ASK IM – Hybrid Instrument – Series 152

Principal Protected Non-Convertible Debenture

~37 months – Gsec Linked Enhanced FMP – TCFSL

PRODUCT NOTE: Indicative Pricing & Term Sheet

February 2019
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ASK IM – Hybrid Instrument – Series 152

INDEX:

Content Page No.

I Investor Profile 2

II Product Profile 2

III Term Sheet 2

IV Investment Subscription 7

V Risk Factors 8

VI Other Factors 10

VII Declaration 13

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ASK IM – Hybrid Instrument – Series 152

I. INVESTOR PROFILE

➢ Investors who seeks to enhance debt portfolio returns

➢ Has flat outlook on reference markets over shorter term

II. PRODUCT PROFILE:

➢ 100% Principal (Principal = Face Value * No. of Debenture) protected product at maturity
➢ High coupon of ~29.64% per debenture if final fixing level of underlying index is above 75% of initial fixing level.
Coupon of 29.45% per debenture if final fixing level of underlying index is between 25% - 75% of initial fixing
level. Else principal back on maturity.

III. TERM SHEET

Security Name TCFSL Market Link NCD Tranche “A” 2018-19

Issuer / Company
Type of Instrument
Nature of Instrument
Principal Protection
Seniority
Mode of Issue
Eligible Investors
Listing (including name of
stock Exchange(s) where it
will be listed and timeline
for listing
Rating of the instrument
Issue Size
Base Issue :
Green Shoe :
Option to retain
oversubscription
Object of the Issue
Details of the utilization of
the proceeds
Step Up / Step Down
Coupon Rate
Coupon Payment Frequency
Coupon Payment Dates
Coupon Type
Coupon Reset Process
Days Count Basis
Tata Capital Financial Services Limited
Secured, Redeemable, Principal Protected - Market Linked Non-Convertible Debentures
(NCD)
Secured
Principal is protected at Maturity
Senior Debt
Private Placement
Refer (X) Offering Information in Point No.11 of the Disclosure Document
On the Wholesale Debt Market(WDM) segment of National Stock exchange of India
Limited
“CRISIL PP-MLD AAAr” by CRISIL Limited
Tranche – I Tranche – II Tranche-III
Rs. 10,00,00,000/- Rs. 10,00,00,000/- Rs. 10,00,00,000/-
Rs. 500,00,00,000/- Rs. 500,00,00,000/- Rs. 500,00,00,000/-
As per Green Shoe Option for Tranche – I, Tranche – II, and Tranche – III
Refer (VIII) Offering Information of the Disclosure Document
Refer (VIII) Offering Information of the Disclosure Document
Not Applicable
Coupon, if any will be paid on Redemption Date
Coupon, if any will be paid on Redemption Date
Coupon linked to performance of Underlying / Reference Index
Not Applicable
Actual/Actual i.e. The interest shall be computed on the basis of actual number of days
elapsed in a year, for this purpose of the year to comprise of a period of 365 days. In case
of leap year, if February 29 falls during the tenor of a security, then the number of days
shall be reckoned as 366 days for a whole one year period.(SEBI Circular –
CIR/IMD/DF/1/122/2016 dated November 11, 2016)

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ASK IM – Hybrid Instrument – Series 152
Interest on Application
Money
Default Interest Rate
Issue Open Date
Issue Close Date
Pay-In Date
Deemed Date of Allotment
Underlying Performance
Redemption Premium /
Discount
Issue Price
Discount at which NCD is
issued and the effective
yield as a result of such
discount
Put Option Date
Put Option Price
Call Option Date
Call Option Price
Put Notification Time
Call Notification Time
Face Value
Minimum Application and in
multiples of ___ NCD
thereafter
Underlying / Reference
Index
Issuance mode of the
Instrument
Trading mode of the
Instrument
Settlement mode of the
Instrument
Depository
Business Day Convention
_______________________
Sole/First holder Signature
3
Not Applicable
Security Creation (where applicable): In case of delay in execution of Trust Deed and
Charge documents, the Company will refund the subscription with agreed rate of
interest or will pay penal interest of at least 2% p.a. over the coupon rate till these
conditions are complied with at the option of the investor.
Default in Payment: In case of default in payment of Interest and/or principal
redemption on the due dates, additional interest of atleast @ 2% p.a. over the coupon
rate will be payable by the Company for the defaulting period.
Delay in Listing: In case of delay in listing of the debt securities beyond 20 days from the
deemed date of allotment, the Company will pay penal interest of atleast 1 % p.a. over
the coupon rate from the expiry of 30 days from the deemed date of allotment till the
listing of such debt securities to the investor.
February 26, 2019
February 27, 2019
February 27, 2019
February 27, 2019
(Final Fixing Level / Initial Fixing Level) * 100
Not Applicable
Rs. 10,00,000/- (Rupees Ten Lacs per NCD)
-
None
Not Applicable
None
Not Applicable
None
None
Rs. 10,00,000/- per debenture
10 Debentures and in multiples of 1 debenture thereafter
10 Year Government Security : 7.17 G-Sec 2028 ISIN :IN0020170174 and Maturity on
January 08, 2028 as published by FBIL on www.fbil.org.in
Demat Form
Demat Form
RTGS / Fund Transfer
National Securities Depository Limited and Central Depository Services (India) Limited
If any interest payment date fall on a holiday, the payment may be made on the following
working day. If any principal payment date falls on a holiday, Principal will be payable on
the previous working day. Working days shall be all days on which money market is
functioning in Mumbai excluding non-working Saturdays or Sundays or a holiday of
commercial banks in Mumbai or a public holiday in India. In case of failure of RBI’s system
for RTGS/NEFT payment, the same will be made on the next business day. The Company
will not be liable to pay any additional interest on account of same.
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ASK IM – Hybrid Instrument – Series 152
Record Date
Security
Security Cover
Transaction Documents
Condition Precedent to
Disbursement
Condition Subsequent to
Disbursement
Events of Default
Provision related to Cross
Default Clause
Role and Responsibilities of
Debenture Trustee
Governing Law and
Jurisdiction
Distributors Name
Valuation Agency Fees
Valuation Agency
Risk Factors associated with
Market Linked Debentures
Arranger / Distribution Fee
Letters of Allotment
Documents
Trustees
Compliance
Validity
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Sole/First holder Signature
4
The Coupon payment convention will be as per SEBI Circular – CIR/IMD/DF-1/122/2016
dated November 11, 2016
15 Calendar Days prior to the relevant event.
Specific immovable property and movable property of the Company (for details please
refer to clause 28 on security / further borrowings under Section (X) – Offering
Information of this Disclosure Document)
1.00 time Security for entire tenure of this issue size.
As per Mutual Agreement and Relevant Applicable Guidelines
None
None
As per Debenture Trust Deed
As per Debenture Trust Deed
As per Debenture Trust Deed
As per Debenture Trust Deed
ASK Wealth Advisors Private Limited
Fees paid to Valuation Agent by the Issuer shall not exceeding 2.0 bps p.a. on the face
value of the outstanding Debentures.
Name of Agency: CARE Limited
Address: 4th Floor, Godrej Coliseum, Somaiya Hospital Road, Off Eastern Express
Highway, Sion (E), Mumbai – 400 022.
The securities are created based on complex mathematical models involving multiple
derivative exposures which may or may not be hedged and the actual behavior of the
securities selected for hedging may significantly differ from the returns predicted by the
mathematical models.
The principal amount is subject to the credit risk of the issuer whereby the investor may
or may not recover all or part of the funds in case of default by the Issuer.
For further details on risk factors please refer the shelf Disclosure Document
The fees payable for distribution of debentures shall not exceed 20 bps p.a.
The Issuer will issue the Letters of Allotment in dematerialized form within 2 (Two)
working days from the Deemed Date of Allotment of Debentures.
Copy of Board Resolution for NCD.
Copy of Disclosure Document
VISTRA ITCL (INDIA) Limited
Company reserves right to make multiple issuances under the same ISIN with reference
to SEBI Circular CIR/IMD/DF-1/ 67 /2017 dated 30th June 2017.
Issue can be made either by way of creation of fresh ISIN or by way of issuance under
the existing ISIN at premium /par/discount as the case may be in line with SEBI Circular
CIR/IMD/DF-1/ 67 /2017 dated 30th June 2017
The offer is valid till February 27, 2019 However the Company reserves the right to
change / modify the terms at any time without any notice during the period of this
offer.
_______________________ _______________________
Second Holder Signature Third Holder Signature
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ASK IM – Hybrid Instrument – Series 152

Illustration of Cash flow :

Terms – Tranche-III of Series TCFSL Market Link NCD Tranche “A” 2018-19
Investor Multiple Investor
Issue Size (Rs.) Base Issue : Rs. 10,00,00,000
Green Shoe : Rs. 500,00,00,000
Issue Price Rs. 10,00,000/- (Rupees Ten Lakh) Per NCDs
Tenor in Days 777 days from deemed date of allotment
Redemption Date April 14, 2022
Initial Fixing Date February 27, 2019
Initial Fixing Level Last Traded (closing) Price of 7.17 G-Sec 2028 as on Initial Fixing Date, as published by FBIL on
www.fbil.org.in
Final Fixing Date January 14, 2022
Final Fixing Level Last Traded (closing) Price of 7.17 G-Sec 2028 as on Initial Fixing Date, as published by FBIL on
www.fbil.org.in
Coupon / Effective Scenario Coupon (on XIRR basis)
Yield (Annualised on If Underlying Performance >=75% of the Initial Fixing level 8.65% p.a.
XIRR basis)
If Underlying Performance < 75% but >= 25% of the Initial Fixing 8.60% p.a.
level
If Underlying Performance < 25% of the Initial Fixing level 0.00% p.a.

Illustration of Cash Flows for Tranche - III

Cash Flows Date No. of days in Coupon Period Amount (in Rupees)

Principal + Coupon (on XIRR Thursday April 1142 Principal + Coupon linked to
Basis), on Redemption, if any 14, 2022 performance of Underlying /
Reference Index as per table below

Scenario Analysis
The following table shows the value of the Debenture at maturity under different market conditions

Underlying Performance Issue Price Annualized Pre-Tax Return Maturity Value

140.00% 10,00,000 8.65% 12,96,369

120.00% 10,00,000 8.65% 12,96,369
100.00% 10,00,000 8.65% 12,96,369
80.00% 10,00,000 8.65% 12,96,369
75.00% 10,00,000 8.65% 12,96,369
65.00% 10,00,000 8.60% 12,94,503
50.00% 10,00,000 8.60% 12,94,503
30.00% 10,00,000 8.60% 12,94,503
25.00% 10,00,000 8.60% 12,94,503
20.00% 10,00,000 0.00% 10,00,000
Note : Principal amount = (Face value per debenture) * (No. of debentures subscribed)

Company reserves the right to change the issue closing date and in such an event, the Deemed date of allotment may also be
revised by the Company at its sole and absolute discretion. In the event of any change in the above issue dates, the investors
shall be intimated of the revised schedule by the Company.

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Sole/First holder Signature Second Holder Signature Third Holder Signature

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ASK IM – Hybrid Instrument – Series 152

Scenario Analysis
The scenario analysis set out below is an illustrative representation of the returns on the Debentures in the following
scenarios. The following table shows the value of the Debenture at maturity under different market conditions:

A. Scenario I - Tabular Representation

Price of
referen Assumed
Indicative Coupon Investme Maturity
ce Curre price of 10
Scenari YTM range (on nt Per per
Particulars index nt year G-Sec at
o at final XIRR Debentur Debentur
at YTM final fixing
fixing price basis) e (Rs.) e(Rs.)^
Initial date
Level
Moderate If Underlying 97.585 7.54% >= 73.1887 <= 14.40% 8.65% 10,00,000 12,96,369
ly falling Performance >=75%
to rising of the Initial Fixing
level
Substanti If Underlying 97.585 7.54% < 73.1887 >14.40% but 8.60% 10,00,000 12,94,503
ally falling Performance < 75% but >= 24.3962 <=
but >= 25% of the 48.23%
Initial Fixing level
Extreme If Underlying 97.585 7.54% < 24.3962 > 48.23% 0.00% 10,00,000 10,00,000
falling Performance < 25%
of the Initial Fixing
level
^Assuming trade date as 27th Feb 19. Issuer Price will change basis actual trade date

Graphical Representation

* NCD Coupon / Effective yield is Annualised calculated on face value of the debenture (on XIRR basis)

This scenario analysis is provided for illustrative purposes only and does not represent actual termination or unwind prices, nor
does it present all possible outcomes or describe all factors that may affect the value of your investment.

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ASK IM – Hybrid Instrument – Series 152

IV. INVESTMENT SUBSCRIPTION DETAILS:

Minimum Application amount: INR 30 Lacs & thereafter in multiple of INR 10 lac

Slabs Fees *
Above 30 Lacs 1.00%
* Exclusive of GST @ 18%
*Upfront fee is exclusive of other charges like custody charges, audit fees and any other charges, which only if
applicable will be charged at actual. Upfront fee will be charged on face value

S→
Example

Investment Amount (in INR) (Face Value) 300, 00,000 (3 cr.)

+ Upfront fee @ 1.00% 300,000

+ GST @ 18% on fees 54,000

Cheque Amount (in INR) 3,03,54,000

Cheque should be favoring “ASK Investment Managers Limited - PMS Pool Account”
Other Details:

➢ Portfolio Disclosures: Monthly

➢ Liquid Option: Exit option may be made available to the investor just before the maturity of the product at a
valuation calculated by the issuer
The terms and conditions are indicative and the exact terms and conditions and fees shall apply as incorporated in the
PMS agreement executed with the individual clients under the SEBI (Portfolio Managers) Regulations, 1993 and
schedule thereof, as may be amended from time to time. The key features are as provided by the Issuer and is
produced herein in simplified version.

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ASK IM – Hybrid Instrument – Series 152

V. RISK FACTORS:
Investment in Structured Products is associated with risks. Investors are advised to read the risk factors before
investing. The Structured Product Offering is being provided by ASK Investment Managers Ltd, a SEBI registered
portfolio manager (herein referred as Portfolio Manager).
All the general risk factors applicable to the schemes of the Portfolio Manager are also mentioned in the SEBI
Disclosure Document which are applicable to this series.
An investment in Debentures where the payment of premium (if any), and/or coupon and/or other consideration (if
any) payable or deliverable thereon is determined by reference to one or more equity or debt securities, indices,
baskets, formulas or other assets or basis of reference will entail significant risks not associated with a conventional
fixed rate or floating rate debt security. Such risks include, without limitation, changes in the level or value of the
relevant underlying equity or debt securities or basket or index or indices of equity or debt securities or other
underlying asset or basis of reference and the holder of the Debentures may receive a lower (or no) amount of
premium, coupon or other consideration than the holder expected. The portfolio manager has no control over a
number of matters that are important in determining the existence, magnitude and longevity of such risks and their
results, including, but not limited to, economic, financial and political events. In addition, if an index or formula used
to determine any amounts payable or deliverable in respect of the Debentures contains a multiplier or leverage factor,
the effect of any change in such index or formula will be magnified. In recent times, the values of certain indices,
baskets and formulas have been volatile and volatility in those and other indices, baskets and formulas may occur in
the future.
Uncertain Trading Markets
The Issuer/Advisor/Portfolio manager cannot assure holders of the Debentures that a trading market for NCDs will
ever develop or be maintained. Many factors independent of the creditworthiness of the Issuer/Advisor affect the
trading market of the Debentures. These factors include:

1. the complexity and volatility of the index or formula or other basis of reference applicable to the Debentures,
2. the method of calculating the principal, premium and coupon, if any, or other consideration, if any, in respect
of the Debentures,
3. the time remaining to the maturity of the Debentures,
4. the outstanding amount of the Debentures,
5. the redemption features of the Debentures,
6. the amount of other debt securities linked to the index or formula or other basis of reference applicable to
the Debentures, and
7. The level, direction and volatility of market interest rates generally. In addition, certain Debentures may be
designed for specific investment objectives or strategies and, therefore, may have a more limited secondary
market and experience more price volatility than conventional debt securities. Holders may not be able to sell
such Debentures readily or at prices that will enable them to realize their anticipated yield. Investors should
not purchase debentures until they understand and are able to bear the risk that such Debentures may not
be readily saleable, that the value of such Debentures will fluctuate over time, that such fluctuations may be
significant and that such investor may lose all or even a substantial portion of its investment in the
Debentures if the Debentures are not held till or for any reason have to be sold or redeemed before the Final
Maturity Date.

Credit Risk
Prospective investors should be aware that receipt of any coupon payment and principal amount at maturity on the
Debentures is subject to the credit risk of the Issuer and the Guarantor. Investors assume the risk that the Issuer and
the Guarantor will not be able to satisfy their obligations under the Debentures. Any stated credit rating of the Issuer
or the Guarantor reflects the independent opinion of the referenced rating agency as to the creditworthiness of the
rated entity but is not a guarantee of credit quality of the Issuer or the Guarantor (where applicable). Any
downgrading of the credit ratings of the Issuer or its parent or affiliates, or of the Guarantor by any rating agency
could result in a reduction in the value of the Debentures. In the event that bankruptcy proceedings or composition,
scheme of arrangement or similar proceedings to avert bankruptcy are instituted by or against the Issuer/Advisor
and/or the Guarantor, the payment of sums due on the Debentures may be substantially reduced or delayed.
Documents related to credit ratings and other details pertaining to the offer can be viewed on the National Stock
Exchange of India website, www.nseindia.com (WDM Segment) after the product has been listed.

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ASK IM – Hybrid Instrument – Series 152

Risks relating to Debentures due to linkages to the Reference Index

An investment in any series of Debentures that has payments of principal, coupon or both, indexed to the value of any
equity share, index or any other rate, asset or index, or a basket including one or more of the foregoing and /or to the
number of observation of such value falling within or outside a pre-stipulated range (each of the foregoing, a
“Reference Value”) will entail significant risks not associated with a conventional fixed rate or floating rate debt
security. Such risks include, without limitation, changes in the applicable Reference Value and how such changes will
impact the amount of any principal or coupon payments linked to the applicable Reference Value. The Issuer/Advisor
has no control over a number of matters that are important in determining the existence, magnitude and longevity of
such risks and their results, including economic, financial and political events.
Past performance of any Reference Value to which any principal or coupon payments may be linked is not necessarily
indicative of future performance. Investors should be aware that a Reference Value may go down as well as up and/or
be volatile and the resulting impact such changes will have on the amount of any principal or coupon payments will
depend on the applicable index formula.

The Debenture holder shall receive at least the face value of the Debenture only if the investor holds and is able to
hold the Debentures and the Debentures are not sold or redeemed or bought back till the Final Maturity Date. If so
specified, the early redemption amount, if any, may in certain circumstances be determined by the Calculation Agent
(as defined below) based upon the market value of the Debentures less any costs associated with unwinding any
hedge positions relating to the particular series of Debentures. In the event the terms and conditions do not provide
for a minimum redemption amount even, in the event of an early redemption, then on such occurrence a holder may
receive less than the principal amount. However, if the Debentures are held till the Final Maturity Date, the holder of
the Debenture will receive at least the principal amount.

The Debentures are likely to be less liquid than conventional fixed or floating rate debt instruments. No
representation will be made as to the existence of a market for a series of Debentures. While the Issuer/Advisor
intends under ordinary market conditions to indicate and/or procure indication of prices for any such Debentures
there can be no assurance as to the prices that would be indicated or that the Issuer/Advisor will offer and/or cause to
purchase any Debentures. The price given, if any, will be affected by many factors including, but not limited to, the
remaining term and outstanding principal amount of the particular series of Debentures, the level of the Reference
Value, fluctuations in interest rates and/or in exchange rates, volatility in the Reference Value used to calculate the
amount of any coupon or principal payments, and credit spreads. Consequently, prospective investors must be
prepared to hold any series of Debentures for an indefinite period of time or until the redemption or maturity of the
Debentures. Trading levels of any Debentures will be influenced by, among other things, the relative level and
performance of the applicable Reference Value and the factors described above.

Purchases and sales by the Issuer and its affiliates may affect the holders’ return
The Issuer and its affiliates may from time to time buy or sell the Debentures or debt instruments similar to the
Debentures and/or other obligations or have positions in securities economically related to a series of Debentures for
their own account for business reasons or in connection with hedging of the obligations under the particular series of
Debentures. These transactions could affect the price of such obligations or securities in a manner that would be
adverse to the holder’s investment in the Debentures. The Issuer and its affiliates have not considered, and are not
required to consider, the interests of investors as holders of the Debentures in connection with entering into any of
the above mentioned transactions.

Potential conflicts
The Issuer may appoint an affiliate (including its parent) as its Calculation Agent or other agent, for the purposes of
calculating amounts payable or deliverable to holders under a series of Debentures, or for any other purpose. Under
certain circumstances, the agent as an affiliate and its responsibilities as Calculation Agent or other agent for the
Debentures could give rise to conflicts of interest. The Calculation Agent or other agent is required to carry out its
duties in good faith and using its reasonable judgment. However, because the Issuer could be controlled by the
affiliate, potential conflicts of interest could arise. The Issuer also may enter into an arrangement with an affiliate to
hedge market risks associated with its obligations under the Debentures. Such expects to make a profit in connection
with this arrangement. The Issuer will not seek competitive bids for this arrangement from unaffiliated parties.

No Claim against Reference Index

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ASK IM – Hybrid Instrument – Series 152

The holders of the Debentures do not have any interest in or rights to the underlying Reference Index.

Leverage Risk
Borrowing capital to fund the purchase of the Debentures (leveraging) can significantly increase the risks of the
investment such that if the value of the Debentures decreases on a mark to market basis, leveraging will magnify that
decrease in value. Any statement on the potential risks and return on the Debentures does not take into account the
effect of any leveraging. Investors must factor in and consider the potential impact of, amongst other things, the cost
of funding and possibility of margin calls due to a decrease in the daily mark to market value of the Debentures prior
to their maturity. Investors considering borrowing capital to leverage their investment in the Debentures should
obtain further detailed information as to the applicable risks from their lender.

Compounding of Risks
An investment in the Debentures involves risks and should only be made after assessing the direction, timing and
magnitude of potential future changes in the value of the applicable reference securities, indices, commodities,
interest rates, etc., the risks associated with such investments and the terms and conditions of the Debentures. More
than one risk factor may have simultaneous effects with regard to the Debentures such that the effect of a particular
risk factor may not be predictable. In addition, more than one risk factor may have a compounding effect, which may
not be predictable. No assurance can be given as to the effect that any combination of risk factors may have on the
value of the Debentures.

Liquidity Risk: The NCDs may or may not be listed. Presently, secondary market for such securitized papers is not very
liquid. Listing of the NCD does not necessarily guarantee their liquidity and there can be no assurance that an active
secondary market for the NCDs will develop or be maintained. Consequently, the NCDs may be illiquid and quote
below its face value/valuation price.

Market Risk: The value of the Portfolio, prior to the Redemption and Maturity Date, may be affected by a number of
factors, including but not limited to the level of the performance of the stocks, option volatility of the stock(s) in the
basket, interest rates and time remaining to maturity. The return of the Portfolio is linked to performance of the
underlying Equity Index or on single stocks or basket of stocks or Mutual Funds, Futures & Options. The fluctuations in
the equity market can be significant. The returns on the NCDs may be lower than prevalent market interest rates or
even be nil depending entirely on the movement in the underlying index and futures values as also that over the life of
the NCDs (including the amount if any, payable on maturity, redemption, sale or disposition of the NCD.) The NCD
holder may receive no income/return at all on the NCDs or less income/return than the NCD holder may have
expected, or obtained by investing elsewhere or in similar investments.

Event Risk: The trading on each of the stocks in the basket is subject to certain event risks including but not limited to
certain events such as Market Disruption, Settlement Disruption, Insolvency, Delisting, Merger and Nationalization.
Issuer may in such case adjust the terms at its sole discretion to reflect the new market conditions. This may even
include redeeming the Portfolio prior to the Redemption and Maturity Date. If there is a stock split, issue of bonus
shares or any other event which changes the number of issued shares of the underlying in the basket or the
composition of the basket, the Issuer may adjust the contract terms, at its sole discretion, to reflect the market
conditions. There is also a possibility of the Reference Index getting dissolved or withdrawn by the Index Provider and
in such a case the Debenture-Trustees upon request by the Issuer of the NCDs may modify the terms of issue of NCDs,
so as to track a different and suitable index and appropriate intimation will be sent to the NCD holders. It is possible
that the methods of computation adopted in relation to the NCDs may have to be modified or even alternative
methods could be adopted due to any disruptions in any of the financial markets or on account of any other reason. In
such cases the Issuer of the NCDs may include the use of estimates and approximations. All such computations shall
be valid and binding on the holders of NCDs and no liability therefore will attach to the Issuer or the Portfolio
Manager.

Re-investment Risk: The Portfolio may be redeemed upon the exercise of the Issuer's Call Option. Thus, the Investor
could have a potential re-investment risk, if the Portfolio is redeemed under such circumstances prior to the
Redemption and Maturity Date.

_______________________ _______________________ _______________________

Sole/First holder Signature Second Holder Signature Third Holder Signature

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ASK IM – Hybrid Instrument – Series 152

VI. OTHER FACTORS:

In the interest of the investors, the Portfolio Manager may, at its sole discretion, invest up to 100% of the Portfolio in
Liquid and / or Debt Mutual Fund Schemes. Moreover, the Portfolio Manager may at its sole discretion decide not to
apply to the NCDs and return the funds to investors, in case there is any change in the Participation Rate or if the
Portfolio Manager feels that the total amount received under this Series does not justify investment in the NCDs, or if
the Issuer does not allot the NCD for any reason, or for any other reason that the Portfolio Manager may deem
appropriate.

• The Issuer of the NCDs or the Portfolio Manager does not make any representation or warranty, express or
implied to the subscribers of the NCDs regarding the advisability of investing in such instruments or the
ability of the S&P CNX Nifty (or any other index used instead of, in replacement or in conjunction with the
S&P CNX Nifty) to track general stock market performance in India.
• The Issuer of the NCDs or the Portfolio Manager has not guaranteed the accuracy and/other completeness of
the S&P CNX Nifty (or any other index) or any data included therein.
• The Issuer of the NCDs or any person acting on behalf of the Issuer of NCDs may have an interest/position as
regards the Portfolio Manager and/or may have an existing banking relationship, financial, advisory or other
relationship with them and/or may be in negotiation/discussion with them as to transactions of any kind. At
any time during the life of such NCDs, the value of the NCDs may be substantially less than its investment
value.
• The Issuer of the NCDs may have long or short positions or make markets including in S&P CNX Nifty indices,
futures and options and other similar assets, they may act as an underwriter or distributor of similar
instruments, the returns on which or performance of which, may be at variance with or asymmetrical to
those on the NCDs, and they may engage in other public and private financial transactions (including the
purchase of privately placed investments or securities or other assets). Such type of activities of the Issuer of
the NCDs or any of its Agents and related markets (such as the foreign exchange market) may affect the value
of the NCDs. In particular, the value of the NCDs could be adversely impacted by a movement in the S&P CNX
Nifty indices, futures and options or activities in related markets.

Equity Index-Linked NCDs may generate returns, which are not in line with the performance of the Reference Index,
depending on their calculation formulas and underlying investments.
At any time during the life of such NCDs, the value of the NCDs may be substantially less than its investment value.
The returns of investments in securities would depend on the happening / non-happening of specified events and the
returns may or may not accrue to an investor accordingly.
The prices are indicative only and may be altered at the sole discretion of the Portfolio Manager and the respective
observation dates, scheduled valuation dates, etc would change accordingly.
The investment in NCDs involves certain considerations and significant risks. Accordingly, seek independent
investment, legal and tax advice. Additional risks and uncertainties not presently known to the Portfolio Manager, or
those it currently deems immaterial may also have an adverse impact on the Product’s prospects and business. There
can be no assurance that the Product’s investment objective will be achieved.

Clients should be aware that the investment strategy of the Portfolio may lead to a dilution of performance when
compared to a direct investment into the equity market of the Index linked to the NCD. The Participation Rate and the
averaging mechanism of the NCD, if any, will also affect the performance of the Portfolio.
Investing in Securities including equities and derivatives involves certain risks and considerations associated generally
with making investments in Securities. The Portfolio Level may be affected generally by factors affecting financial
markets, such as price and volume, volatility in interest rates, currency exchange rates, changes in regulatory and
administrative policies of the Government or any other appropriate authority (including tax laws) or other political
and economic developments. Consequently, the Portfolio Level may fluctuate and can go up or down.

The Client is advised to carefully review and should consult their legal, tax and financial advisors to determine possible
legal, tax and financial or any other consequences of investing under the Scheme, before making an investment
decision.

_______________________ _______________________ _______________________

Sole/First holder Signature Second Holder Signature Third Holder Signature

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ASK IM – Hybrid Instrument – Series 152

Trading volumes, settlement periods and transfer procedures may restrict the liquidity of these investments. Different
segments of the Indian financial markets have different settlement periods and such periods may be extended
significantly by unforeseen circumstances. The inability of the Portfolio Manager to make intended Securities
purchases due to settlement problems could cause the Scheme to miss certain investment opportunities. By the same
rationale, the inability to sell Securities held in the Portfolio due to the absence of a well developed and liquid
secondary market for debt Securities, at times may result in losses to the Portfolio Level.
The Portfolio Manager has not authorized any person to give any information or make any representations, either oral
or written, which are not stated in the client agreement and schedule thereto or the Disclosure Document. The Client
is accordingly advised not to rely upon any information or representations not incorporated in the Client
Agreement or the Disclosure Document. Participation in this Series, by any person, on the basis of statements or
representations which are not contained in the Client Agreement and schedule thereto, Disclosure Document or
which are inconsistent with the information contained therein shall be solely at the risk of such person.
The Client is urged not to rely upon or be misled by any oral promises or statements made by any party associated
with the Portfolio Manager and it is brought to the special attention of investors that the Portfolio Manager will
not be liable for any misstatement or communication by any such party which are not previously expressly
authorized / approved by the Portfolio Manager. The Portfolio Manager shall not be responsible for any claims
made by the Client based on such oral promises made by any such party.
Clients should note that the Portfolio Manager and the Issuer of NCDs are different entities and each of such entities
operates independently in assuming their respective duties and obligations in relation to the portfolio and is subject to
the supervision of their relevant industry regulators. All transactions and dealing between such entities in relation to
the portfolios will be dealt with on an arm’s length.
Prospective investors should be assure that the Portfolio Manager or any of its associates, group companies etc are
not offering any guarantee or capital protection or assured returns. No claims, therefore, shall lie against the Portfolio
Manager or any of it associates or group companies or employees or Directors for the protection of capital or assured
returns on structured products.
The distribution of this product and document in certain jurisdictions may be restricted or totally prohibited and
accordingly, persons who come into possession of this document are required to inform themselves about, and to
observe, any such restrictions.

Disclaimer on Valuation
(i) Disclaimer by the Issuer
The Valuation reflects the independent views of the Valuation Agent. It is expressly stated that the valuation is not the
view of the Issuer or its affiliates. The Issuer has not reviewed the Valuation and is not responsible for the accuracy of
the Valuations. The Valuations provided by the Valuation Agent, and made available on the website of the Issuer and
the Valuation Agent do not represent the actual price that may be received upon sale or redemption of the
Debentures. They merely represent the Valuation Agent's computation of the valuation which may in turn be based
on several assumptions. The Valuations provided by the Valuation Agent may include the use of models by the
Valuation Agent (that may be different from the proprietary models used by the Issuer and / or the calculation agent)
and consequently, valuations provided by other parties (including the Issuer and / or the calculation agent) may be
significantly different.
(ii) Disclaimer by the Valuation Agent
Post appointment of the Valuation Agent by the Issuer, the disclaimer clause of Valuation Agent shall be
communicated to the Debenture holder and the said disclaimer clause shall form part of this Disclosure Document.

_______________________ _______________________ _______________________

Sole/First holder Signature Second Holder Signature Third Holder Signature

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ASK IM – Hybrid Instrument – Series 152

DECLARATION BY THE INVESTOR

I/We hereby confirm that I/we have reviewed, read and understood the risk factors, other factors, disclaimer on
Valuation (Page no. 8 to 12) and found the same acceptable for investment.

I/We hereby confirm that we have been explained the nature of these Debentures. Further, I/We understand the
nature of the risks inherent in an investment in these Debentures.

#Sole/First Applicant Second Holder Third Holder

Name

Signature
#In case of corporate/HUF/partnership, authorized signatories with stamp

_______________________ _______________________ _______________________

Sole/First holder Signature Second Holder Signature Third Holder Signature