Amendments For Trust Deed of Unit Trust of Pakistan
Detail Of Changes Made To THE DRAFT Trust Deed Unit Trust of Pakistan)
S. No. / Existing Clause / Amended Clause1. / Parties to the Trust Deed
ABAMCO LIMITED, a company, incorporated under the Companies Ordinance, 1984, with its Registered Office at 7th Floor, The Forum, Block-9, G-20, Khayaban-e-Jami, Clifton, Karachi, (hereinafter called “the Management Company”, which expression, where the context so permits shall include its successors-in-interest and assigns) of the one part; and
CENTRAL DEPOSITORY COMPANY OF PAKISTAN LIMITED, an unlisted public company incorporated under the Companies Ordinance, 1984, having its registered office at 8th Floor, Karachi Stock Exchange Building, Stock Exchange Road, Karachi and registered to act as central depository company under Rule 4(3) of the Central Depository Companies (Establishment and Regulation) Rules, 1996 (hereinafter called “the Trustee”, which expression, where the context so permits, shall include its successors-in-interest and assigns) of the Other Part.” / Parties to the Trust Deed
JS Investments Limited (Formerly JS ABAMCO Limited and initially ABAMCO Limited), a listed public limited company, incorporated in Pakistan under the Companies Ordinance, 1984 with its Registered Office at 7th Floor, the Forum, Block 9, G-20, Khayaban-e-Jami, Clifton, Karachi, (hereinafter called the “the Management Company”, which expression where the context so permits, shall include its successors-in-interest and assigns) of the one part; and
CENTRAL DEPOSITORY COMPANY OF PAKISTAN LIMITED, a company incorporated in Pakistan under the Companies Ordinance, 1984, having its registered office at CDC House, 99-B, Block “B”, S.M.C.H.S., Main Shahrah-e-Faisal, Karachi and registered to act as central depository company under Rule 4(3) of the Central Depository Companies (Establishment and Regulation) Rules, 1996 (hereinafter called “the Trustee”, which expression, where the context so permits, shall include its successors-in-interest and assigns) of the Other Part.”
2. / Recital A
The Management Company has been incorporated and is registered as an Asset Management Company under the Rules to inter alia establish and operate a unit trust; / Recital A
The Management Company is in the business of providing asset management and investment advisory services and has been licensed by the Securities and Exchange Commission of Pakistan (SECP) to act as an asset management company under the repealed Asset Management Companies Rules 1995 and as an investment adviser under the repealed Investment Companies and Investment Advisors Rules, 1971. SECP has granted license under its letter No. NBFC-39/IA-AMC/02/2004 dated July 27, 2004 under Rule 5(2) of the Non-Banking Finance Companies (Establishment and Regulation) Rules. 2003 (“Rules”) and renewed, vide SECP’s letter No. NBFC II/22/Abamco/AMC & IA/05/2007, dated June 11, 2007 to JS Investments Limited (Formerly JS ABAMCO Limited and initially ABAMCO Limited) under Rule 5(5) of the Rules to undertake asset management and investment advisory services.
3. / Clause 1.1
Definition of Accounting Date
"Accounting Date" means in case of the final Accounting Period the date on which the moneys required for the final distribution are transferred to the Distribution Account and in any other case the thirtieth day of June in each year provided that the Management Company with the written consent of the Trustee may change such date to any other date. / Clause 1.1
Definition of Accounting Date
Accounting Date means the thirtieth day of June in each year and any interim date(s) at which the financial statements of the Trust are drawn up. Provided however, the Management Company, with the approval of the Trustee and after intimation to the SECP, change such date to any other date.
4. / Clause 1.4
Definition of Authorized Investment
“Authorized Investment” means any of the following / Clause 1.4
Definition of Authorized Investment
“Authorized Investment” means any investment transacted, issued, traded or listed inside or outside Pakistan and includes any of the following:
5. / Sub-Clause (d) of Clause 1.4 / Sub-Clause (d) of Clause 1.4
Definition of Authorized Investments
(f) investment outside Pakistan in such permitted asset classes including securities, subject to such terms and conditions as are specified by any competent authority including the State Bank of Pakistan and the SECP;
6. / Sub- Clause (g) of Clause 1.4 / Sub- Clause (g) of Clause 1.4
Definition of Authorized Investments
(g) Any other Investments permitted under the Rules or allowed by SECP
7. / Clause 1.5
Definition of Authorized Branch / Clause 1.5
Definition of Authorized Branch
Authorized Branch (es) means those branch (es) of the Distribution Company (ies) which are authorized by the Management Company. It also includes the distribution centers established by the Management Company to perform the Distribution Function.
8. / Clause 1.7
Definition of Bank
“Bank” means a banking company licensed under the Banking Companies Ordinance, 1962. / Clause 1.7
Definition of Bank
“Bank” means a banking company licenses under the Banking Companies Ordinance, 1962 or any other regulation for the time being in force or an institution providing banking services under the banking law of Pakistan or if operating outside Pakistan under the banking laws of jurisdiction of its operation outside Pakistan.
9. / Clause 1.8
Definition of Bonus Units / Clause 1.8
Definition of Bonus Units
“Bonus Units” means the Units issued, on distribution of the distributable income, in the form of a stock dividend.
10. / Clause 1.9
Definition of Business Day
“Business Day” means a day on which Banks are open for business in Pakistan. / Clause 1.9
Definition of Business Day
“Business Day” means any day of the week but does not include any day which is a gazetted Government of Pakistan holiday or on which the Stock Exchanges in Pakistan are closed for business.
11. / Clause 1.12
Definition of Contingent Load
“Contingent Load” means Sales Load payable on redemption of Units within a certain number of years from the date of purchase and/ or at a rate declining for every year Units are held. / Clause 1.12
Definition of Contingent Load
Contingent Load” means Sales Load deductible from the Net Asset Value in determining the Redemption Price at the discretion of the Management Company if it is in the interest of the Unit Holders or the Fund. Any Contingent Load so deducted shall form part of the Deposited Property.
12. / Clause 1.16
Definition of Cut off Time / Clause 1.16
Definition of Cut off Time
“Cut off Time” means any time as may be determined by the Management Company and communicated to the Trustee and the Unit Holders before which Unit transactions shall be allowed.
13. / Clause 1.17
Definition of Distribution Company
“Distribution Company” means a company, including a Bank appointed by the Trustee with the approval of the Management Company for performing the Distribution Function and shall also include the Management Company, if it performs the Distribution Function. / Clause 1.17
Definition of Distribution Company
Distribution Company” means a company, firm or a Bank appointed by the Management Company under intimation to Trustee for performing the Distribution Function and shall also include the Management Company, if Management Company performs the Distribution Function.
14. / Clause 1.18 (d)
Definition of Distribution Function
accounting to the Trustee for all (1) moneys received from the applicants for issuance of Units; (2) payments made to the Holders on redemption of Units; and (3) expenses incurred in relation to the Distribution Function. / Clause 1.18 (d)
Definition of Distribution Function
accounting to the Management Company for all (1) moneys received from the applicants for issuance of Units; (2) payments made to the Holders on redemption of Units; and (3) expenses incurred in relation to the Distribution Function.
15. / Clause 1.32
Definition of Par Value
"Par Value" means the face value of a Unit that shall be five thousand Rupees or such other amount as may be determined by the Management Company in consultation with the Trustee from time to time. / Clause 1.32
Definition of Par Value
“Par Value” means the face value of a Unit that shall be Rupees One Hundred (Rs.100) or such other amount as may be determined by the Management Company in consultation with the Trustee from time to time.
16. / Clause 1.37
Definition of Sales Load
"Sales Load" means the sales charge or commission (excluding Duties and Charges) not exceeding five percent (5%) of the Net Asset Value, which may be included in the Offer Price of certain classes of Units or deducted from the Net Asset Value in order to determine the Redemption Price of certain classes of Units pursuant to sub-clause 13.2 of this Deed. / Clause 1.37
Definition of Sales Load
“Sales Load” means the sales and processing charges or commission (excluding Duties and Charges) not exceeding five percent (5%) of the Net Asset Value, which may be included in the Offer Price of certain class of units or deducted from the Net Asset Value in order to determine the Redemption Price of certain classes of Units.
17. / Clause 1.39
Definition of Supplementary Offering Document / Clause 1.39
Definition of Supplementary Offering Document
“Supplementary Offering Document: means a document issued by the Management Company, with the consent of the Trustee, after seeking approval of the SECP, describing any amendments made to the Offering Document.
18. / Clause 1.42
Definition of Units
"Unit" means one undivided share in the Trust. / Clause 1.42
Definition of Units
Unit means one undivided share in the Trust and where the context so indicates a fraction thereof.
19. / Clause4 .3
Investment of the Deposited Property
The purchase or sale of any Investment in listed securities for the account of the Trust shall be made on the Stock Exchange through a broker who must be a member of the Stock Exchange, unless the Management Company is satisfied that it is possible to make such purchase or sale more advantageously in some other manner. The broker will be appointed from time to time by the Trustee at the request of the Management Company. The Management Company shall not nominate, directly or indirectly, as a broker any of its directors, officers or employees or their family members (which term shall include their spouse, parents, children, brothers and sisters). / Clause4 .3
Investment of the Deposited Property
The purchase or sale of any Investment in listed securities for the account of the Trust shall be made on the Stock Exchange through a broker who must be a member of the Stock Exchange, unless the Management Company is satisfied that it is possible to make such purchase or sale more advantageously in some other manner. The broker will be appointed, from time to time, by the Management Company after intimation to the Trustee. Save as allowed under the Rules, the Management Company shall not nominate directly or indirectly as a broker, any of its directors, executives, officers or employees or a family member (which term shall include their spouses, parents, children, brothers or sisters).
20. / Clause4 .7
Investment of the Deposited Property
The Deposited Property shall not be invested in any security of a company if any director or officer of the Management Company or the Trustee or any of their Connected Person owns more than five percent of the total nominal amount of the securities issued or collectively the directors and officers of the Management Company or the Trustee or any of their Connected Person owns more than ten percent of those securities. / Clause4 .7
Investment of the Deposited Property
The Deposited Property shall not be invested in any security of a company if any director or officer of the Management Company owns more than five percent (5%) of the total nominal amount of the securities issued of such company, or collectively the directors and officers of the Management Company owns more than ten percent (10%) of the securities issued of the said company
21. / Clause4.9
Investment of the Deposited Property / Clause4 .7
Investment of the Deposited Property
The Deposited Property shall not be invested in the securities issued by group companies of the Management Company and securities underwritten, co-underwritten/ sub-underwritten by such group companies.
22. / Clause 4.9 (d)
Investment of Deposited Property / Clause 4.9 (d)
Investment of Deposited Property
Undertake or subscribe to securities issued by group companies of the Management Company
23. / Clause4 .10
Investment of the Deposited Property
The Management Company may from time to time for the account of the Trust direct the Trustee to enter into underwriting or sub-underwriting contracts in relation to the subscription or purchase of Authorised Investments upon such terms in all respects as the Management Company shall think fit but subject always to the provisions of the Rules and this Deed and so that no such contract shall relate to an Authorised Investment which if acquired would constitute a holding in excess of the exposure limit specified in the Rules. All Authorised Investments acquired pursuant to any such contract shall form part of the Deposited Property and any subscription or purchase moneys payable thereunder shall be paid out of the Deposited Property. / Clause4 .10
Investment of the Deposited Property
The Management Company may from time to time for the account of the Trust enter into underwriting or sub-underwriting contracts in relation to the subscription or purchase of Authorised Investments upon such terms in all respects as the Management Company shall think fit but subject always to the provisions of the Rules and this Deed and so that no such contract shall relate to an Authorised Investment which if acquired would constitute a holding in excess of the exposure limit specified in the Rules. All Authorised Investments acquired pursuant to any such contract shall form part of the Deposited Property and any subscription or purchase moneys payable thereunder shall be paid out of the Deposited Property. However, such underwriting or sub-underwriting shall not be entered in respect of securities issued by group companies of the Management Company and securities issues underwritten, co-underwritten/ sub-underwritten by such group companies.
24. / Clause4 .11
Investment of the Deposited Property / Clause4 .11
Investment of the Deposited Property
a)As per Rule 71(4) of the Rules, Scheme shall not invest more than twenty five (25) percent of its net asset value in securities of any one sector as per classification of the stock exchange(s). However, the SECP vide its letter No. NBFC-II/AD/UTP/802/2007 dated October 26, 2007, has granted relaxation to Unit Trust of Pakistan whereby the Scheme shall not invest more than twenty five (25) percent of its net asset value in securities of any one sector (as per classification of the pertinent stock exchange(s)) or weight of that sector in the KSE 30 Index, whichever is higher. The investments in securities other than Government securities shall be restricted to not more than ten percent of the Net Assets per issuer.
b)As per Rule 71(3) of the Rules, investment of a Scheme in any company shall not, at any time, exceed an amount equal to 10% of the total Net Asset Value of the Scheme at the time of investment or 10% of the issued capital of the investee company. However, the SECP Commission vide its letter No. NBFC-II/AD/UTP/802/2007 dated October 26, 2007, has granted relaxation to Unit Trust of Pakistan whereby the investment of a Scheme in any company shall not, at any time exceed an amount equal to 10% of the total Net Asset Value of the Scheme at the time of investment or weight of that company in the KSE 30 Index, whichever is higher.
25. / Clause4 .13
Investment Objective / Clause4 .13
Investment Objective
Unit Trust of Pakistan is a balanced fund that aims to preserve and grow investor’s capital in the long term while providing a regular stream of current income on an annual basis. The Fund operates a diverse portfolio of equity and fixed income investments whereby the equity component is meant to provide the growth in capital while dividends on the equity component along with the fixed income investments help generate the current income.
26. / Clause4 .14
Investment Policy / Clause4 .14
Investment Policy
Unit Trust of Pakistan, a balanced fund, focuses on preserving the initial capital while providing maximum diversification, along with liquidity, growth and consistent returns. In order to achieve these, the fund invests in three types of high quality assets. These include:
- Shares of companies which:
- Are consistently paying out dividends
- having growth prospects
- are actively traded
- Debt instruments with good credit rating
- Short term money market instruments.
27. / Clause 7.6
Duties and Powers of the Trustee
The Trustee shall issue a report to the Holders included in the annual report whether in its opinion, the Management Company has in all material respect managed the Deposited Property in accordance with the provisions of the Rules and this Deed and if the Management Company has not done so, the respect in which it has not done so and the steps the Trustee has taken in respect thereof. / Clause 7.6
Duties and Powers of the Trustee
The Trustee shall issue a report to the Holders included in the annual report whether in its opinion, the Management Company has in all material respect managed the Fund in accordance with the provisions of the Rules and this Deed and if the Management Company has not done so, the respect in which it has not done so and the steps the Trustee has taken in respect thereof.