Offering Document



                                         OFFERING DOCUMENT OF

                                    UN...
Offering Document



Investors must recognize that the investments involve varying levels of risk. The portfolio of the Fu...
Offering Document




                                  1. CONSTITUTION OF THE SCHEME

1.1     Constitution
The Fund is an...
Offering Document



relaxations or exemptions, these will be deemed to have been included in the Constitutive Documents (...
Offering Document



October 17, 2007 and shall end at the close of the banking hours on October 19, 2007. During the Init...
Offering Document




        2. INVESTMENT OBJECTIVES, POLICY, RESTRICTIONS, VALUATION, RISK
                         DIS...
Offering Document



               Asset Class                                                Minimum    Minimum       Mi...
Offering Document



        Investments as may (subject always to the provisions of Trust Deed, the Offering Document, th...
Offering Document



        b. Foreign currency Shariah compliant bank deposits & certificates of investment;
        c. ...
Offering Document



          company or sector. However, this restriction on purchase shall not apply to any offer of ri...
Offering Document



        behalf of the Fund, if and when the law so allows, buy put options equivalent to any securiti...
Offering Document



                e.   Such borrowing shall not be in contravention of the Shariah.

2.6.2   Charge or ...
Offering Document



2.8     Valuation of Fund Property
2.8.1   A security listed on a stock exchange shall be valued at i...
Offering Document



2.9    Risk Disclosure & Disclaimer
      Investment process requires disciplined risk management. Th...
Offering Document



     and forces affecting the capital markets and interest rates.

     The Fund will also invest out...
Offering Document




                                       3. OPERATORS AND PRINCIPALS

3.1 Management Company: UBL Fund...
Offering Document



UNITED GROWTH & INCOME FUND (UGIF)

UGIF is an open-ended mutual fund which was publicly launched in ...
Offering Document



Date of Launching                                      December 24, 2006
Par Value of Unit           ...
Offering Document



3.4 Board of Directors and Management
3.4.1   BOARD OF DIRECTORS
        The board of directors of UB...
Offering Document



3.4.2 Particulars of Directors

Mr. Atif R. Bokhari – Chairman
Mr. Atif R. Bokhari, currently Preside...
Offering Document



Mr. Muhammad Ahmed Hafeez – Director
Ahmed is currently serving as Group Head Business Development & ...
Offering Document



3.4.3 Particulars of Management

Mir Muhammad Ali - Chief Executive Officer
Please see background as ...
Offering Document



Khashe is an MBA from Institute of Business Administration (IBA). He is also a visiting faculty membe...
Offering Document



She is a Computer Systems Engineer from NED University of Engineering and Technology and an MBA from ...
Offering Document



    5. Investment Facilitators
       The Management Company may, at its own responsibility, from tim...
Offering Document



3.7 Trustee

3.7.1 Trustee – Central Depository Company of Pakistan Limited

        SECP has approve...
Offering Document



3.7.1.5        Shareholders: Following are the sponsors and the shareholders of the CDC:



         ...
Offering Document



           arbitration or inquiry or any corporate or shareholders’ action in respect of the Fund Pro...
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
UBL Fund Managers Limited (UBL Funds)
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UBL Fund Managers Limited (UBL Funds)

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UBL Fund Managers Limited (UBL Funds)

  1. 1. Offering Document OFFERING DOCUMENT OF UNITED ISLAMIC INCOME FUND MANAGED BY UBL Fund Managers Limited (UBL Funds) [An Asset Management Company Registered under the Non-Banking Finance Companies (Establishment and Regulation) Rules, 2003] Date of Publication of this Offering Document October 05, 2007 Initial Offering Period: October 17, 2007 till October 19, 2007(Both days inclusive) INTRODUCTION The United Islamic Income Fund (the Fund/the Scheme/the Trust/UIIF) has been established through a Trust Deed under the Trusts Act 1882, entered into between UBL Fund Managers Limited (UBL Funds), the Management Company and Central Depository Company of Pakistan Limited, the Trustee and is authorized under the Non- Banking Finance Companies (Establishment and Regulation) Rules, 2003 (the Rules). The provisions of the Trust Deed govern this Offering Document. It sets forth information about the Fund that a prospective investor should know before investing in the Fund. Prospective investors should consult one or more from amongst their legal adviser, stockbroker, bank manager or other financial adviser. Investors must recognize that all investments involve varying levels of risk. It should be clearly understood that the Fund’s portfolio will be subject to market fluctuations and risks inherent in all such Investments. The value of Units of the Fund may appreciate as well as depreciate and the level of dividends declared by the Fund cannot be assured. Investors are requested to read the Risk Disclosure and Warning statements contained in Clause 2.9 and Clause 11 respectively, in this Offering Document. All Investments made by UIIF will be made in adherence with the principles of Shariah as advised by the Shariah Board. It is possible that the effect of the Shariah compliance on Investments of the Fund may result in UIIF performing differently from other funds with similar objectives, but that are not subject to Shariah compliance. REGULATORY APPROVAL AND CONSENT Approval of the Securities & Exchange Commission of Pakistan The Securities and Exchange Commission of Pakistan (SECP) has authorized the offer of Units of United Islamic Income Fund (the Fund) under Rule 67 of the Non-Banking Finance Companies (Establishment and Regulation) Rules, 2003 (the Rules). The SECP has also approved this Offering Document, under Rule 70 of the NBFC Rules Vide letter No. SEC/JDI/UIIF/736/2007 dated October 04, 2007 United Islamic Income Fund 1
  2. 2. Offering Document Investors must recognize that the investments involve varying levels of risk. The portfolio of the Fund consists of investments, listed as well as unlisted, that are subject to market fluctuations and risks inherent in all such investments. Neither the value of the Units in the Fund nor the dividend declared by the Fund is, or can be, assured. Investors are requested to read the Risk Disclosure and Warnings statement contained in Clause 2.9 and Clause 11 respectively in this Offering Document. All investments of the Fund shall be in adherence to the Islamic Shariah. It is possible that adherence to the Islamic Shariah will cause the Fund to perform differently from funds with similar objectives, but that are not subject to the requirements of Islamic Shariah. It must be clearly understood that in giving this approval, the SECP does not take any responsibility for the financial soundness of the Fund, nor for the accuracy of any statement made or any opinion expressed in this Offering Document. Filing of This Offering Document The Management Company has filed a copy of this Offering Document signed by the Chief Executive along with the Trust Deed with the SECP. Certified copies of these documents along with documents 1 to 9 below can be inspected at the registered office of the Management Company or the place of business of the Trustee: 1. The SECP’s letter no. NBFC-II/20/UBLFM/AMC & IA/04/2007 dated May 29, 2007 confirming UBL Fund’s renewal of license to undertake Asset Management Service; 2. Trust Deed (Deed) of United Islamic Income Fund dated August 10, 2007 between UBL Fund Managers Limited (UBL Funds) as the establisher and the Management Company and Central Depository Company of Pakistan Limited (CDC), as the Trustee; 3. SECP’s letter no. SCD /NBFC-II/JD/UIIF/637 dated August 27, 2007 regarding the authorization of United Islamic Income Fund; 4. SECP’s letter no. SEC/NBFC-JD-II/UIIF/2007/520 dated July 17, 2007 approving the appointment of CDC as the Trustee of United Islamic Income Fund; 5. Letter No. KA-MI-1810 dated June 30, 2007 from KPMG Taseer Hadi & Co., Auditors of United Islamic Income Fund, conveying their willingness to act as statutory auditors; 6. Letter No.UBLFM-3/809/07/606 dated June 21, 2007 of Consent by the legal advisors, Bawaney and Partners, to act as the legal advisor of the United Islamic Income Fund; 7. The SECP’s letter No SEC/JDI/UIIF/736/2007 dated October 04, 2007, approving this Offering Document; 8. The SECP has approved the appointment of Maulvi Muhammad Hassaan Kaleem and Muhammad Najeeb Khan as members of the Shariah Advisory Board of the Fund vide its Letter No. SEC/JDI/UIIF/735/2007 dated October 04, 2007; 9. The Shariah Advisory Board of the Fund has confirmed that the provisions of the Trust Deed are in compliance with Shariah vide a letter dated June 22, 2007. United Islamic Income Fund 2
  3. 3. Offering Document 1. CONSTITUTION OF THE SCHEME 1.1 Constitution The Fund is an open-ended fund and has been constituted by a Trust Deed entered into at Karachi on August 10, 2007 between: UBL Fund Managers Limited (UBL Funds ― formerly United Asset Management Company Limited), a Non- Banking Finance Company incorporated under the Companies Ordinance 1984, and licensed by the SECP to undertake asset management and investment advisory services with its Registered Office at 8th Floor, State Life Building Karachi and Corporate Office at 11th Floor, Executive Tower, Dolmen City, Block 4, Clifton, Karachi, as the establisher of the Fund and the Management Company; and Central Depository Company of Pakistan Limited (CDC), a central depository company, incorporated under the Companies Ordinance 1984, with its registered office at CDC House, 99-B, Block ‘B’, S.M.C.H.S., Main Shahra-e-Faisal, Karachi -74400, Pakistan as the Trustee. 1.2 Registered Address, Place and Date of Creation The registered address of the UBL Fund Managers Limited is 8th Floor, State Life Building Karachi and the Corporate Office at 11th Floor, Executive Tower, Dolmen City, Block 4, Clifton, Karachi. The Trust was created on August 10, 2007. The official web site address of UBL Fund Managers Limited is www.UBLfunds.com 1.3 Trust Deed The Deed is subject to and governed by the Non-Banking Finance Companies (Establishment and Regulation) Rules 2003, the Securities and Exchange Ordinance 1969, Companies Ordinance 1984 and all other applicable laws and regulations. All Investments of the Fund Property shall be in accordance with the Islamic Shariah as advised by the Shariah Board. The Fund shall also be subject to the rules and the regulations framed by the State Bank of Pakistan with regard to the foreign investments made by the Fund and investments made in the Fund from outside Pakistan in foreign currency. In the event of any conflict between the Trust Deed and the Rules, the latter shall supersede and prevail over the provisions contained in the Trust Deed. The terms and conditions in the Deed and any supplemental deed(s) shall be binding on each Unit Holder 1.4 Modification of Trust Deed The Trustee and the Management Company, acting together and with the approval of SECP, shall be entitled by supplemental deed(s) to modify, alter or add to the provisions of the Deed on any of the following grounds: a. To the extent required to ensure compliance with any applicable laws and regulations; b. To enable the provisions of the Trust Deed to be more conveniently or economically managed; c. To enable the Units to be listed on the Stock Exchange; d. To otherwise benefit the Unit Holders; or e. To comply with the provisions of the Shariah. Provided that in the case of (b), (c) and (d) above, such alteration or addition shall not prejudice the interests of the Unit Holders; and in any event, it shall not release the Trustee or the Management Company of their responsibilities. Where the Deed has been altered or supplemented, the Management Company shall notify to the Unit Holders at their respective registered addresses within 15 days of the change. However, if SECP modifies the Rules to allow any United Islamic Income Fund 3
  4. 4. Offering Document relaxations or exemptions, these will be deemed to have been included in the Constitutive Documents (the Deed, this Offering Document and other related material documents) without requiring any modification as such. 1.5 Duration The duration of the Fund is perpetual. However, the SECP or the Management Company may, on the occurrence of certain events, wind it up as stated in Section 13 of this Offering Document under the heading “TERMINATION OF THE FUND”. 1.6 Open-Ended Fund United Islamic Income Fund is an open-ended fund. It shall offer and redeem Units on a continuing basis subject to terms contained herein and the Deed and to the Rules. There is no upper limit set on the Units to be issued to a single Unit Holder or on the total number of Units to be issued to the public. However, the Management Company may impose, from time to time, certain amounts of minimum monetary investment limits to facilitate economical and efficient management of the Scheme 1.7 Units The Fund is divided into Units having an Initial Offer Price of Rs. 100/- each. This price is applicable to such Units that are issued before the close of initial period of offer. Thereafter, the Units shall be issued on the basis of their Net Asset Value (NAV), which shall form the base for determining the Offer and Repurchase Prices. All Units and fractions thereof represent an undivided share in the Scheme and shall rank pari passu according to the number of Units held by each Unit Holder, including as to the rights of the Unit Holders in the Net Assets, earnings and the receipt of the dividends and distributions. Each Unit Holder has a beneficial interest in the Trust proportionate to the Units held by such Unit Holder. The Management Company may issue the following types of Units:- Restricted Units to Core Investors (seed capital investors) without Sales Load. The restricted Units cannot be redeemed for a period of two (2) years from the date of the closure of the Initial Period of Offer. However, Core Units are transferable with the same condition. Income Units offered during the private placement and Initial Period of Offer with no Sales Load. Thereafter, these Units will be offered with a flat Front-end Sales load (which is currently set at 1.0% as disclosed in Annexure ‘A’ of the Offering Document). Growth Units which shall carry a stepped down back-end load deductible upon redemption of units (current structure is disclosed in Annexure ‘A’ of the Offering Document). These units will be offered subsequent to the Initial Period of Offer on a continuous basis. The Management Company may issue Units without Sales Load or with a reduced Sales Load to Unit Holders opting to receive Units in lieu of dividends. 1.8 Initial Offer (Initial Offering Period) Units with a value of Rs. 250 million have been subscribed by the Core Investor, namely United Bank Limited (UBL). In addition, certain investors have subscribed to Units of the Fund on a Pre-IPO basis. The Initial Offer is for Income Units, with no Sales Load, which shall be issued at the Initial Offer Price of Rs. 100/- per Unit. The Offer and Issue of Units at Initial Offer Price shall commence from the start of the banking hours on United Islamic Income Fund 4
  5. 5. Offering Document October 17, 2007 and shall end at the close of the banking hours on October 19, 2007. During the Initial Offer, Units will be offered at par without any Sales Load. During the Initial Period of Offer, the Units will not be redeemed. 1.9 Transaction in Units after Initial Offering Period Subsequent to the Initial Offer, the public sale of Units at the Initial Price shall be discontinued. The Units can then be purchased at the Offer Price and redeemed at the Redemption Price. The Management Company will fix the Offer and Redemption Prices daily on the basis of the Net Asset Value (NAV) of the Units after the close of the Stock Exchange(s) / financial market(s) business day. The NAV based price per Unit shall be fixed after adjusting for the (Front-end/Back-end) Load as the case may be and any Transaction Costs that may be applicable save under circumstances elaborated in Section 4.7 mentioned herein. Such prices shall be applicable to Purchase and Redemption requests with complete and correctly filled respective forms and have to be received within business hours as announced by the Management Company from time to time. 1.10 Offering Document This Offering Document is governed by the provisions of the Trust Deed and the Rules and the Islamic Shariah as advised by the Shariah Board. It sets forth the information about the UIIF that a prospective investor should know before investing in any Unit. UBL Fund Managers Limited accepts responsibility for the accuracy of the information herein contained as of the date of publication. United Islamic Income Fund 5
  6. 6. Offering Document 2. INVESTMENT OBJECTIVES, POLICY, RESTRICTIONS, VALUATION, RISK DISCLOSURE AND DISCLAIMER 2.1 Investment Objective The investment objective of the Fund is to provide attractive returns to its investors by investing in Shariah Compliant Income instruments while taking into account capital security and liquidity considerations. The Fund shall strive to take advantage of available opportunities in Shariah Compliant Income Instruments in order to realize a high level of total return from a diversified portfolio. The Fund shall not invest directly in equity securities or those instruments which add volatility to the Fund’s performance. 2.2 Investment Policy 2.2.1 To provide investors with a safe and stable stream of Halal income on their investments and to generate long term risk adjusted returns. The Fund shall keep an exposure in a blend of short, medium and long term income instruments, both within and outside Pakistan. The portfolio shall aim to maximize annual income for the investor while preserving the capital. All Investments of the Fund would be as per the guidelines of the Shariah Advisor of the Fund and will be in strict conformity with the rules of Shariah. 2.2.2 Investment avenues shall be Shariah Compliant and approved by the Shariah Advisory Board. These include: Asset Class Minimum Minimum Min. Max. Entity Instrument Exposure Exposure Rating Rating Limit Limit (% of Net (% of Net Assets) Assets) (i). Certificate of Investments based on Shariah BBB BBB - 70% Compliant Structures (ii) Bank Deposits in licensed Islamic Banks and BBB - - 30% under licensed Islamic Banking Windows of Conventional normal Banks circumstances (See Note Below*) (iii) Current Accounts and Shariah Compliant profit BBB - - - bearing accounts (iv) Placement of funds under Mudarabah, Murabaha and Musharikah arrangements** (a) If rating of the entity and/or instrument is available. BBB BBB - 70% (b) If rating of the entity and/or instrument is not - - - 50% available (v). Spread Transactions - - - 70% (vi). Shariah compliant income instruments/ securities including Sukuks issued by local governments, government agencies, statutory bodies, private and or public sector entities and / or Financial Institutions** United Islamic Income Fund 6
  7. 7. Offering Document Asset Class Minimum Minimum Min. Max. Entity Instrument Exposure Exposure Rating Rating Limit Limit (% of Net (% of Net Assets) Assets) (a) Secured / Privately Placed BBB BBB - 70% (b) Secured / Listed BBB BBB - 80% (c) Unsecured / Privately Placed BBB BBB - 30% (d) Unsecured / Listed BBB BBB - 40% (vii). Real estate oriented funds/unit trust schemes - 15% including real estate investment trusts (viii). Contracts, securities, instruments issued by BBB BBB - 100% companies, organizations and establishments issued on the principals of Bai’ Mu’ajjal, Bai’ Salam, Istisna, Ijarah, Mudarabah, Murabaha, and Musharikah** (ix) Shariah compliant Investments in overseas markets - - - 30% subject to a (including Shariah Compliant closed-end and open- cap of US$15 end mutual fund income schemes) million at the time of investment (x). Any other Shariah Compliant Instruments that may - - - - be allowed by the Commission from time to time and is as per the guidelines of the Fund’s Shariah Advisor and under such parameters as mentioned in the Risk Management Policies of the Management Company. In the above where ratings under both entity and instrument have been mentioned, either one of the two having the minimum required rating would suffice. * The Fund Manager will endeavor to deploy not more than 30% in this asset class. However, in case additional attractive opportunities arise in this asset class, additional funds may be deployed here subject to a maximum of 70% of Net Assets. **Where credit rating is not available for either the entity or instrument in these categories, the Management Company, before making an investment decision, will ensure that the issuer has good sponsor backing with investments in diverse businesses, preferably non-concentrated shareholding pattern, professional management team, strong record of past earnings based on audited accounts, strong debt coverage ability based on future projections and a satisfactory Corporate Credit Information Report issued by the State Bank of Pakistan. 2.2.3 During the Initial Period, the Trustee shall hold the Fund Property on deposit in a separate Shariah-Compliant account with banks with a minimum investment grade rating. Such amounts may also be invested from time to time in short term investments (in case of investment in financial institutions they must have a minimum investment grade rating of ‘A’ by a SECP approved credit rating agency). After the Initial Period, all Fund Property, except in so far as such amount may, in the opinion of the Management Company, be required for transfer to the Distribution Account, shall be invested by the Trustee from time to time in such Authorized United Islamic Income Fund 7
  8. 8. Offering Document Investments as may (subject always to the provisions of Trust Deed, the Offering Document, the Rules, and the Islamic Shariah as advised by the Shariah Advisory Board) be directed by the Management Company. 2.2.4 Any Investment may at any time be realized at the discretion of the Management Company either in order to invest the proceeds of sale in other Authorized Investment or to provide cash required for the purpose of any provision of the Trust Deed or in order to retain the proceeds of sale in cash or on deposit as aforesaid or partly one and partly another. Any Investment which ceases to be an Authorized Investment or Shariah Compliant Investment (subject to SECP Directive or Shariah Advisory Board’s decision) shall be realized within 3 months and the net proceeds of realization shall be applied in accordance with this Clause. It is clarified that the proceeds of any Investments realized as aforesaid shall be kept by the Trustee in the account of the Scheme. 2.2.5 The purchase or sale of any Investment in listed securities for the account of the Trust shall be made on a Stock Exchange through a Broker, who must be a member of such Stock Exchange, unless the Management Company is satisfied that it is possible, subject to applicable law, to make such purchase or sale more advantageously in some other manner. The Broker shall be appointed from time to time by the Management Company. The Management Company shall not employ, as a Broker, directly or indirectly any of its directors or officers or employees of the Management Company or the Trustee or a person who beneficially owns, whether individually or in association with close relative(s), 10% (ten percent) or more of the equity or other securities with voting rights, if any, issued by the Management Company, without the prior approval of the SECP. 2.2.6 Subject to applicable laws and necessary regulatory approvals, the Management Company may include in the portfolio, Pakistan origin Islamic Investments issued, listed or traded outside Pakistan. 2.2.7 Subject to regulatory approvals, the Fund may seek to invest in foreign debt or fixed income Shariah Compliant securities issued, listed or otherwise traded outside Pakistan on such terms, guidelines and directions as may be issued by Commission and/or State Bank of Pakistan from time to time 2.3 Investments outside Pakistan 2.3.1 The Investments outside Pakistan (including Shariah Compliant closed-end and open-end mutual fund income schemes) will enable the Fund to diversify the risk as well as avail opportunities for higher returns in markets that are undervalued. Such Shariah Compliant Investments (subject to approval of the SECP/SBP/Shariah Advisory Board) may be made up to 30% of net assets of the Fund and are subject to a cap of US$ 15 million. At some time in the future, the Management Company may expand this limit after seeking permission from the SECP and the State Bank of Pakistan and under intimation to the Trustee. The limit to international investment will apply at the time of investment and it will not be necessary for the Trustee to sell any investment merely because, owing to appreciation or depreciation of any investment, change in foreign exchange parities, disposal of any investment or change in limit due to increase or decrease in Units, such limit shall be exceeded. In case, due to the relative movement of the value of foreign Investment and/or change in the limit, the value of foreign investment exceeds the above limit, the Management Company will have three months to bring the Fund into compliance. 2.3.2 The Fund Property can be invested in Shariah Compliant international investments with the prior approval of the SAB including the following: a. International Shariah compliant income instruments; United Islamic Income Fund 8
  9. 9. Offering Document b. Foreign currency Shariah compliant bank deposits & certificates of investment; c. Foreign currency Shariah compliant bank accounts in Pakistan; d. Shariah compliant mutual funds, Sukuks, structured products 2.3.3 The Fund may engage in sale/repurchase transactions of sovereign risk securities and listed securities provided that the transactions are regulated by a Stock Exchange or take place with a bank or financial institutions as a counter-party or done through a bank or a financial institution acting as an intermediary. Such Shariah compliant investments will be subject to approval of the SECP/SBP/Shariah Advisory Board. 2.3.4 While investing internationally, the Fund Property will not be placed in any investment that has the effect of leveraging the Fund and if any such instrument/security is used, it must be supported by investment in spot or money market such that the effect of leverage is cancelled out. 2.3.5 Associated Companies and Companies in parent subsidiary relationship shall be treated as group companies even if registered / listed in different countries and any prescribed limit on group exposure shall apply to such companies. 2.3.6 The Management Company may use derivatives only to the hedge existing exposure of the Fund in foreign currencies, provided they are cleared by the Shariah Advisory Board. However, the Management Company will attempt to the hedge, in all cases where hedging is desirable, to the Base Currency if cost-effective and practical. No other use of derivatives is permissible and only currency derivatives will be used and only up to the limit of the Fund’s exposure to foreign currency. 2.3.7 The Fund will be guided by the following factors when investing in a Shariah compliant mutual fund or any collective investment vehicle outside Pakistan: 2.3.8 The Fund Manager should have proven fund management expertise. 2.3.9 In making investments outside Pakistan, the currency of the investment shall be convertible currencies like the US Dollar, Pound Sterling, Euro and Japanese Yen. This condition however will be relaxed in those cases where the Fund Manager feels that there exists cost effective conversion mechanism to convert foreign currency in Pakistani currency or any other convertible currency. Provided however the Base currency of the Fund shall always be considered as Pak Rupee 2.4 Investment Restrictions 2.4.1 The Management Company in managing the Scheme shall abide by all the provisions of the Rules. 2.4.2 The Fund Property shall be subject to such exposure limits as are provided in the Rules (subject to any exemptions that may be specifically given to the Fund by the Commission). Provided that it shall not be necessary for the Trustee to sell any Investment merely because any limit was exceeded owing to appreciation or depreciation of any Investment or disposal of any Investments or redemption of units. The Management Company will have three (3) months to comply with the exposure limits in case such limits are exceeded. 2.4.3 The purchase or acquisition of units in other Shariah Compliant, open-end and closed-end income funds, in accordance with applicable rules and regulations. 2.4.4 If and so long as the value of the holding in a particular security, company or sector shall exceed the limit imposed by the Rules, the Management Company shall not purchase any further Investments in such security, United Islamic Income Fund 9
  10. 10. Offering Document company or sector. However, this restriction on purchase shall not apply to any offer of right shares or any other offering, if the Management Company is satisfied that accepting such offer is in the interest of the Trust. The Management Company will have three (3) months to comply with the exposure limits in case such limits are exceeded. 2.4.5 The Trust shall not purchase from or sell any security to the Management Company or the Trustee or to any director, officer or employee of the Management Company or of Trustee or to any person who beneficially owns ten per cent or more of the equity of the Management Company or the Trustee, save in the case of such party acting as an intermediary. 2.4.6 The Trust will not at any time: 2.4.6.1 Purchase or Sell: o Bearer securities o Securities on margin o Commodities contracts or commodities and directly real estate o Securities which result in assumption of unlimited liability (actual or contingent) o Anything other than Authorized Investments as defined herein; 2.4.6.2 Make short sales of any security or maintain a short position in securities; 2.4.6.3 Make any Investments that are not compliant with the Islamic Shariah; 2.4.6.4 Merge with, acquire or take over any scheme, unless it has obtained the prior approval of the Commission in writing to the scheme of such merger, acquisition or take over; 2.4.6.5 Pledge any of the securities held or beneficially owned by it, except for its own benefit; 2.4.6.6 Make a loan or advance money to any person except in connection with the normal business of the Scheme, subject to the limits specified under the Rules; 2.4.6.7 Apply any part of its assets to real estate (save and except that the Management Company may invest in securities secured by real estate or interest therein or equity securities issued by companies that invest in real estate or have interest therein); 2.4.6.8 Make an Investment in a company which has the effect of vesting the management or control over the affairs of such company, in the Scheme; 2.4.6.9 Employ as a broker, directly or indirectly, any director, officer or employee of the Fund or its Management Company or any Connected Person or member of the family of such person and enter into transactions with any Connected Broker, which shall equal or exceed 10% of the transactions of the Fund in any one Accounting Year of that Fund. 2.4.6.10 Investment of the Scheme in any security shall not, at any time, exceed an amount equal to 15% of the total Net Asset Value of the Scheme at the time of investment or 15% of the issued capital of the investee company. 2.4.6.11 Subject to the Rules, clearance from Shariah Advisory Board of the Fund and any other applicable law, the Management Company may, on behalf of the Fund, write call options/derivatives provided there is a satisfactory market based exit mechanism from options so written. The Management Company may also on United Islamic Income Fund 10
  11. 11. Offering Document behalf of the Fund, if and when the law so allows, buy put options equivalent to any securities held in the portfolio. Provided however, under no circumstances, the Management Company shall buy or sell such options on behalf of the Fund in excess of 10% of NAV that result in an exposure beyond the number of underlying Shariah Compliant fixed income, Shariah Compliant money market or other securities held in the portfolio of the Fund. 2.5 Exceptions to Investment Restrictions 2.5.1 The Fund may deposit securities, for facilitation or guaranteeing settlement of its own trades and transactions in favor of an exchange or clearing house or national clearing and settlement system, on acquiring associate membership of the concerned settlement system. The securities, however, shall not be pledged for any other reason with any other person or entity. 2.5.2 The Fund may sell its securities under forward contracts if the trustee of the Fund confirms that securities of such value are available in the portfolio of the fund or will be available pursuant to a duly executed contract. 2.5.3 The Fund may enter into forward purchase of currency or other hedging instruments, including derivatives listed on foreign markets, for the purpose of hedging the foreign currency exposure of the fund, The derivatives used may also hedge to the US Dollars, however, the Management Company will attempt to hedge, in all cases where hedging is desirable, to the Base Currency if cost effective and practical. No other use of derivatives is permissible and only currency derivatives will be used and only upto the limit of the Fund’s exposure to foreign currency. 2.5.4 In the event, the weightages of securities exceeds the limits laid down in the Offering Document or the Rules as a result of the relative movement in the market prices of the investments or through any disinvestments, the Management Company shall make its best endeavors to bring the exposure within the prescribed limits within three months of the event. But, in any case, the Management Company shall not invest further in such shares or sectors while the deviation exists. However, this restriction on further investment shall not apply to any offer of right shares and bonus shares. 2.6 Borrowing and Borrowing Restrictions 2.6.1 Subject to any statutory requirements for the time being in force and to the terms and conditions herein contained, the Trustee may at any time at the request of the Management Company concur with the Management Company in making and varying Shariah Compliant arrangements with Banks or financial institutions for borrowing by the Trustee for the account of the Trust for the purpose of meeting redemption request(s) provided that: a. the borrowing shall not be resorted to, except for the purpose of redeeming any Units; b. the charge payable to such Islamic Bank or financial institution are not higher than the normal bank charges; c. the maximum borrowing for the account of the Trust shall not exceed the limit provided in the Rules (fifteen percent of the total Net Asset Value) but if subsequent to such borrowing, the Net Assets have decreased as a result of depreciation in the market value of the Fund Property or redemption of Units, the Management Company shall not be under any obligation to reduce such borrowing on account of the Trust; d. the amount so borrowed shall be repayable within a period of ninety days or such time prescribed by the Rules; United Islamic Income Fund 11
  12. 12. Offering Document e. Such borrowing shall not be in contravention of the Shariah. 2.6.2 Charge or Pledge: For the purposes of securing any such borrowing, the Trustee may with the approval of the Management Company mortgage, charge or pledge in any manner all or any part of the Fund Property provided that the aggregate amount secured by such mortgage, charge or pledge shall not exceed the limit provided in the Rules and/or any law for the time being in force. 2.6.3 Guarantee: Neither the Trustee nor the Management Company shall be required to issue any guarantee or provide any security over their own assets for securing such borrowing from banks and financial institutions on account of the Trust. Neither they shall in any manner be liable in their personal capacities for repayment of such borrowings. 2.6.4 Liability of Management Company and the Trustee: The Trustee or the Management Company shall not incur any liability by reason of any loss to the Unit Trust or any loss that Holder may suffer by reason of any depletion in the Net Asset Value that may result from any borrowing arrangement made hereunder in good faith. 2.7 Restriction on Transactions with Connected Persons 2.7.1 The Fund Property shall not be invested in any security of a company if any director or officer of the Management Company individually owns more than five per cent of the total nominal amount of the securities issued or collectively the directors and officers of the Management Company in their individual capacities own more than ten per cent of those securities. 2.7.2 The Fund shall not purchase from or sell any security to the Management Company or the Trustee or to any director, officer or employee of the Management Company or Trustee or to any person who beneficially owns ten percent (10%) or more of the equity of the Management Company or the Trustee or the major shareholders of the Trustee Company, save in the case of such party acting as an intermediary. 2.7.3 The Management Company shall not employ as a broker, directly or indirectly, any of its directors, officer or employee or a member of a family of such person and enter into transactions with any connected broker, which shall equal or exceed ten percent or more of the transactions of UIIF in any one Accounting Period of that scheme; subject, however, that such connected broker shall not have a common director or officer or employee with the investment adviser or asset management company or investment company; and. 2.7.4 For the purpose of sub-paragraphs 2.7.1, 2.7.2 and 27.3 above the term director, officer and employee shall include spouse, lineal ascendants and descendants, brothers and sisters. 2.7.5 All transactions carried out by or on behalf of the Scheme shall be made as provided in the Constitutive Documents, and shall be disclosed in the Scheme’s annual report.] 2.7.6 No person shall be allowed to enter on behalf of the Scheme into underwriting or sub-underwriting contracts without the prior consent of the Trustee, unless the same is permissible by the Commission at the relevant time and the Scheme or the Management Company provides in writing that all commissions and fees payable to the Management Company under such contracts and all investments acquired pursuant to such contracts shall form part of the Schemes assets. Subject to the Rules, any transaction between the Trust and the Management Company or any of their respective Connected Persons as principal shall only be made with the prior written consent of the Trustee. United Islamic Income Fund 12
  13. 13. Offering Document 2.8 Valuation of Fund Property 2.8.1 A security listed on a stock exchange shall be valued at its last sale price on such exchange on the date as of which it is Valued or, if such exchange is not open on such date, then at its last sale price on the next preceding date on which such exchange was open and, if no sale is reported for such date, the security shall be valued at an account not higher than the closing asked price nor lower than the closing bid price. Where prices of securities are quoted/available on a dealer system/electronic board such as NASDAQ or Reuters the quoted price shall be used. 2.8.2 An Investment purchased, and awaiting payment against delivery shall be included for valuation purposes as security held and the account of the fund shall be adjusted to reflect the purchase price, including brokers’ commission and other expenses incurred in the purchase thereof but not disbursed as of the valuation date. 2.8.3 An investment sold, but not delivered pending receipt of proceeds, shall be valued at the net sale price. 2.8.4 The value of any dividends, bonus shares or rights, which may have been declared on securities in the portfolio but not received by the Fund as of the close of the business on the valuation date, shall be included as assets of the Fund if the security, upon which such dividends, bonuses or rights were declared, is included in the assets and is valued ex-dividend, ex-bonus or ex-rights, as the case may be. 2.8.5 A security bought or sold under a repurchase or reverse repurchase transaction, which has to be settled at a future date, shall be valued by taking the net effect of the complete transaction into account. The value or loss occurring shall be recognized taking into account the allocation of such value or loss over the period between the transaction date and the settlement date. 2.8.6 Profit accrued on any profit bearing security in the portfolio shall be included as an asset of the fund if such accrued profit is not otherwise included in the valuation of the security. 2.8.7 A derivative shall be valued at current market price or, if it is an over-the-counter derivative, at the value quoted for it by a financial institution or the inferred value of the derivative based on the value of the commodity for which it has been written. The valuation of the derivative must be congruous to the valuation of the commodity for which it has been written. 2.8.8 The valuation shall be conducted as at the close of the Business Day in Pakistan. For international Investment, valuation will be carried-out one hour before the close of the Business Day in Pakistan according to the price of securities at or around that time or, if the price is not available, valuation will be carried out at the closing price of securities at the end of the last business day in the country in which the securities are quoted. 2.8.9 All amounts in foreign currencies will be converted into Pakistani Rupees based on the quotations by the National Bank of Pakistan or the Authorized Dealer(s). The conversion will take place at the average of the buy-sell rates. 2.8.10 Any other income accrued up to the date on which computation was made, shall also be included in the assets. 2.8.11 All liabilities, expenses, taxes and other charges, due or accrued up to the date of computation, which are chargeable under the Trust Deed, shall be deducted from the value of assets. 2.8.12 The valuation methods prescribed in the Rules will be used unless the Rules are amended or a different valuation method is prescribed by the SECP. For any asset class, where no specific methods or valuation is prescribed in the Rules, the guidance from the SECP shall be obtained and valuation shall be done accordingly. United Islamic Income Fund 13
  14. 14. Offering Document 2.9 Risk Disclosure & Disclaimer Investment process requires disciplined risk management. The Management Company would incorporate adequate safeguards for controlling risks in the portfolio construction process of UIIF. The risk control process involves reducing risks through optimal portfolio diversification. UBL Fund Managers believes that this diversification would help achieve the desired level of consistency in returns. UBL Fund Managers investment team aims to identify securities following proper credit evaluation of the securities proposed to be invested in. It will be guided by the ratings of Rating Agencies such as Pakistan Credit Rating Agency or JCR-VIS Credit Rating Company Limited or any other rating agencies that may be registered with SECP from time to time or any other reputed international credit rating agencies. In case a debt instrument is not rated, necessary clearance of the Investment Committee will be obtained for such an investment. Performance Risk Performance risk is the uncertainty relating to the performance of the fund with respect to its ability to earn consistent income stream as outlined in its investment objective. The NAV of the fund might go down. Interest Rate Risk Since UIIF is an income fund, changes in interest rate environment in the economy may affect its Net Asset value as prices of income securities including Shariah compliant income securities may increase as interest rates decline and vice versa. Credit Risk Credit Risk comprises of Default Risk and Credit Spread Risk. Each can have negative impact on the value of the Shariah compliant income and money market instruments including Sukuks etc: Default Risk – The risk that the issuer of the security will not be able to pay the obligation, either on time or at all. Credit Spread Risk – The risk that there may be an increase in the difference between the return/markup rate of any issuer’s security and the return/markup of a risk free security. The difference between this return/markup rates is called a ‘credit spread’. Credit Spreads are based on macroeconomic events in the domestic or global financial markets. An increase in credit spread will decrease the value of Shariah Compliant Income and including Money Market Instruments. Other Risks: Government Regulation Risk - Government policies and the law regulate different sectors of the economy to varying extent. Funds that invest in these sectors may be affected due to change in these regulations or policies, which directly or indirectly affect the earnings and/or the cash flows. Additionally, governmental or court orders may restrain payment of capital, principal or income. Disclaimer The Units of UIIF are not bank deposits and are neither issued by, insured by, obligation of, nor otherwise supported by the SECP, any Government Agency, Trustee (except to the extent specifically stated in this document and the Trust Deed) or any of the shareholders of the Management Company or any of the Core Investors or any other bank or financial institution. The portfolio of UIIF is subject to market risks and risks inherent in all such investments. UIIF target return/dividend range cannot be guaranteed. UIIF’s Unit price is neither guaranteed nor administered/ managed. It is based on the NAV that may go up or down depending upon the factors United Islamic Income Fund 14
  15. 15. Offering Document and forces affecting the capital markets and interest rates. The Fund will also invest outside Pakistan and such investments outside Pakistan may be exposed to certain additional risk including political, economic and exchange rate risks that may reduce the value of the investments. However, studies show that diversifying internationally would tend to reduce the overall volatility of a portfolio and thus may reduce risks for investors. All Investments made by UIIF will be made in adherence with the principles of Shariah as advised by the Shariah Advisory Board. It is possible that the effect of the Shariah compliance on Investments of the Fund will result in UIIF performing differently from other funds with similar objectives, but that are not subject to Shariah compliance. United Islamic Income Fund 15
  16. 16. Offering Document 3. OPERATORS AND PRINCIPALS 3.1 Management Company: UBL Fund Managers Limited (UBL FUNDS) UBL Fund Managers is a fully owned subsidiary of United Bank Limited, recognized as one of the most trusted names in the banking sector. UBL Fund Managers was founded in August 2002, and since then it has been a leader in providing innovative solutions to growing customer needs in a dynamic market. It was the first Asset Management Company (AMC) to be launched by a bank. Within a short span, its Assets Under Management (AUM) have grown to over Rs. 30 billion, all in open-end funds; making it the largest private sector AMC with respect to AUM in open-end mutual funds. UBL Fund Managers has been awarded a Management Quality Rating of AM2 Minus from JCR VIS Credit Company Limited. SHAREHOLDING STRUCTURE Name Paid Up Capital Number of Shares Amount in Rupees United Bank Limited 9,999,992 99,999,992 Directors 8 80 10,000,000 100,000,000 3.2 Funds under management of UBL FUNDS UNITED MONEY MARKET FUND (UMF) The United Money Market Fund (UMF) is one of the first money market mutual funds launched in 2002. It is an open- ended mutual fund that is a safe and low risk investment option. The fund invests in fixed income instruments like T- Bills, Term finance certificates and other short to medium term fixed income securities. UMF has this unique feature of offering no sales load facility for its Class ‘A’ Unit Holders. The investment objective of the scheme is to provide its holders attractive daily returns from a portfolio of low risk assets while maintaining comparatively high liquidity. United Money Market Fund has a fund stability ranking of A+ from JCR (VIS) Credit Rating Agency Date of Launching August 7, 2002 Par Value of Unit Rs. 100 Net Assets (June 30, 2007) Rs. 9,817 million NAV ( June 30, 2007) Rs. 110.2927 Listing Karachi Stock Exchange Performance: Return (p.a.) Payout Year Ending June 30, 2003 11.48% 8.99 units per 100 units Year Ending June 30, 2004 3.69% 4.82 units per 100 units Year Ending June 30, 2005 4.41% 4.10 units per 100 units Year Ending June 30, 2006 9.37% 10.00 units per 100 units Year Ending June 30, 2007* 10.26 % 10.08 units per 100 units *Benchmark 1 month KIBOR (average) yielded 9.33% during the same period United Islamic Income Fund 16
  17. 17. Offering Document UNITED GROWTH & INCOME FUND (UGIF) UGIF is an open-ended mutual fund which was publicly launched in March 2006. It invests in fixed income instruments like PIB’s, T-Bills, Term Finance Certificates and other medium to long term fixed income securities. UGIF has two classes of Units: Income & Growth. Currently, Income Units carry a flat front-end 1.5% Sales load whereas Growth Units carry a step down back-end load of maximum 3% depending upon the time of encashment. The Investment objective of the scheme is to generate returns keeping a balance of income and growth, while preserving the capital over the long term by investing in diversified medium to long term fixed income instruments. Date of Launching March 2, 2006 Par Value of Unit Rs. 100 Net Assets (June 30, 2007) Rs. 11,421 million NAV (June 30, 2007) Rs. 111.6348 Listing Karachi Stock Exchange Performance: Return (p.a.) Payout Year Ending June 30, 2006 (Since Public Launch) 10.55% 9.25 units per 100 units Year Ending June 30, 2007 11.51 % 11.37 units per 100 units * Benchmark 1 & 3 Year (average) KIBOR yielded 10.75% during the same period UNITED STOCK ADVANTAGE FUND (USF) USF is UBL Fund’s first open-end equity fund which was launched in August 2006. The investment objective of the fund is to provide investors long-term capital appreciation through investing in a mix of equities that offer both capital gain and dividend yield potential. The Fund aims to maximize total returns and outperform the KSE-100 Index benchmark. USF offers Class “A” units to its investors with no back-end sales load and a one time nominal flat front- end sales load of 2.5% at the time of purchase of units. Date of Launching August 4, 2006 Par Value of Unit Rs. 100 Net Assets (June 30, 2007) Rs. 1,255 million NAV (June 30, 2007) Rs. 129.73 Listing Karachi Stock Exchange Performance: Return Payout Since Public Launch to June 30, 2007* 29.73 % 20.76 units per 100 units * KSE-100 Index yielded a return of 29.11 during the same period UNITED COMPOSITE ISLAMIC FUND (UCIF) United Composite Islamic Fund (UCIF) is an Open-End Fund which offers it's investors an opportunity to invest in a diversified portfolio of Shariah Compliant investments. The Fund seeks to maximize medium to long term returns for a given level of risk. The balance is invested in non-equity instruments such as Sukuk bonds, Musharikah and Murabaha certificates, REITs and other Islamic instruments. Up to 30% of the fund can be invested in foreign securities. United Islamic Income Fund 17
  18. 18. Offering Document Date of Launching December 24, 2006 Par Value of Unit Rs. 100 Net Assets (June 30, 2007) Rs. 966 million NAV (June 30, 2007) Rs. 114.88 Listing Islamabad Stock Exchange Performance: Return Payout Since Public Launch to June 30, 2007* 14.88 % 9.90 units per 100 units * UCIF’s Benchmark (50% DJIMPK Index+50% Fixed Income Shariah Compliant Instruments) yielded a return of 13.26 % during the same period 3.3 Core Investor: United Bank Limited Units with a value of Rs. 250 million have been subscribed by the Core Investor United Bank Limited (UBL). The seed capital was received on September 26, 2007. The investors of seed capital have agreed to retain their investment for a minimum period of 2 years during which the said Units will not be redeemable. However, these Units are transferable with the condition that the Units may not be redeemable before the expiry of the period of the first two years as mentioned herein. United Bank Limited ("UBL") owns 100% shares of UBL Fund Managers Limited. UBL is the pioneer in initiating asset management services in banking sector with the launch of UBL Funds and has thus become a trendsetter. UBL is one of the largest private sector commercial banks in Pakistan that was incorporated in 1959. It was nationalized in 1974 and subsequently privatized in 2002 with handing over of 51% stake to a consortium of Bestway Group (UK) and Abu Dhabi Group. With almost forty six years of good standing to its valued clients, it has stood the test of time, with assets of over Rs. 423 billion as of June 30, 2007. UBL has gone through dynamic reforms in recent years after its privatization. It is represented in 10 countries worldwide through 22 offices, including those in the USA, Middle East, U.K. and Switzerland. UBL's dynamic management has been at the forefront of efforts towards growth in corporate, consumer and trade-based businesses, both domestically and internationally. The key financials of UBL for the last five years are as under: The key financials of UBL for the last five years are as under: Year Ended 2000 2001 2002 2003 2004 2005 2006 December 31st Pak Rupees In Million Net Equity 6,727 887 8,626 10,077 14,370 18,756 29,863 Total Assets 161,573 160,852 183,003 216,942 272,612 347,049 423,320 Profit After Tax 667 (7,478) 1,414 2,636 3,702 5,949 9,468 United Islamic Income Fund 18
  19. 19. Offering Document 3.4 Board of Directors and Management 3.4.1 BOARD OF DIRECTORS The board of directors of UBL Funds comprises of: Name of Director Position Other Directorships Occupation Address Atif. R. Bokhari Chairman 1.United Bank A.G. Zurich, Banker 22/1, Khayaban-e- /Director Switzerland Amir Khusro, DHA 2. United Executors & Trustees Co. Phase VI, Karachi Ltd. 3. United Bank Financial Services (Pvt.) Ltd. 4.United National Bank UK 5. First Women Bank Ltd. 6.Port Qasim Authority 7 Pakistan Machine Tool Factory 8 Institute of Bankers Pakistan 9 Pakistan Bankers Association Mir Muhammad Chief None Investment 18/2, 18th Street, Ali, CFA Executive/ Management Off Khayaban-e- Director Tanzeem, DHA Phase V, Karachi Aameer Director 1. United Executors & Trustees Co. Banker 17, Park Lane No. 1 Karachiwalla Ltd. Off. Khayaban-e- 2. United Bank Financial Services Nishat, Phase VI, (Pvt.) Limited DHA, Karachi. 3. United National Bank-London 4. Investment Corporation of Pakistan (ICP) Mohammad Director 1. Pakistan Agricultural Storage & Banker 23/B GF-1, Sea Asghar Services Corporation Limited View Apartment, (PASSCO) Phase-V, DHA, Karachi Ali Sameer Director 1. United Bank Financial Services Banker 4, Khayaban-e- Farooqui (Pvt.) Limited Hafiz, Phase V, 2. United Executor & Trustee Co. DHA, Karachi Ltd Muhammad Director 1. UBL Insurers Limited Banker 89/II 17th Street, Ahmed Hafeez Phase 6, DHA Karachi, Pakistan Hassan Raza Director None Banker House No. 60 A, B- 8 Street, D.H.A Phase V, Karachi Saeed Iqbal Director 1. World bridge International Banker 3/6/G, Block 6 2. World bridge Pakistan P.E.C.H.S., Karachi 3.TheResource Group International 4. The Resource Group Pakistan 5. Cinepax Limited 6. Techlogix International Limited United Islamic Income Fund 19
  20. 20. Offering Document 3.4.2 Particulars of Directors Mr. Atif R. Bokhari – Chairman Mr. Atif R. Bokhari, currently President & CEO United Bank Limited (UBL), is a career banker with extensive experience in domestic and international banking. He started his banking career in 1985 with the Bank of America, where he handled diverse assignments over 15 years, rising to the position of Vice-President & Area Manager. Subsequent to leaving Bank of America in July 2000, Mr. Bokhari joined Habib Bank Limited wherein he was Head of Corporate and Investment Banking. Mr. Bokhari was appointed as President & CEO of UBL in May 2004 (18 months after privatization). Since then UBL has ventured into new diversified business and revenue streams namely consumer financing, asset management and general insurance. Mr. Bokhari holds the office of Chairman or Director in several UBL Group companies, and has also been nominated by the Government of Pakistan as Director in high profile public sector organizations such as Port Qasim Authority, First Women’s Bank Limited and Pakistan Machine Tool Factory. Recently he has been appointed Vice President of the Institute of Bankers in Pakistan, which is headed by the Governor State Bank of Pakistan. He is also Vice Chairman of the Pakistan’s Banks Association. Mir Muhammad Ali, CFA – Chief Executive Officer Mir Muhammad Ali, CFA has extensive experience in investment banking and fund management during the last 15 years. Prior to joining UBL Funds he was with Asian Development Bank. He represented ADB on the board of several companies including an asset management company. Prior to joining ADB, Mir worked as Divisional Head Investment Banking of United Bank Limited. Mir was instrumental in setting up of the Investment Banking Group (IBG) at UBL which obtained the best investment bank award for the year 2002-2003 from the CFA Association of Pakistan. Apart from doing a large number of debt and capital market transactions, Mir’s achievements included: (i) setting up of UBL Funds, which was the first AMC to be set up by any commercial bank in Pakistan – this in turn enabled the launching of the first true money market fund in Pakistan; (ii) execution of Pakistan’s first listed asset backed securitization transaction. During his career, he has also worked for various institutions such as Pakistan Kuwait Investment Company, IBM World Trade Corporation and ANZ Grindlays Bank. Mir is an MSc in Finance from University of Strathclyde in Glasgow, Scotland. He was awarded the prestigious Chevening Scholarship from the British Council for his MSc. He is an MBA from the Institute of Business Administration with a Gold Medal for an overall first position in 1988-89. He is also a CFA Charter Holder Mr. Aameer Karachiwalla – Director A Chartered Accountant from England and Wales, Mr. Karachiwalla comes with more than seventeen years of experience of working in the banking and corporate sector. Before joining UBL he has worked for Citicorp Investment Bank, American Express Bank and in the automotive industry. Mr. Mohammad Asghar – Director Mr. Mohammad Asghar is presently associated with United Bank Limited as a Senior Executive Vice President and Group Executive Commercial Bank. He is a career banker and has been associated with UBL since 1971 in various capacities. During this time, he has also acquired substantial international banking exposure by being affiliated with the U.A.E. branches of UBL for over 13 years. United Islamic Income Fund 20
  21. 21. Offering Document Mr. Muhammad Ahmed Hafeez – Director Ahmed is currently serving as Group Head Business Development & Strategic Initiatives at UBL. He is responsible for new business development within the Bank, in addition to managing the Financial Institutions Group. Ahmed joined UBL in 2003 and was Acting Credit Policy Head for two years prior to taking up his current assignment. Prior to joining UBL, Ahmed was with the ANZ Banking Group for over 14 years and held various senior positions in Corporate Banking, Investment Banking, Islamic Finance and Risk Management in Pakistan, Australia, UK, Sri Lanka and the Middle East. Ahmed received his Masters degree from Government College, Lahore in 1988. Mr. Ali Sameer Farooqui – Director As Group Executive, Credit Policy, Mr. Ali Sameer Farooqui is responsible for managing the entire Risk portfolio for the Bank in all areas of business and operation. Ali is an MBA with a concentration in Finance with almost 20 years of work experience. He has previously been involved in Corporate, Investment Banking and Credit areas at various institutions, both locally and internationally. He started his career from American Express Bank as a Trainee officer in 1985 and subsequently served in institutions like Jardine Fleming/Robert Fleming, London, and Prime Commercial Bank. He has been with UBL since the beginning of 2001 and has been integrally involved in UBL’s turn around, pre and post privatization. Prior to Risk and Credit Policy, Ali was successfully engaged in leading the remedial effort on UBL’s non- performing assets at Special Assets Management Group. In addition, he also held joint charge of UBL Fund Managers as Chief Executive for six months in 2005. Ali is a part of the Bank’s Executive Committee and various other Senior Management forums. Mr. Hassan Raza – Director Mr. Hassan Raza is a seasoned banker having over 16 years experience with various local and foreign banks in Pakistan. Currently, he is an Executive Vice President (EVP) and Head of Corporate Banking and Cash Management Group at United Bank Limited. Prior to this, he has worked in various capacities with prestigious institutions such as Habib Bank Ltd, National Bank of Pakistan, Bank of America, Societe Generale and Standard Chartered Bank. He is an MBA and has attended various international training programs locally and abroad. Mr. Saeed Iqbal – Director Mr. Saeed Iqbal is currently Group Head Investment Banking at UBL and leads an award winning team that has been conferred the title of “Largest Corporate Finance House” for three successive years by the CFA Association of Pakistan. He also established the Project & Structured Finance business within UBL, leading the advisory/arranging teams for a number of significant transactions in the power, energy, telecom, petrochemicals and water sectors including Pakistan first co-generation (power & desalination) facility on a fully non-recourse basis and the country’s first international undersea fiber optic cable network. Prior to joining UBL Saeed was the Head of Structured Finance at ANZ Investment Bank, Pakistan where he was responsible for originating, structuring and executing projects in the energy, telecom, oil & gas, infrastructure and ports sectors, amongst others. Saeed holds a B.Sc. (Economic) Honors degree from the London School of Economics and Political Sciences and an MBA Development Economics from the University of Sussex. United Islamic Income Fund 21
  22. 22. Offering Document 3.4.3 Particulars of Management Mir Muhammad Ali - Chief Executive Officer Please see background as explained above in particulars of Directors. Mr. Hasnain Raza Nensey - Chief Investment Officer Hasnain Raza Nensey is the CIO at UBL Funds. Prior to this, he was Chief Investment Officer at ABAMCO Limited where he was also a member of the Investment Committee which at that time oversaw cumulative investments of over Rs. 17 Billion in three open-end and five closed-end mutual funds. Due to the fact that the funds under management were a combination of pure equity, income and balanced types, Hasnain has first hand exposure and knowledge of both equity and fixed income markets. Hasnain started his career in 1993 with JS Group where he worked as an Equity Analyst covering the Energy and Textile Sector companies listed on the Karachi Stock Exchange. In late 1994, he was actively involved in the formation of ABAMCO Limited, the first private sector asset management company in Pakistan. Hasnain has also been involved in the textile and property development businesses for a number of years from 1997 onwards. Hasnain has a BSBA Degree with a concentration in Finance and Marketing from Boston University in Massachusetts, USA. He is also an MBA from Babson College in Massachusetts, USA which is very well known for its specialization in entrepreneurial studies. Mr. Hassan Abbas - Chief Operating Officer Hassan Abbas has extensive experience in equity trading, money market and inter-bank operations as well as settlements. Before joining UBL Funds, he was working as Finance Manager and Company Secretary at Woodwards Pakistan (Pvt.) Ltd. Prior to that, Hassan was associated for over ten years with Khadim Ali Shah Bukhari Securities Ltd (KASB) which is one of the leading brokerage houses in Pakistan. Mr. Obbad Fazal - Chief Financial Officer and Company Secretary Obbad Fazal is a member of the Institute of Charted Accountants of Pakistan and the Association of Chartered Certified Accountants, United Kingdom. He qualified as a Chartered Accountant from A.F.Ferguson & Co. which is a member Firm of PriceWaterhouseCoopers. Before joining UBL Funds, he worked as Finance Manager with Adamjee Insurance Company, the largest insurance company in Pakistan. His responsibilities included financial reporting, management reporting, taxation and budgeting. Mr. Ahmad Khashe Lodhi- Head of Islamic Funds & Product Development Khashe Lodhi has joined UBL Funds as Head of Islamic Funds and Product Development.. Prior to this, he was Vice President in the Investment Banking Division at Pakistan Kuwait Investment Company. At Pak Kuwait, he was instrumental in the formation of an asset management company and a brokerage company. He was also a director in these companies. He has first hand knowledge and experience of both fixed income and equity markets. Khashe started his career in 1993 with Crescent Investment Bank Limited as a fixed income dealer in the Treasury and Funds Management Department. In 1996, he moved to the equities side as a dealer in the Capital Markets Department. Later on, he became Chief Dealer and Head of Capital Markets and managed a fund of over Rs.6.0 billion. He has also worked for Mashreq Bank Pakistan, Crescent Commercial Bank and PICIC. United Islamic Income Fund 22
  23. 23. Offering Document Khashe is an MBA from Institute of Business Administration (IBA). He is also a visiting faculty member of IBA and has taught courses in finance including portfolio management. Mr. Asif Mobin –Fund Manager, United Stock Advantage Fund Asif Mobin has seven years of experience in financial market of Pakistan. Prior to this, he was working for Global Securities Pakistan Ltd as “Vice President Equity sales” where his responsibilities were to advise and facilitate clients (both institution and retail) for buying and selling of shares, develop research material & perform technical analysis. Asif started his career in 2000 with Bank Alfalah Limited as an equity dealer in the Treasury Department. In 2005, he moved to KASB Bank as an in charge Equity Desk in the Capital Markets Department. He is also a visiting faculty member of Iqra University. Asif is an MBA from Iqra University Karachi. Mr. Junaid Qamar – Fixed Income, United Money Market Fund & United Growth & Income Fund Junaid Qamar has seven years of cumulative experience in the Financial Markets of Pakistan and abroad. Prior to joining UBL Funds, he was working at Arif Habib Investment Management Ltd as a Dealer for the open- end fixed income fund with net assets in excess of Rs. 4.5 Billion. Prior to that, he has worked after working with Pearson Inc. NY, a British based media group (managing a commercial paper portfolio worth US$ 2 billion) and Robert Half International (a NY based financial consulting firm). He holds a B.S. in Accounting and Economics from College of Staten Island (CUNY), New York and also an M.B.A. in finance and Finance and Investments from Wagner College, New York. Mr. Amer Malik– Head of Corporate Sales Amer Malik is currently heading the Corporate Sales division at UBL Funds. He has 7 years experience in Banking & Investment Management with Lehman Brother (New York) and Putnam Investments (Boston). At Putnam Investments, he spearheaded several projects in which he gained extensive knowledge of Portfolio Management, Trade Order Management and Risk Management systems. He also served on the Project Steering Committee of 2100 Capital hedge fund company. Prior to joining UBL FUNDS, he was the CEO of a pharmaceutical company for 2 years. Amer is a Bachelor in Business Economics from College of Wooster, USA. Mr. Nadeem Anwar Hassan– Head of Retail Sales Nadeem Anwar has an association with financial sector in areas of Credit and marketing, for over 10 years. He has worked at various financial institutions such as UDL Modaraba, Atlas BOT Lease & Modaraba Al Mali. He has extensive experience in marketing and sales of financial products, client relations, setting up of country wide Sales network, staff training and supervision, etc. Prior to joining UBL FUNDS, he was working as Business Manager with United Distributors Pakistan Limited (UDPL) an agro chemicals company for three years. He is an MBA from Institute of Business Administration, Karachi and a Bachelor of Science from University of Karachi Ms. Syeda Noor-ul-ain –Assistant Manager Investment Management Noor-ul-ain is currently working as Assistant Manager Investment Management in UBL Funds where she is responsible for new product development which includes structuring Funds/Plans based on mathematical simulations/models, working on investment advisory proposals, preparing Trust Deeds & Offering Documents and coordinating with various stake holders in this regard. She has played an instrumental role in launching United Stock Advantage Fund and is currently involved in various projects including reengineering and monitoring of UBL Funds Website. United Islamic Income Fund 23
  24. 24. Offering Document She is a Computer Systems Engineer from NED University of Engineering and Technology and an MBA from Institute of Business Administration, Karachi. Mr. Wahaj Aslam –Assistant Manager Investment Management Wahaj’s formal management experience commenced with UBL Fund Managers in 2005. He has been managing the Fixed-Income portfolio as a Dealer in Money Market and Fixed Income Securities since then. He is assisting the Fund Manager-Fixed Income for active management of over Rs. 26 bln in FUM. He holds an MBA degree from SZABIST, and is a candidate of Chartered Financial Analyst –Level II (CFA-II). 3.5 Role of the Management Company The Management Company shall manage, operate and administer the Scheme in accordance with the Rules, the Constitutive Documents and Islamic Shariah (as advised by Shariah Board) in good faith, to the best of its ability and without gaining undue advantage for itself or any Connected Person or its officers. Primary Functions of the Management Company are: 1. Fund Management The Management Company has the responsibility to make all investment decisions within the framework of the Rules, the Deed and the Offering Document(s). 2. Investor Services The Management Company has the responsibility to facilitate investments and disinvestments by investors in the Scheme and to make adequate arrangements for receiving and processing applications in this regard. 3. Investor Records a. The Management Company has the responsibility to maintain investor records and for this purpose it may appoint a Registrar, who is responsible for performing Registrar Functions, i.e. maintaining investors’ (Unit Holders) records and providing related services. The Registrar shall carry out the responsibility of maintaining investors’ records, issuing statements of accounts, issuing Certificates representing Units, processing redemption requests, processing dividend payments and all other related and incidental activities. b. The Management Company shall not remove the records or documents pertaining to the Scheme from Pakistan to a place outside Pakistan without the prior written permission of the SECP and the Trustee. 4. Distribution The Management Company, shall from time to time appoint, remove or replace one or more suitable persons, entities or parties as Distributor(s) for carrying on Distribution Function(s) at one or more location(s) on terms and conditions to be incorporated in the Distribution Agreement(s) to be entered into between the Distributor and the Management Company. Provided that the Management Company may also itself act as a Distributor for carrying on Distribution Functions. The Distributors shall receive applications for issue and redemption of investment in the various Unit Trusts and Administrative Plans offered by the Management Company. The Distributor(s) shall act as the interface between the investors, the Management Company, the Registrar and the Trustee and perform all other Distribution Function(s), as defined in Clause 14.24 hereafter. United Islamic Income Fund 24
  25. 25. Offering Document 5. Investment Facilitators The Management Company may, at its own responsibility, from time to time appoint Investment Facilitators to assist it in promoting sales of Units. 6. Record Keeping The Management Company has the primary responsibility for all record keeping, regular determination and announcements of prices and for producing financial reports from time to time. However, the Trustee has the responsibility to ensure timely delivery to the Management Company of statements of accounts and transaction advices for banking and custodial accounts in the name and under the control of the Trustee. The Management Company shall provide the Trustee unhindered access to all records relating to the Scheme. 3.6 Other Functions and Responsibilities of the Management Company 3.6.1 The Management Company shall manage the Scheme and the Fund in the best interest of the Unit Holders, in good faith and to the best of its ability and without gaining any undue advantage for itself or any of its Connected Persons, and subject to the restrictions and limitations as provided in the Deed and the Rules and Islamic Shariah (as advised by the Shariah Advisory Board) and subject to any special exemptions that may be granted by SECP. Any purchase or sale of investments made under any of the provisions of the Deed shall be made by the Trustee according to the instructions of the Management Company in this respect, unless such instructions are in conflict with the provisions of the Deed or the Rules. The Management Company shall not be liable for any loss caused to the Scheme or to the value of the Fund Property due to any elements or circumstances beyond its reasonable control. 3.6.2 The Management Company may from time to time appoint, remove or replace the Registrar and bear its remuneration unless the SECP allows such an expense to be charged to the Scheme. The Registrar Functions may also be carried out by the Management Company. 3.6.3 The Management Company shall prepare and transmit (physically or through electronic means or on the web subject to SECP’s approval) the annual report, together with a copy of the balance sheet, income and expenditure account and the Auditors report of the Trust within four months of the closing of the Accounting Period or such extended period permissible under the Rules, to the Unit Holders, the SECP, and the Trustee and the balance sheet and income and expenditure accounts shall comply with the requirements set out in the Rules. 3.6.4 The Management Company shall within one month of the close of the first and third quarter and within two months of the close of the second quarter of year of account of the Trust or such extended period permissible under the Rules, prepare and transmit (physically or through electronic means or on the web subject to SECP ‘s approval) to the Unit Holders, the SECP and the Trustee, balance sheet as at the end of that quarter, profit and loss account, cash flow statement and a statement of changes in equity for that quarter, whether audited or otherwise. 3.6.5 The Management Company shall maintain a Register of Unit Holders of the Trust (either in physical or electronic form) and inform the Trustee and the SECP of the address where the Register is kept. 3.6.6 The Management Company shall device a mechanism of internal control to ensure Shariah Compliance in all the aspects of fund management related to the Scheme. 3.6.7 The Management Company in consultation with the Shariah Advisory Board may from time to time frame rules and regulations for conducting the business of the trust in a Shariah Compliant manner or suggest changes in the relevant documents of the Fund or its practices to ensure Shariah Compliance. United Islamic Income Fund 25
  26. 26. Offering Document 3.7 Trustee 3.7.1 Trustee – Central Depository Company of Pakistan Limited SECP has approved appointment of CDC as Trustee of United Islamic Income Fund vide its letter no. SEC/NBFC-JD-II/UIIF/2007/520 dated July 17, 2007 3.7.1.1 Name and Registered Address: The Trustee to the United Islamic Income Fund is: Central Depository Company of Pakistan Limited CDC House, 99-B, Block ‘B’, S.M.C.H.S, Main Shahrah-e-Faisal, Karachi – 74400, Pakistan 3.7.1.2 CDC’s Vision Statement To be a leading national institution providing quality services to capital and financial markets stimulating economic growth. 3.7.1.3 CDC’s Mission Statement CDC is committed to provide secured and dependable services to the capital and financial markets in an efficient and cost-effective manner comparable to best international practices. The Company’s aim is to be the centre of excellence by continuously employing the state-of-the-art technology available and best talent in the country while maintaining good corporate governance in its working. It is committed to provide its employees an environment of professional and personal growth. 3.7.1.4 Brief Profile: Central Depository Company of Pakistan Limited (CDC) was incorporated as a public limited company on January 21, 1993 in Pakistan and received certificate of commencement of business on August 10, 1994. The principal business activity of the company is to manage and operate the Central Depository System (CDS), which is an electronic book entry system to record and transfer securities. It was formed for facilitating efficient, risk free and cost effective settlement of securities in accordance with the international standards to cope up with the ever-rising volume of trading in securities at the Stock Exchanges in Pakistan. From the year 2002, CDC expanded its business activity to provide trustee/ custodial services to mutual funds industry. Currently, CDC is acting as the trustee for open-end, closed-end mutual funds and Voluntary Pension Funds under management of all the leading asset management companies, investment advisers and voluntary pension fund managers. All trustee related operations of CDC are completely automated and supported by strong and efficient computerized systems and dedicated staff. The Trustee Division has the benefit of CDC’s existing structure, as well as that for handling the National Clearing and Settlements System. In a short span of time after introducing its trusteeship business, CDC has emerged as the largest trustee / custodial service provider in Pakistan. United Islamic Income Fund 26
  27. 27. Offering Document 3.7.1.5 Shareholders: Following are the sponsors and the shareholders of the CDC: The Karachi Stock Exchange (Guarantee) Limited Lahore Stock Exchange (Guarantee) Limited Citibank Overseas Investment Corporation Mcb Bank Limited Habib Bank Limited National Investment Trust Limited Investment Corporation Of Pakistan [Now Idbp] Pakistan Industrial Credit & Investment Corporation Ltd. Islamabad Stock Exchange (Guarantee) Limited Crescent Steel And Allied Products Limited Crescent Leasing Corporation Limited Shakarganj Mills Limited International General Insurance Company Of Pakistan Ltd. Crescent Standard Investment Bank Limited Crescent Standard Business Management (Pvt.) Limited 3.7.1.6 Management: CDC is run purely on professional management basis and most of the Directors on the Board of CDC represent their respective investor institutions, without nay personal stake in the company. The chief executive is a highly qualified professional, without any affiliation in any investor institution. Operations of the company are carried out by a team of high caliber professionals from a wide spectrum of relevant disciplines possessing graduate and postgraduate qualifications from distinguished local and international institutions. 3.7.2 BASIC ROLE OF THE TRUSTEE a. The Trustee shall invest the Fund Property from time to time at the direction of the Management Company strictly in terms of the provisions contained and the conditions stipulated in the Deed, this Offering Document, the Rules and the conditions (if any) which may be imposed by the Commission from time to time; b. The Trustee has the responsibility for being the nominal owner and for the safe custody of the assets of the Unit Trusts on behalf of the beneficial owners (the Unit Holders), within the framework of the Rules, the Trust Deed establishing the Unit Trust and Offering Document(s) issued for the Unit Trust. c. The Trustee shall have all the obligations entrusted to it under the Rules, the Deed and the Offering Document. d. The Trustee shall carry out the instructions of the Management Company in all matters including investment and disposition of the Fund Property unless such instructions are in conflict with the provisions of the Deed or the Offering Document(s) or the Rules and/or are prohibited by the Shariah Advisory Board or any other applicable law.. e. The Trustee shall, if requested by Management Company or if it considers necessary for the protection of Fund Property or safeguarding the interest of Unit Holders, institute or defend any suit, proceeding, United Islamic Income Fund 27
  28. 28. Offering Document arbitration or inquiry or any corporate or shareholders’ action in respect of the Fund Property or any part thereof, with full powers to sign, swear, verify and submit pleadings and affidavits, to file documents, to give evidence, to appoint and remove counsel and to do all incidental acts, things and deeds through the Trustee’s authorized directors and officers. All reasonable costs, charges and expenses (including reasonable legal fees) incurred in instituting or defending any such action shall be borne by the Trust and the Trustee shall be indemnified against all such costs, charges and expenses: Provided that no such indemnity shall be available in respect of any action taken against the Trustee for gross negligence or breach of its duties in connection with the Trust under the Deed or the Rules. For the avoidance of doubt it is clarified that notwithstanding anything contained in the Deed, the Trustee and the Management Company shall not be liable in respect of any losses, claims, damages or other liabilities whatsoever suffered or incurred by the Trust arising from or consequent to any such suit, proceeding, arbitration or inquiry or corporate or shareholders’ action or otherwise howsoever and (save as herein otherwise provided), all such losses, claims, damages and other liabilities shall be borne by the Fund. f. The Trustee under intimation to the Management Company, shall appoint and may also remove and replace from time to time one or more Bank(s) and/or other depository company(ies) , to act as the Sub- Custodian(s) for holding and protecting the Fund Property and every part thereof and for generally performing the custodial services at one or more locations and on such terms, as the Trustee and the Management Company may mutually agree and to be incorporated in custodial services agreement(s) to be executed between the Trustee and the Sub-Custodian(s). g. The Trustee shall issue a report to be included in the annual report to be sent to Unit Holders whether, in the opinion of the Trustee, the asset management company has in all material respects managed the Scheme in accordance with the provisions of the Constitutive Documents, if the asset management company has not done so, the respects in which it has not done so and the steps which the Trustee has taken in respect thereof. h. The Trustee shall nominate one or more of its officers to act as attorney(s) for performing the Trustee’s functions and for interacting with the Management Company and the same would be intimated to the Management Company. i. The Trustee shall have all the obligations entrusted to it under the Rules, the Trusts Act 1882 [II of 1882], this Trust Deed including any supplemental deeds hereto and Offering Documents setting up the Unit Trusts and the Administrative Plans thereof. However, the Trustee shall, in addition to the aforesaid obligations, facilitate the Management Company’s business in the following manner: a) Attorney/s and Person/s: The Trustee shall nominate one or more of its officers to act as attorney/s for performing the Trustee’s functions and for interacting with the Management Company. b) Distributors: The Management Company may itself act as a Distributor or appoint others as Distributors from time to time on such terms and conditions as it may specify. c) Custodian/s: The Trustee shall act as custodian for securities for which custody services are available with the Trustee at such terms as the Trustee and the Management Company may mutually agree. For other securities the Management Company may advise the Trustee to make appropriate arrangements with one or more Custodians for custody of securities in which investment may be made on behalf of the respective Unit Trusts. The Trustee shall provide custodial services to the extent others cannot be identified for this purpose. United Islamic Income Fund 28

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