.1)     Income received from mutual fund ……………………………………………………… .......
       3.2)     Long term capital gains on transfer of units
           i.   For Individuals and HUFs
           ii. For Partnership Firms, Non-Residents, Indian Companies/Foreign Companies
           iii. For Non-resident Indians
           iv. For Overseas Financial Organisations and Foreign Institutional Investors
                fulfilling conditions laid down under section 115AB (Offshore Fund .......................................
       3.3) Short term capital gains
       3.4) Capital Losses
       4)Tax deduction at source
                       4.1) For Income In Respect of Units
                       4.2) For Capital Gains
           5) Rebate Under Section 88E
           6) Investments By Charitable and Religious Trust
       7) Wealth Tax Sec. 2 (ea)
       8) Gift Tax
    k) Unclaimed redemption amount ................................................................................................................
11. Other Matters
    a) Unitholders Grievances Redressal Mechanism ........................................................................................
    b) Associate Transactions .............................................................................................................................
    c) Details of Investment in Companies that hold more than 5% .................................................................
       of NAV of Schemes managed by the AMC
    d) Penalties and Pending Litigations ............................................................................................................
    e) Borrowing by the Mutual Fund ................................................................................................................
    f) by the Mutual Fund ................................................................................................................................


                                                                                                                                             6
g)   Policy on Offshore Investments by the Scheme .......................................................................................
h)   Inter-Scheme Transfers ............................................................................................................................
i)   General Information .................................................................................................................................
•    Power to make Rules ................................................................................................................................
•    Power to remove Difficulties....................................................................................................................
•    Scheme to be binding on the Unitholders.................................................................................................
•    Documents available for Inspection .........................................................................................................




                                                                                                                                      7
                                                Highlights
    The Sponsors of the Fund are ICICI Bank Limited (erstwhile ICICI Limited) and Prudential plc. of the
    United Kingdom (UK).

    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, 2006, over GBP251 billion of funds under management, more than 20 million
    customers and over 23,000 employees worldwide as of December 31, 2006.
    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. 344,658 crores as at March 31,
    2007 and profit after tax of Rs. 3,110 crores for the year ended March 31, 2007 (Rs. 2,540 crores for
    the year ended March 31, 2006). ICICI Bank has a network of about 710 branches and 45 extension
    counters and over 3,271 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 Madhura Limited in an all-stock amalgamation in
    fiscal 2001, and secondary market sales by ICICI to institutional investors in fiscal 2001 and fiscal
    2002.
    Pursuant to the Scheme of Amalgamation effective March 30, 2002, among ICICI, ICICI Personal
    Financial Services, ICICI 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.

•   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, 2006, over GBP251 billion of funds under management, more than 20 million
    customers and over 23,000 employees worldwide as of December 31, 2006.

    ICICI Prudential Asset Management Company Limited, the Investment Manager to the ICICI
    Prudential Mutual Fund, manages assets over Rs. 54,903.70 crores as of November 30, 2007 through
    35 schemes. It is one of the largest asset management companies in the country.




                                                                                                            8
    Investment Objectives

    ICICI Prudential Banking and Financial Services Fund is an Open-ended equity scheme that seeks to
    generate long-term capital appreciation to unitholders from a portfolio that is invested predominantly
    in equity and equity related securities of companies engaged in banking and financial services.

    However, there can be no assurance that the investment objective of the Scheme will be realized

•   Transparency –The 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.
    NAV will be determined on every Business Day except in special circumstances described on page
    ____. 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.

•   Load (During NFO as well as ongoing basis): –

     Entry Load         Retail Option:

                        a) For investment of Rs.5 crores and above: Nil
                        b) For investment of less than 5 crs : 2.25%

                        Institutional Option I: Nil
     Exit Load          Retail Option:

                        a) For investment of Rs.5 crores and above: Nil
                        b) For investment less than Rs. 5crs and made during the NFO period and
                           redeemed before 6 months from the date of allotment : 1%


                        Institutional Option I: Nil

                        Any redemption/switch arising out of excess holding by an investors beyond
                        25% of the net assets of the scheme in the manner envisaged under specified
                        SEBI Circular No. SEBI/IMD/CIR No.10/22701/03 dated 12th December 2003,
                        such redemption / switch will not be subject to exit load.

    In terms of SEBI circular No. SEBI/IMD/CIR No. 10/ 112153 /07 December 31, 2007, no entry load
    shall be charged for direct applications received by the Asset Management Company (AMC) i.e.
    applications received through internet, submitted to AMC or collection centre/ Investor Service Centre
    that are not routed through any distributor/agent/broker, for all the Fresh investments / Additional
    purchases under the same folio / Switch- in to a scheme from other schemes, directly made by
    investors, w.e.f January 04, 2008.




                                                                                                        9
    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.

•   High Liquidity - Being an open-ended Scheme, Units may be redeemed on every Business Day at
    NAV based prices. The Fund will, under normal circumstances, endeavor to dispatch redemption
    cheques within T+10 Business Days from the date of acceptance of the redemption request at any of
    the Customer Service Centers.

•   New Fund Offer Expenses: In accordance with the provisions of SEBI Circular No. SEBI/IMD/CIR
    No.1/64057/06 dated April 4, 2006, no Initial Issue Expenses will be charged to the Scheme.

•   Options - Investors under the ICICI Prudential Banking and Financial Services Fund shall have two
    options namely Retail and Institutional I. Under Retail Option, investors will have Growth and
    Dividend sub options with dividend payout and reinvestment facility. Under the Institutional Option I
    only Growth Sub–option is available. If any investor fail to specify options under the scheme then the
    Retail Option with Dividend reinvestment facility will be default option and if any investor fails to
    specify the sub-options under the Retail Option then Dividend Reinvestment shall be default sub–
    option. Both the Options under the Scheme will have the same portfolio. The Trustees may at their
    discretion add one or more additional options/sub-options under the Scheme.

•   Repatriation – Repatriation benefits would be available to NRIs/ PIOs/ FIIs, subject to applicable
    Regulations notified by Reserve Bank of India from time to time. Repatriation of these benefits will be
    subject to applicable deductions in respect of levies and taxes, as may be applicable at present or in
    future.
•   For details on tax update, please refer page ___ 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.




                                                                                                        10
          17                    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 Banking and Financial Services 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 ____ for “Risk
    Factors and Special Considerations” and page ____ 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.
•   The Scheme may use various derivatives and hedging products from time to time, as would be
    available and permitted by SEBI, in an attempt to protect the value of the portfolio and enhance
    Unitholders interest. In case the Scheme utilizes any derivatives under the Regulations, the Scheme
    may, in certain situations, be exposed to risks associated with the use of derivatives.
•   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 equity and 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, at their sole discretion to limit redemptions (including
    suspending redemption) under certain circumstances, as described under the section titled “Right to
    limit Repurchases”.
G   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.




                                                                                                            11
         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
2a       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.

     G   The fund will invest in equity and equity related securities of companies engaged in banking and
         financial services and hence concentration risk is expected to be high however, since the fund
         will invest into various industries under the broad universe of companies providing banking and
         financial services, concentration risk will be to that extent limited.

     •   The provisions of SEBI circular ref SEBI/IMD/CIR No.10/22701/03 dated.12th December 2003 and
         SEBI/IMD/CIR No.1/42529/05 dated June 14, 2005 The Scheme shall have a minimum of 20 investors
         and any one of the investor shall not hold more than 25% of Net Assets of the Scheme. In case the
         scheme on the date of allotment of NFO does not have 20 investors and if any one of the investor holds
         more than 25% of Net Assets of the Scheme, the scheme will endeavor to ensure that within a three
         months period or the end of the succeeding calendar quarter from the close of NFO of the Scheme,
         whichever is earlier, the Scheme complies with these conditions failing which the provisions of
         Regulation 39(2) of the SEBI (Mutual Funds) Regulations, 1996, would become automatically
         applicable without any reference from SEBI and accordingly the scheme shall be wound up
         immediately and the units shall be redeemed. The two conditions mentioned above shall also be
         complied within each subsequent calendar quarter thereafter, on an average basis as specified by SEBI.

     •   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.

         Scheme Specific Risk Factors relating to ICICI Prudential Banking & Financial Services Fund

           1.   The fund will invest in equity and equity related securities of companies engaged in banking and
                financial services and hence concentration risk is expected to be high however, since the fund
                will invest into various industries under the broad universe of companies providing banking and
                financial services, concentration risk will be to that extent limited.

           2.   Investors may note that AMC/Fund Manger’s investment decisions may not be always
                profitable. The Scheme proposes to invest substantially in equity and equity related securities.
                The Scheme will, to a lesser extent, also invest in debt and money market instruments. Trading
                volumes, settlement periods and transfer procedures may restrict the liquidity of these
                investments. Different segments of the Indian financial markets have different settlement
                periods and such periods may be extended significantly by unforeseen circumstances. The
                inability of the Scheme to make intended securities purchases due to settlement problems could
                cause the Scheme to miss certain investment opportunities. By the same rationale, the inability
                to sell securities held in the Scheme’s portfolio due to the absence of a well developed and
                liquid secondary market for debt securities would result, at times, in potential losses to the
                Scheme, in case of a subsequent decline in the value of securities held in the Scheme’s portfolio.




                                                                                                               12
      3.    The scheme is also vulnerable to movements in the prices of securities invested by the scheme,
           which again could have a material bearing on the overall returns from the scheme. These stocks,
           at times, may be relatively less liquid as compared to growth stocks.


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

      5.   The value of the Scheme’s investments, may be affected generally by factors affecting securities
           markets, such as price and volume volatility in the capital 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, a specific sector or all sectors including equity and debt
           markets. Consequently, the NAV of the Units of the Scheme may fluctuate and can go up or
           down.

      6.   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.

      7.   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.

      8.   Securities, which are not quoted on the stock exchanges, are inherently illiquid in nature and
           carry a larger amount of liquidity risk, in comparison to securities that are listed on the
           exchanges or offer other exit options to the investor, including a put option. Within the
           Regulatory limits, the AMC may choose to invest in unlisted securities that offer attractive
           yields. This may however increase the risk of the portfolio.

      9.   While securities that are listed on the stock exchange carry lower liquidity risk, the ability to sell
           these investments is limited by the overall trading volume on the stock exchanges. Money
           market securities, while fairly liquid, lack a well-developed secondary market, which may
           restrict the selling ability of the Scheme(s) and may lead to the Scheme(s) incurring losses till
           the security is finally sold.

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

      11. The Scheme may use various derivative products as permitted by the Regulations. Use of
          derivatives requires an understanding of not only the underlying instrument but also of the
          derivative itself. Other risks include, the risk of mis-pricing or improper valuation and the
          inability of derivatives to correlate perfectly with underlying assets, rates and indices.

      12. Different segments of the Indian financial markets have different settlement periods and such
          periods may be extended significantly by unforeseen circumstances. The inability of the Scheme
          to make intended securities purchases due to settlement problems could cause the Scheme to
          miss certain investment opportunities. By the same rationale, the inability to sell securities held
          in the Scheme’s portfolio due to the absence of a well developed and liquid secondary market
          for debt securities would result, at times, in potential losses to the Scheme, in case of a
          subsequent decline in the value of securities held in the Scheme’s portfolio.

13.        The Scheme may also invest in ADRs / GDRs / Foreign Debt Securities as permitted by Reserve
           Bank of India and Securities and Exchange Board of India. To the extent that some part of the
           assets of the Schemes may be invested in securities denominated in foreign currencies, the



                                                                                                              13
             Indian Rupee equivalent of the net assets, distributions and income may be adversely affected
             by the changes in the value of certain foreign currencies relative to the Indian Rupee. The
             repatriation of capital also may be hampered by changes in regulations concerning exchange
             controls or political circumstances as well as the application to it of other restrictions on
             investment. For further details, please refer page ___.

 14.         The Fund may use derivatives instruments like Stock Index Futures, Interest Rate Swaps,
             Forward Rate Agreements or other derivative instruments for the purpose of hedging and
             portfolio balancing, as permitted under the Regulations and guidelines. Usage of derivatives will
             expose the Scheme to certain risks inherent to such derivatives. Please refer page ____ for
             details.

 15.         The performance of the scheme will be affected in case of unforeseen circumstances like
             political crisis, natural calamities, and changes in currency exchange rates or interest rates.

 16.         Fund manager tries to generate returns based on certain past statistical trend. The performance
             of the scheme may get affected if there is a change in the said trend. There can be no assurance
             that such historical trends will continue.

17.          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.

18.          The fund will be exposed to settlement risk, as different countries have different settlement
             periods.

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.
•      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 associated with stock lending
       The risks in lending portfolio securities, as with other extensions of credit, consist of the failure of
       another party, in this case the approved intermediary, to comply with the terms of agreement entered



                                                                                                             14
         into between the lender of securities i.e. the Scheme and the approved intermediary. Such failure to
         comply can result in the possible loss of rights in the collateral put up by the borrower of the securities,
         the inability of the approved intermediary to return the securities deposited by the lender and the
         possible loss of any corporate benefits accruing to the lender from the securities deposited with the
         approved intermediary.

     •   Risks attached with the use of derivatives: 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 also of the derivative itself. Derivatives
         require the maintenance of adequate controls to monitor the transactions entered into, the ability to
2g       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.

         Derivatives products are leveraged instruments and 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 the fund manager may not always be
         profitable. No assurance can be given that the fund manager will be able to identify to execute such
         strategies.

         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:
              Lack of opportunity available in the market.
              The risk of mispricing or improper valuation and the inability of derivatives to correlate perfectly
              with underlying assets, rates and indices.
              Execution Risk: The prices which are seen on the screen need not be the same at which execution
              will take place

     •   Also please refer to Page ___ 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                      2g
     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



                                                                                                                   15
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.

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



                                                                                                            16
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 Scheme with reference to Securitised Debt:
The Scheme 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 Scheme will not invest in foreign securitised debt.

The Scheme 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 Scheme 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 Scheme 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



                                                                                                            17
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 Offer price due to changes in the interest rate structure.

Limited Recourse, Delinquency and Credit Risk
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


                                                                                                            18
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.

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.




                                                                                                            19
Sponsors

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

Prudential plc
Laurence Pountney Hill,
London EC4R 0HH,
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
Floor IV, Tower 1, Rayala Towers
158, Anna Salai,
Chennai - 600 002

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




                                                          20
Legal Advisors

A.R.A. LAW
Advocates & Solicitors
3/F, Mahatma Gandhi Memorial Building,
7, Netaji Subhash Road,
Churni Road (West),
Mumbai – 400 004




                                         21
                                   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 :      February 14, 2008                                                     Ranganth Athreya
                                                              Executive Vice President – Legal, Compliance
                                                                                & Company Secretary




Note: The Due Diligence Certificate as stated above was submitted to SEBI on February 14, 2008




                                                                                                          22
                                            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             ICICI Prudential Asset Management Company Ltd. (formerly
AMC or Investment Manager               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             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 the application is received,
                                        the closing NAV of the next business day shall be applicable.
Applicable NAV for redemption           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.
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. (4) A day, which is not a bank
                                        business day in Luxembourg.

                                        However, the AMC reserves the right to declare any day as a
                                        non-business day at any of its locations at its sole-discretion
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 the investor the right to
                                        “call in” (buy) an asset. An investor gets profit on a call when
                                        the underlying asset increases in price.

                                        The seller of the option undertakes to sell the underlying in
                                        exchange.
Custodian                               HDFC Bank AG, 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
Investment Management Agreement         The Agreement dated September 3, 1993 entered into between
                                        ICICI Prudential Trust Limited (formerly Prudential ICICI
                                        Trust Limited) and ICICI Prudential Asset Management
                                        Company Limited (formerly Prudential ICICI Asset
                                        Management Company Limited) as amended from time to
                                        time.


                                                                                                      23
ICICI Prudential       Banking and   ICICI Prudential Banking and Financial Services Fund and
Financial Services Fund/The Scheme   options and Sub options, offered there under.
Money Market Instruments             Commercial papers, commercial bills, treasury bills,
                                     Government securities having an unexpired maturity upto one
                                     year, certificate of deposit, usance bill and any other like
                                     instruments as specified by the- Reserve Bank of India from
                                     time to time including mibor linked securities, call products
                                     having unexpired maturity upto one year.
NAV                                  Net Asset Value of the Units of the Scheme and the Schemes
                                     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 Banking and Financial
                                     Services Fund
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.
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 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.
                                     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.
Source scheme                        Source scheme means the scheme from which the investor is
                                     seeking to switch-out his investments to enable switch-in under
                                     the Scheme (ICICI Prudential Banking and Financial Services
                                     Fund) during the New Fund Offer
The Fund or The Mutual Fund          ICICI Prudential Mutual Fund (erstwhile Prudential ICICI
                                     Mutual Fund), a trust set up under the provisions of the Indian
                                     Trusts Act, 1882. The Fund is registered with SEBI vide
                                     Registration No.MF00393/6 dated October 13, 1993 as ICICI
                                     Mutual Fund and has obtained approval from SEBI for change
                                     in name to ICICI Prudential Mutual Fund vide SEBI’s letter
                                     dated April 2,2007.
The Trustee                          ICICI Prudential Trust Limited (erstwhile Prudential 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



                                                                                                   24
              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 Banking
              and Financial Services Fund as contained in this Offer
              Document.




                                                                        25
                Summary – ICICI Prudential Banking and Financial Services Fund

Name of the Scheme                  ICICI Prudential Banking and Financial Services Fund
Structure                           Open Ended Equity Scheme
Features                            ICICI Prudential Banking and Financial Services Fund is an open
                                    ended equity that seeks to generate long-term capital appreciation
                                    to unitholders from a portfolio that is invested predominantly in
                                    equity and equity related securities of companies engaged in
                                    banking and financial services.
Minimum Application Amount          Retail Option- Rs 5,000 (plus in the multiple of Re.1)
                                    Institutional Option I- Rs 10,00,00,000 (plus in the multiple of
                                    Re.1).

                                    The requirement of minimum application amount will however,
                                    not apply to SIP as mentioned in ‘ Systematic Investment Plan’
                                    on page no.- ____
Additional Purchase Amount          Retail Option-Rs 1,000 (plus in the multiple of Re.1)
                                    Institutional Option- Rs.10,000 (plus in the multiple of Re. 1)
Duration of New Fund Offer          The Scheme will open for subscription from __________, 2008
                                    to ________, 2008 during the New Fund Offer 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                       The AMC seeks to raise a minimum subscription amount of Rs.1
                                    Crores during the New Fund Offer Period of the Scheme.
New Fund Offer Expenses             In accordance with the provisions of SEBI circular no.
                                    SEBI/IMD/CIR No.1/64057/06 dated. April 4, 2006, no Initial
                                    Issue Expenses will be charged to the Scheme.
Liquidity                           On an ongoing basis and as specified herein, the Scheme will
                                    commence Purchase of Units and redemption of Units not later
                                    than 30 days after the close of the New Fund Offer Period on
                                    every Business Day at NAV based prices, subject to the
                                    prevailing load structure. (Please refer to page _____ for
                                    Redemption Price and page ____ for Purchase Price).
                                    The Units of the Scheme will not be listed on any exchange, for
                                    the present.
                                    The Fund will, under normal circumstances, endeavour to
                                    dispatch redemption cheques within 10 Business Day from the
                                    date of acceptance of the redemption request at any of the official
                                    point(s) of transaction(s). All redemptions will be subject to
                                    deduction of applicable taxes as per Statues, if any.
Transparency                        NAV will be determined on every Business Day except in special
                                    circumstances described on page ____. 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



                                                                                                    26
                                      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 disclose the full portfolio of the Scheme
                                      every half-year.
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 the Scheme.   Investors under the ICICI Prudential Banking and Financial
                                      Services Fund have a choice of a Retail Option and an
                                      Institutional Option I. Only Growth sub-option is available under
                                      Institutional Option. The Retail Option has two sub options
                                      namely Growth & Divided with payout and reinvestment facility.
                                      If the investor fails to specify the sub-options under the Retail
                                      Option then Dividend Reinvestment shall be the default sub–
                                      option.
                                      If any investors fail to specify options under the scheme then the
                                      Retail Option with Dividend reinvestment facility will be default
                                      option.
                                      The Trustee reserves the right to declare dividends under the
                                      dividend sub-option of the Scheme depending on the net
                                      distributable surplus available under the Scheme.
                                      To the extent the net surplus is not distributed, the same will
                                      remain invested in the Scheme and will reflect in the NAV.
                                      The Trustees reserve right to introduce any other option(s)/sub
                                      option(s) under the Scheme at a later date, by providing a notice
                                      to the investors on the AMC’s website and by issuing a press
                                      release, prior to introduction of such option(s)/sub-option(s).




                                                                                                      27
                             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 ICICI Prudential 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, 2006
for transfer of 6% of the Shareholding of Prudential plc in ICICI Prudential Asset Management Co. Ltd
(AMC) and ICICI Prudential Trust Co. Ltd. (Trustee Company) to ICICI Bank Ltd. Consequent to the said
transfer, with effect from August 26, 2006 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.     16
AMC has informed SEBI of the said transfer. SEBI has vide its letter IMD/RK/42692/05 dated June 15,
2006 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.
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. 344,658 crores as at March 31,
2007 and profit after tax of Rs. 3,110 crores for the year ended March 31, 2007 (Rs. 2,540 crores for the
year ended March 31, 2006). ICICI Bank has a network of about 710 branches and 45 extension counters
and over 3,271 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



                                                                                                         28
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.

Given below is a brief summary of ICICI Bank’s financials: (Rs. in crores)
                                                Year ended           Year ended          Year ended
                                                 March 31,            March 31,           March 31,
                                                      2005                 2006                2007
Total Income                                      12,918.68            18,487.02           28,923.46
Profit After Tax                                    2,005.20            2,540.07            3,110.22

Free Reserves                                     11,813.20            21,316.16           23,413.92

Net Worth (Equity capital plus Free               12,549.98            22,205.99           24,313.26
reserves)
Earnings per Share (Rs.) (diluted)                     27.33                32.15              34.64

Book Value per Share (Rs.)                           170.33               249.55              269.81

Dividend                                                85%                  85%               100%

Paid Up Capital (Equity)                             736.78               889. 83             899.34

(Preference) #                                          350                  350                 350

# For these preference shares, the notification dated April 17, 2002 from Ministry of Finance, Government
of India, issued on the recommendation of Reserve Bank of India (RBI), under Section 53 of the Banking
Regulation Act, 1949 had exempted the Bank from the restriction of section 12(1) of the Banking
Regulation Act, 1949, which prohibits the issue of preference shares by banks, for a period of five years.
The Bank has applied to the RBI for making a recommendation to Central Government for continuation of
such exemption.
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 ICICI Prudential Asset Management
Company Limited (erstwhile 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

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, 2006, over GBP251 billion of funds under management, more than 20 million customers
and over 23,000 employees worldwide as of December 31, 2006.

Given below is a brief summary of Prudential’s financials
                                                      Year ended December 31 (Rs. Crores)
  Description                                 2004             2005            2006
 Total Income                          302,298.08         333,852.75      291,801.51



                                                                                                       29
  Description                               2004               2005               2006
 Profit Before Tax                       5,276.70          17,413.11          16,812.38
 Profit After Tax and minority           3,474.50           6,072.26           7,095.13
 interests
 Shareholders’ Funds                    34,753.16          43,561.19          44,551.58
 Earnings per share (Rs.)                   16.32              25.65              29.39
 Equity Capital (5 Pence per share)        966.04             966.04             990.40
 Free Reserves                          33,787.12          42,595.15          43,561.19
 Net-worth                              34,753.16          43,561.19          44,551.58
 Book Value per share (Rs.)                146.02             183.03             182.59
 Dividend per share (in Pence)              15.84              16.32              17.14
 Percentage of dividend per share            3.17               3.26               3.43


b) The Trustee Company (The Trustee) - ICICI Prudential Trust Limited
   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,
   2006 for transfer of 6% of the Shareholding of Prudential plc in ICICI Prudential Trust Co. Ltd.
   (Trustee Company) to ICICI Bank Ltd. Consequent to the said transfer, with effect from August 26,
   2006 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.          16
   The Board and the Shareholders of the Trustee Company accorded their approval for the change of
   name of the company to ICICI PRUDENTIAL TRUST LTD. Pursuant to applications made by the
   Trustee 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 appoval for the change of name of the Trustee Company to ICICI
   PRUDENTIAL TRUST LTD.

The Directors of the Trustee Company are:

 Mr. Eruch .B. Desai                                Partner
 (S/o. Mr. Byramsha Desai)                          Mulla & Mulla & Craigie Blunt & Caroe
 81, Sonarica                                       Director
 33-A, Pedder Road                                  Bekaert Industries Pvt.Ltd.
 Mumbai 400 026                                     The Century Textiles & Industries Ltd.
 Solicitor and Advocate                             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




                                                                                                   30
 Mr. Keki Bomi Dadiseth *                           Director
 (S/o. Bomi Kharshed Dadiseth)                      Prudential plc
 8-A, Manek,                                        ICICI Prudential Life Insurance Co. Ltd.
 L.D. Ruparel Marg, Malabar Hill,                   Siemens Ltd.
 Mumbai 400 006                                     Nicholas Pirmal India Ltd.
                                                    Indian Hotels Company Ltd.
                                                    Britannia Industries Ltd.
                                                    Omnicom India Marketing Advisory 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,
                                                    Managing Committee & Finance Committee
                                                    Advisor
                                                    Goldman Sachs- International Advisor
 Mr. D. J. Balaji Rao                               Director
 (S/o D. B. Jagannath Rao)                          Ashok Leyland Ltd. – Chennai
 D-103, Adarsh Residency                            Bajaj Auto Ltd. – Pune
 47th Cross (2nd Main)                              3M INDIA Ltd. – Bangalore
 Jayanagar, 8th Block                               Graphite India Ltd. – Kolkata
 Bangalore – 560082                                 Ennore Foundries Ltd. – Chennai
                                                    JSW Energy Limited (erstwhile Jindal Thermal
                                                    Power Co. Ltd.) – Mumbai
 Mr. M S Parthasarathy                              Managing Trustee
 (S/o Late M.S. Tiruvenkatachari)                   SFL Shares Trust
 B2 Ashok Svasti, 33 Balakrishna Road
 Valmiki Ngr, Tiruvanmiyur                          Director
 Chennai – 600041                                   Sundaram Home Finance Ltd., Chennai
 Ms. Madhabi Puri-Buch*                             Director
 (D/o. Kamal Puri)                                  ICICI Bank Ltd.
 ICICI Bank Apartments, Flat No. 4A,                ICICI Venture Funds Management Co. Ltd.
 2nd Floor, P. Balumarg, Near Tata Press,
 Prabhadevi, Mumbai 400 025.
 Mr. Eruch .B. Desai                                Partner
 (S/o. Mr. Byramsha Desai)                          Mulla & Mulla & Craigie Blunt & Caroe
 81, Sonarica                                       Director
 33-A, Pedder Road                                  Bekaert Industries Pvt.Ltd.
 Mumbai 400 026                                     The Century Textiles & Industries Ltd.
 Solicitor and Advocate                             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
*Mr. Keki Bomi Dadiseth is a Nominee Director of Prudential plc U.K. and Ms. Madhabi Puri-Buch is a
Nominee of ICICI Bank Ltd.



                                                                                                       31
 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;
19
        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;

        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.




                                                                                                              32
     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:   7
              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
5c            - 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.

     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.




                                                                                                                33
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.   6
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.
      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.




                                                                                                        34
        During the year 2006 – 2007, six meetings of the Directors of the Trustees were held. For the period from
        April 01, 2007 till November 30,2007 six meetings of the Directors of the Trustees were held. The
        Trustee’s supervisory role is discharged by reviewing the information and the operations of the Fund
8       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 of Rs.5 million. 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 Rs. 5 million. 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 ICICI Prudential 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,
           2006 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, 2006 ICICI Bank Limited holds shares
           aggregating to 51% of the share capital of ICICI Prudential 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.

    1     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)



                                                                                                               35
     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, 2006 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 approval 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. K. Vaman Kamath is the Managing Director and Chief Executive Officer of ICICI Bank Limited,
     India's largest bank by market capitalisation and the second largest bank by assets. 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 founded ICICI Bank and merged with it in 2002. In 1988, he moved to the Asian
     Development Bank and spent several years in South-East Asia before returning to ICICI as its CEO in
     1996. Over the next few years, the ICICI Group transformed itself into a diversified, technology-driven
     financial services group, that includes India’s leading retail credit provider as well the leading private
     sector insurance and asset management companies. Mr. Kamath was named Business Standard’s
     “Banker of the Year” for 2006, CNBC-TV18's “Outstanding Business Leader of the Year” in 2006,
     Business India's “Businessman of the Year” in 2005 and CNBC’s “Asian Business Leader of the Year”
     in 2001. He has been conferred with an honorary PhD by the Banaras Hindu University. Mr. Kamath is
     a member of the National Council of the Confederation of Indian Industry, the Board of Directors of
     Visa International (Asia-Pacific) and of the governing boards of several leading educational
     institutions.




                                                                                                            36
Mr. Barry Stowe
Prudential Corporation Asia, 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 13 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 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.


Ms. Kalpana Morparia
B92, Ocean Gold CHS, Twin Tower Lane, Prabhadevi, Mumbai - 400 025.

Ms. Kalpana Morparia is the Chief Strategy & Communications Officer – ICICI Group of ICICI Bank
Limited. A graduate in law from Bombay University, 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. In November 2005, she was honoured with the Economic Times `Business
Women of the Year’ award along with colleagues. In September 2006, she was named one of `The 100
Most Powerful Women’ along with a colleague by Forbes magazine.

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

Mr. Mehta is a Managing 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, Business Valuation, Joint Venture Collaborations etc. 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 Executive 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 Fellow Member of the Institute of Chartered Accountants of India and has won A.F.
Ferguson Prize in C.A. Final from the Institute of Chartered Accountants of India.




                                                                                                    37
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.

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 was selected by the US Mission to meet with United States President Bill Clinton, to talk
about transforming India into a Knowledge Power.

Dr. Piramal is a Member of the Confederation of Indian Industries (CII), Knowledge Industries



                                                                                                    38
Council, Chair of the Life Science & Biotech Committee and Economic Growth Committee, and
President of CII 2006 of the State of Maharashtra. In July 2006 The President of the French Republic,
Mr. Jacques Chirac has conferred on Dr. Swati Piramal the award of "Chevalier de l'Ordre National du
Merite (Knight of the Order of Merit).

Dr. Piramal has been awarded the BMA Management Woman Achiever of the Year Award (2004-05).
She has been nominated one of the 25 most powerful women in India thrice in succession from 2002-
2005. Dr. Piramal has received the Chemtech Pharma Award for "Outstanding Contributions" in
PHARMA + biotech Industries.

Dr. Piramal is a Member of the Core Group on Biotechnology of Federation of the Indian Chamber of
Commerce & Industry (FICCI). She is the recipient of the “Lakshmipat Singhania – IIM, Lucknow
National Leadership Award” in the category of Young Leader in the field of Science & Technology for
the year 2006, from the Prime Minister of India.

She has co-authored books on Health and Nutrition. One with Mrs. Tarla Dalal titled "Eat Your Way to
Good Health." She has published articles in many leading publications. She is the only woman on the
Prime Minister’s Science Advisory Committee.

Dr. Piramal has written the "Dance of Life", a dance ballet, about ancient science in India, a son-et-
lumiere show, called "The Light has Come to Me."

Ms. Renuka Ramnath

 701, Radhika Apartments, Off Sayani Road, Prabhadevi, Mumbai - 400 025

 Ms. Renuka Ramnath is the Managing Director & CEO of ICICI Venture Funds Management
 Company Limited, a wholly owned subsidiary of ICICI Bank Ltd, India’s largest private sector bank
 with total assets over USD56 billion. ICICI Venture is India’s largest and most successful private
 equity funds management company, managing an aggregate corpus of over USD2 billion. ICICI
 Venture invests in a wide spectrum of products, including growth capital, buyouts, real estate and
 mezzanine transactions through its various funds.

 In 2003, under the leadership of Ms. Ramnath, ICICI Venture raised the USD245 million India
 Advantage Fund Series I, the then largest private equity Fund in India. The fund is now fully invested
 and has several marquee transactions to its credit including 4 buyouts, the largest by any player in the
 Indian Market. In 2005, ICICI Venture raised a USD550 million Real Estate Fund, which is currently
 India’s largest fund for investment in real estate. ICICI Venture has now raised India Advantage
 Fund Series II, a growth capital and buyout fund with a corpus of USD810 million, which is currently
 India’s largest private equity fund.

 During her career spanning over 21 years with the ICICI Bank Group, Ms. Ramnath has spearheaded
 various business initiatives. She began her career at the Merchant Banking division of ICICI and then
 headed the Corporate Finance and Equities businesses at ICICI Securities, an investment banking JV
 between ICICI and JP Morgan. She moved back to ICICI in 1997 to set up the Structured Finance
 business. Ms. Ramnath bears the distinction of creating a highly successful structured finance
 portfolio, which within two years of its existence contributed more than 40% of ICICI’s incremental
 assets. In 2000, she spearheaded the e-Commerce initiatives for the ICICI Bank group and built a
 solid foundation spanning the entire B2B, B2C and technology opportunities.




                                                                                                      39
 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. Nilesh Shah
301, Kripa Nidhi, Gulmohor Cross Road No. 4, J. V. P. D. Scheme, Mumbai – 400 049

Mr. Nilesh Shah is the Deputy Managing Director and Chief Investment Officer (CIO) of ICICI
Prudential Asset Management Company Ltd. Mr. Shah has joined ICICI Prudential Mutual Fund as
Chief Investment Officer (CIO) in June 2004.

As CIO, Nilesh manages an experienced team of portfolio managers and analysts to deliver consistent
performance. His responsibilities include defining risk return parameters for various schemes of the
fund, development of investment strategy to outperform benchmark indices and creation of portfolios to
optimize risk adjusted return.

Mr. Shah is a gold medallist Chartered Accountant of November 1991 Batch. He is also a merit ranked
cost accountant and Bachelor of Commerce from University of Mumbai. He participated in GFM-25 at
J.P. Morgan, NewYork.

Prior to ICICI Prudential AMC, Mr. Shah has worked with Franklin Templeton Mutual Fund, ICICI
Securities & Finance Company Limited and ICICI Ltd. Having started his career in 1992, Mr. Shah has
worked in various capacities across segments covering Fixed Income, Equity, Foreign Exchange and
Structured Product Markets.




                                                                                                      40
      Mr. Nimesh Shah
      13/6, Shri Hind Society, N.S. Mankikar Marg, Sion, Mumbai - 400022

      Mr. Nimesh Shah is the Managing Director and Chief Executive Officer of the ICICI Prudential Asset
      Management Company Limited and is responsible for development of the business of the Company
      and its day-to-day management.

      Mr. Nimesh Shah formerly Senior General Manager, ICICI Bank, has over 14 years of experience
      compassing entire sphere of banking activities. After completing his Chartered Accountancy in Nov
      1992, he joined the erstwhile ICICI Ltd. in 1993 and was associated with its project finance division.
      The nature of responsibilities included assessment of technical feasibility and financial viability of large
      projects across various industry groups.

      Mr. Nimesh Shah was one of the youngest managers to be appointed as a relationship manager with a
      view to drive credit growth through relationship banking. He was also instrumental in formulating an
      entry strategy for gaining a foothold in the existing consortium of bankers for the working capital
      finance foray of ICICI Bank Ltd. Subsequently, Mr. Shah was made in charge of the Western Zone,
      wherein, he was responsible for managing about 150 key corporate accounts with an asset portfolio of
      about USD 500 million.

       In 2002, Mr. Shah was made responsible for setting up ICICI Bank infrastructure across GCC. In a
      span of five years he has built the brand presence from one tie-up to two representative offices, three
      branches (DIFC-Dubai, QFC-Qatar & Bahrain- FCB) and three new tie-ups. During his current tenure,
      Private banking business in GCC has grown to a book size of two billion USD and Bahrain branch has
      grown to a book size of 5.5 billion USD.

      Mr. Shah was the Chief Representative Officer of the ICICI Bank Representative Office, Dubai. He
      was also the Chief Executive of ICICI Bank for its Bahrain Branch and Senior Manager of the DIFC,
      Dubai & QFC, Qatar Branch. His responsibilities were overseeing Wholesale banking, Private
      Banking, NRI services, Retail & Remittance businesses in GCC & Africa regions.


       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:
(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;




                                                                                                               41
  (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. The Management Fee across all options/ sub options under the scheme will be same.

                                                                      2m
  iii)    Key Employees of the AMC and relevant experience

Name of the       Age       Designation          Educational          Total No. of         Assignments Held
 Employee       (Years)                         Qualifications        Years of             During the Last 10
                                                                      Experience /                Yrs
                                                                      Type & Nature
                                                                      of Experience




                                                                                                         42
Name of the       Age     Designation        Educational        Total No. of         Assignments Held
 Employee       (Years)                     Qualifications      Years of             During the Last 10
                                                                Experience /                Yrs
                                                                Type & Nature
                                                                of Experience
Mr.    Nimesh   36        Managing       Chartered Accountant   Over 14 years of     Managing Director –
Shah                      Director                              experience      in   ICICI Prudential
                                                                banking activities   AMC Ltd., July 2007
                                                                                     till date

                                                                                     ICICI Bank Ltd. –
                                                                                     1993 -2007
Mr.    Nilesh   39        Deputy         B.Com, A.C.A, Grad       15 – Fund          Deputy Managing
Shah                      Managing       C.W.A,                 Management and       Director and CIO
                          Director and                             Portfolio         from July 18, 2007
                          Chief                                  Management          till date.
                          Investment                                                 Chief Investment
                          Officer                                                    Officer
                                                                                     ICICI Prudential
                                                                                     AMC Limited
                                                                                     June 2004 till July
                                                                                     17, 2007
                                                                                     Director and Chief
                                                                                     Investment Officer –
                                                                                     Franklin Templeton
                                                                                     AMC India Pvt.
                                                                                     Limited
                                                                                     1997-2004

                                                                                     Head – Structured
                                                                                     Products
                                                                                     ICICI Securities and
                                                                                     Finance Company
                                                                                     Limited
                                                                                     1993-1997
Mr. Manoj        43        Chief         BSC, Management         19 - Banking        Chief        Operating
Kumar                      Operating     Post Graduate            Operations,        Officer    -     ICICI
Agarwal                    Officer       Master’s degree in         Human            Prudential AMC Ltd.
                                         Financial                 Resource          February, 2007
                                         Management with a       Management,         onwards
                                         First Class from          and as a          Head of Operations
                                         Jamnalal Bajaj            Financial         & Technology
                                         Institute of               Analyst          HDFC           Chubb
                                         Management Studies.                         General     Insurance
                                                                                     Co. Ltd.
                                                                                     2002-2007

                                                                                     Director & Head
                                                                                     Banking Operation,
                                                                                     American    Express
                                                                                     Bank
                                                                                     1998-2002

                                                                                     Manager
                                                                                     Human Resource
                                                                                     Jardine Fleming


                                                                                                    43
 Name of the      Age     Designation        Educational           Total No. of       Assignments Held
  Employee      (Years)                     Qualifications         Years of           During the Last 10
                                                                   Experience /              Yrs
                                                                   Type & Nature
                                                                   of Experience
                                                                                      1996-1998
Mr. Vasant      47        Executive     BSc (Life Sciences),         21 – Human       Vice President /
Sanzgiri                  Vice          MMS       (Personnel          Resource        Senior Vice President
                          President &   Management)                  Management       & Head Human
                          Head Human                                                  Resources
                          Resources                                                   ICICI Prudential
                                                                                      AMC, March 2000 to
                                                                                      date.

                                                                                      General Manager -
                                                                                      Human Resources -
                                                                                      Owens Cornning
                                                                                      India Limited
                                                                                      1998 – 2000.

                                                                                      General Manager
                                                                                      Human Resources –
                                                                                      DCW Home Products
                                                                                      1996 – 1998.
Mr. Kalyan      41        Vice          PGDSM (NIIT), B.Sc         19 – Information   Vice President –
Prasath                   President –                                Technology       Information
                          Information                                                 Technology
                          Technology                                                  ICICI Prudential
                                                                                      AMC June 2001
                                                                                      onwards.

                                                                                      Assistant Vice
                                                                                      President
                                                                                      Birla Global Fin
                                                                                      1997-2001

                                                                                      Manager
                                                                                      DGP Windsor India
                                                                                      Ltd.
                                                                                      1994-1997

Mr. Ranganath   42        Executive     Associate - Institute of   19 – Compliance,   Sr. Vice President –
Athreya                   Vice          Company Secretaries            Legal and      Legal, Compliance
                          President –   of India.                      Company        and Company
                          Legal,        Bachelors Degree              Secretarial     Secretary, ICICI
                          Compliance    (General Laws),                functions      Prudential AMC
                          and Company   PGDCP                                         January 2002 to Mar
                          Secretary                                                   2007.

                                                                                      Head – Corporate
                                                                                      Communication and
                                                                                      Company Secretary -
                                                                                      IDBI Bank 1997-
                                                                                      2002




                                                                                                     44
 Name of the      Age     Designation        Educational         Total No. of     Assignments Held
  Employee      (Years)                     Qualifications       Years of         During the Last 10
                                                                 Experience /            Yrs
                                                                 Type & Nature
                                                                 of Experience
                                                                                  Chief Manager
                                                                                  Merchant Banking,
                                                                                  Karnataka Bank Ltd.
                                                                                  1992-1997
                                                                                  Company Secretary –
                                                                                  Lakshmi Motor
                                                                                  Credit (now TVS
                                                                                  Group) 1988-1992
Mr.    Pankaj   54        Sr.     Fund   B.Com                   35 yrs           Sr. Fund Manager-
Kaji                      Manager                                                 ICICI Prudential
                                                                                  AMC- 2002 till date.

                                                                                  Deutsche Bank,
                                                                                  Mumbai (Vice-
                                                                                  President-Money
                                                                                  Market) 1994-2002.

                                                                                  ANZ Grindlays Bank
                                                                                  (Funds Manager)-
                                                                                  1986-1994
Mr. Chaitanya   35        Co Head –      PGDM from IMI,          12 yrs           16th September 2002
Pande                     Fixed Income   New Delhi,              Manager – Fund   till date – Sr. Fund
                                         BSc from St. Stephens   Management       Manager – ICICI
                                         College, New Delhi                       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




                                                                                                45
 Name of the      Age      Designation       Educational      Total No. of       Assignments Held
  Employee      (Years)                     Qualifications    Years of           During the Last 10
                                                              Experience /              Yrs
                                                              Type & Nature
                                                              of Experience
Mr.   Yogesh    38        Vice           A.C.A. Grad C.W.A.   15 years as        ICICI Prudential
Bhatt                     President –                         Equity Dealer      Asset Management
                          Investments                                            Co. Ltd. From June
                                                                                 2004 to Mar 07 as
                                                                                 Associate Vice
                                                                                 President –
                                                                                 Investments

                                                                                 Sushil Finance
                                                                                 Consultants Ltd.
                                                                                 From 1999 to June
                                                                                 2004 as Equity
                                                                                 Dealer/ Strategist

                                                                                 Falcon Brokerage
                                                                                 Private Limited. –
                                                                                 From 1996 to 1999
                                                                                 as Equity Dealer

                                                                                 Sushil Finance
                                                                                 Consultants Ltd.
                                                                                 From 1991 to 1996
                                                                                 as Equity Dealer/
                                                                                 Strategist
Mr.        B.   41        Sr. Vice       B’Com, A.C.A Grad.   Over 13 Years      ICICI Prudential
Ramakrishna               President –    CWA                  of experience in   AMC Ltd. – CFO
                          Finance &                           Corporate          From September 23,
                          Risk                                Planning,          2004 till Mar 07.
                          Management                          Investor
                                                              Relations,         Marico Industries
                                                              Financial          Ltd. As General
                                                              Planning           Manager –
                                                                                 Corporate Finance
                                                                                 from September
                                                                                 1998 to September,
                                                                                 2004.

                                                                                 ITC Agrotech Ltd.
                                                                                 As Commercial
                                                                                 Manager from
                                                                                 February 1993 to
                                                                                 August 1998.




                                                                                               46
Name of the      Age      Designation        Educational     Total No. of    Assignments Held
 Employee      (Years)                      Qualifications   Years of        During the Last 10
                                                             Experience /           Yrs
                                                             Type & Nature
                                                             of Experience
Mr.    Rahul   34        Senior V.P. –   B. Sc.,             10 Years –      ICICI Prudential
Goswami                  Head of         M. B. A.            Fund            Asset Management
                         Fixed                               Management      Co. Ltd. From July
                         Income                              Debt.           6, 2004 till Mar 07
                                                                             as Senior Fund
                                                                             Manager

                                                                             Franklin Templeton
                                                                             Asset Management
                                                                             (I) Pvt. Ltd. From
                                                                             October 2002 to
                                                                             July 2004 as Fund
                                                                             Manager.

                                                                             UTI Bank Ltd.
                                                                             From January 2000
                                                                             to October 2002 to
                                                                             July 2004 as Fund
                                                                             Manager.

                                                                             UTI Bank Ltd.
                                                                             From January 2000
                                                                             to October 2002 as
                                                                             Manager –
                                                                             Investments and
                                                                             Merchant Banking.

                                                                             SMIFS Securities
                                                                             Ltd. From June
                                                                             1998 to January
                                                                             2000 as Senior
                                                                             Dealer – Debt
                                                                             Sales.

                                                                             Khandwala
                                                                             Finances Ltd. From
                                                                             October 1997 to
                                                                             June 1998 as Senior
                                                                             Dealer – Debt
                                                                             Sales.

                                                                             RR Financial
                                                                             Consultants Limited
                                                                             from December
                                                                             1995 to October
                                                                             1997 as Manager –
                                                                             Debt Sales.




                                                                                            47
 Name of the     Age     Designation         Educational       Total No. of          Assignments Held
  Employee     (Years)                      Qualifications     Years of              During the Last 10
                                                               Experience /                 Yrs
                                                               Type & Nature
                                                               of Experience
Mr. S Naren    40        Sr. V.P and     B.Tech – IIT Madras   Over 17 years of     ICICI Prudential
                         Head Equities   PGDM – IIM Calcutta   experience in        AMC Ltd. – Co-Head
                                                               Fund                 – Equities from
                                                               Management,          October, 2004 till
                                                               Equity Research,     Mar 07.
                                                               Operations etc.
                                                                                    Refco Sify Securities
                                                                                    India Pvt. Ltd. as
                                                                                    Head of Research
                                                                                    from November,
                                                                                    2003 to October,
                                                                                    2004

                                                                                    HDFC Securities Ltd.
                                                                                    as Vice President
                                                                                    from September,
                                                                                    2000 to March, 2002
                                                                                    and as Director &
                                                                                    COO from March,
                                                                                    2002 to November,
                                                                                    2003

                                                                                    Yoha Securities as
                                                                                    CEO from December,
                                                                                    1995 to September,
                                                                                    2000
Mr. Anand      31        Vice            B.COM, PGDBA          11 years in          June 2003 to May
Gupta                    President -     from Institute Of     execution, sales     2005 as AVP-
                         Investments     Technology &          trading and sales.   Institutional sales
                                         Management (ITM)                           with Refco-Sify
                                                                                    Securities Ltd.

                                                                                    June 1998 to May
                                                                                    2003 with Birla
                                                                                    Sunlife Securities Ltd
                                                                                    in Sales Trading And
                                                                                    Sales.

                                                                                    Nov. 1993 to May
                                                                                    1998 with Anagram
                                                                                    Securities ltd in
                                                                                    execution and sales
                                                                                    trading.




                                                                                                   48
 Name of the     Age     Designation        Educational     Total No. of         Assignments Held
  Employee     (Years)                     Qualifications   Years of             During the Last 10
                                                            Experience /                Yrs
                                                            Type & Nature
                                                            of Experience
Mr. Prashant   26        Associate     PGDM                 3 Years as Equity   ICICI Prudential
Kothari                  Vice          IIMA                 Analyst and Fund    AMC Limited – Fund
                         President -                        Manager             Manager from
                         Investments                                            September 2004 to
                                                                                Mar 07

                                                                                ICICI Prudential
                                                                                AMC Limited –
                                                                                Equity Analyst from
                                                                                May 2003
Mr. Deven      36        Senior Fund   B.E. (Electronics)   Over all 11         ICICI Prudential
Sangoi                   Manager       M.B.A. (Finance)     years of equity     AMC Limited –
                                                            market              September 2005 as
                                                            experience. (5      Senior Fund
                                                            years of Fund       Manager.
                                                            management
                                                            experience.)        Birla Sun Life AMC
                                                                                Ltd. – From
                                                                                February 2000 to
                                                                                September 2005 as
                                                                                Manager, Assistant
                                                                                Vice President,
                                                                                Fund Manager

                                                                                Alchemy Share and
                                                                                stock Brokers Pvt.
                                                                                Ltd. From June 1994
                                                                                to February 2000 – as
                                                                                Senior Analyst
Mr. Chintan    24        Assistant     M.Com, ACA,          Holding             ICICI Prudential
A. Haria                 Manager –     ICWA                 position as an      AMC October 2005
                         Investments                        Asst. to the        till date.
                                                            Dealer in ICICI
                                                            Prudential Asset
                                                            Management
                                                            Company Ltd.
Mr Pranay      26        Credit        PGDM, Institute of   Over 1 year         ICICI Prudential
Sinha                    Research      Management           experience in       AMC Limited –
                         Analyst       Calcutta (IIMC)      Credit research     Nov 2005 till date
                                                            and credit risk     as Credit Research
                                                            analysis            analyst

                                                                                UTI Bank- June 2005
                                                                                till Oct 2005 in credit
                                                                                risk side.




                                                                                                49
 Name of the     Age     Designation       Educational     Total No. of      Assignments Held
  Employee     (Years)                    Qualifications   Years of          During the Last 10
                                                           Experience /             Yrs
                                                           Type & Nature
                                                           of Experience
Mr. Prashant   26        Research      PGDBM, Indian       More than 1       ICICI Prudential
Poddar                   Analyst       Institute of        years in          AMC Limited –
                                       Management          ICICIPru          Nov 2005 till date
                                       (Lucknow)                             as Research analyst
                                                           5 months in
                                                           AIG               AIG – 5 months as
                                                           (Insurance)       Management
                                                                             Trainee (General
                                                                             Management role)
                                                                             in Insurance

Mr. Munzal     34        Associate     Chartered            6 years in       DSP Merrill Lynch
Shah                     Vice          Accountant           Equity           Ltd - From December
                         President                          Research         2005 till September
                                                            Analyst in the   2006
                                                            mid-cap space
                                                                             Emkay Shares and
                                                                             Stock Brokers Ltd
                                                                             From October 2004
                                                                             till November 2005

                                                                             IDBI Capital Markets
                                                                             Ltd
                                                                             From November
                                                                             2003 till September
                                                                             2004

                                                                             Sushil Finance
                                                                             Consultants Ltd
                                                                             From April 2003 till
                                                                             October 2003

                                                                             Advani Share
                                                                             Brokers Pvt Ltd
                                                                             From July 2002 till
                                                                             March 2003

                                                                             Quest Securities Co
                                                                             Pvt Ltd
                                                                             From October 2000
                                                                             till June 2002




                                                                                            50
 Name of the     Age     Designation       Educational     Total No. of       Assignments Held
  Employee     (Years)                    Qualifications   Years of           During the Last 10
                                                           Experience /              Yrs
                                                           Type & Nature
                                                           of Experience
Mr.            33        Associate     MBA, B.Tech          6 years in        ICICI Prudential
Pushpinder               Vice                               equity research   AMC Limited – Oct
Singh                    President                          and fund          2006 till date as
                                                            management        Associate vice
                                                                              president-
                                                                              Investments.

                                                                              Kotak Mahindra
                                                                              AMC Ltd -Oct 2004
                                                                              to Sept2006 as
                                                                              Associate vice
                                                                              president -funds
                                                                              management.

                                                                              Refco-sify Securities
                                                                              India (P) Ltd - From
                                                                              September 2001 to
                                                                              October 2004 as
                                                                              equity research
                                                                              analyst.

                                                                              Asit C. Mehta
                                                                              Investment
                                                                              Intermediates ltd -
                                                                              from June 2000 to
                                                                              September 2001 as
                                                                              equity research
                                                                              analyst




                                                                                             51
 Name of the     Age     Designation       Educational        Total No. of       Assignments Held
  Employee     (Years)                    Qualifications      Years of           During the Last 10
                                                              Experience /              Yrs
                                                              Type & Nature
                                                              of Experience
Mr. Nimesh     29        Fund          MMS (Finance) from      6 years 5         Fund Manager with
K. Chandan               Manager       Somaiya Institute of    months in the     ICICI Prudential
                                       Mgmt and Research       Indian Capital    Mutual Fund -
                                       (University of          Markets           October 2006 till
                                       Mumbai)                                   date

                                                                                 Jr. Fund Manager
                                                                                 with SBI Mutual
                                                                                 Fund - from February
                                                                                 2006 to September
                                                                                 2006

                                                                                 Asst. Manager
                                                                                 Investments with
                                                                                 Birla Sunlife Mutual
                                                                                 Fund - from
                                                                                 September 2005 to
                                                                                 January 2006

                                                                                 AVP Equity with
                                                                                 Stratcap Securities -
                                                                                 from January 2001 to
                                                                                 September 2005

                                                                                 Executive - Equity
                                                                                 Institutional Desk
                                                                                 with Darashaw and
                                                                                 Co. - from June 2000
                                                                                 to December 2000
Mr. Amit       25        Assistant     B. Tech, PGDM (IIM      2.5 years in      1 year with Thermax
Mehta                    Manager       Ahmedabad)              Engineering
                                                               and Banking       1.5 years with
                                                                                 Citibank
Mr. Anand       32        Senior        PGDBM, Indian          6.5 years in      Fund Manager with
Shah                      Fund          Institute of           equity research   ICICI Prudential
                          Manager       Management             and funds         Mutual Fund -
                                        (Lucknow)              management.       January 2007 till
                                                                                 date

                                                                                 Kotak Mahindra
                                                                                 AMC Limited –
                                                                                 May 2000 to
                                                                                 January 2007 as
                                                                                 Vice President
                                                                                 (funds management,
                                                                                 Equity).

                                                                                 Kirloskar Oil
                                                                                 Engines Ltd -Aug
                                                                                 1996 to July 1998
                                                                                 as (Sr Engg, Maint).


                                                                                                52
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 investments under the Scheme will be managed by the Fund Manager, Mr. S. Naren and Mr Amit
Mehta, their qualifications and experience are as under:


 Scheme Name          Fund Manager                          Qualification             Experience
 ICICI Prudential     Mr. Nilesh Shah                       B.Com, A.C.A, Grad        15 – Fund Management and
 Banking     and                                            C.W.A.                    Portfolio Management
 Financial
 Services Fund


                      Mr. Prashant Poddar                   PGDBM,           Indian   More than 1 years in ICICIPru
                                                            Institute            of
                                                            Management                5 months in AIG
                                                            (Lucknow)                 (Insurance)




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. Anisha Iyer 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, Floor IV, Tower 1, Rayala Towers, 158, Anna Salai,
Chennai - 600 002 (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.




                                                                                                     53
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.
The Custodian will be entitled to remuneration for its services in accordance with the terms of the
Custodian Agreement.




                                                                                                       54
                                                  SECTION II
                                INVESTMENT OBJECTIVES & POLICIES
FUNDAMENTAL ATTRIBUTES OF THE SCHEME


a) Type of the Scheme
     ICICI Prudential Banking and Financial Services Fund
b) Investment Objectives

     ICICI Prudential Banking and Financial Services Fund is an Open-ended equity scheme that seeks to
     generate long-term capital appreciation to unitholders from a portfolio that is invested predominantly
     in equity and equity related securities of companies engaged in banking and financial services
     However, there can be no assurance that the investment objective of the Scheme will be realized
c)   Investment Pattern and investment policies

     The Fund aims to maximize long-term capital appreciation by investing in equity and equity related
     securities of companies engaged in banking and financial services. The Scheme seeks to capture the
     best opportunities that the various sectors related to the Banking and Financial Services present. The
     fund shall adopt a disciplined yet flexible long-term approach to investing with a focus of generating
     long-term capital appreciation.

     The fund manager shall broadly analyze the global and domestic economy, industry trends and
     business cycles. He will invest in companies that benefit from larger industry and sectoral trends, after
     doing bottom-up analysis and due diligence, Quality of management in terms of corporate governance,
     transparency in reporting, commitment to minority shareholders and a certain minimum size of the
     company before considering any company as a prospective investment.

     Investment Strategy

     The fund will follow the bottom-up approach to identify bargain stocks. This will involve intensive
     company visits and research to arrive at an intrinsic value of the company and identifying and
     investing in stocks with promising potential for long-term growth. The stocks may be at any levels of
     market capitalization.

     Banking and Financial Services includes and is not restricted to the following types of companies / industries:
•    Banking Companies
•    Broking Companies
•    Asset Management Companies
•    Wealth Management Companies
•    Insurance Companies
•    Non-Banking Financial Companies (NBFC)
•    Investment Banking Companies
•    Leasing and Finance Companies
•    Term Lending Institutions
•    Any other company engaged in providing banking and financial services.

There will be no restrictions on the level of participation in any of the above types of companies /
industries, except for the Seventh Schedule restrictions as prescribed under the SEBI (Mutual Fund)
Regulations, 1996. These list of companies / industries is only indicative and this could undergo change based on
future reforms and developments. Hence the above list is only an indicative and not an exhaustive list.




                                                                                                                 55
The Fund may also invest in depository receipts including American Depository Receipts (ADRs) and
Global Depository Receipts (GDRs), debt securities convertible into common shares, preference shares and
warrants.

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

1) Equity and equity related securities including convertible bonds and debentures and warrants carrying
   the right to obtain equity shares.

2) 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)

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

4) Debt securities issued by domestic Government agencies and statutory bodies, which may or may not
   carry a Central/State Government guarantee

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

6) Securities issued by banks (both public and private sector) as permitted by SEBI from time to time
   and development financial institutions

7) Money market instruments permitted by SEBI, having maturities of up to one year, or in
   alternative investment for the call money market.

8) Certificate of Deposits (CDs)

9) Commercial Paper (CPs)

10) Indian Securitised Debt.

11) The non-convertible part of convertible securities

12) Any other domestic fixed income securities

13) Derivative instruments like Interest Rate Swaps, Forward Rate Agreements, Stock / Index Futures,
    Stock / Index Options and such other derivative instruments permitted by SEBI.

14) ADRs / GDRs / Foreign Debt Securities as permitted by Reserve Bank of India and Securities and
    Exchange Board of India

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 Offerings (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.




                                                                                                         56
          Under normal circumstances, the asset allocation under the Scheme will be as follows:
2j
          Particular                                               Approximate Allocation         Risk Profile
                                                                       (% of Corpus)$
          Equity & equity related securities # $                  70% to 100%                     Medium to High
          Debt *$                                                 0% to 30%                       Low to Medium

          $     Including derivatives instruments to the extent of 75% of the Net Assets as permitted vide SEBI
                Circular no. DNPD/Cir 29/2005 dated September 14, 2005 and SEBI Circular No. DNPD/Cir-30/2006
     2f         dated January 20, 2006 and SEBI circular No DNPD/Cir-31/2006 dated September 22, 2006. The
                margin money requirement for the purpose of derivative exposure will be as per the SEBI
                Regulations.
          #     Including investment in ADR/GDR up to 50% of allocation to Equity & Equity related securities
                maximum to the extent permitted under SEBI Regulations.
          *     Including 50% in Securitized debt


               The above percentages would be adhered to at the point of investment in a stock. The portfolio would be
               reviewed quarterly to address any deviations from the aforementioned allocations due to market
               changes.

               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 as
               indicated above or for changes due to defensive positioning of the portfolio with a view to protect the
               interest of the unitholders on a temporary basis. 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.


               Investors may note that securities, which endeavour to provide higher returns typically, display higher
               volatility. Accordingly, the investment portfolio of the Scheme would reflect moderate to high volatility
               in its equity and equity related investments and low to moderate volatility in its debt and money market
               investments


          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.




                                                                                                                      57
f)   Terms of the Scheme

     1) Liquidity:
         The Scheme will offer Units for sale and redemption on every Business Day from not later than
         30 days after the close of the New Fund Offer Period
     a)   Redemption of Units:
           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 can be made for any amount of minimum of
          Rs. 500 and multiples of Re.1 thereof. provided minimum balance should not fall below Rs. 5000.
          The Fund reserves the right to 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
          The redemption will be at Applicable NAV based prices, subject to applicable exit load. Please
          refer to “Redemption Price” on page __.
     c)   Payment of Proceeds
          All redemption requests received prior to the cut-off time (please refer to “Payment of Proceeds”
          on Page_____) on any Business Day at the Official Points of Acceptance of Transactions 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____) “Right to Limit Redemptions” and (page_____) “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.
          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________on Page_____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 reject/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.
          The mode of payment may be direct credit/ECS/cheque or any other mode as may be decided by
          AMC in the interest of investors.
          Please refer to Para________ on Page_____ for details of Redemption.


          Listing
          Being the open-ended fund, the Units the Scheme 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.




                                                                                                            58
2.    Fees and Expenses


      a.   New Fund Offer expenses
           In accordance with the provisions of SEBI circular No. SEBI/IMD/CIR No.1/64057/06 dated
           April 4, 2006, no Initial Issue Expenses will be charged to the Scheme.


      b.   Recurring Expenses
            The details of recurring expenses of the Scheme, on an annual basis, have been stated on
            Page __. 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
               2.50%                   2.25%                     2.00%                  1.75%

      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 load will be as under during the New Fund Offer as well as Ongoing basis:

     Entry Load        Retail Option:

                       For investment of Rs.5 crores and above: Nil
                       For investment of less than 5 crs : 2.25%

                       Institutional Option I: Nil
     Exit Load         Retail Option
                       For investment of Rs.5 crores and above: Nil
                       For investment less than Rs. 5 crs and made during the NFO period and
                       redeemed before 6 months from the date of allotment : 1%

                       For investments made after the NFO period: Nil

                       Institutional Option I: Nil

                       Any redemption/switch arising out of excess holding by an investors beyond
                       25% of the net assets of the scheme in the manner envisaged under specified
                       SEBI Circular No. SEBI/IMD/CIR No.10/22701/03 dated 12th December 2003,
                       such redemption / switch will not be subject to exit load.

     The load collected from the Unitholders will be credited to a separate account and will be offset
     against distribution and marketing expenses. Surplus of load, if any, charged over planned             3b
     marketing and distribution expenses to be defrayed will be credited to the Scheme whenever felt
     appropriate by the AMC.
     In terms of SEBI circular No. SEBI/IMD/CIR No. 10/ 112153 /07 December 31, 2007, no entry
     load shall be charged for direct applications received by the Asset Management Company (AMC)
     i.e. applications received through internet, submitted to AMC or collection centre/ Investor Service
     Centre that are not routed through any distributor/agent/broker, for all the Fresh investments /
     Additional purchases under the same folio / Switch- in to a scheme from other schemes, directly
     made by investors, w.e.f January 04, 2008.




                                                                                                       59
     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 that 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 unitholders 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.


f)   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
5c          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)   Securitisation and Portfolio Sale

     The Scheme will seek to invest in securitised debt upto 20% of the net assets of the scheme only
     when the returns from such portfolio are expected to be higher than the other available securities at
     the time of making an investment. In making the decision to invest upto 20% in securitised debt, it
     will be ensured that the ratings, risk profiles and the returns of securitised debt instruments are
     compared with other equivalent eligible debt securities before making an investment decision.

     The Scheme will adhere to the per issuer exposure limits with reference to securitised debt as
     specified under the SEBI Regulations. Also in terms of SEBI Regulations, the issuer of the
     securitised debt would be considered to be the originator of underlying receivables of assets and
     not the Trust/SPV.

     Asset securitisation is a process whereby commercial or consumer credits are packaged and sold in
     the form of financial instruments. A typical process of asset securitisation involves sale of specific
     Receivables to a Special Purpose Vehicle (SPV) set up in the form of a trust or a company. The
     SPV in turn issues financial instruments (e.g., promissory notes, pass through certificates or other
     debt instruments) to investors, such instruments evidencing the beneficial ownership of the
     investors in the Receivables. The financial instruments are rated by an independent credit rating
     agency. An Investor’s Agent is normally appointed for providing trusteeship services for the
     transaction.

     On the recommendation of the credit rating agency, additional credit support (Credit
     Enhancement) may be provided in order that the instrument may receive the desired level of
     rating. Typically the servicing of the Receivables is continued by the seller in the capacity of the
     Servicer. Cash flows, as and when they are received, are passed onto the investors. Features of
     securitisation transactions include:



                                                                                                        60
                  Absolute true sale of assets to an SPV (with defined purposes and activities) in trust for
                  the investors;
                    Reliance by the investors on the performance of the assets for repayment - rather than
                  the credit of the Originator (the seller) or the Issuer (the SPV);
                    Consequent to the above, "Bankruptcy Remoteness" from the Originator;
                  Support for timely payments, inter-alia, in the form of suitable credit enhancements, if
                  required;
                    Securitised debt paper usually achieves a high investment grade credit rating;
                  There is a diversification of economic risks as credit risk is spread over a diversified
                  group of obligors.


Investment strategy for securitised debt
The Scheme 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.

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.

Investment exposure of the Scheme with reference to Securitised Debt:
The Scheme 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 Scheme 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 Scheme 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 Scheme 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.

Position of Debt Market in India
                                                           2k
    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


                                                                                                           61
    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           7.35-7.45%*            High
  GOI                       Treasury Bill                   364 days          7.65-7.75%*            High
  GOI                       Short Dated                     1-3 Yrs           7.80-7.90%**           High
  GOI                       Medium Dated                    3-5 Yrs           7.85-7.95%**           High
  GOI                       Long Dated                      5-10 Yrs          8.15-8.25%**           High
  Corporates                Taxable Bonds (AAA)             1-3 Yrs           9.70-10.2%***          Medium
  Corporates                Taxable Bonds (AAA)             3-5 Yrs           10.1-10.4%***          Low to medium
  Corporates                CPs (P1+)                       3 months          8.2-8.6%*              Medium to High
  Corporates                CPs (P1+)                       1 Yr              9.50-9.90%*            Medium


*Money Market yield
**Semi-annual yield
***Annualized yield

ii) 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




                                                                                                           62
Banking & Financial Services Sector Outlook:

India’s economy is poised to move to a higher growth trajectory. With positive indicators such as a stable
8-9 per cent annual growth, rising foreign exchange reserves, a booming capital market and a rapid rise in
FDI in the last year, India has emerged as the second fastest growing major economy in the world.
The performance of the Banking and Financial Services sector of any nation has a direct correlation to the
performance of the nation’s economy. With the Indian economy growing at 9 per cent, consumption levels
soaring and investment riding high, the Indian banking sector is on an upswing. The Indian Financial
services industry has experienced significant growth in the last few years. There has been a considerable
broadening and deepening of the Indian financial markets due to various financial market reforms
undertaken by the Indian regulators, the introduction of innovative financial instruments in recent years and
the entry of sophisticated domestic and international financial services participants. Sectors such as
banking, asset management and brokerage have been liberalized to allow private sector involvement, which
has contributed to the development and modernization of the financial services sector. This growth is
particularly evident in the non-banking financial services sector, such as brokerage, residential mortgage
and insurance services, where new products and expanding delivery channels have helped these sectors to
achieve high growth rates recently. Financial services accounted for approximately 14% of total GDP in
Fiscal 2007.

Banking
The upsurge in economic activity in India and an under penetrated market provides huge potential for
growth for banks in India. Consumer credit penetration in India is very low. Household gearing in India is
low in absolute terms and relative to other economies (India has a loan /GDP ratio of 46% Vs 145% for
Hong Kong Source :Crisil). Strong economic growth will translate into rising disposable incomes, which
will fuel the demand for consumer credit. Given a low base, India has considerable room to grow. Most
banks now have significant proportion of their businesses covered under core banking solution. With
technology implementation (internet banking), wider distribution network (ATMs) and growing customer
base (rural penetration), Indian banks are well poised to move on to the next level of growth.
The following factors will drive growth of banks hereon:
• Stable interest rate regime with a downward bias. The central bank is faced with the task of balancing
     domestic interest rates and exchange rate. While strong foreign flows are followed by a CRR hike to
     curb liquidity, interest rates are expected to have peaked out.
• Credit growth is expected to remain healthy at 20%+ through FY09
• Deposits to grow at ~21-22% over FY07-10E
• Re-pricing of liabilities and control over NPA’s will differentiate performance
• Rising fee income, operating leverage to boost RoAs
• Capital raising by banks to fund further growth
• Cut in SLR is a key long-term trigger. Control over fiscal deficit & inflation will pave the way for
     lowering of SLR.

The booming banking sector has in turn propelled nine Indian banks, led by HDFC Bank and ICICI
Bank, to the list of top 50 Asian Banks, as per this year's Asian Banker 300 report.


Broking Companies
The Indian equity markets have witnessed a strong rally since 2003 with the benchmark BSE Sensex
crossing the 21,000 mark in December 2007 from 5,200 in September 2004 and 6,600 in January 2005
setting a new historical high. The primary drivers for the record level of activity in the secondary market
have been strong economic growth and growing corporate profitability, leading to increased international
and domestic investor interest.

Growth of volume traded in Secondary Market (NSE)



                                                                                                          63
                                         Year ended March 31
                             Unit        2001    2002   2003        2004     2005     2006      2007
Capital Market
No. of Companies Listed                  785    793         818    909    970    1,069          1,228
Traded Quantity              Million     32,953 27,841      36,407 71,330 79,768 84,448         85,546
Turnover                     Rs. Billion 13,395 5,132       6,180 10,995 11,400 15,696          19,453
Derivatives
Number of contracts          ‘000        91       4,197     16,769 56,887 77,017 157,619 216,884
Turnover                     Rs. Billion 23       1,019     4,399 21,306 25,470 48,242 73,562

Growth of volume traded in Secondary Market (BSE)
                                       Year ended March 31
                           Unit        2005      2006      2007
Capital Market
No. of Companies Listed                4,731     4,781     4,821
Traded Quantity            Million     237       264       346
Turnover                   Rs. Billion 5,187     8,161     9,561

Given the growth of Indian economy remaining robust, the level of activity in equity markets can be
expected to be high leading to increased volumes. One of the beneficiaries of this significant rise in trading
volumes will be broking companies. Consequently, the revenues of these broking firms are expected to be
buoyant.


Asset Management Companies
Growth in the asset management industry in India has been signified by two main factors, the growth in the
retail mutual fund business and the emergence of alternative asset management. From 1963 to 1987, Unit
Trust of India was the only mutual fund operating in the country. From 1987 onwards, several other public
sector mutual funds entered this sector and participation was finally opened up to the private sector in 1993.
The mutual fund industry has experienced considerable growth since the last few years with total assets
under management (AUM) increasing from Rs.1,34,285 crores as of March 31, 2004 to Rs.3,24,794 crores
as of March 31, 2007. The private sector accounts for 80% market share of the total AUM.
Currently, there are no Asset Management Companies in India, which are listed on the stock exchanges but
these companies are soon expected to tap the primary markets. According to valuation received for stakes
sold by some AMCs, the prospects for these businesses looks bright. Markets have started valuing these
businesses as embedded values in their parent company’s market price. Investments in these companies at
the IPO stage and on an ongoing basis are expected to offer opportunities for capital appreciation.

Insurance Companies
The insurance sector in India is regulated by the Insurance Regulatory and Development Authority. In
December 1999, the parliament passed the Insurance Regulatory and Development Authority Act, 1999
that opened the Indian insurance sector to foreign and private investors. Since then, various foreign and
Indian private sector participants have targeted the market potential by providing a range of customized
products. Major foreign insurance companies such as New York Life, Aviva, Tokio Marine, Allianz,
Standard Life, Lombard, AIG and Sun Life, among others, have announced joint ventures in both life and
non-life insurance areas. Currently, there are 32 insurance companies in India, of which 16 are life
insurance companies, 15 are general insurance companies and one is a re-insurance company. Of the 16 life
insurance companies, 15 are in the private sector and one is in the public sector (Life Insurance Corporation
of India). Of the 15 general insurance companies, nine are in the private sector and six (four associates of
the General Insurance Corporation of India and its two subsidiaries, Export Credit Guarantee Corporation
of India and the Agriculture Insurance Company of India) are in the public sector. The sole re-insurance
company, General Insurance Corporation of India, is in the public sector.




                                                                                                           64
Like asset management companies, there are no Insurance Companies in India, which are listed on the
stock exchanges but these companies are soon expected to tap the primary markets. Investments in these
companies at the IPO stage and on an ongoing basis are expected to offer opportunities for capital
appreciation.


There has been considerable broadening and deepening of the Indian financial markets due to various
financial market reforms undertaken by the regulators, the introduction of innovative financial instruments
in recent years and the entry of sophisticated domestic and international players.
Strong economic growth, favorable demographics, increased geographic penetration, growth of small and
medium enterprises and the increasing needs for capital among Indian corporations are expected to
continue to drive India’s financial services industry.

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.

Procedure followed for investment decisions          2n
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 its meetings, reviews the performance of the schemes and general market
   outlook and formulates broad investment strategy.

     The AMC has a team comprising of Twelve (12) Fund Managers.             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 and /or the performance of the schemes of the competition.

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) Under ICICI Prudential Banking and Financial Services Fund the performance of the Scheme will be
   benchmarked with BSE Bankex.

The Trustees may change the benchmark in future if a benchmark better suited to the investment objective
of the scheme is available.

e)     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.




                                                                                                          65
f)   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.

                                       2g
f) Exposure to Derivatives:

The Scheme intends to use derivatives for purposes that may be permitted by SEBI Mutual Fund
Regulations from time to time. Derivatives instruments may take the form of Futures, Options, Swaps or
any other instrument, as may be permitted from time to time. SEBI has vide its Circular DNPD/Cir-
29/2005 dated September 14, 2005 and DNPD/Cir-30/2006 dated January 20, 2006, specified the
guidelines pertaining to trading by Mutual Fund in Exchange trades derivatives and SEBI Circular
DNPD/Cir-31/2006 dated September 22, 2006 Modifying the position limits for Index derivative contracts.
All Derivative positions taken in the portfolio would be guided by the following principles:

     i.          Position limit for the Fund in index options contracts

            a.   The Fund position limit in all index options contracts on a particular underlying index shall be
                 Rs. 500 crore or 15% of the total open interest of the market in index options, whichever is
                 higher per Stock Exchange.

            b.   This limit would be applicable on open positions in all options contracts on a particular
                 underlying index.

     ii.         Position limit for the Fund in index futures contracts:

                 a.   The Fund position limit in all index futures contracts on a particular underlying index
                      shall be Rs. 500 crore or 15% of the total open interest of the market in index futures,
                      whichever is higher, per Stock Exchange.
                 b.   This limit would be applicable on open positions in all futures contracts on a particular
                      underlying index.

     iii.        Additional position limit for hedging

                 In addition to the position limits at point (i) and (ii) above, Fund may take exposure in equity
                 index derivatives subject to the following limits:

            a.   Short positions in index derivatives (short futures, short calls and long puts) shall not exceed
                 (in notional value) the Fund’s holding of stocks.

            b.   Long positions in index derivatives (long futures, long calls and short puts) shall not exceed
                 (in notional value) the Fund’s holding of cash, government securities, T-Bills and similar
                 instruments.

     iv.         Position limit for the Fund for stock based derivative contracts

                 The Fund position limit in a derivative contract on a particular underlying stock, i.e. stock
                 option contracts and stock futures contracts, :-

            a.   For stocks having applicable market wide position limit (MWPL) of Rs. 500 crores or more,
                 the combined futures and options limit shall be 20% of applicable MWPL or Rs. 300 crores,
                 whichever is lower and within which stock futures position cannot exceed 10% of applicable
                 MWPL or Rs. 150 crores, whichever is lower.




                                                                                                              66
         b.   For stocks having applicable market wide position limit (MWPL) less than Rs. 500 crores or
              more, the combined futures and options limit shall be 20% of applicable MWPL and futures
              position cannot exceed 20% of applicable MWPL or Rs. 50 crores, whichever is lower.
         c.   The MWPL and client level position limits however would remain the same as prescribed.

    v.        Position limit for the Scheme

              The position limits for the Scheme and disclosure requirements are as follows–
         a.   For stock option and stock futures contracts, the gross open position across all derivative
              contracts on a particular underlying stock of a scheme of a Fund shall not exceed the higher
              of:
              1% of the free float market capitalisation (in terms of number of shares).
    Or
              5% of the open interest in the derivative contracts on a particular underlying stock (in terms
              of number of contracts).

         b.   This position limit shall be applicable on the combined position in all derivative contracts on
              an underlying stock at a Stock Exchange.

         b.   For index based contracts, the Fund shall disclose the total open interest held by its scheme or
              all schemes put together in a particular underlying index, if such open interest equals to or
              exceeds 15% of the open interest of all derivative contracts on that underlying index.”

The following section describes some of the more common equity derivatives transactions along with
their benefits:

    1.   Basic Structure of a Stock Index Future
         The Stock Index futures are instruments designed to give exposure to the equity markets indices.
         The Stock Exchange, Mumbai (BSE) and The National Stock Exchange (NSE) have recently
         started trading in index futures of 1, 2 and 3 month maturities. The pricing of an index future is the
         function of the underlying index and short term interest rates.

         Example using hypothetical figures:

         1 month S & P CNX NIFTY Future
         Say, Fund buys 1,000 futures contracts, each contract value is 200 times futures index price

         Purchase Date              :         January 7, 2005
         Spot Index                 :         2000.00
         Future Price               :         2010.00
         Say, Date of Expiry        :         January 29, 2005
         Say, Margin                :         10%

         Assuming the exchange imposes total margin of 10%, the Investment Manager will be required to
         provide total margin of approx. Rs.40, 200,000 (i.e.10% * 2010 * 1000 * 200) through eligible
         securities and cash.

         Date of Expiry
         Assuming on the date of expiry, i.e. Jan 29,2005, S&P CNX Nifty Index closes at 2025,the net
         impact will be a profit of Rs 30,00,000 for the fund i.e. (2025–2010)*1000*200

         Futures price              =         Closing spot price = 2025.00
         Profits for the Fund       =         (2025.00–2010.00) * 1000*200 = Rs. 30,00,000

         Please note that the above example is given for illustration purposes only. Some assumptions have
         been made for the sake of simplicity.


                                                                                                            67
          The net impact for the Fund will be in terms of the difference of the closing price of the index and
          cost price. Thus, it is clear from the example that the profit or loss for the Fund will be the
          difference of the closing price (which can be higher or lower than the purchase price) and the
          purchase price. The risks associated with index futures are similar to those associated with equity
          investments. Additional risks could be on account of illiquidity and potential mis–pricing of the
          futures.

2.       Basic Structure of an Equity Option
          An option gives a person the right but does not cast the obligation to buy or sell something. An
          option is a contract between two parties wherein the buyer receives a privilege for which he pays a
          fee (premium) and the seller accepts an obligation for which he receives a fee. The premium is the
          price negotiated and set when the option is bought or sold. A person who buys an option is said to
          be long in the option. A person who sells (or writes) an option is said to be short in the option.

          In India, National Stock Exchange (NSE) became the first exchange to launch trading in options
          on individual securities. Trading in options on individual securities commenced from July 2, 2001.
          Option contracts are American style and cash settled and are currently available on 52 securities
          (as on February 14, 2005) as stipulated by the Securities and Exchange Board of India (SEBI).

          Example using hypothetical figures:
          Market type             :        N
          Instrument Type         :       OPTSTK
          Underlying              :       XYZ Ltd. (XYZ)
          Purchase date           :       February 7, 2005
          Expiry date             :       February 24, 2005
          Option Type             :       Put Option (Purchased)
          Strike Price            :       Rs. 5,750.00
          Spot Price              :       Rs. 5,800.00
          Premium                 :       Rs. 200.00
          Lot Size                :       100
          No. of Contracts      :         50

          Say, the Fund purchases on February 7, 2005, 1 month Put Options on XYZ Ltd. (XYZ) on the
          NSE i.e. put options on 5000 shares (50 contracts of 100 shares each) of XYZ Ltd.

          Date of Exercise
          As these are American style options, they can be exercised on or before the exercise date i.e.
          February 24,2005. If the share price of XYZ Ltd. falls to Rs.5,500 on February 14, 2005 and the
          Investment Manager decides to exercise the option, the net impact will be as follows:

          Premium expense            =        Rs.200 * 50 * 100 = Rs. 10,00,000
          Option Exercised at        =        Rs.5,500
          Profits for the Fund       =        (5,750.00–5,500.00) * 50*100 = Rs. 12,50,000
          Net Profit                 =        Rs. 12,50,000 – Rs. 10,00,000 = Rs. 2,50,000

          In the above example, the Investment Manager hedged the market risk on 5000 shares of XYZ
          Ltd. by purchasing Put Options.


     Please note that the above example is given for illustration purposes only. Some assumptions have been
     made for the sake of simplicity. Certain factors like margins have been ignored. The purchase of Put
     Options does not increase the market risk in the fund as the risk is already in the fund's portfolio on
     account of the underlying asset position (in this example XYZ Ltd. shares). The premium paid for the
     option is treated as an expense and added to the holding cost of the relevant security. Additional risks
     could be on account of illiquidity and potential mis–pricing of the options



                                                                                                           68
The fund will use derivatives instruments for the purpose hedging or portfolio rebalancing or for any
other stock and / or index derivative strategies as allowed under the SEBI regulations.

Example of Hedging using Index Futures
The scheme holds stock at current market price of Rs. 100. To hedge the exposure, the scheme will sell
index futures for Rs. 100.
The stock will make a gain or a loss subject to its relative out-performance or underperformance of the
markets.

Stock A falls by 10% and market index also falls by 10%.
Profit/(Loss) on stock A will be = (Rs. 10)
Profit/(Loss) on Short Nifty futures = Rs. 10
Net Profit/(loss) = Nil

Therefore, hedging allows the scheme to protect against market falls.

However, in case the market index falls by more than 10%, the scheme will make a profit and if the
market falls by less than 10%, the scheme will incur a loss.

Stock A falls by 10% and market index falls by 11%.
Profit/(Loss) on stock A will be = (Rs. 10)
Profit/(Loss) on Short Nifty futures = Rs. 11
Net Profit/(loss) = Re 1

Stock A falls by 10% and market index falls by 9%.
Profit/(Loss) on stock A will be = (Rs. 10)
Profit/(Loss) on Short Nifty futures = Rs. 9
Net Profit/(loss) = (Re. 1)

Please note that the above examples are only for illustration purposes.

 Derivatives Strategy

 The fund manager, under both the plans, will employ a combination of the following strategies apart from
 investments in equity and equity related instruments and short-term debt instruments.
 1.   Index Arbitrage: As the S&P CNX Nifty derives its value from fifty underlying stocks, the underlying
      stocks can be used to create a synthetic index matching the Nifty Index levels. Also, theoretically, the
      fair value of a stock/ index futures is equal to the spot price plus the cost of carry i.e. the interest rate
      prevailing for an equivalent credit risk, in this case is the Clearing Corporation of the NSE.
      Theoretically, therefore, the pricing of Nifty Index futures should be equal to the pricing of the synthetic
      index created by futures on the underlying stocks. However, due to market imperfections, the index
      futures may not exactly correspond to the synthetic index futures. The Nifty Index futures normally
      trades at a discount to the synthetic Index due to large volumes of stock hedging being done using the
      Nifty Index futures giving rise to arbitrage opportunities.
      The fund manager shall aim to capture such arbitrage opportunities by taking long positions in the Nifty
      Index futures and short positions in the synthetic index. The strategy is attractive if this price differential
      (post all costs) is higher than the investor’s cost-of-capital.

      Objective of the Strategy
      The objective of the strategy is to lock-in the arbitrage gains.




                                                                                                            69
         Risks Associated with this Strategy

         Lack of opportunity available in the market.
         The risk of mispricing or improper valuation and the inability of derivatives to correlate perfectly with
         underlying assets, rates and indices.
         Execution Risk: The prices which are seen on the screen need not be the same at which execution will take
         place.


2.   Cash Futures Arbitrage: (Only one way as funds are not allowed to short in the cash market). The Plans
     under the scheme would look for market opportunities between the spot and the futures market. The cash
     futures arbitrage strategy can be employed when the price of the futures exceeds the price of the underlying
     stock.
     The Plans will first buy the stocks in cash market and then sell in the futures market to lock the spread
     known as arbitrage return.
     Buying the stock in cash market and selling the futures results into a hedge where the Plans have locked in a
     spread and is not affected by the price movement of cash market and futures market The arbitrage position
     can be continued till expiry of the future contracts. The future contracts are settled based on the last half an
     hour’s weighted average trade of the cash market. Thus there is a convergence between the cash market and
     the futures market on expiry. This convergence helps the Plans under the Scheme to generate the arbitrage
     return locked in earlier. However, the position could even be closed earlier in case the price differential is
     realized before expiry or better opportunities are available in other stocks The strategy is attractive if this
     price differential (post all costs) is higher than the investor’s cost-of-capital.
     Objective of the Strategy
     The objective of the strategy is to lock-in the arbitrage gains.
     Risk Associated with this Strategy
      Lack of opportunity available in the market.
      The risk of mispricing or improper valuation and the inability of derivatives to correlate perfectly with underlying
      assets, rates and indices.
      Execution Risk: The prices which are seen on the screen need not be the same at which execution will take place
3.   Hedging and alpha strategy: The fund will use exchange-traded derivatives to hedge the equity portfolio.
     The hedging could be either partial or complete depending upon the fund managers’ perception of the
     markets. The fund manager shall either use index futures and options or stock futures and options to hedge
     the stocks in the portfolio. The fund will seek to generate alpha by superior stock selection and removing
     market risks by selling appropriate index. For example, one can seek to generate positive alpha by buying an
     IT stock and selling CNXIT Index future or a bank stock and selling Bank Index futures or buying a stock
     and selling the Nifty Index
     Objective of the Strategy
     The objective of the strategy is to generate alpha by superior stock selection and removing market risks by
     hedging with appropriate index.
     Risk Associated with this Strategy
      The stock selection under this strategy may under-perform the market and generate a negative alpha.
      The risk of mispricing or improper valuation and the inability of derivatives to correlate perfectly with underlying
      assets, rates and indices.
      Execution Risk: The prices which are seen on the screen need not be the same at which execution will take place
4.   Covered Call Strategy: The fund manager shall use the covered call strategy by writing call options against
     an equivalent long position in the underlying security thereby locking in the returns instead of keeping the
     position open. This strategy allows fund managers to earn premium income in addition to returns locked in
     from the long underlying.
     Objective of the Strategy
     The objective of the strategy is to earn the option premium.



                                                                                                            70
     Risk Associated with this Strategy
      The underlying security may fall by more than the option premium earned, thereby exposing the strategy to
      downside risks.
      The risk of mispricing or improper valuation and the inability of derivatives to correlate perfectly with underlying
      assets, rates and indices.
      Execution Risk: The prices which are seen on the screen need not be the same at which execution will take place.
5.   Covered Put Strategy: If the Fund Manager has a bearish view on a stock /index, he may write put option
     on that stock/index with an equivalent short position in the futures of the underlying; thus earning the
     premium income.
     Objective of the Strategy
     The objective of the strategy is to earn the option premium.
     Risk Associated with this Strategy
      The underlying security may rise by more than the option premium earned, thereby exposing the strategy to
      downside risks.
      The risk of mispricing or improper valuation and the inability of derivatives to correlate perfectly with underlying
      assets, rates and indices.
      Execution Risk: The prices which are seen on the screen need not be the same at which execution will take place.
6.   Other Derivative Strategies: As allowed under the SEBI guidelines on derivatives, the fund manager will
     employ various other stock and index derivative strategies by buying or selling stock/index futures and/or
     options.
     Objective of the Strategy
     The objective of the strategy is to earn low volatility consistent returns.
     Risk Associated with this Strategy
      The risk of mispricing or improper valuation and the inability of derivatives to correlate perfectly with underlying
      assets, rates and indices.
      Execution Risk: The prices which are seen on the screen need not be the same at which execution will take place.


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.

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

l)    Investment Restrictions for the Scheme              2c, 14
 Pursuant to the Regulations and amendments thereto, the following investment restrictions are presently
applicable

     1) 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



                                                                                                          71
            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. With respect to investments in securitized
            debt (mortgage backed securities/asset backed securities), issuer would be considered to be the
            originator of underlying receivables of assets such as mortgage backed securities / asset backed
            securities / collaterialised debt obligations etc. in which the scheme/plan has invested and not the
            Trust/SPV. . However, as per SEBI Circular no. SEBI/IMD/CIR No.6/63715/06, the investments
            made in securitised debt (mortgage backed securities/asset backed securities) restrictions at the
            originator level would not be applicable.
       2) 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.
2l          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.

       3)   The Fund under all its schemes shall not own more than 10% of any company’s paid up capital
            carrying voting rights.
       4)   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.
       5) 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
 2d       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.
       6) 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.
       7) The Fund may buy and sell securities on the basis of deliveries and shall in all cases of purchases,
          take delivery 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. Provided that mutual funds
          shall enter into derivatives transactions in a recognised stock exchange for the purpose of hedging
          and portfolio balancing, in accordance with the guidelines issued by SEBI.
       8) The moneys collected under any scheme of a mutual fund shall be invested only in transferable
          securities in the money market or in the capital market or in privately placed debentures or
          securitised debts.
       10) No loans for any purpose can be advanced by the Scheme.
      11) The Fund may lend securities in accordance with stock lending scheme of SEBI.

      12) In case of sector/industry specific scheme, the upper ceiling on investments may be in accordance
          with the weightage of the scrips in the representative sectoral index/sub index as disclosed in the
          offer document or 10% of the NAV of the scheme whichever is higher.




                                                                                                              72
     13) No mutual fund scheme shall make any investments in;
         a)         any unlisted security of an associate or group company of the sponsor; or
2e
         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.
     14) No mutual fund scheme shall invest more than 10% of its NAV in equity shares of any one
         company.
15) The Fund shall not borrow except to meet temporary liquidity needs of the Fund for the purpose of
    repurchase/ redemption of units or payment of interest and dividend to the 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.

     16) In accordance with SEBI Circular no SEBI/IMD/CIR No. 1/91171/07 dated 16th April 2007 and
         SEBI/IMD/CIR No. 8 / 107311 /07 October 26, 2007, following guidelines shall be followed for
         parking of funds in short term deposits of Scheduled commercial Banks pending deployment
               i.       “Short Term” for such parking of funds by mutual funds shall be treated as a period not
                        exceeding 91 days and the tenure of term deposits placed as margin for trading in
                        derivatives shall not exceed 182 days.
              ii.       Such short-term deposits shall be held in the name of the concerned scheme.
           iii.         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.
           iv.          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.
           v.           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.
          vi.           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.
          vii.         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.
          viii.         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.
      17) 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.
      18) 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



                                                                                                                73
              dematerialised form.




m) 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.
                                                14
n) 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 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. However the asset management company will select the appropriate stock
                  exchange and the reasons for the selection should be recorded in writing.

     (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 Equity/Equity Related Securities:
             "When trading in an equity/equity related security (such as convertible debentures, equity warrants,
              etc.) in a month is both less than Rs. 5 lacs and the total volume is less than 50,000 shares, it shall
              be considered as a thinly traded security and valued accordingly".



                                                                                                                  74
         For example, if the volume of trade is 100,000 and value is Rs. 400,000, the share does not qualify
          as thinly traded. Also if the volume traded is 40,000, but the value of trades is Rs. 600,000, the
          share does not qualify as thinly traded.


         In order to determine whether a security is thinly traded or not, the volumes traded in all
          recognised stock exchanges in India may be taken into account.

     (ii) 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.
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) Non-traded / thinly traded equity securities:

(a) Based on the latest available Balance Sheet, net worth shall be calculated as follows:

(b) Net Worth per share = [share capital + reserves (excluding revaluation reserves) – Misc. expenditure
    and Debit Balance in P&L A/c] Divided by number of Paid up Shares.

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

(d) The value as per the net worth value per share and the capital earning value calculated as above shall
    be averaged and further discounted by 10% for ill-liquidity so as to arrive at the fair value per share.

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

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

(g) In case an individual security accounts for more than 5% of the total assets of the scheme, an
    independent valuer shall be appointed for the valuation of the said security.

      To determine if a security accounts for more than 5% of the total assets of the scheme, it should be
     valued by the procedure above and the proportion which it bears to the total net assets of the scheme to
     which it belongs would be compared on the date of valuation.




                                                                                                          75
(ii)(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).

ii)(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.

     •      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.

Valuation of Unlisted Equity Shares:
Unlisted equity shares of a company shall be valued "in good faith" on the basis of the valuation principles
laid down below:

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

            i.    Net worth per share = [share capital plus free reserves (excluding revaluation reserves)
                  minus Miscellaneous expenditure not written off or deferred revenue expenditure,
                  intangible assets and accumulated losses] divided by Number of Paid up Shares.

           ii.    After taking into account the outstanding warrants and options, Net worth per share shall
                  again be calculated and shall be = [share capital plus consideration on exercise of
                  Option/Warrants received/receivable by the Company plus free reserves(excluding
                  revaluation reserves) minus Miscellaneous expenditure not written off or deferred
                  revenue expenditure, intangible assets and accumulated losses] divided by {Number of
                  Paid up Shares plus Number of Shares that would be obtained on conversion/exercise of
                  Outstanding Warrants and Options}
                  The lower of (i) and (ii) above shall be used for calculation of net worth per share and for
                  further calculation in (c) below.

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



                                                                                                           76
                  (c) The value as per the net worth value per share and the capital earning value calculated
                  as above shall be averaged and further discounted by 15% for illiquidity so as to arrive at
                  the fair value per share.

         The above methodology for valuation shall be subject to the following conditions:
   i.    All calculations as aforesaid shall be based on audited accounts.

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

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

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

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

 vi.     At the discretion of the AMC and with the approval of the trustees, an unlisted equity share may
         be valued at a price lower than the value derived using the aforesaid methodology.

Valuation of securities with Put/Call Options
The option embedded securities would be valued as follows:

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.

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.

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.

(i) Government securities.
    Government securities will be valued at yield to maturity based on the prevailing market rate
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.


                                                                                                            77
 (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.
v) Value of “Rights” entitlement
    a)   Until they are traded, the value of the “rights” entitlement would be calculated as:
         Vr = n/m x (Pex – Pof)
         where
         Vr = Value of rights
         n = no. of rights Offered
         m = no. of original shares held
         Pex = Ex-Rights price
         Pof = Rights Offer price

    b) Where the rights are not traded pari-passu with the existing shares, suitable adjustments would be
       made to the value of rights. Where it is decided not to subscribe for the rights but to renounce
       them and renunciations are being traded, the rights would be valued at the renunciation value.
vi) 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%.
vii) Changes in securities and in number of units :
    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 1%.
    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.
viii) 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


                                                                                                             78
     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.


o) Accounting Policies & Standards              14

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

a)   The AMC, for each Scheme, shall keep and maintain proper books of account, records and documents,
     so as to 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)   Dividend income earned by the Scheme shall be recognized, not on the date the dividend is declared,
     but on the date the share is quoted on an ex-dividend basis. For investments, which are not quoted on
     the stock exchange, dividend income would be recognized on the date of declaration of dividend.
d) In respect of all interest-bearing investments, income shall be accrued on a day to day basis as it is
   earned. Therefore, when such investments are purchased, interest paid for the period from the last
   interest due date up to the date 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.
e)   In determining the holding cost of investments and the gains or loss on sale of investments, the
     “average cost” method shall be followed for each security.
f)   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.
g) Bonus shares to which the Scheme becomes entitled shall be recognized only when the original shares
   on which the bonus entitlement accrues are traded on the stock exchange on an ex-bonus basis.
   Similarly, rights entitlements shall be recognized only when the original shares on which the right
   entitlement accrues are traded on the stock exchange on an ex-right basis.
h) 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.
i)   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 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.


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j)   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.
k) 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.
l)   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.
m) 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.
Guidelines For Identification and Provisioning for Non Performing Assets (Debt Securities) For
Mutual Funds

(A) Definition of a Non Performing Asset (NPA)
    An ‘asset’ shall be classified as non performing, if the interest and/or principal amount have not been
    received or remained outstanding for one quarter from the day such income / instalment has fallen due.
(B) Effective date for classification and provisioning of NPAs
    The definition of NPA may be applied after a quarter past due date of the interest. For e.g. if the due
    date for interest is 30.06.2002, it will be classified as NPA from 01.10.2002.
(C) Treatment of income accrued on the NPA and further accruals
    After the expiry of the 1st quarter from the date the income has fallen due, there will be no further
    interest accrual on the asset i.e. if the due date for interest falls on 30.06.2002 and if the interest is not
    received, accrual will continue till 30.09.2002 after which there will be no further accrual of income. In
    short, taking the above example, from the beginning of the 2nd quarter there will be no further accrual
    on income.
    On classification of the asset as NPA from a quarter past due date of interest, all interest accrued and
    recognized in the books of accounts of the Fund till the date, should be provided for. For e.g. if interest
    income falls due on 30.06.2002, accrual will continue till 30.09.2002 even if the income as on
    30.06.2002 has not been received. Further, no accrual will be done from 01.10.2002 onwards. Full
    provision will also be made for interest accrued and outstanding as on 30.06.2002.

(D) Provision for NPAs – Debt Securities
     Both secured and unsecured investments once they are recognized as NPAs call for provisioning in the
     same manner and where these are related to close ended scheme the phasing would be such that to
     ensure full provisioning prior to the closure of the scheme or the scheduled phasing which ever is
     earlier.
     The value of the asset must be provided in the following manner or earlier at the discretion of the fund.
     Fund will not have discretion to extend the period of provisioning. The provisioning against the
     principal amount or instalments should be made at the following rates irrespective of whether the
     principal is due for repayment or not.
     • 10% of the book value of the asset should be provided for after 6 months past due date of interest
         i.e. 3 months form the date of classification of the asset as NPA.
     • 20% of the book value of the asset should be provided for after 9 months past due date of interest
         i.e. 6 months from the date of classification of the asset as NPA.




                                                                                                               80
    •    Another 20% of the book value of the assets should be provided for after 12 months past due date
         of interest i.e. 9 months form the date of classification of the asset as NPA.
    •    Another 25% of the book value of the assets should be provided for after 15 months past due date
         of interest i.e. 12 months from the date of classification of the asset as NPA.
    •    The balance 25% of the book value of the asset should be provided for after 18 months past due
         date of the interest i.e. 15 months form the date of classification of the assets as NPA.

    Book value for the purpose of provisioning for NPAs shall be taken as a value determined as per the
    prescribed valuation method.

(E) Reclassification of assets
    Upon reclassification of assets as ‘performing assets’:
    1. In case a company has fully cleared all the arrears of interest, the interest provisions can be written
         back in full.
    2. The asset will be reclassified as performing on clearance of all interest arrears and if the debt is
         regularly serviced over the next two quarters.
    3. In case the company has fully cleared all the arrears of interest, the interest not credited on accrual
         basis would be credited at the time of receipt.
    4. The provision made for the principal amount can be written back in the following manner:-
         • 100% of the asset provided for in the books will be written back at the end of the 2nd quarter
              where the provision of principal was made due to the interest defaults only.
         • 50% of the asset provided for in the books will be written back at the end of the 2nd quarter
              and 25% after every subsequent quarter where both instalments and interest were in default
              earlier.
    5. An asset is reclassified, as 'standard asset' only when both overdue interest and overdue
         instalments are paid in full and there is satisfactory performance for a subsequent period of 6
         months.
(F) Receipt of past dues
    When the fund has received income/principal amount after their classifications as NPAs;
    For the next 2 quarters, income should be recognized on cash basis and thereafter on accrual basis. The
    asset will be continued to be classified as NPA for these two quarters.
    During this period of two quarters although the asset is classified as NPA no provision needs to be
    made for the principal if the same is not due and outstanding
    If part payment is received towards principal, the asset continues to be classified as NPA and
    provisions are continued as per the norms set at (D) above. Any excess provision will be written back.

    Some of the investments made by mutual funds may become non-performing (NPAs) or illiquid at the
    time of maturity/closure of schemes. In due course of time, these NPAs and illiquid securities may be
    realised by the mutual funds i.e. after the winding up of the schemes.
    Such amount would be distributed, if it is substantial and is realised within two years, to the old
    investors. In case the amount is not substantial or it is realised after two years, it may be transferred to
    the Investor Education Fund maintained by each mutual fund as specified in SEBI circular
    MFD/CIR/9/120/2000 dated November 24, 2000. The decision as to the determination of substantial
    amount shall be taken by the trustees of mutual funds after considering the relevant factors.

(G) Classification of Deep Discount Bonds as NPAs
    Investments in Deep Discount Bonds can be classified as NPAs, if any two of the following conditions
    are satisfied:
    • If the rating of the Bond comes down to grade ‘BB’ or below.
    • If the company is defaulting in their commitments in respect of other assets, if available.
    • Full Net worth erosion.
    Provision should be made as per the norms set at (D) above as soon as the asset is classified as NPA.

    Full provision can be made if the rating comes down to grade ‘D’




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(H) Reschedulement of an asset
    In case any company defaults either interest or principal amount and the fund has accepted a
    Reschedulement of the schedule of payments, then the following practice may be adhered to:
      (i) In case it is a first Reschedulement and only interest is in default, the status of the asset namely,
      ‘NPA’ may be continued and existing provisions should not be written back. This practice should
      be continued for two quarters of regular servicing of the debt. Thereafter, this be classified as
      ‘performing asset’ and the interest provided may be written back.

      (ii) If the Reschedulement is done due to default in interest and principal amount, the asset should
      be continued as non-performing for a period of 4 quarters, even though the asset is continued to be
      serviced during these 4 quarters regularly. Thereafter, this can be classified as ‘performing asset’
      and all the interest provided till such date should be written back.

      (iii) If the Reschedulement is done for a second/third time or thereafter, the characteristic of NPA
      should be continued for eight quarters of regular servicing of the debt. The provision should be
      written back only after it is reclassified as ‘performing asset’.
(I)     Disclosure in the Half Yearly Portfolio Reports
        The mutual funds shall make scripwise disclosures of NPAs on half yearly basis along with the half
        yearly portfolio disclosure.
        The total amount of provisions made against the NPAs shall be disclosed in addition to the total
        quantum of NPAs and their proportion of the assets of the mutual fund scheme. In the list of
        investments an asterisk mark shall be given against such investments, which are recognized as
        NPAs. Where the date of redemption of an investment has lapsed, the amount not redeemed shall be
        shown as ‘Sundry Debtors’ and not investment provided that where an investment is redeemable by
        installments that will be shown as an investment until all installments have become overdue.




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                                               SECTION III
                                   UNITS & THE NEW FUND OFFER
GENERAL INFORMATION

a) Minimum Subscription Amount

     The scheme seeks to raise a minimum subscription of Rs. 1 Crore during the New Fund Offer Period.
     There is no maximum amount in respect of the Scheme either during the New Fund Offer Period or on
     ongoing basis.

b) New Fund Offer Price
    The corpus of 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.


b) Minimum Amount for Application

      Minimum application         Retail Option                       Rs.5000 (plus in multiple of Re.1).
      amount                      Institutional Option I              Rs. 10,00 00 000 /- (plus in multiple of
                                                                      Re.1)
      Minimum additional          Retail Option                       Rs. 1000/-
      amount                                                          (plus in multiple of Re.1).
                                  Institutional Option I              Rs. 10,000
                                                                       (plus in multiple of Re.1)

c)   New Fund Offer Expenses: In accordance with the provisions of SEBI Circular no. SEBI/IMD/CIR
     No.1/64057/06 dated April 04, 2006, no New Fund Offer Expenses will be charged to the Scheme

     As per Guidelines issued by SEBI, Open ended scheme should meet the sales, marketing and other
     expenses connected with sales and distribution of schemes from the entry load and not through initial
     issue expenses. In case of ICICI Prudential Banking & Financial Services Fund no New Fund Offer
     Expenses will be charged to the Scheme.
c) Options offered under the Scheme

      Investors under the ICICI Prudential Banking and Financial Services Fund have a choice of a Retail
      Option and an Institutional Option I. Only growth sub - option is available under Institutional Option
      .I The Retail Option has two sub options namely Growth & Divided with payout and Dividend
      reinvestment facility and if the investors fails to specify the sub-options under the Retail Option then
      Dividend Reinvestment shall be default sub – option. If any investor fails to specify options under the
      scheme then the Retail Option with Dividend reinvestment facility will be default option.
      Both the Options under the Scheme will have the same portfolio. The Trustees may at their discretion
      add one or more additional options/sub-options under the Scheme.

     The investors opting for Dividend Sub Option may choose to reinvest the dividend to be received by
     them in additional Units of the Scheme. Under this provision, the dividend due and payable to the
     Unitholders will be compulsorily and without any further act by the Unitholders reinvested in the
     Scheme. The dividends so reinvested shall be constructive payment of dividends to the Unitholders
     and constructive receipt of the same amount from each Unitholder for reinvestment in Units.
     On reinvestment of dividends, the number of units to the credit of Unitholder will increase to the extent
     of the dividend reinvested divided by the NAV applicable as explained above. There shall, however, be
     no entry load on the dividends so reinvested.



                                                                                                           83
     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 Trustees reserve right to introduce any other option(s)/sub-option(s) under the Scheme at a later
     date, by providing a notice to the investors on the AMC’s website and by issuing a press release, prior
     to introduction of such option(s)/ sub-option(s).

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) Systematic Investment Plan (SIP)

     Systematic Investment Plan is only available under Retail Option of the Scheme. The Unitholders of
     the Scheme can benefit by investing specific Rupee amounts periodically, for a continuous period.
     The SIP allows the investors to invest a fixed equal amount of Rupees subject to minimum of Rs.
     1,000/-. and multiples of Re. 1 every month for purchasing additional Units of the Scheme at NAV
     based prices. Investors can enroll themselves for SIP in the Scheme by ticking appropriate box on the
     application form or by subsequently making a written request to that effect to the Registrar.

     The Unitholders opting for SIP may begin their investment with minimum amount of Rs.1,000/- in the
     Scheme, subject to the offering of the Units for Purchase after the New Fund Offer Period as stated in
     “Purchase of Units after the New Fund Offer Period” at page___. The Unitholders who wish to opt for
     SIP can start his /her investments with a minimum of Rs.1,000 or multiples of Re.1 thereof plus 5 post
     dated cheques for a minimum of Rs. 1000, for a block of 5 months in advance. The cheques should be
     dated 1st or 7th or 10th or 15th or 25th of the respective months. Investors can subscribe through SIP by
     using Auto Debit/Standing Instruction facilities offered by the Banks. An entry load of 2.25 % will be
     charged on the SIP amount invested into the Scheme. However, the amount so invested into the
     Scheme will have an exit load equivalent to 1% if the units are redeemed before 6 months

     The cheques/Standing Instructions should be in favour of “ICICI Prudential Banking & Financial
     Services Fund” and crossed “Account Payee Only”, and the cheques must be payable at the centre
     where the applications are submitted to the Customer Service Centre. Units will be allotted for the
     amount net of the bank charges, if any. On receipt of the post-dated cheques, the Registrar/AMC will
     send a letter to the Unitholder confirming that his/her name has been included in the Systematic
     Investment Plan. The cheques will be presented on the dates mentioned on the cheque and Units will
     be allotted accordingly. Within 3 Business Days of such allotment, a fresh Account Statement /
     Transaction Confirmation will be mailed to the Unitholder, indicating the new balance to his/her credit
     in the Account. An investor will have the right to discontinue the Systematic Investment Plan, subject
     to giving 14 day(s) prior notice to the Registrar/AMC.

d) Systematic Withdrawal Plan (SWP)

     Systematic Withdrawal Plan (SWP) is only available under Retail Option of the Scheme. Unitholders
     of the Scheme have the benefit of enrolling themselves in the Systematic Withdrawal Plan. The SWP
     allows the Unitholder to withdraw a specified sum of money each month from his investments in the
     Scheme. SWP is ideal for investors seeking a regular inflow of funds for their needs. It is also ideally
     suited to retirees or individuals who wish to invest lump-sum and withdraw from the investment over a
     period of time. The minimum amount, which the Unitholder can withdraw, is Rs.500 and in multiples
     of Re. 1. The Unitholder may avail of this facility by sending a written request to the Registrar. This




                                                                                                              84
     facility will be available starting from not later than 31st day after the close of the New Fund Offer
     Period.

     The amount thus withdrawn by Redemption will be equated into Units at Applicable NAV based
     prices and the number of Units so arrived at will be subtracted from the Units balance to the credit of
     that Unitholder. 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.

     Unitholders may change the amount indicated in the SWP, subject to a minimum amount of Rs.500
     and in multiples of Re. 1. The SWP may be terminated on a written notice by a Unitholder of the
     Scheme and it will terminate automatically if all Units are liquidated or withdrawn from the account or
     upon the Funds receipt of notification of death or incapacity of the Unitholder.

k) Systematic Transfer Plan (STP)


     Systematic Transfer Plan (STP) is only available under Retail Option of the Scheme. Systematic
     Transfer Plan (STP) is an option wherein Unit holders of designated open-ended debt schemes can opt
     to transfer a fixed amount at regular intervals and provide standing instructions to the AMC to switch
     the same into the scheme. The amount transferred under STP from Source scheme to the Scheme shall
     be done by redeeming Units of Source scheme at Applicable NAV, subject to exit load, if any; and
     subscribing to the Units of the Scheme at Applicable NAV as on specified date of a month or a quarter.
     In case these dates fall on a holiday or book closure period, the next Business Day will be considered
     for this purpose. STP will be automatically terminated if all Units are liquidated or withdrawn from
     the Source scheme or pledged or upon receipt of intimation of death of the Unit holder. Further STP
     would not be applicable in case of insufficient balance under the Source Scheme.
     The provision of “Minimum Redemption Amount” specified in the offer document(s) of the respective
     Designated Source schemes and “Minimum Application Amount” applicable to the Scheme as
     specified in this document on page ____ will not be applicable for Systematic Transfer Plan.

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


j)   How to Switch

     Unit holders of the existing schemes of ICICI Prudential Mutual Fund have the right to switch their
     units/ investments to the ICICI Prudential Banking and Financial Services Fund during the New Fund
     Offer period as well.

     For switch-in requests received during the New Fund Offer Period (NFO) of the Scheme, the switch-
     outs requests from the Source scheme will be effected based on the applicable NAV of the Source
     scheme and the available units as on the last day of the NFO. Whereas the switch-in requests under the
     Scheme will be processed on the date of the allotment of the Units in case of switches received during
     the New Fund Offer Period. AMC shall not be liable for losses incurred, if any, by the investor due to
     the time lag between switch-outs happening on the last day of NFO and the Switch-in into the Scheme
     to be processed on the Allotment date.

     On an on-going basis the Unitholders will have the option to switch all or part of their investment from
     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.

     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



                                                                                                          85
switch is sought. Such instructions may be provided in writing and lodging the same on any Business
Day at any of the Customer Service Centers. An Account Statement reflecting the new holdings is
proposed to be despatched to the Unitholders within 3 Business Days of completion of switch
transaction except in case of switch transactions during the New Fund Offer Period of the Scheme.

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 Switch In from any existing schemes into the ICICI Prudential Banking and Financial Services
Fund will be subject to an entry load as mentioned in the offer document.

Unitholders of the existing schemes intending to switch in during the NFO are requested to fill in fresh
application form of this Scheme.

For switches on an ongoing basis, 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.

j)   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):

Under Retail option
•    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.
Under Institutional Option I: - Non individual investors using specified institutional application form
evidencing presence of underlying investors who are making direct investments in the scheme.



                                                                                                     86
     •     Any other category of investor who may be notified by Trustees from time to time by display on
           the website of the AMC.


l)   How to apply?

i)   New Fund Offer

     Application Forms will be available at the collecting bank branches, Brokers, 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 before the closure of the banking hours, at locations
     mentioned in the Application Form.

     Kindly retain the acknowledgement slip initialed / stamped by the collecting agency.

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
     Banking and Financial Services Fund”, and must be crossed “Account Payee Only”. Payments by
     of cash will not be accepted.

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

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

The AMC will reimburse demand draft charges subject to maximum of Rs. 50,000/- per transaction for
purchase of units by investors residing at location where the AMC Customer Service Centers/ Collection
Centers are not located as per the table below:


         Amount of investment                             Rate of Charges of Demand Draft(s)
         Upto Rs. 10,000/-                                At actuals, subject to a maximum of Rs. 50/-
         Above Rs. 10,000/-                               Rs. 3/- per Rs. 1,000/-
         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.



                                                                                                          87
    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 rupee draft 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.
    The Rupee Draft in case of NRI and FII investments should drawn in favor of – “ICICI Prudential
    Banking and Financial Services Fund– NRI/FII A/c”

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 Banking and Financial
    Services Fund– NRI /FII A/C” and crossed “Account Payee Only”. In case Indian Rupee drafts are



                                                                                                            88
    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 where the Application Form is accepted.

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. In case the necessary details are not provided,
    then the prevalent provision of the SEBI Regulations shall apply.

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/Trust Deed/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

    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.
vii) 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


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     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.

                                20
viii) 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.

q) 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.

r)   Account Statements         5h

     An Account Statement will be sent by ordinary post to each Unitholder, stating the number of Units
     allotted, not later than 30 days from the close of New Fund Offer Period. Where the prior consent of
     the Unitholder is obtained, the account statement will be sent by e-mail only.. 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.

     In accordance with SEBI Circular No. IMD/CIR/12/80083/2006 dated November 20, 2006 the Fund
     may, dispatch the statement of accounts to the unit holders under SIP/STP/SWP once every quarter
     ending March, June, September and December within 10 working days of the end of the respective
     quarter. However, the first account statement under SIP/STP/SWP shall be issued within 10 working
     days of the initial investment.

     In case of specific request received from investors, the Fund shall provide the account statement to the
     investors within 5 working days from the receipt of such request without any charges. Further, soft
     copy of the account statement shall be mailed to the investors under SIP/STP/SWP to their e-mail
     address on a monthly basis, if so mandated.

     The Fund shall provide the account statements to the unit holders who have not transacted during the



                                                                                                              90
     last six months prior to the date of generation of account statements. The account statements may be
     generated and issued along with the Portfolio Statement or Annual Report of the scheme. Further, soft
     copy of the account statements shall be mailed to the investors’ e-mail address, instead of physical
     statement, if so mandated

s)   Refunds

     In accordance with the Regulations, if the Scheme fails to collect the minimum subscription amount
     specified on Page __, 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 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
9    account numbers in their applications for purchase or Redemption of Units. Further any
     application without the mandatory details such as the bank mandate are liable to be rejected.

     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 reject/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.

t)   Redemption of Units

     The Units can be redeemed (i.e. sold back to the Fund), at the Applicable NAV (hereinafter defined),
     subject to adjustment of exit load, if applicable, 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.
     The Fund reserves the right to close a Unitholder’s account if the balance falls below Rs. 5000 and the
     investors fails to invest sufficient funds to bring the value of the account up to Rs. 5000 within 30
     days, after a written intimation in this regard is sent to the Unitholders.

     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).




                                                                                                           91
         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
         that 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 unitholders 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. The load collected from the Unitholders under each Plan will be credited
         to a separate account in the respective Plan accounts and will be offset against distribution and
         marketing expenses. Surplus of load, if any, charged over planned marketing and distribution
         expenses to be defrayed will be credited to the respective Plans whenever felt appropriate by the AMC.

         Investors may note that the Trustee has a right to prescribe or modify the load structure with
         prospective effect and to introduce an entry load or a combination of entry and exit loads or a
         differential load structure based on the tenor and the amount of investment, subject to the Regulations.

         The Fund shall ensure that the Redemption Price is not lower than 93% of the NAV and the Purchase
4b       Price is not higher than 107% of the NAV, provided that the difference between the Redemption Price
         and Purchase Price of the Units shall not exceed the permissible limit of 7% of the Purchase Price, as
         provided for under the Regulations.

     ii) Applicable NAV
         i. Purchases including switch ins: In respect of valid applications received upto the cut-off time,
         by the Mutual 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.
         ii. 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.
         iii. Cut-off time for redemption: 3.00 p.m.

     iii) Cooling-off period for web based transactions:
          For all web-based transactions under the schemes of ICICI Prudential Mutual Fund, entered through
          the website of the fund viz. www.pruicici.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 at par, 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 investors.

     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




                                                                                                              92
    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 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 ___ ‘Right to Limit Redemption’ and page ____
   ‘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 Customer Service Centres, in
    case of a redemption request being sent by post.

    The Fund will, under normal circumstances, endeavor to dispatch redemption cheques within T+10
    Business Days from the date of acceptance of the redemption request at any of the Customer Service
    Centers. The mode of payment may be direct credit/ECS/cheque or any other mode as may be decided
    by AMC in the interest of investors.

    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 as indicated in the
    original Application Form. 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. 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.
    As per the directives issued by SEBI, it is mandatory for applicants to mention their bank
9   account numbers in their applications for purchase or redemption of Units. 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 reject/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.
    A fresh Account Statement/ Transaction Confirmation Statement 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.


                                                                                                         93
    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.

vi) Non receipt of email communication by Investors
    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/approvals and less tax deductions as may be applicable.
    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 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 three 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.



                                                                                                          94
       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).
       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 obtaining the approval from the AMC Board and the Trustees, intimation would be sent
       to SEBI in advance providing details of circumstances and justification for the proposed action shall
       also be informed.
                                   5f
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 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.




                                                                                                            95
xiii) Permanent Account Number (PAN)

In accordance with SEBI Circular no. MRD/Dop/Cir/-05/2007 dated April 27, 2007 and its letter dated
June 25, 2007, Permanent Account Number (PAN) has been made the sole identification number for all
participants transacting in the securities market, irrespective of the amount of transaction, effective July 02,
2007.

With effect from January 01, 2008, submission of PAN card copy (irrespective of the amount of
investment) is mandatory for all applicable transactions and Form 49A / 60 or evidence of PAN other than
a PAN card will not be accepted. Submi ssion of PAN card copy is mandatory for all existing as well as
prospective investors (including joint applicants / holders, guardians and NRIs) for investing from January
01, 2008. Those investors who had earlier provided Form 49A or copy of application for issue of duplicate
PAN card must submit a copy of their PAN card immediately, to continue transacting with the Fund.

For existing customers where PAN is available, verification would be carried out with the Income tax
database. Incase of failure, communication would be sent to the customers to provide the correct PAN
details or communication from Income Tax authorities evidencing the validity of PAN. Such folios would
be blocked for additional purchases and future SIP registrations till receipt of the above documents and
verification with original. In case of web-based transactions, existing investors would be allowed to
transact subject to PAN validation.

All the above documents will be self certified and certified as “verified with originals” either by AMFI
certified distributor or by the AMC/Registrar and Transfer Agents at the time of acceptance

xv) Dormant Account Locking

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


xvi) Prevention of Money Laundering

In terms of the Prevention of Money Laundering Act, 2002, the Rules issued thereunder and the
guidelines/circulars issued by the Securities and Exchange Board of India (‘SEBI’) and Association of
Mutual Funds in India (‘AMFI’) regarding Anti Money Laundering (‘AML Laws’), all intermediaries,
including Mutual Funds, have to verify and maintain records of all its investors through the mandated
Know Your Customer (‘KYC’) process with effect from February 01, 2008.

Effective February 01, 2008 for any investment in mutual funds (Fresh Purchases / Additional Purchases
and new SIP registrations) of Rs. 50,000/- or more, KYC must be completed for all unitholders/investor in
a folio (including guardian where the investor is a minor, NRIs, Power of Attorney holders) irrespective of
the mode of holding. Investments where KYC is not completed, is liable to be rejected.

Completing KYC and PAN formalities is simple

CDSL Ventures Ltd ("CVL") has been appointed by mutual funds to complete KYC formalities on their
behalf and hence investors need to submit their details only once for completion of KYC formalities across
these mutual funds.

Investors will need to submit a completed KYC application form affixing a copy of their recent passport-
size photograph along with copy of PAN card and proof of address for Individuals, or Corporate
Documents for bodies corporate, at any designated 'Point of Service' (POS) centre of CDSL Ventures Ltd
("CVL"). Applications may also be submitted at select branches of AMC. Prescribed list of documents, List



                                                                                                             96
of POS, Individual KYC form, Non- Individual KYC form are available on the websites of the AMC and
Association of Mutual Funds in India.

All documents must be submitted in original along with a self-attested copy. The original will be returned
across the counter after verification. Alternatively, investors may submit copies duly attested by a manager
of a scheduled commercial bank (the designation seal should be affixed), notary public or gazetted officer.

On submission of the KYC application form and documents to CVL, investors will receive an
acknowledgement across the counter, a copy of which must be submitted to us as proof of having
completed KYC formalities.

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. The 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.

xvii) KYC Process

With effect from February 1, 2008 Investors in Mutual Funds investing Rs. 50,000/- and above are required
to comply with Know Your Client (KYC) norms under the Prevention of Money Laundering Act 2002
(PMLA). Please refer to websites of AMC (www.icicipruamc.com) and AMFI website for details.

u) Purchase of Units after the New Fund Offer Period

    The Scheme shall re-open for fresh subscriptions 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:

      Minimum application amount         Retail Option              Rs.5000 (plus in multiple of Re.1).
                                         Institutional Option I     Rs. 10,00,00,000/- (plus in multiple of
                                                                    Re.1)
      Minimum additional amount          Retail Option              Rs.1000 (plus in multiple of Re.1).
                                         Institutional Option I     Rs. 10,000/- (plus in multiple of Re.1)

    AMC reserves the right to reject an application where the cheque of the applicant is returned by the
    Bank for the reason of want of funds.


    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


                                                                                                              97
     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.
     During New Fund Offer as well as on-going basis, under the Retail Option, it is proposed to charge, an
     entry load at 2.25% of applicable Net Asset Value (NAV) and NIL Entry Load will be charged under
     Institutional Option I. 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 as outlined in Page___________.

     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
     exceed the limits as prescribed under the Regulations.
     Purchase Price = Applicable NAV * (1+ Entry Load).

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


      In terms of SEBI circular No. SEBI/IMD/CIR No. 10/ 112153 /07 December 31, 2007, no entry load
     shall be charged for direct applications received by the Asset Management Company (AMC) i.e.
     applications received through internet, submitted to AMC or collection centre/ Investor Service Centre
     that are not routed through any distributor/agent/broker, for all the Fresh investments / Additional
     purchases under the same folio / Switch- in to a scheme from other schemes, directly made by
     investors, w.e.f January 04, 2008.


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 Banking and Financial Services Fund”. Investors at places other than where
     the Customer Service Centres are located, are requested to make the payment after deducting the
     demand draft charges as mentioned in the offer document in on page no.__________ . The Fund will
     not entertain any requests for reimbursement of demand draft charges.


     Outstation cheques /Stock invest 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, listed on the last page of this Offer Document.
     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 requested and 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.




                                                                                                            98
iii) Purchase by NRIs
    Units will be issued to NRIs subject to the investor providing the required documents to the Fund.


iv) Applicable NAV

    (i) 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.
     (ii) 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.

(iii) Cut-off time for Purchases and Redemptions: 3.00 p.m.

v) Cooling-off period for web based transactions:

    For all web-based transactions under the schemes of ICICI Prudential Mutual Fund, entered through
    the website of the fund viz. www.pruicici.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 at par, 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 investors.




                                                                                                         99
                                                 SECTION IV

                             LOAD STRUCTURE, FEES AND EXPENSES


 A) LOAD STRUCTURE OF THE SCHEME

     During the New Fund Offer as well as Ongoing basis, the load structure of the Scheme will be as
     under:

       Entry Load        Retail Option:

                         a) For investment of Rs.5 crores and above: Nil
                         b) For investment of less than 5 crs : 2.25%


                         Institutional Option I: Nil
       Exit Load         Retail Option

                         a) For investment of Rs.5 crores and above: Nil
                         b) For investment less than Rs. 5 crs and made during the NFO period and
                            redeemed before 6 months from the date of allotment : 1%


                         Institutional Option I: Nil

                         Any redemption/switch arising out of excess holding by an investors beyond
                         25% of the net assets of the scheme in the manner envisaged under specified
                         SEBI Circular No. SEBI/IMD/CIR No.10/22701/03 dated 12th December 2003,
                         such redemption / switch will not be subject to exit load.

     The load collected from the Unitholders under the Scheme will be credited to a separate account and
     will be offset against distribution and marketing expenses. Surplus of load, if any, charged over
     planned marketing and distribution expenses to be defrayed will be credited to the Scheme whenever
     felt appropriate by the AMC         3b

     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
3b   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 Unitholders immediately after the changes.
3d   Changes in the load structure may be stamped in the acknowledgement slip issued by the Fund after
     the changes in load structure..

      In terms of SEBI circular No. SEBI/IMD/CIR No. 10/ 112153 /07 December 31, 2007, no entry load
     shall be charged for direct applications received by the Asset Management Company (AMC) i.e.
     applications received through internet, submitted to AMC or collection centre/ Investor Service Centre
     that are not routed through any distributor/agent/broker, for all the Fresh investments / Additional
     purchases under the same folio / Switch- in to a scheme from other schemes, directly made by
     investors, w.e.f January 04, 2008.




                                                                                                       100
B) FEES AND EXPENSES OF THE SCHEME                        3a

  As per the provisions of the Regulations, read with the amendments thereto, the following fees and
  expenses will be charged to the Scheme:

  i.   New Fund Offer Expenses
                                        3c

  In accordance with the provisions of SEBI circular No. SEBI/IMD/CIR No.1/64057/06 dated April 04,
  2006, no Initial Issue Expenses will be charged to the Scheme.

 ii.Estimated Recurring Expenses

                                                             Retail Option /
                                                          Institutional Option I
   Investment Management Fee                                        1.25
   Trustee Fee                                                      0.02
   Custodian Fee                                                    0.02
   Marketing & Selling                                              0.82
   Registrar & Transfer Agent                                       0.15
   Audit Costs                                                      0.01
   Costs of Investor Communications                                 0.03
   Bank Charges                                                     0.02
   Cost of Statutory Advertisements                                0.005
   Other Expenses                                                  0.005
   Service Tax                                                      0.17
   Total Recurring Expenses                                        2.50



  The purpose of the above table is to assist the investor in understanding the various costs and expenses
  that an investor in the Scheme will bear. These estimates are based on a corpus size of Rs.5 crore under
  the Scheme and would change to the extent assets are lower or higher. If the corpus size is in excess of
  Rs.5 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 thereunder.

  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
   2.50%                   2.25%                2.00%                       1.75%
  Subject to Regulations, expenses over and above the prescribed limit shall be borne by the Asset
  Management Company.



                                                                                                     101
 C) NEW FUND OFFER EXPENSES OF THE PAST SCHEMES
      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. 59 crores and the
      balance will be paid in due course.



 ii) Condensed Financial Information:


 a) Condensed Financial Information for the period ended March 31, 2004
                                           Fixed Maturity Fixed Maturity Child Care Plan- Child Care Plan-
                                          Plan – Yearly 3^ Plan - Yearly 4^ Gift Option    Study Option
Historical Per Unit 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



                                                                                                                     102
Growth Option                                                       -                       -                         -                          -
Dividend Option                                                     -                       -                         -                          -
Ratio of Recurring Exps to Net Assets                          0.60%                   0.57%                     2.00%                      1.50%

                              Short         Fixed            Index              Long           Sweep             Fixed               Fixed
                              Term         Maturity          Fund            term Plan          Plan            Maturity           Maturity
                              Plan          Plan –                                                              One Year           One Year
                                           Yearly 5                                                              Plan –             Plan –
                                                                                                                Series 6           Series 7^
                                                                                                                   @
 Historical Per Unit
 Statistics
 Date of Allotment            October      March 22,         February        March 28,         March 6,           July 21,           August,
                             25, 2001          2002          26, 2002            2002             2002               2003           19, 2002
 NAV at the beginning of                                                                                          10.6555           10.3140
 the year (Rs.)                                               8.3278                           10.5508
 Growth Option               11.2323        10.8643                -           11.3634               -                     -                 -
 Dividend Option             10.7561              -                -                 -               -                     -                 -
Institutional Option -        11.2345                    -               -                 -                -                  -                 -
Growth
 @@ Net Income per
 unit                         1.1672         0.4563           1.9315            1.2781          0.2800          1,269.5603                NA
 Dividends                    0.8039              -                -                 -               -                   -                  -
Fortnightly Dividend           0.5644                    -               -                 -                -                  -                 -
Option
Institutional Fortnightly      0.5995                    -               -                 -                -                  -                 -
Dividend Option
Institutional Dividend         0.6027                    -               -                 -                -                  -                 -
Option
 Transfer to Reserves                  -             -               -                 -                -                  -                 -
 Compounded
 Annualised Returns
                               7.58%          6.19%           22.07%           11.26%            4.53%            29.37%*                 NA
 (Based on NAVs of
 Growth Option)
 Benchmark Index             Crisil           $              Nifty             Crisil          Crisil               $                 $
                             Short                                           Composite         Liquid
                             term                                            Bond Fund          Fund
                             Bond                                              Index           Index
                             Fund
  Return compared to           0.51%          $              1.13%             0.12%           -0.45%               $                 $
  Benchmark Index
  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           11.9703                   -               -                 -                -                  -                 -
Growth
Institutional Option -         10.8415
Dividend
Institutional Fortnightly      10.8443                   -               -                 -                -                  -                 -
Option –Dividend
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%                 -               -                 -                -                  -                 -



                                                                                                                                          103
                        Flexible    Flexible   Dynamic       SPICE        Fixed         Floating       Fixed           Fixed
                        Income      Income      Plan                     Maturity       Rate Plan    Maturity        Maturity
                         Plan         Plus                                Plan –                    Plan – NRI      Plan – NRI
                                     Plan^                               Yearly 12                   Series 4 –      Series 4 –
                                                                                                       Half         Quarterly
                                                                                                      Yearly             ^
 Historical Per
 Unit Statistics
 Date of Allotment      September    May 22,    October       January    March 17,      March 28,   October 21,     October 21,
                         27, 2002      2003    31, 2002      10, 2003        2003            2003        2003,           2003,
  NAV at the             10.7745       #       10.2799       30.4342                    10.0046         #               #
  beginning of the
  year (Rs.)
  Growth Option             -          -            -           -         10.0191           -             -              -
 Institutional Option       -          -            -           -         10.0208           -             -              -
- Growth
@@ Net Income                         N.A.                   19.3355      0.6369         0.1441       0.2498           N.A.
per unit                 1.4298                 8.6880
  Dividends              0.1200        -           -            -            -           0.0182                       0.1090
Dividend Option          0.4000
(Quarterly)
Divide4nd Option                                                                            -             -              -
(fortnightly)
  Transfer to               -          -            -           -            -              -             -              -
  Reserves
  Compounded
  Annualised
  Returns (Based on       12.48%        N.A.    55.75%        52.60%        5.97%          *5.04%         *2.50%             N.A.
  NAVs of Growth
  Option)
  Benchmark Index         I-Sec      N.A.                     BSE            $           CRISIL           $              $
                        Composit                            SENSEX                       Liquid
                         e Index                Nifty                                     Fund
 Return compared         -2.26%       N.A.      1.06%        1.60%           $           0.66%            $              $
 to Benchmark
 Index
 Net Assets end of
                         822.16       N.A.      109.35        15.67        44.90         512.71       65.10            N.A.
 period (Rs. Crore)
 NAV at the end of
                                      N.A.          -        56.2998         -              -        10.2498
 the period
 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        -          -          -             -         10.6762           -             -             -
Growth
 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-                   -                        -          0.20%            -
 Annualised                 -                       -

                                       Fixed             Gilt Fund          Fixed            Fixed              Gilt Fund       Income
                                    Maturity Plan       Investment      Maturity Plan     Maturity Plan       Treasury Plan     Multipli
                                    – NRI Series         Plan - PF      – NRI Series       –Series 23          - PF Option      er Fund
                                        6–                Option        8 – Quarterly
                                     Quarterly^                               ^
      Historical Per Unit



                                                                                                                      104
Statistics
Date of Allotment              November 21,          November 19,          December 17,         December 15,      February 11,        March
                                     2003,                  2003                  2003                 2003              2004       30, 2004
NAV at the beginning of            #                     #                     #                    #                #                  #
the year (Rs.)
@@ Net Income per unit                NA                                        NA                0.1635           0.0435           -0.0132
                                                         0.1975
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
                                                                                                                                    Composi
                                                                                                                                    te Bond
                                                                                                                                      Fund
                                                                                                                                      Index
Return compared to                     $                 0.36%                  $                   $              0.64%             -0.80%
Benchmark Index
Net Assets end of period              NA                 111.14                 NA                66.04             43.31           238.70
(Rs. Crore)
NAV at the end of the                 NA                 10.2906                NA                                 10.1633          9.9240
period
Option B                               -                    -                   -                10.1532              -                -
Option C                               -                    -                   -                10.1342              -                -
Option D                               -                    -                   -                10.1342              -                -
Option E                               -                    -                   -                10.1354              -                -
Option F                               -                    -                   -                10.1238              -                -
Option G                               -                    -                   -                10.1371              -                -
Option H                               -                    -                   -                10.1336              -                -
Ratio of Recurring Exps to
Net Assets                           0.56%               1.10%                0.55%               0.49%            1.50%             2.09%

                         Fixed                  Fixed               Advisor          Advisor        Advisor        Advisor           Advisor
                      Maturity Plan            Maturity             Series –         Series –       Series –     Series – Very       Series –
                      – Series 24 –          Plan – Series         Aggressive        Cautious       Moderate      Aggressive          Very
                         Yearly                  24 -                Plan             Plan           Plan            Plan            Cautious
                                              Quarterly                                                                               Plan
Historical Per Unit
Statistics
Date of Allotment     March           20,    March        20,     December          December        December     December 18,       December
                      2004                   2004                 18, 2003          18, 2003        18, 2003     2003               18, 2003
 NAV at the                    #                     #                  #                 #              #            #                   #
 beginning of the
 year (Rs.)
@@ Net Income                0.0174             0.0163              0.0712             0.1110           0.0502      0.3141            0.2754
per unit
 Dividends                     -                     -                 -                 -                 -              -                -
 Transfer to                   -                     -                 -                 -                 -              -                -
 Reserves
 Compounded
 Annualised Returns
 (Based on NAVs of           *0.18%            *0.17%               *-0.02%            *2.75%        *1.64%        *-1.41%            *1.42%
 Growth Option)
 Benchmark Index               $                     $                $$                 $$               $$          $$                $$
 Return compared to            $                     $              -1.07%             1.53%            0.55%       -2.34%            0.20%
 Benchmark Index
 Net Assets end of           71.09              91.95                30.12             130.00           49.39        28.41            25.24
 period (Rs. Crore)




                                                                                                                              105
 NAV at the end of            10.0176            10.0169           9.9982        10.2753      10.1643         9.8586         10.1419
 the period
 Dividend Plan –                  -                  -             9.5898         9.9692      9.7985             -              -
 NRI Option
 Ratio of Recurring                               0.22%             0.53%         0.33%        0.43%          0.66%          0.19%
 Exps to Net Assets            0.20%
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:


            Benchmark Indices            Aggressive     Cautious       Moderate        Very                Very Cautious
                                           Plan          Plan           Plan           Aggressive              Plan
                                                                                       Plan
                    Nifty                 65 %             20%           50 %               90 %                  NA
           Crisil Composite Bond           30%             60 %           35 %               NA                  40%
                 Fund Index
          Crisil Liquid Fund Index         5%             20 %           15 %               10 %                 60%

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

                                                      Child Care   Child Care     Short Term Index Fund         Long term
                                                       Plan-Gift   Plan-Study            Plan                        Plan
                                                            Plan         Plan


Historical Per Unit Statistics
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




                                                                                                                  106
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
@@ Net Income per unit                                         4.99            1.82            0.78          48.92           32.83

Dividends (inclusive of distribution tax if, any)
Dividend Option/Plan A Dividend                                                              0.4571                         1.9999
Dividend Option Institutional/Plan B Dividend                                                0.4865
Option
Fortnightly Dividend Option                                                                  0.4839
Institutional Fortnightly Dividend Option                                                    0.5204
                                                           26.86%           12.11%           6.91%         19.24%          10.93%
Compounded Annualised Returns (Based on
NAVs of Growth Option)
                                                             Nifty       Crisil MIP     Crisil Short         Nifty          Crisil
                                                                           Blended       term Bond                      Composite
Benchmark Index                                                               Index            Fund                     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
NAV at the end of the period
Growth Option / Plan A                                       23.46          15.0645         12.5777        17.2347         13.6654
Dividend Option /Plan A                                                                     10.6981                        10.1893
Institutional Growth / Plan B                                                               12.6301
Institutional Dividend / Plan B                                                             10.9396
Institutional Fortnightly Dividend                                                          10.9069
Fortnightly Dividend                                                                        10.6706
                                                               2.00            1.50            1.00           1.25              0.60
Ratio of Recurring Exps to Net Assets for
Regular Plans/Plan A %
                                                                                                   0.8
Ratio of Recurring Exps to Net Assets for
Institutional Plans/Plan B %
Transfer to Reserves                                            Nil             Nil                Nil         Nil               Nil

                                                           Sweep Plan          Fixed Maturity        Flexible Income        Dynamic
                                                                              One Year Plan –                    Plan          Plan
                                                                                   Series 6 @
Historical Per Unit Statistics
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                          *
Growth Option / Plan A                                                                                       11.9432            18.731
Dividend Option /Plan A                                                                                      10.6894            8.0733
Quarterly Option                                                                                             10.6894
@@ Net Income per unit                                               1.12                  0.35                 0.36              1.31
Dividends (inclusive of distribution tax if, any)
Dividend Option/Plan A Dividend                                                                               0.4000
Quarterly Option                                                                                              0.5000
                                                                4.22%                    3.43%                8.14%          50.56%
Compounded Annualised Returns (Based on
NAVs of Growth Option)
                                                    Crisil Liquid Fund                       $             CRISIL                Nifty
                                                                                                    Composite Bond
Benchmark Index                                                                                               Fund



                                                                                                                          107
                                                      Sweep Plan           Fixed Maturity     Flexible Income       Dynamic
                                                                          One Year Plan –                 Plan         Plan
                                                                               Series 6 @
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
NAV at the end of the period
Growth Option / Plan A                                    11.3529                 10.3433             12.1710         26.8776
Dividend Option /Plan A                                                                               10.4863         11.5918
Quarterly Option                                                                                      10.4135
                                                              1.00                    0.25               1.00            2.42
Ratio of Recurring Exps to Net Assets for
Regular Plans/Plan A %
Transfer to Reserves                                           Nil                     Nil                Nil             Nil

                                                  SENSEX       Gilt Fund     Gilt Fund Income Multiplier               Fixed
                                                 Prudential   Investment Treasury Plan            Fund              Maturity
                                            ICICI Exchange     Plan - PF - PF Option                                  Plan –
                                               Traded Fund        Option                                            Series 24
                                                                                                                    – Yearly
Historical Per Unit Statistics
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
                                                    35.34%         3.08%            3.93%               *8.84%    *5.14%
Compounded Annualised Returns (Based
on NAVs of Growth Option)
                                              BSE SENSEX      I-Sec Li Bex     I-Sec Si Bex Crisil MIP Blended                $
Benchmark Index                                                                                          Index
Return compared to Benchmark Index                   0.74%            3.48%         -0.97%              7.50%              $
Net Assets end of period (Rs. Crore)                   0.55           118.23         111.20             128.08        142.77
NAV at the end of the period
Growth Option / Plan A                             65.7990           10.4224       10.4466             10.8862       10.5308
                                                      0.80              1.10          1.50                2.15           0.20
Ratio of Recurring Exps to Net Assets for
Regular Plans/Plan A %
Ratio of Recurring Exps to Net Assets for
Institutional Plans/Plan B %
Ratio of Recurring Exps to Net Assets for
Institutional Plus Plan/Plan C %
Transfer to Reserves                                    Nil              Nil           Nil                  Nil           Nil


                                                  Advisor      Advisor       Advisor Advisor Series – Advisor Series –
                                                  Series –     Series –      Series – Very Aggressive Very Cautious
                                                Aggressive    Cautious      Moderate            Plan             Plan
                                                     Plan         Plan          Plan

Historical Per Unit Statistics
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
@@ Net Income per unit                                 1.73      0.38      1.30                    2.93                0.51
                                                    13.81%     5.86%     8.58%                  17.45%               4.69%
Compounded Annualised Returns (Based on
NAVs of Growth Option)




                                                                                                                   108
                                                       Advisor      Advisor     Advisor Advisor Series – Advisor Series –
                                                       Series –     Series –    Series – Very Aggressive Very Cautious
                                                     Aggressive    Cautious    Moderate            Plan             Plan
                                                          Plan         Plan        Plan

Benchmark Index                                              $$          $$              $$                  $$               $$
Return compared to Benchmark Index                       8.53%       2.14%           5.59%              11.10%            3.77%
Net Assets end of period (Rs. Crore)                      10.82       46.11           15.87               10.59            13.97
NAV at the end of the period
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
Ratio of Recurring Exps to Net Assets for
Regular Plans/Plan A %
Transfer to Reserves                                        Nil          Nil            Nil                 Nil               Nil

                                                      Discovery         Fixed        Fixed                Fixed        Fixed
                                                          Fund       Maturity     Maturity             Maturity     Maturity
                                                                   Plan-Series Plan –Series              Plan – Plan – Series
                                                                          25-           25             Series 25 26-Quarterly
                                                                    Quarterly (15months)                 Yearly            @
                                                                            @
Historical Per Unit Statistics
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.)                        #              #               #                 #              #
@@ Net Income per unit                                     1.58           0.27            0.48              0.49           0.24
Dividends (inclusive of distribution tax if, any)                       0.2656                                           0.2522
                                                        *33.30%        *3.44%           *3.03%           *2.67%         *3.04%
Compounded Annualised Returns (Based on
NAVs of Growth Option)
                                                      S&P CNX                  $                $                $            $
Benchmark Index                                           Nifty
Return compared to Benchmark Index                         6%                 $               $                $             $
Net Assets end of period (Rs. Crore)                    214.92           279.88          174.09            35.17        279.64
NAV at the end of the period
Growth Option / Plan A                                     13.33                        10.3025         10.2671        10.0493
Dividend Option /Plan A                                    13.33                                                       10.0418
Quarterly Option                                                        10.0748
Institutional Growth / Plan B                                                           10.3248
                                                            2.41           0.15            0.60             0.40           0.15
Ratio of Recurring Exps to Net Assets for
Regular Plans/Plan A %
                                                                                              0.25
Ratio of Recurring Exps to Net Assets for
Institutional Plans/Plan B %
Ratio of Recurring Exps to Net Assets for
Institutional Plus Plan/Plan C %
Transfer to Reserves                                         Nil            Nil                Nil           Nil             Nil

                                                    Emerging S.T.A.R. Fixed Maturity             Fixed                   Plan I
                                                      (Stocks Targeted Plan – Series 5 @ Maturity Plan
                                                     At Returns) Fund                     – Series 12@
Historical Per Unit Statistics
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




                                                                                                                       109
Dividends (inclusive of distribution tax if, any)                             0.4400
                                                            *18.20%           1.53%           1.55%            0.16%
Compounded Annualised Returns (Based on
NAVs of Growth Option)
                                                    CNX Nifty Junior               $               $ Crisil Composite
Benchmark Index                                                                                      Bond Fund Index
Return compared to Benchmark Index                           -4.38%                $               $        0.05757%
Net Assets end of period (Rs. Crore)                         131.14           127.99          406.39           183.03
NAV at the end of the period
Growth Option / Plan A                                         11.82         10.1535        10.1549          10.0156
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
Ratio of Recurring Exps to Net Assets for
Regular Plans/Plan A %
                                                                                0.25               0.32          0.25
Ratio of Recurring Exps to Net Assets for
Institutional Plans/Plan B %
                                                                 Nil             Nil                Nil            Nil
Transfer to Reserves


                                                       Floating Rate Plan   Long Term Floating
                                                                                     Rate Plan

Historical Per Unit Statistics
Date of Allotment                                              28-Mar-03               15-Sep-04
NAV at the beginning of the year (Rs.)                                                         *
Growth Option / Plan A                                           10.5040
Dividend Option /Plan A                                          10.0421
@@ Net Income per unit                                               0.35                   0.15
Dividends (inclusive of distribution tax if, any)
Dividend Option/Plan A Dividend                                   0.3082                    0.25
Dividend Option Institutional/Plan B Dividend                     0.4812                    0.10
Option
Dividend Option Institutional Plus/Plan C Dividend                0.3308
option
Institutional Plus Daily/Plan C Dividend Daily                    0.3122
Institutional Option Div (daily)/Plan B Dividend                  0.3075
Daily
Dividend Option Daily/Plan A Dividend Daily                       0.2941
                                                                  4.95%                   2.65%
Compounded Annualised Returns (Based on NAVs
of Growth Option)
                                                      CRISIL Liquid Fund    CRISIL Liquid Fund
Benchmark Index                                                                          Index
Return compared to Benchmark Index                                -5.94%                0.31%
Net Assets end of period (Rs. Crore)                             2877.70                668.00
NAV at the end of the period
Growth Option / Plan A                                           10.3193                10.2649
Dividend Option /Plan A                                          10.0069                10.0148
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



                                                                                                             110
                                                        Floating Rate Plan       Long Term Floating
                                                                                          Rate Plan

Daily Dividend / Plan A Daily Dividend                              10.0012
                                                                    10.0012
Institutional Dividend Daily / Plan B Daily Dividend
                                                                    10.0013
Institutional Plus Dividend daily / Plan C Daily
Dividend
                                                                        1.00                      1.25
Ratio of Recurring Exps to Net Assets for Regular
Plans/Plan A %
                                                                        0.75                      0.75
Ratio of Recurring Exps to Net Assets for
Institutional Plans/Plan B %
                                                                          0.65                      0.75
Ratio of Recurring Exps to Net Assets for
Institutional Plus Plan/Plan C %
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, 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.
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.
*     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:




                                                                                                                       111
           Benchmark Indices        Aggressive      Cautious       Moderate       Very                Very Cautious
                                      Plan           Plan           Plan          Aggressive Plan         Plan
                   Nifty               70 %           15%           40 %                90 %               NA
          Crisil Composite Bond       25%             70 %           40 %               NA                30%
                Fund Index
            Crisil Liquid Fund         5%              15 %          20 %                10 %              70%
                   Index


C) Condensed Financial Information as on 31 March 2006
                                  Gilt Fund –      Gilt Fund –     Income            Fixed Maturity
                                 Investment Plan - Treasury Plan - Multiplier Fund – Plan Yearly
                                 PF Option         PF Option       Regular Plan      Series 24




Historical Per Unit Statistics
Date of Allotment                           19-Nov-03          11-Feb-04         30-Mar-04          20-Mar-04
NAV at the beginning of the year
(Rs.)
Growth Option / Plan A                        10.4224           10.4466            10.8862            10.5308
Dividend Option /Plan A                                                            10.8862
@@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                    3.72%            4.16%             14.37%             5.49%
(Based on NAVs of Growth
Option)

                                      I –Sec Li - BEX I –Sec Li - BEX          CRISIL MIP                  $
Benchmark Index                                                               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
NAV at the end of the period
Growth Option / Plan A                        10.9025           10.9080            13.0860            11.1469
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 –       Advisor Series Advisor Series – Advisor Series Advisor
                                    Aggressive Plan       – Cautious Plan Moderate Plan    – Very          Series – Very
                                                                                           Aggressive Plan Cautious
                                                                                                           Plan
Historical Per Unit Statistics
     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.)



                                                                                                                112
Growth Option / Plan A                             11.8089            10.7587             11.1156             12.2955          10.6066
Dividend Option /Plan A                            11.8089            10.7587             11.1156             12.2955          10.6066
@@Net Income per unit                                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                                          $$                $$                  $$                   $$              $$
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
NAV at the end of the period
Growth Option / Plan A                             18.3380            12.4867             15.4815             21.8614          11.1635
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             Fixed Maturity         Fixed Maturity Emerging S.
                                                            Floating Rate Plan    Plan Series 25 –       Plan Series 25 - T. A. R.
                                                                                  15 Months Plan         Yearly Plan      (Stocks
                                                                                                                          targeted at
                                                                                                                          Returns)
                                                                                                                          Fund
Historical Per Unit Statistics
Date of Allotment                              16-Aug-04              15-Sep-04           17-Aug-04           28-Dec-05        28-Oct-04
NAV at the beginning of the year
(Rs.)
Growth Option / Plan A                             13.33                10.2649             10.3025             10.2671            11.82
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%
                                                    Nifty CRISIL Liquid Fund                                                   CNX Nifty
Benchmark Index                                                        Index                         $                   $        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
NAV at the end of the period



                                                                                                                         113
                                         Discovery Fund       Long Term                Fixed Maturity       Fixed Maturity Emerging S.
                                                              Floating Rate Plan       Plan Series 25 –     Plan Series 25 - T. A. R.
                                                                                       15 Months Plan       Yearly Plan      (Stocks
                                                                                                                             targeted at
                                                                                                                             Returns)
                                                                                                                             Fund
Growth Option / Plan A                              25.23                  10.8027               10.6998           10.1688           24.76
Dividend Option /Plan A                             19.30                  10.0882                                 10.0037           23.12
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

Transfer to Reserves                                   Nil                     Nil                    Nil               Nil            Nil

                                           Fixed Maturity          Fixed Maturity                Plan I Blended Plan –     Blended
                                              Plan Yearly       Plan – 1 Year Plus                             Plan A Plan – Plan B
                                                  Series 5                Series 12
Historical Per Unit Statistics
Date of Allotment                               31-Dec-04               14-Dec-04           24-Mar-05         31-May-05       31-May-05
NAV at the beginning of the year
(Rs.)
Growth Option / Plan A                            10.1535                  10.1549             10.0156
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%
                                                                                            CRISIL          CRISIL Short CRISIL Short
                                                                                     Composite Bond           Term Bond Term Bond
Benchmark Index                                           $                        $    Fund Index                 Fund         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



                                                                                                                            114
NAV at the end of the period
Growth Option / Plan A                            10.6961                  10.7347          10.5635              10.5365          10.4731
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           Services Industries Fixed Maturity             Fixed Maturity Plan
                                      Fund                     Fund                Plan Series 28 - 4         Series 28 - 16 Months
                                                                                   Months Plan                Plan


Historical Per Unit Statistics
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
Growth Option / Plan A                                 14.84                  11.76             10.1211                           10.0013
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
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,



                                                                                                                            115
     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        Cautious        Moderate         Very                   Very
                                         Plan             Plan            Plan            Aggressive            Cautious
                                                                                          Plan                   Plan
                 Nifty                     70 %             15%             40 %               90 %               NA
        Crisil Composite Bond              25%              70 %             40 %              NA                 30%
              Fund Index
       Crisil Liquid Fund Index            5%              15 %             20 %                10 %               70%

d) Condensed Financial Information as on March 31, 2007
                                      ICICI        ICICI           ICICI         ICICI         ICICI
                                 Prudential Prudential         Prudential Prudential Prudential
                                  Discovery Long Term Fixed Maturity         Emerging           Fixed
                                       Fund Floating Rate Plan Series 25 - STAR (Stock     Maturity
                                                     Plan 15 Months Plan Targeted at Plan - Yearly
                                                                              Returns ) Series 5 @@
                                                                                  Fund
Historical Per Unit Statistics
Date of Allotment                      16-Aug-04      15-Sep-04        17-Aug-04       28-Oct-04       31-Dec-04
NAV at the beginning of the
year (Rs.)
Growth Option / Plan A                      25.23        10.8027          10.6998           24.76        10.6961
Dividend Option /Plan A                     19.30        10.0882                            23.12        10.6961
Institutional Growth / Plan B /
Direct                                                   10.8750          10.7597                        10.7230
Institutional Dividend / Plan B /
Direct                                                   10.0976                                         10.7230
Institutional Plus Dividend / Plan
C                                                        10.0652
FII Growth                                  10.61
Net Income per unit@                      -0.7902         1.7884           0.6574          1.0643         0.6147
Dividends (inclusive of
distribution tax if, any)
Dividend Option/Plan A Dividend              2.00         0.6284                             5.50         1.4726




                                                                                                                    116
Dividend Option Institutional/Plan
B Dividend Option                                          0.6576
Dividend Option Institutional
Plus/Plan C Dividend option                                0.0880
Retail Dividend - 1                                                                                    0.6612
Institutional Dividend - 1                                                                             0.6718
Compounded Annualised Returns
(Based on NAVs of Growth
Option)                                    40.33%           5.72%         5.42%         49.80%         6.39%
                                             Nifty         CRISIL
                                                       Liquid Fund                   CNX Nifty
Benchmark Index                                              Index             $        Junior              $
Return compared to Benchmark
Index                                     (15.95)%          0.27%              $        (0.17%)             $
Net Assets end of period (Rs.
Crore)                                      873.13         113.26         253.01        1058.42         59.99
NAV at the end of the period
Growth Option / Plan A                       24.31        11.5186        11.4827          26.61       11.4934
Dividend Option /Plan A                      16.80        10.1083                         19.39       10.0205
Retail Growth-I                                                                                       10.6806
Retail Dividend-I                                                                                     10.0192
Institutional Growth / Plan B /
Direct                                                    11.6419        11.5875                      11.5453
Institutional Dividend / Plan B /
Direct / Institutional Qtly                               10.1303
Institutional Growth-I                       10.35                                        10.44       10.7010
Institutional Dividend-I                                                                              10.0193
Ratio of Recurring Exps to Net
Assets for Regular Plans/Plan A
%                                             2.03            1.25          0.60            2.01         0.43
Ratio of Recurring Exps to Net
Assets for Institutional Plans/Plan
B/Institutional-I %                           1.00            0.85          0.25            1.00         0.24

Transfer to Reserves                           Nil             Nil           Nil             Nil          Nil


                                      ICICI            ICICI          ICICI          ICICI         ICICI
                                      Prudential       Prudential     Prudential     Prudential Prudential
                                      Fixed Maturity   Blended Plan - Blended Plan   Infrastructur Services
                                      Plan - 1 Year    Plan A         - Plan B       e Fund        Industries
                                      Plus Series                                                  Fund
                                      12@@
Historical Per Unit Statistics
Date of Allotment                          14-Dec-04        31-May-05    31-May-05      31-Aug-05    30-Nov-05
NAV at the beginning of the
year (Rs.)
Growth Option / Plan A                       10.7347           10.5365     10.4731           14.84        11.76
Dividend Option /Plan A                                        10.2803     10.2379           13.81        11.76
Institutional Growth / Plan B /
Direct                                       10.7835
Institutional Dividend / Plan B /
Direct                                                                     10.2498
Net Income per unit@                          0.9008            2.6765      3.6034          3.9906       2.5115



                                                                                                                  117
Dividends (inclusive of
distribution tax if, any)
Dividend Option/Plan A Dividend                               0.2500             0.4000             2.50
Dividend Option Institutional/Plan
B Dividend Option                                                                0.4000
Retail Dividend - 1                           0.6679
Institutional Dividend - 1                    0.6593
Compounded Annualised Returns
(Based on NAVs of Growth
Option)                                        6.29%          8.13%        6.60%                 43.25%         35.33%
                                                   $    CRISIL Short CRISIL Short                  Nifty          Nifty
                                                          Term Bond Term Bond
Benchmark Index                                           Fund Index Fund Index
Return compared to Benchmark
Index                                              $          3.71%              1.66%          6.02%%          14.74%
Net Assets end of period (Rs.
Crore)                                        113.53          495.01              58.54          1583.42         465.98
NAV at the end of the period
Growth Option / Plan A                       11.5012         11.5399            11.2428            17.65          14.96
Dividend Option /Plan A                                      10.9854            10.5697            13.71          14.96
Retail Growth-I                              10.6640
Retail Dividend-I                            10.0045
Institutional Growth / Plan B /
Direct                                       11.5775
Institutional Dividend / Plan B /
Direct / Institutional Qtly                                                     10.6355
Institutional Growth-I                       10.6834
Institutional Dividend-I                     10.0046
Ratio of Recurring Exps to Net
Assets for Regular Plans/Plan A
%                                                0.63           1.50               1.50             1.94 2.26
Ratio of Recurring Exps to Net
Assets for Institutional Plans/Plan
B/Institutional-I %                              0.27                              1.00

Transfer to Reserves                              Nil               Nil              Nil             Nil            Nil


                                      ICICI            ICICI              ICICI            ICICI           ICICI
                                      Prudential       Prudential         Prudential       Prudential      Prudential
                                      Fixed Maturity Fusion Fund          Fixed            Fixed           Hybrid Fixed
                                      Plan Series 28 -                    Maturity         Maturity        Maturity
                                      16 Months Plan                      Plan - Series    Plan - Series   Plan - 13
                                                                          28               30 - 13         Months Plan
                                                                                           Months Plan
Historical Per Unit Statistics
Date of Allotment                           27-Jan-06     25-Mar-06          30-Mar-06         17-Jul-06      30-Aug-06
NAV at the beginning of the
year (Rs.)
Growth Option / Plan A                       10.0013           10.47            10.0111
Dividend Option /Plan A                      10.0013           10.47            10.0111
Institutional Growth / Plan B /
Direct                                       10.0055                            10.0112
Institutional Dividend / Plan B /            10.0055                            10.0112



                                                                                                                          118
Direct
FII Growth                                                          10.47
Net Income per unit@                           0.6635             0.6796           0.8440          0.5288           0.4743
Dividends (inclusive of
distribution tax if, any)
Dividend Option/Plan A Dividend                0.6985                              0.7991          0.5168           0.3869
Dividend Option Institutional/Plan
B Dividend Option                              0.7297                              0.8369
Retail Quarterly Option                                                                                             0.3851
Institutional Quarterly Dividend
Option                                                                                                              0.4120
Compounded Annualised Returns
(Based on NAVs of Growth
Option)                                        5.97%            13.56%       8.19%      *5.21%      *3.92%
                                         CRISIL Short         CNX Nifty     CRISIL CRISIL Short CRISIL MIP
                                           Term Bond             Junior Liquid Fund Term Bond      Blended
Benchmark Index                            Fund Index                         Index Fund Index        Index
Return compared to Benchmark
Index                                           0.91%              2.16%           1.65%           1.54%            0.58%
Net Assets end of period (Rs.
Crore)                                         144.38             640.51           703.88          225.89           820.62
NAV at the end of the period
Growth Option / Plan A                        10.7032               11.38         10.8218         10.5212         10.3916
Dividend Option /Plan A                       10.0046               11.38         10.0222         10.0043         10.0046
Institutional Growth / Plan B /
Direct                                        10.7345                             10.8599         10.5397
Institutional Dividend / Plan B /
Direct / Institutional Qtly                   10.0047                             10.0224
Institutional Growth-I                                              11.51
Ratio of Recurring Exps to Net
Assets for Regular Plans/Plan A
%                                                 0.50               2.12            0.55            0.60             0.60
Ratio of Recurring Exps to Net
Assets for Institutional Plans/Plan
B/Institutional-I %                               0.25               0.99            0.20            0.35             0.15

Transfer to Reserves                               Nil                Nil             Nil              Nil             Nil


                                      ICICI              ICICI              ICICI           ICICI            ICICI
                                      Prudential         Prudential         Prudential      Prudential       Prudential
                                      Fixed Maturity     Fixed Maturity     Fixed           Fixed            Equity and
                                      Plan - Series 34   Plan - Series 34   Maturity        Maturity         Derivatives
                                      - Eighteen         - One Year         Plan - Series   Plan - Series    Fund -
                                      Months Plan        Plan A             34 -            34 - Three       Income
                                                                            Seventeen       Months Plus      Optimiser
                                                                            Months Plan     Plan A           Plan
Historical Per Unit Statistics
Date of Allotment                          25-Nov-06          11-Nov-06        23-Dec-06       29-Dec-06        29-Dec-06
Net Income per unit@                           0.2774             0.3071           0.2165          0.2234           1.0296
Dividends (inclusive of
distribution tax if, any)
Dividend Option/Plan A Dividend                0.0440             0.2253           0.0540          0.2212




                                                                                                                             119
Dividend Option Institutional/Plan
B Dividend Option                                               0.2369           0.0646
Compounded Annualised Returns
(Based on NAVs of Growth
Option)                                      *0.49%            *2.31%       *0.59%              *2.26%      *2.40%
                                        CRISIL Short      CRISIL Short CRISIL Short             CRISIL Crisil Liquid
                                          Term Bond         Term Bond Term Bond             Liquid Fund Fund Index
Benchmark Index                           Fund Index        Fund Index Fund Index                 Index
Return compared to Benchmark
Index                                        (0.75%)             0.83%          (0.38)%         (0.45)%          0.30%
Net Assets end of period (Rs.
Crore)                                        242.00            159.76            65.92          797.13          928.65
NAV at the end of the period
Growth Option / Plan A                       10.0491           10.2309          10.0585         10.2264           10.24
Dividend Option /Plan A                      10.0052           10.0049          10.0044         10.0051           10.24
Institutional Growth / Plan B /
Direct                                       10.0596           10.2427          10.0693                           10.25
Institutional Dividend / Plan B /
Direct / Institutional Qtly                                    10.0050          10.0046                           10.25
Ratio of Recurring Exps to Net
Assets for Regular Plans/Plan A
%                                               0.51               0.43            0.56            0.20            1.33
Ratio of Recurring Exps to Net
Assets for Institutional Plans/Plan
B/Institutional-I %                             0.20               0.13            0.15                            1.64

Transfer to Reserves                             Nil                Nil             Nil             Nil             Nil


                                      ICICI            ICICI              ICICI           ICICI           ICICI
                                      Prudential       Prudential         Prudential      Prudential      Prudential
                                      Equity and       Fixed Maturity     Fixed           Fixed           Fixed
                                      Derivatives      Plan - Series 34   Maturity        Maturity        Maturity
                                      Fund - Wealth    - Sixteen          Plan - Series   Plan - Series   Plan - Series
                                      Optimiser Plan   Months Plan        35 - Three      34 - Fifteen    35 - Three
                                                                          Months Plan     Months Plan     Months Plan
                                                                          A                               B
Historical Per Unit Statistics
Date of Allotment                          29-Dec-06         22-Jan-07        24-Jan-07      26-Feb-07       13-Feb-07

NAV at the beginning of the
year (Rs.)
Net Income per unit@                          0.4858            0.1759           0.1698          0.0862          0.1257
Dividends (inclusive of
distribution tax if, any)
Dividend Option/Plan A Dividend                                 0.0625           0.1665          0.0680          0.1206
Compounded Annualised Returns
(Based on NAVs of Growth
Option)                                        *1.50%          *0.67%       *1.72%       *0.73%      *1.26%
                                       Crisil Balanced CRISIL Short CRISIL         CRISIL Short CRISIL
                                           Fund Index Term Bond       Liquid Fund Term Bond Liquid Fund
                                                                      Index        Fund Index Index
                                                       Fund Index
Benchmark Index
Return compared to Benchmark                                   (0.03%)           0.40%           0.15%           0.28%
Index                                          2.66%




                                                                                                                          120
Net Assets end of period (Rs.
Crore)                                      1100.16            287.23          860.06         412.41    670.25
NAV at the end of the period
Growth Option / Plan A                         10.15          10.0672         10.1716        10.0728   10.1262
Dividend Option /Plan A                        10.15          10.0047         10.0050        10.0048   10.0055
Institutional Growth / Plan B /
Direct                                                        10.0728                        10.0756
Ratio of Recurring Exps to Net
Assets for Regular Plans/Plan A
%                                               2.23              0.45            0.20          0.51      0.20
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




                                                          ICICI Prudential Fixed Maturity
                                                          Plan - Series 35 - Three Months Plan
                                                          C
Historical Per Unit Statistics
Date of Allotment                                                                        28-Feb-07
Net Income per unit@                                                                        0.0936
Dividends (inclusive of distribution tax if, any)
Dividend Option/Plan A Dividend                                                             0.0880
Compounded Annualised Returns (Based on NAVs of
Growth Option)                                                                            *0.94%
                                                                         CRISIL Liquid Fund Index

Benchmark Index
Return compared to Benchmark Index                                                          0.23%
Net Assets end of period (Rs. Crore)                                                        616.08
NAV at the end of the period
Growth Option / Plan A                                                                    10.0939
Dividend Option /Plan A                                                                   10.0058
Ratio of Recurring Exps to Net Assets for Regular
Plans/Plan A %                                                                                0.22

Transfer to Reserves                                                                           Nil


Notes:
     1.   Returns since inception are for the growth plan in each case.
     2.   In case of ICICI Prudential 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, 2007.
     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.



                                                                                                                 121
     5.   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 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 and February 9,2007
          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 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 - Three Months Plus Plan A, ICICI Prudential Fixed Maturity
   Plan – Series 34 – Sixteen Months Plan, ICICI Prudential Fixed Maturity Plan – Series 35 - Three Months Plan A,
   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 Equity & Derivatives Fund – Income Optimiser Plan and ICICI Prudential Equity & Derivatives Fund
   – Wealth Optimiser 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 ICICI Prudential Fixed Maturity Plan Yearly Series 12, ICICI Prudential
   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.

e) #Condensed Financial Information as on 25 July 2007
                                     ICICI Prudential ICICI                      ICICI Prudential    ICICI             ICICI
                                     Discovery Fund Prudential                   Emerging S. T. A.   Prudential        Prudential
                                                       Long Term                 R. (Stocks          Blended Plan –    Blended Plan
                                                       Floating Rate             targeted at         Plan A            – Plan B
                                                       Plan                      Returns) Fund
Historical Per Unit Statistics
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.)
Growth Option / Plan A                                  24.31         11.5186                26.61          11.5399         11.2428
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@                                  2.1863            0.2034              1.0546           -0.7337         0.0776
Dividends (inclusive of distribution tax
if, any)




                                                                                                                  122
Dividend Option/Plan A Dividend                              2.00              0.2030                     2.50              0.5000
Dividend Option Institutional/Plan B
Dividend Option                                                                0.2135
Compounded Annualised Returns (Based
on NAVs of Growth Option)                              43.10%                  6.03%                55.16%                  8.22%             7.41%
Benchmark Index
Return compared to Benchmark Index

Net Assets end of period (Rs. Crore)               794.83           98.47                     1,137.69           490.52              42.24
NAV at the end of the period
Growth Option / Plan A                                   28.68                11.8209                    33.32            11.8512            11.6619
Dividend Option /Plan A                                  17.74                10.1682                    21.81            10.7701            10.9637
Institutional Growth / Plan B / Direct                                        11.9627
Institutional Dividend / Plan B / Direct /
Institutional Qtly                                                            10.1933
Institutional Growth-I                                   12.25                                           13.11
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


                                         ICICI Prudential ICICI                     ICICI              ICICI                ICICI
                                         Infrastructure   Prudential                Prudential         Prudential           Prudential
                                         Fund             Services                  Fusion Fund        HYBRID FMP           FMP Series 34-
                                                          Industries                                   -13 MONTHS           18 Months Plan
                                                          Fund
Historical Per Unit Statistics


Date of Allotment                               31-Aug-05           30-Nov-05              25-Mar-06         31-Aug-06           25-Nov-06

NAV at the beginning of the year
(Rs.)
Growth Option / Plan A                              17.65                   14.96              11.38              10.3916             10.0491
Dividend Option /Plan A                             13.71                   14.96              11.38              10.0046             10.0052
Quarterly Option                                                                                                  10.0045
Institutional Growth / Plan B / Direct                                                                            10.4189             10.0596
Institutional Growth-I                                                                         11.51
Instutional Quarterly Dividend                                                                                    10.0047
Net Income per unit@                               1.7719               0.7741                0.5996               0.2214              0.2524
Dividends (inclusive of
distribution tax if, any)
Dividend Option/Plan A Dividend                                              1.50                                  0.2135
Retail Quarterly Option                                                                                            0.2134
Institutional Quarterly Dividend
Option                                                                                                             0.2249
Compounded Annualised Returns
(Based on NAVs of Growth Option)                      0.55                   0.42            32.59%               *6.60%              *5.49%
Benchmark Index




                                                                                                                                123
Return compared to Benchmark
Index
 Net Assets end of period (Rs.
Crore)                                            1,857.41        588.57         762.51          837.83             245.00
NAV at the end of the period
Growth Option / Plan A                              22.94          17.88           14.57       10.6595           10.5491
Dividend Option /Plan A                             17.82          16.20           14.57       10.0487           10.5030
Quarterly Option                                                                               10.0486
Institutional Growth / Plan B / Direct                                                         10.7035           10.5702
Institutional Dividend / Plan B /
Direct / Institutional Qtly                                                                    10.0519
Institutional Growth-I                                                             14.79
Ratio of Recurring Exps to Net
Assets for Regular Plans/Plan A %                    1.92            2.25           2.14           0.60               0.50
Ratio of Recurring Exps to Net
Assets for Institutional Plans/Plan
B/Institutional-I %                                                                 0.99           0.15               0.20
Transfer to Reserves                                   Nil            Nil            Nil            Nil                Nil

                                           ICICI Prudential ICICI          ICICI Prudential ICICI             ICICI
                                           FMP Series 34    Prudential     Equity &         Prudential        Prudential
                                           One Year Plan A FMP - Series 34 Derivatives      Equity &          FMP Series
                                                            - Seventeen    Income Optimiser Derivatives       34 - Sixteen
                                                            Months Plan    Fund             Wealth            Months Plan
                                                                                            Optimiser
                                                                                            Fund
Historical Per Unit Statistics


Date of Allotment                                 11-Nov-06      23-Dec-06        30-Dec-06       30-Dec-06      22-Jan-07
NAV at the beginning of the year
(Rs.)
Growth Option / Plan A                              10.2309        10.0585             10.24          10.15          10.0672
Dividend Option /Plan A                             10.0049        10.0044             10.24          10.15          10.0047
Institutional Growth / Plan B / Direct              10.2427        10.0693             10.25                         10.0728
Institutional Dividend / Plan B / Direct            10.0050        10.0046             10.25
Net Income per unit@                                 0.2174          0.2494          -1.0278        -0.1344           0.2731
Dividends (inclusive of distribution
tax if, any)
Dividend Option/Plan A Dividend                      0.2279
Dividend Option Institutional/Plan B
Dividend Option                                      0.2355
Compounded Annualised Returns
(Based on NAVs of Growth Option)                     *5.12%         *5.27%           *7.40%        *11.90%           *4.95%
Benchmark Index
Return compared to Benchmark Index

Net Assets end of period (Rs. Crore)                 162.69           67.82         1,382.94       1,170.22           294.93
NAV at the end of the period
Growth Option / Plan A                              10.5123        10.5273             10.74          11.19          10.4953
Dividend Option /Plan A                             10.0511        10.4707             10.74          11.19          10.4302
Institutional Growth / Plan B / Direct              10.5345        10.5520             10.75                         10.5112



                                                                                                              124
Institutional Dividend / Plan B / Direct
/ Institutional Qtly                                 10.0534         10.4842                10.75
Ratio of Recurring Exps to Net Assets
for Regular Plans/Plan A %                              0.43            0.55                 1.50                 2.02             0.45
Ratio of Recurring Exps to Net Assets
for Institutional Plans/Plan
B/Institutional-I %                                     0.13            0.15                 1.20                                  0.15
Transfer to Reserves                                     Nil             Nil                  Nil                  Nil              Nil


                                             ICICI           ICICI             ICICI              ICICI           ICICI
                                             Prudential      Prudential        Prudential         Prudential      Prudential
                                             FMP Series 34 - Fixed Maturity    Fixed Maturity     FMP Series      FMP - SERIES
                                             Fifteen Months Plan - Series 35   Plan - Series 34   37 - 1 Year     34 - ONE
                                             Plan            - Thirteen        - Six Months       Plan A          YEAR PLAN -
                                                             Months Plan A     Plan                               B
Historical Per Unit Statistics
Date of Allotment                                 26-Feb-07       09-Mar-07         09-Mar-07       30-Mar-07            29-Mar-07
NAV at the beginning of the year (Rs.)

Growth Option / Plan A                               10.0728         10.0536           10.0635 10.0000            10.0000

Dividend Option /Plan A                              10.0048         10.0536           10.0635 10.0000            10.0000
Institutional Growth / Plan B / Direct               10.0756
Net Income per unit@                                  0.2723          0.2786            0.3173          0.3201                 0.2280
Dividends (inclusive of distribution tax
if, any)
Dividend Option/Plan A Dividend                                                                                                0.1815
Dividend Option Institutional/Plan B
Dividend Option                                                                                                                0.1893
Compounded Annualised Returns (Based
on NAVs of Growth Option)                            *5.14%          *4.66%             *3.81%          *3.29%              *4.51%
Benchmark Index
Return compared to Benchmark Index

Net Assets end of period (Rs. Crore)                  424.08          258.56            178.81          277.34              1,334.46
NAV at the end of the period
Growth Option / Plan A                               10.5139         10.4655           10.3812         10.3290              10.4506
Dividend Option /Plan A                              10.4429         10.4655           10.3812         10.3290              10.2664
Institutional Growth / Plan B / Direct               10.5268                                                                10.4608
Institutional Dividend / Plan B / Direct /
Institutional Qtly                                                                                                          10.2687
Ratio of Recurring Exps to Net Assets for
Regular Plans/Plan A %                                  0.51            0.75               0.25           0.25                   0.50
Ratio of Recurring Exps to Net Assets for
Institutional Plans/Plan B/Institutional-I
%                                                       0.22                                                                     0.20
Transfer to Reserves                                     Nil             Nil                Nil             Nil                   Nil




                                                                                                                         125
                                         ICICI Prudential ICICI Prudential ICICI              ICICI Prudential    ICICI
                                         FMP Series 35 - FMP - SERIES 37 Prudential           FMP-Series37-       Prudential
                                         13 Months Plan B - 14 MONTHS      Fusion Fund -      3Months PLUS        FMP -
                                                          PLAN             Series-II          Plan B              SERIES 35 -
                                                                                                                  One Year
                                                                                                                  Plan
Historical Per Unit Statistics


Date of Allotment                              16-Mar-07           23-Mar-07     31-Mar-07           30-Apr-07      04-May-07
NAV at the beginning of the year
(Rs.)

Growth Option / Plan A                   10.0440             10.0273                 10.00

Dividend Option /Plan A                  10.0440             10.0273                 10.00
Quarterly Option
Retail Growth-I
Retail Dividend-I

Institutional Growth / Plan B / Direct             10.0452             10.0280
Net Income per unit@                                0.2513              0.2062      0.5539              0.2554           0.2613
      Dividends (inclusive of
      distribution tax if, any)

 Net Assets end of period (Rs. Crore)               755.85              217.97     1,130.84             550.97           236.21
Compounded Annualised Returns
(Based on NAVs of Growth Option)                   *4.68%              *4.65%     *16.20%               *2.55%          *3.06%
Benchmark Index
Return compared to Benchmark
Index
NAV at the end of the period
Growth Option / Plan A                             10.4680             10.4651       11.62             10.2552          10.3062
Dividend Option /Plan A                            10.4680             10.4651       11.62             10.2552          10.3062
Institutional Growth / Plan B / Direct             10.4793             10.4758       11.64                              10.3145
Institutional Dividend / Plan B /
Direct / Institutional Qtly                                                                                             10.3145
Ratio of Recurring Exps to Net
Assets for Regular Plans/Plan A %                     0.60                0.50        2.50                 0.20            0.50
Ratio of Recurring Exps to Net
Assets for Institutional Plans/Plan
B/Institutional-I %                                   0.30                0.20        1.22                                 0.20
Transfer to Reserves                                   Nil                 Nil          Nil                 Nil             Nil




                                                                                                                  126
                                                          ICICI
                                                          Prudential
                                                          Interval                                                  ICICI
                                         ICICI Prudential Fund -          ICICI Prudential                          Prudential
                                         Interval Fund – Monthly          Interval Fund – ICICI Prudential          FMP - Series
                                         Monthly Interval Interval        Quarterly        FMP - Series 38 -        38-Three
                                         Plan- I          Plan-II         Interval Plan- I - 1 Year Plan A          Months Plan B
Historical Per Unit Statistics
Date of Allotment                               14-May-07    26-May-07           16-May-07             21-May-07        14-May-07
NAV at the beginning of the year
(Rs.)
Net Income per unit@                                2.6506       0.1689              0.1940                0.1719              0.2055

Dividends (inclusive of
distribution tax if, any)
Dividend Option/Plan A Dividend                     0.0663       0.0729
Compounded Annualised Returns
(Based on NAVs of Growth Option)                   *1.68%       *1.45%              *1.94%                *2.44%            *2.06%
Benchmark Index
Return compared to Benchmark
Index
 Net Assets end of period (Rs.
Crore)                                              234.92        14.63              329.31                232.03              716.46
NAV at the end of the period
Growth Option / Plan A                            10.1680       10.1446             10.1939               10.2438           10.2055
Dividend Option /Plan A                           10.1012       10.1446             10.1939               10.2438           10.2055
Institutional Growth / Plan B / Direct                                                                    10.2495
Institutional Dividend / Plan B /
Direct / Institutional Qtly                                                                               10.2495
Ratio of Recurring Exps to Net
Assets for Regular Plans/Plan A %                     0.80         0.25                0.22                  0.50                0.22
Ratio of Recurring Exps to Net
Assets for Institutional Plans/Plan
B/Institutional-I %                                                                                          0.20
Transfer to Reserves                                   Nil          Nil                 Nil                   Nil                 Nil

                                                    ICICI Prudential                                   ICICI Prudential
                                                    Interval Fund           ICICI Prudential           FMP - Series 38-
                                                    Quarterly Interval      FMP Series 36-18           Three Months Plan
                                                    Plan-II                 Months Plan A              C
Historical Per Unit Statistics


Date of Allotment                                               15-Jun-07              31-May-07               30-May-07
Net Income per unit@                                               0.0932                     0.1066                  0.1338


Dividends (inclusive of distribution tax if, any)
Dividend Option/Plan A Dividend                                                               0.0549
Compounded Annualised Returns (Based on
NAVs of Growth Option)                                            *0.92%              *2.70%             *1.34%
Benchmark Index                                     CRISIL Liquid Fund CRISIL Short Term     CRISIL Liquid Fund



                                                                                                                      127
                                                  Index                     Bond Fund Index.          Index
Return compared to Benchmark Index
Net Assets end of period (Rs. Crore)                               224.64                  121.23               123.84
NAV at the end of the period
Growth Option / Plan A                                            10.0924                 10.2703              10.1338
Dividend Option /Plan A                                           10.0924                 10.2144              10.1338
Ratio of Recurring Exps to Net Assets for
Regular Plans/Plan A %                                               0.20                      1.10               0.22
                                                                      Nil                       Nil                Nil
Transfer to Reserves

         1.   Returns since inception are for the growth plan in each case.
         2.   In case of ICICI Prudential 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 July 25, 2007.
         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 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, ICICI Prudential Fixed Maturity Plan Series 35 - 3
              Months Plan B and ICICI Prudential Fixed Maturity Plan Series 35 - 3 Months Plan C, ICICI Prudential
              Fixed Maturity Plan – Series 37 – 3 Months Plan A, ICICI Prudential Fixed Maturity Plan – Series 37 –
              3 Months Plan B, ICICI Prudential Series 37 – 3 Months Plus Plan A, ICICI Prudential Series 38 – 3
              Months Plan A and ICICI Prudential FMP Series 30 – 13 Months Plan 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, May 14,2007, May 14, 2007, May 29,2007, June 14, 2007, June 27, 2007,July 12,
              2007, July 19, 2007 and July 23, 2007 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 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 –



                                                                                                                128
    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 Fixed Maturity Plan –
    Series 37 – Three Months Plan plus Plan B, ICICI Prudential Fixed Maturity Plan – Series 35 – One Year Plan,
    ICICI Prudential Interval Fund – Monthly Interval Plan- I, ICICI Prudential Interval Fund – Monthly Interval
    Plan -II, ICICI Prudential Interval Fund – Quarterly Interval Plan- I, Fixed Maturity Plan - Series 38 - 1 Year Plan
    A, Fixed Maturity Plan - Series 38-Three Months Plan B, ICICI Prudential Interval Fund – Quarterly Interval
    Plan-II, Fixed Maturity Plan - Series 36-Eighteen Months Plan A, Fixed Maturity Plan - Series 38-Three Months
    Plan C, 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.




                                                                                                                     129
                                                SECTION VI
                                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            5e
     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 Anish Iyer has been appointed the Investor Relations Officer. He can be
     contacted at the Corporate Office of the AMC. The address and phone numbers are:

     803, 8th 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




                                                                                                          130
      d) Information about the Scheme

            An abridged scheme wise annual report shall be mailed to all Unitholders, not later than six months
            from March 31 of each year. The abridged annual report shall contain such details as are required
            under the Regulations.

            The Fund shall before the expiry of one month from the close of each half year, that is as on March 31
            and September 30, publish its unaudited financial results in one English daily newspaper circulating all
            India and in a newspaper published 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.

            The AMC will disclose the NAV of each Plan on every Business Day.

           The Fund shall before the expiry of one month from the close of each half year (31st March and 30th
           September) send to the Unitholders a complete statement of Scheme’s portfolio 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.

      e)    NAV Information           4a

           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.pruicici.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.

            NAV will be determined on every Business Day except in special circumstances described on page
            ____. 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.

      e)    Disclosure of information under the Regulations

 5a         An abridged scheme wise annual report shall be mailed to all Unitholders, not later than six months
            from March 31 of each year. The abridged annual report shall contain such details as are required
            under the Regulations.

           The Fund will, not later than six months after the close of each financial year (March 31) mail to the
5b         Unitholders an abridged scheme wise annual report.. 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



                                                                                                               131
     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
        that Scheme.
    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%
5d      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
7             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
  5c interests of unit holders is carried out unless:
         a) a written communication about the proposed change is sent to each Unitholder and
         b) an advertisement is given in one English daily newspaper having nationwide circulation as
              well as in a newspaper published in the language of the region where the Head Office of the
              mutual fund is situated; and
         c) the Unitholders are given an option to exit at the prevailing Net Asset Value without any exit
              load.
    9. Subject to the Regulations and the guidelines issued by SEBI, the consent of the Unitholders of the
        Scheme will 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.
    10. Annual report containing accounts of the AMC would be displayed on the websites of the Fund
        (i.e. pruicici.com) Unitholders, if they so desire, may request for the annual report of the AMC.

h) Duration of the Scheme /Winding up
   The duration of the Scheme is perpetual. The AMC, the Fund and the Trustee reserve the right to make
   such changes/alterations in the Scheme (including the charging of fees and expenses) offered under
   this Offer Document to the 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:




                                                                                                     132
          (I)      SEBI and,
          (II)     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:
                         b)     Cease to carry on any business activities in respect of the Scheme so wound
                                up;
                         c)     Cease to create or cancel Units in the Scheme;
                         d)     Cease to issue or redeem Units in the Scheme.

      (i) Procedure and manner of Winding up

          The Trustee shall call a meeting of the Unitholders of the Scheme to approve by simple majority
          of the Unitholders present and voting at the meeting for authorizing the Trustee or any other
          person to take steps for the winding up of the Scheme.
          The Trustee or the person authorized above shall dispose of the assets of the Scheme in the best
          interest of the Unitholders of the Scheme.

          The proceeds of sale realized in pursuance of the above, shall be first utilized 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 herein above, the provisions of the Regulations in respect of
          disclosures of half-yearly reports and annual reports shall continue to be applicable until winding
          up is completed or the Scheme ceases to exist.
          After the receipt of the report referred to above, if SEBI is satisfied that all measures for winding
          up of the Scheme have been complied with, the Scheme shall cease to exist.

(j)       Tax benefits of investing in the Mutual Fund             10
           ICICI Prudential Banking and Financial Services Fund is an open-ended equity scheme that seeks to
          generate long-term capital appreciation to unitholders from a portfolio that is invested predominantly in
          equity and equity related securities of companies engaged in banking and financial services

      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, we give hereunder our opinion on tax benefits/implications that
      may accrue to a Fund and to different categories of unit holders in respect of their investments in a
      Fund.




                                                                                                           133
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. However, in
       respect of Equity Oriented Funds, no additional income tax is payable on income distributed by
       such Funds.

       The term “Equity Oriented Fund” has been defined to mean a fund where the investible funds are
       invested by way of equity shares in domestic companies to the extent of more than 65%
       of the total proceeds of such fund. Further, it is provided that the percentage of
       equity share holding of the fund shall be computed with reference to the annual
       average of the monthly averages of the opening and closing figures.

       As per sub-section 3, Mutual Funds are liable to pay the additional tax to the credit of the Central
       Government within 14 days from the date of distribution or payment of such income, whichever is
       earlier.

2.   SECURITIES TRANSACTION TAX

       Securities Transaction Tax (“STT”) is applicable on transactions of purchase or sale of units of
       Equity Oriented Fund entered into on a recognized stock exchange or sale of units of Equity
       Oriented Fund to the Mutual Fund.

       The applicable S.T.T. rates are given in following table:

                         Taxable Securities Transaction                        Rate         Payable by

        Purchase of a unit of an equity oriented fund, where -
        • the transaction of such purchase is entered into in a              0.125%      Purchaser
            recognised stock exchange; and
        • the contract for the purchase of such unit is settled by the
            actual delivery or transfer of such unit.




                                                                                                      134
                         Taxable Securities Transaction                        Rate         Payable by

        Sale of a unit of an equity oriented fund, where -
        • the transaction of such sale is entered into in a recognised       0.125%      Seller
            stock exchange; and
        • the contract for the sale of such unit is settled by the actual
            delivery or transfer of such unit.


        Sale of a unit of an equity oriented fund, where -
        • the transaction of such sale is entered into in a recognised       0.025%      Seller
            stock exchange; and
        • the contract for the sale of such unit is settled otherwise
            than by the actual delivery or transfer of such unit.

        Sale of a derivative, where the transaction of such sale is          0.017%           Seller
        entered into in a recognized stock exchange.

        Sale of unit of an equity oriented fund to the Mutual Fund itself.    0.25%      Seller *


       * Mutual Fund is responsible for collecting the STT from every person who sells the unit to it.

3.   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

           Under Section 10(38), Long Term Capital Gain on sale of units of Equity Oriented Funds are
           exempt from Income Tax in the hands of unit holders, provided such transactions are entered
           into a recognised stock exchange or such units are sold to the Mutual Fund and are chargeable
           to STT.

           In respect of capital gains that are not exempted under section 10(38), the provisions for
           taxation of long-term capital gains for different categories of assessees are explained
           hereunder:




                                                                                                         135
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 in case of listed securities & units of a mutual fund, 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.

 It is further provided that in case of listed securities & units of a mutual fund, 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
    Section 111A provides that short-term capital gains arising on sale of units of Equity Oriented
    Funds are chargeable to income tax at a concessional rate of 10% plus applicable surcharge
    and cess, provided such transactions are entered into on a recognized stock exchange or such
    units are sold to the Mutual Funds and are chargeable to STT. Further, Section 48 provides
    that no deduction shall be allowed in respect of STT paid for the purpose of computing
    Capital Gains. In the case where taxable income as reduced by short term capital gains is


                                                                                                 136
          below the exemption limit, the short term capital gains will be reduced to the extent of the
          shortfall and only the balance short term capital gains will be charged at the flat rate of 10%
          plus surcharge, as may be applicable and cess.

          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 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.



                                                                                                      137
   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.

3.5 Section 80C of the Act provides that from the total income of an individual and HUF, deduction
 for an amount paid or deposited in certain eligible schemes or investments would be available, subject
 to a maximum amount of Rs. 1,00,000.

    According to clause (xiii) and clause (xx) to sub-section 2, any subscription to any units of Mutual
    Fund notified under Section 10(23D) would qualify for deduction under the aforesaid section
    provided

           the plan is formulated in accordance with a scheme notified by the Central Government; or

           approved by CBDT on an application made by the Mutual Fund and the amount of
           subscription to such units is subscribed only in eligible issue of capital of any company.

   4.          TAX DEDUCTION AT SOURCE

   4.1         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.

    4.2        FOR CAPITAL GAINS:
    (i)        In respect of Resident Unit holders:

               No tax is required to be deducted at source on capital gains arising to any resident unit
               holder (under 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 -
                  Long term capital gains1                    20% plus surcharge and cess
                  Short term capital gains                    40% plus surcharge and cess


                                                                                                    138
       c. In case of Offshore Fund as defined in 115AB –
              Long term capital gains1            10% plus surcharge and cess


   1
       Except for gains arising from sale of unit of Equity Oriented Funds, which are exempt under
          section 10(38) of the Act.

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.




                                                                                              139
5.    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.


6.    REBATE UNDER SECTION 88E
          Section 88E provides that where the total income of a person includes income chargeable under
          the head ‘Profits and Gains of business or profession’ arising from sale of units of equity oriented
          funds, the person shall get rebate equal to the STT paid by him in the course of his business. Such
          rebate is to be allowed from the amount of income tax in respect of transactions calculated by
          applying average rate of income tax.


7.    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.


8.    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.


                                                5i
k) 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.




                                                                                                           140
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 September 06, 2007
Unclaimed    Redemption        Rs. 4.70 crores of 22,361       Rs. 4.57. crores of 21823
Amount     –    Premier                Investors                       Investors
Redeemed
Unclaimed    Redemption        Rs. 2.31 Crores of 3,960         Rs. 2.20 Crores of 3783
Amount – Premier Rolled                Investors                       Investors
Over Redeemed
Unclaimed       Dividend            Rs. 0.03 Crores                 Rs. 0.03 Crores
Amount




                                                                                           141
                                            SECTION VII

                                         OTHER MATTERS

a) UNITHOLDER GRIEVANCES REDRESSAL MECHANISM                                     18
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
     Complaints/ Requests received during the period                       284          Not applicable
     Redressed during the period                                           287          Not applicable
     Pending as on March 31, 2006                                            3          Not applicable
     01/04/2006 to 31/03/2007
     Complaints/ Requests received during the period                       167          Not applicable
     Redressed during the period                                           167          Not applicable
     Pending as on March 31, 2007                                            3          Not applicable
     01/04/2007 to 06/09/2007
     Complaints/ Requests received during the period                        36          Not applicable
     Redressed during the period                                            38          Not applicable
     Pending as on September 06, 2007                                        1          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



                                                                                                      142
 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 September 06, 2007

  Scheme                                 Opening     Complaints       Complaints   Complaints
                                         Pending       Received        redressed    pending
  ICICI Prudential Growth Plan              NIL                 256         256       NIL
  ICICI Prudential Income Plan              NIL                 199         199       NIL
  ICICI Prudential Liquid Plan              NIL                  14          14       NIL
  ICICI Prudential FMCG Fund                NIL                 102         102       NIL
  ICICI Prudential Tax Plan                 NIL                1742        1742       NIL
  ICICI Prudential Gilt Fund                NIL                  26          26       NIL
  ICICI Prudential Balanced Fund            NIL                 234         234       NIL
  ICICI Prudential Technology Fund          NIL                  53          53       NIL
  ICICI Prudential Monthly Income
  Plan                                      NIL                 266         266       NIL
  ICICI Prudential Fixed Monthly
  Plan                                      NIL                   1           1       NIL
  ICICI Prudential Child Care Plan          NIL                  18          18       NIL
  ICICI Prudential Power                    NIL                 400         400       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                 453         453       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                 135         135       NIL
  ICICI Prudential Long Term
  Floating Rate Plan                        NIL                  31          31       NIL
  ICICI Prudential Emerging Star            NIL                 659         659       NIL
  ICICI Prudential Discovery Fund           NIL                 422         422       NIL
  ICICI Prudential Plan I Year Plus         NIL                   2           2       NIL
  ICICI Prudential Blended Plan             NIL                  71          71       NIL
  ICICI Prudential Infrastructure Fund
                                            NIL                 577         577       NIL
  ICICI Prudential Services Industries
  Fund                                      NIL                  23          23       NIL
  ICICI Prudential Fusion Fund              NIL                  23          23       NIL




                                                                                            143
      Scheme                                Opening           Complaints     Complaints           Complaints
                                            Pending             Received      redressed            pending
      ICICI    Prudential    Equity     &
      Derivatives Fund                         NIL                    5                  5           NIL
      Total                                    NIL                 5760               5760           NIL

    Details of investor complaints received from SEBI
      For the Period                                       Complaints        Complaints            Complaints
                                                            Received          redressed             pending
      Financial Year 2003-2004                                30                 33                    2
      Financial Year 2004-2005                                48                 45                    5
      Financial Year 2005-2006                                45                 42                    8
      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 availble from MCS Ltd.(The agency appointed by SEBI for handling investor’s
    grievances).The same has been brought to the notice of SEBI

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             F.Y 2004-              F.Y 2005-    F.Y. 2006-2007     As on September 6,
     investment                             2005                   2006                                    2007
     Investment in Bonds of ICICI Bank Ltd.
     ICICI Prudential Liquid Plan              --            15,084,779                      --                     --
     ICICI Prudential FMP Yearly                      --    187,441,157                      --                     --
     Series 12
     ICICI Prudential Long Term                       --     49,588,850         49,161,185                 50057758.24
     Floating Rate Plan
     Investment in NSE Linked Mibor Deposits /Term Deposit of ICICI Bank Ltd
     ICICI Prudential Balanced                 -    255,200,000         86100000                                    --
     Fund
     ICICI Prudential Blended Plan            -- 1,380,600,000         830800000                                    --
     - Plan A
     ICICI Prudential Blended Plan            --    288,100,000         52300000                                    --
     - Plan B
     ICICI Prudential Child Care              --     67,400,000           500000                                    --
     Gift Plan
     ICICI Prudential Child Care              --     54,100,000           200000                                    --
     Study Plan
     ICICI Prudential Discovery               --     36,500,000        310600000                                    --
     Fund
     ICICI Prudential Dynamic                 --     31,500,000       1114200000                                    --
     Plan
     ICICI Prudential Equity &                --               --     2198900000                                    --
     Derivatives Fund – Income



                                                                                                              144
Scheme name/Nature         of    F.Y 2004-      F.Y 2005-    F.Y. 2006-2007    As on September 6,
investment                            2005           2006                                   2007
Optimizer Plan

ICICI Prudential Equity &               --              --       1314200000                    --
Derivatives Fund – Wealth
Optimizer Plan
ICICI Prudential Emerging               --              --        206800000                    --
S.T.A.R. (Stocks Targeted At
Returns) Fund
ICICI     Prudential     Fixed          --   1,270,000,000                --                   --
Maturity Plan – Series 27 –
Monthly Plan
ICICI     Prudential     Fixed          --   1,335,000,000          4700000                    --
Maturity Plan – Series 28 – 13
months Plan
ICICI     Prudential     Fixed          --              --         28500000                    --
Maturity Plan – Series 28
ICICI     Prudential     Fixed          --              --           600000                    --
Maturity Plan – Series 30 – 13
Months Plan
ICICI     Prudential     Fixed          --     70,000,000                 --                   --
Maturity Plan – Series 31 – 4
Months Plan
ICICI     Prudential     Fixed          --   1,500,000,000                --                   --
Maturity Plan – Yearly Series
24
ICICI     Prudential     Fixed          --     65,000,000           1300000                    --
Maturity Plan – Yearly Series
25
ICICI     Prudential     Fixed          --              --           700000                    --
Maturity Plan – Yearly Series
5
ICICI     Prudential     Fixed          --              --          2000000                    --
Maturity Plan – Series 34 – 17
Months Plan
ICICI     Prudential     Fixed          --              --        566900000                    --
Maturity Plan – Series 34 – 16
Months Plan
ICICI     Prudential     Fixed          --              --          3100000                    --
Maturity Plan – Series 34 – 18
Months Plan
ICICI     Prudential     Fixed          --              --        254500000                    --
Maturity Plan – Series 34 – 1
Year Plan A
ICICI     Prudential     Fixed          --              --                --           950000000
Maturity Plan – Series 34 – 1
Year Plan B
ICICI     Prudential     Fixed          --              --       1517700000                    --
Maturity Plan – Series 34 – 3
Months Plan A
ICICI     Prudential     Fixed          --              --        832900000                    --
Maturity Plan – Series 34 – 15
Months Plan
ICICI     Prudential     Fixed                                    350000000                    --



                                                                                        145
Scheme name/Nature of                F.Y 2004-       F.Y 2005-    F.Y. 2006-2007   As on September 6,
investment                                2005            2006                                  2007
Maturity Plan – Series 34 – 6
Months Plan
ICICI     Prudential    Fixed                --              --          9200000                   --
Maturity Plan – Series 35– 1
Months Plan
ICICI     Prudential    Fixed                --              --       1502800000                   --
Maturity Plan – Series 35– 3
Months Plan A
ICICI     Prudential    Fixed                --              --       1300500000                   --
Maturity Plan – Series 35– 3
Months Plan B
ICICI     Prudential    Fixed                --              --       1151500000                   --
Maturity Plan – Series 35– 3
Months Plan C

ICICI     Prudential     Fixed               --              --        504700000                   --
Maturity Plan – Series 35– 13
Months Plan A
ICICI     Prudential     Fixed               --              --        572500000           750000000
Maturity Plan – Series 35– 13
Months Plan B
ICICI     Prudential     Fixed               --              --        431100000                   --
Maturity Plan – Series 37–3
Months Plan A
ICICI     Prudential     Fixed               --              --        474700000           200000000
Maturity Plan – Series 37–14
Months Plan
ICICI     Prudential     Fixed               --              --        700000000                   --
Maturity Plan – Series 37–3
Months Plus Plan A
ICICI Prudential Flexible          100,000,000      66,500,000        1538300000                  ---
Income Plan
ICICI Prudential Floating Rate               --   4,450,000,000           900000                   --
Plan
ICICI Prudential FMCG Fund                   --              --         53500000                   --

ICICI Prudential Fusion Fund                 --    180,000,000         125900000                   --

Prudential ICICI Fusion Fund-                --              --       1387600000                   --
Series II
ICICI Prudential Growth Plan                 --     12,000,000         107900000                   --

ICICI Prudential Hybrid Fixed                --              --       1503400000                   --
Maturity -13 Months Plan
ICICI Prudential Income                            150,100,000         117200000                   --
Multiplier Plan                     80,000,000
ICICI Prudential Infrastructure              --    182,000,000         812600000                   --
Fund
ICICI Prudential Income Plan                 --              --           700000                   --

ICICI Prudential Index Fund                                              3700000                   --
ICICI Prudential Liquid Plan      1,680,000,000   12,050,000,00      11387900000          9030000000
                                                              0



                                                                                            146
Scheme name/Nature of             F.Y 2004-        F.Y 2005-         F.Y. 2006-2007        As on September 6,
investment                             2005             2006                                            2007
ICICI Prudential Long Term      140,000,000      463,500,000              204000000                --
Floating Rate Plan
ICICI Prudential Long Term               --      320,000,000                 200000                        --
Plan
ICICI Prudential Monthly        500,000,000      425,400,000               81200000                        --
Income Plan
ICICI Prudential Power                   --       10,100,000              119800000                        --
ICICI Prudential Services                --       29,500,000               46800000                        --
Industries Fund
SENSEX Prudential ICICI                  --                --                500000                        --
Exchange Traded Fund
ICICI Prudential Short term              --                --             220000000                        --
Plan
ICICI Prudential Sweep Plan              --     1,500,000,000             511100000                        --

ICICI Prudential Technology                --              --              18100000                        --
Fund
ICICI Prudential Tax Plan                  --      1,000,000              100900000                        --
Investment in Equity Shares of ICICI Bank Ltd
ICICI Prudential Balanced          4,418,418        96,471,664            133641436.8              165289578
Fund
ICICI Prudential Blended Plan              --                   --                    --                   --
– Plan A
ICICI Prudential Blended Plan              --                   --                    --                   --
– Plan B
ICICI Prudential Child Care                --                   --           25600500               32893627
Gift Plan
ICICI Prudential Discovery                 --                   --                    --           138135000
Fund
ICICI Prudential Dynamic              59,000        52,053,170            986941942.5             1235399322
Plan
ICICI Prudential Equity &                  --                   --                    --           326505095
Dérivatives Fund – Income
Optimiser Plan
ICICI Prudential Equity &                  --                   --        205846793.7              359746822
Dérivatives Fund - Wealth
Optimiser Plan
ICICI Prudential Growth Plan      29,443,706                    --        173168608.8              269679119
ICICI Prudential Income                    --                   --          55638420                70577776
Multiplier Plan
ICICI Prudential Index Fund          264,135           876,506             7564947.75                7046727
ICICI Prudential Infrastructure            --               ---           594544305.3              986822627
Fund
ICICI Prudential Monthly           5,884,612                    --         24107137.5               72972116
Income Plan
ICICI Prudential Power            35,328,722       273,686,767            571104487.5              668985963
ICICI Prudential Services                  --       65,092,970             192003750               402608271
Industries Fund
SENSEX Prudential ICICI                    --          705,922                 648356                 798117
Exchange Traded Fund
ICICI Prudential Fusion Fund               --                   --                  --             238616241
ICICI Prudential Fusion Fund                                                 85335000              155297813



                                                                                                    147
 Scheme name/Nature of                F.Y 2004-        F.Y 2005- F.Y. 2006-2007    As on September 6,
 investment                                2005             2006                                 2007
 - Series II
 ICICI Prudential Tax Plan       --              --                      256005000         362165106
 TOTAL                            2,581,224,610     28,064,501,786  38,028,011,871       16473597077
 % to the net assets of the              1.69%             11.91%          10.03%              3.13%
 Mutual Fund
 Term Deposit of ICICI Bank Ltd kept as Margin Money for Derivatives
 ICICI Prudential Balanced                    --               --              --
 Fund                                                                                      358800000
 ICICI Prudential Blended Plan                --               --              --
 – Plan A                                                                                 1525400000
 ICICI Prudential Blended Plan                --               --              --
 – Plan B                                                                                   35000000
 ICICI Prudential Discovery                   --               --              --
 Fund                                                                                      250000000
 ICICI Prudential Dynamic                     --               --              --
 Plan                                                                                     2576370000
 ICICI Prudential Equity &                    --               --              --
 Dérivatives Fund – Income
 Optimiser Plan                                                                           2646470000
 ICICI Prudential Equity &                    --               --              --
 Dérivatives Fund - Wealth
 Optimiser Plan                                                                           1991375000
 ICICI Prudential E.S.T.A.R.                  --               --              --          118000000
 ICICI Prudential FMCG Fund                   --               --              --           26000000
 ICICI Prudential Fusion Fund                 --               --              --           86000000
 Prudential ICICI Fusion Fund-                --               --              --
 Series II                                                                                 161130000
 ICICI Prudential Child Care                  --               --              --
 Gift Plan                                                                                   6825000
 ICICI Prudential Growth Plan                 --               --              --          182000000
 ICICI Prudential Income                      --               --              --
 Multiplier Plan                                                                           220400000
 ICICI Prudential Infrastructure              --               --              --         2601400000
 Fund
 ICICI Prudential Monthly                     --               --              --
 Income Plan                                                                               311900000
 ICICI Prudential Power                       --               --              --          234330000
 ICICI Prudential Services                    --               --              --
 Industries Fund                                                                           108800000
 ICICI Prudential Tax Plan                    --               --              --          129800000

Transactions with Associate Companies:

                                               F.Y.          F.Y.          F.Y.
                                                                                      April 1, 2007 to
                                          2004-2005     2005-2006     2006-2007
                                                                                    September 6, 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                          919650.01
                                                                     2,998,127.15




                                                                                             148
                                               F.Y.         F.Y.          F.Y.
                                                                                      April 1, 2007 to
                                          2004-2005    2005-2006     2006-2007
                                                                                    September 6, 2007
ICICI Prudential Blended Plan – Plan A           Nil 11,725,865                          96808791.15
                                                                   23,306,739.20
ICICI Prudential Blended Plan – Plan B           Nil 4,013,924                             342105.09
                                                                     2,420,912.51
ICICI Prudential Cautious Plan             30,164.02      18,569            Nil
ICICI Prudential Child Care Plan-Gift     189,274.57      68,485      520,359.59           118716.85
Plan
ICICI Prudential Child Care Plan-Study     54,234.48      39,252     22,566.31                973.89
Plan
ICICI Prudential Discovery Fund           420,883.85 1,381,548                            2445041.01
                                                                     2,983,964.97
ICICI Prudential Dynamic Plan             596,182.19 1,095,786                           36189714.53
                                                                     5,013,598.25
ICICI Prudential Emerging S.T.A.R. Fund   276,590.68     329,998   2,761,832.19           1045841.24
ICICI Prudential Fixed Maturity Plan –           Nil       4,357            Nil                  Nil
Quarterly Series 25
ICICI Prudential Fixed Maturity Plan –           Nil         Nil                                   Nil
Series 25 – 15 Months Plan                                              8,268.00
ICICI Prudential Fixed Maturity Plan –           Nil         Nil           3,367                   Nil
Series 32 – 3 Months Plan
ICICI Prudential Fixed Maturity Plan –     23,902.59      36,018           5,324                   Nil
Yearly Series 12
ICICI Prudential Fixed Maturity Plan –     23,902.59      36,018           9,754                   Nil
Yearly Series 24
ICICI Prudential Fixed Maturity Plan –           Nil         Nil           3,126                   Nil
Yearly Series 25
ICICI Prudential Fixed Maturity Plan –           Nil         Nil           1,684                   Nil
Yearly Series 28

ICICI Prudential Fixed Maturity Plan –           Nil         Nil           1,663                   Nil
Yearly Series 5
ICICI Prudential Fixed Maturity Plan –           Nil         Nil           7,948                   Nil
Series 27 – Three Months Plan
ICICI Prudential Fixed Maturity Plan –           Nil         Nil           2,111                   Nil
Series 28 – 4 Months Plan
ICICI Prudential Fixed Maturity Plan –           Nil         Nil             178                   Nil
Series 31 – 4 Months Plan
ICICI Prudential Fixed Maturity Plan –           Nil         Nil                                   Nil
Series 32 – 1 Month Plan - B                                               56.12
ICICI Prudential Fixed Maturity Plan –           Nil         Nil                                   Nil
Series 32 – 3 Months Plan- C                                              112.24
ICICI Prudential Fixed Maturity Plan –           Nil         Nil             786                   Nil
Series 32 – 3 Months Plan D
ICICI Prudential Fixed Maturity Plan –           Nil         Nil           56.12                   Nil
Series 34 – 16 Months Plan




                                                                                             149
                                               F.Y.         F.Y.        F.Y.
                                                                                 April 1, 2007 to
                                          2004-2005    2005-2006   2006-2007
                                                                               September 6, 2007
ICICI Prudential Fixed Maturity Plan –           Nil         Nil        224.48               Nil
Series 34 – 18 Months Plan
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil            56.12
Series 34 – 15 Months Plan
ICICI Prudential Fixed Maturity Plan –           Nil         Nil        112.24                Nil
Series 34 – 1 Year Plan A
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil          1066.28
Series 34 – 1 Year Plan B
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil            56.12
Series 34 –6 Months Plan
ICICI Prudential Fixed Maturity Plan –           Nil         Nil        112.24            264.66
Series 35 – 3 Months Plan- A
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil           280.60
Series 35 – 13 Months Plan- B
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil          1196.48
Series 35– 1 Year Plan
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil         10008.18
Series 36– 18 Month Plan A
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil           112.24
Series 37– 14 Months Plan
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil           112.24
Series 37– 3 Months Plus Plan A
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil           168.36
Series 37– 1 Month
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil           718.34
Series 37– 3 Months Plan B
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil               56
Series 38– 3 Months Plan B
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil            55.86
Series 38– 3 Months Plan C
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil            56.18
Series 38– 3 Months Plan D
ICICI Prudential Fixed Maturity Plan –           Nil         Nil            Nil          1446.89
Series 38– 1 Year Plan A
ICICI Prudential Fixed Maturity –                14          Nil          Nil                 Nil
Quarterly Plan - Series 24
ICICI Prudential Flexible Income Plan     664,748.93     165,119                      153431.03
                                                                      9,752.30
ICICI Prudential Floating Rating Plan     778,929.20 1,438,606                          42704.08
                                                                    188,635.62
ICICI Prudential FMCG Fund                125,546.25      76,381     84,752.34        150614.39

ICICI Prudential Fusion Fund                     Nil      91,313   1,985,461.77       369509.66

ICICI Prudential Fusion Fund Series II           Nil         Nil            Nil      1247390.74

ICICI Prudential Gilt Fund – Investment   563,502.79     122,315                         3272.18
                                                                     14,461.04



                                                                                        150
                                                 F.Y.           F.Y.        F.Y.
                                                                                      April 1, 2007 to
                                            2004-2005      2005-2006   2006-2007
                                                                                    September 6, 2007
ICICI Prudential Gilt Fund – Investment -    355,160.83          Nil            Nil               Nil
PF Option
ICICI Prudential Gilt Fund – PF Option               Nil      53,787                            2278
                                                                          8,210.51
ICICI Prudential Gilt Fund – Treasury        343,961.51       20,404                            1862
                                                                          5,894.32
ICICI Prudential Gilt Fund – Treasury -      351,541.67       46,581                               943
PF Option                                                                 3,122.00

ICICI Prudential Growth Plan                 796,978.96      564,739                      1052709.34
                                                                       1,307,623.59

ICICI Prudential Hybrid Fixed Maturity               Nil         Nil                               Nil
Plan –13 Months Plan                                                      1,167.29
ICICI Prudential Income Multiplier Fund      391,109.02      210,387                       678160.93
                                                                        473,105.79
ICICI Prudential Income Plan                1,025,720.67     258,956                          6741.74
                                                                         28,473.51
ICICI Prudential Index Fund                          Nil      22,902                       117334.51
                                                                         75,449.40
ICICI Prudential Infrastructure Fund                 Nil 2,871,823                       81478577.07
                                                                       5,595,841.35
ICICI Prudential Liquid Plan                1,797,358.07 7,464,838                        2905892.39
                                                                       8,519,417.93
ICICI Prudential Long Term Floating Rate      52,070.35      200,806                            4910
Plan                                                                     36,162.46
ICICI Prudential Long Term Plan               63,709.85       47,010                        22611.21
                                                                          7,617.22
ICICI Prudential Moderate Plan                44,826.81       21,546         Nil
ICICI Prudential Monthly Income Plan        1,322,413.33 1,155,792                        1615987.48
                                                                       2,453,699.49
ICICI Prudential Plan I                         3,449.00       367              Nil              Nil
ICICI Prudential Power                      1,136,605.09 1,914,016                        4412116.43
                                                                       3,930,499.21
ICICI Prudential Services Industries Fund            Nil     645,774                      1214165.71
                                                                        555,565.93
ICICI Prudential Short Term Plan             601,179.91      489,371                          9785.70
                                                                         87,108.61

ICICI Prudential Sweep Plan                          Nil      59,980                        12449.95
                                                                         13,507.99

SENSEX Prudential ICICI          Exchange            Nil         Nil        1.45                   Nil
Traded Fund
ICICI Prudential Tax Plan                    218,904.50      310,323    636,994.11        1376183.46
ICICI Prudential Technology Fund             757,591.16      365,636     18,809.64            8765.32




                                                                                             151
                                                 F.Y.          F.Y.         F.Y.
                                                                                        April 1, 2007 to
                                            2004-2005     2005-2006    2006-2007
                                                                                      September 6, 2007
ICICI Prudential Very Aggressive Plan         11,955.03      11,973           Nil                   Nil

ICICI Prudential Very Cautious Plan           20,906.92      18,941                                  Nil
                                                                            354.00

ICICI Prudential Equity & Derivatives               Nil         Nil                        98012921.06
Fund – Income Optimizer Fund                                           7,300,511.46
ICICI Prudential Equity & Derivatives               Nil         Nil                        16289572.05
Fund – Wealth Optimizer Fund                                           3,306,977.83
ICICI Prudential Interval Fund –                    Nil         Nil             Nil              56.18
Quarterly II
 ICICI Bank Limited – Brokerage**
 ICICI Prudential Agressive Plan              191,735        49,415         36023
                                                                                               16252.49
 ICICI Prudential Balanced Fund           2,104,082.04     1,156,500     5271948
                                                                                             1975213.36
 ICICI Prudential Blended Plan – Plan A           Nil      5,233,573     1411578              413739.73
 ICICI Prudential Blended Plan – Plan B           Nil      1,498,176      475200               40092.63
 ICICI Prudential Cautious Plan               637,190         74,094       24220
                                                                                               10524.98
 ICICI Prudential Child Care Plan-Gift     740,634.98      1,023,519      813461
 Plan                                                                                         142937.54
 ICICI Prudential Child Care Plan-Study    365,272.39       339,457       270315
 Plan                                                                                         393900.18
 ICICI Prudential Discovery Fund          4,288,947.01    18,155,450    11867942
                                                                                             1765528.18
 ICICI Prudential Dynamic Plan            2,647,414.31    11,895,404    15561553
                                                                                             7198444.83
 ICICI Prudential Emerging S.T.A.R.         10659160       6,891,839    10117262
 (Stock Targeted At Returns) Fund                                                            1805159.04
 ICICI Prudential Fixed Maturity Plan –        65,716            Nil          Nil
 Series 24 – Quarterly
 ICICI Prudential Fixed Maturity Plan –            Nil           Nil        44630
 Series 24 – Yearly                                                                            49450.58
 ICICI Prudential Fixed Maturity Plan –        54,933            Nil          Nil
 Series 25 – 15 Months Plan                                                                          Nil
 ICICI Prudential Fixed Maturity Plan –        13,497        46,100           Nil
 Series 25 – Quarterly Plan                                                                          Nil
 ICICI Prudential Fixed Maturity Plan –        21,300        61,334         45374
 Series 25 – Yearly Plan                                                                             Nil
 ICICI Prudential Fixed Maturity Plan –            Nil        7,369           Nil
 Series 26                                                                                           Nil
 ICICI Prudential Fixed Maturity Plan –        50,035        17,057           Nil
 Series 26 – Quarterly Plan                                                                          Nil
 ICICI Prudential Fixed Maturity Plan –            Nil       14,832         95711
 Series 27 – Monthly Plan                                                                            Nil
 ICICI Prudential Fixed Maturity Plan –            Nil           Nil         1336
 Series 28                                                                                           Nil
 ICICI Prudential Fixed Maturity Plan –            Nil      165,440           Nil
 Series 28 – 16 Months Plan                                                                          Nil
 ICICI Prudential Fixed Maturity Plan –            Nil      254,176         10503                    Nil



                                                                                               152
                                              F.Y.        F.Y.        F.Y.
                                                                               April 1, 2007 to
                                         2004-2005   2005-2006   2006-2007
                                                                             September 6, 2007
Series 28 – 4 Months Plan
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      -66821
Series 28 Institutional                                                                      Nil
ICICI Prudential Fixed Maturity Plan –         Nil        122       77280
Series 30                                                                                    Nil
ICICI Prudential Fixed Maturity Plan –         Nil        122       12089
Series 31                                                                                    Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      68178
Series 32 – Plan A                                                                           Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil        615
Series 32 –1 Month Plan B                                                                    Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil          2
Series 32 –1 Month Plan A                                                                    Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil       8133
Series 32 –1 Month Plan D                                                                    Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      98311
Series 32 – Plan C                                                                           Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      30892
Series 32 –Plan B                                                                            Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      23518
Series 32 –Plan D                                                                            Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      15016
Series 32 –Plan E                                                                            Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil         Nil
Series 34 – 6 Months Plan                                                             55220.06
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      13400
Series 34 –18 Months                                                                         Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      48828
Series 34 –1 Year Plan                                                                       Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      23364
Series 34 –3 Months Plan A                                                            15153.43
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      28159
Series 34 –3 Months Plus Plan A                                                              Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      91818
Series 34 –15 Months Plan                                                                    Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil     109628
Series 34 –16 Months Plan                                                                   0.00
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      54921
Series 34 –17 Months Plan                                                                    Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil       1613
Series 35 – 1 Month Plan                                                                     Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil        403
Series 35 –3 Months Plan                                                                     Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      52269
Series 35 –3 Months Plan A (Retail &
Institutional)                                                                        97564.25
ICICI Prudential Fixed Maturity Plan –         Nil         Nil      12601
Series 35 –3 Months Plan B (Retail &
Institutional)                                                                        33849.51
ICICI Prudential Fixed Maturity Plan –         Nil         Nil         Nil
Series 35 –3 Months Plan C                                                            23559.91




                                                                                      153
                                                 F.Y.         F.Y.        F.Y.
                                                                                   April 1, 2007 to
                                            2004-2005    2005-2006   2006-2007
                                                                                 September 6, 2007
ICICI Prudential Fixed Maturity Plan –             Nil         Nil         Nil
Series 35 – One Year Plan (Retail and
Institutional)                                                                           209754.34
ICICI Prudential Fixed Maturity Plan –             Nil         Nil         Nil
Series 36 – 18 Months Plan A- Retail                                                     502184.94
ICICI Prudential Fixed Maturity Plan –
Series 36 – 18 Months Plan B                                                            2550155.08
ICICI Prudential Fixed Maturity Plan –             Nil         Nil         Nil
Series 37 –1 Month Plan                                                                   13779.70
ICICI Prudential Fixed Maturity Plan –             Nil         Nil         Nil
Series 37 –3 Months Plan B                                                                60044.79
ICICI Prudential Fixed Maturity Plan –             Nil         Nil         Nil
Series 37 –3 Months Plus Plan A                                                           52543.37
ICICI Prudential Fixed Maturity Plan –             Nil         Nil         Nil
Series 37 –3 Months Plus Plan B                                                          153639.31
ICICI Prudential Fixed Maturity Plan –             Nil         Nil         Nil
Series 38 –3 Month Plan A                                                                 50022.11
ICICI Prudential Fixed Maturity Plan –
Series 38 –1 Year Plan B Institutional
Option                                                                                   213705.95
ICICI Prudential Fixed Maturity Plan –             Nil         Nil         Nil
Series 38 –1 Year Plan – Retail Option                                                   597077.25
ICICI Prudential Fixed Maturity Plan –
Series 38 –2 Year Plan – Retail Option                                                   112180.92
ICICI Prudential Fixed Maturity Plan –             Nil         Nil         Nil
Series 38 –3 Month Plan C - Retail                                                         3622.89
ICICI Prudential Fixed Maturity Plan –
Series 38 –3 Month Plan D - Retail                                                              7.61
ICICI Prudential Fixed Maturity Plan –
Series 39 –24 Month Plan B – Retail
Growth                                                                                   688857.25
ICICI Prudential Fixed Maturity Plan           24,300          Nil         Nil
Yearly series 1                                                                                  Nil
ICICI Prudential Fixed Maturity Plan          468,993          Nil       3053
Yearly series 12
                                                                                                 Nil
ICICI Prudential Fixed Maturity Plan          100,771          Nil      28956
Yearly series 12 – Institutional Option                                                          Nil
ICICI Prudential Fixed Maturity Plan           93,300          Nil      13046
Yearly series 5                                                                                  Nil
ICICI Prudential Fixed Maturity Plan           21,506       17,154         Nil
Yearly series 6                                                                                  Nil
ICICI Prudential Fixed Maturity Plan           12,610          Nil         Nil
Yearly series 6 – Institutional Option                                                           Nil
ICICI Prudential Flexible Income Plan     2,125,857.63     253,006      88463
                                                                                         283439.70
ICICI Prudential Floating Rate Plan         4,664,522    5,289,959    3281983            690373.46
ICICI Prudential FMCG Fund                  67,475.31      739,181     401635             75333.56
ICICI Prudential Fusion Fund                      Nil      103,832    4671073           2937109.25
ICICI Prudential Fusion Fund Series II            Nil          Nil        Nil           3780304.59
ICICI Prudential Gilt Fund –                3,127,133    1,527,409     613015
Investment                                                                               212916.30



                                                                                          154
                                                 F.Y.         F.Y.         F.Y.
                                                                                    April 1, 2007 to
                                            2004-2005    2005-2006    2006-2007
                                                                                  September 6, 2007
ICICI Prudential Gilt Fund – Treasury         151,169      183,267      213047             24519.84
ICICI Prudential Gilt Fund Investment         623,790      559,290      346679
Plan – PF Option                                                                          113232.92
ICICI Prudential Gilt Fund Treasury –         209,973      180,970      112280
PF Option                                                                                  16392.81
ICICI Prudential Growth Plan              2,222,891.29    1,826,055    2218196            513973.48
ICICI Prudential Hybrid Fixed Maturity             Nil          Nil     212456
Plan                                                                                             0.00
ICICI Prudential Income Multiplier            575,892     1,152,144     423589
Fund                                                                                      182127.09
ICICI Prudential Income Plan                4,341,734     1,082,410     511206            207580.18
ICICI Prudential Income Plan –                110,819           Nil     267384
Institutional Option                                                                       46339.48
ICICI Prudential Index Fund                        Nil       32,226      69594             47715.00
ICICI Prudential Infrastructure Fund               Nil   56,632,289   19747489           9123509.12
ICICI Prudential Interval Fund –
Annual Plan I                                                                               8899.96
ICICI Prudential Interval Fund –                   Nil          Nil         Nil
Monthly Plan I
ICICI Prudential Interval Fund –                   Nil          Nil         Nil
Monthly Plan II                                                                               60.23
ICICI Prudential Interval Fund –
Monthly Plan I – Plan A                                                                     9112.54
ICICI Prudential Interval Fund –                   Nil          Nil         Nil
Quarterly Interval Plan-II                                                                 81775.28
ICICI Prudential Interval Fund –
Quarterly Interval Plan-I                                                                  20294.01
ICICI Prudential Liquid Institutional              Nil    5,027,090    1230347
Plus                                                                                      332368.57
ICICI Prudential Liquid Plan                5,385,319     6,043,235    3164982           1650600.66
ICICI Prudential Liquid Plan –             10,862,559           Nil     439723
Institutional Option                                                                       67503.39
ICICI Prudential Liquid Super                      Nil          Nil    3808080
Institutional Plan                                                                       2362276.28
ICICI Prudential Long Term Floating         1,073,757     3,316,102    1734901
Rate Plan                                                                                 186210.85
ICICI Prudential Long Term Plan                   589      104,195          Nil
                                                                                               0.00
ICICI Prudential Moderate Plan                 150,881       47,480      31681             10551.26
ICICI Prudential Monthly Income Plan         3,974,498    2,245,495     842992            229523.29
ICICI Prudential Power                   13,886,378.13    6,920,010   11316858           4416300.71
ICICI Prudential Services Industries               Nil    2,173,653    3105900
Fund                                                                                     3543143.05
ICICI Prudential Short Term Plan              825,812     2,077,474     671616
                                                                                           70000.24
ICICI Prudential Short Term Plan –            880,662           Nil     559245
Institutional Option                                                                      122499.47
ICICI Prudential Sweep Plan                        Nil       3,595      128807
                                                                                           18817.22
ICICI Prudential Tax Plan                  692,570.09     8,608,194    5366282           1106725.93
ICICI Prudential Technology Fund           749,131.93       711,159     726805            365813.70
ICICI Prudential Very Agressive Plan           91,386        31,977      25440             12558.25



                                                                                           155
                                                F.Y.          F.Y.        F.Y.
                                                                                   April 1, 2007 to
                                           2004-2005     2005-2006   2006-2007
                                                                                 September 6, 2007

ICICI Prudential Equity & Derivatives              Nil         Nil    18479913
Fund – Wealth Optimizer Fund                                                             3126307.97
ICICI Prudential Equity & Derivatives              Nil         Nil    583183
Fund – Income Optimizer Fund – Retail &
Inst                                                                                      457364.45
 ICICI Prudential Very Cautious Plan         239,660        83,076      85134             15389.98
 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     132,305.83          Nil         Nil                  Nil
 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   100,344.93          Nil         Nil
 Option                                                                                         Nil
 ICICI Prudential Gilt fund – Investment    50,661.05          Nil         Nil
 Option                                                                                         Nil
 ICICI Prudential Gilt Fund Investment       9,356.83          Nil         Nil
 Plan – PF Option                                                                               Nil
 ICICI Prudential Gilt Fund –Treasury       11,885.67          Nil         Nil
 Option                                                                                         Nil
 ICICI Prudential Gilt Fund – Treasury       5,862.14          Nil         Nil
 Option–PF Option                                                                               Nil
 ICICI Prudential Growth Plan              267,988.55          Nil         Nil                  Nil
 ICICI Prudential Income Multiplier        162,342.54          Nil         Nil
 Fund                                                                                           Nil
 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      596,595.37          Nil         Nil                  Nil
 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 –         39,095.52          Nil         Nil
 Study Plan                                                                                     Nil
 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-         618.83          Nil         Nil
 Quarterly Series 24                                                                            Nil
 ICICI Prudential Fixed Maturity Plan –        112.35          Nil         Nil
 Yearly Series 1                                                                                Nil
 ICICI Prudential Fixed Maturity Plan –        151.86          Nil         Nil
 Yearly Series 12                                                                               Nil
 ICICI Prudential Fixed Maturity Plan –         32.98          Nil         Nil
 Yearly Series 2                                                                                Nil
 ICICI Prudential Fixed Maturity Plan-         259.89          Nil         Nil
 Yearly Series 24                                                                               Nil
 ICICI Prudential Fixed Maturity Plan –         48.60          Nil         Nil
 Yearly Series 5                                                                                Nil
 ICICI Prudential Agressive Plan            33,223.68          Nil         Nil                  Nil



                                                                                          156
                                                F.Y.         F.Y.            F.Y.
                                                                                        April 1, 2007 to
                                           2004-2005    2005-2006       2006-2007
                                                                                      September 6, 2007
ICICI Prudential Cautious Plan             34,199.76           Nil              Nil                  Nil
ICICI Prudential Moderate Plan             34,421.13           Nil              Nil                  Nil
ICICI Prudential Very Aggressive Plan     187,383.70           Nil              Nil                  Nil
ICICI Prudential Very Cautious Plan        12,328.63           Nil              Nil                  Nil
ICICI Brokerage Service Limited – Brokerage on secondary market transactions
ICICI Prudential Balanced Plan             762,989   1,047,893        1169117                    254882
ICICI Prudential Blended Plan – Plan A             Nil    2,20,230           760111               87376
ICICI Prudential Blended Plan – Plan B             Nil      61,489           164108               48906
ICICI Prudential Child Care Plan – Gift       163,412      103,311           104743               96473
Plan
ICICI Prudential Child Care Plan –               1,917      14,397            6360                     0
Study Plan
ICICI Prudential Discovery Fund               678,319    1,640,708          3349143              132648
ICICI Prudential Dynamic Plan                 555,997    2,444,858          3237473              903337
ICICI Prudential Emerging S.T.A.R.            304,029      538,355           577102              211170
Fund
ICICI Prudential FMCG Fund                     74,022      331,539           236726               60247
ICICI Prudential Fusion Fund                       Nil     149,310           405361               94750
ICICI Prudential Growth Plan                  725,906    1,439,160           689814              102252
ICICI Prudential Income Multiplier             46,684      207,255           236698               83933
Fund
ICICI Prudential Infrastructure Fund               Nil   4,847,831          1725519              127359
ICICI Prudential Monthly Income Plan          738,221      505,407           339803                   0
ICICI Prudential Power                      1,282,221    2,361,526          3408873                   0
ICICI Prudential Services Industries               Nil     903,971           171228              110305
Fund
ICICI Prudential Tax Plan                      36,354      468,718           672398              400166
ICICI Prudential Technology Plan              387,399      100,194           119248               50120
ICICI      Prudential      E&D-Wealth              Nil         Nil           515208              457330
Optimiser Plan
ICICI      Prudential      E&D-Income              Nil         Nil           170024            1453819
Optimiser Plan
ICICI Prudential Fusion Fund Series II             Nil         Nil              Nil              617149
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              184.21

ICICI Prudential Balanced Fund                72,177          391               Nil               71.12

ICICI Prudential Tax Plan                         25           40               Nil                  7.28

ICICI Prudential Technology Fund              23,338        9,823               Nil                  9.41

ICICI Prudential Power                           Nil           22               Nil                   Nil
ICICI Prudential Child Care Plan – Gift          349          149               Nil
Plan                                                                                                  Nil
ICICI Prudential Dynamic Plan                       4          10               Nil                  0.21

ICICI Prudential Income Plan                 378,844           18               Nil                  2.91




                                                                                               157
                                             F.Y.         F.Y.           F.Y.
                                                                                   April 1, 2007 to
                                        2004-2005    2005-2006      2006-2007
                                                                                 September 6, 2007
ICICI Prudential Monthly Income Plan         1,254         239             Nil                38.08

ICICI Prudential Liquid Plan                30,197      30,701             Nil               16.21

ICICI Prudential Gilt Fund –                37,663      12,469             Nil             2218.51
Investment
ICICI Prudential Gilt Fund – Treasury          Nil       1,144             Nil
Investment Plan                                                                                Nil
ICICI Prudential Short Term Plan               Nil         143             Nil               22.59

ICICI Prudential Gilt Fund Investment         7,572       17,140          Nil               220.13
Plan– PF
ICICI Prudential Liquid Plan –               98,801          Nil          Nil
Institutional Option                                                                            Nil
ICICI Prudential Liquid Plan –                  Nil       25,497          Nil
Institutional Plus Option                                                                      Nil
ICICI Prudential Liquid Plan – Super            Nil          Nil          Nil               122.05
Institutional Plus Option
ICICI Prudential Floating Rate Plan          21,583       46,957          Nil                   Nil
ICICI Prudential Fixed Maturity Plan –        6,205          Nil          Nil
Series 25 – Quarterly Option                                                                    Nil
ICICI Brokerage Service Limited – Brokerage (erstwhile ICICI Web Trade Ltd)
ICICI Prudential Agressive Plan              31,686       67,261        79427             50775.33
ICICI Prudential Balanced Fund             103,015       231,984       240594            140153.17
ICICI Prudential Blended Plan – Plan A          Nil       46,908        20065              7143.66
ICICI Prudential Blended Plan – Plan B          Nil       18,995         6141              1934.35
ICICI Prudential Cautious Plan                6,944        5,426         9826              2288.67
ICICI Prudential Child Care - Gift Plan                                                       0.00
ICICI Prudential Study Plan                                                                   0.00
ICICI Prudential Discovery Plan            393,245       683,992       590944            130747.05
ICICI Prudential Dynamic Plan               101292       599,468     1511689            1166785.95
ICICI Prudential Emerging S.T.A.R.         519,226     1,507,325     1474635             354409.09
ICICI Prudential Fixed Maturity Plan –          Nil            5            32
Series 27 – Monthly Plan                                                                        Nil
ICICI Prudential Fixed Maturity Plan –          Nil        3,819          Nil
Series 28 – 16 Months Plan                                                                      Nil
ICICI Prudential Fixed Maturity Plan –          Nil          Nil          588
Yearly Series 5                                                                                Nil
ICICI Prudential Flexible Income Plan       12,243         9,011         3561              5655.13
ICICI Prudential Floating Rate Plan          27,972      108,315       127674             42610.37
ICICI Prudential FMCG Fund                   65,161    1,272,743       536438             87113.88
ICICI Prudential Fusion Fund                    Nil        7,604       277033            205056.84
ICICI Prudential Fusion Fund Series II          Nil          Nil          Nil             76442.21
ICICI Prudential Gilt Investment               7715        2,626         2996              6606.67
ICICI Prudential Gilt Investment – PF
Option                                                                                        0.00
ICICI Prudential Gilt Treasury                 4004        3,300         2596              2017.81
ICICI Prudential Gilt Treasury – PF
Option                                                                                        0.00
ICICI Prudential Growth Plan               167,620       269,415       221885             93945.86
ICICI Prudential Income Multiplier           13,158      146,838       159206            151959.27
Fund


                                                                                          158
                                              F.Y.        F.Y.        F.Y.
                                                                               April 1, 2007 to
                                         2004-2005   2005-2006   2006-2007
                                                                             September 6, 2007
ICICI Prudential Income Plan                29,367      30,581      33237              7422.63
ICICI Prudential Infrastructure Fund           Nil   4,089,369    3025617          1487031.72
ICICI Prudential Interval Fund –
Annual Plan I                                                                           106.80
ICICI Prudential Interval Fund –
Monthly Plan I Plan A                                                                    44.90
ICICI Prudential Interval Fund –               Nil         Nil         Nil
Monthly Plan II                                                                             7.71
ICICI Prudential Interval Fund –
Quarterly Interval Plan-I                                                                   0.58
ICICI Prudential Interval Fund –               Nil         Nil         Nil
Quarterly Interval Plan-II                                                                  2.67
ICICI Prudential Interval Fund –
Quarterly Interval Plan-III                                                              14.29
ICICI Prudential Liquid Plan                99,228     182,593     240762            342042.81
ICICI Prudential Liquid Plan –              40,105       8,337        Nil
Institutional Option
                                                                                             Nil
ICICI Prudential Liquid Plan –                 Nil         Nil       8158
Institutional Option-                                                                  6394.16
ICICI Prudential Liquid Plan – Super
Institutional Option-Plus                                                                 0.00
ICICI Prudential Moderate Plan              16,814      17,245      15179              4572.04
ICICI Prudential Monthly Income Plan        32,105      37,956      66727             25301.30
ICICI Prudential Power                     199,823     353,286     649923    484743.551633129.
                                                                                            09
ICICI Prudential Services Industries           Nil     150,413     661992
Fund                                                                                1633129.09
ICICI Prudential Short Term Plan            12,816      72,371      57273             42556.72
ICICI Prudential Sweep Plan                    Nil         Nil        Nil               676.93
ICICI Prudential Tax Plan                  205,137   2,442,972    2115651            508857.43
ICICI Prudential Technology Plan           167,897     240,350     488341            369758.66
ICICI Prudential Very Aggressive Plan       69,192     108,854     168208             61674.53
ICICI Prudential Very Cautious Plan          1,513       2,652       5625              3791.59
ICICI Prudential E&D-Income                    Nil         Nil    1444373
Optimiser Plan                                                                        60940.89
ICICI Prudential E&D-Wealth                    Nil         Nil    1444373
Optimiser Plan                                                                       191774.04
ICICI Prudential Fixed Maturity Plan –         Nil         Nil         Nil
Series 34 –6 Months Plus Plan A Retail                                                  595.39
ICICI Prudential Fixed Maturity Plan –         Nil         Nil       1194
Series 34 –15 Months Plan                                                                    Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil       1224
Series 34 –16 Months Plan                                                                   0.00
ICICI Prudential Fixed Maturity Plan –         Nil         Nil       1224
Series 34 –6 Months Plan                                                                     Nil
ICICI Prudential Fixed Maturity Plan –         Nil         Nil         Nil
Series 35 –Three Months Plan A                                                          146.81
ICICI Prudential Fixed Maturity Plan –         Nil         Nil         Nil
Series 37 –3 Months Plus Plan B                                                         473.76
ICICI Prudential Fixed Maturity Plan –         Nil         Nil         Nil
Series 37 –3 Months Plus Plan A                                                         120.46



                                                                                      159
                                              F.Y.         F.Y.        F.Y.
                                                                                April 1, 2007 to
                                         2004-2005    2005-2006   2006-2007
                                                                              September 6, 2007
ICICI Prudential Fixed Maturity Plan –          Nil         Nil         Nil
Series 38 –3 Months Plan C -Retail                                                        86.44
ICICI Prudential Fixed Maturity Plan –          Nil         Nil         Nil
Series 38 –1 Year Plan -Retail                                                         27767.89
ICICI Prudential Fixed Maturity Plan –          Nil         Nil         Nil
Series 38 –2 Year Plan -Retail                                                         25293.70
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
ICICI Prudential Blended Plan – Plan B          Nil       1,609       1646                   Nil
ICICI Prudential Cautious Plan               90,797       7,302       1975                   Nil
ICICI Prudential Child Care Plan – Gift      45,117      71,595
Plan                                                                 49670                   Nil
ICICI Prudential Child Care Plan –           34,364      26,284
Study Plan                                                           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 –          125         Nil        Nil
Series 24 – Quarterly Plan                                                                   Nil
ICICI Prudential Fixed Maturity Plan –          Nil         Nil       2061
Series 24 – Yearly Plan                                                                      Nil
ICICI Prudential Fixed Maturity Plan –          Nil       2,968       3110
Series 25 – Yearly Plan                                                                      Nil
ICICI Prudential Fixed Maturity Plan –          Nil        249          Nil
Series 28                                                                                    Nil
ICICI Prudential Fixed Maturity Plan –          Nil      30,257      -13479
Series 28 – Institutional Plan                                                               Nil
ICICI Prudential Fixed Maturity Plan –          Nil         Nil      25303
Series 30                                                                                    Nil
ICICI Prudential Fixed Maturity Plan –        2,516        125          Nil
Yearly Series 12                                                                             Nil
ICICI Prudential Fixed Maturity Plan –          400         Nil         Nil
Yearly series 6                                                                              Nil
ICICI Prudential Hybrid Fixed Maturity          Nil         Nil         47
Plan                                                                                         Nil
ICICI Prudential Fixed Maturity Plan –          Nil         Nil        143
Yearly series 32 -3 Months Plan- C                                                           Nil
ICICI Prudential Fixed Maturity Plan –          Nil         Nil        746
Yearly series 32 -3 Months Plan- D                                                           Nil
ICICI Prudential Flexible Income Plan       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              39      14,474       8418
Plan – PF Option                                                                            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             28446.68




                                                                                       160
                                                 F.Y.        F.Y.        F.Y.
                                                                                  April 1, 2007 to
                                            2004-2005   2005-2006   2006-2007
                                                                                September 6, 2007
ICICI Prudential Income Multiplier             62,779      61,152      24843             26366.07
Fund
ICICI Prudential Income Plan                  316,945     119,328      31405              2217.70
ICICI Prudential Index Fund                       Nil       1,740       1701                  Nil
ICICI Prudential Infrastructure Fund              Nil     904,235     250691            345994.91

ICICI Prudential Liquid Plan                  123,568      71,848      92349                   Nil
ICICI Prudential Liquid Plan –                 33,188       6,545      15446
Institutional Option                                                                           Nil
ICICI Prudential Liquid Super                     Nil         Nil      15299
Institutional Plan                                                                             Nil
ICICI Prudential Long Term Floating             9,650      14,317         60
Rate Plan                                                                                      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              Nil      21,978      34726
Fund                                                                                           Nil
ICICI Prudential Short Term Plan              102,357      90,442       6273                   Nil
ICICI Prudential Short Term Plan –             31,585         Nil        Nil
Institutional Option                                                                           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
ICICI Prudential Very Cautious Plan            19,732         955        103                   Nil
Stock Holding Corporation of India Ltd.**
ICICI Prudential Child Care Plan –                Nil         Nil         Nil
Study                                                                                       71.22
ICICI Prudential Dynamic Plan                     Nil         Nil         Nil            13328.28

ICICI Prudential Discovery Fund                   Nil         Nil         Nil              877.18

ICICI Prudential E&D – Wealth                     Nil         Nil         Nil              890.91
Optimiser Plan
ICICI Prudential Emerging S.T.A.R.                Nil         Nil         Nil             2012.81

ICICI Prudential FMCG Fund                        Nil         Nil         Nil              142.51

ICICI Prudential Growth Plan                      Nil         Nil         Nil              1781.9

ICICI Prudential Index Fund                       Nil         Nil         Nil               44.55
ICICI Prudential Infrastructure Fund              Nil         Nil         Nil            16743.61
ICICI Prudential Monthly Income Plan              Nil         Nil         Nil              400.93
ICICI Prudential Power                            Nil         Nil         Nil              613.44
ICICI Prudential Services Industries              Nil         Nil         Nil
Fund                                                                                      4640.35
ICICI Prudential Tax Plan                         Nil         Nil         Nil             4836.74
ICICI Prudential Fixed Maturity Plan              Nil         Nil         Nil                80.1
Series 36- 18 Months Plan A
ICICI Prudential Fixed Maturity Plan              Nil         Nil         Nil               160.2
Series 38- 1 Year Plan A


                                                                                         161
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 September 06, 2007 the total business given
to IBSL amounted to Rs 75,938 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. **Brokerage has not been
paid to ICICI Bank Ltd., ICICI Securities Ltd. and Stock Holding Corporation of India Ltd. from June 2007
since these entities have not submitted the self-certification as mandated by AMFI.


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         F.Y. 2004-          F.Y. 2005-     F.Y. 2006-        April 1, 2007
  managed by ICICI Securities                       2005             2006**            2007      till September
  Primary Dealership Ltd {erstwhile                                                                     06, 2007
  ICICI Securities Ltd.}
  ICICI Prudential Balanced Fund              75,974,024          71,225,852     25,763,224          25,245,092

  ICICI Prudential Blended Plan - Plan                Nil         57,267,107     43,582,271           4,751,106
  A
  ICICI Prudential Child Care Plan –          28,922,878          16,564,696      7,085,836           9,127,286
  Gift Plan
  ICICI Prudential Child Care Plan –           5,704,228           4,017,449      2,810,233             258,142
  Study Plan
  ICICI Prudential Discovery Fund             35,137,272        369,817,593      45,778,667          44,212,514

  ICICI Prudential Dynamic Plan               57,794,214        141,085,626      57,728,542         160,615,046

  ICICI Prudential Emerging S.T.A.R.         22,932,282           44,959,476     42,067,181          24,718,851
  Fund
  ICICI Prudential Flexible Income           250,000,000                  Nil            Nil                 Nil
  Plan
  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             Nil         33,386,954

  ICICI Prudential Fusion Fund Series                 Nil                 Nil    28,047,467          74,534,570
  II
  ICICI Prudential Growth Plan               161,791,526          34,390,937     18,160,313          25,626,366

  ICICI Prudential Income Multiplier         126,604,402          33,087,034     17,048,009          14,748,562
  Fund
  ICICI Prudential Infrastructure Fund                Nil       278,952,608      61,453,375          17,341,296

  ICICI Prudential Liquid Plan               750,000,000                  Nil            Nil                 Nil




                                                                                                     162
  Subscription     in    issues   lead       F.Y. 2004-        F.Y. 2005-    F.Y. 2006-       April 1, 2007
  managed by ICICI Securities                      2005           2006**           2007     till September
  Primary Dealership Ltd {erstwhile                                                                06, 2007
  ICICI Securities Ltd.}
  ICICI Prudential Long Term Plan           150,000,000               Nil           Nil                Nil

  ICICI Prudential Monthly Income           430,256,768       87,954,033     27,706,088        15,721,660
  Plan
  ICICI Prudential Power                    240,827,754      472,038,034     60,707,032        67,001,258
  ICICI Prudential Services Industries              Nil      170,418,405      6,729,114        35,741,934
  Fund
  ICICI Prudential Short Term Plan          250,000,000               Nil           Nil                Nil
  ICICI Prudential Tax Plan                  10,312,874       33,441,780     12,039,724        88,425,248

  ICICI Prudential Technology Fund            6,613,818        1,049,760        940,862               Nil
  ICICI Prudential Equity &                         Nil              Nil     14,826,080       152,551,924
  Derivatives - Income Optimiser Fund
  ICICI Prudential Equity &                          Nil              Nil    16,893,033        90,541,584
  Derivatives - Wealth Optimiser Fund
  TOTAL                                   2,852,872,040     1,821,993,188   489,367,051       884,549,393

** 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.



Dealings with Associate Companies
The AMC may, from time to time, for the purpose of conducting its normal business, use the
services of the Sponsor, subsidiaries of its Sponsors/ associate companies of AMC. Such entities
as on the date of this document include ICICI Bank, a scheduled commercial bank, ICICI
Infotech Services Limited, a registrar and transfer agent; ICICI Brokerage Services Limited, a
brokerage house, ICICI Venture Funds Management Company Limited, a venture funds
management company, ICICI Securities and Finance Company Limited (I Sec), an investment
bank, ICICI Prudential Life Insurance Company Limited carrying out insurance business, ICICI
Web Trade Limited an online brokerage firm and Way2Wealth Securities Private Limited. The
AMC may utilize the services of these group companies and any other subsidiary or associate
company of the Sponsors/AMC established or to be established at a later date in case such an
associate company is in a position to provide the requisite services to the AMC. The AMC will
conduct its business with the aforesaid companies on commercial terms and on an arm’s length
basis and at the then prevailing market rates to the extent permitted under the applicable laws
including the Regulations, after an evaluation of the competitiveness of the pricing offered by the
associate companies and the services to be provided by them.
Associate transactions, if any carried out, will be as per the Regulations and the limits prescribed
there under. The Regulations currently prescribe the following limits:
The mutual fund scheme shall not make any investment in;
1. any unlisted security of an associate or group company of the Sponsor; or
2. any security issued by way of private placement by an associate or group company of the
   Sponsor; or



                                                                                                163
     3. the listed securities of group companies of the Sponsor which is in excess of 25% of the net
        assets of such scheme.
     The above restrictions and limits are also applicable to this Scheme. The AMC will, before
     investing in the securities of the group companies of the sponsor, evaluate such investments, the
     criteria for the evaluation being the same as is applied to other similar investments to be made
     under the Scheme. Investments under the Scheme in the securities of the group companies will be
     subject to the limits under the Regulations.

     C) Details of investments in Companies that hold more than 5% of NAV of schemes managed by the
2b   AMC, as on September 06, 2007

                                            AIA Engineering Limited
     Scheme Name                                                  Units          Value   % To Nav
     Equity
     ICICI Prudential Balanced Fund                            108,546    159,578,902       3.80%
     ICICI Prudential Dynamic Fund                             122,592    180,228,629       0.73%
     ICICI Prudential Emerging S.T.A.R. (Stocks                192,256    282,645,158       2.50%
     Targeted At Returns) Fund
     ICICI Prudential Fusion Fund                              137,449    202,070,647       2.66%
     ICICI Prudential Fusion Fund - Series II                  172,500    253,600,875       2.21%
     ICICI Prudential Power                                    160,000    235,224,000       1.56%
     ICICI Prudential Child Care - Study Plan                    2,538      3,731,241       1.27%



                                                Bharat Forge Limited


      Scheme Name                                                 Units          Value   % To Nav
      Equity
      ICICI Prudential Equity and Derivative Fund -             10,000      2,741,000       0.02%
      Income Optimiser Plan



                                            Grasim Industries Limited


     Scheme Name                                                  Units          Value   % To Nav
     Equity
     ICICI Prudential Balanced Fund                             40,789    129,560,140       3.08%
     ICICI Prudential Discovery Fund                            22,000     69,879,700       1.00%
     ICICI Prudential Equity and Derivate Fund -                55,375    175,890,381       1.56%
     Wealth Optimiser Plan
     ICICI Prudential Growth Plan                               51,185    162,581,475       3.43%
     ICICI Prudential Index Fund                                  639       2,029,688       1.12%
     ICICI Prudential Infrastructure Fund                      100,000    317,635,000       1.39%
     ICICI Prudential Power                                    100,000    317,635,000       2.11%
     Sensex Prudential ICICI Exchange Traded Fund                  56        177,932        2.06%



                                                                                                    164
Debt
ICICI Prudential Flexible Income Plan                        120     1,099,255,279       1.59%
ICICI Prudential Income Multiplier Plan                          1      9,946,811        0.22%
ICICI Prudential Liquid Plan                                    19    188,972,482        0.10%



                                          Hero Honda Limited


Scheme Name                                                  Units            Value    % To Nav
Equity
ICICI Prudential Index Fund                                1,406          918,188        0.51%



                                          Hero Motors Limited
Scheme Name                                                Units            Value     % To Nav
Debt
ICICI Prudential Floating Rate Plan                             45     45,000,000        0.37%
ICICI Prudential Income Multiplier Plan                      100      100,000,000        2.24%
ICICI Prudential Liquid Plan                                    55     55,000,000        0.03%
ICICI Prudential Monthly Income Plan                         120      120,000,000        2.13%



                                      Hindalco Industries Limited
Scheme Name                                                Units            Value     % To Nav
Equity
ICICI Prudential Equity and Derivative Fund -          1,272,810      197,349,191        1.41%
Income Optimiser Plan
ICICI Prudential Equity and Derivate Fund -              226,490       35,117,275        0.31%
Wealth Optimiser Plan
ICICI Prudential Index Fund                                8,620        1,336,531        0.74%
Sensex Prudential ICICI Exchange Traded Fund                 775          120,086        1.39%
Debt
ICICI Prudential Flexible Income Plan                           10     99,390,000        0.14%
ICICI Prudential Fixed Maturity Plan – Series                   20    198,780,000       12.12%
34 – One Year Plan A
ICICI Prudential Liquid Plan                                    95    948,780,000        0.50%

                                       Hindustan Lever Limited


Scheme Name                                                Units            Value     % To Nav
Equity
ICICI Prudential FMCG Fund                                32,000        6,923,200        0.90%
ICICI Prudential Index Fund                              15,460        3,344,771        1.85%



                                                                                                 165
Sensex Prudential ICICI Exchange                                902        195,148       2.26%
Traded Fund


                                            ICI India Limited
Scheme Name                                                 Units             Value    % To Nav
Equity
ICICI Prudential FMCG Fund                                268,931       141,202,222      18.44%
ICICI Prudential Child Care - Gift Plan                    43,712        22,950,986       1.82%
ICICI Prudential Income Multiplier Plan                   142,913        75,036,471       1.68%
ICICI Prudential Monthly Income Plan                       97,712        51,303,686       0.91%
ICICI Prudential Tax Plan                                 722,847       379,530,817       5.19%

                                           ICICI Bank Limited
Scheme Name                                                 Units             Value    % To Nav
Equity
ICICI Prudential Balanced Fund                            179,487       165,289,578       3.93%
ICICI Prudential Discovery Fund                           150,000       138,135,000       1.98%
ICICI Prudential Dynamic Fund                           1,341,513      1,235,399,322      4.99%
ICICI Prudential Equity and Derivative Fund -             354,550       326,505,095       2.34%
Income Optimiser Plan
ICICI Prudential Equity and Derivate Fund -               390,647       359,746,822       3.19%
Wealth Optimiser Plan
ICICI Prudential Fusion Fund                              259,112       238,616,241       3.15%
ICICI Prudential Fusion Fund - Series II                  168,637       155,297,813       1.35%
ICICI Prudential Child Care - Gift Plan                    35,719        32,893,627       2.61%
ICICI Prudential Growth Plan                              292,843       269,679,119       5.69%
ICICI Prudential Income Multiplier Plan                    76,640        70,577,776       1.58%
ICICI Prudential Index Fund                                 7,652         7,046,727       3.89%
ICICI Prudential Infrastructure Fund                    1,071,585       986,822,627       4.32%
ICICI Prudential Monthly Income Plan                       79,240        72,972,116       1.29%
ICICI Prudential Power                                    726,448       668,985,963       4.44%
ICICI Prudential Service Industry Fund                    437,190       402,608,271       5.21%
Sensex Prudential ICICI Exchange Traded Fund                    867         798,117       9.25%
ICICI Prudential Tax Plan                                 393,273       362,165,106       4.95%

 Debt
ICICI Prudential Balanced Fund                          3,588,000       358,800,000       8.54%
ICICI Prudential Blend Plan (Plan A)                   15,254,000      1,525,400,000     19.42%
ICICI Prudential Blend Plan (Plan B)                      350,000        35,000,000       8.76%
ICICI Prudential Discovery Fund                         2,500,000       250,000,000       3.59%
ICICI Prudential Dynamic Fund                         25,763,700      2,576,370,000     10.42%



                                                                                                  166
ICICI Prudential Equity and Derivative Fund -        26,464,700     2,646,470,000       18.94%
Income Optimiser Plan
ICICI Prudential Equity and Derivate Fund -          19,913,750     1,991,375,000       17.66%
Wealth Optimiser Plan
ICICI Prudential Emerging S.T.A.R. (Stocks            1,180,000         118,000,000      1.04%
Targeted At Returns) Fund
 ICICI Prudential Fixed Maturity Plan - Series        9,500,000         950,000,000      6.99%
34 – One Year Plan B
 ICICI Prudential Fixed Maturity Plan Series 35       7,500,000         750,000,000      9.71%
– 13 Months Plan B
 ICICI Prudential Fixed Maturity Plan Series 37       2,000,000         200,000,000      9.00%
– 14 Months Plan
 ICICI Prudential FMCG Fund                            260,000           26,000,000      3.40%
ICICI Prudential Fusion Fund                           860,000           86,000,000      1.13%
ICICI Prudential Fusion Fund - Series II              1,611,300         161,130,000      1.40%
ICICI Prudential Child Care - Gift Plan                 68,250            6,825,000      0.54%
ICICI Prudential Growth Plan                          1,820,000         182,000,000      3.84%
ICICI Prudential Income Multiplier Plan               2,204,000         220,400,000      4.93%
ICICI Prudential Infrastructure Fund                 26,014,000     2,601,400,000       11.39%
ICICI Prudential Liquid Plan                         90,300,000     9,030,000,000        4.80%
ICICI Prudential Monthly Income Plan                  3,119,000         311,900,000      5.53%
ICICI Prudential Power                                2,343,300         234,330,000      1.56%
ICICI Prudential Service Industry Fund                1,088,000         108,800,000      1.41%
ICICI Prudential Tax Plan                             1,298,000         129,800,000      1.77%
ICICI Prudential Long Term Floating Rate Plan           10,000           50,057,758      4.42%


                                    INDIA NIPPON ELECT LTD
Scheme Name                                              Units               Value    % To Nav
Equity
ICICI Prudential Discovery Fund                        472,727           73,225,412      1.05%

                               Indian Petrochemicals Corporation Ltd.
Scheme Name                                              Units               Value    % To Nav
Equity
ICICI Prudential Index Fund                              2,107             817,516       0.45%

Infrastructure Development Financial .Corp


Scheme Name                                              Units               Value    % To Nav
Equity
ICICI Prudential Equity and Derivative Fund -          619,500           82,238,625      0.59%
Income Optimiser Plan
 Debt
ICICI Prudential Balanced Fund                             150      145,001,478         3.45%


                                                                                                 167
ICICI Prudential Blend Plan (Plan A)                          100         96,667,652      1.23%
 ICICI Prudential Fixed Maturity Plan Series 35                60        409,594,058      5.30%
– 13 Months Plan B
 ICICI Prudential Fixed Maturity Plan Series 37-              350        325,174,623     14.64%
14 Months Plan
 ICICI Prudential Fixed Maturity Plan Series 34               500        394,341,638      9.14%
– 15 Months Plan
 ICICI Prudential Fixed Maturity Plan Series –                300        299,186,121     10.08%
34 – 16 Months Plan
 ICICI Prudential Hybrid Fixed Maturity - 13             1,000           996,718,158     11.75%
Months Plan
 ICICI Prudential Income Multiplier Plan                      150        145,001,478      3.24%
ICICI Prudential Income Plan                                  200        193,335,304      6.99%
ICICI Prudential Liquid Plan                             2,020         1,180,030,785      0.63%
ICICI Prudential Monthly Income Plan                          250        241,669,129      4.29%



ITC Limited


Scheme Name                                              Units                Value    % To Nav
Equity
ICICI Prudential Dynamic Fund                         6,499,000        1,137,000,050      4.60%
ICICI Prudential Equity and Derivate Fund -            522,000            91,323,900      0.81%
Wealth Optimiser Plan
ICICI Prudential FMCG Fund                            357,375            62,522,756      8.17%
ICICI Prudential Child Care - Gift Plan                100,000            17,495,000      1.39%
ICICI Prudential Growth Plan                           925,480           161,912,726      3.41%
ICICI Prudential Index Fund                             26,259             4,594,012      2.54%
ICICI Prudential Monthly Income Plan                   241,175            42,193,566      0.75%
ICICI Prudential Power                                2,300,000          402,385,000      2.67%
Sensex Prudential ICICI Exchange Traded Fund             2,153               376,021      4.36%


Larsen & Toubro Limited


Scheme Name                                           Units                Value       % To Nav
Equity
ICICI Prudential Dynamic Fund                      100,000           259,925,000         1.05%
ICICI Prudential Equity and Derivate Fund -         70,000           181,947,500         1.61%
Wealth Optimiser Plan
ICICI Prudential Growth Plan                        58,595           152,303,054         3.21%
ICICI Prudential Income Multiplier Plan             25,075            65,176,194         1.46%
ICICI Prudential Index Fund                          2,005             5,211,496         2.88%
ICICI Prudential Infrastructure Fund               266,000          691,400,500          3.03%
 ICICI Prudential Monthly Income Plan               18,790           48,839,908          0.87%


                                                                                                  168
ICICI Prudential Power                             150,000            389,887,500             2.59%
ICICI Prudential Service Industry Fund               59,500           154,655,375             2.00%
Sensex Prudential ICICI Exchange Traded Fund            208              540,561              6.27%
Debt
 ICICI Prudential Fixed Maturity Plan Series 35           5            49,701,853             1.91%
- 13 Months Plan A
 ICICI Prudential Fixed Maturity Plan Series 34          30           298,211,116            10.05%
- 16 Months Plan
 ICICI Prudential Fixed Maturity Plan - Series          200            93,282,762            22.70%
38 – One Year Plan B

                                         Maruti Udyog Ltd.
Scheme Name                                                Units               Value        % To Nav
Equity
ICICI Prudential Dynamic Fund                           125,000           110,081,250          0.45%
ICICI Prudential Equity and Derivate Fund -             165,000           145,307,250          1.29%
Wealth Optimiser Plan
ICICI Prudential Growth Plan                             75,000            66,048,750          1.39%
ICICI Prudential Index Fund                                2,020            1,778,913          0.98%
ICICI Prudential Power                                  175,000           154,113,750          1.02%
Sensex Prudential ICICI Exchange Traded Fund                  106              93,471          1.08%



                                          Raymond Limited
Scheme Name                                                   Units                 Value    % To Nav
Equity
ICICI Prudential Discovery Fund                         696,679           191,377,721          2.75%
ICICI Prudential Tax Plan                               150,000            41,205,000          0.56%
Debt
ICICI Prudential Flexible Income Plan                           7          70,000,000          0.10%



                                          Sesa Goa Limited


Scheme Name                                                Units               Value        % To Nav
Equity
ICICI Prudential Equity and Derivative Fund -            84,165           167,681,930          1.20%
Income Optimiser Plan
 ICICI Prudential Tax Plan                              125,000           249,037,500          3.40%



                                     Sterlite Industries Limited

Scheme Name                                                   Units             Value % To Nav
Equity



                                                                                                       169
ICICI Prudential Balanced Fund                              95,863     59,746,615       1.42%
ICICI Prudential Dynamic Fund                              327,000    203,802,750       0.82%
ICICI Prudential Equity and Derivate Fund -                 40,000     24,930,000       0.22%
Wealth Optimiser Plan
ICICI Prudential Fusion Fund - Series II                   358,152    223,218,234       1.94%
ICICI Prudential Growth Plan                               125,000     77,906,250       1.64%
ICICI Prudential Index Fund                                  4,952      3,086,334       1.70%
ICICI Prudential Infrastructure Fund                       213,098    132,813,329       0.58%



                                 Tata Consultancy Services Limited
Scheme Name                                                  Units          Value    % To Nav
Equity
ICICI Prudential Balanced Fund                              85,771     92,461,138       2.20%
ICICI Prudential Dynamic Fund                          1,000,000     1,078,000,000      4.36%
ICICI Prudential Equity and Derivate Fund -                399,503    430,664,234       3.82%
Wealth Optimiser Plan
ICICI Prudential Fusion Fund - Series II                   335,000    361,130,000       3.14%
ICICI Prudential Growth Plan                               119,286    128,590,308       2.71%
ICICI Prudential Income Multiplier Plan                     79,440     85,636,320       1.92%
ICICI Prudential Index Fund                                  6,844      7,377,832       4.07%
ICICI Prudential Monthly Income Plan                        46,440     50,062,320       0.89%
ICICI Prudential Power                                     731,220    788,255,160       5.23%
ICICI Prudential Service Industry Fund                      82,624     89,068,672       1.15%
Sensex Prudential ICICI Exchange Traded Fund                  160         172,320       2.00%
ICICI Prudential Tax Plan                                  100,000    107,800,000       1.47%
ICICI Prudential Technology Fund                            92,866    100,109,548       6.30%



                                          Thermax Limited


Scheme Name                                                  Units          Value    % To Nav
Equity
ICICI Prudential Child Care - Gift Plan                     40,000     26,266,000       2.09%



                                              Trent Ltd.
Scheme Name                                                  Units          Value    % To Nav
Equity
ICICI Prudential FMCG Fund                                   8,000      1,260,800       0.16%
ICICI Prudential Tax Plan                                  200,000    130,810,000       1.79%
Debt




                                                                                                170
     ICICI Prudential Child Care - Study Plan                   8,000          3,818,798         1.29%



                                       Videsh Sanchar Nigam Limited
     Scheme Name                                                Units             Value      % To Nav
     Equity
     ICICI Prudential Index Fund                                1,984           818,301          0.45%



                                                Wipro Limited
     Scheme Name                                                Units             Value      % To Nav
     Equity
     ICICI Prudential Growth Plan                            205,147         98,060,266          2.07%
     ICICI Prudential Income Multiplier Plan                  50,000         23,900,000          0.53%
     ICICI Prudential Index Fund                              10,203           4,877,034         2.69%
     ICICI Prudential Monthly Income Plan                     50,000         23,900,000          0.42%
     ICICI Prudential Power                                  599,800        286,704,400          1.90%
     Sensex Prudential ICICI Exchange Traded Fund                238            113,752          1.32%




     D) PENALTIES & PENDING LITIGATIONS
13
     A. 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 Ltd
         1. ICICI Bank (the Bank) received show cause notices in the matter of alleged custom duty and
            excise duty evasion by the companies mentioned below in respect of the equipments purchased
            for their project funded by the Bank under Asian Development Bank (ADB) / World Bank line of
            credit. The said companies, have paid the duty under protest and sought refund thereof. The Bank
            filed its replies through advocates and agues the matter. In the following cases, penalties have
            been levied.

             On January 25, 2007 the Assistant Commissioner of Central Excise, Kolkata passed an order and
             imposed a fine of Rs.0.19 million on us in respect of the case of Balrampur Chini Mills Ltd. We
             have filed an appeal before the Commissioner of Central Excise (Appeals), Kolkata. On, 15 June
             2007, after considering the submissions made, the Commissioner of Central Excise, Appeals
             directed the Commissioner of Central Excise to prove the show cause notice and the hearing
             notice was served upon ICICI Bank Ltd. ICICI Bank Ltd. has been directed to file return
             submissions. On an application for the stay of proceedings made by ICICI Bank, the
             Commissioner of Central Excise, Appeals, has granted the said application and has directed the
             Commissioner of Central Excise not to take any coercive action against ICICI Bank Ltd for
             recovery of penalty.
             Pursuant to the show cause notice served to us in the matter relating to Triveni
             Engineering and Industries Ltd., hearing has been fixed for August 23, 2007.
        Pursuant to the show cause notice in the case of Rashtriya chemicals & Fertilizers Ltd (RCF), on


                                                                                                         171
     December 15, 2005 the Commissioner of Customs (Import) passed an order and imposed the
     penalty of Rs. 50 lacs on ICICI Bank. The Bank has filed an appeal before the Customs, Central
     Excise and Service Tax Appellate Tribunal and on November 10, 2006 a stay has been granted
     against recovery and waiver of predeposit of 50 lacs. Final hearing of the appeal is pending.
     On April 21, 2006 the Commissioner of Customs (Import) passed an order and imposed the
     penalty of Rs. 2 crores on ICICI Bank in respect of the case of MALCO. The Bank has filed an
     appeal before the Customs, Central Excise and Service Tax Appellate Tribunal. The Appellate
     authority has observed that, prima facie the penalty on the Bank is on the higher side and directed
     ICICI Bank to deposit Rs. 20 lacs. We filed a writ petition in Madras High Court for challenging
     this order and stay was granted in favour of ICICI Bank on 19th January, 2007 against predeposit
     and made absolute on 21st March 2007. CESTAT Appeal was on April 20, 2007, which has now
     been adjourned.

     On September 29, 2006 the Commissioner of Customs (Import) passed an order and imposed the
     penalty of Rs. 10 lacs on ICICI Bank in respect of the case of Jindal Steel & Power Ltd. The Bank
     has filed an appeal before the Customs, Central Excise and Service Tax Appellate Tribunal. On
     January 8, 2007 stay against recovery and waiver of predeposit of 10 lakhs granted. Final hearing
     of the appeal is pending.
2.   ICICI Bank (the Bank) has received a show cause notice dated January 31, 2005 from Reserve
     Bank of India (RBI) in relation to M/s Anand Agencies, wherein the Bank was called upon to
     show cause why proceedings should not be initiated against the Bank for non-adherence to RBI
     directions on the procedure for return/dispatch of dishonoured cheques, and why monetary penalty
     of Rs. 5 lacs should not be imposed on the Bank. The position of the Bank has been explained
     to RBI and a written submission was also made.
3.   ICICI Bank (the Bank) had sanctioned External Commercial Borrowing (ECB) facility to a
     customer on February 5, 2004 from its Singapore Branch. It was observed by RBI that since the
     customer was engaged in "retail" sector, the sanction of the ECB facility is not in compliance with
     the guidelines of RBI dated January 31, 2004. RBI had observed that, as per these guidelines, ECB
     could be sanctioned only to customers who are engaged in "real sector comprising of the industrial
     and especially the infrastructure sector in India". Accordingly, RBI issued a Show Cause Notice
     on June 22, 2006, to the Bank for non-compliance with the extant rules/regulations/directions
     under the Foreign Exchange Management, Act 1999. The Bank had submitted its detailed
     response to the Show Cause Notice vide letter dated June 30, 2006 stating that the sanction of the
     facility was undertaken, as the Bank understood that the "retail sector" fell under the category of
     the "real sector" and that the "real estate sector" was the only ineligible sector as per the RBI
     guidelines. Certain additional information was also submitted to RBI. Subsequently, the Bank had
     made an oral submission to the Executive Director of RBI on August 4, 2006 explaining its earlier
     submissions in detail. RBI has advised that the guidelines issued by RBI be adhered to both in
     letter and spirit, and the lapses do not recur.
4.   Pursuant to reports received from the Securities & Exchange Board of India (SEBI), Reserve Bank
     of India (RBI) had conducted a scrutiny with regard to certain accounts across various banks
     including ICICI Bank. Based on the scrutiny conducted, RBI had issued a show cause notice dated
     December 29, 2005 to seven banks including ICICI Bank. In the show cause notice issued to
     ICICI Bank, RBI observed that ICICI Bank had violated the RBI directions, instructions and
     guidelines relating to opening of accounts, monitoring of transactions and non-adherence to
     normal banking practices. ICICI Bank submitted its detail response to RBI, which was followed
     by an oral submission, stating that the RBI regulations have been adhered to and that the normal
     banking practices have been followed. After considering the submissions of the seven banks, RBI
     had imposed penalty on these banks ranging from Rs. 5 lacs to Rs. 20 lacs. A penalty of Rs. 5 lacs
     was imposed on ICICI Bank by RBI, vide its communication dated January 23, 2006. The steps
     taken by RBI against the banks are aimed at strengthening the country’s banking system and
     ensuring that instances of misuse of the banking system by certain individuals,
     seeking to manipulate capital market processes, are prevented. ICICI Bank has paid
     the penalty of Rs. 5 lacs.


                                                                                                   172
5.   The Securities and Futures Commission of Hong Kong ("SFC") had filed charges against ICICI
     Bank (the Bank) for carrying on the business of dealing in securities in Hong Kong between June
     15, 2004 and March 8, 2006, without having a license to do so. ICICI Bank had accepted the
     charges without contesting and had submitted its mitigation statement before the Court. The
     Eastern Magistrate's Court, Hong Kong, consequently fined the Bank a sum of HKD 40,000 (USD
     5,120 -- INR 2.2 lacs) and ordered the Bank to further reimburse prosecution costs of HK$ 54,860
     (USD 7000 -- INR 3.01 lacs) to the SFC. The contravention was limited to a small segment of the
     branch's business in Hong Kong and has not resulted in any loss either to the Bank's customers or
     to the Bank. The Bank has, based on the findings of an internal review conducted upon the
     discovery of this incident in April 2006, taken appropriate staff accountability actions against the
     relevant staff whose conduct resulted in the contravention. The Bank has since implemented
     significant measures to strengthen the compliance, monitoring and control functions at the Hong
     Kong Branch which included bringing in a new management team.
6.   The Securities and Exchange Board of India (SEBI) issued a notice to us in connection with
     matters pertaining to erstwhile Bank of Madura’s Bhadra, Ahmedabad branch, asking to show
     cause as to why the said branch should not be suspended from conducting merchant banking
     activities for a period of 6 months. SEBI stated that there were irregularities in fiscal 1996 in the
     operations of the account of North Star Gems Limited with this branch. A detailed reply was filed
     with SEBI in this regard. SEBI vide order dated October 16, 2002 issued a warning to the Bhadra,
     Ahmedabad branch with a further direction to that branch to act with due skill, care and diligence
     while acting as banker to an issue. SEBI noted that we had taken appropriate disciplinary action
     against the concerned employees. SEBI further noted that inspection by the Reserve Bank of India
     did not indicate malafide actions on the part of our officials. In view of the same, SEBI concluded
     that the aforesaid warning would suffice as sufficient action against the branch.
7.   Ms. Nivedita Sharma has filed a consumer complaint before the State Consumer Disputes
     Redressal Commission, Delhi against Bharti Televenture, ICICI Bank (the Bank) & American
     Express (Opposite Parties) (CC No. 09/06). She has alleged that ICICI Bank & American Express
     have purchased the confidential information pertaining to her & other subscribers from Bharti
     Televenture and other mobile service providers indulging in tele-marketing activities leading to
     invasion of her right to privacy under Article 21 of Constitution. She had claimed compensation
     to the tune of Rs. 34.5 Lacs from the Opposite Parties (claim against the Bank is Rs. 11.5 lacs).
     Cellular Operators Association of India (COAI) also got impleaded as a party in this matter. The
     Bank took a preliminary objection stating that she is not a “Consumer” of the Bank, as provided
     for in the Consumer Protection Act, as she has not been provided any services by the Bank.
     Further, the Bank has denied purchasing any such confidential information of the subscribers. The
     final hearing in this matter was held on November 27, 2006 and the final orders were reserved.
     Neither the date for pronouncement was provided nor was the matter listed on the Board of the
     Commission. On January 15, 2007, Commission came out with a Press Note and subsequent to
     that, we have obtained a copy of the final order dated December 26, 2006, whereby the penalty of
     Rs. 25 Lacs has been jointly imposed upon ICICI Bank & American Express (the Bank’s share Rs.
     12.5 lacs) and Rs. 50 Lacs against Bharti Televenture & COAI. Also, a compensation of
     Rs. 50,000/- has been granted in favour of the Complainant, to be shared equally by
     all the four parties (the Bank’s share Rs. 12,500/-). The Bank has filed a writ before the Delhi
     High Court.
8.   O.R.J.Electronic Oxides Limited – The erstwhile Bank of Madura (the Bank) granted lease finance
     of US $ 72,00,000 (INR Rs. 2578.00 lakhs) to the company on May 22, 1997 for import of capital
     goods from IPTE, Inc., USA.
     1) Based on DRI’s Report : Commissioner of customs initiated proceedings and imposed a fine
         of Rs.1 crore on the Bank. The same has been remanded by the Central Excise and Service
         Tax Appellate Tribunal (CESTAT) to another Commissioner of Customs for De Nova
         adjudication.

         The Commissioner of Customs, Tuticorin, without making fresh adjudication passed an order
         dated September 28, 2006 (received by us on November 2, 2006) based on the earlier DRI’s
         investigation report and the documents mentioned therein. The Commissioner has held that



                                                                                                     173
     both the Bank and ORJ are the joint importers of machinery and willfully and collusively
     misdeclared to the customs authorities the value and the description of the worthless capital
     goods of Indian origin. Hence he has directed -
          a. payment of customs duty of Rs.12,86,61,198/- payable by the Bank and ORJ jointly
               and severally;
          b. to redeem confiscated goods on payment of fine of Rs.1,00,000/- jointly and
               severally by the Bank and ORJ;
          c. penalty of Rs.5,00,00,000/- payable by the Bank;
          d. penalty of Rs.5,00,00,000/- payable by ORJ; and
          e. payment of penalty of Rs.1,00,00,000/- by Late N.M.Parthasarathy,
               Chairaman and Managing Director, M/s ETK International Ferrites
               Limiited, Ranipet, Tamil Nadu.
     We filed an appeal No.C/PD/326/06 before CESTAT on December 4, 2006. We have also
     filed an application No.C/Appl.516/06 for interim stay and waiver of deposits. CESTAT after
     hearing the arguments of our Senior Counsel at length granted waiver of deposit of both the
     fine and the customs duty of Rs.180.0 million and interim stay of the above order on March 5,
     2007.
2)   Based on DRI’s Report : Enforcement Directorate initiated proceedings against the Bank and
     its officials for aiding and abetting the importer and the company in acquiring foreign
     exchange to the tune of US $ 72 lacs and imposed a fine of Rs.10.00 lacs on the Bank. We
     have filed an Appeal No. 496 of 2004 against this order, before the Appeal Tribunal for
     Foreign Exchange Regulation Act (FERA), Delhi and obtained interim stay on condition of
     deposit of 50% of the fine imposed. Against this order of conditional stay we filed a writ
     petition in High Court, Madras and obtained interim stay. The appeal before FERA Appellate
     Tribunal, Delhi was posted on February 27, 2006 and our Advocate argued that since interim
     stay has been granted by the High Court, Madras the Appellate Tribunal should not proceed
     further in the matter. Considering our arguments the Appellate Tribunal adjourned the appeal
     and advised us to inform the outcome of the Writ Petition.
3)   Based on DRI’s Report : CBI investigated into the allegations of criminal conspiracy,
     cheating etc., against our Bank and its officials, also against M/s Sundaram Finance Limited
     and its officials, and also against ORJ Electroncis and Oxide Limited and the importer (IPTE
     Inc., USA). Chargesheet has been filed by CBI before the Chief Metropolitan Magistrate,
     Egmore against all the persons concerned in Crl. Case No. 5 of 2004. M/s Sundaram Finance
     Limited filed a Crl.O.P.No.22976 of 2004 before the High Court, Madras and sought for
     quashing of the above criminal proceedings. An interim stay was granted by the High Court in
     Crl. M.P.No.7436 of 2004 on the criminal proceedings pending on the file of the Chief
     Metropolitan Magistrate, Chennai. However all the cases are being reposted.
4)   Based on DRI’s Report : Joint Commissioner of Income Tax, Special Range III, Chennai by
     its order dated 28-2-2001 disallowed the depreciation on the lease finance amount of Rs.2578
     lacs thereby called upon the Bank to pay arrears of Income Tax for a sum of
     Rs.15,83,42,475/-. This order was confirmed by the Commissioner of Income Tax, (Appeals)
     and against which the Bank filed an appeal before the Income Tax Appellate Tribunal and the
     same is pending.
5)   The Enforcement Directorate (ED) issued a prohibitory order to the Bank to freeze the
     Foreign Currency Non Resident Deposit (FCNRD) of IPTE placed in the name of M/s
     ETKIF, America for Rs.2.00 crores during the year 2000 and RBI also issued directions to the
     Bank to remit the proceeds to Directorate of Enforcement under Sec. 11 of FEMA. The Bank
     has replied to both ED and RBI that since Income Tax liability is crystallized for Rs.15.83
     crores against the Bank, the Bank has exercised a lien on the deposits of IPTE. We have also
     met the RBI officials in the personal hearing given to us and made our submissions. RBI since
     passed an order accepting our contentions and advised the Bank to clarify the position to
     Enforcement Directorate and hence a detailed letter has been sent in consultation with our
     Senior Counsel. However RBI has sought for certain clarification, which has been replied.

     Sundaram Finance filed an application No.2035 of 2007 before High Court, Madras in the
     arbitration proceedings initiated against ETK Softek Private Limited and obtained Pro-Order



                                                                                             174
              dated February 23, 2007 against deposits held by us in the name of ETKIF America Inc and
              ETKIF Export Consultants. We entered appearance through our Advocate in the above
              application. The FCNR deposits held by us in the name of ETKIF America Inc has already
              been lien marked in our favour for the Income Tax liability and Sundaram Finance has no
              locus standi to claim the deposits in the name of ETKIF America Inc and hence this Pro-
              Order will be set aside.

Prudential Plc. & its associates:

Date             Company               Description of Sanction
27       January Prudential Personal   PPEPL was reprimanded and fined £75,000 by IMRO for
1997             Equity        Plans   breaches of IMRO rules relating to its PEP business:
                 Limited (PPEPL)       - 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  Following a regular Inland Revenue PEP audit, M&GFSL
                 Services    Limited   have reached agreement to pay the following:
                 (M&GFSL)              -       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
                                       of any wrongly claimed tax credits.
29     October The         Prudential  PAC was fined £650,000 by PIA for failures in its pensions
2001             Assurance             review procedures relating specifically to delays in making
                 Company Limited       payments of redress to supplement pension policy benefits of
                 (PAC)                 those who had retired and beneficiaries of those who had died;
                                       and its record-keeping.
6 March 2003     Scottish Amicable     SAL was fined £750,000 by the FSA in respect of sales of
                 Life plc (SAL)        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 Cadila 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


                                                                                                         175
         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-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 irregularity 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



                                                                                                        176
    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.
    The AMC: Nil
    The Trustee: Nil

B. 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.

ICICI Bank

    There are no outstanding or pending litigations or suits or proceedings, pertaining to matters incidental
    to the business of Mutual Fund whose outcome could have a material effect on us. However, at June
    30, 2007, the following are the outstanding or pending litigations or suits or proceedings against ICICI
    Bank involving a claim of Rs. 10 crores and more, and criminal complaints or cases against us and our
    directors. The compiled position of claims against us (excluding tax related matters) involving an
    amount of less than Rs. 10 crores has been provided separately as under.

CLAIMS AGAINST ICIC BANK AS ON JUNE 30, 2007 WHERE THE CLAIM AMOUNT IS LESS
THAN RS. 10 CRORES & CASES WITH NO MONETARY CLAIMS




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.

                                                            2g
F) STOCK LENDING BY THE MUTUAL FUND
Subject to the SEBI Regulations and the applicable guidelines, the Scheme and the Plans thereunder may, if
the Trustee permits, engage in stock lending. Stock lending means the lending of stock to another person or
entity for a fixed period of time, at a negotiated compensation. The securities lent will be returned by the
borrower on expiry of the stipulated period. Please see Para on page 14 on risks attached with stock
lending.. The AMC shall report to the Trustee on a quarterly basis as to the level of lending in terms of
value, volume and the names of the intermediaries and the earnings/losses arising out of the transactions,
the value of collateral security offered etc. The Trustees shall offer their comments on the above aspect in
the report filed with SEBI under sub-regulation 23(a) of Regulation 18.



                                                                                                        177
2h   G) POLICY ON OFFSHORE INVESTMENTS BY THE SCHEME

     SEBI vide Circular No. SEBI/ IMD/CIR No. 7/ 73202/ 06 Dated August 02,2006, SEBI/IMD/CIR
     No.13/83589/07 dated January 4, 2007, SEBI/IMD/CIR No.3/93334/07 dated May 14, 2007 and
     SEBI/IMD/CIR No.7/104753/07 dated September 26, 2007 currently permit mutual funds to invest in
     ADRs/GDRs/ Foreign Securities issued by Indian companies and notified foreign securities subject to
     certain prescribed limits.

     Pursuant to above SEBI Circular. The Mutual Fund can make investments in;

          I. ADRs/ GDRs issued by Indian or foreign companies
         II. Equity of overseas companies listed on recognized stock exchanges overseas
        III. Initial and follow on public offerings for listing at recognized stock exchanges overseas
        IV. Foreign debt securities in the countries with fully convertible currencies, short term as well as long
            term debt instruments with rating not below investment grade by accredited/registered credit rating
            agencies
         V. Money market instruments rated not below investment grade
       VI. Repos in the form of investment, where the counterparty is rated not below investment grade;
            repos should not however, involve any borrowing of funds by mutual funds
       VII. Government securities where the countries are rated not below investment grade
      VIII. Derivatives traded on recognized stock exchanges overseas only for hedging and portfolio
            balancing with underlying as securities
       IX. Short term deposits with banks overseas where the issuer is rated not below investment grade
        X. Units/securities issued by overseas mutual funds or unit trusts registered with overseas regulators and
            investing in (a) aforesaid securities, (b) Real Estate Investment Trusts (REITs) listed in recognized
            stock exchanges overseas or (c) unlisted overseas securities (not exceeding 10% of their net assets).

     The investment in ADRs/ GDRs/ Foreign Securities by the Mutual Fund shall be within overall all limit of
     US $ 5 billion with a sub – ceiling for individual mutual funds of maximum upto US $ 300 million per
     mutual fund. -
     It is the Investment Manager’s belief that investment in ADRs/GDRs/ overseas securities offer new
     investment and portfolio diversification opportunities into multi-market and multi-currency products.
     However, such investments also entail additional risks. Such investment opportunities may be pursued by
     the Investment Manager provided they are considered appropriate in terms of the overall investment
     objectives of the Scheme and the Plans thereunder. Since the Scheme and the Plans thereunder would
     invest only partially in ADRs/GDRs/overseas securities, there may not be readily available and widely
     accepted benchmarks to measure performance of the Scheme and the Plans thereunder. To manage risks
     associated with foreign currency and interest rate exposure, the Fund may use derivatives for efficient
     portfolio management including hedging and in accordance with conditions as may be stipulated by
     SEBI/RBI from time to time.
     Offshore investments will be made subject to any/all approvals, conditions thereof as may be stipulated by
     SEBI/RBI and provided such investments do not result in expenses to the Fund in excess of the ceiling on
     expenses prescribed by and consistent with costs and expenses attendant to international investing. The
     Fund may, where necessary, appoint other intermediaries of repute as advisors, custodian/ sub-custodians
     etc. for managing and administering such investments. The appointment of such intermediaries shall be in
     accordance with the applicable requirements of SEBI and within the permissible ceilings of expenses. The
     fees and expenses would illustratively include, besides the investment management fees, custody fees and
     costs, fees of appointed advisors and sub-managers, transaction costs, and overseas regulatory costs.




                                                                                                             178
•    Risks attached with investments in ADRs/GDRs/ overseas securities:
To the extent that the assets of the Schemes will be invested in securities denominated in foreign
currencies, the Indian Rupee equivalent of the net assets, distributions and income may be adversely
affected by the changes in the value of certain foreign currencies relative to the Indian Rupee. The
repatriation of capital also may be hampered by changes in regulations concerning exchange controls or
political circumstances as well as the application to it of the other restrictions on investment.


H)       INTER-SCHEME TRANSFERS

The Fund may undertake inter-Scheme transfers under the Scheme. If such transfers are done they will be
effected based on the weighted average traded price of the day of transfer either on the National Stock
Exchange or the Bombay Stock Exchange, where ever the volumes are higher.
In case of securities which are not traded on the Principal Stock Exchange / any other exchange, the inter-
Scheme transfers will be affected based on fair valuation to be arrived at by the AMC with the approval of
the Trustee.


I) 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.   Custodian Agreement between Trustee and The Hongkong and Shanghai Banking Corporation Limited
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.




                                                                                                           179
Notwithstanding anything contained in this document, the provisions of the SEBI (Mutual Funds)
Regulations, 1996 and the Guidelines thereunder shall be applicable.
                                                                        21
Note: The Scheme under this Offer Document was approved by the Directors of ICICI Prudential Trust
Limited by circulation on February 12, 2008
                                              11

The Trustees have ensured that ICICI Prudential Banking and Financial Services Fund approved by them is
a new product offered by ICICI Prudential Mutual Fund and is not a minor modification of the exiting
scheme/fund/product


                                                         For and on behalf of the Board of Directors of
                                              ICICI Prudential Asset Management Company Limited




                                                                                    Nimesh Shah
                                                                                 Managing Director
Place : Mumbai
Date : February 14, 2008




                                                                                                   180
       FORM FOR NOMINATION / CANCELLATION OF NOMINATION
                    (to be filled in by individual (s) applying singly or jointly)
I / We ___________ and ____________________ * do hereby nominate the person more
particularly described hereunder/ and / cancel the nomination made by me / us on the
___________ day of ___________ in respect of the units bearing No. __________ .

(* strike out which is not applicable)


Name and Address of Nominee
Name: …………………………………………………………………….
Address: ………………………………………………………………….
Date of Birth : …………………………………………………………….
( to be furnished in case the Nominee is a minor)
* The Nominee is a minor whose guardian is : …………………………….
Address of the Guardian……………………………………………………..
.………………………………………………………………………………
…………………………………………………………………………………
Signature of the guardian : ……………………………………………………
(* to be deleted if not applicable)
Unit holder (s) 1) Signature : ………………………………..
Name : ……………………………………
Address : …………………………………
Date : …………………………………….
           1. Signature : ………………………………
                                                  Name : …………………………………..
                                                  Address : ……………………………….
                                                   Date : …………………………………..


______________________________________________________________________
Instructions :
   1. The nomination can be made only by individuals applying for / holding units on
      their own behalf singly or jointly. Non-individuals including society, trust, body
      corporate, partnership firm, Karta of Hindu Undivided Family, holder of Power of
      Attorney cannot nominate. If the units are held jointly, all joint holders will sign


                                                                                      181
   the nomination form. Space is provided as a specimen, if there are more joint
   holders more sheets can be added for signatures of holders of units and witnesses.
2. A minor can be nominated and in that event, the name and address of the guardian
   of the minor nominee shall be provided by the unit holder.
3. The Nominee shall not be a trust, society, body corporate, partnership firm, Karta
   of Hindu Undivided Family or a Power of Attorney holder. A non-resident Indian
   can be a Nominee subject to the exchange controls in force, from time to time.
4. Nomination in respect of the units stands rescinded upon the transfer of units.
5. Transfer of units in favour of a Nominee shall be valid discharge by the asset
   management company against the legal heir.
6. The cancellation of nomination can be made only by those individuals who hold
   units on their own behalf singly or jointly and who made the original nomination.
7. On cancellation of the nomination, the nomination shall stand rescinded and the
   asset management company shall not be under any obligation to transfer the units
   in favour of the Nominee."




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