(SAI) Contains Details of Mahindra Manulife Mutual Fund, Its Constitution, and Certain Tax, Legal and General Information
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STATEMENT OF ADDITIONAL INFORMATION This Statement of Additional Information (SAI) contains details of Mahindra Manulife Mutual Fund, its constitution, and certain tax, legal and general information. It is incorporated by reference and is legally a part of the Scheme Information Document. This SAI is dated August 18, 2021 Name of Mutual Fund Mahindra Manulife Mutual Fund Name of Asset Management Company Mahindra Manulife Investment Management Private Limited (Formerly known as Mahindra Asset Management Company Private Limited) Name of Trustee Company Mahindra Manulife Trustee Private Limited (Formerly known as Mahindra Trustee Company Private Limited) Addresses, Website of the Entities Registered Office: 4th Floor, A-wing, Mahindra Towers, Dr. G M Bhosale Marg, P K Kurne chowk, Mumbai – 400018 Corporate Office: 1st Floor, Sadhana House, Behind Mahindra Towers, 570 P.B. Marg, Worli, Mumbai- 400 018. Website: www.mahindramanulife.com 1 Table of Contents I. INFORMATION ABOUT SPONSORS, ASSET MANAGEMENT COMPANY (AMC) AND TRUSTEE COMPANY ............................................................................ 3 A. CONSTITUTION OF THE MUTUAL FUND ............................................................. 3 B. SPONSORS ...................................................................................................................... 3 C. THE TRUSTEE ............................................................................................................... 5 D. ASSET MANAGEMENT COMPANY ....................................................................... 11 E. SERVICE PROVIDERS ............................................................................................... 23 F. CONDENSED FINANCIAL INFORMATION .......................................................... 25 II. HOW TO APPLY .......................................................................................................... 30 III. RIGHTS OF THE UNIT HOLDERS OF THE SCHEME ........................................ 47 IV. INVESTMENT VALUATION NORMS FOR SECURITIES AND OTHER ASSETS ......................................................................................................................................... 49 V. TAX & LEGAL & GENERAL INFORMATION...................................................... 74 A. TAXATION ON INVESTING IN MUTUAL FUNDS ............................................... 74 B. LEGAL INFORMATION ............................................................................................ 82 C. GENERAL INFORMATION ....................................................................................... 95 2 INTERPRETATION For all purposes of this Statement of Additional Information, except as otherwise expressly provided or unless the context otherwise requires: All references to the masculine shall include the feminine and all references, to the singular shall include the plural and vice-versa. All references to "dollars" or "$" refer to United States Dollars and "Rs" refer to Indian Rupees. A "crore" means "ten million" and a "lakh" means a "hundred thousand". All references to timings relate to Indian Standard Time (IST). References to a day are to a calendar day including a non-Business Day. Please note that words and expressions used in the SAI will have the same meaning assigned from time to time in the SID. I. INFORMATION ABOUT SPONSORS, ASSET MANAGEMENT COMPANY (AMC) AND TRUSTEE COMPANY A. CONSTITUTION OF THE MUTUAL FUND Mahindra Manulife Mutual Fund (the “Mutual Fund” / “Fund”) has been constituted as a trust on September 29, 2015, in accordance with the provisions of the Indian Trusts Act, 1882 (2 of 1882) with Mahindra & Mahindra Financial Services Limited (‘MMFSL’) and Manulife Investment Management (Singapore) Pte. Ltd. (‘Manulife Singapore’), as the Sponsors and Mahindra Manulife Trustee Private Limited (formerly known as Mahindra Trustee Company Private Limited) as the Trustee. The Trust Deed dated September 29, 2015 has been registered under the Indian Registration Act, 1908, as amended by the Deed of Variation dated April 29, 2020. The Mutual Fund was registered with SEBI on February 4, 2016 under Registration Code MF/069/16/01. The Mutual Fund was originally set up as Mahindra Mutual Fund by MMFSL. Subsequently, pursuant to the Share Subscription Agreement amongst MMFSL, Manulife Singapore, Mahindra Manulife Investment Management Private Limited (formerly known as Mahindra Asset Management Company Private Limited) [MMIMPL] and Mahindra Manulife Trustee Private Limited (formerly known as Mahindra Trustee Company Private Limited) [MMTPL], Manulife Singapore acquired 49% of the post issue equity share capital (on a fully diluted basis) of MMIMPL and MMTPL on April 29, 2020 and became Co-Sponsor of the Fund. The Deed of Variation to the Trust Deed constituting the Fund was executed on April 29, 2020 to reflect Manulife Singapore as the Co-Sponsor of the Fund along with MMFSL. Accordingly, Mahindra Mutual Fund was renamed as Mahindra Manulife Mutual Fund and SEBI vide its letter dated June 1, 2020 issued fresh certificate of registration dated June 1, 2020 in the name of ‘Mahindra Manulife Mutual Fund’ and cancelled the old certificate of registration dated February 4, 2016 in the name of ‘Mahindra Mutual Fund’. B. SPONSORS Mahindra Manulife Mutual Fund is sponsored by Mahindra & Mahindra Financial Services Limited (“MMFSL”) and Manulife Investment Management (Singapore) Pte. Ltd. (“Manulife Singapore”). The Mutual Fund was originally sponsored by MMFSL. MMFSL is the Settler of the Mutual Fund Trust. The Sponsors have entrusted a sum of Rs. 1,00,000/- (Rs. One Lakh only) to Mahindra Manulife Trustee Private Limited (formerly known as Mahindra Trustee Company Private Limited) as the initial contribution towards the corpus of the Mutual Fund. 3 Mahindra & Mahindra Financial Services Limited Mahindra & Mahindra Financial Services Limited (MMFSL), part of the Mahindra Group, is one of India’s leading non-banking finance companies. Focused on the rural and semi-urban sector, MMFSL has over 7.3 Million customers and has an AUM of over USD 11 Billion. MMFSL is a leading vehicle and tractor financier, provides loans to SMEs and also offers fixed deposits. MMFSL has over 1,388 offices and reaches out to customers spread over 3,80,000 villages and 7,000 towns across the country. MMFSL has been ranked 25th among India’s Best Companies to Work 2020 and Ranked 6th on the list of Best Large Workplaces in Asia 2020 by Great Place to Work® Institute. Manulife Investment Management (Singapore) Pte. Ltd. Manulife Investment Management (Singapore) Pte. Ltd. (“MIMS”) is a member of the Manulife Financial group of companies and is an indirect wholly owned subsidiary of Manulife Financial Corporation. MIMS has a strong presence in Singapore, managing retail fund schemes, institutional client mandates as well as managing assets on behalf of its insurance affiliate. The Manulife Financial Corporation is a leading international financial services group that helps people make their decisions easier and lives better. Operating primarily as John Hancock in the United States and Manulife elsewhere, and headquartered in Canada, with global offices across Europe and Asia, Manulife Financial Corporation provides financial advice, insurance, as well as wealth and asset management solutions for individuals, groups and institutions and has been servicing the needs of customers for over 155 years. Manulife Financial Corporation had over 37,000 employees, over 118,000 agents and thousands of distribution partners, serving almost 30 million customers, operating in more than 20 countries and territories and with assets under management and administration of US$1.0 trillion as of March 31, 2021. Manulife Investment Management is the global wealth and asset management arm of Manulife Financial Corporation, with more than 150 years of financial stewardship of client assets across its institutional, retail, and retirement businesses globally. Financial Performance of the Sponsors (Past three years) Financial Performance of MMFSL (Rs. in Crores) Particulars 2020-21 2019-20 2018 - 19 Net Worth 14711.51 11363.85 10,908.02 Total Income 10516.81 10245.14 8,809.81 Profit / (Loss) after tax 335.15 906.40 1,557.06 Asset Under Management (if applicable) 81688.88 77159.56 67,078 Financial Performance of MIMS Particulars Year ended 31 Year ended 31 Year ended 31 December 2020 December 2019 December 2018 Net Worth 87,036 69,073 10,849 (4,809,418) (3,664,074) (556,073) Total Income 69,931 59,522 41,510 (3,864,233) (3,157,428) (2,127,624) Profit / (Loss) after tax 17,963 11,538 8,292 (992,596) (612,049) (425,012) 4 Particulars Year ended 31 Year ended 31 Year ended 31 December 2020 December 2019 December 2018 Asset Under Management (if 24,924,475 22,330,361 17,194,382 applicable) (1,377,271,655) (1,184,545,262) (881,310,085) Upper figure; Amounts in thousand SGD Lower figure in parenthesis; Amounts in thousand Rupees* *Note: Converted into Rupees using Bloomberg Reference Rate C. THE TRUSTEE Mahindra Manulife Trustee Private Limited (Formerly known as Mahindra Trustee Company Private Limited) (the “Trustee”), through its Board of Directors, shall discharge its obligations as Trustee of the Mahindra Manulife Mutual Fund. The Trustee ensures that the transactions entered into by the AMC are in accordance with the SEBI (Mutual Funds) Regulations, 1996 and will also review the activities carried on by the AMC. I. Details of Trustee Directors: Name Age / Qualification