ICICI PRUDENTIAL PENSION FUNDS … PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY ... ICICI Prudential...

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED SCHEME E TIER I SCHEME C TIER I SCHEME G TIER I SCHEME E TIER II SCHEME C TIER II SCHEME G TIER II ANNUAL REPORT 2014-2015

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ICICI PRUDENTIAL PENSION FUNDS

MANAGEMENT COMPANY LIMITED

SCHEME E TIER I

SCHEME C TIER I

SCHEME G TIER I

SCHEME E TIER II

SCHEME C TIER II

SCHEME G TIER II

ANNUAL REPORT 2014-2015

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CONTENTS

1. BACKGROUND

a) THE TRUST ............................................................................................... 3

b) SPONSOR ................................................................................................. 3

c) PENSION FUND MANAGEMENT COMPANY ............................................ 4

d) INVESTMENT STRUCTURE OF THE COMPANY ........................................ 4

2. BASIS AND POLICY OF INVESTMENTS ...................................................... 4

3. ECONOMIC SCENARIO ................................................................................ 5

4. INVESTMENT OBJECTIVE OF THE SCHEME ................................................ 6

5. SCHEME PERFORMANCE AND OPERATIONS ............................................. 7

6. LIABILITIES AND RESPONSIBILITIES OF THE COMPANY ......................... 10

7. FINANCIAL STATEMENTS OF THE SCHEMES………………………….…………11

a) Scheme E Tier I - Equity market instruments

b) Scheme C Tier I - Credit risk bearing fixed income instruments

c) Scheme G Tier I - Government securities

d) Scheme E Tier II - Equity market instruments

e) Scheme C Tier II - Credit risk bearing fixed income instruments

f) Scheme G Tier II - Government securities

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To the Subscribers,

ICICI Prudential Pension Funds Management Company Limited (‘the Company’) presents

annual report along with the audited financial statements of the Schemes for the year

ended March 31, 2015.

During the year ending March 31, 2015, the Company managed the following 6 schemes

under the National Pension System (NPS):

Tier I Scheme E - Equity market instruments

Tier I Scheme C - Credit risk bearing fixed income instruments

Tier I Scheme G - Government securities

Tier II Scheme E - Equity market instruments

Tier II Scheme C - Credit risk bearing fixed income instruments

Tier II Scheme G - Government securities

1. BACKGROUND OF THE TRUST, SPONSORS AND PENSION FUND

MANAGEMENT COMPANY

a) THE TRUST

Interim Pension Fund Regulatory and Development Authority (‘PFRDA’) was established

by the Government of India on August 23, 2003 to promote old age income security by

establishing, developing and regulating pension funds, to protect the interests of

subscribers to schemes of pension funds. The Pension Fund Regulatory & Development

Authority Act was passed on September 19, 2013 which was notified on February 01,

2014 thereby according statutory powers to PFRDA.

The National Pension System Trust (‘NPS Trust’) was established by PFRDA on February

27, 2008. The NPS Trust has been constituted for taking care of the assets and funds

under the National Pension System (NPS) in the interest of the beneficiaries

(subscribers).

b) SPONSOR

The Company is sponsored by ICICI Prudential Life Insurance Company Limited

(`Sponsor’) and it is also a wholly owned subsidiary of the Sponsor.

ICICI Prudential Life Insurance Company Limited, a joint venture between ICICI Bank

Limited and Prudential Corporation Holdings Limited, was incorporated on July 20, 2000.

It is licensed by the Insurance Regulatory and Development Authority (`IRDA’) for

carrying out life insurance business in India.

The Sponsor reaches its customers through 547 offices in 480 locations as at March 31,

2015. At March 31, 2015, the Sponsor had 10,863 employees and 132,463 advisors to

cater to the needs of its customers. Assets under management of the Sponsor grew from

` 805.97 billion at March 31, 2014 to ` 1,001.83 billion at March 31, 2015. The Sponsor

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reported a profit after tax of ` 16.34 billion in FY2015 as against profit after tax of ` 15.67

billion in FY2014.

c) PENSION FUND MANAGEMENT COMPANY

The Company was incorporated on April 22, 2009 and received certificate to commence

business on April 28, 2009. The Company is appointed as a Pension Fund Manager

(‘PFM’) by the NPS Trust for the management of pension Schemes for private sector.

The Company has recorded a growth of 108.7% in Assets Under Management (AUM) of

the Schemes for the financial year ending March 31, 2015. The AUM at March 31, 2015

was ` 3,690.0 million up from ` 1,768.2 million at March 31, 2014.

d) INVESTMENT STRUCTURE OF THE COMPANY

The Company has a multi-tiered investment structure to achieve adequate segregation

between control and execution.

The Board of Directors of the Company approves the Investment Policy and Risk

Management Policy, reviews investments and oversees the risk management.

The Investment Committee (Committee) of the Board is responsible for implementation

of Investment Policy, building investment strategy, monitoring investment decisions and

returns.

The Investment team, headed by Chief Executive Officer and Chief Investment Officer, is

responsible for market tracking, investment decisions and deal negotiation & conclusion.

The Investment team is also responsible for research, portfolio management and trading.

An independent Investment Operations team looks after settlement, investment

compliance, valuation, accounting, net asset value (‘NAV’) calculation and statutory and

management reporting. The activities of the Investment Operations team are clearly

segregated as Accounting and NAV computation, Treasury and Mid Office.

An external Custodian, appointed by PFRDA, is responsible for custody of the assets,

tracking corporate actions and also valuation of securities.

Daily investment activities including NAV computation is subject to concurrent audit

carried out by an independent audit firm.

2. BASIS AND POLICY OF INVESTMENTS

Investment Strategy

The overall investment strategy is focused on ensuring adequate returns to subscribers

consistent with protection, safety and liquidity of funds while complying with the

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applicable investment guidelines as prescribed under IMA. The investment strategy is

guided by principles of prudent portfolio management and risk management.

Pursuant to the investment guidelines issued by PFRDA Scheme E is an index fund

replicating NSE Nifty 50 index. The investment philosophy of the scheme can be

summarized as close replication of the underlying index so as to achieve returns as close

to the index as possible with low tracking error.

The objective of fixed income fund management is to meet return expectations of

subscribers through investment in high credit fixed income securities, managing interest

rate risk, credit risk and liquidity risk.

The funds under the Scheme C (Credit risk bearing fixed income instruments) are

invested in fixed deposits, corporate bonds and liquid instruments following the scheme

objective and investment universe as defined by PFRDA. Investments in corporate bonds

are made in high quality long term debt following internal due diligence and credit rating

from independent credit rating agencies.

The funds under the Scheme G (Government securities) are invested in long term central

and state government securities as per the scheme objective. The scheme is managed

actively based on interest rate view backed by extensive research and analysis.

3. ECONOMIC SCENARIO

Equity review - FY2015

Indian equity market (Nifty) gained 27% in FY2015 primarily due to the strong and

favorable electoral mandate and expectations on the reforms agenda. The market

sentiments were also aided by benign global commodity prices and falling crude prices

during the FY2015. While most of the Nifty gains were front ended (H1 FY2015), the

equity market gained in the H2 FY2015 as Japan and Eurozone implemented the

Quantitative Easing programme; which led to further inflows in the domestic markets, in

addition to two surprise repo rate cuts by RBI on softening of CPI inflation and

improvement in the quality of fiscal deficit. The foreign capital inflows into Indian equities

were ~US$ 18 billion during FY2015 as against the capital outflows of ~US$ 4 billion by

domestic institutional investors in the same period.

Debt review - FY2015

The yield on 10 year benchmark government security declined significantly from 8.80%

on March 31, 2014 to 7.74% on March 31, 2015. The strong and favorable electoral

mandate in the general elections and expectations on the reforms agenda saw the bond

market cheer and pick up in volumes. The US Federal Reserve ended their Quantitative

Easing programme which was partially offset by the quantitative easing by the Bank of

Japan and European Central Bank. The new Government presented its first full year

Union Budget for FY2016 maintaining the government’s ongoing push toward supply

side reforms and boosting infrastructure spending, while slightly relaxing the deficit

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reduction plan. RBI cut the repo rate twice by 0.25% each in January and March on the

back of softening of inflation. As a matter of fact CPI inflation softened to 5.2% in March

2015 vs 8.3% in March 2014 primarily due to lower manufacturing, food and fuel

inflation. RBI also signed a memorandum with the central government setting out flexible

inflation target for guiding the monetary policy.

Outlook

Equity Outlook

The long term equity market outlook remains positive due to the inherent attractiveness

of the Indian markets; however it is expected to be range bound in the short term. This is

attributed to subdued earnings growth as the improving macro situation is yet to reflect

in the corporate earnings, primary issuances by both government as well as private

sector and impact of global liquidity. Nifty valuations at 17x consensus 12 month forward

earnings remains higher than historical average of 14.5x. However, we also believe that

the combination of benign global commodity prices, improving GDP growth, falling

interest rates and corporate tax rates along with stable currency are expected to result in

higher corporate earnings followed by similar returns from equities in the long term.

Debt Outlook

The outlook for Indian debt market is neutral over short term. Owing to RBI’s forward

guidance on rates and the overhang of the new borrowing calendar commencing in

April, yields are expected to remain under pressure. RBI is expected to cut rates later in

the year provided food and core inflation continue to remain benign. Markets will watch

out for cues on action by US Fed. Possibility of Greece exit from Eurozone can be a

source of volatility for markets.

4. INVESTMENT OBJECTIVE OF THE SCHEME

The investment objective of the Scheme(s) managed by ICICI Prudential Pension Funds

Management Company Limited is prescribed in or based on investment guidelines

issued by PFRDA. The schemes seek to provide capital appreciation while maintaining

suitable balance between return, safety and liquidity.

Sr. No. Name of the Scheme Investment Objective

1 Scheme E Tier I To optimise returns while investing in the NSE

Nifty 50 Index.

2 Scheme C Tier I To optimise returns and provide accumulation of

income through investment in fixed deposits,

corporate bonds and liquid instruments.

3 Scheme G Tier I To optimise returns and provide accumulation of

income through investment primarily in

government securities (issued by GoI and various

state governments).

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Sr. No. Name of the Scheme Investment Objective

4 Scheme E Tier II To optimise returns while investing in the NSE

Nifty 50 Index.

5 Scheme C Tier II To optimise returns and provide accumulation of

income through investment in fixed deposits,

corporate bonds and liquid instruments.

6 Scheme G Tier II To optimise returns and provide accumulation of

income through investment primarily in

government securities (issued by GoI and various

state governments).

5. SCHEME PERFORMANCE AND OPERATIONS

Scheme E Tier I - Equity market instruments

The performance of the scheme is benchmarked against the total return (dividends

reinvested) of the NSE Nifty 50 Index.

The performance of Scheme E Tier I at March 31, 2015 is presented below:

Period Returns (%)1

Benchmark Returns (%)2

Last 1 year 28.7% 28.3%

Last 3 years 19.3% 18.5%

Since inception3

13.9% 13.5%

1. Past performance may or may not be sustained in the future, returns are compounded

annualised (CAGR)

2. Benchmark index: NSE Nifty 50 Index (dividends reinvested)

3. Date of Inception: May 18, 2009

The Scheme returns have outperformed the benchmark returns over 1 year, 3 years and

since inception.

The Scheme was actively managing its investments which comprised underlying stocks

that constitute NSE Nifty 50 Index from March 20, 2013 to January 29, 2014. The scheme

now replicates NSE Nifty 50 index, in compliance with the revised investment guidelines

issued by PFRDA vide its circular no. PFRDA/2014/02/PFM/1 dated January 29, 2014.

The net assets of the Scheme at March 31, 2015 stood at ` 1,315.6 million as against `

635.9 million at March 31, 2014, a growth of 106.9%.

At March 31, 2015, 99.9% of the net assets were invested in equity shares and the

balance in liquid mutual funds, cash/cash equivalent & net current assets.

Scheme C Tier I - Credit risk bearing fixed income instruments

The Scheme invests only in high quality corporate bonds above investment grade, (75%

of the bonds are AAA rated).

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The performance of Scheme C Tier I at March 31, 2015 is presented below:

Period Returns (%)1

Benchmark Returns (%)2

Last 1 year 15.7% 15.1%

Last 3 years 12.0% 10.5%

Since inception3

11.4% 9.0%

1. Past performance may or may not be sustained in the future, returns are compounded

annualised (CAGR)

2. Benchmark index: Crisil AAA Combex

3. Date of Inception: May 18, 2009

The Scheme returns have outperformed the benchmark returns over 1 year, 3 years and

since inception. The returns continue to be healthy since inception of the scheme.

The net assets of the Scheme at March 31, 2015 stood at ` 931.9 million as against `

446.3 million at March 31, 2014, a growth of 109%.

At March 31, 2015, 94.5% of the net assets were invested in bonds and non-convertible

debentures, 2.2% in liquid mutual funds and balance in cash/cash equivalent & net

current assets.

Scheme G Tier I - Government securities

The performance of Scheme G Tier I at March 31, 2015 is presented below:

Period Returns (%)1

Benchmark Returns (%)2

Last 1 year 20.8% 15.7%

Last 3 years 11.7% 10.3%

Since inception3

9.1% 7.6%

1. Past performance may or may not be sustained in the future, returns are compounded

annualised (CAGR)

2. Benchmark index: ISec Gilt Composite Index

3. Date of Inception: May 18, 2009

The Scheme returns have outperformed the benchmark returns over 1 year, 3 years and

since inception. The returns continue to be healthy since inception of the scheme.

The net assets of the Scheme at March 31, 2015, stood at ` 1,058.3 million as against `

471.3 million at March 31, 2014, a growth of 125%.

At March 31, 2015, 95.0% of the net assets were invested in central government

securities, 3.3% in liquid mutual funds and balance in cash/cash equivalent & net current

assets.

Scheme E Tier II - Equity market instruments

The performance of the scheme is measured by reference to the total performance

(dividends reinvested) of the NSE Nifty 50 Index.

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The performance of Scheme E Tier II at March 31, 2015 is presented below:

Period Returns (%)1

Benchmark Returns (%)2

Last 1 year 28.7% 28.3%

Last 3 years 19.6% 18.5%

Since inception3

10.6% 11.0%

1. Past performance may or may not be sustained in the future, returns are compounded

annualised (CAGR)

2 .Benchmark index: NSE Nifty 50 Index (dividends reinvested)

3 .Date of Inception: January 11, 2010

The Scheme returns have outperformed the benchmark returns over 1 year, 3 years and

underperformed since inception.

The Scheme was actively managing its investments which comprised of underlying

stocks that constitute NSE Nifty 50 Index from March 20, 2013 to January 29, 2014. The

Scheme now replicates NSE Nifty 50 index, in compliance with the revised investment

guidelines issued by PFRDA vide its circular no. PFRDA/2014/02/PFM/1 dated January 29,

2014.

The net assets of the Scheme at March 31, 2014 stood at ` 141.3 million as against ` 73.9

million at March 31, 2013, a growth of 91.2%.

At March 31, 2015, 99.9% of the net assets were invested in equity shares and liquid

mutual funds and balance in cash/cash equivalent & net current assets.

Scheme C Tier II - Credit risk bearing fixed income instruments

The Scheme invests only in corporate bonds above investment grade, (75% of the

bonds are AAA rated).

The performance of Scheme C Tier II at March 31, 2015 is presented below:

Period Returns (%)1

Benchmark Returns (%)2

Last 1 year 15.9% 15.1%

Last 3 years 11.8% 10.5%

Since inception3

11.5% 9.3%

1. Past performance may or may not be sustained in the future, returns are compounded

annualised (CAGR)

2. Benchmark index: Crisil AAA Combex

3. Date of Inception: January 12, 2010

The Scheme outperformed the benchmark returns over 1 year, 3 years and since

inception. The returns continue to be healthy since inception of the scheme.

The net assets of the Scheme at March 31, 2015 stood at ` 138.5 million as against ` 85.9

million at March 31, 2014, a growth of over 61.2%.

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At March 31, 2015, 95.2% of the net assets were invested in bonds / non-convertible

debentures, 1.6% in liquid mutual funds and balance in cash/cash equivalent & net

current assets.

Scheme G Tier II - Government securities

The performance of Scheme G Tier II at March 31, 2015 is presented below:

Period Returns (%)1

Benchmark Returns (%)2

Last 1 year 20.7% 15.7%

Last 3 years 11.7% 10.3%

Since inception3

9.5% 8.8%

1. Past performance may or may not be sustained in the future, returns are compounded

annualised (CAGR)

2, Benchmark index: ISec Gilt Composite Index

3. Date of Inception: February 8, 2010

The Scheme returns have outperformed the benchmark returns over 1 year, 3 years and

underperformed since inception.

The net assets of the Scheme at March 31, 2015 stood at ` 104.4 million as against ` 55.0

million at March 31, 2014, a growth of over 89.8%

At March 31, 2015, 96.8% of the net assets were invested in central government

securities, 1.2% in liquid mutual funds and balance in cash/cash equivalent & net current

assets.

Disclaimer:

Since the Schemes permit investments in shares, bonds, debentures and other scripts or

securities whose value can fluctuate, the price and redemption value of the units of the

Schemes and income from them can go up as well as come down with the fluctuations

in the market value of these underlying investments.

6. LIABILITIES AND RESPONSIBILITIES OF THE COMPANY

The Company has been appointed by PFRDA as a fund manager for management of

investments of the Schemes and, in that capacity, makes investment decisions and

manages the Scheme in accordance with the Investment Guidelines, Scheme Objectives,

IMA and provisions of the PFRDA guidelines /directions. The transactions entered into by

the Company are in accordance with the PFRDA Guidelines, IMA and the code of ethics

prescribed by the Trustees.

The Company has exercised necessary due diligence and vigilance in carrying out its

duties of Investment management and in protecting the rights and interests of the

subscribers. Investment decisions have been taken with emphasis on safety and

optimum returns. The Company has not dealt in any speculative transactions in dealing

for investments. The Company will be responsible for the acts of omissions or

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commissions of its employees or the persons whose services have been procured by the

Company.

7. FINANCIAL STATEMENTS OF THE SCHEMES

a) Scheme E Tier I - Equity market instruments

b) Scheme C Tier I - Credit risk bearing fixed income instruments

c) Scheme G Tier I - Government securities

d) Scheme E Tier II - Equity market instruments

e) Scheme C Tier II - Credit risk bearing fixed income instruments

f) Scheme G Tier II - Government securities

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ICICI Prudential Pension Funds Management

Company Limited - Scheme E Tier I

Financial Statements together with Auditor’s Report for

the year ended March 31, 2015

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ICICI Prudential Pension Funds Management

Company Limited - Scheme E Tier I

Financial Statements together with Auditor’s

Report

For the year ended March 31, 2015

Contents

Auditor’s Report

Balance Sheet

Revenue Account

Accounting Policies and Notes to Accounts

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INDEPENDENT AUDITORS' REPORT To, The Trustees, National Pension System Trust Report on Financial Statements 1 We have audited the accompanying financial statements of NPS Trust A/c ICICI Prudential Pension

Funds Management Company Limited, Scheme E - Tier I (Scheme) under the National Pension System Trust (NPS Trust) managed by ICICI Prudential Pension Funds Management Company Limited (‘PFM’ or the ‘Company) which comprise of the Balance Sheet as at March 31, 2015, and the Revenue Account for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements 2 Management of the PFM, in accordance with the Pension Fund Regulatory and Development

Authority (PFRDA) Guidelines and the Investment Management Agreement (IMA) with the NPS Trust, is responsible for the preparation of these financial statements that give a true and fair view of the financial position and financial performance of the Scheme in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Companies Act 2013 (the Act), read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies, making judgments and estimates that are reasonable and prudent, and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. These financial statements are also approved by the NPS Trust on the recommendation of the Board of Directors of the PFM.

Auditor’s Responsibility 3 4

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

5 An audit involves performing procedures to obtain audit evidence about the amounts and the

disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the PFM’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

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6 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our audit opinion on the financial statements. Opinion 7 In our opinion and to the best of our information and according to the

explanations given to us, the aforesaid financial statements give the information required by PFRDA (Preparation of Financial Statements and Auditors Report of Schemes under National Pension System) Guidelines 2012 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a)

in the case of the Balance Sheet, of the state of affairs of the Scheme as at March 31, 2015; and

(b)

in the case of the Revenue Account, of the surplus of the Scheme for the year ended on that date;

Report on Other Legal And Regulatory Requirements 8 As required by the PFRDA (Preparation of Financial Statements and Auditors Report of Schemes

under National Pension System) Guidelines 2012, as amended, and section 143(3) of the Act we report that:

a) We have obtained all information and explanations which to the best of our knowledge and belief

were necessary for the purpose of the audit. b) The Balance Sheet and Revenue account of the Scheme are in agreement with the books of account

of the Scheme. c) In our opinion proper books of account of the Scheme, as required by the PFRDA has been

maintained by the PFM as far as appears from our examination of those books. d) All transactions expenses in excess of the limits contractually agreed to / approved by the Authority

are borne by the Pension Fund (if any) and are not charged to the NAV of the Scheme. e) In our opinion the Balance Sheet and Revenue Account of the Scheme dealt with by this report

comply with the “PFRDA (Preparation of Financial Statements and Auditor’s Report of Scheme under National Pension System) Guidelines-2012” and the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

9 We further certify that

a) Investments have been valued in accordance with the guidelines issued by the Authority. b) Transaction and claims/fee raised by different entities are in accordance with the prescribed fee. For Borkar & Muzumdar

Chartered Accountants Firm Registration No. 101569W B M Agarwal Partner M No.: 33254 Place: Mumbai Date: 24th April, 2015

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME E TIER I

BALANCE SHEET AT MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Sources of funds

Unit capital 1 612,337,645 380,286,731

Reserves and surplus 2 703,281,936 255,622,595

Current liabilities and provisions 3 15,764,263 20,023,815

Borrowings - -

Total 1,331,383,844 655,933,141

Application of funds

Investments (long term and short term) 4 1,328,238,265 637,631,809

Deposits 5 - -

Other current assets 6 3,145,579 18,301,332

Total 1,331,383,844 655,933,141

(a) Net assets as per Balance Sheet (Schedule 4+5+6 -3) 1,315,619,581 635,909,327

(b) Number of units outstanding 61,233,764 38,028,673

(c) NAV per unit (a)/(b) (`) (Refer note 2.8 (II)) 21.4852 16.7218

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

ScheduleParticularsScheme E Tier I

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME E TIER I

REVENUE ACCOUNT FOR THE YEAR ENDED MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Income from investments

Interest income 1,850 -

Dividend income 13,149,902 5,816,351

Net profit/(loss) on sale/redemption of investments (other than inter-

scheme transfer/sale) 3,235,003 10,424,611

Net profit/(loss) on inter-scheme transfer/sale of investments - -

Unrealised gain on appreciation in investments 223,521,562 76,013,010

Total income (A) 239,908,317 92,253,972

Expenses and losses

Unrealised losses in value of investments 28,876,700 2,050,801

Provision for outstanding accrued income considered doubtful - -

Provision for doubtful deposits and current assets - -

Management fees (including service tax) [Refer Note 2.4] 790,603 1,099,126

Trusteeship/regulatory fees - -

Publicity expenses - -

Audit fees - -

Custodian fees 81,826 32,733

Trustee bank fees - 154

CRA fees 2,471,767 1,741,938

Less : Amount recovered on sale of units on account of CRA

charges (2,471,767) (1,741,938)

Total expenditure (B) 29,749,129 3,182,814

Net income/(expenditure) for the year (A-B) appropriated

to Balance Sheet 210,159,188 89,071,158

Balance at the beginning of the year 101,462,558 12,391,400

Balance at the end of the year carried to Balance Sheet 311,621,746 101,462,558

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached.

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

ParticularsScheme E Tier I

Schedule

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME E TIER I

Schedules forming part of the financial statements

Schedule 1: Unit capital (In `)

March 31, 2015 March 31, 2014

Initial capital - -

Unit capital

Opening balance 380,286,731 171,428,318

Additions during the year 264,605,904 222,227,492

Deduction during the year (32,554,990) (13,369,079)

Closing balance 612,337,645 380,286,731

Number of units of face value ` 10 61,233,764 38,028,673

Schedule 2: Reserves and surplus (In `)

March 31, 2015 March 31, 2014

Unit premium reserve

Opening balance 154,160,037 52,426,406

Additions during the year 270,162,765 108,136,890

Deduction during the year (32,662,612) (6,403,259)

Closing balance 391,660,190 154,160,037

Surplus/(deficit) in Revenue account

Opening balance 101,462,558 12,391,400

Additions during the year 210,159,188 89,071,158

Deduction during the year - -

Closing balance 311,621,746 101,462,558

General reserve* - -

Appropriation account* - -

Total 703,281,936 255,622,595

* The balances have been nil throughout the year

Schedule 3: Current liabilities and provisions (In `)

March 31, 2015 March 31, 2014

Current liabilities

Sundry creditors 56,601 354,836

Contracts for purchase of investments 14,497,052 19,452,941

Interest received in advance 1,322 -

Unclaimed distributed income - -

Pending creation of units - -

Unit redemption payable 1,209,288 216,038

Provisions - -

Total 15,764,263 20,023,815

Scheme E Tier I

Scheme E Tier I

Scheme E Tier IParticulars

Particulars

Particulars

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME E TIER I

Schedules forming part of the financial statements

Schedule 4: Investments (In `)

March 31, 2015 March 31, 2014

Equity shares 1,315,205,075 631,790,071

Preference shares - -

Debentures and bonds - -

Central and state government securities (including treasury bills ) - -

Commercial Paper - -

Others - Mutual funds 13,033,190 5,841,738

Total 1,328,238,265 637,631,809

Schedule 5: Deposits (In `)

March 31, 2015 March 31, 2014

Deposits with scheduled banks - -

Others - -

Total - -

Schedule 6: Other current assets (In `)

March 31, 2015 March 31, 2014

Balances with banks in current/saving account 317,719 7,932

Cash on hand - -

Sundry debtors - -

Contracts for sale of investments 2,722,993 17,880,457

Outstanding and accrued income - -

Advance, deposits etc. - -

Shares/debentures/ others application money pending allotment - -

Others - Dividend receivable 104,867 412,943

Total 3,145,579 18,301,332

Particulars

Particulars

Particulars

Scheme E Tier I

Scheme E Tier I

Scheme E Tier I

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

Schedule 7

Significant accounting policies and notes to accounts for the year ended

March 31, 2015

1.1 Background

ICICI Prudential Pension Funds Management Company Limited (‘the Company’) is

appointed as a Pension Fund Manager (‘PFM’) by the National Pension System Trust

(‘NPS’). The Company has entered into an Investment Management Agreement (‘IMA’)

with NPS. The Pension Fund Regulatory and Development Authority (‘PFRDA’)

guidelines require each PFM to manage subscribers’ funds made available to it by the

Trustee bank along with the data made available by the Central Recordkeeping Agency

(‘CRA’) at a consolidated level. The Company makes investments as per the IMA, various

other circulars/guidelines issued by the PFRDA in this context from time to time and the

scheme wise flow of funds.

The Company manages six separate schemes under the two tiered structure (Tier I and II)

prescribed under the NPS. The schemes are classified as Scheme E, C and G based on

the underlying asset class prescribed under the NPS as follows:

Scheme E – Equity market instruments

Scheme C – Credit risk bearing fixed income instruments

Scheme G – Government securities

1.2 Basis of preparation

The financial statements have been prepared in accordance with the PFRDA (Preparation

of financial statements and Auditor’s report of Schemes under National Pension System)

Guidelines – 2012 (‘Guidelines’), Accounting Standards (‘AS’) notified under section 133

of the Companies Act, 2013, read together with paragraph 7 of the Companies

(Accounts) Rules 2014 to the extent made applicable by the Guidelines and generally

accepted accounting principles. The Guidelines specifically exempt the schemes from the

applicability of AS 3 (Cash Flow Statement) and AS 17 (Segmental Reporting). These

financial statements have been prepared on an accrual basis, except as otherwise stated.

The financials have been prepared for Scheme E Tier I being managed by the Company.

1.3 Investments

Purchase and sale of securities are accounted on trade date. Investments are reconciled

with the custodian records on daily basis. The holding cost of investments is determined

by the weighted average cost method and the cost does not include brokerage and other

transaction charges.

Valuation of Investments

All investments are marked to market and are carried in the Balance Sheet at the market

value as on Balance Sheet date/date of determination/date of valuation. Unrealised

gain/(loss), if any, is transferred to Revenue account.

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

As per directive received from NPS, the valuation of investments is carried out by Stock

Holding Corporation of India Limited (SHCIL). The Investment valuation methodology

adopted by SHCIL is as follows:

Listed equity shares are valued at market value, being the last quoted closing price on

the National stock exchange (NSE). If they are not quoted on NSE, then the last quoted

closing price on the Bombay stock exchange (BSE) is taken.

Non traded rights are valued at the difference of closing market price of the original

equity share for the day and the offer price. Traded rights are valued at the closing

market price of the rights renunciation till the time of application. In the event of

application of rights, the rights entitlement would be valued at the closing market price of

the original equity share till the date of allotment/listing.

Mutual fund units are valued based on the net asset values of the preceding day of the

valuation date.

Income earned on Investments

Dividend income and non-convertible debenture received in lieu of dividend is

recognised on the `ex-dividend date’. Bonus shares to which the scheme becomes

entitled are recognized only when the original shares on which the bonus entitlement

accrues are traded on the stock exchange on an ex-bonus basis. Similarly, rights

entitlements are recognized only when the original shares on which the right entitlement

accrues are traded on the stock exchange on an ex-rights basis.

Profit or loss on sale of equity shares/mutual fund units is the difference between the sale

consideration net of expenses, if any and the weighted average book cost.

1.4 Units reconciliation

The subscribers’ units as per Investment management system are reconciled with Central

Recordkeeping Agency (CRA) records on daily basis.

1.5 Investment management fees

Investment management fees are recognised on daily accrual basis on closing Asset

under management (AUM) in accordance with IMA. The Investment management fee is

inclusive of brokerage but excludes custodian charges and applicable taxes, if any.

1.6 Other expenses

Custody charges are recognised on daily accrual basis in accordance with IMA. Trustee

bank charges were recognised when they were debited by the trustee bank on a

quarterly basis. The trustee bank has discontinued levying charges with effect from July

01, 2013.

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

Notes to accounts

2.1 Contingent liabilities

(In `)

Particulars At March 31,

2015

At March 31,

2014

Uncalled liability on partly paid shares Nil Nil

Other commitments Nil Nil

2.2 Investments

All investments are performing investments. All investments of the scheme are in the

name of the NPS Trust. All investments are traded investments.

2.3 Details of transactions with sponsor and its related parties

Related parties and nature of relationship.

Nature of relationship Name of the related party

Pension fund manager ICICI Prudential Pension Funds Management

Company Limited

Sponsor company ICICI Prudential Life Insurance Company Limited

Associates and group

companies

- Holding company of

sponsor

ICICI Bank Limited

The following represents significant transactions between the Scheme and its related

parties.

(In `)

Name of

related party

Nature of

transaction

Transactions for the

year ended

Amount recoverable/

(payable)

March 31,

2015

March 31,

2014

At March

31, 2015

At March

31, 2014

ICICI Prudential

Pension Funds

Management

Company

Limited

Investment

management

fees

790,603 1,099,126 (31,280) (332,101)

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

Aggregate investments made by the scheme in the associates and group companies are

as follows:

(In `)

Period Name of the

Company

Asset

type Cost

Market

value

At March 31,

2015 ICICI Bank Limited Equity 63,103,805 81,670,330

At March 31,

2014 ICICI Bank Limited Equity 32,908,819 40,715,625

2.4 Investment management fees

The Investment Management Fees is charged on closing funds under management on

daily basis for all the schemes. In terms of the PFRDA’s letter no. PFRDA/6/PFM/9/2 dated

July 31, 2014, the Company has started charging investment management fee of 0.01%

per annum, with effect from August 01, 2014. The investment management fee charged

upto July 31, 2014 was 0.25% per annum.

2.5 Aggregate value of purchase and sale with percentage to average daily

net assets

Aggregate value of purchase and sale with percentage to average daily net assets is as

follows:

(In `)

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Aggregate value of purchase and sale 2,917,220,717 144,7383,627

% to average net assets 299.2% 369.9%

Aggregate value of purchase and sale (excluding liquid mutual fund)* with percentage to

average daily net assets is as follows:

(In `)

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Aggregate value of purchase and sale 565,023,406 616,739,008

% to average net assets 58.0% 157.6%

*liquid mutual fund investments are held for day to day cash management, hence excluded.

2.6 Investments falling under each major industry group

The total value of investments falling under each major industry group (which constitutes

not less than 5% of the total investments in the major classification of the financials) are

disclosed as under:

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

Investment

classification

At March 31, 2015 At March 31, 2014

Market value

(In `)

% of

investment

class

Market

value (In `)

% of

investment

class

Equity 1,315,205,075 100.0% 631,790,071 100.0%

Monetary

intermediation of

commercial banks,

saving banks

315,618,830 24.0% 131,155,939 20.8%

Writing, modifying,

testing of computer

program to meet the

needs

216,515,378 16.5% 101,481,127 16.1%

Activities of specialized

institutions granting

credit for house

purchases that also take

deposits

92,435,819 7.0% 38,935,795 6.1%

Manufacture of

allopathic

pharmaceutical

preparations

91,865,397 7.0% 33,544,444 5.3%

Manufacture of

cigarettes, cigarette

tobacco

81,322,059 6.2% 54,224,929 8.6%

Manufacture of refined

petroleum products 60,799,382 4.6% 4,032,1021 6.3%

Others 456,648,210 34.7% 232,126,816 36.8%

Mutual Funds 13,033,190 100.0% 5,841,738 100.0%

Net current assets (12,618,684) 100.0% (1,722,482) 100.0%

Net asset value 1,315,619,581 100.0% 635,909,327 100.0%

2.7 Statement of portfolio holding as on March 31, 2015

Security name Units Acquisition

cost (In `) Market value

(In `)

Equity 1,036,688,745 1,315,205,075

Infosys Limited 44,589 74,273,690 98,914,008

Housing Development Finance

Corporation Limited 70,256 63,045,879 92,435,819

HDFC Bank Limited 86,758 64,093,357 88,727,407

ICICI Bank Limited 258,860 63,103,805 81,670,330

ITC Limited 249,569 79,908,054 81,322,059

Larsen & Toubro Limited 36,525 43,641,847 62,810,216

Reliance Industries Limited 73,607 65,713,894 60,799,382

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

Security name Units Acquisition

cost (In `) Market value

(In `)

Tata Consultancy Services Limited 22,838 46,299,917 58,327,110

Tata Motors Limited 80,273 30,969,830 44,166,205

Axis Bank Limited 75,863 24,598,631 42,498,453

State Bank Of India 138,071 27,940,501 36,871,861

Sun Pharmaceuticals Industries Limited 33,626 19,811,138 34,429,661

Hindustan Unilever Limited 31,648 19,420,429 27,646,110

Kotak Mahindra Bank Limited 19,208 16,354,923 25,224,906

Oil & Natural Gas Corporation Limited 80,142 25,618,228 24,551,502

Mahindra & Mahindra Limited 20,600 20,744,243 24,468,680

Bharti Airtel Limited 61,827 21,276,836 24,316,559

HCL Technologies Limited 24,214 14,472,462 23,739,406

Maruti Suzuki India Limited 5,909 12,136,636 21,847,641

Lupin Limited 10,706 10,868,037 21,501,930

Coal India Limited 57,411 19,563,733 20,834,452

Dr. Reddys Laboratories Limited 5,671 14,313,878 19,784,701

Wipro Limited 29,335 15,505,114 18,447,315

IndusInd Bank Limited 19,309 10,168,705 17,107,774

Tech Mahindra Limited 27,136 14,034,550 17,087,539

Asian Paints Limited 20,226 10,944,629 16,409,354

Cipla Limited 22,667 10,180,189 16,149,104

Power Grid Corporation Of India Limited 98,390 11,239,292 14,291,148

Hero Motocorp Limited 5,359 12,073,125 14,146,688

NTPC Limited 92,230 13,398,939 13,543,976

Ultratech Cement Limited 4,573 9,725,704 13,160,637

Bajaj Auto Limited 5,994 11,993,084 12,087,500

Yes Bank Limited 14,535 11,821,433 11,856,926

Grasim Industries Limited 2,842 8,503,482 10,294,719

IDFC Limited 59,425 7,587,245 9,921,004

Bharat Heavy Electricals Limited 40,385 9,130,162 9,504,610

Tata Steel Limited 29,779 11,474,309 9,432,498

Bharat Petroleum Corporation Limited 11,543 5,364,869 9,359,064

Sesa Sterlite Limited 49,163 10,094,772 9,316,389

Idea Cellular Limited 50,012 8,871,313 9,202,208

Ambuja Cements Limited 34,368 6,611,454 8,774,150

Zee Entertainment Enterprises Limited 24,423 7,813,164 8,346,560

GAIL (India) Limited 20,764 7,951,973 8,052,279

Hindalco Industries Limited 57,470 7,668,506 7,413,630

Bank of Baroda 41,952 6,444,979 6,859,152

ACC Limited 4,178 5,363,087 6,529,170

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

Security name Units Acquisition

cost (In `) Market value

(In `)

Tata Power Company Limited 80,893 6,476,582 6,236,850

Cairn India Limited 25,370 7,791,596 5,425,375

Punjab National Bank 33,255 5,333,581 4,802,022

NMDC Limited 35,410 4,952,962 4,559,038

Mutual Funds 13,031,713 13,033,190

IDFC Cash fund – Direct Plan - Growth 7,669 13,031,713 13,033,190

Total 1,049,720,458 1,328,238,265

Statement of portfolio holding as on March 31, 2014

Security name Units Acquisition

cost (In `) Market

value (In `)

Equity 547,918,864 631,790,071

ITC Limited 153,677 45,597,168 54,224,929

Infosys Limited 13,747 40,967,668 45,128,652

ICICI Bank Limited 32,702 32,908,819 40,715,625

Reliance Industries Limited 43,321 36,633,866 40,321,021

HDFC Bank Limited 52,542 32,210,467 39,343,450

Housing Development Finance Corporation 44,050 33,868,099 38,935,795

Larsen & Toubro Limited 23,041 21,970,751 29,305,848

Tata Consultancy Services Limited 13,207 22,706,722 28,172,512

Tata Motors Limited 51,452 16,302,783 20,511,340

State Bank Of India 8,723 14,102,273 16,728,097

ONGC Corporation Limited 49,942 14,316,642 15,916,515

Axis Bank Limited 8,805 10,491,491 12,859,703

Mahindra & Mahindra Limited 13,017 11,251,793 12,765,772

Sun Pharma Limited 21,526 9,751,757 12,372,069

Hindustan Unilever Limited 19,887 10,414,394 12,042,573

Bharti Airtel Limited 33,739 10,891,753 10,720,567

HCL Technologies Limited 7,619 7,028,609 10,595,743

Wipro Limited 18,447 9,201,867 10,020,410

Dr. Reddy Laboratories 3,636 8,050,747 9,322,340

Kotak Mahindra Bank Limited 10,803 7,172,706 8,437,683

Bajaj Auto Limited 3,788 6,979,996 7,892,677

Hero Motocorp Limited 3,386 6,693,782 7,702,473

Tech Mahindra Limited 4,213 7,728,508 7,563,810

Tata Steel Limited 18,890 6,548,070 7,441,716

Maruti Suzuki India Limited 3,755 5,560,737 7,403,921

Asian Paints Limited 12,782 5,752,847 7,003,897

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

Security name Units Acquisition

cost (In `) Market

value (In `)

NTPC Limited 58,130 8,565,848 6,969,787

Sesa Sterlite Limited 35,330 6,603,957 6,661,472

Power Grid Corporation Of India Limited 62,173 6,280,975 6,528,165

Lupin Limited 6,786 5,468,503 6,332,356

Ultratech Cement Limited 2,868 5,195,660 6,272,173

Indusind Bank 12,061 5,088,346 6,052,813

United Spirits Limited 2,211 5,913,330 5,853,512

Cairn India Limited 16,717 5,316,950 5,566,761

Cipla Limited 14,414 5,457,148 5,517,679

Grasim Industries Limited 1,820 4,950,906 5,256,251

Coal India Limited 17,953 4,758,884 5,183,929

Hindalco Industries Limited 36,487 4,409,812 5,172,032

GAIL (India) Limited 12,678 4,504,354 4,767,562

Tata Power Limited 51,589 3,979,293 4,392,803

Bharat Heavy Electricals Limited 22,299 4,788,681 4,371,719

Ambuja Cements Limited 21,608 3,686,454 4,369,138

Infrastructure Development Finance

Limited 35,417 3,980,613 4,329,728

Bank of Baroda 5,404 3,566,775 3,894,933

Associated Cement Companies Limited 2,629 3,067,157 3,679,417

Bharat Petroleum Corp Limited 7,294 2,571,250 3,355,605

Punjab National Bank 4,199 3,038,096 3,123,636

NMDC Limited 22,427 2,930,966 3,122,960

Jindal Steel & Power Limited 10,419 3,821,972 3,047,037

DLF Limited 12,678 2,360,337 2,237,033

Idea Cellular Limited 15,496 2,508,282 2,129,925

Tata Power Limited - Rights Issue 6,064 - 152,510

Mutual Funds 5,840,000 5,841,738

IDFC Cash fund – Direct Plan - Growth 5,840,000 5,841,738

Total 553,758,864 637,631,809

2.8 Key statistics

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

1. NAV per unit (`)I

(based on published NAV)

Open 16.7001 13.7814

High 22.7271 16.7001

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Low 16.5854 12.9707

End

21.4852 16.7001

2. Closing Assets Under Management (` in Lakhs)

End 13,156.20 6,359.09

Average daily net assets (AAUM)II

9,750.19 3,912.86

3. Gross income as % of AAUMIII

1.68% 4.15%

4. Expense ratio

a. Total expense as % of AAUM (scheme wise)IV

0.0895% 0.2893%

b. Management fee as % of AAUM (scheme wise) 0.0811% 0.2809%

5. Net income as % of AAUMV

1.59% 3.86%

6. Portfolio turnover ratioVI

4.07% 38.76%

7. Total dividend per unit distributed during the period - -

8. Returns: (%)

a. Last one year 28.65% 21.18%

Benchmark 28.33% 19.33%

b. Since inception 114.85% 67.00%

Benchmark 110.36% 63.92%

c. Compound annualised yield (%)VII

Last 1 year 28.39% 21.18%

Last 3 year 19.33% 6.84%

Last 5 year 11.89% NA

Since launch of the scheme 13.91% 11.12%

Launch Date May 18, 2009

I. NAV = (Market value of investment held by scheme + value of current assets - value of

current liability and provisions, if any)/(no. of units at the valuation date (before

creation/redemption of units)

The last published NAV in FY 2014 was on March 28, 2014 of ₹ 16.7001 since it was the

last business day of the financial year. However, since equity markets were operational

on March 31, 2014, it was directed by NPS trust to value its investments on prices of

March 31, 2014 to reflect the correct AUM as on Balance Sheet date. Accordingly, the

NAV computed on March 31, 2014 was ₹ 16.7218. Since March 31, 2014 was a non

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

business day, no transactions were conducted by the subscribers and the NAV

computed for March 31, 2014 was for disclosure purpose only.

II. AAUM = Average daily net assets

III. Gross income = Income includes Interest income, Dividend income and Net

profit/(loss) on sale of investments

IV. Total expenses = Expenses include management fees, custody fees, trustee bank

charges but excludes unrealised loss

V. Net income = Gross income less Total expenses (excludes unrealised gain/loss)

VI. Portfolio turnover = Lower of sales or purchase divided by the average AUM for the

period. Investment in liquid mutual fund is excluded from the turnover as the same is

primarily for liquidity management.

VII. Compounded annualised yield is to be calculated based on following formula:

=((1+ cumulative return)^n) -1 (where n=365/no. of days)

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier I

2.9 Previous year comparatives

Previous year amounts have been regrouped and reclassified wherever necessary to

conform to current year’s presentation in line with the PFRDA (Preparation of financial

statements and Auditor’s report of Schemes under National Pension System) Guidelines

- 2012.

For Borkar & Muzumdar

Chartered Accountants

Firm Registration No. 101569W

For and on behalf of the Board of Directors

of ICICI Prudential Pension Funds

Management Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner Chairman Director

Membership No. 33254

Meghana Baji Vishal Mehta

Chief Executive Officer Company Secretary

Date : April 24, 2015

Place : Mumbai

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

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ICICI Prudential Pension Funds Management

Company Limited - Scheme C Tier I

Financial Statements together with Auditor’s Report for

the year ended March 31, 2015

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ICICI Prudential Pension Funds Management

Company Limited - Scheme C Tier I

Financial Statements together with Auditor’s

Report

For the year ended March 31, 2015

Contents

Auditor’s Report

Balance Sheet

Revenue Account

Accounting Policies and Notes to Accounts

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INDEPENDENT AUDITORS' REPORT To, The Trustees, National Pension System Trust Report on Financial Statements 1 We have audited the accompanying financial statements of NPS Trust A/c ICICI Prudential Pension

Funds Management Company Limited, Scheme C - Tier I (Scheme) under the National Pension System Trust (NPS Trust) managed by ICICI Prudential Pension Funds Management Company Limited (‘PFM’ or the ‘Company) which comprise of the Balance Sheet as at March 31, 2015, and the Revenue Account for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements 2 Management of the PFM, in accordance with the Pension Fund Regulatory and Development

Authority (PFRDA) Guidelines and the Investment Management Agreement (IMA) with the NPS Trust, is responsible for the preparation of these financial statements that give a true and fair view of the financial position and financial performance of the Scheme in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Companies Act 2013 (the Act), read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies, making judgments and estimates that are reasonable and prudent, and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. These financial statements are also approved by the NPS Trust on the recommendation of the Board of Directors of the PFM.

Auditor’s Responsibility 3 4

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

5 An audit involves performing procedures to obtain audit evidence about the amounts and the

disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the PFM’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

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6 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our audit opinion on the financial statements. Opinion 7 In our opinion and to the best of our information and according to the

explanations given to us, the aforesaid financial statements give the information required by PFRDA (Preparation of Financial Statements and Auditors Report of Schemes under National Pension System) Guidelines 2012 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a)

in the case of the Balance Sheet, of the state of affairs of the Scheme as at March 31, 2015; and

(b)

in the case of the Revenue Account, of the surplus of the Scheme for the year ended on that date;

Report on Other Legal And Regulatory Requirements 8 As required by the PFRDA (Preparation of Financial Statements and Auditors Report of Schemes

under National Pension System) Guidelines 2012, as amended, and section 143(3) of the Act we report that:

a) We have obtained all information and explanations which to the best of our knowledge and belief

were necessary for the purpose of the audit. b) The Balance Sheet and Revenue account of the Scheme are in agreement with the books of account

of the Scheme. c) In our opinion proper books of account of the Scheme, as required by the PFRDA has been

maintained by the PFM as far as appears from our examination of those books. d) All transactions expenses in excess of the limits contractually agreed to / approved by the Authority

are borne by the Pension Fund (if any) and are not charged to the NAV of the Scheme. e) In our opinion the Balance Sheet and Revenue Account of the Scheme dealt with by this report

comply with the “PFRDA (Preparation of Financial Statements and Auditor’s Report of Scheme under National Pension System) Guidelines-2012” and the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

9 We further certify that

a) Investments have been valued in accordance with the guidelines issued by the Authority. b) Transaction and claims/fee raised by different entities are in accordance with the prescribed fee. For Borkar & Muzumdar

Chartered Accountants Firm Registration No. 101569W B M Agarwal Partner M No.: 33254 Place: Mumbai Date: 24th April, 2015

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME C TIER I

BALANCE SHEET AT MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Sources of funds

Unit capital 1 494,759,247 274,005,934

Reserves and surplus 2 437,119,066 172,313,169

Current liabilities and provisions 3 727,970 265,033

Borrowings - -

Total 932,606,283 446,584,136

Application of funds

Investments (long term and short term) 4 901,010,207 429,432,581

Deposits 5 - 193,600

Other current assets 6 31,596,076 16,957,955

Total 932,606,283 446,584,136

(a) Net asset as per Balance Sheet (Schedule 4+5+6 -3) 931,878,313 446,319,103

(b) Number of units outstanding 49,475,925 27,400,593

(c) NAV per unit (a)/(b) (`) (Refer note 2.8 (II)) 18.8350 16.2887

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

ScheduleParticularsScheme C Tier I

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME C TIER I

REVENUE ACCOUNT FOR THE YEAR ENDED MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Income from investments

Interest income 56,478,521 25,550,744

Dividend income - -

Net profit/(loss) on sale/redemption of investments (other than

inter-scheme transfer/sale) 5,031,560 1,216,620

Net profit/(loss) on inter-scheme transfer/sale of investments (13,909) (14,596)

Unrealised gain on appreciation in investments 37,677,051 2,297,025

Total income (A) 99,173,223 29,049,793

Expenses and losses

Unrealised losses in value of investments 2,830,108 8,936,632

Provision for outstanding accrued income considered doubtful - -

Provision for doubtful deposits and current assets - -

Management fees (including service tax) [Refer Note 2.4] 533,084 812,262

Trusteeship/regulatory fees - -

Publicity expenses - -

Audit fees - -

Custodian fees 49,931 22,319

Trustee bank fees - 119

CRA fees 1,600,592 1,161,457

Less : Amount recovered on sale of units on account of CRA

charges (1,600,592) (1,161,457)

Total expenditure (B) 3,413,123 9,771,332

Net income/(expenditure) for the year (A-B) appropriated

to Balance Sheet

95,760,100 19,278,461

Balance at the beginning of the year 39,794,322 20,515,861

Balance at the end of the year carried to Balance Sheet

135,554,422 39,794,322

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached.

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

ParticularsScheme C Tier I

Schedule

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME C TIER I

Schedules forming part of the financial statements

Schedule 1: Unit capital (In `)

March 31, 2015 March 31, 2014

Initial capital - -

Unit capital

Opening balance 274,005,934 119,007,511

Additions during the year 230,745,188 163,335,465

Deduction during the year (9,991,875) (8,337,042)

Closing balance 494,759,247 274,005,934

Number of units of face value ` 10 49,475,925 27,400,593

Schedule 2: Reserves and surplus (In `)

March 31, 2015 March 31, 2014

Unit premium reserve

Opening balance 132,518,847 42,960,655

Additions during the year 176,769,645 94,325,610

Deduction during the year (7,723,848) (4,767,418)

Closing balance 301,564,644 132,518,847

Surplus/(deficit) in Revenue account

Opening balance 39,794,322 20,515,861

Additions during the year 95,760,100 19,278,461

Deduction during the year - -

Closing balance 135,554,422 39,794,322

General reserve* - -

Appropriation account* - -

Total 437,119,066 172,313,169

* The balances have been nil throughout the year

Schedule 3: Current liabilities and provisions (In `)

March 31, 2015 March 31, 2014

Current liabilities

Sundry creditors 36,916 256,750

Contracts for purchase of investments - -

Interest received in advance - -

Unclaimed distributed income - -

Pending creation of units - -

Unit redemption payable 691,054 8,283

Provisions - -

Total 727,970 265,033

Scheme C Tier I

Scheme C Tier I

Scheme C Tier I

Particulars

Particulars

Particulars

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME C TIER I

Schedules forming part of the financial statements

Schedule 4: Investments (In `)

March 31, 2015 March 31, 2014

Equity shares - -

Preference shares - -

Debentures and bonds 880,339,037 423,340,769

Central and state government securities (including treasury bills) - -

Commercial Paper - -

Others - Mutual funds 20,671,170 6,091,812

Total 901,010,207 429,432,581

Schedule 5: Deposits (In `)

March 31, 2015 March 31, 2014

Deposits with scheduled banks - 193,600

Others - -

Total - 193,600

Schedule 6: Other current assets (In `)

March 31, 2015 March 31, 2014

Balances with banks in current/saving account 2,626,325 1,303,561

Cash on hand - -

Sundry debtors - -

Contracts for sale of investments - -

Outstanding and accrued income 28,969,751 15,654,394

Advance, deposits etc. - -

Shares/debentures/others application money pending allotment - -

Others - Dividend receivable - -

Total 31,596,076 16,957,955

Particulars

Scheme C Tier IParticulars

Scheme C Tier I

ParticularsScheme C Tier I

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

Schedule 7

Significant accounting policies and notes to accounts for the year ended March

31, 2015

1.1 Background

ICICI Prudential Pension Funds Management Company Limited (‘the Company’) is appointed

as a Pension Fund Manager (‘PFM’) by the National Pension System Trust (‘NPS’). The

Company has entered into an Investment Management Agreement (‘IMA’) with NPS. The

Pension Fund Regulatory and Development Authority (‘PFRDA’) guidelines require each

PFM to manage subscribers’ funds made available to it by the Trustee bank along with the

data made available by the Central Recordkeeping Agency (‘CRA’) at a consolidated level.

The Company makes investments as per the IMA, various other circulars/guidelines issued

by the PFRDA in this context from time to time and the scheme wise flow of funds.

The Company manages six separate schemes under the two tiered structure (Tier I and II)

prescribed under the NPS. The schemes are classified as Scheme E, C and G based on the

underlying asset class prescribed under the NPS as follows:

Scheme E – Equity market instruments

Scheme C – Credit risk bearing fixed income instruments

Scheme G – Government securities

1.2 Basis of preparation

The financial statements have been prepared in accordance with the PFRDA (Preparation of

financial statements and Auditor’s report of Schemes under National Pension System)

Guidelines – 2012 (‘Guidelines’), Accounting Standards (‘AS’) notified under section 133 of

the Companies Act, 2013, read together with paragraph 7 of the Companies (Accounts)

Rules 2014 to the extent made applicable by the Guidelines and generally accepted

accounting principles. The Guidelines specifically exempt the schemes from the

applicability of AS 3 (Cash Flow Statement) and AS 17 (Segmental Reporting). These

financial statements have been prepared on an accrual basis, except as otherwise stated.

The financials have been prepared for Scheme C Tier I being managed by the Company.

1.3 Investments

Purchase and sale of securities are accounted on trade date. Investments are reconciled

with the custodian records on daily basis. The holding cost of investments is determined by

the weighted average cost method and the cost does not include brokerage and other

transaction charges.

Valuation of investments

All investments are marked to market and are carried in the Balance Sheet at the market

value as on Balance Sheet date/date of determination/date of valuation. Unrealised

gain/(loss), if any, is transferred to Revenue account.

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

As per directive received from NPS, the valuation of investments is carried out by Stock

Holding Corporation of India Limited (SHCIL). The Investment valuation methodology

adopted by SHCIL is as follows:

Debt securities other than Government securities with a residual maturity over 60 days are

valued at weighted average traded price on that day. When such securities are not traded

on a particular day, they are valued on a yield to maturity basis, by using spreads over risk

free benchmark yield obtained from agency(ies) entrusted for the said purpose by

Association of Mutual Funds in India (AMFI) to arrive at the yield for pricing the security.

Debt securities other than Government securities with a residual maturity upto 60 days are

valued at weighted average traded price on that day. When such securities are not traded

on a day, they are valued at last valuation price plus the difference between the redemption

value and last valuation price, spread uniformly over the remaining maturity period of the

instrument. In case of floating rate securities with floor and caps on coupon rate and

residual maturity of upto 60 days then those shall be valued on amortisation basis taking the

coupon rate as floor.

Mutual fund units are valued based on the net asset values of the preceding day of the

valuation date.

Income earned on investments

Interest income on investments is recognised on daily accrual basis. In respect of

investments purchased, interest paid for the period from the last interest due date upto the

date of purchase is debited to interest recoverable account and not included in cost of

purchase. Similarly interest received at the time of sale for the period from the last interest

due date upto the date of sale is credited to interest recoverable account and not included

in sale value. Accretion of discount/amortization of premium relating to debt securities is

recognised over the holding/maturity period on a straight-line basis.

Profit or loss on sale of debt securities is the difference between the sale consideration net

of expenses, if any and the weighted average amortised cost as on the date of sale.

Profit or loss on sale of mutual fund units is the difference between the sale consideration

net of expenses, if any and the weighted average book cost.

Non-performing assets (NPA)

An investment is regarded as NPA, if interest/principal or both amount has not been

received or has remained outstanding for one quarter from the day such income/installment

has fallen due. Further the Company also classifies following assets as impaired.

1. In case of investments, securities where the certificates, if any, are not traceable for a

protracted period

2. In case of assets, other than investments, where in the opinion of the Board of Directors,

there is a substantial dimunition in value.

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

Where income receivable on investments has accrued but has not been received for one

quarter beyond the due date, provision shall be made by debiting to the Revenue account

for the income so accrued and no further accrual of income shall be made in respect of

such investments.

Income on NPAs shall be recognised on cash basis.

1.4 Units reconciliation

The subscribers’ units as per Investment management system are reconciled with Central

Recordkeeping Agency (CRA) records on daily basis.

1.5 Investment management fees

Investment management fees are recognised on daily accrual basis on closing Asset under

management (AUM) in accordance with IMA. The investment management fee is inclusive

of brokerage but excludes custodian charges and applicable taxes, if any.

1.6 Other expenses

Custody charges are recognised on daily accrual basis in accordance with IMA. Trustee

bank charges were recognised when they were debited by the trustee bank on a quarterly

basis. The trustee bank has discontinued levying charges with effect from July 01, 2013.

Notes to accounts

2.1 Contingent liabilities

(In `)

Particulars At March 31,

2015

At March 31,

2014

Other commitments Nil Nil

2.2 Investments

All investments and deposits under the scheme are performing assets, hence no provisions

for doubtful deposits, debts and for doubtful outstandings and accrued income are required

to be made. All the investments of the scheme are in the name of the NPS Trust.

Aggregate value of non-traded investments as on March 31, 2015 is Rs. 369,602,733

(March 31, 2014: Rs. 266,201,904). Non traded securities as per the PFRDA (Preparation of

financial statements and Auditor’s report of Schemes under National Pension System)

Guidelines – 2012 are those securities that are not traded on any stock exchange for a

period of 30 days prior to the valuation date. They are valued at yield to maturity basis, by

using spreads over the benchmark rate.

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

2.3 Details of transactions with sponsor and its related parties

Related parties and nature of relationship.

Nature of relationship Name of the related party

Pension fund manager ICICI Prudential Pension Funds Management Company

Limited

Sponsor company ICICI Prudential Life Insurance Company Limited

Associates and group

companies

- Holding company of

sponsor

ICICI Bank Limited

The following represents significant transactions between the Scheme and its related

parties.

(In `)

Name of

related party

Nature of

transaction

Transactions for the

year ended

Amount recoverable/

(payable)

March 31,

2015

March 31,

2014

At March

31, 2015

At March

31, 2014

ICICI Prudential

Pension Funds

Management

Company

Limited

Investment

management

fees

533,084 812,262 (21,270) (240,767)

Aggregate investments made by the scheme in the associates and group companies at

March 31, 2015 is Nil (March 31, 2014: Nil).

2.4 Investment management fees

The Investment Management Fees is charged on closing funds under management on daily

basis for all the schemes. In terms of the PFRDA’s letter no. PFRDA/6/PFM/9/2 dated July 31,

2014, the Company has started charging investment management fee of 0.01% per annum,

with effect from August 01, 2014. The investment management fee charged upto July 31,

2014 was 0.25% per annum.

2.5 Aggregate value of purchase and sale with percentage to average daily

net assets

Aggregate value of purchase and sale with percentage to average daily net assets is as

follows:

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

(In `)

Particulars Year ended

March 31, 2015

Year ended

March 31, 2014

Aggregate value of purchase and sale 13,542,147,470 3,713,692,740

% to average daily net assets 2,065.0% 1,284.3%

Aggregate value of purchase and sale (excluding liquid mutual fund)* with percentage to

average daily net assets is as follows:

(In `)

Particulars Year ended

March 31, 2015

Year ended

March 31, 2014

Aggregate value of purchase and sale 708,614,181 351,545,635

% to average daily net assets 108.1% 121.5%

*liquid mutual fund investments are held for day to day cash management, hence excluded.

2.6 Investments falling under each major industry group

The total value of investments falling under each major industry group (which constitutes

not less than 5% of the total investment in the major classification of the financials) are

disclosed as under:

Investment

classification

At March 31, 2015 At March 31, 2014

Market

value (In `)

% of

investment

class

Market

value (In `)

% of

investment

class

Mutual funds 20,671,170 100.0% 6,091,812 100.0%

Mutual funds 20,671,170 100.0% 6,091,812 100.0%

Fixed deposits - - 193,600 100.0%

Monetary intermediation

of commercial banks,

saving banks

- - 193,600 100.0%

Non-convertible

debentures 880,339,037 100.0% 423,340,769 100.0%

Other credit granting 178,491,955 20.3% 87,092,064 20.6%

Monetary intermediation

of commercial banks,

saving banks

122,628,970 13.9% - -

Activities of specialized

institutions granting credit

for house purchases that

also take deposits

105,965,307 12.0% 81,735,955 19.3%

Other financial service

activities, except

insurance & pension

funding

96,736,642 11.0% 26,587,144 6.3%

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

Investment

classification

At March 31, 2015 At March 31, 2014

Market

value (In `)

% of

investment

class

Market

value (In `)

% of

investment

class

Transmission of electric

energy 73,023,050 8.3% 19,070,880 4.5%

Manufacture of

commercial vehicles such

as vans, lorries etc

52,456,350 6.0% 1,485,373 0.4%

Activities of providing

internet access by

operator of the wired

infrastructure

52,389,189 6.0% 44,549,758 10.5%

Activities of commission

agents, brokers dealing in

wholesale trade of

agricultural raw material,

live animals, food,

beverages, intoxicants

and textiles

49,873,522 5.7% 40,611,360 9.6%

Support activities for

petroleum and natural gas

mining

48,780,017 5.5% - -

Electric power generation

by coal based thermal

power plants

- - 38,275,386 9.0%

Activities of holding

companies

13,950,560 1.6% 41,165,399 9.7%

Manufacture of

Aluminium from alumina

and by other methods

and products of

aluminium and alloys

40,208,142 4.6% 37,988,652 9.0%

Others 45,835,333 5.1% 4,778,798 1.1%

Net current assets 30,868,106 100.0% 16,692,922 100.0%

Net asset value 931,878,313 100.0% 446,319,103 100.0%

2.7 Statement of portfolio holding as on March 31, 2015

Security name Units Acquisition

cost (In `) Market value

(In `)

Mutual Funds 20,668,907 20,671,170

IDFC Cash fund - Direct Plan –Growth 12,163 20,668,907 20,671,170

Non-convertible debentures 846,302,424 880,339,037

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

Security name Units Acquisition

cost (In `) Market value

(In `)

8.85% Axis Bank Ltd (December 05,

2024) 700,000 70,000,000 72,697,520

9.81% Tata Motors Limited (August 20,

2024) 500,000 50,313,990 52,456,350

8.95% Infotel Broadband Services

Limited (September 15, 2020) 510,000 49,547,382 52,389,189

9.25% LIC Housing Finance Limited

(January 01, 2023) 480,000 49,816,800 50,509,824

8.23% Punjab National Bank (February

09, 2025) 500,000 50,000,000 49,931,450

9.95% Food Corporation of India

(March 07, 2022) 460,000 46,078,000 49,873,522

10.08% IOT Utkal Energy Services

Limited (February 20, 2025) 430,000 45,454,096 48,780,017

8.93% Power Grid Corporation

(October 20, 2029) 450,000 45,000,000 47,519,100

8.65% Power Finance Corporation

Limited (December 28, 2024) 420,000 42,000,000 42,963,438

9.38% IDFC (September 12, 2024) 400,000 40,000,000 42,773,960

8.79% Mahindra & Mahindra Financial

Services Limited (January 23, 2025) 420,000 42,000,000 41,009,892

8.75% IRFC (November 29, 2026) 390,000 38,400,695 40,946,022

9.55% Hindalco Industries Limited

(April 25, 2022) 390,000 39,843,588 40,208,142

9.81% Power Finance Corporation

Limited (October 07, 2018) 350,000 35,224,104 36,470,000

9.90% HDFC (December 29, 2018) 310,000 30,924,200 32,572,010

10.00% Shriram Transport Finance

Company Limited (July 15, 2019) 280,000 27,823,600 28,443,996

8.73% Power Grid Corporation

(October 11, 2021) 250,000 23,877,420 25,503,950

10.75% Shriram Transport Finance

Company Limited (October 24, 2018) 220,000 22,000,000 22,865,062

9.51% LIC Housing Finance Limited

(July 24, 2019) 190,000 19,000,000 19,814,416

8.87% Rural Electrification Corporation

Limited (March 08, 2020) 150,000 15,004,500 15,338,535

9.67% Tata Sons Limited (September

13, 2022) 130,000 13,041,781 13,950,560

9.098 % L&T IRCL (October 15, 2022) 75,000 7,500,000 7,965,308

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

Security name Units Acquisition

cost (In `) Market value

(In `)

9.098 % L&T IRCL (April 15, 2021) 70,000 7,000,000 7,324,254

9.098 % L&T IRCL (April 15, 2023) 65,000 6,500,000 6,930,788

9.098 % L&T IRCL (October 15, 2020) 60,000 6,000,000 6,254,904

9.098 % L&T IRCL (October 15, 2021) 50,000 5,000,000 5,262,860

9.098 % L&T IRCL (October 15, 2019) 45,000 4,500,000 4,655,187

9.098 % L&T IRCL (October 15, 2023) 40,000 4,000,000 4,282,196

9.18% HDFC (February 28, 2018) 30,000 2,945,540 3,069,057

10.25% Shriram Transport Finance

Company Limited (April 18, 2015) 21,000 2,106,300 2,100,563

10.09% MRF Limited (May 27, 2019) 20,000 2,040,800 2,100,168

11.60% Shriram Transport Finance

Company Limited (July 11, 2016) 20,000 2,061,824 2,016,388

10.09% MRF Limited (May 27, 2020) 10,000 999,544 1,059,669

9.75% Shriram Transport Finance

Company Limited (June 01, 2015) 3,000 298,260 300,741

Total 866,971,331 901,010,207

Statement of portfolio holding as on March 31, 2014

Security name Units Acquisition

cost (In `) Market

value (In `)

Mutual Funds 6,090,000 6,091,812

IDFC Cash fund - Direct Plan –Growth 3911 6,090,000 6,091,812

Non-convertible debentures 424,150,648 423,340,769

8.95% Infotel Broadband Services

Limited (September 15, 2020) 460,000 44,635,942 44,549,758

9.80% LIC Housing Finance Limited

(October 22, 2017) 420,000 41,655,276 42,450,954

9.95% Food Corporation of India Limited

(March 07, 2022) 400,000 39,976,000 40,611,360

9.80 % Talwandi Sabo Power Limited

(December 09, 2023) 380,000 37,808,110 38,275,386

9.55% Hindalco Industries Limited (April

25, 2022) 390,000 39,843,588 37,988,652

8.75% IRFC (November 29, 2026) 390,000 38,400,695 37,240,164

9.81% Power Finance Corporation

Limited (October 07, 2018) 350,000 35,224,104 35,337,435

9.90% HDFC (December 29, 2018) 310,000 30,924,200 31,379,657

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

Security name Units Acquisition

cost (In `) Market

value (In `)

10.75% Shriram Transport Finance

Company Limited (October24, 2018) 220,000 22,000,000 22,148,918

9.67% Tata Sons Limited (September 13,

2022) 200,000 20,317,448 20,051,000

8.73% Power Grid Corporation (October

11, 2021) 200,000 19,076,420 19,070,880

9.70% Tata Sons Limited (July 25, 2022) 150,000 15,003,000 15,064,830

8.87% Rural Electrification Corporation

Limited (March 08, 2020) 150,000 15,004,500 14,514,465

9.18% HDFC (February 12, 2018) 80,000 7,854,400 7,905,344

9.90% Tata Sons Limited (March 18,

2016) 30,000 3,015,300 3,025,497

9.90% Tata Sons Limited (February 24,

2016) 30,000 3,010,600 3,024,072

10.25% Shriram Transport Finance

Company Limited (April 18, 2015) 21,000 2,106,300 2,104,761

11.60% Shriram Transport Finance

Company Limited (July 11, 2016) 20,000 2,061,824 2,034,314

10.09% MRF Limited (May 27, 2019) 20,000 2,040,800 2,015,462

2.00% Tata Motors Limited Tranche-4

(March 31, 2016) 10,000 1,084,500 1,485,373

10.09% MRF Limited (May 27, 2020) 10,000 999,544 1,006,691

10.20% Tata Steel Limited (May 07,

2015) 10,000 1,043,500 1,001,500

10.75% Bharat Forge Limited (March 22,

2015) 10,000 766,337 755,145

9.75% Shriram Transport Finance

Company Limited (June 01, 2015) 3,000 298,260 299,151

Fixed deposits 193,600 193,600

8.50% State Bank of Indore Fixed

Deposit (July 10, 14) 1 118,000 118,000

8.00% State Bank of Indore Fixed

Deposit (July 18, 2014) 1 26,800 26,800

8% State Bank of Indore Fixed Deposit

(July 22, 2014) 1 20,900 20,900

8.50% State Bank of Indore Fixed

Deposit (July 11, 2014) 1 20,000 20,000

8.50% State Bank of Indore Fixed

Deposit (July 15, 2014) 1 7,900 7,900

Total 430,434,248 429,626,181

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

2.8 Key statistics

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

1. NAV per unit (`)I

(based on published NAV)

Open 16.2768 15.3231

High 18.8350 16.2768

Low 16.1992 14.7799

End

18.8350 16.2768

2. Closing Assets Under Management (` in Lakhs)

End 9,318.78 4,463.19

Average daily net assets (AAUM)II

6,558.06 2,891.61

3. Gross income as % of AAUMIII

9.38% 9.25%

4. Expense ratio

a. Total expense as % of AAUM (scheme wise)IV

0.0889% 0.2887%

b. Management fee as % of AAUM (scheme wise) 0.0813% 0.2809%

5. Net income as % of AAUMV

9.29% 8.96%

6. Portfolio turnover ratioVI

21.96% 15.22%

7. Total dividend per unit distributed during the period - -

8. Returns: (%)

a. Last one year 15.72% 6.22%

Benchmark 15.08% 5.36%

b. Since inception 88.35% 62.77%

Benchmark 65.50% 43.81%

c. Compound annualised yield (%)VII

Last 1 year 15.58% 6.22%

Last 3 year 11.96% 10.59%

Last 5 year 11.34% NA

Since launch of the scheme 11.39% 10.54%

Launch Date May 18, 2009

I. NAV = (Market value of investment held by scheme + value of current assets - value of

current liability and provisions, if any)/(no. of units at the valuation date (before creation/

redemption of units)

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

The last published NAV in FY 2014 was on March 28, 2014 of ₹ 16.2768 since it was the

last business day of the financial year. However, since equity markets were operational

on March 31, 2014, it was directed by NPS trust to value its investments on prices of

March 31, 2014 to reflect the correct AUM as on Balance Sheet date. Accordingly, the

NAV computed on March 31, 2014 was ₹ 16.2887. Since March 31, 2014 was a non

business day, no transactions were conducted by the subscribers and the NAV

computed for March 31, 2014 was for disclosure purpose only.

II. AAUM = Average daily net assets

III. Gross income = Income includes Interest income, Dividend income and Net

profit/(loss) on sale of investments

IV. Total expenses = Expenses include management fees, custody fees, trustee bank

charges but excludes unrealised loss

V. Net income = Gross income less Total expenses (excludes unrealised gain/loss)

VI. Portfolio turnover = Lower of sales or purchase divided by the average AUM for the

period. Investments in liquid mutual fund is excluded from the turnover as the same is

primarily for liquidity management.

VII. Compounded annualised yield is to be calculated based on following formula:

= ((1+ cumulative return)^n) -1 (where n=365/no. of days)

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ICICI Prudential Pension Funds Management Company Limited - Scheme

C Tier I

2.9 Previous year comparatives

Previous year amounts have been regrouped and reclassified wherever necessary to

conform to current year’s presentation in line with the PFRDA (Preparation of financial

statements and Auditor’s report of Schemes under National Pension System) Guidelines -

2012.

For Borkar & Muzumdar

Chartered Accountants

Firm Registration No. 101569W

For and on behalf of the Board of Directors

of ICICI Prudential Pension Funds

Management Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner Chairman Director

Membership No. 33254

Meghana Baji Vishal Mehta

Chief Executive Officer Company Secretary

Date : April 24, 2015

Place : Mumbai

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

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ICICI Prudential Pension Funds Management

Company Limited - Scheme G Tier I

Financial Statements together with Auditor’s Report for

the year ended March 31, 2015

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ICICI Prudential Pension Funds Management

Company Limited - Scheme G Tier I

Financial Statements together with Auditor’s

Report

For the year ended March 31, 2015

Contents

Auditor’s Report

Balance Sheet

Revenue Account

Accounting Policies and Notes to Accounts

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INDEPENDENT AUDITORS' REPORT To, The Trustees, National Pension System Trust Report on Financial Statements 1 We have audited the accompanying financial statements of NPS Trust A/c ICICI Prudential Pension

Funds Management Company Limited, Scheme G - Tier I (Scheme) under the National Pension System Trust (NPS Trust) managed by ICICI Prudential Pension Funds Management Company Limited (‘PFM’ or the ‘Company) which comprise of the Balance Sheet as at March 31, 2015, and the Revenue Account for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements 2 Management of the PFM, in accordance with the Pension Fund Regulatory and Development

Authority (PFRDA) Guidelines and the Investment Management Agreement (IMA) with the NPS Trust, is responsible for the preparation of these financial statements that give a true and fair view of the financial position and financial performance of the Scheme in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Companies Act 2013 (the Act), read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies, making judgments and estimates that are reasonable and prudent, and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. These financial statements are also approved by the NPS Trust on the recommendation of the Board of Directors of the PFM.

Auditor’s Responsibility 3 4

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

5 An audit involves performing procedures to obtain audit evidence about the amounts and the

disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the PFM’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

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6 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our audit opinion on the financial statements. Opinion 7 In our opinion and to the best of our information and according to the

explanations given to us, the aforesaid financial statements give the information required by PFRDA (Preparation of Financial Statements and Auditors Report of Schemes under National Pension System) Guidelines 2012 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a)

in the case of the Balance Sheet, of the state of affairs of the Scheme as at March 31, 2015; and

(b)

in the case of the Revenue Account, of the surplus of the Scheme for the year ended on that date;

Report on Other Legal And Regulatory Requirements 8 As required by the PFRDA (Preparation of Financial Statements and Auditors Report of Schemes

under National Pension System) Guidelines 2012, as amended, and section 143(3) of the Act we report that:

a) We have obtained all information and explanations which to the best of our knowledge and belief

were necessary for the purpose of the audit. b) The Balance Sheet and Revenue account of the Scheme are in agreement with the books of account

of the Scheme. c) In our opinion proper books of account of the Scheme, as required by the PFRDA has been

maintained by the PFM as far as appears from our examination of those books. d) All transactions expenses in excess of the limits contractually agreed to / approved by the Authority

are borne by the Pension Fund (if any) and are not charged to the NAV of the Scheme. e) In our opinion the Balance Sheet and Revenue Account of the Scheme dealt with by this report

comply with the “PFRDA (Preparation of Financial Statements and Auditor’s Report of Scheme under National Pension System) Guidelines-2012” and the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

9 We further certify that

a) Investments have been valued in accordance with the guidelines issued by the Authority. b) Transaction and claims/fee raised by different entities are in accordance with the prescribed fee. For Borkar & Muzumdar

Chartered Accountants Firm Registration No. 101569W B M Agarwal Partner M No.: 33254 Place: Mumbai Date: 24th April, 2015

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME G TIER I

BALANCE SHEET AT MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Sources of funds

Unit capital 1 635,168,805 341,406,510

Reserves and surplus 2 423,091,556 129,844,940

Current liabilities and provisions 3 89,388,796 268,882

Borrowings - -

Total 1,147,649,157 471,520,332

Application of funds

Investments (long term and short term) 4 1,039,973,635 466,956,707

Deposits 5 - -

Other current assets 6 107,675,522 4,563,625

Total 1,147,649,157 471,520,332

(a) Net asset as per Balance Sheet (Schedule 4+5+6 -3) 1,058,260,361 471,251,450

(b) Number of units outstanding 63,516,880 34,140,651

(c) NAV per unit (a)/(b) (`) (Refer note 2.8 (II)) 16.6611 13.8032

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

ScheduleParticularsScheme G Tier I

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME G TIER I

REVENUE ACCOUNT FOR THE YEAR ENDED MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Income from investments

Interest income 57,824,445 24,567,619

Dividend income - -

Net profit/(loss) on sale/redemption of investments (other than inter-

scheme transfer/sale)13,412,354 (8,488,903)

Net profit/(loss) on inter-scheme transfer/sale of investments - -

Unrealised gain on appreciation in investments 64,438,633 588,140

Total income (A) 135,675,432 16,666,856

Expenses and losses

Unrealised losses in value of investments 206,950 9,034,862

Provision for outstanding accrued income considered doubtful - -

Provision for doubtful deposits and current assets - -

Management fees (including service tax) [Refer Note 2.4] 575,052 837,979

Trusteeship/regulatory fees - -

Publicity expenses - -

Audit fees - -

Custodian fees 58,516 24,140

Trustee bank fees - 126

CRA fees 1,650,271 1,132,601

Less : Amount recovered on sale of units on account of CRA charges

(1,650,271) (1,132,601)

Total expenditure (B) 840,518 9,897,107

Net income/(expenditure) for the year (A-B) appropriated to

Balance Sheet134,834,914 6,769,749

Balance at the beginning of the year 24,630,376 17,860,627

Balance at the end of the year carried to Balance Sheet 159,465,290 24,630,376

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached.

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

Scheme G Tier IParticulars Schedule

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME G TIER I

Schedules forming part of the financial statements

Schedule 1: Unit capital (In `)

March 31, 2015 March 31, 2014

Initial capital - -

Unit capital

Opening balance 341,406,510 141,667,713

Additions during the year 306,139,288 208,022,456

Deduction during the year (12,376,993) (8,283,659)

Closing balance 635,168,805 341,406,510

Number of units of face value ` 10 63,516,880 34,140,651

#VALUE!

Schedule 2 : Reserves and surplus (In `)

March 31, 2015 March 31, 2014

Unit premium reserve

Opening balance 105,214,564 33,105,155

Additions during the year 165,200,826 75,326,413

Deduction during the year (6,789,124) (3,217,004)

Closing balance 263,626,266 105,214,564

Surplus/(deficit) in Revenue account

Opening balance 24,630,376 17,860,627

Additions during the year 134,834,914 6,769,749

Deduction during the year - -

Closing balance 159,465,290 24,630,376

General reserve* - -

Appropriation account* - -

Total 423,091,556 129,844,940

* The balances have been nil throughout the year

Schedule 3 : Current liabilities and provisions (In `)

March 31, 2015 March 31, 2014

Current liabilities

Sundry creditors 43,997 264,371

Contracts for purchase of investments 88,367,580 -

Interest received in advance 102,938 -

Unclaimed distributed income - -

Pending creation of units - -

Unit redemption payable 874,281 4,511

Provisions - -

Total 89,388,796 268,882

Scheme G Tier I

Scheme G Tier I

ParticularsScheme G Tier I

Particulars

Particulars

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME G TIER I

Schedules forming part of the financial statements

Schedule 4: Investments (In `)

March 31, 2015 March 31, 2014

Equity shares - -

Preference shares - -

Debentures and bonds - -

Central and state government securities (including treasury bills) 1,005,541,265 439,758,616

Commercial Paper - -

Others - Mutual funds 34,432,370 27,198,091

Total 1,039,973,635 466,956,707

Schedule 5: Deposits

(In `)

March 31, 2015 March 31, 2014

Deposits with scheduled banks - -

Others - -

Total - -

Schedule 6: Other current assets

(In `)

March 31, 2015 March 31, 2014

Balances with banks in current/saving account 83 7,852

Cash on hand - -

Sundry debtors - -

Contracts for sale of investments 96,457,563 -

Outstanding and accrued income 11,217,876 4,555,773

Advance, deposits etc. - -

Shares/debentures/others application money pending allotment - -

Others - Dividend receivable - -

Total 107,675,522 4,563,625

Particulars

Scheme G Tier IParticulars

ParticularsScheme G Tier I

Scheme G Tier I

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ICICI Prudential Pension Funds Management Company Limited –

Scheme G Tier I

Schedule 7

Significant accounting policies and notes to accounts for year ended March

31, 2015

1.1 Background

ICICI Prudential Pension Funds Management Company Limited (‘the Company’) is

appointed as a Pension Fund Manager (‘PFM’) by the National Pension System Trust

(‘NPS’). The Company has entered into an Investment Management Agreement (‘IMA’)

with NPS. The Pension Fund Regulatory and Development Authority (‘PFRDA’)

guidelines require each PFM to manage subscribers’ funds made available to it by the

Trustee bank along with the data made available by the Central Recordkeeping Agency

(‘CRA’) at a consolidated level. The Company makes investments as per the IMA, various

other circulars/guidelines issued by the PFRDA in this context from time to time and the

scheme wise flow of funds.

The Company manages six separate schemes under the two tiered structure (Tier I and

II) prescribed under the NPS. The schemes are classified as Scheme E, C and G based on

the underlying asset class prescribed under the NPS as follows:

Scheme E – Equity market instruments

Scheme C – Credit risk bearing fixed income instruments

Scheme G – Government securities

1.2 Basis of preparation

The financial statements have been prepared in accordance with the PFRDA (Preparation

of financial statements and Auditor’s report of Schemes under National Pension System)

Guidelines – 2012 (‘Guidelines’), Accounting Standards (‘AS’) notified under section 133

of the Companies Act, 2013, read together with paragraph 7 of the Companies

(Accounts) Rules 2014 to the extent made applicable by the Guidelines and generally

accepted accounting principles. The Guidelines specifically exempt the schemes from

the applicability of AS 3 (Cash Flow Statement) and AS 17 (Segmental Reporting). These

financial statements have been prepared on an accrual basis, except as otherwise stated.

The financials have been prepared for Scheme G Tier I being managed by the Company.

1.3 Investments

Purchase and sale of securities are accounted on trade date. Investments are reconciled

with the custodian records on daily basis. The holding cost of investments is determined

by the weighted average cost method and the cost does not include brokerage and

other transaction charges.

Valuation of investments

All investments are marked to market and are carried in the Balance Sheet at the market

value as on Balance Sheet date/date of determination/date of valuation. Unrealised

gain/(loss), if any, is transferred to Revenue account.

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ICICI Prudential Pension Funds Management Company Limited –

Scheme G Tier I

As per directive received from NPS, the valuation of investments is carried out by Stock

Holding Corporation of India Limited (SHCIL). The Investment valuation methodology

adopted by SHCIL is as follows:

Central government as well as State government securities are valued at the average

traded prices received from independent valuation agencies.

Mutual fund units are valued based on the net asset values of the preceding day of the

valuation date.

Income earned on investments

Interest income on investments is recognised on daily accrual basis. In respect of

investments purchased, interest paid for the period from the last interest due date upto

the date of purchase is debited to interest recoverable account and not included in cost

of purchase. Similarly interest received at the time of sale for the period from the last

interest due date upto the date of sale is credited to interest recoverable account and not

included in sale value. Accretion of discount/amortization of premium relating to debt

securities is recognised over the holding/maturity period on a straight-line basis.

Profit or loss on sale of debt securities is the difference between the sale consideration

net of expenses, if any and the weighted average amortised cost as on the date of sale.

Profit or loss on sale of mutual fund units is the difference between the sale

consideration net of expenses, if any and the weighted average book cost.

Non-performing assets (NPA)

An investment is regarded as NPA, if interest/principal or both amount has not been

received or has remained outstanding for one quarter from the day such

income/installment has fallen due. Further the Company also classifies following assets

as impaired.

1. In case of investments, securities where the certificates, if any, are not traceable for a

protracted period

2. In case of assets, other than investments, where in the opinion of the Board of

Directors, there is a substantial diminution in value.

Where income receivable on investments has accrued but has not been received for a

period of one quarter beyond the due date, provision shall be made by debiting to the

Revenue account for the income so accrued and no further accrual of income shall be

made in respect of such investments.

Income on NPAs shall be recognised on cash basis.

The Scheme’s exposure is restricted to securities of Central and State Government

which has a sovereign guarantee; therefore NPA is not envisaged for the Scheme.

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ICICI Prudential Pension Funds Management Company Limited –

Scheme G Tier I

1.4 Units reconciliation

The subscribers’ units as per investment management system are reconciled with

Central Recordkeeping Agency (CRA) records on daily basis.

1.5 Investment management fees

Investment management fees are recognised on daily accrual basis on closing Asset

under management (AUM) in accordance with IMA. The investment management fee is

inclusive of brokerage but excludes custodian charges and applicable taxes, if any.

1.6 Other expenses

Custody charges are recognised on daily accrual basis in accordance with IMA. Trustee

bank charges were recognised when they were debited by the trustee bank on a

quarterly basis. The trustee bank has discontinued levying charges with effect from July

01, 2013.

Notes to accounts

2.1 Contingent liabilities

(In `)

Particulars At March 31,

2015

At March 31,

2014

Other commitments Nil Nil

2.2 Investments

All investments and deposits under the scheme are performing assets, hence no

provisions for doubtful deposits, debts and for doubtful outstandings and accrued

income are required to be made. All the investments of the scheme are in the name of

the NPS Trust. All investments are traded investments.

2.3 Details of transactions with sponsor and its related parties

Related parties and nature of relationship.

Nature of relationship Name of the related party

Pension fund manager ICICI Prudential Pension Funds Management

Company Limited

Sponsor company ICICI Prudential Life Insurance Company Limited

Associates and group

companies

Holding company of sponsor

ICICI Bank Limited

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ICICI Prudential Pension Funds Management Company Limited –

Scheme G Tier I

The following represents significant transactions between the Scheme and its related

parties

(In `)

Name of

related party

Nature of

transaction

Transactions for the

year ended

Amount recoverable/

(payable)

March 31,

2015

March 31,

2014

At March

31, 2015

At March

31, 2014

ICICI Prudential

Pension Funds

Management

Company

Limited

Investment

management

fees

575,052

837,979

(24,184)

(247,050)

Aggregate investments made by the scheme in the associates and group companies at

March 31, 2015 is Nil (March 31, 2014: Nil).

2.4 Investment management fees

The Investment Management Fees is charged on closing funds under management on

daily basis for all the schemes. In terms of the PFRDA’s letter no. PFRDA/6/PFM/9/2 dated

July 31, 2014, the Company has started charging investment management fee of 0.01%

per annum, with effect from August 01, 2014. The investment management fee charged

upto July 31, 2014 was 0.25% per annum.

2.5 Aggregate value of purchase and sale with percentage to average daily

net assets

Aggregate value of purchase and sale with percentage to average daily net assets is as

follows:

(In `)

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Aggregate value of purchase and sale 11,721,491,673 4,782,732,520

% to average daily net assets 1,613.4% 1,603.2%

Aggregate value of purchase and sale (excluding liquid mutual fund)* with percentage to

average daily net assets is as follows

(In `)

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Aggregate value of purchase and sale 1,431,044,396 1,821,260,984

% to average daily net assets 197.0% 610.5%

*liquid mutual fund investments are held for day to day cash management, hence excluded.

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ICICI Prudential Pension Funds Management Company Limited –

Scheme G Tier I

2.6 Investments falling under each major industry group

The total value of investments falling under each major industry groups (which

constitutes not less than 5% of the total investment in the major classification of the

financials) are disclosed as under:

Investment

classification

At March 31, 2015 At March 31, 2014

Market value

(In `)

% of

investment

class

Market

value (In `)

% of

investment

class

Government

securities &

Treasury bills

1,005,541,265 100.0% 439,758,616 100.0%

Government

securities & Treasury

bills

1,005,541,265 100.0% 439,758,616 100.0%

Mutual funds 34,432,370 100.0% 27,198,091 100.0%

Mutual funds 34,432,370 100.0% 27,198,091 100.0%

Net current assets 18,286,726 100.0% 4,294,743 100.0%

Net assets value 1,058,260,361 100.0% 471,251,450 100.0%

2.7 Statement of portfolio holding as on March 31, 2015

Security name Units Acquisition

cost (In `) Market value

(In `)

Government securities & Treasury

bills 947,594,090 1,005,541,265

8.32% GOI 2032 (August 02, 2032) 1,802,000 172,602,094 188,579,300

9.23% GOI 2043 (December 23, 2043) 1,302,500 139,953,545 150,243,375

9.20% GS 2030 (September 30, 2030) 951,400 99,091,977 106,385,548

8.28% GOI 2027 (September 21, 2027) 931,700 88,230,044 96,673,192

8.28% GOI 2032 (February 15, 2032) 875,000 87,290,770 91,350,000

182 Days TBILL 2015 (July 02, 2015) 900,000 88,367,580 88,346,970

8.24% GOI 2027 (February 15, 2027) 491,400 46,971,012 50,717,394

91 Days TBILL 2015 (April 30, 2015) 480,000 47,623,248 47,759,760

8.30% GOI 2040 (July 02, 2040) 420,000 43,331,150 44,116,800

8.24% GOI 2033 (November 10, 2033) 337,000 35,055,180 35,226,610

8.30% GOI 2042 (December 31, 2042) 320,000 31,188,118 33,635,200

7.40% GOI 2035 (September 09, 2035) 203,000 16,873,360 19,520,988

8.17% GOI 2044 (December 01, 2044) 186,000 19,389,611 19,427,700

8.83% GOI 2041 (December 12, 2041) 110,000 12,003,135 12,166,000

9.53% Madhya Pradesh SDL (August

01, 2023) 78,000 7,862,400 8,470,527

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ICICI Prudential Pension Funds Management Company Limited –

Scheme G Tier I

Security name Units Acquisition

cost (In `) Market value

(In `)

9.72% West Bengal SDL (February 12,

2024) 60,700 6,071,214 6,661,588

9.67% Jharkhand SDL (February 12,

2024) 47,500 4,750,950 5,212,208

8.33% GOI 2036 (June 07, 2036) 10,000 938,700 1,048,105

Mutual Funds 34,428,325 34,432,370

IDFC Cash fund – Direct Plan - Growth 20,261 34,428,325 34,432,370

Total 982,022,414 1,039,973,635

Statement of portfolio holding as on March 31, 2014

Security name Units Acquisition

cost (In `) Market

value (In `)

Government securities & Treasury

bills 446,033,390 439,758,616

8.28% GOI 2027 (September 21, 2027) 1,600,000 150,623,900 149,360,000

8.32% GOI 2032 (August 02, 2032) 1,001,800 94,874,794 93,092,265

8.12% GOI 2020 (December 10, 2020). 501,000 48,631,840 47,810,430

364 Days TBILL 2014 (April 03, 2014) 450,000 44,899,245 44,989,650

8.28% GOI 2032 (February 15, 2032) 425,000 41,071,270 39,333,750

7.40% GOI 2035 (September 09, 2035) 203,000 16,873,360 17,071,082

8.83% GS 2041 (December 12, 2041) 110,000 12,003,135 10,728,850

9.84% Andhra Pradesh SDL 2024

(February 26, 2024) 77,000 7,724,170 7,894,425

9.53% Madhya Pradesh SDL(August 01,

2023) 78,000 7,862,400 7,835,256

9.72% West Bengal SDL 2024 (February

12, 2024) 60,700 6,071,214 6,161,778

9.20% GOI 2030 (September 30, 2030) 50,000 4,994,000 5,044,500

9.67% Jharkhand SDL 2024 (February

12, 2024) 47,500 4,750,950 4,806,620

7.16% GOI 2023 (May 20, 2023) 50,000 4,401,000 4,387,500

8.33% GOI 2036 (June 07, 2036) 10,000 938,700 925,800

8.24% GOI 2027 (February 15, 2027) 3,400 313,412 316,710

Mutual Funds 27,190,000 27,198,091

IDFC Cash fund – Direct Plan - Growth 27,190,000 27,198,091

Total 473,223,390 466,956,707

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ICICI Prudential Pension Funds Management Company Limited –

Scheme G Tier I

2.8 Key statistics

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

1. NAV per unit (`)I

(based on published NAV)

Open 13.7976 13.5918

High 16.7008 14.6979

Low 13.6027 12.7353

End II

16.6611 13.7976

2. Closing Assets Under Management (` in Lakhs)

End 10,582.60 4,712.51

Average daily net assets (AAUM)II

7,265.30 2,983.17

3. Gross income as % of AAUMIII

9.81% 5.39%

4. Expense ratio

a. Total expense as % of AAUM (scheme wise)IV

0.0872% 0.2890%

b. Management fee as % of AAUM (scheme wise) 0.0792% 0.2809%

5. Net income as % of AAUMV

9.72% 5.10%

6. Portfolio turnover ratioVI

64.16% 258.47%

7. Total dividend per unit distributed during the period -

8. Returns: (%)

a. Last one year 20.75% 1.51%

Benchmark 15.72% 3.91%

b. Since inception 66.61% 37.98%

Benchmark 54.04% 33.12%

c. Compound annualised yield (%)VII

Last 1 year 20.57% 1.51%

Last 3 year 11.74% 7.03%

Last 5 year 9.77% NA

Since launch of the scheme 9.08% 6.84%

Launch Date May 18, 2009

I. NAV = (Market value of investment held by scheme + value of current assets - value of

current liability and provisions, if any)/ (no. of units at the valuation date (before

creation/ redemption of units)

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ICICI Prudential Pension Funds Management Company Limited –

Scheme G Tier I

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

The last published NAV in FY 2014 was on March 28, 2014 of ₹ 13.7976 since it was the

last business day of the financial year. However, since equity markets were operational

on March 31, 2014, it was directed by NPS trust to value its investments on prices of

March 31, 2014 to reflect the correct AUM as on Balance Sheet date. Accordingly, the

NAV computed on March 31, 2014 was ₹ 13.8032. Since March 31, 2014 was a non

business day, no transactions were conducted by the subscribers and the NAV

computed for March 31, 2014 was for disclosure purpose only.

II. AAUM = Average daily net assets

III. Gross income = Income includes Interest income, Dividend income and Net

profit/(loss) on sale of investments

IV. Total expenses = Expenses include management fees, custody fees, trustee bank

charges but excludes unrealised loss

V. Net income = Gross income less Total expenses (excludes unrealised gain/loss)

VI. Portfolio turnover = Lower of sales or purchase divided by the average AUM for the

period. Investments in liquid mutual fund is excluded from the turnover as the same is

primarily for liquidity management.

VII. Compounded annualised yield is to be calculated based on following formula:

= ((1+ cumulative return)^n) -1 (where n=365/no. of days)

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ICICI Prudential Pension Funds Management Company Limited –

Scheme G Tier I

2.9 Previous year comparatives

Previous year amounts have been regrouped and reclassified wherever necessary to

conform to current year’s presentation in line with the PFRDA (Preparation of financial

statements and Auditor’s report of Schemes under National Pension System) Guidelines

- 2012.

For Borkar & Muzumdar

Chartered Accountants

Firm Registration No. 101569W

For and on behalf of the Board of Directors

of ICICI Prudential Pension Funds

Management Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner Chairman Director

Membership No. 33254

Meghana Baji Vishal Mehta

Chief Executive Officer Company Secretary

Date : April 24, 2015

Place : Mumbai

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

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ICICI Prudential Pension Funds Management

Company Limited - Scheme E Tier II

Financial Statements together with Auditor’s Report for

the year ended March 31, 2015

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ICICI Prudential Pension Funds Management

Company Limited - Scheme E Tier II

Financial Statements together with Auditor’s

Report

For the year ended March 31, 2015

Contents

Auditor’s Report

Balance Sheet

Revenue Account

Accounting Policies and Notes to Accounts

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INDEPENDENT AUDITORS' REPORT To, The Trustees, National Pension System Trust Report on Financial Statements 1 We have audited the accompanying financial statements of NPS Trust A/c ICICI Prudential Pension

Funds Management Company Limited, Scheme E - Tier II (Scheme) under the National Pension System Trust (NPS Trust) managed by ICICI Prudential Pension Funds Management Company Limited (‘PFM’ or the ‘Company) which comprise of the Balance Sheet as at March 31, 2015, and the Revenue Account for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements 2 Management of the PFM, in accordance with the Pension Fund Regulatory and Development

Authority (PFRDA) Guidelines and the Investment Management Agreement (IMA) with the NPS Trust, is responsible for the preparation of these financial statements that give a true and fair view of the financial position and financial performance of the Scheme in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Companies Act 2013 (the Act), read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies, making judgments and estimates that are reasonable and prudent, and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. These financial statements are also approved by the NPS Trust on the recommendation of the Board of Directors of the PFM.

Auditor’s Responsibility 3 4

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

5 An audit involves performing procedures to obtain audit evidence about the amounts and the

disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the PFM’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

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6 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our audit opinion on the financial statements. Opinion 7 In our opinion and to the best of our information and according to the

explanations given to us, the aforesaid financial statements give the information required by PFRDA (Preparation of Financial Statements and Auditors Report of Schemes under National Pension System) Guidelines 2012 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a)

in the case of the Balance Sheet, of the state of affairs of the Scheme as at March 31, 2015; and

(b)

in the case of the Revenue Account, of the surplus of the Scheme for the year ended on that date;

Report on Other Legal And Regulatory Requirements 8 As required by the PFRDA (Preparation of Financial Statements and Auditors Report of Schemes

under National Pension System) Guidelines 2012, as amended, and section 143(3) of the Act we report that:

a) We have obtained all information and explanations which to the best of our knowledge and belief

were necessary for the purpose of the audit. b) The Balance Sheet and Revenue account of the Scheme are in agreement with the books of account

of the Scheme. c) In our opinion proper books of account of the Scheme, as required by the PFRDA has been

maintained by the PFM as far as appears from our examination of those books. d) All transactions expenses in excess of the limits contractually agreed to / approved by the Authority

are borne by the Pension Fund (if any) and are not charged to the NAV of the Scheme. e) In our opinion the Balance Sheet and Revenue Account of the Scheme dealt with by this report

comply with the “PFRDA (Preparation of Financial Statements and Auditor’s Report of Scheme under National Pension System) Guidelines-2012” and the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

9 We further certify that

a) Investments have been valued in accordance with the guidelines issued by the Authority. b) Transaction and claims/fee raised by different entities are in accordance with the prescribed fee. For Borkar & Muzumdar

Chartered Accountants Firm Registration No. 101569W B M Agarwal Partner M No.: 33254 Place: Mumbai Date: 24th April, 2015

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME E TIER II

BALANCE SHEET AT MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Sources of funds

Unit capital 1 83,443,422 56,043,486

Reserves and surplus 2 57,857,326 17,807,029

Current liabilities and provisions 3 1,511,691 1,842,829

Borrowings - -

Total 142,812,439 75,693,344

Application of funds

Investments (long term and short term) 4 141,839,209 73,738,300

Deposits 5 - -

Other current assets 6 973,230 1,955,044

Total 142,812,439 75,693,344

(a) Net asset as per Balance Sheet (Schedule 4+5+6 -3) 141,300,748 73,850,515

(b) Number of units outstanding 8,344,342 5,604,349

(c) NAV per unit (a)/(b) (`) (Refer note 2.8 (II)) 16.9337 13.1774

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

ScheduleParticularsScheme E Tier II

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME E TIER II

REVENUE ACCOUNT FOR THE YEAR ENDED MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Income from investments

Interest income 202 -

Dividend income 1,502,909 668,383

Net profit/(loss) on sale/redemption of investments (other than inter-

scheme transfer/sale) 1,326,995 817,026

Net profit/(loss) on inter-scheme transfer/sale of investments - -

Unrealised gain on appreciation in investments 24,454,362 8,670,298

Total income (A) 27,284,468 10,155,707

Expenses and losses

Unrealised losses in value of investments 3,184,392 225,135

Provision for outstanding accrued income considered doubtful - -

Provision for doubtful deposits and current assets - -

Management fees (including service tax) [Refer Note 2.4] 90,526 124,551

Trusteeship/regulatory fees - -

Publicity expenses - -

Audit fees - -

Custodian fees 9,255 3,695

Trustee bank fees - 19

CRA fees 28,321 21,683

Less : Amount recovered on sale of units on account of CRA

charges (28,321) (21,683)

Total expenditure (B) 3,284,173 353,400

Net income/(expenditure) for the year (A-B) appropriated

to Balance Sheet24,000,295 9,802,307

Balance at the beginning of the year 10,602,842 800,535

Balance at the end of the year carried to Balance Sheet 34,603,137 10,602,842

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached.

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

ParticularsScheme E Tier II

Schedule

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME E TIER II

Schedules forming part of the financial statements

Schedule 1: Unit capital (In `)

March 31, 2015 March 31, 2014

Initial capital - -

Unit capital

Opening balance 56,043,486 26,041,622

Additions during the year 34,201,018 33,332,883

Deduction during the year (6,801,082) (3,331,019)

Closing balance 83,443,422 56,043,486

Number of units of face value ` 10 8,344,342 5,604,349

Schedule 2 : Reserves and surplus (In `)

March 31, 2015 March 31, 2014

Unit premium reserve

Opening balance 7,204,187 1,451,305

Additions during the year 20,204,075 6,288,885

Deduction during the year (4,154,073) (536,003)

Closing balance 23,254,189 7,204,187

Surplus/(deficit) in Revenue account

Opening balance 10,602,842 800,535

Additions during the year 24,000,295 9,802,307

Deduction during the year - -

Closing balance 34,603,137 10,602,842

General reserve* - -

Appropriation account* - -

Total 57,857,326 17,807,029

* The balances have been nil throughout the year

Schedule 3 : Current liabilities and provisions (In `)

March 31, 2015 March 31, 2014

Current liabilities

Sundry creditors 6,268 38,166

Contracts for purchase of investments 1,445,058 1,783,128

Interest received in advance 144 -

Unclaimed distributed income - -

Pending creation of units -

Unit redemption payable 60,221 21,535

Provisions - -

Total 1,511,691 1,842,829

Particulars

Particulars

Particulars

Scheme E Tier II

Scheme E Tier II

Scheme E Tier II

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME E TIER II

Schedules forming part of the financial statements

Schedule 4: Investments (In `)

March 31, 2015 March 31, 2014

Equity shares 141,249,959 73,288,166

Preference shares - -

Debentures and bonds - -

Central and state government securities (including treasury bills) - -

Commercial Paper - -

Others - Mutual funds 589,250 450,134

Total 141,839,209 73,738,300

Schedule 5: Deposits (In `)

March 31, 2015 March 31, 2014

Deposits with scheduled banks - -

Others - -

Total - -

Schedule 6: Other current assets (In `)

March 31, 2015 March 31, 2014

Balances with banks in current/saving account 34,552 8,404

Cash on hand - -

Sundry debtors - -

Contracts for sale of investments 926,908 1,902,161

Outstanding and accrued income - -

Advance, deposits etc. - -

Shares/debentures/others application money pending allotment - -

Others - Dividend receivable 11,770 44,479

Total 973,230 1,955,044

Scheme E Tier II

Scheme E Tier II

ParticularsScheme E Tier II

Particulars

Particulars

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

Schedule 7

Significant accounting policies and notes to accounts for year ended March

31, 2015

1.1 Background

ICICI Prudential Pension Funds Management Company Limited (‘the Company’) is

appointed as a Pension Fund Manager (‘PFM’) by the National Pension System Trust

(‘NPS’). The Company has entered into an Investment Management Agreement (‘IMA’)

with NPS. The Pension Fund Regulatory and Development Authority (‘PFRDA’)

guidelines require each PFM to manage subscribers’ funds made available to it by the

Trustee bank along with the data made available by the Central Recordkeeping Agency

(‘CRA’) at a consolidated level The Company makes investments as per the IMA, various

other circulars/guidelines issued by the PFRDA in this context from time to time and the

scheme wise flow of funds.

The Company manages six separate schemes under the two tiered structure (Tier I and

II) prescribed under the NPS. The schemes are classified as Scheme E, C and G based on

the underlying asset class prescribed under the NPS as follows:

Scheme E – Equity market instruments

Scheme C – Credit risk bearing fixed income instruments

Scheme G – Government securities

1.2 Basis of preparation

The financial statements have been prepared in accordance with the PFRDA (Preparation

of financial statements and Auditor’s report of Schemes under National Pension System)

Guidelines – 2012 (‘Guidelines’), Accounting Standards (‘AS’) notified under section 133

of the Companies Act, 2013, read together with paragraph 7 of the Companies

(Accounts) Rules 2014 to the extent made applicable by the Guidelines and generally

accepted accounting principles. The Guidelines specifically exempt the schemes from

the applicability of AS 3 (Cash Flow Statement) and AS 17 (Segmental Reporting). These

financial statements have been prepared on an accrual basis, except as otherwise stated.

The financials have been prepared for Scheme E Tier II being managed by the Company.

1.3 Investments

Purchase and sale of securities are accounted on trade date. Investments are reconciled

with the custodian records on daily basis. The holding cost of investments is determined

by the weighted average cost method and the cost does not include brokerage and

other transaction charges.

Valuation of Investments

All investments are marked to market and are carried in the Balance Sheet at the market

value as on Balance Sheet date/date of determination/date of valuation. Unrealised

gain/(loss), if any, is transferred to Revenue account.

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

As per directive received from NPS, the valuation of investments is carried out by Stock

Holding Corporation of India Limited (SHCIL). The Investment valuation methodology

adopted by SHCIL is as follows:

Listed equity shares are valued at market value, being the last quoted closing price on

the National stock exchange (NSE). If they are not quoted on NSE, then the last quoted

closing price on the Bombay stock exchange (BSE) is taken.

Non traded rights are valued at the difference of closing market price of the original

equity share for the day and the offer price. Traded rights are valued at the closing

market price of the rights renunciation till the time of application. In the event of

application of rights, the rights entitlement would be valued at the closing market price of

the original equity share till the date of allotment/listing.

Mutual fund units are valued based on the net asset values of the preceding day of the

valuation date.

Income earned on investments

Dividend income and non-convertible debenture received in lieu of dividend is

recognised on the `ex-dividend date’. Bonus shares to which the scheme becomes

entitled are recognized only when the original shares on which the bonus entitlement

accrues are traded on the stock exchange on an ex-bonus basis. Similarly, rights

entitlements are recognized only when the original shares on which the right entitlement

accrues are traded on the stock exchange on an ex-rights basis.

Profit or loss on sale of equity shares/mutual fund units is the difference between the

sale consideration net of expenses, if any and the weighted average book cost.

1.4 Units reconciliation

The subscribers’ units as per investment management system are reconciled with

Central Recordkeeping Agency (CRA) records on daily basis.

1.5 Investment management fees

Investment management fees are recognised on daily accrual basis on closing Asset

Under Management (AUM) in accordance with IMA. The investment management fee is

inclusive of brokerage but excludes custodian charges and applicable taxes, if any.

1.6 Other expenses

Custody charges are recognised on daily accrual basis in accordance with IMA. Trustee

bank charges were recognised when they were debited by the trustee bank on a

quarterly basis. The trustee bank has discontinued levying charges with effect from July

01, 2013.

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

Notes to accounts

2.1 Contingent liabilities

(In `)

Particulars At March 31,

2015

At March 31,

2014

Uncalled liability on partly paid shares Nil Nil

Other commitments Nil Nil

2.2 Investments

All investments are performing investments. All investments of the scheme are in the

name of the NPS Trust. All investments are traded investments.

2.3 Details of transactions with sponsor and its related parties

Related parties and nature of relationship.

Nature of relationship Name of the related party

Pension fund manager ICICI Prudential Pension Funds Management

Company Limited

Sponsor company ICICI Prudential Life Insurance Company Limited

Associates and group

companies

- Holding company of

sponsor

ICICI Bank Limited

The following represents significant transactions between the Scheme and its related

parties.

(In `)

Name of

related party

Nature of

transaction

Transactions for the

year ended

Amount recoverable/

(payable)

March 31,

2015

March 31,

2014

At March

31, 2015

At March

31, 2014

ICICI Prudential

Pension Funds

Management

Company

Limited

Investment

management

fees

90,526 124,551 (3,466) (35,728)

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

Aggregate investments made by the scheme in the associates and group companies are

as follows:

(In `)

Period Security Asset

type Cost Market value

At March 31,

2015 ICICI Bank Limited Equity 6,966,089 8,771,216

At March 31,

2014 ICICI Bank Limited Equity 4,075,136 4,713,759

2.4 Investment management fees

The Investment Management Fees is charged on closing funds under management on

daily basis for all the schemes. In terms of the PFRDA’s letter no. PFRDA/6/PFM/9/2 dated

July 31, 2014, the Company has started charging investment management fee of 0.01%

per annum, with effect from August 01, 2014. The investment management fee charged

upto July 31, 2014 was 0.25% per annum.

2.5 Aggregate value of purchase and sale with percentage to average daily

net assets

Aggregate value of purchase and sale with percentage to average daily net assets is as

follows:

(In `)

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Aggregate value of purchase and sale 338,882,722 165,709,311

% to average net assets 307.1% 373.7%

Aggregate value of purchase and sale (excluding liquid mutual fund)* with percentage to

average daily net assets is as follows:

(In `)

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Aggregate value of purchase and sale 63,528,281 66,717,417

% to average net assets 57.6% 150.5%

*liquid mutual fund investments are held for day to day cash management, hence excluded.

2.6 Investments falling under each major industry group

The total value of investments falling under each major industry group (which constitutes

not less than 5% of the total investment in the major classification of the financials) are

disclosed as under:

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

Investment

classification

At March 31, 2015 At March 31, 2014

Market

value (In `)

% of

investment

class

Market

value (In `)

% of

investment

class

Mutual funds 589,250 100.0% 450,134 100.0%

Mutual funds 589,250 100.0% 450,134 100.0%

Equity shares 141,249,959 100.0% 73,288,166 100.0%

Monetary intermediation

of commercial banks,

saving banks

33,897,225 24.0% 15,187,829 20.7%

Writing ,modifying,

testing of computer

program to meet the

needs

23,254,010 16.5% 11,785,021 16.0%

Activities of specialized

institutions granting

credit for house

purchases that also take

deposits

9,926,957 7.0% 4,520,265 6.2%

Manufacture of allopathic

pharmaceutical

preparations

9,865,715 7.0% 3,850,787 5.3%

Manufacture of

cigarettes, cigarette

tobacco

8,732,780 6.2% 6,312,487 8.6%

Manufacture of refined

petroleum products 6,529,530 4.6% 4,754,271 6.5%

Others 49,043,742 34.7% 26,877,506 36.7%

Net current assets (538,461) 100.0% 112,215 100.0%

Net assets value 141,300,748 100.0% 73,850,515 100.0%

2.7 Statement of portfolio holding as on March 31, 2015

Security name Units Acquisition

cost (In `) Market

value (In `)

Equity securities 112,176,483 141,249,959

Infosys Limited 4,789 7,947,817 10,623,678

Housing Development Finance

Corporation Limited 7,545 6,889,983 9,926,957

HDFC Bank Limited 9,318 7,111,898 9,529,519

ICICI Bank Limited 27,801 6,966,089 8,771,216

ITC Limited 26,800 8,917,440 8,732,780

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

Security name Units Acquisition

cost (In `) Market

value (In `)

Larsen & Toubro Limited 3,923 4,660,563 6,746,187

Reliance Industries Limited 7,905 7,127,829 6,529,530

Tata Consultancy Services Limited 2,453 4,968,232 6,264,839

Tata Motors Limited 8,621 3,352,521 4,743,274

Axis Bank Limited 8,148 2,680,037 4,564,510

State Bank Of India 14,829 3,012,658 3,960,084

Sun Pharmaceuticals Industries Limited 3,611 2,148,899 3,697,303

Hindustan Unilever Limited 3,399 2,093,452 2,969,196

Kotak Mahindra Bank Limited 2,063 1,776,092 2,709,235

Oil & Natural Gas Corporation Limited 8,607 2,826,298 2,636,754

Mahindra & Mahindra Limited 2,212 2,282,795 2,627,414

Bharti Airtel Limited 6,640 2,260,381 2,611,512

HCL Technologies Limited 2,600 1,584,265 2,549,040

Maruti Suzuki India Limited 635 1,283,087 2,347,817

Lupin Limited 1,150 1,135,226 2,309,660

Coal India Limited 6,166 2,103,759 2,237,641

Dr. Reddys Laboratories Limited 609 1,533,047 2,124,649

Wipro Limited 3,151 1,662,432 1,981,506

IndusInd Bank Limited 2,074 1,090,524 1,837,564

Tech Mahindra Limited 2,914 1,491,723 1,834,946

Asian Paints Limited 2,172 1,193,734 1,762,144

Cipla Limited 2,434 1,077,790 1,734,103

Power Grid Corporation Of India Limited 10,567 1,204,632 1,534,857

Hero Motocorp Limited 576 1,257,794 1,520,525

NTPC Limited 9,905 1,399,840 1,454,549

Ultratech Cement Limited 491 1,039,128 1,413,049

Bajaj Auto Limited 644 1,312,996 1,298,690

Yes Bank Limited 1,560 1,271,580 1,272,570

Grasim Industries Limited 305 925,611 1,104,817

IDFC Limited 6,382 833,412 1,065,475

Bharat Heavy Electricals Limited 4,337 905,954 1,020,713

Tata Steel Limited 3,198 1,206,442 1,012,967

Bharat Petroleum Corporation Limited 1,240 573,945 1,005,392

Sesa Sterlite Limited 5,280 1,059,444 1,000,560

Idea Cellular Limited 5,362 959,912 986,608

Ambuja Cements Limited 3,691 724,914 942,312

Zee Entertainment Enterprises Limited 2,623 832,890 896,410

GAIL (India) Limited 2,230 822,076 864,794

Hindalco Industries Limited 6,172 765,449 796,188

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

Security name Units Acquisition

cost (In `) Market

value (In `)

Bank of Baroda 4,506 692,091 736,731

ACC Limited 449 589,020 701,675

Tata Power Company Limited 8,688 699,174 669,845

Cairn India Limited 2,725 826,303 582,741

Punjab National Bank 3,572 567,638 515,797

NMDC Limited 3,803 527,671 489,636

Mutual Funds 589,187 589,250

IDFC Cash fund – Direct Plan - Growth 347 589,187 589,250

Total 112,765,670 141,839,209

Statement of portfolio holding as on March 31, 2014

Security name Units Acquisition

cost (In `) Market

value (In `)

Equity securities 65,484,731 73,288,166

ITC Limited 17,890 5,724,408 6,312,487

Infosys Limited 1,583 4,791,384 5,196,672

Reliance Industries Limited 5,108 4,358,138 4,754,271

ICICI Bank Limited 3,786 4,075,136 4,713,759

HDFC Bank Limited 6,078 4,063,252 4,551,206

Housing Development Finance

Corporation 5,114 4,119,274 4,520,265

Larsen & Toubro Limited 2,672 2,581,451 3,398,517

Tata Consultancy Services Limited 1,557 2,747,955 3,321,315

Tata Motors Limited 5,893 1,947,377 2,349,244

State Bank Of India 1,014 1,676,077 1,944,548

ONGC Corporation Limited 5,802 1,763,727 1,849,097

Axis Bank Limited 1,018 1,304,753 1,486,789

Mahindra & Mahindra Limited 1,510 1,378,726 1,480,857

Sun Pharma Limited 2,468 1,197,337 1,418,483

Hindustan Unilever Limited 2,320 1,247,291 1,404,876

Bharti Airtel Limited 3,955 1,265,281 1,256,701

HCL Technologies Limited 877 876,946 1,219,644

Wipro Limited 2,143 1,079,861 1,164,078

Dr. Reddy Laboratories 416 941,459 1,066,582

Kotak Mahindra Bank Limited 1,249 871,967 975,531

Bajaj Auto Limited 440 851,158 916,784

Hero Motocorp Limited 394 756,197 896,271

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

Security name Units Acquisition

cost (In `) Market

value (In `)

Tech Mahindra Limited 492 904,945 883,312

Tata Steel Limited 2,186 732,552 861,175

Maruti Suzuki India Limited 434 655,924 855,740

Asian Paints Limited 1,485 702,381 813,706

NTPC Limited 6,752 948,870 809,565

Sesa Sterlite Limited 4,053 731,606 764,193

Power Grid Corporation Of India Limited 7,223 738,560 758,415

Lupin Limited 783 635,315 730,656

Ultratech Cement Limited 334 611,321 730,441

Indusind Bank 1,397 612,614 701,084

United Spirits Limited 252 671,202 667,157

Cairn India Limited 1,938 599,270 645,354

Cipla Limited 1,659 643,744 635,065

Grasim Industries Limited 208 585,331 600,714

Coal India Limited 2,071 549,643 598,001

Hindalco Industries Limited 4,218 449,132 597,902

GAIL (India) Limited 1,473 495,964 553,922

Tata Power Limited 5,990 463,304 510,049

Bharat Heavy Electricals Limited 2,590 477,137 507,770

Ambuja Cements Limited 2,510 449,148 507,522

Infrastructure Development Finance

Limited 4,102 477,171 501,470

Bank of Baroda 628 415,703 452,631

Associated Cement Companies Limited 307 376,921 429,662

Bharat Petroleum Corp Limited 848 318,194 390,122

Punjab National Bank 487 344,863 362,279

NMDC Limited 2,599 334,875 361,911

Jindal Steel & Power Limited 1,208 366,093 353,280

DLF Limited 1,463 297,589 258,146

Idea Cellular Limited 1,699 276,204 233,528

Tata Power Limited - Rights Issue 613 - 15,417

Mutual Funds 450,000 450,134

IDFC Cash fund – Direct Plan - Growth 288.96 450,000 450,134

Total 6,54,84,731 73,738,300

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

2.8 Key statistics

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

1. NAV per unit (`)I

(based on published NAV)

Open 13.1615 10.8650

High 17.9099 13.1615

Low 13.069 10.2411

End

16.9337 13.1615

2. Closing Assets Under Management (` in Lakhs)

End 1,413.01 738.51

Average daily net assets (AAUM)II

1,103.40 443.40

3. Gross income as % of AAUMIII

2.56% 3.35%

4. Expense ratio

a. Total expense as % of AAUM (scheme wise)IV

0.0904% 0.2893%

b. Management fee as % of AAUM (scheme wise) 0.0820% 0.2809%

5. Net income as % of AAUMV

2.47% 3.06%

6. Portfolio turnover ratioVI

8.23% 34.48%

7. Total dividend per unit distributed during the period - -

8. Returns: (%)

a. Last one year 28.66% 21.14%

Benchmark 28.33% 19.33%

b. Since inception 69.34% 31.62%

Benchmark 71.89% 33.94%

c. Compound annualised yield (%)VII

Last 1 year 28.40% 21.14%

Last 3 year 19.59% 6.03%

Last 5 year 11.03% NA

Since launch of the scheme 10.62% 6.74%

Launch Date January 11, 2010

I. NAV = (Market value of investment held by scheme + value of current assets - value of

current liability and provisions, if any)/(no. of units at the valuation date (before creation/

redemption of units)

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

The last published NAV in FY 2014 was on March 28, 2014 of ₹ 13.1615 since it was the

last business day of the financial year. However, since equity markets were operational

on March 31, 2014, it was directed by NPS trust to value its investments on prices of

March 31, 2014 to reflect the correct AUM as on Balance Sheet date. Accordingly, the

NAV computed on March 31, 2014 was ₹ 13.1774. Since March 31, 2014 was a non

business day, no transactions were conducted by the subscribers and the NAV

computed for March 31, 2014 was for disclosure purpose only.

II. AAUM = Average daily net assets

III. Gross income = Income includes Interest income, Dividend income and Net

profit/(loss) on sale of investments

IV. Total expenses = Expenses include management fees, custody fees, trustee bank

charges but excludes unrealised loss

V. Net income = Gross income less Total expenses (excludes unrealised gain/loss)

VI. Portfolio turnover = Lower of sales or purchase divided by the average AUM for the

period. Investments in liquid mutual fund is excluded from the turnover as the same is

primarily for liquidity management.

VII. Compounded annualised yield is to be calculated based on following formula:

= ((1+ cumulative return)^n) -1 (where n=365/no. of days)

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ICICI Prudential Pension Funds Management Company Limited -

Scheme E Tier II

2.9 Previous year comparatives

Previous year amounts have been regrouped and reclassified wherever necessary to

conform to current year’s presentation in line with the PFRDA (Preparation of financial

statements and Auditor’s report of Schemes under National Pension System) Guidelines

- 2012.

For Borkar & Muzumdar

Chartered Accountants

Firm Registration No. 101569W

For and on behalf of the Board of Directors

of ICICI Prudential Pension Funds

Management Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner Chairman Director

Membership No. 33254

Meghana Baji Vishal Mehta

Chief Executive Officer Company Secretary

Date : April 24, 2015

Place : Mumbai

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

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ICICI Prudential Pension Funds Management

Company Limited - Scheme C Tier II

Financial Statements together with Auditor’s Report for

the year ended March 31, 2015

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ICICI Prudential Pension Funds Management

Company Limited - Scheme C Tier II

Financial Statements together with Auditor’s

Report

For the year ended March 31, 2015

Contents

Auditor’s Report

Balance Sheet

Revenue Account

Accounting Policies and Notes to Accounts

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INDEPENDENT AUDITORS' REPORT To, The Trustees, National Pension System Trust Report on Financial Statements 1 We have audited the accompanying financial statements of NPS Trust A/c ICICI Prudential Pension

Funds Management Company Limited, Scheme C - Tier II (Scheme) under the National Pension System Trust (NPS Trust) managed by ICICI Prudential Pension Funds Management Company Limited (‘PFM’ or the ‘Company) which comprise of the Balance Sheet as at March 31, 2015, and the Revenue Account for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements 2 Management of the PFM, in accordance with the Pension Fund Regulatory and Development

Authority (PFRDA) Guidelines and the Investment Management Agreement (IMA) with the NPS Trust, is responsible for the preparation of these financial statements that give a true and fair view of the financial position and financial performance of the Scheme in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Companies Act 2013 (the Act), read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies, making judgments and estimates that are reasonable and prudent, and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. These financial statements are also approved by the NPS Trust on the recommendation of the Board of Directors of the PFM.

Auditor’s Responsibility 3 4

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

5 An audit involves performing procedures to obtain audit evidence about the amounts and the

disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the PFM’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

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6 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our audit opinion on the financial statements. Opinion 7 In our opinion and to the best of our information and according to the

explanations given to us, the aforesaid financial statements give the information required by PFRDA (Preparation of Financial Statements and Auditors Report of Schemes under National Pension System) Guidelines 2012 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a)

in the case of the Balance Sheet, of the state of affairs of the Scheme as at March 31, 2015; and

(b)

in the case of the Revenue Account, of the surplus of the Scheme for the year ended on that date;

Report on Other Legal And Regulatory Requirements 8 As required by the PFRDA (Preparation of Financial Statements and Auditors Report of Schemes

under National Pension System) Guidelines 2012, as amended, and section 143(3) of the Act we report that:

a) We have obtained all information and explanations which to the best of our knowledge and belief

were necessary for the purpose of the audit. b) The Balance Sheet and Revenue account of the Scheme are in agreement with the books of account

of the Scheme. c) In our opinion proper books of account of the Scheme, as required by the PFRDA has been

maintained by the PFM as far as appears from our examination of those books. d) All transactions expenses in excess of the limits contractually agreed to / approved by the Authority

are borne by the Pension Fund (if any) and are not charged to the NAV of the Scheme. e) In our opinion the Balance Sheet and Revenue Account of the Scheme dealt with by this report

comply with the “PFRDA (Preparation of Financial Statements and Auditor’s Report of Scheme under National Pension System) Guidelines-2012” and the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

9 We further certify that

a) Investments have been valued in accordance with the guidelines issued by the Authority. b) Transaction and claims/fee raised by different entities are in accordance with the prescribed fee. For Borkar & Muzumdar

Chartered Accountants Firm Registration No. 101569W B M Agarwal Partner M No.: 33254 Place: Mumbai Date: 24th April, 2015

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME C TIER II

BALANCE SHEET AT MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Sources of funds

Unit capital 1 78,610,344 56,468,547

Reserves and surplus 2 59,882,691 29,420,698

Current liabilities and provisions 3 33,558 56,819

Borrowings - -

Total 138,526,593 85,946,064

Application of funds

Investments (long term and short term) 4 134,004,515 82,635,211

Deposits 5 - -

Other current assets 6 4,522,078 3,310,853

Total 138,526,593 85,946,064

(a) Net asset as per Balance Sheet (Schedule 4+5+6 -3) 138,493,035 85,889,245

(b) Number of units outstanding 7,861,034 5,646,855

(c) NAV per unit (a)/(b) (`) (Refer note 2.8 (II)) 17.6177 15.2101

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

ScheduleParticulars

Scheme C Tier II

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME C TIER II

REVENUE ACCOUNT FOR THE YEAR ENDED MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Income from investments

Interest income 9,541,305 5,892,078

Dividend income - -

Net profit/(loss) on sale/redemption of investments (other than inter-

scheme transfer/sale) 830,878 309,466

Net profit/(loss) on inter-scheme transfer/sale of investments 69,505 349

Unrealised gain on appreciation in investments 6,315,265 275,222

Total income (A) Total

income (A)

16,756,953 6,477,115

Expenses and losses

Unrealised losses in value of investments 398,969 2,283,941

Provision for outstanding accrued income considered doubtful - -

Provision for doubtful deposits and current assets - -

Management fees (including service tax) [Refer Note 2.4] 96,210 184,972

Trusteeship/regulatory fees - -

Publicity expenses - -

Audit fees - -

Custodian fees 8,481 5,097

Trustee bank fees - 34

CRA fees 17,985 14,572

Less : Amount recovered on sale of units on account of CRA

charges (17,985) (14,572)

Total expenditure (B) 503,660 2,474,044

Net income/(expenditure) for the year (A-B) appropriated

to Balance Sheet16,253,293 4,003,071

Balance at the beginning of the year 11,234,928 7,231,857

Balance at the end of the year carried to Balance Sheet 27,488,221 11,234,928

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached.

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

ParticularsScheme C Tier II

Schedule

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME C TIER II

Schedules forming part of the financial statements

Schedule 1: Unit capital (In `)

March 31, 2015 March 31, 2014

Initial capital - -

Unit capital

Opening balance 56,468,547 36,175,188

Additions during the year 25,725,647 23,464,558

Deduction during the year (3,583,850) (3,171,199)

Closing balance 78,610,344 56,468,547

Number of units of face value ` 10 7,861,034 5,646,855

#VALUE!

Schedule 2: Reserves and surplus (In `)

March 31, 2015 March 31, 2014

Unit premium reserve

Opening balance 18,185,770 8,450,502

Additions during the year 16,662,571 23,464,557

Deduction during the year (2,453,871) (3,171,199)

Closing balance 32,394,470 18,185,770

Surplus/(deficit) in Revenue account

Opening balance 11,234,928 7,231,857

Additions during the year 16,253,293 4,003,071

Deduction during the year - -

Closing balance 27,488,221 11,234,928

General reserve* - -

Appropriation account* - -

Total 59,882,691 29,420,698

* The balances have been nil throughout the year

Schedule 3: Current liabilities and provisions (In `)

March 31, 2015 March 31, 2014

Current liabilities

Sundry creditors 5,759 50,833

Contracts for purchase of investments - -

Interest received in advance - -

Unclaimed distributed income - -

Pending creation of units - -

Unit redemption payable 27,799 5,986

Provisions - -

Total 33,558 56,819

Scheme C Tier II

Scheme C Tier II

Scheme C Tier IIParticulars

Particulars

Particulars

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME C TIER II

Schedules forming part of the financial statements

Schedule 4: Investments (In `)

March 31, 2015 March 31, 2014

Equity shares - -

Preference shares - -

Debentures and bonds 131,856,175 81,494,872

Central and state government securities (including treasury bills ) - -

Commercial Paper - -

Others - Mutual funds 2,148,340 1,140,339

Total 134,004,515 82,635,211

Schedule 5: Deposits

(In `)

March 31, 2015 March 31, 2014

Deposits with scheduled banks - -

Others - -

Total - -

Schedule 6: Other current assets

(In `)

March 31, 2015 March 31, 2014

Balances with banks in current/saving account 371,284 195,828

Cash on hand - -

Sundry debtors - -

Contracts for sale of investments - -

Outstanding and accrued income 4,150,794 3,115,025

Advance, deposits etc. - -

Shares/debentures/others application money pending allotment - -

Others - Dividend receivable - -

Total 4,522,078 3,310,853

ParticularsScheme C Tier II

ParticularsScheme C Tier II

ParticularsScheme C Tier II

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

Schedule 7

Significant accounting policies and notes to accounts for year ended March

31, 2015

1.1 Background

ICICI Prudential Pension Funds Management Company Limited (‘the Company’) is

appointed as a Pension Fund Manager (‘PFM’) by the National Pension System Trust

(‘NPS’). The Company has entered into an Investment Management Agreement (‘IMA’)

with NPS. The Pension Fund Regulatory and Development Authority (‘PFRDA’)

guidelines require each PFM to manage subscribers’ funds made available to it by the

Trustee bank along with the data made available by the Central Recordkeeping Agency

(‘CRA’) at a consolidated level. The Company makes investments as per the IMA, various

other circulars/guidelines issued by the PFRDA in this context from time to time and the

scheme wise flow of funds.

The Company manages six separate schemes under the two tiered structure (Tier I and

II) prescribed under the NPS. The schemes are classified as Scheme E, C and G based on

the underlying asset class prescribed under the NPS as follows:

Scheme E – Equity market instruments

Scheme C – Credit risk bearing fixed income instruments

Scheme G – Government securities

1.2 Basis of preparation

The financial statements have been prepared in accordance with the PFRDA (Preparation

of financial statements and Auditor’s report of Schemes under National Pension System)

Guidelines – 2012 (‘Guidelines’), Accounting Standards (‘AS’) notified under section 133

of the Companies Act, 2013, read together with paragraph 7 of the Companies

(Accounts) Rules 2014 to the extent made applicable by the Guidelines and generally

accepted accounting principles. The Guidelines specifically exempt the schemes from

the applicability of AS 3 (Cash Flow Statement) and AS 17 (Segmental Reporting). These

financial statements have been prepared on an accrual basis, except as otherwise stated.

The financials have been prepared for Scheme C Tier II being managed by the Company.

1.3 Investments

Purchase and sale of securities are accounted on trade date. Investments are reconciled

with the custodian records on daily basis. The holding cost of investments is determined

by the weighted average cost method and the cost does not include brokerage and

other transaction charges.

Valuation of investments

All investments are marked to market and are carried in the Balance Sheet at the market

value as on Balance Sheet date/date of determination/date of valuation. Unrealised

gain/(loss), if any, is transferred to Revenue account.

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

As per directive received from NPS, the valuation of investments is carried out by Stock

Holding Corporation of India Limited (SHCIL). The Investment valuation methodology

adopted by SHCIL is as follows:

Debt securities other than Government securities with a residual maturity over 60 days

are valued at weighted average traded price on that day. When such securities are not

traded on a particular day, they are valued on a yield to maturity basis, by using spreads

over risk free benchmark yield obtained from agency(ies) entrusted for the said purpose

by Association of Mutual Funds in India (AMFI) to arrive at the yield for pricing the

security.

Debt securities other than Government securities with a residual maturity upto 60 days

are valued at weighted average traded price on that day. When such securities are not

traded on a day, they are valued at last valuation price plus the difference between the

redemption value and last valuation price, spread uniformly over the remaining maturity

period of the instrument. In case of floating rate securities with floor and caps on coupon

rate and residual maturity of upto 60 days then those shall be valued on amortisation

basis taking the coupon rate as floor.

Mutual fund units are valued based on the net asset values of the preceding day of the

valuation date.

Income earned on investments

Interest income on investments is recognised on daily accrual basis. In respect of

investments purchased, interest paid for the period from the last interest due date upto

the date of purchase is debited to interest recoverable account and not included in cost

of purchase. Similarly interest received at the time of sale for the period from the last

interest due date upto the date of sale is credited to interest recoverable account and not

included in sale value. Accretion of discount/amortization of premium relating to debt

securities is recognised over the holding/maturity period on a straight-line basis.

Profit or loss on sale of debt securities is the difference between the sale consideration

net of expenses, if any and the weighted average amortised cost as on the date of sale.

Profit or loss on sale of mutual fund units is the difference between the sale

consideration net of expenses, if any and the weighted average book cost.

Non-performing assets (NPA)

An investment is regarded as NPA, if interest/principal or both amount has not been

received or has remained outstanding for one quarter from the day such

income/installment has fallen due. Further the Company also classifies following assets

as impaired.

1. In case of investments, securities where the certificates, if any, are not traceable for a

protracted period

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

2. In case of assets, other than investments, where in the opinion of the Board of

Directors, there is a substantial dimunition in value.

Where income receivable on investments has accrued but has not been received for one

quarter beyond the due date, provision shall be made by debiting to the Revenue

account for the income so accrued and no further accrual of income shall be made in

respect of such investments.

Income on NPAs shall be recognised on cash basis.

1.4 Units reconciliation

The subscribers’ units as per Investment management system are reconciled with

Central Recordkeeping Agency (CRA) records on daily basis.

1.5 Investment management fees

Investment management fees are recognised on daily accrual basis on closing Asset

under management (AUM) in accordance with IMA. The investment management fee is

inclusive of brokerage but excludes custodian charges and applicable taxes, if any.

1.6 Other expenses

Custody charges are recognised on daily accrual basis in accordance with IMA. Trustee

bank charges were recognised when they were debited by the trustee bank on a

quarterly basis. The trustee bank has discontinued levying charges with effect from July

01, 2013.

Notes to accounts

2.1 Contingent liabilities

(In `)

Particulars At March 31,

2015

At March 31,

2014

Other commitments Nil Nil

2.2 Investments

All investments and deposits under the scheme are performing assets, hence no

provisions for doubtful deposits, debts and for doubtful outstandings and accrued

income are required to be made. All the investments of the Schemes are in the name of

the NPS Trust.

Aggregate value of non-traded investments as on March 31, 2015 is ` 52,600,485 (March

31, 2014: ` 59,533,455). Non traded securities as per the PFRDA (Preparation of financial

statements and Auditor’s report of Schemes under National Pension System) Guidelines

– 2012 are those securities that are not traded on any stock exchange for a period of 30

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

days prior to the valuation date. They are valued at yield to maturity basis, by using

spreads over the benchmark rate.

2.3 Details of transactions with sponsor and its related parties

Related parties and nature of relationship.

Nature of relationship Name of the related party

Pension fund manager ICICI Prudential Pension Funds Management

Company Limited

Sponsor company ICICI Prudential Life Insurance Company Limited

Associates and group

companies

- Holding company of

sponsor

ICICI Bank Limited

The following represents significant transactions between the Scheme and its related

parties.

(In `)

Name of

related party

Nature of

transaction

Transactions for the

year ended

Amount recoverable/

(payable)

March 31,

2015

March 31,

2014

At March

31, 2015

At March

31, 2014

ICICI Prudential

Pension Funds

Management

Company

Limited

Investment

management

fees

96,210

184,972

(3,327)

(47,717)

Aggregate investments made by the scheme in the associates and group companies at

March 31, 2015 is Nil (March 31, 2014: Nil).

2.4 Investment management fees

The Investment Management Fees is charged on closing funds under management on

daily basis for all the schemes. In terms of the PFRDA’s letter no. PFRDA/6/PFM/9/2 dated

July 31, 2014, the Company has started charging investment management fee of 0.01%

per annum, with effect from August 01, 2014. The investment management fee charged

upto July 31, 2014 was 0.25% per annum.

2.5 Aggregate value of purchase and sale with percentage to average daily

net assets

Aggregate value of purchase and sale with percentage to average daily net assets is as

follows:

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

(In `)

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Aggregate value of purchase and sale 1,796,866,101 585,074,673

% to average daily net assets 1628.2% 888.5%

Aggregate value of purchase and sale (excluding liquid mutual fund)* with percentage to

average daily net assets is as follows:

(In `)

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Aggregate value of purchase and sale 107,893,443 69,261,902

% to average net assets 97.8% 105.2%

*liquid mutual fund investments are held for day to day cash management, hence excluded.

2.6 Investments falling under each major industry group

The total value of investments falling under each major industry group (which constitutes

not less than 5% of the total investment in the major classification of the financials) is

disclosed as under:

Investment

classification

At March 31, 2015 At March 31, 2014

Market

value (In `)

% of

investment

class

Market

value (In `)

% of

investment

class

Mutual funds 2,148,340 100.0% 1,140,339 100.0%

Mutual funds 2,148,340 100.0% 1,140,339 100.0%

Non-convertible

debenture 131,856,175 100.0% 81,494,872 100.0%

Other credit granting 31,339,133 23.8% 15,560,851 19.1%

Other financial service

activities, except insurance

& pension funding

14,462,589 11.0% 4,521,159 5.5%

Activities of specialized

institutions granting credit

for house purchases that

also take deposits

11,470,047 8.7% 16,111,635 19.8%

Activities of holding

companies 10,731,200 8.1% 8,029,260 9.9%

Monetary intermediation of

commercial banks, savings

banks

10,385,360 7.9% - -

Transmission of electric

energy 10,380,690 7.9% 4,767,720 5.9%

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

Investment

classification

At March 31, 2015 At March 31, 2014

Market

value (In `)

% of

investment

class

Market

value (In `)

% of

investment

class

Other civil engineering

projects 10,010,570 7.6% - -

Activities of providing

internet access by operator

of the wired infrastructure

9,245,151 7.0% 13,558,622 16.6%

Activities of commission

agents, brokers dealing in

wholesale trade of

agricultural raw material,

live animals, food,

beverages, intoxicants and

textiles

8,673,656 6.6% 5,076,420 6.2%

Support activities for

petroleum and natural gas

mining

7,940,933 6.0% - -

Manufacture of Aluminium

from alumina and by other

methods and products of

aluminium and alloys

7,216,846 5.4% 6,818,476 8.4%

Electric power generation

by coal based thermal

power plants

- - 7,050,729 8.6%

Net current assets 4,488,520 100.0% 3,254,033 100.0%

Net asset value 138,493,035 100.0% 85,889,245 100.0%

2.7 Statement of portfolio holding as on March 31, 2015

Security name Units Acquisition

cost (In `)

Market

value (In `)

Mutual Funds 2,148,083 2,148,340

IDFC Cash fund - Direct Plan –Growth 1,264 2,148,083 2,148,340

Non convertible debentures 125,954,601 131,856,175

9.67% Tata Sons Limited (September 13,

2022) 100,000 10,262,358 10,731,200

9.38% IDFC (September 12, 2024) 100,000 10,000,000 10,693,490

8.85% Axis Bank Ltd (December 05, 2024) 100,000 10,000,000 10,385,360

8.95% Infotel Broadband Services Limited

(September 15, 2020) 90,000 8,703,929 9,245,151

9.95% Food Corporation of India (March 07, 80,000 8,048,000 8,673,656

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

Security name Units Acquisition

cost (In `)

Market

value (In `)

2022)

8.65% Power Finance Corporation Limited

(December 28, 2024) 80,000 8,000,000 8,183,512

10.08% IOT Utkal Energy Services Limited

(February 20, 2025) 70,000 7,399,504 7,940,933

9.098 % L&T IRCL (April 15, 2022) 75,000 7,500,000 7,933,500

8.79% Mahindra & Mahindra Financial

Services Limited (January 23, 2025) 80,000 8,000,000 7,811,408

8.75% IRFC (November 29, 2026) 70,000 6,821,193 7,349,286

9.55% Hindalco Industries Limited (April 25,

2022) 70,000 7,028,210 7,216,846

8.93% Power Grid Corporation (October 20,

2029) 50,000 5,000,000 5,279,900

9.90% HDFC (December 29, 2018) 50,000 5,001,000 5,253,550

8.87% Rural Electrification Corporation

Limited (March 08, 2020) 50,000 4,912,702 5,112,845

8.73% Power Grid Corporation (October 11,

2021) 50,000 4,769,105 5,100,790

10.75% Shriram Transport Finance

Company Limited (October 24, 2018) 30,000 3,000,000 3,117,963

9.18% HDFC (February 28, 2018) 30,000 2,945,400 3,069,057

9.25% LIC Housing Finance Limited

(January 01, 2023) 20,000 2,075,700 2,104,576

9.098 % L&T IRCL (April 15, 2020) 20,000 2,000,000 2,077,070

10.00% Shriram Transport Finance

Company Limited (July 15, 2019) 20,000 1,987,400 2,031,714

9.51% LIC Housing Finance Limited (July

24, 2019) 10,000 1,000,000 1,042,864

10.25% Shriram Transport Finance

Company Limited (April 18, 2015) 10,000 1,003,000 1,000,268

9.75% Shriram Transport Finance Company

Limited (June 01, 2015) 5,000 497,100 501,236

Total 128,102,683 134,004,515

Statement of portfolio holding as on March 31, 2014

Security name Units Acquisition

cost (In `)

Market

value (In `)

Mutual Funds 1,140,000 1,140,339

IDFC Cash fund - Direct Plan –Growth 732.03 1,140,000 1,140,339

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

Security name Units Acquisition

cost (In `)

Market

value (In `)

Non convertible debentures 81,509,678 81,494,872

8.95% Infotel Broadband Services Limited

(September 15, 2020) 140,000 13,545,864 13,558,622

9.80% LIC Housing Finance Limited (October

22, 2017) 80,000 8,005,400 8,085,896

9.80 % Talwandi Sabo Power Limited

(December 09, 2023). 70,000 6,959,200 7,050,729

9.55% Hindalco Industries Limited (April 25,

2022) 70,000 7,028,210 6,818,476

8.75% IRFC (November 29, 2026) 70,000 6,821,193 6,684,132

9.95% Food Corporation of India Limited

(March 07, 2022) 50,000 4,997,000 5,076,420

9.90% HDFC (December 29, 2018) 50,000 5,001,000 5,061,235

9.70% Tata Sons Limited (July 25, 2022) 50,000 5,001,000 5,021,610

8.87% Rural Electrification Corporation

Limited (March 08, 2020) 50,000 4,912,702 4,838,155

8.73% Power Grid Corporation (October 11,

2021) 50,000 4,769,105 4,767,720

9.81% Power Finance Corporation Limited

(October 07, 2018) 40,000 4,022,904 4,038,564

10.75% Shriram Transport Finance Company

Limited (October 24, 2018) 30,000 3,000,000 3,020,307

9.67% Tata Sons Limited (September 13,

2022) 30,000 3,000,600 3,007,650

9.18% HDFC (February 12, 2018) 30,000 2,945,400 2,964,504

10.25% Shriram Transport Finance Company

Limited (April 18, 2015) 10,000 1,003,000 1,002,267

9.75% Shriram Transport Finance Company

Limited (June 01, 2015) 5,000 497,100 498,585

Total 82,649,678 82,635,211

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

2.8 Key statistics

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

1. NAV per unit (`)I

(based on published NAV)

Open 15.1991 14.3250

High 17.6177 15.1991

Low 15.1259 13.8559

End

17.6177 15.1991

2. Closing Assets Under Management (` in Lakhs)

End 1,384.93 858.89

Average daily net assets (AAUM)II

1,103.58 658.49

3. Gross income as % of AAUMIII

9.46% 9.42%

4. Expense ratio

a. Total expense as % of AAUM (scheme wise)IV

0.0949% 0.2887%

b. Management fee as % of AAUM (scheme wise) 0.0872% 0.2809%

5. Net income as % of AAUMV

9.37% 9.13%

6. Portfolio turnover ratioVI

29.17% 25.76%

7. Total dividend per unit distributed during the period - -

8. Returns: (%)

a. Last one year 15.91% 6.10%

Benchmark 15.08% 5.36%

b. Since inception 76.18% 51.99%

Benchmark 58.54% 37.77%

c. Compound annualised yield (%)VII

Last 1 year 15.77% 6.10%

Last 3 year 11.78% 10.63%

Last 5 year 11.67% NA

Since launch of the scheme 11.47% 10.46%

Launch Date January 12, 2010

I. NAV = (Market value of investment held by scheme + value of current assets - value of

current liability and provisions, if any)/(no. of units at the valuation date (before creation/

redemption of units)

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

The last published NAV in FY 2014 was on March 28, 2014 of ₹ 15.1991 since it was the

last business day of the financial year. However, since equity markets were operational

on March 31, 2014, it was directed by NPS trust to value its investments on prices of

March 31, 2014 to reflect the correct AUM as on Balance Sheet date. Accordingly, the

NAV computed on March 31, 2014 was ₹ 15.2101. Since March 31, 2014 was a non

business day, no transactions were conducted by the subscribers and the NAV

computed for March 31, 2014 was for disclosure purpose only.

II. AAUM = Average daily net assets

III. Gross income = Income includes Interest income, Dividend income and Net

profit/(loss) on sale of investments

IV. Total expenses = Expenses include management fees, custody fees, trustee bank

charges but excludes unrealised loss

V. Net income = Gross income less Total expenses (excludes unrealised gain/loss)

VI. Portfolio turnover = Lower of sales or purchase divided by the average AUM for the

period. Investments in liquid mutual fund is excluded from the turnover as the same is

primarily for liquidity management.

VII. Compounded annualised yield is to be calculated based on following formula:

= ((1+ cumulative return)^n) -1 (where n=365/no. of days)

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ICICI Prudential Pension Funds Management Company Limited –

Scheme C Tier II

2.9 Previous year comparatives

Previous year amounts have been regrouped and reclassified wherever necessary to

conform to current year’s presentation in line with the PFRDA (Preparation of financial

statements and Auditor’s report of Schemes under National Pension System) Guidelines

- 2012.

For Borkar & Muzumdar

Chartered Accountants

Firm Registration No. 101569W

For and on behalf of the Board of Directors

of ICICI Prudential Pension Funds

Management Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner Chairman Director

Membership No. 33254

Meghana Baji Vishal Mehta

Chief Executive Officer Company Secretary

Date : April 24, 2015

Place : Mumbai

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

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ICICI Prudential Pension Funds Management

Company Limited - Scheme G Tier II

Financial Statements together with Auditor’s Report for

the year ended March 31, 2015

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ICICI Prudential Pension Funds Management

Company Limited - Scheme G Tier II

Financial Statements together with Auditor’s

Report

For the year ended March 31, 2015

Contents

Auditor’s Report

Balance Sheet

Revenue Account

Accounting Policies and Notes to Accounts

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INDEPENDENT AUDITORS' REPORT To, The Trustees, National Pension System Trust Report on Financial Statements 1 We have audited the accompanying financial statements of NPS Trust A/c ICICI Prudential Pension

Funds Management Company Limited, Scheme G - Tier II (Scheme) under the National Pension System Trust (NPS Trust) managed by ICICI Prudential Pension Funds Management Company Limited (‘PFM’ or the ‘Company) which comprise of the Balance Sheet as at March 31, 2015, and the Revenue Account for the year then ended, and a summary of significant accounting policies and other explanatory information.

Management’s Responsibility for the Financial Statements 2 Management of the PFM, in accordance with the Pension Fund Regulatory and Development

Authority (PFRDA) Guidelines and the Investment Management Agreement (IMA) with the NPS Trust, is responsible for the preparation of these financial statements that give a true and fair view of the financial position and financial performance of the Scheme in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Companies Act 2013 (the Act), read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies, making judgments and estimates that are reasonable and prudent, and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. These financial statements are also approved by the NPS Trust on the recommendation of the Board of Directors of the PFM.

Auditor’s Responsibility 3 4

Our responsibility is to express an opinion on these financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement.

5 An audit involves performing procedures to obtain audit evidence about the amounts and the

disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the PFM’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on whether the Company has in place an adequate internal financial controls system over financial reporting and the operating effectiveness of such controls. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements.

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6 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis

for our audit opinion on the financial statements. Opinion 7 In our opinion and to the best of our information and according to the

explanations given to us, the aforesaid financial statements give the information required by PFRDA (Preparation of Financial Statements and Auditors Report of Schemes under National Pension System) Guidelines 2012 in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India:

(a)

in the case of the Balance Sheet, of the state of affairs of the Scheme as at March 31, 2015; and

(b)

in the case of the Revenue Account, of the surplus of the Scheme for the year ended on that date;

Report on Other Legal And Regulatory Requirements 8 As required by the PFRDA (Preparation of Financial Statements and Auditors Report of Schemes

under National Pension System) Guidelines 2012, as amended, and section 143(3) of the Act we report that:

a) We have obtained all information and explanations which to the best of our knowledge and belief

were necessary for the purpose of the audit. b) The Balance Sheet and Revenue account of the Scheme are in agreement with the books of account

of the Scheme. c) In our opinion proper books of account of the Scheme, as required by the PFRDA has been

maintained by the PFM as far as appears from our examination of those books. d) All transactions expenses in excess of the limits contractually agreed to / approved by the Authority

are borne by the Pension Fund (if any) and are not charged to the NAV of the Scheme. e) In our opinion the Balance Sheet and Revenue Account of the Scheme dealt with by this report

comply with the “PFRDA (Preparation of Financial Statements and Auditor’s Report of Scheme under National Pension System) Guidelines-2012” and the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014.

9 We further certify that

a) Investments have been valued in accordance with the guidelines issued by the Authority. b) Transaction and claims/fee raised by different entities are in accordance with the prescribed fee. For Borkar & Muzumdar

Chartered Accountants Firm Registration No. 101569W B M Agarwal Partner M No.: 33254 Place: Mumbai Date: 24th April, 2015

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME G TIER II

BALANCE SHEET AT MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Sources of funds

Unit capital 1 65,384,578 41,541,786

Reserves and surplus 2 39,028,550 13,440,255

Current liabilities and provisions 3 9,847,563 35,713

Borrowings - -

Total 114,260,691 55,017,754

Application of funds

Investments (long term and short term) 4 102,307,125 54,398,388

Deposits 5 - -

Other current assets 6 11,953,566 619,366

Total 114,260,691 55,017,754

(a) Net asset as per Balance Sheet (Schedule 4+5+6 -3) 104,413,128 54,982,041

(b) Number of units outstanding 6,538,458 4,154,179

(c) NAV per unit (a)/(b) (`) (Refer note 2.8 (II)) 15.9691 13.2354

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

Scheme G Tier IIScheduleParticulars

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME G TIER II

REVENUE ACCOUNT FOR THE YEAR ENDED MARCH 31, 2015

(In `)

March 31, 2015 March 31, 2014

Income from investments

Interest income 6,228,029 3,356,887

Dividend income - -

Net profit/(loss) on sale/redemption of investments (other than inter-

scheme transfer/sale) 1,523,276 (1,150,594)

Net profit/(loss) on inter-scheme transfer/sale of investments 77 -

Unrealised gain on appreciation in investments 6,799,003 57,351

Total income (A) Total

income (A)

14,550,385 2,263,644

Expenses and losses

Unrealised losses in value of investments 10,495 1,653,460

Provision for outstanding accrued income considered doubtful - -

Provision for doubtful deposits and current assets - -

Management fees (including service tax) [Refer Note 2.4] 64,010 114,274

Trusteeship/regulatory fees - -

Publicity expenses - -

Audit fees - -

Custodian fees 6,303 3,275

Trustee bank fees - 20

CRA fees 18,487 13,736

Less : Amount recovered on sale of units on account of CRA

charges (18,487) (13,736)

Total expenditure (B) 80,808 1,771,029

Net income/(expenditure) for the year (A-B) appropriated to

Balance Sheet 14,469,577 492,615

Balance at the beginning of the year 5,161,986 4,669,371

Balance at the end of the year carried to Balance Sheet 19,631,563 5,161,986

Significant accounting policies and notes to accounts 7

The notes referred to above form an integral part of the financial statements.

As per our report of even date attached.

For Borkar & Muzumdar For and on behalf of Board of Directors of

Chartered Accountants ICICI Prudential Pension Funds Management

Firm Registration No. 101569W Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner  Chairman Director

Membership No. 33254

Date : April 24, 2015 Meghana Baji Vishal Mehta

Place : Mumbai Chief Executive Officer Company Secretary

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

Date :

Place :

Scheme G Tier IIScheduleParticulars

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME G TIER II

Schedules forming part of the financial statements

Schedule 1: Unit capital (In `)

March 31, 2015 March 31, 2014

Initial capital - -

Unit capital

Opening balance 41,541,786 23,507,145

Additions during the year 27,267,570 21,861,951

Deduction during the year (3,424,778) (3,827,310)

Closing balance 65,384,578 41,541,786

Number of units of face value ` 10 6,538,458 4,154,179

#VALUE!

Schedule 2: Reserves and surplus (In `)

March 31, 2015 March 31, 2014

Unit premium reserve

Opening balance 8,278,269 2,592,885

Additions during the year 12,829,463 6,806,628

Deduction during the year (1,710,745) (1,121,244)

Closing balance 19,396,987 8,278,269

Surplus/(deficit) in Revenue account

Opening balance 5,161,986 4,669,371

Additions during the year 14,469,577 492,615

Deduction during the year - -

Closing balance 19,631,563 5,161,986

General reserve* - -

Appropriation account* - -

Total 39,028,550 13,440,255

* The balances have been nil throughout the year

Schedule 3: Current liabilities and provisions (In `)

March 31, 2015 March 31, 2014

Current liabilities

Sundry creditors 4,571 32,034

Contracts for purchase of investments 9,818,620 -

Interest received in advance 11,438 -

Unclaimed distributed income - -

Pending creation of units -

Unit redemption payable 12,934 3,679

Provisions - -

Total 9,847,563 35,713

Scheme G Tier II

Scheme G Tier II

ParticularsScheme G Tier II

Particulars

Particulars

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ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED - SCHEME G TIER II

Schedules forming part of the financial statements

Schedule 4: Investments (In `)

March 31, 2015 March 31, 2014

Equity shares - -

Preference shares - -

Debentures and bonds - -

Central and state government securities (including treasury bills) 101,096,745 52,514,828

Commercial Paper - -

Others - Mutual funds 1,210,380 1,883,560

Total 102,307,125 54,398,388

Schedule 5: Deposits

(In `)

March 31, 2015 March 31, 2014

Deposits with scheduled banks - -

Others - -

Total - -

Schedule 6: Other current assets

(In `)

March 31, 2015 March 31, 2014

Balances with banks in current/saving account 27 7,033

Cash on hand - -

Sundry debtors - -

Contracts for sale of investments 10,717,507 -

Outstanding and accrued income 1,236,032 612,333

Advance, deposits etc. - -

Shares/debentures/others application money pending allotment - -

Others - Dividend receivable - -

Total 11,953,566 619,366

Particulars

Particulars

Particulars

Scheme G Tier II

Scheme G Tier II

Scheme G Tier II

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ICICI Prudential Pension Funds Management Company Limited – Scheme

G Tier II

Schedule 7

Significant accounting policies and notes to accounts for year ended March 31,

2015

1.1 Background

ICICI Prudential Pension Funds Management Company Limited (‘the Company’) is appointed

as a Pension Fund Manager (‘PFM’) by the National Pension System Trust (‘NPS’). The

Company has entered into an Investment Management Agreement (‘IMA’) with NPS. The

Pension Fund Regulatory and Development Authority (‘PFRDA’) guidelines require each

PFM to manage subscribers’ funds made available to it by the Trustee bank along with the

data made available by the Central Recordkeeping Agency (‘CRA’) at a consolidated level.

The Company makes investments as per the IMA, various other circulars/guidelines issued

by the PFRDA in this context from time to time and the scheme wise flow of funds.

The Company manages six separate schemes under the two tiered structure (Tier I and II)

prescribed under the NPS. The schemes are classified as Scheme E, C and G based on the

underlying asset class prescribed under the NPS as follows:

Scheme E – Equity market instruments

Scheme C – Credit risk bearing fixed income instruments

Scheme G – Government securities

1.2 Basis of preparation

The financial statements have been prepared in accordance with the PFRDA (Preparation of

financial statements and Auditor’s report of Schemes under National Pension System)

Guidelines – 2012 (‘Guidelines’), Accounting Standards (‘AS’) notified under section 133 of

the Companies Act, 2013, read together with paragraph 7 of the Companies (Accounts)

Rules 2014 to the extent made applicable by the Guidelines and generally accepted

accounting principles. The Guidelines specifically exempt the schemes from the

applicability of AS 3 (Cash Flow Statement) and AS 17 (Segmental Reporting). These

financial statements have been prepared on an accrual basis, except as otherwise stated.

The financials have been prepared for Scheme G Tier II being managed by the Company.

1.3 Investments

Purchase and sale of securities are accounted on trade date. Investments are reconciled

with the custodian records on daily basis. The holding cost of investments is determined by

the weighted average cost method and the cost does not include brokerage and other

transaction charges.

Valuation of Investments

All investments are marked to market and are carried in the Balance Sheet at the market

value as on Balance Sheet date/date of determination/date of valuation. Unrealised

gain/(loss), if any, is transferred to Revenue account.

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ICICI Prudential Pension Funds Management Company Limited – Scheme

G Tier II

As per directive received from NPS, the valuation of investments is carried out by Stock

Holding Corporation of India Limited (SHCIL). The Investment valuation methodology

adopted by SHCIL is as follows:

Central government as well as State government securities are valued at the average traded

prices received from independent valuation agencies.

Mutual fund units are valued based on the net asset values of the preceding day of the

valuation date.

Income earned on investments

Interest income on investments is recognised on daily accrual basis. In respect of

investments purchased, interest paid for the period from the last interest due date upto the

date of purchase is debited to interest recoverable account and not included in cost of

purchase. Similarly interest received at the time of sale for the period from the last interest

due date upto the date of sale is credited to interest recoverable account and not included

in sale value. Accretion of discount/amortization of premium relating to debt securities is

recognised over the holding/maturity period on a straight-line basis.

Profit or loss on sale of debt securities is the difference between the sale consideration net

of expenses, if any and the weighted average amortised cost as on the date of sale.

Profit or loss on sale of mutual fund units is the difference between the sale consideration

net of expenses, if any and the weighted average book cost.

Non-performing assets (NPA)

An investment is regarded as NPA, if interest/principal or both amount has not been

received or has remained outstanding for one quarter from the day such income/installment

has fallen due. Further the Company also classifies following assets as impaired.

1. In case of investments, securities where the certificates, if any, are not traceable for a

protracted period

2. In case of assets, other than investments, where in the opinion of the Board of Directors,

there is a substantial diminution in value.

Where income receivable on investments has accrued but has not been received for one

quarter beyond the due date, provision shall be made by debiting to the Revenue account

for the income so accrued and no further accrual of income shall be made in respect of

such investments.

Income on NPAs shall be recognised on cash basis.

The Scheme’s exposure is restricted to securities of Central and State Government which

has a sovereign guarantee; therefore NPA is not envisaged for the Scheme.

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ICICI Prudential Pension Funds Management Company Limited – Scheme

G Tier II

1.4 Units reconciliation

The subscribers’ units as per Investment management system are reconciled with Central

Recordkeeping Agency (CRA) records on daily basis.

1.5 Investment management fees

Investment management fees are recognised on daily accrual basis on closing Asset under

management (AUM) in accordance with IMA. The Investment management fee is inclusive

of brokerage but excludes custodian charges and applicable taxes, if any.

1.6 Other expenses

Custody charges are recognised on daily accrual basis in accordance with IMA. Trustee

bank charges were recognised when they were debited by the trustee bank on a quarterly

basis. The trustee bank has discontinued levying charges with effect from July 01, 2013.

Notes to accounts

2.1 Contingent liabilities

(In `)

Particulars At March 31,

2015

At March 31,

2014

Other commitments Nil Nil

2.2 Investments

All investments and deposits under the scheme are performing assets, hence no provisions

for doubtful deposits, debts and for doubtful outstandings and accrued income are required

to be made. All the investments of the schemes are in the name of the NPS Trust. All

investments are traded investments.

2.3 Details of transactions with sponsor and its related parties

Related parties and nature of relationship.

Nature of relationship Name of the related party

Pension fund manager ICICI Prudential Pension Funds Management Company

Limited

Sponsor company ICICI Prudential Life Insurance Company Limited

Associates and group

companies

Holding company of sponsor

ICICI Bank Limited

The following represents significant transactions and balances between the Scheme and its

related parties.

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ICICI Prudential Pension Funds Management Company Limited – Scheme

G Tier II

(In `)

Name of

related party

Nature of

transaction

Transactions for the

year ended

Amount recoverable/

(payable)

March 31,

2015

March 31,

2014

At March

31, 2015

At March

31, 2014

ICICI Prudential

Pension Funds

Management

Company

Limited

Investment

management

fees

64,010 114,274 (2,506) (29,968)

Aggregate investments made by the scheme in the associates and group companies at

March 31, 2015 is Nil (March 31, 2014: Nil).

2.4 Investment management fees

The Investment Management Fees is charged on closing funds under management on daily

basis for all the schemes. In terms of the PFRDA’s letter no. PFRDA/6/PFM/9/2 dated July 31,

2014, the Company has started charging investment management fee of 0.01% per annum,

with effect from August 01, 2014. The investment management fee charged upto July 31,

2014 was 0.25% per annum.

2.5 Aggregate value of purchase and sale with percentage to average daily net

assets

Aggregate value of purchase and sale with percentage to average daily net assets is as

follows:

(In `)

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Aggregate value of purchase and sale 1,153,180,177 550,041,047

% to average daily net assets 1,480.0% 1352.1%

Aggregate value of purchase and sale (excluding liquid mutual fund)* with percentage to

average daily net assets is as follows:

(In `)

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

Aggregate value of purchase and sale 147,247,108 251,173,152

% to average daily net assets 189.0% 617.4%

*liquid mutual fund investments are held for day to day cash management, hence excluded.

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ICICI Prudential Pension Funds Management Company Limited – Scheme

G Tier II

2.6 Investments falling under each major industry group

The total value of investments falling under each major industry group (which constitutes

not less than 5% of the total investment in the major classification of the financials) are

disclosed as under:

(In `)

Investment

classification

At March 31, 2015 At March 31, 2014

Market

value (In `)

% of

investment

class

Market

value (In `)

% of

investment

class

Government securities

& Treasury bills 101,096,745 100.0% 52,514,828 100.0%

Government securities &

Treasury bills 101,096,745 100.0% 52,514,828 100.0%

Mutual funds 1,210,380 100.0% 1,883,560 100.0%

Mutual funds 1,210,380 100.0% 1,883,560 100.0%

Net current assets 2,106,003 100.0% 583,653 100.0%

Net assets value 104,413,128 100.0% 54,982,401 100.0%

2.7 Statement of portfolio holding as on March 31, 2015

Security name Units Acquisition

cost (In `) Market value

(In `)

Government securities & Treasury

Bills 95,438,817 101,096,745

8.32% GOI 2032 (August 02, 2032) 198,000 18,953,796 20,720,700

9.23% GOI 2043 (December 23, 2043) 137,500 14,828,575 15,860,625

8.28% GOI 2032 (February 15, 2032) 125,000 12,406,700 13,050,000

182 Days TBILL 2015 (July 02, 2015) 100,000 9,818,620 9,816,330

9.20% GS 2030 (September 30, 2030) 78,600 8,189,653 8,789,052

8.30% GOI 2040 (July 02, 2040) 80,000 8,220,350 8,403,200

8.28% GOI 2027 (September 21, 2027) 68,500 6,524,109 7,107,560

8.24% GOI 2033 (November 10, 2033) 29,000 3,016,520 3,031,370

9.53% Madhya Pradesh SDL (August

01, 2023) 20,000 2,016,000 2,171,930

8.30% GOI 2042 (December 31, 2042) 20,000 1,928,583 2,102,200

91 Days TBILL 2015 (April 30, 2015) 20,000 1,984,302 1,989,990

8.24% GOI 2027 (February 15, 2027) 18,500 1,766,170 1,909,385

8.17% GOI 2044 (December 01, 2044) 16,000 1,647,365 1,671,200

9.67% Jharkhand SDL (February 12,

2024) 15,000 1,500,300 1,645,961

8.83% GOI 2041 (December 12, 2041) 10,000 1,117,234 1,106,000

8.33% GOI 2036 (June 07, 2036) 10,000 938,700 1,048,105

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ICICI Prudential Pension Funds Management Company Limited – Scheme

G Tier II

Security name Units Acquisition

cost (In `) Market value

(In `)

7.40% GOI 2035 (September 09, 2035) 7,000 581,840 673,138

Mutual Funds 1,210,237 1,210,380

IDFC Cash fund – Direct Plan - Growth 712 1,210,237 1,210,380

Total 96,649,054 102,307,125

Statement of portfolio holding as on March 31, 2014

Security name Units Acquisition

cost (In `) Market value

(In `)

Government securities & Treasury

Bills 53,639,809 52,514,828

8.28% GOI 2027 (21-September-2027) 153,500 14,599,805 14,329,225

8.32% GOI 2032 (02-August-2032) 127,000 12,082,590 11,801,475

8.12% GOI 2020 (10-December-2020). 80,000 7,756,020 7,634,400

8.28% GOI 2032 (15-February-2032) 75,000 7,271,200 6,941,250

364 Days TBILL 2014 (03-April-2014) 50,000 4,988,805 4,998,850

9.53 Madhya Pradesh SDL(01-August-

2023) 20,000 2,016,000 2,009,040

9.67% Jharkhand SDL 2024 (12-

February-2024) 15,000 1,500,300 1,517,880

8.83% GS 2041 (12-December-2041) 10,000 1,117,234 975,350

8.33% GOI 2036 (07-June-2036) 10,000 938,700 925,800

7.40% GOI 2035 (09-September-2035) 7,000 581,840 588,658

7.16% GOI 2023 (20-May-2023) 5,000 440,100 438,750

9.84% Andhra Pradesh SDL 2024 (26-

February-2024) 3,000 301,125 307,575

8.24% GOI 2027 (15-February-2027) 500 46,090 46,575

8.28% GOI 2027 (21-September-2027) 153,500 14,599,805 14,329,225

8.32% GOI 2032 (02-August-2032) 127,000 12,082,590 11,801,475

Mutual Funds 1,883,000 1,883,560

IDFC Cash fund – Direct Plan - Growth 1,883,000 1,883,560

Total 55,522,809 54,398,388

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ICICI Prudential Pension Funds Management Company Limited – Scheme

G Tier II

2.8 Key statistics

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

1. NAV per unit (`)I

(based on published NAV)

Open 13.2299 13.0838

High 16.0098 14.1333

Low 13.0405 12.2279

End

15.9691 13.2299

2. Closing Assets Under Management (` in Lakhs)

End 1,044.13 549.82

Average daily net assets (AAUM)II

779.19 406.81

3. Gross income as % of AAUMIII

9.95% 5.42%

4. Expense ratio

a. Total expense as % of AAUM (scheme wise)IV

0.0902% 0.2890%

b. Management fee as % of AAUM (scheme wise) 0.0821% 0.2809%

5. Net income as % of AAUMV

9.86% 5.13%

6. Portfolio turnover ratioVI

68.07% 276.13%

7. Total dividend per unit distributed during the period - -

8. Returns: (%)

a. Last one year 20.70% 1.12%

Benchmark 15.72% 3.91%

b. Since inception 59.69% 32.30%

Benchmark 54.57% 33.14%

c. Compound annualised yield (%)VII

Last 1 year 20.52% 1.12%

Last 3 year 11.75% 7.16%

Last 5 year 9.57% NA

Since launch of the scheme 9.53% 7.00%

Launch Date February 8, 2010

I. NAV = (Market value of investment held by scheme + value of current assets - value of

current liability and provisions, if any)/ (no. of units at the valuation date (before

creation/ redemption of units)

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ICICI Prudential Pension Funds Management Company Limited – Scheme

G Tier II

Particulars

Year ended

March 31,

2015

Year ended

March 31,

2014

The last published NAV in FY 2014 was on March 28, 2014 of ₹ 13.2299 since it was the

last business day of the financial year. However, since equity markets were operational

on March 31, 2014, it was directed by NPS trust to value its investments on prices of

March 31, 2014 to reflect the correct AUM as on Balance Sheet date. Accordingly, the

NAV computed on March 31, 2014 was ₹ 13.2354. Since March 31, 2014 was a non

business day, no transactions were conducted by the subscribers and the NAV

computed for March 31, 2014 was for disclosure purpose only.

II. AAUM = Average daily net assets

III. Gross income = Income includes Interest income, Dividend income and Net

profit/(loss) on sale of investments

IV. Total expenses = Expenses include management fees, custody fees, trustee bank

charges but excludes unrealised loss

V. Net income = Gross income less Total expenses (excludes unrealised gain/loss)

VI. Portfolio turnover = Lower of sales or purchase divided by the average AUM for the

period. Investments in liquid mutual fund is excluded from the turnover as the same is

primarily for liquidity management.

VII. Compounded annualised yield is to be calculated based on following formula:

= ((1+ cumulative return)^n) -1 (where n=365/no. of days)

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ICICI Prudential Pension Funds Management Company Limited – Scheme

G Tier II

2.9 Previous year comparatives

Previous year amounts have been regrouped and reclassified wherever necessary to

conform to current year’s presentation in line with the PFRDA (Preparation of financial

statements and Auditor’s report of Schemes under National Pension System) Guidelines -

2012.

For Borkar & Muzumdar

Chartered Accountants

Firm Registration No. 101569W

For and on behalf of the Board of Directors

of ICICI Prudential Pension Funds

Management Company Limited

B M Agarwal Sandeep Bakhshi Sandeep Batra

Partner Chairman Director

Membership No. 33254

Meghana Baji Vishal Mehta

Chief Executive Officer Company Secretary

Date : April 24, 2015

Place : Mumbai

For and on Behalf of NPS Trust

Chairman, NPS Trust Board Chief Executive Officer

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