ICICI Prudential Asset Management Co Ltd

ICICI Prudential Asset Management Co Ltd Directors Report

NSEBSE

₹0

(0%)

ICICI Prudential Asset Management Co Ltd Share Price directors Report

Your Directors have pleasure in presenting the Thirty First Annual Report of ICICI

Prudential Asset Management Company Limited ("the AMC" or "the Company" or "Your Company") together with the audited financial statements for the year ended March 31, 2024 (fiscal 2024/FY2024).

FINANCIAL RESULTS

The financial performance for fiscal 2024 is summarized in the following table:

( in million)

PARTICULARS	fiscal 2023	fiscal 2024
Total Income	28,381.8	37,612.1
Profit before tax	20,071.7	26,981.1
Tax Expense	4,913.9	6,483.8
Profit for the year	15,157.8	20,497.3
Profit brought forward from previous year	18,164.7	21,121.1
Other Comprehensive Income	(3.8)	(24.7)
Dividend (including tax on dividend)	(12,197.6)	(14,774.8)
Profit carried forward to next year	21,121.1	26,818.9

DIVIDEND

The Directors of the Company have pleasure in informing that the Company had declared interim dividends for FY2024 in accordance with the Policy for declaration and payment of dividend approved by the Board. The details of interim dividends declared for FY2024 are given hereunder:

Record date for dividend	Rate of dividend	Total dividend amount ( in million)
July 17, 2023	175 per share (1,750% of the paid-up capital)	3,089.1
October 17, 2023	235 per share (2,350 % of the paid-up capital)	4,148.2
January 16, 2024	222 per share (2,220% of the paid-up capital)	3,918.8
April 18, 2024	250 per share (2,500% of the paid-up capital)	4,413.0

OPERATIONS DURING THE YEAR

a. Average Assets Under Management (AUM): Average AUM of ICICI Prudential

Mutual Fund as on March 31, 2024 was 7,115.53 billion. The Company also manages over 24 strategies under its portfolio management services business and

17 funds under its Alternative Investment Funds. The Company also provides advisory services to offshore funds.

b. Awards received by ICICI Prudential Mutual Fund (the Fund):

In fiscal 2024, at the Asia Asset Managements 2024 Best of the Best Awards, ICICI

Prudential Asset Management Company Ltd. was declared as the Best House for Alternatives and the Best ETF Manager of the Year (India).

At the Morningstar Fund Awards 2024, ICICI Prudential Bluechip Fund and ICICI Prudential Short Term Fund won the awards for Best Large Cap Equity Fund and Best Short Duration Fund respectively.

Fortune Magazine also recognized Mr. Manish Banthia, the Chief Investment Officer - Fixed Income as the Best Debt Fund Manager for the Year. Further, ICICI Prudential Banking & PSU Debt Fund and ICICI Prudential Short Term Fund were rated Top Funds under the Short Duration Funds category, ICICI Prudential All Seasons Bond Fund and ICICI Prudential Gilt Fund were rated Top Funds under the Long Duration Funds category and ICICI Prudential Corporate Fund was rated the Top Fund under the Corporate Bond Fund category by the same publication.

The Fund House at the Outlook Money Indias Best Mutual Fund 2023 awards was recognised as the best across Largecap, Large & Midcap, Value, Balanced Advantage and Aggressive Hybrid categories and the Best Fund House - Hybrid Category at the Dalal Street Investment Journal Mutual Fund of the Year 2023

Furthermore, Nivesh Manthan Magazine recognized IPRU Insights as the Best Investor Awareness Booklet.

c. Sales, Operations and Consumer Service: Your Company has established a wide network of 254 well-equipped offices located at various locations across the country.

d. Personnel: Your Company continues to place emphasis on attracting and recruiting quality manpower and takes a lot of effort in training and retaining them. The total strength of the Company at March 31, 2024 stood at 3,535 as against 3,080 at March 31, 2023.

UPDATE ON NEW PRODUCTS BY THE FUND

During fiscal 2024, the Fund had launched four (4) open-ended schemes which includes one (1) equity scheme, one (1) exchange traded fund and two (2) index funds.

OTHER ACTIVITIES OF THE AMC

As you are aware, the Company is offering Portfolio Management and Advisory Services across various asset classes. At March 31, 2024, the AMC was rendering Portfolio Management services and Advisory to 13,774 clients. The Company is also providing investment management services to Category II and Category III Alternative Investment Funds registered under Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012. Further, the Company shall also provide investment management services, including dealing services to Offshore Funds from India in accordance with Regulation 24(b) of SEBI (Mutual Funds) Regulation, 1996. The Company is also registered with United States Securities and Exchange Commission as an Investment Adviser under Investment Adviser Act 1940.

PARTICULARS OF CONTRACT OR ARRANGEMENTS WITH RELATED PARTIES

The Company undertakes various transactions with related parties in the ordinary course of business. The Company has a Board approved policy dealing with the related party transactions. All the related party transactions that were entered into during the year ended March 31, 2024, were in the ordinary course of business and at arms length.

The details of related party transactions undertaken during the year ended March 31, 2024 in terms of the Board approved framework form part of the notes to financial statements provided in this Annual Report.

DEPOSITS

During fiscal 2024, the Company has not accepted any Deposits as covered under Chapter V of the Companies Act, 2013 (the Act).

PARTICULARS OF LOAN, GUARANTEES OR INVESTMENTS

The details of loans, guarantees and investments covered under the provisions of Section 186 of the Act, during fiscal 2024 are given in the notes to the financial statements.

DIRECTORS AND KEY MANAGERIAL PERSONNEL

The Company has its Board of Directors constituted in accordance with the provisions of the Act read with the SEBI (Mutual Funds) Regulations, 1996. The Composition of Board of Directors of the Company as on March 31, 2024 is as under:

1. Mr. Sandeep Batra	Chairman and Nominee Director
2. Ms. Anubhuti Sanghai	Nominee Director
3. Mr. Guillermo Edurado Maldonado Codina	Nominee Director
4. Mr. Nimesh Shah	Managing Director and Chief Executive Officer
5. Mr. Sankaran Naren	Executive Director
6. Mr. Ved Prakash Chaturvedi	Independent Director
7. Mr. Dilip Karnik	Independent Director
8. Mr. Naved Masood	Independent Director
9. Mr. Antony Jacob	Independent Director
10. Ms. Preeti Reddy	Independent Director

The Company had obtained the declarations from all the Independent Directors as per Section 149(6) of the Act.

Further, in compliance with Rule 6 of the Companies (Appointment and Qualification of Directors) Rules, 2014, the names of all the Independent Directors on the Board of the Company are included in the databank for Independent Directors.

None of the Directors of the Company are disqualified from being appointed as the Directors as specified in Section 164 of the Act.

Changes in the composition of the Board

Mr. Seck Wai Kwong ceased to be a Nominee Director of Prudential Corporation Holdings Limited on the Board of the AMC w.e.f. closing of business hours of June 27, 2023. Your Directors place on record their appreciation and gratitude for the contribution and guidance offered by Mr. Seck Wai Kwong during his tenure as Director of the Company.

Mr. Guillermo Eduardo Maldonado-Codina has been appointed as a Nominee Director of Prudential Corporation Holdings Limited on the Board of the AMC w.e.f. June 28, 2023.

RETIREMENT BY ROTATION

In terms of Section 152 of the Act, Ms. Anubhuti Sanghai would retire by rotation at the forthcoming AGM and is eligible for re-appointment. Ms. Anubhuti Sanghai has offered herself for re-appointment.

KEY MANAGERIAL PERSONNEL (KMP)

In accordance with the provisions of Sections 2(51) and 203 of the Act, the following employees are KMP of the Company:

1. Mr. Nimesh Shah, Managing Director and Chief Executive Officer

2. Mr. Sankaran Naren, Executive Director

3. Mr. B. Ramakrishna, Chief Financial Officer (upto April 30, 2024)

4. Mr. Rakesh Shetty, Head Compliance and the Company Secretary.

Pursuant to retirement of Mr. B. Ramakrishna, Mr. Naveen Kumar Agarwal has been appointed as the Chief Financial Officer and as key managerial personnel of the AMC with effect from May 1, 2024.

NUMBER OF MEETINGS ATTENDED BY THE BOARD OF DIRECTORS

During fiscal 2024, eleven meetings of the Board of Directors were held. These meetings were held on April 11, 2023, April 19, 2023, April 28, 2023, June 27, 2023, July 17, 2023, October 17, 2023, October 26, 2023, December 13, 2023, January 16, 2024, March 18, 2024 and March 23, 2024.

The attendance record of the Board of Directors at the Board Meetings (including the joint meeting) is as under: -

Name of Director	Number of meetings attended/entitled
Mr. Anup Bagchi*	3/3
Mr. Sandeep Batra	10/11
Ms. Anubhuti Sanghai	8/8
Mr. Seck Wai Kwong^@	2/4
Mr. Guillermo Edurado Maldonado Codina^{^}	3/7
Mr. Nimesh Shah	11/11
Mr. Sankaran Naren	10/11
Mr. Antony Jacob	11/11
Mr. Ved Prakash Chaturvedi	11/11
Mr. Dilip Karnik	11/11
Mr. Naved Masood	11/11
Ms. Preeti Reddy	11/11

On March 18, 2024 the meeting of Board of Directors of the Company was held jointly with Board of Directors of ICICI Prudential Trust Limited.

*Ceased to be a Nominee Director of ICICI Bank Limited on the Board of the AMC w.e.f. May 1, 2023. He also ceased to be a Chairman of the Board.
^{@Ceased to be a Nominee Director of Prudential Corporation Holdings Limited on
the Board of the AMC w.e.f. closing of business hours of June 27, 2023.
^{^Appointed as a Nominee Director of Prudential Corporation Holdings Limited on
the Board of the AMC w.e.f. June 28, 2023.

AUDIT COMMITTEE

In accordance with Section 177 of the Act and clause 6.1.2 of SEBI Master Circular
dated May 19, 2023, the Board has constituted an Audit Committee ("the AC").}}

During fiscal 2024, nine meetings of the Audit Committee and one Joint meeting of AMC Audit Committee with Audit Committee of ICICI Prudential Trust Limited were held. The composition of the AC as on March 31, 2024 and attendance of the members at its meetings held during fiscal 2024 is as under:

Name of the Member	Designation	Number of meetings attended/entitled
Mr. Antony Jacob	Chairman	10/10
Mr. Sandeep Batra	Member	5/6
Ms. Anubhuti Sanghai	Member	3/4
Mr. Dilip Karnik	Member	10/10

Mr. Sandeep Batra ceased to be a member of Audit Committee and Ms. Anubhuti Sanghai was appointed as a member with effect from October 18, 2023.

Pursuant to provisions of Annexure 1 to SEBI Master Circular dated May 19, 2023, the Board has constituted a Risk Management Committee ("the RMC" or "the Committee"). During fiscal 2024, four meetings of RMC were held. The composition of the RMC as on March 31, 2024 and attendance of the members at its meetings held during fiscal 2024 is as under:

Name of the Member	Designation	Number of meetings attended/entitled
Mr. Antony Jacob	Chairman	4/4
Mr. Sandeep Batra	Member	1/1
Ms. Anubhuti Sanghai	Member	2/3
Mr. Dilip Karnik	Member	4/4

Mr. Sandeep Batra ceased to be a member of the Committee and Ms. Anubhuti Sanghai was appointed as member with effect from July 4, 2023.

NOMINATION AND REMUNERATION COMMITTEE

In accordance with Section 178 of the Act, the Board has constituted the Nomination and Remuneration Committee ("the NRC").

During fiscal 2024, five meetings of the NRC was held. The composition of the NRC as on March 31, 2024 and attendance of the members at its meeting(s) held during fiscal 2024 is as under:

Name of the Member	Designation	Number of meetings attended/entitled
Mr. Dilip Karnik^&	Chairman	5/5
Mr. Ved Prakash Chaturvedi	Member	5/5
Mr. Sandeep Batra	Member	5/5
Mr. Seck Wai Kwong*	Member	2/2
Mr. Guillermo Eduardo Maldonado-Codina^#	Member	1/3

& Appointed as a Chairman of the Committee with effect from June 27, 2023. * Ceased to be a member of the Committee with effect from June 27, 2023. #Appointed as member with effect from June 27, 2023.

INVESTMENT COMMITTEE

During fiscal 2024, four meetings of the Investment Committee were held. The composition of the Investment Committee as on March 31, 2024 and attendance of the members at its meetings held during fiscal 2024 is as under:

Name of the Member	Designation	Number of meetings attended/entitled
Mr. Anup Bagchi*	Chairman	1/1
Mr. Sandeep Batra^#	Chairman	3/3
Mr. Antony Jacob	Member	4/4
Mr. Nimesh Shah	Member	4/4

COMMITTEE OF DIRECTORS

During fiscal 2024, four meetings of the Committee of Directors were held. The composition of the Committee of Directors as on March 31, 2024 and attendance of the members at its meetings held during fiscal 2024 is as under:

Name of the Member	Designation	Number of meetings attended/entitled
Mr. Sandeep Batra^*	Chairman	1/1
Ms. Anubhuti Sanghai^#	Chairperson	3/3
Mr. Nimesh Shah	Member	4/4

* Ceased to be a member of the Committee with effect from July 4, 2023. #Appointed as member with effect from July 4, 2023.

UNIT HOLDER PROTECTION COMMITTEE

SEBI (Mutual Funds) (Amendment) Regulations, 2023 dated June 26, 2023 read with SEBI circular dated July 7, 2023 introduced the requirement for the AMCs to constitute an Unit Holder Protection Committee (UHPC) with effect from January 1, 2024. Accordingly, UHPC was constituted by the Board at its meeting held on October 17, 2023.

During fiscal 2024, one meeting of UHPC was held. The composition of the UHPC as on March 31, 2024 and attendance of the members at its meeting held during fiscal 2024 is as under:

Name of the Member	Designation	Number of meetings attended/entitled
Ms. Preeti Reddy	Chairperson	1/1
Ms. Anubhuti Sanghai	Member	1/1
Mr. Naved Masood	Member	1/1

INFORMATION TECHNOLOGY STRATEGY COMMITTEE (ITSC)

The AMC has constituted a Board level ITSC with following members:

Name of the Member	Designation
Mr. Naved Masood	Chairman
Mr. Sandeep Batra	Member
Mr. Nimesh Shah	Member

ICICI Prudential Asset Management Co Ltd Directors Report

ICICI Prudential Asset Management Co Ltd Share Price directors Report

ATTENTION INVESTORS

RISK DISCLOSURE ON DERIVATIVES