If you have any queries about this document, you may consult your lawyer, professional accountant or
other relevant professional adviser
PROSPECTUS
Size of Issue
Initial size Tk 10,00,00,000 (Taka ten crore) of 1,00,00,000 (one crore) Units of Tk 10 (Taka ten) each
Initial/Opening Price
Tk 10 (Taka ten) per Unit
Sponsor
Alliance Capital Asset Management Limited
Trustee
Bangladesh General Insurance Company Limited
Custodian
BRAC Bank Limited
Asset Manager
Alliance Capital Asset Management Limited
Registered Office
87, Rashed Khan Menon Road, Level 15, New Eskaton, Dhaka 1000
Tel: + 880 2 8316531, Fax: + 880 2 8321777
E-mail: info@acaml.com.bd
www.acaml.com.bd
Date of Publication of Prospectus
1 September 2013 on Bonik Barta
1
Alliance S&P Shariah Index Fund
Table of Contents
Particulars
Fund Directory
Definitions and Elaboration of Abbreviated Terms
Fund Highlights
Chapter 1 Preliminary
Page No.
3
4
6
7
1.1
Publication of Prospectus for Public Offering
1.2
Consent of the Bangladesh Securities and Exchange Commission
1.3
Listing of Fund
1.4
Availability of Documents for Inspection
1.5
Conditions of the public offer (PO)
1.6
General Information
1.7
Sale and Repurchase of Units
1.8
Declarations
Chapter 2 Background, Index and Advantages
7
7
7
7
8
9
9
10
12
2.1
Preamble to Formation of Alliance S&P Shariah Index Fund
2.2
Features of Alliance S&P Shariah Index Fund
2.3
The Index
2.4
Sector and Accounting Based Shariah Screening of the Index
2.5
Advantages of Investing in Alliance S&P Shariah Index Fund
Chapter 3 - The Fund
12
12
13
13
14
16
3.1
Formation of the Fund
3.2
Life of the Fund
3.3
Face Value and Denomination
3.4
Investment Objective
3.5
Investment Strategy
3.6
Investment Policies
3.7
Investment Restrictions
3.8
Valuation Policy
3.9
Limitation of Expenses
3.10 Price Fixation Policy and Sale and Re-purchase Procedure
3.11 Winding Up Policy
3.12 Investment Management
3.13 Dividend Policy
Chapter 4 - Risk Factors
16
16
16
16
16
17
17
18
19
19
20
20
21
21
22
5.1
5.2
Trustee of the Fund
5.3
Custodian of the Fund
5.4
Index Provider
5.5
Auditors
5.6
Fees and Expenses
Chapter 6 - Size of the Fund and Rights of Unit Holders
6.1
6.2
Size of Issue
Sponsors Subscription
6.3
Rights of the Unit Holders
Chapter 7 - Unit Subscription
7.1
Terms and Conditions of Unit Subscription
Chapter 8 Sales Agents
8.1
Names of Selling Agents
8.2
Selling Agents Details
Forms
22
23
23
23
25
25
27
27
27
27
29
29
30
30
30
35
2
Alliance S&P Shariah Index Fund
Fund Directory
Registered Office
Sponsor
Trustee
Custodian
Asset Manager
Auditor
ACNABIN
BDBL Bhaban (13th Floor)
12, Karwan Bazar C/A
Dhaka - 1215
Bangladesh
Tel: + 880 2 8144347-52
Banker
3
Alliance S&P Shariah Index Fund
Act
Application Form
BB
Bangladesh Bank
BBL
BDT
Bangladeshi Taka
Business Day
CAGR
CEO/MD
CIP
CDBL
Commission / BSEC
Companies Act
CSE
Custodian
Dividend
DSE
Effective Date
EPS
FIS
Government
Index/Bangladesh Shariah
Index/S&P Bangladesh Shariah Index
Index Constituents
IPO
NAV
Offer Document
Offer of Units of the Fund after the closure of the initial offer
period.
Purchase / Subscription
Purchase Price
Repurchase
Repurchase Price
Shariah
Islamic law that is based on the Holy Qur'an and the teaching of
the Prophet Muhammad (PBUH)
Shariah Board
Sponsor / ACAML
Unit Holder
Interpretation
For all purposes of this offer document, except as otherwise expressly provided or unless the context otherwise
requires:
Singular terms used in this offer document include the plural, and plural terms include the singular.
Pronouns having a masculine or feminine gender shall be deemed to include the other.
A "crore" means "ten million" and a "lakh" means a "hundred thousand".
5
Alliance S&P Shariah Index Fund
Fund Highlights
Name
Type
Sponsor
Asset Manager
Trustee
Custodian
Tk. 10,00,00,000 (Taka ten crore) divided into 1,00,00,000 (one crore )
Units of Tk. 10 (Taka ten) each
Face Value
Objective
The Fund will seek to mimic the S&P BMI Bangladesh Shariah Index to
the largest extent possible through holdings/investing in underlying stocks
of the Index.
Minimum
Application Amount
Transparency
Target Group
Dividend
Dividend Distribution
The dividend warrant will be distributed within 30 (thirty) days from the
date of declaration.
Transferability
The Units of the Fund are transferable by way of inheritance/ gift and/or by
specific operation of the law.
Encashment
The Unit holders can surrender and encash their Units to the Asset
Manager and through selling agents appointed by the Asset Manager.
Every Unit holder is entitled to receive annual report along with the yearly
and half-yearly statements of accounts as and when published.
6
Alliance S&P Shariah Index Fund
CHAPTER 1: PRELIMINARY
1.1
1.2
1.3
Listing of Fund
The Fund, being an open-ended one, would not be listed with any stock exchanges of the country,
hence the Units of the Fund would not be traded in the stock exchanges unless otherwise BSEC and
stock exchange houses make arrangement in future. In case such arrangement takes place in future,
public communication will be made as per BSECs approval.
Units of the Fund will always be available for sale and surrender/repurchase except on the last working
day of the week and during book closure period/record date of the Fund at the office of the Asset
Manager and the offices of authorized selling agents. Asset Manager shall disclose purchase price and
surrender /repurchase price of Units at the beginning of business operation on the first working day of
the week as per the Rule.
1.4
Copy of this prospectus will be available at the registered office of the Asset Manager and
offices of the authorized selling agents of the Fund. This prospectus will also be available for
viewing and downloading on the website (www.acaml.com.bd) of the Asset Manager.
2.
Copy of the trust deed will be available for public inspection during business hours at the
office of the asset manager of the Fund. One will be able to purchase a copy of the trust deed
by paying the price as determined by the Asset Manager.
7
Alliance S&P Shariah Index Fund
1.5
The Fund shall not account for any upward revaluation of its assets creating reserve without
clearance from the Bangladesh Securities and Exchange Commission;
2.
The Fund shall not be involved in option trading, short selling or carry forward transaction;
3.
A confirmation of Unit Allocation shall be issued at the cost of the Fund at par value of Tk.
10.00 (Taka ten) each within 90 (ninety) days from the date of sale of such Units;
4.
Money receipt /acknowledgement slip issued at the time of sale of Units will be treated as
allotment, which shall not be redeemable/transferable;
5.
The annual report of the Fund/or its abridged version will be published within 45 (forty five)
days of the closure of each accounting year of the Fund;
6.
An annual report and details of investment and savings of the Fund shall be submitted to the
Commission, Trustee and Custodian within 90 (ninety) days from the closure of the accounts;
7.
Half-yearly accounts/financial results of the Fund will be published in at least one English and
another Bangla national daily newspaper within 30 (thirty) days from end of the period;
8.
Dividend shall be paid within 30 (thirty) days of its declaration, and a report shall be
submitted to BSEC, Trustee and Custodian within 7 (seven) days of dividend distribution;
9.
Net Asset Value (NAV) of the Fund shall be calculated and disclosed publicly at least once a
week;
10.
After initial public subscription, the sale and repurchase/surrender price of Units will be
determined by the Asset Management Company as per the Rule. NAV calculated on a date
shall form the repurchase price of Units by rounding up the amount and shall be effective up
to next calculation of NAV of the Fund. Difference between sale and repurchase price shall
not be over 5% of the face value of the Unit;
11.
BSEC may appoint auditors for special audit/investigation on the affairs of the Fund, if it so
desires;
12.
The Fund shall maintain separate bank account(s) to keep the sale proceeds of Units and to
meet up day-to-day transactions including payment against repurchase of Units. All
transactions of the account shall be made through banking channel and shall be properly
documented;
13.
The prospectus/abridged version of the prospectus shall be published in one widely circulated
Bengali national daily newspaper. Provided that information relating to publication of
prospectus in the form of advertisement be published in two national daily newspapers
(Bengali and English);
14.
If abridged version of the prospectus is published in the newspaper, complete prospectus shall
be made available to the applicants;
15.
If the Fund manager fails to collect the minimum 40% of the initial target amount under
section 48 of the wmwKDwiwUR I GP Kwgkb (wgDPzqvj dv) wewagvjv, 2001, it will refund the
subscription money within 30 days from the closure of subscription without any deduction. In
8
case of failure, the Fund manager will refund the same with an interest @ 18 percent per
annum from its own account within the next month;
16.
On achievement of 40% of the initial target amount, the Fund is allowed to commence
investment activities of the Fund with permission of the Trustee;
17.
The size of the Fund will be increased from time to time by the AMC subject to approval of
the Trustee and with intimation to the Commission;
18.
Confirmation of Unit Allocation of the sponsors contribution amounting to Tk 1,00,00,000/(Taka one crore) only shall be subject to a lock-in for a period of three years from the date of
formation of the Fund and after that period, entire holding may be transferred, with approval
of the BSEC, to any institution eligible to be a sponsor of a mutual fund.
19.
1.6
A Confirmation of Unit Allocation amounting Tk. 1,00,00,000/- (10% of the initial target size
of the Fund) will be issued in favour of the sponsor. The said confirmation letter shall be in
the custody of the Trustee. No splitting of the Confirmation of Unit Allocation letter shall be
made without prior approval of the Commission.
General Information
1.
This prospectus has been prepared by Alliance Capital Asset Management Limited based on
the Trust Deed executed between the Trustee and the Sponsor of the Fund, which is approved
by the Commission and available publicly. The information contained herein is true and
correct in all material aspects and there are no other material facts, the commission of which
would make any statement herein misleading.
2.
No person is authorized to give any information to make any representation not contained in
this prospectus and if so given or made, such information or representation must not be relied
upon as having been authorized by Alliance Capital Asset Management Limited.
3.
1.7
The issue as contemplated in this document is made in Bangladesh is subject to the exclusive
jurisdiction of the court of Bangladesh. Forwarding this prospectus to any person residing
outside Bangladesh in no way implies that the issue is made in accordance with the laws of
that country or is subject to the jurisdiction of the laws of that country.
9
Alliance S&P Shariah Index Fund
1.8
Declarations
Declarations about the Responsibility of the Sponsor
The Sponsor, whose name appears in this prospectus, accepts full responsibility for the authenticity and
accuracy of the information contained in this prospectus and other documents regarding Alliance S&P
Shariah Index Fund. To the best of the knowledge and belief of the Sponsor, who has taken all
reasonable care to ensure that all the conditions and requirements concerning this public offer and all
information contained in this document, drawn up by virtue of the Trust Deed of the Fund by the
entrusted Asset Management Company have been met and there is no other information or document,
the omission of which may make any information or statements therein misleading.
The Sponsor also confirms that full and fair disclosures have been made in this prospectus to enable the
investors to make a decision for investment.
Sd/(Wali-ul-Maroof Matin)
Managing Director
Alliance Capital Asset Management Limited
We, as Custodian of the Alliance S&P Shariah Index Fund, accept the responsibility and confirm that
we shall:
i
keep all the securities in safe custody and shall provide the highest security for the assets of
the Fund; and
ii
Preserve necessary documents and record so as to ascertain movement of assets of the Fund as
per wmwKDwiwUR I GP Kwgkb (wgDPzqvj dv) wewagvjv, 2001
10
Alliance S&P Shariah Index Fund
be the guardian of the Fund, held in trust, for the benefit of the Unit holders in accordance
with the Rules and the Trust Deed;
b)
c)
take all reasonable care to ensure that the Fund floated and managed by the Asset
Management Company are in accordance with the Trust Deed and the Rules;
d)
make such disclosures by the Asset Management Company to the investors as are essential in
order to keep them informed about any information, which may have any bearing on their
investments; and
e)
take such remedial steps as are necessary to rectify the situation where we have reason to
believe that the conduct of business of the Fund is not in conformity with relevant Rules.
Sd/(Ahmed Saifuddin Chowdhury)
Additional Managing Director (Operation) & Company Secretary
Bangladesh General Insurance Company Limited
the prospectus is in conformity with the documents, materials and papers related to the public
offer;
ii.
all the legal requirements of the public offer have been duly fulfilled; and
iii.
the disclosures made are true, fair and adequate for investment decision.
Investors should be aware that the value of investments in the Fund could be volatile and such no
guarantee can be made about the returns from the investments that the Fund will make. Like any other
equity investment, only investors who are willing to accept a moderate degree of risk, should invest in
the Fund. Investors are requested to pay careful attention to the risk factors as detailed in the Risk
Factor section and to take proper cognizance of the risks associated with any investment in the Fund.
Sd/(Wali-ul-Maroof Matin)
Managing Director
Alliance Capital Asset Management Limited
11
Alliance S&P Shariah Index Fund
2.2
2.
Will follow S&P BMI Bangladesh Shariah Index, designed and calculated by one of the
worlds leaders in indices, Standard & Poors Indices.
3.
4.
5.
12
Alliance S&P Shariah Index Fund
6.
2.3
The Index
Alliance S&P Shariah Index Fund will follow the S&P BMI Bangladesh Shariah Index. For Index
construction S&P divides worlds markets into different categories. Some heading categories are:
Developed, Emerging and Frontier. S&Ps few parent equity indices are S&P Global BMI, S&P
Developed BMI, S&P Emerging BMI and S&P Frontier BMI.
S&P Frontier BMI Shariah: The S&P Frontier BMI Shariah index is the shariah compliant version of
S&P Frontier BMI Index. The S&P Frontier BMI is reconstituted once a year and in addition, each of
the underlying countries of the S&P Frontier BMI Shariah is calculated as a stand-alone Shariah
country index.
A number of fundamentally strong stocks from Bangladesh have been considered as eligible to be
included in S&P Frontier BMI where Bangladeshs weight is 1.1% (approx) to the index. These stocks
from Bangladesh constitute the S&P BMI Bangladesh Index. The Shariah version of this index is
called S&P BMI Bangladesh Shariah Index. These index constituents are reviewed regularly by the
Shariah board. Base date of S&P BMI Bangladesh Shariah Index was 23rd of February 2009 and the
base index was 100.
2.4
13
Alliance S&P Shariah Index Fund
Revenue Share from Non-Compliant Activities: In certain cases, revenues from noncompliant
activities can be tolerated, if they comply with the following threshold: (Non-permissible Income other
than Interest Income) / Revenue < 5%
Dividend Purification Ratio: Dividends that the fund will earn from investments in shares of
companies will be purified using the following formula: Dividends * (Non Permissible Revenue / Total
Revenue) and will be donated as charity.
Index Eligibility: The stocks are, first, constituents of the underlying indices. They are, then, screened
for Shariah compliance. Only those stocks that are compliant remain in the Shariah compliant indices.
Addition and Deletions: Additions are made to the Shariah indices once a month after the addition to
the underlying index, if found compliant by the Shariah board. Deletions will be done at the same time
as the underlying index.
2.5
Matching with Your Principle: Islamic mutual funds suit risk-averse and conservative
investors since fund managers can only invest in halal assets with very low debt obligations
and risky assets are dropped from the fund portfolio.
II.
III.
Qualified International Shariah Board: Alliance S&P Shariah Index Fund will follow the
S&P BMI Bangladesh Shariah Index, which is under the strong supervision of a Shariah board
consisting of well-renowned Islamic scholars who have developed the entire process of
selection of stocks through quantitative screening as well as a qualitative filtering considering
business nature of companies.
IV.
Purification of Earning: Although the non-Shariah compliant stocks are screened out
automatically through the Shariah screening process, the fund still may contain some earnings
which may have been derived from the non permissible portion of the revenue of the stocks.
Purification of earnings will be on the process by deducting from the returns on the
investment, those earnings emanating from an unacceptable source or if there is any ambiguity
in the earnings from a Shariah point of view.
V.
Investing in Fundamentally Strong Shares: As Alliance S&P Shariah Index Fund will
follow the S&P BMI Bangladesh Shariah Index, it automatically sorts out the most liquid
fundamentally strong Shariah compliant shares.
14
Alliance S&P Shariah Index Fund
VI.
Free Float Index: Bangladesh Shariah Index takes the float adjusted market cap while
calculating index. A free-float index reflects the market trends more rationally as it takes into
consideration only those shares that are available for trading in the market. Being a perfectly
replicable portfolio of stocks, a free-float adjusted index is best suited for the passive
investment style as it enables the tracking of the index with the least tracking error. It also
improves market coverage and sector coverage of the index. Globally, the free-float
methodology of index construction is considered to be an industry best practice and all major
index providers like MSCI, FTSE, S&P and STOXX have adopted the same.
VII.
World Class Index: S&P BMI Bangladesh Shariah Index is developed by a world class index
provider which is considered as a global leader in providing investable and benchmark indices
to the financial markets. Recently, in July 2012, the company has emerged as S&P Dow Jones
Indices after joining hands with Dow Jones and the service has become even stronger. Indices
are calculated and supervised on a regular basis, while maintaining the highest standard and
transparency in index calculation and adjustment. First time in Bangladesh, Alliance Capital is
providing the investors an opportunity to invest in a world class index by tying up with S&P
Indices.
VIII.
Taking the Advantage of Investing in Index Fund: Index Fund is somewhat more
transparent than closed-end funds. Being an open-end fund, index funds also have low cost
and low maintenance. Primary objective of this fund is to make sure investors never fall prey
of market manipulation and can only trade at a reasonable price close to Net Asset Value
(NAV) of the fund. Index funds give the investors an opportunity to better diversify their
investments as compared to the diversification of other mutual funds. Those who seek a
consistent return, index funds are suitable for them.
15
Alliance S&P Shariah Index Fund
3.2
3.3
3.4
Investment Objective
The Fund will seek to mimic the S&P BMI Bangladesh Shariah Index to the largest extent possible
through holdings/investing in underlying stocks of the Index.
3.5
Investment Strategy
Alliance S&P Shariah Index Fund will follow an index-tilt strategy which seeks to track closely the
risk of a securities index while adding an amount of incremental value by tilting index weightage in
some direction that the AMC expects to be rational. The asset allocation will be within the constituent
stocks of the index and some riba free investments.
Though this fund, like any other index fund, will try to replicate the performance of an index, there
might well be some deviation of return for Alliance S&P Shariah Index Fund from the return of the
S&P BMI Bangladesh Shariah Index because of the following:
1.
2.
3.
For maintaining liquidity, this fund has to invest at least some portion in riba free instruments.
Transaction cost that will be incurred due to rebalancing of the underlying index by the index
provider.
Constituents weight in the fund may not be replicated fully according to the weight of the
index.
Although Alliance S&P Shariah Index Fund is an index fund, the portfolio will be managed on a semipassive style and the total fund management process will be monitored and supervised by the
Investment Committee of Alliance Capital Asset Management Limited. The said Investment
Committee consists of the Chief Investment Officer/Head of Finance, Fund Manager and Risk
Manager. The Investment Committee will continuously monitor and rebalance the stocks weight on the
fund, organize and execute the buy sell of the portfolio in case any addition or deletion takes place in
16
Alliance S&P Shariah Index Fund
the index, allocate the funds amount which is not invested in equity and monitor the dividend
purification process.
3.6
Investment Policies
i.
The Fund shall invest subject to the wewagvjv and only in those securities, deposits and
investments approved by the Bangladesh Securities and Exchange Commission and/or any
other competent authority in this regards.
3.7
ii.
Not less than 75 (seventy five) percent of the total assets of the Scheme of the Fund shall be
invested in capital market instruments out of which at least 50 (fifty) percent shall be invested
in listed securities.
iii.
Not more than 25 (twenty-five) percent of the total asset of the Scheme of the Fund shall be
invested in Fixed Income Securities (FIS).
iv.
Not more than 15 (fifteen) percent of the total asset of the Scheme of the Fund shall be
invested in pre-IPOs at one time.
v.
All money collected under the Fund shall be invested only in encashable/transferable
instruments, securities whether in money market or capital market or privately placed pre-IPO
equity, preference shares, debentures or securitized debts.
vi.
The Fund shall get the securities purchased or transferred in the name of the Fund.
vii.
Only the Asset Management Company will make the investment decisions and place orders
for securities to be purchased or sold for the Scheme's portfolio.
Investment Restrictions
i.
Notwithstanding anything contained in this prospectus, Alliance S&P Shariah Index Fund,
being an index fund, shall not invest in any securities in the capital market other than
constituent stocks of the index of the fund.
ii.
iii.
The Fund shall not invest in, or lend to, any Scheme under the same Asset Management
Company.
iv.
The Fund shall not acquire any asset out of the trust property, which involves the assumption
of any liability that is unlimited or shall result in encumbrance of the trust property in any
way.
v.
The Fund or the Asset Manager on behalf of the Fund shall not give or guarantee term loans
for any purpose or take up any activity in contravention of the wewagvjv
vi.
The Fund shall buy and sell securities on the basis of deliveries and shall, in all cases of
purchases, take delivery of securities and in all cases of sale, deliver the securities on the
respective settlement dates as per the custom and practice of the stock exchanges and shall in
no case put itself in a position whereby it has to make short sale or carry forward transaction.
vii.
The Fund shall not involve in option trading or short selling or carry forward transaction.
viii.
17
Alliance S&P Shariah Index Fund
3.8
Valuation Policy
i.
For listed securities, the average quoted market price on the stock exchanges on the date of
valuation shall form the basis of any calculation of Net Asset Value of such securities in the
portfolio of the Fund.
ii.
For securitized debts, debentures, margin or fixed deposits, the accrued interest/profit on such
instruments on the date of valuation shall be taken into account in any calculation of Net Asset
Value of such securities in the portfolio of the Fund.
iii.
The Fund shall fix the valuation method for the Scheme subject to the prior approval of the
Commission.
iv.
The Fund shall follow the method approved by the Commission for valuation of the non-listed
investment, if any, and the Asset Management Company and the Trustee shall periodically
review the non-listed investment, if any, and the Trustee shall periodically review the value of
such investments. The auditors shall comment in the annual report of the Scheme of the Fund.
v.
The valuation of listed securities not traded within previous one month will be made based on
their reasonable value by the Asset Management Company and approved by the Trustee and
commented upon by the auditors in the Annual Report of the Scheme of the Fund but shall not
be more than the intrinsic value of the securities.
vi.
Once non-listed securities are valued, the valued amount will be considered for purpose of
valuing the Fund's assets in any interval of time until the securities are further revalued by the
Asset Management Company.
vii.
Asset Management Company and Trustee will value the non-listed securities at least once in
every three months.
viii.
In case of deferred expenses, accrued expenses for the period will be taken into account for
determining total liabilities.
ix.
The Fund will use the following formula to derive NAV per Unit:
Total NAV = VA - LT
NAV per Unit = Total NAV / Number of Units outstanding
VA = Value of all securities in vault + Value of all securities placed in lien + Cash in hand and at bank
+ Value of all securities receivables + Receivables of proceeds of sale of investments + Dividend
receivables net of tax + Interest/profit receivables net of tax + Issue expenses amortized as on date +
Printing, publication and stationery expenses amortized as on date
LT = Value of all securities payable + Payable against purchase of investments + Payable as brokerage
and custodial charges + Payable as Trustee fees + Payable as index license fee + All other payable
related to printing, publication and stationery + Accrued deferred expenses with regard to management
fee, annual fee, audit fee and safe keeping fee.
18
Alliance S&P Shariah Index Fund
3.9
Limitation of Expenses
The initial issue expenses in respect of the Fund shall not exceed 5 (five) percent of the targeted
amount of the Fund raised under the Scheme and will be amortized within 7 (seven) years on a straightline method.
The total expenses charged to the Fund, except the amortization of initial issue expenses and including
transaction cost in the form of stock brokerage against buy and sale of securities forming a part of
acquisition or disposal cost of such securities, transaction fees payable to the Custodian against
acquisition or disposal of securities, the annual registration fees payable to the Commission, audit fees,
cost for publication of reports and periodicals, bank charge, etc, shall not exceed 4 (four) percent of the
weekly average net asset outstanding during any accounting year.
3.10
The Units of Alliance S&P Shariah Index Fund may be bought and surrendered through
Alliance Capital Asset Management Limited and authorized selling agents appointed by the
Asset Manager from time to time and any other procedure as prescribed by the Asset
Manager.
ii
During initial subscription minimum purchase amount for individual investors is 500 (five
hundred) Units and for institutional investors is 5,000 (five thousand) Units.
iii
iv
Partial surrender is allowed without any additional cost subject to minimum surrender quantity
is 500 (five hundred) Units both for individuals and institutions. Upon partial surrender, the
Unit holder will be issued with a new Confirmation of Unit Allocation representing the
balance of his Unit holding.
vi
All payments/receipts in connection with or arising out of transactions in the Units shall be in
Bangladeshi Taka.
19
Alliance S&P Shariah Index Fund
3.11
Winding Up Policy
If the total number of outstanding Units held by the Unit holders after repurchase at any point
of time fall below 25 (twenty-five) percent of the actual Units issued, the Fund will be subject
to wound up.
ii
The Fund may be wound up on the happening of any event, which, in the opinion of the
Trustee with approval from the Commission, requires the Scheme to be wound up.
iii
The Scheme may also be wound up if the Commission so directs in the interest of the Unit
holders.
iv
Where a Scheme is to be wound up in pursuance to the above, the Trustee and the Asset
Management Company shall give simultaneously separate notice of the circumstances leading
to the winding up of the Scheme to the Commission and if winding up is permitted by the
Commission, shall publish in two national daily newspapers including a Bangla newspaper
having circulation all over Bangladesh.
The Trustee shall call a meeting within 30 (thirty) days from the notice date of the Unit
holders of a Scheme to consider and pass necessary resolutions by three-fourth majority of the
Unit holders present and voting at the meeting for authorizing the Trustee to take steps for
winding up of the Scheme. If it fails to have three-fourth majority mandate, the Commission
shall have the power to supersede the mandate if situation demands such.
ii
The Trustee shall dispose of the assets of the Scheme of the Fund in the best interest of the
Unit holders; provided that the proceeds of sale made in pursuance of the wewagvjv shall in the
first instance be utilized towards discharge of such liabilities as are properly due under the
Scheme and after making appropriate provision for meeting the expenses connected with such
winding up, the balance shall be paid to the Unit holders in proportion to their respective
interest in the assets of the Scheme as on the date when the decision for winding up was taken.
iii
Within thirty days from the completion of the winding up, the Trustee shall forward to the
Commission and the Unit holders a report on the winding up containing particulars, such as
circumstances leading to the winding up, the steps taken for disposal of assets of the Scheme
before winding up, expenses of the Fund for winding up, net assets available for distribution
to the Unit holders and a certificate from the auditors of the Scheme of the Fund.
3.12
i.
ii.
iii.
Investment Management
Alliance Capital Asset Management Limited shall conduct the day-to-day management of the Funds
portfolio as the Asset Manager subject to the provisions laid down in the wewagvjv and trust deed or any
general directions given by the Trustee and/or the Commission. However, Asset Manager shall have
discretionary authority over the Fund's portfolio about investment decisions.
20
Alliance S&P Shariah Index Fund
3.13
Dividend Policy
i
ii
The fund shall, as soon as may be, after the closing of annual accounts, distribute by way of
dividend to the Unit holders in accordance with the wewagvjv an amount, which shall not be less
than 70 (seventy) percent of the net profit earned during the year, or as determined by the
Commission from time to time;
iii
Before declaration of dividend, the Asset Management Company shall make a provision in
consultation with the auditors for revaluation of investments caused from loss if market value
of investments goes beyond their acquisition cost, and the method of calculation of this
provision will be incorporated in the notes of accounts;
iv
The Fund shall create a dividend equalization reserve by suitable appropriation from the
income of the Fund;
Before registration for transfer of ownership, a transferee shall not possess the right to any
dividend declared;
vi
There will be a Cumulative Investment Plan (CIP) Scheme in this Fund. Under this Scheme, a
Unit holder instead of receiving dividend may reinvest such dividend income accrued for
purchasing Units at a concession rate.
vii
Dividend warrants will be dispatched within 30 (thirty) days from the declaration of dividend.
Any mutual fund is subject to market risk and there is no assurance or guarantee that the
objectives of the Fund will be achieved.
ii
Past performance of the Sponsor or Asset Manager does not indicate the assurance of better
future performance and may not necessarily provide a basis of comparison with other
investments to this Fund.
iii
As with any securities investment, the NAV of the Units issued under the Fund can go up or
down depending on the factors and forces affecting the capital market and money market of
the country.
iv
The NAV of the Units issued under the Scheme may be affected, inter alia, by changes in the
market, interest /profit /loss rate, performance of individual stock, changes in credit rating,
trading volume, settlement period and transfer procedure.
Investment in mutual fund involves investment risks such as trading volumes, settlement risk,
liquidity risk, default risk including the possible loss of principal.
vi
Investors are not being offered any guaranteed or assured return from this Fund.
vii
In the event of a very large number of repurchase requests, there may be delays in the delivery
of the payment.
viii
Government policy and tax laws may change, affecting the return on investment in Units of
the Fund.
ix
Bangladesh has been prone to natural disaster and political instability over last few decades.
Undesirable events such as these may impact the value and performance of the Fund.
21
Alliance S&P Shariah Index Fund
Introducing modern capital market instruments that are absent in our market including ETF,
REIT etc.
Expanding our business horizon by forming strategic and business alliances with regional
AMCs and beyond.
Raising knowledge-base and awareness among investors.
5.1.1
22
Alliance S&P Shariah Index Fund
5.2
5.3
5.4
Index Provider
Standard & Poors Indices is the index provider. Headquartered in New York, USA with offices in 23
countries and a history that dates back more than 150 years, Standard & Poors is known to investors
worldwide as a leader of financial-market intelligence. Standard & Poors strives to provide investors
who want to make better informed decisions with market intelligence in the form of credit ratings,
indices, investment research and risk evaluations and solutions. After a recent merger with Dow Jones
Indexes, the company is now known as S&P DOW Jones Indices.
S&P Indices, the worlds leading index provider, maintains a wide variety of investable and benchmark
indices to meet an array of investors needs. Over $ 1.25 trillion is directly indexed to Standard &
Poors family of indices, which includes the S&P 500, the worlds most followed stock market index,
the S&P/Case-Shiller Home Price Indices, the leading measure of the US home prices, The S&P
Global BMI, an index with approximately 11,000 constituents, the S&P GSCI, the industrys most
closely watched commodities index, and the S&P National AMT-Free Municipal Bond Index, the
premier investable index for U.S. municipal bonds
5.4.1
completion of the review of the S&P Global BMI Index, which consists of over 10,000 companies
worldwide, for Shariah compliance. The result is the S&P Global BMI Shariah index, comprised of
nearly 4,000 constituents, along with 10 sector and 45 country and regional sub-indices. These are
gauges of major markets, sectors, and regions; and by screening out stocks that are not Shariah
compliant, they become ideal investment vehicles for observant Muslims.
5.4.2
Shariah Screening
Standard & Poors has contracted with Ratings Intelligence Partners (RI) to provide the Shariah screens
and filter the stocks based on these screens. Ratings Intelligence Partners is a London/Kuwait-based
consulting company specializing in solutions for the global Islamic investment market. Its team
consists of qualified Islamic researchers who work directly with a Shariah Supervisory Board. It is
continually working with regional banks to create Shariah-compliant equity products and expand
investment offerings.
RI works with a Shariah Supervisory Board, which is a board of Islamic scholars serving to interpret
business issues and recommend actions related to business decisions for the indices.
5.4.3
24
Alliance S&P Shariah Index Fund
Faculty member at the American University of Cairo in 2006, Lecturer at the College of Trading
Studies in Kuwait.
Author and presenter of many articles and books in Islamic Economics, accredited trainer in the Islamic
business field by many institutions inside and outside Kuwait.
Member of Sharia Control Committees in many Islamic financial firms in Kuwait, USA, London,
Geneva, Kenya and Bahrain.
5.5
Auditors
ACNABIN, BDBL Bhaban (13th Floor), 12, Karwan Bazar, Dhaka - 1215, has been appointed as the
auditor of the Fund for the first year. Subsequent auditors shall be appointed by the Trustee.
5.6
5.6.1
0.22%
1.00%
0.47%
Promotional expenses
2.10%
CDBL charges
0.12%
1.03%
Other expenses
Total
5.6.2
Percentage
.06%
5%
Management Fee
As per the wmwKDwiwUR I GP Kwgkb (wgDPzqvj dv) wewagvjv, 2001 the Fund shall pay a management
fee to the Asset Management Company @ 2.50 percent per annum of the weekly average NAV upto
Tk. 5.00 crore and @ 2.00 percent per annum for additional amount of the weekly average NAV up to
25.00 crore over Tk. 5.00 crore and @ 1.50 percent per annum for additional amount of the weekly
average NAV up to Tk 50.00 crore over 25.00 crore and @ 1.00 percent per annum for additional
amount of the weekly average NAV over Tk. 50.00 crore, accrued and payable quarterly.
5.6.3
Trustee Fee
The Trustee shall be paid an annual Trusteeship fee @ 0.10 percent on the Net Asset Value(NAV) of
the Fund on semi-annual in advance basis during the life of the Fund.
5.6.4
Custodian Fee
The Fund shall pay to the Custodian a safe keeping fee @ 0.05 percent per annum of balance securities
held by the Fund calculated on the basis of average month end value per annum and trade settlement
25
fees of BDT 100 (one hundred) per trade. A fee cap schedule is applicable as per the fee cap schedule
provided by the Custodian, which is in this case 0.07% per annum on balance securities held by the
fund. The fee for the custodian services will be realized semi-annually.
5.6.5
5.6.7
Audit Fee
The audit fee will be Tk 25,000 (Taka twenty five thousand) only plus applicable VAT, for the first
accounting year and the Trustee will fix fees for subsequent years.
5.6.8
26
Alliance S&P Shariah Index Fund
Size of Issue
The initial size of the Fund shall be Tk 10,00,00,000 (Taka ten crore) only divided into 1,00,00,000
(one crore) Units of Tk 10 (Taka ten) each which may be increased from time to time by the Asset
Manager subject to approval of the Trustee with due intimation to the Commission till liquidation of
the Fund. The initial distribution of the Funds Unit holding shall be as follows:
Subscriber
Number of
Units
Face Value
(Taka /Unit)
Amount
(Taka)
Status
10,00,000
10
1,00,00,000
Subscribed
Placement Investors
No
Subscription
General Investors
Yet to be
subscribed
Total
6.2
1,00,00,000
10
10,00,00,000
Sponsors Subscription
Alliance Capital Asset Management Limited, the sponsor, has already subscribed Tk 1,00,00,000 (Taka
one crore) worth of Units equivalent to 10,00,000 (ten lac) Units of Tk 10 (ten) each at par on 17
January, 2013, the effective date.
6.3
6.3.1
Voting Rights
All the Unit holders shall have usual voting rights. Voting right can be exercised in person or by proxy
in a meeting held in connection with any proposal to amend the characteristics of the Fund or any other
agenda of meeting called by the Trustee in the circumstances mentioned in the Trust Deed or the
wmwKDwiwUR I GP Kwgkb (wgDPzqvj dv) wewagvjv, 2001. In case of show of hands, every Unit holder
present in person or/and by proxy shall have only one vote and on a poll, every Unit holder present in
person and/or by a proxy shall have one vote for every Unit of which he/she is the holder.
6.3.2
Transfer of Units
Units of the Fund are transferable by way of inheritance/gift and/or by specific operation of law.
6.3.3
Dividend
All the Unit holders have equal but proportionate right in respect of dividend.
6.3.4
Periodic Information
All the Unit holders of the Fund shall have the right to receive the annual report and audited accounts
of the Fund. Moreover, the Unit holders shall be informed of the NAV of the Fund on weekly basis
through newspaper, the website of the Asset Manager, the Selling Agent(s) to be appointed by the
Asset Manager from time to time and any other means as the Asset Manager may deem fit.
27
Alliance S&P Shariah Index Fund
6.3.5
6.3.6
Beneficial Interest
The Unit holders shall preserve only the beneficial interest in the trust properties on pro rata basis of
their ownership of the respective Schemes.
28
Alliance S&P Shariah Index Fund
The Units of Alliance S&P Shariah Index Fund may be bought and surrendered/repurchased
through Alliance Capital Asset Management Limited and authorized Selling Agents appointed
by the Asset Manager from time to time.
ii
iii
Joint application by two persons is acceptable. In such cases, registration and issuance of
Confirmation of Unit Allocation will be in favour of principal applicant while dividend and
other benefits, if any, will be addressed to bank account of principal applicant mentioned in
the application form/ bank account mentioned in BO account. In case of the death of any of
the joint holders, only the survivor shall be recognized as having any title to the Units. On
death of both the joint holders, the title to the Units will bestow upon the nominee mentioned
in the application form.
iv
Minimum purchase amount for individual investors is 500 (five hundred) Units and for
institutional investors is 5,000 (five thousand) Units.
vi
vii
Partial surrender is allowed without any additional cost subject to minimum surrender quantity
is 500 (five hundred) Units both for individuals and institutions. Upon partial surrender, the
Unit holder(s) will be issued with a new Confirmation of Unit Allocation representing the
balance of his/her/their Unit holding.
viii
The Units may be transferred by way of inheritance/gift and/or by specific operation of the
law. In case of transfer, the Fund will charge a nominal fee as decided by the Asset Manager
from time to time except in the case of transfer by way of inheritance.
ix
Dividend may be delivered in cash or by way of Units under Cumulative Investment Plan
(CIP) as the applicant gives option in the application form.
All payments /receipts in connection with or arising out of transactions of the Units applied
for shall be in Bangladeshi Taka.
29
Alliance S&P Shariah Index Fund
Type of Business
Brokerage House
Brokerage House
Merchant Bank
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Brokerage House
Financial Institute
Brokerage House
Brokerage House
Brokerage House
Brokerage House
The asset manager in future may appoint other organizations as its agent or cancel any of the agents
named above subject to approval of the Trustee and with due intimation to the SEC.
8.2
Sl
No.
Brokerage
House
1
Sales Agent
Apex
Investments
Limited
Branch
Chawkbazar
Chittagong
Topkhana Road
Dhaka
Narayangonj
Agrabad, Chittagong
Brokerage
House
Merchant
Bank
Be Rich
Limited
BetaOne
Investments
Limited
Contact Numbers
Corporate Office,
Dhaka
Motijheel
Dhanmondi
Branch Address
GEC
Chittagong
Corporate Office,
Dhaka
30
Alliance S&P Shariah Index Fund
Brokerage
House
BRAC EPL
Stock
Brokerage
Limited
Motijheel, Dhaka
WW Tower, Level 8
68 Motijheel C/A, Dhaka-1000
DSE Annex,
Motijheel, Dhaka
Gulshan, Dhaka
Comilla
4
Chowmohuni,
Noakhali
Sylhet
Chittagong
Brokerage
House
Chittagong
Capital Ltd
Brokerage
House
Chowdhury
Securities
Ltd.
Brokerage
House
City
Brokerage
Ltd.
Corporate Branch
Chittagong
Gulshan, Dhaka
Chittagong
Sylhet
Brokerage
House
Brokerage
House
Eastern
Shares &
Securities
Ltd.
EC Securities
Limited
IIDFC
Securities
Ltd.
Agrabad, Chittagong
Tangail
Merchant Banking
Branch,
Dhaka
Head Office, Dhaka
Gulshan, Dhaka
10
Chittagong
11
Brokerage
House
International
Leasing
Dhanmondi, Dhaka
Brokerage
House
Head Office
Dhaka
Nikunja, Dhaka
31
Alliance S&P Shariah Index Fund
Securities
Limited
Agrabad, Chittagong
Khatungonj,
Chittagong
Chouhatta, Sylhet
Brokerage
House
Island
Securities
Ltd.
Corporate Office
Khulna
Hobigonj
12
Segun Bagicha
Branch, Dhaka
Hathazari,
Chittagong
Motijheel Branch,
Dhaka
13
Brokerage
House
ISPI
Securities
Ltd.
Agrabad, Chittagong
Corporate Office,
Chittagong
Agrabad, Chittagong
Mehedibug,
Chittagong
14
Brokerage
House
Kabir
Securities
Ltd.
Khatunganj,
Chittagong
Bahaddarhat,
Chittagong
Jubilee Road,
Chittagong
Anowara, Chittagong
Head Office,
Chittagong
GEC, Chittagong
Laldighi, Chittagong
15
Brokerage
House
Meenhar
Securities
Ltd.
Jubilee Road,
Chittagong
Hathazari
Chittagong
Cox's Bazar
Feni
16
Brokerage
House
MTB
Securities
Ltd.
Gulshan, Dhaka
Dhanmondi, Dhaka
Pallabi, Dhaka
Uttara, Dhaka
Agrabad, Chittagong
Akhtaruzzaman Centre
21-22, Agrabad C/A, Chittagong
31, 31/1 Loyal Tank Road
Tan Bazar, Noor Mansion
Narayangonj
419, Parents Plaza, Alupatty
Ghoramara, Rajshahi
Mostofa Super Market (1st & 2nd
floor) 1 Jahaj Company Mor
Rangpur Sadar, Rangpur
Sylhet
Principal Branch,
Dhaka
Cell: 01811409137
Cell: 01730738696
Fax: (051) 78865
Cell:01730738674
Fax: (031) 2514506
Cell: 01730738691
Narayangonj
Rajshahi
Rangpur
Banani, Dhaka
Dilkusha, Dhaka
Eskaton, Dhaka
17
Brokerage
House
Multi
Securities
and Services
Ltd.
Paribagh, Dhaka
Niketon, Dhaka
Sadharon Bima
Tower (SBT) Branch,
Dhaka
Bogra
Chittagong
Khulna
Cell: 01841409137
Cell: 01811409005
Cell: 01730738688
Cell: 01730738686
Cell: 01730738699
Cell: 01730738731
Cell: 01730738683
Cell: 01730738720
33
Alliance S&P Shariah Index Fund
18
Financial
Institute
Pearl
Institute of
Financial
Market Ltd.
Dhanmondi, Dhaka
19
Brokerage
House
Reliance
Brokerage
Services
Limited
Agrabad, Chittagong
Asadgonj,
Chittagong
Head Office, Dhaka
Farmgate, Dhaka
20
Brokerage
House
Remons
Investment &
Securities
Ltd.
Mirpur, Dhaka
Narayanganj
Sylhet
Dhaka
21
Brokerage
House
Chittagong
Salta Capital
Limited
Sylhet
Rajshahi
22
Brokerage
House
Square
Securities
Ltd.
Mirpur Branch,
Dhaka
Savar
Chittagong
Pabna
WW Tower, Level-14
68 Motijheel C/A, Dhaka-100
C & F Tower (3rd Floor)
1712, Sk. Mujib Road
Agrabad C/A
Chittagong- 4000
40, Asadgonj (level-01)
Chittagong- 4000
9-H, Motijheel C/A
Ismail Mansion, 2nd Floor
Room # 207, Dhaka -1000
Kafiluddin Apartment
27 Indira Road, Tejgaon, Dhaka
249, Senpara, Parbata, Mirpur,
Dhaka -1216.
194/6, B. B Road, (1st Floor)
Narayanganj
Tel: (02)7117798
Fax: (02) 7117960
Tel: (031) 2510716-9
Fax: (031) 2510903
34
Alliance S&P Shariah Index Fund
Forms
Specimen copies of the following forms are given in the following pages:
i
ii
Transfer Form
35
Alliance S&P Shariah Index Fund