Auditors' Reporttothe Members ofFranklinTempleton ...

35
Auditors' Report to the Members of Franklin Templeton Asset Management (India) Private Limited Page 1 1. We have audited the attached Balance Sheet of Franklin Templeton Asset Management (India) Private Limited (the "Company") as at September 30, 2010, and the related Profit and Loss Account and Cash Flow Statement for the year ended on that date annexed thereto, which we have signed under reference to this report. These financial statements are the responsibility of the Company's Management. Our responsibility is to express an opinion on these financial statements based on our audit. 2. We conducted our audit in accordance with the auditing standards generally accepted in .India. Those Standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by Management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion. 3. As required by the Companies (Auditor's Report) Order, 2003, as amended by the Companies (Auditor's Report) (Amendment) Order, 2004 (together the "Order"), issued by the central Government of India in terms of sub-section (4A) of Section 227 of 'The Companies Act, 1956' of India (the 'Act) and on the basis of such checks of the books and records of the Company as we considered appropriate and according to the information and explanations given to us, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order. 4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that: (a) We have obtained all the information and explanations which, to the best of our knowledge and belief, were necessaryfor the purposes of our audit; (b) In our opinion, proper books of account as required by law have been kept by the Company so far as appears from our examination of those books; (c) The Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with by this report are in agreement with the books of account; (d) In our opinion, the Balance Sheet, the Profit and LossAccount and the Cash Flow Statement dealt with by this report comply with the accounting standards referred to in sub-section (3C) of Section 211 of the Act; (e) On the basis of written representations received from the Directors of the Company, as on September 30, 2010 and taken on record by the Board of Directors of the Company, none of the directors of the Company is disqualified as on September 30, 2010 from being appointed as a director in terms of clause (g) of sub-section (1) of Section 274 of the Act;

Transcript of Auditors' Reporttothe Members ofFranklinTempleton ...

Auditors' Report to the Members of Franklin Templeton Asset Management (India)Private Limited

Page 1

1. We have audited the attached Balance Sheet of Franklin Templeton Asset Management (India)Private Limited (the "Company") as at September 30, 2010, and the related Profit and LossAccount and Cash Flow Statement for the year ended on that date annexed thereto, which wehave signed under reference to this report. These financial statements are the responsibility ofthe Company's Management. Our responsibility is to express an opinion on these financialstatements based on our audit.

2. We conducted our audit in accordance with the auditing standards generally accepted in .India.Those Standards require that we plan and perform the audit to obtain reasonable assuranceabout whether the financial statements are free of material misstatement. An audit includesexamining, on a test basis, evidence supporting the amounts and disclosures in the financialstatements. An audit also includes assessing the accounting principles used and significantestimates made by Management, as well as evaluating the overall financial statementpresentation. We believe that our audit provides a reasonable basis for our opinion.

3. As required by the Companies (Auditor's Report) Order, 2003, as amended by the Companies(Auditor's Report) (Amendment) Order, 2004 (together the "Order"), issued by the centralGovernment of India in terms of sub-section (4A) of Section 227 of 'The Companies Act, 1956' ofIndia (the 'Act) and on the basis of such checks of the books and records of the Company as weconsidered appropriate and according to the information and explanations given to us, we give inthe Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order.

4. Further to our comments in the Annexure referred to in paragraph 3 above, we report that:

(a) We have obtained all the information and explanations which, to the best of our knowledgeand belief, were necessary for the purposes of our audit;

(b) In our opinion, proper books of account as required by law have been kept by the Companyso far as appears from our examination of those books;

(c) The Balance Sheet, the Profit and Loss Account and the Cash Flow Statement dealt with bythis report are in agreement with the books of account;

(d) In our opinion, the Balance Sheet, the Profit and LossAccount and the Cash Flow Statementdealt with by this report comply with the accounting standards referred to in sub-section (3C)of Section 211 of the Act;

(e) On the basis of written representations received from the Directors of the Company, as onSeptember 30, 2010 and taken on record by the Board of Directors of the Company, none ofthe directors of the Company is disqualified as on September 30, 2010 from being appointedas a director in terms of clause (g) of sub-section (1) of Section 274 of the Act;

Auditors' Report to the Members of Franklin Templeton Asset Management (India)Private Limited

Page 2

(f) In our opinion and to the best of our information and according to the explanations given tous, the said financial statements together with the notes thereon and attached thereto give,in the prescribed manner, the information required by the Act, and give a true and fair viewin conformity with the accounting principles generally accepted in India:

(i) in the case of the BalanceSheet, of the state of affairs of the Company as at September30,2010;

(ii) in the case of the Profit and LossAccount, of the profit for the year ended on that date;and

(iii) in the case of the cash Flow Statement, of the cash flows for the year ended on thatdate.

For Price WaterhouseFirm Registration Number: 301112EChartered Accountants

Uday ShahPartnerMembership Number. F/46061Place: MumbaiDate: January 19, 2011

Annexure to Auditors' Report

Referred to in paragraph 3 of the Auditors' Report of even date to the members of FranklinTempleton Asset Management (India) Private Limited on the financial statements for theyear ended September 30, 2010.

Page 1 of 3

1. (a) The Company is maintaining proper records showing full particulars, including quantitative detailsand situation, of its fixed assets.

(b) The fixed assets of the Company have been physically verified by the Management during theyear and no material discrepancies between the book records and the physical inventory havebeen noticed. In our opinion, the frequency of verification is reasonable.

(c) In our opinion and according to the information and explanations given to us, a substantial part offixed assets has not been disposed of by the Company during the year.

2. The Company does not hold any securities as stock in trade.

3. (a) The Company has not granted any loans, secured or unsecured, to companies, firms or otherparties covered in the register maintained under Section 301 of the Act.

(b) The Company has not taken any loans, secured or unsecured, from companies, firms or otherparties covered in the register maintained under Section 301 of the Act.

4. In our opinion and according to the information and explanations given to us, there is anadequate internal control system commensurate with the size of the Company and the nature ofits business for the purchase of fixed assets and for the sale of services. Further, on the basis ofour examination of the books and records of the Company, and according to the information andexplanations given to us, no major weakness have been noticed or reported.

5. (a) In our opinion and according to the information and explanations given to us, the particulars ofcontracts or arrangements referred to in Section 301 of the Act have been entered in the registerrequired to be maintained under that section.

(b) In our opinion and according to the information and explanations given to us the transactionsmade in pursuance of such contracts or arrangements and exceeding the value of Rs. 500,000 inrespect of any party during the year have been made at prices which are reasonable, havingregard to the prevailing market prices at the relevant time or are considered to be of specialnature for which no comparison of prices could be made as explained by the Management of theCompany.

6. The Company has not accepted any deposits from the public within the meaning of Sections 58Aand 58AA of the Act and the rules framed there under.

7. In our opinion, the Company has an internal audit system commensurate with its size and natureof its business.

8. The Central Government of India has not prescribed the maintenance of cost records under:clat:Jse(d) of sub-section (1) of Section 209 of the Act for any of the products of the Company.

9. (a) According to the information and explanations given to us and the records of the Companyexamined by us, in our opinion, the Company is regular in depositing the undisputed statutorydues including provident fund, investor education and protection fund, employees' state

Annexure to Auditors' Report

Referred to in paragraph 3 of the Auditors' Report of even date to the members of FranklinTempleton Asset Management (India) Private Limited on the financial statements for theyear ended September 30, 2010.

Page 2 of 3

insurance, income-tax, sales-tax, wealth tax, service tax, customs duty, excise duty, cess andother material statutory dues as applicable with the appropriate authorities.

(b) According to the information and explanations given to us and the records of the Companyexamined by us, there are no dues of income tax, sales tax, customs duty, wealth-tax, servicetax, excise duty and cess as at September 30, 2010 except as given below which have not beendeposited on account of a dispute are as follows:

Name of thestatuteThe Income TaxAct, 1961

NatureduesIncome Tax

of AmountRs.

17,73,178

Period to whichthe amount relatesAssessment year2005-06

10. The Company has no accumulated losses as at September 30, 2010 and it has not incurred anycash losses in the financial year ended on that date or in the immediately preceding financialyear.

11. According to the records of the Company examined by us and the information and explanationsgiven to us, the Company has not defaulted in repayment of dues to any financial institution orbank or debenture holders as at the balance sheet date.

12. The Company has not granted any loans and advances on the basis of security by way of pledgeof shares, debentures and other securities.

13. The provisions of any special statute applicable to chit fund I nidhi I mutual benefit fundisocieties are not applicable to the Company.

14. In our opinion, the Company is not a dealer in shares, securities, debentures and otherinvestments.

15. In our opinion and according to the information and explanations given to us, the Company hasnot given any guarantee for loans taken by others from banks or financial institutions during theyear.

16. The Company had not obtained any term loans.

17. On the basis of an overall examination of the balance sheet of the Company, in our opinion andaccording to the information and explanations given to us, there are no funds raised on a short-term basis which have been used for long-term investment.

18. The Company has not made any preferential allotment of shares to parties and companiescovered in the register maintained under section 301 of the Act during the year.

: -.-1.

19 The COmpany has not issued any debentures during the year.

20. The Company has not raised any money by public issues during the year.

Annexure to Auditors' ReportReferred to in paragraph 3 of the Auditors' Report of even date to the members of FranklinTempleton Asset Management (India) Private Limited on the financial statements for theyear ended September 30, 2010.

Page 3 of 3

21. During the course of our examination of the books and records of the Company carried out inaccordance with the generally accepted auditing practices in India, and according to theinformation and explanations given to us, we have not come across any instance of fraud on orby the Company noticed or reported during the year except that we have been informed by theManagement of fraudulent redemptions of units in certain inactive folios of certain Schemes ofFranklin Templeton Mutual Fund during the period August 2010 to September 2010 aggregatingto Rs. 29.11 lakhs by certain employees in the registrar and transfer agency activity of theCompany. The Company's internal investigation has since been substantially completed and theamount has been reimbursed by the Company to the Schemes subsequent to the year end.

For Price WaterhouseFirm Registration Number: 301112E.Chartered Accountants

Place: MumbaiDate: January 19, 2011

Uday ShahPartnerMembership Number. F/46061.

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

_ BALANCE SHEET AS AT SEPTEMBER 30,2010

SCHEDULE

SOURCES OF FUNDSShareholders FundsCapital

September 30, 2010Rs. Rs.

2,393,333,000

September 30, 2009Rs. Rs.

2,393,333,000

Reserves and Surplus

Loan FundsSecured Loans

TOTAL

APPLICA nON OF FUNDS

II

II1

1,254,537,665

6, 113,939

3,653,984,604

8 I 7,008,079

9,356,344

3,219,697,423

Fixed AssetsGross BlockLess: DepreciationNet BlockCapital Work-in-Progress

Investments

Deferred Tax (Refer Note 5 of Schedule XIII)Deferred Tax AssetDeferred Tax Liability

Current Assets, Loans and AdvancesSundry DebtorsCash and Bank BalancesInterest Accrued on DepositsLoans and Advances

Current Liabilities and ProvisionsLiabilitiesProvisions

Net Current Liabilities

TOTAL

Notes to the Financial Statements

IV

V

VIVII

VIII

IX

XIII

470,416,081 393,897,5793 I 9,380,688 291,108,79215 I ,035,393 102,788,787

1,158,151 1,918,643152,193,544 104,707,430

3,375,5 I 7, I 08 3,334,476,848

157,197,455 169,814,212( 114,430) 157,083,025 (3,954,017) 165,860,195

338, I06,399 234,656,82869,797,027 38,551,953

13,049 4,027481,849,188 248,845,614889,765,663 522,058,422

837, I 39,705 817,473,20783,435,031 89,932,265

920,574,736 907,405,472(30,809,073) (385,347,050)

3,653,984,604 3,219,697,423

The Schedules referred to above form an integral part of the Balance Sheet.

This is the Balance Sheet referred to in our report of even date.

For PRICE WATERHOUSEFirm Registration Number: 30 I I 12EChartered Accountants

l).~.~kk..Uday ShahPartnerMembership No.: F-4606 I

Harshendu BindalPresident . ;>h~rQ~amCompany Secretary

Vivek KudvaDirector

M. B. N. RaoDirector

Place: Mumbai

Date: :r<:>vww>Jt0 10, I 2.0 II

Place: MumbaiDate: :rcx..vu..v~ \q , ~O,I

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

PROFIT AND LOSS ACCOUNT FOR THE VEAR ENDED SEPTEMBER 30, 2010

SCHEDULE October 01,2009 to

September 30, 2010

Rs

October 01, 2009 to

September 30, 2010

Rs.

October 01, 2008 to

September 30, 2009

Rs

Octoberl 01, 2008 to

September 30. 2009

Rs

Profit after Taxalion

Profit available for Appropriation

Profit and Loss Account Balance Brought FOT\vard

Profit and Loss Account Balance Carried to Balance Sheet

2.452.45

863,496,244

817,008,079

J 17,OOO,O(;c

587,233,081

202,029,217

(6,107,0(, ..)

(34,629,769)

229,774,998

817,008,079

1,979.734.61 J

148,339,871

2,330,103,701

t ,423,966,396

1.845,OtO

40,796,0511,466,607,457

22,275,681

199,604,751

224,304,898

2,179,339,3643,550, J 78,825

300,751,763 3,249,427,062

289,164,213

27,002,642 262,161,571

58,977,623

3,570,566,256

2,069.443,532

1,614,897

39,185,8812,110,244,310

1,460,321,946

482,000,000

8,777,170

969,544,776

817,008,079

t ,786,552,855

454,733,270

77,281,920

73,000,000 605,015,190

1,181,537,665

4.05

4.05

XIXII

X

Profit before Taxation

EXPENDITURE

Operating Expenses

Interesl

Depreciation

Transfer Agency Fees. Gross (Refer Note 1D of Schedule Xlii)

(including lax deducled at source Rs. 28.916,474; Previous Year - Rs. 25,413,744)

Less Service Tax

Other Income

Appropriations

Interim DividendTax on Distributed Profit

General Reserve

Provision for Taxation

Current Tax

(Refer Note 5(a) of Schedule XIII)Fringe Benefit Tax (NeLof reversal of recovery from employees Rs. Nil; Previous Year Rs. 9,483,932)

Deferred Tax (Refer Noles IG and 5(b) of Schedule XIlI)

Earnings Per Share (on Equity Share ofRs. 10 each)

(Refer Note 16 of Schedule XIII)

Basic

Diluted

INCOMEInvestment Management Fees - Gross (Refer Notes ID and 13 of Schedule XIII)

(including tax deducted at source Rs. 307,706,400; Previous Year - Rs, 207,633.895)

Less: Service Tax

Noles to the Financial Statements XIII

The Schedules referred (a above fonn an integral part of the Profit and Loss Account

This is the Profit and Loss Account referred to in our report of even date

For and on behalfofthe Board of Directors

~ d-~,\),~ UG-----:'Q----'-.-Harshendu Bindal Vivek Kud~'" M. B. N. Rao

For PRICE WATERHOUSE

Finn Registration Number: 301112E

Chartered Accountants

u.~.~Uday Shah

PartnerMembership No.: F.46061

Director Director

Company Secrelary

Place: Mumbai

Dale: '3"0W\.1A.A1l(J 1'),2.011

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRlVATE LIMITED

Cash Flow Statement for the year ended September 2010October 01, 2009 to October OJ. 2008 to

September 30, 2010 September 3D, 2009

CASH FLOW FROM OPERATING ACTIVITIES: Rupees Rupees

Profit before taxation 1,460,321,946 863,496,244

Adjustments for:Depreciation 39,185,881 40,796,051

(Profit)1 Loss on Salel Scrapping afFixed Assets (net) 397,329 338,582

(Profit)/ Loss on Sale! Redemption of Investments- Cun"ent Investments (11,073,136) (26,062,032)

Provision for Diminution in Value ofInvestments Written Back as No Longer Required (5,007,022) 7,022

Interest Expense 1,614,897 1,845,010

Provision forI (write back of) Leave Encashment 8,147,158 (689,250)

Provision forI (write back of) Gratuity 7,879,233 3,862,044

DefclTed Launch Expense Amortised 157,387,813 104,366,740

Restricted Stock! Unit Award! Employee Stock Incentive Plan Amortised 67,202,648 95,883,482

Provision! Liabilities Written Back as No Longer Required (6,267,628) (5,366,167)

Deposits Written off 368,328

Dividend Received on Stock-in-trade (230,400)

Provision for General Reserve 73,000,000

Dividend Received on CUlTent Investments (9,757,486) (38,195,938)

Interest on Income Tax Refund Received (8,016,922 124,209,843

Operating profit before working capital changes 1,775,014,711 1,016,209,873

Adjustments for changes in working capital:Decrease! (Increase) in Stock-in-trade 12,697,396

Decrease/ (Increase) in Loans and Adva',:ces (394,384,387) 83,864,952

Decreasel (Increase) in Debtors (103,449,571 ) (55,588,532)

Decrease! (Increase) in Interest Accrued on Deposits (9,022) 155,324

Increase! (Decrease) in Current Liabilities (37,444,545) (32,494,379)

(535,287,525) 8,634,761

Cash generated from operations 1,239,727,186 1,024,844,634

Taxes Paid (net of refunds) 1500,530,628 1139,561,951

Net cash from operating activities (A) 739,196,558 885,282,683

CASH FLOW FROM INVESTING ACTIVITIES:Purchase! Transfer of Fixed Assets including Capital Work in Progress (88,536,232) (19,834,463)

Proceeds from Sale/ Disposal of Fixed Assets 1,466,910 1,147,466

Purchase/ Transfer of Investments/ Reinvestment of Dividend ( 1,579,757,486) (2,418,195,938)

Proceeds from Sale! Redemption of Investments 1.554,797,385 1,489,950,697

Dividend Received on Stock-in-trade 230,400

Dividend Received on Cun'ent Investments 9,757,486 38,195,938

Net cash from/ (used in) investing activities (B) (102,271,937) (908,505,900)

CASH FLOW FROM FINANCING ACTIVITIES:Secured Loan (Repaid)/ Taken (3,242,405) (599,952)

Interest Expense ( 1,614,897) (1,845,010)

Interim Dividend (including Dividend Distribution Tax) Paid (605,015,190)

Interest on Income Tax Refund Received 8,016,922 24,209,843

Net cash from/ (used in) financing activities (C) (601,855,570) 21,764,881

Net (decrease) !Increase in cash and cash equivalents (A+B-t<:) 35,069,051 (1,458,336

Cash and cash equivalents at the beginning of the year ( 1,809,890) (351,554)

Cash and cash equivalents at the end of the year 33,259,161 ( 1,809,890)

35,069,051 (1,458,336)

Notes:

I) Cash and cash equivalents comprises of

Cash on handBalance with scheduled bank - in CUITent AccountBook Overdraft with Scheduled BankIn Deposit Accounts

297,027100,000

(36,537,866)69,400,00033,259,161

346,4571,505,496

(40,361,843 )36,700,000( 1,809,890)

2) The above cash flow statement has been prepared under the "Indirect Method" set out in Accounting Standard-3 onCash Flow Statements issued by the Institute ofChaitered Accountants of India.

This is the Cash Flow Statement refen'ed to in our repOlt on even date.

For PRICE WATERHOUSE

Finn Registration Number: 301112E

Chmtered Accountants

Uday ShahPmtnerMembership No F-46061

~;~,:~\-<.L,~ 'N ~o

President ). Director Directorerri1SCompallY Secretary

Place: Mumbai

Date :TClWU<.Cl'\J I\ 1-0 I \Place: Mllillbai

Date .J"~ a..c1 lG\ I W \\

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

Schedules forming part of Balance Sheet as at September 30, 2010

Schedule ISHARE CAPITALAuthorised245,000,000 equity shares ofRs. 10 each.

Issued, Subscribed and Paid-Up239,333,300 equity shares ofRs. 10 each, fully paid up{All the above equity shares are held by Franklin Templeton HoldingLimited Mauritius, the holding company and its nominee;Franklin Resources Inc., USA being the ultimate holding company}

Schedule IIRESERVES AND SURPLUS

General ReserveBalance as per last balance sheetAdd: Transfer from Profit and Loss Account

Profit and Loss Account

Schedule '"SECURED LOANSLease liability for vehicles on finance lease(Secured by hypothecation of vehicles)(Amount due within one year Rs. 3,611,928 , Previous Year - Rs. 4,457,586 )(Refer Note 6 (ii) of Schedule XIII)

September 30, 2010Rs. Rs

2,450,000,0002,450,000,000

2,393,333,000

2,393,333,000

73,000,00073,000,000

1,181,537,665

1,254,537,665

6,113,939

6,113,939

Septem ber 30, 2009Rs. Rs

2,450,000,0002,450,000,000

2,393,333,000

2,393,333,000

817,008,079

817 ,008,079

9,356,344

9,356,344

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

Schedule forming part of Balance Sheet as at September 30,2010

Schedule IV

FIXED ASSETS(Amount in Rupees)

ASSET DESCRIPTION COST DEPRECIATION NET BOOK VALUE

ASAT ADDITIONS DEDUCTIONS ASAT ASAT FOR THE YEAR DEDUCTIONS ASAT AS AT AS AT

OCTOBER 01, 2009 SEPTEMBER 30, 2010 OCTOBER 01, 2009 SEPTEMBER 30,2010 SEPTEMBER 30,2010 SEPTEMBER 30, 2009OWN ASSETSLand 9,745,500 9,745,500 9,745,500 9,745,500Leasehold Improvements 38,999,486 38,999,486 655,405 655,405 38,344,081

Buildings@ 65,378,434 - 65,378,434 24,866,090 1,867,955 26,734,045 38,644,389 40,512,344Furniture and Fixtures 28,721,105 12,632,376 1,707,918 39,645,563 24,686,875 6,175,534 1,494,090 29,368,319 10,277,244 4,034,230Computers and Other Hardware 216,980,480 14,563,617 231,544,097 187,808,724 20,687,266 208,495,990 23,048,107 29,171,756Office Equipment 55,760,758 22,204,016 6,336,918 71,627,856 45,407,900 6,701,606 5,612,309 46,497,197 25,130,659 10,352,858Vehicles 1,327,030 1,327,030 686,795 374,665 1,061,460 265,570 640,235

A 377,913,307 88,399,495 8,044,836 458,267,966 283,456,384 36,462,431 7,106,399 312,812,4 I 6 145,455,550 94,456,923

ASSETS ON LEASEVehicles $ B 15,984,272 897,229 4,733,386 12,148,115 7,652,408 2,723,450 3,807,586 6,568,272 5,579,843 8,331,864

(A+B) 393,897,579 89,296,724 12,778,222 470,416,081 291,108,792 39,185,881 10,913,985 319,380,688 151,035,393 102,788,787

Previous Year 380,5 I0,239 17,915,820 4,528,480 393,897,579 253,355,173 40,796,051 3,042,432 291,108,792

Capital Work-In-Progress 1,158,151 1,918,643152,193,544 104,707,430

@ Refer Note 4 (c) of Schedule XIIl$ Vehicles Rs. 12,148,115 (Previous Year. Rs. 15,984,272) were hypothecated and charged in favour of financial institution by way of first and exclusive charge

~~

- FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

Schedules forming part or Balance Sheet RS at September 30, 2010

Schedule V

INVESTMENTS(Refer Notes 1C and 7 of Schedule XIII)Long Term (Other than Trade)Unquoted (at cost), fully paid-up

[n Subsidiary Company

September 30,2010Rs. Rs.

September 30, 2009Rs. Rs

1,100,110 equity shares ofRs 10 each inITI Capital Markets Limited (Refer Note 2 of Schedule XIII)Less. Provision for diminution

Current (Other than Trade)Unquoted (at cost or net asset value (NA V) whichever is lower)fully paid-up

479,577.489 units (Previous Year - 90,068.100) ofRs. 1,000 each ofTempleton India TreasuryManagement Account Super Institutional Plan ~Growth(Repurchase price Rs. 673,043,220; Previous Year - Rs. 120,699,234)

Nil units (Previous Vear. 1,222,024.017) ofRs. 1,000 each ofTempleton India TreasuryManagement Account Super Institutional Plan - Weekly Dividend Reinvestment(Repurchase price Rs Nil, Previous Year. Rs 1,248,109,708)Less: Provision for diminution

89,179,045.890 units (PrevIous Year - 45,672,722.669 units) ofRs 10 each ofTempletonFloating Rate Income Fund - Long Term Plan Super Institutional Option - Growth(Repurchase price Rs. 1,157,249,725; Previous Year - Rs. 560,938,678)

Nil units (Previous Vear - 80,978.624 units) ofRs 1,000 each of TempletonIndia Short Term Income Plan. Institutional - Monthly DIvidend Reinvestment(Repurchase price Rs. Nil , Previous Year - Rs. 92,094,608)

98,566.578 units (previous Year - 98,566.578) ofRs. 1,000 each of TempletonIndia Short Term Income Retail Plan - Growth(Repurchase price Rs. 187,337,245; Previous Year - Rs. 175,037,230)

1,052,720.177 units (Previous Vear - 948,087.021) ofRs. 1,000 each ofTempletonIndia Short Term Income Plan - Institutional. Growth(Repurchase price Rs. 1,606,390,353; Previous Year - Rs. 1,349,218,847)

12,776,742.113 units (Previous Year - Nil) ofRs. 10 each of TempletonIndia Income Opportunities Fund - Growth(Repurchase price Rs. 136,656,201; Previous Year - Rs. Nil)

Aggregate Value of Current Investments- At Book Value- At Market Value! Net Asset Value

I J ,658,67511,658,675

11,658,675

661,233,431

1,034,316,333

150,679,339

1,387,629,330

130,000,000

3,363,858,433

3,375,517,108

3,363,858,4333,760,676,744

11,658,6755,000,000

1,248,116,729

7,022

6,658,675

6,658,675

120,000,000

1,248,109,707

484,316,333

87,083,462

150,679,338

1,237,629,333

3,327,818,173

3,334,476,848

3,327,818,1733,546,098,306

- FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

Schedules forming part of Balance Sheet as at September 30, 2010

Schedule VI

SUNDRY DEBTORS(Unsecured considered good)

Less than six months

Schedule VII

CASH AND BANK BALANCES

Cash on hand

Balances with scheduled banks:• In current account

- In deposit accounts

Schedule VIII

September 30, 2010Rs. Rs.

338,106,399338,106,399

297,027

100,000

69,400,00069,797,027

September 30, 2009Rs. Rs.

234,656,828234,656,828

346,457

1,505,49636,700,00038,551,953

LOANS AND ADVANCES(Unsecured. considered good unless stated otherwise)Advances recoverable in cash or in kind or for value to be received

Prepaid expensesDeferred receivableLess Contingent deferred sales charge recovered

Amortisation (Refer Notes I I and I L of Schedule XIII)

Receivable for face value of matured debentures (including

accrued interest) - considered doubtful(Refer Note 9 of Schedule XIII)

Less: Provision thereon

Deposits . considered good- considered doubtful

Less: Provision thereon

Advance Fringe benefit tax (net of provision for tax Rs. Nil; Previous Year Rs. 63,349,000)

Schedule IX

CURRENT LIABILITIES AND PROVISIONS

CURRENT LIABILITIESSundry creditors' (Refer Note 20 of Schedule XIII)(a) Total outstanding dues of micro enterprises and small enterprises(b) Total outstanding dues of creditors other than micro enterprises and small enterprises

• There are no amounts due and outstanding to be credited to Investor Education and Protection Fund,

Other liabilitiesIncome received in advanceBook overdraft

PROVISIONSLeave encashment and compensated absencesGratuity (Refer Note 15 of Schedule XIIl)Income tax (net of Advance Tax Rs.2,424,305,995; Previous Year Rs.1 ,918,775,368)Fringe benefit tax (net of advance tax Rs. 62,342,000; Previous Year Rs.Nil)

981,452,887161,322,554542,319,750

75,676,054

75,676,054

132,293,612420,555

132,714,167

420,555

10,678594,567,253

61,684,20210,060,791

277,810,583

132,293,612

481,849,188

594,577,931

88,618,822117,405,08636,537,866

837,139,705

31,220,16512,282,58938,925,277

1,007,00083,435,031

920,574,736

650,101,737161,322,557

384,931,933

75,676,054

75,676,054

128,735,670420,555

129,156,225

420,555

17,447570,734,463

3,952,5068,317,191

103,847,247

128,735,670

3,993,000

248,845,614

570,751,910

82,378,280123,981,17440,361,843

817,473,207

23,073,0074,403,356

62,455,902

89,932,265

907,405,472

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

Schedules fonning part of Profit and Loss Account for the year ended September 30, 2010

Schedule XOTHER INCOMEInterest on Deposits. Gross(including tax deducted at source Rs. 242.646; Previous Year Rs. 4,5H7,3(7)Interest on Inter Corporate Deposits(including ta", deducted at source Rs. Nil: Previous Year Rs. 469,(80)Interest - Others(including ta.x deducted at source Rs. Nil, Previous Year Rs. 16,751)Interest on Income Tax RefundDividend on. Stock-in-Trade- Current InvestmentsProfit on Sale! Redemption of- Stock-in-Trade- Current InvestmentsProvision! Liabilities Wrinen Back as No Longer RequiredProfit on Sale of Fixed Assets (Net)Exchange Gain (net)Provision for Diminution in Value of Investments Written Back as No Longer RequiredMiscellaneous Income (including ta" deducted at source Rs. 2,835: Previous Year Rs. 3.726)

Schedule XIOPERATING EXPENSES

Employee Cost (Refer Notes IE and 15 of Schedule XIII)Salaries, Bonus, Allowances etc. (Net) (including Rs. 18,168,884 for earlier years)Contribution to Provident and Other FundsGratuityOther Employee Costs (including staff welfare)Temporary Staff WagesAdministrative and Other ExpensesRentRates and TaxesInsuranceElectricityTravelling, Conveyance and Car HireBank ChargesRepairs and Maintenance - OthersPrinting and StationeryCommunicationCommission on FundsLegaJ and ProfessionalAuditors' Remuneration:

Audit FeesOther ServicesOut of Pocket Expenses

Directors' Sining FeesAdvertisementBusiness PromotionMembership Fees and SubscriptionsOffice Security ChargesVehicle MaintenanceExchange Loss (Net)Loss on Sale! Scrapping of Fixed Assets (Net)Information Systems and Technology, General and Administrative, Marketingand Investment OperationsDeposits Written offCurrent Diminution in VaJue of InvestmentsLaunch Expenses (Refer Note 14 of Schedule XIlI)Fund Expenses (Refer Note 14 of Schedule XIlI)Deferred Launch Expenses Amortised (Refer Notes II and 13 of Schedule XIII)ClaimsMiscellaneous

Less Recovery of Expenses from Fellow Subsidiaries(including ta" deducted at source Rs. 145,350: Previous Year Rs. 122,470)

Schedule XIIINTERESTOn Finance Leases

October 01,2009 toSeptember JO, 2010

Rs,

840,895.46626,534,78 112,379,23316,294,7H715,322,091

1,650,0009liO.OOOIH,501

October 01. 2009 toSeptember 30, 2010

Rs,

1,417,826

19,084

8,016,922

9,757.486

11.073.1366,267,628

15.809.1775.007,0221,609,342

58,971,623

911,426,358

93,882,4361,271,070

14,645,51817,838,03336,180,873

604,32530,252,18711.715,00254,498,2253H5.491.407195,785,816

2,62H.501360.000

19,011,17251,164,9473,202,7504.305,991H,375,52H

397.329

27,714,372

38,193,6002,900,065

157,387,813747,354

1,067,5852,071,048,257

1,604,725

2,069,443,5J2

1,614,8971,614,897

October 0 I, 2008 toSeptember JO, 2009

Rs,

687,106,15625,128,1493,862,04414,404,83622,834,665

1,440,000870,00023,7HH

October 01, 2008 toSeptember 30, 2009

Rs,

36,905,206

2,072,603

116.457

24,209,843

230,40038,195,938

5.737,21926.062,0325.366.167

9,444,006148,339,871

753,335,H50

84,569,0742,388,12013,040,86719,940,37832,864,4452,175,02127,911,219]0,722,6725H,203,55023,952,755123,622,230

2.333,788400,000

1,770,28322,626,0042,268,4573,712,2408,747,7764,490,271338,582

20,577,195368,3287,022

51,923,35245,496,549104,366,7402,265,051177,608

1,424,595,427629.031

1,423,966,396

1,845,0101,845,010

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THEYEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS

SIGNIFICANT ACCOUNTING POLICIES

A. Basis of Accounting

The financial statements are prepared under the historical cost convention on an accrual basis of accounting and comply in aJl material aspects with theapplicable accounting principles in India and accounting standards notified under subsection (3C) of Section 21 I of the Companies Act. 1956 and therelevant provisions of the Companies Act, 1956.

B. Fixed Assets and Depreciation

(a) Fixed assets are stated at cost inclusive of incidental expenses less accumulated depreciation.

(b) Depreciation is provided on straight line method over the useful life of the assets as under:Buildings 35 yearsLeasehold Improvements Lower of expected useful life of the asset or primary lease termFurniture and Fixtures 5 yearsComputers - Hardware/ Software 3 yearsOffice Equipment 5 yearsVehicles 5 years

(c) Depreciation on additions/ deletions to fixed assets during the year is being provided on a prorata basis.

(d) Fixed assets acquired pursuant to the scheme of amalgamation of Franklin Templeton AMC Limited with the Company are depreciated over the

remaining life of the assets.

(e) Fixed assets purchased from Franklin Templeton International Services India Private Limited under a Memorandum of Understanding aredepreciated over the remaining life of the assets.

(t) Assets individuaJly costing less than or equal to Rs. 5,000 are fuJly depreciated in the year of acquisition.

C. Investments

Investments are classified into long teon and current investments. Investments which have maturities of more than one year from the balance sheet dateor which are intended to be held for more than one year are classified as long tenn investments; other investments are classified as current investments.Long-tenn investments are accounted for at cost and any diminution other than temporary in the value is provided for. Current investments are valued atcost or net asset value whichever is lower. Profit or loss on sale of investments is computed on the basis of weighted average cost method.

D. Revenue Recognition

Investment management fees shown in Profit and Loss Account include investment management fees charged to Franklin Templeton Mutual Fund.advisory/ sub-advisory fees, portfolio management fees and management fees on Franklin Templeton Private Equity Strategy.

Investment management fees. which are accounted for on an accrual basis. are recognised on rendering of services and are dependent on the net assetvalue as recorded by the schemes of Franklin Templeton Mutual Fund.

Portfolio management fees are accounted for on an accrual basis as follows'

(a) In the case of fees based on a fixed percentage of the daily average net assets. income is accrued over the period of the agreement.

(b) In the case of fees based on the returns of the portfolio, income is accounted for on the termination of the portfolio agreement! on each anniversaryas per the agreement, whichever is earlier.

Management fees on Franklin Templeton Private Equity Strategy are accounted for as follows;

(a) Upfront non refundable fee is accounted for as income in the first year of service rendered.

(b) Annual fee received in advance is accounted for as income received in advance and reCOh'llised over a period of twelve months in the incomestatement. In case of clients which are under termination, the balance of recognised fees are transferred to liability and accounted for as income asper final settlement with the clients.

Transfer agency fees and advisory/ sub~advisory fees are recognised at the time the services are rendered and a binding obligation to receive fees hasarisen.

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THEYEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII- NOTES TO THE FINANCIAL STATEMENTS

E. Employee Benefits

Long-term Employee Benefits

(a) Defined Contribution PlanThe Company has defined contribution plans for post-employment benefits in the form of Provident Fund and Employee's State Insurance Corporation(ESIC). Under the Provident Fund Plan, the Company contributes to a Government administered provident fund on behalf of employees. The Companyhas no further obligation beyond making the contributions.The Company makes contribution to a state plan namely Employee's State Insurance Corporation (ESIC) and has no further obligation beyond makingthe contributions.The Company's contributions to the above Plans are charged to the Profit and Loss Account.

(b) Defined Benefit PlanThe Company has a defined benefit plan for post-employment benefits in the form of Gratuity. The Company has taken a group gratuity policy withTATA AIG Life Insurance Company Limited (TATA AIG) which is partially funded. Gratuity Fund is administered through Trustees and! or TATAAIG and is a recognised fund under the Income Tax Act, 1956. The Company accounts for gratuity based on an actuarial valuation which is carried outby an independent actuary as at the year end. The actuanal valuation method used by the independent actuary for measuring the liability is the ProjectedUnit Credit Method. The adequacy of the accumulated fund balance available with TAT A AIG is compared with the gratuity liability as per theindependent actuarial valuation at the year end and any shortfall. if any, is recognised in the financial statements.

(c) Other Long-term Employee BenefitsThe employees of the Company are entitled to leave encashment and compensated absences as per the policy of the Company, the liability in respect ofwhich is provided, based on an actuanal valuation carried out by an independent actuary as at the year end. The actuanal valuation method used by theindependent actuary for measuring the liability is the Projected Unit Credit Method.

Actuarial gains and losses comprise experience adjustments and the effects of changes in actuarial assumptions and are recognised immediately in theProfit and Loss Account as income or expense.

F. Leased Assets

Operating Leases

Leases of assets under which all the risks and the benefits of ownership are effectively retained by the lessor are classified as operating leases. Paymentsmade under operating leases are charged to the Profit and Loss Account on a straight-line basis over the lease term.

Finance Leases

Assets acquired under leases where the Company has substantially all the risks and rewards of ownership are classified as finance leases. Such assets arecapitalized at the inception of the lease at the lower of the fair value or the present value of minimum lease payment and a liability is created for anequivalent amount net of security deposit. Each lease rental paid is allocated between the liability and the interest cost, so as to obtain a constant periodicrate of interest on the outstanding liability for each period. The assets acquired under finance lease are depreciated as per the Company's depreciationpolicy over the useful life of the assets.

G. Deferred Tax

Deferred tax is recognized, subject to the consideration of prudence in respect of deferred tax assets on timing differences. being the differencesbetween taxable income and accounting income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred taxasset including asset arising from unabsorbed depreciation and losses earned forward, is not recognized unless there is virtual certainty that sufficientfurther taxable income will be available against which deferred tax can be realised.

H. Stock Bonus

Employee cost includes cost of restricted stock! unit awards in accordance with the terms of the Amended and Restated Annual Incentive Plan and the2002 Universal Stock Incentive Plan as amended and restated, collectively referred to as the 'Plan' of Franklin Resources Inc., USA, the ultimateholding company. Restricted stock! unit awards granted in accordance with the Plan are being amortized over the period of vesting.

J. Deferred Receivable

Up front sales brokerage! commission paid to distributors and related expenses incurred for the launch of the fixed tenure and other closed end schemesof Franklin Templeton Mutual Fund launched on a no load basis are accounted for as deferred receivable. Such brokerage! commission and relatedexpenses are amortised over the tenure of these schemes in proportion to the additional management fee receivable in respect of unit balances from thenew fund offering.

J. Foreign Currency Transactions

Expenses and income are recorded at the exchange rate prevailing on the date of the transaction. Assets and liabilities at the Balance Sheet date arerestated at the exchange rate prevailing on the Balance Sheet date. Exchange difference arising on settlement of the transaction and on account ofrestatement of assets and liabilities are dealt with in the Profit and Loss Account.

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THEYEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII- NOTES TO THE FINANCIAL STATEMENTS

K. Provisions and Contingent Liabilities

Provisions are recognized when the Company has a legal and a constructive obligation as a result of a past event, for which it is probable that a cashoutflow will be required and a reliable estimate can be made of the amount of the obligation.

Contingent liabilities are disclosed when the Company has a possible obligation or a present obligation and it is probable that a cash outflow will not berequired to settle the obligation.

L. Brokerage on Franklin Templeton Private Equity Strategy

UpITont brokerage paid on Franklin Templeton Private Equity Strategy is accounted for as expense to the extent of upITont non-refundable feeaccounted for as income. UpITont brokerage paid over and above such upITont non refundable fee is accounted for as deferred receivable and isamortised over a period of three years. In case of clients under termination. the balance of unamortised brokerage is immediately amortised andrecognised as expense in the books.

Amalgamation

Consequent to the amalgamation of Franklin Templeton AMC Limited (FTAMC) with the Company, the entire share eapital of ITI Capital MarketsLimited held earlier by FTAMC and its nominees is now held by the Company and its nominees.

3 Capital Commitments

Capital commitments on account of fixed assets, net of advances paid, if any, amount to RS.II,713,224 (Previous Year Rs. 2,180,412).

4 Contingent Liability

(a) The Company is contingently liable in respect of claims, if any, ITom the unit holders of the sehemes of Franklin Templeton Mutual Fund inter-alia forinterest on delays in dispatch of redemption or repurchase proceeds by the registrar and transfer agent in accordance with the Securities and ExchangeBoard of India (Mutual Funds) Regulations and amendments thereto.

(b) (i) The Company has reeeived intimation for appeals filed by Income Tax Department before the High Court of Bombay for assessment year (AY)1997-98, 2000-0 I and for the block period ITom I April 1995 to 31 August 200 I, against the orders passed by the Income Tax Appellate Tribunal infavour of the Company.

(ii) Income tax authorities had initiated re-assessment proceedings in the earlier years against the Company in respect of assessment years 1999-2000,2000-0 I and 2001-02 resulting in a lower refund by Rs. 138,437,894 granted in respect of subsequent assessment years 2003-04 and 2004-05. TheCompany had preferred appeals against the re-assessment proceedings. An order !,'ranting relief dated May 12, 2008 by Commissioner of IncomeTax (Appeals) has been passed in favour of the Company in respect of assessment years 1999-2000,2000-01 and 2001-02. An order giving effect tothe order granting relief has been received by the Company.

(iii) The tax authorities had filed appeals before the Income Tax Appellate Tribunal against the favourable orders, in respect of regular assessmentsl re-assessments, of the Commissioner of Income Tax (Appeals) for assessment years 1999-2000, 2000-0 I, 2001-02, 2002-03, 2003-04, 2004-05 and2005-06. The Company has received order in its favour ITom the Ineome Tax Appellate Tribunal in respect of assessment years 2002-03, 2003-04and 2004-05. During the year the Company has received order ITom Income Tax Appellate Tribunal in it's favor for assessment year 1999-2000,2000-01, 2001-02 and 2005-06. The Company has received intimation for appeals filed by Income Tax Department before the High Court ofBombay for assessment year (AY) 1999-2000, 2000-0 I, 2001-02, 2002-03, 2003-04, 2004-05 and 2005-06, against the orders passed by the IncomeTax Appellate Tribunal in favour of the Company.

(iv) The Company has received an assessment order for the assessment year 2006-07 revising the taxable income of the Company resulting in a taxdemand of Rs. 225,760,133. The Company has filed an appeal against this assessment order and has received favourable order ITom Commissionerof Income Tax (Appeals). The tax authorities have filed appeal before the Income Tax Appellate Tribunal against the favourable order.

(v) The Company has received an assessment order for the assessment year 2007-08 revising the taxable income of the Company resulting in a taxdemand ofRs. 195,877,916. The Company has filed an appeal against this assessment order and has received favourable order ITom Commissionerof Income Tax (Appeals).

(vi) Subsequent to the year end, the Company has received an assessment order for the assessment year 2008-09 revising the taxable income of theCompany resulting in a tax demand of Rs. 438,647,252. The Company has filed an appeal against this assessment order with Commissioner ofIncome Tax (Appeals).

(vi( Subsequent to the year end. the Company has received an assessment order for the assessment year 2005-06 revising the taxable income of theCompany, giving effect to the order passed by Commissioner of Income Tax ('CIT') under section 263 of the Act resulting in a tax demand ofRs.77,515,433. The Company is in the process of filing an appeal against this assessment order.

(viii Subsequent to the year end, the Company has received a mnge benefit assessment order for the assessment year 2008-09 calculating interestpayable u/s 115WJ(3) resulting in a tax demand of Rs.126,319. The Company is in the process of filing a letter for rectification of calculation ofinterest & revise the tax payable thereon.

(ix) Based on the favourable orders received ITom the Commissioner of Income Tax (Appeals) and Income Tax Appellate Tribunal, the Company hasbeen professionally advised that the Income Tax Department's chances of succeeding in appeal are not very good and accordingly the potentialdemands have not been provided for.

(c) Consequent to merger of Franklin Templeton AMC Limited with the Company, the assets of Franklin Templeton AMC Limited have been transferred tothe Company including the building "Century Centre" at Chennai. Receipt of title deeds with respect to the building "Century Centre" at Chennai isawaited ITom the registration authorities. No provision is considered necessary for the stamp duty of Rs. 7,087,000 demanded by the authorities, as theCompany has been advised that the demand is not valid in law. Necessary legal remedies as advised are being pursued in this regard.

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THEYEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XII1 - NOTES TO THE FINANCIAL STATEMENTS

Taxation

(a) Current TaxThe tax year for the Company being the year ending March 31, the provision for taxation for the year is the aggregate of the provision made for the sixmonth ended March 31, 20 I0 and provision based on the figures for the remaining six months up to September 30, 20 I0, the ultimate tax liability ofwhich will be deterrnined on the basis of the figures for the period April I, 2010 to March 3 I, 20 I I.

(b) Deferred Tax

Deferred tax asset and liability comprises of tax effect of the timing differences on account of:Particulars September 30, 2010

RupeesSeptem ber 30, 2009

RupeesDeferred Tax AssetLiability towards lease rentalsProvision for doubtful depositsProvision for leave encashmentProvision for bonusEmployee stock incentive plan! restrictedstock / units awardsProvision for gratuityProvision for expenses disallowed under section 40 (a) (ia)Provision for sales commissionTotal

Deferred Tax LiabilityDepreciationTotal

Net Deferred Tax Asset

6 Leases

Operating Leases

2,030,899139,698

10,370,55851,980,45072,814,239

4,079,969202,070

15,579,572157,197,455

(114,430)(114,430)

157,083,025

3,180,221142,947

7,842,51527,733,153118,976,565

1,496,700206,767

10,235,344169,814,212

(3,954,017)(3,954,017)

165,860,195

The Company has entered into non-cancellable leasing arrangements for premises. There are no tenns of purchase options and restrictions in the leasingarrangements. These leases are renewable at the option of the lessor.

Not later than I yearLater than I year and not later than 5 yearsLater than 5 yearsTotal

September 30, 2010Rupees

27,471,89055,910,140

83,382,030

Septem ber 30, 2009Rupees

5,288,70 I4,058,475

9,347,176

Lease payments recognized in the Profit and Loss Account for the year are Rs 34,910,808 (Previous Year Rs. 5.414,087)The Company has paid interest free security deposits ofRs. 48,809,546 (Previous Year Rs. 32,797,390)

ii. Finance Leases

Minimum lease payments:Not later than I yearLater than I year and not later than 5 yearsLater than 5 yearsTotal

Less: Future finance chargesPresent value of minimum lease payment

Present value of finance lease payments:Not later than I yearLater than I year and not later than 5 yearsLater than 5 yearsTotal

September 30, 2010Rupees

3,611,9283,697,091

7,309,019

1,195,0806,113,939

2,957,9853,155,954

6,113,939

September 30, 2009Rupees

4,457,5866,963,851

11,421,437

2,065,0939,356,344

3,388,0715,968,273

9,356,344

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIYATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THEYEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XJJI- NOTES TO THE FINANCIAL STATEMENTS

7 Investments

The following investments have been purchased and soldl redeemed during the year:

Scheme Name DividendPurchases R~invp..~tm".nt Sales! RedemptionUnits Units Units

Current Investments

Templeton India Income Opportunities Fund - Growth 12,776,742.113 - -

Templeton India Treasury Management Account Super 439,524.843 50,015.454Institutional Plan - Growth

Templeton India Treasury Management Account Super - 7,721.103 J ,229,745.120Institutional Plan - Weekly Dividend Reinvestment

Templeton Floating Rate Income Fund - Long Term Plan Super 43,506,323.221 . -Institutional Option. Growth

Templeton India Short Term Income Plan - Institutional-Growth 104,633.156 . -

Templeton India Ultra Short Bond Fund Super Institutional Plan 11,092,528.755 - 11,092,528.755

- Growth

Templeton India Short Term Income Plan - Institutional - . 1,637.431 82,616.055Monthlv Dividend Reinvestment

Total 67919752,088 9358.534 12 454 905,384

8 Stock-in-tradeQuantitative infonnation in respect of trading in securities are as follows:

ParticularsSeptember 30, 2010

Quantity YalueNos, Rupees

Septem ber 30, 2009Quantity YalueNos, Rupees

Opening StockEquity shares of face value Rs. 10 eachUnits of mutual fundTOTAL (A)

PurchasesEquity shares of face value Rs. 10 eachUnits of mutual fundTOTAL (B)

Salesl RedemptionEquity shares of face value Rs. 10 eachUnits of mutual fundTOTAL(C)

Closing StockEquity shares of face value Rs. 10 eachUnits of mutual fundTOTAL (D)

115,2007,402

122,602

115,2007,402

122,602

739,58411,957,81212,697,396

2,908,48915,526,12618,434,615

(Profit)! Loss (A+B-C-D) (5,737,219)

9 Matured Debentures

Receivables for face value of matured debentures represents amount due from:

Name of the CompanyPrecision Fasteners LimitedViral Filaments Limited

Rupees18,840,45156,835,603

Matured onMay 9, 2000May 20, 2000

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THEYEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII- NOTES TO THE FINANCIAL STATEMENTS

10 Restricted Stock / Unit Awards

The employees of the Company have been granted stock based compensation in accordance with the terms of the Amended and Restated AnnualIncentive Plan and the 2002 Universal Stock Incentive Plan as amended and restated, collectively referred to as the 'Plan' of Franklin ResourcesInc., USA, (FRI) the ultimate holding company, which is being amortised over the period of vesting from the date of grant. The gross liabilitytowards unvested stock grants as at the date of this Balance Sheet aggregated to Rs. 87,123,910 (Previous Year Rs. 94,817,371) of which Rs.38,43,56 I (Previous Year Rs. 9,774,455) has been amortised till the date of the Balance Sheet. The charge in the Profit and Loss Account for theyear towards amortization of stock grants vested and unvested is Rs. 61,961,385 (Previous Year Rs. 89,194,092).

I I Employee Stock Investment Plan (ESIP)

The Company participates in the amended and restated 1998 Employee Stock Investment Plan which allows participating employees who meetcertain eligibility criteria to purchase equity share at 85% of their market value on defined dates. In addition, in respect of ESIP purchases madetill July 31, 2008, FRI has provided matching grants equivalent to one-half share of each share held by a participating employee for a minimumperiod of 18 months ('employer match'). The total amount of discount and the employer match charged to Profit and Loss Account during theyear is Rs. 5,241,263 (Previous year Rs. 6,689,390).

12 Remuneration to the Whole time Director

Salaries and allowancesContribution to provident fund and other fundsPerquisites *Total

October 01, 2009 to

September 30, 2010

Rupees23,773,008

896,10013,015,61037,684,718

October 01, 2008 to

Septem ber 30, 2009

Rupees26,562,277

882,17814,057,31641,501,771

• Estimated money value of benefits, computed where necessary under Income Tax Rules, 1962.The above excludes contribution to gratuity fund and provision for leave encashment, which are based on an actuarial valuation and groupinsurance premium towards medical and life cover and value of stocks allotted up to March 31, 2009 as it was not covered in the definition ofperquisites as Fringe Benefit Tax was payable thereon.

13 Additional Management Fees

Investment management fees include additional management fees of Rs. I 12, I93,396 (Previous Year Rs. 56,00,6942) in accordance withRegulation 52(3) of the Securities and Exchange Board oflndia (Mutual Funds) Regulations, 1996 and amendments thereto, as applicable.

14 Launch and Fund Expenses

The Company has absorbed a sum of Rs. 38, I93,600 (Previous Year Rs. 51,923,352) being the expenses relating to the launch of new schemes ofFranklin Templeton Mutual Fund during the year and Rs. 2,900,065 (Previous Year Rs. 45,496,549) being the Fund expenses relating to theschemes of Franklin Templeton Mutual Fund.

Details of launch expenses are as follows:

AdvertisementRegistration FeesPrinting, Stationery and Data ProcessingBrokeragePromotion, Marketing and ConferenceCourier and PostageOthersTotal

Details of fund expenses are as follows:

Brokerage and Commission on FundsCourier and PostageInterestBank charges and othersTotal

October 01, 2009 toSeptember 30, 2010

Rupees30,517103,000191,079

37,165,092254,4 I 8253,823195,670

38,193,600

October 01, 2009 toSeptember 30, 2010

Rupees200,000

2,200,732499,333

2,900,065

October 01, 2008 toSeptember 30, 2009

Rupees13,174,005

503,0007,051,10525,143,2843,630,9002,054,057367,001

51,923,352

October 01, 2008 toSeptember 30, 2009

Rupees21,681,674

7,17321,849,2961,958,406

45,496,549

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIM (TED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30,2010 AND THE PROFIT AND LOSS ACCOUNT FOR THEYEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS

15 Employee Benefits

The Company has classified the various benefits provided to the employees as follows:

October 1,2009September 30, 2010

Rupees

(I) Defined Contribution Plan(a) Provident Fund

During the year the Company has recognised the following amounts in the Profit and Loss Account:

October I, 2008September 30, 2009

Rupees

(i) Contribution to Provident Fund'• Included in Contribution to Provident and Other Funds (refer Schedule XI).

(b) Employee State Insurance Corporation (ESIC)

During the year the Company has recognised the following amounts in the Profit and Loss Account:

(i) Contribution to Employee State Insurance Corporation (ESIC) •• Included in Contribution to Provident and Other Funds (refer Schedule XI).

(II) Defined Benefit Plan

Contribution to Gratuity Fund

Actuarial valuation has been carried out by an independent actuary as at the Balance Sheetdate in respect of the aforesaid defined benefit plans of;,'fatuity based on the followingassumptions.

26,335,699

199,082

25,085,334

42,815

(a) Discount Rate (per annum)(b) Expected Rate of Return on Plan Assets (per annum)(c) Salary Escalation Rate (per annum)

8.25%7.50%

10% for first 4 years and7% thereafter

8.25%7.50%

10% for first 4 yearsand 7% thereafter

GratuitySeptember 30, 2010 September 30, 2009

Rupees Rupees(i) Changes in the Present Yalue of Obligation

(a) Opening Present Yalue of Defined Benefit Obligation Assets(b) Current Service Cost(c) Interest Cost(d) Actuarial Losses! (Gain)(e) Past Service Cost(I) Liabilities Extinguished on Curtailment(g) Liabilities Extinguished on Settlements(h) Liabilities Assumed on Acquisition(i) Exchange Difference on Foreign Plans(j) Benefits Paid(k) Closing Present Yalue of Defined Benefit Obligation

(ii) Change in the Fair Yalue of Plan Assets(a) Opening Present Yalue of Plan Assets(b) Expected Return on Plan Assets(c) Actuarial Gains! (Losses)(d) Assets Distributed on Settlements(e) Contributions by Employer(f) Assets Acquired due to Acquisition(g) Exchange Difference on Foreign Plans(I) Benefits Paid(g) Closing Fair Yalue of Plan Assets(h) Expected Employer's Contribution Next Year

18,547,6832,482,2661,710,744611,799

12,337,541

(239,593)35,450,440

14,144,3261,320,050316,832

4,500,000

(239,593)20,041,6155,500,000

15,060,2632,557,8501,588,5661,267,105

(1,926,101)18,547,683

14,518,9511,074,339477,137

(1,926,101)14,144,3267,500,000

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THEYEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII- NOTES TO THE FINANCIAL STATEMENTS

GratuitySeptember 30, 2010 September 30, 2009

(%) (%)(iii) Percentage of each Category of Plan Assets to total Fair Value of Plan Assets

for Gratuity(a) Government of India Securities(b) Corporate(c) Special Deposit Scheme(d) Equity Shares of Listed Companies(e) Property(f) Insurer Managed Funds(g) Others

0%0%0%0%0%

100%0%

0%0%0%0%0%

100%0%

GratuitySeptember 30, 2010 September 30, 2009

Rupees Rupees(iv) Reconciliation of the Present Value of Defined Benefit Obligation and the Fair Value of Assets

(a) Present Value of Funded Obligation(b) Fair Value of Plan Assets(c) (Asset)! Liability recognised in the Balance Sheet (Net)(d) Present Value of Unfunded Obligation(e) Unrecognised Past Service Cost(f) Unrecognised Actuarial (Gains)! Losses(g) Unfunded Net Liability recognised in the Balance Sheet (Net)

(v) Amount recognised in the Balance Sheet(a) Present Value of Obligation in the Balance Sheet(b) Fair Value of Plan Assets(c) Unrecognized Past Service Cost(d) (Asset)! Liability recognised in the Balance Sheet (Net)

(vi) Expenses recognised in the Profit and Loss Account(a) Current Service Cost(b) Interest on Defined Benefit Obligation(c) Expected Return on Plan Assets(d) Net Actuarial Losses! (Gains) Recognised in Year(e) Past Service Cost(f) Losses! (Gains) on "Curtailment and Settlement"(g) Total Expenses Recognised in the Profit and Loss Account

(vii: Experience Adjustments(a) Defined Benefit Obligation(b) Plan Assets(c) Surplus! (Deficit)(d) Experience Adjustment on Plan Liabilities(e) Experience Adjustment on Plan Assets

35,450,440 18,547,683(20,041,615) (14,144,326)15,408,825 4,403,357

4,403,3573,126,235

12,282,590 4,403,357

35,450,440 18,547,683(20,041,615) (14,144,326)3,126,23512,282,590 4,403,357

2,482,266 2,557,8501,710,744 1,588,566(1,320,050) (1,074,339)

294,967 789,9679,211,306

12,379,233 3,862,044

35,450,440 18,547,68320,041,615 14,144,326( 15,408,825) (4,403,357)

(429,441) (1,137,956)316,832 477,137

The liability for leave encashment and compensated absences as at September 30, 20 lOis Rs. 31,220,165 (Previous Year Rs. 23,073,007).

16 Earnings Per Share

Particulars

EarningsNet profit for the year (A) (Rupees)

Numher of Equity SharesNumber of shares at the beginning of the yearWeighted Average Number of EquityShares - Basic (B)

Weighted Average Number of EquityShares - Diluted (e)Earnings! (Loss) Per Share - Basic [(A)!(B)] (Rs.)Earnings! (Loss) Per Share. Diluted [(A)!(C)] (Rs.)

Octoher 1,2009Septemher 30, 2010

969,544,776

239,333,300

239,333,300

239,333,3004.054.05

October 1,2008September 30, 2009

587,233,081

239,333,300

239,333,300

239,333,3002.452.45

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THEYEAR ENDED SEPTEMBER 30,2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS

17 (a) Income in Foreign Currency(on Accrual Basis)

Particulars

Sub-advisory Fee

(b) Expenditure in Foreign Currency(On Payment Basis)

TravelSubscriptionTrainingSales PromotionInformation Systems and Technology Generaland Administrative, Marketing andInvestment Operations

and Investment OperationsProfessional Service FeesConference ExpensesFund Advisor Fees

(c) Amount Remitted During the Year in Foreign Currency on Account of Dividend

Interim DividendNumber of non resident shareholdersNumber of shares of Rs. 10 each held by them on which dividend was due

18 Segmental Reporting

October 1, 2009September 30, 2010

Rupees

454,733,270I

239,333,300

October I, 2008Septem ber 30, 2009

Rupees

The Company is mainly engaged in investment management operations. There are no other significant operations. Therefore these financialstatements pertain to one business segment. The Company renders services within one geographical segment and has no offices or assets outsideIndia.

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THEPROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS19 Related Party Disclosures

(i) Related parties (during the year)

Nature of Relationship Name of Related Party

Ultimate holding company Franklin Resources Inc., USA

Holding company Franklin Templeton Holding Limited, Mauritius

Subsidiary company ITI Capital Markets Limited

Fellow subsidiary companies Franklin Templeton International Services (India) Private LimitedFranklin Templeton Trustee Services Private LimitedDarby Asia Investors (India) Private LimitedFranklin Templeton Companies, LLC (USA)Franklin Templeton Services, LLC (USA)Templeton Asset Management Limited (Singapore)Franklin Templeton Investment Services GmbH, GermanyTempleton Asset Management (Asia) Ltd. Hong KongFranklin Advisers, Inc., (USA)Franklin Templeton Asset Management (Malaysia) Sdn Bhd

Key management personnel Vivek KudvaHarshendu BindalS. Jayaram

Mutual Fund managed by the Company Franklin Templeton Mutual Fund

Related Party Disclosures - Page I of 8

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS19 Related Party Disclosures(ii) The following transactions were carried out with the related parties in the ordinary course of business:

Nature of Transactions

Payment of Interim DividendPrevious year

Franklin Templeton Holding Limited, MauritiusPrevious year

Inter Corporate Deposit given tot (repaid) by Fellow SubsidiaryCompanyPrevious year

Franklin Templeton International Services (India) Private LimitedPrevious year

Interest received on Inter Corporate Deposit given to FellowSubsidiary CompanyPrevious year

Franklin Templeton International Services (India) Private LimitedPrevious year

Amount Received for Payment of Tax on behalf of Fellow SubsidiaryCompanyPrevious year

Franklin Templeton Trustee Services Private LimitedPrevious year

Franklin Templeton International Services (India) Private LimitedPrevious year

(Amount in Rupees)

Ultimate holding Holding company Subsidiary Fellow Key management Mutual Fund Totalcompany companies subsidiary personnel managed by the

companies Company

Nil 454,733,270 Nil Nil Nil Nil 454,733,270

Nil 454,733,270 Nil Nil Nil Nil 454,733,270

Nil I Nil I Nil I Nil Nil Nil Nil(50,000,000) (50,000,000)

Nil I Nil I Nil I Nil Nil Nil Nil(50,000,000) (50,000,000)

Nil I Nil I Nil I Nil Nil Nil Nil2,072,603 2,072,603

Nil I Nil I Nil I Nil Nil Nil Nil2,072,603 2,072,603

Nil I Nil I Nil I Nil Nil Nil Nil167,373 167,373

Nil I Nil I Nil I Nil Nil Nil Nil100,765 100,765

Nil I Nil I Nil I Nil Nil Nil Nil66,608 66,608

/d:

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30,2010 AND THE PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED SEPTEMBER 30,2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS19 Related Party Disclosures(ii) The following transactions were carried out with the related parties in the ordinary course of business:

(Amount in Rupees)

Nature of Transactions Ultimate holding Holding company Subsidiary Fellow Key management Mutual Fund Totalcompany companies subsidiary personnel managed by the

companies Company

Fixed asset purchased! (transferred) Nil Nil Nil Nil Nil Nil NilPrevious year - - - (18,930) - - (18,930)

Templeton Asset Management Limited (Singapore) Nil Nil Nil Nil Nil Nil -Previous year - - - (18,930) - - (18,930)

Contingent Deferred Sales Charge Received Nil Nil Nil Nil Nil Nil NilPrevious year - - - - - 59,9/5,465 59,9/5,465

Franklin Templeton Mutual Fund Nil Nil Nil Nil Nil Nil NilPrevious year - - - - - 59,9/5,465 59,9/5,465

Transfer Agency Fees Received Nil Nil Nil Nil Nil 289,164,213 289,164,213Previous year - - - - - 224,304,898 224,304,898

Franklin Templeton Mutual Fund Nil Nil Nil Nil Nil 289,164,213 289,164,213Previous year - - - - - 224,304,898 224,304,898

Sub Advisory Fees Received Nil Nil Nil 329,506,678 Nil Nil 329,506,678Previous year - - - /88,603,244 - - /88,603,244

Franklin Advisers, Inc. USA Nil Nil Nil 329,506,678 Nil Nil 329,506,678Previous year - - - /88,603,244 - - /88,603,244

d----

Related Party Disclosures - Page 3 of 8

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30,2010 AND THE PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS19 Related Party Disclosures(ii) The following transactions were carried out with the related parties in the ordinary course of business:

Nature of Transactions

Management Fees ReceivedPrevious year

Franklin Templeton Mutual FundPrevious year

Investments in Mutual Fund

Purchase of Units of SchemesPrevious year

Franklin Templeton Mutual FundPrevious year

Sale/ Redemption of Units of SchemesPrevious year

Franklin Templeton Mutual FundPrevious year

Dividend ReceivedPrevious year

Franklin Templeton Mutual FundPrevious year

Purchase of Units of Schemes for allotment to employeesPrevious year

(Amount in Rupees)

Ultimate holding IHolding company Subsidiary Fellow Key management Mutual Fund Totalcompany companies subsidiary personnel managed by the

companies Company

Nil Nil Nil Nil Nil 3,074,012,049 3,074,012,0491,799,451,825 1,799,451,825

Nil I Nil I Nil I Nil I Nil I 3,074,012,049 3,074,012,0491,799,451,825 /,799,451,825

Nil I Nil I Nil I Nil I Nil I 1,579,757,486 1,579,757,4862,418,/95,938 2,418,/95,938

Nil I Nil I Nil I Nil I Nil I 1,579,757,486 1,579,757,4862,418,195,938 2,418,/95,938

Nil I Nil I Nil I Nil I Nil I 1,554,797,385 1,554,797,3851,489,950,697 1,489,950,697

Nil I Nil I Nil I Nil I Nil I 1,554,797,385 1,554,797,3851,489,950,697 1,489,950,697

Nil I Nil I Nil I Nil I Nil I 9,757,486 9,757,48667,826,284 67,826,284

Nil I Nil I Nil I Nil I Nil I 9,757,486 9,757,48667,826,284 67,826,284

Nil I Nil I Nil I Nil I Nil I 29,629,825 29,629,82524,319,755 24,319,755

Nil I Nil I Nil I Nil I Nil I 29,629,825 29,629,82524,319,755 24,319,755

~-

Related Party Disclosures - Page 4 of 8

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED SEPTEMBER 30,2010

SCHEDULE XIII- NOTES TO THE FINANCIAL STATEMENTS19 Related Party Disclosures(ii) The following transactions were carried out with the related parties in the ordinary course of business:

(Amount in Rupees)

Nature of Transactions Ultimate holding IHolding companycompany

Subsidiarycompanies

Fellowsubsidiarycompanies

Key managementlpersonnel

Mutual Fundmanaged by the

Company

Total

Nil I Nil I Nil I 774,791 I Nil234,909

Nil I Nil I Nil I 224,294 I Nil2/7,569

Nil Nil Nil 213,370 I Nil

Nil Nil Nil 33,411 I Nil

Nil Nil Nil 932 Nil17,340

Nil I Nil I Nil I 303,716 Nil

Sale/ Redemption of Stock-in-trade of Units of Schemes of MutualFundPrevious year

Franklin Templeton Mutual FundPrevious year

Reimbursement of Expenses Paid/ (Reversed)Previous year

Franklin Templeton Companies LLC, USAPrevious year

Franklin Templeton Services, LLCPrevious year

Templeton Asset Management Ltd. Hong KongPrevious year

Templeton Asset Management Limited (Singapore)Previous year

Franklin Templeton Investment Services GmbH, GermanyPrevious year

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil

Nil Nil18,434,615 /8,434,6/5

Nil Nil/8,434,6/5 /8,434,6/5

Nil 774,791234,909

Nil I 224,294217,569

Nil 213,370

Nil 33,411

Nil Nil17,340

Nil 303,716

Reimbursement of Expenses ReceivedPrevious year

Franklin Templeton International Services (India) Private LimitedPrevious year

Franklin Templeton Trustee Services Private LimitedPrevious year

Nil I Nil I Nil I 1,604,725 Nil 53,641,668 55,246,394629,03/ 629,03/

Nil I Nil I Nil I 883,046 Nil Nil 883,046/43,563 143,563

Nil I Nil I Nil I 486,710 Nil Nil485,468

---

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS19 Related Party Disclosures(ii) The following transactions were carried out with the related parties in the ordinary course of business:

(Amount in Rupees)

Nature of Transactions Ultimate holding Holding company Subsidiary Fellow Key management Mutual Fund Totalcompany companies subsidiary personnel managed by the

companies Company

Franklin Templeton Asset Management (Malaysia) Sdn Bhd Nil Nil Nil 142,555 Nil Nil 142,555Previous year - - - - - - -Franklin Templeton Mutual Fund Nil Nil Nil Nil Nil 53,641,668 53,641,668Previous year - - - - - - -

Darby Asia Investors (India) Private Limited Nil Nil Nil 234,969 Nil Nil 234,969Previous year - - - - - - -

Employee Advances Transferred Nil Nil Nil Nil Nil Nil NilPrevious year - - - 83,200 - - 83.200

Franklin Templeton International Services (India) Private LimIted Nil Nil Nil Nil Nil Nil NilPrevious year - - - 83,200 - - 83,200

cd:-------

Related Party Disclosures - Page 6 of 8

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30,2010 AND THE PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED SEPTEMBER 30,2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS19 Related Party Disclosures(ii) The following transactions were carried out with the related parties in the ordinary course of business:

(Amount in Rupees)

Nature of Transactions Ultimate holding Holding company Subsidiary Fellow Key management Mutual Fund Totalcompany companies subsidiary personnel managed by the

companies Company

Transfer Agency Services Fees Paid Nil Nil Nil 114,883,041 Nil Nil 114,883,04 IPrevious year - - - 109,121,241 - - 109,/21,241

Franklin Templeton International Services (India) Pvt. Ltd. Nil Nil Nil 114,883,041 Nil Nil 114,883,041Previous year - - - 109,/21,241 - - 109,/21,241

Sub Advisory Services Fees Paid Nil Nil Nil 56,933,275 Nil Nil 56,933,275Previous year - - - 1,846,792 - - 1,846,792

Darby Asia Investors (India) Private Limited Nil Nil Nil 56,933,275 Nil Nil 56,933,275Previous year - - - 1,846,792 - - 1,846,792

Information Systems and Technology, General and Administrative,Marketing and Investment Operations Expenses Paid Nil Nil Nil 27,714,372 Nil Nil 27,714,372Previous year - - - 20,577,195 - - 20,577,/95

Franklin Templeton Companies LLC, USA Nil Nil Nil 27,714,372 Nil Nil 27,714,372Previous year - - - 20,577,195 - - 20,577,/95

Restricted Stock Unit! Awards Vested 67,647,887 Nil Nil Nil Nil Nil 67,647,887Previous year 109,824,899 - - - - - 109,824,899

Franklin Resources Inc., USA 67,647,887 Nil Nil Nil Nil Nil 67,647,887Previous year 109,824,899 - - - - - 109,824,899

£---:

Related Party Disclosures - Page 7 of 8

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30,2010 AND THE PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS19 Related Party Disclosures

(ii) The following transactions were carried out with the related parties in the ordinary course of business:(Amount in Rupees)

Nature of Transactions Ultimate holding Holding company Subsidiary Fellow Key management Mutual Fund Totalcompany companies subsidiary personnel managed by the

companies Company

Employee Stock Investment Plan (ESIP) Discount and EmployerMatch 8,827,186 Nil Nil Nil Nil Nil 8,827,186Previous year 8,042,/69 - - - - - 8,042,/69

Franklin Resources [nc., USA 8,827,186 Nil Nil Nil Nil Nil 8,827,186Previous year 8,042,/69 - - - - - 8,042,/69

Remuneration. Nil Nil Nil Nil 71,442,074 Nil 71,442,074Previous year - - - - 59,8/2,638 - 59,812,638

Vivek Kudva Nil Nil Nil Nil 37,684,718 Nil 37,684,718Previous Year - - - - 41,501,771 - 41,501,771

Harshendu Bindal Nil Nil Nil Nil 25,941,359 Nil 25,941,359Previous Year - - - - 9,887,772 - 9,887,772

S. Jayaram Nil Nil Nil Nil 7,815,997 Nil 7,815,997Previous Year - - - - 8,423,095 - 8,423,095

• Excludes contribution to gratuity fund and provision for leave encashment, which is based on actuarial valuation and value of stocks allotted up to March 31, 2009 as it was not covered in the definition of perquisites asFringe Benefit tax was payable there on and includes value of perquisites under the provisions of Income Tax Rules, 1962. ~

."..

Related Party Disclosures - Page 8 of 8

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30,2010 AND THE PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED SEPTEMBER 30, 2010

SCHEDULE XIII - NOTES TO THE FINANCIAL STATEMENTS19 Related Party Disclosures(iii) Balance outstanding at year end:

(Amount in Rupees)

Nature of Transactions Ultimate holding Holding company Subsidiary Fellow Key management Mutual Fund Totalcompany companies subsidiary personnel managed by the

companies Company

Balance Payable/ (Receivable) 193,337,595 (500) Nil (339,625) Nil (353,788,152) (160,790,681 )Previous year 331,821,568 (500) - (4,599,324) - (209,353,841) 1/7.867,904

Franklin Resources Inc., USA 193,337,595 Nil Nil Nil Nil Nil 193,337,595Previous Year 331.821,568 - - - - - 331,821,568

Franklin Templeton Companies LLC, USA Nil Nil Nil 7,980,615 Nil Nil 7,980,615Previous year - - - 10,651,779 - - 10,65/.779

Franklin Templeton International Services (India) Pvt. Ltd. Nil Nil Nil 9,477,486 Nil Nil 9,477,486Previous year - - - 6,250,999 - - 6,250,999

Darby Asia Investors (India) Private Limited Nil Nil Nil 13,201,291 Nil Nil 13,201,291Previous year - - - 1,637,542 - - 1,637,542

Franklin Templeton Holding Limited, Mauritius Nil (500) Nil Nil Nil Nil (500)Previous year - (500) - - - - (500)

Franklin Advisers, Inc., USA Nil Nil Nil (30,999,017) Nil Nil (30,999,017)Previous year - - - (23,139,644) - - (23,139,644)

Franklin Templeton Mutual Fund Nil Nil Nil Nil Nil (353,788, I52) (353,788,152)Previous year - - - - - (209,353.841) (209,353,841)

Investments in Units of Schemes Nil Nil Nil Nil Nil 3,363,858,433 3,363,858,433Previous year - - - - - 3,327,818,173 3.327,818,/73

Franklin Templeton Mutual Fund Nil Nil Nil Nil Nil 3,363,858,433 3,363,858,433Previous year - - - - - 3,327,818,173 3,327,818,/73

~ A i"

'!!<'1&_ .....••.... ~----..•.

Related Party Disclosures - Page 1 of 1

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

SCHEDULES FORMING PART OF THE BALANCE SHEET AS AT SEPTEMBER 30, 2010 AND THE PROFIT AND LOSS ACCOUNT FOR THEYEAR ENDED SEPTEMBER 30,2010

SCHEDULE XIII- NOTES TO THE FINANCIAL STATEMENTS

20 Details of Dues to Micro Enterprises and Small Enterprises

Sr No ParticularsI the principal amount and the interest due thereon remain in

unpaid to any snpplier as at the end ofllle acconnting year10,678

Se tember 30, 2009Ru ees

17,447

4

the amount of interest paid by the buyer in tenus of section16 of the Micro Small and Medium Enterprise DevelopmentAct, 2006, along with the amounts of the payment made tothe supplier beyond the appointed day during theaccounting yearthe amount of interest dne and payable for the period 0delay in making payment (which have been paid bnt beyonthe appointed day during the year) but without adding theinterest specified under Micro Small and MediumEnterprise Development Act, 2006,

the amount of interest accmed and remaining unpaid at theend of the accounting year;the amount of further interest remaining due and payableeven in the succeeding years, until such date when theinterest dues as above are actually paid to the smallenterprise for the pnrpose of disallowance as a deductiblexpenditure under section 23 of the Micro Small andMedium Enterprise Development Act, 2006,

1,220,272

10,678

10,678

988,950

17,447

17,447

21 SCHEDULE VI OF THE COMPANIES ACT, 1956

Infonnation with regard to other matters specified in paragraphs 4A, 4C and 4D of part II of Schedule VI to the companis Act, 1956 is either Nilor not applicable to the Company for the year ended September 30, 2010.

22 Previous Year's Figures

Prior year amounts have been reclassified wherever necessary to confaml with current year's classifications.

Signatures to Schedule I to XIII fomling part of the financial statements and to the above notes.

For PRICE WATERHOUSEFinn Registration Nnmber: 301112EChartered Accountants

Uday ShahPartnerMembership No,: F-46061

Place: Mumbai

Date: :r0W\.wIVL~ ' ", LO II

'of Directors

\\.9.~~~Harshendu Bindal Vivek Kudva ~ M. B. N. RaoPresident Director Director

6(?S, JayaramCompany Secretary

~ FI{:\f~KLlN TEi\II'LE'rON ASSET :VIANAGEMENT (INDIA) PRIVATE 1.Ii\I\TED

STATEi\lFNT OF TIlE ('OMI'ANY'S I:\TEREST 1:\ StBSII>lAr{y COi\-lI'A:\V ,\S

REQURED BY SECTION 212 OF TI-IE e<rV1PAN1ES ACt'. 19%,All :\ll1onnls in Ind.ian I{npc'es

(ill Subsldiarv Company

ill) Interest of holding ('ompany ,IS atSepll'mblT ~\(),:.,,()')

(e) .'c1 ::~ggrcgatc anloullt (Jt'lhc SubsidiaryCompany's (\OSS),'profil Iwl dealt \'.ltl, In

the Cnrnp~lt1y'saccuunlS

1'01'Ihe Subsn]lary ('ot11p,m)''s YUII

ended September 30, 20 I I)

For the prevIous financial years since il

hce-arne a S'lhSldiary

Ill) '\el ag~.~rcg"le ;1I110llnl of thc SubSldial'\( (lmp,my's nOSS) prol1t deall wllh 11, Ihe

Conlp:Il'IY'S l:lCCt)unts

r:or the S11bsldl;Jry Company's year

cnded SepIl'Inher .'\0, :'.0 I 0

h'1[' the' prl'\'HlUS rin~H)Cl~d years SlIH.'t.: It

bCC<Hlh: a SUhSldl:.I'l"V

~'" .D.~Ilarshendu Bindal

President/' ,

/ ,.Y

~)lu(!;s .IayanlmCompany SCCI'l't:lI'~'

PI"cl' : \l\l",h;II

Date

1'1'1 Capital ,\Iarkeh Limited

I.IOn,! 10 eqully shares ofl~s IO':,ll'h

(rcprescntmg !()()'~;, of the shar,:s ,,,,ued).

,\11 the "b\ne sbare, ;n'C held hII:r,lllk!in lCinplel<ln :\",ct \1,ln:.'gcn'll'lll i l'lll",)I'ril';J1l' I ,irn'lcd :ll1d lh l1i)ll'lIllC'CS

1~1~ (10,U.14)

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED

Annexure

BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE

I. Registration Details

Registration No. ~ State Code o:IIl (Refer Code List)

Balance SheetDate

[ill] [QTI][ill]Date Month Year

II. Capital raised during the year ( Amount in Rs. Thousands)

Public Issue

Bonus Issue

Rights Issue

Private Placement

III. Position of Mobilisation and deployment of Funds (Amount in Rs. Thousands)

Total Liabilities

Sources of Funds

Paid up Capital

Secured Loans

Total Assets

Reserves and Surplus

Unsecured Loans

I"""

FRANKLIN TEMPLETON ASSET MANAGEMENT (INDIA) PRIVATE LIMITED lAnnexure

BALANCE SHEET ABSTRACT AND COMPANY'S GENERAL BUSINESS PROFILE

Application of Funds -

Net Fixed Assets Investments

Net Current Assets ** Miscellaneous Expenditure

CD ~J ITIIIIIJIJ** Excludes Deferred Tax Asset (Net) Rs. 157,083 ('000)

Accumulated Losses

IV. Performance of Company (Amount in Rs. Thousands)

Turnover/Income Total Expenditure

Profit / Loss Before Tax Profit / Loss After Tax

Earning per Share in Rs. Dividend Rate %

V. Generic Names of Three Principal Products / Services of Company (as per monetary terms)

Item Code No.(ITC Code)

ProductDescription

M. B. N. RaoDirector

For and on behalf of the Board of Directors

L--~.Q.~~U~~ =---------::

VivekKud~Director

Harshendu BindalPresident "

/Gr~~Company Secretary

Place: MumbaiDate: :r0Ut\M.~ ~'\ \ '1-0 \ \