Disclosure FY 2014-15(i) Revised format for disclosure of vote cast by Mutual Funds - during an individual quarterDetails of Votes cast during the Financial year 2014-2015Quartersr. no Meeting DateCompany NameType of meetings (AGM/EGM)Proposal by Management or ShareholderProposal's description Investee companys Management RecommendationVote (For/ Against/ Abstain)Reason supporting the vote decisionI17/4/14DLF LimitedPostal BallotManagement proposalAppointment of Mr. Mohit Gujral as Whole-time DirectorForForMr. Gujral, Aged about 55 years, has experience of more than 25 years as an entrepreneur and as a business leader with diverse experience in successfully incubating and growing businesses and designing buildings in residential, commercial and retail segments He holds a degree in architecture from CEPT, Ahmedabad. he thereafter became the Principal Architectand Chief Designer at Designplus Architecture, a leading architectural design firm. Subsequently, he expanded his role by setting up Delanco Real Estate, a full fledged realestate company in association with DLF. Mr. Gujral has tohis credit, many architectural accomplishments. None of the other directors, keymanagerial personnel of the Company and their relatives except Mr. Mohit Gujral, are in any way, concerned or interested in the resolution.Considering the rich experience which Mr. Mohit Gujral possess, it would be beneficial for the Company in its future prospects.We may assent to the resolution

2Management ProposalAppointment of Mr. Rajeev Talwar as Whole-time DirectorForForMr. Talwar, aged about 59 years, Masters Degree holder from St. Stephens College, Delhi and an IAS Officer of 1978 batch has worked in various capacities in the Ministry of Home Affairs, Indian Tourism Development Corporation, Ministry of Transport, Govt. of NCT of Delhi etc. He has rich experience of policymaking in crucial sectors of the economy with exposure to management of a number of public sector enterprises and statutory bodies in the transport, tourism andinfrastructure sectors. He was on the Board of Delhi Financial Corporation, Delhi Metro Rail Corporation and Indraprastha Gas Limited.

None of the other directors, key managerial personnel of the Company and their relatives except Mr. Rajeev Talwar is, in any way, concerned or interested in the resolution.

Considering the rich experience which Mr. Rajeev Talwar possess, it would be beneficial for the Company in its future prospects.

We may assent to the resolution.

3Management ProposalRe-appointment of Mr. Rajiv Singh as Vice-ChairmanForForMr. Rajiv Singh has been the Vice-Chairman of the Company since 9th April, 1999. The current term of the office of Mr. Rajiv Singh is upto 8th April, 2014.

Mr. Singh being the appointee is interested in the resolution.

Dr. K.P. Singh, Ms. Pia Singh and Mr. G.S. Talwar, Directors being relatives are interested or concerned in passing of the said resolution. None of the other directors, key managerialpersonnel of the Company and their relatives are, in any way, concerned or interested in the resolutionWe may assent to the resolution

410/4/14Ambuja CementsAGMManagement proposalItem no 1 To receive, consider and adopt the Profit & Loss Accountfor the Corporate Financial Year ended 31st December,2013 and the Balance Sheet as at that date and theReports of the Directors and Auditors thereon.to vote for the resolutionForThe Company has earned total revenue Rs. 9,553.97 crore as on 31st December 2013 as compared to Rs. 10,079.17 crore as on 31st December 2012. The Company has incurred total expenses Rs. 8,064.67 crore as on 31st December 2013 as compared to Rs. 7,898.21 crore as on 31st December 2012. Profit before tax being Rs. 1,514.12 crore as compared to Rs. 1,901.83 crore last year. Auditors have in their Audit report made reference to the Order of the Competition Commission of India (CCI), concerning alleged contravention of the provisions of the Competition Act, 2002 and imposing a penalty of Rs 1,163.91 crores on the Company. The Company has not made any provision for the same since they have been advised by external legal counsel that it has a good case for the Competition Appellate Tribunal setting aside the order passed byCCI. In case if the penalty materializes, the amount shall be equal to 80% of its current year profits.Since the Company has made necessary disclosures in their notes to accounts with respect to the liability and keeping in view the advise given by the external legal counsel to the Company, We may assent to the proposal.5Management proposalItem no 2: To declare a dividend on equity shares.to vote for the resolutionfor We propose voting in favor of the resolution to declare dividend on equity shares for the year ended March 31, 2014.6Management proposalItem no 3 : To appoint a Director in place of Mr. Nasser Munjee, whoretires by rotation and being eligible, offers himself for reappointment.Ordinary Resolutionto vote for the resolutionagainstMr. Munjee have been associated with the Company for over 10 Years i.e. since 2001. As per the Companies act 2013 (effective from 01-04-2014), an independent director shall not hold position for more than 5 consecutive years. However he can be eligible for re appointment on passing of special resolution to that effect. Since Mr Munjee has completed five years and resolution sought herein is an ordinary resolution which is not in conformity with the provisions of Companies Act 2013, it is proposed to not to vote in favour of the resolution. However, if the shareholders take a view to pass the above resolution as a special resolution we shall vote in favour of the resolution. Mr. Munjee is a director at over 10 public companies, he cannot be reappointed as a director of the Company unless he resigns from board of at least two companies.7Management proposalItem no 4: To appoint a Director in place of Mr. Rajendra P. Chitale,who retires by rotation and being eligible, offers himself for re-appointment.Ordinary Resolutionto vote for the resolutionagainstMr. Chitale has been associated with the Company for over 10 years. As per the Companies act 2013 (effective from 01-04-2014),, an independent director shall not hold position for more than 5 consecutive years. However he can be eligible for re appointment on passing of special resolution to that effect. Since Mr Munjee has completed five years and resolution sought herein is an ordinary resolution which is not in conformity with the relevant provisions of the Companies Act 2013, it is proposed to not to vote in favour of the resolution. However, if the shareholders take a view to pass the above resolution as a special resolution we shall vote in favour of the resolution.8Management proposalItem no 5: To appoint a Director in place of Dr. Omkar Goswami, whoretires by rotation and being eligible, offers himself for reappointment.to vote for the resolutionfor We may assent to the resolution. No concerns observed9Management proposalItem no 6: Appointment of Auditors to vote for the resolutionagainstThe Company proposes to appoint SRBC & Co LLP as auditor in place of the retiri ng auditors, S.R. Batliboi & Co LLP. S.R. Batliboi has been auditors of the Company for last 10 years. S.R. Batliboi and SRBC & Co. LLP operate under the same umbrella company. As per Companies Act 2013 an audit firm can be appointed for a term of 10 years. The section further states that an audit firm having common partners should not be appointed in its place. Since the above proposal is not in conformity with the provisions of the Companies Act 2013, We may not assent to the resolution10Management proposalItem no 7: Appointment of Mr. Bernard Turner as director of the Companyto vote for the resolutionfor Mr. Bernard Terver was appointed as Additional Director on 4th December,2013. Mr Bernard has more than 35 years of experience in the cement field. Considering his experience and compliance with other provisions we may vote in favour of the resolution

11Management proposalItem no 8: Appointment of Mr. Ajay Kapur as director of the Company Item no 9: Appointment of Mr. Ajay Kapur as Managing Director & CEOto vote for the resolutionforMr. Ajay Kapur an Economics Graduate from St. Xaviers College, and did MBA from Somaiya Institute of Management Studies And Research. He has also completed the Wharton Advanced Management Program. He joined the Company in 1993 from Citibank, and for the first eight years was the Executive Assistant to the then Managing Director, Mr. N.S. Sekhsaria. His main focus was on Marketing Strategies, Brand and Promotion, Logistics Management and Commercial issues. In 2007, he was made India Head Marketing and Commercial Services at Corporate Office and was also inducted as Executive Committee member. In 2009, he was made Business Head of West & South region. Mr. Kapur was elevated to the post of CEO in May, 2012.Keeping in view his experience and compliance with other provisions of the Companies act 2013, we may vote in favor of the resolution.12Management proposalItem no 10: Increase in remuneration of Mr. B. L. Tapariato vote for the resolutionforMr. Taparia was appointed as Non-Executive Director on the Board of the Company w.e.f. 1st September, 2012. The Shareholders at the last Annual General Meeting held on 4th April, 2013 approved the payment of remuneration to Mr. Taparia. Approval of the Central Government was also obtained regarding thesame. Mr. Taparias involvement in the various matters mentioned aforesaid, has increased significantly. As a result, he is devoting more time than the time he was expected to work as per the earlier agreement dated 5th November, 2012.Therefore, in return for his valuable services, the Board has proposed to increase his remuneration from Rs. 9 lakhs per month to Rs. 11 lakhs per month with effect from 1st January, 2014, subject to the approval of