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PORTFOLIO MANAGEMENT SERVICES C Nurturing Financial Excellence
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Page 1: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

PORTFOLIO MANAGEMENTSERVICES

CNurturing Financial Excellence

Page 2: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

Application No.:

INTRODUCER DETAILS : Introduced by Employee / Business Associate / RM / Any other person Please Specify: ____________________________

NAME OF THE INTRODUCER:

ADDRESS :

PROOF OF IDENTITY :

SIGNATURE OF INTRODUCERCONTACT NO.

PROOF OF ADDRESS :

EMPLOYEE CODE : DISTRIBUTOR CODE:

INDEX

REGISTRATION DETAILS

NAME OF THE COMPANY

SEBI REGISTRATION NO.

OFFICE ADDRESS

CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED

Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti Ashok Co-operative Housing Society, CTS No. 156, 157, 158, J.B. Nagar, Near Bombay Cambridge School, Andheri (East), Mumbai - 400 099.

CIN :

For any grievance / dispute contact CPMSPL at the above address or Email to [email protected] or can speak to on phone number +91-22-67079999

SR.NO INDEX PAGE

1 Check List 1

2 KYC 3-4

3 Non-Individual KYC 5

4 Non-Individual Annexure 6

5 Constituent Profile 7-8

6 Product Application Form 9

7 PMS Agreement 11-18

8 Power of Attorney 19-22

9 Fees & Charges 23-24

10 Additional KYC Form for Individual Opening Demat Account 25-26

11 Nomination Details 27

12 Declaration for Joint Family Account 28

13 Details of Assets Handed Over By the Client 29

14 Client Access to Price Sensitive Information and Restriction of the Investment in the Companies 30

15 Declaration on Interest In various Body Corporates 31

16 Declaration to be signed by Partnership Firm 32

17 Board Resolution Format to be given by Corporate Clients 32

INP000005856 U74140MH2007PTC177075

Page 3: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

1

CHECK LIST

**Address Proof– Individual(Aadhaar card)

Address Proof–Non Individual (any one );

Bank proof ( Any One)• Pre-printed cancelled cheque in the name of Entity/Account Holder/HUF• If cheque not preprinted then Bank statement / Passbook required mentioning Account number, Account name, IFSC code, MICR and Bank branch address with bank stamp.

Notes:- 1. All documents including letter head documents are to be attested by the Authorized signatory, client in case of Individual.

Bank Name/Logo is a must with Bank stamp and sign, Transaction not more than 2 months old with Bank Seal

Should not be less than 2 months old from date of bill

Should not be less than 2 months old from date of bill

Bank Statement

Electricity Bill

Telephone Bill

• In case cancelled cheque is given in the name of proprietary firm then bank letter along with Bank Stamp is compulsory.

Pan Card

Photographs

PAN and Aadhar card copy of Guardian – If Nominee is minor

Second Holder – PAN and Aadhar card copy

Bank proof – Pass Book / Bank Statement

FATCA Declaration

List of Senior Management (Directors, Partners, etc.)

Deed of Declaration of HUF/List of Coparceners

List of Authorized Signatories

Copy of the POA provided to the PMS

Demat Account Opening Form

Resolution for Demat Account Opening

Financials for last 2years (Duly attested by the CA)

Term Sheet

Constitutive Documents(Partnership Deed, Certificate of

registration etc.)

List of UBO

Constitutive Documents (Memorandum and Articles of

Association, Certificate of Incorporation etc.)

List of Partners

List of UBO along with Shareholding Pattern

including list of all those holding more than 25% either

directly or indirectly

Individual

Individual

Individual

Individual

Individual

Individual

HUF, Karta

Karta

HUF

HUF

Individual Firm , Partners & Authorized Signatories

Partners

Entity & Partners

Partners

Entity, Directors (Any two) &

Authorised Signatory

Directors (Any two)

Address Proof Individual HUF, Karta Firm , Partners, Guardian (if nominee

is minor) & Authorized Signatories

Entity, Guardian (if nominee

is minor) & Partners

Entity, Directors (Any two) &

Authorised Signatory

Individual

HUF

HUF

HUF

HUF

HUF

HUF

HUF

Individual

Individual

Individual

(India and Overseas)

Individual

Individual

Individual

Firm

Firm

Firm

Firm

Firm

Firm

Firm

Firm

Firm

Firm

Firm

Firm

Firm

Firm

Entity

Entity

Directors

Entity

Entity

Entity(ITR for last

2 Financial Year)

Entity

Entity

Firm

Firm

Entity

1

2

3

4

5

6

7

8

9

10

12

13

14

15

16

17

18

19

20

11 HUF Firm EntityIndividual Individual Firm

* For Individual (NRI)- Passport and Declaration from client mandatory

Individual

Individual

Individual

Firm Firm

EntityFirm

* *

SR.NO.

DOCUMENT TYPE

HUF LIMITEDPARTNERSHIP FIRM

PARTNERSHIP FIRM

CORPORATEINDIVIDUAL INDIVIDUAL NRI*

Required For Required For Required For Required For Required For Required For

www.choicebroking.in

Page 4: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

2www.choicebroking.in

Page 5: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

2. Proof of Identity (PoI)* (for PAN exempt Investor or if PAN card copy not provided)

1. Identity Details

Name* (same as ID proof)

Mother Name*

Middle Name Last Name First Name Prefix

PAN

Date of Birth*

Gender*

M- Male F- Female T-Trans gender

Marital Status* Married Unmarried Others

Citizenship*

IN- Indian

Others – Country

Country Code

Residential Status*

Resident Individual

Non Resident Indian

Foreign National

Person of Indian Origin

Occupation Type*

S-Service Private Sector Public Sector Government Sector

O-Others Professional Self Employed Retired Housewife Student

B-Business

X-Not Categorised

Photo

Signature/ Thumb Impression

3.2 Correspondence / Local Address Details*

Line 1*

Line 2

Line 3 City / Town / Village*

District* Zip / Post Code*

State/UT* Country*

Address Type* Resi dential / Business Resi dential Business Registered Office Unspecified

Proof of Address*

3.1 Current / Permanent / Overseas Address Details

3. Proof of Address (PoA)*

Country Code

State/UT Code

Address

Passport Number Passport Expiry Date

Voter ID Card

Driving Licence Driving Licence Expiry Date

Aadhaar Card

NREGA Job Card

Others (any document notified by the central government) Identification Number

Fields marked with ‘*’ are mandatory fields KYC Type* Normal (PAN is mandatory) PAN Exempt Investors (Refer instruction K)

Please enclose a duly attested copy of your PAN Card

Maiden Name (if any*)

Father / Spouse Name*

(Certified copy of any one of the following Proof of Identity [PoI] needs to be submitted)

as per Indian Motor Vehicle Act, 1988

as per ISO 3166

(Certified copy of any one of the following Proof of Address [PoA] needs to be submitted)

Same as Current / Permanent / Overseas Address details (In case of multiple correspondence / local addresses, please fill ‘Annexure A1’, Submit relevant documentary proof)

(1)

A-

Passport Number

Passport Expiry Date

B-

Voter ID Card

C-

PAN Card

D-

Driving Licence

Driving Licence Expiry Date

E- Aadhaar Card

F- NREGA Job Card

Z- Others (any document notified by the central government) Identification Number

S- Simplified Measures Account - Document Type Code

Know Your Client

Application Form (For Individuals only) (Please fill the form in English and in BLOCK Letters)

Application Type* Update KYC Number*

New

Identification Number

Line 1*

Line 2

Line 3 City / Town / Village*

District* Zip / Post Code*

State/UT* Country* Country Code

State/UT Code as per Indian Motor Vehicle Act, 1988

as per ISO 3166

CKYC FORM

3

Page 6: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

Related Person Type*

Name*

(If KYC number and name are provided, below details of section 6 are optional)

Guardian of Minor Assignee

Prefix

First

Name

Authorized Representative

Middle Name Last Name

6. Details of Related Person

Related Person

Deletion of Related Person

KYC Number of Related Person (if available*)

Proof of Identity [PoI] of Related Person*

Place / City of Birth*

Address

Country of Birth*

Country Code

as per ISO 3166

(Certified copy of any one of the following Proof of Identity [PoI] needs to be submitted)

5. FATCA/CRS Information (Tick if Applicable)

Residence for Tax Purposes in Jurisdiction(s) Outside India

Additional Details Required* (Mandatory only if above option (5) is ticked)

Country of Jurisdiction of Residence*

Country Code of Jurisdiction of Residence

Tax Identification Number or equivalent (If issued by jurisdiction)*

4. Contact Details (All communications will be sent on provided Mobile no. / Email-ID)

Email ID

Tel. (Off) Mobile Tel. (Res)

as per ISO 3166

PART I

8. Applicant Declaration

9. Attestation / For Office Use Only

Date:

Place

:

• I hereby

declare that the details furnished above are true and

correct

to

the

best of my knowledge and belief and I undertake to inform

you

of

any

changes

therein,

immediately. In case any of the above information

is found to

be

false

or

untrue

or

misleading

or

misrepresenting,

I

am aware

that

I

may

be

held

liable

for

it.

I

hereby

declare

that

I

am

not

making

this

application

for

the

purpose

of

contravention

of

any

Act,

Rules,

Regulations

or

any

statute

of

legislation

or

any

notifications/directions

issued

by

any

governmental

or

statutory

authority

from

time

to

time.

• I hereby

consent

to

receiving

information

from

Central

KYC

Registry

through

SMS/Email

on

the

above

registered

number/email

address.

Signature / Thumb Impression of

Applicant

[Signature / Thumb

Impression]

Documents

Received

CertifiedCopies

7. Remarks (If any)

Institution Details

Name

Code

[Institution Stamp]

In-Person Verification (IPV) & KYC VerificationCarried Out by

Date

Emp.

Name

Emp.

Code

Emp. Designation

[Employee Signature]

(2)

TIN issued country

US person YES NOOR

CHOICE

* For C-KYC instruction / guidelines please refered to our website www.choicebroking.in

Line 1*

Line 2

Line 3 City / Town / Village*

District* Zip / Post Code*

State/UT* Country* Country Code

State/UT Code as per Indian Motor Vehicle Act, 1988

as per ISO 3166

A-

Passport Number

Passport Expiry Date

B-

Voter ID Card

C-

PAN Card

D-

Driving Licence

Driving Licence Expiry Date

E- Aadhaar Card

F- NREGA Job Card

Z- Others (any document notified by the central government) Identification Number

S- Simplified Measures Account - Document Type Code

Identification Number

www.choicebroking.in4

Page 7: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

For Choice

Authorised Signatory Originals Verified and self attested

documents copies receivedDate:

IPV DetailsSignature Name of Person who has done IPV Employee ID Date of IPV

FOR OFFICE USE ONLY

Choice

ChoiceReg. & Corp. Office : Choice House, Shakambhari Corporate ParkChakravarti Ashok Co-operative Housing Society, CTS No. 156, 157, 158, J.B. Nagar, Near Bombay Cambridge School, Off. Sahar Road, Andheri (East), Mumbai - 400 099.

NEW CHANGE REQUEST(please tick √ the appropriate)

CORRECTION is required and provide the details in the corresponding row) (Please tick √ the box on the left margin of appropriate row where CHANGE/

Identity Details

2. a. Date of Incorporation

Address Details

1. Address for Correspondence

City/Town/VillageState Country

Pin Code

2. Registered Address (if different from correspondence address )

City/Town/Village

State CountryPin Code

4. Specify the proof of address submitted for correspondence address:

5. Specify the proof of address submitted for registered address:

Other Details

1. Gross Annual Income Details (Please tick ) Below 1 Lakh 1-5 Lakhs 5-10 Lakhs 10-25 Lakhs 25-1 Crore

Name

5. Status Please tick ( ) any one Private Limited Co. Public Ltd. Co Body Corporate

2. a. PAN

Fax

Tel.(Off.)

Mobile

E-Mail ID.

Tel.(Res)

(ISD)

(ISD) (STD)

(STD)

3. Contact Details

1. Name of Applicant

3. Date of commencement of business:

Partnership

Trust Charities NGO’s FI FII HUF AOP Bank Government BodyNon-Government Organization Defense Establishment BOI Society LLP

Others (please specify)

1 Crore

Net-worth in as on (date)(*Net worth should not be older than 1 year) Rs.2.

3.

PAN

City/Town/Village

State CountryPin Code

DIN/UID of Promoters/Partners/Karta and whole time directors: (Please provide details in the enclosed sheets)

Detail of Authorised Director / Promoter / Karta / Partner etc.

4.

Please tick, if applicable, for any of your authorized signatories/Promoters/Partners/Karta/Trustees/whole time directors:5.

Registered Address

Politically Exposed Person (PEP) Related to Politically Exposed Person (PEP)

Any other information:6.

of AuthorisedPerson

B.

C.

Name & Signature

NON-

Designation

4. a. Place of incorporation:

4. b. Registration No. (e.g. CIN):

(2)

(1)

I/We hereby declare that the details furnished above are true and correct to the best of my/our knowledge and belief and I/we undertake to inform you of any changes therein, immediately. In case any of the above information is found to be false or untrue or misleading or misrepresenting, I am/we are aware that I/we may be held liable for it.

DECLARATION

Date : Name :

Please fill this form in English and in Block Letters

FPI - Category I FPI - Category II FPI - Category III

Seal/Stamp of the

Intermediary

Signature/ Thumb Impression

* For instruction / guidelines please refered to our website www.choicebroking.in 5

Page 8: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

Details of PROMOTERS / PARTNERS / KARTA / WHOLE TIME DIRECTORS / CO- PARCENERS ETC ) PAN Card of the Applicant -

For Abbreviation of PEP / RPEP / NPEP / NRPEP please refer to page no. 8

Tel/Mobile

with seal

1.

2. Please tick, if applicable : PEP RPEP NPEP NRPEP

3.

4a.

4c.

5.

4b.

Tel/Mobile

with seal

1.

2. Please tick, if applicable : PEP RPEP NPEP NRPEP

3.

4a.

4c.

5.

4b.

Tel/Mobile

with seal

1.

2. Please tick, if applicable : PEP RPEP NPEP NRPEP

3.

4a.

4c.

5.

4b.

Tel/Mobile

with seal

1.

2. Please tick, if applicable : PEP RPEP NPEP NRPEP

3.

4a.

4c.

5.

4b.

Tel/Mobile

with seal

1.

2. Please tick, if applicable : PEP RPEP NPEP NRPEP

3.

4a.

4c.

5.

4b.

www.choicebroking.in6

Page 9: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

CONSTITUENT PROFILE

7

. BANK ACCOUNT DETAILS

BANK NAME :

ACCOUNT NO :

BRANCH :

ADDRESS:

PIN CODE:

9DIGIT MICR CODE:

ACCOUNT TYPE: SAVINGS CURRENT NRI

IFSC CODE:

( )A

(C). NRI (Applicable for NRI/FN Clients only):

RRBI Ref. No.

RBI Approval Date

*Please attach copy of permission for dealing in Securities from Authorised Dealer (Bank) /RBI Approval.

/ /d d m m y y y y

(D).PAST ACTIONS

• Details of any action/proceedings initiated/pending/ taken by SEBI/ Stock exchange/any other authority against the

applicant/constituent or its Partners/promoters/whole time directors/authorized persons in charge of dealing in securities

during the last 3 years: ........................................................................................................................................................

(B). DEPOSITORY ACCOUNT DETAILS

NRE NRO OTHERS:

(E). Information in relation to the Prevention of Money Laundering Act, 2002 :

Funds details Do you intend to invest in the stock market with : Own Funds Borrowed Funds

Details of the Relatives, having account with CPMSPL

Name:

Relation: UCC Code

Details of the Corporate / HUF / Partnership Firm / Trust, Etc., were client is affiliated with CPMSPL

Name:

Relation: UCC Code

Nature of Business : Entity Type

DP NAME :

DP ADDRESS :

DP ID : CLIENT ID :

1. Gross Annual Income Details (Please tick ( ):

2. Net-worth in `. as on (date) / /(*Net worth should not be older than 1 year) d d m m y y y y

Below 1 Lac 1-5 Lac 5-10 Lac 10-25 Lac 25 Lacs - 1 Crore >1 Crore

Private Sector Service Public Sector Government Service Business Professional

Agriculturist Retired Housewife Student Forex Dealer Others (Please specify)

3. Occupation (Please tick ( ) any one and give brief details):

(F) . INCOME AND OTHER DETAILS (Mandatory)

www.choicebroking.in

Page 10: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

8

5. Please tick,

Not a Politically Exposed Person (NPEP) Not Related to a Politically Exposed Person (NRPEP)

Politically Exposed Person (PEP) Related to a Politically Exposed Person (RPEP)

www.choicebroking.in

4. Qualification (Please tick ( ) any one and give brief details):

Under Highschool Highschool Graduate Doctorate Professional Illiterate

Others (Please specify)

if applicable :

(H) INVESTMENT PROFILENO PRIOR INVESTMENT EXPERIENCE YEARS IN EQUITIES

YEARS IN DERIVATIVES YEARS IN OTHER INVESTMENT RELATED ACTIVITIES

Indicative % of Total Investment Portfolio proposed to be invested with the Portfolio Manager %

Overall Investment Goals Capital Appreciation Capital Appreciation & Regular Income Regular Income

Risk Tolerance Low Medium High

Time Period of Investments with the Portfolio Manager* Year Months

* Default period : Valid Until Terminated / Withdrawn as per agreement

Investment Horizon: Long Term Medium Term Short Term

Percentage of Savings invested in Equity Investments : 0-10% 10-25% 26-50% above 50%

(G) IF EMPLOYED / SELF EMPLOYED / BUSINESS / PROFESSIONAL / OTHER : ______________________

Name of the Establishment / Office

Nature of Business

Industry

Office Address:

PIN CODE:

Tel. No. Fax.No. Mobile No.

Email :

DECLARATION

Date ------------------------

Place -----------------------

1. I/We hereby declare that the details furnished above are true and correct to the best of my/our knowledge and belief and I/we undertake to inform you of any changes therein, immediately. In case any of the above information is found to be false or untrue or misleading or misrepresenting, I am/we are aware that I/we may be held liable for it.

2. I/We have read and understood the contents of the Disclosure Document and Discretionary Portfolio Management Services Agreement of Choice Portfolio Management Services Private Limited, and agree to abide by the terms and conditions of the Product. I/We also understand that there is no assurance on the returns of the Product.

(3)

Page 11: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

PRODUCT APPLICATION FORMDISCRETIONARY PORTFOLIO MANAGEMENT SERVICE

1 DISTRIBUTOR INFORMATION/ INTRODUCER’S DETAIL

Distributor Name Distributor Code

2 APPLICANT DETAILS

Name of the 1st Applicant

Name of the 2nd Applicant

Name of the 3rd Applicant

3 PRODUCT(Please & indicate percentage)

Ideal Valuation Strategy____%

5 INVESTMENT THROUGH:

Bank Name

City Date

Payment Details : Cheque / DD No.

Account No.

Account Type Savings Current Others (Specify)

Amount(Rs.)

(Please mention approx. amount in case of ‘Securities in’ and ‘Cheque & Securities in’ also)

6 DEPOSITORY ACCOUNT DETAILS (AS PER HOLDER DETAILS IN PMS)

(In case of ‘Securities in’ and “Cheque & Securities in’, DP Account details of the account from which securities are transferred)

Depository Details: NSDL CDSL

Branch

(In favour of “Clients Name”)

(in words)Min Rs.25 lakhs

(In case of ‘Securities in’ and ‘Cheque & Securities in’, please fill the details in the Schedule II-Details of assets handed over by client)

4 INVESTMENT AMOUNT :

Amount invested in Lacs Rupees : Rs. ________________

Mode of Investment : Stock Transfer Cheque / Bank Transfer Both

DP NAME :

DP ID : CLIENT ID :

This Application Form for the Portfolio forms an integral part of and shall be read in conjunction with the Discretionary Portfolio Management Service Agreement dated signed by the Client with the Portfolio Manager.”

DECLARATION: I/ We have read and understood the Terms and Conditions of the Portfolio Management Services and the Disclosure Document and undertake to abide with the provisions of the same. All the information and particulars given by me / us in the application are true to the best of my/ our knowledge and belief. I/ We agree to inform the Portfolio Manager if there is any change in the information provided by me/ us. I/ We hereby declare that I/ We are authorised to make this investment in Portfolio Management Services and the amount invested in the same is through legitimate sources/ channel only and does not involve and is not designed for the purpose of any contravention or evasion of any Act, Regulations, Notifications or Directions of the provisions of Income Tax Act, Prevention of Money Laundering Act, Anti-Corruption Act or any other applicable laws enacted by the Government of India/ State Governments from time to time. The client profile given by me / us in the application is true and correct to the best of my/our knowledge. | I hereby confirm/approve an opening of a separate de-mat account in my name with Choice Portfolio Management Services Private Limited .(Depository Participant arrangement through custodian i.e. ________________ for the aforesaid investments, in compliance with the Regulation 16, sub clause 8 of Securities and Exchange Board of India (Portfolio Managers) Regulations, 1993. I/We hereby declare that I /We am / are authorised to make this investment and that the amount invested in the Scheme is through legitimate sources only and does not involve and is not designed for the purpose of any contravention or evasion of any Act, Rules, Regulations, Notifications or Directions issued by any regulatory authority in India. Further I/We declare that, I/We are not involved in any high risk occupation. In case of non-individual(s), I/We here by confirm that the ultimate beneficial owner (holding>25% of the shares/voting rights) are not linked to any sanction/high risk countries and are not involved in any money laundering /terrorist financing activity.

9www.choicebroking.in

Cheque Securities RTGS Cheque & Securities

New India Strategy ____%

(4)

Page 12: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

10www.choicebroking.in

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Page 13: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

11

DISCRETIONARY PORTFOLIO MANAGEMENT AGREEMENT

The Discretionary Portfolio Management Services (hereinafter referred to as “this Agreement”) is entered into at Mumbai on _______ day of ____________month of 20 ___ between

Choice Portfolio Management Services Private Limited, a company incorporated under the Companies Act, 1956 and having its Registered Office at Choice House, Shree Shakambri Corporate Park, Plot No. 156-158, J.B. Nagar, Andheri (East), Mumbai – 400099 (hereinafter referred to as "the Portfolio Manager" which expression shall unless repugnant to the context or meaning thereof include its successors and permitted assigns) of the one part;

And

Mr./Ms./M/s., ______________________________________________________________________ resident/Non Resident Indian/Karta of HUF/a (registered) partnership/ residing at/having its registered office at / having its principal place of business at _________________________________________________________________________________________________________________________________________________________or___________________________________________________________________________a company incorporated under the Companies Act, 1956 having its registered office at ________________________________________________________________________________________________or __________________________________________ a trust constituted under the Indian Trust Act, 1882/Bombay Public Trust Act, 1950 having its office at ______________________________________________________________________________________________________________________________________________________________________________________________________________________________(hereinafter referred to as “the Client” or “the investor” which expression shall include, unless repugnant to or inconsistent with the subject or context thereof, be deemed to include, where the Client is a company, its successors, where the Client is a partnership firm, the partners for the time being of the firm, the survivors or survivor of them and the heirs, executors, administrators of the last survivor, where the Client is a Hindu Undivided Family (HUF), the members/ co-parceners of the HUF, their respective survivors/heirs, executors, administrators, where the Client is a Trust, the trustee or the trustees for the time being of the Trust, the survivors or survivor of them and the heirs, executors, administrators of the last survivor; where the Client is a sole proprietor or an individual his/her heirs, administrators, executors of the other part.

The Portfolio Manager and the Client/Investor shall hereinafter collectively be referred to as the “Parties” and individually as the “Party”.

WHEREAS:

• The Portfolio Manager is duly authorized by the Securities and Exchange Board of India (hereinafter referred to as "SEBI") to provide Portfolio Management Services vide Registration no INP000005856;

• The Portfolio Manager is engaged in investing the funds of its Clients in securities on their behalf and at the request of the client, portfolio manager has agreed to provide Discretionary portfolio management services to the Client;

• The Client is desirous of appointing the Portfolio Manager as his agent for managing the investment of his/its funds on discretionary basis and to avail Portfolio Management services from the Portfolio Manager;

• The Portfolio Manager and Client hereby record their mutual understanding and their common intention in the manner hereinafter provided.

NOW THIS AGREEMENT WITNESSES AND IT IS HEREBY AGREED BY AND BETWEEN THE PARTIES HERETO AS FOLLOWS:

1) DEFINITIONS

a) "Agreement" means Portfolio Management Agreement with schedules annexed thereto from time to time and shall include all modifications, alterations, amendments, additions and deletions thereto made in writing upon mutual consent of the parties to the agreement.

b) “Application” means the application made by the Client to the Portfolio Manager to place its funds and/or securities with the Portfolio Manager for Discretionary Portfolio Management Services. Upon execution of this Agreement by the Portfolio Manager, the Application shall be deemed to form an integral part of this Agreement. Provided that in case of any conflict between the contents of the Application and the provisions of this Agreement, the provisions of this Agreement shall prevail;

c) "Assets" means funds and securities handed over by the Client to the Portfolio Manager from time to time for investing in securities and other assets and include cash deposited by the Client with the Portfolio Manager but yet to be invested.

d) “Bank Account” means one or more accounts opened, maintained and operated by the Portfolio Manager or the Custodian with any of the Scheduled Commercial Banks in the name of the Client or in the name of the Portfolio Manager as may be required from time to time;

e) "Custodian" means the Custodian / Depository participant as may be appointed by the Portfolio Manager, from time to time, for custody of securities of the Client and to perform such other functions like of corporate actions associated with the securities.

f) “Depository Account” means one or more account or accounts opened, maintained and operated by the Portfolio Manager or the Custodian in the name of the Client or the Portfolio Manager/Custodian with any depository or depository participant registered under the SEBI (Depositories and Participants)

Regulations 1996.

g) “Discretionary Portfolio Management Services” means the portfolio management services rendered to the client, by the Portfolio Manager on the terms and conditions contained in this agreement, where under the Portfolio Manager exercises any degree of discretion in the investments or management of assets of the client.

h) “Funds” means the monies managed by the Portfolio Manager on behalf of the Client pursuant to this Agreement and includes the monies mentioned in the Application, any further monies placed by the Client with the Portfolio Manager for being managed pursuant to this Agreement, the proceeds of the sale or other realization of the Securities and interest, dividend or other monies arising from the Assets, so long as the same is managed by the Portfolio Manager.

i) “Disclosure Document” means Disclosure Document issued by the Portfolio Manager, as updated from time to time and filed with SEBI, pursuant to the Regulations.

j) "Portfolio" means investments made by the Portfolio Manager in securities and securities managed on behalf of the Client by the Portfolio Manager and such other forms of investments/ deployment of the funds entrusted by the Client for the purpose of management pursuant to this Agreement and includes all accretions of assets/benefits/entitlements acquired through investment of Funds, bonus and rights shares in respect of such securities forming part of the Portfolio, so long as they are managed by the Portfolio Manager.

k) “Portfolio management fees” shall have the meaning attributed thereto in as per fees structure mention in form.

l) PMS Account’ shall mean any account opened in the name of client for portfolio management that are operated by portfolio manager, including related bank accounts or depository accounts.

m) “Person” includes any individual, partners in a partnership firm, central or state government, company, body corporate, cooperative society, corporation, trust, society, Hindu Undivided Family or any other body of persons, whether incorporated or not.

n) "Regulations" means Securities and Exchange Board of India (Portfolio Managers) Regulations, 1993 as amended from time to time including any amendments, notifications, circulars and guidelines issued from time to time;

o) "SEBI" means the Securities and Exchange Board of India established under sub-section (1) of section 3 of the Securities and Exchange Board of India Act, 1992.

p) “Securities” means security as defined in Section 2(h) of the Securities Contract (Regulations) Act, 1956, provided that securities shall not include any securities which the Portfolio Manager is prohibited from investing in or advising on under the Regulations or any other law, for the time being in force.

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INTERPRETATION

i. Words and expressions used herein and not defined in this Act but defined in the Companies Act, 1956 (1 of 1956) or The Securities and Exchange Board of India Act, 1992 (15 of 1992) or the Depositories Act, 1996 (22 of 1996) shall have the same meanings respectively assigned to them in those Acts.

ii. In this Agreement the headings are for convenience only and shall not constrain or restrict the construction or interpretation in any way whatsoever.

iii. The words importing the singular include the plural and vice versa; words importing a gender include the other gender.

2 PORTFOLIO MANAGEMENT SERVICES

i. For the consideration and on the terms and conditions contained herein, the Portfolio Manager agrees to provide to the client and client agrees to avail of, the discretionary Portfolio Management Services and related services in accordance with the provisions of this Agreement.

ii. The Portfolio Manager agrees to provide Discretionary Portfolio Management Services which shall be in the nature of investment administrative management services and may include the responsibility of managing, renewing and reshuffling the portfolio, buying and selling the securities, keeping safe custody of the securities, exercising voting rights and monitoring book closures and corporate benefits so as to ensure that all benefits accrues to the Client’s Portfolio and for the period hereinafter described, entirely at Clients risks. The scope of services shall always be subject to the provisions of SEBI (Portfolio Manager) Regulations, 1993 or any amendments thereto.

iii. The client hereby entrusts the assets to the portfolio manager (in the manner required by the portfolio manager) for the purposes of the performance of the Discretionary portfolio management services by the portfolio manager. The Portfolio Manager shall act in a fiduciary capacity and as a trustee and agent of the Clients’ account.

2.1 POWERS, DUTIES, OBLIGATIONS & LIABILITIES OF THE PORTFOLIO MANAGER.

i. The portfolio Manager agrees to independently manage the funds of the Client in accordance with the provisions of this agreement and the Disclosure document. The Securities in which investments / disinvestments are made by the Portfolio Manager may differ from Client to Client and accordingly the returns would differ from Client to Client.

ii. The portfolio Manager agrees to deploy funds of the Client in accordance with the investment objective of the relevant scheme selected by the Client and shall keep the funds of the Client in a Bank Account held in the name of the Client or the Portfolio Manager/Custodian (on behalf of the client) as may be required from time to time. However, the funds herein shall not be invested in any instruments as may be expressly prohibited by SEBI or any other legal authority from time to time.

iii. The Portfolio Manager shall not accept from the Client, funds or securities less than the minimum amount prescribed under the regulations (Currently Rupees twenty five lacs).

The Client shall pay to the Portfolio Manager, an initial corpus comprising cash /securities. The total value of the initial corpus shall not be less than the minimum acceptable portfolio value, as may be defined by the Portfolio Manager from time to time, provided such acceptable Portfolio value is in accordance with the value as stipulated in the SEBI (Portfolio Managers) Rules, 1993 (including amendments thereof). The Portfolio Manager has the discretion to define a higher value than prescribed by SEBI. The Client may continually place further funds/securities with the consent of the Portfolio Manager.

The Client understands and agrees that the Portfolio Manager is not under the obligation to activate the account of the client i.e. start providing Portfolio Management Services to the client, if the minimum amount as mutually agreed with the client is not provided by the client. The Portfolio Manager may keep such funds / securities received from the client, which does not meet the minimum requirement in such form as may be deemed fit by the Portfolio Manager or return the same to the client as per its discretion. The Portfolio Manager shall activate the account of the Client, only after receipt from the Client, of the entire minimum corpus requirement as agreed.

iv. The Securities shall be kept in a Depository Account either in the name of the Client or as the Portfolio Manager may determine (on behalf of the Client). Provided that any Securities which are not so dematerialised as to be capable of being held in a depository account may be held (either in the name of the Client or any other person as the Portfolio Manager may determine) by the Portfolio Manager or any custodian appointed by the Portfolio Manager in such manner as the Portfolio Manager may consider appropriate.

v. The choice exercised by the Portfolio Manager in deploying the funds of the Client (based on instructions/directions given by the Client), shall be final and

binding, subject to change only by mutual consent.

vi. The Portfolio Manager shall not invest and /divest or deal with Client’s funds based on classified price sensitive information.

vii. The portfolio Manager shall not derive any direct or indirect benefit out of the Client’s funds or securities except as provided in this Agreement.

viii. The Portfolio Manager shall not borrow funds / securities on behalf of the Client.

ix. The Portfolio Manager shall not lend securities invested on behalf of the Client unless realized by the Client in writing.

x. The Portfolio Manager shall invest funds in accordance with the SEBI (Portfolio Manager) Regulations, 1993 and SEBI Act 1992 and Regulations framed thereunder, as amended from time to time.

xi. The Portfolio Manager shall maintain books and records relating to transactions of the Clients’ in accordance with the statutory regulations.

xii. The Portfolio Manager shall not while dealing with Client's funds indulge in speculative transactions i.e., it shall not enter into any transaction for purchase or sale of any security which is periodically or ultimately settled otherwise than by actual delivery or transfer of security except the transactions in derivatives as permitted under the regulation.

xiii. The terms of trading in Derivatives are:

a. Quantum of Exposure in Derivatives: Upto 100% of the market value of the Assets, i.e. total exposure of the Client in derivatives shall not exceed the assets placed with the Portfolio Manager.

b. Manner & Purpose of using Derivative Products: For Hedging, Portfolio Rebalancing, Yield Enhancement or for the purpose of taking such positions as may be permitted by the SEBI rules, regulations and guidelines.

c. Type of Derivative Instruments: Stock and Index Futures & Options and such other products as may be permissible from time to time.

d. Terms of Valuation of Derivative Products: These products shall be valued at the settlement/closing value (as per accounting policy of the Portfolio Manager) of the concerned securities on the Bombay Stock Exchange Limited and / or the National Stock Exchange of India Limited or any other Exchange (as the Portfolio Manager may choose).

e. Terms of Liquidation/Settlement: The Derivative Instruments will be liquidated at the prevailing market prices or will be allowed to expire/to be exercised at the price specified by the respective Exchange(s) on the expiry date/date of exercise.

f. Prior permission shall be required from the Client in the event of any changes in the manner or terms of usage of derivative products by the Portfolio Manager.

xiv. The portfolio manager shall operate only pursuant to a Power of Attorney given by the Client in favour of the Portfolio Manager to render Portfolio Management Services.

The Portfolio Manager may appoint agents, representatives, service providers as they may deem fit, to perform any function(s) which the Portfolio Manager is empowered /obligated to perform. The Portfolio Manager may also at their discretion delegate /authorize such persons to perform any function(s) to be Performed by the Portfolio Manager and instruct and supervise such persons.

xv. If the sub-delegates have been appointed on the behalf of the Client under a Power of Attorney given by the Client to the Portfolio Manager, the sub-delegates shall be deemed to be agents of the Client and the Client shall be responsible to the Portfolio Manager for the loss, damage caused to the Portfolio Manager (in it's performance of the Discretionary Portfolio Management Services) due to the negligence or default of the Sub-delegates.

xvi. Unless the Portfolio Manager otherwise decides, all Assets shall, in the event the Client is a partnership, be held in the name of any one or more of its partners (as the Portfolio Manager may determine) and, in the event the Client is a Hindu Undivided Family, be held in the name of its Karta.

xvii. Unless the Portfolio Manager otherwise decides, all Assets shall, in the event the Client is a partnership, be held in the name of any one or more of its partners (as the Portfolio Manager may determine) and, in the event the Client is a Hindu Undivided Family, be held in the name of its Karta.

xviii. The Portfolio Manager may enter into any contract with any corporation or any other realized for the purpose of securing insurance cover or such other benefits for the clients as may be given by the corporation or other realized.

xix. The Portfolio Manager may accept as sufficient evidence of the value of any investment or the cost price thereof or of any stock exchange quotation or of any other fact within its competence a certificate by a stock broker or any other professional person approved by the Portfolio Manager for this purpose.

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xx. The Portfolio Manager shall only indicate the return on the portfolios and shall not assure or commit any particular rate of return to the Client. In the event of assuring or committing a particular rate of return, the portfolio Manager shall be liable for misrepresenting and misleading the Client.

xxi. The Portfolio Manager shall abide by the Code of Conduct as prescribed in the Schedule III to the SEBI (Portfolio Managers) Regulations, 1993.

xxii. The Discretionary Portfolio Management Services and the provisions of this Agreement shall be subject to the Regulations and other applicable provisions of law in force from time to time; and, notwithstanding anything contained in this Agreement, the Portfolio Manager shall not be required or entitled to make any investments or otherwise deal with the Assets or render the Discretionary Portfolio Management Services in a manner which is contrary to the Regulations or any other provisions of law in force at the relevant time

xxiii. In the event of the Client being a non-individual, the Portfolio Manager shall be entitled to rely upon any instructions/notices, which he believes to have been given in good faith by the person who is duly authorized in writing (by a Board Resolution in case of a corporate) by the Client in this behalf. Without prejudice to the aforesaid, the Portfolio Manager shall be entitled to rely upon a copy of a board resolution of the Client authorizing such person to act on behalf of the Client with respect to this Agreement. In the event of the revocation of authority of any such person, the Client shall promptly inform the Portfolio Manager of such revocation. Failure to inform the Portfolio Manager of any such revocation/change shall discharge the Portfolio Manager from any liability/consequence of acting in good faith on the instructions of the existing authorized signatories of the Client as available in the records of the Portfolio Manager. The Client shall have no recourse to the Portfolio Manager in such event.

xiv. The Portfolio Manager may, if required by applicable laws or regulations, disclose the identity of the Client to the Issuer of Securities held as part of the Assets or to the agents of such Issuer upon the request of such Issuer, or to any Government body, or to the custodian/bank/depository participant/ brokers/ advisors without further consent from the Client. Further the Portfolio Manager may also disclose the identity of the Client to any third party as it may deem necessary for the purpose of rendering the services under this agreement.

2.2. REPRESENTATIONS, DUTIES, OBLIGATIONS & LIABILITIES OF THE CLIENT

i. Simultaneous with the execution of this agreement the client shall execute and deliver to the portfolio manager a power of attorney in the format specified by the portfolio manager or authorizing the portfolio manager or any person appointed by the portfolio manager in this behalf to do all acts on behalf of the client necessary for rendering discretionary portfolio management services to the client.

ii. The Client shall appoint and grant the Portfolio Manager full discretionary authority over his/her/their account including buying, selling, reshuffling, rebalancing or effecting other investment transactions. This authority shall include the authority to take investment decisions without having to secure the permission/approval of the Client every time the portfolio Manager takes an investment decision with respect to the funds of the Client.

iii. The Client shall confirm that he/she/they have read and fully understood the disclosure document and the risks associated with the investment in the portfolio management scheme.

iv. The Client hereby agrees and undertakes that until the termination of this Agreement and the receipt of a no objection from the Portfolio Manager in this behalf, (i) the Client shall not operate the Bank Account(s) and / or Depository Account(s) and (ii) the Client shall not enter into any agreement with the custodian (or any other intermediary) or give any instructions to the Custodian/Depository Participant/Bank (or other intermediary) in relation to the Assets of this Agreement unless required by the Portfolio Manager (iii) the Client shall not pledge, loan, create any charge, lien or other encumbrance of any nature over the Assets or otherwise deal with the Assets in any manner whatsoever.

v. The Client undertakes to pay the portfolio management fee and other charges stated in the clause agreement, in accordance with the time period stipulated in the agreement.

vi. The client represents that he / she / they have the legal authority to enter into this Agreement and also have absolute right, title and interest in the funds/securities delivered to the Portfolio Manager pursuant to this Agreement from time to time.

vii. The Client shall give a reasonable advance notice in writing requesting the Portfolio Manager to inspect the books of accounts maintained by the Portfolio Manager.

viii. The maximum liability of the Client towards Portfolio Manager (in the case of discretionary portfolio) shall be to the extent of the value of his / her / their

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portfolio being managed by the Portfolio Manager, in accordance with the provisions of this agreement.

ix. The Client agrees and undertakes to furnish any information, papers and documents as may be required by the Portfolio Manager in connection with tax incidence or implications thereof and for the proper operation of the clients’ funds thereof and to comply with any law or regulation or orders of a statutory authority or a competent Court.

x. The Client hereby realized the Portfolio Manager to disclose his or her portfolio details including but not limited to composition of Portfolio, value of Portfolio purchased / sales for various investments periodic reports on investments to its distributors / intermediary through whom the client has approached the Portfolio Manager

xi. The Portfolio Manager will exercise sole and absolute discretion as to investment and/ or management of the portfolio of securities / the funds of Clients as he deems fit and in terms of the PMS Agreement and the applicable Regulations and the Client shall not question any act, omission or commission of the Portfolio Manager under this Agreement. The Portfolio Manager shall fulfill its duties and obligations at its absolute discretion without undue intervention from the Client or their attorneys / representatives.

xii. The Client shall inform the Portfolio Manager, in writing of any restrictions that have been or are imposed by any Regulatory Body(ies) upon the acquisition of or dealing in Securities or any other assets by the Client or any of its associated entities.

a. In the event the Client fails to provide such details to the Portfolio Manager, the Client shall indemnify and keep indemnified the Portfolio Manager from and against any losses, expenses, penalties, costs, actions and proceedings incurred by the Portfolio Manager due to such failure on the part of the Client to provide such information.

xiii. The Client confirm, agree and understand and to cooperate with the Portfolio Manager for the purpose of meeting the requirements of “Know Your Customer” norms prescribed from time to time under the Prevention of Money laundering Act, 2002. It shall be the responsibility of the Client to inform the Portfolio Manager of any changes in the information provided by the Client. Without prejudice to the aforesaid, the Client shall inform the Portfolio Manager of its residential status and of any changes thereto.

3. CUSTODY AND SAFE KEEPING

i. The Portfolio Manager shall use reasonable care and diligence for the safe custody of the Assets and shall make reasonable endeavors to, at the Client's cost, arrange for the custody of the Assets by keeping them in its actual control and/or custody or by appointing and using a custodian or other agent for this purpose, as it deems fit. The Client hereby authorises the Portfolio Manager to enter into such agreements on behalf of the Client with such persons (including, without limitation, custodians of securities) as the Portfolio Manager considers appropriate for arranging for the custody of the Assets.

ii. The Client agrees to duly provide from time to time such information/documents as may be required by the Portfolio Manager for the purpose of availing the services of the Custodian appointed by the Portfolio Manager.

4. DURATION

i. The Assets placed by the Client with the Portfolio Manager for Discretionary Portfolio Management Services under this Agreement continue to be under the Portfolio Management Services until withdrawn by the client by a specific instruction to the Portfolio Manager as detailed below.

ii. Withdrawal of Assets by the Client shall be subject to a minimum amount as specified by the Portfolio Manager from time to time. The Client shall not withdraw Assets less than the minimum amount specified by the Portfolio Manager; The Portfolio Manager shall be entitled at its discretion to refuse to accept/process applications for withdrawal of Assets by the Client in respect of an amount less than the minimum amount specified by the Portfolio Manager.

iii. In the event the Client intends to withdraw part of the Assets from the Portfolio Management Services, the Client must at its own cost and risk give to the Portfolio Manager minimum one week prior notice in writing of its intention to withdraw Assets from the Portfolio Management Services (in the form prescribed by the Portfolio Manager). Provided however that the Client shall ensure that the pursuant to the redemption request, the value of the Assets under the Management of the Portfolio Manager shall not fall below the required minimum as required by SEBI/the Portfolio Manager from time to time. In case the value of the assets of the Client pursuant to a redemption request by the Client falls below the minimum corpus requirement as specified by the Portfolio Manager, this agreement shall be deemed to be terminated and the provision of clause 17 herein shall apply.

iv. The Portfolio Manager shall handover the withdrawn Assets to the Client within 30 days of the withdrawal request in the form of securities or funds as may be

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deemed fit by the Portfolio Manager.

v. In the event the Client intends to withdraw the entire corpus, this Agreement shall be terminated in accordance with the provisions of Clause 17 herein below.

vi. All interest, bonus, dividend or any other sums, accretions and or income arising, due, accruing on all or any securities, funds and other Assets of the Client shall be deemed to form part of the Assets Under Management by the Portfolio Manager. Any withdrawal by the client of such accruals shall be deemed to be a withdrawal of Assets and the provisions of this Clause 4 shall apply to all such withdrawals.

5. STATEMENTS AND INFORMATION TO THE CLIENT

i. The Portfolio Manager shall furnish to the Client periodically, in writing all the information regarding the Assets and all purchases and sales of Securities made by the Portfolio Manager on behalf of the Client as provided herein (“Report”). The report for such period shall contain inter alia the following details, namely:

(a) the composition and the value of the Assets (Funds and Securities), description of the Securities, number of Securities, value of each Security held as part of the Assets, cash balance and aggregate value of the Assets as on the date of Report;

(b) Transactions undertaken by the Portfolio Manager during period covered by the Report including date of transaction and details of purchases and sales;

(c) Income or other interest received during the concerned period in respect of the Assets by way of interest, dividend, bonus shares, rights shares or debentures or otherwise;

(d) Expenses incurred in managing the Assets of the Client;

(v) Details of risks foreseen by the Portfolio Manager and the risks relating to the Securities recommended by the Portfolio Manager for investment or disinvestment.

Nothing herein shall extend the obligation of the Portfolio Manager to provide any information relating to any other investments or securities of the Client, which do not form part of the Assets.

ii. On termination of the Agreement, the Portfolio Manager shall give a detailed statement of accounts of the Assets to the Client and settle accounts with the Client in a mutually agreed manner. The Client shall bear all costs, charges and taxes that may become payable as a consequence of settling of accounts of the Assets.

iii. In the event of any dispute between the Portfolio Manager and the Client, the Client shall have the right to obtain details of the Assets from the Portfolio Manager and the Portfolio Manager shall provide these details to the Client, at the cost of the Client.

iv. STATEMENTS IN ELECTRONIC FORM

a. The Portfolio Manager may send the statements, reports and other documents in respect of the Portfolio Management Services to the Clients in physical and/or electronic form.

b. The Client hereby agrees and permits the Portfolio Manager to provide all the statements, reports and other documents in respect of the Portfolio Management Services rendered by the Portfolio Manager under the terms of this agreement, in electronic form through the internet (web-based). Such statements, reports and other documents shall be duly authenticated by means of a digital signature as specified in the Information Technology Act, 2000 and the rules made there under. Such statements, reports and other documents shall be sent to the client at its e-mail account(s) provided by the client for the purpose or created for the client by the Portfolio Manager as per the specific request of the client. The Client further agrees as under:

(i) The Client shall access the statements, reports and other documents issued by the Portfolio Manager electronically. The Client understands that it is the Client's responsibility to review all such statements, reports and other documents as issued by the Portfolio Manager.

(ii) Such statements, reports and other documents shall be deemed to have been delivered on the day when the same is sent electronically by the Portfolio Manager.

(iii) Should the Client experience any difficulty in opening a document electronically delivered by the Portfolio Manager, the Portfolio Manager may, on receipt of intimation from the Client in that behalf, make the required delivery by any other electronic means (e-mail, fax, electronic mail attachment, or in the form of an available download from the back-office website) or in paper based format.

(iv) The Client shall take all the necessary steps to ensure confidentiality and secrecy of the login id and password of client's e-mail account. Unless the Client lodges a complaint with the Portfolio Manager as to

his/her/its inability to access the system, it would be presumed that all the statements, reports and other documents have been properly delivered to the Client. The Portfolio Manager shall not be liable or responsible for any breach of secrecy.

(v) The Client agrees that the Portfolio Manager fulfils its legal obligation to deliver to the Client any such statement, report or document if sent via electronic delivery at any one of the e-mail account(s) provided by the Client for the purpose or created by the Portfolio Manager for the Client, at the Client's specific request and the Portfolio Manager has not received any report indicating bouncing back of such electronic delivery from any of such e-mail account(s). In other words, e-mail sent to any one of the e-mail account(s), which has not bounced back, shall be deemed to be duly delivered to the Client. It shall be the responsibility of the Client to intimate the Portfolio Manager of any change in the Client's e-mail account(s).

(vi) The Portfolio Manager agrees that in case of receipt of bounced back notification from all the e-mail account(s), the Portfolio Manager shall make the required delivery by any other electronic means (e-mail, fax, electronic mail attachment, or in the form of an available download from the back-office website) or in paper based format immediately thereafter. However the Client agrees that the Portfolio Manager shall not take cognizance of out-of office/out-of-station auto replies and the Client shall be deemed to have received such electronic mails.

(vii) The Portfolio Manager shall not be responsible for non-receipt of documents sent via electronic delivery due to change in/incorrect e-mail address / correspondence address as mentioned or any other reason which inter alia include technical reasons or malfunction of the Client's computer system/server/internet connection etc.

(viii) The Portfolio Manager shall not be liable or responsible for any statement, report or document received from frauds or impostors or any consequences thereof.

(ix) The Portfolio Manager shall not be liable for any problem, which arises at the Client's computer network because of the Client receiving any statement, report or document from the Portfolio Manager.

(x) The Portfolio Manager may also post the statements, reports and other documents pertaining to the Portfolio Management Services rendered to the Client on the website of the Portfolio Manager and the same can be accessed by the Client on the website with the help of the login and password given to the Client by the Portfolio Manager. The Client shall ensure confidentiality and secrecy of the login id and password. The Portfolio Manager shall not be liable or responsible for any breach of secrecy.

6. CONFLICT OF INTEREST

i. The Client shall (promptly on gaining knowledge of the same) disclose to the Portfolio Manager in writing the details of the interest of the Client in any listed company or other corporate body which may enable the Client to obtain unpublished price sensitive information in respect of such company or corporate body. The Client shall keep the Portfolio Manager indemnified against the consequences of any non-disclosure in this respect.

ii. The Client shall (promptly on gaining knowledge of the same) inform the Portfolio Manager in writing the details of all shares (which term, in this clause, Includes any instruments carrying voting rights) held by the Client in any listed company or corporate body in order that the purchases of shares by the Portfolio Manager on account of the Client do not attract any provisions of the SEBI (Substantial Acquisition of Shares & Takeovers) Regulations, 1997 (“the Takeover Regulations”). Compliance with the provisions of the Takeover Regulations on account of any purchases of Securities under Discretionary Portfolio Management Services shall be the responsibility of the Client, and the Client shall keep the Portfolio Manager indemnified against the consequences of any non-compliance thereof by the Client.

iii. The Client agrees and accepts that the Portfolio Manager may, from time to time:

(a) Acquire, have and/or maintain a position in any security similar to the Securities held, purchased or sold for the Client forming part of the Portfolio of the Client;

(b) Purchase or sell on behalf of the Client any Security which forms part of the portfolio of the Portfolio Manager or its other clients or which is otherwise purchased, sold or traded in by the Portfolio Manager on its own account or on account of its other client(s); The client is aware of such interest of the Portfolio Manager under the scheme vis-a-vis in proprietary account of Choice Portfolio Management Services Private Limited.

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(c) Purchase or sell on its own account or on behalf of any other Client, any Security which forms part of the Portfolio of the Client.

(d) Have a commercial or other relationship or agreement with share and stock-brokers, banks and companies with whom or through whom transactions are carried out for purchase and sale of any of the Securities or with any Issuer of Securities whose Securities are purchased and or sold for the Client;

(e) Deal on the Client's behalf with any Affiliate of the Portfolio Manager as long as the terms are as favorable to the Client as would be ordinarily obtained from a concern which is not an Affiliate;

(f) Purchase or sell Securities from or to anyone with whom the Portfolio Manager or any of its Affiliates has a commercial or other relationship or agreement, including selling or purchasing the Securities to or from the account of the Portfolio Manager or another client of the Portfolio Manager;

(g) Act as principal, agent or broker in any transaction; and in such event, the Portfolio Manager shall be separately compensated for its actions in that capacity;

(h) Employ, retain or appoint any Affiliate of the Portfolio Manager as broker, custodian, investment adviser, research providers, consultants or in any other capacity for carrying out any of the functions or work relating to the Discretionary Portfolio Management Services provided to the Client;

(i) Deal with any Affiliate of the Portfolio Manager on a principal to principal basis for any buying, selling or otherwise in any act relating to the Discretionary Portfolio Management Services provided to the Client.

Specifically, the Client is aware that Choice Portfolio Management Services Private Limited, the affiliate of Portfolio Manager operates a brokerage business and is also a Depository Participant with Central Depository Services (India) Limited. The Portfolio Manager shall be entitled to charge brokerage charged by Choice Portfolio Management Services Private Limited in respect of such transactions.

(j) The Portfolio Manager may receive commissions and other payments from mutual funds and other Issuers in respect of purchase, sale or other dealings in Securities pursuant to this Agreement.

(k) The Portfolio Manager may, from time to time invest in Securities, for the issue of which the Portfolio Manager or any of its Affiliates is the lead manager, underwriter, merchant banker, advisor or other intermediary.

Clarification: For the purposes of this clause [6.3], “Affiliate”, in relation to the Portfolio Manager, shall include any company, body corporate, individual or other person who or which is an affiliate of or who or which is in any manner associated with or related to the Portfolio Manager or any director, shareholder or employee of the Portfolio Manager or any holding company or subsidiary of the Portfolio Manager or any company under common control as the Portfolio Manager.

7. INVESTMENT OBJECTIVES & GUIDELINES

The Investment objective of the Discretionary Portfolio Management shall be to undertake, on behalf of the Client, the management and administration of the Funds and Securities of the Client with the aim of generating a reasonable return on the Client's investment, while at the same time endeavoring to reduce the risk of capital loss. However, the Client agrees and acknowledges that while the aforesaid is the objective, there is no guarantee of such returns.

TYPE OF INSTRUMENTS

The Portfolio Manager shall invest in the following types of securities, subject to SEBI Regulations:

a) Securities as defined under the Securities Contract (Regulation) Act, 1956 whether listed on any exchange or unlisted.

b) The Portfolio Manager shall invest funds of the Clients in such capital and money market instruments, including securities as defined under the Securities Contract (Regulation) Act, 1956, and shall include any securities, derivatives and other instruments which are tradable on any of Exchanges as well as mutual funds, government securities, debt instruments, negotiable instruments, certificates of deposit, participation certificates, commercial paper, securitized debt

instruments, investments in company deposits, bank deposits, treasury bills and such other eligible modes of investment and/or forms of deployment within the meaning of the Regulation issued by SEBI as amended from time to time.

c) Such other securities as the Portfolio Manager may decide from time to time.

However, the funds of the Clients shall not be invested in instruments that are expressly prohibited by SEBI or any other legal authority from time to time.

In the event of aggregation of purchase or sale for economy of scale, inter se allocation shall be done on a realize basis at the weighted average price of the day’s transactions. The Portfolio manager shall not keep any open position with respect to allocation of sales and /or purchases affected in a day.

Any transactions of purchase or sale including that between that of its other customers and client’s accounts or between two client’s accounts shall be done at the prevailing market price.

8. RISKS & LOSSES

The Client acknowledges that he has read the disclosure document entirely including the risks and is aware of the risks associated with the investment of funds in instruments /securities as stated in Clause 7 above. The Client acknowledges that he is solely responsible for the obligations there under.

The Portfolio Manager shall not be responsible for any loss or damage arising due to market conditions, civil disturbances, riots, fire, actions of extremists, breakdown of information processing or communication systems, Closure of Securities Markets/Financial Institutions, Force Majeure, delay on part of Companies or statutory/ governmental organizations and other factors beyond the control of the Portfolio Manager.

The Client expressly agrees and authorizes the Portfolio Manager to use intermediaries such as post office, local and international couriers and banks, to name a few, to send communication or send cheque / demand draft / warrant etc. Intermediaries are agents of the Client and not the Portfolio Manager. The Portfolio Manager will not be responsible for any loss arising out of fraudulent encashment of cheque/draft or delay / loss in transit of any cheque / draft / communication.

9. CHANGE IN QUANTUM OF FUNDS TO BE MANAGED

Any increase of funds by way of further investments into the portfolio or decrease in funds by way of withdrawal(s) from the portfolio will be only with mutual consent of the Portfolio Manager and the Client and subject to provisions of SEBI (Portfolio Managers) Regulations, 1993.

10. FEES & CHARGES

For providing services as stated in the agreement, the Portfolio Manager shall be entitled to a Portfolio Management fee in the form of a Fixed Fee or a Performance Based Fee or a combination of both at the rates and in the manner provided in as contained in Annexure 1 to the client agreement, and accordingly billing will be done.

(i) Fixed Fee: The Portfolio Management Fee may be Fixed Fee as provided in the Schedule which shall be independent of the returns accrued to the Client on the performance of the Discretionary Portfolio Management Services by the Portfolio Manager.

(ii) Performance Based Fee: The Portfolio Manager is also permitted to charge Portfolio Management Fees on the basis of the return or a share of the return on the Portfolio / Assets generated by the Portfolio Manager rendering Discretionary Portfolio Management Services

In addition to the Portfolio Management Fee stated hereinabove, the Client shall also pay transaction fee, taxes or other statutory levies, brokerage charges, demat fee, safe custody charges, cost relating to furnishing regular communication, account statement and miscellaneous expenses with respect to the transactions covered under this Agreement. The fee /charges / expenses shall be automatically debited to the Client’s account as and when it becomes due.

The Portfolio Manager shall have a right to appropriate the amounts payable to it under this Clause or under any other provision of this Agreement from the Assets of the Client and the Portfolio Manager may for this purpose sell or otherwise liquidate the Portfolio or any part thereof. The Portfolio Manager shall have a right of lien and set off on the Assets for such amounts and any right of the Client to withdraw the Assets or any part thereof shall be subject to the Portfolio Manager having first received all such amounts

The Client agrees to pay to the Portfolio Manager, an exit load on

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withdrawal of assets, as may be decided by the Portfolio Manager from time to time. Charging of exit load shall be at the sole discretion of the Portfolio Manager

11. ACCOUNTS, AUDIT AND ACCESS TO INFORMATION

(i) The Portfolio Manager shall maintain separate Client -wise accounts. The accounts should contain details regarding investment, disinvestments, income, receipts interest, dividend, bonus and disbursements as per provisions under SEBI (Portfolio Managers) Regulations, 1993. The tax deducted at source shall also be recorded in the books of accounts.

(ii) The Books of accounts shall be annually audited by a qualified auditor to ensure that proper accounting procedures and methods have been followed with respect to the accounts of the Client. Besides, the Client may also appoint a qualified chartered accountant to audit his/her/their books of accounts to ensure that they have been maintained as per provisions of law.

The client agrees to provide 10 (ten) days advance notice in writing to the Portfolio Manager in case of audit of the books of account by a Chartered Accounted appointed by the Client

a) The Portfolio Manager shall furnish at least once in 6 months a report to the Client containing details as stated under Regulation 21 of the SEBI (Portfolio Managers) Regulations, 1993.

b) The Portfolio Manager shall provide access to the Client during a specified number of hours on a working day to the books of accounts maintained by the Portfolio Manager provided the Client makes a written request in advance to that effect within a reasonable period of time.

c) The Portfolio Manager shall ensure that the documents /reports furnished by him are true and fair representation of the transactions undertaken on behalf of the Client.

12. INDEMNITY

(i) The Client shall indemnify and keep indemnified the Portfolio Manager or its officers, employees, or representative or any custodian or investment advisor or other person specifically authorized by the Portfolio Manager of, from and against all and any costs, charges, expenses, claims and liabilities (including but without any limitation to any stamp duty, rates, taxes, and cess) incurred or to be incurred by:

(a) The Portfolio Manager or its officers, employees, or representative or any custodian or investment advisor or other person specifically authorized by the Portfolio Manager in the performance of the Discretionary Portfolio Management Services and any other rights, duties, obligations and functions under this Agreement.

(b) The Portfolio Manager or its officers, employees, or representative or any custodian or investment advisor or other person specifically authorized by the Portfolio Manager for acting or not acting on the basis of any information or instructions given by the Client.

(c) The Portfolio Manager or its officers, employees, or representative or any custodian or investment advisor or other person specifically authorized by the Portfolio Manager for any loss arising as a result of any prosecution of the Portfolio Manager or any of its officers, employees, or representative or any custodian or other person specifically authorized by the Portfolio Manager or other action taken and /or which may be taken or enforced against the Client and/or the Portfolio Manager and/or any of its officers, employees, or representative or any custodian or other person specifically authorized by the Portfolio Manager with respect to the payment/recovery of wealth-tax, income tax, interest for delayed payment of income tax or wealth tax, penalty; and if any of the same shall have been recovered from the Portfolio Manager or any of its officers, employees, or representative or any custodian or advisor or other person specifically authorized by the Portfolio Manager or if the Portfolio Manager or any of its officers, employees, or representative or any custodian or advisor or other person specifically authorized by the Portfolio Manager is held responsible for any of the aforesaid by any taxing authority, then the Client shall forthwith on demand pay and / or reimburse to the Portfolio Manager such amount as may be required, in the opinion of the Portfolio Manager to pay to the tax authorities (under the Income Tax Act/Wealth Tax Act).

(ii) The Client undertakes to comply with all statutory and other requirements as may be applicable to it from time to time and the Client shall indemnify and keep indemnified, the Portfolio Manager or its officers, employees, or representatives

or any custodian or investment advisor or other person specifically authorized by the Portfolio Manager from and against any losses, cost, expenses, damages, actions and proceedings in the event of non compliance of statutory and/or other requirements by the Client and/or its authorized representatives.

(iii) The Client hereby declares that the funds/securities being invested by the Client is derived through legitimate sources and is not held or designed for the purpose of contravention of any Act, Rules, Regulations or any statute or legislation or any other applicable laws or any Notifications, Directions issued by any governmental or statutory authority from time to time. The Client further undertakes that any additional funds or securities handed over by the Client to the Portfolio Manager during the tenure of this agreement shall be from legitimate sources.

The Client shall indemnify and keep indemnified, the Portfolio Manager or its officers, employees, or representative or any custodian or investment advisor or other person specifically authorized by the Portfolio Manager from and against any losses, cost, expenses, damages, actions and proceedings in the event of non compliance by the Client and/or its authorized representatives of the provisions of this clause.

(iv) The Client undertakes to comply with all statutory and other requirements for the prevention of Money Laundering as may be specified by any regulatory authority or the Portfolio Manager from time to time and the Client shall indemnify and keep indemnified, the Portfolio Manager or its officers, employees, or representatives or any custodian or investment advisor or other person specifically authorized by the Portfolio Manager from and against any losses, cost, expenses, damages, actions and proceedings in the event of non compliance of such requirements by the Client and/or its authorized representatives.

(v) The Client undertakes that the Client shall only invest with the Portfolio Manager those funds and securities of which the client is a lawful owner. The Client undertakes that the Client shall not act in a capacity of a Sub broker or Portfolio Manager and all transactions pursuant to this agreement shall be on its own account. The Client shall indemnify and keep indemnified, the Portfolio Manager or its officers, employees, or representatives or any custodian orinvestment advisor or other person specifically authorized by the Portfolio Manager from and against any losses, cost, expenses, damages, actions and proceedings in the event of non compliance of such requirements by the Client.

(vi) The Client hereby unconditionally and irrevocably undertakes to the Portfolio Manager that:

(a) The Client shall promptly and regularly pay wealth-tax, income-tax and other taxes, if any payable, on the income, arising whether by way of interest, dividend, short term and long term capital gain or otherwise howsoever and on the value of the Assets and irrespective as to whether such Assets are held and /or registered in the name of the Client or the Portfolio Manager or any other person nominated by the Portfolio Manager;

(b) The Client shall also promptly and in a timely manner pay all the aforesaid taxes, levies, duties, payments to be paid on the Assets including payment for unpaid calls on shares, as and when the same are to the paid under law; and

(c) The Client shall promptly and in a timely manner file all tax returns, statements, applications under the provisions of law.

(d) The client shall promptly return any sum of money or securities, which have been erroneously credited to the account of the Client and the Client, shall indemnify and keep indemnified the Portfolio Manager from and against all losses, expenses, costs, actions and proceedings in this regard.

(e) The Client shall inform the Portfolio Manager of any order passed against the Client and/or its associated entities by SEBI or any other regulatory authority including but not limited to orders restricting or debarring the Client and/or its associated entities from dealing in the securities market. The Client shall indemnify and keep indemnified the Portfolio Manager from and against all losses, expenses, costs, penalties, actions and proceedings in the event of non-compliance of the provisions of this clause by the Client and/or its authorized representatives.

(f) The Client shall (promptly on gaining knowledge of the same) disclose to the Portfolio Manager in writing the details of the interest of the Client in any listed company or other corporate body which may enable the Client to obtain unpublished price sensitive information in respect of such company or corporate body. The Client shall keep the Portfolio Manager indemnified against the consequences of any non-disclosure in this respect.

(vii) The provisions of indemnity contained herein shall survive termination of this

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agreement.

The Client shall be indemnified for any losses, liabilities or expenses arising out of any action or omission of the Portfolio Manager due to gross negligence, wilful misconduct and misfeasance.

13. NOTICE

All notices to the Client shall be sent to the addresses, facsimile numbers or e-mail address stated in Application. All notices to the Portfolio Manager shall be sent by Registered Post (AD) at the following address or such other address/e-mail ids as may be acceptable to the Portfolio Manager:

Choice Portfolio Management Services Private Limited, Choice House, Shree Shakambhari Corporate Park, Plot No. 156-158, J.B.Nagar, Andheri (e), Mumbai –400099. Telephone 022-267079999, E-mail: [email protected]

In the case of Joint Applicants (allowed upto a maximum of three persons), all notices/communications/remittances of cheques etc. will be sent to the address of the First Applicant only.

14. SEVERABILITY

If any provision of this Agreement is held to be illegal, invalid or unenforceable by law and if the rights / obligations of the parties under this Agreement are /not wilfully materially /adversely affected thereby, then, the remaining provisions of this Agreement will remain in full force. The parties shall, in good faith, agree upon a suitable alternative provision in lieu of the severed provision of the Agreement

15. REPAYMENT

(i) The Portfolio Manager, may at its sole discretion, choose to effect interim disbursements at such frequencies as the Portfolio Manager may deem fit, without setting any precedent or conferring any right on the Client to demand such other similar disbursements from the Portfolio Manager at any stage, with respect to this Agreement. These disbursements shall have lien /charge on such amount.

(ii) On the expiry of the Agreement, the Portfolio Manager shall arrange to deposit in the designated Bank account of the Client, the net realizable value (i.e, gross market value net of costs of realization) of the securities held in the Client’s account along with all accruals, accretions, benefits, allotments, calls refund, returns, privileges, entitlements. Substitution and / replacements or any other beneficial interest including dividend, interest, bonus as well as cash balances, if any, on such date, subject to the Client fulfilling all its obligations under the Agreement. The securities shall be disposed off by the Portfolio Manager on delivery against cash basis as provided for in the Securities Contracts (Regulation) Act, 1956 and /any other relevant statute, unless the Client desires, in writing, at least 30 days prior to the termination of this Agreement, to receive the securities named, to the extent that the same can be handed over. The amount so realized and /or the securities together with cash balances, if any, due and belonging to the Client shall be deposited in the designated Bank account of the Client subject to deductions of (i) interim disbursements (ii) all expenses including ancillary and incidental expenses (iii) taxes, rates, fees, duties, brokerage, commissions, costs, charges, penalties, deductions, recoveries, appropriations and the like subject to the disbursement as stated above, the Portfolio Manager would be validly discharged of all its obligations towards the Client(s)/their nominees / authorized representatives in respect of this Agreement

(iii) On termination, the Portfolio Manager shall give a detailed valuation report /statement of account to the Client reflecting the affairs of the Client as of the termination date.

16. DEATH / INSOLVENCY

(i) In the event of death, insolvency, dissolution or winding up of a Client during the currency of the Agreement, and on receipt of intimation, in writing of such an event by the nominee of such deceased / authorized person, the Portfolio Manager shall cease operations of the Client's account, and the Agreement shall stand terminated with effect from the date of receipt of such notice (hereinafter referred to as “Date of Termination”). The Portfolio Manager shall assist the nominee to transfer the portfolio to his/her name after collecting the fees and other charges as applicable and as per agreed term from the nominee.

(ii) Individual Clients can singly / jointly nominate another person (in the prescribed form) or, if for any reason the same is not possible or practicable, permit such persons as the portfolio manager has bona fide reasons to believe are the heirs, executors or administrator of the deceased client, and such nominated person shall be entitled to receive the portfolio.

(iii) In case of an Individual, Partnership Firm and Corporate Client, the administrator / receiver / official liquidator or any authorized person shall be entitled to the portfolio on intimation of insolvency / dissolution / winding up of the respective entities.

17. TERMINATION

(i) This agreement is deemed to have commenced on and from the date of its execution.

(ii) This Agreement shall continue to subsist until terminated under Clause 4 or under this Clause 17 in the manner provided herein below.

(iii) The agreement stand terminated on the occurrence of one of the following events :

a) By operation of law

b) Suspension / cancellation of the Certificate of Registration of the Portfolio Manager by SEBI

c) The bankruptcy, liquidation of the Portfolio Manager

d) The Portfolio Manager may at any time terminate this Agreement by written notice of termination to the Client.

e) In addition to being entitled to terminate this Agreement under Clause 4, the Client may at any time terminate this Agreement by giving not less than 30 days prior written notice of termination to the Portfolio Manager

f) Client withdraws his portfolio funds before the expiry of the term of this agreement;

g) Portfolio Manager returning the securities or funds outstanding in the account before the expiry of the Agreement.

In the event of termination of the agreement due to any of the clauses stated above, the Client shall take all steps to close the account(s) and transfer the funds from the Portfolio Manager and his/their agents /sub agents within 30 days from the date of termination of the Agreement.

18. PROXIES

All proxies, annual reports, shareholder information and all other similar or related material received by the Portfolio Manager in relation to the Securities or the Funds, may be destroyed or disposed off in any manner at the sole option/discretion of the Portfolio Manager. The Portfolio Manager shall not be obliged to send any of the aforesaid information or material to the Client.

19. TAXABILITY

The provisions of the Income Tax Act, 1961 shall inter alia apply to the funds invested by the Clients under the Portfolio Management Services. The portfolio Manager shall not on its’ own deduct tax at source with respect to periodic disbursements made to the Client. Tax with respect to dividend, if any, shall be charged to the Clients’ account and shall be borne by the Client in full. The Portfolio Manager will not undertake tax planning for /on behalf of the Client. However, each client is advised to consult his/her/their own tax adviser with respect to specific tax implications arising out of investments/divestments under the Portfolio Management Services.

20. ASSIGNMENT

Either party to this agreement shall not assign in whole /part, all or any of its rights or obligations hereunder without prior consent of the other party

21. REPRESENTATIONS, WARRANTIES AND DECLARATIONS

The Client hereby represents, warrants and declares to the Portfolio Manager as under:

(i) The Client has full power, capacity and authority to execute, deliver and perform this Agreement and has taken all necessary action (corporate, statutory, contractual or otherwise) to authorise the execution, delivery and performance of this Agreement in accordance with its terms.

(ii) This Agreement has been duly executed and delivered by the Client and constitutes a legal, valid and binding obligation of the Client, enforceable against the Client in accordance with its terms.

(iii) The execution, delivery and performance by the Client of this Agreement and the acts and transactions contemplated hereby do not and will not, with or without the giving of notice or lapse of time or both, violate, conflict with, require any consent under or result in a breach of or default under :

(a) any law to which he/she/it is subject; or

(b) any order, judgement or decree applicable to him/her/ it; or

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(c) any term, condition, covenant, undertaking, agreement or other instrument to which he/she/it is a party or by which it is bound.

There are no legal, quasi-legal, administrative, arbitration, mediation, conciliation or other proceedings, claims, actions, governmental investigations, orders, judgements or decrees of any nature made, existing, threatened, anticipated or pending against the Client which may prejudice the due performance or enforceability of this Agreement or any obligation, act, omission or transactions contemplated hereunder

22. GRIEVANCE REDRESSAL

In the event of any grievance(s), the Client shall promptly bring to the notice of the Portfolio Manager, by giving in writing complete details of such grievance. It is the duty of the Portfolio Manager to address the grievance of the Client in accordance with SEBI (Portfolio Manager) Regulations, 1993 and the rules framed thereunder.

23. ARBITRATION

This Agreement is subject to the rules and regulations framed by the SEBI (Portfolio Managers) Regulations, 1993 and any other Statutory and government authority. All other claims/disputes that fall outside the jurisdiction of SEBI arising out of or relating to this Agreement or the breach, termination or invalidity thereof, shall be settled by arbitration in accordance with the provisions of the Indian Arbitration and Conciliation Act, 1996. Each party shall appoint one arbitrator and a third arbitrator shall be appointed by the mutual consent of the arbitrators so appointed. The place of arbitration shall be Mumbai. The arbitral procedure shall be conducted in English language. The award of the arbitrator shall be final and conclusive and binding upon the Parties, and the Parties shall be entitled (but not obliged) to enter judgment thereon in any one or more of the highest courts having jurisdiction.

24. GOVERNING LAW

This Agreement shall be subject to the guidelines regarding portfolio management viz., the Securities and Exchange Board of India (Portfolio Managers) Regulations, 1993 and any amendments made thereto from time to time including any circulars, directions or clarifications issued by SEBI or any Government authority and as applicable to the Portfolio Manager from time to time. This Agreement shall be governed by the law of India. All legal actions and proceedings, if any, relating hereto shall be subject to the jurisdiction of the Courts in Mumbai, India only.

25. ADDITIONAL TERMS AND CONDITIONS APPLICABLE TO NRI

In the event of the Client being a Non-Resident Indian (“NRI”) (as understood in the applicable foreign exchange laws):

(a) The Client represents that the Client has obtained all relevant exchange control permissions for the purpose of entering into this Agreement and performing the transactions hereunder (including without limitation

approvals required from the RBI). The Client shall adhere to all requirements of all exchange control regulations applicable to the Client in all dealings / transactions.

(b) In the event of any change in the status of the Client, the Client shall forthwith inform the Portfolio Manager of the same

(c) All communications / intimations by the Client to the Portfolio Manager shall be accompanied by the requisite approvals from RBI and/or any other regulatory authorities.

(d) The Portfolio Manager shall also be specifically empowered pursuant to this Agreement to liaise with the RBI for legal approvals / reporting on behalf of the Client.

(e) The Portfolio Manager shall not be liable for any loss caused to the Client as a consequence of any delay of RBI or any other regulatory authority.

(f) The Client shall indemnify the Portfolio Manager for the consequences that the Portfolio Manager may suffer due to any non-compliance by the Client with any regulatory requirements.

(g) Without prejudice to the other provisions contained hereinabove, in all dealings with the Client the Portfolio Manager shall be entitled to presume (without being bound to) that the Client has obtained all necessary approvals pursuant to the applicable exchange control regulations.

(h) In the event of any Securities purchased for the Client not being registered in the Client's name due to any regulatory restrictions (including the ceiling on percentage of NRI holdings in the relevant company), the Client shall be liable for and shall indemnify the Portfolio Manager from all losses that the Portfolio Manager may suffer as a consequence of such transaction (including without limitation, the loss arising out of the sale of such securities in the market).

(i) The Portfolio Manager shall be entitled to rely upon and deduct tax at source on the basis of certificates and/or statements of calculation of income and capital gains given to the Portfolio Manager by the Client or the Client's chartered accountants. The Portfolio Manager shall not be liable for any inaccuracy or error in the computation thereby and shall be entitled to rely upon the same as being true, fair and complete in all respects. The Client shall indemnify the Portfolio Manager for all losses caused as a consequence of any misrepresentation, incompleteness, inaccuracy or error in such computations / statements / certificates, as the case may be

(j) With reference to my / our application for opening of a Portfolio Management Service Account with you, I / We hereby declare that I / we have complied with and will continue to comply with all the rules / regulations / guidelines of FEMA Act 1999 or any other applicable laws / regulations / rules of RBI / SEBI or any other Statutory Authority from time to time.

26) COUNTERPARTS

This Agreement (and each amendment, modification and waiver in respect of it) may be executed and delivered in counterparts each of which will be deemed to be an original and will constitute one and the same document.

Signature of Witness

Signature of Witness

SIGNED AND DELIVEREDby the within named “ Portfolio Manager”

SIGNED AND DELIVERED

by the hand of

for and on behalf of the within named “Client” by the hand of

For Choice Portfolio Management Services Private Limited

Authorised Signatory/Signatories

IN WITNESS WHEREOF THE PARTIES HERETO HAVE SET THEIR HANDS ON THIS AGREEMENT AT THE PLACE ON THE DAY, MONTH AND YEAR FIRST HEREINABOVE WRITTEN.

Signature of Portfolio Manager

Name of the First Witness Name of the Second Witness

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C. The Portfolio Manager through its authorized representatives will be required to operate the Bank, Demat and Trading Accounts (hereinafter referred to as “Accounts”) on my/ our behalf and do all other acts, deeds, matters and things in relation to and concerning the funds, monies, amounts and/or securities placed by me/us in connection with the Services to be provided by the Portfolio Manager to me/us. For the purpose of operating the said Accounts and inter alia for conducting/settling transactions, I/we hereby appoint, nominate and authorize the Portfolio

Manager acting through its officers/authorized representatives as my/our true and lawful Attorney (hereinafter referred to as “Attorney”), with power and authority to act for me/us and on my/our behalf in connection with my/our abovementioned Accounts, specifically conferring upon my/our Attorney the following powers that I/we wish to confer: (For definition of the term ‘Securities’, please refer to the said instruction Agreement

1. To do all such act, deeds, things and give all such instructions whatsoever concerning the investment process as I/we

A Power of Attorney given on the ____________day of________________, 20________ by

1. Mr./Mrs./Ms.____________________________________________________________________________________,

an Individual/Partnership Firm/Company/Hindu Undivided Family/FII/Others (please specify __________) having its

registered office/carrying on business at/residing at _________________________________________________________

_________________________________________________________________________________________________

_________________________________________________________________________________________________

2. Mr./Mrs./Ms.____________________________________________________________________________________,

an Individual residing at______________________________________________________________________________

_________________________________________________________________________________________________

3. Mr./Mrs./Ms.____________________________________________________________________________________,

an Individual residing at______________________________________________________________________________

_________________________________________________________________________________________________

(hereinafter referred to as the “Client” which expression shall, unless repugnant to the context or meaning thereof, be deemed

to include its / his / her / their respective heirs, executors, administrators, successors, legal representatives and permitted

assigns) of the OTHER PART.

WHERE AS:

A . Choice Portfolio Management Services Private Limited, a Company incorporated under the Companies Act, 1956 and

having its Registered office at Choice House, Shree Shakambri Corporate Park, Plot No. 156-158, J.B. Nagar, Andheri

(East), Mumbai – 400099 (hereinafter referred to as “Portfolio Manager” which expression shall include unless

repugnant to or inconsistent with the subject or context thereof, its successors and assigns) is duly authorised by the

Securities and Exchange Board of India (hereinafter referred to as “SEBI”) to provide Portfolio Management Services

vide SEBI Registration No. .

B. The Portfolio Manager has agreed to provide Choice Portfolio Management Services Private Limited. under the name

and style (label) of _____________________________________________________________________________

(hereinafter referred to as “Services”) and I/We have agreed to avail the same under the Discretionary Portfolio

Investment Management Agreement for ___________________ _______________-_______________(hereinafter

referred to as the “said Agreement”) dated _________________.

INP000005856

POWER OF ATTORNEY

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myself/ourselves would have if I/we were personally present.

2. To open, close bank accounts and operate them through authorised signatories appointed by the Portfolio Manager from time to time and if required to make application to the Reserve Bank of India and any other authority for representation of funds and holding receipts, dividends etc. in respect of my securities.

3. To collect cheque books/leaves/bank statements from the Bank in respect of the Bank Account. To prepare sign and submit all forms, statements and declarations as may be required in respect of the Bank Account. To submit requisition/application for cheque books, Electronic Clearing System (ECS) facility or Real Time Gross Settlement (RTGS) facility, Net Banking Facility, passwords, if any and for operating the said Accounts electronically.

4. To make necessary application(s) on my / our behalf to any officials and/or authorities and/ or Regulator(s) in India, including but not limited to Central Government, Reserve Bank of India, SEBI, Income Tax Authorities and/or Banks in connection with my/our purchase/sale/transfer/holding and continuing to hold any Securities of bodies in electronic or dematerialized or physical form and to represent me/us in all respects before such authority or authorities and to represent me/us in all respects before such authority(ies) and establish without encumbrance the ownership of such Securities and/or other investments in my/our name(s).

5. To buy, sell, also MF / Debt / IPO / Govt. Securities transfer, assign, or deal in all or any Securities in any joint stock company or body corporate in electronic or dematerialized or physical form including enter into foreign transactions.

6. To open, maintain, close and/or operate in my/our name, either singly or jointly, Depository Account(s) with a Depositary Participant (DP) for the purpose of dematerialization (Demat) of Securities subject to applicable laws, rules, regulations and amendments thereto from time to time. To submit physical shares for demat, issue instructions (including for off-market trades) for buying and selling of shares as well as for collecting and crediting dividends, correspond with companies, registrars and the Depositary Participant and in general operate such Demat Account for any of the transactions. Without prejudice to the generality of the power conferred under the above clause: -

a) To instruct the DP to debit/credit Securities to the said Demat Account from any other account and/or to transfer securities from the said Demat Account to any other account;

b) To execute, sign and deliver such forms, instructions, applications, letters, authorities, mandates, declarations, indemnities, affidavits and other documents and writings whatsoever as may be required for giving effect to all or any of the powers or authorities conferred by and under this Power of Attorney;

c) To sign such documents and perform such other acts, deeds and things whatsoever which ought to be done, executed or performed in or about the aforesaid powers and authorities of every nature and kind whatsoever as fully and effectually and to all intents and purposes as I myself / We our self could do if I/We was/ were personally present and the aforesaid powers and authorities shall be under the full management and directions of the Attorney;

d) I/We further agree and confirm that I/We shall be bound by whatever the Attorney shall do or cause to be done under or pursuant to the powers and authorities conferred by this Power of Attorney;

e) I/We further agree that the Attorney be allowed to maintain Securities and/or monies with a registered member of a stock exchange (s) towards margin as required by the regulations of the relevant stock exchange(s);

7. To appoint or nominate or engage or enter into agreements with any broker for effecting any sales or purchases or acquisition in any manner aforesaid and my/our said Attorney shall have powers to appoint and employ any agents or other persons at such remuneration by way of commission/fees or otherwise and to delegate any or all powers given herein to such persons as the said Attorney may think proper and to dismiss and discharge them from time to time and to appoint or employ any other/s in their stead.

8. To appoint, engage, or enter into an agreement with any Service Provider for carrying out of various administrative functions / fund accounting activities for the Portfolio Manager subject to and in accordance with the terms and conditions mentioned in the said Agreement.

9. In case of my/our death/ the death of all or any of us, this Power of Attorney, as to all acts, deeds, matters and things which before the fact of such death shall be known to it or him shall be done by my/our Attorney or by any substitute by virtue or under color or in pursuance hereof and all payments made to it or him before that fact of such death shall be known to the person making the payment shall be binding upon my heirs, executors and administrators/heirs, executors, and administrators of any of us so dying aforesaid, as the same would have been upon him if living.

10. And I/We hereby confirm that the said Attorney acting as my / our Attorney under these presents shall not be liable or answerable or responsible for any loss or diminution caused or occasioned by its acting as such Attorney in good faith.

11. I/We hereby authorise the said Attorney to debit my Bank Account with their branch for all the service charges, fees, out of pocket expenses, conveyance expenses, postage, telephone/fax charges etc. payable by me/us from time to time in accordance with the schedule of charges/fees/ expenses etc. prescribed by the said Attorney in regard to the above said work to be carried out by the Attorney on my/our behalf.

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Name of the First Holder Name of the Second Holder Name of the Third Holder

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12. And generally to do all and perform and execute all such other acts, deeds, matters and things for or on behalf of me/us or that may be necessary, proper, convenient or expedient to be done in and about the premises as fully and effectively to all intents and purposes as I/We myself/ ourselves would do if personally present and I/We hereby notify and confirm and agree and undertake to notify and confirm whatsoever the said Attorney or any substitute appointed by the said Attorney shall lawfully do or caused to be done by virtue of these presents.

13. And I/We hereby declare that the said Attorney is entitled to act and exercise all the powers herein conferred upon through any of its officers and employees or any other agent appointed by the Attorney for this purpose and I/ we do hereby for myself/ourselves, my/our successors and assigns jointly and severally undertake and agree to indemnify and keep indemnified my/our Attorney against all claims, demands, proceedings, losses, damages, charges and expenses which may be raised against or incurred by reason or in consequence of the actions of my/our Attorney.

14. This Power of Attorney is perpetual until a notice is duly communicated in writing at least 30 days prior to the withdrawal/cancellation of my/ our Attorney. Provided, however, that the revocation shall not so operate as to preclude or deny execution of transactions as are required for the purpose of fulfilling all obligations arising out of transactions executed for and on behalf of me/us by said Attorney prior to the time of receipt of such revocation by

the said Attorney and is exclusive to said Attorney except to the extent not permissible under the rules and regulations of the SEBI and applicable laws and the directions issued thereunder. I shall indemnify and keep indemnified if no such notice is served revoking/ cancelling my/our Power of Attorney and by virtue of that reason, if the operation of the said Accounts is operated by the Attorney.

15. This Power of Attorney may be modified in future by the Portfolio Manager by giving a due notice of 7 working days to the Client.

16. The Portfolio Manager shall forward a copy of this Power of Attorney to the Bank(s), and I/We agree that any action taken by the Bank(s) under this Power of Attorney shall be in good faith. I/We state that the Bank shall not be held liable for any direct or indirect loss, damage, costs, claims and expenses whatsoever resulting as consequence or caused or contributed by any event or relating to its action in relation to this Power of Attorney.

17. This Power of Attorney shall be deemed to be duly executed only after it has been executed by the Attorney for acceptance as herein provided and shall be effective only pursuant to such execution.

18. To open and /or operate or existing sale custody account with a SEBI Registered Custodian or to keep in safe custody of the Securities and other investments purchased or acquired pursuant to the authority.

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This Power of Attorney shall be interpreted as per the laws of India and shall be subject to jurisdiction of the courts of Mumbai in India. In witness whereof, I/we have hereunder set my/our hand at this, the________________ day of __________________ Two Thousand _____________________________.

Signature of Witness

Signature of Witness

For Choice Portfolio Management Services Private Limited

Authorised Signatory/Signatories

Name of the First Holder Name of the Second Holder Name of the Third Holder

Name of the First Witness Name of the Second Witness

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Signature of Portfolio Manager

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FEES & CHARGES1 EXPENSE STRUCTURE

1 Entry Load (Setup Fees) Nil

2 Exit Load :-

i Exit Load on the amount redeemed within 1 year 2%

ii Exit Load on the amount redeemed between 1 and 2 years 1%

iii Exit Load on the amount redeemed beyond 2 years NIL

3 Hurdle Rate 15%

4 Performance based fees (Profit sharing % above the hurdle rate)

5 Portfolio Management Fees on the Assets Under Management (AUM) – annualised payable quarterly 1.5%

6 Custody charges, DP charges, brokerage & transaction costs, registrar fee, On actual basis

certification & professional charges, incidental expenses, etc.

7 GST and other statutory levies as per the law As applicable

Sr. No. Nature of Fee Charges

*Performance shall be computed on the basis of high water mark principle over the life of the investment for charging of performance / profit sharing fee. High Water Mark shall be the highest value that the portfolio/account has reached. Value of the portfolio for computation of high watermark shall be taken to be the value on the date when performance fees are charged. The performance fees will be charged on crossing of Hurdle Rate of the NAV of Portfolio. For the purpose of charging performance fee, the frequency shall not be less than quarterly. The portfolio manager shall charge performance based fee only on increase in portfolio value in excess of the previously achieved high water mark.

Frequency of charges

Entry Load : Charged on contribution amount at the time of investment and additional investment into the product.

Exit Load : Charged at the time of redemption.(Please note the amount post redemptions shall not fall below minimum regulatory requirement.)

Portfolio Management Advisory Fees : As given in the Expense structure.

Performance Based Fees: The frequency shall not be less than quarterly.

Custody, Transaction, Fund Accounting, Registrar Fee and Other Incidental Charges: Charged on a daily basis on the daily assets under management paid monthly.

Security Transaction Tax & Brokerage & Transaction Cost: Charged as and when transaction takes place in the portfolio. This is built into the price of the stock/security and is part of portfolio valuation. On the redemption amount. STT, Brokerage and Service tax is as applicable.

GST & other taxes/levies: As applicable.

Any other charges: As per actuals.

Details of Fees and Expenses

a. Entry Load

This fees includes reimbursement of expenses to defray for costs incurred towards the preliminary expenses, set up costs, placement fees and distribution costs.

b. Exit Load

if the redemption is done prematurely at the option of the client, the Portfolio Manager will levy the premature redemption charges.

c. Portfolio Management or Advisory Fees

This fee relates to the portfolio management services offered by Portfolio Manager (including advisory services) to the clients. These are annually recurring fee that is a fixed charge on the quantum of the funds being managed (or) charges linked to portfolio return (or) combination of both.

d. Performance based fee

The Portfolio Manager shall charge performance based fee only on increase in portfolio value in excess of the previously achieved highest value.

e. Custodian/Depository Participant fee (DP)

The charges relating to opening and operation of demat accounts, custody and transfer charges of shares, bonds and units, dematerialization and rematerialization, pledged and unpledged, custodian transaction charges, etc. will be as per the actual charged by the depository participant / Custodian.

f. Brokerage and transaction cost

The Brokerage and other charges like service tax, stamp duty, security transaction tax, SEBI fees, Bank charges, turnover tax, Foreign tax and other charges(if any), as per the rates existing from time to time, will be charged on actual.

The investment by Portfolio Manager will be done by any SEBI registered stock broker only and would be as per the rates negotiated between Portfolio Manager and the broker. The charges relating to brokerage will be recovered on actual by Portfolio Manager.

g. Registrar and transfer agent fee

Charges payable to the registrar and share transfer Agents in connection with effecting transfer of securities and bonds, units, etc. including stamp charges, cost of affidavits, notary charges, postage and courier charges and other related charges will be recovered on actual.

23

ANNEXURE 1

15% of Incremental profit

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h. Certification charges, Fund Accounting charges and Professional feeAny charges payable for outsourced professional services like fund accounting, taxation, auditing, and any legal services, franking charges and notarizations, etc. incurred on behalf of the Client by the portfolio Manager, will be charged from the client on actual.

i. Out of Pocket and Other Incidental ExpensesCharges in connection with day to day operations like courier expenses, stamp duty, document franking charges, notary charges, service tax, other statutory levies, postal and telephone expenses, opening of bank, trading and demat accounts and any other out of pocket expenses incurred by the portfolio Manager, on behalf of the client, would be recovered from the client.

2 EXPENSE STRUCTURE ILLUSTRATIONS

The following computations are for illustrative purpose only. These illustrations are provided to enable the investors to understand the levy of various applicable charges on the investment in the Portfolio Management Strategies under different market scenarios on a sample portfolio of Rs.25 Lakhs considering that the frequency of computing all the fees (other than the Upfront Fees) are on annual/actual basis.

Scenario #1 The Portfolio Value increases by 20% annually

Nature of Fees Amount in Rs.

CAPITAL CONTRIBUTED 2500000

ADD: PROFIT ON AUM @ 20% ANNUALLY 500000

LESS: MANAGEMENT FEES @ 1.5% (37500)

Less: Brokerage/DP/Transaction/Custodian/Incidental Charges (say @ 0.5% p.a. of Rs. 2,500,000/-) (12500)

"Gross Value of the Portfolio at the end of the year " 2950000

Less: Performance fees (As per working given below) (11250)

Net Value of the Portfolio at the end of the year 2938750

% Change over Capital Contributed (RETURNS) 17.50%

Sr. No. Nature of Fees Amount in Rs.

A Profit for the year (29,50,000 – 25,00,000) 450000

B Less: Minimum profit level (Hurdle Rate@ 15% on Rs.25,00,000) 375000

C Amount on which Profit Sharing Fees to be calculated (B-A) 75000

Performance Fees @15% 11250

Calculation of Performance Fees for above

SIGNED SEALED AND DELIVERED by within named Client(s)

Clients to write the below mentioned complete sentence in their own handwriting:

“I have understood the fees and charge structure of the mentioned portfolio”

Ah ___________________________________________________________________________________________________________

This Fees & charges schedule for all Strategies forms an integral part of and shall be read in conjunction with the Application form for and the

Discretionary Portfolio Management Services Agreement dated signed by the Client with the Portfolio Manager.

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Name of the First Holder Name of the Second Holder Name of the Third Holder

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I / We wish to open Basic Demat Account (BSDA)

As per SEBI Regulation Daily Weekly Fortnightly Monthly

I / We request you to send electronic transaction -cum- holding statement at the Email ID Yes No

Account Statement Requirement

Yes No

I / We would like to receive the Annual Report Physical Electronic Both Physical and Electronic (Tick the applicable box. If not marked the default option would be in Physical)

Yes No

I/We, wish to receive dividend / interest directly in to my bank account as given belowthrough ECS? (If not marked, the default option would be `Yes') [ECS is mandatory for locations notified by SEBI from time to time]

Additional KYC Form for Individual Opening a Demat Account

I/We request you to open a Demat Account in my/our name as per the following details:-

(To be filled by the Depository Participant) (To be filled by the applicant in BLOCK LETTERS in English

Name *

* In case of Firms, Association of Persons (AOP), Partnership Firm, Unregistered Trust, etc., although the account is opened in the name of the natural persons, the name of the Firm, Association of Persons (AOP), Partnership Firm, Unregistered Trust, etc., should be mentioned above.

Type of Account (Please tick whichever is applicable)

Individual

NRI NRI Repatriable NRI Repatriable PromoterNRI Non-Repatriable PromoterNRI – Depository Receipts

Status Sub – Status

Individual Resident Individual HUF / AOP

Others (specify)NRI Non-Repatriable

Foreign National Foreign National - Depository Receipts Others (specify)Foreign National

Others (specify)

CDSLYour Depository

SEBI Regn. No. IN-DP-84-2015, CDSL DP ID-12066900

Tel.: E-mail : [email protected], [email protected](022) 6707 9999Choice House, Shree Shakambhari Corporate Park, J.B. Nagar, Andheri (East), Mumbai - 400 099.

Application No.

DP Internal Reference No.

DP ID

Sole / First Holder’s Name

Second Holder’s Name

Third Holder’s Name

I / We instruct the DP to receive each and every credit in my / our account Yes No(If not marked, the default option would be `Yes')

[Automatic Credit]

1 2 0 6 6 9 0 0 Client ID 0 0

Date

as specified in the KYC form ( If not marked, the default option would be "YES")

PAN

UID

PAN

UID

PAN

UID

Yes No

( Please note that if option of Yes/No not selected, then the default option would be ‘Yes’)

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I / We would like to operate Demat Account through Power of Attorney (POA)

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(i) Photocopy of the cancelled cheque having the name of the account holder where the cheque book is issued, (or) (ii) Photocopy of the Bank Statement having name and address of the BO (iii) Photocopy of the Passbook having name and address of the BO, (or) (iv) Letter from the Bank.

• In case of options (ii), (iii) and (iv) above, MICR code of the branch should be present / mentioned on the document.

Bank Details [Dividend Bank Details]

For Gross Annual Income Details / Occupations / For PEP - RPEP / For any other information please refer to Page No. 8 of the KYC Form

I/We have received and read the Rights and Obligations document and terms & conditions and agree to abide by and be bound by the same and by the Bye Laws as are in force from time to time. I / We declare that the particulars given by me/us above are true and to the best of my/our knowledge as on the date of making this application. I/We agree and undertake to intimate the DP any change(s) in the details / Particulars mentioned by me / us in this form. I/We further agree that any false / misleading information given by me / us or suppression of any material information will render my account liable for termination and suitable action.

First/Sole Holder Second Holder Third Holder

Name

(Signatures should be preferably in black ink)

Signature

Mr./ Ms./ Mrs. Mr./ Ms./ Mrs. Mr./ Ms./ Mrs.

Bank Code (9 digit MICR Code

Bank Name

Branch Name

Bank Branch Address

City

Account Number

Account Type

State

q Saving q Current q

IFS Code (11Character)

Others (Specify)

Country PIN

26www.choicebroking.in

Communication Mode :

I/We would like to recieve the below documents through : Physical Mode OR Electronic Mode

1) Rights and Obligations

2) Uniform Risk Disclosures Documents

3) Do’s and Dont’s

4) All other Communications

Mode of Holdings :

Single Jointly Either or Surviour

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Nomination Registration No. Dated

(Signatures should be preferably in black ink)

* A maximum of 3 nominations can be registered / for registering additional nominees (Nominees 2&3) please take copy of the nominee page and use the same.

I/We the sole holder / Joint holders / Guardian (in case of minor) hereby declare that: q

I/We do not wish to nominate any one for this Demat account.

q I/We nominate the following person who is entitle to Security lying in my/our account, particulars whereof are given below, in the event my/our death.

Full Name of the Nominee

Address

City / Town / Village

Country

Telephone No.

E-mail ID

Relationship with BO (If any)

PAN

Full name of Guardian of Nominee

Address

City / Town / VillageCountry

Telephone No.

E-mail ID

Relationship of Guardian with Nominee

As the nominee is a minor as on date, to receive the securities in this account on behalf of the nominee in the event of the death of the Sole holder / all Joint holders, I/We appoint following person to act as Guardian:

This nomination shall supersede any prior nomination made by me / us and also any testamentary document executed by me / us.

Note : Two witnesses shall attest signature(s) / thumb impression(s)

Signature of Witness

*Nomination Details

State

PIN

Fax No.

Date of birth (mandatory If nominee is a minor

UID

StatePIN

Fax No.

Details of the Witness

Name of Witness

Address of Witness

First Witness Second Witness

Name of the First Holder Name of the Second Holder Name of the Third Holder

(18)

(Nominee 1)

Percentage of Allocation of Securities : Nominee 1 Nominee 2 Nominee 3

Residual Securities (Please tick any one nominee. If tick not Marked default will be the first nominee) Nominee 1 Nominee 2 Nominee 3

Note: Residual securities: In case of multiple nominees, please choose any one nominee who will be credited with residual securities remaining after distribution of securities as per percentage of allocation. If you fail to choose one such nominee, then the first nominee will be marked as nominee entitled for residual shares, if any.

CDSL

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www.choicebroking.in28

1. WHEREAS the Hindu Undivided Family of___________________________________________________________________

_________________________________(hereinafter referred to as 'the said joint family' and / or 'the said HUF) have or desire to have PMS A/c. with M/s , (hereinafter to as 'Member') we, the undersigned, hereby declare

a) that Choice Portfolio Management Services Private Limited referred as CPMSPL.b) that we are the present adult co-parceners of the said joint family; c) that Mr.___________________________________is the present Karta or Manager of the said Joint Family. d) that we are entitled to invest in shares and open PMS Account of the said Joint Family. e) that each one of us has full and unrestricted authority to act on behalf of, and bind, the said HUF & all the present as well as

future members, both adults and minors, of the said joint family, howsoever constituted from time to time.

2. We confirm that the affairs of the said joint family and the business of the said HUF are carried on mainly by the CPMSPL/Portfolio Manager, on behalf and in the interest and for the benefit of all the co-parceners of the said joint family as per our consent.We hereby authorize the CPMSPL/Portfolio Manager on behalf of the HUF to deal on Cash/Capital market segment (CM) and the said CPMSPL / Portfolio Manager is hereby authorized to honor all instructions oral or written, given by him on behalf of the HUF. The Said CPMSPL / Portfolio Manager is authorized to sell, purchase, transfer endorse, negotiate documents and / or otherwise deal through on behalf of the HUF. He is also authorized to sign, execute and submit such applications, undertakings, agreements and other requisite documents, writings and deeds as may be deemed necessary or expedient to open account and give effect to this purpose. We are, however, jointly and severally responsible for all liabilities of the said HUF. to the CPMSPL / Portfolio Manager and agree and confirm that any claim due to the CPMSPL / Portfolio Manager from the said HUF shall be recoverable from the assets of any one or all of us and also from the estate of the said joint family including the interest thereon of every co-parcener of the said joint family, including the share of the minor coparceners, if any.

3. We undertake to inform the CPMSPL / Portfolio Manager in writing of any change that may occur in the Kartaship / Managership or in the constitution of the said joint family or to the said HUF and until receipt of such notice by the CPMSPL / Portfolio Manager, the CPMSPL / Portfolio Manager will be entitled to regard each of us as a member of the said joint family and as a partner of the said HUF and all acts, dealings and transactions purporting to have been done on behalf of the said joint family or of the said HUF before the CPMSPL / Portfolio Manager shall have received notice in the manner aforesaid, shall be binding on the said joint family and the said HUF and on our respective estates. We shall, however, continue to be liable jointly and severally to the CPMSPL / Portfolio Manager for all dues and obligations of the said HUF in the CPMSPL / Portfolio Manager book on the date of the receipt of such notice by the CPMSPL / Portfolio Manager and until all such dues and obligations shall have been liquidated and discharged.

4. The names and dates of birth of the present minor co-parceners of the said joint family are given below. We undertake to inform you in writing as and when each of the said members attains the age of majority and is authorized to act on behalf to, and bind, the said HUF.

Choice Portfolio Management Services Private Limited

DECLARATION FOR JOINT FAMILY ACCOUNT

To, Choice Portfolio Management Services Private LimitedChoice House, Shree Shakambhari Corporate Park, Chakravarti Ashok Co-operative Housing Society, CTS No. 156, 157, 158, J.B. Nagar, Near Bombay Cambridge School, Andheri (East), Mumbai - 400 099.

Demat Account No.: Client Code

Name of the Minor Father’s Name Date of Birth

Name

6. List of Co-Parcerners / Karta as on date and our signatures are as follows :

Sr. Name Relation Signature

Karta1

2

3

4

Date of Birth /

Karta signature with seal

AgeNo.

ANNEXURE 1

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DETAILS OF ASSETS HANDED OVER BY THE CLIENT

Notes:1. a. The instruction for transferring the above-mentioned funds shall be subject to the realisation of the cheque and of the

securities will be subject to credit of securities in the Client’s demat account for Portfolio Management Services (PMS) purpose.

b. The Portfolio Manager may sell the above securities at the prevalent market price within 30 days of the activation of the PMS account or transfer the securities to the Portfolio of the Client.

c. In the event the securities are sold by the Portfolio Manager, the net sale proceeds shall be transferred to the Portfolio of the Client as and when the securities are sold by the Portfolio Manager and the proceeds are realised by the Portfolio Manager.

d. In the event the Portfolio Manager transfers securities to the Portfolio of the Client, the value of the securities will be taken at the previous day’s closing market price of that security of the relevant Exchange (BSE or NSE as the case may be) on the date of transfer.

e. In the event the Portfolio Manager is unable to sell the securities within 30 days of the activation of the account, the Portfolio Manager may transfer the securities to the Portfolio of the Client at the market price of that security on the relevant Exchange (BSE or NSE as the case may be), on the date of transfer.

f. In case of illiquid securities/securities, which the Portfolio Manager is unable to liquidate, the Portfolio Manager may return back the same to the Client and the same will not form a part of the Portfolio of the Client. The Portfolio Manager shall not render Portfolio Management Services to the Client until the minimum corpus requirements, as specified are met by the Client.

g. The tax liability or any other tax implications on the sale of securities shall be borne by the transferor of the securities, Choice shall not be liable for any tax calculations or tax implications from the above sale of securities.

h. Please note that if the realized value of the above-mentioned securities is less than the minimum amount agreed to for Portfolio Management Services, the PMS account will not be activated.

2. The Portfolio Manager has the absolute right to accept/reject the securities without assigning any reason thereof.3. When securities are handed over as Portfolio Corpus, the total value of securities are valued at the previous day’s closing

prices of the securities on the Exchange on the day when they are accepted by the Portfolio Manager shall not be less than the minimum acceptable portfolio value determined by the Portfolio Manager from time to time.

4. The calculation of management fees shall start from the date on which the Portfolio Manager transfers the first sale proceeds/ security(ies) to the Portfolio of the Client/ Account of the Client is activated. i.e. the Portfolio Manager accepts the money/securities as corpus.

5. Additional sheets of the above format may be attached, if required. Each additional sheet shall be duly signed by all the joint holders.

I/We agree that the above mentioned information regarding the share transfer is true. I/We have read the notes and take full liability of my actions thereon.I/We hereby give authority to Choice Portfolio Management Services Private Limited to sell my/our shares mentioned herein (at the prevalent market price) and activate my/our Portfolio Management Services (PMS) account.

A. Funds

Rs. /- (Rupees Only)Cheque No. _______________ Dated ___________ Drawn on Bank Branch___________________

B. Securities

Scrip Name Qty. Scrip Name Qty.

29

Name of the First Holder Name of the Second Holder Name of the Third Holder

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ANNEXURE 2

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Date:

ToChoice Portfolio Management Services Private Limited Choice House, Shree Shakambhari Corporate Park, Plot No . 156 – 158,J.B. Nagar, Andheri ( East),Mumbai - 400099.

(A) COMPANIES/ BODIES CORPRATE IN RESPECT OF WHICH CLIENT HAS ACCESS TO PRICE SENSITIVE INFORMATION

Dear Sir (s),

I/We hereby declare that I/We have access to price sensitive information in respect of the following Companies / Bodies Corporate.

I/We hereby agree to keep you informed of any restriction on me/us for dealing in the abovementioned securities or any other securities.

i/We hereby request not to invest in the following Companies / Bodies Corporate

(B) COMPANIES/BODIES CORPORATE IN WHICH INVESTMENT IS NOT TO BE MADE

I/We hereby agree to keep you informed of any such restriction in the future.

30www.choicebroking.in

Sr. No. Name of the Company

Sr. No. Name of the Company

Name of the First Holder Name of the Second Holder Name of the Third Holder

(20)

CLIENT ACCESS TO PRICE SENSITIVE INFORMATION AND RESTRICTION OF THE INVESTMENT IN THE COMPANIES

ANNEXURE 3

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DECLARATION OF INTEREST IN VARIOUS BODY CORPORATE

I/We,__________________________________________________________ having entered into Discretionary / Non-

Discretionary Portfolio Management Services Agreement with Choice Portfolio Management Services Private Limited.

(Portfolio Manager), hereby declare that I/we may be considered as holding interest in various bodies corporate listed below

which enables me/us to obtain unpublished price-sensitive information of the following body corporate/s:

I/We undertake to intimate Portfolio Manager in case of any modification to the above including change in name, if any, of the

body corporate.

In case of the above mentioned Body Corporate/s are not listed on the National Stock Exchange / Bombay Stock Exchange,

I/we undertake to intimate the Portfolio Manager at least 15 days prior to its being listed.

I/We understand that the Portfolio Manager may not invest in the equity shares of the above-mentioned companies on my/our

behalf unless specified otherwise in writing by me/us.

I/We confirm and declare that the above declarations constitute compliance with the provisions of SEBI (Prohibition of

Insider Trading) Regulations, 1992 and SEBI (Substantial Acquisition of Shares and Takeovers) Regulations, 1997.

In addition, I/We undertake to make the disclosures/file declarations/give intimations etc. as required under the applicable

Regulations.

% of paid upCapital.

1st/ 2nd / 3rdApplicant

Name of theCompany

Nature ofInterest

Designation(if applicable)

No. of sharesheld in co (ifapplicable)

31

Name of the First Holder Name of the Second Holder Name of the Third Holder

ANNEXURE 4

(21)

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32www.choicebroking.in

“RESOLVED THAT, the company be registered with Choice Portfolio Management Services Private Limited as a client to avail of Portfolio Management Services.

“RESOLVED FURTHER THAT a Depository Account be and is hereby opened with ___________________Pvt Ltd for the purpose of availing Portfolio Management Services.

RESOLVED FURTHER THAT the Portfolio Investment Management Agreement and the Power of Attorney as per the draft circulated be executed, empowering M/s. Choice Portfolio Management Services Private Limited to act as Portfolio Manager so as to deal with acquisition, subscription, purchase and sale of or otherwise dealing in various marketable securities as per the terms of the said Portfolio Investment Management Agreement and Power of Attorney.

RESOLVED FURTHER THAT a Power of Attorney as per the Draft Circulated the Executed Empowering Edelweiss to Act as a Custodian.

RESOLVED FURTHER THAT a Power of Attorney, Indemnities, Undertakings, Applications, Account opening Form(s)and other documents as per the draft circulated be executed, empowering ___________________ Financial Corporation Ltd to act as a custodian.

RESOLVED FURTHER THAT, on behalf of the Company/Trust the following person(s) whose specimen signature(s) is/are attached herewith be and is/are hereby authorized to execute and sign the Agreements, Power of Attorney, Application Forms and such other documents as may be necessary for the opening and operation of the Portfolio Management Account, and the Depository Account on behalf of Company/Society/Trust and the common seal of the Company/Society/Trust be affixed thereto, wherever necessary in the presence of Mr. director/trustee of Company/Trust/Society.

RESOLVED FURTHER THAT, Choice Portfolio Management Services Private Limited. and its attorneys be and are hereby authorised to operate Depository Account with NSDL or CSDL opened in the name of the company.

RESOLVED FURTHER THAT, the Corporate/ Trust have approved Board of Directors / Trustees an investment of Rs.______ in the portfolio of Choice Portfolio Management Services Private Limited.

SPECIMEN COPY OF THE RESOLUTION TO BE PASSED BY CORPORATE/ TRUST/SOCIETY

(TO BE OBTAINED ON LETTERHEAD OF THE FIRM)

Sr. No. Name of Authorised Signatory Specimen Signature

1

2

3

4

Certified to be true

For

ANNEXURE 6

Date:

ToChoice Portfolio Management Services Private Limited Choice House, Shree Shakambhari Corporate Park, Plot No . 156 – 158,J.B. Nagar, Andheri ( East),Mumbai - 400099.

We hereby authorise the following partners/authorised signatories as per the Partnership deed given to open a Portfolio Management Services account with Choice Portfolio Management Services Private Limited and to act and sign such documents that may be necessary in connection with the operation of the said account on behalf of the firm.

DECLARATION TO BE SIGNED BY PARTNERS OF PARTNERSHIP FIRM

(TO BE OBTAINED ON LETTERHEAD OF THE FIRM)

Yours faithfully,For

Signatures of any of the partners(sign with stamp of firm)

Name of the Partners Specimen Signature

ANNEXURE 5

Page 35: PORTFOLIO MANAGEMENT SERVICES - Choice Broking · CHOICE PORTFOLIO MANAGEMENT SERVICES PRIVATE LIMITED Reg. & Corp. Office : Choice House, Shree Shakambhari Corporate Park, Chakravarti

CNurturing Financial Excellence

Choice House Shree Shakambhari Corporate Park, Plot No. 156-158, J B Nagar, Andheri(E), Mumbai - 400099, India.

Contact: +91 22 6707 9999Email: [email protected]: www.choicebroking.in

CONTACT US:

PMS 0.1


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