Terms of Engagement

Terms of Engagement
To,
Mr./Ms./MS ________________________________________________________
Add: _________________________________________________________________
________________________________________________________________________
Ref: PAN No. _________________________________________________________
Dear Sir/Mam,
Thank you for choosing Truemind Capital Services. We welcome the opportunity to work with you as your
Investment Adviser. This engagement letter/agreement outlines the specific terms of the investment
advisory engagement between:
Truemind Capital Services, a Partnership Firm registered under the Indian Partnership Act 1932,
(including the principal officer, person(s) associated with investment advice, investment advisors,
employees hereinafter referred as “TRUEMIND”, “Firm”, “Investment Adviser” severally or jointly wherever
applicable) having its office at 310, 3rd Floor, Hemkunt Chambers, 89, Nehru Place, New Delhi-110019 and
Mr./Ms./MS___________________________________________________(referred as “Client”). This agreement is entered
into by the “TRUEMIND” and the client this _____ day of _____________, 20____.
“TRUEMIND CAPITAL SERVICES” is an investment advisor registered with SEBI under non-individual
category with registration number “INA100006533”. The registration to be renewed before 4th Oct 2021.
The client is seeking investment advice, services related to implementation of the investment advice and
other related services from “TRUEMIND”.
In consideration of the mutual benefits to be derived from this agreement and as per the guidelines
provided by SEBI Circular dated 23 Sep 2020, it is understood and agreed as follows:
1. Appointment of the Investment Adviser: In accordance with the applicable laws, client hereby
appoints, entirely at his / her / its risk, “TRUEMIND” to provide the required services in accordance
with the terms and conditions of this agreement as mandated under Regulation19(1)(d) of the
Securities and Exchange Board of India (Investment Advisers) Regulations, 2013.
2. The consent of the client on the following understanding:
(a) “I / We have read and understood the below mentioned terms and conditions of Investment
Advisory and related services provided by “TRUEMIND” along with the fee structure and
mechanism for charging and payment of fee.
(b) Based on our written request to “TRUEMIND”, an opportunity was provided by “TRUEMIND” to ask
questions and interact with person(s) associated with the investment advice.
3. Declaration from the Investment Adviser:
(a) “TRUEMIND” shall neither render any investment advice nor charge any fee until the client has
signed this agreement.
(b) “TRUEMIND” shall not manage funds and securities on behalf of the client and that it shall only
receive such sums of monies from the client as are necessary to discharge the client’s liability
towards fees owed to the Investment Adviser.
HO: 310, 3rd Floor, Hemkunt Chambers, 89, Nehru Place, Delhi-19. Mob: 9999505324, Web: www.truemindcapital.com
(c) “TRUEMIND” shall not, in the course of performing its services to the client, hold out any
investment advice implying any assured returns or minimum returns or target return or
percentage accuracy or service provision till achievement of target returns or any other
nomenclature that gives the impression to the client that the investment advice is risk-free and/or
not susceptible to market risks and or that it can generate returns with any level of assurance.
4. Maximum fees specified under Investment Adviser Regulations and relevant circulars issued
thereunder by SEBI is given below:
For assets under advice (AUA) mode: The maximum fees that may be charged under this mode shall
not exceed 2.5% of AUA per annum per client across all services offered by the Investment Adviser.
5. Fees charged to the client for advisory and related services and terms of billing:
AAUA Fee as a % of AAUA/Annum

INR 0.20 Crore < AAUA < INR 1 Crore 1.20%
INR 1 Crore < AAUA < INR 2.5 Crore 1.10%
INR 2.5 Crore < AAUA < INR 5 Crore 1.00%
INR 5 Crore < AAUA < INR 10 Crore 0.90%
AAUA > INR 10 Crore To be discussed
AAUA = Average Asset Under Advisory
Inclusive of GST
(a) Terms of Billing
(i) Assets under Advisory (AUA) shall mean the aggregate net asset value of securities and
investment products for which “TRUEMIND” has rendered investment advice irrespective of
whether the implementation services are provided by “TRUEMIND” or concluded by the client
directly or through other service providers.
(ii) Fees will be charged after the end of every three months period. It will be calculated on
average of daily market value of asset under advisory on a proportionate basis as per the
applicable fee slab. An invoice will be sent to the registered email-ID within 10 days after the
end of minimum of 3 months (including the month of signing this agreement) or later as decided
by “TRUEMIND”. Invoice will be raised within 10 days after the end of every three months
period thereafter as applicable to the client.
(iii) Assets under advisory for which daily values are not available, the average will be
calculated by taking the values on the day of investment and after the end of every month.
(iv) Illustration of detailed fee schedule including fee modalities and periodicity, along with how
fee will be determined has been mentioned in Annexure 1. Any modification in the fee schedule
will be informed to the client in advance.
(v) “TRUEMIND” takes INR 10,000 in advance which is adjusted with future billings.
(vi) Fees will be auto-debited through a payment gateway, wherever auto-debit facility is
available, within 10 days of sending the invoice to the registered email-ID. The Client is expected
to keep sufficient funds in the registered bank account for successful auto-debit as per the fee
schedule. “TRUEMIND” may attempt auto debit second time if there is a failure in the first
attempt. Any bouncing charges or other charges levied by your bank in such a process will be
borne by the client only.
(vii)Receipt of payment of fee will be confirmed by “TRUEMIND” through an email to the
registered email-ID of the client.
(viii) The fee is due upon receipt of the invoice, and regardless of the performance of the
portfolio.
(ix) Any change in the fees will be informed to the client at least 30 days in advance via email.
(b) The payment of fees shall be through a mode which shows traceability of funds. Such modes may
include account payee crossed cheque/ Demand Drafts or by way of direct credit to the bank
accounts through NEFT/ RTGS/ IMPS/ UPI or any other mode specified by SEBI from time to time.
However, the fees shall not be accepted in cash.
6. Scope of Services:
“TRUEMIND” shall provide the following services to the Client on an ongoing basis:
(a) Provide investment advisory services based on the investment philosophy as explained in the
Annexure 2. Assist in implementation services, if the facility and system for such implementation
is available at “TRUEMIND”, using physical forms which may be signed in advance or through
different online mediums. Currently, “TRUEMIND” assist in implementation in direct plans of
mutual funds only but may offer implementation in other products category in future.
(b) Help you in reviewing and prioritizing your goals and investment objectives.
(c) Regular review and monitoring of existing investments under advisory of “TRUEMIND”.
Developing an asset management strategy in the form of tactical asset allocation, provide
product recommendations and portfolio reallocation & rebalancing aligned to the investment
objective and risk profile of the client.
(d) Developing an action plan to implement the agreed upon investment strategy.
(e) Analyzing your outstanding investments held at other places i.e. not under advisory of
“TRUEMIND”. There may be additional charges for such activity depending upon the objective
and complexity of the whole exercise. Such charges will be communicated to you before the
exercise of analyzing the other outstanding investments is taken up by “TRUEMIND”.
(f) Assist in the transfer of investment accounts currently held at other places.
(g) Completing a retirement planning assessment, including financial projections of assets required
at estimated retirement date if asked by the client.
(h) Identifying tax planning strategies to optimize portfolio returns in view of existing capital
market scenarios.
(i) Referral to other professionals, as required, to assist with implementation of the action plan.
(j) Provide other service-related activities like delivery of portfolio reports, pick-up of documents
and other servicing requirements, if available and as may be required limited to the aforesaid
services.
(k) Advisory regarding health insurance and life insurance will be provided if asked by the client.
(l) “TRUEMIND” provides implementation services through its online platform
www.truemindcapital.com, apart from assisting implementation through other modes as and if
required.
For all the services related queries, a written request needs to be raised to your designated
Investment Adviser or operations team, depending upon the type of service request, who would
initiate the request and shall communicate the approximate time for the service of your query. The
client shall be informed about the same within 3 working clear days (excluding the day of
communication). The aforesaid time period can be changed on the basis of other written
communication with the client or as may be mutually agreed between client and the Firm.
This will be an on-going professional relationship. We will discuss over the call/email or meet if
needed on quarterly basis to ensure the asset allocation and investment plan is still appropriate for
you or modify it to suit any changes in personal & economic situation and capital market dynamics.
7. Functions, obligations, duties and responsibilities of “TRUEMIND”
(a) Following terms of compliance with the Securities and Exchange Board of India (Investment
Advisers) Regulations, 2013 and its amendments, rules, circulars and notifications.
(b) Staying in compliance with the eligibility criteria as specified under the Investment Adviser
Regulations at all times.
(c) Following risk profiling procedure of client including their risk capacity and risk aversion using a
questionnaire. Unless risk profile is determined and communicated to the client, “TRUEMIND” will
not provide any advice. Risk profile update request will be sent in the quarter of April-June every
year by “TRUEMIND” or will be updated as and when requested by the client.
(d) Providing reports to clients on potential and current investments, wherever applicable.
(e) Maintenance of records i.e. client-wise KYC, risk assessment, analysis reports of investment advice
and suitability, terms and conditions document, related books of accounts and a register
containing list of clients along with dated investment advice and its rationale in compliance with
the Securities and Exchange Board of India (Investment Advisers) Regulations, 2013.
(f) Complying with provisions regarding audit as per the Securities and Exchange Board of India
(Investment Advisers) Regulations, 2013.
(g) To abide by the Code of Conduct as specified in the Third Schedule of the Securities and Exchange
Board of India (Investment Advisers) Regulations, 2013.
8. Designated Wealth Manager/Investment Adviser
(a) The Investment Adviser who will be designated to you will be informed to you and opportunity
will be provided to speak to him/her during our pre-onboarding discussion if requested by the
client in writing. After signing of the agreement, a designated investment adviser will be assigned
to you.
(b) The firm may from time to time designate other advisor in the firm as your Investment Adviser.
The change in designated investment adviser will be informed to you in advance.
9. Investment Objective and Guidelines:
(a) “TRUEMIND” will recommend direct implementation of advice i.e. zero-commission investments
options, if available, through direct schemes/direct codes, and other client
specifications/restrictions on investments, if any. “TRUEMIND” will primarily offer advice in
direct plans of mutual funds. However, “TRUEMIND”, at its discretion, may offer
recommendations & advice on fixed deposits, ETF products, direct plans of PMS, REITs, AIFs,
stocks and other investment products depending upon our assessment of attractiveness of these
products compared to the mutual funds along with availability and manageability of these type of
products in terms of operations, processes and system setup within “TRUEMIND”.
(b) “TRUEMIND” will provide particulars regarding financial plan or model or strategy as agreed with
the client (based on the risk profiling conducted for the client, total Asset Under Advisory (AUA)
of the client and time period for deployment).
(c) “TRUEMIND” will consider tax related aspects pertaining to investment advice and as applicable
on the investment adviser’s fee.
10. Client Representations & Responsibilities: The Client represents to the Firm the following and
understands and agrees that the Firm is relying on these representations and responsibilities:
(a) The Client certifies that he/she/it is legally empowered to enter into or perform this agreement.
In case of family portfolio, client agrees that he is empowered by family members to enter into or
perform this agreement on their behalf. Family members include spouse, children, dependent
siblings and parents.
(b) The Client agrees that he/she/it will provide the Firm with the necessary information on an
ongoing basis to provide the agreed upon services. Client agrees that any changes in the
information provided by the client to “TRUEMIND” will be communicated by the client by writing
an email.
(c) The Client understands and agrees that the Firm performs services for other clients and may
make recommendations to those clients that differ from the recommendations made to the Client.
The Client agrees the Firm does not have any obligation to recommend for purchase or sale any
security or other asset or asset allocation it may recommend to any other client.
(d) The Client agrees the Firm obtains information from a wide variety of publicly available sources
and cannot guarantee the accuracy of the information or success of the advice which it may
provide. The information and recommendations developed by the Firm is based on the
professional judgment of the Firm and the information the Client provides to the Firm.
(e) The Client acknowledges and agrees that the Firm shall not be obligated to provide any services
under this Agreement with or for the Client if, in the Firm’s reasonable judgment, this would (i)
violate any applicable law of land or any applicable rule or regulation of any regulatory agency, or
(ii) be inconsistent with any internal policy maintained by the Firm from time-to-time relating to
business conduct with its Clients.
(f) The Client acknowledges all investments involve risks and that some investment decisions will
result in losses, including the potential for the loss of their principal that has been invested. The
Client understands that the Firm cannot guarantee their investment objectives will be achieved.
(g) The Client understands and agrees that the Firm will not be liable for any loss incurred as a result
of the services provided to the Client by Firm or any employee of the Firm.
(h) The Client agrees to maintain Asset Under Advisory (AUA) of at least INR 20 Lakhs as a minimum
requirement under the Gold Plan. Any shortfall in the value of AUA will be made good by the
Client within 30 days.
(i) The Client agrees to abide by the terms & conditions, rules & regulations and understand the key
features and risk factors of the mutual fund scheme(s).
(j) The Client agrees to abide, within the prescribed time, by all the rules and regulations set by SEBI
and “TRUEMIND” from time to time pertaining to Terms of Engagement, Risk Profiling, KYC, and
other related compliance requirements. The client agrees that any non-compliance can lead to
termination of the account and “TRUEMIND” will not be liable for any losses occurring to you
from such termination.
(k) The Client confirms and believes that all the recommendations made by “TRUEMIND” to the client
are appropriate for the client as per the client’s investment objective and risk profile.
(l) The Client understands that mutual funds are subject to market risks, has understood the key
features of mutual fund investment after reading all scheme related information carefully. The
client understands that there can be no assurance that the objectives of investments and of the
schemes will be achieved.
(m) Key information of mutual funds schemes, recommended by “TRUEMIND”, including the
performance track record is available on website www.truemindcapital.com. Client agrees to
check such information from the website or other publicly available information from verifiable
and reliable sources before implementing the advice.
(n) When using the platform www.truemindcapital.com, the client agrees to abide by the latest terms
& conditions mentioned on the platform for its usage.
11. Basis of Advice: The Firm obtains information of all material facts relating to the key features of the
products or securities, particularly, performance track record of the recommended investments from a
wide variety of publicly available sources such as mutual funds data websites and other publicly
available news sources on the internet or print media and third party data providers and has no sources
of inside or private information. The recommendations developed by “TRUEMIND” are based upon the
professional judgement of the Investment Adviser. “TRUEMIND” cannot and does not guarantee the
results of its recommendations or actions. Client agrees to verify such information on their own. Client
agrees to verify such information on their own. Client is solely responsible for electing to follow or not
follow any information or recommendation given by the Firm and the client is solely responsible for any
gains or loss arising from such actions.
12. Reverse Feed and Portfolio Reporting: The Client authorizes “TRUEMIND” for receiving his/her/it’s
investment details and reverse feed files from the AMCs/RTAs. The Client hereby give consent to
share/provide the transactions data feed/portfolio holdings/ NAV etc. in respect of his/her/it’s
investments under direct plans of all schemes advised by “TRUEMIND” tagged with the SEBI Registered
Investment Adviser Code of “TRUEMIND” (RIA Code - INA100006533).
13. Risk Factors: Mutual Fund investments are subject to market risk. The investments in mutual funds
can undergo excessive volatility. Our investment strategy and recommendation will contain a detailed
statement of risks associated with each type of investment covering the standard risks associated with
each type of investment in securities and investment products.
14. Amendments: The agreement may be amended by mutual written consent of the parties. Any
amendments suggested by TRUEMIND will be shared at least 14 days in advance before it is applicable.
If any amendments are not agreeable by the client, they can terminate the engagement by providing a
30 days’ notice period. Such amendments won’t be applicable on the accounts under notice period.
15. Termination
This Agreement may be terminated under the following circumstances, namely-
(a) This Agreement shall continue to subsist until it is terminated in accordance with the provisions of
this Agreement.
(b) Either Party shall be entitled to terminate this Agreement at any time without assigning any reason
by giving 30 days prior written notice to the other party.
(c) Either Party may terminate this Agreement without giving notice at any time if: (i) the other Party
commits any material breach of its obligations under this Agreement and (if such breach is capable
of remedy) fails within one month of receipt of notice served by the first Party requiring it so to do
to make good such breach.
(d) The termination of this Agreement will be without prejudice to the rights and claims of either Party
which may have accrued or arisen prior to the termination, provided that the terms of this
agreement are not violated.
(e) Non-payment or delay in payment of applicable fees within 30 days of due date as mentioned in the
invoice. “TRUEMIND” will have discretion on applying this clause.
(f) Suspension/Cancellation of registration of Investment Adviser by SEBI.
(g) Any other action taken by other regulatory body/ Government authority.
(h) Non-cooperation or delay of more than 15 days (from the day of written request by “TRUEMIND”)
by the client on sharing documents or verifiable information with “TRUEMIND” for calculating fee
on AAUA.
At the time of termination of this Agreement “TRUEMIND” shall hand over all details and
documents (if any) which have not been handed over earlier to AMCs/RTAs/Client and also
pending applications, necessary papers, forms, applications, payment instruments, documents, etc.
In the event of pre-mature termination of the agreement, the client shall be refunded the advance fees
for unexpired period. Any outstanding due fee from either party should be settled within 60 days of
termination.
In case of suspension of the certificate of registration of “TRUEMIND”, the client may be provided
with the option to terminate the agreement.
16. Relationship with related parties: “TRUEMIND” is carrying on its activities independently, at an
arms-length basis with its related parties.
17. Other Activities
(a) “TRUEMIND” shall not provide any distribution services, for securities and investment products,
either directly or through their group to an advisory client;
(b) “TRUEMIND” shall not provide investment advisory services, for securities and investment
products, either directly or through their group to the distribution client.
18. Representation to Client: “TRUEMIND” ensures that it will take all consents and permissions from the
client prior to undertaking any actions in relation to the securities or investment product advised by
the investment adviser. “TRUEMIND” shall not seek any power of attorney or authorizations from the
clients for implementation of investment advice.
19. Conflict of Interest: “TRUEMIND” will disclose all conflicts of interest as and when they arise and not
derive any direct or indirect benefit out of the client’s securities/investment products.
20. Maintenance of Account & Confidentiality
“TRUEMIND” shall be responsible for maintenance of client accounts and data as mandated under the
Securities and Exchange Board of India (Investment Advisers) Regulations, 2013.
Except as required by law or requested by regulatory authorities, (a) “TRUEMIND” agrees to maintain
in strict confidence all of Client’s non-public personal and financial information that Client furnishes to
“TRUEMIND”, except for information that Client explicitly agrees to share publicly, and (b) Client
agrees to maintain in strict confidence all investment advice and other non-public information that
Client acquires from “TRUEMIND” in connection with his dealing with “TRUEMIND”. Client agrees that
client shall not use investment recommendations and other confidential information client receives
(including fees charged for services) from “TRUEMIND” for any purpose other than managing the
investments under advisory of “TRUEMIND”, including, but not limited to, developing a service that
competes with the “TRUEMIND”’s services. The confidentiality clause will continue even post
termination of this agreement.
21. Liability of Investment Adviser
“TRUEMIND” shall not incur any liability by reason of any loss, which a client may suffer by reason of
any depletion in the value of the assets under advice, which may result by reason of fluctuation in asset
value, or by reason of non-performance or under-performance of the securities/funds or any other
market conditions.
22. Representations and Covenants:
Qualifications of the principal officer:
(a) A professional qualification or post-graduate degree or post graduate diploma (minimum two
years in duration) in finance, accountancy, business management, commerce, economics, capital
market, banking, insurance or actuarial science from a university or an institution recognized by
the Central Government or any State Government or a recognised foreign university or institution
or association or a CFA Charter from the CFA Institute;
(b) An experience of at least five years in activities relating to advice in financial products or
securities or fund or asset or portfolio management;
Qualifications of the person(s) associated with investment advice other than the principal officer:
(a) a professional qualification as provided in clause (a) of point number 18 of this agreement
(b) an experience of at least two years in activities relating to advice in financial products or
securities or fund or asset or portfolio management
An individual investment adviser or principal officer of a non-individual investment adviser,

registered under these regulations and persons associated with investment advice shall have, at all
times a certification on financial planning or fund or asset or portfolio management or investment
advisory services from NISM.
We have all applicable approvals and consents as required from regulatory / statutory bodies, third
party consents, corporate approvals etc. and covenant to maintain them throughout the validity of
this agreement.
23. Death or Disability of client: “TRUEMIND” shall provide appropriate transition services to your
nominee or legal heir in the event of your death/disability, succession, nomination, representation etc.
24. Grievance Redressal, settlement of disputes and provision for arbitration: Any grievances,
concerns or complaints regarding breach of these terms & conditions shall be immediately informed by
sending an email to truemind.grievance@gmail.com or via writing to the following address:
Mr. Sumit Duseja,
Principal Officer, Truemind Capital Services

310, 3rd Floor, Hemkunt Chambers, 89, Nehru Place, New Delhi-110019
Mob: 9999505324 Email: connect@truemindcapital.com
The laws of India govern this Agreement and are subject to SEBI guidelines, circulars, press releases
or notifications that may be issued by SEBI from time to time or the Government of India, to regulate
the activities of RIAs (Registered Investment Advisors). All disputes are subject, firstly, to mediation,
and then by Arbitration by a sole arbitrator appointed by “TRUEMIND”. The venue of arbitration will
be Delhi. These terms shall be construed in accordance with the laws prevalent in India.
(a) If any dispute or difference of any kind whatsoever shall arise between the Firm and Client in
connection with or arising out of this Terms of Engagement, anyone shall promptly and in good
faith negotiate with a view to its amicable resolution and settlement.
(b) In the event no amicable resolution or settlement is reached within a period of fifteen (15) days
from the date on which the dispute or difference arose, such dispute or difference shall be
referred to a mutually acceptance single Arbitrator or, upon the failure of the Parties to agree
upon a single Arbitrator, within a period of ten (15) days, each Party shall appoint one arbitrator
each and the two appointed arbitrators shall appoint the third arbitrator who shall act as the
presiding arbitrator under the provisions of the Indian Arbitration and Conciliation Act, 1996. The
arbitration proceedings shall be held in New Delhi and the arbitrators shall give a reasoned
award. It is agreed that the arbitrators shall also determine and make an award as to the costs of
the arbitration proceedings.
(c) In case of any major unresolved grievance, the Client can lodge their complaints at
http://scores.gov.in SEBI Local Office Address: 5th Floor, Bank of Baroda Building,16, Sansad
Marg, New Delhi – 110001
25. Severability: If any provision of this Agreement shall be held or made invalid by a court decision,
statute, rule or otherwise, the remainder of this Agreement shall not be affected thereby.
26. Force Majeure: “TRUEMIND” shall not be liable for delays or errors occurring by reason of
circumstances beyond its control, including but not limited to acts of civil or military authority,
national emergencies, work stoppages, fire, flood, catastrophe, acts of God, insurrection, war, riot, or
failure of communication or power supply, breach, or virus in the processes or payment or delivery
mechanism, sabotage, explosion, civil commotions, strikes or industrial action of any kind, acts of the
government, computer hacking, unauthorized access to computer data and storage devices, computer
crashes, malfunctioning in the computer terminal, or the systems getting affected by any malicious,
destructive or corrupting code or programme, mechanical or technical errors/failures or power
shutdown, faults or failures in telecommunication, etc. In the event of equipment breakdowns beyond
its control, “TRUEMIND” shall take reasonable steps to minimize service interruptions but shall have
no liability with respect thereto.
27. Miscellaneous
Each party agrees to perform such further actions and execute such further agreements as are
necessary to effectuate the purposes hereof.
28. Indemnification Clauses:
(a) You hereby agree to indemnify and hold harmless “TRUEMIND”/ its authorised representatives,
service providers, Mutual Funds, Asset Management Companies and their officers and agents from and
against any and all damages, costs, direct losses, reasonable expenses, liabilities, awards, judgments
and fines incurred directly arising out of the breach of the undertakings, warranties or any of the terms
of this Agreement by you or any of your representatives on account of gross negligence or wilful
misconduct, fraud, intentional act of omission or commission or any other wrongdoing, by reason of
using advice and other services provided by “TRUEMIND” and/or doing and/or omitting to do anything
in accordance with the terms specified herein or any instructions relating to the online dealing in
mutual funds through “TRUEMIND” platform.
(b) You agree that “TRUEMIND” / its authorised representatives/service providers, Mutual Funds,
AMCs and their officers and agents are not liable for any loss caused through a fall in value of
investment value/NAV etc. which can go up or down depending on the factors and forces affecting
capital markets or any indirect, special or consequential loss you might suffer.
(c) You agree and undertake not to hold “TRUEMIND”/its authorized representatives/service
providers for the following:
i. any delay or failure in processing the transactions carried out by you due to any system failure or for
any other reason whatsoever.
ii. for any loss or damage incurred or suffered by you due to withdrawal or termination or suspension
of the dealing facility arising from or caused by any reason whatsoever.
iii. for any loss or damage incurred or suffered by you due to any error, incorrect information, defect,
failure or interruption in the dealing arising from or caused by any reason whatsoever.
(d) If the foregoing limitation is held to be unenforceable, the maximum liability of “TRUEMIND”/its
authorised representatives/service providers to you shall not exceed the amount of convenience
fees/service charges/subscription charges paid by you for availing the services.
29. Disclaimer: “TRUEMIND” expressly disclaims all warranties of any kind, express, implied or statutory,
relating to “TRUEMIND” content and/or user information, including without limitation the warranties
of title, merchantability, fitness for a particular purpose, non-infringement of proprietary rights, course
of dealing or course of performance. “TRUEMIND” disclaims any warranties, express or implied:
(a)regarding the availability, security, accuracy, reliability, timeliness and performance of

“TRUEMIND”, content and/or user information;
(b)that “TRUEMIND” and services provided by it will be error-free or that any errors will be corrected;
(c)that “TRUEMIND” systems will be free from electronic viruses, malwares, phishing; or other
malicious, destructive or undignified code, program.
(d)regarding the performance of or accuracy, quality, currency, completeness or usefulness of any
information provided by “TRUEMIND” including but not limited to information obtained through
social media pages of “TRUEMIND”.
No advice or information, whether oral or written, obtained by you from “TRUEMIND”, shall create
any warranty not expressly stated in this Agreement. If you choose to rely on such information, you
do so solely at your own risk.
In no event shall “TRUEMIND” or any of its officers, directors, employees, or agents be liable to you
for any damages whatsoever, including without limitation indirect, incidental, special, punitive, or
consequential damages, arising out of or in connection with your use of “TRUEMIND” services,
content and/or user information, including but not limited to the quality, accuracy, or utility of the
information provided as part of or through “TRUEMIND” or for any investment decisions made on
the basis of such information, whether the damages are foreseeable and whether or not
“TRUEMIND” has been advised of the possibility of such damages. The foregoing limitation of
liability shall apply to the fullest extent permitted by law in the applicable jurisdiction and in no
event “TRUEMIND's” cumulative liability to you shall exceed the amount of convenience
fees/service charges/subscription charges paid by you for availing the services.
30. Disclosures:
(a) The firm doesn’t receive any consideration by way of remuneration or compensation or in any other
form whatsoever, received or receivable by it or any of its associates or subsidiaries for any
distribution or execution services in respect of the products or securities for which the investment
advice is provided to the client.
(b) The firm before recommending the services of a stock broker or other intermediary to a client, will
disclose any consideration by way of remuneration or compensation or in any other form whatsoever,
if any, received or receivable by the firm and the client can choose if the client desires to avail the
services of such intermediary.
(c) The firm shall disclose to the client any actual or potential conflicts of interest arising from any
connection to or association with any issuer of products/ securities, including any material information
or facts that might compromise it objectivity or independence in the carrying on of investment
advisory services.
(d) The firm shall disclose to the client its holding or position, if any, in the financial products or securities
which are subject matter of advice. The firm and its representatives invest in mutual funds and stocks
for short term liquidity management and investment appreciation.
Acknowledgement
Dated this _____ day of ____________, 20___
Client:
I/We have read, understood and accept the Terms and Conditions of this letter of engagement.
_________________________________
Name:
Truemind Capital Services:
I accept the terms of this letter of engagement.
________________________________
Name: Designation:
[Annexure 1]
Gold Plan - Illustration of Fee Schedule & Calculations
Illustration for a portfolio with applicable fee of 1.20% on AUAA/annum for understanding purpose
only.
Market Value of Fee
Date Activity Method Time Period Asset Under Amount
Advice (INR) (INR)
12-Oct-20 Signing of the Agreement Physical or Esigning NA 0
Within 10 days (i.e. before 22 Oct 2020) from
15-Oct-20 Advance Fee Invoice INR 10,000 will be sent to registered email-ID 10,000
the date of signing the agreement
After the end of 3 months (i.e. 31 Jan 2021)
Calculating the AUA for and before the end of seven months (i.e.
31-Jan-21 Verifiable data of investment under advisory 52,56,434
raising the second invoice before 30 May) including the month in which
agreement was signed
Based on average of daily market values of Within 10 days (i.e. 10 Feb 2021) from end of
Raising of Second Fee
05-Feb-21 asset under advisory from 12 Oct 2020 to 31 3 months period and before the end of six 15,906
Invoice
Jan 2021 months as decided by "TRUEMIND"
After the end of 3 months from the date till
Calculating the AUA for
30-Apr-21 Verifiable data of investment under advisory which the invoice has been raised i.e. 31 Jan 68,75,678
raising the third invoice
2021 in this case
Based on average of daily market values of Within 10 days (i.e. 10 May 2021) from end
Raising of Third Fee
04-May-21 asset under advisory from 1 Feb 2021 to 30 of last 3 months service period (i.e. 30 Apr 16,352
Invoice
Apr 2021 2021)
31-Jul-21 Verifiable data of investment under advisory which the invoice has been raised i.e. 30 Apr 65,43,239
raising the fourth invoice
2021 in this case
Based on average of daily market values of Within 10 days (i.e. 10 Aug 2021) from end of
Raising of Fourth Fee
07-Aug-21 asset under advisory from 31 Apr 2021 to 31 last 3 months service period (i.e. 31 July 20,268
Invoice
July 2021 2021)
31-Oct-21 Verifiable data of investment under advisory which the invoice has been raised i.e. 31 Apr 71,23,454
raising the fifth invoice
2021 in this case
Based on average of daily market values of Within 10 days (i.e. 10 Nov 2021) from end of
06-Nov-21 Raising of Fifth Fee Invoice asset under advisory from 31 July 2021 to 31 last 3 months service period (i.e. 31 Oct 21,077
Oct 2021 2021)
and so on..
Asset Under Payment Payment

Particulars (INR) Fee Calculation/Amount
Advisory Received Due
For Invoice Raised on 15 Nov 2020 NA INR 10,000 B = 10,000 A - B = 0
For Invoice Raised on 5 Feb 2021 Actual AUA
AUA noted on 12 Oct 2020 0
AUA noted on 31 Jan 2021 52,56,434
C = (43,58,739*1.2%)*(Number of days of observation
Average of Daily Market Value of AUA 43,58,739
i.e. from 12 Oct 2020 to 31 Jan 2021)/365 = 15,906
Advance Fee D = 15,000
Net Invoice Raised C - D = 15,906-10,000 = 5906 6,000 -94
For Invoice Raised on 4 May 2021 Actual AUA
AUA noted on 1 Feb 2021 52,56,434 Assuming no change in AUA from the last day
AUA noted on 31 Apr 2021 68,75,678
E = (56,84,519*1.2%)*(Number of days of observation
i.e. from 1 Feb 2021 to 30 Apr 2021)/365 = 16,446
Advance Fee F = 94
Net Invoice Raised E - F = 16,446-94 = 16,352 16,000 352
For Invoice Raised on 7 Aug 2021 Actual AUA
AUA noted on 1 May 2021 68,75,678 Assuming no change in AUA from the last day
AUA noted on 31 July 2021 65,43,239
G = (66,56,780*1.2%)*(Number of days of observation
i.e. from 1 May 2021 to 31 July 2021)/365 = 19,916
Advance Fee H = -352
Net Invoice Raised G - H = 19,916-(-352) = 20,268 20,268 0
For Invoice Raised on 6 Nov 2021 Actual AUA
AUA noted on 1 Aug 2021 65,43,239 Assuming no change in AUA from the last day
AUA noted on 31 Oct 2021 71,23,454
I = (70,45,092*1.2%)*(Number of days of observation i.e.
from 1 Aug 2021 to 31 Oct 2021)/365 = 21,077
Advance Fee J=0
Net Invoice Raised I - J = 21,077-(0) = 21,077 21,077 0
Please note that average of daily market value of AUA is taken for calculation of fee. This is not the
average of the AUA in the beginning and at the end of month. You can request for more detailed
calculation of AAUA by writing an email to us.
[Annexure 2]
Gold Plan - Investment Management Services (IMS)
IMS is “strategic” and “active” management of the investment portfolio across various asset classes
in mutual funds i.e. equity, debt and gold. IMS can also be defined as active asset allocation &
rebalancing to create a suitable portfolio positioning with the changing market scenario. The goal of
the strategy is to improve the risk-adjusted returns of passive management investing. Insurance planning
(Health & Life) and tax efficient investment planning also forms the complementary offerings of
IMS.
What are the benefits of IMS?
Being actively managed, IMS enhances the upside potential while limiting the downside volatility.
In the process, the strategy has historically generated significant out-performance over the
benchmark in the long term.
What other services you get in IMS?
• Dedicated Investment Adviser with strong credentials

• Analysis of existing investments at the time of taking over the management of the portfolio
• Regular monitoring and reviewing of the investment portfolio
• Quarterly discussion, if required, to ascertain investment strategy and to review portfolio
performance
Investment Methodology of Truemind Capital Services
Truemind Capital Services aims to deliver investment management experience that endeavours to
maximize the post-tax returns, net of all expenses, customized for each client’s particular risk
appetite.
Our investment management team, led by professionals with CFA® and CFPCM designation having a
decade of experience in investment management, research and analysis, have designed the service
that starts with a diversified portfolio customized for your particular risk appetite. Our investment
management team meets daily in morning to decide/relook the investment strategy, armed with
new set of market information.
We use Mean Reversion principal (i.e. prices and returns eventually move back toward the mean or
average), calculative assumptions and suitable allocation across sub-categories to project expected
returns on equity and debt asset classes. The asset allocation between debt and equity depends
upon your risk appetite and our assessment of market volatility. Allocation across sub-categories in
equity and debt depends upon our valuation analysis of market caps in case of equity mutual funds
and nature of the yield curve in case of debt mutual funds and corresponding potential expected
returns. This method of allocating funds based on current market situation is also known as
Tactical Allocation.
Our scheme recommendations are on the basis of qualitative and quantitative analysis. We give
higher weightage to investment philosophy, investment style & track record of the fund manager
and his team along with portfolio valuation attributes. We quarterly review and update our
recommendations. Portfolio diversification across different schemes also depends upon the amount
of investment.
Our investment methodology employs five steps:
• Asset allocation and strategy across equity and debt based on your risk appetite, investment
horizon, liquidity needs and mode of investment
• Applying Mean Reversion principal, our assumptions and suitable sub-category allocation
to project future returns
• Allocation across sub-categories in equity and debt depends upon our assessment of risk-
reward ratio, margin of safety & valuation analysis of market caps in case of equity mutual
funds and nature of the yield curve in case of debt mutual funds
• Broadly monitor equity & debt markets and dynamically change our investment planning
strategy to maximize returns while minimizing downside
• Scheme recommendations are on the basis of qualitative and quantitative analysis

Terms of Engagement - TMCS - Gold

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Ref: PAN No. _________________________________________________________

2. The consent of the client on the following understanding:

3. Declaration from the Investment Adviser:

AAUA Fee as a % of AAUA/Annum

(a) Terms of Billing

8. Designated Wealth Manager/Investment Adviser

9. Investment Objective and Guidelines:

This Agreement may be terminated under the following circumstances, namely-

(f) Suspension/Cancellation of registration of Investment Adviser by SEBI.

17. Other Activities

20. Maintenance of Account & Confidentiality

21. Liability of Investment Adviser

Qualifications of the principal officer:

An individual investment adviser or principal officer of a non-individual investment adviser,

Mr. Sumit Duseja,

Principal Officer, Truemind Capital Services

28. Indemnification Clauses:

(a)regarding the availability, security, accuracy, reliability, timeliness and performance of

Truemind Capital Services:

I accept the terms of this letter of engagement.

Gold Plan - Illustration of Fee Schedule & Calculations

Asset Under Payment Payment

Gold Plan - Investment Management Services (IMS)

What are the benefits of IMS?

What other services you get in IMS?

• Dedicated Investment Adviser with strong credentials

Investment Methodology of Truemind Capital Services

• Scheme recommendations are on the basis of qualitative and quantitative analysis

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