Offer Document

ICICI Prudential Interval Fund-II Quarterly Interval Plan F (A Debt Oriented Interval Scheme) Offer Document

New Fund Offer of Units of Face Sponsors: ICICI Bank Limited (erstwhile ICICI Limited), Regd. Office: Landmark, Race Course Circle, Vadodara 390 007, India; and Prudential plc (formerly Value of Rs.10 per unit. known as Prudential Corporation Holdings Limited), Laurence Pountney Hill, London EC4ROHH, UK.

New Fund Offer opens on December 24, 2007 Investment Manager: ICICI Prudential Asset Management Company Limited New Fund Offer closes on December 26, 2007* Corp. Office: 8th Floor, Peninsula Tower, Peninsula Corporate Park, Ganpatrao Kadam Marg, Off Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Earliest Closing on December 26, 2007 Regd. Office: 12th Floor, Narain Manzil, 23 Barakhamba Road, New Delhi 110 001.

* The Trustee reserves the right to extend the closing date by suitable Trustee: ICICI Prudential Trust Limited notification subject to the condition that the New Fund Offer shall not Corp. Office: 12th Floor, Narain Manzil, 23 Barakhamba Road, New Delhi 110 001. be kept open for more than 30 days.

The particulars of ICICI Prudential Interval Fund-II - Quarterly Interval Plan F, the mutual fund Scheme offered under this Offer Document, have been prepared in accordance with the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, as amended till date, and filed with the Securities and Exchange Board of India, and the Units being offered for 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 Unit holders or may be publicly notified by advertisements in the newspapers subject to the applicable regulations. The offer document sets forth concisely; the information about the scheme that a prospective investor ought to know before investing.

SMS INVEST to 58558 CALL 1800 22 2273 Or, apply online at www.icicipruamc.com IMPORTANT NOTICE

Investing in mutual fund schemes involves certain risks and considerations associated generally with making investments in securities. The value of the Scheme’s investments may be affected generally by factors affecting financial markets, such as price and volume, volatility in interest rates, currency exchange rates, changes in regulatory and administrative policies of the Government or any other appropriate authority (including tax laws) or other political and economic developments. Consequently, there can be no assurance that the Scheme offered in this Offer Document would achieve the stated objectives. The NAV of the Units of the Scheme may fluctuate and can go up or down. Past performance of the schemes managed by the Sponsors or their affiliates or the Asset Management Company is not indicative of the future performance of the Scheme nor will the performance of the Scheme, following the commencement of the operations, be indicative of the Scheme’s future performance.

Prospective investors are advised to review this Offer Document carefully and in its entirety and consult their legal, tax and financial advisors to determine possible legal, tax and financial or any other consequences of subscribing to, purchasing or holding Units under the Scheme, before making an application to subscribe or purchase the Units. ICICI Prudential Mutual Fund (the Fund) and ICICI Prudential Asset Management Company Limited (the AMC), have not authorized any person to give any information or make any representations, either oral or written, not stated in this Offer Document in connection with issue of Units under the Scheme. Prospective investors are accordingly advised not to rely upon any information or representations not incorporated in this Offer Document. Any subscription, purchase or sale made by any person on the basis of statements or representations which are not contained in this Offer Document or which are inconsistent with the information contained herein shall be solely at the risk of the investor.

Unitholders / investors are requested to read and understand the Offer Document, Key Information Memorandum and risk factors furnished with the scheme in which they seek to make investments or in which they have invested. Unitholders / Investors are urged not to rely upon or be mislead by any oral promises or statements made by the distributors / intermediaries of the Mutual Fund and it is brought to the special attention of investors that the AMC / Mutual Fund will not be liable for mis-statement or communication by agents / distributors which are not previously expressly authorized / approved by the AMC / Mutual Fund.

AMC, Trust and the Fund shall not be responsible for any claims made by the Unitholders / Investors based on such oral promises made by the distributors / intermediaries.

The current Regulations impose certain restrictions and conditions on the AMC for entering into transactions with the Sponsors and their associates on behalf of the Fund. These restrictions include: a) Purchase or sale of securities through any broker associated with the Sponsors or through a firm which is an associate of the Sponsor(s) shall not exceed an average of 5% of the aggregate purchases and sale of securities made by the Fund in all its Schemes in a block of any three months. b) Utilization of the services of the Sponsors or any of their associates, for the purpose of any securities transactions and distribution and sale of securities shall be made only if a disclosure to this effect is made in the Offer Document and the brokerage or commission paid is also disclosed in the half yearly annual accounts of the mutual fund. c) The Mutual Fund Scheme shall not make any investment in: 1. any unlisted security of an associate or group company of the Sponsor; or 2. any security issued by way of private placement by an associate or group company of the Sponsor; or 3. the listed securities of group companies of the Sponsor which is in excess of 25% of its net assets.

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

This Offer Document is dated December 20, 2007.

TABLE OF CONTENTS 1. Highlights...... 6 2. Risk Factors and Special Considerations...... 8 3. Due Diligence Certificate ...... 16 4. Definitions...... 17 5. Summary – ICICI Prudential Interval Fund II - Quarterly Interval Plan F...... 19 6. Constitution of the Mutual Fund ...... 21 a) The Sponsors...... 21 b) The Trustee Company ...... 22 i. Directors...... 23 ii. Rights and Obligations of the Trustee...... 24 iii. Trusteeship Fees...... 27 c) Management of Asset Management Company (AMC)...... 27 i. Board of Directors of the AMC...... 28 ii. Powers, Duties & Responsibilities of the AMC...... 32 iii. Key Employees of AMC & relevant experience...... 33 iv. Fund Manager 45 v. Compliance Officer...... 45 vi. Investor Relations Officer ...... 45 d) Auditors...... 45 e) Registrar...... 45 f) Custodian...... 45 7. Investment Objectives & Policies...... 46 Fundamental Attributes of the Scheme...... 46 a) Type of the Scheme...... 46 b) Investment Objective...... 46 c) Investment Pattern & Investment Policies...... 46 d) Asset Allocation Pattern ………………………………………………………………………………………...47 e) Change in Investment Pattern...... 47 f) Terms of the Scheme...... 47 g) Change in Fundamental Attributes...... 49 h) Investment Strategy ...... 49 i) Position of debt market in India ………………………………………………………………………………..49 j) Portfolio Turnover...... 50 k) Procedure followed for investment decisions…………………………………………………………………..51 l) Exposure to Derivatives ...... 51 m) Investment Restrictions for the Scheme ...... 52 n) Underwriting by the Fund ...... 54 o) Computation of Net Asset Value...... 54 p) Accounting Policies & Standards...... 56 8. Units & The New Fund Offer ...... 58 General Information ...... 58 a) Minimum Subscription Amount...... 58 b) Offer Price ……………………………………………………………………………………………………….58 c) New fund offer period ...... 58 d) New Fund Offer Expenses ...... 58 e) Options and Investment plans offered under the Scheme ...... 58 f) Pledge of Units for Loans ...... 58 g) How to Switch...... 59

h) Who can Invest?...... 59 i) How to Apply? ...... 59 i. New Fund Offer ...... 59 ii. Resident Investors - Mode of Payment ...... 60 iii. NRIs & FIIs...... 60 iv. Mode of Payment on Repatriation Basis...... 60 v. Mode of Payment on Non-Repatriation Basis...... 61 vi. Investments of the minor Investor on attaining Majority …………………………………………………..61 vii. Application under Power of Attorney/Body Corporate/Registered Society/Partnership...... 61 viii. Joint Applicants...... 65 ix. Nomination Facility ...... 65 j) Issuance of Units/Refund ...... 65 k) Account Statements...... 65 l) Refunds...... 65 m) Redemption of Units ...... 66 i. Redemption Price...... 66 ii. Applicable NAV...... 66 iii. Cooling off period for web based transactions ……………………………………………………………..67 iv. How to Redeem?...... 67 v. Payment of Proceeds...... 67 vi. Non receipt of email communication by investor …………………………………………………………..68 vii. Redemption by NRIs/ FIIs ...... 68 viii Effect of Redemptions...... 68 ix Fractional Units...... 68 x Signature mismatch cases …………………………………………………………………………………..68 xi Right to Limit Redemptions...... 69 xii. Suspension of Sale and Redemption of Units ...... 69 xiii. Permanent Account No. …………………………………………………………………………………...69 xiv. Dormant Account Locking …………………………………………………………………………………70 xv. Unique Identification Number ……………………………………………………………………………..70 o) Purchase of Units after the New fund offer period...... 70 i. Purchase Price ...... 70 ii. How to Purchase?...... 70 iii. Purchase by NRIs...... 71 iv. Applicable NAV...... 71 p) Prevention of Money Laundering ……………………………………………………………………………….71 q) Pan Based KYC Process ……………………………………………………………………………………….72 9. Load Structure, Fees and Expenses ...... 73 a) Load Structure of the Scheme ...... 73 b) Fees and Expenses of the Scheme...... 73 1. Expenses of initial Issue ……………………………………………………………………………………73 2. Estimated Recurring Expenses...... 73 ii) Fees and Expenses of the Existing Scheme...... 73 i. New Fund Offer Expenses of the past scheme...... 74 ii. Condensed Financial Information ...... 74 10. Unitholders Rights and Services ...... 102 a) Investors Services...... 102 b) Ease of Transactions...... 102 i. Customer Service Centers in major metros...... 102 ii. Process transactions in a timely manner...... 102 4

c) Problem Resolution...... 102 d) NAV Information ...... 103 e) Disclosure of information under the Regulations...... 103 f) Rights of Unitholders of the Scheme...... 103 g) Duration of the Scheme/Winding up...... 104 h) Procedure and manner of Winding up...... 104 i) Tax Benefits ...... 105 1) To the Mutual Fund………………………………………………………………………………………..105 2) To the Unitholders...... 105 2.1 Income received from mutual fund ……………………………………………………… ...... 105 2.2 Long term capital gains on transfer of units………………………………………………………………..105 i. For Individuals and HUFs…………………………………………………………………………...105 ii. For Partnership Firms, Non-Residents, Indian Companies/Foreign Companies …………………. 105 iii. For Non-resident Indians ………………………………………………………………………….. 105 iv. For Overseas Financial Organisations and Foreign Institutional Investors fulfilling conditions laid down under section 115AB (Offshore Fund)...... 106 2.3 Short term capital gains on trasfer of units ……………………………………………………………..106 2.4 Capital Losses ……………………………………………………………………………………………106 3. Tax deduction at source……………………………………………………………………………………….108 4. Exemption from tax on capital gains arising on transfer of units held for more than 12 months…………….108 5. Investments by charitable and religious trusts in the plan…………………………………………………….108 6. Wealth Tax Sec. 2 (ea)…………………………………………………………………………………………108 j) Unclaimed redemption amount ...... 108 11. Other Matters a) Unitholders Grievances Redressal Mechanism ...... 109 b) Associate Transactions...... 111 c) Details of Investment in Companies that hold more than 5% ………………………………………………130 of NAV of Schemes managed by the AMC d) Penalties and Pending Litigations ...... 138 e) Borrowing by the Mutual Fund ...... 159 f) Stock Lending by the Mutual Fund...... 159 g) Inter-Scheme Transfers ...... 159 h) General Information ...... 159 • Power to make Rules...... 159 • Power to remove Difficulties ...... 159 • Scheme to be binding on the Unitholders...... 159 • Documents available for Inspection ...... 159

Highlights The Sponsors of the Fund are Prudential plc of the United Kingdom (UK) and ICICI Bank Limited (erstwhile ICICI 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 was originally promoted in 1994 by ICICI Limited, an Indian financial institution, and was its wholly owned subsidiary. ICICI's shareholding in ICICI Bank was reduced to 46% through a public offering of shares in India in fiscal 1998, an equity offering in the form of ADRs listed on the NYSE in fiscal 2000, ICICI Bank's acquisition of Bank of Madura Limited in an all-stock amalgamation in fiscal 2001, and secondary market sales by ICICI to institutional investors in fiscal 2001 and fiscal 2002. ICICI was formed in 1955 at the initiative of the World Bank, the Government of India and representatives of Indian industry. Pursuant to the Scheme of Amalgamation effective March 30, 2002, among ICICI, ICICI Personal Financial Services, ICICI Capital Services and ICICI Bank, sanctioned by the High Court of Gujarat and the High Court of Judicature at Bombay and approved by the Reserve Bank of India, ICICI, ICICI Personal Financial Services and ICICI Capital Services were merged with ICICI Bank in an all-stock merger. ICICI Bank is the surviving legal entity in the amalgamation.

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.

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

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

• Load Entry Load - Nil Exit Load - Nil if redeemed during “The Specified Transaction Period”. If redeemed at anytime other than “The Specified Transaction Period” exit load will be 0.5% However, the Trustee shall have a right to prescribe or modify the load structure with prospective effect subject to a maximum prescribed under the Regulations.

• Subscription – The scheme will be available for fresh purchases once a quarter only during “The Specified Transaction Period” i.e. 27th March, 27th June, 27th September, 27th December. If such day is a non business day, the next business day. • Liquidity - The scheme will offer for subscription / switch and redemption / switch out of units without any load on specified transaction period, once a quarter on an on going basis, under the plan. The scheme will also offer redemptions on all business days, other than the specified transaction period, subject to the applicable exit load. The AMC shall have the flexibility to change / alter the Transaction Period depending on the prevailing market conditions and in the interest of the unit holders.

• New Fund offer Expenses: The Scheme being an open-ended Scheme, no New Fund Offer expenses shall be charged in accordance with SEBI Circular dated April 04, 2006.

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

The Trustee reserves the right to declare dividends under the dividend option of the Scheme depending on the net distributable surplus available under the Scheme. It should, however, be noted that actual distribution of dividends and the frequency of distribution will depend, inter-alia, on the availability of distributable surplus and will be entirely at the discretion of the Trustee. The Trustee may, at a later date, decide to introduce any other options under the Scheme, as is considered necessary. • Switch-ins can also be made from close-ended debt schemes maturing during the specified transaction period. • Repatriation – Repatriation benefits would be available to NRIs/PIOs/FIIs, subject to applicable Regulations notified by Reserve Bank of India from time to time. • For details on tax update, please refer Page 103 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.

RISK FACTORS AND SPECIAL CONSIDERATIONS

• Mutual Funds and securities investments are subject to market risks and there is no assurance or guarantee that the objectives of the Scheme will be achieved. • As with any securities investment, the NAV of the Units issued under the Scheme can go up or down depending on the factors and forces affecting the capital markets. • Past performance of the Sponsors, AMC/Fund does not indicate the future performance of the Scheme of the Fund. • The Sponsors are not responsible or liable for any loss resulting from the operation of the Scheme beyond the contribution of an amount of Rs. 22.2 lacs collectively made by them towards setting up the Fund and such other accretions and additions to the corpus set up by the Sponsors. • ICICI Prudential Interval Fund II – Quarterly Interval Plan F 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 69 for “Right to Limit Redemptions” in this Offer Document. • The liquidity of the Scheme’s investments is inherently restricted by trading volumes in the securities in which it invests. • Investors in the Scheme are not offered any guaranteed returns. • Mutual Funds being vehicles of securities investments are subject to market and other risks and there can be no guarantee against loss resulting from investing in schemes. The various factors which impact the value of scheme investments include but are not limited to fluctuations in the bond markets, fluctuations in interest rates, prevailing political and economic environment, changes in government policy, factors specific to the issuer of securities, tax laws, liquidity of the underlying instruments, settlements periods, trading volumes etc. and securities investments are subject to market risks and there is no assurance or guarantee that the objectives of the Scheme will be achieved. • As the liquidity of the Scheme’s investments could at times, be restricted by trading volumes and settlement periods, the time taken by the Fund for redemption of units may be significant in the event of an inordinately large number of redemption requests or of a restructuring of the Scheme’s portfolio. In view of this the Trustee has the right, in sole discretion to limit redemptions (including suspending redemption) under certain circumstances, as described under the section titled “Right to limit Repurchases”. From time to time and subject to the regulations, the sponsors, the mutual funds and investment Companies managed by them, their affiliates, their associate companies, subsidiaries of the sponsors and the AMC may invest in either directly or indirectly in the scheme. The funds managed by these affiliates, associates and/ or the AMC may acquire a substantial portion of the Scheme. Accordingly, redemption of units held by such funds, affiliates/associates and sponsors may have an adverse impact on the units of the Scheme because the timing of such redemption may impact the ability of other unitholders to redeem their units The Scheme may invest in other schemes managed by the AMC or in the schemes of any other Mutual Funds, provided it is in conformity to the investment objectives of the Scheme and in terms of the prevailing Regulations. As per the Regulations, no investment management fees will be charged for such investments. From time to time and subject to the regulations, the AMC may invest in this Scheme. The decision to invest in the Scheme by the AMC will be based on parameters specified by the Board of the AMC. Further, as per the Regulation, in case the AMC invests in any of the schemes managed by it, it shall not be entitled to charge any fees on such investments. It may be noted that no prior intimation/indication would be given to investors when the composition/asset allocation pattern under the scheme undergo changes within the permitted band of upto 35% for debt. The investors/unitholders can ascertain details of asset allocation of the scheme as on the last date of each month on

AMC’s website at www.icicipruamc.com that will display the asset allocation of the scheme as on the given day. • In case the Scheme on the date of allotment of NFO does not have 20 investors and if at the time of allotment any one of the investors holds more than 25% of net assets of the Scheme the Scheme will be wound up immediately in terms of SEBI Circular dated December 12, 2003 having reference no- SEBI/IMD/CIR No 10/22701/03. The condition will also be applied at each specified transaction period at the time of allotment of additional units

• Different types of securities in which the scheme would invest as given in the offer document carry different levels and types of risk. Accordingly the scheme’s risk may increase or decrease depending upon its investment pattern. E.g. corporate bonds carry a higher amount of risk than Government securities. Further even among corporate bonds, bonds which are AAA rated are comparatively less risky than bonds which are AA rated.

Additional risk factors

• The value of the Scheme’s investments, may be affected generally by factors affecting securities markets, such as price and volume volatility in the markets, interest rates, currency exchange rates, changes in policies of the Government, taxation laws or any other appropriate authority policies and other political and economic developments which may have an adverse bearing on individual securities, including debt markets. Consequently, the NAV of the Units of the Scheme may fluctuate and can go up or down. • Trading volumes, settlement periods and transfer procedures may restrict the liquidity of the investments made by the Scheme. Different segments of the Indian financial markets have different settlement periods and such periods may be extended significantly by unforeseen circumstances leading to delays in receipt of proceeds from sale of securities. The NAV of the Scheme can go up and down because of various factors that affect the capital markets in general. • The NAV of the Scheme to the extent invested in Debt and Money market securities, are likely to be affected by changes in the prevailing rates of interest. • Investment decisions made by the AMC may not always be profitable, as actual market movements may be at variance with anticipated trends.

Scheme Specific Risk Factors

The investors in ICICI Prudential Interval Fund II – Quarterly Interval Plan F should be particularly aware of the risks generally associated with investment in fixed income and money market securities. Given below are some of the common risks associated with investment in fixed income and money market securities.

These risks include but are not restricted to Liquidity risk, Interest Rate Risk, Liquidity or Marketability Risk, Credit and Downgrading Risk, and Reinvestment Risk.

Liquidity risk In case of abnormal circumstances it will be difficult to complete the square off transaction due to liquidity being poor in stock futures / spot market. However fund will aim at taking exposure only into liquid stocks where there will be minimal risk to square off the transaction.

Fixed Income Securities: • Interest Rate Risk: As with all debt securities, changes in interest rates may affect the Scheme’s Net Asset Value as the prices of securities generally increase as interest rates decline and generally decrease as interest rates rise. Prices of long-term securities generally fluctuate more in response to interest rate changes than do short-term securities. Indian debt markets can be volatile leading to the possibility of price movements up or down in fixed income securities and thereby to possible movements in the NAV.

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

• Credit Risk : Credit risk or default risk refers to the risk that an issuer of a fixed income security may default (i.e. will be unable to make timely principal and interest payments on the security). Because of this risk

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

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

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

Risks attached with the use of derivatives:

Derivative products are leveraged instruments and can provide disproportionate gains as well as disproportionate losses to the investor. Execution of such strategies depends upon the ability of the fund manager to identify such opportunities. Identification and execution of the strategies to be pursued by the fund manager involve uncertainty and decision of fund manager may not always be profitable. No assurance can be given that the fund manager will be able to identify or execute such strategies.

As and when the Scheme trade in the derivatives market there are risk factors and issues concerning the use of derivatives that Investors should understand. Derivative products are specialized instruments that require investment techniques and risk analyses different from those associated with stocks and bonds. The use of a derivative requires an understanding not only of the underlying instrument but of the derivative itself. Derivatives require the maintenance of adequate controls to monitor the transactions entered into, the ability to assess the risk that a derivative adds to the portfolio and the ability to forecast price or interest rate movements correctly. There is the possibility that a loss may be sustained by the portfolio as a result of the failure of another party (usually referred to as the “counter party”) to comply with the terms of the derivatives contract. Other risks in using derivatives include the risk of mis pricing or improper valuation of derivatives and the inability of derivatives to correlate perfectly with underlying assets, rates and indices. Thus, derivatives are highly leveraged instruments. Even a small price movement in the underlying security could have a large impact on their value. Also, the market for derivative instruments is nascent in India.

“The risks associated with the use of derivatives are different from or possibly greater than the risks associated with investing directly in securities and other traditional investments.”

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

• Also please refer to Page 51 for example on Derivatives.

Risk Analysis on underlying asset classes in Securitisation Generally available Asset Classes for securitisation in India Commercial Vehicles Auto and Two wheeler pools Mortgage pools (residential housing loans) Personal Loan, credit card and other retail loans Corporate loans/receivables

In terms of specific risks attached to securitisation, each asset class would have different underlying risks, however, residential mortgages are supposed to be having lower default rates as an asset class. On the other hand, repossession and subsequent recovery of commercial vehicles and other auto assets is fairly easier and better compared to mortgages. Some of the asset classes such as personal loans, credit card receivables etc., being unsecured credits in nature, may witness higher default rates. As regards corporate loans/receivables, depending upon the nature of the underlying security for the loan or the nature of the receivable the risks would

10 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 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. 11

In the Indian scenario, also, more than 95% of issuances have been AAA rated issuances indicating the strength of the underlying assets as well as adequacy of credit enhancement.

Investment exposure of the Fund with reference to Securitised Debt

The Fund will predominantly invest only in those securitisation issuances which have AAA rating indicating the highest level of safety from credit risk point of view at the time of making an investment. The Fund will not invest in foreign securitised debt.

The fund may invest in various type of securitisation issuances, including but not limited to Asset Backed Securitisation, Mortgage Backed Securitisation, Personal Loan Backed Securitisation, Collateralized Loan Obligation / Collateralized Bond Obligation and so on.

The fund does not propose to limit its exposure to only one asset class or to have asset class based sub-limits as it will primarily look towards the AAA rating of the offering.

The fund will conduct an independent due diligence on the cash margins, collateralisation, guarantees and other credit enhancements and the portfolio characteristic of the securitisation to ensure that the issuance fits in to the overall objective of the investment in high investment grade offerings irrespective of underlying asset class.

Risk Factors specific to investments in Securitised Papers:

Types of Securitised Debt vary and carry different levels and types of risks. Credit Risk on Securitised Bonds depends upon the Originator and varies depending on whether they are issued with Recourse to Originator or otherwise.

Even within securitised debt, AAA rated securitised debt offers lesser risk of default than AA rated securitised debt. A structure with Recourse will have a lower Credit Risk than a structure without Recourse.

Underlying assets in Securitised Debt may assume different forms and the general types of receivables include Auto Finance, Credit Cards, Home Loans or any such receipts, Credit risks relating to these types of receivables depend upon various factors including macro economic factors of these industries and economies. Specific factors like nature and adequacy of property mortgaged against these borrowings, nature of loan agreement/ mortgage deed in case of Home Loan, adequacy of documentation in case of Auto Finance and Home Loans, capacity of borrower to meet its obligation on borrowings in case of Credit Cards and intentions of the borrower influence the risks relating to the asset borrowings underlying the securitised debt.

Holders of the securitised assets may have low credit risk with diversified retail base on underlying assets especially when securitised assets are created by high credit rated tranches, risk profiles of Planned Amortisation Class tranches (PAC), Principal Only Class Tranches (PO) and Interest Only class tranches (IO) will differ depending upon the interest rate movement and speed of prepayment.

Unlike in plain vanilla instruments, in securitisation transactions, it is possible to work towards a target credit rating, which could be much higher than the originator’s own credit rating. This is possible through a mechanism called ‘Credit enhancement’. The process of ‘Credit enhancement’ is fulfilled by filtering the underlying asset classes and applying selection criteria, which further diminishes the risks inherent for a particular asset class. The purpose of credit enhancement is to ensure timely payment to the investors, if the actual collection from the pool of receivables for a given period is short of the contractual payout on securitisation. Securitisation is normally non-recourse instruments and therefore, the repayment on securitisation would have to come from the underlying assets and the credit enhancement. Therefore the rating criteria centrally focus on the quality of the underlying assets.

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

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

Limited Recourse, Delinquency and Credit Risk Securitised transactions are normally backed by pool of receivables and credit enhancement as stipulated by the rating agency, which differ from issue to issue. The Credit Enhancement stipulated represents a limited loss cover to the Investors. These Certificates represent an undivided beneficial interest in the underlying receivables and there is no obligation of either the Issuer or the Seller or the originator, or the parent or any affiliate of the Seller, Issuer and Originator. No financial recourse is available to the Certificate Holders against the Investors’ Representative. Delinquencies and credit losses may cause depletion of the amount available under the Credit Enhancement and thereby the Investor Payouts may get affected if the amount available in the Credit Enhancement facility is not enough to cover the shortfall. On persistent default of a Obligor to repay his obligation, the Servicer may repossess and sell the underlying Asset. However many factors may affect, delay or prevent the repossession of such Asset or the length of time required to realize the sale proceeds on such sales. In addition, the price at which such Asset may be sold may be lower than the amount due from that Obligor.

Risks due to possible prepayments: Weighted Tenor / Yield Asset securitisation is a process whereby commercial or consumer credits are packaged and sold in the form of financial instruments Full prepayment of underlying loan contract may arise under any of the following circumstances;

Obligor pays the Receivable due from him at any time prior to the scheduled maturity date of that Receivable; or Receivable is required to be repurchased by the Seller consequent to its inability to rectify a material misrepresentation with respect to that Receivable; or The Servicer recognizing a contract as a defaulted contract and hence repossessing the underlying Asset and selling the same

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

Bankruptcy of the Originator or Seller

If originator becomes subject to bankruptcy proceedings and the court in the bankruptcy proceedings concludes that the sale from originator to Trust was not a sale then an Investor could experience losses or delays in the payments due. All possible care is generally taken in structuring the transaction so as to minimize the risk of the sale to Trust not being construed as a “True Sale”. Legal opinion is normally obtained to the effect that the assignment of Receivables to Trust in trust for and for the benefit of the Investors, as envisaged herein, would constitute a true sale.

Bankruptcy of the Investor’s Agent

If Investor’s agent, becomes subject to bankruptcy proceedings and the court in the bankruptcy proceedings concludes that the recourse of Investor’s Agent to the assets/receivables is not in its capacity as agent/Trustee but in its personal capacity, then an Investor could experience losses or delays in the payments due under the swap agreement. All possible care is normally taken in structuring the transaction and drafting the underlying documents so as to provide that the assets/receivables if and when held by Investor’s Agent is held as agent and in Trust for the Investors and shall not form part of the personal assets of Investor’s Agent. Legal opinion is normally obtained to the effect that the Investors Agent’s recourse to assets/receivables is restricted in its capacity as agent and trustee and not in its personal capacity.

Credit Rating of the Transaction / Certificate

The credit rating is not a recommendation to purchase, hold or sell the Certificate in as much as the ratings do not comment on the market price of the Certificate or its suitability to a particular investor. There is no assurance by the

13 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.

Sponsors ICICI Bank Limited Landmark, Race Course Circle, Vadodara 390 007, India Prudential plc Laurence Pountney Hill, London EC4R DHH, United Kingdom

Asset Management Company ICICI Prudential Asset Management Company Limited Registered Office 12th Floor, Narain Manzil, 23 Barakhamba Road, New Delhi – 110 001 Telephone: 011 - 23752515-18, Fax: 011-23358582

Corporate Office 8th Floor, Peninsula Tower, Peninsula Corporate Park, Ganpatrao Kadam Marg, Off Senapati Bapat Marg, Lower Parel, Mumbai 400 013. Telephone: 022 – 24997000 Fax : 022 - 24997029

Trustee ICICI Prudential Trust Limited 12th Floor, Narain Manzil, 23 Barakhamba Road, New Delhi – 110 001

Registrar Computer Age Management Services Private Limited Unit : ICICI Prudential Mutual Fund A& B Lakshmi Bhawan, 609, Anna Salai, Chennai- 600006.

Auditors to the Scheme N. M. Raiji & Company Universal Insurance Building Sir Phiroze Shah Mehta Road Mumbai 400 001

Custodian

HDFC Bank Ltd, HDFC Bank House Senapati Bapat Marg, Lower Parel, Mumbai- 400013

Legal Advisors

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

SECTION-I DUE DILIGENCE CERTIFICATE

It is confirmed that: i) The draft Offer Document forwarded to SEBI is in accordance with the SEBI (Mutual Funds) Regulations, 1996 and the guidelines and directives issued by SEBI from time to time. ii) All legal requirements connected with the launching of the Scheme and also the guidelines, instructions, etc. issued by the Government of India and any other competent authority in this behalf, have been duly complied with. iii) The disclosures made in the Offer Document are true, fair and adequate to enable the investors to make a well- informed decision regarding investment in the proposed Scheme. iv) The intermediaries named in the Offer Document, according to the information given to the AMC, are registered with SEBI and till date such registration is valid.

Place : Mumbai Date : September 28, 2007 Ranganath Athreya Executive Vice President – Legal, Compliance And Company Secretary

Note: The Due Diligence Certificate as stated above was submitted to SEBI on 28th September 2007

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. (erstwhile Prudential 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 (incl. Applicable NAV is the Net Asset Value per Unit at the close of the Switch - ins) Business Day on which the application is accepted after adjusting for entry load if applicable. Applicable NAV for redemption Applicable NAV is the Net Asset Value per Unit at the close of the (incl. Switch – outs) Business Day on which the application is accepted after adjusting for exit load if applicable Business Day A day other than (1) Saturday and Sunday or (2) a day on which the Stock Exchange, Mumbai and National Stock Exchange are closed whether or not the Banks in Mumbai are open. (3) a day on which the Sale and Redemption of Units is suspended by the Trustee/AMC.

However, if the AMC's offices in such centers are open on such local holidays, then redemption and switch requests will be accepted at those centers, provided it is a Business Day for the Plan on an overall basis.

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

Note that the seller of the option undertakes to sell the underlying in exchange. Custodian HDFC Bank Ltd Mumbai, acting as Custodian to the Scheme, or any other custodian who is approved by the Trustee. FII Foreign Institutional Investors registered with SEBI under Securities and Exchange Board of India (Foreign Institutional Investors) Regulations, 1995, as amended from time to time. ICICI Bank ICICI Bank Limited Interval Fund A fund that is open for sale or redemption during specified transaction period. Investment Management The Agreement dated September 3, 1993 entered into between Prudential Agreement ICICI Trust Limited (formerly ICICI Trust Limited) and Prudential ICICI Asset Management Company Limited (formerly ICICI Asset Management Company Limited) as amended from time to time. NAV Net Asset Value of the Units of the Scheme and Options, if any, thereunder, calculated on every Business Day in the manner provided in this Offer Document or as may be prescribed by Regulations from time to time. NRI Non-Resident Indian. Offer Document This document issued by ICICI Prudential Mutual Fund, offering Units of ICICI Prudential Interval Fund II – Quarterly Interval Plan F. Prudential Prudential plc (formerly known as Prudential Corporation plc), of the U.K. and includes, wherever the context so requires, its wholly owned subsidiary Prudential Corporation Holdings Limited. ICICI Prudential Interval Fund II ICICI Prudential Interval Fund II – Quarterly Interval Plan F and the – Quarterly Interval Plan F options, if any, offered there under. Put Option Put option is a financial contract between two parties, the buyer and the seller of the option. The put allows the buyer the right (but not the

obligation) to sell a financial instrument (the underlying instrument) to the seller of the option at a certain time for a certain price (the strike price). The seller assumes the corresponding obligations. Note that the seller of the option undertakes to buy the underlying in exchange RBI Reserve Bank of India, established under the Reserve Bank of India Act, 1934, as amended from time to time. SEBI Securities and Exchange Board of India established under Securities and Exchange Board of India Act, 1992, as amended from time to time. The Fund or ICICI Prudential Mutual Fund (formerly Prudential ICICI Mutual Fund), a The Mutual Fund trust set up under the provisions of the Indian Trusts Act, 1882. The Fund was initially registered with SEBI as ICICI Mutual Fund vide Registration No.MF/003/93/6 dated October 13, 1993 and subsequently renamed as Prudential ICICI Mutual Fund. The Fund has obtained approval from SEBI for change in name to ICICI Prudential Mutual Fund vide SEBI’s letter dated IMD/PM/90168/07 dated April 02, 2007. The Trustee ICICI Prudential Trust Limited (formerly ICICI Trust Limited), a company set up under the Companies Act, 1956, and approved by SEBI to act as the Trustee for the schemes of ICICI Prudential Mutual Fund The Regulations Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, as amended from time to time. Trust Deed The Trust Deed dated August 25, 1993 establishing ICICI Mutual Fund, (subsequently renamed ICICI Prudential Mutual Fund) as amended from time to time. Trust Fund Amounts settled/contributed by the Sponsors towards the corpus of the ICICI Prudential Mutual Fund and additions/accretions thereto. Unit The interest of an investor, which consists of one undivided share in the Net Assets of the Scheme. Unit holder A holder of Unit(s) in the scheme of ICICI Prudential Interval Fund II – Quarterly Interval Plan F as contained in this Offer Document.

SUMMARY – ICICI PRUDENTIAL INTERVAL FUND II - QUARTERLY INTERVAL PLAN F

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

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

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

Minimum Additional Application Retail Option Rs. 1000 and in multiples of Re. 1 thereafter Amount Duration of New Fund Offer The Scheme will open for subscription from December 24, 2007 to December 26, 2007 during the New Fund Offer (NFO) period. MICR cheques will not be accepted during the NFO period. High value and Transfer cheques will be accepted till end of business hours on December 26, 2007 during the NFO period. The Trustee reserves the right to extend the closing date for the New fund offer period subject to the condition that the New Fund Offer shall not be kept open for more than 30 days. Target Amount AMC seeks to raise a minimum subscription amount of Rs.2 crores during the New Fund Offer period of the plan.

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

Liquidity The scheme will offer for subscription / switch and redemption / switch out of units without any load once a quarter on specified transaction period i.e. 27th March, 27th June, 27th September, 27th December. If such a day is a non business day, the next business day will be considered as specified transaction period. The scheme will also offer redemptions on all business days, other than the transaction period, subject to the applicable exit load. The AMC shall have the flexibility to change / alter the Transaction Period depending on the prevailing market conditions and in the of the unit holders Transparency NAV will be determined on every Business Day, except in special circumstances described on Page 69. 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).

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. Sub options Options Sub -Options Default Sub-options available under Quarterly Plan F Retail Option Cumulative and Retail Option with Dividend with Dividend reinvestment dividend payout and facility dividend reinvestment facilities The Trustee reserves the right to declare dividends under the dividend option of the Scheme depending on the net distributable surplus available under the Scheme. It should, however, be noted that actual distribution of dividends and the frequency of distribution will depend, inter-alia, on the availability of distributable surplus and will be entirely at the discretion of the Trustee. The Trustee may, at a later date, decide to introduce any other options under the Scheme, as is considered necessary. Subscription Period “Only during “the specified transaction period”. The Specified Transaction Period The specified transaction period is the specified date(s) / period on/ during which subscription / Redemption / switches may be made in the scheme without any load, once a quarter The transaction period for Quarterly plan will be – 27th March, 27th June, 27th September, 27th December. In case such date happens to be a non– business day, then the immediate next business day shall be considered as the “Specified Transaction Period”.

However, AMC reserves the right to change / alter the “Specified Transaction Period”, depending on the prevailing market condition and to protect the interest of the investors.

CONSTITUTION OF THE MUTUAL FUND

ICICI Mutual Fund, which has been renamed as ICICI Prudential Mutual Fund (“the Mutual Fund” or “the Fund”) has been constituted as a Trust in accordance with the provisions of the Indian Trusts Act, 1882 (2 of 1882). The Mutual Fund was registered with SEBI on October 13, 1993.

ICICI Mutual Fund was established by erstwhile ICICI Ltd. (Since merged with ICICI Bank Ltd), by execution of a Trust Deed dated August 25, 1993. Prudential plc, through its wholly owned subsidiary, Prudential Corporation Holdings Limited, has contributed an amount of Rs.12.2 lacs to the corpus of the Fund and has received permission for such contribution from the RBI vide letter No: CO.FID (I) 4940/10/I.07.02.200 (221) 97-98 dated April 25, 1998. SEBI has approved the change in name of the Fund to Prudential ICICI Mutual Fund vide its letter IIMARP / 88 / 98 dated April 16, 1998. A deed of amendment to the Trust Deed dated August 25, 1993 was executed and registered.

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

AMC has informed SEBI of the said transfer. SEBI has vide its letter IMD/RK/42692/05 dated June 15, 2005 took note of the proposed transfer. 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 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 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, 2005 for 22 transfer of 6% of the Shareholding of Prudential Plc. in Prudential ICICI Trust Co. Ltd. (Trustee Company) to ICICI Bank Ltd. Consequent to the said transfer, with effect from August 26, 2005 ICICI Bank Limited holds shares aggregating to 51% of the share capital of the Trustee Company, whereas the balance 49% is held by Prudential Plc. of UK, through its wholly owned subsidiary, Prudential Corporation Holdings Limited.

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

Mr. Eruch .B. Desai 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 * 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. Keki Bomi Dadiseth is a Nominee of Prudential plc U.K. and Ms. Madhabi Puri-Buch is a Nominee of ICICI Bank Ltd. ii) Rights and Obligations of the Trustee under the Trust Deed and the Regulations Pursuant to the Deed of Trust dated August 25, 1993 constituting the Mutual Fund and in terms of the Regulations the rights and obligations of the Trustee are as under:

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

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

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

ii. appointed all key personnel including fund manager(s) for the scheme(s) and submitted to the Trustee their bio-data which shall contain the educational qualifications, past experience in the securities market within fifteen days of their appointment; 24

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.

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

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

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

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

14. The Trustees shall ensure that no change in the fundamental attributes of any scheme or the trust or fee and expenses payable or any other change which would modify the scheme and affects the interests of unit holders is carried out unless:

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

15. The Trustee is required to call for the details of transactions in securities by the key personnel of the AMC in their own names or on behalf of the AMC and report the same to SEBI as and when called for.

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

17. The Trustee is required to review quarterly, the net worth of the AMC and in case of any shortfall ensure that the AMC makes up for the shortfall as per clause (f) of sub regulation (1) of Regulation 21 of the Regulations.

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

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

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

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

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

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

b) a certificate stating that the Trustees have satisfied themselves that there have been no instances of self dealing or front running by any of the Trustee, directors and key personnel of the AMC;

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

23. The independent Directors of the Trustee are required to give their comments on the report received from the AMC regarding the investments by the Mutual Fund in the securities of the group companies of the sponsors.

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

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

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

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

28. The independent directors of the Trustee shall pay specific attention to the following as may be applicable, namely: a) The Investment Management Agreement and the compensation paid under the agreement. b) Service contracts with affiliates – whether the asset management company has charged higher fees than outside contractors for the same services. c) Selection of the asset management company’s independent directors d) Securities transactions involving affiliates to the extent such transaction are permitted. e) Selecting and nominating individuals to fill independent directors vacancies. f) Code of ethics must be designed to prevent fraudulent, deceptive or manipulative practices by insiders in connection with personal securities transactions. g) The reasonableness of fees paid to sponsors, asset management company and any others for services provided. h) Principal underwriting contracts and renewals i) Any service contracts with the associates of the asset management company.

29. Notwithstanding anything contained in sub-regulations (1) to (25) of regulation 18 of the Regulations, the Trustees shall not be held liable for acts done in good faith if they have exercised adequate due diligence honestly.

30. SEBI circular no. MFD/CIR/10/ 15895 /2002 dated August 20, 2002 provides that the meetings of the Trustees shall be held at least once in every two calendar months and at least six such meetings should be held every year. Further, as per the Regulations, for the purposes of constituting the quorum for the meetings of the Trustees, at least one Independent Trustee or Director should be present during such meetings.

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

Pursuant to the Deed of Trust constituting the Fund, the Fund is authorized to pay the Trustee a fee for its services in such capacity of a sum, presently computed at the rate of upto 0.05% of the amount, being the aggregate of the Trust Fund and Unit Capital of all the Schemes put together on April 1 of each year or a sum of Rs.5 lacs, whichever is higher. The Trustee may charge further fees as permitted from time to time under the Trust Deed and the Regulations.

SEBI has, in terms of its letter No.MFD/LV/059/00 dated January 31, 2000 approved an amendment to Trust Deed. The amendment authorizes the Trustee to decide upon the Trusteeship Fee to be charged from the Mutual Fund at the beginning of each financial year (April 1 to March 31), subject to the maximum limit of 0.05% to be arrived at as indicated above. The amendment does not in any way, adversely impact or alter the interests of Unitholders under the existing schemes of the Fund. c) Management Of Asset Management Company (AMC) ICICI Asset Management Company Limited (I-AMC), a company registered under the Companies Act, 1956, was established by ICICI as its wholly owned subsidiary, to act as the Investment Manager of the ICICI Mutual Fund vide the Investment Management Agreement dated September 3, 1993. Consequent to a review of long-term business strategy of the AMC, it was decided to further strengthen commitment to the individual investor segment. As a part of this Scheme, Prudential plc. (formerly known as Prudential Corporation plc.) of the UK (Prudential) was inducted as the new joint venture partner.

I-AMC was approved by SEBI to act as the Investment Manager of ICICI Mutual Fund vide its letter No.IIMARP/MF/22356 dated October 12, 1993. Consequent to the restructuring of shareholding pattern as stated above, SEBI vide its letter No.IIMARP\631\98 dated March 11, 1998 accorded its approval for the induction of Prudential plc (through its wholly own subsidiary, Prudential Corporation Holdings Limited) as a shareholder of the AMC. The AMC has applied and secured approval from the Registrar of Companies, Delhi and Haryana, for its change of name to Prudential ICICI Asset Management Company Limited, vide letter No.21/55-54135/320 dated March 26, 1998. An Amendatory Agreement was entered into between Prudential Plc. And ICICI Bank Ltd on May 27, 2005 for transfer of 6% of the Shareholding of Prudential Plc. In I-AMC to ICICI Bank Ltd. Consequent to the said transfer, with effect from August 26, 2005 ICICI Bank Limited holds shares aggregating to 51% of the share capital of Prudential ICICI Asset Management Company Limited (AMC), whereas the balance 49% is held by Prudential Plc. Of UK, through its wholly owned subsidiary, Prudential Corporation Holdings Limited.

The AMC will manage the schemes of the Fund, including the Scheme mentioned in this Offer Document, in accordance with the provisions of Investment Management Agreement, the Trust Deed, the Regulations and the objectives of each of the schemes.

AMC has obtained registration from SEBI vide Registration No.INP000000373 dated February 29, 2000 read with a renewed certificate dated February 27, 2003, to act as a Portfolio Manager under SEBI (Portfolio Managers) Regulations, 1993. Further, the Mutual Funds Division of SEBI, vide its letter no. MFD/LV/248/2000 dated May 10, 2000, conveyed its no objection for the AMC undertaking PMS activities subject to the AMC complying with the requirements as envisaged in Regulation 24(2) of SEBI (Mutual Funds) Regulations, 1996. The AMC has commenced the Portfolio Management activities, after complying with the regulatory requirements. The same are not in conflict with the mutual fund activities. Further, SEBI vide its letter dated May 31, 2005 having reference no. IMD/RK/41539/05 has conveyed its no objection for the AMC to undertake Advisory Services to Offshore Funds.

Pursuant to the provisions of sections 77A, 77AA and 77B and other applicable provisions of the Companies Act, 1956 (the “Act”) and The Private Limited Company And Unlisted Public Limited Company (Buy-back of Securities) Rules, 1999 (the “Rules”), as amended from time to time and article 5(e) of the articles of association of the company, the Board of directors approved the buy-back in their meeting held on February 28, 2006. The Company has bought back 502,559 fully paid-up equity shares of Rs. 10/- each at a price of Rs. 482.53 per equity share. Consequent to the aforesaid buy-back the total paid up capital of the Company reduced to 18,018,552 fully paid up Equity shares of Rs 10 each.

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

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

Mr. K. V. Kamath Radhika’, 930 TPS IV, Off Sayani Road, Opp. Ravindra Natya Mandir, Prabhadevi, Mumbai 400 025

Mr. 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 28

“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.

Mr. Barry Stowe One International Finance Centre 13 Floor, 1 Harbour View Street, Central, Hong Kong Mr. Barry Stowe is the Chief Executive of Prudential Corporation Asia. He is responsible for an extensive network of over 30 life insurance and fund management operations spanning 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.

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) , Mumbai 400 053.

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 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.

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.

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 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. ii) Powers, Duties and Responsibilities of the AMC The duties and responsibilities of the AMC shall be governed by the Regulations and the Investment Management Agreement. The AMC, in the course of managing the affairs of the Mutual Fund, has the power, inter-alia: (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; 32

(h) to get the Units under any scheme listed on any one or more stock exchanges in India or abroad; (i) to open one or more bank accounts for the purposes of the Fund, to deposit and withdraw money and fully operate the same; (j) to pay for all costs, charges and expenses, incidental to the administration of the Trust and the management and maintenance of the Trust property, Custodian and/or any other entities entitled for the benefit of the Fund, audit fee, management fee and other fees; (k) to furnish compliance reports to the Trustees as prescribed by SEBI. (l) to provide or cause to provide information to SEBI and the Unitholders as may be specified by SEBI and (m) to generally do all acts, deeds, matters and things which are necessary for any object, purpose or in relation to the ICICI Prudential Mutual Fund in any manner or in relation to any scheme of the ICICI Prudential Mutual Fund.

The Asset Management Company shall maintain high standards of integrity and fairness in all their dealings and in the conduct of their business.

The Asset Management Company shall render at all times high standards of service, exercise due diligence, ensure proper care and exercise independent professional judgement.

The independent directors of the Asset Management Company shall pay specific attention to the following as may be applicable, namely: i. The Investment Management Agreement and the compensation paid under the agreement. ii. Service contracts with affiliates – whether the company has charged higher fees than outside contractors for the same services. iii. Securities transactions involving affiliates to the extent such transaction are permitted. iv. Code of ethics must be designed to prevent fraudulent, deceptive or manipulative practices by insiders in connection with personal securities transactions. v. The reasonableness of fees paid to sponsors, asset management company and any others for services provided. vi. Principal underwriting contracts and renewals vii. Any service contracts with the associates of the company. In terms of the Investment Management Agreement and the Regulations, the AMC is entitled to an investment management fee at 1.25% per annum of the average net assets for a corpus up to Rs.100 crores and at 1.00% per annum for the corpus amount in excess of Rs.100 crores. Further, as per the Regulations, for the schemes launched on no load basis, the Asset Management Company is entitled to collect an additional management fees not exceeding 0.50% of the average net assets outstanding in each financial year. iii) Key Employees of the AMC and relevant experience

Name of the 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

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. 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 1996-1998

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. 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

Chief Manager Merchant Banking, Karnataka Bank Ltd. 1992-1997 35

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 Company Secretary – Lakshmi Motor Credit (now TVS Group) 1988-1992 Mr. Ashok 36 Sr. Vice MBA (Finance) 15 - Operations Vice President – Suvarna President B. Com Operations Operations ICICI Prudential AMC Limited Jan 05 to Mar 07.

AVP-Operations ICICI Prudential AMC Ltd. 2002-2004

Manager/Assistant Manager/Executive Operations ICICI Prudential AMC Ltd. 1998-2002

Accounts Executive Operations SBI Funds Management Limited 1994-1998 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

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. 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 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

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. 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.

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.

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. 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

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. 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. Mr. Prashant 26 Research PGDBM, Indian More than 1 ICICI Prudential Poddar Analyst Institute of year 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

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. 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

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

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).

44 iv) Fund Manager The following Fund Manager will manage the investments of the Scheme. His qualifications and experience are as under:

Scheme Name Fund Manager Qualification Experience ICICI Prudential Interval Mr. Chaitanya Pande PGDM from IMI, New 12 Years Fund II – Quarterly Delhi, Manager – Fund Interval Plan F BSc from St. Stephens Management College, New Delhi v) Compliance Officer The Compliance Officer for the Fund is: Mr. Ranganath Athreya Executive Vice President - Compliance, Legal and Company Secretary ICICI Prudential Asset Management Company Ltd. 8th Floor, Peninsula Tower, Peninsula Corporate Park, Ganpatrao Kadam Marg, Off Senapati Bapat Marg, Lower Parel, Mumbai 400 013. vi) Investor Relations Officer Investor Relations Officer for the Fund is Ms. Molly Kapoor and she may be contacted at the corporate office of the AMC at Mumbai. d) AUDITORS N. M. Raiji & Co., Chartered Accountants, Mumbai have expressed their willingness to act as Auditors for the Scheme offered under this Offer Document and have been appointed as Auditors by the Trustee. e) REGISTRAR Computer Age Management Services Private Limited, A&B Lakshmi Bhawan, 609 Anna Salai, Chennai- 600006 (CAMS) have been appointed as Registrar for the Scheme. The Registrar is registered with SEBI under registration No: INR000002813. As Registrar to the Scheme, CAMS will handle communications with investors, perform data entry services and dispatch Account Statements. The AMC and the Trustee have satisfied themselves that the Registrar can provide the services required and has adequate facilities and the system capabilities. f) CUSTODIAN HDFC Bank Ltd., Mumbai has been appointed as Custodian for the Scheme mentioned in the Offer Document. The Custodian has been registered with SEBI and has been awarded registration No.IN/CUS/001. The Trustee propose to enter into a Custodian Agreement with the Custodian and the salient features of the said Agreement would be as under: (a) Provide post-trading and custodial services to the Mutual Fund. (b) Ensure benefits due on the holdings are received. (c) Provide detailed management information and other reports as required by the AMC. (d) Maintain confidentiality of the transactions. (e) Be responsible for the loss or damage to the assets belonging to the Scheme due to negligence on its part or on the part of its approved agents and (f) Segregate assets of each Scheme. Further, the Custodian shall not assign, transfer, hypothecate, pledge, lend, use or otherwise dispose any assets or property, except pursuant to instruction from the Trustee/AMC or under the express provisions of the Custodian Agreement. The Custodian shall also not deal, on its own account, in securities purchased or sold by the Mutual Fund without making an adequate disclosure to SEBI and the Trustee/AMC. The Custodian will be entitled to remuneration for its services in accordance with the terms of the Custodian Agreement.

SECTION II INVESTMENT OBJECTIVES & POLICIES FUNDAMENTAL ATTRIBUTES OF THE SCHEME a) Type of the Scheme A debt oriented interval scheme. b) Investment Objectives The investment objective of the scheme is to generate optimal returns consistent with moderate levels of risk and liquidity by investing in debt securities and money market securities. c) Investment Pattern and Investment Policies

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

1) Securities created and issued by the Central and State Governments and/or repos/reverse repos in such Government Securities as may be permitted by RBI (including but not limited to coupon bearing bonds, zero coupon bonds and treasury bills) 2) Securities guaranteed by the Central and State Governments (including but not limited to coupon bearing bonds, zero coupon bonds and treasury bills) 3) Debt securities issued by domestic Government agencies and statutory bodies, which may or may not carry a Central/State Government guarantee 4) Corporate debt securities (of both public and private sector undertakings) 5) Securities issued by banks (both public and private sector) as permitted by SEBI from time to time and development financial institutions 6) Money market instruments permitted by SEBI, having maturities of up to one year or in alternative investment for money market like CBLO, Bill discounting etc. 7) Certificate of Deposits (CDs) 8) Commercial Paper (CPs) 9) Indian Securitised Debt. The Scheme will not invest in foreign securitised debt. 10) The non-convertible part of convertible securities 11) Any other domestic fixed income securities 12) Derivative instruments like Interest Rate Swaps, and such other derivative instruments permitted by SEBI. Subject to the Regulations, the securities mentioned above could be listed, unlisted, privately placed, secured, unsecured, rated or unrated and of varying maturity. The securities may be acquired through Initial Public Issue (IPOs), secondary market operations, private placement, rights offers or negotiated deals. The Scheme may also enter into repurchase and reverse repurchase obligations in all securities held by it as per the guidelines and regulations applicable to such transactions.

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

d) Asset Allocation Pattern

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

Under normal market circumstances, the investment range would be as follows:

For Quarterly Interval Plan F

Instruments Minimum- Risk Profile Maximum

Money Market Instruments 30% - 100% Medium to Low Government Securities issued by Central & / or state 0% - 70% Medium to Low govt. and other fixed income / debt securities* including but not limited to corporate debt and securitised debt

* Debt securities may include securitised debt, which may go up to 70% of the portfolio and derivative instruments to the extent. of 50% of the net assets of the scheme “ The Scheme will hold securities of residual maturity of upto 90 days for the Quarterly plan.” e) Change in Investment Pattern Subject to the Regulations, the asset allocation pattern indicated above may change from time to time, keeping in view market conditions, market opportunities, applicable regulations and political and economic factors. It must be clearly understood that the percentages stated above are only indicative and not absolute and that they can vary substantially depending upon the perception of the Investment Manager, the intention being at all times to seek to protect the interests of the Unit holders. Such changes in the investment pattern will be for short term and defensive considerations.

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

f) Terms of the Scheme 1) Liquidity

The scheme will offer for subscription /switch-in and Redemption/Switch-out of units without any load once a quarter on specified transaction period i.e. 27th March, 27th June, 27th September, 27th December. Purchase and Redemption of Units not later than 30 days after the close of the new fund offer period. The scheme will also offer redemption on all working days, other than transaction period, subject to applicable exit load, as specified in the chapter ‘loads & Recurring expenses. In case the redemption proceeds are not made within 10 working days of receiving s valid redemption request. In case the redemption proceeds are not made within 10 working days of the date of receipt of a valid redemption request, interest will be paid @ 15% per annum from the 11th day onwards or such other rate as may be prescribed by SEBI from time to time. a) Redemption of Units There will be no entry or exit load during specified transaction period. However, there will be exit load as shown below for redemptions on any day, other than the specified transaction period. In respect of valid applications received upto 3.00 pm by the Mutual Fund, on /during the transaction period the day’s closing NAV shall be applicable (without any exit load). In respect of valid applications received after 3.00 pm by the Mutual fund, on /during the transaction period the closing NAV of the next business day shall be applicable with applicable exit load.

The Units can be redeemed (i.e. sold back to the Fund) on every Business Day at the Redemption Price (hereinafter defined). The redemption request under the Plan can be made for any amount subject to 47

minimum of Rs. 500 and in of Re.1/- provided minimum balance should not fall below Rs.5000. The Fund may close a Unitholder’s account if the balance falls below Rs.5,000 and the investor fails to invest sufficient funds to bring the value of the account up to Rs.5,000 within 30 days, after a written intimation in this regard is sent to the Unitholder. Redemption can also be made for the total number of units standing to the credit of investor at the time of closure of account, even though such redemption is for less than Rs.5000. b) Redemption Price The redemption will be at Applicable NAV based prices. Please refer to “Redemption Price” on Page 66. c) Payment of Proceeds All redemption requests received prior to the cut-off time (please refer to “Payment of Proceeds” on Page 67) on any Business Day at the Customer Service Centres will be considered accepted on that Business Day, subject to the redemption requests being complete in all respects, and will be priced on the basis of Redemption Price for that day. Requests received after the cut-off time will be treated as though they were accepted on the next Business Day. Please refer to (Page 69) “Right to Limit Redemptions” and (Page 69) “Suspension of Sale and Redemption of Units”.

As per the Regulations, the Fund shall dispatch redemption proceeds within 10 Business Days (working days) of receiving the redemption request. The fund will, under all circumstances, dispatch the Redemption cheques within T+10 Business Days from the date of acceptance of the Redemption request, under any of the plans, at any of the Official Point of Acceptance of Transactions. Trustees reserve the right to alter or modify the number of days taken for redemption of Units under the Fund after taking into consideration the actual settlement cycle, when announced, as also the changes in the settlement cycles that may be announced by the Principal Stock Exchanges from time to time. Please refer to Page 66 for details of Redemption. As per the guidelines issued by SEBI, in the event of failure to dispatch the redemption or repurchase proceeds within 10 working days, the AMC is liable to pay interest to the Unit holders @ 15% p.a. SEBI has further advised the mutual funds that in the event of payment of interest to the Unit holders, such Unit holders should be informed about the rate and the amount of interest paid to them. If the Unitholder fails to provide the Bank mandate, the request for redemption would be considered as not valid and the Fund retains the right to withhold the redemption until a proper bank mandate is furnished by the Unitholder and the provision with respect of penal interest in such cases will not be applicable/ entertained. Please refer to Page 66 for details of Redemption. d) Listing The Units of the Plan will not be listed on any stock exchange, at present. The Trustee may, at its sole discretion, cause the Units under the Scheme to be listed on one or more Stock Exchanges. Notification of the same will be made through Customer Service Centres of the AMC and as may be required by the respective Stock Exchanges. 2. Fees and Expenses a) New Fund offer Expenses The Scheme being an open-ended Scheme, no New Fund Offer expenses shall be charged in accordance with SEBI Circular dated April 4, 2006 b) Recurring Expenses The details of recurring expenses of the Scheme, on an annual basis, have been stated on Page 73. As per the Regulations, the maximum recurring expenses that can be charged to the Scheme shall be subject to a percentage limit of weekly net assets as in the table below:

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

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

c) Load The details of Load structure as applicable to the Scheme are as stated on Page 73.

g) Changes in Fundamental Attributes The Trustees shall ensure that no change in the fundamental attributes of the Scheme or the trust or fee and expenses payable or any other change, which would modify the Scheme and affects the interests of Unit holders is carried out unless: • a written communication about the proposed change is sent to each Unit holder and an advertisement is given in one English daily newspaper having nationwide circulation as well as in a newspaper published in the language of the region where the Head Office of the mutual fund is situated; and • the Unitholders are given an option to exit at the prevailing Net Asset Value without any exit load.

h) Investment Strategy

The corpus of the Plan will be invested only in debt and money market instruments. Subject to the Regulations, the corpus of the Plan(s) can be invested in any (but not exclusively) of the following securities/debt instruments: 1) Securities created and issued by the Central and State Governments and/or repos/reverse repos in such Government Securities as may be permitted by RBI (including but not limited to coupon bearing bonds, zero coupon bonds and treasury bills). 2) Securities guaranteed by the Central and State Governments (including but not limited to coupon bearing bonds, zero coupon bonds and treasury bills). 3) Debt obligations of domestic Government agencies and statutory bodies, which may or may not carry a Central/State Government guarantee. 4) Corporate debt (of both public and private sector undertakings). 5) Obligations/ Term Deposits of banks (both public and private sector) and development financial institutions. 6) Money market instruments permitted by SEBI/RBI, having maturities of up to one year or in alternative investment for the call money market as may be provided by the RBI to meet the liquidity requirements. 7) Certificate of Deposits (CDs). 8) Commercial Paper (CPs). 9) Securitised Debt. 10) The non-convertible part of convertible securities. 11) Any other domestic fixed income securities as permitted by SEBI / RBI from time to time. 12) Derivative instruments like Interest Rate Swaps, Forward Rate Agreements and such other derivative instruments permitted by SEBI/RBI.

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

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

i) Position of Debt Market in India The debt market in India is estimated at about Rs.15,00,000 crores as of now. A bulk of the debt market consists of Government Securities. Other instruments available currently include Corporate Debentures, Bonds issued by Financial Institutions, Commercial Paper, Certificates of Deposits and Securitized Debt. Securities in the Debt market typically vary based on their tenure and rating. Government Securities have tenures from one year to thirty years whereas the maturity periods of the Corporate Debt varies from one year to Fifteen years. Recently some banks have also issued perpetual bonds. Securities may be both listed and unlisted and increasingly most securities of maturities of over one year are being listed by issuers. While in the corporate bond market, deals are conducted over telephone and are entered on principal-to-principal basis, due to the introduction of the Reserve Bank of India's NDS- Order Matching system a significant proportion of the government securities market is trading on the new system. The yields and liquidity on various securities, currently, are as under: 49

Liquidity Issuer Instrument Maturity Yields High GOI Treasury Bill 91 days 6.45-6.55%* High GOI Treasury Bill 364 days 6.85-6.95%* High GOI Short Dated 1-3 Yrs 6.95-7.25%** High GOI Medium Dated 3-5 Yrs 7.25-7.40%** High GOI Long Dated 5-10 Yrs 7.40-7.70%** Medium Corporates Taxable Bonds (AAA) 1-3 Yrs 7.95-8.50%*** Low to medium Corporates Taxable Bonds (AAA) 3-5 Yrs 8.50-8.80%*** Medium to High Corporates CPs (P1+) 3 months 7.00-7.25%* Medium Corporates CPs (P1+) 1 Yr 7.70-8.00%*

*Money Market yield **Semi-annual yield ***Annualised yield

Fixed Income securities The AMC aims to identify securities, which offer superior levels of yield at lower levels of risks. With the aim of controlling risks rigorous in depth credit evaluation of the securities proposed to be invested in will be carried out by the investment team of the AMC. The credit evaluation includes a study of the operating environment of the issuer, the past track record as well as the future prospects of the issuer, the short as well as longer-term financial health of the issuer. Rated debt instruments in which the Scheme invests will be of investment grade as rated by a credit rating agency. The AMC will be guided by the ratings of Rating Agencies such as CRISIL, CARE, ICRA and Duff and Phelps Credit Rating India Limited or any other agency approved by SEBI, for this purpose. In case a debt instrument is not rated, such investments shall be made by an internal committee constituted by AMC to approve the investment in un-rated debt securities in terms of the parameters approved by the Board of Trustees and the Board of Asset Management Company. In addition, the investment team of the AMC will study the macro economic conditions, including the political, economic environment and factors affecting liquidity and interest rates. The AMC would use this analysis to attempt to predict the likely direction of interest rates and position the portfolio appropriately to take advantage of the same. The Scheme could invest in Fixed Income Securities issued by government, quasi government entities, corporate issuers, structured notes and multilateral agencies in line with the investment objectives of the Scheme as permitted by SEBI from time to time j) Portfolio Turnover Portfolio turnover is defined as the aggregate of purchases and sales as a percentage of the corpus of the Scheme during a specified period of time. AMC’s portfolio management style is conducive to a low portfolio turnover rate. However, AMC will take advantage of the opportunities that present themselves from time to time because of the inefficiencies in the securities markets. AMC will endeavour to balance the increased cost on account of higher portfolio turnover with the benefits derived therefrom.

k) Procedure followed for investment decisions a) The Fund Manager of each scheme is responsible for making buy/sell decisions in respect of the securities in the respective scheme portfolios, subject to final approval by the Chief Investment Officer. The investment decisions are made and approved on daily basis keeping in view the market conditions and all relevant aspects. b) The AMC has an Internal Investment Committee comprising of the Managing Director, the Chief Investment Officer, Fund Managers and the Research Analyst who meet at periodic intervals. The Investment Committee, at its meetings, reviews the performance of the schemes and general market outlook and formulates broad investment strategy. The Chief Executive Officer who chairs the Investment Committee Meetings guides the deliberations at Investment Committee. He, on an ongoing basis, reviews the portfolios of the schemes and gives directions to the Chief Investment Officer, where considered necessary. It is the ultimate responsibility of the Chief Investment Officer to ensure that the investments are made as per the internal/Regulatory guidelines, Scheme investment objectives and in the best interest of the unitholders of the respective schemes. The AMC has a team comprising of Twelve Fund Managers and three Research Analyst. All of these are involved in preparation of research reports.

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

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

d) Subsequent to the issue of Circular No.MFD/CIR/9/120/2000 dated November 24, 2000, the AMC constituted an internal committee to approve the investment in un-rated debt securities. All such investments, as and when are made, will be placed before the Board of Directors of AMC for its review.

e) The AMC has been recording investment decisions since the receipt of instructions from SEBI, in terms of SEBI’s circular no. MFD/CIR/ 6 / 73 /2000 dated July 27, 2000. l) Exposure to Derivatives The Scheme will invest in Derivatives only for the purpose of hedging and portfolio balancing. Interest rate swap is a strategy in which one party exchanges a stream of interest for another party's stream. Interest rate swaps are normally 'fixed against floating', but can also be 'fixed against fixed' or 'floating against floating' rate swaps. Interest rate swaps will be used to take advantage of interest-rate fluctuations, by swapping fixed-rate obligations for floating rate obligations, or swapping floating rate obligations to fixed-rate obligations. A floating-to-fixed swap increases the certainty of an issuer's future obligations. Swapping from fixed-to-floating rate may save the issuer money if interest rates decline. Swapping allows issuers to revise their debt profile to take advantage of current or expected future market conditions. The Scheme shall under normal circumstances not have exposure of more than 50% of its net assets in derivative instruments. i) Advantages of Derivatives The volatility in Indian debt markets has increased over last few months. Derivatives provide unique flexibility to the Scheme to hedge part of their portfolio. Some of the advantages of specific derivatives are as under: ii) Interest Rate Swaps and Forward rate Agreements 51

Bond markets in India are not very liquid. Investors run the risk of illiquidity in such markets. Investing for short-term periods for liquidity purposes has its own risks. Investors can benefit if the Fund remains in call market for the liquidity and at the same time take advantage of fixed rates by entering into a swap. It adds certainty to the returns without sacrificing liquidity. The following is an illustration how derivatives work Basic Details: Fixed to floating swap Notional Amount: Rs. 5 Crores Benchmark: NSE MIBOR Deal Tenor: 3 months (say 91 days) Documentation: International Securities Dealers Association (ISDA). Let us assume the fixed rate decided was 10% At the end of three months, the following exchange will take place: Counter party 1 pays: compounded call rate for three months, say 9.90% Counter party 2 pays fixed rate: 10% In practice, however, the difference of the two amounts is settled. Counter party 2 will pay Rs 5 Crores *0.10%* 91/365 = Rs. 12,465.75 Thus the trade off for the Fund will be the difference in call rate and the fixed rate payment and this can vary with the call rates in the market. Please note that the above example is given for illustration purposes only and the actual returns may vary depending on the terms of swap and market conditions. Risk Factor:The risk arising out of uses of the above derivative strategy as under: • The risk of mispricing or improper valuation and the inability of derivatives to correlate perfectly with underlying assets, rates and indices. Valuation of Derivative Products a) The traded derivatives shall be valued at market price in conformity with the stipulations of sub clauses (i) to (v) of clause 1 of the Eighth Schedule to the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, as amended from time to time. b) The valuation of un-traded derivatives shall be done in accordance with the valuation method for un-traded investments prescribed in sub clauses (i) and (ii) of clause 2 of the Eighth Schedule to the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996 as amended from time to time. m) Investment Restrictions for the Scheme

Pursuant to the Regulations and amendments thereto, the following investment restrictions are presently applicable to the Scheme:

1) The Scheme being an open-ended Scheme, no New Fund Offer expenses shall be charged in accordance with SEBI Circular dated April 04, 2006

2) A mutual fund scheme shall not invest more than 15% of its NAV in debt instruments issued by a single issuer which are rated not below investment grade by a credit rating agency authorised to carry out such activity under the SEBI Act. Such investment limit may be extended to 20% of the NAV of the scheme with the prior approval of the Board of Trustees and the Board of Asset Management Company. Provided that, such limit shall not be applicable for investments in government securities and money market instruments. Provided further that investment within such limit can be made in mortgage backed securitised debt which are rated not below investment grade by a credit rating agency registered with SEBI. 3) A mutual fund scheme shall not invest more than 10% of its NAV in un rated debt instruments issued by a single issuer and the total investment in such instruments shall not exceed 25% of the NAV of the scheme. All such investments shall be made by an internal committee constituted by AMC to approve the investment in un-rated debt securities in terms of the parameters approved by the Board of Trustees and the Board of Asset Management Company. Debentures, irrespective of any residual maturity period (above or below one year), shall attract the investment restrictions as applicable for debt instruments as specified under Clause 2 & 3 above.

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

a) Such transfers are done at the prevailing market price for quoted instruments on spot basis (spot basis shall have the same meaning as specified by a Stock Exchange for spot transactions); and b) The securities so transferred shall be in conformity with the investment objective of the scheme to which such transfer has been made. 6) The Scheme may invest in other schemes under the same AMC or any other Mutual Fund without charging any fees, provided the aggregate inter-scheme investment made by all the schemes under the same management or in schemes under management of any other asset management company shall not exceed 5% of the Net Asset Value of the Fund. No investment management fees shall be charged for investing in other schemes of the Fund or in the schemes of any other mutual fund. 7) The Fund shall get the securities purchased transferred in the name of the Fund on account of the concerned scheme, wherever investments are intended to be of a long-term nature. 8) The Fund may buy and sell securities on the basis of deliveries and shall in all cases of purchases, take delivery of relative securities and in all cases of sale, deliver the securities and will not make any short sales or engage in carry forward transaction or badla finance. 9) All the Scheme’s investments will be in transferable securities (whether in capital markets or money markets) or bank deposits or in money at call as in privately placed debentures as securitised debt. 10) No loans for any purpose can be advanced by the Scheme. 11) The Scheme shall not make any investments in; a) any unlisted security of an associate or group company of the sponsor; or b) any security issued by way of private placement by an associate or group company of the Sponsor; or c) the listed securities of group companies of the Sponsor which is in excess of 25% of the net assets of the scheme of the Mutual Fund. 12) The Scheme shall not borrow except to meet temporary liquidity needs of the Fund for the purpose of repurchase/ redemption of units or payment of interest and dividend to the Unitholders. Such borrowings shall not exceed more than 20% of the net assets of the individual scheme and the duration of the borrowing shall not exceed a period of 6 months.

13) In accordance with SEBI Circular no SEBI/IMD/CIR No. 1/91171/07 dated 16th April 2007, following guidelines shall be followed for Parking of funds in short term deposits of Scheduled commercial Banks pending deployment 1. “Short Term” for such parking of funds by mutual funds shall be treated as a period not exceeding 91 days. 2. Such short term deposits shall be held in the name of the concerned scheme. 3. No mutual fund scheme shall park more than 15% of the net assets in Short term deposit(s) of all the scheduled commercial banks put together. However, it may be raised to 20% with prior approval of the trustees. Also, parking of funds in short term deposits of associate and sponsor scheduled commercial banks together shall not exceed 20% of total deployment by the mutual fund in short term deposits. 4. No mutual fund scheme shall park more than 10% of the net assets in short term deposit(s), with any one scheduled commercial bank including its subsidiaries. 5. Trustees shall ensure that no funds of a scheme may be parked in short term deposit of a bank which has invested in that scheme. 6. Asset Management Company (AMC) shall not be permitted to charge any investment management and advisory fees for parking of funds in short term deposits of scheduled commercial banks in case of liquid and debt oriented schemes. 7. All funds parked in short term deposit(s) shall be disclosed in half yearly portfolio statements under a separate heading. Details such as name of the bank, amount of funds parked, percentage of NAV may be disclosed. 8. Trustees shall certify in the half-yearly reports that the provision of the Regulation pertaining to parking of funds in short term deposits - pending deployment is being complied with at all points of time. Further the AMC shall also certify the same in its bi-monthly compliance test report. 14) The tenure of term deposits placed as margin for trading in derivatives shall not exceed 182 days. 15) 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. 16) The Mutual Fund having an aggregate of securities which are worth Rs.10 crores or more, as on the latest balance sheet date, shall subject to such instructions as may be issued from time to time by the Board, settle their transactions entered on or after January 15, 1998 only through dematerialised securities. Further, all transactions in government securities shall be in dematerialised form.

17) The Fund may lend securities in accordance with stock lending scheme of SEBI. n) Underwriting by the Fund Subject to the Regulations, the Scheme may enter into underwriting agreements after the Fund obtains a certificate of registration in terms of the Securities and Exchange Board of India (Underwriters) Rules and the Securities and Exchange Board of India (Underwriters) Regulations, 1993, authorizing it to carry on activities as underwriters.

The capital adequacy norms for the purpose of underwriting shall be the net assets of the Scheme and the underwriting obligation of the Scheme shall not at any time exceed the total net asset value of the Scheme. o) Computation of Net Asset Value The NAV of the Units of the Scheme will be computed by dividing the net assets of the Scheme by the number of Units outstanding on the valuation date. The Fund shall value its investments according to the valuation norms, as specified in Schedule VIII of the Regulations, or such norms as may be prescribed by SEBI from time to time. The broad valuation norms are detailed below:

1. Traded Securities: (i) The securities shall be valued at the last quoted closing price on the stock exchange. (ii) When the securities are traded on more than one recognised stock exchange, the securities shall be valued at the last quoted closing price on the stock exchange where the security is principally traded. (iii) When on a particular valuation day, a security has not been traded on the Principal stock exchange, the value at which it is traded on another stock exchange may be used. (iv) When a security (other than debt securities) is not traded on any stock exchange on a particular valuation day, the value at which it was traded on the selected stock exchange, as the case may be, on the earliest previous day may be used provided such date is not more than thirty days prior to valuation date. When a debt security (other than Government Securities) is not traded on any stock exchange on any particular valuation day, the value at which it was traded on the principal stock exchange or any other stock exchange, as the case may be, on the earliest previous day may be used provided such date is not more than fifteen days prior to valuation date. When a debt security (other than Government Securities) is purchased by way of private placement, the value at which it was bought may be used for a period of fifteen days beginning from the date of purchase.

2. Thinly Traded Securities (i) Thinly Traded Debt Securities A debt security (other than Government Securities) shall be considered as a thinly traded security if on the valuation date, there are no individual trades in that security in marketable lots (currently Rs 5 crore) on the principal stock exchange or any other stock exchange. A thinly traded debt security as defined above would be valued as per the norms set for non-traded debt security.

3. Non Traded Securities When a security (other than Government Securities) is not traded on any stock exchange for a period of thirty days prior to the valuation date, the scrip must be treated as a ‘non traded’ security. 4. VALUATION OF NON-TRADED / THINLY TRADED SECURITIES

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

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

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

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

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

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

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

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

5. Valuation of securities with Put/Call Options The option embedded securities would be valued as follows: i) Securities with call option The securities with call option shall be valued at the lower of the value as obtained by valuing the security to final maturity and valuing the security to call option. In case there are multiple call options, the lowest value obtained by valuing to the various call dates and valuing to the maturity date is to be taken as the value of the instrument. ii) Securities with Put option The securities with put option shall be valued at the higher of the value as obtained by valuing the security to final maturity and valuing the security to put option In case there are multiple put options, the highest value obtained by valuing to the various put dates and valuing to the maturity date is to be taken as the value of the instruments. iii) Securities with both Put and Call option on the same day The securities with both Put and Call option on the same day would be deemed to mature on the Put/Call day and would be valued accordingly. iv) Government securities. Government securities are valued based on prices released by an AMFI approved independent agency.

6. Illiquid Securities: (a) Aggregate value of "illiquid securities" of scheme, which are defined as non-traded, thinly traded and unlisted equity shares, shall not exceed 15% of the total assets of the scheme and any illiquid securities held above 15% of the total assets shall be assigned zero value. Provided that in case any scheme has illiquid securities in excess of 15% of total assets as on September 30, 2000 then such a scheme shall within a period of two years bring down the ratio of illiquid securities within the prescribed limit of 15% in the following time frame: (i) all the illiquid securities above 20% of total assets of the scheme shall be assigned zero value on September 30, 2001. 55

(ii) All the illiquid securities above 15% of total assets of the scheme shall be assigned zero value on September 30, 2002. (b) All funds shall disclose as on March 31 and September 30 the scheme-wise total illiquid securities in value and percentage of the net assets while making disclosures of half yearly portfolios to the unitholders. In the list of investments, an asterisk mark shall also be given against all such investments, which are recognised as illiquid securities. (c) Mutual Funds shall not be allowed to transfer illiquid securities among their schemes w.e.f. October 1, 2000. (d) In respect of closed ended funds, for the purposes of valuation of illiquid securities, the limits of 15% and 20% applicable to open-ended funds should be increased to 20% and 25% respectively. (e) Where a scheme has illiquid securities as at September 30, 2001 not exceeding 15% in the case of an open- ended fund and 20% in the case of closed fund, the concessions of giving time period for reducing the illiquid security to the prescribed limits would not be applicable and at all time the excess over 15% or 20% shall be assigned nil value. 7. Expenses and Incomes Accrued All expenses and incomes accrued up to the valuation date shall be considered for computation of NAV. For this purpose, major expenses like management fees and other periodic expenses would be accrued on a day-today basis. The minor expenses and income will be accrued on a periodic basis, provided the non-daily accrual does not affect the NAV calculations by more than 1%. 8. Changes in securities and in number of units Any changes in securities and in the number of units will be recorded in the books not later than the first valuation date following the date of transaction. If this is not possible, given the frequency of NAV disclosure, the recording may be delayed up to a period of seven days following the date of the transaction, provided as a result of such non-recording, the NAV calculation shall not be affected by more than 2%. The valuation guidelines as outlined above are as per prevailing Regulations and are subject to change from time to time in conformity with changes made by SEBI. 9. Valuation of Derivative Products (i) The traded derivatives shall be valued at market price in conformity with the stipulations of sub clauses (i) to (v) of clause 1 of the Eighth Schedule to the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996. (ii) The valuation of untraded derivatives shall be done in accordance with the valuation method for untraded investments prescribed in sub clauses (i) and (ii) of clause 2 of the Eighth Schedule to the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996.

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

Market or Fair Value of Scheme’s investments + Current Assets - Current Liabilities and Provision NAV (Rs.) =______No. of Units outstanding under Scheme

The NAV of the Scheme will be calculated as of the close of every Business Day. The valuation of the Scheme’s assets and calculation of the Scheme’s NAV shall be subject to audit on an annual basis and such regulations as may be prescribed by SEBI from time to time. p) Accounting Policies & Standards In accordance with the Regulations, the AMC will follow the accounting policies and standards, as detailed below: a) AMC, for each Scheme, shall keep and maintain proper books of account, records and documents, so as to explain its transactions and to disclose at any point of time the financial position of the Scheme and, in particular, give a true and fair view of the state of affairs of the Fund. b) For the purposes of the financial statements, the Scheme shall mark all investments to market and carry investments in the balance sheet at market value. However, since the unrealized gain arising out of appreciation on investments cannot be distributed, provision shall be made for exclusion of this item when arriving at distributable income.

56 c) In respect of all interest-bearing investments, income shall be accrued on a day to day basis as it is earned. Therefore, when such investments are purchased, interest paid for the period from the last interest due date up to the date of purchase should not be treated as a cost of purchase but shall be debited to Interest Recoverable Account. Similarly, interest received at the time of sale for the period from the last interest due date up to the date of sale must not be treated as an addition to sale value but shall be credited to Interest Recoverable Account. d) In determining the holding cost of investments and the gains or loss on sale of investments, the “average cost” method shall be followed for each security. e) Transactions for purchase or sale of investments shall be recognized as of the trade date and not as of the settlement date, so that the effect of all investments traded during a financial year are recorded and reflected in the financial statements for that year. Where investment transactions take place outside the stock market, for example, acquisition through private placement or purchases or sales through private treaty, the transaction would be recorded, in the event of a purchase, as of the date on which the Scheme obtains an enforceable obligation to pay the price or, in the event of a sale, when the Scheme obtains an enforceable right to collect the proceeds of sale or an enforceable obligation to deliver the instruments sold. f) Where income receivable on investments has been accrued and has not been received for a period as specified in the Regulation/guidelines issued by SEBI, provision shall be made by debit to the revenue account for the income so accrued in the manner specified by SEBI. g) When units are sold in the Scheme, an appropriate part of the sale proceeds shall be credited to an Equalization Account and when units are repurchased an appropriate amount shall be debited to Equalization Account. The net balance on this account shall be credited or debited to the Revenue Account. The balance on the Equalization Account debited or credited to the Revenue Account shall not decrease or increase the net income of the Fund but is only an adjustment to the distributable surplus. It shall therefore be reflected in the Revenue Account only after the net income of the Fund is determined. h) When units are sold, after considering the equalization as above, the difference between the sale price and the face value of the Unit, if positive, shall be credited to reserves and if negative, shall be debited to reserve, the face value being credited to Capital Account. Similarly, when the Units are repurchased, after considering the equalization as above, the difference between the purchase price and face value of the Unit, if positive, shall be debited to reserves and, if negative, shall be credited to reserves, the face value being debited to the Capital Account. i) The cost of investments acquired or purchased shall include brokerage, stamp charges and any charge customarily included in the broker’s bought note. In respect of privately placed debt instruments any front-end discount offered shall be reduced from the cost of the investment. i) Underwriting commission shall be recognized as revenue only when there is no devolvement on the Scheme. Where there is devolvement on the Scheme, the full underwriting commission received and not merely the portion applicable to the devolvement shall be reduced from the cost of the investment. j) An asset shall be classified as non-performing if the interest and/or principle amount have not been received or remained outstanding for one quarter from the date such income/installment have fallen due and relevant guidelines for identification and provisioning for non-performing assets for mutual fund will be applicable. The accounting policies and standards outlined above are as per the existing Regulations and are subject to change as per changes in the Regulations.

SECTION III UNITS & THE NEW FUND OFFER GENERAL INFORMATION Subscriptions will be received only during the specified transaction period after the NFO. The specified Transaction period is as defined under the heading of summary of the scheme under the subheading “Specified Transaction period”. a) Minimum Subscription Amount The scheme seeks to raise a minimum subscription of Rs. 2 crore during the new fund offer period. There is no maximum amount in respect of the size of the Scheme either during the new fund offer period or on ongoing basis. b) 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, subject to Entry Load, as mentioned in the offer document. c) New fund offer period The New Fund Offer Period for the Scheme will be as follows

New Fund Offer opens December 24, 2007 New Fund Offer closes December 26, 2007 Earliest closing on December 26, 2007

Extension or Termination of New Fund Offer Period The Trustee reserves the right to extend the closing date, subject to the condition that the subscription list shall not be kept open for more than 30 days. d) New Fund Offer Expenses The Scheme being an open-ended Scheme, no New Fund Offer expenses shall be charged in accordance with SEBI Circular dated April 4, 2006 e) Options and Investment plans offered under the Scheme

Options available Sub-Options Default options under Quarterly Plan F /Sub-options

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

The Trustee reserves the right to declare dividends under the dividend option of the Scheme depending on the net distributable surplus available under the Scheme. It should, however, be noted that actual distribution of dividends and the frequency of distribution will depend, inter-alia, on the availability of distributable surplus and will be entirely at the discretion of the Trustee. The Trustee may, at a later date, decide to introduce any other options under the Scheme, as is considered necessary. f) Pledge of Units for loans The Units can be pledged by the Unitholders as security for raising loans subject to the conditions of the lending institution. The Registrar will take note of such pledge / charge in its records.

58 g) How to Switch During the New Fund Offer Period, switches into the scheme can be made till December 26, 2007 upto cut-off time applicable for switches under the source scheme. On an ongoing 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. Switch- in is available during specified transaction period. The switch-out transaction shall be at applicable NAV subject to the applicable exit load. To effect a switch, a Unitholder must provide clear instructions. A request for a switch may be specified either in terms of amount or in terms of the number of units of the scheme from which the switch is sought. Such instructions may be provided in writing or by completing the Switch Request Slip and lodging the same on any Business Day, other than the specified transaction period, subject to the applicable exit load at any of the Official Point of Acceptance of Transaction. An Account Statement reflecting the new holdings will be despatched to the Unitholders within T+3 Business Days of completion of switch transaction.

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

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

The Applicable NAV for effecting the switch out of the existing open-ended funds will be the NAV of the Business Day on which the switch request, complete in all respects, is received by the AMC, subject to the cut- off time and other terms specified in the offer document of the respective existing open-ended schemes. h) Who can Invest? The following persons are eligible and may apply for subscription to the Units of the Scheme (subject, wherever relevant, to purchase of units of Mutual Funds being permitted under respective constitutions and relevant statutory regulations): • Resident adult individual either singly or jointly (not exceeding three) • Minor through parent/lawful guardian • Companies, Bodies Corporate, Public Sector Undertakings, association of persons or bodies of individuals and societies registered under the Societies Registration Act, 1860 (so long as the purchase of units is permitted under the respective constitutions) • Religious and Charitable Trusts under the provisions of 11(5)(xii) of Income-tax Act, 1961 read with Rule 17C of Income-Tax Rules, 1962 • Partnership Firms • Karta of Hindu Undivided Family (HUF) • Banks & Financial Institutions • Non-resident Indians/Persons of Indian origin residing abroad (NRIs) on full repatriation basis or on non- repatriation basis • Foreign Institutional Investors (FIIs) registered with SEBI on full repatriation basis (subject to RBI approval, if any). • Army, Air Force, Navy and other para-military funds • Scientific and Industrial Research Organizations • Mutual fund schemes, as may be permitted by SEBI from time to time. i) How to apply? i) New Fund Offer Application Forms will be available at the collecting bank branches, Customer Service Centre of the AMC, at the corporate office of the AMC and the office of the Registrar.

Applications complete in all respects, may be submitted before closure of the New fund offer period at the designated branches of collecting bankers, Customer Service Centre of the AMC, at locations mentioned in the Application Form.

Kindly retain the acknowledgement slip initialled/stamped by the collecting agency. ii) Resident Investors - Mode of Payment Investors may make payments for subscription to the Units of the Scheme by local cheque/bank draft, drawn on any bank branch. Cheques/demand drafts should be drawn in favour of “ICICI Prudential Interval Fund II - Quarterly Interval Plan F”, and must be crossed “Account Payee Only”. No Cash will be accepted.

Payments by Stock invest and out-station and/or post-dated cheques will not be accepted.

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

NRIs In terms of Schedule 5 of Notification no. FEMA 20/2000 dated May 3, 2000, RBI has granted general permission to NRIs to purchase, on a repatriation basis units of domestic mutual funds. Further, the general permission is also granted to NRIs to sell the units to the mutual funds for repurchase or for the payment of maturity proceeds, provided that the units have been purchased in accordance with the conditions set out in the aforesaid notification. For the purpose of this section, the term “mutual funds” is as referred to in Clause (23D) of Section 10 of Income-Tax Act 1961. However, NRI investors, if so desired, also have the option to make their investment on a non-repatriable basis. In case of NRI investments, the applications and the cheque have to be accompanied by the debit certificate from the bank on which cheque is drawn. . In case the debit certificate is not provided, the AMC reserves the right to reject the application of the NRI investors.

FIIs In terms of Schedule 5 of Notification no. FEMA 20/2000 dated May 3, 2000. RBI has granted general permission to a registered FII to purchase on a repatriation basis units of domestic mutual funds subject to the conditions set out in the aforesaid notification. Further, the general permission is also granted to FIIs to sell the units to the mutual funds for repurchase or for the payment of maturity proceeds, provided that the units have been purchased in accordance with the conditions set out in the aforesaid notification. For the purpose of this section, the term “mutual funds” is as referred to in Clause (23D) of Section 10 of Income-Tax Act 1961. 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 60

cheques drawn on Non-Resident (External) (NRE) Accounts payable at designated ICICI Bank Collection Centres or at specified AMC branches.

All cheques/drafts should be made out in favour “ICICI Prudential Interval Fund II – Quarterly Interval Plan F”, and must be crossed “Account Payee Only”. In case Indian Rupee drafts are purchased abroad or from FCNR/NRE A/c. an account debit certificate from the Bank issuing the draft confirming the debit shall also be enclosed. v) Mode of payment on Non-Repatriation basis In case of NRIs /Persons of Indian origin seeking to apply for Units on a non-repatriation basis, payments may be made by cheques/demand drafts drawn out of Non-Resident Ordinary (NRO) accounts/ Non-Resident Special Rupee (NRSR) accounts and Non Resident Non-Repatriable (NRNR) accounts payable at the city the designated location. vi) Investments of the minor investor on attaining majority Upon attaining majority, a minor has to write to the fund, giving his specimen signature duly authenticated by his banker as well his new bank mandate, PAN details, UIN details (if applicable as per prevalent SEBI Guidelines) in order to facilitate the Fund to update its records and permit the erstwhile minor to operate the account in his own right. vii) a) Application under Power of Attorney/ Body Corporate/ Registered Society/ Partnership Every investor, depending on the category under which he/she/ it falls, is required to provide the relevant documents alongwith the application form as may be prescribed by AMC.

In case of an application under the Power of Attorney or by a limited company, body corporate, registered society or partnership etc., the relevant Power of Attorney or the relevant resolution or authority to make the application as the case may be, or duly certified copy thereof, along with the memorandum and articles of association/bye-laws must be lodged at the Registrar’s Office at the time of submission of application.

In case an investor has issued Power of Attorney (POA) for making investments, switches, redemptions etc. under his folio, both the signature of the investor and the POA holder have to be clearly captured in the POA document to be accepted as a valid document. At the time of making redemption / switches the fund would not be in a position to process the transaction unless, POA holder's signature is available in the POA.

Original or certified true copies of the following documents should be submitted by Companies/Bodies Corporate/PSUs/Banks and Financial Institutions along-with the application form: • Board resolution authorizing the investment • List of authorized officials to make such investment along with the specimen signature of such authorized officials • MOA and AOA/Bye Laws including certificate of registration/any other incorporation or foundation documents The onus of authentication of the documents shall be on the Investors and the AMC/Fund will accept and act on these in good faith wherever the documents are not expressly authenticated

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.

b) Transactions received through fax/Pru-Tracker Internet facility

FAX INDEMNITY FOR APPLICATIONS RECEIVED THROUGH FAX FOR TRANSACTION VALUE OF RS. FIVE CRORE AND ABOVE PER TRANSACTION

For transaction value of rupees five crore and above the AMC may at its sole discretion provide the facility for transacting in the schemes of the Mutual Fund on the basis of Fax.

A transaction will be deemed to be a valid transaction only where the transaction slip and supporting payment instrument is received before the applicable cut off time. In case an investor chooses to transact through fax with the Mutual Fund, the following terms and conditions shall apply and the investor would be deemed to have agreed and accepted the following terms and conditions and the following shall be deemed to be representations and warranties made by the investor on the basis of which the facility is being provided by the Mutual Fund through the AMC:

1. The Investor may from time to time submit applications, supporting documents and instructions with respect to Purchase / Repurchase / Switch and other Non-financial transactions by facsimile, or similar method of transmission in the manner specified herein and at the specific numbers mentioned herein or in such other manner as may be expressly communicated by the AMC from time to time.

2. The AMC will provide to the Investor a fax number to which the Investor may transmit Fax submission. The Investor shall accept the fax number to make ‘Fax Submission’.

3. At the request of the Investor the AMC is hereby requested and authorised, but is not obliged to process the transactions as per Fax Submissions received from time to time from Investors and otherwise to rely upon and act in accordance with any Fax Submission which is signed, or is believed to have been signed by any person authorised by the agreements governing the arrangement between the AMC and the Investor.

4. The AMC in good faith will treat any Fax Submission as issued and fully authorised and the same shall be binding on the Investor. The AMC shall take necessary steps in connection with or in reliance upon any Fax Submission as the AMC may in good faith consider appropriate regardless of the value involved and notwithstanding any error/errors in transmission or reception or ambiguity or lack of clarity of any nature in terms of such Fax Submission, the AMC will not be responsible for the above contingencies of nature.

5. In case there is a variance between the particulars mentioned in the fax received as against the original application which may be received thereafter, the AMC reserves the right to process the transaction as per the particulars of the fax received and the pecuniary loss if any due to any such variance shall be entirely borne by the Investor and the AMC shall under no circumstances be liable for such losses.

6. It is unconditionally agreed by the Investor that the Investor is bound and liable for the transactions processed by the AMC on the basis of instructions received on Fax Submission. The Investor will hold the AMC harmless for any loss if any suffered by the Investor for processing any transaction on the basis of Fax Submission.

7. It is agreed between the parties that the terms and conditions of this agreement shall be in addition to but subject to the terms and conditions specified in the Offer Document of the respective Schemes of the Mutual Fund. If any inconsistency exists between the above document and agreements and this Agreement then the terms as specified in the Offer Document shall prevail.

8. It is further mutually agreed that if any other permission is required under the provisions of law for processing such requests / instructions, the Investor shall be solely liable and responsible for any failure to comply with such provisions of laws and regulations. The Investor will keep the AMC fully absolved and indemnified with respect to any violation of such laws and regulations and consequences thereafter in case of such violation mentioned hereinabove.

9. It is agreed by the parties that the AMC need not confirm (whether orally in writing or otherwise) any Fax Submission or verify the Identity of the person making or giving or purporting to make or give any Fax Submission of the signature appearing on the Fax Submission. The AMC shall be under no duty to prescribe or adopt any procedures for the purpose of such confirmations or verification and any such procedure prescribed or adopted by AMC shall not impose upon the AMC any obligation to adopt or comply with the same in any or every instance.

10. It is agreed and confirmed by the Investor that in consideration of the AMC acting in accordance with the request and authority conferred herein, the Investor agrees that the AMC shall not be liable for any losses or damage which the Investor may suffer as a consequence of the AMC acting in accordance with, or in reliance upon any Fax Submission or otherwise in accordance with the request and authority conferred herein.

11. It is agreed and confirmed by the Investor that the Investor shall indemnify the AMC on demand from and against any and all claims, liability, loss, damage, cost and expenses incurred by the AMC arising out of or relating to:

• AMC acting pursuant to, in accordance with or in reliance upon any Fax Submission or otherwise in accordance with the request and authority conferred herein. • Any submission received by the AMC that AMC in good faith believes to be a Fax Submission and • Any unauthorised or fraudulent facsimile transmission to AMC. The Investor also agrees, undertakes to execute any other documents indemnifying the AMC.

12. It is agreed by the parties that no provision herein shall be deemed to require or obligate the AMC to maintain any facilities for the receipt of any Fax Submission or to ensure the continued operations or availability of any facsimile facilities or equipment.

13. The Investor acknowledges that it is in the nature of telecommunication services that transmissions may not be properly received and may be inadvertently read or may be made known to unauthorised persons. Investor agrees that the risk of misunderstanding and errors shall be borne by the Investor and the AMC shall not be responsible for such breach or confidentiality. The AMC shall not be liable for any claims, liability, loss, damage, cost or expenses arising from such misunderstanding or errors in transmission or from such breach of confidentiality.

14. It is also mutually agreed that the AMC is requested and shall be entitled to treat any Fax Submission as issued and fully authorised by and binding upon the Investor and the AMC shall be entitled (but not be bound) to take any steps in connection with or in reliance upon any Fax Submission as AMC may in good faith consider appropriate regardless of the amount or money involved and notwithstanding any error in transmission or reception of such Fax Submission or any misunderstanding and ambiguity or lack of clarity in the terms of such Fax Submission.

15. It is agreed and confirmed that the AMC will not be liable for any loss, damages of any nature either to the Investor or to any third party. The Investor agrees irrevocably and unconditionally that in availing of the facilities mentioned hereinabove in detail and in consideration thereof the Investor has agreed to unconditionally and absolutely indemnify and keep indemnified the AMC against all losses, costs, charges, sums, damages, expenses of any nature which the AMC may incur or suffer due to the act of not / wrong processing of any Fax Submission. The Investor further agrees to indemnify and to keep indemnifying the AMC against all loss, costs, charges, sums, damages, expenses of any nature which the AMC may incur or suffer due to any act of the Investor in availing the aforesaid facility and the AMC shall not be responsible or liable to the third party / parties and for which the Investor undertakes to indemnify and keeps the AMC indemnified against any third party claim or loss or damage of any nature.

16. It is further mutually agreed by the parties that MUMBAI would be the exclusive jurisdiction in respect of any of the legal proceedings.

17. It is mutually agreed that the facility may be terminated by the AMC upon and not fewer than 3 days advance written notice in the form of a public notice in one national newspaper and one regional language newspaper circulating in Mumbai. Any termination shall not effect anything done and any rights or liability accrued or incurred prior to the termination. The provisions of clauses hereinabove shall survive any termination.

TRANSACTIONS THROUGH PRU-TRACKER INTERNET FACILITY

For the purpose of enabling Corporate Investors to transact through Internet Facility, the AMC may provide internet access through a secure internet identity and password.

In addition to the requirement of ensuring that the transactions comply with the applicable cut-off time as regulatorily prescribed, investors using the facility are subject to the following terms and conditions which they are deemed to have agreed to :

1) Availing of such a facility provided by you as described above has been at the insistence of such Corporate Investor and has been specifically authorized by the Board of such investor and it shall be construed by the AMC that wherever transactions are put through internet access provided by the AMC, it is understood by us that it is being carried out at the entire risk of our Company and the onus of allowing only authorized officials of our company access and maintaining secrecy for login-id and password is entirely ours and under no circumstances will we hold the AMC or its officials liable or responsible for any act including but not limited to fraud due to improper usage by our company officials(whether in the employment of our company or otherwise) or by any third party/ies or by any reason of misuse, abuse, breach of security, hacking, accidental disclosure of password and under no circumstances can the AMC, its officials or the Trustees be held liable for any loss caused out of transactions arising out of or in the course of exercise of this facility being provided to us.

2) It shall be our entire responsibility to maintain secrecy and confidentiality and to ensure that access is restricted and provided only to the authorized signatories of the company and wherever access is made through internet you can construe that it is backed by necessary physical approvals by the requisite number of authorized signatories as specified in our Board Resolution and at all times all transactions by us through internet access is constructive notice to you of the fact of their being duly backed up by our internal approvals by the Board and under the delegated authorities including but not limited to the Articles of Association of the Company, the delegation matrix followed in our company and the due approval of the Board of Directors of the Company for availing the facility.

3) We agree to hold the AMC, its officials, the Trustees and ICICI Prudential Mutual Fund harmless and not liable under all circumstances arising out of the usage of the facilities provided to us as detailed above and the circumstances shall include any act of fraud, negligence, third party crime, in relation to any transaction put through by us through these facilities. We shall at all times hereafter save, defend and keep harmless and indemnified the AMC and its officials, Trustees of the Fund and its employees, Directors, Officers against any losses, damages, costs or expenses including legal costs for defending any lawsuits and/or regulatory action/penalties that the AMC/the Fund/the Trustees may incur and for any other incident of a financial nature which they may be required to meet in connection with the AMC agreeing to provide us with the facility of transacting on the Internet using Prutracker and forthwith pay the AMC arising out of such circumstances. We agree that it is only upon the above assertion being made by us that the AMC has been and is agreeing to provide us with the facility of transacting through the Internet.

4) We, undertake that, this Indemnity shall be enforceable against us and our respective Successors and Assigns and the benefits of this Indemnity shall inure for the benefit of the AMC, its successors and assigns and shall be irrevocable until discharge by them of all obligations devolving upon hereunder.

COMPLETION OF TRANSACTION DOCUMENTS IN THE CASE OF CORPORATE DOCUMENTS 1) With reference to the investments and transactions being made by Corporate investors through fax from time to time in various Schemes (present and future) of ICICI Prudential Mutual Fund (the Fund) and where duly authorised Memorandum and Articles of Association, Board Resolution and Authorised signatory list, authorizing company officials to give instructions for purchases, additional purchase/redemption/switch/change of bank mandate/change of address on behalf of the company under the above-said folios/schemes, in present and in future to ICICI Prudential Asset Management Company Ltd. (AMC) are already registered with the AMC, where due to internal exigencies such Corporate investors may choose to fax the transactions on the basis of only one of the signatures of the signatories(mentioned in Board Resolution/Authorised Signatory list), the AMC will at its option and at the entire risk of the Corporate be eligible to commence processing of such transactions subject to receipt of signatures in original subsequently at its Official Point of Transaction which are fully in compliance with the terms of the Board Resolution of the respective Corporate Investors. In case originals are not sighted within a reasonable time subsequently and in any case before pay-outs, the transactions are liable to be summarily rejected by the AMC.

2) In consideration of the AMC agreeing to process transactions on the basis of instructions issued by any one of the signatories given in the Board Resolution/ Authorised Signatory List, the Corporate investors shall at all times hereafter save, defend and keep harmless and indemnified the AMC and its officials, Trustees of the Fund and its employees, Directors, Officers against any losses, damages, costs or expenses including all legal costs and/or regulatory action/penalties that the AMC/the Fund/the Trustees may incur. The Corporate

Investors agree that it is only upon the above assertion being made by them that the AMC has been and is agreeing to process the transactions and undertake that, this Indemnity shall be enforceable against the Corporate investors and their respective Successors and Assigns and the benefits of this Indemnity shall inure for the benefit of the AMC, its successors and assigns and shall be irrevocable until discharge by them of all obligations devolving upon thereunder. viii) Joint Applicants In the event an Account has more than one registered owner, the first-named holder (as determined by reference to the original Application Form) shall receive the Account Statement, all notices and correspondence with respect to the Account, as well as the proceeds of any redemption requests or dividends or other distributions. In addition, such Unitholders shall have the voting rights, as permitted, associated with such Units, as per the applicable guidelines. Applicants can specify the ‘mode of holding’ in the Application Form as ‘Jointly’ or ‘Anyone or Survivor’. In the case of holding specified as ‘Jointly’, redemptions and all other requests relating to monetary transactions would have to be signed by all joint holders. However, in cases of holding specified as ‘Anyone or Survivor’, any one of the Unitholders will have the power to make redemption requests, without it being necessary for all the Unitholders to sign. However, in all cases, the proceeds of the redemption will be paid to the first-named holder. ix) Nomination Facility The Scheme provides for the nomination facility as permitted under the Regulations. Nomination Forms are available alongwith the application forms at any of the Customer Service Centres of the AMC.

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

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

Where the units are held by more than one person jointly, the joint unitholders may together nominate a person in whom all the rights in the units shall vest in the event of death of all the joint unit holders. j) Issuance of Units Subject to receipt of minimum subscription amount, full allotment will be made to all valid applications received during the New Fund Offer period. Allotment of units will be completed not later than 30 days after the close of the New Fund Offer period. k) Account Statements An Account Statement will be sent by ordinary post/courier to each Unitholder, stating the number of Units allotted, not later than 30 days from the close of New Fund Offer Period. In case the investor provides the e- mail address, the Fund will provide the Account Statement only through e-mail message. The Account Statements shall be non-transferable. If the Unitholder so desires, non-transferable unit certificates will be issued within six weeks of the receipt of request for the certificate.

As the Units under the Scheme are not transferable, additions/ deletion of names will not be allowed under any folio of the Scheme. The above provisions in respect of deletion of names will not be applicable in case of death of unitholder (in respect of joint holdings) as this is treated as transmission of units and not transfer. l) Refunds In accordance with the Regulations, if the Scheme fails to collect the minimum subscription amount specified on Page 58, the Fund shall be liable to refund the money to the applicants. 65

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 account numbers in their applications for purchase or redemption of Units. If the Unit-holder fails to provide the Bank mandate, the request for redemption would be considered as not valid and the Fund retains the right to withhold the redemption until a proper bank mandate is furnished by the Unit-holder and the provision with respect of penal interest in such cases will not be applicable/ entertained. m) Redemption of Units The Units can be redeemed (i.e., sold back to the Fund), at the Applicable NAV (hereinafter defined) commencing from not later than 30 days after the close of the new fund offer period. Redemption requests can be made by unit holders in amounts, with a minimum of Rs 500 and multiples of Re.1/- provided minimum balance should not fall below Rs.5000.

A Unit holder may request redemption of a specified amount or a specified number of Units, (subject to the minimum redemption amount as mentioned above). In such cases, 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. If a unitholder submits a redemption/switch-out request mentioning only the name of the Scheme and Folio Number but not mentioning the units and the amount for redemption, the Fund shall assume that the redemption/switch-out request is for all the units under the stated folio from the Scheme and the option mentioned on the redemption/switch-out request and shall redeem all the units. Unitholders may also request for redemption of their entire holding and close the account by indicating the same at the appropriate place in the Redemption Request Form.

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

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

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

For detailed explanation on loads, please refer the section on “Loads and Recurring expenses”.

However, subject to the maximum load as permitted under the Regulations, the Trustee has a right to fix, from time to time, the exit load payable by the investors under the Scheme. Notice of the changes in the load structure shall be made by a suitable display in the Customer Service Centres of the AMC and will be communicated to the intermediaries and investors in the matter prescribed by SEBI.

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

ii) Applicable NAV

For Subscription including switch ins An applicant may submit subscription request only during the specified transaction period.

The units will be issued in respect of all valid applications received upto closing business hours of the last day of New Fund Offer Period by the Mutual Fund along with a local cheque or a demand draft payable at par at the place where the application is received.

Redemptions including switch outs In respect of valid applications received upto 3.00 pm by the Mutual Fund on/during the specified transaction period, no exit load will be charged. In respect of valid applications received after 3.00 pm by the Mutual Fund, on/ during the transaction period, the next days closing NAV shall be applicable with applicable exit load.

Cut Off time for redemptions including switch outs is 3 P.M. iii) Cooling-off period for web based transactions For all web-based transactions under the scheme, entered through the website of the fund viz. www.icicipruamc.com, there would be a cooling off period of 30 minutes before the respective cut-off times for purchase and sale transactions.

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 69 ‘Right to Limit Redemption’ and page 69 ‘Suspension of Sale and Redemption of Units’. As per the Regulations, the Fund shall despatch the redemption proceeds within 10 (ten) Business Days from the date of acceptance of redemption request at any of the Official Point of Acceptance of Transactions The redemption cheque will be issued in favour of the sole/first Unitholder’s registered name and bank account number and will be sent to the registered address of the sole/first holder. The redemption cheque will be payable at par at all the places where the Customer Service Centres are located. The bank charges for collection of cheques at all other places will be borne by the Unitholder.

In case of fresh investments, the account statement and in case of redemptions the cheque(s) would be sent by courier/Post. In case, the courier is returned undelivered; the AMC will send the same by Registered Post A D. The courier and Postal Department as the case may be shall be treated as agents of the investor / unitholders. Delivery of the accounts statements and cheques to the courier/ Postal Department as the case may be shall be

treated as delivery to the investor. The Mutual fund/Registrars are not responsible for any delayed delivery or non-delivery of any consequences thereof.

The AMC shall not be liable to pay for the penal interest, in such cases where AMC has handed over the correspondence / cheque to courier Agent / Postal Department within the period stipulated in the Offer Document. A fresh Account Statement, in case of partial redemption, will be sent by the Registrar to the redeeming investors, indicating the new balance to the credit in the Account. The Fund may close a Unitholder’s account if, as a consequence of redemption, the balance falls below Rs.5,000 and a period of 30 (thirty) days has elapsed after the issue of notice to the Unitholder by the AMC requesting him to bring the amount in the account to the minimum described above and the Unitholder fails to do so.

If a Unitholder makes a redemption request immediately after purchase of Units, the Fund shall have a right to withhold the redemption request till sufficient time has elapsed to ensure that the amount remitted by him (for purchase of Units) is realized and the proceeds have been credited to the Scheme’s Account. However, this is only applicable if the value of redemption is such that some or all of the freshly purchased Units may have to be redeemed to effect the full redemption. As per the directives issued by SEBI, it is mandatory for applicants to mention their bank account numbers in their applications for purchase or redemption of Units. If the Unit-holder fails to provide the Bank mandate, the request for redemption would be considered as not valid and the Fund retains the right to withhold the redemption until a proper bank mandate is furnished by the Unit-holder and the provision with respect of penal interest in such cases will not be applicable/ entertained. vi) Non receipt of email communication by Investor: When an investor has communicated his/her e-mail address and has provided consent for sending communication only through email, the Mutual Fund / Registrars are not responsible for email not reaching the investor and for all consequences thereof. The Investor shall from time to time intimate the Mutual Fund / its transfer agents about any changes in the email address. vii)Redemption by NRIs/ FIIs Credit balances in the account of an NRI/ FIIs investor, may be redeemed by such investors in accordance with the procedure described above and subject to any procedures laid down by the RBI, if any. Such redemption proceeds will be paid by means of a Rupee cheque payable to the NRI’s/ FIIs or by a foreign currency draft drawn at the then current rates of exchange less bank charges thereof subject to RBI procedures and approvals. In terms of the Schedule 5 of Notification no. FEMA 20/2000 dated May 3, 2000 issued under the Foreign Exchange Management Act, 1999 (FEMA) the RBI has granted general permission to NRIs and FIIS who have purchased units issued by mutual funds in accordance with the aforesaid notification to tender units to the mutual funds for repurchase or for the payment of maturity proceeds. For the purpose of this section, the term “Mutual Funds” is as referred to in Clause (23D) of Section 10 of Income-Tax Act 1961. viii) Effect of Redemptions The Unit Capital and Reserves of the Scheme will stand reduced by an amount equivalent to the product of the number of Units redeemed and the Applicable NAV as on the date of redemption. ix) Fractional Units Since a request for redemption or purchase is generally made in Rupee amounts and not in terms of number of Units of the Scheme, an investor may be left with Fractional Units. Fractional Units will be computed and accounted for up to two decimal places. However, Fractional Units will in no way affect the investor’s ability to redeem the Units, either in part or in full standing to the Unitholder’s credit. x) Signature mismatch cases While processing the redemption / switch out request in case the AMC / Registrar come across a signature mismatch, then the AMC/ Registrar reserves the right to process the redemption only on the basis of supporting documents confirming the identity of the investors. List of such documents would be notified by AMC from

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

Any Units, which by virtue of these limitations are not redeemed on a particular Business Day, will be carried forward for Redemption to the next Business Day, in order of receipt. Redemptions so carried forward will be priced on the basis of the Applicable NAV (subject to the prevailing load) of the Business Day on which Redemption is made. Under such circumstances, to the extent multiple Redemption requests are received at the same time on a single Business Day, Redemptions will be made on pro-rata basis, based on the size of each Redemption request, the balance amount being carried forward for Redemption to the next Business Day(s). xii) Suspension of Sale and Redemption of Units The Trustee and the Board of Directors of the AMC may decide to temporarily suspend determination of NAV of the Scheme offered under this Document, and consequently sale and redemption of Units, in any of the following events: 1. When one or more stock exchanges or markets, which provide basis for valuation for a substantial portion of the assets of the Scheme are closed otherwise than for ordinary holidays. 2. When, as a result of political, economic or monetary events or any circumstances outside the control of the Trustee and the AMC, the disposal of the assets of the Scheme is not reasonable, or would not reasonably be practicable without being detrimental to the interests of the Unitholders. 3. In the event of breakdown in the means of communication used for the valuation of investments of the Scheme, without which the value of the securities of the Scheme cannot be accurately calculated. 4. During periods of extreme volatility of markets, which in the opinion of the AMC are prejudicial to the interests of the Unitholders of the Scheme. 5. In case of natural calamities, strikes, riots and bandhs. 6. In the event of any force, majeure or disaster that affects the normal functioning of the AMC or the Registrar. 7. If so directed by SEBI.

In the above eventualities, the time limits indicated above, for processing of requests for purchase and redemption of Units will not be applicable.

Suspension or restriction of repurchase/ redemption facility under any scheme of the mutual fund shall be made applicable only after obtaining the approval from the Boards of Directors of the AMC and the Trustees. After obtaining the approval from the AMC Board and the Trustees, an intimation would be sent to SEBI in advance providing details of circumstances and justification for the proposed action shall also be informed. xiii) Permanent Account Number (PAN) 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. Permanent Account Number (PAN) or copy of acknowledged Form 49A (PAN application) is mandatory for all the purchases/additional purchases irrespective of the amount of investments for all the existing and prospective investors (including NRIs) including jointholders and guardians in case of investments by Minors. For investments of Rs. 50,000 and above, a copy of PAN or Form 60 alongwith copy of acknowledged Form 49A is required to be submitted. 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. The transactions would be rejected or considered to be invalid, if the AMC does not receive the copy of PAN or copy of acknowledged Form 49A/Form 60 alongwith the application.” xiv) Dormant Account Locking Investment Folios under which there are no transactions for last 24 months shall be classified as dormant folios. Redemption, change of address and change of bank requests in such accounts will be put through only after secondary checks and such additional safeguards that may be stipulated from time to time. xv) Unique Identification Number (UIN) As per the directives issued by SEBI, from time to time, it is mandatory for applicant who is termed as specified investor to quote UIN (Unique Identification Number) (allotted under SEBI MAPIN Regulation) in the application form. Any application form without these details may not be accepted by the fund.

However, SEBI has vide its Circular MAPIN/Cir- 13 /2005 dated July 1, 2005 notified its decision to suspend all fresh registrations for obtaining UIN and the requirement to obtain/quote UIN under the MAPIN Regulations/Circulars with effect from July 01, 2005 till further notification. o) Purchase of Units after the New Fund Offer period An applicant may submit subscription request during the specified transaction period, the specified transaction period is defined under summary of the scheme under the sub heading “transaction period”.

The Plan shall re-open for fresh subscriptions on going basis, not later than 30 (Thirty) days after the close of new fund offer period during the specified transaction period. Applications by new investors (i.e. other than existing Unitholders) must be for a minimum amount as mentioned herein below:

Plans/Options under ICICI Minimum Application Minimum Additional Prudential Interval Fund II – Amount Application Amount Quarterly Interval Plan F Rs. 5000/- Rs. 1000/- Retail Option (plus in multiples of Re.1/-) (plus in multiples of Re.1/-) The Trustee shall, after the New fund offer period, have absolute discretion to accept/reject any application for purchase of Units, if in the opinion of the Trustee, increasing the size of Scheme’s Unit capital is not in the general interest of the Unitholders, or the Trustee for any other reason believes it would be in the best interest of the Schemes or its Unitholders to accept/reject such an application. i) Purchase Price The purchase price of the Units will be based on the Applicable NAV subject to applicable load. Notice of the changes in the load structure shall be made by a suitable display in the Customer Service Centres of the AMC and will be communicated to the intermediaries and investors in the manner prescribed by SEBI. The Fund reserves the right to modify entry load or a combination of entry/exit loads, at any time in future, on perspective basis. In such an event, the Purchase/Redemption Price of the Units will be adjusted by using the following formula. The maximum load entry/exit) under the Scheme will not exit the limits as prescribed under the Regulations. Purchase Price = Applicable NAV * (1+ Entry Load). While determining the prices of the units, the mutual fund shall ensure that the repurchase price is not lower than 95% of the Net Asset Value of the Scheme. ii) How to Purchase? The application forms for the purchase of Units of the Scheme will be available at the office of the AMC, the Customer Service Centres. New investors can purchase Units by completing an Application Form. Existing Unitholders may use the transaction slip for additional purchases sent with the Account Statement or a new Application Form. Payment for purchase of Units will be accepted only through a cheque or demand draft drawn payable at the centre where the application is lodged, drawn in favour of “ICICI Prudential Interval Fund II – Quarterly Interval Plan F”. Investors at places other than where the Customer Service Centres are 70

located, are requested to make the payment without deducting the demand draft charges. The Fund will not entertain any requests for reimbursement of demand draft charges. Outstation cheques and cash will not be accepted under any circumstances. Investors should complete the Application Form and deliver the same along with the cheque/draft at any of the Customer Service Centres of the AMC/Official Point of Acceptance of Transaction. Under normal circumstances, an Account Statement will be mailed to the investor indicating the units purchased within 3 business days of acceptance of a valid application for purchase of units and in case the investor has provided his/her e-mail address, the Account Statement will be sent by e-mail message only. In the event of non-realization of any cheque or other instrument remitted by the investor, the transaction of crediting the Unitholder’s account will be reversed. iii) Purchase by NRIs Units will be issued to NRIs subject to the investor providing the required documents to the Fund. iv) Applicable NAV a. Purchases including switch ins: In respect of valid applications received during the specified transaction period, units will be issued. b. Redemptions including switch-outs: In respect of valid applications received upto the cut-off time by the Mutual Fund, same day’s closing NAV shall be applicable. In respect of valid applications received after the cut off time by the Mutual Fund, the closing NAV of the next business day shall be applicable. c. Cut off time for redemption including switch outs is 3 P.M. d. Cooling-off period for web based transactions For all web-based transactions under the scheme, entered through the website of the fund viz. www.icicipruamc.com, there would be a cooling off period of 30 minutes before the respective cut-off times for purchase and sale transactions.

For purchase transactions through the website of the Fund, following rules will apply: (a) Internet Banking: As stated above, provided the electronic bank confirmation is received simultaneously for web-based transactions using Internet banking. (b) Applications accompanied by physical cheques/ Demand Drafts: The units will be issued, on receipt of physical transaction request at the nearest official point of transaction of the AMC within 3 business days from the date of transaction. (c) The original application form duly signed should reach the AMC immediately after the transaction through website. If the investor fails to do so, the AMC reserves the right to reject/hold the redemption requests of such investor. p) Prevention of Money Laundering Prevention of Money Laundering Act, 2002 came into effect from July 1, 2005 vide Notification No. GSR 436(E) dated July 1, 2005 issued by Department of Revenue, Ministry of Finance, Government of India. Further, SEBI vide its circular ISD/CIR/RR/AML/1/06 dated January 18, 2006 mandated that all intermediaries including Mutual Funds should formulate and implement a proper policy framework as per the guidelines on anti money laundering measures and also to adopt a Know Your Customer (KYC) policy. SEBI again issued another circular reference no. ISD/CIR/RR/AML/2/06dated March 20, 2006 advising all intermediaries to take necessary steps to ensure compliance with the requirement of section 12 of the Act inter-alia maintenance and preservation of records and reporting of information relating to cash and suspicious transactions to Financial Intelligence Unit-India (FIU-IND), New Delhi. According to guidelines, the investor(s) should ensure that the amount invested in the scheme is through legitimate sources only and does not involve and is not designated for the purpose of any contravention or evasion of the provisions of the Income Tax Act, Prevention of Money Laundering Act, Prevention of Corruption Act and / or any other applicable law in force and also any laws enacted by the Government of India from time to time or any rules, regulations, notifications or directions issued thereunder. To ensure appropriate identification of the investor(s) under its KYC policy and with a view to monitor transactions for the prevention of money laundering, ICICI Prudential AMC / ICICI Prudential Mutual Fund

reserves the right to seek information, record investor’s telephonic calls and / or obtain and retain documentation for establishing the identity of the investor, proof of residence, source of funds, etc. It may re- verify identity and obtain any incomplete or additional information for this purpose.

The investor(s) and their attorney, if any, shall produce reliable, independent source documents such as photographs, certified copies of ration card/ passport/ driving license/PAN card, etc. and/or such documents or produce such information as may be required from time to time for verification of the identity, residential address and financial information of the investor(s) by the AMC/Mutual Fund. If the investor(s) or the person making payment on behalf of the investor(s), refuses / fails to provide the required documents/ information within the period specified in the communication(s) sent by the AMC to the investor(s) then the AMC, after applying appropriate due diligence measures, believes that the transaction is suspicious in nature within the purview of the Act and SEBI circulars issued from time to time and/or on account of deficiencies in the documentation, shall have absolute discretion to report suspicious transactions to FIU-IND and / or to freeze the folios of the investor(s), reject any application(s) / allotment of units and effect mandatory redemption of unit holdings of the investor(s) at the applicable NAV subject to payment of exit load, if any, in terms of the said communication sent by the AMC to the investor(s) in this regard. The KYC documentation shall also be mandatorily complied with by the holders by virtue of operation of law e.g. transmission, etc. 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. q) PAN Based KYC Process

Investors who wish to invest in a mutual fund shall have to submit a KYC application form along with all the prescribed documents listed in the said Form, at any of the Point of Service ('POS'). PAN shall be the basis of the said KYC process and once the KYC process is completed the PAN shall be quoted for all future reference.

SECTION IV LOAD STRUCTURE, FEES AND EXPENSES A) LOAD STRUCTURE OF THE SCHEME The load structure of the scheme shall be as indicated in Para B below on the applicable load structure .

Subject to the Regulations, the Trustee reserves the right to modify/alter the load structure and may decide to introduce a differential load structure on the Units subscribed/redeemed on any Business Day. Such changes will be applicable for prospective investments. The Trustee shall arrange to display a notice in the Customer Service Centers of the AMC before the change of the then prevalent load structure. The addendum detailing the changes in load structure will be attached to offer documents and abridged offer documents. The addendum will also be circulated to all the distributors/brokers so the same can be attached to all the offer documents and abridged offer documents in stock. This addendum will also be sent along with the newsletter to the Unit holders immediately after the changes. Changes in the load structure may be stamped in the acknowledgement slip issued by the Fund after the changes in load structure. All loads including CDSC for each scheme shall be maintained in a separate account and may be utilized towards meeting the selling and distribution expenses. Any surplus in this account may be credited to the scheme, whenever felt appropriate by the AMC. B) APPLICABLE LOAD STRUCTURE The following load structure is applicable in the scheme ENTRY LOAD - NIL EXIT LOAD - NIL if redeemed during “The Specified Transaction Period”. If redeemed at anytime other than “The Specified Transaction Period” 0.5%.

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

C) FEES AND EXPENSES OF THE SCHEME

As per SEBI circular/ SEBI/IMD/CIR No 1/64057/06 dated April 4, 2006 open ended schemes are not permitted to charge initial issue expenses to the schemes. The entire initial expenses incurred during the new fund offer (NFO) shall be borne by the AMC.

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

Annual Fee (Max) Retail Option (%) Investment Management Fee 1.00 Trustee Fee 0.05 Custodian Fee 0.20 Marketing & Selling 0.47 Registrar & Transfer Agent 0.10 Audit Costs 0.01 Costs of Investor Communications 0.12 Service Tax 0.14 Cost of Statutory Advertisements 0.11 Other Expenses 0.01 Service Tax 0.04 Total Recurring Expenses 2.25%

The purpose of the above table is to assist the investor in understanding the various costs and expenses that an 73

investor in the Scheme will bear. These estimates are based on a corpus size of Rs.1 crore under the Scheme and would change to the extent assets are lower or higher. If the corpus size is in excess of Rs.1 crore, the above mentioned recurring expenses in the Scheme would change. The above expenses are subject to inter-se change and may increase/decrease as per actual and/or any change in the Regulations.

These estimates have been made in good faith as per information available to the AMC and the total expenses may be more than as specified in the table above. However, as per the Regulations, the total recurring expenses that can be charged to the Scheme in this Offer Document shall be subject to the applicable guidelines. Expenses over and above the permitted limits will be borne by the AMC.

The recurring expenses of the Schemes, and the additional management fee shall be as per the limits prescribed under Sub-Regulations (6) of Regulations 52 of the Regulations and shall not exceed the limits prescribed there under.

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

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

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

ii) NEW FUND OFFER EXPENSES OF THE PAST SCHEMES i) During the last one fiscal year, ICICI Prudential Mutual Fund launched - - ICICI Prudential Fixed Maturity Plan – Series 32, ICICI Prudential Fixed Maturity Plan – Series 30 – 13 Months Plan, ICICI Prudential Hybrid Fixed Maturity Plan –13 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – One Year Plan A, ICICI Prudential Fixed Maturity Plan – Series 34 – 18 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – 17 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – Three Months Plus Plan A, ICICI Prudential Fixed Maturity Plan – Series 34 – 16 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – 15 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – Six Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – One Year Plan B, ICICI Prudential Fixed Maturity Plan – Series 35 – Three Months Plan A, ICICI Prudential Fixed Maturity Plan – Series 35 –One Month Plan, ICICI Prudential Fixed Maturity Plan – Series 35 – Three Months Plan C, ICICI Prudential Fixed Maturity Plan – Series 35 – Thirteen Months Plan A, ICICI Prudential Fixed Maturity Plan – Series 35 –Thireen Months Plan B, ICICI Prudential Fixed Maturity Plan – Series 37 – Three Months Plan A, ICICI Prudential Fixed Maturity Plan – Series 37 – Three Months Plus Plan A, ICICI Prudential Fixed Maturity Plan – Series 37 – Fourteen Months Plan, ICICI Prudential Fixed Maturity Plan – Series 37 – Three Months Plan B, ICICI Prudential Fixed Maturity Plan – Series 37 – One Year Plan A, ICICI Prudential Fixed Maturity Plan – Series 37 – One Month Plan, ICICI Prudential Fusiofn Fund Series II, ICICI Prudential Equity & Derivatives Fund, ICICI Pridential Indo Asia Equity 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.

iii) Condensed Financial Information:

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

Child Care Child Care Short Term Index Long term Plan-Gift Plan-Study Plan Fund 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 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 0.4865 Dividend Option Fortnightly Dividend Option 0.4839 Institutional Fortnightly Dividend Option 0.5204 Compounded Annualised Returns (Based on 26.86% 12.11% 6.91% 19.24% 10.93% 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 15.0645 12.5777 17.2347 13.6654 Growth Option / Plan A 23.46 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 Ratio of Recurring Exps to Net Assets for 2.00 1.50 1.00 1.25 0.60 Regular Plans/Plan A % Ratio of Recurring Exps to Net Assets for 0.8 Institutional Plans/Plan B % Transfer to Reserves Nil Nil Nil Nil Nil

Sweep Plan Fixed MaturityFlexible 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

Sweep Plan Fixed MaturityFlexible Income Dynamic One Year Plan – Plan Plan Series 6 @ Compounded Annualised Returns (Based 4.22% 3.43% 8.14% 50.56% on NAVs of Growth Option) Crisil Liquid $ CRISIL Nifty Fund Composite Bond Benchmark Index Fund 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 Ratio of Recurring Exps to Net Assets for 1.00 0.25 1.00 2.42 Regular Plans/Plan A % Transfer to Reserves Nil Nil Nil Nil

SENSEX Gilt Fund Gilt Fund Income Fixed Prudential Investment Treasury Multiplier Fund Maturity ICICI Plan - PF Plan - PF Plan – Exchange Option Option Series 24 Traded Fund – 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 Compounded Annualised Returns 35.34% 3.08% 3.93% *8.84% *5.14% (Based on NAVs of Growth Option) BSE SENSEX I-Sec Li Bex I-Sec Si Bex Crisil MIP $ Benchmark Index Blended 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 Ratio of Recurring Exps to Net Assets 0.80 1.10 1.50 2.15 0.20 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 – Very Aggressive Cautious Moderate Aggressive Cautious 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 76

Advisor Advisor Advisor Advisor Series Advisor Series Series – Series – Series – – Very – Very Aggressive Cautious Moderate Aggressive Cautious Plan Plan Plan Plan Plan @@ Net Income per unit 1.73 0.38 1.30 2.93 0.51 Compounded Annualised Returns (Based 13.81% 5.86% 8.58% 17.45% 4.69% on NAVs of Growth Option) 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 Ratio of Recurring Exps to Net Assets for 0.55 0.35 0.45 0.70 0.20 Regular Plans/Plan A % Transfer to Reserves Nil Nil Nil Nil Nil

Discovery Fixed Fixed Fixed Fixed Fund Maturity Maturity Maturity Maturity Plan- Plan – Plan – Plan – Series 25- Series 25 Series 25 Series 26- Quarterly (15months Yearly Quarterly @ ) @ 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, 0.2656 0.2522 any) Compounded Annualised Returns (Based *33.30% *3.44% *3.03% *2.67% *3.04% 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 Ratio of Recurring Exps to Net Assets for 2.41 0.15 0.60 0.40 0.15 Regular Plans/Plan A % Ratio of Recurring Exps to Net Assets for 0.25 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 Fixed Maturity Fixed Plan I S.T.A.R. (Stocks Plan – Series 5 Maturity Targeted At @ Plan – Series Returns) Fund 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 Dividends (inclusive of distribution tax if, 0.4400 any) Compounded Annualised Returns (Based *18.20% 1.53% 1.55% 0.16% on NAVs of Growth Option) CNX Nifty Junior $ $ Crisil Composite Bond Fund Benchmark Index 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 Ratio of Recurring Exps to Net Assets for 2.42 0.46 0.67 0.45 Regular Plans/Plan A % Ratio of Recurring Exps to Net Assets for 0.25 0.32 0.25 Institutional Plans/Plan B % Transfer to Reserves Nil Nil Nil Nil

Floating Rate Long Term Floating Plan 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 0.3308 Dividend option Institutional Plus Daily/Plan C Dividend Daily 0.3122 Institutional Option Div (daily)/Plan B 0.3075 Dividend Daily Dividend Option Daily/Plan A Dividend Daily 0.2941 Compounded Annualised Returns (Based on 4.95% 2.65% NAVs of Growth Option) CRISIL Liquid CRISIL Liquid Fund Benchmark Index Fund 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 Daily Dividend / Plan A Daily Dividend 10.0012 Institutional Dividend Daily / Plan B Daily 10.0012 Dividend Institutional Plus Dividend daily / Plan C Daily 10.0013 Dividend Ratio of Recurring Exps to Net Assets for 1.00 1.25 Regular Plans/Plan A % Ratio of Recurring Exps to Net Assets for 0.75 0.75 Institutional Plans/Plan B % Ratio of Recurring Exps to Net Assets for 0.65 0.75 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:

Benchmark Aggressive Cautious Moderate Very Very Indices Plan Plan Plan Aggressive Cautious Plan Plan Nifty 70 % 15% 40 % 90 % NA Crisil Composite 25% 70 % 40 % NA 30% Bond Fund Index Crisil Liquid Fund 5 % 15 % 20 % 10 % 70% Index b) Condensed Financial Information as on 31 March 2006 Gilt Fund – Gilt Fund – Income Fixed Maturity Investment Plan Treasury Multiplier Fund Plan Yearly - PF Option Plan - PF – Regular Plan Series 24 Option

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

Gilt Fund – Gilt Fund – Income Fixed Maturity Investment Plan Treasury Multiplier Fund Plan Yearly - PF Option Plan - PF – Regular Plan Series 24 Option

Compounded Annualised 3.72% 4.16% 14.37% 5.49% Returns (Based on NAVs of Growth Option) I –Sec Li - BEX I –Sec Li - CRISIL MIP $ Benchmark Index BEX 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 Advisor Series Advisor Advisor Aggressive Plan Series – – Moderate Series – Very Series – Cautious Plan Plan Aggressive Very 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.) 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 Emerging Floating Rate Plan Series 25 – Maturity Plan S. T. A. R. Plan 15 Months Plan Series 25 - (Stocks Yearly Plan 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 CNX Nifty Benchmark Index Fund 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 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

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 Series 5 Series 12 B 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 Composite Term Bond Short Term Bond Fund Fund Bond Fund Benchmark Index $ $ Index 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 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 Fixed Maturity Fixed Maturity Plan Fund Industries 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, 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 84

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% c) Condensed Financial Information as on March 31, 2007 ICICI ICICI ICICI ICICI ICICI Prudential Prudential Prudential Prudential Prudential Discovery Long Term Fixed Emerging Fixed Fund Floating Maturity STAR Maturity Rate Plan Plan Series (Stock Plan - 25 - 15 Targeted at Yearly Months Plan 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 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 Blended Plan Blended Infrastruct Services Maturity - Plan A Plan - Plan ure Fund Industries Plan - 1 Year B Fund Plus Series 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 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 Nifty Nifty Term Bond Short Term Fund Index Bond Fund Benchmark Index 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 Fusion Fund Fixed Fixed Hybrid Maturity Plan Maturity Maturity Fixed Series 28 - 16 Plan - Plan - Maturity Months Plan Series 28 Series 30 - Plan - 13 13 Months Months Plan 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 / Direct 10.0055 10.0112 87

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% CNX Nifty CRISIL CRISIL CRISIL Short Junior Liquid Fund Short Term CRISIL MIP Term Bond Index Bond Fund Blended Benchmark Index Fund Index 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 Fixed Fixed Fixed Equity and Maturity Plan Maturity Plan Maturity Maturity Derivatives - Series 34 - - Series 34 - Plan - Plan - Fund - Eighteen One Year Series 34 - Series 34 - Income Months Plan Plan A Seventeen Three Optimiser Months Months Plan Plan Plus Plan A 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

88 distribution tax if, any) Dividend Option/Plan A Dividend 0.0440 0.2253 0.0540 0.2212 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 CRISIL Crisil Term Bond Term Bond Short Term Liquid Fund Liquid Fund Fund Index Fund Index Bond Fund Index Index Benchmark 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 Fixed Fixed Fixed Derivatives Maturity Plan Maturity Maturity Maturity Fund - - Series 34 - Plan - Plan - Plan - Wealth Sixteen Series 35 - Series 34 - Series 35 - Optimiser Months Plan Three Fifteen Three Plan Months Months Months Plan A Plan Plan 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 CRISIL Short CRISIL CRISIL CRISIL Balanced Fund Term Bond Liquid Fund Short Term Liquid Fund Index Fund Index Index Bond Fund Index Benchmark Index Index Return compared to (0.03%) 0.40% 0.15% 0.28% Benchmark Index 2.66% 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% Benchmark Index CRISIL Liquid Fund 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. 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. d) #Condensed Financial Information as on November 26, 2007

ICICI Prudential ICICI Prudential ICICI Prudential Blended Plan – Plan Blended Plan – Plan Infrastructure Fund A B

Historical Per Unit Statistics Date of Allotment 31-May-05 31-May-05 31-Aug-05 NAV at the beginning of the year (Rs.) Growth Option / Plan A 11.5399 11.2428 17.65

Dividend Option /Plan A 10.9854 10.5697 13.71 Institutional Growth / Plan B / Direct Institutional Dividend / Plan B / Direct 10.6355 Institutional Growth-I Net Income per unit@ -0.9463 0.2808 3.1255 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A 0.9000 0.5000 4.00 Dividend Option Institutional/Plan B Compounded Annualised Returns (Based on NAVs of Growth Option) 8.18% 7.39% 0.69% CRISIL Short Term CRISIL Short Term Nifty Benchmark Index Bond Fund Index Bond Fund Index Return compared to Benchmark Index (1.06%) (0.09)% 34.04%

NAV at the end of the period 686.11 26.21 3,910.06 Growth Option / Plan A 12.1630 11.9416 32.4500 Dividend Option /Plan A 10.6479 10.7190 20.4700 Institutional Growth / Plan B / Direct Institutional Dividend / Plan B / Direct / Institutional Qtly Institutional Growth-I Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 1.50 1.49 1.72 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.99

Transfer to reserves Nil Nil Nil

ICICI Prudential ICICI Prudential ICICI Prudential Services Industries Fund Fusion Fund FMP Series 34-18 Months Plan**

Historical Per Unit Statistics Date of Allotment 30-Nov-05 25-Mar-06 25-Nov-06 NAV at the beginning of the year (Rs.) Growth Option / Plan A 14.96 11.38 10.0491 Dividend Option /Plan A 14.96 11.38 10.0052 Quarterly Option Institutional Growth / Plan B / Direct 10.0596 Institutional Dividend / Plan B / Direct Institutional Growth-I 11.51 Instutional Quarterly Dividend Net Income per unit@ 1.7855 1.2372 0.5294 Compounded Annualised Returns (Based on NAVs of Growth Option) 0.46% 31.42% *7.68% Benchmark Index Nifty CNX Nifty Junior CRISIL Short Term Bond Fund Index Return compared to Benchmark Index (11.07%) (25.75%) 1.18% Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A 3.00 Dividend Option Institutional/Plan B Retail Quarterly Option Institutional Quarterly Dividend Option NAV at the end of period (Rs. Crore) 805.55 764.11 252.97 NAV at the end of the period Growth Option / Plan A 21.1500 15.8000 10.7703 Dividend Option /Plan A 17.6800 15.8000 10.7232 Quarterly Option Institutional Growth / Plan B / Direct 10.8024 Institutional Dividend / Plan B / Direct / Institutional Qtly Institutional Growth-I 16.1000

Fortnightly Dividend Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 2.15 2.12 0.50 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.99 0.20

Transfer to Reserves Nil Nil Nil

ICICI Prudential ICICI ICICI ICICI ICICI FMP - Series 34 - Prudential Prudential Prudential Prudential Seventeen Months Equity & Equity & FMP Series FMP Series Plan** Derivatives Derivatives 34 - Sixteen 34 - Fifteen Income Wealth Months Months Optimiser Plan Optimiser Plan Plan** Plan** Historical Per Unit Statistics Date of Allotment 23-Dec-06 29-Dec-06 29-Dec-06 22-Jan-07 26-Feb-07 NAV at the beginning of the year (Rs.) Growth Option / Plan A 10.0585 10.24 10.15 10.0672 10.0728 Dividend Option /Plan A 10.0044 10.24 10.15 10.0047 10.0048 Institutional Growth / Plan B / Direct 10.0693 10.25 10.0728 10.0756 Institutional Dividend / Plan B / Direct 10.0046 10.25 Net Income per unit@ 0.5471 -1.4948 0.4663 0.5765 0.5811 Compounded Annualised Returns (Based on NAVs of Growth Option) *7.44% *9.90% *23.10% *7.28% *7.57% CRISIL Short Crisil Liquid CRISIL Term Bond Fund Fund Index CRISIL Short Short Term Index Crisil Balanced Term Bond Bond Fund Benchmark Index Fund Index Fund Index Index Return compared to Benchmark Index 0.84% 2.42% (13.74)% 2.01% 0.81% Dividends (inclusive of distribution tax if, any) Dividend Option Plan A 0.35 0.60 Dividend Option Institutional/Plan B 0.35 NAV at the end of period (Rs. Crore) 70.57 1,395.80 1,084.61 303.38 441.20 NAV at the end of the period Growth Option / Plan A 10.7440 10.9900 12.3100 10.7277 10.7570 Dividend Option /Plan A 10.6862 10.6300 11.6700 10.6611 10.6844 Institutional Growth / 10.7833 11.0200 10.7544 10.7808

Plan B / Direct Institutional Dividend / Plan B / Direct / Institutional Qtly 10.7140 10.6600 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.55 1.50 2.02 0.45 0.60 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.15 1.20 0.15 0.30

Transfer to reserves Nil Nil Nil Nil Nil

ICICI Prudential ICICI ICICI ICICI ICICI Fixed Maturity Prudential FMP Prudential FMP Prudential Prudential Plan - Series 35 - Series 37 - 1 - SERIES 34 - FMP Series FMP - Thirteen Months Year Plan A** ONE YEAR 35 - 13 SERIES 37 Plan A** PLAN – B** Months Plan - 14 B** MONTHS PLAN** Historical Per Unit Statistics Date of Allotment 09-Mar-07 30-Mar-07 29-Mar-07 16-Mar-07 23-Mar-07 NAV at the beginning of the year (Rs.)

Growth Option / Plan A 10.0536 10.0000 10.0000 10.0440 10.0273 Dividend Option /Plan A 10.0536 10.0000 10.0000 10.0440 10.0273 Institutional Growth / Plan B / Direct 10.0452 10.0280 Net Income per unit@ 0.6503 0.6616 0.4942 0.5596 0.4454 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend 0.3512 Dividend Option Institutional/Plan B Dividend Option 0.3668 Compounded Annualised Returns (Based on NAVs of Growth Option) *7.32% *6.57% *7.14% *7.57% *7.07% CRISIL Short CRISIL Short CRISIL CRISIL Short Term Bond Fund CRISIL Short Term Bond Short Term Term Bond Fund Index Term Bond Fund Fund Index Bond Fund Benchmark Index Index Index Index Return compared to Benchmark Index 0.76% 1.47% 1.03% 1.11% 0.79% NAV at the end of the period (Rs. Crores) 265.97 288.82 1,382.48 790.23 226.54 NAV at the end of the

95 period Growth Option / Plan A 10.7323 10.6567 10.7140 10.7572 10.7072 Dividend Option /Plan A 10.7323 10.6567 10.3537 10.7572 10.7072 Institutional Growth / Plan B / Direct 10.7351 10.7793 10.7286 Institutional Dividend / Plan B / Direct / Institutional Qtly 10.3584 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.75 0.25 0.50 0.60 0.50 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.20 0.30 0.20

Transfer to reserves Nil Nil Nil Nil Nil

ICICI ICICI ICICI ICICI ICICI Prudential Prudential FMP Prudential Prudential Prudential Fusion Fund - - SERIES 35 - Interval Fund – Interval Interval Fund – Series-II One Year Monthly Fund – Quarterly Plan** Interval Plan I Monthly Interval Plan- I Interval Plan- II Historical Per Unit Statistics Date of Allotment 31-Mar-07 04-May-07 14-May-07 26-May-07 15-May-07 NAV at the beginning of the year (Rs.) Growth Option / Plan A 10.00 Dividend Option /Plan A 10.00 Net Income per unit@ 1.6704 0.5934 11.9169 0.8007 0.2243 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend 0.2405 0.3361 0.4587 Compounded Annualised Returns (Based on NAVs of Growth Option) *35.20% *6.26% *3.98% *4.12% *4.90% Nifty CRISIL Short CRISIL CRISIL Liquid Term Bond Fund CRISIL Liquid Liquid Fund Fund Index Benchmark Index Index Fund Index Index Return compared to Benchmark Index (14.13%) 0.78% 0.46% 1.02% 1.44% NAV at the end of the period (Rs. Crore) 1,282.82 245.74 1.97 4.00 1,035.60 NAV at the end of the period

Growth Option / Plan A 13.5200 10.6256 10.3975 10.4119 10.4903 Dividend Option /Plan A 13.5200 10.6256 10.1001 10.1343 10.0253 Institutional Growth / Plan B / Direct 13.5800 10.6445 Institutional Dividend / Plan B / Direct / Institutional Qtly 10.6445 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 1.95 0.50 0.35 0.33 0.16 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 1.20 0.20

Transfer to Reserves Nil Nil Nil Nil Nil

ICICI Prudential ICICI Prudential ICICI Prudential ICICI Prudential FMP - Series 38 - Interval Fund – FMP Series 36-18 FMP Series 36-18 1 Year Plan A** Quarterly Months Plan A** Months Plan B** Interval Plan- II Historical Per Unit Statistics

Date of Allotment 18-May-07 15-Jun-07 31-May-07 18-Jul-07 Net Income per unit@ 0.4648 0.3102 0.4881 0.3044 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend 0.226 0.3966 0.2345 Compounded Annualised Returns (Based on NAVs of Growth Option) *5.41% *3.88% *5.48% *2.97% CRISIL Short CRISIL Short Term Bond Fund CRISIL Liquid Term Bond Fund CRISIL Short Term Benchmark Index Index Fund Index Index. Bond Fund Index Return compared to Benchmark Index 0.75% 1.17% 1.28% 0.81% NAV at the end of the period (Rs. Crores) 240.50 343.73 125.96 579.42 NAV at the end of the period Growth Option / Plan A 10.5408 10.3884 10.5477 10.2971 Dividend Option /Plan A 10.5408 10.1588 10.1434 10.0595 Institutional Growth / Plan B / Direct 10.5570 10.3193 Institutional Dividend / Plan B / Direct / Institutional Qtly 10.5570

Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.50 0.12 1.10 1.13 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.20 0.51 Transfer to Reserves Nil Nil Nil Nil

ICICI ICICI Prudential ICICI ICICI Prudential FMP-Series 38-1 Prudential Prudential Interval Fund – Year Plan B** FMP-Series 38- FMP-Series 39- Quarterly Two Years 24 Months Plan Interval Plan- Plan** B** III Historical Per Unit Statistics Date of Allotment 20-Jul-07 26-Jul-07 03-Aug-07 13-Aug-07 NAV at the beginning of the year (Rs.) Net Income per unit@ 0.2553 0.2454 0.2501 0.2323 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend 0.1279 0.1889 0.171 Compounded Annualised Returns (Based on NAVs of Growth Option) *2.10% *2.03% *2.59% *2.38% CRISIL Short CRISIL Short CRISIL Short CRISIL Liquid Term Bond Fund Term Bond Fund Term Bond Fund Benchmark Index Fund Index Index Index Index Return compared to Benchmark Index 0.31% 0.21% 0.64% 0.43% Net Assets end of period (Rs. Crore) 3.25 41.91 99.99 89.45 NAV at the end of the period Growth Option / Plan A 10.2101 10.2029 10.2590 10.2384 Dividend Option /Plan A 10.0812 10.2029 10.0689 10.0659 Institutional Growth / Plan B / Direct 10.2142 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.21 0.60 1.00 0.80 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.25 Transfer to Reserves Nil Nil Nil Nil

ICICI Prudential ICICI Prudential ICICI Prudential Annual Interval FMP Series 39 – Interval Fund – Plan 1 Three Months Plan Annual Interval A Plan I1 Historical Per Unit Statistics

Date of Allotment 17-Aug-07 26-Sep-07 05-Oct-07 NAV at the beginning of the year (Rs.) Net Income per unit@ 0.2355 0.1374 0.0925 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend

Compounded Annualised Returns (Based on NAVs of Growth Option) *2.29% *1.25% *1.09% CRISIL Short Term CRISIL Liquid Fund CRISIL Short Term Benchmark Index Bond Fund Index Index Bond Fund Index Return compared to Benchmark Index (0.01)% (0.36)% (0.07)% Net Assets end of period (Rs. Crore) 42.18 12.46 286.23 NAV at the end of the period Growth Option / Plan A 10.2285 10.1254 10.1086 Dividend Option /Plan A 10.2285 10.1254 10.1086 Institutional Growth / Plan B / Direct 10.2368 10.1170 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.50 0.20 0.73 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.20 0.12 Transfer to Reserves Nil Nil Nil

ICICI ICICI Prudential ICICI ICICI Prudential Indo FMP-Series 41-19 Prudential Prudential Asia Equity Months Plan** Interval Fund – Interval Fund – Fund Annual Plan III Half Yearly Plan I Historical Per Unit Statistics Date of Allotment 18-Oct-07 19-Oct-07 18-Oct-07 12-Oct-07 NAV at the beginning of the year (Rs.) Net Income per unit@ 0.1512 0.0864 0.0757 0.0961 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend

Compounded Annualised Returns (Based on NAVs of Growth Option) *1.50% *0.55% *0.72% *0.96% MSCI AC Far CRISIL Short CRISIL Short East Ex Japan Term Bond Fund Term Bond Fund CRISIL Liquid Benchmark Index Free Index Index. Index Fund Index Return compared to Benchmark Index (3.12)% 0.18% (0.66)% (0.34)% Net Assets end of period (Rs. Crore) 926.78 325.52 104.85 6.14 NAV at the end of the period

Growth Option / Plan A 10.1500 10.0546 10.0715 10.0961 Dividend Option /Plan A 10.1500 10.0546 10.0715 10.0961 Institutional Growth / Plan B / Direct 10.1500 10.0597 10.0753 Institutional Dividend / Plan B / Inst Quarterly 10.0597

Institutional Growth 10.0597 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 2.50 0.85 0.55 0.125 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 2.50 0.25 0.20 Transfer to Reserves Nil Nil Nil Nil

ICICI Prudential ICICI Prudential ICICI Prudential FMP-Series 39-18 Interval Fund – Interval Fund II – Months Plan A** Annual Plan IV Quarterly Interval Plan A Historical Per Unit Statistics Date of Allotment 26-Oct-07 25-Oct-07 24-Oct-07 NAV at the beginning of the year (Rs.) Net Income per unit@ 0.0655 0.0544 0.0592 Dividends (inclusive of distribution tax if, any) Dividend Option/Plan A Dividend

Compounded Annualised Returns (Based on NAVs of Growth Option) *0.21% *.54% *0.59% CRISIL Short Term CRISIL Short Term CRISIL Liquid Fund Benchmark Index Bond Fund Index. Bond Fund Index Index Return compared to Benchmark Index 0.03% (0.74)% (0.46)% Net Assets end of period (Rs. Crore) 83.97 2.46 3.14 NAV at the end of the period Growth Option / Plan A 10.0214 10.0544 10.0592 Dividend Option /Plan A 10.0214 10.0544 10.0592 Institutional Growth / Plan B / Direct 10.0232 Ratio of Recurring Exps to Net Assets for Regular Plans/Plan A % 0.50 0.65 0.30 Ratio of Recurring Exps to Net Assets for Institutional Plans/Plan B/Institutional-I % 0.15 Transfer to Reserves Nil Nil 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. 100

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. 4) 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, ICICI Prudential FMP Series 30 – 13 Months Plan and ICICI Prudential Series 38- 3 Months Plan B, ICICI Prudential Series 37- 3 Months Plus Plan B, ICICI Prudential Series 38- 3 Months Plan C, ICICI Prudential Series 34 - 6 Months Plan, ICICI Prudential Series 38- 3 Months Plan D and ICICI Prudential Hybrid Fixed Maturity Plan 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, July 23, 2007, August 9,2007, August 16,2007, August 28,2007, September 5, 2007, September 28, 2007 and October 05, 2007 respectively. 5) 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. 6) 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 34 - 18 Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 - 1 Year Plan A, ICICI Prudential Fixed Maturity Plan – Series 34 - Seventeen Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 – Sixteen Months Plan, ICICI Prudential Fixed Maturity Plan – Series 34 - Fifteen Months Plan, ICICI Prudential Fixed Maturity Plan – Series 35 – Thirteen Months Plan A, ICICI Prudential Fixed Maturity Plan – Series 37 – One Year Plan A, ICICI Prudential Fixed Maturity Plan – Series 34 – One Year Plan B, ICICI Prudential Fixed Maturity Plan – Series 35 – Thirteen Months Plan B, ICICI Prudential Fixed Maturity Plan – Series 37 – Fourteen Months Plan, ICICI Prudential Fixed Maturity Plan – Series 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, ICICI Prudential Interval Fund – Quarterly Interval Plan-II, ICICI Prudential Interval Fund – Quarterly Interval Plan- III, ICICI Prudential Fixed Maturity Plan - Series 38 - 1 Year Plan A, ICICI Prudential Fixed Maturity Plan - Series 38 - 1 Year Plan B, ICICI Prudential Fixed Maturity Plan - Series 38 - 2 Years Plan, ICICI Prudential Fixed Maturity Plan - Series 36-Eighteen Months Plan A, ICICI Prudential Fixed Maturity Plan - Series 36-Eighteen Months Plan B, ICICI Prudential Fixed Maturity Plan - Series 39 – 24 Months Plan B, ICICI Prudential Fixed Maturity Plan - Series 39 – 3 Months Plan A, ICICI Prudential Annual Interval Plan I, ICICI Prudential Annual Interval Plan II, ICICI Prudential Annual Interval Plan III, ICICI Prudential Annual Interval Plan IV, ICICI Prudential Interval Fund II – Quarterly Plan A, ICICI Prudential Fixed Maturity Plan - Series 39 – 18 Months Plan A, ICICI Prudential Fixed Maturity Plan - Series 41 – 19 Months Plan, ICICI Prudential Indo Asia Equity Fund, ICICI Prudential Interval Fund – Half Yearly Plan I, ICICI Prudential Equity & Derivatives Fund – Income Optimiser Plan and Wealth Optimiser Plan, ICICI Prudential Fusion Fund Series – II have not completed one year from the date of their launch. Returns are computed in absolute terms and for Growth Options only from the date of allotment. The NAV on the date of allotment is taken as Rs.10 for computation of returns.

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

** Net Asset Value of the Units of the Scheme/Plans & Options are calculated on Weekly basis i.e. on every Wednesday. Return compared to Benchmark Index are calculated considering the NAV of April 02, 2007 for all Fixed Maturity Plans as NAV of the Net Asset Value of the Units of the Scheme/Plans & Options are calculated on Weekly basis i.e. on every Wednesday. In case of the Schemes launched after April 2, 2007, first NAV of the scheme after the allotment is considered for calculation. 101

SECTION V UNITHOLDERS RIGHTS & SERVICES a) Investor Services The Fund believes in providing the investors with a superior service to make the investors’ experience in dealing with the Fund an efficient and satisfactory one. In order to achieve these goals, the Fund will endeavour to continuously establish and upgrade systems to handle transactions efficiently and resolve any investor grievances promptly. b) Ease of Transactions The Fund intends to make every transaction for the investor a simple and convenient one. The Fund plans to provide the following services: -

i) Customer Service Centres in major metros The AMC presently has Customer Service Centres in various cities. Over a period of time, the AMC may add further Customer Service Centres and/or sales offices in other cities. Unitholders can go to these Service Centres / Sales Offices for enquiries and transactions during business hours.

ii) Process transactions in a timely manner Under the Regulations, the Fund/ the Registrar / AMC shall despatch to the Unitholders the dividend warrants, if any, within thirty days of the date of declaration of dividend and the Redemption proceeds within ten Business Days from the date of acceptance / deemed acceptance of the request for Redemption or repurchase proceeds, as the case may be.

Under all circumstances, the Fund will complete all monetary transactions within T+10 Business Days from the date of acceptance of a transaction request. Ordinarily, non-monetary transactions or requests will be processed, (with the exception of issue of Unit certificates) within 7 Business Days. Investors should note that completion of monetary/ non-monetary transactions within 7 Business Days as indicated above would be done on “best efforts” basis and completion of all such transactions are subject to the time limits as prescribed under the Regulations. c) Problem Resolution The Fund will follow-up with Customer Service Centres and Registrar on complaints and enquiries received from investors for resolving them promptly. For this purpose, Ms. Molly Kapoor has been appointed the Investor Relations Officer. She can be contacted at the Corporate Office of the AMC. The address and phone numbers are:

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

The Fund shall before the expiry of one month from the close of each half year, that is as on March 31 and September 30, publish its unaudited financial results in one English daily newspaper circulating all India and in a newspaper published in the language of the region where the Head Office of the Fund is situated and update the same on AMC’s website at www.icicipruamc.com within 30 days and 60 days in two different formats prescribed in terms of SEBI’s circular dated April 20, 2001 and on AMFI web site (www.amfiindia.com) before the expiry of one month from the close of each half-year, in the prescribed format.

Further the Fund shall also disclose the half-yearly scheme portfolios on its web site at www.icicipruamc.com and on AMFI web site (www.amfiindia.com) in the prescribed format before the expiry of one month from the close of each half-year.

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The Fund shall before the expiry of one month from the close of each half year (31st March and 30th September) send to the Unitholders a complete statement of Scheme’s portfolios or if such statement is not sent to the Unitholders, it will be published by way of an advertisement in one English daily circulating in the whole of India and in a newspaper published in the language of the region where the head office of the mutual fund is situated.

The AMC will disclose the NAV of the Scheme on a daily basis. The AMC can send the annual report, portfolio statement, account statements and other correspondence using e-mail as an alternate mode of communication, with the consent of the unit holders. d) NAV Information The NAV of the Scheme will be calculated daily and announced by the Fund on each Business Day. The information on NAV may be obtained by the Unitholders, on any day, by calling the office of the AMC or any of the Customer Service Centres or on the Website of the AMC www.icicipruamc.com. The Fund will use its best endeavour to publish NAVs daily, in at least two daily newspapers. Further, the AMC shall endeavour to publish Purchase and Redemption prices of Units daily in a newspaper with all India circulation.

AMC shall update the NAVs on the website of Association of Mutual Funds in India - AMFI (www.amfiindia.com) by 9.00-p.m. every Business Day. In case of any delay, the reasons for such delay would be explained to AMFI and SEBI by the next day. If the NAVs are not available before commencement of business hours on the following day due to any reason, the Fund shall issue a press release providing reasons and explaining when the Fund would be able to publish the NAVs. e) Disclosure of information under the Regulations The Fund will, not later than six months after the close of each financial year (March 31), publish through an advertisement, an abridged Annual Report relating to the Scheme and mail to the Unitholders an abridged scheme wise annual report. Further, the full text of the Annual Report will be available for inspection at the office of the Fund. A copy of the Annual Report will be sent to Unit holders, free of cost, on specific request.

The Fund shall before the expiry of one month from the close of each half year, that is as on March 31 and September 30, publish its unaudited financial results in one English daily newspaper circulating all India and in a newspaper published in the language of the region where the Head Office of the Fund is situated and update the same on AMC's website at www.icicipruamc.com within 60 days from the close of each half year, in the prescribed format.

f) Rights of Unitholders of the Scheme 1. Unitholders of the Scheme have a proportionate right in the beneficial ownership of the assets of Plan of the Scheme in which they have invested in, and to the dividend, if any declared by the Fund Under the Plan in which they have invested. 2. The Trustee is bound to make such disclosures to the Unitholders as are essential in order to keep them informed about any information known to Trustee which may have an adverse bearing on their investments. 3. The appointment of an AMC for the Fund can be terminated by majority of the Trustee or by 75% of the Unitholders of the Scheme of the Fund and any change in the appointment of the AMC shall be subject to the prior approval of SEBI and the Unitholders of the Scheme. 4. The Trustee is obliged to convene a meeting on a requisition of 75% of the Unitholders of the Scheme. 5. 75% of the Unitholders of a Scheme and the Plan thereunder can pass a resolution to wind up the Scheme. 6. Unitholders have the right to inspect all the documents listed under “Documents Available for Inspection”. 7. The Trustee shall obtain the consent of the Unitholders: a) whenever required to do so by SEBI, in the interest of Unitholders b) whenever required to do so on the requisition made by three-fourths of the Unitholders of the Scheme. c) when the Trustee decides to wind up or prematurely redeem the units. 8. The Trustees shall ensure that no change in the fundamental attributes of any scheme or the trust or fee and expenses payable or any other change which would modify the scheme and affects the interests of unit holders is carried out unless: i. a written communication about the proposed change is sent to each Unitholder and

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ii. an advertisement is given in one English daily newspaper having nationwide circulation as well as in a newspaper published in the language of the region where the Head Office of the mutual fund is situated; and iii. the Unitholders are given an option to exit at the prevailing Net Asset Value without any exit load. 9. Subject to the Regulations and the guidelines issued by SEBI, the consent of the Unitholders of the Scheme will be obtained through voting, by mail. Detailed modalities of the same, including the principles for entitlement of votes for each Unitholder will be finalized in consultation with and after obtaining the approval of SEBI and the Trustee. 10. Annual report containing accounts of the AMC would be displayed on the websites of the Fund (i.e. pruicici.com) Unitholders, if they so desire, may request for the annual report of the AMC. g) Duration of the Scheme/ Winding up. The duration of the Scheme is limited till the maturity of the plan under the scheme unless rolled over. The AMC, the Fund and the Trustee reserve the right to make such changes/alterations the Scheme (including the charging of fees and expenses) offered under this Offer Document to the extent permitted by the applicable Regulations. However, in terms of the Regulations, a Scheme may be wound up after repaying the amount due to the Unitholders: 1. On happening of any event, which in the opinion of the Trustee, requires the Scheme to be wound up, OR 2. If seventy five percent (75%) of the Unitholders of the Schemes pass a resolution that the Scheme be wound up, OR 3. If SEBI so directs in the interest of the Unitholders, OR 4. In case of non-fulfillment of condition prescribed in terms of minimum number of investors vide SEBI circular No. SEBI/IMD/CIR No.10/22701/03 dated December 12, 2003,

Where the Scheme is so wound up, the Trustee shall give notice of the circumstances leading to the winding up of the Scheme to: 1. SEBI and, 2. In two daily newspapers with circulation all over India and in one vernacular newspaper with circulation in Mumbai. On and from the date of the publication of notice of winding up, the Trustee or the Investment Manager, as the case may be, shall: 1. Cease to carry on any business activities in respect of the Scheme so wound up; 2. Cease to create or cancel Units in the Scheme; 3. Cease to issue or redeem Units in the Scheme. h) Procedure and manner of Winding up Other than for winding up of the Scheme on the maturity, the Trustee shall call a meeting of the Unitholders to approve by simple majority of the Unitholders present and voting at the meeting for authorising the Trustee or any other person to take steps for the winding up of the Scheme.

The Trustee or the person authorised above, shall dispose of the assets of the Scheme concerned in the best interest of the Unitholders of the Scheme. The proceeds of sale realised in pursuance of the above, shall be first utilised towards discharge of such liabilities as are due and payable under the Scheme, and after meeting the expenses connected with such winding up, the balance shall be paid to Unitholders in proportion to their respective interest in the assets of the Scheme, as on the date the decision for winding up was taken. On completion of the winding up, the Trustee shall forward to SEBI and the Unitholders a report on the winding up, detailing the circumstances leading to the winding up, the steps taken for disposal of the assets of the Scheme before winding up, net assets available for distribution to the Unitholders and a certificate from the auditors of the Fund.

Notwithstanding anything contained above, the provisions of the Regulations in respect of disclosures of half- yearly reports and annual reports shall continue to be applicable. After the receipt of the report referred to above, if SEBI is satisfied that all measures for winding up of the Scheme have been complied with, the Scheme shall cease to exist.

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TAX BENEFITS 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.

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. TO THE UNITHOLDERS

2.1 INCOME RECEIVED FROM MUTUAL FUND According to section 10(35) of the Act, any income received in respect of units of Mutual Fund specified under section 10(23D) is exempt from income tax in the hands of the unit holders. It has, however, been clarified that income arising from transfer of units of Mutual Fund shall not be exempt.

2.2 LONG TERM CAPITAL GAINS ON TRANSFER OF UNITS The provisions for taxation of long-term capital gains for different categories of assessees are explained hereunder: i) For Individuals and HUFs Long-term Capital Gains in respect of Units of Mutual Fund held for a period of more than 12 months will be chargeable under section 112 of the Act, at a rate of 20% plus surcharge, as applicable and cess. Capital Gains would be computed after taking into account cost of acquisition as adjusted by Cost Inflation Index notified by the Central Government and expenditure incurred wholly and exclusively in connection with such transfer. In the case where taxable income as reduced by long term capital gains is below the exemption limit, the long term capital gains will be reduced to the extent of the shortfall and only the balance long term capital gains will be charged at the flat rate of 20% plus surcharge, as may be applicable and cess.

It is further provided that 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

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long-term capital gains would be calculated without indexation of cost of acquisition. Non-resident Indians may opt for computation of long term capital gains as per section 112 (explained earlier), which seems to be more beneficial.

iv) For Overseas Financial Organisations, including Overseas Corporate Bodies and Foreign Institutional Investors fulfilling conditions laid down under section 115AB (Offshore Fund) Under section 115AB of the Act, income received on units purchased in foreign currency or income by way of long-term capital gains in respect of units purchased in foreign currency held for a period of more than 12 months will be chargeable to tax at the rate of 10%, plus applicable surcharge and cess. Such gains would be calculated without indexation of cost of acquisition.

2.3 SHORT TERM CAPITAL GAINS ON TRANSFER OF UNITS

In respect of capital gains not chargeable under section 111A, the provisions for taxation of short-term capital gains for different categories of assessees is explained hereunder: Short term Capital Gains in respect of Units held for a period of not more than 12 months is added to the total income. Total income including short-term capital gains is chargeable to tax as per the relevant slab rates.

Income Tax Rates The maximum income tax rates for various categories of assessees for AY 2008-09 are as under: Resident individuals and HUF 30% plus surcharge and cess Partnership Firms 30% plus surcharge and cess Domestic companies 30% plus surcharge and cess Non Resident Indians 30% plus surcharge and cess Other than Domestic Companies 40% plus surcharge and cess

With regards to individuals and HUF having a total income exceeding Rs. 10,00,000 a surcharge of 10% on the income tax is applicable.

• The maximum marginal rate of tax applicable for individuals is for the total income exceeding Rs.2,50,000. • Partnership Firms and Domestic Companies having a total income exceeding Rs.1,00,00,000 a surcharge of 10% on the income tax is applicable. • A surcharge of 2.5% on the income tax would be applicable in the case of Foreign Companies having a total income exceeding Rs.1,00,00,000.

Further, education cess at the rate of 3% on the income tax (including applicable surcharge) would be applicable for all 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.

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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.

2.5 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.

3. TAX DEDUCTION AT SOURCE 3.1 For Income in respect of units: No tax shall be deducted at source in respect of any income credited or paid in respect of units of the Fund as per the provisions of section 10(35), section 194K and section 196A.

3.2 For Capital Gains: (i) In respect of Resident Unit holders: 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:

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 In case of foreign company - Long term capital gains1 20% plus surcharge and cess Short term capital gains 40% plus surcharge and cess 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.

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4. EXEMPTION FROM TAX ON CAPITAL GAINS ARISING ON TRANSFER OF UNITS HELD FOR MORE THAN 12 MONTHS

Under section 54EC of the Act As provided under section 54EC, and subject to the conditions specified therein, where an assessee has made capital gains from the transfer of units held in Mutual Fund Scheme for a period exceeding 12 months and the assessee has any time within a period of 6 months after the date of such transfer, invested the whole of the capital gains in the long term specified assets i.e., in bonds redeemable after 3 years issued by the National Highways Authority of India or by the Rural Electrification Corporation Limited, such capital gains shall be exempted from tax on capital gains under section 54EC of the Income Tax Act, 1961. However, if the assessee has invested only a part of the capital gains, he will be eligible for the proportionate exemption. According to the Finance Act, 2007, the investment in the abovementioned securities will be restricted to the maximum of Rs. 50 lacs for the calculation of exemption amount. Section 54EC provides that where any investment has been allowed as a deduction under this section the same shall not be allowed as deduction in Section 80C.

5. INVESTMENTS BY CHARITABLE AND RELIGIOUS TRUSTS Units of a Mutual fund Scheme referred to in clause 23D of section 10 of the Income Tax Act, 1961, constitute an eligible avenue for investment by charitable or religious trusts per rule 17C of the Income Tax Rules, 1962, read with clause (xii) of sub-section (5) of section 11 of the Income Tax Act, 1961.

6. WEALTH TAX Units held under the Mutual Fund Scheme are not treated as assets within the meaning of section 2(ea) of the Wealth Tax Act, 1957 and are, therefore, not liable to Wealth-Tax. j) Unclaimed redemption amount The unclaimed Redemption amount may be deployed by the Mutual Fund in call money market or money market instruments only and the investors who claim these amounts during a period of three years from the due date shall be paid at the prevailing Net Asset Value. After a period of three years, this amount will be transferred to a pool account and the investors can claim the amount at NAV prevailing at the end of the third year. The income earned on such funds will be used for the purpose of investor education. The AMC will make a continuous efforts to remind the investors through letters to take their unclaimed amounts. Further, the investment management fee charged by the AMC for managing unclaimed amounts shall not exceed 50 basis points.

Unclaimed Dividend / Redemptions in respect of the open ended funds normally represent the time lag between funding of the respective accounts (with bank) by the AMC and the time taken for presentation of redemption/dividend warrants by the investors. No significant delay in the process is noticed. Hence the details in respect of open-ended funds is not mentioned.

Details in respect of ICICI Premier are given below – As of March 31, 2007 As of November 26, 2007 Unclaimed Redemption Rs. 4.70 crores of 22,361 Rs. 4.50 crores of 21,525 Amount – Premier Investors Investors Redeemed Unclaimed Redemption Rs. 2.31 Crores of 3,960 Rs. 2.14 Crores of 3,695 Amount – Premier Rolled Investors Investors Over Redeemed Unclaimed Dividend Rs. 0.03 Crores Rs. 0.03 Crores Amount

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SECTION VI OTHER MATTERS a) UNITHOLDER GRIEVANCES REDRESSAL MECHANISM

Investor grievances are normally received at AMC office or at the Customer Service Centres or directly by the Registrar. All grievances are forwarded to the Registrar for their necessary action. The complaints are closely followed up with the Registrar to ensure timely redresses and prompt investor service. Given below is the complaint history for the last three fiscal years:

ICICI Premier ICICI Power # 01/04/2004 to 31/03/2005 Complaints/ Requests received during the period 565 Not applicable Redressed during the period 562 Not applicable Pending as on March 31, 2005 6 Not applicable 01/04/2005 to 31/03/2006 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 26/11/2007 Complaints/ Requests received during the period 62 Not applicable Redressed during the period 61 Not applicable Pending as on November 26, 2007 4 Not applicable

#Status reported till the Record Date of Conversion. Name changed to ICICI 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 into an open-ended fund w.e.f. September 27, 2001. Consequent to conversion its name has been changed to ICICI Prudential Power. Further, ICICI Premier was rolled over for a further period of 5 years in February 1999 and was open for repurchase w.e.f. February 7, 2001 and redeemed in February 2005. The pending investor complaints / requests pertain to, inter-alia, Issue of duplicate certificates, non receipt of certificates, non receipt of redemption/dividend warrants, revalidation of dividend warrants, name correction, change of address of the Unitholder, registration of death cases, registration of Power of Attorney, transfer/transmission of Units etc. All investor grievances are normally redressed within a period of 15 days of their receipt, subject to the information furnished by the Unitholder being 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.

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Data relating to the period April 2003 to November 26, 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 1748 1748 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 136 136 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 583 583 NIL ICICI Prudential Services Industries Fund NIL 23 23 NIL ICICI Prudential Fusion Fund NIL 24 24 NIL ICICI Prudential Equity & Derivatives Fund NIL 5 5 NIL Total NIL 5772 5772 NIL

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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 available from MCS Ltd.( The agency appointed by SEBI for handling investor’s grievances).The same has been brought to the notice of SEBI vide our letter dated August 8, 2006 and January 4, 2007. 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 are as follows:

(Amount in Rupees) Scheme name/Nature of F.Y 2004- F.Y 2005- F.Y. 2006-2007 As on November 26, 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 -- Floating Rate Plan ICICI Prudential Flexible ------50023856.50 Income 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 Optimizer Plan ICICI Prudential Equity & -- -- 1314200000 -- Derivatives Fund – Wealth Optimizer Plan

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Scheme name/Nature of F.Y 2004- F.Y 2005- F.Y. 2006-2007 As on November 26, investment 2005 2006 2007 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 -- -- 1517700000 -- Maturity Plan – Series 34 – 3 Months Plan A ICICI Prudential Fixed -- -- 832900000 -- Maturity Plan – Series 34 – 15 Months Plan ICICI Prudential Fixed 350000000 -- 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

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Scheme name/Nature of F.Y 2004- F.Y 2005- F.Y. 2006-2007 As on November 26, investment 2005 2006 2007 Months Plan B ICICI Prudential Fixed -- -- 1151500000 -- Maturity Plan – Series 35– 3 Months Plan C ICICI Prudential Fixed Maturity Plan – Series 35– 13 -- -- 504700000 -- Months Plan A

ICICI Prudential Fixed -- -- 572500000 -- Maturity Plan – Series 35– 13 Months Plan B ICICI Prudential Fixed -- -- 431100000 -- Maturity Plan – Series 37–3 Months Plan A ICICI Prudential Fixed -- -- 474700000 -- 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 2500000000 Income Plan ICICI Prudential Floating Rate -- 4,450,000,000 900000 1200000000 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 -- 0 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 800000000 113

Scheme name/Nature of F.Y 2004- F.Y 2005- F.Y. 2006-2007 As on November 26, investment 2005 2006 2007 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 139281033.60 140755958.1 Fund ICICI Prudential Blended Plan ------– Plan A ICICI Prudential Blended Plan ------– Plan B ICICI Prudential Child Care -- -- 25600500 41319739.20 Gift Plan ICICI Prudential Indo Asia ------636240000 Equity Fund ICICI Prudential Dynamic 59,000 52,053,170 1272480000 935240000 Plan ICICI Prudential Discovery ------80204414.40 Fund ICICI Prudential Equity & -- -- 205846793.7 208972449.60 Dérivatives Fund - Wealth Optimiser Plan ICICI Prudential Growth Plan 29,443,706 -- 173168608.8 308535912 ICICI Prudential Income -- -- 55638420 77089152 Multiplier Plan ICICI Prudential Index Fund 264,135 876,506 7564947.75 10737417.6 ICICI Prudential Infrastructure -- --- 594544305.3 1603440480 Fund ICICI Prudential Monthly 5,884,612 -- 24107137.5 62744832 Income Plan ICICI Prudential Power 35,328,722 273,686,767 571104487.5 484639046.4 ICICI Prudential Services -- 65,092,970 192003750 418981392 Industries Fund SENSEX Prudential ICICI -- 705,922 648356 1002524.90 Exchange Traded Fund ICICI Prudential Fusion Fund ------299740761.6 ICICI Prudential Fusion Fund 85335000 260280000 - Series II ICICI Prudential Tax Plan -- -- 256005000 403723200 TOTAL 2,581,224,610 28,064,501,786 38,028,011,871 10859436212 % to the net assets of the 1.69% 11.91% 10.03% 1.98% Mutual Fund Term Deposit of ICICI Bank Ltd kept as Margin Money for Derivatives ICICI Prudential Balanced ------7800000 Fund ICICI Prudential Blended Plan ------1007900000 – Plan A ICICI Prudential Blended Plan ------34000000 – Plan B ICICI Prudential Discovery ------233200000 Fund ICICI Prudential Dynamic ------1105170000

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Scheme name/Nature of F.Y 2004- F.Y 2005- F.Y. 2006-2007 As on November 26, investment 2005 2006 2007 Plan ICICI Prudential Equity & ------2499970000 Dérivatives Fund – Income Optimiser Plan ICICI Prudential Equity & ------1042875000 Dérivatives Fund - Wealth Optimiser Plan ICICI Prudential E.S.T.A.R. ------39000000 ICICI Prudential FMCG Fund ------26000000 ICICI Prudential Fusion Fund ------11500000 Prudential ICICI Fusion Fund------1130000 Series II ICICI Prudential Child Care ------15325000 Gift Plan ICICI Prudential Indo Asia ------120000000 Equity Fund ICICI Prudential Income ------21200000 Multiplier Plan ICICI Prudential Infrastructure ------1598000000 Fund ICICI Prudential Monthly ------1900000 Income Plan ICICI Prudential Power ------46030000 ICICI Prudential Technology ------9000000 Fund

Transactions with Associate Companies:

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 ICICI Bank Limited – Bank Charges ICICI Prudential Aggressive Plan 15,367.90 21,642 Nil Nil

ICICI Prudential Balanced Fund 815,320.88 648,226 2,998,127.15 996,184.45

ICICI Prudential Blended Plan – Plan A Nil 11,725,865 23,306,739.20 100,360,072.31

ICICI Prudential Blended Plan – Plan B Nil 4,013,924 2,420,912.51 435,522.59 ICICI Prudential Cautious Plan 30,164.02 18,569 Nil Nil ICICI Prudential Child Care Plan-Gift 189,274.57 68,485 520,359.59 176975.28 Plan ICICI Prudential Child Care Plan-Study 54,234.48 39,252 22,566.31 1812.92 Plan ICICI Prudential Discovery Fund 420,883.85 1,381,548 2,983,964.97 2,789,879.37

ICICI Prudential Dynamic Plan 596,182.19 1,095,786 5,013,598.25 37,663,736.69 ICICI Prudential Emerging S.T.A.R. Fund 276,590.68 329,998 2,761,832.19 1227652.20 ICICI Prudential Fixed Maturity Plan – Nil 4,357 Nil Nil Quarterly Series 25 ICICI Prudential Fixed Maturity Plan – Nil Nil 8,268.00 Nil Series 25 – 15 Months Plan

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F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 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 56.12 Nil Series 32 – 1 Month Plan - B ICICI Prudential Fixed Maturity Plan – Nil Nil 112.24 Nil Series 32 – 3 Months Plan- C 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 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 23176.77 Series 36– 18 Month Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 112.24 Series 37– 14 Months Plan

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F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 168.36 Series 37– 1 Month Plan ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 718.34 Series 37– 3 Months Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 615.24 Series 37– 3 Months Plus Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 2580 Series 37– 3 Months Plus Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 56.18 Series 38– 1 Month Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 45 Series 38– 3 Months Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 56 Series 38– 3 Months Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 343.86 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 Plan – Nil Nil Nil 112.36 Series 38– 2 Years Plan ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 56.18 Series 39– 24 Months Plan B ICICI Prudential Fixed Maturity – 14 Nil Nil Nil Quarterly Plan - Series 24 ICICI Prudential Flexible Income Plan 664,748.93 165,119 9,752.30 383,008.47

ICICI Prudential Floating Rating Plan 778,929.20 1,438,606 188,635.62 70,810.86

ICICI Prudential FMCG Fund 125,546.25 76,381 84,752.34 173,077.43

ICICI Prudential Fusion Fund Nil 91,313 1,985,461.77 431,351.43

ICICI Prudential Fusion Fund Series II Nil Nil Nil 1238832.27

ICICI Prudential Gilt Fund – Investment 563,502.79 122,315 14,461.04 5733.36

ICICI Prudential Gilt Fund – Investment - 355,160.83 Nil Nil Nil PF Option ICICI Prudential Gilt Fund – PF Option Nil 53,787 8,210.51 4041.00

ICICI Prudential Gilt Fund – Treasury 343,961.51 20,404 5,894.32 3,237.00

ICICI Prudential Gilt Fund – Treasury - 351,541.67 46,581 3,122.00 1,771.00 PF Option

ICICI Prudential Growth Plan 796,978.96 564,739 1,307,623.59 1097903.71

ICICI Prudential Hybrid Fixed Maturity Nil Nil 1,167.29 1717 Plan –13 Months Plan

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F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 ICICI Prudential Income Multiplier Fund 391,109.02 210,387 473,105.79 727733.31

ICICI Prudential Income Plan 1,025,720.67 258,956 28,473.51 13375.92 ICICI Prudential Index Fund Nil 22,902 75,449.40 128385.12

ICICI Prudential Indo Asia Equity Fund Nil Nil Nil 376839.39

ICICI Prudential Infrastructure Fund Nil 2,871,823 5,595,841.35 84188886.25

ICICI Prudential Liquid Plan 1,797,358.07 7,464,838 8,519,417.93 6342873.84

ICICI Prudential Long Term Floating Rate 52,070.35 200,806 36,162.46 7,599.18 Plan ICICI Prudential Long Term Plan 63,709.85 47,010 7,617.22 22,805.53 ICICI Prudential Moderate Plan 44,826.81 21,546 Nil Nil ICICI Prudential Monthly Income Plan 1,322,413.33 1,155,792 2,453,699.49 1644578.65

ICICI Prudential Plan I 3,449.00 367 Nil Nil ICICI Prudential Power 1,136,605.09 1,914,016 3,930,499.21 4,710,264.16 ICICI Prudential Services Industries Fund Nil 645,774 555,565.93 1,518,765.75

ICICI Prudential Short Term Plan 601,179.91 489,371 87,108.61 22896.37

ICICI Prudential Sweep Plan Nil 59,980 13,507.99 14487.03

SENSEX Prudential ICICI Exchange Nil Nil 1.45 Nil Traded Fund ICICI Prudential Tax Plan 218,904.50 310,323 636,994.11 1687892.28 ICICI Prudential Technology Fund 757,591.16 365,636 18,809.64 21878.17

ICICI Prudential Very Aggressive Plan 11,955.03 11,973 Nil Nil

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

ICICI Prudential Equity & Derivatives Nil Nil 7,300,511.46 105248548.26 Fund – Income Optimizer Fund ICICI Prudential Equity & Derivatives Nil Nil 3,306,977.83 17997231.36 Fund – Wealth Optimizer Fund ICICI Prudential Interval Fund – Nil Nil Nil 80 Quarterly I ICICI Prudential Interval Fund – Nil Nil Nil 112.36 Quarterly II ICICI Prudential Interval Fund – Monthly Nil Nil Nil 135 II ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 639.33 Series 41 – 19 Months Plan ICICI Bank Limited – Brokerage ICICI Prudential Agressive Plan 191,735 49,415 36023 23047.01

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F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 ICICI Prudential Balanced Fund 2,104,082.04 1,156,500 5271948 2303529.03

ICICI Prudential Blended Plan – Plan A Nil 5,233,573 1411578 612870.82 ICICI Prudential Blended Plan – Plan B Nil 1,498,176 475200 58281.54 ICICI Prudential Cautious Plan 637,190 74,094 24220 14633.28

ICICI Prudential Child Care Plan-Gift 740,634.98 1,023,519 813461 555992.43 Plan ICICI Prudential Child Care Plan-Study 365,272.39 339,457 270315 190889.97 Plan ICICI Prudential Dynamic Plan 2,647,414.31 11,895,404 15561553 9076975.41 ICICI Prudential Discovery Fund 4,288,947.01 18,155,450 11867942 2180205.75

ICICI Prudential Emerging S.T.A.R. 10659160 6,891,839 10117262 2351372.30 (Stock Targeted At Returns) Fund ICICI Prudential Indo Asia Equity Fund Nil Nil Nil 27947523.32 ICICI Prudential Fixed Maturity Plan – 65,716 Nil Nil Nil Series 24 – Quarterly ICICI Prudential Fixed Maturity Plan – Nil Nil 44630 49450.58 Series 24 – Yearly ICICI Prudential Fixed Maturity Plan – 54,933 Nil Nil Nil Series 25 – 15 Months Plan ICICI Prudential Fixed Maturity Plan – 13,497 46,100 Nil Nil Series 25 – Quarterly Plan ICICI Prudential Fixed Maturity Plan – 21,300 61,334 45374 Nil Series 25 – Yearly Plan ICICI Prudential Fixed Maturity Plan – Nil 7,369 Nil Nil Series 26 ICICI Prudential Fixed Maturity Plan – 50,035 17,057 Nil Nil Series 26 – Quarterly Plan ICICI Prudential Fixed Maturity Plan – Nil 14,832 95711 Nil Series 27 – Monthly Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 1336 Nil Series 28 ICICI Prudential Fixed Maturity Plan – Nil 165,440 Nil Nil Series 28 – 16 Months Plan ICICI Prudential Fixed Maturity Plan – Nil 254,176 10503 Nil Series 28 – 4 Months Plan ICICI Prudential Fixed Maturity Plan – Nil Nil -66821 Nil Series 28 Institutional ICICI Prudential Fixed Maturity Plan – Nil 122 77280 Nil Series 30 ICICI Prudential Fixed Maturity Plan – Nil 122 12089 Nil Series 31 ICICI Prudential Fixed Maturity Plan – Nil Nil 68178 Nil Series 32 – Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil 615 Nil Series 32 –1 Month Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil 2 Nil Series 32 –1 Month Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil 8133 Nil Series 32 –1 Month Plan D ICICI Prudential Fixed Maturity Plan – Nil Nil 98311 Nil Series 32 – Plan C

119

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 ICICI Prudential Fixed Maturity Plan – Nil Nil 30892 Nil Series 32 –Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil 23518 Nil Series 32 –Plan D ICICI Prudential Fixed Maturity Plan – Nil Nil 15016 Nil Series 32 –Plan E ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 56690.61 Series 34 – 6 Months Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 13400 Nil Series 34 –18 Months ICICI Prudential Fixed Maturity Plan – Nil Nil 48828 Nil Series 34 –1 Year Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 23364 Nil Series 34 –3 Months Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil 28159 15153.43 Series 34 –3 Months Plus Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil 91818 Nil Series 34 –15 Months Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 109628 Nil Series 34 –16 Months Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 54921 Nil Series 34 –17 Months Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 1613 Nil Series 35 – 1 Month Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 403 10085.73 Series 35 –3 Months Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 52269 33876.47 Series 35 –3 Months Plan A (Retail & Institutional) ICICI Prudential Fixed Maturity Plan – Nil Nil 12601 23763.78 Series 35 –3 Months Plan B (Retail & Institutional) ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 23559.91 Series 35 –3 Months Plan C ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 209754.34 Series 35 – One Year Plan (Retail and Institutional) ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 502184.94 Series 36 – 18 Months Plan A- Retail ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 2550155.08 Series 36 – 18 Months Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 13779.70 Series 37 –1 Month Plan ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 63687.78 Series 37 –3 Months Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 60044.79 Series 37 –3 Months Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 52543.37 Series 37 –3 Months Plus Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 153639.31 Series 37 –3 Months Plus Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 50022.11 Series 38 –3 Month Plan A

120

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 106.80 Series 38 –1 Year Plan B – Retail & Institutional Option ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 810676.40 Series 38 –1 Year Plan – Retail Option ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 112180.92 Series 38 –2 Year Plan – Retail Option ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 3622.89 Series 38 –3 Month Plan C - Retail ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 10.84 Series 38 –3 Month Plan D - Retail ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 358.13 Series 39 –3 Months Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 21359.91 Series 39 – 18 Month Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 688857.25 Series 39 –24 Month Plan B – Retail Growth ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 207529.22 Series 41 – 19 Months Plan ICICI Prudential Fixed Maturity Plan 24,300 Nil Nil Nil Yearly series 1 ICICI Prudential Fixed Maturity Plan 468,993 Nil 3053 Nil Yearly series 12

ICICI Prudential Fixed Maturity Plan 100,771 Nil 28956 Nil Yearly series 12 – Institutional Option ICICI Prudential Fixed Maturity Plan 93,300 Nil 13046 Nil Yearly series 5 ICICI Prudential Fixed Maturity Plan 21,506 17,154 Nil Nil Yearly series 6 ICICI Prudential Fixed Maturity Plan 12,610 Nil Nil Nil Yearly series 6 – Institutional Option ICICI Prudential Flexible Income Plan 2,125,857.63 253,006 88463 601119.54

ICICI Prudential Floating Rate Plan 4,664,522 5,289,959 3281983 998993.16 ICICI Prudential FMCG Fund 67,475.31 739,181 401635 100533.30 ICICI Prudential Fusion Fund Nil 103,832 4671073 3995619.47 ICICI Prudential Fusion Fund Series II Nil Nil Nil 4603201.82 ICICI Prudential Gilt Fund – 3,127,133 1,527,409 613015 293624.53 Investment ICICI Prudential Gilt Fund Investment 623,790 559,290 346679 170420.33 Plan – PF Option ICICI Prudential Gilt Fund – Treasury 151,169 183,267 213047 34489.38 ICICI Prudential Gilt Fund Treasury – 209,973 180,970 112280 21741.50 PF Option ICICI Prudential Growth Plan 2,222,891.29 1,826,055 2218196 752269.37 ICICI Prudential Hybrid Fixed Maturity Nil Nil 212456 Nil Plan ICICI Prudential Income Multiplier 575,892 1,152,144 423589 241810.35 Fund ICICI Prudential Income Plan 4,341,734 1,082,410 511206 292029.92 ICICI Prudential Income Plan – 110,819 Nil 267384 106937.33 Institutional Option

121

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 ICICI Prudential Index Fund Nil 32,226 69594 69788.00 ICICI Prudential Infrastructure Fund Nil 56,632,289 19747489 14126043.77 ICICI Prudential Interval Fund – Nil Nil Nil 8899.96 Annual Plan I ICICI Prudential Interval Fund – Nil Nil Nil 3559.99 Annual Plan III ICICI Prudential Interval Fund – Nil Nil Nil 17.83 Annual Plan IV ICICI Prudential Interval Fund – Nil Nil Nil 23321.48 Monthly Plan II ICICI Prudential Interval Fund – Nil Nil Nil 9173.27 Monthly Plan I – Plan A ICICI Prudential Interval Fund – Nil Nil Nil 12439.53 Quarterly Interval Plan-III ICICI Prudential Interval Fund – Nil Nil Nil 101282.23 Quarterly Interval Plan-II ICICI Prudential Interval Fund – Nil Nil Nil 20297.74 Quarterly Interval Plan-I ICICI Prudential Liquid Plan 5,385,319 6,043,235 3164982 2537816.81 ICICI Prudential Liquid Plan – 10,862,559 Nil 439723 98846.76 Institutional Option ICICI Prudential Liquid Institutional Nil 5,027,090 1230347 379624.49 Plus ICICI Prudential Liquid Super Nil Nil 3808080 3463337.43 Institutional Plan ICICI Prudential Long Term Floating 1,073,757 3,316,102 1734901 241554.55 Rate Plan ICICI Prudential Long Term Plan 589 104,195 Nil Nil

ICICI Prudential Moderate Plan 150,881 47,480 31681 14056.51 ICICI Prudential Monthly Income Plan 3,974,498 2,245,495 842992 326626.42 ICICI Prudential Power 13,886,378.13 6,920,010 11316858 5632453.74 ICICI Prudential Services Industries Nil 2,173,653 3105900 5018087.28 Fund ICICI Prudential Short Term Plan 825,812 2,077,474 671616 266223.39

ICICI Prudential Short Term Plan – 880,662 Nil 559245 272805.90 Institutional Option ICICI Prudential Sweep Plan Nil 3,595 128807 23346.80

ICICI Prudential Tax Plan 692,570.09 8,608,194 5366282 1502812.23 ICICI Prudential Technology Fund 749,131.93 711,159 726805 473727.58 ICICI Prudential Very Agressive Plan 91,386 31,977 25440 18259.33

ICICI Prudential Equity & Derivatives Nil Nil 18479913 4956715.65 Fund – Wealth Optimizer Fund ICICI Prudential Equity & Derivatives Nil Nil 583183 643287.92 Fund – Income Optimizer Fund – Retail & Inst ICICI Prudential Very Cautious Plan 239,660 83,076 85134 21389.43 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 122

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 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 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 324,055 ICICI Prudential Blended Plan – Plan A Nil 2,20,230 760111 271866 ICICI Prudential Blended Plan – Plan B Nil 61,489 164108 48,906 ICICI Prudential Child Care Plan – Gift 163,412 103,311 104743 170,943 Plan ICICI Prudential Child Care Plan – 1,917 14,397 6360 Nil Study Plan ICICI Prudential Discovery Fund 678,319 1,640,708 3349143 233618 ICICI Prudential Dynamic Plan 555,997 2,444,858 3237473 903,337

123

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 ICICI Prudential Emerging S.T.A.R. 304,029 538,355 577102 211,170 Fund ICICI Prudential FMCG Fund 74,022 331,539 236726 271,224 ICICI Prudential Fusion Fund Nil 149,310 405361 113450 ICICI Prudential Growth Plan 725,906 1,439,160 689814 102,252 ICICI Prudential Income Multiplier 46,684 207,255 236698 205,247 Fund ICICI Prudential Indo Asia Equity Fund Nil Nil Nil 147,000 ICICI Prudential Infrastructure Fund Nil 4,847,831 1725519 839549 ICICI Prudential Monthly Income Plan 738,221 505,407 339803 63,985 ICICI Prudential Power 1,282,221 2,361,526 3408873 1020112 ICICI Prudential Services Industries Nil 903,971 171228 132,031 Fund ICICI Prudential Tax Plan 36,354 468,718 672398 1,442648 ICICI Prudential Technology Plan 387,399 100,194 119248 59,320 ICICI Prudential E&D-Wealth Nil Nil 515208 562399 Optimiser Plan ICICI Prudential E&D-Income Nil Nil 170024 1647505 Optimiser Plan ICICI Prudential Fusion Fund Series II Nil Nil Nil 1229821 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 Nil Plan ICICI Prudential Dynamic Plan 4 10 Nil 0.21

ICICI Prudential Income Plan 378,844 18 Nil 2.91

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 Nil Investment Plan 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 Nil Institutional Option ICICI Prudential Liquid Plan – Nil 25,497 Nil Nil Institutional Plus Option ICICI Prudential Liquid Plan – Super Nil Nil Nil 122.05

124

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 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 82732.39 ICICI Prudential Balanced Fund 103,015 231,984 240594 194052.45 ICICI Prudential Blended Plan – Plan A Nil 46,908 20065 10310.89 ICICI Prudential Blended Plan – Plan B Nil 18,995 6141 2850.48 ICICI Prudential Cautious Plan 6,944 5,426 9826 3616.57 ICICI Prudential Dynamic Plan 101292 599,468 1511689 1442830.21 ICICI Prudential Discovery Plan 393,245 683,992 590944 177017.09 ICICI Prudential Emerging S.T.A.R. 519,226 1,507,325 1474635 477470.89 ICICI Prudential Floating Rate Plan Nil Nil Nil 83290.40 ICICI Prudential Fixed Maturity Plan – Nil 5 32 Nil Series 27 – Monthly Plan ICICI Prudential Fixed Maturity Plan – Nil 3,819 Nil Nil Series 28 – 16 Months Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 588 Nil Yearly Series 5 ICICI Prudential Flexible Income Plan 12,243 9,011 3561 10005.47 ICICI Prudential FMCG Fund 65,161 1,272,743 536438 141609.70 ICICI Prudential Fusion Fund Nil 7,604 277033 300915.62 ICICI Prudential Fusion Fund Series II Nil Nil Nil 131896.69 ICICI Prudential Gilt Investment 7715 2,626 2996 22519.65 ICICI Prudential Gilt Treasury 4004 3,300 2596 5015.62 ICICI Prudential Growth Plan 167,620 269,415 221885 135676.65 ICICI Prudential Income Multiplier 13,158 146,838 159206 293931.85 Fund ICICI Prudential Income Plan 29,367 30,581 33237 12877.78 ICICI Prudential Indo Asia Equity Fund Nil Nil Nil 5370680.34 ICICI Prudential Infrastructure Fund Nil 4,089,369 3025617 3393128.86 ICICI Prudential Interval Fund – 106.80 Annual Plan I ICICI Prudential Interval Fund – 47.22 Monthly Plan I Plan A ICICI Prudential Interval Fund – Nil Nil Nil 10.78 Monthly Plan II ICICI Prudential Interval Fund – 3.82 Quarterly Interval Plan-I ICICI Prudential Interval Fund – Nil Nil Nil 1.29 Quarterly Interval Plan-II ICICI Prudential Interval Fund – 34.18 Quarterly Interval Plan-III ICICI Prudential Liquid Plan 99,228 182,593 240762 487212.66 ICICI Prudential Liquid Plan – 40,105 8,337 Nil Nil Institutional Option ICICI Prudential Liquid Plan – Nil Nil 8158 35135.34 Institutional Plus Option- ICICI Prudential Moderate Plan 16,814 17,245 15179 6701.93 ICICI Prudential Monthly Income Plan 32,105 37,956 66727 35497.66 ICICI Prudential Power 199,823 353,286 649923 641700.55 ICICI Prudential Services Industries Nil 150,413 661992 1946998.64

125

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 Fund ICICI Prudential Short Term Plan 12,816 72,371 57273 71423.25 ICICI Prudential Sweep Plan Nil Nil Nil 1429.83 ICICI Prudential Tax Plan 205,137 2,442,972 2115651 678964.09 ICICI Prudential Technology Plan 167,897 240,350 488341 433404.70 ICICI Prudential Very Aggressive Plan 69,192 108,854 168208 97244.63 ICICI Prudential Very Cautious Plan 1,513 2,652 5625 6192.57 ICICI Prudential E&D-Income Nil Nil 1444373 90899.04 Optimiser Plan ICICI Prudential E&D-Wealth Nil Nil 1444373 320079.70 Optimiser Plan ICICI Prudential Fixed Maturity Plan – 615.03 Series 34 –6 Months Plus Plan A Retail ICICI Prudential Fixed Maturity Plan – Nil Nil 1194 Nil Series 34 –15 Months Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 1224 Nil Series 34 –16 Months Plan ICICI Prudential Fixed Maturity Plan – Nil Nil 1224 Nil Series 34 –6 Months Plan ICICI Prudential Fixed Maturity Plan – Nil Nil Nil Nil Series 35 –Three Months Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 19700.64 Series 35 –One Year Plan ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 84592.23 Series 36 – 18 Months Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 473.76 Series 37 –3 Months Plus Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 146.81 Series 37 –3 Months Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 1.28 Series 37 –3 Months Plan B ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 120.46 Series 37 –3 Months Plus Plan A ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 86.44 Series 38 –3 Months Plan C -Retail ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 27767.89 Series 38 –1 Year Plan -Retail ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 25293.70 Series 38 –2 Year Plan -Retail ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 259.03 Series 39 –Three Months Plan A

ICICI Prudential Fixed Maturity Plan – Nil Nil Nil 605.20 Series 41 – 19 Months Plan Way2Wealth Securities Pvt. Ltd. – Brokerage ICICI Prudential Agressive Plan 16,786 4,750 2458 Nil ICICI Prudential Balanced Fund 157,923 100,755 82201 Nil ICICI Prudential Blended Plan – Plan A Nil 9,231 1558 Nil 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

126

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 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 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

127

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 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 Agressive Plan Nil Nil Nil 158.56 ICICI Prudential Cautious Plan Nil Nil Nil 222.49 ICICI Prudential Moderate Plan Nil Nil Nil 994.58 ICICI Prudential Very Agressive Plan Nil Nil Nil 138.66 ICICI Prudential Very Cautious Plan Nil Nil Nil 121.27 ICICI Prudential Balanced Fund Nil Nil Nil 1373.88 ICICI Prudential Blended Plan – Plan A Nil Nil Nil 495.46 ICICI Prudential Blended Plan – Plan B Nil Nil Nil 123.58 ICICI Prudential Child Care Plan – Gift Nil Nil Nil 6686.28 ICICI Prudential Child Care Plan – Nil Nil Nil 1598.36 Study ICICI Prudential Dynamic Plan Nil Nil Nil 69444.79 ICICI Prudential Discovery Fund Nil Nil Nil 9971.66 ICICI Prudential E&D – Income Nil Nil Nil 1497.26 Optimiser Plan ICICI Prudential E&D – Wealth Nil Nil Nil 27947.31 Optimiser Plan ICICI Prudential Emerging S.T.A.R. Nil Nil Nil 20781.79 ICICI Prudential Flexible Income Plan Nil Nil Nil 146.17 ICICI Prudential FMCG Fund Nil Nil Nil 1021.28 ICICI Prudential Fusion Fund Nil Nil Nil 4981.52 ICICI Prudential Fusion Fund Series II Nil Nil Nil 9029.11 ICICI Prudential Gilt Fund - Nil Nil Nil 1739.50 Investment ICICI Prudential Gilt Fund - Treasury Nil Nil Nil 45.08 ICICI Prudential Growth Plan Nil Nil Nil 6539.80 ICICI Prudential Income Multiplier Nil Nil Nil 3060.86 Fund ICICI Prudential Income Fund Nil Nil Nil 3039.96 ICICI Prudential Indo Asia Equity Fund Nil Nil Nil 133190.49 ICICI Prudential Index Fund Nil Nil Nil 223.16 ICICI Prudential Infrastructure Fund Nil Nil Nil 111009.82 ICICI Prudential Long Term Floating Nil Nil Nil 18.05 Rate Plan ICICI Prudential Liquid Plan (incl sub- Nil Nil Nil 318955.06 plans) ICICI Prudential Monthly Income Plan Nil Nil Nil 2938.31 ICICI Prudential Power Nil Nil Nil 8571.45 ICICI Prudential Services Industries Nil Nil Nil 29192.32 Fund ICICI Prudential Short Term Plan Nil Nil Nil 581.14 ICICI Prudential Sweep Plan Nil Nil Nil 853.65 ICICI Prudential Tax Plan Nil Nil Nil 20378.64 ICICI Prudential Technology Fund Nil Nil Nil 1674.84 ICICI Prudential Floating Rate Plan Nil Nil Nil 33144.86 ICICI Prudential Fixed Maturity Plan Nil Nil Nil 70.89 128

F.Y. F.Y. F.Y. April 1, 2007 to 2004-2005 2005-2006 2006-2007 November 26, 2007 Series 24- Yearly ICICI Prudential Fixed Maturity Plan Nil Nil Nil 1245.34 Series 34- 3 Months Plus Plan A ICICI Prudential Fixed Maturity Plan Nil Nil Nil 80.1 Series 36- 18 Months Plan A ICICI Prudential Fixed Maturity Plan Nil Nil Nil 1994.48 Series 36- 18 Months Plan B ICICI Prudential Fixed Maturity Plan Nil Nil Nil 1031.58 Series 37- 3 Months Plus Plan B ICICI Prudential Fixed Maturity Plan Nil Nil Nil 160.2 Series 38- 1 Year Plan A 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 November 26, 2007 the total business given to IBSL amounted to Rs. 1,19,345 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 Securities Ltd.. from June 2007 since they 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 November Primary Dealership Ltd {erstwhile 26, 2007 ICICI Securities Ltd.} ICICI Prudential Balanced Fund 75,974,024 71,225,852 25,763,224 29,279,452

ICICI Prudential Blended Plan - Plan Nil 57,267,107 43,582,271 11,159,266 A ICICI Prudential Child Care Plan – 28,922,878 16,564,696 7,085,836 10490406 Gift Plan ICICI Prudential Child Care Plan – 5,704,228 4,017,449 2,810,233 536222 Study Plan ICICI Prudential Discovery Fund 35,137,272 369,817,593 45,778,667 49,628,474

ICICI Prudential Dynamic Plan 57,794,214 141,085,626 57,728,542 182,130,606

ICICI Prudential Emerging S.T.A.R. 22,932,282 44,959,476 42,067,181 32601851 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 40,203,434

129

ICICI Prudential Fusion Fund Series Nil Nil 28,047,467 86,154,970 II ICICI Prudential Growth Plan 161,791,526 34,390,937 18,160,313 30,708,366

ICICI Prudential Income Multiplier 126,604,402 33,087,034 17,048,009 18,708,562 Fund ICICI Prudential Infrastructure Fund Nil 278,952,608 61,453,375 50,801,536

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

ICICI Prudential Long Term Plan 150,000,000 Nil Nil Nil

ICICI Prudential Monthly Income 430,256,768 87,954,033 27,706,088 20,970,860 Plan ICICI Prudential Power 240,827,754 472,038,034 60,707,032 81,710,018 ICICI Prudential Services Industries Nil 170,418,405 6,729,114 43,364,934 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 96299048

ICICI Prudential Technology Fund 6,613,818 1,049,760 940,862 Nil ICICI Prudential Equity & Nil Nil 14,826,080 165,498,484 Derivatives - Income Optimiser Fund ICICI Prudential Equity & Nil Nil 16,893,033 100,511,104 Derivatives - Wealth Optimiser Fund TOTAL 2,852,872,040 1,821,993,188 489,367,051 1,050,757,193

** Includes primary market applications pending allotment The above investments were considered sound. Before making an investment, AMC evaluated the same on merits and on arms’ length basis and in accordance with the objectives of the scheme.

C) Details of investments in Companies that hold more than 5% of NAV of schemes managed by the AMC, as on November 26, 2007

Bosch Chassis Systems India Scheme Name Units Value % To Nav Equity ICICI Prudential E.S.T.A.R 373,820 135,117,239 1.53

Grasim Industries Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Equity & Derivatives Fund – 55,375 207,008,363 1.91 Wealth Optimiser Plan ICICI Prudential POWER 118,000 441,119,400 2.88 ICICI Prudential Monthly Income Plan 9,000 33,644,700 0.59 ICICI Prudential Income Multiplier Plan 9,500 35,513,850 0.83

130

Sensex Prudential ICICI Exchange Traded Fund 54 201,647 1.91 ICICI Prudential Infrastructure Fund 320,000 1,196,256,000 3.06 ICICI Prudential INDEX Fund 783 2,927,089 1.12 ICICI Prudential Balanced Fund 47,706 178,339,340 4.04 ICICI Prudential Dynamic Fund 100,000 373,830,000 1.61 ICICI Prudential Indo Asia Equity Fund 130,500 487,848,150 5.26 ICICI Prudential Growth Plan 66,185 247,419,386 4.59 Debt ICICI Prudential Flexible Income Plan 20 99,734,028 0.18

Gujarat Ambuja Cement Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Equity & Derivatives Fund – 407,565 60,421,511 0.43 Income Optimiser Plan Sensex Prudential ICICI Exchange Traded Fund 723 107,221 1.01 ICICI Prudential INDEX Fund 12,916 1,914,797 0.74 ICICI Prudential Growth Plan 709,557 105,191,825 1.95

Hero Honda Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Index Fund 1,663 1,209,334 0.46

Hindalco Industries Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Equity and Derivative Fund - 942,645 183,250,188 1.31 Income Optimiser Plan ICICI Prudential Index Fund 10,474 2,036,146 0.78 Sensex Prudential ICICI Exchange Traded Fund 682 132,513 1.25 Debt ICICI Prudential Flexible Income Plan 30 299,969,991 0.54 ICICI Prudential Liquid Plan 20 199,979,994 0.12

Hindustan UniLever Limited Scheme Name Units Value % To Nav Equity Sensex Prudential ICICI Exchange Traded Fund 875 183,750 1.74 ICICI Prudential Index Fund 18,647 3,921,464 1.51

131

ITC Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Power 1,600,000 300,320,000 1.96 ICICI Prudential Monthly Income Plan 61,175 11,482,548 0.20 ICICI Prudential Dynamic Fund 521,450 97,876,165 0.42 ICICI Prudential Index Fund 31,863 5,980,685 2.30 ICICI Prudential FMCG Fund 711,625 133,572,013 18.26 Sensex Prudential ICICI Exchange Traded Fund 2,084 390,437 3.69 ICICI Prudential Growth Plan 651,915 122,364,446 2.27

Infotech Enterprises Ltd. Scheme Name Units Value % To Nav Equity ICICI Prudential Technology Fund 198,837 53,646,223 4.06 ICICI Prudential Services Industries Fund 323,994 87,413,581 1.09

ICICI Bank Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Balanced Fund 120,402 139,281,034 3.15 ICICI Prudential Discovery Fund 69,333 80,204,414 1.39 ICICI Prudential Dynamic Fund 1,100,000 1,272,480,000 5.49 ICICI Prudential Equity and Derivates Fund - Wealth Optimiser Plan 180,647 208,972,450 1.93 ICICI Prudential Fusion Fund 259,112 299,740,762 3.92 ICICI Prudential Fusion Fund - Series II 225,000 260,280,000 2.03 ICICI Prudential Child Care - Gift Plan 35,719 41,319,739 2.70 ICICI Prudential Growth Plan 266,715 308,535,912 5.72 ICICI Prudential Income Multiplier Plan 66,640 77,089,152 1.80 ICICI Prudential Indo Asia Equity Fund 550,000 636,240,000 6.87 ICICI Prudential Index Fund 9,282 10,737,418 4.12 ICICI Prudential Infrastructure Fund 1,386,100 1,603,440,480 4.10 ICICI Prudential Monthly Income Plan 54,240 62,744,832 1.10 ICICI Prudential Power 418,948 484,639,046 3.16 ICICI Prudential Services Industries Fund 362,190 418,981,392 5.20 Sensex Prudential ICICI Exchange Traded Fund 866 1,002,525 9.48 ICICI Prudential Tax Plan 349,000 403,723,200 4.55 Debt ICICI Prudential Equity and Derivatives Fund - 10,428,750 1,042,875,000 9.62 Wealth Optimiser Plan 132

ICICI Prudential Equity and Derivatives Fund - 22,299,700 2,229,970,000 16 Income Optimiser Plan ICICI Prudential Blended Plan (Plan B) 340,000 34,000,000 13.00 ICICI Prudential Blended Plan (Plan A) 10,079,000 1,007,900,000 14.69 ICICI Prudential Balanced Fund 78,000 7,800,000 0.18 ICICI Prudential Flexible Income Plan 25,010,000 2,550,023,857 5.00 ICICI Prudential Monthly Income Plan 19,000 1,900,000 0.03 ICICI Prudential Dynamic Fund 11,051,700 1,105,170,000 4.77 ICICI Prudential Technology Fund 90,000 9,000,000 0.68 ICICI Prudential Income Multiplier Plan 212,000 21,200,000 0.49 ICICI Prudential Fusion Fund 115,000 11,500,000 0.15 ICICI Prudential Infrastructure Fund 15,980,000 1,598,000,000 4.00 ICICI Prudential FMCG Fund 260,000 26,000,000 3.55 ICICI Prudential Floating Rate Plan 12,000,000 1,200,000,000 7.45 ICICI Prudential Fusion Fund Series II 11,300 1,130,000 0.01 ICICI Prudential Child Care – Gift Plan 153,250 15,325,000 1.00 ICICI Prudential Discovery Fund 2,332,000 233,200,000 4.04 ICICI Prudential Power 460,300 46,030,000 0.30 ICICI Prudential Emerging S.T.A.R. (Stocks 390,000 39,000,000 0.44 Targeted At Returns) Fund ICICI Prudential Indo Asia Equity Fund 1,200,000 120,000,000 1.29 ICICI Prudential Short Term Plan 8,000,000 800,000,000 9.58 ICICI Prudential FMP 34 – 15 Months Plan 500 403,471,241 9.14

Infrastructure Development Financial Corp Scheme Name Units Value % To Nav Equity ICICI Prudential Blended Plan A 654,900 129,244,515 1.88 Debt ICICI Prudential Balanced Fund 150 147,061,794 3.33 ICICI Prudential Income Multiplier Plan 250 245,102,991 5.71 ICICI Prudential Income Plan 200 196,082,393 7.31 ICICI Prudential Liquid Plan 10,050 5,517,868,171 3.18 ICICI Prudential Monthly Income Plan 250 245,102,991 4.32 ICICI Prudential Fixed Maturity Plan Series – 35 60 414,622,916 5.25 – 13 Months Plan B ICICI Prudential Interval Fund – Annual Plan III 150 149,347,444 14.24 ICICI Prudential Fixed Maturity Plan Series – 34 300 300,314,784 9.90 – 16 Months Plan ICICI Prudential Short Term Plan 400 399,065,200 4.78 ICICI Prudential Fixed Maturity Plan Series – 37 350 331,331,584 14.63 – 14 Months Plan

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Jammu and Kashmir Bank Scheme Name Units Value % To Nav Debt ICICI Prudential Flexible Income Plan 20,006,000 2,586,658,943 4.63 ICICI Prudential Floating Rate Plan 13,175 1,301,749,402 8.08 ICICI Prudential Dynamic Plan 2,913 287,817,559 1.24 ICICI Prudential Interval Fund – Quarterly Plan 2,200 219,712,831 2.12 I ICICI Prudential Liquid Plan 47,800 4,739,280,420 2.73 ICICI Prudential E.S.T.A.R 2,912 287,718,750 3.25

Lanco Infratech Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Tax Plan 80,000 35,576,000 0.40

Larsen & Toubro Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Index Fund 2,389 9,984,826 3.84 ICICI Prudential Infrastructure Fund 500,000 2,089,750,000 5.34 ICICI Prudential Indo Asia Equity Fund 100,000 417,950,000 4.51 ICICI Prudential Equity and Derivates Fund - 55,000 229,872,500 2.12 Wealth Optimiser Plan ICICI Prudential Services Industries Fund 48,629 203,244,906 2.52 Sensex Prudential ICICI Exchange Traded Fund 204 851,802 8.05 ICICI Prudential Income Multiplier Plan 20,075 83,903,463 1.96 ICICI Prudential Dynamic Fund 90,000 376,155,000 1.62 ICICI Prudential Balanced Fund 21,200 88,605,400 2.01 ICICI Prudential Growth Plan 52,304 218,604,568 4.05 ICICI Prudential Monthly Income Plan 16,290 68,084,055 1.20 ICICI Prudential Power 132,500 553,783,750 3.61 ICICI Prudential Equity and Derivates Fund - 19,200 80,246,400 0.57 Income Optimiser Plan Debt ICICI Prudential Liquid Plan 450 223,442,111 0.13 ICICI Prudential Fixed Maturity Plan Series 35 - 13 Months Plan A 5 49,960,442 1.88 ICICI Prudential Fixed Maturity Plan Series 39 – Three Months Plan A 250 124,134,503 99.60 ICICI Prudential Fixed Maturity Plan Series 34 - 16 Months Plan 30 299,762,652 9.88 ICICI Prudential Fixed Maturity Plan - Series 38 – One Year Plan B 200 94,972,503 22.66

134

Max India Ltd. Scheme Name Units Value % To Nav Equity ICICI Prudential Equity and Derivates Fund - 700,000 165,900,000 1.53 Wealth Optimiser Plan ICICI Prudential Fusion Fund Series II 300,000 71,100,000 0.55

Maruti Suzuki India Ltd. Scheme Name Units Value % To Nav Equity ICICI Prudential Equity and Derivates Fund - 80,000 76,136,000 0.70 Wealth Optimiser Plan Sensex Prudential ICICI Exchange Traded Fund 114 108,568 1.03 ICICI Prudential Growth Plan 75,000 71,377,500 1.32 ICICI Prudential Index Fund 2,430 2,312,631 0.89

Praj Industries Ltd. Scheme Name Units Value % To Nav Equity ICICI Prudential Equity and Derivates Fund - 231,000 46,927,650 0.34 Income Optimiser Plan.

Raymond Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Discovery Fund 300,000 122,400,000 2.12

Reliance Industries Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Balanced Fund 177,488 511,973,010 11.59 ICICI Prudential Blended Plan – Plan A 200,100 577,198,455 8.41 ICICI Prudential Blended Plan – Plan B 9,900 28,557,045 10.89 ICICI Prudential Dynamic Fund 1,050,000 3,028,777,500 13.08 ICICI Prudential Equity and Derivative Fund - 74,550 215,043,203 1.54 Income Optimiser Plan ICICI Prudential Equity and Derivative Fund - 299,924 865,145,774 7.98 Wealth Optimiser Plan ICICI Prudential Fusion Fund 234,192 675,538,534 8.84 ICICI Prudential Fusion Fund Series II 180,000 519,219,000 4.05 ICICI Prudential Child Care Plan – Gift 23,011 66,376,380 4.34

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ICICI Prudential Growth Plan 221,978 640,306,640 11.87 ICICI Prudential Income Multiplier Fund 22,000 63,460,100 1.48 ICICI Prudential Indo Asia Equity Fund 250,000 721,137,500 7.78 ICICI Prudential Index Fund 11,539 33,284,822 12.79 ICICI Prudential Infrastructure Fund 1,347,579 3,887,159,004 9.94 ICICI Prudential Monthly Income Plan 31,107 89,729,697 1.58 ICICI Prudential Power 323,000 931,709,650 6.08 Sensex Prudential ICICI Exchange Traded Fund 575 1,657,639 15.67 ICICI Prudential Tax Plan 250,000 721,137,500 8.12

Reliance Petroleum Ltd. Scheme Name Units Value % To Nav Equity ICICI Prudential Equity and Derivative Fund - 452,250 92,281,613 0.66 Income Optimiser Plan ICICI Prudential Index Fund 38,146 7,783,691 2.99

Sesa Goa Limited

Scheme Name Units Value % To Nav Equity ICICI Prudential Blended Plan – Plan A 62,250 212,303,625 3.09 ICICI Prudential Equity and Derivative Fund - 168,365 574,208,833 4.11 Income Optimiser Plan

Sterlite Industries Limited

Scheme Name Units Value % To Nav Equity ICICI Prudential Balanced Fund 120,863 108,305,334 2.45 ICICI Prudential Equity and Derivates Fund – 335,070 300,256,227 2.15 Income Optimiser Plan ICICI Prudential Fusion Fund - Series II 300,000 268,830,000 2.10 ICICI Prudential Growth Plan 186,725 167,324,273 3.10 ICICI Prudential Index Fund 6,003 5,379,288 2.07 ICICI Prudential Equity and Derivates Fund – 120,000 107,532,000 0.99 Wealth Optimiser Plan ICICI Prudential Power 570,000 510,777,000 3.33 ICICI Prudential Indo Asia Equity Fund 200,000 179,220,000 1.93 ICICI Prudential Infrastructure Fund 800,000 716,880,000 1.83 ICICI Prudential Tax Plan 100,000 89,610,000 1.01 ICICI Prudential Dynamic Plan 175,200 156,996,720 0.68

136

Tata Consultancy Services Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Balanced Fund 85,771 84,493,012 1.91 ICICI Prudential Dynamic Fund 759,000 747,690,900 3.23 ICICI Prudential Equity and Derivatives Fund - 229,503 226,083,405 2.08 Wealth Optimiser Plan ICICI Prudential Fusion Fund - Series II 375,000 369,412,500 2.88 ICICI Prudential Growth Plan 97,137 95,689,659 1.77 ICICI Prudential Income Multiplier Plan 40,440 39,837,444 0.93 ICICI Prudential Indo Asia Equity Fund 300,000 295,530,000 3.19 ICICI Prudential Index Fund 8,292 8,168,449 3.14 ICICI Prudential Monthly Income Plan 25,440 25,060,944 0.44 ICICI Prudential Power 431,220 424,794,822 2.77 ICICI Prudential Services Industries Fund 157,624 155,275,402 1.93 Sensex Prudential ICICI Exchange Traded Fund 194 191,090 1.81 ICICI Prudential Tax Plan 200,000 197,020,000 2.22 ICICI Prudential Technology Fund 55,866 55,033,597 4.17

Tata Motors Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Balanced Fund 80,200 57,082,350 1.29 Sensex Prudential ICICI Exchange Traded Fund 182 129,256 1.22 ICICI Prudential Fusion Fund 140,000 99,645,000 1.30 ICICI Prudential Growth Plan 98,500 70,107,375 1.30 ICICI Prudential Index Fund 3,264 2,323,152 0.89 Debt ICICI Prudential Interval Fund – Quarterly Plan 800 392,661,120 8.57 B

Trent Ltd. Scheme Name Units Value % To Nav Equity ICICI Prudential FMCG Fund 8,000 721,200 0.10 Debt ICICI Prudential Child Care - Study Plan 8,000 3,923,391 1.31

Videsh Sanchar Nigam Limited Scheme Name Units Value % To Nav

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Equity ICICI Prudential Infrastructure Fund 135,950 72,243,830 0.18 ICICI Prudential Index Fund 2,405 1,278,017 0.49 Debt ICICI Prudential Liquid Plan 8 200,000,000 0.11 ICICI Prudential Sweep 2 50,000,000 6.56

Wipro Limited Scheme Name Units Value % To Nav Equity ICICI Prudential Index Fund 12,326 5,585,527 2.15 Sensex Prudential ICICI Exchange Traded Fund 232 105,026 0.99

D) PENALTIES & PENDING LITIGATIONS

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 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 138

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. 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.

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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 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

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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 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

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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 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.

1. 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 142

and initiated a dialogue to conclude and regularize this matter. Upon consideration of the voluntary disclosures and representations made by ICICI Venture, SEBI vide its letter dated January 9, 2003 communicated that the above procedural lapse had been viewed seriously and advised ICICI Venture to take due care in future and improve its compliance mechanisms and standards to avoid recurrence of such incidents. 2. SEBI, Madras had issued a show cause notice dated May 31, 2002 to ICICI Venture alleging contravention of sub-Regulation 1 and sub-regulation 3 of Regulation 6 (for the year 1997) and sub-regulation 1 and sub- regulation 2 of Regulation 8 (for the years 1998, 1999, 2000 and 2001) of the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulation, 1997 for failure/delay in making the disclosure of its shareholding in Vimta Labs Limited. Adjudication proceedings were held. Based on the submissions made by ICICI Venture, SEBI vide order dated November 1, 2002 exonerated ICICI Venture from liability. ICICI Investment Management Company Limited (ICICI Investment Management) 1. ICICI Investment Management is the asset management company of “ICICI Securities Fund”, a mutual fund registered with the SEBI. SEBI had issued on May 22, 2000, a warning letter to ICICI Investment Management Limited for the lack of due diligence while submitting the offer document for ICICI CBO Fund.

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

Nature of claim Cases with Monetary Cases with no Claim less than Rs. 10 crs monetary claim Number Amt in Crs Number 1 Suits filed by shareholders/bond holders 31 0.3018 395 of the Bank.

2 Suits filed by debenture holders against 20 0.0662 7 the Bank as Debenture Trustees.

3 Suits filed by lessees/hirers seeking 60 0.4400 38 injunction against the Bank 4 Counter claims filed by Borrower/s or 12 17.6150 1 Guarantor/s.

5 Suits/Cases filed by other persons 7 9.3905 1

6 Writ Petitions filed by employees/ex 4 0.1511 50 employees

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Nature of claim Cases with Monetary Cases with no Claim less than Rs. 10 crs monetary claim 7 Writ Petitions filed by other persons 6 0.1970 11

8 Cases filed before the Banking 17 0.6718 146 Ombudsman 9 Suits pertaining to fraudulent 24 7.0000 3 transactions / theft / deceit / misrepresentation or similar conduct 10 Suits pertaining to foreign exchange 1 0.0500 0 regulations 11 Suits pertaining to products /facilities 532 28.0313 2781 provided by the Bank 12 Suits pertaining to interest charges 9 2.2620 2

13 Suits pertaining to property disputes 9 3.4280 21

14 Suits where the bank is impleaded as 0 0.0000 19 Proforma Defendant 15 Suits/Cases in respect of labour related 4 0.2123 21 matters 16 Criminal cases against the 3 1.0711 15 Bank/Directors/Senior Mgmt./Officials of the Bank 17 Cases filed under Sec. 138 of Negotiable 1 0.1800 0 Instruments Act 18 Suits against Government of India 0 0.0000 10 (SDFC cases) 19 Miscellaneous suits/legal proceedings in 423 18.6083 35 the course of business. TOTAL 1163 89.6765 3556 DETAILS OF CLAIMS AGAINST THE BANK AS ON JUNE 30, 2007 WHERE THE CLAIM AMOUNT IS MORE THAN RS. 10 CRS.

1.Special Civil Suit No. 3189 of 2002 - The suit was filed by Mardia Chemicals Limited (MCL) against ICICI Bank Ltd (the Bank) and Mr. K.V. Kamath and Ms. Lalita Gupte, in their capacity as the Bank’s Managing Director and Joint Managing Director for damages amounting to Rs. 5631.34 crores. The City Civil Court at Ahmedabad (Civil Court)on the application of the Bank, rejected the claim on various grounds including the ground that the suit is essentially a counter claim to the suit filed by the Bank before the Debt Recovery Tribunal (DRT),Mumbai and returned the plaint filed by MCL. On appeal by the MCL, the High Court of Gujarat partly allowed the appeal and passed a common order holding that the suit against the Bank would have to be filed before the DRT Mumbai but allowed the continuance of the suit against the Directors of the Company. MCL has been ordered to be wound up, the Hon’ble Court has issued notice to the Official Liquidator(OL). MCL has filed an application for amendment of their original plaint. The matter was listed on board before the Auxiliary Chamber Judge, City Civil Court at Ahmedabad on Aug 01, 2007 .After the permission to proceed in the absence of the authorized representative of OL, the Counsel finished his presentation on the issue of limitation as per the averments made in the plaint. The matter has now been posted for August 22, 2007 as a last opportunity to the OL to appear in the matter, after which the Court has agreed to pass order on our Chamber Summon for dismissal of the Plaint on the ground of limitation.

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MCL’s counter claim for the same amount against the Bank is pending before the DRT, Mumbai. Proof of affidavit filed. 2. Civil Suit No. 1431 of 2003 The suit was filed against ICICI Bank Ltd (the Bank) before the City Civil Court, Ahmedabad, by Rasiklal S. Mardia, Rakesh S. Mardia and Rajiv S. Mardia (RSM), in their capacity as guarantors, for damages amounting to Rs. 2078.97 crores to Mardia Chemicals. The Bank has filed applications for dismissal of the suit on various grounds, including the ground that the suit is barred by law on grounds of limitation as well as jurisdiction, as the subject matter of the suit is essentially a counter claim to the suit filed by the Bank before the DRT, Mumbai against these Guarantors. Next date for hearing is August 22, 2007 3. Civil Suit No. 899 of 2005 – ICICI Bank Ltd (the Bank) had filed a suit before the DRT, Ahmedabad in January 2002 against Gujarat Telephone Cables Limited (GTCL) for default against term loans, debentures and working capital provided by the Bank to GTCL. The Bank’s exposure as a lender to GTCL was transferred to Asset Reconstruction Company India Ltd (ARCIL) in March 2004. GTCL filed a suit in the Civil Court claiming damages of Rs. 1002.69 crores jointly and severally from State Bank of India, Bank of Baroda, United Western Bank, UTI Bank, Bank of India, ARCIL and ICICI Bank Ltd. The Bank has filed an application for rejection of the plaint. The company filed an application before the Board for Industrial & Financial Reconstruction (BIFR) which was rejected. The next date of hearing is August 22, 2007. 4. Industrial Finance Corporation of India Ltd (IFCI) filed a joint suit with erstwhile ICICI Limited and LIC (being OA no. 128/98) before DRT, Delhi against Foremost Ceramics and guarantors for recovery of the dues payable. One of the guarantors, Shri H.S.Jalan, has filed a counter claim in DRT, Delhi on October 16, 2001, for an amount of Rs. 450 crores against IFCI, ICICI Bank and LIC.IFCI, the lead has filed reply, adopted by ICICI Bank and LIC, denying these averments and stating that the counter claim does not deny the fact of the guarantee and that the guarantor is merely trying to escape liability. Next date of hearing is on September 7, 2007. 5. Civil Suit No. 107 of 1999 – Erstwhile ICICI Ltd had filed an application in the DRT, Delhi against Esslon Synthetics Limited (ESL) and its managing director (in his capacity as guarantor) for recovery of dues payable to it. Guarantors have filed an interim application to delay proceedings on the ground that certain documents have not been exhibited. The Bank, has replied that these documents are neither relevant nor necessary for adjudicating the lis between the parties. This interim application is pending disposal. Matter to come up for hearing on August 16, 2007. 6. Erstwhile ICICI Ltd had filed a suit against Punalur Paper Mills Limited (PPL) for recovery of dues in Bombay High Court (since transferred to DRT, Mumbai) and the loans are assigned to Kotak Mahindra Bank in September 2004. PPL and its directors have filed a suit against erstwhile ICICI Ltd and other lenders claiming Rs. 26.69 crores as damages, jointly & severally. ICICI Bank has filed its Written Statement. Matter is pending in DRT in view of PPL's reference pending before Appellate Authority for Industrial & Financial Reconstruction (AAIFR). 7. Civil Suit No. 192 of 2001 - ICICI Bank (the Bank) had filed a suit in the DRT, Baroda against Vision Organics Limited (VOL) for recovery of Rs. 312.7 million. VOL has filed a counter claim against the Bank for Rs. 23 crores to which the Bank has filed its replies. Interim application filed by the company for payment/setting off of the main claim based on the counter claim filed by VOL. The same was rejected by the DRT. VOL has preferred an appeal before the DRAT against the said rejection of their application vide M.A. No. 181/2006, which has been finally heard and the same is now reserved for orders. The matter pending before the DRT has been adjourned till August 23, 2007 and the same shall be listed before DRT 2 8. Civil Suit No. 434 of 2001 - The Peerless General Finance & Investment Company Ltd., debenture holder of Essar Oil Limited has filed a suit against Essar Oil Limited and others in the High Court, Kolkata for non-receipt of redemption amount and interest of Rs. 11.23 crores. ICICI Bank in its capacity as debenture trustee was named as a defendant in this suit. The Bank’s written statement along with an application under Order VII Rule 11, C.P.C. to dismiss the plaint has been filed. The suit is pending disposal. 9.Civil Suit No. 1559 of 1998 - Kalpana Lamps and Components Limited (KLCL) had availed of financial assistances from ICICI Bank (the Bank) and other lenders. Anchor Electronics and Electricals Limited (AEEL) had paid the outstanding dues to the Bank and other lenders on behalf of KLCL and requested the Bank to assign the securities in their favour. AEEL filed a suit for specific performance which was amended to a money suit claiming Rs. 10.68 crores with interest thereon from the Bank and others and the same is pending before Bombay High Court. The Bank has filed its written statement. AEEL has filed an application for release of title deeds of KLCL’s properties at Ranipet. The Bank has given its no-objection certificate to the above. The other charge holders are yet to give their no-objection certificate for the release. Order of winding up for KLCL has been passed and official liquidator has been appointed. The Application filed by AEEL for release of title deeds has been dismissed as withdrawn.

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10. A counterclaim has been filed by Hindustan Agrochemicals and five others (OA no. 29/2001 before DRT, Jaipur) against IFCI, IDBI, ICICI Bank, Central Bank of India and Rajasthan Pollution Control Board in February 6, 2007. The applicants of the counterclaim claim Rs. 10 crores along with interest @18% p.a on account of wrongful blacklisting of the names of the said applicants by the Reserve Bank of India, at the behest of IFCI, IDBI, ICICI and Central Bank of India.The reply to this counterclaim has to be filed on September 10, 2007. 11.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. 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, 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;

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 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.

CIVIL CLAIMS AGAINST DIRECTORS 1. A suit (no.3189 of 2003) was filed against Mr K. V. Kamath by Mardia Chemicals Ltd (MCL) in the City Civil Court at Ahmedabad for a purported amount of Rs. 5631 crores. An application has been filed for the dismissal of the suit on the grounds of limitation, jurisdiction and no cause of action against Mr. Kamath and Ms. Gupte. The court has ordered notice to the Official Liquidator (OL) and the reply is awaited from the OL. The matter was listed on December 20, 2006, for ascertaining the position of service of notice on the Official Liquidator of Mardia Chemicals Limited. It is found that the notice has been served on the Official Liquidator, but Official Liquidator has not entered its appearance. The matter was listed on board before the Auxiliary Chamber Judge, City Civil Court at Ahmedabad on Aug 01, 2007 and the Senior Counsel appearing on our behalf in the matter pressed for argument on the Chamber Summons filed by us on the grounds indicated above even in the absence of the authorized representative of OL who has not been appearing in the matter despite service of notice. This was allowed by the Court and our Counsel finished his presentation on the issue of limitation as per the averments made in the plaint itself. Before proceeding to the next ground of no cause of action against the Director, we have requested the Court to decide the admissibility on the first issue itself. The matter has now been posted for August 22, 2007 as a last opportunity to the Official Liquidator to appear in the matter, after which the Court has agreed to pass order on our Chamber Summon for dismissal of the Plaint on the ground of limitation.

CASES AGAINST CHAIRMAN AND DIRECTORS

Criminal Complaints :

1. A criminal complaint (64 of 2002) was filed against 36 individuals including Mr. K. V. Kamath before the Court of the Chief Metropolitan Magistrate, Patiala House, New Delhi by Mr. M. M. Sehgal, the promoter of Sehgal Papers Limited (SPL). ICICI Bank (the Bank), as part of a consortium of lenders, led with IFCI Limited (IFCI) as lead institution, had extended financial assistance to SPL. No summons has been issued to the Bank so far. The matter is at the stage of pre-summoning evidence before Patiala House. Only one witness has been examined as of now. Matter is posted for hearing on August 23, 2007.

2. A criminal complaint was filed on May 5, 2002 before the Judicial Magistrate First Class, Bhiwandi by Sheikh Mohd. Khalid Munnavar a car insurance policy holder, for the alleged non-cognizable offences of criminal intimidation etc., against three officers of ICICI Lombard. Mr. K V Kamath, the Bank’s MD has also been named as accused in the criminal complaint (No. 2887 of 2002) describing him as one of the officers of ICICI Lombard, and making an allegation that all four officers conspired in committing the offences. Mr. K.V. Kamath is a Non Executive Director on the board of ICICI Lombard. A writ petition was filed before the Mumbai High Court seeking quashing of the criminal complaint on various grounds.

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The High Court passed an Order, staying the proceedings before the Judicial Magistrate First Class, Bhiwandi. Thereafter summons were issued against the Officers, including Mr. K.V. Kamath. This order of the issuance was accordingly challenged by way of Writ Petition in the Bombay High Court. The Hon’ble Bombay High Court has stayed further hearing of the case and the said Writ Petition will now be listed for hearing and final disposing in its usual course. On 22nd December 2006 the above Petition reached hearing before Her Ladyship the Hon'ble Mrs. Justice V.K. Tahilramani. Counsel for the state appeared and requested for time since the Non Cognizable register maintained by the Bhiwandi Police Station as called for by the Hon'ble High Court was awaited. After hearing and recording the assurance given by the Counsel for the State to produce the N.C. Register within three weeks, her Ladyship was pleased to fix the above Petition for hearing on 24th January 2007. However the matter was not heard on the said date and is now up for hearing in the usual course.

3. Vijay Shankar Prasad, as a debenture holder of Lloyds Finance & Investment Company Limited (LFICL), had filed a criminal complaint (Case No. – 2064I of 2000) for non-receipt of interest and redemption amount from the aforesaid company, in the Court of Chief Judicial Magistrate, Patna (CJM). As ICICI Bank is acting as trustees, he has inter alia, impleaded Mr. K.V.Kamath. The CJM court had taken cognizance of the offence and issued summons for appearance. Aggrieved by such direction, a criminal revision application was filed before the Sessions Judge, Patna. Upon hearing, the revision application was admitted and directions were issued staying the proceedings before CJM court and records were also called from the lower court. However, the company has since paid the outstanding dues of the debenture holder and to this effect a Memorandum of Understanding (MOU) has also been executed between the Complainant and the Company. Hearing in the matter is continuing. The next date for hearing for the criminal complaint is on August 13, 2007. The Hon'ble Sessions Judge, Patna has called for the lower Court Records in the Criminal Revision Application No. 754/2001. Matter has been heard partly on May 3, 2007 and May 11, 2007 and hearing in the matter has been concluded on May 16, 2007 and the next date is fixed on August 6, 2007. The matter was taken up on the aforesaid date when the Ld. judge raised certain points (whether criminal revision filed by an office shall lie or not) which was duly argued by the senior counsel appearing on behalf of the bank and certain judgements were also placed by us. The matter has now been fixed on August 16, 2007 for final hearing.

4. Madan Gopal as a debenture holder of Modern Denim Limited (MDL) had filed a criminal complaint (Case No. – 2175I of 2001) for non-receipt of interest and redemption amount from the aforesaid company, in the Court of Chief Judicial Magistrate, Patna (CJM). As ICICI Bank (the Bank) is acting as a trustee, he has inter alia, impleaded Mr. Narayan Vaghul, the Chairman of the Bank. The CJM court had taken cognizance of the offence and issued summons for appearance. Aggrieved by such direction, a criminal revision application was filed before the Sessions Judge, Patna. Upon hearing, the revision application was admitted and directions were issued for staying the proceedings before CJM court and records were also called from the lower court. However, the company has since paid the outstanding dues of the debenture holder and to this effect a Memorandum of Understanding (MOU) has also been executed between the complainant and the Company. The Bank has filed an application enclosing a copy of the MOU before the Sessions Judge for quashing of the proceedings. Hearing of the criminal revision was concluded on April 12, 2007 and the matter was fixed on April 25, 2007 for judgement when the Criminal Revision filed by the Bank was allowed, stating that issuance of summons against Mr. Vaghul has been reversed. On August 9,2007 the certified copy of the order has been filed before the lower court for disposal of the matter. The lower court has fixed the next date on November 6, 2007 for passing neccessary orders.

5. Binay Kumar one of the debenture holder of Modern Denim Limited (MDL) had filed a criminal complaint (Case No. – 795 (C) of 2001) for non receipt of interest and redemption amount against the aforesaid company, in the Court of Chief Judicial Magistrate, Patna (CJM). ICICI Bank (the Bank) is acting as a trustee. The complainant has inter alia, impleaded Mr. Narayan Vaghul, the Chairman of the Bank. The trial court had taken cognizance of the offence and issued non-bailable warrant of arrest. Aggrieved by such direction, a criminal revision application was filed before the Sessions Judge, Patna (Case No. 640 of 2006). Upon hearing, the revision application was admitted and directions were passed against execution of warrant of arrest and the matter was transferred to the Court of 7th Additional Sessions Judge, Patna for disposal. However, the company has since paid the outstanding dues of the debenture holder and to this effect a Memorandum of Understanding (MOU) has also been executed between the Complainant and the Company on September 30, 2003. We have filed quashing proceedings before the High Court, Patna for

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quashing the entire criminal proceedings of Complaint Case No. 795 (C) of 2001 against Mr. Narayan Vaghul. The matter has not been called for hearing by the Court.

6. Giridharilal Bishambardas Nayyar, MD of Vishwa Electronics (I) Ltd has filed a criminal complaint in the year 2002 before the Chief Judicial Magistrate (CJM), Ahmednagar against IDBI, their 16 directors (which includes Mr. N.Vaghul, Chairman ICICI Bank) and their 3 officers. The Complaint in short alleges that IDBI did not disburse the full amount of loan, as well as made misrepresentation about sanctioning the loan in participation with IFCI, IDBI has filed a recovery suit against the company in 2000. None of the accused has been served with the notice from the court. The Hon'ble CJM has issued bailable warrants (setting the bail for Rs 500/-) against all the accused on December 5, 2005. Revision Petition has been filed in the Session Court, which has stayed the bailable warrant. The Hon’ble Court got vacated in January 2007, hence the case is pending disposal. The next date of hearing had been set for February 16, 2007, however the presiding Judge was not appointed. Next date not yet listed.

7. Three criminal complaints (2412/S/2003, 2413/S/2003 and 2414/S/2003) were filed by Inspectors, Security Guards Board, Greater Bombay & Thane District, in the year 2000 against erstwhile ICICI Ltd and Mr. K.V.Kamath, ICICI Bank’s MD, before the Metropolitan Magistrate, Mumbai, under the Maharashtra Private Security Guards Act, 1981 on the grounds that security guards were engaged from exempted security agencies even though ICICI was registered with the Security Guards’ Board. The earlier notices in this regard were replied to stating that registration is only in respect of residential quarters for employees and not in respect of other establishments. Revision Petition has been filed in the Session Court for quashing of the complaint and which has been admitted and the proceedings of the complaints have been stayed till further orders. Matter to come up for hearing on November 29, 2007 in the Metropolitan Magistrate’s Court whereas the revision application shall came up for hearing before the Sessions Court on August 9, 2007 and the matter was adjourned for want of time to September 13, 2007.

8. ICICI Bank (the Bank) Ranchi branch received a notice from Regional Labour Commissioner, Ranchi on September 25, 2004 stating that the Bank has not registered as Principal Employer under Contract Labour (Regulation & Abolition) Act 1970 with the Regional Labour Commissioner (Central) Ranchi impleading Ms. Chanda Kochhar, the Bank’s Executive Director and two of our employees. The Bank replied stating that for all the Bank’s branches/offices/establishment in the eastern part of India, the Kolkata office of the Bank has obtained a Registration Certificate. Hence, the Bank claimed that there was no need of taking separate registration certificate for the Ranchi branch. Ranchi branch also submitted a copy of the registration certificate. However, Assistant Labour Commissioner Ranchi, proceeded with filing of criminal case inter alia against Ms. Chanda Kochhar in the court of Chief Judicial Magistrate, Ranchi. Application under section 482 of Code of Criminal Procedure has already been filed before Ranchi High Court for quashing of the proceedings in the lower court matter. The court has granted stay on the proceedings.

9. Surendra Dutta has filed a criminal complaint (FIR I III dated April 9, 2001) against Mr. K.V.Kamath and others, before Rajpura City Police Station, Chandigarh for alleged offence of car booking by forging his signature during 1995 by certain officers of erstwhile Anagram Finance Ltd (AFL). ICICI Bank (the Bank) has made submissions to DIG, Patiala that the directors of the Bank cannot be proceeded against for an alleged offence committed by AFL in 1995 as AFL was taken over by erstwhile ICICI Ltd in 1998. The DIG Patiala having been convinced has directed investigating officer of Rajpura Police Station not to proceed in the matter without explaining entire details to him. The matter is pending before the Investigating Officer for the purpose of investigation. However, files relating to the same are not traceable and hence the matter is not being proceeded with.

10. A case has been filed (no. 35 of 2006) by P.A.More, Inspector S & E, in the Court of the Additional Chief Metropolitan Magistrate, Mumbai against ICICI Bank Ltd, Mr. K.V.Kamath, Ms. Kalpana Morparia, Ms. Chanda Kochhar and Dr. Nachiket Mor for non renewal of license of the Capital Markets Branch, Fort, Mumbai, under the Bombay Shops & Establishments Act, 1958. By an order dated November 20, 2006 the application filed for dropping of summons and discharge of directors of ICICI bank Ltd. was rejected against which a revision application was filed in the Sessions Court vide application no. 1380 of 2006 wherein the Hon’ble Session Court has passed an interim order dated December 13, 2006 in favour of ICICI Bank and its Directors granting stay on further proceedings till the revision application is finally disposed off. The next date fixed in the Sessions Court is August 10, 2007, whereas in the Metropolitan Magistrate Court is is on August 13, 2007.

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11. ICICI Bank (the Bank) had filed a criminal complaint against the Direct Sales Agent (DSA) and his associates for cheating and defrauding the Bank. Ajatshatru Mishra, an associate of the DSA, has filed a counter complaint bearing no.2858/2006 (u/s 323, 341, 506 r/w 34 IPC) against Rasmi Ranjan Swain, Viresh Sharma, ICICI Bank Ltd. and Mr. K. V. Kamath in the Court of Judicial Magistrate, Bhubaneshwar. The court has passed an order u/s. 156(3) of Cr.P.C and the same is pending for investigation. The Crime Branch, Bhubaneshwar has taken up the matter for investigation and the statement of the complainant as well as the witness have been recorded. Police is yet to submit the final report in the Court.

12. The complainant Shri. Ram Lal filed a complaint with Station House Officer (SHO). Mandawa Delhi against, interalia, the Chairman and All Directors of ICICI Bank. The complaint had been sanctioned a loan of Rs. 85,000/-. However, an amount of Rs. 64,145/- has been paid in cheques and the balance has been paid in cash against receipt. The Complainant states that the Bank has manufactured the said receipt. The Complaint further states interalia that the Equated Monthly Installments (EMIs) of Rs. 5855/- were to start from October 7, 2004 to January 7, 2006, however, 18 post dated cheques have been taken by the Bank in advance. Further that the rate of interest as was informed to the Complainant by the officer of the bank was lesser but the rate of interest is being charged @ 14.1%. The complainant has further alleged that he has suffered a loss of Rs. 40,000/- or more on account of commission or omission by the Bank. The complaint was initially not registered by the SHO. He then filed a complaint with the Commissioner of Police as also with the RBI. Lastly, the complainant has moved the Additional Chief Metropolitan Magistrate (ACMM) for seeking directions to register the FIR. The ACMM directed SHO to register the FIR, which has since been registered as FIR No. 50 of 2007 dated January 22, 2007. We are in the process of moving the Hon'ble High Court for quashing FIR U/S 482 CRPC.

13. Mr. Tapan Bose, a defaulting customer whose vehicle (given as security to ICICI Bank (the Bank) was repossessed had filed a complaint with the relevant authorities consequent to which an FIR has been registered by the Police. The said customer has made an application to the Chief Metropolitan Magistrate under section156(3) of CrPC seeking directions from the Court for Police investigation against the Bank, Mr. Narayan Vaghul, Mr. K.V.Kamath, Ms. Kalpana Morparia, Ms. Chanda Kochhar, Dr. Nachiket Mor, and Mr. V.Vaidyanathan. Pursuant to the same the police have been directed to file their report on April 25, 2007. We are co-operating with the police investigation, as required. Matter to come for hearing on August 17, 2007 for filing of our evidence and argument.

14. A complaint (No.375 of 2007) was filed by Mr. P. Dhanraj on March 2, 2007 in the court of the Metropolitan Magistrate, R.R.District at Cyberbad, Hyderabad, against Mr. K.V.Kamath and certain of our officials for a direction by the court to Moinabad police station to initiate action against Mr. K.V.Kamath and the said officials. The father of the complainant who was our customer had availed a vehicle loan from us. The customer defaulted in making repayments which resulted in his vehicle being repossessed by us in December, 2005. On the customer providing an undertaking to us that default would not occur in future and pursuant to a request for release of the vehicle we released the vehicle back to him. However, the customer defaulted again in making repayments and thus the vehicle was again repossessed and the same was sold by us in January 2007. A letter was sent to the customer in this regard on February 2007 requesting him to come to our branch and to accept a refund of Rs. 2,29,692/- . It was at this stage that the complainant informed us about the death of the customer in the month of May 2006. The Complainant, instead of approaching us for the refund, then proceeded to file the aforesaid complaint. On March 5, 2007, the Metropolitan Magistrate passed an order to register an FIR in the matter pursuant to which, on April 3, 2007 the police registered an FIR against Mr. K.V.Kamath and the said officials and on June 14, 2007 the police came for enquiry at our branch office. The police are yet to file a report before the magistrate in the matter.

15. A criminal complaint (No.892/2007) was filed by Mr. Amit Kumar Bhattacharya against Mr.K. V. Kamath on June 8, 2007, before the Judicial Magistrate, Jamshedpur inter alia alleging criminal breach of trust and cheating. The complainant had purchased a repossessed vehicle from us and a receipt in this regard was issued by our Branch Manager, Jamshedpur Branch. We further provided certain documents to the complainant in this regard including a no-objection letter addressed to the concerned insurance company for removal of hypothecation and relevant forms for the termination of the hypothecation subsisting on the vehicle as well as for transfer of ownership of the vehicle in question. Allegedly, when the complainant approached the District Transport Office for the registration of the said vehicle he was informed that no such vehicle has been registered in the registration records. Aggrieved by this the complainant has filed the aforesaid complaint against Mr.

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K.V.Kamath and the then branch manager of our Jamshedpur branch. Cognizance has not been taken yet. We are exploring out of court settlement with the complainant.

16. The following proceedings have been initiated against Mr. Watsa who is contesting each of the proceedings through his counsel and is taking steps to have the same quashed. O.R.E Holdings Limited, an affiliate of Fairfax Financial Holdings Limited, had earlier filed Petition No. 76 of 2005 before the Company Law Board at Chennai against Mr.Palanisamy alleging fraud, oppression and mismanagement.

Mr. Palanisamy, on March 07, 2007 instituted a complaint (CMP No 897 of 2007) before the Judicial Magistrate against Mr. Watsa and others at Kangeyam alleging offences under Sections 420, 109, 408, 409 read with Section 120 (B) of the Indian Penal Code, 1860 (“IPC”). The Judicial Magistrate directed registration of a first information report (“FIR”) and an FIR was registered at Erode. The High Court at Madras has stayed investigation by its order passed in a petition bearing Criminal OP No 12695 of 2007. Mr.C.Cheniappan, an agent of Mr. Palanisamy, has on June 01, 2007, June 08, 2007 and on June 9, 2007 filed three FIRs (FIR No 238 of 2007, 466 of 2007 and 468 of 2007) at Chenimalai and Kangeyam Police Stations in Erode alleging offences under Sections 109, 120B, 406, 409, 420, 467, 468, 472, 477 and 471 of the IPC against Mr. Watsa and others.

Show Cause Notice : 1. A show cause notice for Contempt of Court has been issued by Mr Manoharlal Gupta against Shri K.V.Kamath in Petition no. 47/2005 filed in Civil Court Kota for alleged “wrongful seizure” of vehicle. ICICI Bank has filed its written statement. The proceedings are still at the evidence stage. The plaintiff, Mr. Manoharlal Gupta was testified on April 23, 2007 and the matter is to come up for hearing.

2. A show cause notice received on July 9, 2007 in the name of Mr. K.V. Kamath, Managing Director of Bank and Branch Manager of Malda Branch, West Bengal has been issued by Labour Enforcement Officer, under the Payment Of Gratuity Act 1972. The inspection report was mainly for non-submission of Form-A and Non display of Form - U. The inspection report, when received at the branch, was replied within the stipulated time with formal compliance report to the Deputy Chief Commissioner of Labour with a copy to Labour Enforcement Officer. The Bank has requested the Deputy Chief Labour Commissioner to exclude the name of Mr. Kamath from the notice issued, as he is not the authority responsible for ensuring day-today administration of the Bank at the branch level and replace it with Mr. Shashikant Panda, Regional Head. The Bank has requested to Deputy Chief Labour Commissioner to treat the matter as closed.

Others : 1. ICICI Bank (the Bank), has filed suit against Sajjan Textile Mills Limited and guarantors for recovery of the Banks dues before DRT, Mumbai and obtained Recovery Certificate (RC) for Rs.5,90,32,753/-. As the secured assets are situated at Tamil Nadu, the RC was transferred to DRT, Coimbatore for its execution. In the auction held the successful bidder failed to remit the bid amount of Rs. 2,50,99,999/- and hence opportunity was given to the second bidder by the Recovery Officer (RO), DRT, Coimbatore. As the RO and the Presiding Officer (PO), Coimbatore were shifted, the PO, DRT, Chennai having concurrent charge on the DRT, Coimbatore, took up the recovery proceedings and passed orders for transfer of RC to Mumbai as he has no jurisdiction to execute the RC. The Bank filed a writ petition against the above order before High Court, Madras and on August 2, 2004 obtained directions to the PO, DRT, Chennai to complete the sale in favour of the second bidder in accordance with law within an outer time limit of 2 months from August 2, 2004. Accordingly, PO, DRT, Chennai passed orders for removal of machineries in 5 lots on payment of the value of the machinery by the second bidder for each lot according to valuation report submitted by the valuer. A total sum of Rs. 2,51,00,000/- has been remitted by the second bidder as on September 28, 2004 and the machinery were handed over to the purchaser by the Recovery Inspector, DRT, Coimbatore as on October 5, 2004 as per the directions of PO, DRT, Chennai. The company filed a Special Leave Petition (SLP) against the Bank and the purchaser before the Supreme Court against the Order dated August 2, 2004 and obtained an interim stay of the operation of the above order. The Supreme Court directed the purchaser to bring back all the machinery. Pursuant to that Company issued a notice of contempt to the Bank as well as to the purchaser for restoration of machinery. The Bank has replied that machinery were sold pursuant to the orders of the High Court and DRT and were delivered to the purchaser by the Recovery Inspector, DRT, Coimbatore before the order of status quo passed by the Supreme Court on October 29, 2004. However the company filed a Contempt Petition No.84 of 2005 against Mr. K.V.Kamath, MD and CEO of the Bank, Mr. P.Anandakrishnakumar, AGM and the purchaser. The Bank has taken notice of the contempt 150

petition and the Supreme Court was pleased to order notice to the purchaser and also dispensed with the presence of Mr. K.V.Kamath MD and CEO and others. The Bank has filed detailed counters in the Contempt Petition. The hearing of contempt petition is posted with main SLP for disposal. The Supreme Court also passed orders for payment of share of the sale proceeds to the Bank on giving an undertaking before the Supreme Court to redeposit the amount in case the Civil Appeal is allowed. Accordingly, the Bank have filed an affidavit before Supreme Court and received the sale proceeds from DRT, Coimbatore to the extent of ICICI Bank’s share for a sum of Rs.12.5 million and the same is appropriated. The Bank has filed a Perjury application against Directors of the company and others for having made false evidence and false statement in the Contempt Petition. The Supreme Court Registry has refused to take up the Perjury application for mentioning unless the Contempt Petition is tagged on to the Perjury application. Therefore the Perjury application will be taken up along with Civil Appeal. Sajjan Textiles Mills Limited filed a Writ Petition No.12854 of 2007 before HC, Madras for issue of a Writ of Mandamus directing an Advocate Commissioner to be appointed, to search and seize all the machinery belonging to the company and sold in the Public Auction held by DRT, Coimbatore at the instance of ICICI Bank wherever they may be found, with the aid and assistance of Director General of Police, Chennai by strictly complying with the Order dated January 17, 2005 passed by Supreme Court in Civil Appeal No.573 of 2005 and handover the same to the company. The HC was pleased to dismiss the above writ petition on April 9, 2007 when the matter came up for admission on the ground that the matter is subjudice before the Supreme Court in Civil Appeal and Contempt Petition are pending. Against this order, Sajjan Textiles Mills Limited filed a Writ Appeal SR No.40090/2007 before HC, Madras and also filed an application for condonation of delay in filing the writ appeal. We have entered appearance and the writ appeal will be dismissed in the admission stage itself as the subject matter of writ appeal has already been seized of by the Supreme Court. The writ appeal is yet to be listed. Meanwhile the company petition pending before the High Court, Bombay came up for passing winding up order of Sajjan Textile Mills Limited and the same is to be listed during third week of August 2007. 2. D.A.Patkar, landlord of Dombivali branch premises of erstwhile Sangli Bank has filed an application in the court of the Civil Judge (Junior Division) for contempt of court against us, our Deputy Managing Director Ms.Chanda Kochhar and certain other of our officials on the ground that the said premises were transferred by the erstwhile Sangli Bank to us in contravention of an order of the court. A copy of the said application was served on us on June 21, 2007. We are in the process of filing our reply inter alia stating that the transfer was by operation of law, pursuant to the order dated April 18, 2007 of the RBI sanctioning the scheme of amalgamation of Sangli Bank with ICICI Bank. 3. The customer Akshayansu Sekhar Das had filed a consumer complaint (No. 270/06) before the Consumer Dispute Redressal Forum, Mumbai against the CEO of the bank claiming refund of Rs 6,441/- and cost. The consumer forum on September 16, 2006 passed an ex-parte order directing refund of the said amount to the customer with cost of Rs 500/-. On July 2007, the customer moved an execution application and by an order dated July 10, 2007 the consumer forum issued ex-parte bailable warrant against the CEO. On July 17, 2007 we came to know about the said order and immediately moved an application before the district consumer forum for stay of the order. The customer had subscribed to credit card services and an amount of Rs 6,400/- was due and payable by the customer. Though the customer had alleged that he had paid the amount in cash on April 27, 2004 and settlement letter was issued, again on October 17, 2005 he was forced by the collection team to pay a sum of Rs 6,441/-. It was found that the customer had forged and obtained the settlement letter, no receipt was ever issued to the customer for payment in cash. The customer had also deliberately served notice to us on a different address. The Hon'ble court on July 17, 2007 has stayed the order of bailable warrant till August 10, 2007. 4. There were allegations of insider trading against Hindustan Lever Limited (HLL) in connection with acquisition of 800,000 shares of Brooke Bond Lipton India Limited (BBLIL) by private negotiations with UTI, a few months before the merger of BBLIL with HLL was announced in 1996. SEBI held the company and five of the directors of HLL, including Mr. M. K. Sharma guilty of insider trading. On appeal, the Appellate Authority allowed the appeal and set aside the order of SEBI and absolved the company and its Directors of this charge. SEBI has preferred a writ petition before the Bombay High Court challenging the order of the Appellate Authority, which is pending. SEBI has also filed a prosecution against HLL (and five of its directors including Mr. M. K. Sharma) and these proceedings are also pending, but have not progressed.

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Criminal Complaints : 1. A criminal complaint (1648 of 2001) was filed against us by Mr.Rajiv Agarwal before the Chief Judicial Magistrate, Jaipur impleading amongst others, our then Managing Director and CEO, Mr.H.N.Sinor. The reason for Mr. Agarwal filing the case involved dishonour of a cheque which he had issued and which had been returned unpaid at Calcutta as the cheque was not drawn on the correct branch. By an order dated September 13, 2001 the Chief Judicial Magistrate took cognizance of the said complaint and directed issuance of summons to all the accused. On November 21, 2001, Mr.Apoorv Ghosalpuria, then branch manager of our Jaipur branch was granted bail as he was present in court, however, the Chief Judicial Magistrate, Jaipur directed that another accused Mr.K.Ravi, erstwhile branch manager of our Jaipur branch be summoned by a bailable warrant. ICICI Bank approached the Jaipur bench of the High Court of Rajasthan (“High Court”) with a criminal revision petition (15 of 2002) for quashing the criminal complaint. The High Court by an order dated January 9, 2002 stayed the proceedings before the Chief Judicial Magistrate, Jaipur until a final decision was reached in the revision petition filed before it. The stay order has the effect of also staying arrest warrants issued by the Chief Judicial Magistrate, Jaipur. On July 18, 2005, vide an ex-parte order, the High Court vacated the above-referred stay order dated January 9, 2002. We then filed a miscellaneous petition before the High Court against the lifting of the stay as aforesaid and pursuant to our averments in this regard the High Court reinstated the stay order dated January 9, 2002 vide an order dated October 20, 2005. Mr. Agarwal then filed an application for lifting of the stay granted as aforesaid. The said application by Mr. Agarwal has however been dismissed by the High Court. As a result, the stay that was granted by the High Court on January 9, 2002 continues to be operative and in effect. The revision petition filed by us to quash the criminal complaint has been listed for hearing on August 21, 2007 before the High Court.

2. Five criminal complaints (9419/S/2002 to 9423/S/2002) were filed against ICICI Bank (the Bank) before the 39th Court of Presidency Metropolitan Magistrate at Mumbai by the Municipal Corporation of Greater Mumbai (BMC) for violation of Section 471 of the BMC Act read with Section 328-A thereof on grounds of non-payment of licence fees for the illuminated signboards at the Bank’s ATM centres. The Bank has filed a writ petition (2377 of 2002) in the Bombay High Court challenging the applicability of the provisions of Sections 328 & 328-A of the BMC Act in respect of the ATM centres. The writ petition was dismissed. In appeal, the Bank has filed a special leave petition (24215 of 2002) in the Supreme Court. The Supreme Court has granted a stay against all prosecutions and proceedings by BMC in this regard. The Metropolitan Magistrate stayed the proceedings before it till the final disposal of SLP. On August 4, 2005 Supreme court passed the order with a finding that putting of the ATM Board by the Bank does not fall under the category of sky sign u/s. sec.328, but the Supreme Court given a liberty to BMC to consider whether the said issue falls under the category of advertisement u/s.328-A, and issue fresh notice before the hearing. The Bank has submitted a copy of the Supreme Court order to the Magistrate and prayed for the dismissal of the complaints and an order is awaited in this matter now. The matter is adjourned for August 29, 2007.

The BMC had also filed two similar complaints (88/M/2003 and 89/M/2003) before the 27th Court of Presidency Metropolitan Magistrate at Mumbai, against the Bank. The Bank has submitted a copy of the Supreme Court order to the Magistrate and prayed for the dismissal of the complaints and this matter is now fixed for September 28, 2007.

3. Two criminal complaints (2415/S/2003 and 2416/S/2003) were filed by Inspectors, Security Guards Board, Greater Bombay & Thane District, in the year 2000 against ICICI Bank (the Bank) before the Metropolitan Magistrate, Mumbai, under the Maharashtra Private Security Guards Act, 1981, on the grounds that security guards have been engaged from unexempted security agencies. The Bank has taken a stand that the exemption of security agencies continued on account of a previous High Court Order in the writ petition filed by certain security agencies. The complaints are pending disposal. Revision Petition has been filed in the Session Court for quashing of the complaint and which has been admitted, and the proceedings of the complaints have been stayed till further orders. Matter to come up for hearing on November 29, 2007 in the Metropolitan Magistrate’s Court whereas the Revision Application shall come up for hearing before the Sessions Court on August 9, 2007 and the matter was adjourned for want of time to September 13, 2007.

4. Two criminal complaints (2347/S/2003 and 2349/S/2003) were filed by Inspectors, Security Guards Board, Greater Bombay & Thane District, in the year 2001 against ICICI Bank (the Bank) before the Metropolitan Magistrate, Mumbai, under the Maharashtra Private Security Guards Act, 1981 on the grounds that security guards have been engaged from unexempted security agencies. The Bank has replied stating that the Security Guards were deployed on trial basis and are being replaced by Armed Guards. The complaints are pending disposal. Revision Petition has been filed in the Session Court for quashing of the complaint and which has been admitted, and the proceedings of the complaints have been stayed till further orders. Matter to come up for hearing on November 29,

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2007 in the Metropolitan Magistrate’s Court whereas the Revision Application shall come up for hearing before the Sessions Court on August 9, 2007 and the matter was adjourned for want of time to September 13, 2007. 5. Based on the investigation of Directorate of Revenue Intelligence (DRI), 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. 6. Three criminal complaints (2412/S/2003, 2413/S/2003 and 2414/S/2003) were filed by Inspectors, Security Guards Board, Greater Bombay & Thane District, in the year 2000 against erstwhile ICICI Ltd and Mr. K.V.Kamath, ICICI Bank’s MD, before the Metropolitan Magistrate, Mumbai, under the Maharashtra Private Security Guards Act, 1981 on the grounds that security guards were engaged from exempted security agencies even though ICICI was registered with the Security Guards’ Board. The earlier notices in this regard were replied to stating that registration is only in respect of residential quarters for employees and not in respect of other establishments. Revision Petition has been filed in the Session Court for quashing of the complaint and which has been admitted and the proceedings of the complaints have been stayed till further orders. Matter to come up for hearing on November 29, 2007 in the Metropolitan Magistrate’s Court whereas the Revision Application shall come up for hearing before the Sessions Court on August 9, 2007 and the matter was adjourned for want of time to September 13, 2007. 7. A case has been filed (no. 35 of 2006) by P.A.More, Inspector S & E, in the Court of the Additional Chief Metropolitan Magistrate, Mumbai against ICICI Bank Ltd, Shri K.V.Kamath and other Working Directors for non renewal of license of the Capital Markets Branch, Fort, Mumbai, under the Bombay Shops & Establishments Act, 1958. By an order dated November 20, 2006 the application filed for dropping of summons and discharge of directors of ICICI bank Ltd. was rejected against which a revision application was filed in the Sessions Court vide application no. 1380 of 2006 wherein the Hon’ble Session Court has passed an interim order dated December 13, 2006 in favour of ICICI Bank and its Directors granting stay on further proceedings till the revision application is finally disposed off. The next date fixed in the Sessions Court is August 10, 2007, whereas in the Metropolitan Magistrate Court is is on August 13, 2007. 8. ICICI Bank (the Bank) had filed a criminal complaint against the DSA and his associates for cheating and defrauding the Bank. Ajatshatru Mishra, an associate of the DSA, has filed a counter complaint bearing no.2858/2006 (u/s 323, 341, 506 r/w 34 IPC) against Rasmi Ranjan Swain, Viresh Sharma, ICICI Bank Ltd. and Mr. K. V. Kamath in the Court of Judicial Magistrate, Bhubaneshwar. The court has passed an order u/s. 156(3) of Cr.P.C and the same is pending for investigation. The Crime Branch, Bhubaneshwar has taken up the matter for investigation and the statement of the complainant as well as the witness have been recorded. Police is yet to submit the final report in the Court. 9. Mr. Tapan Bose, a defaulting customer whose vehicle (given as security to ICICI Bank (the Bank) was repossessed had filed a complaint with the relevant authorities consequent to which an FIR has been registered by the Police. The said customer has made an application to the Chief Metropolitan Magistrate under section156(3) of CrPC seeking directions from the Court for Police investigation against the Bank, Mr. Narayan Vaghul, Mr. K.V.Kamath, Ms. Kalpana Morparia, Ms. Chanda Kochhar, Dr. Nachiket Mor, and Mr. V.Vaidyanathan. Pursuant to the same the police have been directed to file their report on April 25, 2007. We are co-operating with the police investigation, as required. Matter to come for hearing on August 17, 2007 for filing of our evidence and argument. 10. Durgeshwar Deka has filed a criminal complaint against ICICI Bank (the Bank) in May 2006 before the Court of the Hon’ble Chief Judicial Magistrate, Kamrup at Guwahati bearing CC No 4540 of 2006. The complainant had purchased a car from a dealer in Guwahati. We were the financing bank. The complainant alleged that he was being charged EMI at the rate of Rs 6,900/- per month whereas the amount that was agreed upon was Rs 6,177/- per month. The complainant alleged that the bank statement showed the financed amount to be Rs 2,16,000/- whereas the actual financed amount was Rs 1,98,000/-. The Bank has filed a criminal revision petition bearing no 141 of 2006 before the Guwahati High Court. The Hon'ble High court has passed an order stating that the proceedings in the lower court be stayed till disposal of the criminal revision filed by us is disposed off. 11. The complainant Shri Sheo Kumar Khemani has filed a criminal case impleading the branch manager, Patna, cashier of the branch and also us as a party before the JMFC, Patna, CC No 286(C)/04 alleging that he had deposited Rs.2,30,000/- in cash at the counter of the branch to be credited in his account maintained with us, and only an amount of Rs. 1,30,000/- has been deposited. However, on investigation, it was ascertained that he had deposited Rs. 1,30,000/- only and is fraudulently trying to extract money from the Bank. We have filed our reply before the Learned Court and matter is fixed on August 1, 2007 for producing evidence by the complainant. The matter was not

153 taken up on the said date and the matter has been fixed on September 1, 2007 for producing evidence by the complainant. 12. Two criminal complaints (CC No1212/2005 & 1927/2005) have been filed by the relevant authorities under the Apprenticeship Act, 1961 against us and certain of our officials for not hiring 8 apprentices at Vallabh Vidyanagar and Baroda branches under the said Act, in the court of the Judicial Magistrate, Vadodara. We are in the process of filing our replies. The Complaints are pending for disposal. Show Cause Notice, Penalties : 1. Mars Enterprises imported cars under EPCG Scheme and despite the restrictions on transfer transferred one of such car (BMW 735 I) to Dharmesh Jain of Nirmal Lifestyle Ltd; ICICI Bank and their DSA (M/S Shreeji Marketing) facilitated funding and transfer of the car and thus abetted and colluded with the said persons to dispose off the duty exempt goods. Mars Enterprises, their partners (Sanjay Narang, Ashok Narang, Rachna Narang ), Dharmesh Jain & Nirmal Lifestyle have been called upon to show cause as to why the customs duty evaded with interest@24% should not be recovered along with the penalty and other penal actions should not be taken against them. ICICI Bank and its employees Rajesh Rajah, former National Credit Manager and Dinesh (in body of the notice referred as Vinod) Panicker, Regional Credit Manager and our DSA Shreeji Marketing ,their partners (Suryakant & Krsna Kachalia) and their Manager (Mahendra Shah) are called upon to show cause as to why penalty should not be imposed on them under section 112 (a) & (b) of the Customs Act,1962 (which could be up to Rs 42.93 lacs).

Others : 1. On January 11, 2007 ICICI Bank received an application from Ms. Ekta Chaudhary (the “Customer”) for disclosure of certain internal records under the Right to Information Act (the “Act”). The Bank has after receiving the said application sent a reply on two occasions i.e. 17th February and 28th February 2007, stating very expressly that the Bank does not fall under the purview of the Act, since it applies to “public authorities” and as per the Act and the Bank does not fall within the purview of the term “public authorities”. Pursuant to the Bank sending the said replies, the Customer has filed an appeal before the Central Information Commission on March 10, 2007, to which the Bank has filed a reply on May 1, 2007. The matter is pending for disposal.

Criminal Cases against associates of ICICI Bank ICICI Home Finance Company Limited (ICICI Home Finance) 1. A criminal complaint (1472/ of 2002) was filed against ICICI Home Finance Company Limited (ICICI HFC) and also against some of ICICI Bank's Directors before the Metropolitan Magistrate's 26th Court at Borivli, Mumbai, by Ms. Dipali Gopani for alleged wrongful recovery of Rs. 3,150/- and non-return of title deeds. The complaint has been subsequently withdrawn against certain directors and is now pending against Ms. Lalita D. Gupte, Ms. Kalpana Morparia. An application for discharge of the Directors has been filed in the trial court, which is pending disposal. There is a stay on this matter by the Bombay High Court hence no next date is given The AMC: 1. One of the Investors under Prudential ICICI Growth Plan had made investment to the tune of Rs. 50,00,000 under section 54EB of the Income Tax Act, 1961. In accordance with the legal opinion of the counsel of the Fund, the Fund is of the view that investments under section 54EB of the Income Tax Act, 1961 read with CBDT notification no. 10247 dated December 19, 1996 and the Offer Document of Prudential ICICI Growth Plan, the units had to be locked-in for a period of seven years from the date of investment. However, the Investor had disputed this stand and had filed a petition against Prudential ICICI Asset Management Company Limited as one of the respondents in the Honourable Delhi High court seeking the direction of the Court for premature redemption of units. SEBI vide its order dated September 4, 2000, rejected the petitioner's claim for premature redemption of units. The Petitioner has subsequently approached the Securities Appellate Tribunal seeking release of money due upon redemption of units and payment of interest there on. The matter has been heard by the Tribunal and the Tribunal dismissed the petition of the investor. The investor has, once again, filed a writ in the High Court of Delhi challenging the order of the Tribunal. This matter was listed before Hon’ble Delhi High court for final arguments in the regular hearing list. The investor has, once again, filed a writ in the High Court of Delhi challenging the order of the Tribunal, the Hon’ble Delhi High court has dismissed the appeal vide its order dated 8th February 2006. However, the Petitioner has redeemed the investment after completion of Lock-in period thereby making the writ in fractious. An Affidavit had been filed before the Court as per the legal advice stating the fact of the redemption and the consequent invalidity of the writ. The matter was listed for hearing before the Court on 8th February 2006. The appeal was dismissed in default as no one appeared on behalf of the investor.

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The Trustee : Nil

C. Any deficiencies in the systems and operations of the sponsor of the mutual fund or any company associated with the sponsor in any capacity such as the AMC or the trustee company which SEBI has specifically advised to be disclosed in the offer document, or which has been notified by any other regulatory agency. ICICI Bank and its associates: NIL

Prudential plc. & its associates

Date Company Description of Sanction 1995 Prudential Corporation PC was publicly criticised by the London Stock Exchange plc (PC) for the manner in which it dealt with authorisation of a dealing in Prudential shares by its then Chief Executive. December The Prudential The FSA issued a section 60 notice and a public 1997 Assurance Company statement criticising PAC's compliance arrangements Limited (PAC) with respect to its direct sales force. The AMC: Nil

The Trustee: Nil

D. Any enquiry/adjudication proceedings under the SEBI Act and the regulations made there under, against the sponsor of the mutual fund or any company associated with the sponsor in any capacity such as the AMC, Board of Trustees/Trustee Company or any of the directors or key personnel of the AMC

ICICI Bank

1. ICICI Bank (the Bank) has received show cause notices in the matter of alleged excise duty evasion to the extent of Rs. 1.48 crores by Bannari Amman Sugars Limited (BASL), Rs. 1.96 crores Triveni Engineering Co. Ltd (TECL), and Rs. 1.31 crores by Balrampur Chini Mills Ltd (BCML) in respect of the equipments purchased for their project funded by the Bank under Asian Development Bank (ADB) / World Bank line of credit. BASL, TECL and BCML have paid the duty under protest and sought refund thereof. The Bank has filed replies through its advocates showing cause as to why the penalty is not payable and sought for personal hearing. We are awaiting hearing of the matter.

2. Bnk (the Bank) has received show cause notices in the matter of alleged customs duty evasion to the extent of Rs. 3.90 crores by Jaypee Cements Ltd (JCL), Rs. 4.25 crores by Orient Ceramics & Industries Ltd. (OCIL), Rs.0.47 crores by Balarampur Chini Mills Limited (BCML), in respect of the equipments purchased for their project funded by the Bank under ADB line of credit. The Bank has filed its reply through its advocates showing cause as to why the penalty is not payable and have sought a personal hearing. We are awaiting hearing of the matter.

3. 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.

4. Peliminary Investigation under section 11(2) of the Monopolies and Restrictive Trade Practices (MRTP) Act, 1969 has been initiated against ICICI Bank (the Bank) by the Office of Director General of Investigation and Registration based on a complaint filed by Mr Ramesh Kumar Sharma dated 26.04.2007. The Complainant is a credit card holder of the Bank and due to non payment of dues was charged with interest charges and late payment

155 fee. Complainant claimed that levying of interest charges and late payment fee amounts to double charging. A clarification in the matter has been provided that interest charges and late payment fee are different in nature and does not amount to double charges as claimed by complainant. Description of same is also provided in credit card application form and under MITC clause a(ii) and 'c(ii).

5. Pandit filed a Case no. C-147/2006/DGIR before the Monopolies and Restrictive Trade Practices Commission (MRTP), on November 7, 2007. The Complainant, M.S. Pandit, held a credit card issued by us against which he made purchases from M/s Arihant Colour Lab for the amount of Rs. 11,959/- While processing the amounts to be recovered, he agreed to pay the EMI at the processing charge of 1%, to be calculated after deducting one EMI in advance from the total purchases. Although the complainant did not initially raise any objections as to this, he subsequently complained of unfair trade practices. We have replied to this complaint. Thereafter, the complainant sought to examine the basis on which we charged him the EMI without his consent. On this issue, the MRTP Commission has issued a query raising certain questions. We are yet to reply to this query.

6. We have received a notice of enquiry from the MRTP Commission dated May 31, 2007 under the Monopolies and Restrictive Trade Practices Act, 1969 and the Monopolies and Restrictive Trade Practices Commission Regulations, 1991 in the matter of DG (I&R) vs ICICI Bank Limited. A preliminary investigation report has been filed before the MRTP Commission inter alia alleging that we have been indulging in unfair trade practices while promoting our services of providing credit cards to the general public through our direct sales agents (“DSA”). It has been alleged inter alia that we are promoting and sourcing credit card customers through DSAs without disclosing that the DSAs are not our agents but are independent contractors; that applications are obtained from prospective credit card customers without adequate disclosure of the ‘Most Important Terms and Conditions’ (“MITC”); and that we are levying penal charges without ensuring that the statements of accounts have been received on time by credit card holders etc. We are in the process of preparing a reply to the allegations in the aforesaid notice of enquiry. The next date of hearing fixed in the matter is September 3, 2007. Prudential Corporation plc & its associates:

Date Company Description of Sanction April 1994/ The Prudential In relation to The Prudential Assurance Company Limited (PAC). March 1995 Assurance Company LAUTRO approached PAC in April 1994 with a request for its co- Limited (PAC) operation in an informal review to validate LAUTRO’s pension rules for the future. Prudential agreed to co-operate. LAUTRO subsequently expressed various concerns about the Prudential’s approach to pension transfers. The review was placed on a formal footing in March 1995. Following further discussions with LAUTRO, LAUTRO agreed not to take any disciplinary action and no charges were brought. 1995-1997 The Prudential A number of writs were issued by SIB from 1995 to 1997 in Assurance Company connection with the mis-selling of personal pensions, mainly where Limited (PAC) a personal pension was taken out in preference to occupational scheme membership but in some cases where an occupational scheme benefit was transferred to a personal pension.

Some were for protective purposes pending review of the sale under the SIB guidance; others proceeded and many have reached settlement via consent orders on the basis of payment of full compensation but without an admission of liability. November/ Pru Banking ITC Advertising Complaints Reports. Complaints were received December from 3 viewers. An advertisement for a Prudential 60 Day Notice 1997 Account offered a rate of 7.5% gross per annum on £10,000 and included the statement "you won't find a better rate of interest for £10,000."

Two viewers objected that a "better rate" of 7.6% could be obtained on £10,000 in a Legal & General 60 Day Notice Account. The third viewer objected that the rate of 7.5% in fact including a 1% loyalty bonus which only applied after £10,000 had been held in the

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account for 12 months.

Assessment: Following a complaint on 17 October 1997, the ITC drew Teletext's attention to a higher rate of interest that was apparently being paid on a Legal & General account comparable to the Prudential's. Teletext immediately removed the Prudential advertisement from air pending investigations. These revealed that whilst Legal & General had introduced a rate of 7.6% on 10 October 1997, Prudential had not matched this rate until 17 October 1997. In addition, whilst Prudential's advertising agency had on 15 October 1997 requested Teletext to amend the rate to 7.6% from 20 October 1997, press advertising for the Prudential account had reflected the higher rate on 17 October 1997.

Teletext confirmed that the headline rate was stated gross of a 1% loyalty bonus which was only paid if the account was still open after 12 months and only two withdrawals had been made. They agreed that this was a significant condition which should have been made clear and instructed that subsequent advertising for this Prudential account should include details.

The ITC agreed that the advertising had been misleading during the period that Legal & General had been offering a higher rate than Prudential and considered that the omission of details about the 1% loyalty bonus had also rendered the advertisement misleading.

Teletex had already removed the advertisement from air and would not permit it to return until the relevant amendments were made.

Decision: Complaints upheld. August 1998 The Prudential Following an article in The Guardian concerning possible pensions Assurance Company mis-selling, the PIA will be investigating 2 cases. Limited (PAC) 1998 The Prudential An objection was received via the Trading Standards Department to Assurance Company a leaflet that claimed "Save around £100 on home insurance". The Limited (PAC) complainant, who was given a quote for £16 more than his existing policy, challenged whether the savings were generally attainable.

Adjudication: The complaint was upheld. The advertisers submitted a summary of their research which showed that nine- tenths of customers who had switched their home insurance to Prudential had saved an average of £97.99. They argued that the claim was neither a price promise nor a guarantee that Prudential would always be the cheapest. The Authority noted that the leaflet stated elsewhere that "You could save money ...". It considered, however, that the claim implied that switching to the advertisers' household insurance policies always saved customers money. Because that was not true, the Authority asked the advertisers not to use the claim again. 1998 The Prudential 2 Complaints about advertisements in the national press: Assurance Company Limited (PAC)

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1. An objection to a national press advertisement that was headlined “Prudential announce a rate change of great interest to savers” and featured a table of interest rates for the advertisers’ 60 Day Notice Account . One column of the table was headed “Monthly Rates (inc loyalty bonus)” and quoted annual interest rates for those who have their interest paid monthly. A footnote stated “The rates include a loyalty bonus of 1% gross pa (0.8% net pa) calculated daily and paid annually on the anniversary date. This is paid provided the account is still open and in the preceding 12 months no more than two withdrawals have been made and the balance has not been less than £2,000.” The complainant objected that the advertisement was misleading because the loyalty bonus was not paid until the anniversary date. Adjudication: Complaint upheld. The advertisers said they believed the footnote explained that monthly interest was calculated excluding the loyalty bonus but accepted that the presentation of the advertisement could be confusing. The Authority considered that the advertisement was misleading and it welcomed the advertisers’ intention to amend future advertisements to state monthly interest rates without the loyalty bonus, which they will show separately. 2. An objection to a national press advertisement that was headlined “Why you’ll be better off with Prudential because we’re No. 1 in our field”. The complainant challenged the claim.

Adjudication: Complaint upheld. The advertisers submitted evidence that showed they were number one in some but not all the aspects of their pension and life insurance business. The Authority accepted that the advertisers claim was acceptable in relation to pensions and life insurance but considered that their information did not adequately substantiate the general claim that the advertisers were “No. 1” in their field. The Authority asked the advertisers to specify in future the sectors in which they could show they were “No. 1”. May 2001 National Planning State of Florida (Division of Securities & Finance) fined NPC Corporation (NPC) $10,000 for failing to register two branch offices. NPC were also required to sign a Stipulation and Consent Agreement. December National Planning NPC have established a $6m claimants' fund after agreement with 2001 Corporation (NPC) New York Attorney General (NYAG). This follows HYAG investigation into sale of payphones and leaseback arrangements of ETS payphones by representatives of NPC. NYAG allege that the sale constituted an unregistered securities offering. January 2002 Prudential PNL was fined £5,000 by OPRA following a determination Nominees Limited regarding the Ledo Limited Pension Plan (a SSAS) for which PNL (PNL) is pensioner trustee. The fine is in respect of failing to appoint an auditor and other procedural failures. January 2002 Jackson National JNL have reached a settlement of Haggan case and the Andrews, Life (JNL) Dunn and Gales cases linked to it for a sum of $10m. Finalised in January 2002, the terms of the settlement are confidential and should not be disclosed to third parties. - Despite the Haggan settlement above, further litigation regarding Ultimate interest sensitive policies continues in Michigan, Illinois, Mississippi and Louisiana. JNL continue to try and resolve Ultimate 'vanishing premium' complaints on a fair and reasonable basis in order to avoid litigation where possible.

The AMC Notice received from SEBI under Rule 4 of SEBI (Procedure for Holding Inquiry and Imposing Penalties by Adjudicating Officer) Rules, 1995. AMC has received a notice from SEBI under Rule 4 of SEBI (Procedure for Holding Inquiry & Imposing Penalties by Adjudicating Officer) Rules, 1995. It has been alleged that Mutual Fund had switched the investments of some Provident Funds from Gilt schemes and failed to adhere to the norms pertaining to the systems, organisation, risk management, customer service etc. as laid down in the circulars issued by SEBI. AMC is in the process of

158 submitting its reply to SEBI.

The Trustee: Nil

E) BORROWING BY THE MUTUAL FUND Under the Regulations, the Fund is allowed to borrow to meet its temporary liquidity needs of the Fund for the purpose of repurchase, redemption of units or payment of interest or dividend to the Unitholders. Further, as per the Regulations, the Fund shall not borrow more than 20% of the Net Assets of the Scheme and the duration of such borrowing shall not exceed a period of six months. The Fund may raise such borrowings after approval by the Trustee from any of its Sponsors/Associate/Group Companies/Commercial Banks in India or any other entity at market related rates prevailing at the time and applicable to similar borrowings. The security for such borrowings, if required, will be as determined by the Trustee. Such borrowings, if raised, may result in a cost, which would be dealt with in consultation with the Trustees.

F) STOCK LENDING BY THE MUTUAL FUND The Scheme will not engage in stock lending. G) INTER-SCHEME TRANSFERS The Fund may purchase/sell securities under the scheme, through the mode of inter scheme transfers, if such a security is under the buy/sell list of this scheme and is on the sell /buy list of another scheme under the fund. Under such circumstances, the transactions will be effected based on the prevailing market price on spot basis and in conformity with regulation. The valuation of untraded/unquoted securities and debt instruments shall be done in accordance with provisions of the regulations.

H) GENERAL INFORMATION • Power to make Rules Subject to the Regulations, the Trustee may, from time to time, prescribe such terms and make such rules for the purpose of giving effect to the Scheme with power to the AMC to add to, alter or amend all or any of the terms and rules that may be framed from time to time.

• Power to remove Difficulties If any difficulties arise in giving effect to the provisions of the Scheme, the Trustee may, subject to the Regulations, do anything not inconsistent with such provisions, which appears to it to be necessary, desirable or expedient, for the purpose of removing such difficulty.

• Scheme to be binding on the Unitholders: Subject to the Regulations, the Trustee may, from time to time, add or otherwise vary or alter all or any of the features of investment plans and terms of the Scheme after obtaining the prior permission of SEBI and Unitholders (where necessary), and the same shall be binding on all the Unitholders of the Scheme and any person or persons claiming through or under them as if each Unitholder or such person expressly had agreed that such features and terms shall be so binding.

• DOCUMENTS AVAILABLE FOR INSPECTION 1. Memorandum and Articles of Association of the Trustee Company and the AMC 2. Agreement between Trustee and HDFC Bank Ltd. 3. Investment Management Agreement 4. Trust Deed and amendments thereto 5. Mutual Fund Registration Certificate 6. Consent of Registrar to act in the said capacity 7. Consent of Auditors to act in the said capacity 8. Securities and Exchange Board of India (Mutual Funds) Regulations, 1996 and amendments thereof from time to time. 9. Indian Trust Act, 1882.

Notwithstanding anything contained in this document, the provisions of the SEBI (Mutual Funds) Regulations, 1996 and the Guidelines thereunder shall be applicable.

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Note: The Scheme under this Offer Document was approved by the Directors of ICICI Prudential Trust Limited by circulation on September 20, 2007.

For and on behalf of the Board of Directors of ICICI Prudential Asset Management Company Limited Sd- Nimesh Shah Managing Director Place : Mumbai Date : December 20, 2007

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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 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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Official Points of acceptance of transactions under all the schemes of ICICI Prudential Mutual Fund Branches of ICICI Prudential Asset Management 1-129, 2nd Floor Centurian Plaza, Opp. to ICICI Bank, Near Benz Circle, M.G. 322469 / 322099 • Kalyani: A-1/50, Block A, Kalyani 741 235. Tel: (033) Company Ltd. located at: Road, Vijayawada-520 010 (A.P.) Tel: (0866) 6616662/6618882 • 32422711, 32422712 • Kannur: Room No. PP 14/435, Casa Marina Shopping Centre, Talap, Kannur – 670004, Tel: (497) 3249382 /3249147 • • Ahmedabad: 401, Sears Towers, Nr. Panchawati, Gulbai Tekra, Ahmedabad- Visakhapatanam: G-8, Rams Plaza, Diamond Park Lane, Dwarkanagar, Karimnagar: H. No. 7-1-257, Upstairs S.B.H., Mankammathota, Karimnagar 380 006. Tel: (079) 26421095/96, 26408960 / 9029 • Amritsar: 2nd Floor, Visakhapatanam-530 016. Tel: (0891) 6666 333, 6666 318. Branches of Computer Age Management 505 001. Tel: (0878) 3208004/3205752 • Kolhapur: AMD Sofex office No. Eminent Malt, 10, Kennedy Avenue, The Mall, Amritsar-143 001. Tel: (0183) 7, 3rd Floor, Ayodhya Towers, Station Road, Kolhapur - 416 001. Tel No. : 5009347, 5014503 • Bangalore: 15/16, Vayudooth Chambers, Ground Floor, Services Pvt. Ltd. (CAMS) located at: 0231- 3209732 • Kollam: Kochupilamoodu Junction, Near VLC, Beach Trinity Circle, M. G. Road, Bangalore-560 001. Tel: (080) 25323789, • Agra: F-39/203, Sky Tower, Sanjay Place, Agra 282 002. Tel: 0562-252 1812 Road, Kollam-691001. Tel: (474) 3248376 / 3248377 • Kottayam: Door No. 25323675/76, 25323680 • Bangalore (Jayanagar): 757/11, 2nd Floor, Oceana • Ahmednagar: 203-A, Mutha Chambers, Old Vasant Talkies, Market Yard IX / 1276, Amboorans Building, Manorama Junction, Kottayam - 686 001. Chambers, 13th Cross Road, 7th Block, Jayanagar, Bangalore -560 082. Tel: Road, Ahmednagar 414001. Tel: (0241) 3204221/3204309 • Ajmer: Shop no. Tel No. 0481- 3207011 • Kurmool: H.No.43/8, Upstairs, Uppini Arcade, (080) 26712753 / 54 • Baroda (Vadodara): 3rd Floor, West Wing, Landmark S-5, 2nd Floor, Swami Complex, Ajmer, Rajasthan 305 001. Tel: 0145- N.R. Peta, Kurnool – 518004. Tel: (8518) 312978 / 312970 • Latur: Kore Building, Race Course Circle, Vadodara-390 007. Tel: (0265) 2322283/84 • 3092040 • Akola: Opp. RLT Science College, Civil Lines, Akola 444 001. Tel: Complex2nd Cross Kapad LineNear Shegau Patsanstha, Maharashtra, Latur Bhubaneswar: 2nd Foor, Epari Plaza, Plot No. C-653, Unit-3, Janpath, (0724) 3203830 • Aligarh: City Enclave, Opp. Kumar Nursing Home, Ramghat – 413512. Tel: (2382) 341927 / 341507 • Manipal: Academy Annex, First Bhubaneswar, Orissa. Tel: (0674) 2535805, 2535806 • Chandigarh: SCO 137- Road, Aligarh - 202 001. Tel: (0571) 3200301/3200242 • Allahabad: 1st Floor, Floor, Opposite Corporation Bank, Upendra Nagar, Manipal 576 104. Tel: 138 Ist Floor, Sector 9-C, Chandigarh-160 017. Tel: (0172) 2745302/3/2746195 Chandra Shekhar Azad Complex (Near Indira Bhawan), 5, S.P. Marg, Civil 0820-257 3333, 529 2033 • Mathura: 159/160, Vikas Bazar, Mathura - • Chennai: Abithil Square, No. 189, Lloyds Road, Chennai - 600 014. Tel: (044) Lines, Allahabad 211 001. Tel: 0532-260 1602 • Alwar: 256-A Scheme No.1, 281001 (U.P.). Tel: (0565) 3207007, 3206959 • Meerut: 108, 1st Floor, 28112202 / 28112203 • Chennai: No. 22/4, Aashika Chambers, Chamiers Rd, Arya Nagar, Alwar (Raj.) - 301 001. Tel: (0144) 2702324 • Amaravati: 81, Shivam Plaza, Opposite Eves Cinema, Hapur Road, Meerut 250 002. Tel: Teynampet, Chennai-600 018. Tel: (044) 2433 8228/ 2433 8229 • Coimbatore: Gulsham Tower, Near Panchsheel, Amaravati 444 601. Tel: 0721-329 1965 • 0121-2400 700 • Mehsana: 1st Floor, Subhadra Complex, Urban Bank Old No:58, New No.126, 1st floor, TV Swamy Road (West), R.S. Puram, Amritsar: 378-Majithia Complex, 1st Floor, M. M. Malviya Road, Road, Gujrat, Mehsana-384002. Tel: (2762 ) 323985 / 323117 • Coimbatore-641 002. Tel: (0422) 2543380/82/84 • Dehradun: 1st Floor, Opp. Amritsar 143 001. Tel: 0183-221 1194 • Anand: Rupal Consultancy, C/o Jinesh Muzafferpur: Brahman Toil, Durga Asthan, Gola Road, Muzaffarpur- St Joseph School Back Gate, 33, Subhash Road, Dehradun-248 001. Tel: (0135) Shah & Associates (C.A.), 101, AP Towers, B/h Sardar Ganj, Next to Nathwani 842001, Tel: 0621-3207504/3207052 • Mysore: No.3, 1st Floor, CH.26 7th 2712302/3209051/2713376 • Dhanbad: Upper Ground Floor, Shreeram Mall, Chambers, Anand 388 001. Tel: 02692-325071, 320704 • Anantapur: 15-570- Main, 5th Cross (Above Trishakthi Medicals), Saraswati Puram, Ashok Nagar, Shastri Nagar, Dhanbad-826 001. Tel: (0326) 2305647/2306267 33, I Floor, Pallavi Towers, AP, Anantapur - 515001. Tel: (8554) Mysore 570 009. Tel: 0821-309 1244/ 234 2182 • Navasari: 103 - • Durgapur: Mezzanine Floor, Lokenath Mansion, Sahid Khudiram Sarani, City 326980/326921 • Ankleshwar: G-34, Ravi Complex, Valia Char Rasta, G. I. D. Harekrishna Complex, above IDBI Bank, Nr. Vasant Talkies, Chimnabai Centre, Durgapur, Dist.: Burdwan, West Bengal-713 216. Tel: (0343) 2544682. C., Ankleshwar, Bharuch-393002. Tel: (02646) 310206 / 310207 • Asansol: Road, Navsari - 396445. Tel: (02637) 327709, 329238 • Nellore: 9/756, • Gurgaon: Unit No. 109, First Floor, Vipul Agora, M.G. Road, Gurgaon-122 Block-G 1st Floor, P C Chatterjee Market Complex, Rambandhu Talab P O First Floor, Immadisetty Towers, Ranganayakulapet Road, Santhapet, 002, Haryana. Tel: (0124) 2567761/63 • Guwahati: Jadavbora Complex, M. Ushagram, Asansol 713 303. Tel: 0341-329 5235 • Aurangabad: Office No. 1, Nellore - 524 001. Tel: 0861-329 8154 • Panipat: 13, 1st Floor, Gaushala Dewan Path, Ullubari, Guwahati -781 007. Tel: (0361) 2462153/52 • 1st Floor, Amodi Complex, Juna Bazar, Aurangabad 431 001. Tel: 0240-2363 Mandi Market, G.T. Road, Panipat 192 103. Tel: 0861-329 8154 • Patiala: Hyderabad: L.B. Bhavan, 6-3-550 Somajiguda, (Opp. Medinova), Hyderabad- 664 • Balasore: B C Sen Road, Balasore - 756 001. Tel: 06782-326808 • 35, New Lalbagh Colony, Patiala 147 001. Tel: 0175-329 8926, 222 9633 • 500 082. Tel: (040) 66610099/100. • Indore: 310-311 Starlit Tower, 29/1 Y N Bellary: No.18A, 1st Floor, Opp. Ganesh Petrol Pump, Parvathi Nagar, Main Pondicherry: 25, First Floor, Jawaharlal Nehru Street, Pondicherry 605 001. Road, Indore-452 001. Tel: (0731) 4043003 / 04 • Jaipur: 305, 3rd floor, Road, Bellary - 583 101. Tel: (0839) 326848, 326065 • Berhampur: Gandhi Tel: 0413-222 0575 / 233 5722 • Porbandar: 1st Floor, Silver Complex, S.T. Ganpati Plaza, M.I. Road, Jaipur-302 001. Tel: (0141) 2389326, 2389257, Nagar Main Road, 1st Flr., Upstairs of Aroon Printers, Dist. Ganjam, Road, Porbandar 360 575. Tel: (0286) 3207767/3205220 • Raichur: # 12 – 2389126 • Jalandhar: 102, First Floor, Arora Prime Tower, G T Road, Berhampur-760 001, Orissa. Tel: 0680-320923/ 3205855 • Bhagalpur: Dr. R P 10 – 51 / 3C, Maram Complex,Besides State Bank of Mysore, Basaveswara Jalandhar -144 001. Tel: (0181) 5054697 • Jamshedpur: Office # 7, II Floor, Road, Khalifabag Chowk, Bhagalpur-812 001, Bihar. Tel: 641-3209093 / Road, Karnataka, Raichur – 584101. Tel: (8532) 323215/323006 • Bharat Business Centre, Holding # 2, Ram Mandir Area, Bistupur, Jamshedpur- 3209094 • Bhavnagar: 305-306, Sterling Point, Waghawadi Road, Opp. HDFC Rajahmundry: D.No 7-27-4 Krishna Complex, Baruvari Street, T Nagar, 831 001. Tel: (0657) 2756150/51 • Jodhpur: Plot No. 3, Sindhi Colony, Shastri Bank, Bhavnagar 364 002. Tel. No.: (Off) 0278 - 3004641. Fax: 0278-2567020 Rajahmundry 533 101. Tel: 0883-5565531 • Ratlam: Dafria & Co., 81, Bajaj Nagar, Jodhpur - 342 003. Tel: (0291) 5101906/2772551 • Kanpur: 516-519, • Bhilwara: C/o. Kodwani & Associates, F-20-21 Apsara Complex, Azad Khanna, Ratlam-457001, Madhya Pradesh. Tel: 07412 - 324829 & 324817 Krishna Tower, 5th Flr, 15/63 Civil Lines, Opp. U.P. Stock Exchange, Kanpur- Market, Bhilwara - 311 001. Tel: (01482) 226832, 231808 Bokaro: HC-3, Ist • Rohtak: 205, 2nd Floor, Blg. No. 2, Munjal Complex, Delhi Road, Rohtak- 208 001. Tel: (0512) 2303505/ 2303520 • Kochi: No. 6, 3rd floor, Emgee Floor, CityCentre,Sector-4, Bokaro Steel City, Bokaro - 827004, Jharkhand. Tel: 124001, Harayana. Tel: 01262-318687/ 318589 • Rourkela: 1st Floor, Square, M.G. Road, Kochi-682 035. Tel: (0484) 2353 199/2371 809/ 3097 458 06542-324 881/326 322 • Belgaum: No. 21, Ground Floor, Arvind Complex, Mangal Bhawan, Phase II, Power House Road, Rourkela 769 001. Tel: • Kolkata: 124, Lords, 1st Floor, 7/1 Lord Sinha Road, Kolkata-700 071. Tel: 1552 Maruti Galli, Belgaum 590 002. Tel: 0831-2425 305 • Bhavnagar: 305- 0661-329 0575 • Salem: No.2, I Floor, Vivekananda Street, New Fairlands, (033) 2282 4077/82 • Kolkata: "JARDINE", 2nd Floor, 4, Rajendra Prasad 306, Sterling Point, Waghawadi Road, Opp. HDFC Bank, Bhavnagar-364002. Salem-636 016. 0427-325 2271 Sambalpur: C/o Raj Tibrewal & Associates, Sarani (Clive Road), Kolkata-700 001. Tel : (033) 22305865 / 22305866 • Tel: 0278-3004641 • Bhilai: 209 , Khichariya Complex, Opp IDBI Bank, Nehru Opp.Town High School, Sansarak, Sambalpur-768001, Orissa. Tel: 0663- Lucknow: 1st Floor, Modern Business Centre, 19 Vidhansabha Marg, Lucknow- Nagar Square, Bhilai 490 020. Tel: 0788-505 0568 • Bhopal: C-12, 1st Floor, 329 0591 • Sagar: Opp. Somani Automoblies, Bhagwanganj, Madhya Above Life Line Hospital, Zone-I, M.P.Nagar, Bhopal 462011 (M.P.). Tel: 0755- 226 001. Tel: (0522) 2237923/2237717 • Ludhiana: SCO 121, Ground Floor, Pradesh, Sagar-470 002. Tel: (7582 ) 326711 / 326894 • Satara: 117 / A / 3 528 5266 • Burdwan: 398, G. T. Road, (Basement of TALK OF THE TOWN), / 22, Shukrawar Peth, Sargam Apartment, Satara- 415002, Maharashtra. Feroze Gandhi Market, Ludhiana-141 001. Tel: (0161) 2413101/2/5015200 • Burdwan - 713101, West Bengal.Tel. No. 0342 - 2567338 • Calicut: 17/28 H Madurai: No.1, First Floor, Suriya Towers, 272/ 273, Goodshed Street, Madurai- Tel: (2162) 320926/ 320989 • Satna: 1st Floor, Shri Ram Market, Besides 1st Floor, Manama Towers, Marvoor Road, Calicut 673 001. Tel: 0495-272 Hotel Pankaj, Birla Road, Madhya Pradesh, Satna-485 001. Tel: (7672) 625 001. Tel: (0452) 2346811/12 • Mangalore: Maximus Commercial 3173 • Cuttack: Near Allahabad Bank, Cantonment Road, Cuttack 753 001. Complex, UG-3&4, Lighthouse, Hill Road, Mangalore -575 001. Tel: (0824) 320896 / 320756 • Shimla: 1st Floor, Opp Panchayat Bhawan Main Tel: 0671-3299572 • Davengere: 13,First Floor, Akka Mahadevi Samaj Gate,Bus Stand, Himachal Pradesh, Shimla - 171001. Tel: (177) 3204944 / 2492179, 2491666 • Moradabad: 1st Floor, Plot No. 409, Mohalla Chawani, Complex, Church Road,P J Extension, Davengere, Karnataka - 577 002. Tel: Near Mahila Thana, Civil Lines, Moradabad-244 001. Tel: (0591) 3201240, 3204945 • Siliguri: No 8, Swamiji Sarani, Ground Floor, Hakimpara, Siliguri (08192) 326226/326227 • Deoghar: S.S.M. Jalan Road, Ground Floor, Opp. 734 401. Tel: 0353-221 6065 • Solapur: 4, Lokhandwala Tower, 144, 2420054 • Mumbai (Fort): Yeshwant Chambers, Shop No. 6, Ground Floor, Hotel Ashoke, Caster Town, Deoghar 814 112. Tel: (06432) 320227, 320827 • 14/18, Burjoji Bharuch Marg, Kalaghoda, Fort, Mumbai-400 023. Tel: (022) Sidheshwar Peth, Near Z.P. Opp. Pangal High School, Solapur 413001. Tel.: Dhanbad: Urmila Towers, Room No: 111 (1st Floor), Bank More, Dhanbad 826 (0217) 3204201, 3204200 • Sri Ganganagar: 18 L Block, Sri Ganganagar, 22649260/22613952/22614987 • Mumbai (Bandra): 101, Deccan House, Off 001. Tel: 0326-329 0217 • Dhule: H. No. 1793 / A, J.B. Road, Near Tower Turner Road, Behind Copper Chimney, Near Bandra Station, Bandra (W), Rajasthan, Srin Ganganagar-335001. Tel: (154) 3206580 /3206295• Garden, Dhule-424001, Maharashtra, Tel: (2562) 329902/329903 • Erode: Surendranagar: 2-M I Park, Near Commerce College, Wadhwan City, Mumbai-400 050. Tel: (022) 26404065/66 • Mumbai (Borivali): Ground Floor, 171-E, Sheshaiyer Complex, First Floor, Agraharam Street, Erode 638 001. Tel: Suchitra Enclave, Maharashtra Lane, Borivali (West), Mumbai-400 092. Tel: Surendranagar 363 035. Tel.: (02752) 320231/320233 • Thrissur: Adam (0424) 3207730/3207733 • Faridabad: B-49, First Floor Nehru Ground, Behind Bazar, Room No.49, Ground Floor, Rise Bazar (East), Thrissur-680 001. Tel: 022-28919911/13 • Nagpur: Shop No.1, Mahalaxmi Apartment, Opp. Anupam Sweet House, NIT, Faridabad - 121 001. Tel: (0129) 3241148-47 • Bhagwaghar Complex, Near Ajit Bakery, Khare Town, Dharampeth, Nagpur- 0487-242 0646 Tirunelveli: III Floor, Nellai Plaza, 64-D, Madurai Road, Ghaziabad: 113/6, First Floor, Navyug Market, Ghaziabad - 201 001. Tel: Tirunelveli-627 001. Tel: 0462-233 3688 Tirupati: Shop No. 14, Boligata 440 010. Tel: (0712) 6630801/3258409 • Nashik: Shop No. 1, Rajive Enclave, 0120-3266917/18 • Gorakhpur: Shop No. 3, Second Floor, Cross Road, A.D. Near Old Municipal Corporation, New Pandit Colony, Nashik-422 002. Tel: Complex, 1st Floor, Door No. 18-8-418, Near Leela Mahal Circle, Tirumala Chowk, Bank Road, Gorakhpur 273 001. Tel: 0551- 329 4771 • Gulbarga: Pal Bye Pass Road, Tirupati 517 201. Tel: (0877) 3206887, 3209257 • Tirupur: (0253) 6517440/3298224 • Noida: F-25, 26 & 27, First Floor, Savitri market, Complex, Ist Floor,Opp. City Bus Stop,SuperMarket, Karnataka, Gulbarga-585 Sector-18, Noida - 201 301, Tel: No.: 0120-2510665/ 1(1), Binny Compound, Second Street,Kumaran Road, Tirupur-641 601. Tel: 101. Tel: (8472) 310119 / 310523 • Guntur: D. No. 5-38-44, 5/1, Brodipet, (0421) 320 1271 / 1272 • Trichy: No 8, I Floor, 8th Cross West Extn., 2510556/2510561/2510490 • Panjim: Shop No. 6&7, Sandeep Apartment, Dr. Near Ravi Sankar Hotel, Guntur 522 002. Tel: 0863-5580 838 Gurgoan: Dada Vaidya Road, Panjim-403 001, Goa. Tel: (0832) 2424520/11 • Patna: 1st Thillainagar, Trichy 620 018. Tel: 0431-274 1717 • Valsad: C/o. CAD Gurgaon SCO -17, 3rd Floor, Sector-14, Gurgaon-122 001. Tel: 0124-3263833 House, Suddhivinayak Complex, F-1, First Floor, Avenue Building, Near Floor, Kashi Palace, Dak Bungalow Road, Patna-800 001. Tel: (0612) • Gwalior: 1st floor, Singhal Bhavan, Behind Royal Plaza, Daji Vitthal Ka Bada, 2230483/2204164/ 2213632 • Pune: 1205/4/6, Shivaji Nagar, Chimbalkar R.J.J. School, Tithal Road, Valsad 396 001. Tel: 02632-324 202/324 047 • Old High Court Road, Gwalior – 474 001, Madhya Pradesh. Tel. No. 0751- Vashi: Mahavir Centre, Office No 17, Plot No 77 Sector 17, Vashi, Navi House, Opp. Sambhaji Park, J.M. Road, Pune-411 004. Tel: (020) 3202873 / 320 2311 • Hazaribagh: 56Municipal Market,Annanda Chowk, 66028844/66202604 • Rajkot: 4th Floor, 404, Plus Point, Opp. Haribhai Hall, Mumbai-400703. Tel: (022) 32598154 / 55 Vellore: No.54, Ist Floor, Jharkhand, Hazaribagh, - 825301. Tel: (6546) 320251/320250 • Hisar: 12, Pillayar Kiol Street, Thottapalayam, Vellore - 632 004. Tel: 0416- Near Ramkrishna Ashram, Dr. Yagnik Road, Rajkot- 360 001. Tel: 0281- Opp. Bank of Baroda, Red Square Market, Harvana, Hisar – 125001. Tel: 6640315/313 • Raipur: Office # 2-3, II Floor, Millenium Plaza Complex, Beside 3209017/3209018 • Warangal: F13, 1st Floor, BVSS Mayuri Complex, Opp. (1662) 329580 / 315546 • Hosur: Shop No. 8, JD Plaza, Opp. TNEB Office, Public Garden, Lashkar Bazar, Hanamkonda, Warangal-506 001. Tel: 0870- Indian Coffee House, Raipur-492 001. Tel: (0771) 4038472/4013857 • Ranchi: Royakotta Road, Hosur - 635 109.Tel: (04344) 321 002 / 321 004 • Hubli: 206 2554888. 107-108, First Floor, Shrilok Complex, 4, H.B. Road, Ranchi-834 001. Tel: & 207, 1st Floor, ‘A’ Block, Kundagol Complex, Opp. Court, Club Road, Hubli (0651) 2201455/ 2201456/2201457 • Siliguri: Ganapati Plaza, II Floor, II Mile, 580 029. Tel: (0836) 329 3374/320 0114 • Jabalpur: 975, Chouksey In addition to the existing Official Point of Acceptance of transactions, Beside Pratap market, Sevoke Road, Siliguri-734 001. Tel: (0353) Chambers, Near Gitanjali School, 4th Bridge, Napier Town, Jabalpur 482001. Computer Age Management Services Pvt. Ltd. (CAMS), the Registrar and 2545089/90/91 • Surat: HG-30, Block-B, International Trade Centre, Majura Tel: 0761-5017146, 2402064 • Jalgaon: 70 Navipeth, Opp. Old Bus Stand, Transfer Agent of ICICI Prudential Mutual Fund, having its office at Rayala Gate, Surat-395 002. Tel: (0261) 2460362/2475467 • Thane: Ground Floor, Jalgaon-425 001. Tel. No. 0257-3207118 / 3207119 • Jammu: 660-A, Gandhi Towers, 158, Anna Salai, Chennai – 600 002 shall be an official point of Mahavir Arcade, Ghantali Road, Naupada, Thane (West)-400 602. Tel: (022) Nagar, Jammu - 180004. Tel: 09906082698 • Jamnagar: 207/209, K.P. Shah acceptance for electronic transactions received from the Channel Partners 25300700 • Trichy: G1, Ground Floor,Royal Towers, Thillai Nagar, 1st Cross House I, K.V. Road, Jamnagar 361 001. Tel: 0288-255 8467/ 3111909 • with whom ICICI Prudential Asset Management Company Limited has West, Trichy- 620 018. Tel: (0431) 4021505 • Trivandrum: Haji M Bava Sahib Jhansi: Opp. SBI Credit Branch Babulal Kharkana Compound, Gwalior Road, entered or may enter into specific arrangements for all financial Commercial Complex, Ambujavilasam Road, Near Old GPO, Trivandrum-695 Jhansi-284 001. Tel: (0510) 3202399/3204903 • Junagadh: Circle Chowk, transactions relating to the units of mutual fund schemes. Additionally, the 001. Tel: (0471) 3919007 • Udaipur: Shukrana, 6, Durga Nursery Road, Near Near Choksi Bazar Kaman, Junagadh-362001, Gujarat. Tel. (0285) 3200909/ secure Internet sites operated by CAMS will also be official point of Sukhadia Memorial, Udaipur-313 001. Tel: (0294) 5103160, 9928906555 • 3200908 • Kadapa: Door No.1-1625, DNR Laxmi Plaza, Opp. Rajiv Marg, acceptance only for the limited purpose of all channel partners transactions Varanasi: D58/2, Unit No. 52 & 53, First Floor, Kuber Complex, Rathyatra Railway Station Road, Yerramukkapalli AP, Kadapa-516004. Tel: (8562) based on agreements entered into between IPMF and such authorized Crossing, Varanasi - 221 010. Tel: (0866) 6616662/6618882 • Vijayawada: 40- entities.