Investor Charter in respect of Investment Adviser (IA)

A. Vision and Mission Statements for investors
 Vision
Invest with knowledge & safety.
 Mission
Every investor should be able to invest in right investment products based on their
needs, manage and monitor them to meet their goals, access reports and enjoy
financial wellness.
B. Details of business transacted by the Investment Adviser with respect to the
investors
 To enter into an agreement with the client providing all details including fee details,
aspect of Conflict of interest disclosure and maintaining confidentiality of
information.
 To do a proper and unbiased risk – profiling and suitability assessment of the
client.
 To obtain registration with Know Your Client Registration Agency (KRA) and
Central Know Your Customer Registry (CKYC).
 To conduct audit annually.
 To disclose the status of complaints in its website.
 To disclose the name, proprietor name, type of registration, registration number,
validity, complete address with telephone numbers and associated SEBI
regional/local Office details in its website.
 To employ only qualified and certified employees.
 To deal with clients only from official number
 To maintain records of interactions, with all clients including prospective clients
(prior to onboarding), where any conversation related to advice has taken place.
C. Details of services provided to investors (No Indicative Timelines)

 Onboarding of Clients
o Sharing of agreement copy
o Completing KYC of clients
 Disclosure to Clients
o To provide full disclosure about its business, affiliations, compensation in
the agreement.
o To not access client’s accounts or holdings for offering advice.
o To disclose the risk profile to the client.
 To provide investment advice to the client based on the risk-profiling of the clients
and suitability of the client.
D. Details of grievance redressal mechanism and how to access it
1. In case of any grievance / complaint, an investor should approach the concerned
Investment Adviser and shall ensure that the grievance is resolved within 30 days.
2. If the investor’s complaint is not redressed satisfactorily, one may lodge a
complaint with SEBI on SEBI’s ‘SCORES’ portal which is a centralized web based
complaints redressal system. SEBI takes up the complaints registered via
SCORES with the concerned intermediary for timely redressal. SCORES facilitates
tracking the status of the complaint.
3. With regard to physical complaints, investors may send their complaints to: Office
of Investor Assistance and Education, Securities and Exchange Board of India,
SEBI Bhavan, Plot No. C4-A, ‘G’ Block, Bandra-Kurla Complex, Bandra (E),
Mumbai – 400 051.

E. Expectations from the investors (Responsibilities of investors)
 Do’s
i. Always deal with SEBI registered Investment Advisers.
ii. Ensure that the Investment Adviser has a valid registration certificate.
iii. Check for SEBI registration number.Please refer to the list of all SEBI registered Investment Advisers which is
available on SEBI website in the following link:
https://www.sebi.gov.in/sebiweb/other/OtherAction.do?doRecognisedFpi=yes&intm
Id=13)
iv. Pay only advisory fees to your Investment Adviser. Make payments of advisory
fees through banking channels only and maintain duly signed receipts
mentioning the details of your payments.
v. Always ask for your risk profiling before accepting investment advice. Insist that
Investment Adviser provides advisory strictly on the basis of your risk profiling and
take into account available investment alternatives.
vi. Ask all relevant questions and clear your doubts with your Investment
Adviser before acting on advice.
vii. Assess the risk–return profile of the investment as well as the
liquidity and safety aspects before making investments.
viii. Insist on getting the terms and conditions in writing duly signed and stamped.
Read these terms and conditions carefully particularly regarding advisory fees,
advisory plans, category of recommendations etc. before dealing with any
Investment Adviser.
ix. Be vigilant in your transactions.
x. Approach the appropriate authorities for redressal of your doubts / grievances.
xi. Inform SEBI about Investment Advisers offering assured or guaranteed returns.
 Don’ts
xii. Don’t fall for stock tips offered under the pretext of investment advice.
xiii. Do not provide funds for investment to the Investment Adviser.
xiv. Don’t fall for the promise of indicative or exorbitant or assured returns by the
Investment Advisers. Don’t let greed overcome rational investment decisions.
xv. Don’t fall prey to luring advertisements or market rumors.
xvi. Avoid doing transactions only on the basis of phone calls or messages from
any Investment adviser or its representatives.xvii. Don’t take decisions just because of repeated messages and calls by Investment
Advisers.
xviii. Do not fall prey to limited period discount or other incentive, gifts, etc. offered by
Investment advisers.
xix. Don’t rush into making investments that do not match your risk taking
appetite and investment goals.
xx. Do not share login credential and password of your trading and demat accounts
with the Investment Adviser.

Investor Charter in Respect of Portfolio Management Services 

A. Vision and Mission Statements for investors. 

Vision: 

To implement diligently researched customised investment strategies which help investors meet their long-term financial goals in a risk appropriate manner. 

Mission: 

To ensure that the PMS industry provides a viable investment avenue for wealth creation by adopting high levels of skill, integrity, transparency and accountability. 

B. Details of business transacted by the organization with respect to the investors. 

a. appropriate risk profiling of investors 

b. to provide Disclosure Document to investors 

c. executing the PMS agreement 

d. Making investment decisions on behalf of investors (discretionary) or investment decisions taken at the discretion of the Investor (non-discretionary) or advising investors regarding their investment decisions (advisory), as the case may be. 

C. Details of services provided to investors and estimated timelines:- 

i. Discretionary & Non-Discretionary Portfolio Management Services (PMS):- 

Under these services, all an investor has to do, is to give his portfolio in any form i.e. in stocks or cash or a combination of both. The minimum size of the portfolio under the Discretionary and/ or Non-Discretionary Funds Management Service Page 4 of 13 

should be Rs.50 lakhs as per the current SEBI Regulations. However, the PMS provider reserves the right to prescribe a higher threshold product-wise or in any other manner at its sole discretion. The PMS provider will ascertain the investor’s investment objectives to achieve optimal returns based on his risk profile. Under the Discretionary Portfolio Management service, investment decisions are at the sole discretion of the PMS provider if they are in sync with the investor’s investment objectives. Under the Non-Discretionary Portfolio Management service, investment decisions taken at the discretion of the Investor. 

ii. Investment Advisory Services: – 

Under these services, the Client is advised on buy/sell decision within the overall profile without any back-office responsibility for trade execution, custody of securities or accounting functions. The PMS provider shall be solely acting as an Advisor to the Client and shall not be responsible for the investment/divestment of securities and/or administrative activities on the client’s portfolio. The PMS provider shall act in a fiduciary capacity towards its Client and shall maintain arm’s length relationship with its other activities. The PMS provider shall provide advisory services in accordance with guidelines and/or directives issued by the regulatory authorities and/or the Client from time to time in this regard. 

iii. Client On-boarding 

a. Ensuring compliance with KYC and AML guidelines. 

b. franking & signing the Power of Attorney to make investment decisions on behalf of the investor. 

c. opening demat account and funding of the same from the investor’s verified bank account and/or transfer of securities from verified demat account of the investor and 

d. Mapping the said demat account with Custodian. 

Page 5 of 13 

iv. Ongoing activities 

a. To provide periodic statements to investors as provided under the PMS Regulations 2020 and other SEBI notifications and circulars (“PMS Regulations”) and 

b. Providing each client an audited account statement on an annual basis which includes all the details as required under the PMS Regulations. 

v. Fees and Expenses 

Charging and disclosure of appropriate fees & expenses in accordance with the PMS Regulations. 

vi. Closure and Termination 

Upon termination of PMS Agreement by either party, the securities and the funds lying in the account of the investor shall be transferred to the verified bank account/ demat account of the investor. 

vii. Grievance Redressal 

Addressing in a time bound manner investor’s queries, service requests and grievances, if any, on an ongoing basis. Page 6 of 13 

Investor Charter for Alternative Investment Funds 

A. Vision and Mission Statement: 

Vision 

To develop the Alternative Investment Fund (“AIF”) industry on professional and ethical lines and maintain high standards of governance and transparency. 

Mission 

 Maintain high professional and ethical standards within the AIF industry. 

 Comply with all applicable regulations and co-operate with the regulators in all aspects of the AIF activity. 

 Act in a fiduciary capacity towards the investors. 

B. Details of business transacted by the organization with respect to the investors: 

 To raise capital from domestic and global investors. 

 To invest in portfolio companies in accordance with investment strategy stated in Fund documents, with an objective to generate positive returns for the stakeholders including investors. 

 To distribute returns to the investors as per the fund documents. 

C. Details of services provided to investors: 

1. On-boarding of investors. 

1.1. Sharing of Private Placement Memorandum (PPM). 

1.2. Account opening with the AIF: 

– Completing KYC of investors and registration of KYC with KRAs. 

– Sharing of copies of fund documents with investors. 

– Entering into contribution agreement with investor. 

2. Obtaining investor consent for material changes to fund structure 

2.1. Change in the sponsor or the manager of the AIF. 

2.2. Change in control of the sponsor or the manager of the AIF. 

2.3. Material changes to terms of PPM 

– Term of Fund. 

– Investment Strategy. 

– Increase in fees and charges. 

2.4. Winding up of Fund/ Scheme prior to expiry of tenure. 

3. Dissemination of financial information of Fund. 

3.1. Net Asset Value of Fund/ Scheme. 

3.2. Financial information of investee companies. 

3.3. Information on performance of scheme/fund. 

4. Disclosures with respect to material risks associated with the fund and its portfolio investments. 

4.1. Any inquiries/ legal actions by legal or regulatory bodies in any jurisdiction. 

4.2. Any material liability arising during the tenure of the fund. 

4.3. Any breach of a provision of the PPM or any other agreement made with the investor or any other fund documents. 

4.4. Intimation regarding any conflict of interest. 

4.5. Risks associated with the portfolio, such as concentration risk, foreign exchange risk, leverage risk, realization risk, strategy risk, reputation risk, extra-financial risks such as social and corporate governance risks etc. at fund and investee company level. 

5. Intimation of any non-material changes in the operations of the fund. 

5.1. Non-material changes such as 

– Bank account details 

– Address of AIF or its Manager or Sponsor 

– Contact details such as email-id, contact number, etc. of AIF or its Manager or Sponsor 

6. Grievance redressal 

6.1. Redressal of investor complaints received directly from investors and/ or from SEBI / SCORES. 

D. Timelines of the activity/services provided to investors: 

Shepherd’s Hill has not received any complaints for its advisory, PMS and AIF services.