STATEMENT OF ADDITIONAL INFORMATION Trustee: Motilal …

STATEMENT OF ADDITIONAL INFORMATION

This Statement of Additional Information (SAI) contains details of Motilal Oswal Mutual Fund, its constitution and certain tax, legal and general information. It is incorporated by reference (is legally a part of the Scheme Information Document).

Asset Management Company: Motilal Oswal Asset Management Co. Ltd. Registered and Corporate Office Address: 10th Floor, Motilal Oswal Tower, Rahimtullah Sayani Road, Opposite Parel ST Depot, Prabhadevi, Mumbai ? 400025

Trustee: Motilal Oswal Trustee Co. Ltd. Registered Office Address: 10th Floor, Motilal Oswal Tower, Rahimtullah Sayani Road, Opposite Parel ST Depot, Prabhadevi, Mumbai ? 400025

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This SAI is dated October 18, 2019

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I. INFORMATION ABOUT SPONSOR, AMC AND TRUSTEE COMPANY

A. CONSTITUTION OF MUTUAL FUND

Motilal Oswal Mutual Fund (Mutual Fund or MOMF) has been constituted as a Trust in accordance with the provisions of the Indian Trusts Act, 1882 (2 of 1882). Motilal Oswal Financial Services Limited is the Sponsor and Motilal Oswal Trustee Company Limited is the Trustee to the Fund. The Trust Deed has been registered under the Indian Registration Act, 1908. MOMF was registered with SEBI under SEBI (Mutual Funds) Regulations, 1996 on December 29, 2009 bearing Registration number MF/063/09/04. The Deed of Trust dated May 29, 2009 made by and between the Sponsor and the Trustee Company establishing the Mutual Fund, as amended by Deed of First Variation dated December 7, 2009, Deed of Second Variation dated December 17, 2009 and Deed of Third Variation dated August 21, 2018. The office of the Mutual Fund is at 10th Floor, Motilal Oswal Tower, Rahimtullah Sayani road, Opposite Parel ST Depot, Prabhadevi, Mumbai ? 400025.

B. SPONSOR

MOMF is sponsored by Motilal Oswal Financial Services Limited (MOFSL). The Sponsor is the Settlor of the Mutual Fund Trust. The Settlor has entrusted a sum of Rs. 1 Lakh to the Trustee as the initial contribution towards the corpus of the Mutual Fund.

In order to simplify the holding structure and to bring the operational entities directly under MOFSL, Motilal Oswal Securities Limited (MOSL) erstwhile sponsor of MOMF has been merged with Motilal Oswal Financial Services Limited (MOFSL), whereby all the assets and liabilities of MOSL including its business and investments has been transferred to MOFSL. As a result of the same, the entire shareholding of Motilal Oswal Asset Management Company Limited (MOAMC) and Motilal Oswal Trustee Company Limited (MOTC) held by MOSL has been transferred to MOFSL under the operation of law of the Scheme with effect from August 21, 2018. As a result of the aforesaid restructuring, the shareholding of MOAMC and MOTC and Sponsor of Motilal Oswal Mutual Fund (MOMF) has been changed from MOSL to MOFSL.

Motilal Oswal Financial Services Limited ("MOFSL") is a public limited company listed on BSE and NSE. MOFSL was earlier registered as a Systemically Important Non-Banking Finance Company registered with the Reserve Bank of India ("RBI"). However, the Company has surrendered its Certificate of Registration with Reserve Bank of India

Further, pursuant to the internal restructuring of the Motilal Oswal Group of Companies, the lending business of MOFSL has been transferred to Motilal Oswal Finvest Limited (erstwhile Motilal Oswal Capital Markets Limited), wholly owned subsidiary of the MOFSL on August 20, 2018. Pursuant to the Amalgamation of Motilal Oswal Securities Limited with Motilal Oswal Financial Services Limited being effective from August 21, 2018, MOFSL carries on the business of MOSL with effect from August 21, 2018. After receipt of SEBI approval on 05th February, 2019 on name change, MOFSL is now a SEBI registered Trading Member registered with BSE Limited (BSE), National Stock Exchange of India Limited (NSE), Multi Commodity Exchange of India Limited (MCX) and National Commodity & Derivatives Exchange Limited (NCDEX). MOFSL is now a SEBI registered Depository Participant registered with Central Depository Services Ltd, (CDSL) and National Securities Depository Limited (NSDL). Hence, MOFSL will now execute transactions in capital markets/equity derivatives/commodity derivatives/ currency derivatives segments on behalf of its clients which include retail customers (including high net worth individuals), mutual funds, foreign institutional investors, financial

2 SAI of MOMF ? October 2019

institutions and corporate clients. Besides stock broking, it also offers a bouquet of financial products and services to its client base.

It is registered with the SEBI as Research Analyst, Investment Advisor and Portfolio Manager. It is also registered with various other bodies / agencies like IRDA, AMFI, CERSAI, KRA agencies (CVL, Dotex, NDML, CAMS and Karvy) Further, MOFSL, along with its subsidiaries, offers a diversified range of financial products and services such as loan against shares, investment activities, private wealth management, broking and distribution, asset management business, housing finance, institutional equities, private equity and investment banking. The registered office of MOFSL is at Motilal Oswal Tower, Rahimtullah Sayani Road, Opposite Parel ST Depot, Prabhadevi, Mumbai ? 400025.

Financial Performance (Audited) of MOFSL (past three years):

Particulars Net Worth Total Income Profit after Tax Asset under Management, if any

2018-2019 2,59,356 1,24,870 31,602

NA

2017 ? 2018 2,38,144 1,35,897 50,354

NA

(Rs. in Lakhs) 2016 ? 2017 872 720 109 NA

C. THE TRUSTEE

Motilal Oswal Trustee Company Ltd. (Trustee or MOTC), through its Board of Directors, shall discharge its obligations as Trustee of MOMF. The Trustee ensures that the transactions entered into by the AMC are in accordance with the SEBI MF Regulations and will also review the activities carried on by the AMC. MOTC is registered under the Companies Act, 1956 and was incorporated on November 14, 2008. The Deed of Trust dated May 29, 2009 made by and between the Sponsor and the Trustee Company establishing the Mutual Fund, as amended by Deed of First Variation dated December 7, 2009, Deed of Second Variation dated December 17, 2009 and Deed of Third Variation dated August 21, 2018.

Details of Trustee Directors:

Name

Age

Qualifica- Brief Experience

(In years) tion

Mr. Vijay Kumar 48 , Char- Mr. Vijay Goel possessed more than 22 years of

Goel

tered Ac- experience in financial service industry which

Associate Director

countant, comprises of Senior Level Experience in Business

Cost Ac- Strategy, Sales & Marketing, Branches/Distribution

countant Network Expansion & Management, Product Man-

agement etc. He is serving as the as the Managing

Director & CEO for Private Wealth Management

since April 2014. He joined Motilal Oswal Group

in the year 2006. He has played instrumental role in

product distribution & PMS Business as a Senior

Vice President and Head of Branches & Third Par-

ty Distribution in early 2006. He was also elevated

as an Associate Director of Broking & Distribution

Business during 2008 to 2011 and led the retail and

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HNI Broking business, Franchisees, Remisiers etc. through the team of professionally skilled seniors. He was associated with privately managed entity and was engaged in the set up of the wealth management business products and its institutional sales. He has acquired the core competence in Insurance and Mutual Fund products by serving several responsibilities in product distribution, institutional sales, Corporate Finance etc.

Mr. Sunil Goyal Independent Director

Mr. Brij Gopal Daga Independent Director

51 and Mr. Sunil Goyal is the Managing Director of LadACA derup Finance Limited and Ladderup Corporate Advisory Private Limited. He has rich and varied experience of more than 27 years in the field of Financial and Management Consultancy, providing expertise and sound networking for wealth management operations, advising in mergers and acquisitions, private equity, debt transaction advisory, etc. He is a member of the SME Chamber of Commerce, TiE Mumbai (a global non-for-profit organisation focused on promoting entrepreneurship) and Mumbai Angels. He is also a Director on the Board of various Companies.

76 , ACS Mr. Brij Gopal Daga has an extensive experience & AIA (Ion), of more than 4 decades. He has worked in RBI for Diploma in 25 years and thereafter in UTI for 14 years in variBanking & ous capacities looking after practically all aspects Cooperation of mutual funds including joint venture of AMCs in of Indian Colombo, Cairo, and Mauritius, managing offshore Institute of funds in India including its structuring, administraBanking tion etc. He has represented UTI on many corporate Govt. boards including ITC, L&T, IL&FS, Stockholding Corp. He is also a Director on the Board of various Companies.

Out of 3 directors on the Board of MOTC, 2 (i.e. 3/4th) directors are independent directors. Further, the Company is in process of appointing additional Independent Director to meet the criteria of 2/3rd of In-

dependent Directors.

Note: 1) Mr. Vijay Kumar Goel has been appointed as Director W.e.f. April 25, 2019.

DUTIES AND RESPONSIBILITIES OF THE TRUSTEE UNDER THE TRUST DEED AND THE SEBI REGULATIONS:

The duties and responsibilities of the Trustee shall be in accordance with Regulation 18 under Chapter III of the Regulations and Trust Deed. The Trustees shall discharge such duties and responsibilities as provided in the Regulations and Trust Deed.

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1. The Trustee shall maintain arm's length relationship with companies, institutions, financial intermediaries or bodies corporate with which the Trustee may be associated in any capacity in carrying out their responsibilities. A Director shall not participate in the meetings of the Trustee Company when any decisions for investments in which he may be interested are taken. Each Director of the Trustee shall furnish particulars of interest which he may have in any other company or institution or financial intermediary or any corporate by virtue of his position as director, partner or with which he/she may be associated in any other capacity.

2. The Trustee shall take into their custody or under their control all the property of the Schemes of the Mutual Fund and hold it in trust for the unit-holders.

3. It shall be the duty of the Trustee to act in the interest of the unit holders. 4. It shall be the duty of the Trustee to provide or cause to provide information to the unit holders and

SEBI as may be required by SEBI from time to time. 5. The Trustee shall take reasonable care to ensure that the funds under various Schemes floated, are

managed by the AMC in accordance with the Trust Deed and SEBI Regulations. 6. The Trustee shall have powers to dismiss the AMC under the specific events with the prior approv-

al of the Board in accordance with the regulations. 7. The Trustee shall supervise the collection of any income due to be paid to the scheme and for

claiming any repayment of tax and holding any income received in trust for the holders. 8. The Trustee shall not acquire nor allow the AMC to acquire any assets out of the Trust Fund and/or

unit capital which involves the assumption of unlimited liability or results in the encumbrances of Trust Fund and/or unit capital in any way. 9. No amendments to the Trust Deed shall be carried out without the prior approval of SEBI and unit holder's approval would be obtained where it affects the interest of Unit holders in such manner as may be prescribed by SEBI from time to time.

Other Duties and Responsibilities of Trustees

1. The Trustee is responsible for entering into an Investment Management Agreement with the AMC by which the latter is entrusted with the task of floating and managing the Schemes of Mutual Fund.

2. The Investment Management Agreement shall contain such clauses as are mentioned in the Fourth Schedule of SEBI Regulations and such other clauses as are necessary for the purpose of making investments.

3. The Trustee shall have the right to obtain from the AMC such information as is considered necessary by the Trustee and shall review all reports and compliance procedures from the AMC.

4. The Trustee shall ensure before the launch of any Scheme that the AMC has: a. Systems in place for its back office, dealing room and accounting; b. Appointed all key personnel including fund manager(s) for the Scheme and submitted to the Trustee their bio-data which shall contain the educational qualifications, past experience in the securities market within fifteen days of their appointment; c. Appointed auditors to audit the accounts of the Scheme; d. Appointed a compliance officer who will be responsible for monitoring compliance with Act, Rules and regulations, notifications, guidelines and instructions issued by the SEBI or the Central Government and to redress investor grievances; e. Appointed registrars and lay down parameters for their supervision; f. Prepared a compliance manual and designed internal control mechanisms including internal audit systems; g. Specified norms for empanelment of brokers and marketing agents; and h. Obtained, wherever required under the regulations, prior in-principle approval from the recognised stock exchange(s) where units are proposed to be listed.

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