OFFER OF UNITS OF:

This Offer Document is dated ________________, 2006

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

• As with any investment in securities, the NAV of Units issued under the Scheme may go up or down depending on the various factors and forces affecting the capital markets. The various factors which impact the value of the Scheme’s investments include, but are not limited to, fluctuations in the bond markets, fluctuations in interest rates, prevailing political and economic environment, changes in government policy, factors specific to the issuer of the securities, tax laws, liquidity of the underlying instruments, settlement periods, trading volumes etc.

• Past performance of the Sponsors and its affiliates / Mutual Fund / AMC does not indicate the future performance of the Scheme.

• ABN AMRO Multi Manager Fund is the name of the Scheme and does not in any manner indicate either the quality of the Scheme or its future prospects and returns.

• The Sponsor is not liable or responsible for any loss or shortfall resulting from the operations of the Schemes.

• Investors should study this Offer Document carefully in its entirety before investing and retain the Offer Document for future references.

• Unitholders in the Scheme are not being offered any guaranteed / assured returns.

• The Scheme may predominantly invest in diversified equity schemes of mutual funds registered with SEBI. Hence the Scheme’s performance may depend upon the performance of the underlying equity schemes. Any change in the investment policies or the fundamental attributes of the underlying schemes could affect the performance of the Scheme.

• Investments in underlying equity schemes will have all the risks associated with the underlying equity schemes including performance of underlying stocks, derivative investments, off shore investments, security lending etc.

• Investments in underlying schemes, which invest predominantly in money market or floating rate instruments, will have all the risks associated with such underlying schemes including changes in credit rating, trading volumes, settlement periods and transfer procedures; Price/Interest-Rate Risk and Credit Risk, volatility and liquidity in the money markets, pressure on the exchange rate of the rupee, Basis Risk, Spread Risk and Reinvestment Risk, off shore investments, derivative investments, security lending, etc.

• The investors of the Scheme will bear dual recurring expenses and possibly dual loads, those of the Scheme and those of the underlying Schemes. Hence the investor under the Scheme may receive lower pre-tax returns than what they could have received if they had invested directly in the underlying Schemes in the same proportions.

• The Portfolio disclosure of the Scheme will be limited to providing the particulars of the underlying schemes where the Scheme has invested and will not include the investments made by the underlying Schemes.

• The dynamic asset allocation may result in higher transaction costs.

• The Scheme is a close-ended scheme and Unitholders will have the option to redeem the units during Liquidity Window. Presently the Liquidity Window is only during the first Monday of every calendar month or next Business Day if Monday is a non Business Day after the date of allotment of units, at prices related to Applicable NAV. However subject to Regulations, the trustee reserves the right to re-issue the units repurchased at applicable NAV during Liquidity Window, to the existing unitholders, as it may deem necessary.

• The NAV of the Scheme will reduce daily to the extent of Rs. 0.0002* per Unit due to amortization of initial issued expenses.

• Redemption price per Unit will be arrived at after reducing the amount of proportionate unamortised Initial Issue expenses (till the redemption date). For details on "Redemption Price" please refer page no.__.

• From time to time and subject to the SEBI Regulations, the Sponsor, their affiliates, associates, subsidiaries, the Mutual Fund and the AMC may invest directly or indirectly in the Scheme. These entities may acquire a substantial portion of the Scheme’s Units and collectively constitute a major investor in the Scheme. Accordingly, redemption of Units held by such entities may have an adverse impact on the Scheme because the timing of such redemption may impact the ability of other Unitholders to redeem their Units.

• Redemption by the Unitholder due to change in the fundamental attributes of the Scheme or due to any other reasons or Winding-up of the Scheme for reasons mentioned in this Document may entail tax consequences. The Trustee, AMC, Mutual Fund, their Directors, officers or their employees shall not be liable for any such tax consequences that may arise.

• The tax benefits described in this Offer Document are as available under the prevailing taxation laws. The information given is included only for general purpose and is based on the advice received by the AMC regarding the laws and practise currently in force in India. Investors / Unitholders should be aware that the relevant fiscal rules or their interpretation may change. As is the case with any investment, there can be no guarantee that the tax position or the proposed tax position prevailing at the time of an investment in the Scheme will endure indefinitely. In view of the individual nature of tax consequences, each Unitholder is advised to consult his / her / their own professional tax advisor.

• Investment decisions made by the AMC may not always be profitable.

• As the liquidity of the investments made by the Scheme could, at times, be restricted by trading volumes and settlement periods, the time taken by the Mutual Fund for Redemption of Units may be significant in the event of an inordinately large number of Redemption requests or of a restructuring of the Scheme. In view of the above, the Trustee has the right, in its sole discretion, to limit Redemptions (including suspending Redemptions) under certain circumstances, as described under the sections titled "Right to Limit / Withhold Redemptions" on page __ and "Suspension of Sale / Redemption / Switching Options of the Units" on page ___.

• Investors should study this Offer Document carefully in its entirety and should not construe the contents hereof as advice relating to legal, taxation, investment or any other matters. Investors are advised to consult their legal, tax, investment and other professional advisors to determine possible legal, tax, financial or other considerations of subscribing to or redeeming Units, before making a decision to invest / redeem Units.

• Neither this Offer Document nor the Units have been registered in any jurisdiction. The distribution of this Offer Document in certain jurisdictions may be restricted or totally prohibited to registration requirements and accordingly, persons who come into possession of this Offer Document are required to inform themselves about and to observe any such restrictions and or legal compliance requirements.

• No person has been authorised to issue any advertisement or to give any information, either oral or written to make any representations other than that contained in this Offer Document. Circulars in connection with this offering not authorised by the Mutual Fund / Trustee / AMC and any information or representations not contained herein must not be relied upon as having been authorised by the Mutual Fund / Trustee / AMC.

• As per SEBI circular dated December 12, 2003 ref SEBI / IMD / CIR No.10 / 22701 /03, each scheme and individual plan(s) under the schemes should have a minimum of 20 investors and no single investor should account for more than 25% of the corpus of such scheme/plan(s). In case of non-fulfillment with either of the above two conditions, the investor’s money would be refunded, in full, immediately after the close of the New Fund Offer Period. Allotment of Units will be subject to the said SEBI circular dated December 12, 2003 as amended from time to time.

In this Offer Document, the following words and expressions shall have the meaning specified herein, unless the context otherwise requires:

For all purposes of this Offer Document, except as otherwise expressly provided or unless the context otherwise requires :

• All references to the masculine shall include the feminine and all references, to the singular shall include the plural and vice-versa.

• All references to "Euros" refer to the currency of some Member States of the European Union, "dollars" or "$" refer to United States Dollars and "Re" / "Rs" refers to Indian Rupee(s). A "crore" means "ten million" and a "lakh" means a "hundred thousand".

Words and Expressions used and not defined in this Offer Document shall have the same meaning as in the SEBI Regulations.

A Due Diligence Certificate duly signed by the Head - Compliance & Risk Management of ABN AMRO Asset Management (India) Limited has been submitted to SEBI on _____, 2006, which reads as follows.

1. The draft Offer Document forwarded to SEBI is in accordance with the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996 and the guidelines and directives issued by SEBI from time to time.

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

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

4. The intermediaries named in this Offer Document are registered with SEBI and till date such registrations are valid.

Place : Mumbai Signed : sd / -

Date : _______, 2006 Name : Abhaya Joglekar

ABN AMRO Mutual Fund has been constituted as a trust in accordance with the provisions of the Indian Trusts Act, 1882, by the Sponsor, as per the terms of the Trust Deed dated April 15, 2004. The Trust Deed has been registered under the Indian Registration Act, 1908. The Mutual Fund has been registered with SEBI, vide. Registration No. MF/049/04/01 dated May 27, 2004.

The office of the Mutual Fund is at 101, 10^th Floor, Sakhar Bhavan, Nariman Point, Mumbai 400 021.

The Mutual Fund has been formed with the purpose of pooling capital from the public for collective investment in securities / any other property for the purpose of providing facilities for participation by persons as beneficiaries in such properties / investments and in the profits / income arising therefrom beyond this contribution.

Consequent to receipt of no-objection letter received from SEBI (its letter no. IMD/SB/46021/05 dated August 4, 2005), the controlling interest in the AMC was transferred from ABN AMRO Bank N.V. to ABN AMRO Asset Management (Asia) Limited ("AAAM Asia") with effect from October 31, 2005.

AAAM Asia holds 75% of the paid-up equity share capital of the AMC. In view of the same details of AAAM Asia are being provided hereunder

Given below is a brief summary of AAAM Asia's financials in the last three years as on December 31 :

1. Free Reserves are Other Reserves of the Sponsor and do not include Share premium account, Revaluation reserves and Other Reserves prescribed by law.

2. Net-worth means aggregate of Equity Capital and all Reserves of the Sponsor.

AAAM Asia was incorporated in Hong Kong on 29 October 1991 and is licensed with the Securities and Futures Commission to conduct Type 1 (dealing in securities), Type 4 (advising on securities), Type 5 (advising on futures contracts) and Type 9 (asset management) regulated activities under the Securities and Futures Ordinance.

AAAM Asia is a wholly owned subsidiary of ABN AMRO Holding N.V., incorporated in the Netherlands. AAAM Asia specializes in the Asian markets for both investment funds' advisory and discretionary mandates. It also promotes ABN AMRO's global products in the Asian region to both institutional investors and private clients. AAAM Asia is the Asian asset management centre for ABN AMRO's global asset management business.

ABN AMRO Bank N.V. in 2004 had contributed an amount of Rs. 1,00,000 (Rupees One Lakh Only) to the corpus of the Mutual Fund. AAAM Asia is not liable or responsible for any loss or shortfall resulting from the operations of the Schemes.

ABN AMRO Trustee (India) Private Limited, a company incorporated under the Companies Act, 1956, on November 4, 2003, is appointed as the Trustee to the Mutual Fund vide the Trust Deed dated April 15, 2004. ABN AMRO Trustee (India) Private Limited is a subsidiary of ABN AMRO Asset Management (Asia) Limited.

The registered office of the Trustee is situated at 101, 10^th Floor, Sakhar Bhavan, Nariman Point, Mumbai 400 021.

Pursuant to the Trust Deed constituting the Mutual Fund, the Trustee in addition to reimbursement of all costs, charges and expenses incurred in or about the administration and execution of the Mutual Fund, is entitled to receive a fee computed at a rate specified in the individual Scheme offer document, subject to a maximum of Rs. 10,00,000 (Rupees Ten Lakhs) per annum. The Trustee may charge further fees as permitted from time to time under the Trust Deed and the SEBI Regulations.

The Trust Deed dated April 15, 2004 contains, among others, the following clauses that may be of material interest to the investor:

• It shall be the responsibility of the Trustee in carrying out its responsibilities to maintain arms’ length relationship with other companies or institutions or financial intermediaries or any body corporate with which the Trustee may be associated.

• It shall be the duty of the Trustee to take into its custody or under their control all the property of the Schemes of the Mutual Fund and hold these in trust for the Unitholders. The Trustee shall be accountable for and be the custodian of the funds and property of the Schemes and shall hold the same for the benefit of the Unitholders in accordance with the SEBI regulations and the provisions of the Trust Deed.

• It shall be the duty of the Trustee to act in the interest of the Unitholders.

• It shall be the duty of the Trustee to provide or cause to provide information to the Unitholders and SEBI as may be required by SEBI from time to time

• The Trustee shall supervise the collection of any income due to be paid to the Scheme of the Mutual Fund and for claiming any repayment of tax and holding any income received in trust for the Unitholders in accordance with the Trust Deed and the SEBI Regulations.

• The Trustee shall not acquire any asset out of the Mutual Fund which involves the assumption of any liability which is unlimited or which results in encumbrance of the Mutual Fund in any way.

• It shall be the duty of the Trustee to take reasonable care to ensure that the funds under the Schemes floated by and managed by the AMC are in accordance with the Trust Deed and the SEBI Regulations.

• The Sponsor or the Trustee shall be entitled by one or more Deed/s supplemental to the Trust Deed to amend, modify, alter or add to the provisions of the Trust Deed in such manner and to such extent as they may consider expedient for any purpose, provided that:

1. no such amendment, modification, alteration or addition shall be made without the approval of the Unitholders and SEBI;

2. no such modification, alteration or addition shall impose upon any Unitholder any obligation to make any further payment in respect of his Units or to accept any liability in respect thereof.

• Where the SEBI Regulations provide for seeking the approval of the Unitholders for any purpose, the Trustee may adopt any of the following procedures:

1. Seeking approval by postal ballot or

2. Approval of the Unitholders present and voting at a meeting to be specifically convened by the Trustee for the purpose. For this purpose, the Trustees shall give 21 days notice to the Unitholders and the Trustees may lay down guidelines for the actual conduct and accomplishment of the voting at the meeting and announcement of the results.

• The number of Directors of the Board shall not be less than 4 (or such other number as specified by SEBI from time to time). Subject to the provisions of the SEBI Regulations, at least two thirds of the Directors of the Board shall be independent Directors and shall not be associated with the Sponsor or be associated with the Sponsor in any manner whatsoever.

• A Director shall not participate in the meetings of the Trustee or in any decision making process for any investments in which he may be interested.

• It shall be the duty of each Director to furnish to the Trustee, the particulars of any interest which he may have in any other company or institution or financial intermediaries or any corporate body by virtue of his position as Director, partner or with which he may be associated in any other capacity.

• The Board shall meet atleast once every two calendar months and atleast six meetings of the Board shall be held in every year. The quorum for such meeting shall be 2(two) Directors of the Board or 1/3 Directors which ever is higher. The quorum for the meetings of the Board shall always include the presence of atleast one Independent Director.

• The Trustee shall have power to dismiss the Asset Management Company under specific events only with the approval of SEBI in accordance with the SEBI Regulations.

• The Trustee shall appoint a Custodian and enter into a custodian agreement on behalf of the Mutual Fund with the Custodian in accordance with the SEBI Regulations and shall be responsible for the supervision of its activities in relation to the Mutual Fund.

Under the SEBI Regulations, the Trustee has, inter-alia, the following rights, duties and responsibilities :

• The Trustee shall have a right to obtain from the Asset Management Company such information as is considered necessary by the Trustee.

• The Trustee shall ensure before the launch of any scheme that the Asset Management Company has-

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

2. appointed all key personnel including fund manager(s) for the Scheme and submitted their bio-data which shall contain the educational qualifications, past experience in the securities market with the Trustee, within 15 days of their appointment;

3. appointed auditors to audit its accounts;

4. appointed a compliance officer who shall be responsible for monitoring the compliance of the Securities and Exchange Board of India Act, 1992, rules and regulations, notifications, guidelines instructions etc issued by SEBI or the Central Government and for redressal of investors’ grievances;

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

6. prepared a compliance manual and designed internal control mechanisms including internal audit systems;

7. specified norms for empanelment of brokers and marketing agents.

• The Trustee shall ensure that –

• the Asset Management Company has been diligent in empanelling the brokers, in monitoring securities transactions with brokers and avoiding undue concentration of business with any broker;

• the Asset Management Company has not given any undue or unfair advantage to any associates or dealt with any of the associates of the Asset Management Company in any manner detrimental to interest of the Unitholders;

• the transactions entered into by the Asset Management Company are in accordance with the SEBI Regulations and the scheme;

• the Asset Management Company has been managing the Mutual Fund schemes independently of other activities and have taken adequate steps to ensure that the interest of investors of one scheme are not being compromised with those of any other scheme or of other activities of the Asset Management Company; and

• all the activities of the Asset Management Company are in accordance with the provisions of the SEBI Regulations.

• Where the Trustee have reason to believe that the conduct of business of the Mutual Fund is not in accordance with the SEBI Regulations and the scheme they shall forthwith take such remedial steps as are necessary by them and shall immediately inform SEBI of the violation and the action taken by them.

• The Trustee shall take steps to ensure that the transactions of the Mutual Fund are in accordance with the provisions of the Trust Deed.

• The Trustee shall be responsible for the calculation of any income due to be paid to the Mutual Fund and also of any income received in the Mutual Fund for the holders of the Units of any scheme in accordance with the SEBI Regulations and the Trust Deed.

• The Trustee shall obtain the consent of the Unitholders;

• whenever required to do so by SEBI in the interest of the Unitholders; or

• whenever required to do so on the requisition made by three-fourths of the Unitholders of any scheme; or

• when the majority of the Board of Directors of the Trustee decide to wind up or prematurely redeem the Units.

• The Trustee shall ensure that no change in the fundamental attributes of any scheme or the trust or fees and expenses payable or any other change which would modify the scheme and affects the interest of Unitholders, shall be carried out unless:

• a written communication about the proposed change is sent to each Unitholder and an advertisement is given in one English daily newspaper having nationwide circulation as well as in a newspaper published in the language of the region where the Head Office of the Mutual Fund is situated; and

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

1. General Due Diligence:

1. The Trustee shall be discerning in the appointment of the Directors on the Board of the Asset Management Company.

2. Trustee shall review the desirability of continuance of the Asset Management Company if substantial irregularities are observed in any of the schemes and shall not allow the Asset Management Company to float new schemes.

3. The Trustee shall ensure that the trust property is properly protected, held and administered by proper persons and by a proper number of such persons.

4. The Trustee shall ensure that all service providers are holding appropriate registrations from SEBI or concerned regulatory authority.

5. The Trustees shall arrange for test checks of service contracts.

6. Trustees shall immediately report to SEBI of any special developments in the Mutual Fund.

B. Specific Due Diligence:

The Trustee shall:

1. obtain internal audit reports at regular intervals from independent auditors appointed by the Trustee.

2. obtain compliance certificates at regular intervals from the Asset Management Company.

3. hold meeting of Trustee more frequently.

4. consider the reports of the independent auditor and compliance reports of Asset Management Company at the meetings of Trustee for appropriate action.

5. maintain records of the decisions of the Trustee at their meetings and of the minutes of the meetings.

6. prescribe and adhere to a code of ethics by the Trustee, Asset Management Company and its personnel.

7. communicate in writing to the Asset Management Company of the deficiencies and checking on the rectification of deficiencies.

• The independent Directors of the Trustee or Asset Management Company shall pay specific attention to the following, as may be applicable, namely:

1. the Investment Management Agreement and the compensation paid under the agreement.

2. service contracts with affiliates - whether the Asset Management Company has charged higher fees than outside contractors for the same services.

3. selection of the Asset Management Company's independent Directors

4. securities transactions involving affiliates to the extent such transactions are permitted.

5. selecting and nominating individuals to fill independent Directors vacancies.

6. code of ethics must be designed to prevent fraudulent, deceptive or manipulative practices by insiders in connection with personal securities transactions.

7. the reasonableness of fees paid to Sponsor, Asset Management Company and any others for services provided.

ix. any service contract with the associates of the Asset Management Company.

• Notwithstanding anything contained in the SEBI Regulations 18 (1) to 18 (25), the Trustee shall not be held liable for acts done in good faith if they have exercised adequate due diligence honestly.

The supervisory role of the Trustee will be discharged by reviewing the information and the operations of the Mutual Fund based on the periodic reports submitted at the meetings of the Trustee and by reviewing the reports submitted by the Internal Auditor. The Trustee will also conduct a detailed review of annual accounts of the Scheme of the Mutual Fund. Presently the Board of Directors of Trustee is required to hold a meeting at least once in 2 calendar months and at least 6 such meetings are required to be held every year. During the financial year 2004-2005 (April to March) the Trustee had held 6 Board Meetings and during the current financial year the Trustee has held 5 Board Meeting till the date of this document.

The Board of Directors of the Trustee has constituted an Audit Committee, comprising 3 independent Directors and 1 Associate Director of the Board of Directors of the Trustee, pursuant to the SEBI circular MFD/CIR/ 010/024/2000 dated January 17, 2000.

ABN AMRO Asset Management (India) Limited is a company incorporated under the Companies Act, 1956, on November 4, 2003, having its registered office at 101, 10^th Floor, Sakhar Bhavan, Nariman Point, Mumbai 400 021. ABN AMRO Asset Management (India) Limited is appointed as the Investment Manager to the Mutual Fund vide the Investment Management Agreement dated April 15, 2004. Out of the paid-up equity share capital of the AMC of Rs. 30.36 crores, 75% is held by ABN AMRO Asset Management (Asia) Limited, 24.99% is held by Mr. J R Desai and the balance by resident individual shareholders. Mr. Desai is the Chairman of Tropicana Enterprises (P) Limited, a company which is into distributing & marketing of a range of electronic products. The details of ABN AMRO Asset Management (Asia) Limited, Sponsor is given on page ___.

SEBI approved the AMC to act as the Asset Management Company of the Mutual Fund vide its letter No IMD/YK/11091/2004 dated May 28, 2004.

SEBI vide its letter no. IMD/SB/42486/2005 dated June 13, 2005 granted no-objection to the AMC for providing research and non-binding advisory services to ABN AMRO Asset Management (Asia) Limited - Hongkong, for their offshore India Equity Fund. The offshore India Equity Fund is a Sub-Fund of ABN AMRO Funds. ABN AMRO Funds is registered pursuant to Part I of the Luxembourg Law of 30 March 1988 on Undertakings for Collective Investment and qualifies as an Undertaking for Collective Investment in Transferable Securities under the Council Directive EC/85/611 for the marketing of its Shares in the Member States of the European Union. SEBI vide its letter no. IMD/FII/43187/2005 dated June 22, 2005 granted registration to the offshore India Equity Fund, as a sub-account of ABN AMRO Investment Funds S.A. (IN-LU-FA-0477-97), under SEBI (Foreign Institutional Investors) Regulations, 1995. The AMC w.e.f. August 1, 2005 renders research and non-binding advisory services to ABN AMRO Asset Management (Asia) Limited - Hongkong, for their offshore India Equity Fund and in rendering the said services, there is no conflict of interest with the activities of the Mutual Fund.

In accordance with the SEBI Regulations, an asset management company, subject to certain conditions, is also permitted to undertake activities in the nature of portfolio management services, management and advisory services to offshore funds, pension funds, provident funds, venture capital funds, management of insurance funds, financial consultancy and exchange of research on commercial basis and such other activities as may be permitted by SEBI from time to time. The AMC may undertake any or all of these activities after satisfying itself that there is no potential conflict of interest.

The Duties and Responsibilities of the AMC shall be consistent with the SEBI Regulations and the Investment Management Agreement. The AMC shall discharge such duties and responsibilities as provided for under the SEBI Regulations and the Investment Management Agreement. The AMC shall, in the course of managing the affairs of the Mutual Fund, inter alia:

• Be responsible for formulating and floating one or more Schemes for the Mutual Fund after approval of the same by SEBI, the Trustee and managing the funds mobilised under various Schemes, in accordance with the provisions of the Trust Deed, investment guidelines if any laid down by the Trustee from time to time, the SEBI Regulations, the Offer Document of the Scheme, the investment objectives of each Scheme and the IMA. Further the AMC shall exercise due diligence and care in managing and / or taking all its investment decisions with respect to the funds mobilised under various Schemes as would be exercised by other persons engaged in the same business.

• Take all reasonable steps and exercise due diligence to ensure that the investment of funds pertaining to any scheme is not contrary to the provisions of the SEBI Regulations and the Trust Deed

• Provide or cause to be provided to the Trustee, reports on its performance of duties, as the Trustee may reasonably require, from time to time.

• Ensure that adequate instructions are issued to and duly complied with by the custodian, stock brokers, agents (including registrars and share transfer agents) for discharging its duties under the SEBI Regulations and / or the IMA.

• Provide information to SEBI and the Unitholders as required under the SEBI Regulations or as otherwise required by SEBI.

• Submit quarterly reports on March 31, June 30, September 30 and December 31 on the functioning of the Schemes of the Mutual Fund to the Trustee or at such intervals as may be required by the Trustee or SEBI.

• Maintain arms’ length relationship with other companies, or institutions or financial intermediaries or any body corporate with which it may be associated.

• Not appoint any person as key personnel who has been found guilty of any economic offence or involved in violation of securities laws.

• Be responsible for the acts of commissions or omissions by its employees or the persons whose services have been procured by the AMC.

• While utilising any services of or entering into any type of transactions with the Sponsor or any of the Sponsor’s and / or the AMC’s associates, employees or their relatives, ensure that the same are permitted under the SEBI Regulations or by SEBI. If utilisation of such services or entering into such transactions are permitted, then the AMC shall ensure that the same are carried out in accordance with the manner provided under the SEBI Regulations or by SEBI and shall report on the same to the Trustee and / or SEBI where necessary or required under the SEBI Regulations.

• Ensure that it does not give any undue or unfair advantage to any associates or deals with any of the associates of the AMC in any manner detrimental to the interest of the Unitholders.

• Notwithstanding anything contained in any contract or agreement or termination, the AMC or its Directors or other officers shall not be absolved of liability to the Mutual Fund for their acts of commission or omissions, while holding such position or office.

• Keep or cause to be kept on behalf of the Mutual Fund at the AMC’s head office, and at such other places as may be required under any law or by the Trustee, such books, records and statements expressed in such currencies as may be necessary to give a proper and complete record of all transactions carried out by the AMC for or on behalf of the Mutual Fund and such other books, records and statements as may be required by any law or the Trustee and shall permit the employees, authorised agents and auditors of the Trustee, to inspect such books, records, and statements at all reasonable times and on request of the Trustee, furnish true copies thereof.

• Not take up any activity that is in contravention of the SEBI Regulations.

• Not acquire any of the assets out of the scheme property which involves the assumption of any liability which is unlimited or which may result in encumbrance of the scheme property in any way.

• Abide by the Code of Conduct as specified in the Fifth Schedule to the SEBI Regulations.

• At all time act in the best interest of the Mutual Fund.

• The AMC shall -

• not act as a Trustee of any mutual fund;

• not undertake any other business activities except activities in the nature of portfolio management services, management and advisory services to offshore funds, pension funds, provident funds, venture capital funds, management of insurance funds, financial consultancy and exchange of research on commercial basis if any of such activities are not in conflict with the activities of the Mutual Fund.

The Fund Managers for the Scheme is Mr. Mihir Vora and Mr. Mahendra Jajoo. For experience and qualification of the Fund Manager, please see the table of Key Personnel above.

Mr. K M Suneej, Head – Fund Accounting & Settlements

ABN AMRO Asset Management (India) Limited

101, 10^th Floor, Sakhar Bhavan,

Nariman Point, Mumbai 400 021

Deutsche Bank A G, has been appointed as Custodian for the Scheme. The Custodian has been registered with SEBI under registration no.: IN/CUS/03. The Trustee and the AMC have entered into a Custodian Agreement with the Custodian and the salient features of the said Agreement include obligations of the Custodian to :

1. Provide post-trading and custodial services to the Mutual Fund.

2. Collect and receive any income and other payments and distribution made by the issuer of securities.

3. Provide detailed management information and other reports as required by the AMC.

4. Maintain confidentiality of the transactions.

5. Be responsible for the loss or damage to the assets belonging to the Scheme due to negligence on its part or on the part of its approved agents.

6. Segregate assets of each Scheme.

7. The Custodian shall not assign, transfer or lend the property held by it on behalf of the Mutual Fund except with the prior written permission of the AMC.

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

Computer Age Management Services (P) Limited, No. 178/ 10, Kodambakkam High Road, Opposite to Hotel Palmgrove, Nungambakkam, Chennai - 600 034 (CAMS) has been appointed as Registrar and Transfer Agent for the Scheme. The Registrar and Transfer Agent is registered with SEBI under registration number INR000002813. As Registrar and Transfer Agent to the Scheme, CAMS will handle all back office transaction processing activities. The AMC and the Trustee have satisfied themselves that the Registrar and Transfer Agent has adequate capacity to discharge responsibilities with regard to processing of applications and despatching Unit certificates to Unitholders within the time limit prescribed in the SEBI Regulations and also has sufficient capacity to handle investor complaints.

The Registrar and Transfer Agent will be entitled to remuneration for its services in accordance with the terms of the Registrar and Transfer Agent Agreement(s).

Deutsche Bank A G, Mumbai has been appointed as the Fund Accountant for the Scheme. The Fund Accountant provides fund accounting, NAV calculation and other related services. The Fund Accountant is entitled to remuneration for its services in accordance with the terms of the Fund Accounting Agreement. The AMC have the right to change the Fund Accountant, if necessary. The Fund Accountant is also presently acting as the Custodian to the Scheme of the Mutual Fund.

The Collecting Banker to the New Fund Offer is ABN AMRO Bank N.V (SEBI Registration No. INBI00000034)

Application for the New Fund Offer / Continuous Offer will be accepted at the Collection centres / ISCs as may be designated by the AMC from time to time. The AMC may from time to time appoint such other banks registered with SEBI as collecting bankers.

ABN AMRO Multi Manager Fund is a Close-Ended Fund of Funds Scheme .

The Scheme offers Regular Plan: Regular Plan under the Scheme offers Growth Option and Dividend Option. The Dividend Option offers Dividend Re-investment facility only. The Scheme shall be fully redeemed on the Maturity Date unless rolled over as per SEBI guidelines. Maturity date of the Regular Plan is 3 years from the day of allotment of units.

The investment objective of the scheme would be to seek to provide long term capital appreciation by investing in a portfolio of diversified equity schemes and liquid/short term/floating rate schemes of mutual funds registered with SEBI

However, there can be no assurance that the investment objectives of the Scheme and Plan launched there under will be realized. The Scheme/ Plans launched there under does not guarantee/indicate any returns.

The asset allocation (as a % of Net Assets) for the Scheme will be as follows:

* The Fund Manager will invest in Money Market Securities, as per the prevailing Regulation from time to time, only for the purpose of liquidity requirements.

The AMC may review the above investment pattern based on its views on the equity markets and liquidity or liability needs. Investors may note that securities, which offer higher potential return, will usually display higher volatility. Thus the investment portfolio of the Scheme would reflect moderate to high volatility in its equity and equity related investments and low to moderate volatility in its debt and money market investments.

The Scheme will not invest in derivative instruments.

The AMC retains the option to alter the asset allocation depending on liquidity considerations or on account of high levels of redemptions/ repurchase requests relative to the fund size, or upon considerations that optimise returns of the Scheme through investment opportunities or upon various defensive considerations including market conditions, market opportunities, applicable regulations and political and economic factors. In addition, as part of the investment process, the Investment Committee of the AMC will conduct a periodic review of the asset allocation and may suggest rebalancing of the portfolio.

Pending deployment of funds of the Scheme in securities in terms of investment objective of the Scheme, the Mutual Fund may invest the funds of the Scheme in short term deposits of scheduled commercial banks.

The Scheme will invest predominantly in open-ended diversified equity schemes and/or liquid/ short term/ floating rate schemes /plans of Mutual Funds, which are registered with SEBI. The scheme will allocate investments dynamically between equity schemes and liquid/ short term/ floating rate schemes /plans as per the recommended list provided by the appointed Advisor.

Within the asset allocation to Diversified Equity Schemes, the Fund Manager will normally invest 30% of the net assets in diversified equity schemes of ABN AMRO Mutual Fund and within the asset allocation to Liquid/Short Term/Floating Rate Schemes/Plans, the Fund Manager will invest a minimum of 30% of the net assets in liquid/short term/floating rate scheme/plans of ABN AMRO Mutual Fund. The balance shall be invested in diversified equity schemes and/or liquid/ short-term/ floating rate schemes /plans from the recommended list provided by the Advisor. The Advisor will also recommend the allocations among the recommended schemes. The Fund Manager may in exceptional circumstances not invest as per the recommended list. Further, the Fund Manager reserves the right to invest on basis of in-house research in such circumstances where the recommended list is not received from the Advisor.

The AMC shall appoint an Advisor to provide periodically the recommended list of diversified equity schemes, and liquid/short term/ floating rate schemes /plans. The Advisor may be a bank, which distributes financial products, a research house or a distribution house. The Advisor may charge fees in accordance with the terms of the agreement entered into with it, which shall be borne by the AMC. The portfolio will be reviewed and rebalanced on the receipt of the recommended list from the Advisor.

Currently, the AMC has appointed ABN AMRO Bank NV as an Advisor to provide the recommended list. ABN AMRO Bank NV has an 8 decade long experience of the Indian business scenario. Traditionally known as a strong "diamond financing bank", it has turned into a bank providing a comprehensive range of services with a difference. With assets over US $504 billion and an AA credit rating, ABN AMRO Bank NV ranks among the top 10 banks in the world in size and strength.

ABN AMRO Bank NV has launched its Private Banking Services in India offering a comprehensive range of high quality Portfolio Advisory Services along with a comprehensive transaction execution platform, complemented by Personalized Banking and custodial services. Private Banking Asia is one of the bank’s two global Client Business Units. The Private Bank is among the world's top ten private client banks with over EUR 125 bln of assets under administration, total revenues of approximately EUR 1.2 bln, and 4,000 staff located in 24 countries worldwide. Private Clients boasts 82 branches and 400 staff worldwide. Private Clients Asia provides discretionary portfolio management or advice and a wide variety of investment products for private banking clients. These include equity, fixed income and foreign exchange trading, as well as alternative investments such as hedge funds, private equity funds and currency options, futures and derivative products.

The AMC has the right to designate an additional Agency for obtaining the recommended list. The AMC may also change the Advisor, if it deems fit.

The research methodology to be adopted by the Advisor for providing the recommended list shall be reviewed by the Board of Directors of AMC and Trustees. Any change in the research methodology shall also be reviewed by the Boards of AMC and Trustees.

ABN AMRO Bank NV will identify a universe of diversified equity schemes. This list will consist of schemes whose average AUMs are higher than a pre defined limit. These schemes will be analysed for making a recommended list.

Broadly, the following two parameters will be used to determine the universe of diversified equity schemes and analyse them.

1. Investment Style: This is the general approach a fund manager uses when selecting securities for a scheme. The approach is stated in the investment objective and strategy of the offer document and is reflected in the nature of the portfolio. This parameter in conjunction with the market capitalisation of underlying stocks in each scheme is used for defining the universe of the diversified equity scheme.

   The approach is used to determine whether a scheme is a part of diversified large cap category, diversified aggressive category or none of these.

   If a scheme has most of its holdings in large cap stocks, is generally well diversified across sectors and does not have large concentration in any one sector, it would be usually categorised as large cap diversified scheme. If a scheme has predominantly mid cap stocks or has large cap stocks but with concentration in sectors may be categorised as a diversified aggressive scheme.The portfolio over the latest six months of the scheme is used to decide the category.

2. Performance Analysis: This parameter is used for analyzing the schemes within the respective categories.

The Advisor will recommend the schemes and allocation of investments across categories of schemes, based on its outlook on the underlying portfolio of such schemes. Advisor’s recommendations will also be guided by service standards, load structure, overall corpus size, etc.

Subject to the SEBI Regulations, the asset allocation pattern indicated above may change from time to time, depending on liquidity considerations or on account of high levels of repurchase or redemptions relative to fund size, or upon considerations that optimise returns of the Scheme through investment opportunities or upon various defensive considerations including market conditions, market opportunities, applicable regulations and political and economic factors. It must be clearly understood that the percentages stated above are only indicative and not absolute. These proportions may vary substantially depending upon the perception of the AMC, the intention being at all times to seek to protect the interests of the Unitholders. Such changes in the investment pattern will be for short term and only for defensive considerations.

(v) Re-issue of Repurchased Units

Subject to Regulation 18(15A), the Trustee shall ensure that no change in the fundamental attributes of the Scheme or the trust or fees and expenses payable or any other change which would modify the Scheme and affect the interest of Unitholders, shall be carried out unless:

• a written communication about the proposed change is sent to each Unitholder and an advertisement is given in one English daily newspaper having nation-wide circulation as well as in a newspaper published in the language of the region where the Head Office of the Mutual Fund is situated; and

• the Unitholders are given an option to exit at the prevailing Net Asset Value without any Exit Load.

The following constitute the fundamental attributes of the Scheme

• The close-ended character and type of the Scheme,

• The investment objective, investment pattern and investment strategy as stated in this Offer Document

• Terms of issue of the Scheme restricted to liquidity provisions and aggregate fees and expenses to be charged

The Scheme proposes to invest in the combination of equity and liquid/ short term/ floating rate schemes /plans; hence the performance of the Scheme will be benchmarked against Crisil Balanced Fund Index.

Performance comparisons for the Scheme will be made vis-à-vis the respective Benchmarks. However, the Scheme’s performance may not be strictly comparable with the performance of the respective Benchmarks due to the inherent differences in the construction of the portfolios. The Trustee / AMC reserves the right to change the Benchmarks for evaluation of performance of the Scheme from time to time in conformity with the investment objectives and appropriateness of the Benchmarks subject to the SEBI Regulations, and other prevailing guidelines, if any.

The Board of Directors of the AMC has constituted an Investment Committee of the AMC. This Committee will clearly lay down the various policies and processes covering Investments for the Scheme in light of the SEBI Regulations and will oversee implementation of the investment process. The Fund Manager will continuously monitor all investment decisions and its impact on the performance of the Scheme and carry out suitable adjustment at periodic intervals. The Head of Asset Management Operations is also a member of the Investment Committee.

The Investment Committee will periodically review the performance of the Scheme and general market outlook. The Investment Committee will report into the Board of Directors of the AMC.

Periodic presentations will be made to the Board of Directors of the AMC and Trustee Company to review and monitor the performance of the Scheme against the Benchmark chosen for the Scheme.

The Fund Manager shall ensure that the funds of the Scheme are invested to achieve the investment objectives of the Scheme and in the interest of the Unitholders. All investment decisions shall be recorded

The Scheme has no specific target relating to portfolio turnover.

However, the Fund Manager may change the asset allocations among the underlying equity and liquid/ short term/ floating rate schemes /plans, to remain consistent with the investment objective and investment strategy of the Scheme.

Pursuant to the SEBI Regulations, the following investment restrictions are applicable to the Scheme:

1. No loans may be advanced by the Scheme and the Scheme shall not borrow except to meet temporary liquidity needs of the Scheme for the purpose of repurchase, redemption of Units or payment of interest or dividends to Unitholders, provided the Scheme shall not borrow more than 20% of the net assets of the Scheme and the duration of such borrowing shall not exceed a period of six months or as may be permitted by the Regulations from time to time.

2. The Scheme shall buy and sell securities only against deliveries. In no case shall the Scheme engage in short selling.

3. Pending deployment of the funds of the Scheme in accordance with the investment objectives, the Scheme can invest in short term deposits of scheduled commercial banks subject to the Regulations.

4. Wherever investments are intended to be of a long-term nature, the securities shall be purchased or transferred in the name of the Scheme, on account of the Scheme concerned.

5. The Scheme shall not invest in any other Fund of Funds scheme.

6. The Scheme shall not invest its assets other than in schemes of mutual funds, except to the extent of funds required for meeting the liquidity requirements for the purpose of repurchases or redemptions, as disclosed in the Offer Document.

Apart from the above investment restrictions, the Fund follows certain internal norms, as approved by the Board of AMC/Trustee and in accordance with the Mutual Fund Regulations, which are subject to change from time to time. Presently, the following are some of the internal restrictions followed:

Modifications, if any, in the Investment Restrictions on account of amendments to the Regulations

shall supercede/override the provisions of the Trust Deed.

All Investment Restrictions shall be applicable at the time of making investment.

Apart from the Investment Restrictions prescribed under the SEBI Regulations, internal risk parameters for limiting exposure to a underlining scheme may be prescribed from time to time to respond to the dynamic market conditions and market opportunities. The AMC/Trustee may alter the above Investment Restrictions from time to time to the extent that changes in the SEBI Regulations may allow and as deemed fit in the general interest of the Unitholders.

The Mutual Fund will value its investments according to the valuation norms, as specified in Schedule VIII of the SEBI Regulations, or such norms as may be specified by SEBI from time to time.

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

The AMC will calculate and disclose the first NAV of the Scheme not later than 30 days from the closure of New Fund Offer Period. Subsequently, the NAV of the Scheme will be disclosed at the close of every Business Day.

Separate NAVs will be calculated and announced for each of the Options under the Plan(s) of the Scheme. The NAVs will be rounded off upto 3 decimal places for the Scheme. The Units will be allotted upto 3 decimal places.

The Scheme shall value its investments according to the valuation norms, as specified in the Eighth Schedule of the Regulations, or such guidelines / recommendations as may be specified by SEBI/AMFI from time to time.

The investments in the underlying schemes shall be valued based on the net asset value / redemption price of the respective schemes on the valuation date.

Investments in call money, bills purchased under rediscounting scheme and short term deposits with banks shall be valued at cost plus accrual. Money market instruments other than call money, bills purchased under rediscounting scheme and short term deposits with banks, shall be valued at the last

traded price on the National Stock Exchange (NSE), and where not traded, shall be valued at the last traded price plus amortization on the basis of the last traded price.

Traded and non- traded Government Securities shall be valued as per the prices for Government Securities released by an agency suggested by AMFI for the sake of uniformity in calculation of NAVs across all mutual funds. Accordingly, traded and non-traded government securities are valued at

prices obtained from The Credit Rating Information Services of India Limited Where instruments have been bought on ‘repo’ basis, the instrument shall be valued at the resale price after deduction

of applicable interest up to the date of resale.

Where an instrument has been sold on a ‘repo’ basis, adjustment shall be made for the difference between the repurchase price (after deduction of applicable interest up to the date of repurchase) and the value of the instrument. If the repurchase price exceeds the value, the depreciation shall be provided for and if the repurchase price is lower than the value, credit shall be taken for the appreciation.

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

Any change in the portfolio of securities and in the number of Units held shall be recorded in the books not later than the first valuation date following the date of transaction. If this is not possible given the frequency of the Net Asset Value disclosure, the recording may be delayed up to a period of seven days following the date of the transaction, provided that as a result of the non-recording, the Net Asset Value calculations shall not be affected by more than 1%. In case the Net Asset Value is affected by more than 1% due to such non-recording of transactions, the investors or the Scheme, as the case may be shall be paid the difference in the manner provided in the Regulations.

In accordance with the Mutual Fund Regulations, the Scheme follows the accounting policies and standards stated below:

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

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

1. For investments, which are not quoted on a stock exchange, dividend income shall be recognised on the date of declaration.

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

3. In determining the holding cost of investments and the gains or loss on sale of investments, the "average cost" method shall be followed.

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

5. Where income receivable on investments has been accrued and has not been received for the period specified in the guidelines issued by SEBI, provision shall be made by debiting to the revenue account the income so accrued in the manner specified by SEBI in this behalf.

6. When Units are sold, the difference between the sale price and the face value of the Unit, if positive, shall be credited to reserves and if negative, debited to reserves, the face value being credited to Capital Account. Similarly, when Units are repurchased, the difference between the purchase price and the face value of the Unit, if positive shall be debited to reserves and, if negative, shall be credited to reserves, the face value being debited to the capital account. Accordingly, upon issue and redemption of units, the net premium or discount to the face value of units is adjusted against the unit premium reserve of the Scheme / Options, after an appropriate portion of the issue proceeds and redemption payout is credited or debited respectively to the income equalisation reserve. The unit premium reserve is available for dividend distribution except to the extent it is represented by unrealised net appreciation in value of investments.

7. When Units are sold an appropriate part of the sale proceeds shall be credited to an Equalisation Account and when Units are repurchased an appropriate amount debited to the Equalisation Account. The net balance on this account shall be credited or debited to the Revenue Account. The balance on the Equalisation Account debited or credited to the Revenue Account shall not decrease or increase the net income of the Scheme but is only an adjustment to the distributable surplus. It shall, therefore, be reflected in the Revenue Account only after the net income of the Scheme is determined. Accordingly, Income equalisation reserve is maintained by crediting (or debiting) the income equalisation reserve account in respect of purchase of units (or redemption of units) by an appropriate amount, which represents the distributable income at the time of purchase (or redemption). The balance in the income equalisation reserve account is transferred to the revenue account at the end of the year.

8. The cost of investments acquired or purchased shall include brokerage, stamp duty, applicable taxes and any charge customarily included in the broker’s bought note. In respect of privately placed debt instruments any frontend discount offered shall be reduced from the cost of the investment.

9. For the Scheme, Initial Issue Expenses comprise Brokerage Agents’ commission, advertising and marketing costs, registrar expenses, etc. and printing and dispatch costs. In case the Initial Issue Expenses are borne by the Scheme, the extent of expenses not met out of the entry load, if any, collected during the New Fund Offer may be amortised over a period not exceeding three years (or one year for certain identified initial issue expenses as approved by the Trustees) for open ended schemes of the Fund and over the tenure of the scheme for close ended schemes.

10. Load Charges: For the Scheme:

    a) Load collected, if any, during the NFO shall be utilised to meet the Broker/Agents Commission incurred during the New Fund Offer.

    b) Load collected, if any, during the continuous offer of the Scheme shall be retained under a separate account in the Scheme and shall be used to meet the selling and distribution expenses of the Scheme.

11. Following the issue of the Guidance Note on ‘Accounting for Investments in the Financial Statements of Mutual Funds’ by the Institute of Chartered Accountants of India (pursuant to the Eleventh Schedule of the SEBI Regulations) net unrealised appreciation/ depreciation in value of investments is determined separately for each category of investments. Further, the change in net unrealised appreciation / depreciation, if any, between the two Balance Sheet dates/ date of determination is recognised in the revenue account. Unrealised appreciation is reduced from the distributable income at the time of income distribution. At the end of the financial year the balance in revenue account including net change in unrealised appreciation / depreciation in value of investments is transferred to the revenue reserve.

The identification and provisioning of Non Performing Assets (Debt Securities) shall be in accordance with circular no. MFD/CIR/8/92/2000 dated September 18, 2000 and modifications thereto vide circular no. MFD/CIR/14/088/ 2001 dated March 28, 2001, issued by SEBI. The circular dated September 18, 2000 also contains provisions for the treatment of income accrued on Non Performing Assets (NPA), treatment of assets on reclassification as performing assets, receipt of past dues, disclosures of NPAs on a half yearly basis along with the half yearly portfolio of the relevant Scheme, etc.

The accounting polices and standards outlined above are as per the existing SEBI Regulations and are subject to changes to be in compliance to reflect the changes in the SEBI Regulations. All other policies and standards as specified therein, as well as any additions / modifications thereto as may be specified by SEBI from time to time shall be adhered to while preparing the books of accounts and financial statements of the Mutual Fund.

As per circular no MFD/CIR/9/120/2000, dated November 24, 2000 issued by SEBI, the unclaimed redemption and dividend amounts shall be deployed by the Mutual Fund in call money market or money market instruments only and the investors who claim these amounts during a period of three years from the due date shall be paid at the prevailing Net Asset Value. After a period of three years, this amount will be transferred to a pool account and the investors can claim the amount at NAV prevailing at the end of the third year. The income earned on such funds will be used for the purpose of investor education. The AMC will make a continuous effort to remind the investors through letters to take their unclaimed amounts. Further, the investment management fee charged by the AMC for managing unclaimed amounts shall not exceed 50 basis points.

The AMC may invest in the Scheme in the New Fund Offer Period or thereafter at any time during the continuous offer period subject to the SEBI Regulations & circulars issued by SEBI and to the extent permitted by its Board of Directors from time to time. As per the existing SEBI Regulations, the AMC will not charge investment management and advisory fee on the investment made by it in the Scheme.

1. New Fund Offer:

   This offer is being made for Subscription of Units of ABN AMRO Multi Manager Fund , which is a Close-Ended Fund of Funds Scheme. The Scheme will have Maturity Date on 3years from the date of allotment of units. In case the Maturity Date is on a non-business day, the maturity will be postponed to the next Business Day.

2. New Fund Offer Period

   The New Fund Offer Period for the Scheme will commence from _______ and close on _________.

3. New Fund Offer Price

   The New Fund Offer Price of Units of the Scheme/ Plan(s) will be Rs.10 per Unit .

4. Extension / Termination of the New Fund Offer Period

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

5. Minimum Subscription Amount

   The minimum subscription (target) amount for the Scheme is Rs.1 Crore. There is no maximum target for the size of the Scheme and therefore, subject to the applications being in accordance with the terms of this offer, full and firm allotment will be made to all the applicants, subject to the collection of the minimum subscription amount.

   In accordance with the SEBI Regulations, if any of the Plan(s) under the Scheme fails to collect the above minimum subscription amount, the Mutual Fund and the AMC shall be liable to refund the subscription amount within a period of 6 weeks from the date of closure of subscription list to the applicants of the Plan.

6. Allotment and Refund

The minimum amount and additional amount for the Regular Plan is as under :

There is no upper limit on the amount for application. The Trustee / AMC reserves the right to change the minimum amount for application and the additional amount for application from time to time in the Scheme and these could be different under different plan(s) / option(s).

The Scheme offers investors Regular Plan. Regular Plan offers Growth Option and Dividend Option. The Dividend Option offers Dividend Re-investment facility only.

• Growth Option

• Dividend Option

Both the Options will be managed with the same portfolio.

Investors should indicate appropriate Optionfor which the Subscription is made by indicating the choice in the appropriate box provided for this purpose in the application form. In case of valid applications received without indicating any choice of Option, it will be considered as an option for Growth Option and processed accordingly.

Investors may also opt to simultaneously invest in any / all Option(s) of the Scheme/ Plan(s) subject to minimum Subscription requirements under such Option(s).

It must be distinctly understood that the actual declaration of dividend under the Dividend Option and the frequency thereof will inter-alia, depend on the availability of distributable profits as computed in accordance with the SEBI Regulations. The Trustee reserves the right of dividend declaration and the decision of the Trustee in this regard shall be final. Dividends if declared, will be paid to the Unitholders appearing in the Register of Unitholder on the Record Date. To the extent the entire net income and realised gains are not distributed, the same will remain invested in the Option and will be reflected in the NAV. There is no assurance or guarantee to Unitholders as to the rate of dividend distribution nor that dividend will be paid regularly. The Dividends shall be declared subject to the availability of distributable surplus under the Option.

Under the Dividend Reinvestment facility, the dividend due and payable to the Unitholders will be compulsorily and without any further act by the Unitholders, reinvested in the additional Units of the respective Option(s) of the Plan, at a price based on the ex-dividend Net Asset Value per Unit. The amount of dividend re-invested will be net of tax deducted at source, wherever applicable. The dividends so reinvested shall constitute a constructive payment of dividends to the Unitholders and a constructive receipt of the same amount from each Unitholder for reinvestment in Units.

On reinvestment of dividends, the number of Units to the credit of Unitholder will increase to the extent of the dividend reinvested at the NAV as explained above. There shall however be no Entry / Sales Load on the dividend so reinvested.

The AMC may announce a book closure period for the purpose of making the dividend payment. The Trustee at its sole discretion may declare an interim dividend under the Dividend Option.

The NAV of the Unitholders in any of the Dividend Option will stand reduced by the amount of dividend declared. The NAV of the Growth Option will remain unaffected.

During the Liquidity Window, on an on-going basis, the Unitholders have the option to switch all or part of their investment from the Scheme to any of the other Scheme(s) offered by the Mutual Fund, which is available for investment at that time, subject to applicable Load. Unitholders do not have the option of switching into the Scheme or switching between various Options of the Scheme. To effect a switch, a Unitholder must provide clear instructions. A request for a switch may be specified either in terms of a rupee amount or in terms of the number of Units of the Scheme from which the switch is sought. Where a request for a switch is for both, amount and number of Units, the amount requested will be considered as the definitive request. Such instructions may be provided in writing and lodged on at any of the Investor Service Centres / Designated Collection Centres. An Account Statement / Transaction Confirmation reflecting the new holdings will be despatched to the Unitholders normally within 3 Business Days of acceptance of the request for the Scheme.

The switch will be effected by redeeming Units from the Plan(s) / Option(s) of the Scheme in which the Units are held and investing the net proceeds in the other Plan(s) / Option(s) of the Scheme, subject to the minimum balance, minimum application amount and Subscription / Redemption criteria applicable for the respective Scheme(s). A request for switch will be treated as a request for Redemption from / Subscription into the respective options / Plans of the Schemes, at the Applicable NAV, subject to applicable Load, if any.

A switch by NRI / FII Unitholders will be subject to relevant laws, rules, regulations at the time of switch.

The AMC reserves the right to charge different (including zero) Load on Applicable NAV on switchover as compared to the repurchase as the case may be.

During the New Fund Offer Period of the Scheme, unitholders of the Fund have the option to switch-in, all or part of their investment from any other Scheme of the Fund to this Scheme. The switch-out will be effected at the Applicable NAV of the respective (switch-out) Scheme (subject to applicable cut-off time and applicable load), on the day of acceptance of the switching request. The switch-in will be effected at the New Fund Offer Price, plus applicable entry load, if any. Switch request will be subject to applicable exit load of the relevant scheme. During the New Fund Offer Period, no Entry Load is payable for switch-in from any equity scheme of the Mutual Fund into the Scheme. All switch requests during the New Fund Offer Period of the Scheme will have to be submitted at the Official Points of Acceptance of Transactions. Switch requests received at any other centres are liable to be rejected.

Switch-out from the Scheme is available to investors on the commencement of ongoing Repurchase / Redemption of the Units under the Scheme after the New Fund Offer Period. Please refer ___ for procedure of Redemption/ Repurchase of units

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

1. The application form for the Sale of Units of the Scheme will be available and accepted at the office of the Collection Centres / ISCs given in the inside back cover of the Offer Document.

2. All switch requests during the New Fund Offer Period of the Scheme will have to be submitted at the Official Points of Acceptance of Transactions. Switch requests received at any centres are liable to be rejected. The switch will be effected at the Applicable NAV (subject to applicable cut-off time and applicable load), for the day of acceptance of the switching request.

3. Applications must be completed in Block Letters in English.

4. Signatures should be in English or in any Indian Language.

5. All cheques and bank drafts must be drawn in favour of the Scheme and crossed "A/c Payee only". For e.g. cheques and bank drafts in case of ABN AMRO Multi Manager Fund shall be made in favour of "ABN AMRO Multi Manager Fund ". A separate cheque or bank draft must accompany each application. Investors must use separate application forms for investing simultaneously in Option(s) of the Scheme subject to the Minimum Application Amounts under each Option.

6. All cheques and bank drafts accompanying the application form should contain the application form number on its reverse.

7. As per the directives issued by SEBI, it is mandatory for applicants to mention their Bank Account number in their Subscription / Redemption request. Any application form without these details shall not be accepted.

8. It is mandatory for investors making a payment of an amount of Rs. 50,000 or more, to the Mutual Fund for purchase of its units, to furnish PAN alongwith a copy of a document, evidencing the PAN (i.e. PAN Card / Refund Order / Assessment Order / any correspondence from the Income Tax Authority). Further the investors should also note the following:

1. If the application is being jointly made with other co-applicants, the PAN for each of the co-applicants should be furnished along-with a copy of a document, evidencing the PAN for each of the co-applicant.

2. Where the person making an application is a minor and does not have any income chargeable to income tax, he shall quote the PAN of the guardian, along-with a copy of the document, evidencing the PAN.

3. In case the investor / co-applicant / guardian does not have a PAN, a declaration in Form 60 / 61 specified in the Income Tax Rules, giving the particulars of each transaction will have to be attached along-with the application.

1. In case of an application under a Power of Attorney, the application should be accompanied by an original Power of Attorney or by a duly notarised copy of the Power of Attorney. The Mutual Fund / Trustee / AMC reserves the right to reject the application forms not accompanied by a Power of Attorney. Further, the Mutual Fund / Trustee / AMC reserves the right to hold Redemption / Repurchase proceeds in case the requisite documents are not submitted.

2. For applications by a company, body corporate, eligible institutions, registered society, trusts, partnership or other eligible non-individuals who apply in the Scheme should furnish a certified copy of resolution or authority to make the application as the case may be and a certified copy of the Memorandum and Articles of Association and / or bye-laws and / or Trust Deed and / or Partnership Deed and certificate of registration or any other document as the case may be. In case of a trust / fund, it shall submit a certified true copy of the resolution from the trustee(s) authorising such Subscriptions and Repurchase /Redemptions. The authorised officials should sign the application under their official designation. A list of specimen signatures of the authorised officials, duly certified / attested should also be attached to the Application Form.

3. Applications not complete in any respect are liable to be rejected. Applications not specifying the Scheme / Option and/or accompanied by cheque / demand drafts / account to account transfer instructions favouring the Scheme / Option other than that specified in the application are liable to be rejected.

4. Application form without the details mentioned in Instruction 7, 8, 11 & 12 will not be accepted by the mutual fund. If accepted due to oversight, the same would be liable to be rejected within a reasonable period of time and given back to the investor/s.

5. The AMC / Trustee retains the sole and absolute discretion to reject any application.

1. For Investors having a bank account with such banks with whom the AMC would have an arrangement from time to time:

   Payment may be made for Subscription to the Units of the Scheme either by issuing a cheque drawn on such banks or by giving a debit mandate to their account with any branch of such banks with whom the AMC would have an arrangement from time to time.

2. For other Investors not covered by (a) above:

(a) Repatriation Basis

• In the case of NRIs/PIOs, payment may be made either by inward remittance through normal banking channels or out of funds held in his / her Non – Resident (External) Rupee Account (NRE) / Foreign Currency (Non-Resident) Account (FCNR).

• FIIs shall pay their Subscription either by inward remittance through normal banking channels or out of funds held in Foreign Currency Account or Non-Resident Rupee Account maintained with the designated branch of an authorised dealer in accordance with the relevant exchange management regulations.

(b) Non-repatriation Basis

In cases where the cheque(s) given by the investor for the application made by him/her in the Scheme, are bounced (i.e. not realised) on presentation to the Bank on which it is drawn, the AMC/Trustee/Mutual Fund reserves the right to reject the application and also restrain the said investor from making any further investment in any of the Schemes of the Mutual Fund. The AMC/Trustee/Mutual Fund will not be responsible in any manner whatsoever for any losses / damages caused to the investor as result of the AMC/Trustee/Mutual Fund rejecting the application on the basis of cheque bouncing and also for restraining the investor from making any further investment in any of the Schemes of the Mutual Fund.

The investor/unitholder shall indemnify the AMC/ Trustee/ Mutual Fund at all times and keep the AMC/Trustee/Mutual Fund indemnified and save harmless against any and all claims, losses, damages, costs, liabilities and expense (including without limitation, interest and legal fees) actually incurred, suffered or paid by the AMC/ Trustee/ Mutual Fund (directly or indirectly) and also against all demands, actions, suits proceedings made, filed, instituted against the AMC/ Trustee/ Mutual Fund (by the investor or any third party), in connection with or arising out of or relating to the AMC/ Trustee/ Mutual Fund rejecting the application of the investor on the basis of cheque bouncing and/or also for restraining the investor from making any further investment in any of the Schemes of the Mutual Fund.

As an investor friendly measure, unless otherwise requested by the Unitholder, one Master Account / Folio Number will be assigned for one Unitholder having holdings in different schemes of the Mutual Fund. In such a case, one consolidated Account Statement will be provided. The number of Units allotted to a Unitholder or Redeemed will be reflected in his or her account and a statement to this effect will be issued to the Unitholder. The Trustee / AMC reserves the right to assign the existing Master Account/ Folio Number against multiple applications and/or subsequent purchases under a new application form by an existing Unitholder, with identical mode of holding and address.

An Account Statement will be sent by ordinary post / courier / email not later than 30 Business Days from the close of the New Fund Offer Period. The Account Statements shall be non-transferable. Also, an Account Statement reflecting the net balance of the Unitholder will be mailed to the Unitholder by ordinary post /courier / email after every financial transaction is effected, except in exceptional circumstances. The Account Statement shall not be construed as a proof of title and is only a computer-printed statement indicating the details of transactions under the Scheme.

Under normal circumstances on an on-going basis, an Account Statement reflecting the holdings will be despatched to the Unitholders normally within 3 Business Days of acceptance of the valid request for the Scheme. Provided that the Mutual Fund / Trustee / AMC reserves the right to reverse the transaction of crediting Units in the Unitholder's account, in the event of non-realisation of any cheque or other instrument remitted by the investor.

Normally no Unit certificates will be issued. However, if the applicant so desires, the AMC shall issue a non-transferable Unit certificate to the applicant within 6 weeks of the receipt of request for the certificate. Unit certificate if issued must be duly discharged by the Unitholder(s) and surrendered to the Mutual Fund alongwith the request for Redemption/ Repurchase / Switch-out or any other transaction of Units covered therein.

In case newsletters are sent to each Unitholder by post / courier which may result in certain households with one or more members as the Unitholders of the Scheme getting multiple copies. In such cases the AMC will cull the database and send each such "household" a single newsletter. The AMC feels that this will not inconvenience the Unitholders. In case it does the Unitholder can write to the AMC, for additional copies.

The applicants can specify the 'mode of holding' in the Application Form as "Single" or "Jointly" or "Anyone or Survivor".

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

In the case of holding specified as 'Jointly', Redemptions/ Repurchase / Switch requests would have to be signed by all joint holders. However, in cases of holding specified as 'Anyone or Survivor', any one of the Unitholders will have the power / authority to make Redemption/ Repurchase / Switch requests, without it being necessary for all the Unitholders to sign. However, in all cases, the proceeds of the Redemption / Repurchase will be paid to the first-named of such remaining Unitholders.

In case of death / insolvency of any one or more of the persons named in the Register of Unitholders as the joint holders of any Units, the AMC shall not be bound to recognise any person(s) other than the remaining holders. In all such cases, the proceeds of the Redemption will be paid to the first-named of such remaining Unitholders.

Pursuant to Regulation 29A of the SEBI Regulations, the AMC is providing an option to the Unitholder to nominate (in the manner prescribed under the SEBI Regulations), a person in whom the Units held by him shall vest in the event of his death. Where the Units are held by more then one person jointly, the joint Unitholders may together nominate a person in whom all the rights in the Units shall vest in the event of death of all the joint Unitholders. By provision of this facility the AMC is not in any way attempting to grant any rights other than those granted by law to the nominee. A nomination in respect of the Units does not create an interest in the property after the death of the Unitholder. The nominee shall receive the Units only as an agent and trustee for the legal heirs or legatees as the case may be. It is hereby clarified that the nominees under the nomination facility provided herein shall not necessarily acquire any title or beneficial interest in the property by virtue of this nomination.

The nomination can be made only by individuals applying for / holding Units on their own behalf singly or jointly. Non-individuals including society, trust, body corporate, partnership firm, Karta of Hindu Undivided Family, holder of Power of Attorney cannot nominate.

Only one person per folio can be nominated. A minor can be nominated and in that event, the name and address of the Guardian of the minor Nominee shall be provided by the Unitholder. Nomination can also be in favour of the Central Government, State Government, a local authority, and any person designated by virtue of his office or a religious or charitable trust.

The Nominee shall not be a trust other than a religious or charitable trust, society, body corporate, partnership firm, Karta of Hindu Undivided Family or a Power of Attorney holder. A non-resident Indian can be a Nominee subject to the exchange controls in force from time to time. Units will be transmitted in favour of the nominee only after the death of all existing Unitholders.

Nomination in respect of the Units stands rescinded upon the Redemption/ Repurchase /transfer of Units. Cancellation of nomination can be made only by those individuals who hold Units on their own behalf singly or jointly and who made the original nomination. On cancellation of the nomination shall stand rescinded and the Mutual Fund, the Trustee and the AMC shall not be under any obligation to transmit the Units in favour of the nominee.

The nomination facility extended under the Scheme is in accordance with the SEBI Regulations and subject to other applicable laws. Transmission of the Units in the name of the nominee shall discharge the Mutual Fund, the Trustee and the AMC from any liability towards the successor(s)/heir(s) of the deceased Unitholder(s). However, the Mutual Fund / Trustee / AMC may request the nominee to execute suitable indemnities in favour of the Mutual Fund and / or the Trustee and / or the AMC, and to submit necessary documentation to the satisfaction of the Mutual Fund before transmitting Units to his / her favour. Nominations received in the form prescribed by the AMC alone shall be valid.

Further, if either the Mutual Fund and/or the Trustee and/or the AMC incur any loss whatsoever arising out of any litigation or harm that it may suffer in relation to the nomination, they will be entitled to be indemnified absolutely from the deceased Unitholders' estate.

Investors / Unitholders are advised to read the instructions carefully before nominating.

The Mutual Fund will be repurchasing Units on an ongoing basis and hence the transfer facility is found redundant. However, if a person becomes a holder of the Units by operation of law or upon enforcement of a pledge, then the AMC shall, subject to production of such evidence, which in their opinion is sufficient, proceed to effect the transfer, if such person is otherwise eligible to hold the Units.

Any addition / deletion of name from the folio of the Unitholder is deemed as transfer of Units. In view of the same, additions / deletions of names will not be allowed under any folio of the Scheme. The said provisions in respect of deletion of names will not be applicable in case of death of a Unitholder (in respect of joint holdings) as this is treated as transmission of Units and not transfer.

A person becoming entitled to hold the Units in consequence of the death, insolvency, or winding up of the sole holder or the survivors of joint holders, upon producing evidence and documentation to the satisfaction of the Mutual Fund and/or the Trustee and/or the AMC and upon executing suitable indemnities in favour of the Mutual Fund and/or the Trustee and/or the AMC, shall be registered as a Unitholder.

In case the Subscription money is not realized, the transaction shall be reversed and the Units allotted (if any) shall be cancelled, and a fresh Account Statement/ Confirmation slip shall be dispatched to the Unitholder. For Non-Individuals and NRI’s the Mutual Fund may mark a lien on Units in case documents, which need to be submitted, are not given in addition to the application form before the submission of Redemption / Repurchase request.

However, the Trustee / AMC reserves the right to change operational guidelines for lien on Units from time to time.

The Units under the Scheme (subject to completion of Lock-in Period, if any) may be offered as security by way of a pledge / charge in favour of scheduled banks, financial institutions, non-banking finance companies (NBFCs) or any other institution, subject to any rules / restrictions that the AMC may prescribe from time to time. The ISC will note and record such pledged / charged Units. A standard form for this purpose is available on request from any of the ISCs. The ISC shall mark a lien only upon receiving the duly completed form and documents as it may require. Disbursement of such loans will be at the entire discretion of the bank / financial institution / NBFC or any other body concerned and the Mutual Fund assumes no responsibility thereof. The Trustee / AMC retains the sole and absolute discretion to reject any application for pledge of units.

The Unitholder will not be able to redeem/switch Units that are pledged/charged until the entity to which the Units are pledged/charged provides written authorisation to the Mutual Fund that the lien may be removed. As long as Units are pledged / charged, the Pledgee / Chargeholder will have complete authority to redeem such Units. The AMC reserves the right to discontinue this facility.

The Scheme will have an New Fund Offer Period during which investors may subscribe to the units from the Fund. After the expiry of the specified New Fund Offer Period, the Scheme will be closed for Sale of units.

The Maturity Date of the Regular Plan is 3 years from the date of allotment of units. Units under the scheme will be compulsorily and without any further act by the Unitholder(s) be redeemed on the Maturity Date at the applicable NAV. For redemptions made on the Maturity Date, the AMC does not intend to charge any load, at present.

The Fund reserves, with the prior approval of SEBI the right to extend the Scheme beyond its redemption date in accordance with Regulations. In such an event the Unitholder shall be given an option to either sell back the Units to the Fund or to continue in the Scheme. The Fund could also give the investor the option to switch the repurchase proceeds into any other eligible Scheme of the Mutual Fund launched or in operation at that time. The extension of the period of the Scheme beyond final redemption date/s or roll over of the Scheme shall be in accordance with Regulations. The Fund may also convert the Scheme after the final Redemption date into an open-ended Scheme and this shall be in accordance with the Regulations.

All units to the credit of unitholders shall be automatically redeemed on the Maturity Date of the Regular Plan, unless rolled-over. Maturity Date of the Regular Plan is 3 years from the date of allotment of units.

The Units can be Redeemed (i.e. sold back to the Mutual Fund) prior to the Maturity Date, during the last Business Day of every month and first Business Day of every month from date of allotment of units, at prices related to applicable NAV , subject to applicable CDSC and Exit Load, if any. The Redemption/ Repurchase request can be made on a pre-printed form or by using the relevant tear off section of the Transaction Slip enclosed with the Account Statement, which should be submitted at/may be sent by mail to the ISCs given in the inside back cover of the Offer Document.

In case the Units are held in the names of more than one Unitholder, where mode of holding is specified as "Joint", Redemption / Repurchase requests will have to be signed by all the joint holders. However, in cases of holding specified as "Anyone or Survivor", any of one the Unitholders will have the power / authority to make Redemption / Repurchase request, without it being necessary for all the Unitholders to sign. However, in all cases, the Redemption / Repurchase proceeds will be paid only to the first named of such remaining Unitholder.

For Repurchase requests made prior to the Maturity Date, the Repurchase would be permitted to the extent of credit balance in the Unitholder's account. The Repurchase request can be made by specifying the rupee amount or by specifying the number of Units of to be redeemed. If a Repurchase request is for both, a specified rupee amount and a specified number of Units of the Scheme, the specified number of Units will be considered the definitive request. If the Unitholder specifies only the Redemption amount, the AMC will divide the Redemption amount so specified by the Redemption Price to arrive at the number of Units. The request for Redemption of Units could also be in fractions, upto three decimal places.

The minimum amount of Units for Redemption / Switch out for the Scheme is Rs.1000 or a minimum of 100 Units.

The investor is entitled to redeem the entire balance of his Units held in the Scheme, regardless of the minimum amount / Units mentioned above. The minimum amount of Redemption may be changed in future by the Trustee / AMC for the Scheme. If the balance in the account of the Unitholder does not cover the amount of Redemption request, then the Mutual Fund is authorised to close the account of the Unitholder and send the entire such (lesser) balance to the Unitholder.

Units purchased by cheque/DD will not be redeemed until after realisation of the cheques/DD.

The Redemption/ Repurchase Price of the Units, is based on the Applicable NAV and subject to applicable CDSC and Exit Load, if any.

The Redemption/ Repurchase Price will be calculated using the following formula:

Redemption Price = Applicable NAV * (1 - Exit Load, if any) – Proportionate Unamortised Initial Issue expenses (till the redemption date)

Example for calculation of Redemption Price:

Eg: If Applicable NAV = Rs. 10/-; Exit Load = 1%; Proportionate Unamortised Initial Issue Expenses

= Rs. 0.075, then

Redemption Price = 10 x (1-1%) – 0.075 = Rs. 9.825/-

Note: The above figures are hypothetical and assumed for the sole purpose of the illustration

As per the Regulations, the repurchase price of units of a closed-ended scheme shall not be lower than 95% of the NAV.

Redemption of Units is permitted only during the Liquidity Window (i.e. Presently the Liquidity Window is only during the first Monday of every calender month or next Business Day if Monday is a non Business Day after the date of allotment of units)

Applicable NAV in respect of an application for Redemption / Repurchase which is received before 3.00 p.m. on the first Monday of every calendar month or next Business Day if Monday is a non Business Day (subject to it being complete in all respects) will be the NAV of the respective Option as at the close of that Business Day (i.e. the first Monday of every calendar month or next Business Day if Monday is a non Business Day), subject to applicable CDSC and Exit Load, if any.

When an application for Redemption is received on the last Business Day of a calendar month after the cut off time specified above, then the request will be deemed to have been received on the first Business Day of the next month, subject to it being complete in all respects.

When an application for Redemption is received on a day (other than the dates of Liquidity Window), then the request will be deemed to have been received for the following next Liquidity Window day, subject to it being complete in all respects.

Please refer to "Right to Limit / Withhold Redemptions/ Repurchase " on page ___and "Suspension of Redemption/ Repurchase / Switching Options of the Units" on page ___.

(a) Unitholders having a bank account with certain banks with whom the AMC would have an arrangement from time to time, the Redemption / dividend proceeds shall be directly credited to their account. As per the SEBI Regulations, the Mutual Fund shall despatch Redemption proceeds within 10 Business Days from the date of acceptance of the Redemption/ Repurchase request. However, under normal circumstances, the Mutual Fund will endeavour to credit the first/sole Unitholder's account with the Redemption / Repurchase proceeds within 4 Business Days from the date of acceptance of the Redemption/Repurchase request.

(b) For other Unitholders not covered by (a) above and Unitholders covered by (a) but have given specific request for Cheque :

Redemption / Repurchase proceeds will be paid by cheque and payments will be made in favour of the Unitholder (registered holder of the Units or, if there is more than one registered holder, only to the first registered holder) with bank account number furnished to the Mutual Fund. Redemption/ Repurchase proceeds will be sent to the Unitholders address (or, if there is more than one holder on record, the address of the first-named Unitholder).

As per the SEBI Regulations, the Mutual Fund shall despatch Redemption proceeds within 10 Business Days from the date of acceptance of the Redemption request. However, under normal circumstances, the Mutual Fund will endeavour to despatch the Redemption proceeds within 4 Business Days from the date of acceptance of the Redemption request.

In order to protect the interest of Unitholders from fraudulent encashment of cheques, the current SEBI Regulations, has made it mandatory for investors to mention in their Application / Redemption request, their bank name and account number. Any application form without these details shall not be accepted. The normal processing time may not be applicable in situations where such details are not provided by Investors / Unitholders. The AMC will not be responsible for any loss arising out of fraudulent encashment of cheques and / or any delay / loss in transit.

The requisite identification documents should be submitted along-with the application form for subscription of units such as certified copy of resolution, list of authorised signatories, a certified copy of the Memorandum & Articles of Association and / or bye-laws and / or Trust Deed and / or Partnership Deed and certificate of registration or any other document, as the case may be, then the same shall be submitted by the said investor along-with the application. In case where the required documents are not submitted by the investor at the time of making the application, the AMC/Trustee/Mutual Fund reserves the right to withhold the redemption request / reject the application of the said investor till the required documents are received by the AMC/Trustee/Mutual Fund/its Agents from the said investor. The AMC/Trustee/Mutual Fund shall not be responsible in any manner whatsoever for any losses/damages caused to the investor as result of the AMC/Trustee/Mutual Fund/its Agents withholding the redemption request of the said investor till the required documents are received by the AMC/Trustee/Mutual Fund from the said investor.

RBI has vide Schedule 5 of the Foreign Exchange Management (Transfer or Issue of Security by a Person Resident Outside India) Regulations, 2000, granted general permission to NRIs and FIIS who have purchased units issued by mutual funds, to tender units to the mutual funds for repurchase or for the payment of maturity proceeds. Payment of Redemption proceeds to NRIs / FIIs Unitholders will be subject to the relevant rules/regulations /guidelines of RBI as are applicable from time to time (subject to deduction of tax at source as applicable).

1. Units purchased on Non-Repatriation basis

   The Redemption proceeds shall be credited to the NRI investor's NRO account, where the payment for the purchase of the Units redeemed was made out of funds held in NRO account

2. Units purchased on Repatriation basis

After every redemption, the Unit capital and Reserves of the Scheme stand reduced by an amount equivalent to the product of the number of Units redeemed and the Applicable NAV as on the date of redemption, duly adjusted for proportionate unamortized balance of initial issue expenses till the date of redemption. Units once redeemed are extinguished and cannot be re-issued.

The Trustee / AMC may, in the general interest of the Unitholders of the Scheme, keeping in view the unforeseen circumstances / unsure conditions, limit the total number of Units which may be Redeemed on any Business Day to 5% of the total number of Units then in issue under the Scheme (or such higher percentage as the Trustee / AMC may decide in any particular case). In addition, the Trustee / AMC reserves the right, in its sole discretion, to limit Redemptions with respect to any single account to an amount of Rs. 2 crore or such other lower / higher amount decided by the Trustee / AMC, on a single Business Day. Any Units which by virtue of these limitations are not Redeemed on a particular Business Day will be carried forward for Redemption to the next Business Day, in order of receipt. Redemptions so carried forward will be priced on the basis of the Redemption Price of the Business Day on which Redemption is made. Under such circumstances, to the extent multiple Redemption requests are received at the same time on a single Business Day, Redemption will be made on pro-rata basis, based on the size of each Redemption request, the balance amount being carried forward for Redemption to the next Business Day(s).

In case a Unitholder makes a Redemption request immediately after Subscription of Units, the Redemption proceeds will not be dispatched until Subscription moneys are realized by the Mutual Fund and the proceeds have been credited to the Scheme's Account. However, this is only applicable if the value of Redemption is such that some or all of the freshly purchased Units may have to be redeemed to effect the full Redemption.

Investors may note that under the following circumstances the Trustee / AMC may at its sole discretion (and without being responsible and/or liable in any manner whatsoever) freeze/seize a Unitholder's account (or deal with the same in the manner the Trustee / AMC is directed and/or ordered) under a Scheme:

• Under any requirement of any law or regulations for the time being in force.

• Under the direction and/or order (including interim orders) of any regulatory/statutory authority or any judicial authority or any quasi-judicial authority or such other competent authority having the powers to give direction and/or order.

The investors should ensure that the amount invested in the scheme is through legitimate sources only and does not involve and are not designed for the purpose of any contravention or evasion of any Act, Rules, Regulations, Notifications or Directions of the provisions of Income Tax Act, Anti Money Laundering Act, Anti Corruption Act and or any other applicable laws enacted by the Government of India from time to time.

Anti Money Laundering: The AMC is committed to complying with all applicable anti money laundering law and regulation in all of its operations. The AMC recognises the value and importance of creating a business environment that strongly discourages money launderers from using the mutual funds route. To that end, certain policies have been adopted by the AMC.

Know Your Customer (KYC): The need to "Know Your Customer" is vital for the prevention of money laundering. The AMC may seek information or obtain and retain documentation used to establish identity. It may re-verify identity and obtain any missing or additional information for this purpose.

The AMC, under powers delegated by the Trustee, shall have absolute discretion to reject any application, prevent further transactions by a Unit Holder, if after due diligence, the investor / Unit Holder / a person making the payment on behalf of the investor does not fulfil the requirements of the "Know Your Customer" or the AMC believes that the transaction is suspicious in nature as regards money laundering. In this behalf the AMC reserves the right to reject any application and effect a mandatory Redemption of Units allotted at any time prior to the expiry of 30 Business Days from the date of the application.

To ensure appropriate identification of the investor and with a view to monitor transactions for the prevention of money laundering, the AMC reserves the right to: (a) scrutinise and verify the identity of the investor, unit holder, person making the payment on behalf of the investor and the source of the funds invested, to be invested in the Mutual Fund; (b) reject any application, prevent further transactions by a unit holder; (c) to mandatorily redeem the units held by the unit holder at the applicable NAV prevalent at the time of such redemption and (d) reject the transaction / redemption / freeze or seize Unitholder's account if the AMC has a reasonable ground to do so.

The AMC may share investor’s personal information with any organisation for compliance with any legal or regulatory requirements or to verify the identity of investors for complying with anti-money laundering requirements.

Investors may note that the Trustee / AMC at its sole discretion may close a Unitholder's account under the Scheme after giving notice of 30 days, if at the time of any part Redemption, the value of balance Units (represented by the Units in the Unitholder's account if such Redemption / Switch were to take place, valued at the Applicable NAV), falls below an amount of Rs. 100,000 /- or such other amount determined by the AMC / Trustee from time to time.

As Units may not be held by any person in breach of the SEBI Regulations, any law or requirements of any governmental, statutory authority including, without limitation, exchange control regulations, the Mutual Fund / Trustee / AMC may mandatorily redeem all the Units of any Unitholder where the Units are held by a Unitholder in breach of the same.

The Mutual Fund / Trustee / AMC may redeem Units of any Unitholder in the event it is found that the Unitholder has submitted information either in the application or otherwise that is false, misleading or incomplete.

The Mutual Fund at its sole discretion reserves the right to withdraw Sale and / or Redemption or Switching of the Units in the Scheme (including any one of the Option of the Scheme) temporarily or indefinitely, if in the opinion of the Trustee / AMC the general market conditions are not favourable and / or suitable investment opportunities are not available for deployment of funds. However, the suspension of Sale / Redemption / Switching either temporarily or indefinitely will be with the approval of the Boards of the AMC and the Trustee. The approval from the Boards of the AMC and the Trustee giving details of circumstances and justification for the proposed action shall also be informed to SEBI in advance.

The Sale, Redemption and Switching of the Units may be temporarily suspended under the following conditions:

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

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

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

4. During periods of extreme volatility of markets, which in the opinion of the AMC are prejudicial to the interests of the Unitholders of the Scheme or due to any changes in regulatory framework, market development, when continuing with Sale/ Purchases/ switching may or may not be in the interest of investors .

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

6. In the event of any force majeure or disaster that affects the normal functioning of the AMC or the ISC or Registrar and Transfer Agent.

7. During the period of Book Closure.

8. If so directed by SEBI.

The Trustee / AMC reserves the right in its sole discretion to withdraw the facility of Sale and Switching Option of Units into and out of the Scheme, temporarily or indefinitely, if AMC views that changing the size of the corpus may prove detrimental to the existing Unit holders of the Scheme. In the above eventualities, the time limits indicated, for processing of requests for Subscription and Redemption of Units will not be applicable.

The information provided under this Section seeks to assist the investor in understanding the expense structure of the Scheme, fees / expenses and their percentage the investor is likely to incur on purchasing and selling the Units of the Scheme.

1. Unitholder Transaction Expenses and Load (Initial issue & Subsequent Issue)

• Entry Load :

• Exit Load:

- Exit load during Liquidity Window (NIL)

As per the Regulations, the repurchase price of units of a closed-ended scheme shall not be lower than 95% of the NAV.

The Unitholder transaction expenses and loads set forth above are subject to change at the discretion of the AMC / Trustee and such changes shall be implemented prospectively.

Subject to the SEBI Regulations, the AMC / Trustee reserve the right to modify / alter the load structure and may decide to introduce a differential load structure on the Units subscribed / redeemed on any Business Day under each Plan(s) / Option(s). Such changes will be applicable for prospective investments. The AMC / Trustee shall arrange to display a notice in the Investor Service Centres of the AMC and distributors / brokers office, before the change of the then prevalent load structure. The Addendum detailing the changes in load structure will be attached to Offer Documents and Abridged Offer Documents. The Addendum will also be circulated to all the distributors / brokers so that the same can be attached to all the Offer Documents and Abridged Offer Documents in stock. This Addendum will also be sent along with the newsletter to the Unitholders immediately after the changes. Changes in the load structure may be stamped in the acknowledgement slip issued by the Mutual Fund after the changes in load structure. The changes may also be disclosed in the Statements of Account issued after the introduction of such load. The Load collected from the Unitholders under each Plan / Option will be credited to a separate account in the Scheme accounts and will be offset against selling, distribution and marketing expenses in accordance with the SEBI Regulations. Surplus of Load, if any, charged over planned selling, distribution and marketing expenses to be defrayed will be credited to the Scheme whenever felt appropriate by the AMC.

1. Initial Issue Expenses

The Mutual Fund may charge initial issue expenses upto a maximum of 4.25% of the initial resources raised under the Scheme(2.25% for Broker/Agents Commission and other selling and distribution expenses (met out of entry load will not be amortized ) and up to 2.00% for Marketing and Advertising, Printing and Mailing, Commission to Agents / Brokers and other expenses will be amortized over the tenure of the scheme.

Initial Issue Expenses of the Scheme/ Plan(s) are estimated as under:

The above estimates are subject to change both inter-se and as an increase or decrease as per actuals and are based on the minimum subscription (target) amount for the Scheme / Plan given on page _____.

Actual expenses incurred in respect of Initial Issue Expenses in excess of 4.25% as indicated above shall be borne by the AMC.

Assumptions made for the purpose of the illustration:

• The impact has been explained for both categories of investors, i.e.

• The calculations are made for every Rs. 100 invested by A and B.
• The Entry Load amount collected is utilised for payment of Broker/Agent commission.

Note: The above figures are hypothetical and assumed for the sole purpose of the illustration.

The impact of initial issue expenses, which are to be amortised over a period of time, on the NAV is explained below.

Continuing the illustration further, if the total amount collected by the Scheme is Rs. 200 (as stated A and B above), further assumptions made for the purpose of the illustration:

• For illustrating the impact on NAV, no accruals, appreciation or depreciation on Investments has been assumed from the time of New Fund Offer till the date of computation of NAV.
• The impact of entry / exit load during the Continuous Offer has not been considered for calculation of Purchase/ Redemption Price on first date of NAV computation.

• All Initial Issue Expenses specified in the table above are amortised over a period of exactly three years (i.e tenure of the Scheme). There are no initial issue expenses identified for the purpose of amortization over a period of one year.
• Amortisation of Initial Issue Expenses starts from the date of computation of NAV, which could be earlier than the first day of declaration of NAV.

Note: The above figures are hypothetical and assumed for the sole purpose of the illustration.

1. Annual Scheme Recurring Expenses

As per SEBI Circular No. MFD/CIR No. 04/11488/2003 dated June 12, 2003, in case of Fund of Funds Scheme, the total expenses of the scheme including management fees shall not exceed 0.75% of the daily average net assets. These expenses are over and above the expenses charged by the respective underlying schemes.

The AMC has estimated the annual recurring expenses under the Scheme as per the table below :

The purpose of the above table is to assist the investor in understanding the various costs and expenses that an investor in the Scheme will bear directly or indirectly. The above expenses are subject to change and may increase / decrease as per actual and / or any change in the SEBI Regulations and the AMC reserves the right to change (increase/decrease) the expenses charged to each Scheme, subject to the applicable SEBI Regulations.

The total recurring expenses of the Scheme including the management fees shall not exceed 0.75% of the daily average net assets. Expenses over and above the permitted limit under the applicable Regulations will be borne by the AMC.

Under the SEBI Regulations, the Mutual Fund is entitled to charge initial issue expenses upto a maximum of 6% of the initial resources raised under the Schemes. The Mutual Fund has launched eight schemes in the past viz., AAEF, AAMIP, AAFDF, AAFRF, AACF , AAOF, AADYF and AALTFRF.

The Initial Issue expenses for AALTFRF, AAMIP, AAFDF, AAFRF and AACF were borne by the AMC. In case of AAEF, the entry load collected during the initial offer period amounting to Rs. 7.58 Crores, was utilised to meet the Initial Issue expenses incurred on selling, distribution and marketing expenses of AAEF. The remainder of the total initial issue expenses was borne by the AMC. The Initial Issue expenses met from the Entry Load collected were within 6% of the mobilisation. As the initial issue expenses in case of AALTFRF, AAEF, AAMIP, AAFDF, AAFRF and AACF were not charged to the Schemes, the comparison of ‘actual expenses’ and ‘estimated expenses’ for these Schemes are not disclosed.

In case of AAOF and AADYF the break-up of Initial Issues Expenses charged to Scheme is as follows:

Note:

• In case of AAOF, out of the entry load collected during the initial offer period amounting to Rs. 7.16 Crores, an amount of Rs.5.32 Crores was utilised to meet the Initial Issue expenses incurred on Commission to Agents/Brokers.

• In case of AADYF, out of the entry load collected during the initial offer period amounting to Rs. 5.71 Crores, an amount of Rs.4.38 Crores was utilised to meet the Initial Issue expenses incurred on selling and distributions expense and payment of Commission to Agents/Brokers.

• The initial issue expenses of the above schemes did not vary adversely from the estimated expenses of the Schemes, on an overall basis.