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Application Form - Edelweiss - Personalized Managed Accounts

Application Form - Edelweiss - Personalized Managed Accounts

Application Form - Edelweiss - Personalized Managed Accounts

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<strong>Edelweiss</strong> Asset Management LimitedClient Profiling <strong>Form</strong>Client Name:Client Code:<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of<strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services.


ACCOUNT OPENING FORM<strong>Edelweiss</strong> Asset Management Ltd.<strong>Edelweiss</strong> House, Off C.S.T Road, Kalina, Mumbai-400098.Tel. (022) 4097 9967 Fax: (022) 4097 9897Email: pma@edelcap.comSEBI Regn. No. : INP0000003955ACCOUNT OPENING FORM - EDELWEISS PERSONALIZED MANAGED ACCOUNTS - INDIVIDUALPlease fill this <strong>Form</strong> in English & in BLOCK LETTERS.STATUS (Please tick whichever is applicable)o Resident o NRINRIWindowfor NRIsnot opentill furthernoticeFIRST/SOLE APPLICANTA. IDENTITY DETAILSNameFather’s / Spouse’s NameNationalityGender (please tick 3) o MALE o FEMALE Date of BirthMarital Status (Please tick 3)UID/AADHAARo SINGLE o MARRIED(if any)PANSpecify the Proof of Identity submittedIn case of Minor - Parent/ Legal Guardian NameRelationship with MinorPANB. ADDRESS DETAILSD D M M Y Y YYCorrespondence AddressStateCountryTel. No.Mobile No.Email IDSpecify the Proof of Correspondence AddressFaxCityPINForeign/Permanent Address (If different from above or overseas address, mandatory for Non-Resident Indians)StateCountrySpecify Proof of Permanent/Foreign AddressAddress for Communication (Default is Correspondence Address)CityTel. No.o Foreign/Permanent AddressPINo Correspondence Address<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 1


C. OTHER DETAILSOCCUPATION DETAILS (Please tick 3)o Studento Professionalo Housewife*Nature of Businesso Private Sectoro Agriculturisto Public Sectoro Business*o Government Serviceo Retiredo Others(Specify)__________________________________________________________FINANCIAL DETAILSGross Annual Income Range (`) o < 25 L ACS o 25-50 LACS o 50 LACS - 1 CRORE o > 1 CROREORNet worth (as on date________)__________________________________________(Net worth should not be older than one year)Please tick if applicable:o Politically Exposed Person (PEP) o Related to Politically Exposed Person(PEP) o NoneFOR NRI CLIENTSRBI Reference Number(Please attach copy of permission for dealing in securities from Authorised Dealer (Bank) / RBI)RBI Approval DateD D M M Y Y YYI / We hereby declare that I/We have complied with and will continue to comply with Foreign Exchange Management Act, 1999 andrules and regulations made thereunder as applicable to me / us.ANY OTHER INFORMATIONDECLARATIONI hereby declare that the details furnished above are true and correct to the best of my knowledge and belief and I undertake to inform youof any changes therein, immediately. In case any of the above information is found to be false or untrue or misleading or misrepresenting, Iam aware that I may be held liable for it.Date:_____________________Place:_____________________Client Signature(Please sign in black ink only)2


ACCOUNT OPENING FORMACCOUNT OPENING FORM - EDELWEISS PERSONALIZED MANAGED ACCOUNTS - NON-INDIVIDUALPlease fill this <strong>Form</strong> in English & in BLOCK LETTERS.STATUS (Please tick which ever is applicable)o Public Company o Private Company o Partnership Firmo Trust/ NGOs o FII o Societyo Others (please specify)_______________________________o FIo HUFA. IDENTITY DETAILSName of the Applicant (as per PAN Card)Date of Incorporation D D M M Y Y Y Y Date of Commencement of Business D D M M Y Y Y YRegistration No. with ROC / ROFPlace of RegistrationPANSEBI/RBI/Any Govt. Authority Registration No. (if applicable)Specify Proof of Identity SubmittedB. ADDRESS DETAILSCorrespondence AddressStateCountryName of the contact personTel. No.Mobile No.Email IDSpecify Proof of Correspondence AddressRegistered Address (If different from Correspondence Address)FaxCityDesignationPINStateCountryTel. No.Specify proof of Registered AddressAddress for Communication (Default is Correspondence Address)C. OTHER DETAILSFaxo Registered AddressCityPINo Correspondence AddressFINANCIAL DETAILS (Please tick 3)Gross Annual Income Range (`) o < 25 LACS o 25-50 LACS o 50 LACS - 1 CRORE o 1-5 CRORE o > 5 CRORENet worth (as on date________)_____________________________________________(Net worth should not be older than one year)*Nature of Business<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 3


Details of Directors/Promoters/Partners/Karta/Trustee/Whole Time Directors/ Authorised Signatory forming apart of Know Your Client (KYC) <strong>Application</strong> <strong>Form</strong> for Non -IndividualsSR.No.PANName and Address(Residential/ Registered )DIN (for Directors)/UID (for Others)Relationshipwith Applicant(i.e. promoters,whole timedirectors etc.)WhetherPoliticallyExposedPhotograph(Sign across thePhotograph)PEPRPEPNOPEPRPEPNOPEPRPEPNOPEPRPEPNOPEPRPEPNOPEP : Politically Exposed PersonRPEP : Related to Politically Exposed PersonName & Signature of the Authorised Signatory(ies) Date D D / MM / Y Y Y Y4


DECLARATIONI / We hereby declare that the details furnished above are true and correct to the best of my / our knowledge and belief and I /We undertake to inform you of any changes therein, immediately. In case any of the above information is found to be false oruntrue or misleading or misrepresenting, I /We am / are aware that I / We may be held liable for it.Place:Authorised Signatory(Please sign in black ink only & affix Company Seal)Date:5


ADDITIONAL INFORMATIONA. Details of Additional Holders (For Individuals only)First holder name and Address as provided herein beforeSECOND HOLDER DETAILSName Mr./Mrs./Ms./M/S.Date of Birth D D M M Y Y Y Y PANGender (please tick 3) o MALE o FEMALE Marital Status (Please tick 3) o SINGLE o MARRIEDAddressCityStatePINCountryTel. No.Mobile No.Email IDIn case of Minor - Parent/ Legal Guardian NameRelationship with MinorPANTHIRD HOLDER DETAILSName Mr./Mrs./Ms./M/S.Date of Birth D D M M Y Y Y Y PANGender (please tick 3) o MALE o FEMALE Marital Status (Please tick 3) o SINGLE o MARRIEDAddressCityStatePINCountryTel. No.Mobile No.Email IDIn case of Minor - Parent/ Legal Guardian NameRelationship with MinorPANSTATUS OF HOLDING [Please tick (3)] (For Individuals only)(In case of joint holding, all the holders must sign)o Anyone / SingleoJointo Anyone or Survivor6


NOMINATION DETAILS (For Individuals Only) (Nominee has to be same as given in the DP <strong>Form</strong>)I/We am/are furnishing the requisite details for availing of the nomination facility for my / our investments in the Discretionary PortfolioManagement Services offered by the <strong>Edelweiss</strong> Asset Management Limited (EAML) in accordance with the existing laws.I/We hereby appoint the person mentioned below to receive all the amounts/securities to my/our credit on my/our death.Name of the NomineeRelationship with Client (if any) Date of Birth (in case of minor *)D D M M Y Y Y YAddress of NomineeCityStateCountryPINTel. No.PAN of NomineeName of Guardian (if the nominee is a minor)Phone No.FaxGender (please tick 3) o Mo FAddress of GuardianCityStatePhone of GuardianPINSignature of Nominee____________________________Signature of Guardian____________________________(In case of minor)_____________________________First Holder_____________________________Second Holder_____________________________Third HolderName, Address and Signature of Witnesses (Two Witnesses Mandatory)1) _____________________________________________ 2) _____________________________________________________________________________________________________________________________________Signature_______________________________Date__________________________________Signature_________________________________Date_____________________________________*Attach Birth Certificate of the minor7


B. MODE OF OPERATIONS(In case of joint holding, all the holders must sign)o First HolderoJointo As per resolutiono Anyone or Survivoro Others (please specify)C. BANK ACCOUNT DETAILSBank NameAccount No.BranchAddressMICR CodeNEFT / IFSC No.Account Type: (please tick 3) o Savings o Current o NRE o FCNR o NRO o OthersD. DEPOSITORY ACCOUNT(S) DETAILSDepository Participant Name Depository NameBeneficiary Name DP ID Client ID(NSDL/CDSL)E. INVESTMENT OBJECTIVESo Equity ( Nature of equities in which investment is desired, may be indicated)o Balanced:_________________________________________% in Equity_____________________________________% in Debto Debt (Govt Bonds, Corporate Bonds etc)o Mutual Funds, Venture Fundso OthersTime period for which investments are proposed to be made with usYears.F. OVERALL INVESTMENT GOALo Capital Appreciation o Capital Appreciation and regular income o Regular IncomeG. INVESTMENT / TRADING EXPERIENCE & PREFERENCEo No prior investment experienceo Investment experience in securities market (No. of years)Equity Derivatives Any other investment relatedH. SYSTEMATIC WITHDRAWAL PLANo Yeso NoIf yes, o Monthly o Quarterly o YearlyI. INTRODUCER DETAILSNameAddressJ. RISK PROFILEo High o Medium o Low8


K. TYPE OF ACCOUNT / INVESTMENT STRATEGY (Tick the relevant choice)A. Name of Investment StrategyB. Investment through: o Security (Refer Schedule I) o Cheque o RTGSC. Amount of investment*: `.(in figures)`.(in words)*Minimum investment: `25 lakhsL. PAYMENT DETAILSBank Drawn onAccount No.NEFT / IFSC No.DECLARATIONAPPLICABLE TO NRIs ONLYBranchMICR CodeAccount Type: (please tick 3) o Savings o Current o NRE o FCNR o NROAmount (`) Cheque/ Draft No. Date D D M M Y Y Y YI / We have read and understood the terms and conditions of the Discretionary Portfolio Investment Management Agreement and theDisclosure Document and undertake to abide with the provisions of the same. All the information and particulars given about myself / us inthe application are true to best of my / our knowledge and belief. I / We agree to inform the Portfolio Manager if there is any change in theinformation provided by me / us.I/We undertake to provide all the disclosures as required under SEBI (Insider Trading) Regulations, Prevention of Money Laundering Act,2002 as amended from time to time or any other Act/Regulations.I/We hereby declare that the amount given/to be given by me/us to the Portfolio Manager for investing on my/our behalf is derivedthrough legitimate sources and is not held or designed for the purpose of contravention of any act, rules, regulations or an status orlegislation including Prevention of Money-Laundering Act, 2002 or any other applicable laws or any notifications, directions issued by anygovernmental or statutory authority from time to time.I/We confirm and understand that my <strong>Application</strong>, Discretionary Portfolio Management Services Agreement and other documentsattached are subject to verification and scrutiny for compliance with the KYC requirements prescribed, from time to time, by <strong>Edelweiss</strong>Asset Management Limited (EAML) under the Prevention of Money Laundering Act, 2002 and other applicable Acts and Regulations andI/We understand that my/our application can be rejected for any/all reasons including but not limited to discrepancy, non-compliance,non-compliance with the documentation requirements without any reason being assigned therefore by EAML.I/We also authorize EAML to share the information/ documents about me/us with any regulatory bodies in order to enable EAML to meetrequirements under any applicable regulations. I/We also agree to co-operate with EAML for the purposes of any regulatory requirementsand for any additional informationrequirements which may be required to be provided to any regulatory authority by EAML.I / We confirm that I am / we are Non-Resident of Indian Nationality / Origin. I / We hereby confirm that the funds for investment have beenremitted from abroad through approved banking channels or from funds in my / our Non- Resident External / Ordinary Account / FCNRAccount.PHOTOGRAPHS & SIGNATURE OF ALL HOLDERS / AUTHORISED SIGNATORY [In case ofCompany, Company Seal Required]PHOTOGRAPHPHOTOGRAPHPHOTOGRAPHSign acrossPhotographSign acrossPhotographSign acrossPhotographSign Partly on form& Partly on photoSign Partly on form& Partly on photoSign Partly on form& Partly on photoName:_____________________Name:_____________________Name:_____________________Signature:__________________Signature:__________________Signature: __________________Place: ____________________________________Date: _____________________9


FOR OFFICE USE ONLYUCC Code allotted to the ClientName of Exchange Documents verified with Originals Client Interviewed By In-Person Verification done byName of the EmployeeEmployee CodeDesignation of the EmployeeDateSignatureI / We undertake that I / we have made the client aware of ‘Policy and Procedures’, tariff sheet and all the non mandatory documents. I/Wehave also made the client aware of ‘Rights and Obligations’ document (s), RDD and Guidance Note. I/ We have given/sent him a copy of allthe KYC documents. I/We undertake that any change in the ‘Policy and Procedures’, tariff sheet and all the non-mandatory documentswould be duly intimated to the clients. I/We also undertake that any change in the ‘Rights and Obligations’ and RDD would be madeavailable on my/our website, if any, for the information of the clients.For <strong>Edelweiss</strong> Asset Management LimitedSignature of the Authorised Signatory(Seal / Stamp of the stock broker) Date:10


INSTRUCTIONS / CHECK LIST FOR DOCUMENTATIONA. INSTRUCTIONS:1. All columns of the form should be filled completely and duly signed by the client. No column should be left blank. In case any of the columns are not applicableplease mention “NA”.2. In case of additional signatories, separate annexure should be attached to the form.3. Self attested copy of PAN card is mandatory for all clients, including Promoters/Partners/Karta/Trustees and Whole Time Directors and persons authorized to dealin securities on behalf of company/firm/others.4. Copies of all the documents submitted by the applicant should be self-attested and accompanied by originals for verification. In case the original of any document isnot produced for verification, then the copies should be properly attested by people authorized for attesting the documents (listed in point E)5. If any proof of identity or address is in a foreign language, translation into English is required.6. Name & address of the applicant mentioned on the form, should match with the documentary proof submitted. Write your NAME as it appears on your PAN card.7. If correspondence & permanent address are different, then proofs for both have to be submitted.8. Sole proprietor must make the application in his individual name & capacity.9. For non-residents (allowed to trade subject to RBI and FEMA guidelines), copy of passport/PIO Card/OCI Card and overseas address proof is mandatory.10. For foreign entities, Company Identification Number (CIN) is optional.11. In the absence of DIN no. for the directors, their passport copy should be given.12. In case of Merchant Navy NRI’s, Mariner’s declaration or certified copy of Continuous Discharge Certificate (CDC) is to be submitted.13. Politically Exposed Persons (PEP) are defined as individuals who are or have been entrusted with prominent public functions in a foreign country, e.g., Heads ofStates or of Governments, senior politicians, senior Government/judicial/ military officers, senior executives of state owned corporations, important political partyofficials, etc.14. Signature can be in English, Hindi or any other language mentioned in 8th Schedule of the Constitution of India. Signature other than in the above mentionedlanguages and thumb impressions must be attested by a Magistrate or a Notary public or a special executive magistrate under his/her official seal.15. Your email ID & telephone numbers should be provided including relevant STD/ISD codes.16. All correspondence shall be addressed to the First / sole applicant only.17. Photocopies of a photograph will not be accepted. Photograph submitted should be passport size, front facing and with a plain background. Client should signacross in such a manner where part of the signature is on the photo and other part is on the form.18. Cheques have to be in favour of “<strong>Edelweiss</strong> Asset Management Limited-<strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong>” (”EAML-PMA”).19. Read the form carefully. In case of queries, please contact our officials.B. PROOF OF IDENTITY (POI): LIST OF DOCUMENTS ADMISSIBLE AS PROOF OF IDENTITY:1. Unique Identification Number (UID) (Aadhaar)/ Passport/ Voter ID card/ Driving license2. PAN card with photograph3. Identity card/ document with applicant’s Photo, issued by any of the following: Central/State Government and its Departments, statutory/Regulatory Authorities,Public Sector Undertakings, Scheduled Commercial Banks, Public Financial Institutions, Colleges affiliated to Universities, Professional Bodies such as ICAI, ICWAI,ICSI, Bar Council etc., to their Members; and Credit cards/Debit cards issued by Banks.C. PROOF OF ADDRESS (POA): (*DOCUMENTS HAVING AN EXPIRY DATE SHOULD BE VALID ON THE DATE OF SUBMISSION)1. Passport/ Voters Identity Card/ Ration Card/ Registered Lease or Sale Agreement of Residence/ Driving License/ Flat maintenance bill/ Insurance Copy.2. Utility bills like Telephone Bill (only land line), Electricity bill or Gas bill - Not more than 3 months old.3. Bank Account Statement/Passbook Not more than 3 months old.4. Self-declaration by High Court and Supreme Court judges, giving the new address in respect of their own accounts.5. Proof of address issued by any of the following: Bank Managers of Scheduled Commercial Banks/Scheduled Co-Operative Bank/Multinational ForeignBanks/Gazette Officer/Notary public/elected representatives to the Legislative Assembly/ Parliament/Documents issued by any Govt. or Statutory Authority.6. Identity card/document with address, issued by any of the following: Central/State Government and its Departments, Statutory/Regulatory Authorities, PublicSector Undertakings, Scheduled Commercial Banks, Public Financial Institutions, Colleges affiliated to Universities and Professional Bodies such as ICAI, ICWAI,ICSI, Bar Council etc., to their Members.7. For FII/Sub Account, Power of Attorney given by FII/Sub-Account to the Custodians (which are duly notarized and/or apostiled or consularised) that gives theregistered address should be taken.8. The proof of address in the name of the spouse may be acceptedNote:• Agreement for sale is valid for both Correspondence and Permanent address.• Rent agreement / Leave & license agreement is valid only for Correspondence address.• Office address or care of addresses cannot be a Permanent address.• If Correspondence Address and Permanent Address is different, provide proof for both address.• In case Correspondence Address is not in the Name of 1st Holder then Permanent Address is Mandatory and should be in name of 1st Holder.• In case of Lease Agreement or any Temporary Address in name of 1st holder please note Permanent Address in name of 1st Holder is Mandatory.D. EXEMPTIONS/CLARIFICATIONS TO PAN: (*SUFFICIENT DOCUMENTARY EVIDENCE IN SUPPORT OF SUCH CLAIMS TO BE COLLECTED.)1. In case of transactions undertaken on behalf of Central Government and/or State Government and by officials appointed by Courts e.g. Official liquidator, Courtreceiver etc.2. Investors residing in the state of Sikkim.3. UN entities/multilateral agencies exempt from paying taxes/filing tax returns in India.4. In case of institutional clients, namely, FIIs, VCFs, FVCIs, Scheduled Commercial Banks, Multilateral and Bilateral Development Financial Institutions, StateIndustrial Development Corporations, Insurance Companies registered with IRDA and Public Financial Institution as defined under section 4A of the CompaniesAct, 1956, Custodians shall verify the PAN card details with the original PAN card and provide duly certified copies of such verified PAN details to the intermediary.E. LIST OF PEOPLE AUTHORIZED TO ATTEST THE DOCUMENTS: (ONLY IN CASE ORIGINAL OF ANY DOCUMENT IS NOT PRODUCED FOR VERIFICATION)1. Notary Public, Gazetted Officer, Manager of a Scheduled Commercial/ Co-operative Bank or Multinational Foreign Banks (Name, Designation & Seal should beaffixed on the copy).2. In case of NRIs, authorized officials of overseas branches of Scheduled Commercial Banks registered in India, Notary Public, Court Magistrate, Judge, IndianEmbassy /Consulate General in the country where the client resides are permitted to attest the documents.F. GUIDELINES FOR NON RESIDENT INDIAN1. NRE Account holder can repatriate their funds whereas NRO cannot repatriate.2. Portfolio Investment Scheme (PIS) account is compulsory if the person wants to trade in Secondary Market. NRE/NRO cannot have two PIS accounts with differentAuthorised Dealers. In case the person has an existing PIS account then he has to close one PIS account and then apply for a new account.3. OCB’s are disallowed to open account in Indian Market.4. PAN Card is mandatory for NRI accounts.5. NRIs should mandatorily state their overseas address in complete otherwise the application will be rejected. NRIs are requested to provide an Indian address forcorrespondence purpose.11


INSTRUCTIONS / CHECK LIST FOR DOCUMENTATIONCHECK LIST FOR DOCUMENTATIONA. INDIVIDUAL / PROPRIETARY FIRM1. Two Passport size Photographs2. Proof of Identity (as mentioned in point B - List of documents admissible as Proof of Identity)3. Proof of Address (as mentioned in point C – Proof of Address)4. Copy of PAN card is mandatory (except as mentioned in point D - Exemptions/clarifications to PAN) which will also be accepted as proof of identityB. NRIs1. Two Passport size Photographs2. Copy of PAN card is mandatory (except as mentioned in point D - Exemptions/clarifications to PAN) which will also be accepted as proof of identity.3. Proof of Identity (as mentioned in point B - List of documents admissible as Proof of Identity)4. Proof of Address (as mentioned in point C – Proof of Address). In case of NRI without repatriation proof of Indian address has to be given.5. Bank Account Proof (cancelled cheque with account holder name on it). Bank Account Proof shall be for Repatriable Bank A/c - NRE or Non-Repatriable A/c - NROProof of Demat account - NRI status6. Copy of Valid Passport / PIO Card / OCI Card (self attested by client)7. Proof of Foreign address8. Permission for dealing in Securities from Authorised Dealer (Bank) / RBI Approval shall be obtained9. Power of Attorney, if anyC. HUF1. Two Passport size Photographs of Karta2. Copy of PAN card is mandatory of HUF and Karta (except as mentioned in point D - Exemptions/clarifications to PAN) which will also be accepted as proof of identity3. Proof of Identity of HUF and Karta (as mentioned in point B - List of documents admissible as Proof of Identity)4. Proof of Address of HUF and Karta (as mentioned in point C – Proof of Address)5. Bank passbook / bank statement in the name of HUF6. Deed of declaration of HUF / List of coparceners in the prescribed format [●]Note : Stamp of Karta to be affixed, wherever Karta signs.D. PARTNERSHIP FIRM1. Two Passport size Photographs for all the Partners2. PAN card is mandatory of Partnership Firm and all Partners (except as mentioned in point D - Exemptions/ clarifications to PAN) which will also be accepted as proofof identity.3. Proof of Identity of Partnership Firm and all Partners (as mentioned in point B - List of documents admissible as Proof of Identity)4. Proof of Address of Partnership Firm and all Partners (as mentioned in point C – Proof of Address)5. Certified True Copy of Certificate of Registration (for registered partnership firms only)6. Certified True Copy of Partnership Deed7. A letter from Bank confirming that the bank account actually belongs to the partnership firm and providing name(s) of authorized signatory(ies), who is/are thepartner(s) of that firm.8. Resolution passed by all the partners for investing in securities market and appointment of persons authorized to deal on behalf of the firm as per the prescribedformat [●]9. List of Authorised signatories with specimen signatures as per the prescribed format [●]10. Power of Attorney granted to a partner, employee of the firm to transact business on its behalf, if any11. Copy of the Balance sheets for the last 2 financial years (to be submitted every year)E. CORPORATE1. Two passport size photographs of the Whole Time Directors / two directors in charge of the day to day operations and individual promoters holding control eitherdirectly or indirectly2. Copy of PAN card is mandatory for the Company, Whole Time Directors / two directors in charge of the day to day operations and individual promoters holdingcontrol either directly or indirectly (except as mentioned in point D - Exemptions/clarifications to PAN) which will also be accepted as proof of identity3. Proof of Identity of the Company, Whole Time Directors / two directors in charge of the day to day operations and individual promoters holding control eitherdirectly or indirectly (as mentioned in point B - List of documents admissible as Proof of Identity)4. Proof of Address the Company, Whole Time Directors / two directors in charge of the day to day operations and individual promoters holding control either directlyor indirectly (as mentioned in point C – Proof of Address)5. DIN numbers of the Whole Time Directors / two directors in charge of the day to day operations6. Certified True copy of Certificate of Incorporation issued by ROC7. Certified True copy of Memorandum of Association (MOA) (Containing a clause permitting the company to invest in securities) and Articles of Association (AOA)8. Certified True copy of balance sheets for the last two financial years (to be submitted every year)Note: All the above documents should be stamped with the original rubber stamp of the Company and should be duly attested by a Company Secretary / ManagingDirector9. <strong>Form</strong> 18 in case of change of address of company’s Registered address with acknowledgment copy of ROC receipt10. On the letter head of the Company duly certified by the Company Secretary / Managing Directora. Copy of Board Resolution for investment in securities market (as per the prescribed format[●])b. Latest Share holding pattern including those holding control, either directly or indirectly, in the Company in terms of SEBI (Substantial Acquisition of Sharesand Takeover) Regulations, 2011, duly certified by the Company Secretary / whole time director / Managing director.c. List of Directorsd. List of authorized signatories with photographs (with their signature across the face of the photograph and also specimen signatures separately), namesand designation (as per the prescribed format [●])F. TRUST1. Two passport size photographs of the trustees2. Copy of PAN card is mandatory for the Trust and the Trustees (except as mentioned in point D - Exemptions/ clarifications to PAN) which will also be accepted asproof of identity3. Proof of Identity of the Trust and Trustees (as mentioned in point B - List of documents admissible as Proof of Identity)4. Proof of Address of the Trust and Trustees (as mentioned in point C – Proof of Address5. Copy of PAN Card of the Authorised Signatories (if different from the Trustees)6. Certified True Copy of Certificate of Registration of Trust (for registered trust only)12


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APPLICATION FORMKnow your client (KYC)<strong>Application</strong> <strong>Form</strong> ( For Individuals Only)Please fill in ENGLISH and in BLOCK LETTERS with black inkA. Identity Details (Please see guidelines overleaf )1. Name of Applicant (As appearing in supporting identification document)<strong>Application</strong> No.PHOTOGRAPHFather’s / Spouse’s Name2. A.Gender Male Female B.Marital Status Single Married C. Date of Birth D D M M Y Y Y Y3. Nationality4. Status (Please tick 3)5.PANIndianB. Address Details (Please see guidelines overleaf)1. Address for CorrespondenceOthers________________________________________________________________________(Please specify)Resident Individual Non Resident Foreign National (Passport Copy Mandatory for NRIs & Foreign Nationals)Unique Identification Number (UID) /Aadhaar, if any :Proof of Identity submitted for PAN exempt cases Please tick (3)Please enclose a duly attested copy of the PAN CardPlease affixa recent passportsize photograph andsign across itUID (Aadhaar) Passport Voter ID Driving Licence Others_______________________________________ (Please specify)(Please see guideline ‘D’ overleaf )City / Town / VillageStatePIN Code2. Contact Details Tel.OffMobileEmail ID3. Proof of address to be provided by Applicant, Please submit ANY ONE of the following valid documents & tick (3) against the document attached.Ration Card Passport Registered Lease / Sale Agreement of Residence Voter Identy Card *Latest Bank A/c Statement / PassbookDriving Licence *Latest Telephone Bill (only Land Line) *Latest Electricity Bill *Latest Gas BillOthers________________________________(*Not more than 3 months old. Validity /Expiry date of proof of address submitted) D D / MM / Y Y Y Y4. Permanent Address of the Resident Applicant if different from above (B1) OR Overseas Address (Mandatory) for Non-Resident ApplicantAddress for CorrespondenceTel.ResFaxCity / Town / VillageStateCountryPIN Code5. Proof of address to be provided by Applicant, Please submit ANY ONE of the following valid documents & tick (3) against the document attached.Ration Card Passport Registered Lease / Sale Agreement of Residence Voter Identy Card *Latest Bank A/c Statement / PassbookDriving Licence *Latest Telephone Bill (only Land Line) *Latest Electricity Bill *Latest Gas BillOthers________________________________(*Not more than 3 months old. Validity /Expiry date of proof of address submitted) D D / MM / Y Y Y YC. Other Details (Please see guidelines overleaf)1. Gross Annual Income Details (please tick (3) Below 1 Lac1-5 Lac 5-10 Lac 10-25 Lac > 25 Lac ORNet Worth in `. _________________________________________________________________________(*Net worth should not be older than 1 year)as on (date) D D / MM/Y Y Y Y2. Occupation (please tick (3) any one and give brief detailsPrivate Sector Service Public Sector Government Service Business ProfessionalAgriculturist Retired Housewife Student Forex DealerOthers( Please Specify) ______________________________________________________________________________________3. Please tick (3), if applicable Politically Exposed Person Related to a Politically Exposed PersonFor definition of PEP , please refer guideline overleaf4. Any other informationDECLARATIONI hereby declare that the details furnished above are true and correct to the best of my/our knowledge and beliefand I undertake to inform you of any changes therein, immediately. In case any of the above information is foundto be false or untrue or misleading or misrepresenting, I am/we are aware that I/we may be held liable for it.Place _____________________________________________________ Date: D D / MM / Y Y Y YAMC/Intermediary name OR codeFOR OFFICE USE ONLY(Original Verified) Self Certified Document copies received(Attested) True copies of documents receiviedMain IntermediarySeal/Stamp of the intermediary should containStaff NameDesignationName of the OrganizationSignatureDateSIGNATURE OF APPLICANTIPV Done on D D / MM / Y Y Y YSeal/Stamp of the intermediary should containStaff NameDesignationName of the OrganizationSignatureDate<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services.15


INSTRUCTIONS / CHECK LIST FOR FILLING APPLICATION FORMA. IMPORTANT POINTS: Insurance Copy.1. Self attested copy of PAN card is mandatory for all clients. 2. Utility bills like Telephone Bill (only land line), Electricity bill or Gas bill -2. Copies of all the documents submitted by the applicant should be selfattestedand accompanied by originals for verification. In case theoriginal of any document is not produced for verification, then thecopies should be properly attested by entities authorized for attestingthe documents, as per the below mentioned list.3. If any proof of identity or address is in a foreign language, thentranslation into English is required.Not more than 3 months old.3. Bank Account Statement/Passbook - Not more than 3 months old.4. Self-declaration by High Court and Supreme Court judges, giving thenew address in respect of their own accounts.5. Proof of address issued by any of the following: Bank Managers ofScheduled Commercial Banks / Scheduled Co-Operative Bank /Multinational Foreign Banks / Gazetted Officer / Notary public / Elected4. Name & address of the applicant mentioned on the KYC form, should representatives to the Legislative Assembly / Parliament / Documentsmatch with the documentary proof submitted.issued by any Govt. or Statutory Authority.5. If correspondence & permanent address are different, then proofs for 6. Identity card/document with address, issued by any of the following:both have to be submitted. Central/State Government and its Departments, Statutory /6. Sole proprietor must make the application in his individual name &capacity.7. For non-residents and foreign nationals,(allowed to trade subject to RBIand FEMA guidelines), copy of passport/PIO Card/OCI Card andoverseas address proof is mandatory.8. For foreign entities, CIN is optional; and in the absence of DIN no. for thedirectors, their passport copy should be given.9. In case of Merchant Navy NRI’s, Mariner’s declaration or certified copyof CDC (Continuous Discharge Certificate) is to be submitted.10. For opening an account with Depository participant or Mutual Fund, fora minor, photocopy of the School Leaving Certificate/Mark sheet issuedby Higher Secondary Board/Passport of Minor/Birth Certificate must beprovided.Regulatory Authorities, Public Sector Undertakings, ScheduledCommercial Banks, Public Financial Institutions, Colleges affiliated toUniversities and Professional Bodies such as ICAI, ICWAI, ICSI, BarCouncil etc. to their Members.7. For FII/Sub Account, Power of Attorney given by FII/Sub-Account to theCustodians (which are duly notarized and/or apostiled or consularised)that gives the registered address should be taken.8. The proof of address in the name of the spouse may be accepted.D. Exemptions/clarifications to PAN(*Sufficient documentary evidence in support of such claims to becollected.)1. In case of transactions undertaken on behalf of Central Governmentand/or State Government and by officials appointed by Courts e.g.Official liquidator, Court receiver etc.11. Politically Exposed Persons (PEP) are defined as individuals who are or 2. Investors residing in the state of Sikkim.have been entrusted with prominent public functions in a foreigncountry, e.g., Heads of States or of Governments, senior politicians, 3. UN entities/multilateral agencies exempt from paying taxes/filing taxsenior Government/judicial/military officers, senior executives ofreturns in India.state owned corporations, important political party officials, etc.4. In case of institutional clients, namely, FIIs, VCFs, FVCIs, ScheduledB. Proof of Identity( POI): List of documents admissible as Proof of Identity:Commercial Banks, Multilateral and Bilateral Development FinancialInstitutions, State Industrial Development Corporations, Insurance1. PAN card with photograph. This is a mandatory requirement Companies registered with IRDA and Public Financial Institution asfor all applicants except those who are specifically exempt from defined under section 4A of the Companies Act, 1956, Custodians shallobtaining PAN (listed in Section D).verify the PAN card details with the original PAN card and provide duly2. Unique Identification Number (UID) (Aadhaar)/Passport/Voter IDcertified copies of such verified PAN details to the intermediary.card/Driving license. E. List of people authorized to attest the documents:3. Identity card/ document with applicant’s Photo, issued by any of 1. Notary Public, Gazetted Officer, Manager of a Scheduledthe following: Central/State Government and its Departments, Commercial/Co-operative Bank or Multinational Foreign Banks (Name,Statutory/Regulatory Authorities, Public Sector Undertakings, Designation & Seal should be affixed on the copy).Scheduled Commercial Banks, Public Financial Institutions,2. In case of NRIs, authorized officials of overseas branches of ScheduledColleges affiliated to Universities, Professional Bodies such as ICAI,Commercial Banks registered in India, Notary Public, CourtICWAI, ICSI, Bar Council etc., to their Members; and Credit cards/DebitMagistrate, Judge, Indian Embassy/Consulate General in the countrycards issued by Banks.where the client resides are permitted to attest the documents.C. Proof of Address (POA): List of documents admissible as Proof ofAddress: (*Documents having an expiry date should be valid on the date ofsubmission.)1. Passport/Voters Identity Card/ Ration Card/Registered Lease or SaleAgreementof Residence / Driving License/ Flat Maintenance bill/16


APPLICATION FORMKnow your client (KYC)<strong>Application</strong> <strong>Form</strong> ( For Individuals Only)Please fill in ENGLISH and in BLOCK LETTERS with black inkA. Identity Details (Please see guidelines overleaf )1. Name of Applicant (As appearing in supporting identification document)<strong>Application</strong> No.PHOTOGRAPHFather’s / Spouse’s Name2. A.Gender Male Female B.Marital Status Single Married C. Date of Birth D D M M Y Y Y Y3. Nationality4. Status (Please tick 3)5.PANIndianB. Address Details (Please see guidelines overleaf)1. Address for CorrespondenceOthers________________________________________________________________________(Please specify)Resident Individual Non Resident Foreign National (Passport Copy Mandatory for NRIs & Foreign Nationals)Unique Identification Number (UID) /Aadhaar, if any :Proof of Identity submitted for PAN exempt cases Please tick (3)Please enclose a duly attested copy of the PAN CardPlease affixa recent passportsize photograph andsign across itUID (Aadhaar) Passport Voter ID Driving Licence Others_______________________________________ (Please specify)(Please see guideline ‘D’ overleaf )City / Town / VillageStatePIN Code2. Contact Details Tel.OffMobileEmail ID3. Proof of address to be provided by Applicant, Please submit ANY ONE of the following valid documents & tick (3) against the document attached.Ration Card Passport Registered Lease / Sale Agreement of Residence Voter Identy Card *Latest Bank A/c Statement / PassbookDriving Licence *Latest Telephone Bill (only Land Line) *Latest Electricity Bill *Latest Gas BillOthers________________________________(*Not more than 3 months old. Validity /Expiry date of proof of address submitted) D D / MM / Y Y Y Y4. Permanent Address of the Resident Applicant if different from above (B1) OR Overseas Address (Mandatory) for Non-Resident ApplicantAddress for CorrespondenceTel.ResFaxCity / Town / VillageStateCountryPIN Code5. Proof of address to be provided by Applicant, Please submit ANY ONE of the following valid documents & tick (3) against the document attached.Ration Card Passport Registered Lease / Sale Agreement of Residence Voter Identy Card *Latest Bank A/c Statement / PassbookDriving Licence *Latest Telephone Bill (only Land Line) *Latest Electricity Bill *Latest Gas BillOthers________________________________(*Not more than 3 months old. Validity /Expiry date of proof of address submitted) D D / MM / Y Y Y YC. Other Details (Please see guidelines overleaf)1. Gross Annual Income Details (please tick (3) Below 1 Lac1-5 Lac 5-10 Lac 10-25 Lac > 25 Lac ORNet Worth in `. _________________________________________________________________________(*Net worth should not be older than 1 year)as on (date) D D / MM/Y Y Y Y2. Occupation (please tick (3) any one and give brief detailsPrivate Sector Service Public Sector Government Service Business ProfessionalAgriculturist Retired Housewife Student Forex DealerOthers( Please Specify) ______________________________________________________________________________________3. Please tick (3), if applicable Politically Exposed Person Related to a Politically Exposed PersonFor definition of PEP , please refer guideline overleaf4. Any other informationDECLARATIONI hereby declare that the details furnished above are true and correct to the best of my/our knowledge and beliefand I undertake to inform you of any changes therein, immediately. In case any of the above information is foundto be false or untrue or misleading or misrepresenting, I am/we are aware that I/we may be held liable for it.Place _____________________________________________________ Date: D D / MM / Y Y Y YAMC/Intermediary name OR codeFOR OFFICE USE ONLY(Original Verified) Self Certified Document copies received(Attested) True copies of documents receiviedMain IntermediarySeal/Stamp of the intermediary should containStaff NameDesignationName of the OrganizationSignatureDateSIGNATURE OF APPLICANTIPV Done on D D / MM / Y Y Y YSeal/Stamp of the intermediary should containStaff NameDesignationName of the OrganizationSignatureDate<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services.17


INSTRUCTIONS / CHECK LIST FOR FILLING APPLICATION FORMA. IMPORTANT POINTS: 1. Passport/Voters Identity Card/ Ration Card/Registered Lease or Sale1. Self attested copy of PAN card is mandatory for all clients.2. Copies of all the documents submitted by the applicant should be self-attested and accompanied by originals for verification. In case theoriginal of any document is not produced for verification, then thecopies should be properly attested by entities authorized for attestingthe documents, as per the below mentioned list.AgreementInsurance Copy.of Residence / Driving License/ Flat Maintenance bill/2. Utility bills like Telephone Bill (only land line), Electricity bill or Gas bill -Not more than 3 months old.3. Bank Account Statement/Passbook - Not more than 3 months old.4. Self-declaration by High Court and Supreme Court judges, giving the3. If any proof of identity or address is in a foreign language, then new address in respect of their own accounts.translation into English is required.5. Proof of address issued by any of the following: Bank Managers of4. Name & address of the applicant mentioned on the KYC form, should Scheduled Commercial Banks / Scheduled Co-Operativematch with the documentary proof submitted. Bank / Multinational Foreign Banks / Gazetted Officer / Notary public /5. If correspondence & permanent address are different, then proofs forboth have to be submitted.6. Sole proprietor must make the application in his individual name &capacity.7. For non-residents and foreign nationals,(allowed to trade subject to RBIand FEMA guidelines), copy of passport/PIO Card/OCI Card andoverseas address proof is mandatory.8. For foreign entities, CIN is optional; and in the absence of DIN no. for thedirectors, their passport copy should be given.9. In case of Merchant Navy NRI’s, Mariner’s declaration or certified copyof CDC (Continuous Discharge Certificate) is to be submitted.10. For opening an account with Depository participant or Mutual Fund, fora minor, photocopy of the School Leaving Certificate/Mark sheet issuedby Higher Secondary Board/Passport of Minor/Birth Certificate must beprovided.11. Politically Exposed Persons (PEP) are defined as individuals who are orhave been entrusted with prominent public functions in a foreignElected representatives to the Legislative Assembly / Parliament /Documents issued by any Govt. or Statutory Authority.6. Identity card/document with address, issued by any of the following:C e ntra l / S tate G o vernment a n d i t s D e p a r t m e nts,Statutory/Regulatory Authorities, Public Sector Undertakings,Scheduled Commercial Banks, Public Financial Institutions, Collegesaffiliated to Universities and Professional Bodies such as ICAI, ICWAI,ICSI, Bar Council etc. to their Members.7. For FII/Sub Account, Power of Attorney given by FII/Sub-Account to theCustodians (which are duly notarized and/or apostiled or consularised)that gives the registered address should be taken.8. The proof of address in the name of the spouse may be accepted.D. Exemptions/clarifications to PAN(*Sufficient documentary evidence in support of such claims to becollected.)1. In case of transactions undertaken on behalf of Central Governmentand/or State Government and by officials appointed by Courts e.g.Official liquidator, Court receiver etc.country, e.g., Heads of States or of Governments, senior politicians, 2. Investors residing in the state of Sikkim.senior Government/judicial/military officers, senior executives ofstate owned corporations, important political party officials, etc. 3. UN entities/multilateral agencies exempt from paying taxes/filing taxreturns in India.B. Proof of Identity( POI): List of documents admissible as Proof of Identity:4. In case of institutional clients, namely, FIIs, VCFs, FVCIs, Scheduled1. PAN card with photograph. This is a mandatory requirement Commercial Banks, Multilateral and Bilateral Development Financialfor all applicants except those who are specifically exempt from Institutions, State Industrial Development Corporations, Insuranceobtaining PAN (listed in Section D).Companies registered with IRDA and Public Financial Institution as2. Unique Identification Number (UID) (Aadhaar)/Passport/Voter IDcard/Driving license.3. Identity card/ document with applicant’s Photo, issued by any ofthe following: Central/State Government and its Departments,defined under section 4A of the Companies Act, 1956, Custodians shallverify the PAN card details with the original PAN card and provide dulycertified copies of such verified PAN details to the intermediary.E. List of people authorized to attest the documents:Statutory/Regulatory Authorities, Public Sector Undertakings, 1. Notary Public, Gazetted Officer, Manager of a ScheduledScheduled Commercial Banks, Public Financial Institutions, Commercial/Co-operative Bank or Multinational Foreign Banks (Name,Colleges affiliated to Universities, Professional Bodies such as ICAI,Designation & Seal should be affixed on the copy).ICWAI, ICSI, Bar Council etc., to their Members; and Credit cards/Debitcards issued by Banks.2. In case of NRIs, authorized officials of overseas branches of ScheduledCommercial Banks registered in India, Notary Public, CourtC. Proof of Address (POA): List of documents admissible as Proof of Magistrate, Judge, Indian Embassy/Consulate General in the countryAddress: (*Documents having an expiry date should be valid on the date ofwhere the client resides are permitted to attest the documents.submission.)18


APPLICATION FORMKnow your client (KYC)<strong>Application</strong> <strong>Form</strong> ( For Individuals Only)Please fill in ENGLISH and in BLOCK LETTERS with black inkA. Identity Details (Please see guidelines overleaf )1. Name of Applicant (As appearing in supporting identification document)<strong>Application</strong> No.PHOTOGRAPHFather’s / Spouse’s Name2. A.Gender Male Female B.Marital Status Single Married C. Date of Birth D D M M Y Y Y Y3. Nationality4. Status (Please tick 3)5.PANIndianB. Address Details (Please see guidelines overleaf)1. Address for CorrespondenceOthers________________________________________________________________________(Please specify)Resident Individual Non Resident Foreign National (Passport Copy Mandatory for NRIs & Foreign Nationals)Unique Identification Number (UID) /Aadhaar, if any :Proof of Identity submitted for PAN exempt cases Please tick (3)Please enclose a duly attested copy of the PAN CardPlease affixa recent passportsize photograph andsign across itUID (Aadhaar) Passport Voter ID Driving Licence Others_______________________________________ (Please specify)(Please see guideline ‘D’ overleaf )City / Town / VillageStatePIN Code2. Contact Details Tel.OffMobileEmail ID3. Proof of address to be provided by Applicant, Please submit ANY ONE of the following valid documents & tick (3) against the document attached.Ration Card Passport Registered Lease / Sale Agreement of Residence Voter Identy Card *Latest Bank A/c Statement / PassbookDriving Licence *Latest Telephone Bill (only Land Line) *Latest Electricity Bill *Latest Gas BillOthers________________________________(*Not more than 3 months old. Validity /Expiry date of proof of address submitted) D D / MM / Y Y Y Y4. Permanent Address of the Resident Applicant if different from above (B1) OR Overseas Address (Mandatory) for Non-Resident ApplicantAddress for CorrespondenceTel.ResFaxCity / Town / VillageStateCountryPIN Code5. Proof of address to be provided by Applicant, Please submit ANY ONE of the following valid documents & tick (3) against the document attached.Ration Card Passport Registered Lease / Sale Agreement of Residence Voter Identy Card *Latest Bank A/c Statement / PassbookDriving Licence *Latest Telephone Bill (only Land Line) *Latest Electricity Bill *Latest Gas BillOthers________________________________(*Not more than 3 months old. Validity /Expiry date of proof of address submitted) D D / MM / Y Y Y YC. Other Details (Please see guidelines overleaf)1. Gross Annual Income Details (please tick (3) Below 1 Lac1-5 Lac 5-10 Lac 10-25 Lac > 25 Lac ORNet Worth in `. _________________________________________________________________________(*Net worth should not be older than 1 year)as on (date) D D / MM/Y Y Y Y2. Occupation (please tick (3) any one and give brief detailsPrivate Sector Service Public Sector Government Service Business ProfessionalAgriculturist Retired Housewife Student Forex DealerOthers( Please Specify) ______________________________________________________________________________________3. Please tick (3), if applicable Politically Exposed Person Related to a Politically Exposed PersonFor definition of PEP , please refer guideline overleaf4. Any other informationDECLARATIONI hereby declare that the details furnished above are true and correct to the best of my/our knowledge and beliefand I undertake to inform you of any changes therein, immediately. In case any of the above information is foundto be false or untrue or misleading or misrepresenting, I am/we are aware that I/we may be held liable for it.Place _____________________________________________________ Date: D D / MM / Y Y Y YAMC/Intermediary name OR codeFOR OFFICE USE ONLY(Original Verified) Self Certified Document copies received(Attested) True copies of documents receiviedMain IntermediarySeal/Stamp of the intermediary should containStaff NameDesignationName of the OrganizationSignatureDateSIGNATURE OF APPLICANTIPV Done on D D / MM / Y Y Y YSeal/Stamp of the intermediary should containStaff NameDesignationName of the OrganizationSignatureDate<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services.19


INSTRUCTIONS / CHECK LIST FOR FILLING APPLICATION FORMA. IMPORTANT POINTS: 1. Passport/Voters Identity Card/ Ration Card/Registered Lease or Sale1. Self attested copy of PAN card is mandatory for all clients.2. Copies of all the documents submitted by the applicant should be self-attested and accompanied by originals for verification. In case theoriginal of any document is not produced for verification, then thecopies should be properly attested by entities authorized for attestingthe documents, as per the below mentioned list.AgreementInsurance Copy.of Residence / Driving License/ Flat Maintenance bill/2. Utility bills like Telephone Bill (only land line), Electricity bill or Gas bill -Not more than 3 months old.3. Bank Account Statement/Passbook - Not more than 3 months old.4. Self-declaration by High Court and Supreme Court judges, giving the3. If any proof of identity or address is in a foreign language, then new address in respect of their own accounts.translation into English is required.5. Proof of address issued by any of the following: Bank Managers of4. Name & address of the applicant mentioned on the KYC form, should Scheduled Commercial Banks / Scheduled Co-Operativematch with the documentary proof submitted. Bank / Multinational Foreign Banks / Gazetted Officer / Notary public /5. If correspondence & permanent address are different, then proofs forboth have to be submitted.6. Sole proprietor must make the application in his individual name &capacity.7. For non-residents and foreign nationals,(allowed to trade subject to RBIand FEMA guidelines), copy of passport/PIO Card/OCI Card andoverseas address proof is mandatory.8. For foreign entities, CIN is optional; and in the absence of DIN no. for thedirectors, their passport copy should be given.9. In case of Merchant Navy NRI’s, Mariner’s declaration or certified copyof CDC (Continuous Discharge Certificate) is to be submitted.10. For opening an account with Depository participant or Mutual Fund, fora minor, photocopy of the School Leaving Certificate/Mark sheet issuedby Higher Secondary Board/Passport of Minor/Birth Certificate must beprovided.11. Politically Exposed Persons (PEP) are defined as individuals who are orhave been entrusted with prominent public functions in a foreignElected representatives to the Legislative Assembly / Parliament /Documents issued by any Govt. or Statutory Authority.6. Identity card/document with address, issued by any of the following:C e ntra l / S tate G o vernment a n d i t s D e p a r t m e nts,Statutory/Regulatory Authorities, Public Sector Undertakings,Scheduled Commercial Banks, Public Financial Institutions, Collegesaffiliated to Universities and Professional Bodies such as ICAI, ICWAI,ICSI, Bar Council etc. to their Members.7. For FII/Sub Account, Power of Attorney given by FII/Sub-Account to theCustodians (which are duly notarized and/or apostiled or consularised)that gives the registered address should be taken.8. The proof of address in the name of the spouse may be accepted.D. Exemptions/clarifications to PAN(*Sufficient documentary evidence in support of such claims to becollected.)1. In case of transactions undertaken on behalf of Central Governmentand/or State Government and by officials appointed by Courts e.g.Official liquidator, Court receiver etc.country, e.g., Heads of States or of Governments, senior politicians, 2. Investors residing in the state of Sikkim.senior Government/judicial/military officers, senior executives ofstate owned corporations, important political party officials, etc. 3. UN entities/multilateral agencies exempt from paying taxes/filing taxreturns in India.B. Proof of Identity( POI): List of documents admissible as Proof of Identity:4. In case of institutional clients, namely, FIIs, VCFs, FVCIs, Scheduled1. PAN card with photograph. This is a mandatory requirement Commercial Banks, Multilateral and Bilateral Development Financialfor all applicants except those who are specifically exempt from Institutions, State Industrial Development Corporations, Insuranceobtaining PAN (listed in Section D).Companies registered with IRDA and Public Financial Institution as2. Unique Identification Number (UID) (Aadhaar)/Passport/Voter IDcard/Driving license.3. Identity card/ document with applicant’s Photo, issued by any ofthe following: Central/State Government and its Departments,defined under section 4A of the Companies Act, 1956, Custodians shallverify the PAN card details with the original PAN card and provide dulycertified copies of such verified PAN details to the intermediary.E. List of people authorized to attest the documents:Statutory/Regulatory Authorities, Public Sector Undertakings, 1. Notary Public, Gazetted Officer, Manager of a ScheduledScheduled Commercial Banks, Public Financial Institutions, Commercial/Co-operative Bank or Multinational Foreign Banks (Name,Colleges affiliated to Universities, Professional Bodies such as ICAI,Designation & Seal should be affixed on the copy).ICWAI, ICSI, Bar Council etc., to their Members; and Credit cards/Debitcards issued by Banks.2. In case of NRIs, authorized officials of overseas branches of ScheduledCommercial Banks registered in India, Notary Public, CourtC. Proof of Address (POA): List of documents admissible as Proof of Magistrate, Judge, Indian Embassy/Consulate General in the countryAddress: (*Documents having an expiry date should be valid on the date ofwhere the client resides are permitted to attest the documents.submission.)20


APPLICATION FORMKnow your client (KYC)<strong>Application</strong> <strong>Form</strong> ( For Non-Individuals Only)<strong>Application</strong> No.Please fill in ENGLISH and in BLOCK LETTERS with black inkA. Identity Details (Please see guidelines overleaf )1. Name of Applicant (Please write complete name as per Certificate of Incorporation/Registration, leaving one box blank between two words. Please do not abbreviate the Name )PHOTOGRAPH2. Date of Incorporation D D / M M / Y Y Y YPlace of Incorporation3. Registration No.(e.g. CIN)Date of commencement of business D D / M M / Y Y Y Y4. Status (Please tick 3) Private Ltd.Co. Public Ltd. Co. Body Corporate Partnership Trust / Charities / NGOs FIFII HUF AOP Bank Government Body Non Government Organisation Defence EstablishmentBody of individual Society LLP Others______________________________________________________________(Please specify)5. Permanent Account Number (PAN) (MANDATORY)Please enclose a duly attested copy of the PAN CardPlease affixthe recent passportsize photograph andsign across itB. Address Details (Please see guidelines overleaf)1. Address for CorrespondenceCity / Town / VillageState2. Contact Details Tel.OffMobileEmail IDTel.ResFaxCountry3. Proof of address to be provided by Applicant, Please submit ANY ONE of the following valid documents & tick (3) against the document attached.*Latest Bank Account Statement *Latest Telephone Bill (only Land Line) *Latest Electricity BillRegistered Lease / Sale Agreement of Office Premises Any other proof of Address document (as listed overleaf) _______________________________(Please specify)(*Not more than 3 months old. Validity /Expiry date of proof of address submitted) / /4. Registered Address (if defferent from above)D D MM Y Y Y YPostal CodeCity / Town / VillageStatePIN Code5. Proof of address to be provided by Applicant, Please submit ANY ONE of the following valid documents & tick (3) against the document attached.Registered lease / Sale Agreement of Residence *Latest Bank Account Statement *Latest Telephone Bill (only Land Line) *Latest Electricity BillRegistered Lease / Sale Agreement of Office Premises Any other proof of Address document (as listed overleaf) _______________________________(*Not more than 3 months old. Validity /Expiry date of proof of address submitted) / /D D MM Y Y Y YC. New Other Details (please see guidelines overleaf)1. Gross Annual Income Details (please tick (3) Below 1 Lac1-5 Lac 5-10 Lac 10-25 Lac 25 Lac- 1 Cr > 1 Cr2.Net Worth in `. __________________________________________________________________________ (*Net worth should not be older than 1 year)as on (date) D D / MM / Y Y Y Y3. Name, PAN , DIN/UID, residential address and photographs of Promoters/Partners/Karta/Trustee/whole time directors(Please use Annexure to fill in the details)4. Is the entity involved/providing any of the following servicesFor Foreign Exchange / Money Changer Service Yes NoGaming / Gambling / Lottery Services (e.g. casinos, betting syndicates) Yes NoMoney Lending / Pawning Yes No5. Any other informationYESNODECLARATIONI/We hereby declare that the details furnished above are true and correct to the best of my/our knowledgeand belief and I/we undertake to inform you of any changes therein, immediately. In case any of the aboveinformation is found to be false or untrue or misleading or misrepresenting, I am/we are aware that I/wemay be held liable for it.Place _____________________________________________________ Date: D D / MM / Y Y Y YNAME & SIGNATURE(S) OFAUTHORISED PERSON(S)AMC/Intermediary name OR code(Original Verified) Self Certified Document copies received(Attested) True copies of documents receiviedFOR OFFICE USE ONLYSeal/Stamp of the intermediary should containStaff NameDesignationName of the OrganizationSignatureDate<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services.21


INSTRUCTIONS / CHECK LIST FOR FILLING APPLICATION FORMA. IMPORTANT POINTS: 1. Passport/Voters Identity Card/ Ration Card/Registered Lease or Sale1. Self attested copy of PAN card is mandatory for all clients.Agreement of Residence / Driving License/ Flat Maintenance bill/2. Copies of all the documents submitted by the applicant should be self- Insurance Copy.attested and accompanied by originals for verification. In case the original 2. Utility bills like Telephone Bill (only land line), Electricity bill or Gas bill - Notof any document is not produced for verification, then the copies should more than 3 months old.be properly attested by entities authorized for attesting the documents, as 3. Bank Account Statement/Passbook - Not more than 3 months old.per the below mentioned list.4. Self-declaration by High Court and Supreme Court judges, giving the new3. If any proof of identity or address is in a foreign language, then translation address in respect of their own accounts.into English is required.5. Proof of address issued by any of the following: Bank Managers of4. Name & address of the applicant mentioned on the KYC form, should Scheduled Commercial Banks/Scheduled Co-Operative Bank/Multinationalmatch with the documentary proof submitted.Foreign Banks/Gazetted Officer/Notary public/Elected representatives5. If correspondence & permanent address are different, then proofs for to the Legislative Assembly/Parliament/Documents issued by any Govt.both have to be submitted.or Statutory Authority.6. Sole proprietor must make the application in his individual name & 6. Identity card/document with address, issued by any of the following:capacity.Central/State Government and its Departments, Statutory/Regulatory7. For non-residents and foreign nationals,(allowed to trade subject to RBI Authorities, Public Sector Undertakings, Scheduled Commercial Banks,and FEMA guidelines), copy of passport/PIO Card/OCI Card and Public Financial Institutions, Colleges affiliated to Universities andoverseas address proof is mandatory.Professional Bodies such as ICAI, ICWAI, ICSI, Bar Council etc. to their8. For foreign entities, CIN is optional; and in the absence of DIN no. for the Members.directors, their passport copy should be given.7. For FII/Sub Account, Power of Attorney given by FII/Sub-Account to the9. In case of Merchant Navy NRI’s, Mariner’s declaration or certified copy of Custodians (which are duly notarized and/or apostiled or consularised) thatCDC (Continuous Discharge Certificate) is to be submitted.gives the registered address should be taken.10.For opening an account with Depository participant or Mutual Fund, for a 8. The proof of address in the name of the spouse may be accepted.minor, photocopy of the School Leaving Certificate/Mark sheet issued by D. Exemptions/clarifications to PANHigher Secondary Board/Passport of Minor/Birth Certificate must be (*Sufficient documentary evidence in support of such claims to be collected.)provided.1. In case of transactions undertaken on behalf of Central Government and/or11.Politically Exposed Persons (PEP) are defined as individuals who are or State Government and by officials appointed by Courts e.g. Officialhave been entrusted with prominent public functions in a foreign liquidator, Court receiver etc.country, e.g., Heads of States or of Governments, senior politicians, 2. Investors residing in the state of Sikkim.senior Government/judicial/military officers, senior executives of state 3. UN entities/multilateral agencies exempt from paying taxes/filing taxowned corporations, important political party officials, etc.returns in India.B. Proof of Identity( POI): List of documents admissible as Proof of Identity: 4. In case of institutional clients, namely, FIIs, VCFs, FVCIs, Scheduled1. PAN card with photograph. This is a mandatory requirement for Commercial Banks, Multilateral and Bilateral Development Financialall applicants except those who are specifically exempt from obtaining Institutions, State Industrial Development Corporations, InsurancePAN (listed in Section D).Companies registered with IRDA and Public Financial Institution as defined2. Unique Identification Number (UID) (Aadhaar)/Passport/Voter ID under section 4A of the Companies Act, 1956, Custodians shall verify thecard/Driving license.PAN card details with the original PAN card and provide duly certified copies3. Identity card/ document with applicant’s Photo, issued by any of the of such verified PAN details to the intermediary.following: Central/State Government and its Departments, E. List of people authorized to attest the documents:Statutory/Regulatory Authorities, Public Sector Undertakings, 1. Notary Public, Gazetted Officer, Manager of a Scheduled Commercial/Co-Scheduled Commercial Banks, Public Financial Institutions, Colleges operative Bank or Multinational Foreign Banks (Name, Designation & Sealaffiliated to Universities, Professional Bodies such as ICAI, ICWAI, ICSI, should be affixed on the copy).Bar Council etc., to their Members; and Credit cards/Debit cards issued by 2. In case of NRIs, authorized officials of overseas branches of ScheduledBanks. Commercial Banks registered in India, Notary Public, CourtC. Proof of Address (POA): List of documents admissible as Proof of Address: Magistrate, Judge, Indian Embassy/Consulate General in the country(*Documents having an expiry date should be valid on the date of where the client resides are permitted to attest the documents.submission.) F. In case of transfer of securities copy of Client Master Report is mandatoryG. In case of Non-Individuals, additional documents tobe obtained from non-individuals, over & above the POI & POA, as mentioned below:Types Of entityDocumentary requirementsCorporate• Copy of the balance sheets for the last 2 financial years (to be submitted every year)• Copy of latest share holding pattern including list of all those holding control, either directly orindirectly, in the company in terms of SEBI takeover Regulations, duly certified by the companysecretary/Whole time director/MD(to be submitted every year)• Photograph, POI, POA, PAN and DIN numbers of whole time directors/two directors in chargeof day to day operations• Photograph, POI, POA, PAN of individual promoters holding control - either directly or indirectly• Copies of the Memorandum and Articles of Association and certificate of incorporation• Copy of the Board Resolution for investment in securities market• Authorised signatories list with specimen signaturesPartnership firm • Certificate of registration (for registered partnership firms only)• Copy of partnership deed• Authorised signatories list with specimen signatures• Photograph, POI, POA, PAN of Partners• Copy of the balance sheets for the last 2 financial years (to be submitted every year)Trust • Certificate of registration (for registered trust only).• Copy of Trust deed• List of trustees certified by managing trustees/CA• Photograph, POI, POA, PAN of Trustees• Copy of the balance sheets for the last 2 financial years (to be submitted every year)HUF • PAN of HUF• Deed of declaration of HUF/List of coparceners• Bank pass-book/bank statement in the name of HUF• Photograph, POI, POA, PAN of KartaUnincorporated Association or a body of individuals • Proof of Existence/Constitution document• Resolution of the managing body & Power of Attorney granted to transact business on its behalf• Authorized signatories list with specimen signaturesBanks/Institutional Investors • Copy of the constitution/registration or annual report/balance sheet for the last 2 financial years• Authorized signatories list with specimen signaturesForeign Institutional Investors (FII) • Copy of SEBI registration certificate• Authorized signatories list with specimen signaturesArmy/Government Bodies • Self-certification on letterhead• Authorized signatories list with specimen signaturesRegistered Society • Copy of Registration Certificate under Societies Registration Act• List of Managing Committee members• Committee resolution for persons authorised to act as authorised signatories with specimensignatures• True copy of Society Rules and Bye Laws certified by the Chairman/SecretaryPlease submit the KYC Documents on A4 size paper only22


AnnexureDetails of Promoters/Partners/Karta/Trustee/Whole Time Directors forming a part of Know Your Client (KYC) <strong>Application</strong><strong>Form</strong> for Non -IndividualsName of the ApplicantPAN of the ApplicantSR.No.PAN Name DIN (for Directors)/UID (for Others)Residential /RegisteredAddressRelationshipwith Applicant(i.e. promoters,whole timedirectors etc.WhetherPoliticallyExposedPhotographsPEPRPEPNOPEPRPEPNOPEPRPEPNOPEPRPEPNOPEPRPEPNOName & Signature of the Authorised Signatory(ies) Date D D / MM / Y Y Y YPEP : Politically Exposed PersonRPEP : Related to Politically Exposed Person23


Intentionally Left Blank24


DISCRETIONARY PORTFOLIO INVESTMENT MANAGEMENT AGREEMENTTHIS DISCRETIONARY PORTFOLIO INVESTMENT MANAGEMENT AGREEMENT entered into on this_________________ day of _______________, 20______BETWEEN<strong>Edelweiss</strong> Asset Management Limited, a company incorporated under the Companies Act, 1956 and having itsregistered office at <strong>Edelweiss</strong> House, 6th Floor, Off C.S.T. Road, Kalina, Mumbai 400 098 (hereinafter referred to as“Portfolio Manager”, which expression shall, unless repugnant to the context or meaning thereof be deemed toinclude its successors and permitted assigns) of the ONE PART;AND1. Mr./Mrs./Ms.________________________________________________________________________, an________________________residing at____________________________________________________________________________________________________________________________2. Mr./Mrs./Ms._______________________________________________________________________, an________________________residing at____________________________________________________________________________________________________________________________3. Mr./Mrs./Ms.________________________________________________________________________, an________________residing at_________________________________________________OR______________________________________________________________________, a partnership firmregistered under the provisions of the Indian Partnership Act, 1932/company incorporated under the provisions ofthe Companies Act, 1956/a Hindu Undivided Family acting for the purposes of this Agreement through its Karta/(others - please specify) ______________________________________________________________________________________________residing at/ having its registered office/carrying on businessat______________________________________________________________________________________(hereinafter referred to as the “Client” which expression shall, unless repugnant to the context or meaning thereof,be deemed to include its / his / her / their respective heirs, executors, administrators, successors, legalrepresentatives and permitted assigns) of the OTHER PART.WHEREAS: 1.1. “Act” means the Securities and Exchange Board of India Act, 1992(a) The Portfolio Manager has obtained registration from the Securities and 1.2. “Agreement” means this Discretionary Portfolio InvestmentExchange Board of India vide registration certificate no. Management Agreement executed between the Portfolio ManagerINP000003955 dated January 28, 2011 and is duly authorized to and the Client in terms of Regulation 14 of SEBI (Portfolio Managers)provide Portfolio Management Services under SEBI (Portfolio Regulations, 1993 issued by the Securities and Exchange Board ofManagers) Regulations, 1993 and any amendments thereto from India & includes any amendment thereto made in writing upontime to time and rules, guidelines, circulars issued under the Act;mutual consent of the Parties hereto and also the <strong>Application</strong> <strong>Form</strong>.(b)The Portfolio Manager is rendering Portfolio Management Services 1.3. “<strong>Application</strong>” means the application made by the Client to theunder the name and style (label) of ‘<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> Portfolio Manager to place the monies and/or securities therein<strong>Accounts</strong>’mentioned with the Portfolio Manager for Discretionary Portfolio(c) At the request of the Client, the Portfolio Manager has agreed to Management Services. Upon execution of the Agreement by theprovide Discretionary Portfolio Management Services to the Client as Portfolio Manager, the <strong>Application</strong> shall be deemed to form anmore particularly set out hereinafter;integral part of this Agreement. Provided that in case of any conflict(d) The Parties hereto are entering into this Agreement setting out thebetween the contents of the <strong>Application</strong> and the provisions of thisterms and conditions on which the Portfolio Manager has agreed toAgreement, the provisions of this Agreement shall prevail.render and the Client has agreed to avail of the aforesaid services. 1.4. “Assets” means (i) the Portfolio and/or (ii) the Funds and (iii) allNOW THIS AGREEMENT WITNESSETH AND IT IS HEREBY AGREED BY ANDaccruals thereto.BETWEEN THE PARTIES HERETO AS UNDER:1.5. “Client” or “Investor” means any Person who registers with the1. DEFINITIONSPortfolio Manager for availing Portfolio Management Services.Unless the context or meaning thereof otherwise requires, the following1.6. “Client Depository Account” means one or more account or accountsexpressions shall have the meaning assigned to them hereunderopened, maintained and operated by the Portfolio Manager in therespectively:-name of the client for the purpose of managing custody of securities25


on behalf of the clients with any Depository or Depository Participant 1.23. “Regulations” means the Securities and Exchange Board of Indiaregistered under the SEBI (Depositories and Participants)(Portfolio Managers) Regulations, 1993 as amended from time toRegulations, 1996time;1.7. “Client Bank Account” means one or more bank accounts opened 1.24. “SEBI” means the Securities and Exchange Board of India establishedand operated in the name of the Client by the Portfolio Manager forunder sub-section (1) of Section 3 of the Securities and Exchangethe purpose of managing funds on behalf of the Client with anyBoard of India Act 1992 as amended from time to time.Scheduled Commercial Bank.1.25. “Securities” includes:-1.8. “Custodian” means an entity that has been granted a certificate of (i) “securities” as defined under the Securities Contractsregistration to carry on the business of custodian of securities under (Regulation) Act, 1956;the Securities and Exchange Board of India (Custodian of Securities)(ii) shares, scrips, stocks, bonds, warrants, convertible and non-Regulations, 1996convertible debentures, fixed return investments, equity linked1.9. “Discretionary Portfolio Management Services” means the Portfolio instruments, negotiable instruments, deposits, money marketManagement Service rendered to the Client by the Portfolioinstruments, commercial paper, certificates of deposit, unitsManager on the terms and conditions contained in this Agreementissued by the Unit Trust of India and/or by any mutual funds,where the Portfolio Manager exercises discretion as to themortgage backed or other asset backed securities, derivatives,investment and the management of the Assets of the client entirelyderivative instruments and any other securities issued by anyat the Client’s risk, in such manner as the Portfolio Manager maycompany or other body corporate, any entity, the Centraldeem fit.Government, any State Government or any local or statutory1.10. “Depository” means Depository as defined in Depositories Act, 1996 authority;(22 of 1996) (iii) Gold and gold related securities; and1.11. “Derivatives” - A financial instrument, traded on or off an exchange, (iv) any other instruments or investments as may be permitted bythe price of which is directly dependent upon (i.e., “derived from”)applicable law from time to time.the value of one or more underlying securities, equity indices, debtinstruments, commodities, other derivative instruments, or anyagreed upon pricing index or arrangement (e.g., the movement over INTERPRETATIONtime of the Consumer Price Index or freight rates) etc. is known as a • In this Agreement, the Headings are for convenience only and shallderivative. Derivatives involve the trading of rights or obligationsnot constrain or affect its construction or interpretation.based on the underlying product, but do not directly transfer • In any way whatsoever, words and expressions used in thisproperty.Agreement, the <strong>Application</strong> <strong>Form</strong> and the Disclosure Document not1.12.“Disclosure Document” means the disclosure document issued by theexpressly defined herein or the Regulations shall be interpretedCompany for offering Portfolio Management Services, prepared inaccording to their general meaning and usage.terms of Schedule V of the SEBI (Portfolio Managers) Regulations, • All references to the masculine shall include the feminine and all1993. references, to the singular shall include the plural and vice-versa.1.13.“<strong>Edelweiss</strong> Asset Management Limited” or “Portfolio Manager” or • If by the terms of this agreement, any act would be required to be“Company” means a company incorporated under the Companiesperformed on a day which is Public Holiday, that act shall be deemedAct, 1956, with limited liability and registered with SEBI to act as ato have been duly performed, if performed on or within the periodPortfolio Manager in terms of SEBI (Portfolio Managers) Regulations,ending on the immediate next Business Day1993 vide Registration Code PM/INP000003955 having its registered • All references “`” refer to Indian Rupees. A “crore” means “tenoffice at <strong>Edelweiss</strong> House, Off C. S. T. Road, Kalina, Mumbai – 400 098.million” and a “lakh” means a “hundred thousand”.1.14. “<strong>Edelweiss</strong> Asset Management Limited – <strong>Personalized</strong> <strong>Managed</strong> 2. PORTFOLIO MANAGEMENT SERVICES<strong>Accounts</strong> Bank Account” or “Bank Account” means one or moreomnibus bank accounts opened, maintained and operated by the2.1 The Portfolio Manager shall provide Discretionary PortfolioPortfolio Manager in the name of the Client or pool account managedManagement services which shall be in the nature of investmentin the name of the Portfolio Manager for the purpose of managingconsultancy and administrative management with the objective offunds on behalf of the Client with any of the Scheduled Commercialgenerating reasonable return for the Clients’ investments and shallBanks.have full discretion to determine from time to time the Securities tobe purchased, sold or exchanged and the portion of the Assets of the1.15. “<strong>Edelweiss</strong> Asset Management Limited – <strong>Personalized</strong> <strong>Managed</strong> Account to be held uninvested, including the custody of the unlisted<strong>Accounts</strong> Depository Account” or “Depository Account” means onesecurities, monitoring the book closure and corporate actions due onor more omnibus accounts opened, maintained and operated by theSecurities such as – dividends, bonus, rights etc., so as to ensure thatPortfolio Manager for the purpose of managing custody of Securities,all the benefits accrue to the Client’s portfolio, for an agreed fee andwhether listed or unlisted on behalf of the investors with anyfor a period as hereinafter described, entirely at the Client’s risk. TheDepository or Depository Participant registered under the SEBIPortfolio Manager from time to time introduces Investment(Depositories and Participants) Regulations 1996.Strategies and may launch new Investment Strategies for the benefit1.16. “Financial Year” means the year starting from April 1 to March 31 the of its Clients. The Clients may invest in one or more of suchfollowing year.Investment Strategies.1.17. “Funds” means the monies placed by the client with the Portfolio 2.2. For the consideration and on the terms and conditions containedManager and any accretions thereto.herein, the Portfolio Manager agrees to provide to the Client, and the1.18. “Parties” means the Portfolio Manager and the Client; and “Party”Client agrees to avail of, the Discretionary Portfolio Managementshall be construed accordingly.Services.1.19. “Person” includes any individual, partners in partnership central or 2.3. The Client hereby entrusts the Assets to the Portfolio Manager for thestate government, company, body corporate, cooperative society,purposes of Discretionary Portfolio Management Services.corporation, , trust, society, Hindu Undivided Family or any other 3. F U N C T I O N S , O B L I G AT I O N S , P O W E R S , D U T I E S A N Dbody of persons, whether incorporated or not.RESPONSIBILITIES OF THE PORTFOLIO MANAGER:1.20. “Portfolio” means the total holdings of securities belonging to any 3.1 The Portfolio Manager shall act in a fiduciary capacity as a trustee andpersonagent of the Client’s Account. However, the Client shall be the1.21. “Portfolio Management Fees” shall have the meaning attributedbeneficial owner of the securities purchased by the Portfoliothereto in Clause [9] below.Manager on behalf of the Client.1.22. “Portfolio Management Services” means the Discretionary Portfolio 3.2 The Portfolio Manager shall deploy the funds in accordance with theManagement Services or Non-Discretionary Portfolio Managementrelevant Investment Strategy selected by the Client and inServices or Advisory Services, as the context may be.accordance with the SEBI (Portfolio Managers) Regulations, 1993, as26


may be amended from time to time, and the guidelines issued underthe Securities in which investment should be made and theit.nature, quantity, timing and other details of the investments,3.3 The Portfolio Manager agrees that it shall observe high standards ofdisinvestments and other dealings with the Assets shall be at theintegrity and fairness in all its dealings with the Client andabsolute and unfettered discretion of the Portfolio Manager whoacknowledges that it shall abide by the Code of Conduct and shallshall not be required to give any notice to, or take any approval of,avoid any conflict of interest in relation to its investment decisionsthe Client for the same. However the Portfolio Manager shall notand shall not derive any direct or indirect benefit out of the Client’slend securities held on behalf of the Client except if authorised byfunds and securities except as provided in this Agreement.the Client in writing to participate in securities lending.3.4 Simultaneous with the execution of this Agreement the Client shall (ii) The Client has expressly and with full knowledge of theexecute and deliver to the Portfolio Manager a Power of Attorney inimplications conferred absolute and unfettered discretion on thethe format specified by the Portfolio Manager authorizing thePortfolio Manager in relation to all decisions concerning thePortfolio Manager or any person appointed by the Portfolio ManagerDiscretionary Portfolio Management (including, in relation to thein this behalf to open and operate bank and depository accounts, buymatters referred to in Clause [3.10(I)]) and the Client agrees andand sell Securities and do other acts on behalf of the Client.confirms that all such decisions of the Portfolio Manager (which3.5 The Client hereby authorizes the Portfolio Manager, either by itself orshall, in this Agreement, include decisions taken in good faith bythrough any person appointed by it, to do all such acts on behalf ofany person appointed by the Portfolio Manager in this behalf)the Client as the Portfolio Manager may in its absolute discretionshall be binding on the Client and shall not be assailed, challenged,consider necessary or advisable for the purpose of renderingquestioned or disputed by the Client at any time during theDiscretionary Portfolio Management including, without limitation,:-currency of this agreement or anytime thereafter except on the(i) opening, operating and closing one or more bank accounts andground of malafide, fraud, conflict of interest, or gross negligence.one or more depository accounts, (ii) transferring the Funds andThe Client shall not be entitled to hold the Portfolio ManagerPortfolio(deposited by the Client with the Portfolio Manager) to theresponsible or liable in any manner whatsoever or claim any<strong>Edelweiss</strong> Asset Management Limited – <strong>Personalized</strong> <strong>Managed</strong>damages, losses or other amounts on account of the exercise of<strong>Accounts</strong> Bank Account and <strong>Edelweiss</strong> Asset Management Limited –such discretion by the Portfolio Manager or any decision taken in<strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> Depository Account, (iii)good faith by the Portfolio Manager at any time during thepurchasing, subscribing to or otherwise acquiring or investing incurrency of this agreement or anytime thereafter except on theSecurities and paying the consideration for the same, (iv) selling,ground of malafide, fraud, conflict of interest, or gross negligence.redeeming, transferring or otherwise dealing with or disposing of (iii) The Client agrees and acknowledges that the Client shall not beSecurities and receiving the consideration for the same (v) holdingentitled to give any instructions to the Portfolio Manager inthe Assets in the name of the Client or the Portfolio Manager or anyrelation to the Discretionary Portfolio Management or anycustodian, nominee or agent of the Client or the Portfolio Manager asdecision relating thereto including, in relation to the mattersthe Portfolio Manager considers appropriate in terms of applicablereferred to in Clause [3.10(ii)].regulation and Power of Attorney (vi) appointing brokers, custodians 3.11 The Discretionary Portfolio Management and the provisions of thisand others in relation to the Discretionary Portfolio Management and Agreement shall be subject to the Regulations and other applicableentering into agreements with them (vii) executing such documents provisions of law in force from time to time; and, notwithstandingas may be necessary (viii) receiving dividend, interest and other anything contained in Clause 3.10 or elsewhere in this Agreement,accretions and amounts in respect of the Assets (ix) paying all the Portfolio Manager shall not be required or entitled to make anyamounts (including any calls) required to be paid in connection with investments or otherwise deal with the Assets or render thethe Discretionary Portfolio Management and/or this Agreement Discretionary Portfolio Management in a manner which is contrary toincluding the Portfolio Management Fees and expenses incurred for the Regulations or any other provisions of law in force at the relevantor in connection with rendering Discretionary Portfolio time.Management.3.12 The Portfolio Manager shall also be entitled to enter into transactions3.6 Portfolio Manager may open and operate under the Power of on behalf of the Client for the specific purpose of meeting marginAttorney a Bank Account in the name of the client with any bank at requirements. The Client acknowledges that the Client is aware of thethe discretion of the Portfolio Manager.risks of entering into such transactions which risks could include,3.7 The Portfolio Manager may open and operate under the Power of without limitation delivery of money to intermediaries such as stockAttorney a “Client Depository Account” for and on behalf of the Client brokers for their being able to meet margin requirements in respectfor depositing the securities and fully operate the same for the of transactions on behalf of the Client, which monies may not bepurpose of such agreement. Such Depository Account may be backed by any underlying security and therefore may be unsecured inopened with ICICI Bank Ltd., Depository Participant (of CDSL or NSDL, nature.as the case may be), or with any other DP at the discretion of the 3.13 The Client hereby agrees and undertakes that until the termination ofPortfolio Manager. Provided that any unlisted Securities may be held this Agreement and the receipt of a no objection from the Portfolioby the Portfolio Manager or any custodian appointed by the Portfolio Manager in this behalf, (i) the Client shall not operate the BankManager in such manner in the <strong>Edelweiss</strong> Asset Management <strong>Accounts</strong> opened in the name of the Client and / or DepositoryLimited – <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> Depository Account or in <strong>Accounts</strong> opened in the name of the Client and (ii) the Client shall notClients Depository Account, as specified by the regulations from time enter into any agreement with the custodian appointed by theto time.Portfolio Manager or give any instructions to the custodian in relation3.8 The Portfolio Manager may at its discretion deal in securities on to the Assets or this Agreement (iii) the Client shall not create anybehalf of the Clients through <strong>Edelweiss</strong> Securities Limited and any charge, lien or other encumbrance of any nature over the Assets orother broker, being a Member Broker of National Stock Exchange of otherwise deal with the Assets in any manner whatsoever.India Limited (NSE) and Bombay Stock Exchange Limited (BSE) or 3.14 For the purpose of discharging any of its duties, obligations andthrough any other registered member broker.functions (whether under this Agreement or under the3.9 The Portfolio Manager shall in the books of accounts, maintain abovementioned Power of Attorney), the Portfolio Manager may actseparate Client wise accounts in respect of the funds and securities through any of its officers, employees or representatives or anyhanded over by the Client to the Portfolio Manager and the custodian or other person specifically authorised by the Portfoliotransactions carried out for the Clients from time to time.Manager (all of whom are hereinafter referred to as the “sub-3.10 (i) The Client agrees that the Portfolio Manager shall be entitled to dealdelegates”) and may delegate the performance of its duties,with the Assets, invest the Funds in Securities, sell, redeem ordiscretions obligations, any of powers and authorities hereunder toliquidate Securities or otherwise disinvest or change thesuch sub-delegates.Securities forming part of the Portfolio in such manner as the 3.15 Unless the Portfolio Manager otherwise decides, all Assets shall, inPortfolio Manager may in its absolute and unrestricted discretion the event the Client is a partnership, be held in the name of any one orconsider appropriate. All such decisions, including decisions as to more of its partners (as the Portfolio Manager may determine) and, in27


the event the Client is a Hindu Undivided Family, be held in the name mentioned in the said Schedule by giving a prior written notice of 10of its Karta.days to the Client. The Client has the option to pay such amounts3.16 Unless the Portfolio Manager otherwise decides, the address in ahead of the dates to the Portfolio Manager if he/it deems fit.respect of the Bank Account, Depository Account, Funds and 5. INVESTMENT OBJECTIVES AND POLICIESSecurities shall be the address of the Portfolio Manager or the 5.1. In pursuance of the objective of the agreement to provide the Clientcustodian of Securities appointed by the Portfolio Manager from with a structure that can achieve preservation and growth of itstime to time.capital, the Portfolio Manager shall endeavour to apply its3.17 The Client agrees to provide to the Portfolio Manager or such other professional expertise.person as may be designated by the Portfolio Manager, such 5.2 Subject to the Regulations, the Portfolio Manager shall have the soleinformation as may be required from time to time, including, without and absolute discretion to invest the Client’s funds in such securities,limitation, all changes to the information provided by the Client in the capital and money market instruments or in fixed income securities<strong>Application</strong> or any “Know Your Client” form in order to enable the of any description.Portfolio Manager or other person designated by the Portfolio5.3 The funds of the Client shall not be deployed in such instruments asManager in this behalf to update the information therein. Withoutmay be expressly prohibited by SEBI from time to time.prejudice to the aforesaid, the Client shall inform the PortfolioManager of (i) his residential status and of any changes thereto and 5.4 The Portfolio Manager shall invest the funds of the Client, depending(ii) any restrictions that have been or are imposed upon the on his risk profile elucidated at the time of account opening. Theacquisition of Securities by the Client.Client may, with the consent of the Portfolio Manager, switchbetween the Investment Strategies during the tenure of this3.18 The Client agrees and undertakes to sign all such documents andAgreement as per his investment objective and/or invest additionalwritings and do all such acts as the Portfolio Manager may require forcorpus in the same / different Investment Strategies.enabling the Portfolio Manager to render Discretionary PortfolioManagement or otherwise perform its functions and obligations 5.5 The un-invested amounts may be deployed in liquid fund schemes orunder this Agreement.other debt oriented schemes of mutual funds, Gilt Schemes, Bankdeposits and other short term avenues available for Investment. The3.19 In the event the Client is not an individual, the Portfolio Manager shallsecurities invested / disinvested by the Portfolio Manager for thebe entitled to rely upon any instructions it believes in good faith to beClients in the same Investment Strategy may differ from Client togiven by a person who is duly authorized by the Client in this behalf.Client. The Portfolio Manager may, with the consent of the Client,Without prejudice to the aforesaid, the Portfolio Manager shall belend the securities through an approved intermediary for interestentitled to rely upon a copy of a Board Resolution of the Clientsubject to SEBI (Securities Lending and Borrowing) Scheme, 1997.authorizing such person to act on behalf of the Client with respect toThe Portfolio Manager may also invest in Futures and Options tothis Agreement. In the event of revocation of authority of any suchhedge, to enhance returns, to balance the portfolio or to take suchperson, the Client shall promptly inform the Portfolio Manager ofother positions as may be permissible by the SEBI rules, regulationssuch revocation.and guidelines.3.20 The Portfolio Manager hereby undertakes to maintain, the details of5.6 The Portfolio Manager may invest the funds of the Clients in anythe Client as mentioned in the Know Your Client form or any othermutual fund scheme at the discretion of the Portfolio Manager or asinformation pertaining to the Client, in confidence and he shall notmentioned by the Client in the Account Opening <strong>Form</strong>.disclose the same to any person/entity except as required under thelaw and to the sub-delegates as and when required in the normal 5.7 The Portfolio Manager may ordinarily purchase/sell securities incourse of business.aggregate for economies of scale and then inter-se allocate the sameamongst its Clients on pro-rata basis and at weighted average price ofProvided that the Portfolio Manager may, if required by applicablethe day’s transactions or separately purchase/sell securities for eachlaw or regulations, disclose the identity of the Client to the Issuer ofClient.Securities held as part of the Assets or to the agents of such issuerupon the request of such issuer, or to any Government body, without For purchases / sales being executed in the Portfolio Manager’s namefurther consent from the Client.on behalf of its client, the pay-in / pay-out of funds and securitiesshall be routed through the <strong>Edelweiss</strong> Asset Management Limited –Further provided however, that the Portfolio Manager shall be<strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> Bank & Depository accountsallowed to share the details of the Client as mentioned in the Clientrespectively, following which, the listed securities purchased will beregistration form or any other information pertaining to the Clientmoved to the Client Depository account and in case of sale ofwith parties/entities other than required under law with the expresssecurities, the Portfolio Manager will pull the securities to be soldpermission of the Client.from the Client Depository account into the <strong>Edelweiss</strong> Asset4. MINIMUM TENURE AND INVESTMENT Management Limited – <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> Depository4.1. The funds/investment /portfolio of the Client will be accepted by the account.Portfolio Manager for a minimum period of one year and subject to 5.8 Any transaction of purchase and sale including that between thelock in period as specified in respective Investment Strategy, if any, Portfolio Manager’s own accounts and the Clients’ accounts shall befrom the date of the placement (i.e. date on which the at prevailing market price.investments/funds are accepted).5.9 TERMS FOR TRADING IN DERIVATIVES4.2. The minimum value of funds/investments which will be acceptedThe Client hereby authorizes the Portfolio Manager, either by itself ortowards initial corpus would be decided by the Portfolio Managerthrough any person appointed by it, to do all such acts on behalf offrom time to time and the minimum sum will not be less than asthe Client as the Portfolio Manager may in its absolute discretionstipulated by SEBI regulations.consider necessary or advisable for the purpose of trading in4.3. The Client will be at liberty to withdraw full/partial funds/securities at derivatives subject to the terms stated herein and only to the extentany time after the lock-in-period if any and/or minimum period. permissible under the law prevailing at that time. The terms ofFailure to withdraw funds/securities as mentioned above will be trading in Derivatives are:deemed to be continuance of the agreement for managing theA. Quantum of Exposure in Derivatives: upto 100% of the marketfunds/securities portfolio.value of the Portfolio, i.e. total exposure of the Portfolio Client in4.4. Premature withdrawals may be mutually agreed upon between the derivatives shall not exceed the funds placed with the PortfolioClient and the Portfolio Manager.Manager.4.5. The Portfolio Manager shall follow the investment schedule annexed B. Manner & Purpose of using Derivative Products: For Hedging,hereto as Schedule 1 of the application form, for investment of thePortfolio rebalancing, yield enhancement or the purpose of takingamounts on behalf of the Client. The Portfolio Manager shall call forsuch positions as may be permitted by the SEBI rules, regulationsthe amount in tranches, as mentioned in the said Schedule. Theand guidelines.Portfolio Manager will however, be at liberty to call for the amountsC. Type of Derivative Instruments: Stock and Index Futures &payable under the tranches ahead of the dates for payment28


Options and such other products as may be permissible from time from the receipt of debit note.to time, 9.4 In the event that the due date for any payment to be made /receivedD. Terms of Valuation Derivative products: These products shall be by either party falls on a bank holiday, the due date for such paymentvalued at the settlement/closing value (as per accounting policy of / receipt shall be deemed to be the business day immediatelythe Portfolio Manager) price of the concerned securities on the following the bank holiday.Bombay Stock Exchange and / or the National Stock Exchange (as 9.5 In the event of a change in the Portfolio Management Fees, thethe Portfolio Manager may choose)Portfolio Manager and the Client shall thereupon mutually agreeE. Terms of Liquidation: The Derivative Instruments will be upon a Portfolio Management Fee payable to the Portfolio Manager,liquidated at the prevailing market prices or will be allowed to and the provisions of the application form hereto shall be modified orexpire at the price specified by the exchange on the expiry date.substituted accordingly.Prior permission shall be required from the Client in the event of any 9.6 The Parties agree that all functions in relation to the Discretionarychanges in the manner or terms of usage of derivative products.Portfolio Management or otherwise pursuant to this Agreement shall6. TAX TREATMENT:be performed by the Portfolio Manager for and on behalf of, and atThe Portfolio Manager shall not undertake tax planning of the Clientthe risk and cost of the Client and all liabilities concerning the Assetsunder this agreement. Each investor is advised to consult his or heror the Discretionary Portfolio Management shall be to the account ofown tax advisor with respect to the specific tax implication arising outthe Client. In addition to the Portfolio Management Fee, all costs,of his or her investments under the Portfolio Management.fees, Entry loads, Exit loads, charges and expenses of whatsoevernature incurred by the Portfolio Manager or any other person7. CUSTODY AND SAFE KEEPING appointed by the Portfolio Manager arising out of or in connection7.1 The Client authorises the Portfolio Manager to hold the securities with or in relation to the management, acquisition, holding, custody,(other than listed) /funds belonging to Portfolio account of the Client sale and/or transfer, of the Assets or the rendering of thein the Depository account opened in the name of the Client.Discretionary Portfolio Management services or the performance of7.2 The Portfolio Manager shall use reasonable care and diligence for the any act pursuant to or in connection with this Agreement including,safe custody of the Assets and shall make reasonable endeavours to, without limitation to the generality of the aforesaid, the expensesat the Client’s cost, arrange for the custody of the Assets by, in its and cost of safe keeping of Assets, charges of any Bank / Depositorydiscretion, keeping them in its actual control and/or custody or by Participant and/or custodian, fund accountant appointed specificallyappointing and using a custodian or other agent for this purpose. The for NRI Clients or for others, registration and transfer charges inClient hereby authorises the Portfolio Manager to enter into such respect of Securities, including legal fees of the Portfolio Manageragreements on behalf of the Client with such persons (including, incurred on behalf of the Client, brokerage and stamp duty shall bewithout limitation, custodians of securities) as the Portfolio Manager paid or reimbursed by the Client.considers appropriate for arranging for the custody of the Assets. 9.7 The Portfolio Manager shall have a right to appropriate the amounts7.3 Subject to clause 7.2 Portfolio Manager shall not be liable if any payable to it under Clause 9 or under any other provision of thisinstruments relating to any of the Securities are damaged, mutilated, Agreement from the Assets and the Portfolio Manager may for thistorn, destroyed, lost, misplaced or otherwise become unavailable or purpose sell or otherwise liquidate the Portfolio or any part thereof.if any Assets are lost, stolen, destroyed or pilfered in any manner.The Portfolio Manager shall have a right of lien and set off on the8. WITHDRAWAL OF ASSETSPortfolio for such amounts and any right of the Client to withdraw theAssets or any part thereof shall be subject to the Portfolio Manager8.1 Subject to the provisions of this Agreement and lock in period ashaving first received all such amounts.specified in respective Investment Strategy, if any, the Client may atany time, at the Client’s risk and cost, withdraw any Assets from 9.8 Fees shall be charged on any infusion/withdrawal of funds on a proDiscretionary Portfolio Management during the term of this rata basis based on the number of days (on the basis of a 360 dayAgreement by giving not less than 30 days notice of the same to the year) for which the funds have been managed. The amount soPortfolio Manager in such form as the Portfolio Manager may calculated will be added / reduced from the above calculation toprescribe from time to time. However, Portfolio Manager may accept arrive at the fee to be charged.notice of shorter period at his absolute discretion.10. PORTFOLIO VALUATION FOR CALCULATING FEES8.2 Subject to the provisions of this Agreement, the Client may at any 10.1 The market value of any Securities for computing the Portfolio Valuetime withdraw any Assets from Discretionary Portfolio Management /Net Asset Value shall be the market price of the concerned Securitiesat the cost and risk of the Client in any of the following circumstances, on the National Stock Exchange (or the Bombay Stock Exchange if thenamelydate.security is not listed on National Stock Exchange) on the relevant(i) Termination of this Agreement by the Portfolio Manager for anyreason;10.2 The market value of the securities brought by the Client towards the(ii) Suspension or cancellation of registration of the Portfolio corpus shall be the closing price of the concerned securities on theManager by SEBI: orNational Stock Exchange (or the Bombay Stock Exchange if thesecurity is not listed on National Stock Exchange) as on the date of(iii) Bankruptcy or liquidation of the Portfolio Manager.transfer of the securities by the Client to the Client Depository9. CHARGES AND FEES Account which is operated by Portfolio Manager.9.1 The Client agrees to pay the Portfolio Management Fee to the 10.3 FOR FIXED FEESPortfolio Manager at the rates and in the manner provided in this(i) The Net Asset Value in respect of a particular month shall beagreement and the application form hereto. The application formdetermined based on daily average AUM (Assets underwith the specific details of the client shall form an integral part of thisManagement).agreement.(ii) The Net Asset Value will be calculated by aggregating the following:9.2 Portfolio Management fees may be debited to the Client account ondue date by the Portfolio Manager and the note to that effect would a) The total market value of all Securities as on the last day of thebe sent to the Client along with the workings. The Client should getmonth,back to the Portfolio Manager within 7 days from the receipt of such b) Cash/Bank balance as at the end of the monthnote if he has any queries regarding the workings.c) All income (dividend, interest, etc.) accrued on the investments;9.3 The fees payable by the Client can be disbursed by issue of an account And reducing from this aggregate the charges, fees, expenses andpayee cheque/DD in favour of “<strong>Edelweiss</strong> Asset Management other costs.Limited-<strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong>” if the Portfolio Manager 10.4 FOR PERFORMANCE LINKED FEESreceives specific written request from the Client to that effect insteadof direct debit to Client’s account. However, Portfolio Manager shallPerformance Linked Fees shall be calculated using the ‘High Waterhave the discretion to debit the account of the Client for recovery ofMark’ principle.outstanding fees if payment is not made by the Client within 15 days The ‘High Water Mark’ shall be the highest value that the portfolio has29


eached at the end of the financial year.principal basis for any buying, selling or otherwise in any act(i) The portfolio value shall be calculated at the end of the financial year.relating to the Discretionary Portfolio Investment servicesThe Portfolio Value in respect of a financial year shall be determinedprovided to the Client.on the basis of the value of the Assets as on the last day of the (ii) Specifically, the Client is aware that <strong>Edelweiss</strong> Securities Limited is anconcerned financial year. If the last day of the concerned financial affiliate of the Portfolio Manager, which is a members of the Bombayyear happens to be a non-trading day at the Bombay Stock Exchange Stock Exchange Limited and National Stock Exchange, Mumbai and aand /or the National Stock Exchange, then the previous trading day Depository Participant and that the Portfolio Manager may, fromwill be deemed to be the last day for this purpose.time to time, purchase, sell or otherwise deal in Securities through(ii) The Net Asset Value will be calculated by aggregating the following:them, in which event, <strong>Edelweiss</strong> Securities Limited shall be entitled toa) The total market value of all Securities as on the last day ofcharge brokerage in respect of such transactions.financial year.(iii) The Portfolio Manager may, from time to time invest in Securities, forb) Cash/Bank balance as at the end of the financial year.the issue of which the affiliates of the Portfolio Manager may be thelead managers, underwriters, merchant bankers, advisors or otherc) All income (dividend, interest, etc.) accrued on the investments; intermediaries.And reducing from this aggregate the charges, fees, expenses and (iv) The Portfolio Manager may from time to time invest in units ofother costs.Mutual Fund Schemes for which Portfolio Manager may be the11. CONFLICT OF INTEREST investment manager.11.1 The Client shall from time to time promptly disclose to the Portfolio Clarification: For the purposes of this clause [11.3], “Affiliate”, in relation toManager in writing the details of the interest of the Client in any listed the Portfolio Manager, shall include any company, body corporate, firm,company or other corporate body which may enable the Client to individual or other person who or which is an affiliate of or who or which isobtain unpublished price sensitive information in respect of such in any manner associated with or related to the Portfolio Manager or anycompany or corporate body. The Client shall keep the Portfolio director, shareholder or employee of the Portfolio Manager or any holdingManager indemnified against the consequences of any non- company or subsidiary of the Portfolio Manager or any company underdisclosure in this respect.common control of the Portfolio Managers’ holding company.11.2 The Client may from time to time promptly inform the Portfolio 12. INDEMNITYManager in writing the details of all shares (which term, in this clause, 12.1 The Client shall indemnify and keep indemnified the Portfolioincludes any instruments carrying voting rights) held by the Client in Manager and each of the sub-delegates working for the Portfolioany listed company or corporate body in order that the purchases of Manager of, from and against all and any costs, charges, expenses,shares by the Portfolio Manager on account of the Client do not claims and liabilities incurred or to be incurred by the Portfolioattract any provisions of the SEBI (Substantial Acquisition of Shares & Manager including any stamp duty, rates, taxes, and cess; providedTakeovers) Regulations, 1997 (“the Takeover Regulations”). such costs, charges, expenses, claims and liabilities are:Compliance with the provisions of the Takeover Regulations onaccount of any purchases of Securities under Discretionary Portfolio(a) properly incurred or levied on the Portfolio Manager or the sub-Management shall be the responsibility of the Client, and the Clientdelegates in the execution and performance of its rights, duties,shall keep the Portfolio Manager indemnified against theobligations and function under this Agreement; orconsequences of any non-compliance thereof by the Client.(b) incurred and/or levied on the Portfolio Manager or the sub-11.3 (i) The Client agrees and accepts that the Portfolio Manager may, fromdelegates as a result of the Portfolio Manager or the subtimeto timedelegates acting or not acting on the basis of any information orinstructions given by the Client or any agent of the Client.(a) acquire, have and / or maintain a position in any security similarto the Securities forming part of the Securities held, purchased12.2 The Client hereby unconditionally and irrevocably undertakes to theor sold for the Client’s account;Portfolio Manager that:(b) purchase or sell on behalf of the Client any Security which forms(a) the Client shall promptly and regularly pay wealth-tax, incomepartof the portfolio of the Portfolio Manager or its other Clientstax and other taxes, if any payable, on the income, arisingor which is otherwise purchased, sold or traded in by thewhether by way of interest, dividend, short term and long termPortfolio Manager on its own account or on account of its othercapital gain or otherwise howsoever and on the value of theClient(s);Assets and irrespective as to whether such Assets are held and/or registered in the name of the Client or the Portfolio Manager(c) purchase or sell on its own account or on behalf of any other or any other person nominated by the Portfolio Manager;Client, any Security which forms part of the Portfolio.(b) the Client shall also promptly and in a timely manner pay all the(d) have a commercial or other relationship or agreement with aforesaid taxes as and when the same are to the paid under law;share and stock-brokers, banks and companies with whom orandthrough whom transactions are carried out for purchase andsale of any of the Securities or with any issuer of Securities(c) the Client shall promptly and in a timely manner file all taxwhose Securities are purchased and or sold for the Client;returns, statements, applications under the provisions of law.(e) deal on the Client’s behalf with any Affiliate of the Portfolio12.3 The Client shall indemnify and keep indemnified the PortfolioManager as long as the terms are as favourable to the Client asManager and the sub-delegates and hold the Portfolio Manager andwould be ordinarily obtained from a concern which is not anthe sub-delegates harmless and fully protected and free from anyAffiliate;liability from and against:(f) purchase or sell Securities from or to anyone with whom thea) all costs charges and expenses incurred and/or to be incurred byPortfolio Manager has a commercial or other relationship orthe Portfolio Manager and the sub delegates, andagreement, including selling or purchasing the Securities to or b) wealth-tax, income tax, interest for delayed payment of incomefrom the account of the Portfolio Manager or another Client of thetax or wealth tax, penalty, prosecution and/or any other actionPortfolio Manager;taken and /or which may be taken or enforced or recovered(g) act as principal, agent or broker in any transaction; and in suchagainst the Client and/or the Portfolio Manager and/or any subevent,the Portfolio Manager shall be separately compensated fordelegate;its actions in that capacity;and if any of the same shall have been recovered from the Portfolio(h) employ, retain or appoint any Affiliate of the Portfolio Manager asManager or any sub-delegate or if the Portfolio Manager or any subbroker,custodian, investment adviser, consultant or in any otherdelegate is held responsible for any of the aforesaid by any taxingcapacity for carrying out any of the functions or work relating toauthority, then the Client shall forthwith on demand pay and / orthe Discretionary Portfolio Management services provided to thereimburse to the Portfolio Manager such amount as may be required,Client;in the opinion of the Portfolio Manager to pay to the tax authorities(whether or not such payment has been lawfully demanded by the(I) deal with any Affiliate of the Portfolio Manager on a principal to30


tax authorities).may not be always profitable, as actual market movements may be atFurther if any tax is required to be withheld/deducted (such as tax variance with anticipated trends.deducted at source) on account of any existing or future legislations, 14.5 The Portfolio Manager is neither responsible nor liable for any lossesthe Portfolio Manager will be obliged to act in accordance with the resulting from Portfolio Management Services.regulatory requirement in this regard14.6 The liquidity of the Portfolio Manager’s investments is inherently12.4 The liability of the Client shall not exceed its investment portfolio. restricted by trading volumes in the securities in which it invests.13. STATEMENT AND INFORMATION 14.7 The Portfolio Manager may, considering the overall level of risk of the13.1 The Portfolio Manager shall furnish to the Client periodically, in portfolio, invest in lower rated/ unrated securities offering higherwriting all the information regarding the Assets and all purchases and yields. This may increase the risk of the portfolio. Such investmentssales of Securities made by the Portfolio Manager on behalf of the shall be subject to the scope of investments as laid down in theClient as provided herein on half yearly basis. The Portfolio Manager Agreement.shall furnish to the Client a report for such half year period containing 14.8 The Net Asset Value (NAV) of the Portfolio may be affected bythe following details, namely:changes in settlement periods and transfer procedures.a) the composition and the value of the Assets (Funds and 14.9 As with any investment in securities, the NAV of the portfolio can goSecurities), description of the Securities, number of Securities, up or down depending upon the factors and forces affecting thevalue of each Security held as part of the Assets, cash balance and capital markets.aggregate value of the Assets as on the date of report; 14.10 The performance of the Investment Strategies may be affected byb) transactions undertaken by the Portfolio Manager during period changes in Government policies, general levels of interest rates andcovered by the report including date of transaction and details ofrisks associated with trading volumes, liquidity and settlementpurchases and sales;systems in equity and debt markets.c) income or other interest received during the concerned period in 14.11 The names of the Investment Strategies do not in any mannerrespect of the Assets by way of interest, dividend, bonus shares,indicate their prospects or returns. The performance of equityrights shares or debentures or otherwise;related investment strategies may be adversely affected by thed) expenses incurred in managing the Assets of the Client;performance of individual companies, changes in the market placeProvided that during any such half yearly period, if the term ofand industry specific and macro economic factors.this Agreement shall expire on a date other than the last day of 14.12 Investments in debt instruments are subject to default risk andMarch or September as the case may be, of a calendar year, theinterest rate risk. Interest rate risk results from changes in demandperiod covered by the last of such half yearly report shall end onand supply for money and other macroeconomic factors andthat date.creates price changes in the value of the debt instruments.Nothing herein shall extend the obligation of the PortfolioConsequently, the NAV of the portfolio may be subject toManager to provide any information relating to any otherfluctuation.investments or securities of the Client which do not form part of 14.13 Interest Rate Risk: As with all debt securities, changes in interestthe Assets.rates may affect valuation of the Portfolios, as the prices ofe) details of risk foreseen by the Portfolio Manager and the risksecurities generally increase as interest rates decline and generallyrelating to the securities recommended by the Portfoliodecrease as interest rates rise. Prices of long-term securitiesManager for investment or disinvestment.generally fluctuate more in response to interest rate changes thanprices of short-term securities. Indian debt markets can be volatilef) such other documents and information relating to the leading to the possibility of price movements up or down in fixedDiscretionary Portfolio Management provided to the Client byincome securities and thereby to possible movements in thethe Portfolio Manager and the Assets as the Portfolio Managervaluations of Portfolios.may determine.14.14 Liquidity or Marketability Risk: This refers to the ease with which a13.2 The Portfolio Manager shall get its Portfolio <strong>Accounts</strong> audited security can be sold at or near to its valuation yield-to-maturityannually in accordance with the provisions of the SEBI (Portfolio(YTM). The primary measure of liquidity risk is the spread betweenManager) Regulations, 1993 bythe bid price and the offer price quoted by a dealer.13.3. The Client may himself or through an appointed Chartered Accountant 14.15 Spread risk: Investments in corporate bonds are exposed to the riskaudit the books and accounts of the Portfolio Manager relating to hisof widening of the Spread between corporate bonds and gilts. Pricestransactions and the Portfolio Manager shall cooperate with suchof corporate bonds tend to fall if this spread widens which will affectChartered Accountant in course of the audit.the Strategy accordingly.13.4. On termination of the Agreement, the Portfolio Manager shall give a 14.16 Credit Risk: Credit risk or default risk refers to the risk that an issuerdetailed statement of accounts of the Assets to the Client and settleof a fixed income security may default (i.e., will be unable to makeaccounts with the Client in a mutually agreed manner. The Client shalltimely principal and interest payments on the security). Because ofbear all costs, charges and taxes that may become payable as athis risk corporate debentures are sold at a higher yield above thoseconsequence of settling of accounts of the Assets.offered on Government Securities which are sovereign obligations13.5. In the event of any dispute between the Portfolio Manager and the and free of credit risk. Normally, the value of a fixed income securityClient, the Client shall have the right to obtain details of the Assetswill fluctuate depending upon the changes in the perceived level offrom the Portfolio Manager and the Portfolio Manager shall providecredit risk as well as any actual event of default. The greater thethese details to the Client, at the cost of the Client.credit risk, the greater the yield required for someone to be14. NON WARRANTY OF PORTFOLIO MANAGER/RISK FACTORS:compensated for the increased risk.14.1 The investments made in the Securities are subject to market risk and 14.17 Re-investment Risk: This risk refers to the interest rate levels atthere is no assurance or guarantee that the value of or return on thewhich cash flows received from the securities under a particularinvestments made will always appreciate, it could depreciate to anPortfolio are reinvested. The additional income from re-investmentunpredictable extent. Following are the risk factors as perceived byis the “interest on interest” component. The risk is that the rate atthe Portfolio Manager:which interim cash flows can be reinvested may be lower than that14.2 Securities investments are subject to market risks and there is nooriginally assumed.assurance or guarantee that the objective of the Investment Strategy 14.18 Prepayment Risk: The Strategy may receive payment of monthlywill be achieved.cashflows earlier than scheduled, which may result in reinvestment14.3 Past performance of the Portfolio Manager does not indicate therisk.future performance. Investors are not being offered any guarantee / 14.19 Investment in debt instruments are subject to re-investment risks asassured returns.interest rates prevailing on interest or maturity due dates may differ14.4 Investors may note that Portfolio Manager’s investment decisionsfrom the original coupon of the bond, which might result in theproceeds being invested at a lower rate.31


14.20 Non-Diversification Risk: This risk arises when the Portfolio is not • Illiquidity Risk i.e. risk that a derivative trade may not besufficiently diversified by investing in a wide variety of instruments.executed or reversed quickly enough at a fair price, due to lack ofAs mentioned above, the Portfolio Manager will attempt toliquidity in the market.maintain a diversified Portfolio in order to minimize this risk. 14.28 Risk factor specifically while using Options: The Portfolio Manager14.21 The Investment Strategy may invest in non-publicly offered debt might buy options to enhance yield. In buying options the profitsecurities and unlisted equities. This may expose the Investmentpotential is unlimited, where as the maximum risk is the premiumStrategy to liquidity risks. Such investments shall be subject to thepaid to buy the options. The Portfolio manager may use derivativesscope of investments as laid down in the Agreement.instruments like equity futures & options, or other derivative14.22 Investment in schemes of mutual funds is subject to risk factorsinstruments as permitted under the Regulations and guidelines.defined in the Scheme Information Document of the respectiveUsage of derivatives will expose the strategies to liquidity risk, openschemes.position risk, and opportunities risk etc. Such risks include the risk of14.23 The Portfolio Manager may, subject to authorization by the Client inmispricing or improper valuation and the inability of derivatives towriting, participate in securities lending. The Portfolio Managercorrelate perfectly with underlying assets, rates and indices. In casemay not be able to sell / lend out securities, which can lead toof the derivative strategies, it may not be possible to square off thetemporary illiquidity. There are risks inherent in securities lending,cash position against the corresponding derivative position at theincluding the risk of failure of the other party, in this case theexact closing price available in the Value Weighted Average Period.approved intermediary to comply with the terms of the agreement. 14.29 Risk Associated with Securitized Debt: Securitized debt may sufferSuch failure can result in a possible loss of rights to the collateral, thecredit losses in the event of the delinquencies and credit losses ininability of the Approved Intermediary to return the securitiesthe underlying pool exceeding the credit enhancement provided. Asdeposited by the lender and the possible loss of corporate benefitscompared to the normal corporate or sovereign debt, securitizedaccruing thereon.debt is normally exposed to a higher level of reinvestment risk.14.24 It may be noted that the Company does not have past experience as 14.30 Risks pertaining to the index linked securities:a Portfolio Manager and the Investment Strategies offered in this a. Performance of the Reference Index will have a direct bearing onDocument are the initial set of Strategies being offered by thethe performance of the Strategy. In the event the Reference Index isCompany as a Portfolio Manager. Presently, the Companydissolved or withdrawn by the Index Provider, such as, India Indexundertakes Investment Management activities for the Schemes ofServices Ltd. (IISL) (for NSE- Nifty), BSE for BSE-Sensex etc., the<strong>Edelweiss</strong> Mutual Fund. However, the Portfolio Management Debenture-Trustees upon request by the issuer may modify theServices are being carried out at a total arms length distance fromterms of issue of debentures, so as to track a different and suitablethe Mutual Fund activities including infrastructure, Key personnelindex and appropriate intimation will be sent to the debentureetc.holders.14.25 Risks associated with investment in equity instruments using b. Tracking errors are inherent in any equity index linked security andQuantitative Analysis/ Quant Model: Some of the Risks attachedsuch errors may cause the equity Index-Linked security to generatewith Quantitative Analysis are:returns which are not in line with the performance of the Reference• Market Risk: Like any other equity investments, these are subjectIndex or one or more securities covered by / included in theto market risk.Reference Index. Such variations, referred to as tracking error, are• Modelling Error: Quant models are subject to price and volumeexpected to be around 2% per annum, but may vary substantiallyinputs. It is possible that some of these inputs are entereddue to several factors including but not limited to:incorrectly. The quant model selected by the Portfolio Manageri. Any delay experienced in the purchase or sale of securities duemay not perform as tested; such a scenario is entirely possibleto liquidity of the market, settlement and realisation of salesand would result in a loss.proceeds and the registration of any security transfer and any• Deviation from theoretical model: A Quant model is theoreticaldelays in receiving cash and scrip dividends and resulting delaysin nature, however at times the market may act unexpectedlyin reinvesting them.resulting in a loss, the quant model cannot account for any suchii. The Reference Index reflects the prices of securities at close ofmarket behavior. The quant model may initiate a sell signal;business hours.however the stock may not have adequate liquidity at thatiii. The Index Provider undertakes a periodic review of the scriptsmoment forcing the portfolio manager to further drive down thethat comprise the Reference Index and may either drop orstock price.include new securities.14.26 Risks related to Special situations: Special situation trades are 15. LIMITED LIABILITY OF THE PORTFOLIO MANAGERsubject to all risks under equity; however in certain cases the riskscan be specific as are mentioned below:15.1 It is expressly understood that nothing contained herein amounts to• The promoter may choose not to accept the discovered prices any warranty or guarantee (express or implied) of the Portfolio• Regulatory hurdles may delay any specific corporate action Manager to pay any return of any nature or guarantee any returns or14.27 Risk factors associated with Derivatives: Derivative products are accretions or accruals to the Client. The Client expressly accepts thatleveraged instruments and can provide disproportionate gains as Funds and Securities placed with the Portfolio Manager and the salewell as disproportionate losses to the Investor. Execution of such and purchase of Securities by the Portfolio Manager are and shall bestrategies depends upon the ability of the Portfolio Manager to at the sole risk of the Client. It is further expressly understood by theidentify such opportunities. Identification and execution of the Client that no representation or warranties are held out by thestrategies to be pursued by the Portfolio Manager involve Portfolio Manager about the safety or “soundness” of an investmentuncertainty and the decision of Portfolio Manager may not always made on behalf of the Client and all actions taken and acts done bybe profitable. No assurance can be given that the Portfolio Manager the Portfolio Manager are done solely at the Client’s account and risk;will be able to identify or execute such strategies. The risks any actions which the Portfolio Manager in good faith takes or doesassociated with the use of Derivatives are different from or possibly not take as to the investments will be solely at the Client’s accountgreater than, the risks associated with investing directly in and risk and the Portfolio Manager shall not carry liability for anysecurities and other traditional investments. Trading in derivatives action taken or failure to act during the currency of this agreement orhas the following risks:any time thereafter unless the Portfolio Manager acts with fraud,• An exposure to derivatives in excess of the hedgingmalafide, conflict of interest or gross negligence.requirements can lead to losses.15.2 Neither the Portfolio Manager nor the directors or employees or• An exposure to derivatives, when used for hedging purpose, canagents employed by him shall be liable for any loss caused to thealso limit the profits from a genuine investment transaction.Client for anything bona fide done or omitted on account of relianceplaced on any advice or information obtained by the Portfolio• Derivatives carry the risk of adverse changes in the market price. Manager from bankers, accountants, brokers and other32


professionals.21.6 Upon termination of this Agreement, the Portfolio Manager shall,15.3 The Portfolio Manager shall not be liable for any default of the within a period of 30 days from the date of termination, pay and/orcounter party, bank, custodian, sub-custodian or any person or entity deliver the Assets to the Client. The Client shall be entitled to choosethat holds money, investments or other documents of title of the to receive the Securities forming part of the Assets in the form ofClient.Securities or the equivalent cash amount representing the Securities16. FORCE MAJEUREby informing the Portfolio Manager in this regard within 7 days oftermination. In the event the Client chooses to receive the SecuritiesThe Portfolio Manager and or its employees, representatives and or in the form of cash, the Portfolio Manager shall endeavour to sell theits agents will not be liable for losses caused directly or indirectly by Securities and pay the net proceeds thereof to the Client within adelays on the part of other companies, corporations or Government period of 30 days of termination of the Agreement. Provided that ifauthorities, Government restrictions, exchange or market rulings, the Portfolio Manager is for any reason unable to sell the Securities,suspension of trading, computer, communication, telephone or the Client shall be obliged to accept the Securities.system failure, war, earthquakes, floods, accidents, power failureequipment or software malfunction, strikes or other conditions21.7 In the event of the death of the Client (or, in case the Client comprisesbeyond the Portfolio Manager’s control.of two or more persons, death of any such person), the legalrepresentative of the Client (or the concerned deceased person, as17. TAPE RECORDING OF CONVERSATIONS: the case may be) shall inform the Portfolio Manager in writing of theThe Client is aware that The Portfolio Manager may have a system of same as soon as possible, and thereupon this Agreement shalltape recording the conversations between the Client/his terminate on the expiry of 30 days of the Portfolio Manger receivingrepresentative and the Portfolio Manager over the telephone and such information. The Power of Attorney granted by the Client (or thehereby permits the Portfolio Manager to do so. The Clients also persons comprising the Client, as the case may be) under clause 3.4.permits the Portfolio Manager to record his /representatives’ above shall continue to subsist after the demise of the Client (or thepersonal conversation with the Portfolio Manager as and when concerned person, as the case may be) for a period of 30 days fromrequired. Such recordings shall be relied upon to resolve disputes in the date on which the Portfolio Manger is informed of the death ofconnection with the trading transactions, if any.the Client (or the concerned person, as the case may be) by the legal18. ASSIGNMENTrepresentative of the Client (or the concerned person, as the caseEither party to the agreement shall not assign or transfer any or all may be) and the Portfolio Manager shall be entitled to continue to actrights or obligations hereunder without the prior consent of the under the terms of the said Power of Attorney. Provided that in theother party except as provided in clause 3.4 and the Power of event of the death, insolvency, dissolution or the winding up of theAttorney/ provided by the Client.Client during the lock-in period, if any, the Portfolio Manager shallarrange to pay the Net Realisable Value to/ with the legal heir /19. NO PARTNERSHIPclaimant pursuant to a valid court order whichever applicable andThis Agreement does not constitute and shall not be construed as relevant, only after the completion of the lock-in period.constituting a partnership or joint venture between the Parties.21.8 Upon the termination of this Agreement as a consequence of theNeither Party shall have any right to obligate or bind the other Partydeath of the Client (or, in case the Client comprises of two or moreor Parties other than stipulated in this Agreement in any mannerpersons, death of any such person) the Portfolio Manager shall bewhatsoever, and nothing contained in this Agreement shall give anyentitled to deliver the Assets as follows:rights of any kind to any third parties.(a) where the Client comprises of only one person, the Portfolio Manager20. HEADINGSshall be entitled to:The headings herein are solely for convenience and will not be used in(I) permit the nominee of the Client (if any, designated in theinterpreting or construing this agreement.<strong>Application</strong>) or, if for any reason the same is not possible or21. TERM & TERMINATION practicable, permit such persons as the Portfolio Manager has21.1 This Agreement is deemed to have commenced on and from the bona fide reason to believe are the heirs, executors or_______ day of ___________, 20____.administrators of the deceased Client, to operate the Bank21.2 This Agreement shall continue to subsist until terminated by theAccount (if opened in the name of the Client) and/or thePortfolio Manager or the Client in accordance with the provisions ofDepository Account(if opened in the name of the Client), if thethis Agreement.rules of operation of the Bank Account and/or the Depository21.3 The Portfolio Manager may at any time terminate this Agreement byAccount so permit; and/or .written notice of termination to the Client in any of the following (ii) deliver Assets to the nominee of the Client (if any, designated incircumstances, namely:the <strong>Application</strong>) or, if for any reason it is not possible or(a) Misrepresentation by the Client at the time of account opening orpracticable to deliver the Assets to the nominee, to such personsotherwise;as the Portfolio Manager has bona fide reason to believe are theheirs, executors or administrators of the deceased Client.(b) Breach of terms of the Agreement by the Client or any fraudcommitted by the Client in respect of transactions under this(b) where the Client comprises of two or more persons, the PortfolioAgreement or in transactions in securities in general;Manager shall be entitled to:(c) Client fails to maintain the Bank Account and / or the Depository(i) permit the surviving person(s) who comprise the ClientAccount (or any replacement thereof) or("survivor/s") to operate the Bank Account (if opened in the nameof the Client) and/or the Depository Account (if opened in the(d) Any proceedings or investigations that involve the Client or his /name of the Client), if the rules of operation of the Bank Accounther / its properties have been initiated or is ongoing; or and/or the Depository Account so permit; and/or .(e) Client fails to fulfill his / her / its payment obligations under this (ii) deliver Assets to the survivor/s.Agreement or otherwise due to the Portfolio ManagementUpon acting in accordance with the provisions of this clause 21.8, the(f) Insolvency, bankruptcy, winding up or liquidation, or lack of legal Portfolio Manager shall stand discharged of all obligations hereundercapacity or death of the Client.or otherwise in relation to the Assets.21.4 The Client may at any time terminate this Agreement by not less than 21.9 The provisions of this Agreement relating to payment of Portfolio30 days’ written notice of termination to the Portfolio Manager in Management Fees and costs, charges, expenses and other amountswriting subject to completion of the lock-in period. Provided that the to the Portfolio Manager, choice of law, jurisdiction and notice and allClient shall not be required to terminate this Agreement within the rights and obligations which have accrued or arisen prior to theperiod mentioned in Clauses [8.1] if the events mentioned in Clause termination of this Agreement shall survive the termination of this[8.2] have occurred. Agreement.21.5 The Portfolio Manager may cease to render Discretionary Portfolio 22. WAIVERManagement to the Client at any time after receiving written noticeof termination from the Client.No forbearance, relaxation or inaction by any party at any time to33


equire the performance of any provision of this Agreement shall interms.any way affect, diminish, or prejudice the right of such party to (iii) The execution, delivery and performance by the Client of thisrequire the performance of that or any other provision of thisAgreement and the acts and transactions contemplated herebyAgreement or be considered to be a waiver of any right, unlessdo not and will not, with or without the giving of notice or lapsespecially agreed in writing.of time or both, violate, conflict with, require any consent under23. ALTERATION or result in a breach of or default under:No change or modification of this Agreement shall be valid unless the (a) any law to which it is subject; orsame shall be in writing and signed by both Parties; provided (b) any order, judgement or decree applicable to it; orhowever, the Portfolio Manager may from time to time alter the(c) any term, condition, covenant, undertaking, agreement or otheragreement if required, for complying with any change in statute,instrument to which it is a party or by which it is bound.Regulations or with the requirements of any competent authority.The same shall be intimated to the Client by the Portfolio Manager (iv) There are no legal, quasi-legal, administrative, arbitration,and the Client shall be deemed to have agreed to the alterations.mediation, conciliation or other proceedings, claims, actions,governmental investigations, orders, judgements or decrees of24. NOTICESany nature made, existing, threatened, anticipated or pendingAll notices to the Client shall be sent to the addresses, facsimileagainst the Client which may prejudicially the due performancenumbers or e-mail address stated in <strong>Application</strong>. A certificate fromor enforceability of this Agreement or any obligation, act,the Portfolio Manager that any notice was sent to an e-mail addressomission or transactions contemplated hereunder.on a particular date or at a particular time shall be conclusive and27. PROPER LAW / ARBITRATIONfinal and binding on the Client.27.1. This Agreement shall be subject to the guidelines regarding portfolioAll notices to the Portfolio Manager shall be sent by Registered Postmanagement viz., the Securities and Exchange Board of India(AD) at the following address or such other address / number as the(Portfolio Managers) Regulations, 1993 made by SEBI and anyPortfolio Manager may inform the Client:-amendments made thereto from time to time. This Agreement shallEDELWEISS PERSONALIZED MANAGED ACCOUNTSbe governed by the laws of India. All legal actions and proceedings, ifEDELWEISS ASSET MANAGEMENT LTD.any, relating hereto shall be subject to the jurisdiction of the Courts<strong>Edelweiss</strong> House, 6th Floor, Off C.S.T. Road, Kalina,in Mumbai.Mumbai - 400 09827.2. Any disputes arising out of and in connection with this agreement or25. PROXIESits performance may be settled by arbitration by a single Arbitratorto be appointed jointly by the Portfolio Manager and the Client. TheAll proxies, annual reports, shareholder information and all otherArbitration shall be held in Mumbai in accordance with thesimilar or related material received by the Portfolio Manager inprovisions of the Arbitration and Conciliation Act, 1996 as amendedrelation to the Investments, the Securities or the Funds, may befrom time to time.destroyed or disposed of in any manner at the sole option/discretionof the Portfolio Manager. The Portfolio Manger shall not be obliged toIn witness whereof the parties have caused this Agreement includingsend any of the aforesaid information or material to the Client.the schedule of fees and the <strong>Application</strong> forming part thereof to besigned on the day and year and manner hereinafter mentioned.26. REPRESENTATIONS, WARRANTIES AND DECLARATIONSThe Client hereby represents, warrants and declares to the PortfolioManager as under:(i) The Client has full power, capacity and authority to execute,deliver and perform this Agreement and has taken all necessaryaction (corporate, statutory, contractual or otherwise) toauthorise the execution, delivery and performance of thisAgreement in accordance with its terms.(ii) This Agreement has been duly executed and delivered by theClient and constitutes a legal, valid and binding obligation of theClient, enforceable against the Client in accordance with itsSigned by_________________________________First HolderSigned by_________________________________Witnessed by:______________________________Second Holder(Witness of Client)Signed by_________________________________Third HolderSigned on behalf ofEDELWEISS ASSET MANGEMENT LIMITEDWitnessed by:______________________________Authorised Signatory(Witness of Portfolio Manager)34


AcknowledgementSerial No.: _____________<strong>Edelweiss</strong> Asset Management Limited.6th Floor, <strong>Edelweiss</strong> House,Off C.S.T. Road,Kalina, Mumbai 400 098Tel No. (022) 4097 9900 Email: pma@edelcap.comReceived the Portfolio Management Agreement and supporting documents from _______________________(Client Name) for Portfolio Management Services to be rendered under the name and style (label) of <strong>Edelweiss</strong><strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> relating to ______________________________________________(Product Name) along with cheque/ DD No. ________________ dated ___________________________drawnon _____________________________ (bank & branch name) for ____________________________________and/or securities valued at approx ____________________________________________________________.The client code will be intimated to you shortly, subject to:(a) Realisation of cheque/DD and/or,(b) Transfer of securities and/or,(c) All the documents been in order and/or(d) The application being complete in all respects.Please quote the clients code allotted to you in all future correspondence.For <strong>Edelweiss</strong> Asset Management LimitedDate _________________(Authorised Signatory)<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 35


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POWER OF ATTORNEYA Power of Attorney given on the _______ _day of__________________________________, 2012 by1 Mr./Mrs./Ms._____________________________________________________________________, an individual residing at_________________________________________________________________________________________________________________________________________________________________________________________________________________2 Mr./Mrs./Ms._____________________________________________________________________, an individual residing at_____________________________________________________________________________________________________________________________________________________________________________3 Mr./Mrs./Ms._____________________________________________________________________, an individual residing at__________________________________________________________________________________________________________________________________________________________________________________________________________________OR_____________________________________________________________________, a Partnership Firm / Company / HinduUndivided Family / FII / Others (please specify) ____________________ having its registered office/carrying on business at / residingat _____________________________________________________________________________________________________________________________________________________________________ (hereinafter referred to as the “Client”).W H E R E A S:A. <strong>Edelweiss</strong> Asset Management Ltd., a Company incorporatedunder the Companies Act, 1956 and having its office at’<strong>Edelweiss</strong> House, Off C.S.T. Road, Kalina, Mumbai - 400 098(hereinafter referred to as “Portfolio Manager” whichexpression shall include unless repugnant to or inconsistentwith the subject or context thereof, its successors andassigns) is duly authorised by the Securities and ExchangeBoard of India (hereinafter referred to as “SEBI”) to providePortfolio Management Services vide SEBI RegistrationNo.INP000003955.B. The Portfolio Manager has agreed to provide PortfolioManagement Services under the name and style (label) of‘<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong>’(hereinafterreferred to as “Services”) and I/We have agreed to avail thesame under the Discretionary Portfolio InvestmentManagement Agreement (hereinafter referred to as the“said Agreement”) dated _________________.C. The Portfolio Manager through its authorizedrepresentatives will be required to operate the Bank, Dematand Trading <strong>Accounts</strong> (hereinafter referred to as “<strong>Accounts</strong>”)on my/ our behalf and do all other acts, deeds, matters andthings in relation to and concerning the funds, monies,amounts and/or securities placed by me/us in connectionwith the Services to be provided by the Portfolio Manager tome/us.name(s) and to provide all such information, declaration anddocuments for and on my/our behalf as shall be required bythe Bank for opening an Account. I/we hereby agree, ratifyand confirm any and all transactions or dealings affected inthe above mentioned Bank Account by my/our Attorney.I/we also hereby agree, confirm and undertake that thetransactions are commensurate with my/our income, networth, and general / business profile.The Attorney shall have the sole authority and power tooperate my/our Bank Account, either singly or jointly withany person or person (s) (whether resident in India or NRIs)and carry out all banking transactions such as debiting andcrediting the account, issue cheques, drafts, to transfermonies including inter-alia through internet/ENET etc. andto otherwise operate the said Bank Account with fullauthority and I/we hereby declare and undertake not tooperate such Bank Account during the currency of this PowerOf Attorney in any manner whatsoever. The Attorney shallalso have the authority to close the said Bank Account.3. To collect cheque books/leaves/bank statements from theBank in respect of the Bank Account. To prepare sign andsubmit all forms, statements and declarations as may berequired in respect of the Bank Account. To submitrequisition/application for cheque books, ElectronicClearing System (ECS) facility or Real Time Gross Settlement(RTGS) facility, Net Banking Facility, passwords, if any and foroperating the said <strong>Accounts</strong> electronically.For the purpose of operating the said <strong>Accounts</strong> and inter aliafor conducting/settling transactions, I/we hereby appoint,nominate and authorize the Portfolio Manager actingthrough its officers/authorized representatives as my/ourtrue and lawful Attorney (hereinafter referred to as“Attorney”), with power and authority to act for me/usand on my/our behalf in connection with my/our above-mentioned <strong>Accounts</strong>, specifically conferring upon my/ourAttorney the following powers that I/we wish to confer:4. To avail all the banking facilities including but not limited toNet banking, Phone banking, and obtain the secretpassword, PIN, TIN etc. as may be required for operationalconvenience and if required to execute in my/our name(s) allrequisite documents including indemnities and to enter into,make, sign, seal, execute, deliver, acknowledge or performany agreement(s), contract, deed, or thing on my/ our behalfwhich in the opinion of the said Attorney may be necessaryor proper in respect of the aforesaid activities.(For definition of the term ‘Securities’, please refer to the saidAgreement.)5. To make necessary application(s) on my / our behalf to anyofficials and/or authorities and/ or Regulator(s) in India,1. To do all such act, deeds, things and give all such instructions including but not limited to Central Government, Reservewhatsoever concerning the investment process as I/we Bank of India, SEBI, Income Tax Authorities and/or Banks inmyself/ourselves would have if I/we were personally connection with my/our purchase/sale/transfer/holdingpresent.and continuing to hold any Securities of bodies corporate or2. To open, operate and close the Bank <strong>Accounts</strong>, in my/our government securities or units or securities issued by Unit37


Trust of India or deposits in any company or body corporate g) To give instruction to the DP for dematerialisation oror other investments of whatsoever nature or kind, in rematerialisation of any securities in or to be credited to saidelectronic or dematerialized or physical form and to Demat Account;represent me/us in all respects before such authority or h) To give instruction to the DP to freeze the said Dematauthorities and to represent me/us in all respects before Account and/or to defreeze/ release the said Dematsuch authority(ies) and establish without encumbrance the Account;ownership of such Securities and/or other investments inmy/our name(s).i) To withdraw the balance in the said Demat Account;6. To file forms/applications and to fulfill other obligations, to j) To give such standing instruction to the DP as the Attorneysecure approval / consent / permission or for that purpose think fit and proper;to enter into any deed/document on my/our behalf with any k) To give instructions to transfer securities to accounts ofOfficials or regulatory or statuary authorities in India, other persons as instructed by me/us;including but not limited to, the Central Government and/or l) To execute, sign and deliver such forms, instructions,the Reserve Bank of India and/or the Income Tax Authorities applications, letters, authorities, mandates, declarations,and/or Securities and Exchange Board of India in connection indemnities, affidavits and other documents and writingswith securing the permission/consent of the concerned whatsoever as may be required for giving effect to all or anyauthority(ies) with respect to purchase / sale / transfer / of the powers or authorities conferred by and under thisholding and continuing to hold securities in accordance with Power of Attorney;the discretion of the Portfolio Manager, and to representme/us in all respects before such authority or authorities m) To sign such documents and perform such other acts, deedsand establish without encumbrance the ownership of the and things whatsoever which ought to be done, executed orsecurities in my/our name(s).performed in or about the aforesaid powers and authoritiesof every nature and kind whatsoever as fully and effectually7. To buy, sell, endorse, transfer, assign, or deal in all or any and to all intents and purposes as I myself / We ourself couldSecurities in any joint stock company or body corporate in do if I/We was/ were personally present and the aforesaidelectronic or dematerialized or physical form including powers and authorities shall be under the full managemententer into foreign transactions.and directions of the Attorney;8. To sell, endorse, transfer, assign, surrender or renew all or n) I/We hereby agree and confirm that the powers andany Securities and/or other investments in electronic, authorities conferred by this Power of Attorney shalldematerialized or physical form which now or shall continue until I/We have given to the DP reasonablehereafter stand in my/our name(s) or to which I/ we am/are advance and/or notice in writing to the contrary;now or may at any time hereafter be entitled.o) I/We further agree and confirm that I/We shall be bound by9. To open, maintain, close and/or operate in my/our name, whatever the Attorney shall do or cause to be done under oreither singly or jointly, Depository Account(s) with a pursuant to the powers and authorities conferred by thisDepositary Participant (DP) for the purpose of Power of Attorney;dematerialization (Demat) of Securities subject toapplicable laws, rules, regulations and amendments thereto p) I/We further agree that the Attorney be allowed to maintainfrom time to time. To submit physical shares for demat, Securities and/or monies with a registered member of aissue instructions (including for off-market trades) for stock exchange (s) towards margin as required by thebuying and selling of shares as well as for collecting and regulations of the relevant stock exchange(s);crediting dividends, correspond with companies, registrars q) To sell or otherwise deal with or dispose of and to purchase,and the Depositary Participant and in general operate such subscribe or otherwise acquire in any manner from theDemat Account for any of the transactions. Without market or under public or rights issues or otherwise andprejudice to the generality of the power conferred under accept the transfers of any securities, annuities or otherthe above clause: -mercantile negotiable instruments which shall or may at anya) To instruct the DP to debit/credit Securities to the said time belong to me/us or which hereafter be transferred toDemat Account from any other account and/or to transfer me/ us, whether solely or jointly and whether in my/oursecurities from the said Demat Aaccount to any other own right or having any other interest of whatsoever natureaccount;and however arising and in any capacity whatsoeverincluding those belonging to others with my/our name andb) To instruct the DP to distribute or deliver to any person(s) for such purposes to sign, execute or endorse allany Securities or any documents evidencing the ownership, instruments of transfer and other documents for anypossession or title to the Securities in the said Demat purpose whatsoever by virtue of these presents;Account;10. To acquire by subscribing to or by purchase, of Securities orc) To give instruction to the DP to give effect to or note a Government Securities and to sell, transfer, and endorse themortgage, charge, hypothecation, pledge, lien or other Securities or any Government Securities or redeem theencumbrance or right in respect of any securities in the said same either through Internet using the IdentificationDemat Account;Number issued by any Mutual Fund from time to time,d) To certify the correctness of the said Demat Account and/or and/or to sign and to execute all transfer deeds whether asany statement, details or transactions in respect of the said transferor or transferee and such other instruments,Demat Account;application and papers as may be necessary for the purposee) To give instructions to the DP to debit the said Demat of acquiring or transferring/redeeming the same, makingAccount and/or to receive the Securities in the said Demat pledge/lien on such securities and/or for transferring theAccount and all documents evidencing the ownership, investments in the units of Mutual Fund from one scheme topossession or title to the securities in the said Demat another or between Mutual Funds.Account;11. To appoint or nominate or engage or enter into agreementsf) To obtain any and all details concerning the said Demat with any broker for effecting any sales or purchases orAccount and to apply for and receive statements and other acquisition in any manner aforesaid and my/our saidinformation in respect of the said Demat Account;Attorney shall have powers to appoint and employ anyagents or other persons at such remuneration by way of38


commission/fees or otherwise and to delegate any or all applicable provisions of the Companies Act, 1956.powers given herein to such persons as the said Attorney 22. To attend, vote and otherwise act as Attorney or proxy at allmay think proper and to dismiss and discharge them from or any meeting or meetings of the members, creditors, ortime to time and to appoint or employ any other/s in their debenture holders of any company in which Securities arestead.acquired or held pursuant to this authority and to vote at12. To open and/or operate new or existing safe custody any such meeting for and on my/our behalf as the Attorneyaccount with a SEBI registered Custodian or to keep in safe may deem fit and also execute any proxy on my/our behalf.custody the Securities and other investments purchased or 23. To engage and/or appoint lawyers and other professionalacquired pursuant to the above authority.advisors as may be necessary for all or any of the purpose13. To appoint, engage, or enter into an agreement with any herein above mentioned and to dispense with their servicesService Provider for carrying out of various administrative and also appoint the same or any other advocates, pleaders,functions / fund accounting activities for the Portfolio etc. as and when the occasion may arise with similar powersManager subject to and in accordance with the terms and to discharge them when such services are not required.conditions mentioned in the said Agreement.24. And for all or any of the purposes aforesaid to appoint from14. To place all orders for the purchase and/or sale of securities time to time a substitute or substitutes and or revoke suchand/or enter into contracts including place order or enter substitution but so that the appointment of any suchinto contracts for future, options in securities, option on substitute shall not affect or prejudice the rights or powersindices and other similar types of investments as may be of the Attorney to act hereunder and the Attorney maydeemed expedient for my/our accounts, for the said continue to do so notwithstanding such appointments.purpose, and appoint, nominate or engage any broker 25. And for all or any of the purpose set out hereunder, to assignand/or agent for effecting purchase and sale of the or transfer any or all rights or obligations or powerssecurities as mentioned above and to sign and submit such hereunder to such person (s) as it may deem necessary ordocuments as may be required for admission as a client of expedient without my / our prior written consent.such broker as/or agent and pay appropriate fees ascommission to such broker and/or legal agents for the 26. And I/We do hereby for myself/ourselves, my/our heirs,services rendered by them.executors, administrators, successors and legalrepresentatives ratify and confirm and agree to ratify and15. To make applications IPOs, private placements, right shares, confirm all and whatsoever acts, deeds, matters and thingsdebentures, units of Mutual Fund and additional shares or done or cause to be done by the Attorney or his substitute ordebentures or units of any company or body corporate or substitutes for the purpose of implementation of theUnit Trust of India or any Mutual Fund and to receive and powers conferred hereunder.hold right shares or debentures or unit or additional sharesor debentures or units and bonus shares or units.27. In case of my/our death/ the death of all or any of us, thisPower of Attorney, as to all acts, deeds, matters and things16. To demand, collect, receive and give good effectual which before the fact of such death shall be known to it orreceipt(s) and discharge(s) for all and any bonus, dividends, him shall be done by my/our Attorney or by any substituteinterests, accruals or any other sum(s) and or income by virtue or under color or in pursuance hereof and allreceived or receivable from investment in Securities of any payments made to it or him before that fact of such deathcompany or body corporate, Government or Public Body or shall be known to the person making the payment shall beauthority or Unit Trust of India or any Mutual Fund and to binding upon my heirs, executors and administrators/heirs,sign and endorse cheques, pay orders, dividend or interest executors, and administrators of any of us so dyingwarrants or certificates in respect thereof and to demand aforesaid, as the same would have been upon him if living.and receive all debts/sums of money, principal, interest,dividends and other dues of whatever nature or account 28. And I/We hereby confirm that the said Attorney acting as mywhich are now or at any time, hereafter may be due / our Attorney under these presents shall not be liable or/payable and belong to me/us on any account or accounts or answerable or responsible for any loss or diminution causedin any manner and periodically examine, state and adjust or occasioned by its acting as such Attorney in good faith.accounts between me/us and any persons whosoever. 29. I/We hereby authorise the said Attorney to debit my Bank17. For the purpose of aforesaid or any of them to sign any Account with their branch for all the service charges, fees,applications, contracts, agreements, transfer, acceptance, out of pocket expenses, conveyance expenses, postage,receipt, acquittance or other document and form and to do telephone/fax charges etc. payable by me/us from time toall lawful acts requisite for effecting the premises.time in accordance with the schedule of charges/fees/expenses etc. prescribed by the said Attorney in regard to18. To deposit the monies realised from sell of Securities with the above said work to be carried out by the Attorney onany bank and keep them invested/ deposited or to open my/our behalf.fixed deposit account with any bank in my/our name asmy/our Attorney may deem fit.30. And generally to do all and perform and execute all suchother acts, deeds, matters and things for or on behalf of19. To pay or allow all taxes, rates, charges, deductions, me/us or that may be necessary, proper, convenient orexpenses and outgoings whatsoever due and payable or to expedient to be done in and about the premises as fully andbecome due and payable on account or in respect of the effectively to all intents and purposes as I/We myself/Securities.ourselves would do if personally present and I/We hereby20. To initiate, prosecute and defend all legal proceedings notify and confirm and agree and undertake to notify andtouching any of the matters aforesaid or any other matter in confirm whatsoever the said Attorney or any substitutewhich I am/ We/are or may hereafter be interested or appointed by the said Attorney shall lawfully do or caused toconcerned and also if thought fit, to compromise, refer to be done by virtue of these presents.arbitration, withdraw or to contest judgements in any such 31. And I/We hereby declare that the said Attorney is entitled toproceedings as aforesaid.act and exercise all the powers herein conferred upon21. To give or join in giving notice for calling and/ or to call or join through any of its officers and employees or any other agentin calling Extraordinary General Meeting of any company on appointed by the Attorney for this purpose and I/ we dorequisition in accordance with section 169 and /or on the hereby for myself/ourselves, my/our successors and assigns39


jointly and severally undertake and agree to indemnify andkeep indemnified my/our Attorney against all claims,demands, proceedings, losses, damages, charges andexpenses which may be raised against or incurred by reasonor in consequence of the actions of my/our Attorney.32. This Power of Attorney is perpetual until a notice is dulycommunicated in writing at least 30 days prior to thewithdrawal/cancellation of my/ our Attorney. Provided,however, that the revocation shall not so operate as topreclude or deny execution of transactions as are requiredfor the purpose of fulfilling all obligations arising out oftransactions executed for and on behalf of me/us by saidAttorney prior to the time of receipt of such revocation bythe said Attorney and is exclusive to said Attorney except tothe extent not permissible under the rules and regulationsof the SEBI and applicable laws and the directions issuedthereunder. I shall indemnify and keep indemnified if nosuch notice is served revoking/ cancelling my/our Power ofAttorney and by virtue of that reason, if the operation of thesaid <strong>Accounts</strong> is operated by the Attorney.33. This Power of Attorney may be modified in future by thePortfolio Manager by giving a due notice of 7 working daysto the Client.34. The Portfolio Manager shall forward a copy of this Power ofAttorney to the Bank(s), and I/We agree that any actiontaken by the Bank(s) under this Power of Attorney shall be ingood faith. I/We state that the Bank shall not be held liablefor any direct or indirect loss, damage, costs, claims andexpenses whatsoever resulting as consequence or causedor contributed by any event or relating to its action inrelation to this Power of Attorney.35. This Power of Attorney shall be deemed to be duly executedonly after it has been executed by the Attorney foracceptance as herein provided and shall be effective onlypursuant to such execution.This Power of Attorney shall be interpreted as per the laws ofIndia and shall be subject to jurisdiction of the courts of Mumbaiin India.In witness whereof, I/we have hereunder set my/our hand atthis, the________________ day of __________________ TwoThousand __________________________________________.SIGNED AND DELIVERED by/on behalf of Client:Name of First Applicant:Signature:AcceptedFor <strong>Edelweiss</strong> Asset Management Ltd.Signature:(Authorised Signatory)1.in the presence of:Name of Second Applicant:Signature:(Authorised Signatory)Name of Third Applicant:Signature:2.(Witness of the Client)(Witness of the Portfolio Manager)(Authorised Signatory)Before Me40


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ANNEXURE ON FEES AND CHARGES1. Plan I: Fixed FeeInvestment Strategy: ______________Client Signature______________________Nature Of FeesUpfront FeeFixed FeePercentage2. Plan II: Performance Based FeeInvestment Strategy: ______________Client Signature______________________Nature Of FeesUpfront FeePerformance FeePercentage3. Plan III: Fixed Fee + Performance Based FeeInvestment Strategy:_______________________Client Signature______________________Nature Of FeesPercentageUpfront Fee 2 %Fixed Fee1 % of the daily average AUMPerformance Fee20% on the profits earned over and above a hurdle rate (current hurdlerate set at 10%) based on a High Water Mark PrincipleTerms and Conditions1) Upfront fees shall be charged on every fresh inflow of corpus.2) Fixed Management Fees would be charged on monthly basis, whereas Performance based Management Fees would becharged on a yearly basis (at the end of the relevant financial year).For e.g. if the client introduces initial investment amount on 25/11/2011, for the purpose of fixed fee calculation, the firstquarter for which fees would be charged will be quarter ending 31/12/2011. For the first year, Performance based feesstwould be charged on 31/03/2012 and from the next year onwards, it would be charged every year on 31 March.3) Performance Based Management Fees will be charged only, when there are incremental profits and not all the profits.This is known as High Watermarking. High Watermarking would be adjusted for infusion and withdrawal.4) Returns for the purpose of calculating the Performance Based Management fees will be after all statutory charges andbefore Income Tax@@ (except in the case of NRIs where tax will be deducted at source in case of capital gains)5) On exit during a financial year, Fixed Management fee and Performance Based Management Fees will be charged on proratabasis.6) Any withdrawal request before the end of one year from the date of account activation will be subject to exit load on dateof withdrawal at the rate of 1% of original amount invested. In case of withdrawals in the form of securities, Exit fee willbe charged on the Net Asset Value(NAV) of the securities withdrawn. Actual costs involved in liquidating the assets willbe charged to the client.7) In case of partial withdrawal it should be ensured that after withdrawal, market value of securities and funds of the clientshall not fall below `25 lakhs post deduction of the applicable exit load.8) Management fees charged will be exclusive of service tax.9) In case of request for change in fee structure, the new structure will be effective from the beginning of the subsequentfinancial year after the date of the request i.e from 1st April.A. All terms and conditions as per the new structure will be applicable.B. NAV for the purpose of calculating returns for charging performance based management fees will be reset to the openingNAV as on the day the new fee schedule will be effective.10) Fees and charges are subject to revision at the company’s sole discretion.11) The other terms and conditions of the Portfolio Investment Management Agreement entered into with the PortfolioManager and any supplemental agreement thereto shall continue to remain in full force and effect as applicable.<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 42


ANNEXURE ON FEES AND CHARGESIllustration on Fees and ChargesThis computation is for illustrative purpose only. The assumptions for the illustration are as follows:a. Size of sample portfolio: `25 lacsb. Period: 1 yearc. Hurdle Rate: 10% of amount investedd. Brokerage/ DP charges/ transaction charges: Weighted Average of such charges (as a percentage of assetsunder management) levied in the past year/ in case of new portfolio managers indicative charges as apercentage of assets under management (e.g. 2%)e. Upfront fee (e.g. 2%)f. Management fee (e.g. 1%)g. Performance fee (e.g. 20% of profits over hurdle rate)h. The frequency of calculating fixed fees is quarterly and performance based fees is annual.PLAN I: Fixed FeePortfolio Performance : Gain of 20%Nature of Fees Amount (`) Amount (`)Capital Contribution 25,00,000Less: Upfront Fees e.g @ 2% 50,000Less: Any other fees -Assets under management 24,50,000Add: Profits on investment during the year @ 20% on AUM 4,90,000Gross Value of the portfolio at the end of the year 29,40,000Less: Brokerage/DP Charges/any other similar charges (e.g. 2% of `24,50,000) 49,000Less: Management Fees (e.g. 1% on daily avg. AUM)* 24,500Less: Performance Fees -Less: Any other fees -Total charges during the year 73,500Net value of the portfolio at the end of the year 28,66,500% change over capital contributed 14.66%*Assuming the Daily Avg AUM for the year as `24,50,000Portfolio Performance: Loss of 20%Nature of Fees Amount (`) Amount (`)Capital Contribution 25,00,000Less: Upfront Fees e.g. @ 2% 50,000Less: Any other fees -Assets under management 24,50,000Less: Loss on investment during the year @ 20% on AUM 4,90,000Gross Value of the portfolio at the end of the year 19,60,000Less: Brokerage/DP Charges/any other similar charges (e.g. 2% of `24,50,000) 49,000Less: Management Fees (e.g. 1% on daily avg. AUM)* 24,500Less: Performance Fees -Less: Any other fees -Total charges during the year 73,500Net value of the portfolio at the end of the year 18,86,500% change over capital contributed (24.54)%*Assuming the Daily Avg AUM for the year as `24,50,000<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 43


ANNEXURE ON FEES AND CHARGESPortfolio Performance: No ChangeNature of Fees Amount ( `) Amount ( `)Capital Contribution 25,00,000Less: Upfront Fees e.g. @ 2% 50,000Less: Any other fees -Assets under management 24,50,000Add: Profit/Loss on investment during the year @ 0% on AUM -Gross Value of the portfolio at the end of the year 24,50,000Less: Brokerage/DP Charges/any other similar charges (e.g. 2% of `24,50,000) 49,000Less: Management Fees (e.g. 1% on daily avg. AUM)* 24,500Less: Performance Fees -Less: Any other fees -Total charges during the year 73,500Net value of the portfolio at the end of the year 23,76,500% change over capital contributed (4.94)%*Assuming the Daily Avg AUM for the year as `24,50,000PLAN II: Performance FeesPortfolio Performance: Profit of 20%Nature of Fees Amount (`) Amount (`)Capital Contribution 25,00,000Less: Upfront Fees e.g. @ 2% 50,000Less: Any other fees -Assets under management 24,50,000Add: Profit on investment during the year @ 20% on AUM 4,90,000Gross Value of the portfolio at the end of the year 29,40,000Less: Brokerage/DP Charges/any other similar charges (e.g. 2% of `24,50,000) 49,000Less: Management Fees -Less: Performance Fees (e.g. 20% of `2,45,000 - working given below) 49,000Less: Any other fees -Total charges during the year 98,000Net value of the portfolio at the end of the year 28,42,000% change over capital contributed 13.68%Calculation of Performance Fees for aboveSerial Nature of Fees Amount (`)A Profit for the year 4,90,000B Less: Minimum profit level (e.g. Hurdle Rate 10% on `24,50,000) 2,45,000C Amount on which Profit Sharing Fees to be calculated (A-B) 2,45,000D Performance Fees (20% of C) 49,000<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 44


ANNEXURE ON FEES AND CHARGESPortfolio Performance: Loss of 20%Nature of Fees Amount ( `) Amount ( `)Capital Contribution 25,00,000Less: Upfront Fees e.g @ 2% 50,000Less: Any other fees -Assets under management 24,50,000Less: Loss on investment during the year @ 20% on AUM 4,90,000Gross Value of the portfolio at the end of the year 19,60,000Less: Brokerage/DP Charges/any other similar charges (e.g. 2% of `24,50,000) 49,000Less: Management Fees -Less: Performance Fees -Less: Any other fees -Total charges during the year 49,000Net value of the portfolio at the end of the year 19,11,000% change over capital contributed (23.56)%Portfolio Performance: No changeNature of Fees Amount (`) Amount (`)Capital Contribution 25,00,000Less: Upfront Fees e.g. @ 2% 50,000Less: Any other fees -Assets under management 24,50,000Add: Profit/ Loss on investment during the year @ 0% on AUM -Gross Value of the portfolio at the end of the year 24,50,000Less: Brokerage/DP Charges/any other similar charges (e.g. 2% of `24,50,000) 49,000Less: Management Fees -Less: Performance Fees -Less: Any other fees -Total charges during the year 49,000Net value of the portfolio at the end of the year 24,01,000% change over capital contributed (3.96)%PLAN III: Fixed Fees and Performance FeesPortfolio Performance: Profit of 20%Nature of Fees Amount (`) Amount (`)Capital Contribution 25,00,000Less: Upfront Fees e.g. @ 2% 50,000Less: Any other fees -Assets under management 24,50,000Add: Profits on investment during the year @ 20% on AUM 4,90,000Gross Value of the portfolio at the end of the year 29,40,000Less: Brokerage/DP Charges/any other similar charges (e.g. 2% of `24,50,000) 49,000Less: Management Fees (e.g. 1% on daily avg. AUM)* 24,500Less: Performance Fees (20% of `2,45,000- working given below) 49,000Less: Any other fees -Total charges during the year 1,22,500Net value of the portfolio at the end of the year 28,17,500% change over capital contributed 12.70%*Assuming the Daily Avg AUM for the year as `24,50,000<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 45


ANNEXURE ON FEES AND CHARGESCalculation of Performance Fees for aboveSerial Nature of Fees Amount ( `)A Profit for the year 4,90,000B Less: Minimum profit level (Hurdle Rate@10% on `24,50,000) 2,45,000C Amount on which Profit Sharing Fees to be calculated (A-B) 2,45,000D Performance Fees (20% of C) 49,000Portfolio Performance: Loss of 20%Nature of Fees Amount (`) Amount (`)Capital Contribution 25,00,000Less: Upfront Fees e.g. @ 2% 50,000Less: Any other fees -Assets under management 24,50,000Less: Loss on investment during the year @ 20% on AUM 4,90,000Gross Value of the portfolio at the end of the year 19,60,000Less: Brokerage/DP Charges/any other similar charges (e.g. 2% of `24,50,000) 49,000Less: Management Fees (e.g. 1% on daily avg. AUM)* 24,500Less: Performance Fees -Less: Any other fees -Total charges during the year 73,500Net value of the portfolio at the end of the year 18,86,500% change over capital contributed (24.54)%*Assuming the Daily Avg AUM for the year as `24,50,000Portfolio Performance: No changeNature of Fees Amount (`) Amount (`)Capital Contribution 25,00,000Less: Upfront Fees e.g. @ 2% 50,000Less: Any other fees -Assets under management 24,50,000Less: Profit /Loss on investment during the year @ 0% on AUM -Gross Value of the portfolio at the end of the year 24,50,000Less: Brokerage/DP Charges/any other similar charges (e.g. 2% of `24,50,000) 49,000Less: Management Fees (1% on daily avg. AUM)* 24,500Less: Performance Fees -Less: Any other fees -Total charges during the year 73,500Net value of the portfolio at the end of the year 23,76,500% change over capital contributed (4.94)%*Assuming the Daily Avg AUM for the year as `24,50,000Declaration :I/ We have understood the fees / charge structure.For and on behalf ofFor and on behalf of<strong>Edelweiss</strong> Asset Management Limited.Client SignatureAuthorised SignatoryDate : Place :<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 46


ACKNOWLEDGEMENT OF DISCLOSURE DOCUMENTTo,<strong>Edelweiss</strong> Asset Management Ltd.6th Floor, <strong>Edelweiss</strong> House,Off C.S.T Road, Kalina,Mumbai - 400 098Dear Sir,Sub: Appointment of <strong>Edelweiss</strong> Asset Management Limited as Portfolio Manager and acknowledgementof receipt of Disclosure DocumentI/We, the undersigned, appoint <strong>Edelweiss</strong> Asset Management Ltd. as my/our Portfolio Manager, for managingthe portfolio on my/our behalf.Further, I/We wish to inform you that, l/we have read and understood the contents of the DisclosureDocument as specified in the Schedule V of the SEBI (Portfolio Managers) Amendment Regulations, 2002,along with the Certificate in <strong>Form</strong> C as specified in Schedule I of the said Regulation and provided to me/us atleasttwo days prior to entering into the Portfolio Management Agreement.I/We am/are enclosing herewith the documents/agreements as are required for registering me/us as a clientfor availing the Portfolio Management Services rendered under the name and style (label) of <strong>Edelweiss</strong><strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong>.In case you require any further information do let me/us know.Thanking you.Yours faithfully,First Applicant:Signature:Second Applicant:Signature:Third Applicant:Signature:(In case of Firm/ Corporate, please affix seal)Date:<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 47


UNDERTAKING FOR SECURITIES TRANSFERTo,The Portfolio Manager,<strong>Edelweiss</strong> Asset Management Limited,6th Floor, <strong>Edelweiss</strong> House,Off C.S.T Road,Kalina, Mumbai - 400 098.Sub: Investment in the form of securities for ______________________________ ProductDear Sir / Madam,I / We wish to transfer securities from my/our Depository account, as per Schedule attached/details below forinvestment in the above portfolio.I / We understand that :• The securities transfer request should be accompanied / preceded with Discretionary Portfolio ManagementServices agreement and all other relevant documents.• The intimation for the securities transfer, with full details, is to be made at least five days prior to the executiondate.• Corpus in the form of equity instruments would be accounted for in the books of the Portfolio Manager at theclosing market price of such securities, prevailing on recognized stock exchange [NSE/BSE (only if security isnot listed on NSE)] on the previous working date of activation of my/our Portfolio Management Account by thePortfolio Manager or of the previous working day of the date of transfer of such Securities from Client’saccount to the Depository Account whichever is later. In case of securities whose previous day closing price asaforesaid is not available, the same shall be valued at the last available traded price.Corpus in the form of Mutual Fund units shall be valued at the Net Asset Value declared for the relevantscheme by the Mutual Fund for the previous working date of activation of my/our Portfolio ManagementAccount by the Portfolio Manager or of the previous working day of the date of transfer of such Securities fromClient’s account to the Depository Account whichever is later.• I/We also understand and agree that the statement of gain/ (loss) provided to us by the portfolio managerbased on the details of acquisition provided by me/us in the “schedule of securities transferred as part ofcorpus” is a value added service provided by the portfolio Manger but in no circumstances, Portfolio Managerwill be held responsible if gain/(loss) is computed incorrectly due to incorrect capturing of information aboutacquisition. In case the Securities acquisition date and acquisition rate is not indicated, the Portfolio Managerwill consider the date of this Agreement & prevailing market value as the relevant acquisition date & rate.• The securities which are either not saleable due to those being untraded/unlisted or not acceptable to thePortfolio Manager would be returned to my/our depository account in due course. The portfolio Manager maynot assign reason for non acceptance of securities.• The payment for the difference between the amount realized and the minimum amount for the abovePortfolio would require to be made by me/us separately.• If the total amount received by you (value of securities received plus the additional funds received) does notmeet the minimum investment amount criteria for the above product or if the documents received by you arenot in order, then the application may be rejected at my/our risk, expenses and consequences and you will notbe held liable for any loss on account of this.• Any taxation impact/presentation of the securities transfer to the taxation authorities would be taken care ofby me/us.First Applicant Second Applicant Third ApplicantDate :<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 48


SCHEDULE IName of Applicant/TransfereeSCHEDULE OF SECURITIES TRANSFERRED AS PART OF CORPUSDepository Details NSDL CDSLDepository NameDepository AddressDepository ID**Attach copy of Client Master ReportCityClient IDS. No. Security ISIN No. Security Name Date of Purchase Quantity Rate of Purchase(If applicable)1234567891011121314151617181920(Please attach separate list of Securities, if needed)____________________________Signature of Applicant/Transferee<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 49


DECLARATION OF INTEREST IN VARIOUSBODY CORPORATESWith reference to the Discretionary Portfolio Management Services Agreement entered with <strong>Edelweiss</strong> AssetManagement Limited (Portfolio Manager), I / We bring to your notice our interest in various corporate bodieswhich may enable me / us to obtain unpublished price sensitive information. A list of such Body Corporate(s) isdetailed below:Sr. No. Name of the body corporate Nature of interestI/We undertake to intimate Portfolio Manager in case of any modification to the above including change inname, if any, of the body corporate.In case any of the above-mentioned Body Corporate/s are not listed on the National Stock Exchange/BombayStock Exchange, I/We undertake to intimate the Portfolio Manager at least 15 days prior to its being listed.I/We understand that the Portfolio Manager may invest in the equity shares of the above mentionedcompanies on my/our behalf unless specified otherwise in writing by me/us.I/We confirm and declare that the above declarations constitute compliance with the provisions of the SEBI(Prohibition of Insider Trading) Regulations 1992 and SEBI (Substantial Acquisition of Shares and Takeovers)Regulations, 1997.Yours Truly,First Applicant Second Applicant Third Applicant<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 50


LIST OF AUTHORISED SIGNATORIESLIST OF AUTHORISED SIGNATORIES(on the letter head)Sr. No. Name of the Signatory Designation Photograph Specimen signature12345Signature Verified byForManaging Director /Company Secretary / Managing Trustee /Trustee<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 51


FORMAT OF THE RESOLUTION FOR COMPANY(on the letterhead)CERTIFIED TRUE COPY OF THE RESOLUTION PASSED BY THE BOARD OF DIRECTORS AT THE MEETING OF__________________________HELD ON THE __________DAY OF ______AT____________________.“Resolved that the company do hereby appoint <strong>Edelweiss</strong> Asset Management Limited as its Portfolio Manager toprovide Portfolio Management Services rendered under the name and style (label) of <strong>Edelweiss</strong> <strong>Personalized</strong><strong>Managed</strong> <strong>Accounts</strong> for the funds/value of funds decided to be deployed by the Company;Resolved further that following persons be and are hereby severally authorized for participations and withdrawalsin the said Portfolio Management Services being rendered by <strong>Edelweiss</strong> Asset Management Limited on behalf ofthe Company from time to time and do all such acts, deeds and things necessary and incidental thereto and to signall necessary agreements/deeds/documents/papers as may be required to be signed and to take necessaryactions to give effect to this resolution”.1. Name & Designation2. Name & Designation3. Name & DesignationCertified to be TrueFor___________________Company Secretary / Director / Authorised Signatory(Please affix Company Seal)<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 52


FORMAT OF THE LETTER OF AUTHORITY TO THEPARTNERS IN CASE OF PARTNERSHIP FIRM(on the letterhead)We, _________________________________________________________________________________,thepartners of _______________________________________________________________________, authorize all the partners of the firm severally to invest/disinvest in the Portfolio Management Servicesrendered by <strong>Edelweiss</strong> Asset Management Limited in the name and style (label) of <strong>Edelweiss</strong> <strong>Personalized</strong><strong>Managed</strong> <strong>Accounts</strong> on behalf of the firm, from time to time and to do all such acts, deeds and things necessaryand incidental thereto and to sign all necessary agreements/deeds/documents/papers as may be required to besigned for and to take necessary actions to give effect to the same.Certified to be True(Signature of all the Partners of the Firm)(along with Stamp of the Partnership Firm)<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 53


FORMAT OF THE RESOLUTION FOR TRUST(on the Letterhead)CERTIFIED TRUE COPY OF THE RESOLUTION PASSED BY THE BOARD OF TRUSTEES AT THE MEETING OF__________________________HELD ON THE __________DAY OF ______AT____________________.“Resolved that the Trust do hereby appoint <strong>Edelweiss</strong> Asset Management Limited as its Portfolio Manager toprovide Portfolio Management Services rendered under the name and style (label) of <strong>Edelweiss</strong> <strong>Personalized</strong><strong>Managed</strong> <strong>Accounts</strong> for the funds/value of funds decided to be deployed by the Trust;Resolved further that following persons be and hereby severally authorized for the participation and withdrawalin the said Portfolio Management Services being rendered by <strong>Edelweiss</strong> Asset Management Limited on behalf ofthe Trust from time to time and do all such acts, deeds and things necessary and incidental thereto and to sign allnecessary agreements/deeds/documents/papers as may be required to be signed for and to take necessaryactions to give effect to this resolution”.1. Name & Designation2. Name & Designation3. Name & DesignationCertified to be TrueFor___________________Trustee<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 54


DECLARATION OF HUFTo,EDELWEISS ASSET MANGEMENT LTD.6TH Floor, <strong>Edelweiss</strong> House,Off C.S.T Road,Kalina, Mumbai- 400098Date_____________Subject: Subscription to Portfolio Management Services Agreement.Dear Sir,We all the Coparceners (members) detailed below of the _____________________________________________Hindu Undivided Family (HUF) do hereby authorize Karta of the family to open & operate Portfolio ManagementService account on behalf of the above named HUF and we state that we are and shall always be jointly andseverally responsible for all the transactions that are executed by the Karta and all his orders/deals shall be bindingon the HUF and all its members jointly as well as severally.In the eventuality of change of Karta or change in the constitution of HUF we shall inform you in writing.Sr. No. Name of coparcener Date of Birth Relationship Signature1.2.3.4.5.Note: In case any of the co-parceners is a minor, please provide birth certificate<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 55


FORMAT OF THE RESOLUTION FORREGISTERED SOCIETY(on the Letterhead)CERTIFIED TRUE COPY OF THE RESOLUTION PASSED BY THE MANAGING COMMITTEE AT THE MEETING OF__________________________HELD ON THE __________DAY OF ______AT____________________.“Resolved that the registered society do hereby appoint <strong>Edelweiss</strong> Asset Management Limited as its PortfolioManager to provide Portfolio Management Services rendered under the name and style (label) of <strong>Edelweiss</strong><strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> for the funds/value of funds decided to be deployed by the Society;Resolved further that following persons be and hereby severally authorized for the participations and withdrawalsin the said Portfolio Management Services being rendered by <strong>Edelweiss</strong> Asset Management Limited on behalf ofthe registered society from time to time and do all such acts, deeds and things necessary and incidental theretoand to sign all necessary agreements/deeds/documents/papers as may be required to be signed for and to takenecessary actions to give effect to this resolution”.1. Name & Designation2. Name & Designation3. Name & DesignationCertified to be trueFor___________________Member/s of Managing Committee<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management Services. 56


<strong>Edelweiss</strong> <strong>Personalized</strong> <strong>Managed</strong> <strong>Accounts</strong> is a division of <strong>Edelweiss</strong> Asset Management Limited rendering Portfolio Management ServicesBranches of <strong>Edelweiss</strong> Asset Management LimitedDelhi: 603, 6th Floor, Mercantile House, 15 Kasturba Gandhi Marg, New Delhi – 110001. Contact: Paras 7838929500, Kiran 9899438006Kolkata: Savitri Tower,2nd Floor, 3A Upper Wood Street, Kolkatta - 700017. Contact: Jayanta 9903077482, Rajesh 9748740167Mumbai: <strong>Edelweiss</strong> House, 6th Floor, Off. C.S.T Road, Kalina, Mumbai - 400098. Contact: Ajay 9987776971, Ruchi 9819899883, Anushree 9619838559Ahmedabad: 402, 4th Floor, 3rd Eye One, Panchwati, CG Road, Opp. Havmore Restaurant, Ahmedabad - 380006. Contact: Tejas 9909973160 / ' 079-40237010You can also reach us at pma@edelcap.com

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