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The Asset Management Agreement serves as the primary contractual document between professional investment managers and their clients in India, establishing the framework for discretionary or non-discretionary management of investment portfolios. This agreement is essential for any entity providing asset management services under SEBI regulations and must comply with the SEBI (Portfolio Managers) Regulations, 2020. It details the scope of services, investment strategy, risk parameters, reporting requirements, and fee structures while incorporating necessary regulatory disclosures and compliance requirements. The document is particularly crucial for financial institutions, wealth management firms, and asset management companies operating in India, as it provides legal protection and clarity on the rights and obligations of all parties involved in the investment management relationship.

1. Parties: Identification of the Asset Manager and the Client with complete details as required by regulations

2. Background: Context of the agreement and brief description of the parties' intentions

3. Definitions: Comprehensive definitions of terms used throughout the agreement

4. Appointment and Scope: Formal appointment of the asset manager and detailed scope of services

5. Services: Detailed description of investment management services to be provided

6. Powers and Duties of the Asset Manager: Specific authorities granted to the asset manager and their responsibilities

7. Client Obligations: Responsibilities and obligations of the client including providing accurate information and funds

8. Investment Guidelines: Specific investment parameters, restrictions, and objectives

9. Fees and Expenses: Detailed fee structure, payment terms, and reimbursable expenses

10. Representations and Warranties: Standard and specific representations by both parties

11. Risk Disclosures: Mandatory risk warnings and disclosures as per SEBI requirements

12. Reporting and Valuation: Reporting obligations, frequency, and valuation methodology

13. Confidentiality: Confidentiality obligations and permitted disclosures

14. Term and Termination: Duration of agreement and termination provisions

15. Indemnification: Mutual indemnification provisions and limitations

16. Governing Law and Jurisdiction: Applicable law and jurisdiction for dispute resolution

17. Notices: Process and addresses for formal communications

18. Miscellaneous: Standard boilerplate provisions including force majeure, assignment, and amendments