Chola
Chola
Chola
Forward-looking statement
In this Annual Report we may have disclosed forward-looking information to enable investors to comprehend our prospects and take informed
investment decisions. This report and other statements - written and oral - that we periodically make, may contain forward-looking statements that set
out anticipated results based on the management’s plans and assumptions. We have tried wherever possible to identify such statements by using
words such as ‘anticipates’, ‘estimates’, ‘expects’, ‘projects’, ‘intends’, ‘plans’, ‘believes’ and words of similar substance in connection with any discussion of
future performance.
We cannot guarantee that these forward-looking statements will be realised, although we believe we have been prudent in our assumptions. The
achievement of results is subject to risks, uncertainties and inaccurate assumptions. Should known or unknown risks or uncertainties materialise or
should underlying assumptions prove inaccurate, our actual results could vary materially from those anticipated, estimated or projected. Readers
should bear this in mind.
We undertake no obligation to publicly update any forward-looking statements, whether as a result of new information, future events or otherwise.
GOING PHYGITAL
Chola has built its reputation over the past four decades by carefully nurturing relationships within the eco system. The
organization has been engaging closely with customers, manufacturers, dealers and channel partners with a strong
personal touch which has been the cornerstone of its success. The strength of its portfolio has been built through
constant personal interactions across the customer life cycle. As Chola looks to grow to scale it has become necessary to
combine the personal touch with more convenience to ensure better customer experience. A smooth experience helps
engaging with all stakeholders effectively and forms the base for building and further strengthening relationships.
The new world of digitally enabled services helps Chola deliver this personalized experience at scale. The combined
experience is what we call as the “Phygital” experience. Digitization is redefining customer behaviour and affinity to a
brand. Chola has put in place a well-defined roadmap to bring digitization to all its processes.
The businesses and functions at Chola are aligned towards going Phygital. Focus is primarily on the digital on-boarding
of customers that will set the stage to how the organization is preparing for the future. Technology will be leveraged
without losing touch of the need to be in constant personal contact with the customers. Digitization across all functions
and processes will bring this into play. Focus will be on enhancing our underwriting skills at the time of onboarding the
customers and monitoring customer behaviour throughout the lifetime of our relationship with them. Data Analytics will
be leveraged to draw insights into customer behaviour and taking proactive steps in real time. Risk Management will
build resilience with better monitoring and tracking of potential risks. Operations will focus on improving turnaround
time with digitized processes and platforms. Work environment will be improved for employees through enhanced
employee satisfaction derived from empowerment and transparent processes.
By going Phygital, Chola will aspire to build an operating model which thrives on pioneering digital leadership and
thereby augmenting our existing strong relationship in the physical world. In this new journey, Chola is well positioned
to leverage the best of physical and digital worlds.
While digital helps build connections, it’s the physical that will determine the experience. The future for Chola is Phygital.
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
CONTENTS
GLOSSARY
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CORPORATE INFORMATION
Mr. M.M. Murugappan Ms. Bharati Rao Dare House, No. 2, N.S.C. Bose Road, Parrys,
Mr. Ashok Kumar Barat Mr. N. Ramesh Rajan Chennai - 600 001
Mr. Rohan Verma Mr. Arun Alagappan
M/s. S.R. Batliboi & Associates LLP Karvy Fintech Private Limited
Chartered Accountants, 6th & 7th Floor, Karvy Selenium Tower B, Plot 31-32, Gachibowli,
“A” Block, Tidel Park, (Module 601, 701 & 702) Financial District, Nanakramguda, Hyderabad - 500 032
No.4 Rajiv Gandhi Salai, Taramani, Chennai - 600 113 Phone: 040 - 67161514 Fax: 040 - 23420814
Phone: 044 - 66548100 Toll-free No.: 1800-345-4001
Fax: 044 - 22540120 E-mail: einward.ris@karvy.com
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Management Reports Financial Statements
Corporate Overview
ABOUT CHOLA
Cholamandalam Investment and Finance Company Limited (Chola), was incorporated in 1978 as the financial services arm
of the Murugappa Group. Chola commenced business as an equipment financing company and has today emerged as a
comprehensive financial services provider offering vehicle finance, home loans, home equity loans, SME loans, investment
advisory services, stock broking and a variety of other financial services to customers.
Chola operates from 911 branches across India with assets under management of INR 57,560 Crores and has two
subsidiaries, namely Cholamandalam Securities Limited and Cholamandalam Home Finance Limited.
The vision of Chola is to enable its customers enter a better life. Chola has a growing clientele of over 11 lakh happy
customers across the nation. Ever since its inception and all through its growth, the company has kept a clear sight of its
values. The basic tenet of these values is a strict adherence to ethics and a responsibility to all those who come within its
corporate ambit - customers, shareholders, employees and society.
OUR VISION
OUR MISSION
CUSTOMER FIRST : Switch from product focus to customer focus
IMPROVING EFFICIENCIES : Long term customer focus requires profitability and sustainability
PEOPLE POWER : People are our Primary Asset. Happier People = Happier Customers
PRODUCTS WE OFFER
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
Market leaders in served segments including Abrasives, Auto Components, Transmission systems, Cycles, Sugar, Farm
Inputs, Fertilisers, Plantations, Bioproducts and Nutraceuticals, the Group has forged strong alliances with leading
international companies such as Groupe Chimique Tunisien, Foskor, Mitsui Sumitomo, Morgan Advanced Materials,
Sociedad Química y Minera de Chile (SQM),Yanmar & Co. and Compagnie Des Phosphat De Gafsa (CPG). The Group has a
wide geographical presence all over India and spanning 6 continents.
Renowned brands like BSA, Hercules, Montra, Mach City, Ballmaster, Ajax, Parry’s, Chola, Gromor, Shanthi Gears and
Paramfos are from the Murugappa stable. The Group fosters an environment of professionalism and has a workforce of over
50,000 employees.
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Management Reports Financial Statements
Corporate Overview
The Financial Year (FY 18 - 19) started off very well with strong Gross Domestic
Product and growth numbers driven by healthy demand across sectors during first
half of FY 19. During the second half of FY 19, stress in the financial system became
apparent with industry facing liquidity constraints due to restrictive supply of
market funds and was also impacted by auto and real estate sectors slow down.
However, your company did not face any negative impact supported by existing
strong relationships with banks and financial institutions that enabled us to
procure sufficient funds to disburse.
The Profit after Tax for the year was ` 1,186 Crores, a growth of 29%. Our Asset
Under Management (AUM) grew by 32% and disbursements grew by 21%. Our
AUM stood at ` 57,560 Crores with a post - tax Return on Total Asset at 2.4% and
Return on Equity at 20.9%. The Company continued to strengthen its asset quality
and reduced its Non - performing assets (Gross Stage 3) to 2.7% from 3.4% last
year. The company also transitioned from Indian Generally Accepted Accounting
End to end digitization Principles to Indian Accounting Standard (Ind AS) during this year. Therefore,
will improve overall financial results for the year are as per Ind AS. Consequently, for comparison
customer experience purposes, the company has reinstated previous year figures as per Ind AS as well.
through paperless and During second half of FY 19, Non - Banking Financial Companies faced liquidity
automated processes concerns arising out of tight market conditions. Your company had traditionally
adopted a conservative Asset Liability Management policy ensuring that there are
no negative mismatches in any of the time buckets in its structural liquidity statement which ensured the company was
completely insulated from the liquidity tightness in the market. The company shifted its stance in long term borrowings moving
from market borrowings to bank borrowings. To further strengthen this position, the company maintained a high level of liquid
assets to ensure meeting its maturities.
Further, in FY 19, your company started to embed a suite of digital and analytics based capabilities within our three businesses.
There are three key focus areas which the company has identified in this regard - advanced analytics, end to end digitization and
partnerships expansions. Advanced analytics will enable data driven decision making across the value chain through pre -
approved loans, automated underwriting models, cross sell analytics, early warning systems etc. End to end digitization will
improve overall customer experience through paperless and automated processes while reducing our operating expenses.
Partnership expansion will help us achieve scale and offer compelling products and terms to customers.
With strong macro - economic fundamentals, inflation under control, Reserve Bank of India’s (RBI) continued support to boost
liquidity and possible advancement in vehicle purchases due to Bharat Stage - VI implementation next year, the company expects
the industry to bounce back in the FY 20. Your company is committed to sustain the growth levels with superior asset quality.
I would like to take this opportunity to thank all our employees for their sustained contribution. Further, I would like to thank the
Board and RBI for their guidance and support. I would also like to thank our shareholders, bankers and business partners for their
continued support for our company over the years. We will continue to strengthen our core and deliver strong value for all our
stakeholders.
Best Wishes,
M.M. Murugappan
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
Dear Shareholders,
It gives me immense pleasure to share with you the key highlights of the
year gone by.
The year saw Chola manage growth and also handle a special situation very
deftly. Between September - October 2018 the industry faced a turbulent
liquidity market situation triggered by the downgrade in the non banking
space. Most of our competitors were impacted by this liquidity squeeze but
your company responded quickly and increased its liquidity enabling
business to function as usual without any disruption.
The Home Equity Business made a comeback from the previous year with solid recoveries from delinquent accounts. The
use of the Securitization and Reconstruction of Financial Assets and Enforcement of Security Interest (SARFAESI) processes
have enabled strong writebacks of provisions. Disbursements grew by 26 % as compared to the previous period with our
focus clearly on the Self Occupied Residential Property segment. This segment contributes to 82% of the total Home
Equity assets. This enabled us to contain and bring down our Gross Stage 3 Assets level significantly during the year.
Considering the stress in the real estate markets and overall industry performance this improvement is laudable.
In the Home Loans Business we doubled our total assets during the year from ` 978 crores to ` 1,912 crores. FALCON which
is our own proprietary platform enables us to deliver a home loan approval to the client within 15 minutes and deliver
doorstep service to our target customers. This coupled with a presence in 9 states across 132 locations will help us
penetrate the Affordable Housing Segment which is also a National Priority for the Government. During the year we
submitted our application for a licence to set up a Housing Finance Company (HFC) to The National Housing Bank (NHB).
This licence is in the final stages of approval and we expect to receive the same during FY 20.
Your company with its continuous focus on strengthening asset quality, have brought down the Gross Stage 3 Assets to
Total Gross Assets Ratio from 3.4% in March 2018 to 2.7% in March 2019. Gross Stage 3 Assets was reduced from ` 1,476
crores in March 2018 to ` 1,439 crores in March 2019. Similarly the Net Credit Loss to Average Assets ratio improved from
0.8% in FY 18 to 0.6% in FY 19. Your company will endeavour to improve the asset quality in the coming years as well.
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Management Reports Financial Statements
Corporate Overview
As part of our Long Term Strategy, we embarked on a number of initiatives that will help us tap the growing opportunities
in the coming years. A brief summary of these include the following:
For the Vehicle Finance Business which already has 9 different segments and a large footprint across manufacturers and
models, we have embarked on strengthening the sustainability of the market share and improving process and customer
experience with 4 different initiatives:
Strengthening our Vehicle Finance Portal, “GaadiBazaar.in”, for buying and selling new and used vehicles
These initiatives will help us address the market segments better as well as diversify our market and portfolio
risk across the assets and liabilities side.
For the Home Equity Business similar initiatives in the entire customer lifecycle is being planned along with digitization
of our processes.
The Home Loans Business will consolidate its growth by ensuring location level penetration and portfolio management.
In addition to these we have also initiated changes to our support functions:
Strengthened our Analytics Function to help deliver value to the businesses across sourcing and
underwriting processes. This includes an Early Warning System for detecting portfolio deterioration and
enabling early action
Equipped our Information Technology Function with a business focus to enable the automation and
data analytics needed to run the portfolios efficiently. To augment our data analytics initiatives we are
building a Digital Data Lake to capture all moving metrics to enable real time /near real time decisions
for the business
Track Enterprise Risk with the monitoring of Credit Market and Operational Risks with
functional performance indices. These include early indicators that help detect incidents that are likely
to lead to impact on our businesses across the company. We are working to implement a Governance,
Risk and Compliance (GRC) suite that will help monitor these on realtime / near realtime basis
Setup a Digital Human Resources (HR) System that helps us to monitor and run all our HR processes
smoothly with strong data protection and privacy controls
On the capital and liabilities management side we have embarked on a number of initiatives to diversify
our funding base to reduce dependence on a few sources
I am confident that with all these initiatives along with the expected economic growth, your company will forge ahead
and continue to provide value to the nation, the people and the environment. On behalf of the Board of Directors,
I would like to express my sincere gratitude to all the shareholders and our customers for their trust and confidence in
Chola. I look forward to a great year ahead.
Best Wishes,
Arun Alagappan
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
BOARD OF DIRECTORS
Is a non - executive Director on the boards of Mahindra & Mahindra Ltd. and Cyient Ltd
Mr. M.M. Murugappan
(63 years) DIN: 00170478 Served on the Board of governors of IIT Madras, for six years till November, 2011 and has
enabled many industry academic partnerships. Now serves on the board of the IIT - Madras
Chairman & Non - Executive Director Research Park and is a mentor to many companies incubated there
Is a Trustee of the Group’s AMM Foundation, actively involved in the development of various citizenship initiatives, particularly in
education, health care, performing arts and sports
Has been a non - executive Director of Chola since 31 May, 2018 and Chairman of the Board since 26 July, 2018. Prior to that he had
served the Board of Chola as a non - executive Director from January, 2015 till October, 2017
Is a Post Graduate in Economics and a Certified Associate of the Indian Institute of Banking & Finance
Has over 46 years of varied experience in the fields of project finance, international Operations, credit
and risk management
Retired as the Deputy Managing Director and Chief Development Officer of SBI
Held concurrent charge of SBI’s associate banks and non - banking subsidiaries and an advisor for
mergers and acquisitions
Is on the Boards of various companies including Carborundum Universal Limited, Can Fin Homes
Limited, SBI Capital Markets Ltd., SBICAP Securities Ltd., SBI Global Factors Ltd., Tata Tele Services Ltd.,
Neuland Laboratories Ltd. and Delphi - TVS Technologies Ltd Ms. Bharati Rao
Joined the Board of Chola in July, 2014 (70 years) DIN: 01892516
Independent Director
Has varied experience in the fields of finance, mergers & acquisitions, strategy and
governance
Has worked in different roles, operational and staff, as a Chief Financial Officer, Managing
Director and Chief Executive Officer and Country Manager
Is a Director on the Boards of several companies including Bata India Limited, DCB Bank
Limited, Birlasoft Limited and Mahindra Intertrade Limited
Was the Managing Director and Chief Executive Officer of Forbes & Company Limited from
2008 till his retirement in 2016
Mr. Ashok Kumar Barat Worked with Hindustan Lever Limited (now Hindustan Unilever Limited), Pepsi, Electrolux,
Telstra and Heinz
(62 years) DIN: 00492930
Independent Director Was the past President of the Bombay Chamber of Commerce and Industry; currently, Vice
President, Council of EU Chambers in India
Joined the Board of Chola in October, 2017
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Management Reports Financial Statements
Corporate Overview
BOARD OF DIRECTORS
Holds a Bachelor degree in Electrical Engineering from Stanford University and an MBA from
London Business School
Is a recipient of the President’s Award for Academic excellence in Stanford University and Dean’s
List and Distinction Award from London Business School
Is an entrepreneur and a technology thought leader who created India’s very first interactive
mapping portal mapmyindia.com at the age of 19
Has built many technology innovations in the maps and location space
Is a Director on the Board of C.E. Info Systems Private Limited (MapmyIndia), India’s leading maps,
navigation, location technologies and GPS IoT company incorporated in 1992
Is the Founder and Chairman of Infidreams Industries Private Limited, focused on creating
Mr. Rohan Verma social good through technology
(33 years) DIN: 01797489
Independent Director Is a member of the FICCI Young Leaders Forum
Was appointed as an additional director on the Board of Chola in March, 2019
Is on the Boards of Lakshmi Machine Works Limited, Roca Bathroom Product Private Limited, Mr. Arun Alagappan
White Data Systems India Private Limited, Cholamandalam Home Finance Limited and few (42 years) DIN: 00291361
other Murugappa group Companies Executive Director
Joined the Board of Chola as an Executive Director in August, 2017
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
BUSINESS HIGHLIGHTS
KEY FIGURES (STANDALONE) (� in crores)
Gross NPA /Gross Stage 3 Assets 2.7 3.4 4.7 3.5 2.4
Net NPA / Stage 3 (Net off ECL) Assets 1.7 2.2 3.2 2.1 1.3
Note: a. * Growth Ratios (in %) for FY18 is as per IGAAP, since for FY 17 Ind AS is not applicable.
b. Gross Stage 3 Assets and Stage 3 Assets (Net off ECL) is as per Ind AS
c. Numbers are as per Ind AS for the FY19 and FY18 and rest of the years are as per IGAAP, hence not comparable
d. Refer glossary section for terms and ratios
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Management Reports Financial Statements
Corporate Overview
CAGR: 20% Disbursements YOY: 21% CAGR: 16% Business AUM (Net) YOY: 26%
(� in crores) (� in crores)
FY 15 FY 16 FY 17 FY 18 FY 19 FY 15 FY 16 FY 17 FY 18 FY 19
30,451 54,279
25,114 42,924
18,591 34,167
16,380 29,650
12,808 25,453
CAGR: 31% Profit after tax YOY: 29% CAGR: 19% Networth YOY: 21%
(� in crores) (� in crores)
FY 15 FY 16 FY 17 FY 18 FY 19 FY 15 FY 16 FY 17 FY 18 FY 19
1,186
6,176
918
719 5,098
568
435 4,285
3,657
3,173
FY 15 FY 16 FY 17 FY 18 FY 19 FY 15 FY 16 FY 17 FY 18 FY 19
1.5%
1.3% 3.7% 3.7%
1.0%
3.4%
0.8%
0.6% 3.1%
2.6%
Note: a. Numbers are as per Ind AS for the FY 19 and FY 18 and rest of the years are as per IGAAP, hence not comparable
b. Refer glossary section for terms and ratios
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
Construction Equipment
17% 5% Tractor
12%
Light Commercial Vehicle
22% 7%
Older Vehicles
13%
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Management Reports Financial Statements
Corporate Overview
CAGR: 24% Disbursements YOY: 21% CAGR: 16% Business AUM (Net) YOY: 29%
(� in crores) (� in crores)
FY 15 FY 16 FY 17 FY 18 FY 19 FY 15 FY 16 FY 17 FY 18 FY 19
24,807 40,588
20,540 31,440
14,471
12,383 23,631
20,100
9,363
17,639
CAGR: 11% Income YOY: 29% CAGR: 40% Profit before tax YOY: 28%
(� in crores) (� in crores)
FY 15 FY 16 FY 17 FY 18 FY 19 FY 15 FY 16 FY 17 FY 18 FY 19
5,424
1,278
4,190
3,609 996
3,159
2,909
682
555
346
FY 15 FY 16 FY 17 FY 18 FY 19 FY 15 FY 16 FY 17 FY 18 FY 19
2.0%
1.7%
3.7%
3.6%
1.4% 3.2%
3.0%
2.0%
0.8% 0.8%
Note: a. Numbers are as per Ind AS for the FY 19 and FY 18 and rest of the years are as per IGAAP, hence not comparable
b. Refer glossary section for terms and ratios
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
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Management Reports Financial Statements
Corporate Overview
Disbursements YOY: 21% CAGR: 15% Business AUM (Net) YOY: 15%
(� in crores) (� in crores)
FY 15 FY 16 FY 17 FY 18 FY 19 FY 15 FY 16 FY 17 FY 18 FY 19
3,837 11,626
3,476 10,095
3,174 9,593
3,056 8,852
3,043
7,280
CAGR: 14% Income YOY: 5% CAGR: -7% Profit before tax YOY: 38%
(� in crores) (� in crores)
FY 15 FY 16 FY 17 FY 18 FY 19 FY 15 FY 16 FY 17 FY 18 FY 19
1,247 305
1,217 261
1,184
240
1,124 221
941 207
FY 15 FY 16 FY 17 FY 18 FY 19 FY 15 FY 16 FY 17 FY 18 FY 19
1.0%
3.7%
0.8% 3.2%
0.7% 2.8%
2.3%
0.5% 2.2%
-0.05%
Note: a. Numbers are as per Ind AS for the FY 19 and FY 18 and rest of the years are as per IGAAP, hence not comparable
b. Refer glossary section for terms and ratios
c. Income and PBT are reported at Business AUM level
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
AFFORDABLE HOUSING
Affordable housing segment is one of the fastest growing segments.
While the housing finance industry has been growing at 15 - 19%,
affordable housing finance segment has been growing at 30%+. The
recent liquidity crisis has resulted in differentiating the long term
players with strong balance sheet vis-a-vis the frivolous players in
this segment.
PRODUCTS
Key Differentiators
Home Loans for Balance transfer of In principle sanction at
Self construction existing home loans customer place
FY 15 89 FY 15 121
FY 16 175 FY 16 264
FY 17 325 FY 17 518
FY 18 606 FY 18 984
FY 19 1157 FY 19 1912
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Management Reports Financial Statements
Corporate Overview
OUR SUBSIDIARIES
Sales teams are empowered to provide decisions on lending to the customer at the customer’s location using a digital
on - boarding process which is fast and convenient. Sales executives can provide an in principle sanction while sitting with
the customer based on the score, generated by the underwriting model. The on - boarding solution that has been
implemented is completely digital and leverages on the fin-tech offerings in the market like bank statement analyser, KYC
validation etc.
PRODUCTS OFFERED
Stock Broking Services | Depository Participant Services
PRODUCTS DISTRIBUTED
Mutual Funds | Life Insurance | General Insurance | Bonds & Debentures | Fixed Deposits | PMS | IPO | ETF | SIP
Awards
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
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Management Reports Financial Statements
Corporate Overview
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
Awards
Chola Operations have won two prestigious awards at the CII Southern
Region Kaizen competition - 13th Edition in the month of July 2018. Out of a
humungous number of 207 Kaizen entries across various industries, the
Chola team walked away with the honors.
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Management Reports Financial Statements
Corporate Overview
TALENT RESOURCING :
Key Focus Areas
In the year FY 19 Chola has had 25% of growth in overall staff
headcount. Employee referrals continue to be the primary
source for Talent Identification. To address the challenge of Career Development Initiatives for all top
increasing new entrants in the NBFC space and people performing branch employees
poaching from competition, targeted zone wise, talent
resourcing initiatives were rolled out such as Market Partnering for productivity augmentation
DIGITIZATION :
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
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Management Reports Financial Statements
Corporate Overview
21 DAYS
41
PLUS
ION
MILLN
LISTEERS
&
16 STATES
ACROSS
32 CITIES
45 DAYS
30
PLUS
MILLION
VIEWS
SOCIAL MEDIA PL
ATFORM
S
ACROSS
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
FINANCIAL HIGHLIGHTS
Operating Results
Assets
Key Indicators
Earnings per Equity Share - Basic (₹) 75.87 58.75 46.01 37.50
Earnings per Equity Share - Diluted (₹) 75.81 58.70 45.99 37.46
Book Value per Equity Share (₹) 394.97 326.11 274.19 236.60
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Management Reports Financial Statements
Corporate Overview
FINANCIAL HIGHLIGHTS
(� in Lakhs)
Note: Numbers are as per Ind AS for the FY 19 and FY 18 and rest of the years are as per IGAAP, hence not comparable
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
Board’s Report
BOARD’S REPORT
Your directors have pleasure in presenting the forty first annual report together with the audited accounts of the company for the year
ended 31 March, 2019.
FINANCIAL RESULTS
` in crores
Particulars 2018-19 2017-18
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Corporate Overview Financial Statements
Management Reports
The PBT for the year was at ` 1,823.15 crores as against Investment and Credit Company (NBFC-ICC)
` 1,401.37 crores in the previous year, recording a growth of 30%. During the year, RBI vide notification dated 22 February, 2019
PAT grew by 29% and was at ` 1,186.15 crores for the year as harmonised different categories of non-banking financial
compared to ` 918.30 crores in the previous year. companies (NBFCs) viz. Asset Finance Companies (AFC), Loan
OUTLOOK Companies (LCs) and Investment Companies (ICs) into a
new category called NBFC - Investment and Credit Company
VF business will continue to be the mainstay for the company. (NBFC-ICC). Accordingly, the company being an AFC falls in the
HE portfolio has also been a significant contributor to the category of Investment and Credit Company (NBFC-ICC).
company's growth and profitability. While the company expects
CAPITAL ADEQUACY
the affordable housing segment to grow over the next few years,
the growth opportunities available in VF and HE businesses, will The company’s capital adequacy ratio was at 17.36% as on
enable the company to continue to hold the product leadership in 31 March, 2019 as against the statutory minimum capital adequacy
these businesses. Cholamandalam Home Finance Limited (CHFL), of 15% prescribed by RBI.
the company's wholly owned subsidiary has applied for housing
EMPLOYEE STOCK OPTION (ESOP) SCHEMES
finance license from National Housing Bank (NHB). Upon receipt
of license, CHFL will start home loan business. The company will ESOP 2016
leverage digital, data and analytics with a key objective to create Pursuant to the approval accorded by the shareholders by way of
better customer experience. postal ballot on 3 January, 2017, the nomination and remuneration
committee had formulated an employee stock option scheme
DIVIDEND
2016 (ESOP 2016). During the year, the company made four grants
Dividend distribution policy aggregating to 2,55,104 options to 29 employees. The total number
The company has formulated a dividend distribution policy of options issued as on 31 March, 2019 under ESOP 2016 is 7,94,946.
in compliance with regulation 43A of SEBI (Listing Obligation ESOP 2007
and Disclosure Requirement) Regulations, 2015 (Listing
Pursuant to the approval accorded by the shareholders at the
Regulations), copy of which is available on the website of the
twenty ninth annual general meeting (AGM) of the company held
company. (weblink: https://www.cholamandalam.com/files/media/
on 30 July, 2007, the nomination and remuneration committee
CholamandalamDividend-Distribution-policy.pdf).
had formulated an employee stock option scheme 2007
Payment of dividend (ESOP 2007). During the year, there have been no fresh grants
The company paid an interim dividend on the equity shares at the under the scheme and there have been no changes in the scheme.
rate of 45% (` 4.50 per equity share) as approved by the board on Number of options outstanding as on 31 March, 2019 under the
30 January, 2019 for the year ended 31 March, 2019. ESOP 2007 is 31,203.
Your directors are pleased to recommend a final dividend of 20% The schemes are in compliance with Securities and Exchange Board
(` 2 per equity share) on the equity shares of the company. With of India (Share Based Employee Benefits) Regulations, 2014 (SEBI
this, the total dividend will be 65% (` 6.50 per equity share) for the (SBEB) Regulations) and the Companies Act, 2013 (the Act).
year ended 31 March, 2019. The certificate from the statutory auditors confirming that ESOP
Upon sub-division of equity shares of ` 10 (Rupees Ten) each into 2007 and ESOP 2016 have been implemented in accordance with
5 (Five) equity shares of face value of ` 2 (Rupee Two) each fully the SEBI (SBEB) Regulations and shareholders resolutions has
paid-up, the final dividend if declared at the ensuing AGM would been obtained and will be placed before the shareholders at the
be paid proportionately at the rate of 20% on the equity shares of ensuing AGM.
` 2 each i.e. ` 0.40 per share. The details of the schemes as on 31 March, 2019 are provided and
TRANSFER TO RESERVES disclosed on the website of the company (weblink: https://www.
cholamandalam/esop.aspx).
The company transferred a sum of ` 240 crores to statutory
reserve as required under the Reserve Bank of India Act, 1934 and DIRECTORS
` 600 crores to general reserves. Appointments
FIXED DEPOSITS Mr. M.M. Murugappan was appointed as an additional director with
The company is a Systemically Important Non-Deposit Accepting effect from 31 May, 2018 by the board and subsequently appointed
Non-Banking Finance Company (NBFC-ND-SI). It ceased taking by the members at the 40th Annual general meeting (AGM) held on
deposits from the public effective 1 November, 2006. The company 26 July, 2018 as a director of the company. Mr. Murugappan has
does not hold or accept deposits as of the date of balance sheet. been elected as chairman of the board effective 27 July, 2018.
27
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
Mr. N. Ramesh Rajan and Mr. Rohan Verma were appointed as SIGNIFICANT AND MATERIAL ORDERS PASSED BY THE
additional directors in the capacity of independent directors with REGULATORS
effect from 30 October, 2018 and 25 March, 2019 respectively. There are no significant and material orders passed by the regulators
They shall hold office up to the date of the ensuing AGM as or courts or tribunals which would impact the going concern status
additional directors. The appointments of Mr. Rajan and Mr. Verma of the company and its future operations.
as independent directors up to 5 years from the respective date of
their appointments has been recommended for the approval of MANAGEMENT DISCUSSION AND ANALYSIS
shareholders at the ensuing AGM. The management discussion and analysis report (MDA),
highlighting the business-wise details is attached and forms
Mr. Arun Alagappan, executive director retires by rotation at
part of this report. MDA report also contains the details of the
the ensuing AGM and being eligible, has offered himself for
risk management framework of the company including the
re-appointment.
development and implementation of risk management policy and
Retirement / Resignation the key risks faced by the company.
Mr. M.B.N. Rao, chairman of the company retired at the conclusion
CORPORATE GOVERNANCE REPORT
of the 40th AGM held on 26 July, 2018.
A report on corporate governance as per the Listing Regulations is
Mr. V. Srinivasa Rangan, director of the company retired at the close attached and forms part of this report. The report also contains the
of business hours of 31 March, 2019. details as required to be provided on the composition and category
Mr. N. Srinivasan, executive vice chairman and managing director of directors, number of meetings of the board, composition of
stepped down as a director and as managing director of the the various committees annual board evaluation, remuneration
company effective the close of business hours of 18 August, 2018. policy, criteria for board nomination and senior management
appointment, whistle blower policy/vigil mechanism, disclosure
The board places on record its deep appreciation for the significant
of relationships between directors inter-se, state of company’s
contributions made by Mr. M.B.N. Rao, Mr. V. Srinivasa Rangan and
affairs, etc.
Mr. N. Srinivasan towards the success of the company during their
tenure. The executive director and the chief financial officer have submitted
a compliance certificate to the board regarding the financial
DECLARATION FROM INDEPENDENT DIRECTORS statements and other matters as required under regulation 17(8) of
All the independent directors (IDs) have submitted their declaration the Listing Regulations.
of independence, as required pursuant to section 149(7) of the Act, BUSINESS RESPONSIBILITY REPORT
confirming that they meet the criteria of independence as provided
A business responsibility report is attached and forms part of this
in section 149(6) of the Act. In the opinion of the board, the IDs fulfill
report.
the conditions specified in the Act and the rules made there under
for appointment as IDs and confirm that they are independent of ADOPTION OF INDIAN ACCOUNTING STANDARDS
the management. The company has adopted the Indian Accounting Standards
KEY MANAGERIAL PERSONNEL (Ind AS) in respect of the accounting period beginning from
1 April, 2018 pursuant to the Companies (Indian Accounting
Pursuant to the provisions of section 203 of the Act read with the
Standards) Rules, 2015, as amended. Accordingly, the company
rules made there under, the following employees were/are the
has for the first time prepared its financial statements in
wholetime key managerial personnel of the company during FY 19: compliance with Ind AS for the year ended 31 March, 2019,
1.
Mr. N. Srinivasan, EVC & MD (up to 18 August, 2018) together with the comparative period data as at and for the
year ended 31 March, 2018. The principle adjustments made by
2. Mr. Arun Alagappan, Executive Director
the company in restating the Indian GAAP financial statements
3. Mr. D. Arul Selvan, Chief Financial Officer and including the balance sheet are given under Note 48 and Note 49 in
4. Ms. P. Sujatha, Company Secretary the standalone and consolidated financial statements respectively.
28
Corporate Overview Financial Statements
Management Reports
In accordance with section 134(3)(a) of the Act, the extract of the INFORMATION AS PER SECTION 134(3)(m) OF THE ACT
annual return in form MGT-9 is attached and forms part of this
The company has no activity relating to consumption of energy or
report. technology absorption. Foreign currency expenditure amounting
CORPORATE SOCIAL RESPONSIBILITY to ` 2.77 crores was incurred during the year under review. Foreign
currency remittances made during the year was ` 9.85 crores
The murugappa group is known for its tradition of philanthropy
towards purchase of fixed assets. The company does not have any
and community service. The group’s philosophy is to reach out foreign exchange earnings.
to the community by establishing service-oriented philanthropic
institutions in the field of education and healthcare as the core focus PARTICULARS OF LOANS, GUARANTEES OR
areas. The company upholds the group’s tradition by earmarking a INVESTMENTS
part of its income for carrying out its social responsibilities. Being an NBFC, the disclosures regarding particulars of loans
The company has been carrying out corporate social responsibility given, guarantees given and security provided is exempt under the
(CSR) activities for many years now even before it was mandated provisions of section 186(11) of the Act.
under the Act. The company has put in place a CSR policy As regards investments made by the company, the details of the
and is available on the website of the company (weblink: same are provided under note 10 in standalone financial statements
www.cholamandalam.com/csr-policy.aspx). and notes 12 and 45 in consolidated financial statements of the
company for the year ended 31 March, 2019.
As per the provisions of the Act, the company is required to
spend at least 2% of the average net profits of the company made DISCLOSURE OF REMUNERATION
during the three immediately preceding financial years. This
The disclosure with respect to remuneration as required under
amount aggregated to ` 23.06 crores and the company spent
section 197 of the Act read with rule 5 of the Companies
` 23.07 crores towards CSR activities during FY 19, the details of (Appointment and Remuneration of Managerial Personnel) Rules,
which are annexed to and forms part of this report. 2014 is attached and forms part of this report.
INTERNAL FINANCIAL CONTROLS PARTICULARS OF EMPLOYEES
Internal control framework including clear delegation of authority In accordance with section 136 of the Act, the report and accounts
and standard operating procedures are established and laid out is being sent to the members and others entitled thereto. The
across all businesses and functions. These are reviewed periodically statement prescribed under rule 5(2) and 5(3) of the Companies
at all levels. The company has a co-sourced model of internal audit. (Appointment and Remuneration of Managerial Personnel)
The risk and control matrices are reviewed on a quarterly basis and Rules, 2014 is available for inspection at the registered office of
control measures are tested and documented. These measures the company during the business hours on working days of the
have helped in ensuring the adequacy of internal financial controls company. If any member is interested in obtaining a copy, such
commensurate with the scale of operations of the company. member may write to the company secretary in this regard.
29
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
30
Corporate Overview Financial Statements
Management Reports
Directors’ Responsibility
Statement
The board of directors have instituted / put in place a framework of internal financial controls and compliance systems, which is reviewed
by the management and the relevant board committees, including the audit committee and independently reviewed by the internal,
statutory and secretarial auditors.
Pursuant to section 134(5) of the Companies Act, 2013, the board of directors, confirm that:
(i) in the preparation of the annual accounts, the applicable accounting standards have been followed and that there were no material
departures therefrom;
(ii) they have, in the selection of the accounting policies, consulted the statutory auditors and have applied their recommendations
consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of
affairs of the company as at 31 March, 2019 and of the profit of the company for the year ended on that date;
(iii) they have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions
of the Companies Act, 2013, for safeguarding the assets of the company and for preventing and detecting fraud and other
irregularities;
(iv) they have prepared the annual accounts on a going concern basis;
(v) they have laid down internal financial controls to be followed by the company and that such internal financial controls are adequate
and were operating effectively during the year ended 31 March, 2019; and
(vi) proper system has been devised to ensure compliance with the provisions of all applicable laws and that such systems were
adequate and operating effectively during the year ended 31 March, 2019.
31
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
Annexure-I
Secretarial Audit Report
for the financial year ended 31 March, 2019
[Pursuant to section 204(1) of the Companies Act, 2013 and Rule No.9 of the Companies (Appointment
and Remuneration of Managerial Personnel) Rules, 2014 and Regulation 24A of the SEBI (Listing
Obligations and Disclosure Requirements), Regulations, 2015 as amended]
To (v) The following Regulations and Guidelines prescribed under the
The Members, Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-
CHOLAMANDALAM INVESTMENT AND FINANCE COMPANY LIMITED a) The Securities and Exchange Board of India (Substantial
Dare House, No. 2, N.S.C. Bose Road, Parrys, Chennai – 600001 Acquisition of Shares and Takeovers) Regulations, 2011;
We have conducted the Secretarial Audit of the compliance b) The Securities and Exchange Board of India (Prohibition of
of applicable statutory provisions and the adherence to good Insider Trading) Regulations, 2015;
corporate practices by CHOLAMANDALAM INVESTMENT AND
c)
The Securities and Exchange Board of India (Issue of
FINANCE COMPANY LIMITED [Corporate Identification Number:
Capital and Disclosure Requirements) Regulations, 2009 &
L65993TN1978PLC007576] (hereinafter called “the Company”).
Securities and Exchange Board of India (Issue of Capital and
Secretarial Audit was conducted in a manner that provided us a
Disclosure Requirements) Regulations, 2018;
reasonable basis for evaluating the corporate conducts/statutory
compliances and expressing our opinion thereon. d) The Employee Stock Option Plan, 2016 approved under the
Based on our verification of the company’s books, papers, minute Securities Exchange Board of India (Share Based Employee
books, forms and returns filed and other records maintained and Benefits) Regulations, 2014 and the Employee Stock Option
also the information provided by the company, its officers, agents Scheme, 2007 approved under the Securities Exchange
and authorized representatives during the conduct of secretarial Board of India (Employee Stock Option Scheme and
audit, we hereby report that in our opinion, the company has, Employee Stock Purchase Scheme) Guidelines, 1999;
during the audit period covering the financial year ended on e) The Securities and Exchange Board of India (Issue and
31st March, 2019 complied with the statutory provisions listed Listing of Debt Securities) Regulations, 2008;
hereunder and also that the company has proper Board-processes f )
The Securities and Exchange Board of India (Registrars
and compliance mechanism in place to the extent, in the manner to an Issue and Share Transfer Agents) Regulations, 1993
and subject to the reporting made hereinafter: regarding the Companies Act and dealing with client;
We have examined the books, papers, minute books, forms and g) The Company has not delisted its Securities from any of
returns filed and other records maintained by the company for the Stock Exchanges in which it is listed during the period
the financial year ended on 31st March, 2019 according to the under review and hence the requirement of complying
provisions of: with the provisions of the Securities and Exchange Board
(i) The Companies Act, 2013 (the Act) and the rules made there of India (Delisting of Equity Shares) Regulations, 2009 does
under; not arise; and
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the h) The company has not bought back any Securities during
rules made there under; the period under review and hence the requirement
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws of complying with the provisions of the Securities and
framed there under; Exchange Board of India (Buyback of Securities) Regulations,
1998 & Securities and Exchange Board of India (Buyback of
(iv) During the year under review, the Company has complied with Securities) Regulations, 2018 does not arise;
the provisions of Foreign Exchange Management Act, 1999
and the rules and regulations made there under to the extent (vi) The Other Laws specifically applicable to the Company are –
of External Commercial Borrowings. There is no Foreign Direct a)
Reserve Bank of India Act, 1934, Rules, Regulations,
Investment and Overseas Direct Investment during the year guidelines, circulars, directions, notifications made
under review. thereunder.
32
Corporate Overview Financial Statements
Management Reports
b) Non-Banking Financial (Non-Deposit Accepting or Holding) board through video conferencing were properly convened and
Companies Prudential Norms (Reserve Bank) Directions, recorded in compliance with the provisions of Section 173 (2) of the
2007 Companies Act, 2013 read with Rule 3 of Companies (Meetings of
c) NBFC Auditors Report Reserve Bank Directions, 1998 Board and its Powers) Rules, 2014 relating to businesses that have
been transacted through Video Conferencing / Audio Visual means.
d) Guidelines for Asset – Liability Management (ALM) system
in NBFC’s Based on the verification of the records and minutes, the decisions
were carried out with the consent of the Board of Directors /
e) NBFC Public Deposits RBI Directions 1998
Committee Members and no Director / Member dissented on the
We believe that the audit evidence which we have obtained is decisions taken at such Board / Committee Meeting.
sufficient and appropriate to provide a basis for our audit opinion.
We further report that based on the review of compliance
In our opinion and to the best of our information and according
mechanism established by the Company and on the basis of our
to explanations given to us, we believe that the compliance
review and audit of the records and books, we are of the opinion
management system of the Company is adequate to ensure
that the management has adequate systems and processes
compliance of laws as mentioned above.
commensurate with its size and operations, to monitor and ensure
With respect to the applicable financial laws such as direct and compliance with all applicable laws, rules, regulations and guidelines.
indirect tax laws, based on the information & explanations provided
We further report that the above mentioned Company being a
by the management and officers of the Company and certificates
Listed entity this report is also issued pursuant to Regulation 24A of
placed before the Board of Directors, we report that adequate
SEBI (Listing Obligations and Disclosure Requirements) Regulations,
systems are in place to monitor and ensure compliance.
2015 as amended and circular No.CIR/CFD/CMD1/27/2019 dated
We have also examined compliance with the applicable clauses / 8th February, 2019 issued by Securities and Exchange Board of India.
regulations of the following:
We further report that as per the information and explanations
(i) Secretarial Standards with respect to Meetings of Board of provided by the Management, the Company does not have any
Directors (SS-1) and General Meetings (SS-2) issued by the material unlisted subsidiary (ies) Incorporated in India as defined in
Institute of Company Secretaries of India. Regulation 16(1)(c) and Regulation 24A of SEBI (Listing Obligations
(ii) The Uniform Listing Agreement entered into with BSE Limited and Disclosure Requirements) Regulations, 2015 during the period
and the National Stock Exchange of India Limited pursuant to under review.
the provisions of the SEBI (Listing Obligations and Disclosure We further report that during the audit period, the Company has
Requirements) Regulations, 2015.
1. Obtained the approval of the Board of Directors at their meeting
During the period under review, the company has complied with held on 31st May, 2018 for the approval of Equity infusion up to
the provisions of the Act, Rules, Regulations, Guidelines, Standards, an amount not exceeding ` 50 crores in one or more tranches
etc. as mentioned above. in Cholamandalam Home Finance Limited, a wholly owned
We further report that subsidiary.
The Board of Directors of the company is duly constituted with Obtained the approval of the members at the Annual General
2.
proper balance of Executive Directors, Non-Executive Directors and Meeting held on 26th July, 2018 to borrow up to ` 60,000 Crores
Independent Directors. The changes in the composition of Board under section 180(1)(c) of the Companies Act, 2013.
of Directors that took place during the period under review were 3.
Issued secured redeemable non-convertible debentures for
carried out in the compliance with the provisions of the Act. ` 3,059.40 crores and unsecured redeemable non-convertible
Adequate notice is given to all directors before schedule of the Board debentures for ` 821 crores.
Meetings, agenda and detailed notes on agenda were sent at least 4. Redeemed secured redeemable non-convertible debentures
seven days in advance and a system exists for seeking and obtaining for ` 4,678 crores and unsecured redeemable non-convertible
further information and clarifications on the agenda items before debentures for ` 186.50 crores.
the meeting and for meaningful participation at the meeting.
Notes on agenda which are circulated less than the specified For R. Sridharan & Associates
period, the necessary compliances under the Act and Secretarial Company Secretaries
Standards on Board Meeting are complied with. There are certain
CS. R. Sridharan
businesses which can be transacted through Video Conferencing
CP No. 3239
/ Audio Visual means as provided under the Companies Act,
Place : Chennai FCS No. 4775
2013 and the relevant Rules made there under. Such meetings of
Date : April 27, 2019 UIN : S2003TN063400
33
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
Annexure-II
Form No. MGT-9-Extract of Annual Return
As on the financial year ended 31 March, 2019
[Pursuant to section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management
and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS
1) Corporate Identity Number (CIN) L65993TN1978PLC007576
2) Registration Date 17 August, 1978
3) Name of the Company Cholamandalam Investment and Finance Company Limited
4) Category / Sub-Category of the Company Public Company / Limited by shares
5) Address of the Registered office and contact details "Dare House", No.2, N.S.C. Bose Road, Parrys, Chennai 600 001
Phone: 044 40907172 (bd.) 40907055 (d); Fax: 044 25346464
E-mail: sujathap@chola.murugappa.com
investors@chola.murugappa.com
6) Listed Company (Yes / No) Yes
7) Name, address and contact details of Registrar and Karvy Fintech Private Limited
transfer agent, if any (Unit: Cholamandalam Investment and Finance Company Limited)
Karvy Selenium Tower B, Plot 31-32, Gachibowli, Financial District
Financial District Nanakramguda,
Hyderabad - 500 032, Telangana
Phone: 040-67161514; Toll free: 1800-345-4001; Fax: 040-23420814
E-mail: einward.ris@karvy.com
Contact person: Mrs. Varalakshmi P - Asst. General Manager - RIS
34
Corporate Overview Financial Statements
Management Reports
IV. SHAREHOLDING PATTERN (Equity Share Capital Breakup as percentage of Total Equity)
S. No Category of No. of Shares held at the beginning No. of Shares held at the end %
Shareholder of the year 01-04-2018 of the year 31-03-2019 Change
during
Demat Physical Total % to Demat Physical Total % to the year
No. of total no. No. of total no.
Shares of shares Shares of shares
(A) PROMOTER AND PROMOTER GROUP
(1) INDIAN
(a) Individual / HUF 28,95,836 - 28,95,836 1.85 25,96,069 - 25,96,069 1.66 (0.19)
(b)
Central Government - - - - - - - - -
/State Government(s)
(c) Bodies Corporate 7,96,87,304 - 7,96,87,304 50.97 7,96,72,304 - 7,96,72,304 50.95 (0.02)
(d)
Financial Institutions - - - - - - - - -
/ Banks
(e) Others 3,73,380 - 3,73,380 0.24 6,93,877 - 6,93,877 0.44 0.21
Sub-Total A(1) : 8,29,56,520 - 8,29,56,520 53.06 8,29,62,250 - 8,29,62,250 53.06 0.00
(2) FOREIGN
(a) Individuals (NRIs/ - - - - - - - - -
Foreign Individuals)
(b)
Bodies Corporate - - - - - - - - -
(c)
Institutions - - - - - - - - -
(d)
Qualified Foreign - - - - - - - - -
Investor
(e)
Others - - - - 2,578 - 2,578 0.00
0.00
Sub-Total A(2) : - - - - 2,578 - 2,578 0.00 0.00
Total A=A(1)+A(2) 8,29,56,520 - 8,29,56,520 53.06 8,29,64,828 - 8,29,64,828 53.06 0.00
(B) PUBLIC SHAREHOLDING
(1) INSTITUTIONS
(a) Mutual Funds /UTI 2,47,90,593 100 2,47,90,693 15.86 2,52,98,486 100 2,52,98,586 16.18 0.32
(b) Financial Institutions 17,540 - 17,540 0.01 49,930 - 49,930 0.03 0.02
/Banks
(c)
Central Government - - - - - - - - -
/ State Government(s)
(d) Venture Capital Funds - - - - - - - - -
(e) Insurance Companies - - - - - - - - -
(f ) Foreign Institutional 3,16,52,050 - 3,16,52,050 20.25 2,96,21,286 - 2,96,21,286 18.94 (1.31)
Investors
(g)
Foreign Venture - - - - - - - - -
Capital Investors
(h) Qualified Foreign - - - - - - - - -
Investor
35
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
S. No Category of No. of Shares held at the beginning No. of Shares held at the end %
Shareholder of the year 01-04-2018 of the year 31-03-2019 Change
during
Demat Physical Total % to Demat Physical Total % to the year
No. of total no. No. of total no.
Shares of shares Shares of shares
(i) Others - Alternate 10,38,127 - 10,38,127 0.66 11,87,149 - 11,87,149 0.76 0.10
Investment Funds
Sub-Total B(1) : 5,74,98,310 100 5,74,98,410 36.12 5,61,56,851 100 5,61,56,951 35.92 (0.20)
(2) NON-INSTITUTIONS
(a) Bodies Corporate 52,33,129 2,647 52,35,776 3.35 63,83,219 1,997 63,85,216 4.08 0.73
(b) Individuals
(i) Individuals holding 71,77,506 3,48,985 75,26,491 4.81 83,62,838 2,76,689 86,39,527 5.53 0.72
nominal share capital
upto ` 1 lakh
(ii) Individuals holding 18,88,619 - 18,88,619 1.21 12,56,062 - 12,56,062 0.80 (0.41)
nominal share capital
in excess of ` 1 lakh
(c) Others
Clearing Members 3,72,005 - 3,72,005 0.24 1,41,776 - 1,41,776 0.09 (0.15)
Foreign Nationals 529 - 529 0.00 370 - 370 0.00 0.00
IEPF 53,173 - 53,173 0.03 58,260 - 58,260 0.04 0.01
NBFC 43,183 - 43,183 0.03 59,596 - 59,596 0.04 0.01
Non Resident Indians 3,11,784 9,702 3,21,486 0.21 3,22,015 7,702 3,29,717 0.21 0.00
Non Resident Indians 11,51,170 - 1,51,170 0.10 2,03,618 - 2,03,618 0.13 0.03
- Non-repatriable
Trusts 2,84,009 - 2,84,009 0.18 1,63,192 - 1,63,192 0.10 (0.08)
(d)
Qualified Foreign - - - - - - - - -
Investor
Sub-Total B(2) : 1,55,15,107 3,61,334 1,58,76,441 10.16 1,69,50,946 2,86,388 1,72,37,334 11.02 0.86
Total B=B(1)+B(2): 7,30,13,417 3,61,434 7,33,74,851 46.94 7,31,07,797 2,86,488 7,33,94,285 46.94 0.00
Total (A+B) 15,59,69,937 3,61,434
15,63,31,371 100.00
15,60,72,625 2,86,488
15,63,59,113 100.00 0.00
(C) Shares held by - - - - - - - - -
custodians, against
which Depository
Receipts have been
issued
(1)
Promoter and - - - - - - - - -
Promoter Group
(2)
Public - - - - - - - - -
GRAND TOTAL 15,59,69,937 3,61,434
15,63,31,371 100.00
15,60,72,625 2,86,488
15,63,59,113 100.00 0.00
(A+B+C)
36
Corporate Overview Financial Statements
Management Reports
SN. Shareholder’s Name Shareholding at the beginning Shareholding at the end of the year %
of the year change
No. of % of total % of Shares No. of % of total % of Shares in share
holding Shares Shares Pledged / Shares Shares Pledged /
during of the encumbered of the encumbered
company to total company to total the year
shares shares
PROMOTERS
1. M. V. Murugappan (HUF) - - - - - - -
2. M. V. Murugappan holds shares jointly - - - - - - -
with M. A. Alagappan and
M. M. Murugappan
3. M. V. Subbiah 3,14,925 0.20 - 3,14,925 0.20 - 0.00
4. S. Vellayan 2,45,493 0.16 - 2,45,493 0.16 - 0.00
5. A. Vellayan 27,157 0.02 - 27,157 0.02 - 0.00
6. V. Narayanan 50,800 0.03 - 50,800 0.03 - 0.00
7. V. Arunachalam 48,503 0.03 - 48,503 0.03 - 0.00
8. A. Venkatachalam 41,921 0.03 - 41,921 0.03 - 0.00
9. Arun Venkatachalam 80,750 0.05 - 80,750 0.05 - 0.00
10. M. M. Murugappan 18,418 0.01 - 4,207 0.00 - (0.01)
11.
M. M. Veerappan - - - - - - -
12. M. M. Muthiah - - - - - - -
13.
M. M. Venkatachalam 94,826 0.06 - - - -
(0.06)
14.
M. V. Muthiah - - - - - -
15.
M. V. Subramanian - - - - - -
16. M. A. Alagappan 5,63,546 0.36 - 5,63,546 0.36 - (0.05)
17. Arun Alagappan 1,90,000 0.12 - 1,90,000 0.12 - 0.00
18. M. A. M. Arunachalam 10,000 0.01 - 13,000 0.01 - 0.00
19. E.I.D. Parry (India) Ltd. 393 0.00 - 393 0.00 - 0.00
20. Coromandel International Ltd. - - - - - -
21. New Ambadi Estates Pvt. Ltd. - - - - - -
22. Ambadi Enterprises Ltd. 58,276 0.04 - 58,276 0.04 - 0.00
23. Ambadi Investments Ltd. 72,19,374 4.62 - 69,19,374 4.43 - (0.18)
(Formerly Ambadi Investments
Private Limited)
24. Tube Investments of India Limited - - - - -
25. Cholamandalam Financial 7,22,33,019 46.21 - 7,25,33,019 46.39 - 0.18
Holdings Limited (Formerly known
as TI Financial Holdings Limited)
26. Carborundum Universal Ltd. 100 0.00 - 100 0.00 - 0.00
27. Murugappa & Sons
(M. V. Murugappan, M. A. Alagappan - - - - - - 0.00
and M. M. Murugappan hold shares
on behalf of the Firm)
PROMOTER (A) 8,11,97,501 51.94 - 8,10,91,464 51.86 - (0.08)
PROMOTER GROUP (B) 17,59,019 1.13 - 18,73,364 1.20 - 0.07
TOTAL (A)+(B) 8,29,56,520 53.06 - 8,29,64,828 53.06 - 0.00
37
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs):
SN. Name of the Shareholding at the Date Increase/ Reason Cumulative shareholding
Share Holder beginning of the year Decrease during the year
(01-04-2018) in share (01-04-2018 to 31-03-2019)
holding
No. of % of total No. of % of total
shares shares of shares shares of
the Company the Company
1. CARTICA CAPITAL 88,91,865 5.69
LTD 05-10-2018 2,33,007 Purchase 91,24,872 5.84
09-11-2018 1,28,217 Purchase 92,53,089 5.92
16-11-2018 (3,10,070) Sale 89,43,019 5.72
23-11-2018 (35,413) Sale 89,07,606 5.70
14-12-2018 (3,24,641) Sale 85,82,965 5.49
21-12-2018 (8,65,179) Sale 77,17,786 4.94
28-12-2018 (1,28,874) Sale 75,88,912 4.85
11-01-2019 (1,65,953) Sale 74,22,959 4.75
18-01-2019 (11,628) Sale 74,11,331 4.74
25-01-2019 (2,34,539) Sale 71,76,792 4.59
01-02-2019 (84,019) Sale 70,92,773 4.54
08-02-2019 (2,89,459) Sale 68,03,314 4.35
38
Corporate Overview Financial Statements
Management Reports
SN. Name of the Shareholding at the Date Increase/ Reason Cumulative shareholding
Share Holder beginning of the year Decrease during the year
(01-04-2018) in share (01-04-2018 to 31-03-2019)
holding
No. of % of total No. of % of total
shares shares of shares shares of
the Company the Company
15-02-2019 (2,32,391) Sale 65,70,923 4.20
22-02-2019 (3,43,136) Sale 62,27,787 3.98
01-03-2019 (1,81,000) Sale 60,46,787 3.87
08-03-2019 1,00,000 Purchase 61,46,787 3.93
31-03-2019 - - 61,46,787 3.93
2. OPPENHEIMER 69,24,201 4.43
DEVELOPING 31-03-2019 - - 69,24,201 4.43
MARKETS FUND
3. HDFC TRUSTEE 54,69,493 3.5
COMPANY LTD - 04-05-2018 12,000 Purchase 54,81,493 3.51
A/C HDFC 06-07-2018 56,829 Purchase 55,38,322 3.54
MID - CAPOPPOR 14-09-2018 1,00,000 Purchase 56,38,322 3.61
28-09-2018 2,76,000 Purchase 59,14,322 3.78
05-10-2018 7,400 Purchase 59,21,722 3.79
12-10-2018 1,75,988 Purchase 60,97,710 3.90
19-10-2018 2,00,000 Purchase 62,97,710 4.03
16-11-2018 (9,000) Sale 62,88,710 4.02
28-12-2018 26,000 Purchase 63,14,710 4.04
04-01-2019 12,000 Purchase 63,26,710 4.05
18-01-2019 39,000 Purchase 63,65,710 4.07
25-01-2019 1,28,000 Purchase 64,93,710 4.15
01-02-2019 1,64,000 Purchase 66,57,710 4.26
08-02-2019 37,000 Purchase 66,94,710 4.28
15-02-2019 23,000 Purchase 67,17,710 4.30
22-02-2019 1,50,000 Purchase 68,67,710 4.39
01-03-2019 1,03,500 Purchase 69,71,210 4.46
31-03-2019 69,71,210 4.46
4. ADITYA BIRLA 51,02,978 3.26
SUN LIFE TRUSTEE 06-04-2018 50,000 Purchase 51,52,978 3.30
PRIVATE LIMITED A/C 06-04-2018 (11,325) Sale 51,41,653 3.29
13-04-2018 (1,00,000) Sale 50,41,653 3.22
20-04-2018 20,000 Purchase 50,61,653 3.24
20-04-2018 (45,205) Sale 50,16,448 3.21
11-05-2018 (14,021) Sale 50,02,427 3.20
18-05-2018 (75,706) Sale 49,26,721 3.15
25-05-2018 1,50,000 Purchase 50,76,721 3.25
25-05-2018 (1,61,800) Sale 49,14,921 3.14
08-06-2018 (6,627) Sale 49,08,294 3.14
03-08-2018 1,25,000 Purchase 50,33,294 3.22
03-08-2018 (1,00,000) Sale 49,33,294 3.16
28-09-2018 (90,991) Sale 48,42,303 3.10
05-10-2018 (2,71,875) Sale 45,70,428 2.92
12-10-2018 31,000 Purchase 46,01,428 2.94
12-10-2018 (1,01,911) Sale 44,99,517 2.88
39
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
SN. Name of the Shareholding at the Date Increase/ Reason Cumulative shareholding
Share Holder beginning of the year Decrease during the year
(01-04-2018) in share (01-04-2018 to 31-03-2019)
holding
No. of % of total No. of % of total
shares shares of shares shares of
the Company the Company
19-10-2018 (78,522) Sale 44,20,995 2.83
02-11-2018 12,200 Purchase 44,33,195 2.84
21-12-2018 1,34,553 Purchase 45,67,748 2.92
15-02-2019 31,000 Purchase 45,98,748 2.94
15-02-2019 (25,000) Sale 45,73,748 2.93
01-03-2019 20,882 Purchase 45,94,630 2.94
29-03-2019 (6,911) Sale 45,87,719 2.93
31-03-2019 45,87,719 2.93
5. SBI LONG TERM 43,64,143 2.79
ADVANTAGE FUND 29-06-2018 14,100 Purchase 43,78,243 2.80
SERIES I 28-09-2018 (52,542) Sale 43,25,701 2.77
02-11-2018 9,400 Purchase 43,35,101 2.77
30-11-2018 19,850 Purchase 43,54,951 2.79
31-03-2019 43,54,951 2.79
6. RELIANCE CAPITAL 25,87,233 1.66
TRUSTEE COMPANY 06-04-2018 (1,48,500) Sale 24,38,733 1.56
LIMITED A/C 04-05-2018 (2,319) Sale 24,36,414 1.56
RELIANCE MUTUAL 11-05-2018 (1,00,458) Sale 23,35,956 1.49
FUND 18-05-2018 (8,042) Sale 23,27,914 1.49
01-06-2018 (1,20,000) Sale 22,07,914 1.41
08-06-2018 (10,000) Sale 21,97,914 1.41
15-06-2018 (2,000) Sale 21,95,914 1.40
29-06-2018 (2,37,500) Sale 19,58,414 1.25
06-07-2018 1,36,500 Purchase 20,94,914 1.34
06-07-2018 (1,47,000) Sale 19,47,914 1.25
20-07-2018 (1,41,000) Sale 18,06,914 1.16
27-07-2018 95,000 Purchase 19,01,914 1.22
27-07-2018 (5,92,984) Sale 13,08,930 0.84
03-08-2018 (67,000) Sale 12,41,930 0.79
10-08-2018 (42,500) Sale 11,99,430 0.77
28-09-2018 (2,06,221) Sale 9,93,209 0.64
05-10-2018 (96,672) Sale 8,96,537 0.57
12-10-2018 2,64,500 Purchase 11,61,037 0.74
12-10-2018 (4,72,432) Sale 6,88,605 0.44
19-10-2018 (51,500) Sale 6,37,105 0.41
26-10-2018 (1,27,000) Sale 5,10,105 0.33
02-11-2018 (86,000) Sale 4,24,105 0.27
07-12-2018 (19,077) Sale 4,05,028 0.26
14-12-2018 1,22,500 Purchase 5,27,528 0.34
14-12-2018 (2,22,870) Sale 3,04,658 0.19
11-01-2019 (9,500) Sale 2,95,158 0.19
18-01-2019 (22,000) Sale 2,73,158 0.17
25-01-2019 (11,000) Sale 2,62,158 0.17
01-02-2019 22,202 Purchase 2,84,360 0.18
08-02-2019 14 Purchase 2,84,374 0.18
40
Corporate Overview Financial Statements
Management Reports
SN. Name of the Shareholding at the Date Increase/ Reason Cumulative shareholding
Share Holder beginning of the year Decrease during the year
(01-04-2018) in share (01-04-2018 to 31-03-2019)
holding
No. of % of total No. of % of total
shares shares of shares shares of
the Company the Company
08-02-2019 (4,000) Sale 2,80,374 0.18
15-02-2019 (44,500) Sale 2,35,874 0.15
22-02-2019 1 Purchase 2,35,875 0.15
22-02-2019 (24,000) Sale 2,11,875 0.14
01-03-2019 18 Purchase 2,11,893 0.14
01-03-2019 (13,000) Sale 1,98,893 0.13
08-03-2019 4,660 Purchase 2,03,553 0.13
08-03-2019 (15,500) Sale 1,88,053 0.12
15-03-2019 596 Purchase 1,88,649 0.12
22-03-2019 180 Purchase 1,88,829 0.12
29-03-2019 9,630 Purchase 1,98,459 0.13
31-03-2019 1,98,459 0.13
7. MATTHEWS INDIA 25,12,456 1.61
FUND 04-05-2018 (52,516) Sale 24,59,940 1.57
11-05-2018 (1,42,976) Sale 23,16,964 1.48
20-07-2018 (97,257) Sale 22,19,707 1.42
03-08-2018 1,43,103 Purchase 23,62,810 1.51
17-08-2018 39,961 Purchase 24,02,771 1.54
24-08-2018 4,426 Purchase 24,07,197 1.54
31-08-2018 15,818 Purchase 24,23,015 1.55
07-09-2018 81,705 Purchase 25,04,720 1.60
14-09-2018 96,253 Purchase 26,00,973 1.66
26-10-2018 66,082 Purchase 26,67,055 1.71
08-02-2019 20,110 Purchase 26,87,165 1.72
22-02-2019 7,119 Purchase 26,94,284 1.72
31-03-2019 26,94,284 1.72
8. SMALLCAP WORLD 22,98,000 1.47
FUND, INC 28-09-2018 (7,25,000) Sale 15,73,000 1.01
31-03-2019 15,73,000 1.01
9. HDFC STANDARD 16,37,049 1.05
LIFE INSURANCE 06-04-2018 3,000 Purchase 16,40,049 1.05
COMPANY LIMITED 06-04-2018 (48,000) Sale 15,92,049 1.02
13-04-2018 (34,151) Sale 15,57,898 1.00
04-05-2018 (17,268) Sale 15,40,630 0.99
11-05-2018 32,841 Purchase 15,73,471 1.01
18-05-2018 29,742 Purchase 16,03,213 1.03
25-05-2018 70,135 Purchase 16,73,348 1.07
01-06-2018 (319) Sale 16,73,029 1.07
29-06-2018 (44,486) Sale 16,28,543 1.04
06-07-2018 66,719 Purchase 16,95,262 1.08
13-07-2018 (863) Sale 16,94,399 1.08
20-07-2018 8,281 Purchase 17,02,680 1.09
24-08-2018 (84,471) Sale 16,18,209 1.04
31-08-2018 25,000 Purchase 16,43,209 1.05
14-09-2018 908 Purchase 16,44,117 1.05
41
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
SN. Name of the Shareholding at the Date Increase/ Reason Cumulative shareholding
Share Holder beginning of the year Decrease during the year
(01-04-2018) in share (01-04-2018 to 31-03-2019)
holding
No. of % of total No. of % of total
shares shares of shares shares of
the Company the Company
21-09-2018 24,092 Purchase 16,68,209 1.07
28-09-2018 2,20,588 Purchase 18,88,797 1.21
05-10-2018 2,22,481 Purchase 21,11,278 1.35
12-10-2018 1,47,644 Purchase 22,58,922 1.44
19-10-2018 15 Purchase 22,58,937 1.44
26-10-2018 29,332 Purchase 22,88,269 1.46
02-11-2018 (49,562) Sale 22,38,707 1.43
09-11-2018 (344) Sale 22,38,363 1.43
16-11-2018 (13,921) Sale 22,24,442 1.42
23-11-2018 1,199 Purchase 22,25,641 1.42
30-11-2018 (2,056) Sale 22,23,585 1.42
07-12-2018 31,438 Purchase 22,55,023 1.44
14-12-2018 57 Purchase 22,55,080 1.44
21-12-2018 (43,920) Sale 22,11,160 1.41
28-12-2018 7 Purchase 22,11,167 1.41
04-01-2019 50,000 Purchase 22,61,167 1.45
11-01-2019 (50,751) Sale 22,10,416 1.41
18-01-2019 (11,313) Sale 21,99,103 1.41
25-01-2019 25,007 Purchase 22,24,110 1.42
01-02-2019 25,000 Purchase 22,49,110 1.44
08-02-2019 (690) Sale 22,48,420 1.44
15-02-2019 15 Purchase 22,48,435 1.44
01-03-2019 20 Purchase 22,48,455 1.44
15-03-2019 2,360 Purchase 22,50,815 1.44
22-03-2019 (37,836) Sale 22,12,979 1.42
29-03-2019 6,345 Purchase 22,19,324 1.42
29-03-2019 (62,155) Sale 21,57,169 1.38
31-03-2019 21,57,169 1.38
10. ICICI PRUDENTIAL 19,55,068 1.25
LIFE INSURANCE 06-04-2018 (30,042) Sale 19,25,026 1.23
COMPANY LTD 13-04-2018 2,482 Purchase 19,27,508 1.23
27-04-2018 (91,974) Sale 18,35,534 1.17
04-05-2018 112 Purchase 18,35,646 1.17
11-05-2018 (48,419) Sale 17,87,227 1.14
18-05-2018 (37,515) Sale 17,49,712 1.12
25-05-2018 (2,91,566) Sale 14,58,146 0.93
01-06-2018 (87,309) Sale 13,70,837 0.88
08-06-2018 27,017 Purchase 13,97,854 0.89
15-06-2018 (25,140) Sale 13,72,714 0.88
22-06-2018 7,201 Purchase 13,79,915 0.88
29-06-2018 15,868 Purchase 13,95,783 0.89
06-07-2018 32,588 Purchase 14,28,371 0.91
13-07-2018 9,805 Purchase 14,38,176 0.92
20-07-2018 (1,22,995) Sale 13,15,181 0.84
27-07-2018 (6,152) Sale 13,09,029 0.84
42
Corporate Overview Financial Statements
Management Reports
SN. Name of the Shareholding at the Date Increase/ Reason Cumulative shareholding
Share Holder beginning of the year Decrease during the year
(01-04-2018) in share (01-04-2018 to 31-03-2019)
holding
No. of % of total No. of % of total
shares shares of shares shares of
the Company the Company
03-08-2018 37,749 Purchase 13,46,778 0.86
03-08-2018 (91,945) Sale 12,54,833 0.80
10-08-2018 (1,03,239) Sale 11,51,594 0.74
17-08-2018 3,280 Purchase 11,54,874 0.74
24-08-2018 8,737 Purchase 11,63,611 0.74
31-08-2018 21,484 Purchase 11,85,095 0.76
31-08-2018 (8,491) Sale 11,76,604 0.75
07-09-2018 11,337 Purchase 11,87,941 0.76
14-09-2018 1,55,278 Purchase 13,43,219 0.86
21-09-2018 1,01,790 Purchase 14,45,009 0.92
28-09-2018 14,882 Purchase 14,59,891 0.93
05-10-2018 (1,17,052) Sale 13,42,839 0.86
12-10-2018 (3,758) Sale 13,39,081 0.86
19-10-2018 82,205 Purchase 14,21,286 0.91
26-10-2018 4,034 Purchase 14,25,320 0.91
02-11-2018 3,911 Purchase 14,29,231 0.91
02-11-2018 (51,622) Sale 13,77,609 0.88
09-11-2018 88,911 Purchase 14,66,520 0.94
16-11-2018 (90,256) Sale 13,76,264 0.88
23-11-2018 28,716 Purchase 14,04,980 0.90
30-11-2018 4,221 Purchase 14,09,201 0.90
30-11-2018 (6,216) Sale 14,02,985 0.90
07-12-2018 67,000 Purchase 14,69,985 0.94
07-12-2018 (25,768) Sale 14,44,217 0.92
21-12-2018 3,337 Purchase 14,47,554 0.93
28-12-2018 35,939 Purchase 14,83,493 0.95
31-12-2018 3,284 Purchase 14,86,777 0.95
04-01-2019 22,811 Purchase 15,09,588 0.97
11-01-2019 1,29,505 Purchase 16,39,093 1.05
18-01-2019 2,313 Purchase 16,41,406 1.05
25-01-2019 (2,322) Sale 16,39,084 1.05
01-02-2019 8,800 Purchase 16,47,884 1.05
01-02-2019 (5,749) Sale 16,42,135 1.05
08-02-2019 14,522 Purchase 16,56,657 1.06
15-02-2019 1,349 Purchase 16,58,006 1.06
22-02-2019 25,293 Purchase 16,83,299 1.08
01-03-2019 (6,240) Sale 16,77,059 1.07
08-03-2019 (1,19,503) Sale 15,57,556 1.00
15-03-2019 (81,235) Sale 14,76,321 0.94
22-03-2019 (30,870) Sale 14,45,451 0.92
29-03-2019 (1,62,001) Sale 12,83,450 0.82
31-03-2019 12,83,450 0.82
11. L AND T MUTUAL 15,75,517 1.01
FUND TRUSTEE LTD- 06-04-2018 26,400 Purchase 16,01,917 1.02
L AND T INDIA VALUE 13-04-2018 (12,300) Sale 15,89,617 1.02
43
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
SN. Name of the Shareholding at the Date Increase/ Reason Cumulative shareholding
Share Holder beginning of the year Decrease during the year
(01-04-2018) in share (01-04-2018 to 31-03-2019)
holding
No. of % of total No. of % of total
shares shares of shares shares of
the Company the Company
27-04-2018 21,600 Purchase 16,11,217 1.03
11-05-2018 24,800 Purchase 16,36,017 1.05
25-05-2018 10,000 Purchase 16,46,017 1.05
01-06-2018 (9,000) Sale 16,37,017 1.05
27-07-2018 (1,000) Sale 16,36,017 1.05
10-08-2018 1,00,000 Purchase 17,36,017 1.11
10-08-2018 (61,117) Sale 16,74,900 1.07
17-08-2018 (38,883) Sale 16,36,017 1.05
28-09-2018 1,19,883 Purchase 17,55,900 1.12
05-10-2018 26,500 Purchase 17,82,400 1.14
07-12-2018 26,200 Purchase 18,08,600 1.16
07-12-2018 (8,400) Sale 18,00,200 1.15
21-12-2018 (2,300) Sale 17,97,900 1.15
15-03-2019 15,000 Purchase 18,12,900 1.16
22-03-2019 57,200 Purchase 18,70,100 1.20
29-03-2019 73,300 Purchase 19,43,400 1.24
31-03-2019 19,43,400 1.24
12. UTI - LONG TERM 16,37,303 1.05
EQUITY FUND 13-04-2018 4,805 Purchase 16,42,108 1.05
(TAX SAVING) 20-04-2018 5,650 Purchase 16,47,758 1.05
27-04-2018 6,024 Purchase 16,53,782 1.06
27-04-2018 (27,000) Sale 16,26,782 1.04
04-05-2018 3,149 Purchase 16,29,931 1.04
11-05-2018 6,961 Purchase 16,36,892 1.05
11-05-2018 (5,785) Sale 16,31,107 1.04
18-05-2018 8,177 Purchase 16,39,284 1.05
29-06-2018 (16,160) Sale 16,23,124 1.04
20-07-2018 (10,840) Sale 16,12,284 1.03
27-07-2018 12,422 Purchase 16,24,706 1.04
03-08-2018 (24,976) Sale 15,99,730 1.02
10-08-2018 (1,00,000) Sale 14,99,730 0.96
17-08-2018 676 Purchase 15,00,406 0.96
24-08-2018 3,140 Purchase 15,03,546 0.96
24-08-2018 (1,80,000) Sale 13,23,546 0.85
07-09-2018 (17,000) Sale 13,06,546 0.84
14-09-2018 (4,672) Sale 13,01,874 0.83
19-10-2018 7,114 Purchase 13,08,988 0.84
19-10-2018 (18,000) Sale 12,90,988 0.83
16-11-2018 (55,983) Sale 12,35,005 0.79
30-11-2018 (51,623) Sale 11,83,382 0.76
07-12-2018 (13,817) Sale 11,69,565 0.75
14-12-2018 (13,183) Sale 11,56,382 0.74
21-12-2018 (36,000) Sale 11,20,382 0.72
44
Corporate Overview Financial Statements
Management Reports
SN. Name of the Shareholding at the Date Increase/ Reason Cumulative shareholding
Share Holder beginning of the year Decrease during the year
(01-04-2018) in share (01-04-2018 to 31-03-2019)
holding
No. of % of total No. of % of total
shares shares of shares shares of
the Company the Company
15-03-2019 (18,000) Sale 11,02,382 0.71
29-03-2019 14,000 Purchase 11,16,382 0.71
31-03-2019 11,16,382 0.71
13. AXIS MUTUAL FUND 11,52,037 0.74
TRUSTEE LIMITED 06-04-2018 2,500 Purchase 11,54,537 0.74
A/C AXIS MUTUAL 13-04-2018 25,000 Purchase 11,79,537 0.75
FUND 11-05-2018 (3,14,500) Sale 8,65,037 0.55
01-06-2018 28,220 Purchase 8,93,257 0.57
01-06-2018 (21,500) Sale 8,71,757 0.56
08-06-2018 (1,208) Sale 8,70,549 0.56
29-06-2018 (9,000) Sale 8,61,549 0.55
13-07-2018 (16,500) Sale 8,45,049 0.54
20-07-2018 (1,46,220) Sale 6,98,829 0.45
10-08-2018 (13,508) Sale 6,85,321 0.44
24-08-2018 1,97,191 Purchase 8,82,512 0.56
07-09-2018 (13,000) Sale 8,69,512 0.56
21-09-2018 (173) Sale 8,69,339 0.56
28-09-2018 2,79,232 Purchase 11,48,571 0.73
05-10-2018 1,57,600 Purchase 13,06,171 0.84
12-10-2018 25,000 Purchase 13,31,171 0.85
12-10-2018 (1,000) Sale 13,30,171 0.85
26-10-2018 14,000 Purchase 13,44,171 0.86
09-11-2018 (25,042) Sale 13,19,129 0.84
23-11-2018 (44,037) Sale 12,75,092 0.82
30-11-2018 (31,000) Sale 12,44,092 0.80
07-12-2018 (1,805) Sale 12,42,287 0.79
21-12-2018 43,000 Purchase 12,85,287 0.82
21-12-2018 (26,000) Sale 12,59,287 0.81
04-01-2019 (9,718) Sale 12,49,569 0.80
11-01-2019 34,000 Purchase 12,83,569 0.82
08-02-2019 84,077 Purchase 13,67,646 0.87
08-02-2019 (1,695) Sale 13,65,951 0.87
15-02-2019 27,000 Purchase 13,92,951 0.89
01-03-2019 66,500 Purchase 14,59,451 0.93
22-03-2019 (300) Sale 14,59,151 0.93
29-03-2019 35,000 Purchase 14,94,151 0.96
31-03-2019 14,94,151 0.96
Notes:
1. The shares of the company are traded on a daily basis and hence the dates above refer to the beneficiary position dates.
2. The above list comprises Top 10 shareholders as on 01-04-2018 and as on 31-03-2019.
45
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
Note:
* - Appointed as an additional director effective 31 May, 2018 and as chairman effective 27 July, 2018.
$ - Appointed as an additional director effective 30 October, 2018.
^ - Appointed as an additional director effective 25 March, 2019.
@ - Retired at the close of 40th annual general meeting held on 26 July, 2018.
# - Resigned as executive vice chairman and managing director at the close of business hours of 18 August, 2018.
46
Corporate Overview Financial Statements
Management Reports
V. INDEBTEDNESS OF THE COMPANY INCLUDING INTEREST OUTSTANDING / ACCRUED BUT NOT DUE FOR PAYMENT:
` in lakhs
Secured Loans Unsecured Loans Deposits Total Indebtedness
excluding deposits
Indebtedness at the beginning of the financial year
i. Principal Amount (1) 31,74,211 5,73,310 - 37,47,521
ii. Interest due but not paid - - - -
iii. Interest accrued but not due 67,658 17,854 85,512
Total (i+ii+iii) 32,41,869 5,91,164 - 38,33,033
Change in indebtedness during the financial year
• Addition 26,86,187 15,87,665 - 42,73,852
• Reduction 16,69,579 13,74,700 - 30,44,279
Net Change 10,16,608 2,12,965 - 12,29,573
Indebtedness at the end of the financial year
i. Principal Amount (2) 41,90,819 7,86,275 - 49,77,094
ii. Interest due but not paid - - - -
iii. Interest accrued but not due 61,001 18,579 - 79,580
Total (i+ii+iii) 42,51,820 8,04,854 - 50,56,674
47
Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
1. Gross salary
(a) Salary as per provisions contained in section 99.95 118.15 218.10
17(1) of the Income-tax Act, 1961
(b) Value of perquisites u/s 17(2) of the 7.82 6.95 14.77
Income-tax Act, 1961
(c) Profits in lieu of salary under section 17(3) - - -
of the Income-tax Act, 1961
2. Stock Option*
(a) Allotment of Shares (including premium) - 15.15 -
(b) Share application money pending allotment - - -
3. Sweat Equity - - -
4. Commission
- as % of profit - - -
- others, specify - - -
5. Others, please specify
Total 107.77 125.10 232.87
* Total does not include the value of stock options.
VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES AGAINST THE COMPANY / DIRECTORS / OFFICERS IN DEFAULT
There were no penalties, punishment or compounding of offences during the year ended 31 March, 2019.
48
Corporate Overview Financial Statements
Management Reports
Annexure-III
CSR Report
Annual Report on Corporate Social Responsibility (CSR) Activities
1. A brief outline of the company’s CSR policy, including in 7 states. It also conducted eye camps in Uttar Pradesh,
overview of projects or programs the company, undertakes Maharashtra, Gujarat, West Bengal, Karnataka, Madhya
and a reference to the website link to the CSR policy: Pradesh, Rajasthan, Delhi, Odisha and Tamil Nadu that
As one of the largest NBFCs, Chola believes that it has a focuses primarily on truckers’ eye health. More than 51,000
truck drivers have been screened for their eye health in
responsibility to fulfill towards the people and the environment
these camps. It was identified that almost 45% people from
in shaping a better future for the nation and enabling a better
trucking community suffer from cataract and poor vision.
life. Sustainable development forms an integral part of Chola’s
They have been provided with spectacles and referred for
corporate governance framework. Every year, we set aside
cataract surgery either free or at affordable cost.
a budget as per CSR norms for our programmes that are
structured to result in successful outcomes for marginalized 3) Improving the quality of education through arts and
communities and the environment. technology - Education takes a backseat in several rural
communities across Tamil Nadu, where the literacy rate
For Chola, the priority has always been people before products,
is poor, there is a growing number of school drop outs,
rendering services before profits and community welfare
school infrastructure is in a sad state and there are no
before commercial success. Our CSR initiatives are currently
alternative educational opportunities for these school
focused in 17 states Tamil Nadu, Karnataka, Telangana,
children. To facilitate access to quality education for the less
Maharashtra, Odisha, Rajasthan, Chhattisgarh, Delhi, Uttar
privileged children, Chola is presently working in Chennai,
Pradesh, Lakshadweep, Himachal Pradesh, Assam, Madhya
Villupuram, Nagercoil, Salem, Tiruvallur and Kanchipuram
Pradesh, West Bengal, Jharkhand, Bihar and Gujarat.
districts of Tamil Nadu. The focus is to make learning fun,
Company’s Strategic Directions concentrate on the overall development of the child, use
The key focus areas where development programmes have arts and technology to improve learning proficiency and
been initiated are: reduce school dropouts.
1) Access to quality health care services - In several rural and 4) Assured water supply to villages and towns - Water
remote areas across India, gaining access to quality health scarcity is a problem that people face every day not just
care services is a challenge. Bad road conditions and limited in the cities, more in the villages especially in the water
transport facilities make even primary healthcare facilities deficient states of Odhisa, Telangana, Madhya Pradesh and
inaccessible. Chola has taken a step forward to address Tamil Nadu. With a goal of providing sustainable water
this issue in certain parts of Uttar Pradesh, Delhi, Odisha supply to villages, towns and transport nagars, Chola has
and Tamil Nadu. Chola has implemented and supported facilitated installation of bore-wells, overhead tanks and
projects that take healthcare facilities to the doorsteps of reverse osmosis (RO) water purification plants. This has
communities. With the help of mobile medical vans and resulted in an assured water supply, awareness about
health camps that are regularly conducted, people living sustainable measures to save and use water and improved
in rural areas are able to get treatment for a wide range of health conditions of the local residents and the thousands
ailments and diseases. of users every day.
2) Eye & health camps for truck drivers - Truck drivers have 5) Environmental sustainability - Chola supports on
always been close to Chola’s heart and Chola is committed training programmes for conserving wildlife and thus part
to their overall wellbeing. Due to the intense working of the ecology, and specific infrastructural support for
conditions, truck drivers face various health issues like conserving wildlife endangered by extinction.
cataract, high blood pressure, diabetes, etc. Majority of 6) Rural development - Chola adopts villages and extends
truck drivers have not had any health screening in their interventions such as individual toilets, purified drinking
entire life. Chola has implemented a trucker’s health water facilities, toilets and water facilities in schools etc.
program and started vision centers (RAAHI Drishti Kendra) focussing on the upliftment of rural population.
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
7) Supporting children with disabilities - Chola believes touched upon the lives of everyone. This initiative focuses
that every child deserves not just good education but on the different situations where one speeds beyond the
also they have equal access to the best play opportunities. limits and the downsides of over speeding. The project
Chola has sponsored special playground equipment, spreads knowledge and awareness in 32 cities of 16 states
special furniture and other infrastructure for children with of India.
disabilities and special needs. Web link to the company’s CSR policy is as follows:
8) Road safety - During the calendar year 2016, the total https://www.cholamandalam.com/Company-policies.aspx
number of road accidents is reported at 4,80,652 and
claiming 1,50,785 lives in the country (source: Open 2. The composition of the CSR committee:
Government Data (OGD) Platform India). This would Ms. Bharati Rao, Chairperson (Independent Director)
translate, on an average, 55 accidents and 17 deaths every
Mr. M.M. Murugappan (Non-executive Director)
hour. Road accidents kill more people than any other
disease in India. Combined efforts from all stakeholders Mr. Arun Alagappan (Executive Director)
are likely to ensure a safe road environment for citizens 3. Average net profit of the company for last three financial
of the country. The stakeholders involved in the road years:
safety ecosystem can play an important role in reducing
` 1,15,321.74 lakhs
road accidents and deaths. This condition has created a
need to take initiatives toward a sustainable road safety 4. Prescribed CSR Expenditure (two per cent of the amount as
project which is of a continuous nature that speaks to their in item 3 above):
audience. Our endeavour in road safety Jaldi Kya Hai has ` 2,306.43 lakhs
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Cholamandalam Investment and Finance Company Limited
c. Manner in which the amount spent during the financial year is detailed below: (Contd.)
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Corporate Overview Financial Statements
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c. Manner in which the amount spent during the financial year is detailed below: (Contd.)
6. In case the company has failed to spend the two per cent of the average net profit of the last three financial years or any part
thereof, the company shall provide the reasons for not spending the amount in its Board’s report:
Not applicable
7. A responsibility statement of the CSR committee that the implementation and monitoring of CSR Policy, is in compliance with
CSR objectives and Policy of the company:
The CSR committee confirms that the implementation and monitoring of the CSR Policy is in compliance with the CSR objectives and
policy of the company.
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Cholamandalam Investment and Finance Company Limited
Annexure-IV
Information under section 197(12) of the Companies Act, 2013 read with
Rule 5 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014 and forming part of the board’s report for the year
ended 31 March, 2019
Nature of Disclosure Particulars
Ratio of the remuneration of each Name of the Director / Designation
a) % increase of Ratio of
director to the median remuneration Remuneration in Remuneration to
of the employees of the company for 2019 as compared Median
the financial year to 2018# Remuneration of
employees
Non-Executive Directors
Mr. M.M. Murugappan, Non-executive Director / Chairman Nil 1.42:1
/ Independent Director
/ Independent Director
Executive Directors
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f ) Affirmation that the remuneration is The remuneration is in line with the remuneration policy
as per the remuneration policy of the of the company.
company
Note:
# Commission/Remuneration figures have been annualised.
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Cholamandalam Investment and Finance Company Limited
Management Discussion
and Analysis
MACROECONOMIC OVERVIEW RBI will continue its liquidity enhancing activities like open market
operations (OMO), Swaps etc. leading to a softer interest regime.
The financial year 2019 was a year of two distinct halves. The
first half started on a positive note with tailwinds from smooth INDUSTRY GROWTH PROSPECTS
functioning of the goods and services tax (GST) infrastructure,
thrust to the rural and infrastructure sectors in the Union Budget AUTO INDUSTRY
2018-19, recapitalization of public sector banks and resolution of Domestic commercial vehicle (CV) Industry touched 10 lakh units
distressed assets under the Insolvency and Bankruptcy Code. Real in sales in FY 19. The industry delivered strong growth numbers
gross domestic product (GDP) growth surged to a nine-quarter during H1 of FY 19 following a healthy demand from freight
high of 8.2% in Q1, extending the sequential acceleration to four generation sectors and infrastructure pick-up. The adverse impact
successive quarters. due to tightening of financing following the liquidity crunch,
The second half was marked by the first black swan event in the higher fuel costs and weak freight rates affected CV demand in H2
economic history of modern India with few leading finance of FY 19. However the pace of decline has reduced over the past
companies defaulting on payments to its lenders. It was being few months, reflecting that the impact of liquidity crunch may have
compared to the global financial crisis in 2008, triggering panic in eased. Despite the drop in H2 of FY19, CV segment (comprising of
the markets. This triggered stress in the system and other lending medium and heavy commercial vehicle (MHCV), light commercial
entities that had exposures of concentrated nature like builder vehicle (LCV) and Buses) grew by 18% year-on-year (YOY). The
finance, corporate lending, loan against shares etc. also were seen growth has been across all these segments, with LCV registering
to be impacted. This default exposed Indian financial market to the the maximum growth at 21% (YOY).
financial risks in relation to the non-banking financial companies
(NBFCs). Credit flow to the sector declined ensuing severe liquidity While the outlook for H1 of FY 20 is not positive, for FY 20 as a whole
crunch. It had a direct effect on the real estate sector, which it is positive with potential pre-buying ahead of implementation of
depends significantly on NBFCs for growth and expansion. Risk Bharat Stage VI (BS-VI) emission norms (from April 2020 onwards).
aversion, tight liquidity conditions and decelerated global and As vehicle prices are expected to increase 10-12% post BS-VI
domestic economy were the hallmarks of second half. Domestic implementation, industry may witness pre-buying during the
economic activity decelerated for Q3 to 6.6% due to a slowdown in second half of FY 20. As it is mandated that BS-IV vehicles will not
consumption, both public and private. be allowed to be registered from April 2020, it is expected that
Globally, downward revisions in growth rates were observed in auto original equipment manufacturers (OEMs) will slow down
most of the countries. After peaking at close to 4% in 2017, global production of BS-IV vehicles well before the deadline, leading to
growth hovered at 3.8% in the first half (H1) of 2018, but dropped to higher demand in H2. The implementation of scrappage policy
3.2% in the second half (H2) of the year. The International Monetary is pushed to April 2020, coinciding with implementation of
Fund (IMF) has projected that global growth will be 3.3% in 2019. BS-VI norms. The impact is expected to be minimal as this policy is
applicable for vehicles older than 20 years and there are very few
Outlook for Indian economy for financial year (FY 20) is positive.
MHCV vehicles that have a life of 20 years and above. Besides this,
Favourable factors such as an increase in financial flows to the
other factors like higher replacement demand and e-commerce
commercial sector, stabilisation of crude oil and other commodity
prices, consumption and investment enhancing proposals in the growth will be key drivers for growth in the LCV segment in
Union Budget 2019-20, and the expectation of a normal monsoon FY 20. Replacement demand from state road transport undertakings
are expected to boost economic activity. GDP growth is projected (SRTUs), growth in urban population, demand from schools,
at 7.2% - in the range of 6.8% - 7.1% in H1:2019-20 and 7.3% - 7.4% intercity travel operators and improvement of public transport
in H2 with risks evenly balanced. Strong macro-economic system across various cities will be key drivers for growth in the
fundamentals and recent shift in central banks focus from bus segment. Expected improvement in Industrial GDP and pick up
inflationary concerns to sustaining growth momentum will augur in road construction and infrastructure activities will be other key
well for the healthy growth path of the economy. It is expected that factors driving growth for MHCV segment in FY 20.
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Domestic Car and Utility Vehicle industry had a modest growth Due to recent liquidity crisis, there has been a slow-down in the
of 4% in FY 19. This is due to higher cost of ownership around housing finance credit growth in H2 FY 19. However, from the
6% - 8%, as compared to 2%-4%, average growth in cost of ownership demand stand point there is no slow down as pointed by industry
in last five years. Higher cost of ownership in the form of higher fuel reports. This provides opportunity for small and medium size housing
prices, insurance pay-outs and interest rates has impacted demand finance lenders with strong balance sheet and good credentials to
in FY 19. In FY 20, with income growth, affordability and increasing grow their book.
employment opportunities, vehicle penetration is expected to
The total housing credit portfolio is around ` 19 lakh crore and is
increase in the near term.
expected to grow especially in the affordable housing loans segment.
Tractor industry grew by 12% in FY 19 supported by normal Government’s tax incentives on home loans and subsidies under
monsoon and government support through subsidies and farm credit-linked subsidy scheme (CLSS) for economically weaker section,
loan waivers. Higher minimum support price set up by government lower and middle income groups have improved affordability levels
along with higher mandi prices for major crops improved the of the borrowers, and is likely to boost demand.
farm sentiments. Tractor sales is expected to grow in FY 20 as well,
Source: CRISIL, ICRA research
with government support by way of farm loan waivers and direct
farm income support. Government’s thrust towards doubling BUSINESS ANALYSIS
farm income, increasing spend towards irrigation, increasing
VEHICLE FINANCE
mechanization on farm fields and improving crop productivity is
expected to drive growth in long term. The Vehicle Finance (VF) business has demonstrated consistent
growth levels in terms of disbursements, business assets under
HOME EQUITY
management (AUM) and profit before tax (PBT) growth over the past
The loan against property (LAP) market grew by 23% between 5 years. The business grew disbursements by 21% and PBT by 28%
FY 14 to FY 17. While the market had been stagnant during the in FY 19. The disbursements during the year were ` 24,807 crores as
last two years due to demonetization, GST implementation and against ` 20,540 crores in the previous year. The PBT during the year
stagnant property prices, the tighter liquidity conditions prevailing was ` 1,278 crores as against ` 996 crores in the previous year. The
in the debt market since September 2018 added to the slow-down division continued its focus on strengthening its business operations
and the industry was able to grow only by 14% between FY 17 to and improving asset quality through aggressive collections efforts,
FY 19. The current market environment provides great opportunity which resulted in reduction of its gross stage 3 assets from 2.32% to
for select players with strong credentials and will eliminate frivolous 1.77%. (The numbers have been reported as per INDAS).
players.
The VF segment continues to have one of the best return on assets
LAP segment is predominantly funded to micro, small and medium (ROA) and asset quality amongst the players operating in similar
enterprises (MSME) sector and is expected to register better growth product segments. The business continues to capitalize on its
in the next 2 years. Slow growth in MSME credit by public sector people, process and technological capabilities to maximize ROA
undertakings (PSU) banks supported the LAP segment gaining by focusing on profitable market segments and devising suitable
share on the overall MSME credit and is at 23% of the overall MSME product offerings for each of the micro markets. Advanced data
credit. Demand for formal MSME credit is also expected to rise post mining techniques are utilized to build homogeneous clusters of
GST and with stabilization in property prices especially in Tier 2 and
customers and prospects for each product, geography and customer
3 cities, market is expected to grow.
category combination. Optimal sales and collections strategies are
The delinquency levels in this segment have also started stabilizing then deployed for each cluster to further continuous improvement.
after sharp rise in the earlier years. Average loan-to-value (LTV),
Efforts to build a future ready VF business are underway. Industry
ticket sizes and tenure are key determinants of asset quality. LAP
leading domain and strategy consulting firms have been engaged
book is expected to grow better in the near term as compared to
to create a highly productive workforce leveraging digital credit
previous years. The key demand drivers will be continued demand
underwriting, cost effective collections processes, and digital
for MSME credit through LAP, operating market and customer
backend operations. The company has designed a multi-pronged
segment, ticket sizes and LTV.
long term strategy to minimize the cost of operations, credit losses
HOME LOANS and maximize ROA and customer experience. Strategy execution
is being supported by dedicated teams of internal and external
The Indian housing finance market has grown rapidly, especially in
resources.
the affordable housing segment (30%+), with mortgage lending
significantly contributing to growth in construction and demand Significant investments are being made to digitize all activities
for housing. This growth was due to government support through throughout the tenure of the loan. Loan originations and
special schemes and higher growth in non-metro cities on account management systems are being continuously upgraded in
of improved transparency and higher focus by NBFCs and housing anticipation of current and future customer requirements.
finance companies (HFCs) in Tier II, III, IV cities and towns leading to Company’s management information system (MIS) and Analytics
higher finance penetration. infrastructure are being augmented.
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Cholamandalam Investment and Finance Company Limited
The business will continue to expand and strengthen its existing The company working closely with a renowned global consultancy
relationships with customers, manufacturers, brokers and dealers, firm has jointly developed a long term strategic roadmap for Home
utilizing new tools and platforms such as Gaadi Bazaar an online Equity business. Digitization, process efficiency and data driven
market place which not only support best price discovery for used decisions are key components of the growth strategy. Industry
vehicles but will make the entire sale-purchase process seamless. data was churned to identify optimal growth locations for our
Credit and underwriting strategy is being entirely digitized to branches. Industry benchmarks were analysed to design the
swiftly launch new marketing and promotional campaigns while features on loan origination and loan management systems and
maintaining the risks under acceptable limits. New age vendors digitize the entire process with the end outcome of strengthening
are helping the company in this initiative. Risk based pricing and underwriting process, improving sales team productivity, effective
tailored customer delight strategies are being implemented to
DSA engagement, shorter turnaround time for the customer and
expand prospect universe to achieve our long term growth strategy
improving collection efficiency.
targets.
Keeping this in mind, the business expanded its branch
The business has increased its branch network to 901 branches by
network from 148 branches in March 2018 to 231 branches as of
end of this financial year (129 additional branches). This will support
March 2019 and will continue to expand geographically, reaching
in growing the market share and enhance dealer coverage. These
out to customers in the Tier 3 and Tier 4 cities to pursue further
branch expansions were in smaller towns and will help in acquiring
growth in the following years.
new customers and the closer proximity with the customers will help
in improving collection efficiency and increasing repeat business. HOME LOANS
HOME EQUITY Home Loans business (Affordable Housing) was started in 2013.
The year has been a come-back year for Home Equity (HE) The company through its wholly owned subsidiary
business with substantial improvements across key metrics such as Cholamandalam Home Finance Ltd. has made an application for
disbursements, business AUM and profits. Asset quality improved HFC certificate of registration with National Housing Bank (NHB). The
year on year with the Securitisation And Reconstruction of Financial business expects to obtain the same shortly. The Affordable Home
Assets and Enforcement of Security Interest Act, 2002 (SARFAESI) Loans (HL) business has increased the disbursement to ` 1,157 crores
resolutions yielding very good results to the bottom line. The credit during FY 19 as against ` 606 crores in FY 18, registering a growth
loss for the year FY 19 was a reversal of ` 4.25 crores levels and we of 91%. Managed Assets was at ` 1,912 crores in FY 19 as against
expect to sustain similar performance in next year as well. This is ` 984 crores in FY 18, registering a healthy growth of 94%. Since
primarily due to resolution of long overdue cases with the help of the asset base is low and there are huge opportunities ahead in this
legal recourse. segment we will be growing this segment into newer markets next
Managed assets for the business grew by 15% during FY 19 and year as well.
stood at ` 11,626 crores as against ` 10,095 crores during FY 18. The Government’s initiative of providing housing to all has been
The overall disbursements during FY 19 stood at ` 3,837 crores a fillip for the housing sector. Under the PMAY, opportunities of
as against ` 3,174 crores during FY 18, a growth of 21%. The PBT unprecedented scale have presented themselves and the need
grew by 38% and stood at ` 305 crores as against ` 221 crores of the hour is to build a Home Finance Company that leverages
in FY 18. This is primarily due to improved asset quality resulting digital, data and analytics, and agile tech platforms. To that effect
in reversals of credit losses. Gross Stage 3 assets dropped to
a yearlong project was initiated with multiple strategies and
5.53% in March 2019 from 6.63% in March 2018, due to multiple
technical consultants. Our product design team have built 5 new
factors such as, improvement in operating environment of the
products enabling us to cater to the current and future demand for
borrowers as demonetization and GST related headwinds waned,
affordable housing finance.
targeted strategies built on right ticket size for a given customer
type and geography combination, focus on direct selling agents As a next step we redesigned the “application to account” journey
(DSA) empanelment to increase the quality and quantity of leads which is now completely digital. A new loan origination system
generated, etc. A drive was launched to improve the number of “FALCON” was designed, empowering the company representatives
business partners sourcing new business for the company. Backend to provide conditional decision based on loan and applicant
processes were streamlined to deliver quick turn around and higher parameters captured at the clients’ location. Digitization of
acceptance rates for the new business sourced delivering win-win application process has a multiplier effect on employee productivity
solution for the company and DSAs. while providing an excellent customer experience. This in-house
The liquidity crisis witnessed in September 2018 forced banks, built system captures information from various sources which is
mutual funds and other fund providers to tighten lending to weaker then fed to custom underwriting scorecards for each customer and
NBFCs. This provided an unexpected window of opportunity for the product segment. These scorecards are proprietary knowledge of
company. With liquidity challenges gradually easing and continued the company, designed to accurately assess risk of applicants and
demand for credit, robust business growth is expected in FY 20 also. offer a risk based price. FALCON is now fully operational.
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ASSET LIABILITY MANAGEMENT support for its money market issuances from banks through
FY 19 was a tough year for NBFCs and HFC, especially the second subscription of commercial papers (CPs) and NCDs. During Q4 of
half, due to the liquidity concerns arising out of tight market FY 19, the company successfully negotiated ECB to the tune of
conditions. The conservative policy of the company in ensuring that ` 346 crores which was fully hedged to avoid any exchange
there are no negative mismatches in any of the time buckets in its fluctuation risks. The strength of the company’s banking relationship
structural liquidity statement ensured the company was completely ensured that the best available opportunities to borrow from banks
insulated from the liquidity tightness in the market. During the first flowed steadily and this helped to maintain liquidity and manage
half of FY 19, the company maintained optimum Asset Liability borrowing costs, inspite of negative news around NBFC / HFC
Management (ALM) position while ensuring that the cost of funds sector during the second half of FY 19.
is kept under control. In the second half, the focus shifted to holding
higher liquid cash on account of market concerns on the NBFC
MARKET BORROWING
sector. However, the company was successful in ensuring optimum During FY 19, the company raised ` 14,027 crores* and repaid
ALM with manageable cost of funds, although the cost of funds for ` 12,675 crores* of CPs. CP outstanding as at the end of the year was
the second half included the cost of maintaining higher liquidity. ` 3752 crores. Medium and long-term secured NCDs to the tune of
Post September 2018, the company had maintained a high level of ` 3,059 crores were mobilised at competitive rates. At the end of
liquid assets to ensure meeting minimum two months of maturities. FY 19, outstanding NCD stood at ` 9,991 crores. New investor
The company shifted its stance in long term borrowings moving profiles were added to ensure no undue concentration in any
from market borrowings to bank borrowings as there were single/group of investors.
tight liquidity conditions with regard to availability of market Tier II borrowings during the year constituted ` 821 crores and as at
borrowings through non-convertible debentures (NCDs). The
the end of FY 19, stood at ` 4108.21 crores.
company was successful in getting higher volumes of bank term
(*gross borrowings)
loans at competitive rates and maintained a healthy ALM position
throughout this period. MOVEMENT IN INTEREST COST
Long-term borrowings - in the form of medium-term loans, The company’s sourcing strategy (including bank loans / NCD)
medium/long-term NCDs, external commercial borrowings (ECB) without losing sight of ALM, was able to maintain interest cost as
and Tier II - contributed ~46% of the gross incremental borrowings. a percentage of average borrowings, at 8.0% in FY 19 as compared
Sale of receivables by way of securitisation/bilateral assignments to FY 18. Interest cost was monitored closely and by selecting the
amounting to ` 4311 crores helped in the matching of inflows and right mix of borrowings, kept under control.
outflow, over the tenure of the loan book as well as reducing the
borrowing costs. Securitisation / assignment of receivables to the tune of
` 4,311 crores at lower rates resulted in good savings of interest
RESOURCES & TREASURY costs. The benefits of the low interest cost on these deals will
During the year, the company raised funds from banks (including an continue to accrue to the company in subsequent financial years.
offshore lender) and from money markets to support the growth of
CAPITAL ADEQUACY RATIO (CAR)
its businesses at competitive interest rates without compromising
the0.3%right mix of long and short-term borrowings and thereby As at the end of FY 19, the capital adequacy ratio stood at 17.36%
maintaining a healthy asset liability position. The borrowing profile (Tier I: 12.44% and Tier II: 4.92%)
10.9%
as on 31 March, 2019, is given below:
8%
0.3% INVESTMENTS
10.9%
The company’s investments of ` 72.92 crores include investments
Bank Term Loans
2.8%
in subsidiaries of ` 72.90 crores and investments in equity shares of
3.4% Non-Convertible Debentures
Bank Term Loans
Commercial Papers ` 0.02 crores (net of provisions).
5.3% Non-Convertible Debentures
48.9% Sub-ordinated Debt
Commercial Papers
48.9%
WorkingSub-ordinated Debt
Capital Demand Loans (incl CC) FINANCIAL REVIEW
7.2% Working Capital Demand Loans (incl CC)
Perpetual Debt Debt
Instruments
Perpetual Instruments
Securitisation
The company’s aggregate loan disbursements grew by 21% from
Securitisation
Others
Others ` 25,114 crores in FY 18 to ` 30,451 crores in FY 19. The business
AUM for the company as a whole grew by 26% (YoY) and the
21.2%
growth of on-balance sheet assets was 25%. The business AUM
21.2%
(including on book and assigned net of provisions) in FY 19 stood at
BANK BORROWING ` 54,279 crores as against ` 42,924 crores recorded in FY 18.
In FY 19, the company mobilised ` 15,190 crores of medium-term Consistent collection efforts helped in improving asset quality
loans and ` 1,320 crores (net) as working capital / cash credit / short which resulted in Gross stage 3 assets dropping steeply to 2.69% in
term loan facilities from banks. The company continued getting FY 19 as compared to of 3.43% in FY 18 at 3 months overdue basis.
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• Gamification of the Product and process knowledge to ensure • My Safety Story – A weekly campaign driving safety while
relevance and interest was done. driving to employees through peer testimonials.
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Awards & Recognition: ensured that the applications, servers, and network infrastructure
were able to handle record volumes. Potential hot-spots are
CII awards: The company was awarded as the Winner in Large
identified on a pro-active basis and speedy issue resolution is
service category in the employee relations and employee
put in place, thereby minimizing business impact.
engagement category in the National HR circle competition
conducted by Confederation of Indian Industry (CII). The award for There were quite a few areas of innovation that the technology
the interventions focused on organization culture transformation. team worked on during the course of the year. For instance,
development and digitization of the credit scoring model was
TECHNOLOGY INITIATIVES
always flagged by the business as an extremely slow activity.
The digital technology team focused on ‘Agile Digitization’ While the original models were developed by the Analytics
during the course of the year. The focus for our digitization team, the digital technology team comes into picture for system
efforts have been on two key areas. development and integration with our LEAP Tab application.
The first is related to our business ecosystem - customers, Historically, this was developed using a Business Rule Engine
dealers and manufacturers (in the Vehicle Finance space) and (BRE) that led to testing and ‘time to delivery’ related challenges.
DSA and Builders (in the Home Loans/Home Equity space). A lot To address this, a two pronged approach was taken. The initial
of enhancements have been carried out on the current LEAP Tab development was done internally using common Oracle
application to optimize the customer on-boarding process. For technology along with configuration options for the Business
our Home Loan product, the entire customer journey has been and Analytics team. This reduced the development time as
reimagined. A significant amount of information is brought well as the self-serve ability of the users. In the second stage,
together by using digital application programme interface (API) Machine Learning Virtual Machine option has been provided so
related to customer identity, address / location, financial analysis, that the original model can now be directly deployed as a web
and employment status etc. We have also built a complete
service for consumption by the LEAP Tab application. This has
paperless e-sign capability in the new originations function for
dramatically reduced deployment and testing efforts as well as
our customers. This Aadhaar and digital signature based feature
significantly reduced dependency on IT staff for rollout of new
will be rolled out after clearance on usage guidelines from
models.
Unique Identification Authority of India (UIDAI).
Similarly, the team has also developed a highly configurable
On similar lines, a new lead management solution accessible from
system for handling our pay-outs using combination of in-house
browser and mobile devices has been developed for centralized
way of managing leads from different sources / channels, track development and a flexible automation engine. These initiatives
status of leads, as well as effectiveness of sourcing channels and clearly highlight the ability to deliver digital innovation using
productivity of channel partners. This will be further enhanced right combination of technology as well as optimal mix of
to deliver campaign management capabilities to assist in our internal and external capabilities.
cross-sell and customer communication efforts. Enhancements
RISK MANAGEMENT
have also been done to our dealer and broker on-boarding,
management, and process for request and approval of Inventory The company is committed to create value for its stakeholders
Funding and Trade Advance lines in conjunction with the larger through sustainable business growth and with that intent has
Gaadi Bazaar initiative. put in place a robust risk management framework to promote
The second part is related to our operational processes - a proactive approach in reporting, evaluating and resolving risks
processes used within our business and functions as part of associated with the business. Given the nature of the business the
our business operations. As part of digital initiative in this company is engaged in, the risk framework recognizes that there
area, we have identified the manual / human activity index for is uncertainty in creating and sustaining such value as well as in
core process related work done in our back-office Operations. identifying opportunities. Risk management is therefore made an
Using a combination of Robotic Process Automation (RPA) and integral part of the company’s effective management practice.
custom application development and related enhancements,
we have started increasing the digital / automated aspects of Risk Management Framework: Company’s risk management
such businesses. The objective is to progressively increase the framework is based on
automation for repetitive activities using RPA before expanding
(a) Clear understanding and identification of various risks
the usage to cognitive automation. As part of the increasing
digitization in the customer service space, a pilot was done for (b) Disciplined risk assessment by evaluating the probability and
ChatBot and initial solution rollout will be done soon. impact of each risk
Even while being in the process of rapidly delivering solutions, (c) Measurement and monitoring of risks by establishing key risk
there was continued effort to ensure the platform stability is
indicators with thresholds for all critical risks and
not affected. Increased rigor around capacity management,
performance tuning, and insight into application performance (d) Adequate review mechanism to monitor and control risks.
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Company’s risk management division works as a value centre by volume with adequate pricing of risk for different segments of the
constantly engaging with the business providing reports based portfolio.
on key analysis and insights. The key risks faced by the company
are credit risk, liquidity risk, interest rate risk, operational risk,
MARKET RISK
reputational and regulatory risk, which are broadly classified as Market Risk is the possibility of loss arising from changes in the value
credit risk, market risk and operational risk. The company has of a financial instrument as a result of changes in market variables
a well-established risk reporting and monitoring framework. such as interest rates, exchange rates and other asset prices. The
The in-house developed risk monitoring tool, Chola composite risk company’s exposure to market risk is a function of asset liability
Index, measures the movement of top critical risks. This provides management and interest rate sensitivity assessment. The company
the level and direction of the risks, which are arrived at based on the is exposed to interest rate risk and liquidity risk, if the same is not
two level risk thresholds for the identified key risk indicators and are managed properly. The company continuously monitors these
aligned to the overall company’s risk appetite framework approved risks and manages them through appropriate risk limits. The Asset
by the board. The company also developed such risk reporting and Liability Management Committee (ALCO) reviews market-related
monitoring mechanism for the risks at business / vertical level. The trends and risks and adopts various strategies related to assets and
company identifies and monitors risks periodically. This process liabilities, in line with the company’s risk management framework.
enables the company to reassess the top critical risks in a changing ALCO activities are in turn monitored and reviewed by a board
environment that need to be focused on. sub-committee.
Risk governance structure: Company’s risk governance structure OPERATIONAL RISK
operates with a robust board and risk management committee
Operational risk is the risk of loss resulting from inadequate or
with a clearly laid down charter and senior management direction
failed internal processes, people or systems, or from external
and oversight. The board oversees the risk management process
events. The operational risks of the company are managed through
and monitors the risk profile of the company directly as well as
comprehensive internal control systems and procedures and
through a board constituted risk management committee. The
key back up processes. In order to further strengthen the control
committee, which meets a minimum of four times a year, reviews
framework and effectiveness, the company has established risk
the risk management policy, implementation of risk management
control self-assessment at branches to identify process lapses
framework, monitoring of critical risks, and review of various other
initiatives with a structured annual plan. The risk management by way of exception reporting. This enables the management
division has established a comprehensive risk management to evaluate key areas of operational risks and the process to
framework across the business and provides appropriate reports adequately mitigate them on an ongoing basis. The company also
on risk exposures and analysis in its pursuit of creating awareness undertakes risk based audits on a regular basis across all business
across the company about risk management. The company’s risk units / functions. While examining the effectiveness of control
management initiatives and risk MIS are reviewed monthly by the framework through self-assessment, the risk-based audit would
top management. assure effective implementation of self-certification and internal
financial controls adherence, thereby, reducing enterprise exposure.
CREDIT RISK The company has put in place a robust Disaster Recovery (DR)
Credit risk arises when a borrower is unable to meet his financial plan, which is periodically tested. Business Continuity Plan (BCP)
obligations to the lender. This could be either because of wrong is further put in place to ensure seamless continuity of operations
assessment of the borrower’s payment capabilities or due including services to customers, when confronted with adverse
to uncertainties in his future earning potential. The effective events such as natural disasters, technological failures, human
management of credit risk requires the establishment of appropriate errors, terrorism, etc. Periodic testing is carried out to address gaps
credit risk policies and processes. The company has comprehensive in the framework, if any. DR and BCP audits are conducted on a
and well-defined credit policies across various businesses, periodical basis to provide assurance regarding the effectiveness
products and segments, which encompass credit approval process of the company’s readiness. The company is continuously engaged
for all businesses along with guidelines for mitigating the risks in creating risk awareness and culture across the organisation
associated with them. The appraisal process includes detailed risk through training on risk management tools and communication
assessment of the borrowers, physical verifications and field visits. through risk e-newsletters.
The company has a robust post sanction monitoring process to
INTERNAL CONTROL SYSTEMS
identify credit portfolio trends and early warning signals. This
enables it to implement necessary changes to the credit policy, An internal control framework, including internal financial controls,
whenever the need arises. Also, being in asset financing business, encompassing clear delegation of authority and standard operating
most of the company’s lending is covered by adequate collaterals procedures, are available across all businesses and functions.
from the borrowers. The company has a robust online application Clear segregation of duties exists between various functions. Key
underwriting model to assess the credit worthiness of the borrower operational processes (finance and operations) are centralised at
for underwriting decisions for its Vehicle Finance, Home Equity head office for better control. The company has instituted a strong
and Home Loan business. The company also has a well-developed IT security system to ensure information security. All policies are
model for the vehicle finance portfolio, to help business teams plan reviewed and approved by the board on a periodic basis.
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The company’s PBT increased from ` 1,401 crores in FY 18 to Place : Chennai M.M. Murugappan
` 1,823 crores in FY 19. The summarised version is given below: Date : April 27, 2019 Chairman
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Cholamandalam Investment and Finance Company Limited
Report on
Corporate Governance
Corporate governance is about commitment to values and ethical ã Have a transparent corporate structure driven by business
business conduct. It is also about how an organisation is managed needs; and
viz., its corporate and business structure, its culture, policies and ã Ensure compliance with applicable laws.
the manner in which it deals with various stakeholders. Timely and
BOARD OF DIRECTORS
accurate disclosure of information regarding the financial position
of the company, its performance and ownership forms part of the The corporate governance practices of the company ensure that
corporate governance. the board of directors (the board) remains informed, independent
and involved in the company and that there are ongoing efforts
CORPORATE GOVERNANCE PHILOSOPHY towards better governance to mitigate “non-business” risks.
The company is committed to the highest standards of corporate The board is fully aware of its fiduciary responsibilities and recognises
governance in all its activities and processes. its responsibilities to shareholders and other stakeholders to uphold
the highest standards in all matters concerning the company
The company has always believed in and practices the highest
and has empowered responsible persons to implement its broad
standards of corporate governance. The board recognises that
policies and guidelines and has set up adequate review processes.
governance expectations are constantly evolving and is committed
to keeping standards of transparency and dissemination of The board is committed to representing the long-term interests of
the stakeholders and in providing effective governance over the
information under continuous review to meet both letter and spirit
company’s affairs and exercise reasonable business judgment on
of the law and its own demanding levels of business ethics.
the affairs of the company.
The company believes that sound corporate governance practices
The company’s day to day affairs are managed by the executive
are crucial to the smooth and efficient operation of a company and
director (ED), assisted by a competent management team, under
its ability to attract investment, protect the rights of its stakeholders the overall supervision of the board. The company has in place an
and provide shareholder value. Everything the company does is appropriate risk management system covering various risks that the
defined and conditioned by the high standards of governance, company is exposed to, including fraud risks, which are discussed
which serve its values. The company firmly believes in and follows and reviewed by the audit committee and the board every quarter.
the below principle: The company’s commitment to ethical and lawful business conduct
“The fundamental principle of economic activity is that no man you is a fundamental shared value of the board, the senior management
transact with will lose; then you shall not.” and all employees of the company. Consistent with its values and
beliefs, the company has formulated a Code of Conduct applicable
The corporate governance philosophy of the company is driven by
to the board and senior management. Further, the company has
the following fundamental principles:
also adopted a Code of Conduct to regulate, monitor and report
ã Adhere to corporate governance standards beyond the letter trading by insiders in the securities of the company and a whistle
of law; blower policy for reporting any concerns or grievances by directors,
employees / customers and vendors in their dealings with the
ã Maintain transparency and high degree of disclosure levels;
company. In order to ensure that the whistle blower mechanism
ã Maintain a clear distinction between the personal interest is effective and as prescribed, direct access to the chairman of the
and the corporate interest; audit committee is provided to the complainant.
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Name of the director Executive / Non-executive / No. of directorship No. of shares No. of board
Independent / Promoter including CIFCL* held in the committee membership
(Out of which as company including CIFCL**
chairman) (Out of which as
chairman)
* for the purpose of directorship / committee membership, all private companies and section 8 companies have been considered.
** only chairmanship / membership of audit committee and stakeholders’ relationship committee have been considered.
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Cholamandalam Investment and Finance Company Limited
The names of the other listed entities where the directors are holding directorship as at 31 March, 2019 are given below:
In the opinion of the board, the independent directors of the are also provided to the directors on a quarterly basis. The board at
company fulfill the conditions specified in Listing Regulations and every meeting also reviews the important regulatory changes and
are independent of the management of the company. correspondence between two meetings.
All the board members, including independent directors, have The dates of the board meetings are fixed in advance for the calendar
opportunity and access to interact with the management. year to enable maximum attendance from directors. During
Separate meeting of independent directors the year, the board met 6 times on 23 April, 2018, 31 May, 2018,
26 July, 2018, 30 October, 2018, 30 January, 2019 and
During the year under review, in line with the requirement under
19 March, 2019. The Act, read with the relevant rules made there
section 149(8) and schedule IV of the Act, the independent
under, facilitates the participation of a director in board / committee
directors had a separate meeting without the presence of the non-
meetings through video conferencing or other audio visual means.
independent directors and management team.
Accordingly, the company also provides the option to participate
Board Meetings
through video conferencing to enable the directors’ participation
The board meets at regular intervals with an annual calendar and at the meetings.
a formal schedule of matters specifically reserved for its attention
The board periodically reviews the matters required to be placed
to ensure that it exercises full control over significant strategic,
before it and inter alia reviews and approves the quarterly financial
financial, operational and compliance matters. The board is
statements, corporate strategies, business plan, annual budgets
regularly briefed and updated on the key activities of the business
and capital expenditures. It monitors the overall performance and
and is provided with briefings and presentations on operations,
reviews other matters which require the board’s attention.
quarterly financial statements and other matters concerning
the company. Besides, information about statutory compliance, The board also takes on record the declarations and confirmations
minutes of all the subsidiary companies and committees of the made by the executive director, chief financial officer and company
board and information as required under the Listing Regulations secretary, regarding compliances of all laws on a quarterly basis.
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Corporate Overview Financial Statements
Management Reports
Certificate from Company Secretary in Practice Mr. Arun Alagappan, executive director as invitees. The company
Mr. R. Sridharan of M/s. R. Sridharan & Associates has issued a secretary acts as the secretary to the committee. During the year,
certificate as required under the Listing Regulations, confirming the committee met eight times. All members of audit committee
that none of the directors on the board of the company has been have knowledge of financial management, audit and accounts. The
debarred or disqualified from being appointed or continuing as statutory auditors, the internal auditors and senior management
director of companies by SEBI / Ministry of Corporate Affairs or are invited to attend the meetings of the committee. The company
any such statutory authority. A certificate to this effect has been has in place a system for an independent meeting of the committee
enclosed with this report. with the statutory and internal auditors without the presence of the
COMMITTEES OF THE BOARD non-independent directors and management team. The committee
met the statutory auditors as well as internal auditors during the
The board has constituted various committees to support the
board in discharging its responsibilities. year.
There are seven committees constituted by the board - audit Effective 1 April, 2019, the committee is reconstituted with
committee, stakeholders’ relationship committee, corporate Mr. N. Ramesh Rajan, Ms. Bharati Rao and Mr. Ashok Kumar Barat
social responsibility committee, nomination and remuneration as its members. Mr. Rajan is the chairman of the committee.
committee, risk management committee, IT strategy committee
NOMINATION AND REMUNERATION COMMITTEE
and business committee.
The board at the time of constitution of each committee fixes the Terms of Reference
terms of reference and also delegates powers from time to time. The role of the committee is to determine the company’s policy
Various recommendations of the committees are submitted to on remuneration to executive director and senior management,
the board for approval. The minutes of the meetings of all the including periodic increments in salary. The committee is also
committees are circulated to the board for its information.
empowered to determine the annual commission / incentives of
AUDIT COMMITTEE the executive directors and the minimum remuneration of the
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Cholamandalam Investment and Finance Company Limited
Effective 1 April, 2019, the committee is reconstituted with of the Act, regulation 19(4) of the Listing Regulations and RBI
Mr. N. Ramesh Rajan, Ms. Bharati Rao and Mr. Ashok Kumar Barat as Regulations applicable for non-banking finance companies, which
its members. Mr. Ramesh Rajan is the chairman of the committee. inter alia, deals with the personal traits, competencies, experience,
REMUNERATION OF DIRECTORS background and other fit and proper criteria. These attributes
Remuneration Policy shall be considered for nominating candidates for board positions
/ re-appointment of directors.
The success of any organisation in achieving good performance
and governance depends on its ability to attract quality individuals Criteria for appointment in senior management
on the board.
The nomination and remuneration committee is responsible for
The company has in place a remuneration policy which is guided
identifying persons who are qualified to be appointed in senior
by the principles and objectives as enumerated in section 178 of
management. The committee has formulated the charter in terms
the Act.
of the provisions of the Act and the Listing Regulations, which inter
Currently, Mr. Arun Alagappan is the only executive director (ED)
alia, deals with the criteria for identifying persons who are qualified
on the board. The compensation to ED is within the scale approved
by the shareholders. The elements of compensation comprise a to be appointed in senior management. These attributes shall be
fixed component and a performance incentive. The compensation considered for nominating candidates for senior management
is determined based on the level of responsibility and scales position.
prevailing in the industry. ED is not paid sitting fees for any board /
Performance Evaluation
committee meetings attended by him.
In terms of the provisions of the Act and the Listing Regulations,
The compensation to the non-executive directors takes the form
of commission on profits. Though the shareholders have approved the board carries out an annual performance evaluation of its own
payment of commission up to one per cent of the net profits performance, the directors individually including the ED carries out
of the company for each year calculated as per the provisions of a self as well as a peer evaluation and the individual committees
section 198 of the Act, the actual commission paid to the directors carries out an evaluation of the working of the committees. The
is restricted to a fixed sum within the above limit annually on the
performance evaluation of the independent directors is carried
basis of their tenor in office during the financial year. The sum is
out by the entire board. The performance of the chairman and the
reviewed periodically taking into consideration various factors
such as performance of the company, time devoted by the directors non-independent directors are carried out by the independent
in attending to the affairs and business of the company and the directors. Chairman anchors the sessions on self, peer, committee
extent of responsibilities cast on the directors under various laws and board effectiveness evaluations. Chairman of the nomination
and other relevant factors. and remuneration committee anchors the session on chairman
The non-executive directors are also paid sitting fees subject to the evaluation.
statutory ceiling for all board and committee meetings attended
Policy on Board diversity
by them.
Criteria for Board Nomination The nomination and remuneration committee has devised a policy
on board diversity which sets out the approach to diversity on the
The nomination and remuneration committee is responsible
for identifying persons for initial nomination as directors and board of the company. The policy provides for having a truly diverse
evaluating incumbent directors for their continued service. The board, comprising of appropriately qualified people with a broad
committee has formulated a charter in terms of the provisions range of experience relevant to the business of the company.
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Corporate Overview Financial Statements
Management Reports
Notes:
Commission is provided based on the tenure the directors have served on the board and will be paid subject to deduction of tax as applicable.
STAKEHOLDERS’ RELATIONSHIP COMMITTEE the actions planned in and periodical review of the process for
Terms of Reference systematic identification and assessment of the business risks.
Besides, the committee periodically monitors the critical risk
The role of the committee includes formulation of shareholders’
exposures by specialised analysis and quality reviews and reports
servicing plans and policies, consideration of valid share transfer
to the board the details of any significant developments, identify
requests with folios beyond 5000 shares, share transmissions,
and make recommendations to the board, to the extent necessary
issue of duplicate share certificates, issue of share certificates for
on resources and staffing required for effective risk management
split, rematerialisation, consolidation of shares, etc. The committee
and the action taken to manage the exposures and carry out any
also monitors and reviews the mechanism of share transfers,
other function as may be necessary to ensure that an effective risk
dematerialisation of shares and payment of dividends, adherence
management system is in place.
to the service standards in respect of various services being
rendered by the Registrar & Share Transfer Agent, measures taken Composition & Meetings
for effective exercise of voting rights by shareholders, approve
As at 31 March, 2019, the committee comprised
transfer of shares to the Investors Education and Protection Fund.
Mr. V. Srinivasa Rangan as the chairman, Mr. M.M. Murugappan,
It further looks into the redressing of shareholders’ grievances like
Mr. N. Ramesh Rajan, Mr. Arun Alagappan as its members and the
non-receipt of balance sheet, non-receipt of declared dividends
various business and functional heads of the company as invitees.
and determining, monitoring and reviewing the standards for
Effective 1 April, 2019, the board inducted Mr. Ashok Kumar Barat
resolution of shareholders’ grievances.
as a member of the committee consequent to retirement of
During the year, the company had received six complaints from the Mr. Srinivasa Rangan effective 31 March, 2019. The committee held
shareholders which have been resolved. There were no investor four meetings during the year ended 31 March, 2019.
complaints pending as at 31 March, 2019.
IT STRATEGY COMMITTEE
Composition & Meetings
Terms of Reference
As at 31 March, 2019, the committee comprised Ms. Bharati Rao as
the chairperson and Mr. Ashok Kumar Barat and Mr. Arun Alagappan The role of committee includes approving IT strategy and policy
as its members. Ms. P. Sujatha, company secretary is the compliance documents and ensuring that the management has put an
officer. During the year, the committee held two meetings. effective strategic planning process in place and ascertaining
implementation processes and practices that ensure that the IT
RISK MANAGEMENT COMMITTEE
delivers value to the business. Ensuring IT investments represent
Terms of Reference a balance of risks and benefits, the budgets are acceptable and
The role of the committee includes review of the risk management monitoring the method that management uses to determine
policy developed by the management, review of the annual the IT resources needed to achieve strategic goals and provide
risk management framework document and implementation of high-level direction for sourcing and use of IT resources. Ensuring
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
proper balance of IT investments for sustaining company’s growth and Mr. Arun Alagappan as its members. The senior management
and becoming aware about exposure towards IT risks and controls. is invited to attend the meetings of the committee. The committee
Composition & Meetings held five meetings during the year.
As at 31 March, 2019, the committee comprised CORPORATE SOCIAL RESPONSIBILITY COMMITTEE
Mr. Ashok Kumar Barat and Mr. Arun Alagappan as its members.
The committee held three meetings during the year ended Terms of Reference
31 March, 2019. Effective 27 April, 2019, the board inducted The role of the committee includes formulation and
Mr. Rohan Verma as a member of the committee.
recommendation of a corporate social responsibility (CSR) policy
BUSINESS COMMITTEE for the company, recommend the amount of expenditure to
Terms of Reference be incurred on the CSR activities, monitor the CSR policy of the
The role of the committee includes review of the business of the company from time to time and institute a transparent monitoring
company, including approval and review of business proposals mechanism for implementing the CSR activities and carry out any
beyond certain financial limits, review and recommend new other function or activity as may be required to ensure that the
product note to the board for approval, approve borrowings CSR objectives are met.
within the limits prescribed by the board, approve assignment of
receivables and oversee the asset liability management system of Composition & Meetings
the company. As at 31 March, 2019, the committee comprised Ms. Bharati Rao as
Composition & Meetings the chairperson, Mr. M.M. Murugappan and Mr. Arun Alagappan as
As at 31 March, 2019, the business committee comprised its members. The committee held two meetings during the year
Mr. M.M. Murugappan as the chairman and Mr. Ashok Kumar Barat ended 31 March, 2019.
* - Appointed as an additional director effective 31 May, 2018 and as chairman effective 27 July, 2018.
$ - Appointed as an additional director effective 30 October, 2018
@ - Appointed as an additional director effective 25 March, 2019
^ - Retired at the close of 40th AGM held on 26 July, 2018
# - Resigned as EVC & MD at the close of business hours of 18 August, 2018
2016 29 July, 2016 at 4.00 p.m. The Music Academy, New No.168 (Old No.306), T.T.K Road,
Royapettah, Chennai - 600 014
2017 27 July, 2017 at 4.00 p.m. -do-
2018 26 July, 2018 at 4.00 p.m. -do-
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Corporate Overview Financial Statements
Management Reports
29 July, 2016 Issue of securities on private placement basis under section 42 of the Act
27 July, 2017 -do-
26 July, 2018 Approval for borrowing powers of the company
Issue of securities on private placement basis under section 42 of the Act
have conducted the secretarial audit and the certificate was placed norms is annexed to the report.
before the board and attached to this report. CEO/CFO CERTIFICATION
RECONCILIATION OF SHARE CAPITAL AUDIT Executive director and chief financial officer have given a
As required by the Securities and Exchange Board of India (SEBI), compliance certificate to the board with regard to financial
quarterly audit of the company’s share capital is being carried statements and internal control systems as contemplated under
out by an independent auditor with a view to reconcile the total regulation 17(8) of the Listing Regulations.
share capital admitted with National Securities Depository Limited
SUBSIDIARY COMPANIES
(NSDL) and Central Depository Services (India) Limited (CDSL)
A policy on material subsidiaries has been formulated and the
and held in physical form, with the issued and listed capital. The
certificate issued by an independent practicing company secretary same is posted on the company’s website (weblink: https://
is submitted to the stock exchanges and is also placed before the www.cholamandalam.com/company-policies.aspx). The financial
board of directors. statements of subsidiary companies are tabled at the audit
committee and board meetings every quarter. The company does
CODE OF CONDUCT not have any material subsidiary whose net worth exceeds 10% of
The board has laid down a “Code of Conduct” for all the board the consolidated income or net worth of the company during the
members and the senior management of the company and the previous financial year or has generated 10% of the consolidated
Code of Conduct has been posted on the website of the company. income of the company during the previous financial year.
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
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Corporate Overview Financial Statements
Management Reports
The Members,
CHOLAMANDALAM INVESTMENT AND FINANCE COMPANY LIMITED
Dare House, No. 2 N.S.C. Bose Road, Parrys, Chennai - 600001
We have examined the relevant books, papers, minutes books, forms and returns filed, notices received from the Directors
during the financial year under review and other records maintained by the Company and also the information provided by the
Company, its officers, agents and authorized representatives of CHOLAMANDALAM INVESTMENT AND FINANCE COMPANY LIMITED
(CIN: L65993TN1978PLC007576) having its Registered Office at Dare House No. 2 N S C Bose Road, Parrys, Chennai - 600001 (hereinafter
referred to as “The Company”) for the purpose of issue of a certificate, in accordance with Regulation 34 (3) read with Schedule V Part-C
Sub clause 10 (i) of Securities Exchange Board of India (Listing Obligations and Disclosure Requirements) 2015 as amended vide Notification
No: SEBI/LAD-NRO/GN/2018/10 dated May 9, 2018 issued by the Securities and Exchange Board of India.
In our opinion and to the best of our knowledge and based on such examination as well as information and explanations furnished to us,
which to the best of our knowledge and belief were necessary for the purpose issue of this certificate and based on such verification as
considered necessary, we hereby certify that None of the Directors as stated below on the Board of the company as on 31 March, 2019 have
been debarred or disqualified from being appointed or continuing as Directors of Companies by the SEBI (Board) /Ministry of Corporate
Affairs or any such other statutory authority.
* The term of office of Mr. V. Srinivasa Rangan expired at the close of business hours of 31 March, 2019.
We further state that such compliance is neither an assurance as to the future viability of the company nor of the efficiency or effectiveness
with which the management has conducted the affairs of the company.
For R. Sridharan & Associates
Company Secretaries
CS R. Sridharan
CP No. 3239
Place : Chennai FCS No. 4775
Date : April 27, 2019 UIN : S2003TN063400
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
1. The accompanying Corporate Governance Report prepared by Cholamandalam Investment and Finance Company Limited (hereinafter
the “Company”), contains details as required in regulation 17 to 27, clauses (b) to (i) of sub-regulation (2) of regulation 46 and
para C, D, E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations,
2015, as amended (“the Listing Regulations”) ('reporting criteria') for the year ended March 31, 2019 as required by the Company for
annual submission to the Stock exchange.
Management’s Responsibility
2. The preparation of the Corporate Governance Report is the responsibility of the Management of the Company including the preparation
and maintenance of all relevant supporting records and documents. This responsibility also includes the design, implementation and
maintenance of internal control relevant to the preparation and presentation of the Corporate Governance Report.
3. The Management along with the Board of Directors are also responsible for ensuring that the Company complies with the conditions
of Corporate Governance as stipulated in the Listing Regulations, issued by the Securities and Exchange Board of India.
Auditor’s Responsibility
4. Pursuant to the requirements of the Listing Regulations, our responsibility is to express a reasonable assurance in the form of an
opinion whether the Company has complied with the conditions of Corporate Governance as specified in the Listing Regulations.
5. We conducted our examination of the Corporate Governance Report in accordance with the Guidance Note on Reports or Certificates
for Special Purposes and the Guidance Note on Certification of Corporate Governance, both issued by the Institute of Chartered
Accountants of India (“ICAI”). The Guidance Note on Reports or Certificates for Special Purposes requires that we comply with the
ethical requirements of the Code of Ethics issued by the Institute of Chartered Accountants of India.
6. We have complied with the relevant applicable requirements of the Standard on Quality Control (SQC) 1, Quality Control for Firms that
Perform Audits and Reviews of Historical Financial Information, and Other Assurance and Related Services Engagements.
7. The procedures selected depend on the auditor’s judgement, including the assessment of the risks associated in compliance of the
Corporate Governance Report with the reporting criteria. Summary of key procedures performed include:
i. Reading and understanding of the information prepared by the Company and included in its Corporate Governance Report;
ii. Obtained and verified that the composition of the Board of Directors with respect to executive and non-executive directors has
been met throughout the reporting period;
iii. Obtained and read the Directors' Register as on March 31, 2019 and verified that atleast one women director was on the Board
during the year;
iv. Obtained and read the minutes of the following committee meetings held from April 1, 2018 to March 31, 2019:
(a) Board of Directors meeting;
(b) Audit committee;
(c) Annual General meeting;
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Corporate Overview Financial Statements
Management Reports
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Annual Report 2018 - 19
Cholamandalam Investment and Finance Company Limited
General Shareholders
Information
REGISTERED OFFICE
“Dare House”, No.2, N.S.C. Bose Road, Parrys, Chennai - 600 001.
CORPORATE IDENTITY NUMBER (CIN)
L65993TN1978PLC007576
FINANCIAL YEAR
1 April to 31 March.
Debt Securities:
The Wholesale Debt Market (WDM) Segment of NSE and F - Class Segment of BSE Limited.
The listing fees for both equity shares and debt securities for FY 19 were paid to the above stock exchanges.
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Corporate Overview Financial Statements
Management Reports
10600
1400
10200
1300
9800 1200
9400 1100
9000 1000
Oct/18
Mar/19
Jun/18
Jul/18
Jan/19
May/18
Sep/18
Feb/19
Apr/18
Aug/18
Nov/18
Dec/18
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Contact details of the designated official for assisting and handling investor grievances
In terms of regulation 46(2)(k) of the Listing Regulations, the contact details of the designated official for assisting and handling investor
grievances are as below:
Ms. P. Sujatha, Company Secretary
“Dare House”, No.2, N.S.C. Bose Road, Parrys, Chennai-600 001
Phone: 044 40907172 (bd.) 40907055 (d). Fax: 044 25346464
E-mail: sujathap@chola.murugappa.com;
investors@chola.murugappa.com
CREDIT RATING
The credit rating details of the company as at 31 March, 2019 are as follows:
Rating Agency Term Type Rating as on 31 March 2018 Revisions during the year Obtained during the year
ICRA LT NCD / SD [ICRA]AA with Positive Outlook NCD : Upgraded from NCD : [ICRA]AA+ with stable
/ CC / TL [ICRA]AA with positive Outlook on June 18, 2018
outlook to [ICRA]AA+
with stable outlook
on April 24, 2018
SD : Upgraded from
[ICRA]AA with positive
outlook to [ICRA]AA+
with stable outlook
on April 24, 2018
LT PD [ICRA]AA- with Stable Outlook PD : Upgraded from PD : [ICRA]AA with Stable
[ICRA]AA- with positive Outlook on Feb 4, 2019
outlook to [ICRA]AA
with Stable Outlook
on April 24, 2018
ST CP / [ICRA]A1+ Revalidated CP : [ICRA]A1+
WCDL on January 7, 2019
CRISIL ST CP [CRISIL]A1+ CP : [CRISIL]A1+ on
January 23, 2019
LT SD [CRISIL]AA+ / Stable Upgraded from CRISIL AA
with stable outlook to
[CRISIL]AA+ stable outlook
on June 22, 2018
CARE LT SD CARE AA+
LT PD CARE AA
ST CP CARE A1+ Revalidation CP : CARE A1+
on March 15, 2019
INDIA Ratings LT NCD / SD IND AA+ with Stable Outlook NCD : IND AA+ with Stable
and Research Outlook on June 15, 2018
Private Ltd LT PD IND AA with Stable Outlook PD : IND AA with Stable
Outlook on Jan 30, 2019
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FY to which the dividend relates Date of declaration Due date for transfer to IEPF
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Sl. No. Category (Shares) No. of Holders % to Holders No. of Shares % to Equity
SHAREHOLDING PATTERN
COMMODITY PRICE RISK / FOREIGN EXCHANGE RISK AND COMMODITY HEDGING ACTIVITIES
The company is in financial services business and has no exposure to commodity price risk and commodity hedging activities and hence
the disclosure pertaining to SEBI circular dated 15 November, 2018 is not applicable. In respect of certain computer related purchases
involving payment in foreign currency wherein the payment is made basis the rate prevailing on the date of payment and as per the terms
mentioned in contract. To this extent, if the currency movement is adverse, the payment would be impacted by such currency exposure.
LOCATION
The company's registered office is in Chennai and it operates out of 911 branches across the country.
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SECTION D: BR INFORMATION
1. Details of director/directors responsible for BR:
(a) Details of the director/director responsible for implementation of the BR policy/policies:
1. Director Identification Number (DIN): 00291361
2. Name: Mr. Arun Alagappan
3. Designation: Executive Director
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(b) If answer to the question at serial number 1 against any principle, is ‘No’, please explain why: Not applicable.
3. Governance related to BR
(a) Indicate the frequency with which the board of directors, committee of the board or CEO to assess the BR performance of the
company. Within 3 months, 3-6 months, Annually, More than 1 year.
The BR performance is assessed annually.
(b) Does the company publish a BR or a Sustainability Report? What is the hyperlink for viewing this report? How frequently it is
published?
Yes, https://www.cholamandalam.com/company-policies.aspx. Report is published annually.
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2. How many stakeholder complaints have been received in the past financial year and what percentage was satisfactorily resolved by
the management? If so, provide details thereof, in about 50 words or so.
Principle 2 - To provide services that are safe and contribute to sustainability throughout their life cycle
1. List up to 3 of your products or services whose design has incorporated social or environmental concerns, risks and/or opportunities.
Not applicable - The company being a NBFC is not engaged in a business concerning design of products/services that could
raise social concerns, economic risks and/or hazardous opportunities.
2. For each such product, provide the following details in respect of resource use (energy, water, raw material etc.) per unit of product
(optional):
Not applicable.
3. Does the company have procedures in place for sustainable sourcing (including transportation)? If yes, what percentage of your
inputs was sourced sustainably? Also, provide details thereof, in about 50 words or so.
Not applicable.
4. Has the company taken any steps to procure goods and services from local & small producers, including communities surrounding
their place of work? If yes, what steps have been taken to improve their capacity and capability of local and small vendors?
Yes, the company procures goods and services from local and small producers, including communities surrounding their
place of work wherever possible.
5. Does the company have a mechanism to recycle products and waste? If yes what is the percentage of recycling of products and waste
(separately as 10%). Also, provide details thereof, in about 50 words or so.
Not applicable.
8. What percentage of your under mentioned employees were given safety & skill up-gradation training in the last year?
Safety Awareness drives in every area offices on 1st & 2nd Saturday of the month. It is one hour session conducted by Human
Resources function on safe driving, drunken driving and safety aspects of wearing helmets while riding bikes. Wearing of
helmets was made mandatory for all two wheeler riders. Employees not complying with the same are penalised.
eer Support: Staffs are encouraged to have conversation with their colleagues who do not follow road safety & drive without
P
Helmets.
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Master Health Checkup - All active employees qualify under the Master health checkup program shall mandatorily complete their
checkup before 31 March, 2019.
Wellness Programmes:
Sustained Yoga Awareness: Organized 73 Yoga programmes in Pan India and 2958 employees are participated in that. This is an
a)
attempt to reduce the number of deaths among our front end staff and with a view to de-stress our field executives.
General Wellness Camp: 26 wellness programmes have organized in FY19. Totally, 2,500 employees participated and were
b)
benefited in that.
Eye check-up camps: Drive eye check-up camp made mandatorily in all major area offices of east.
c)
General Health Check-up Camp: Free full body health check-up camps for employees were organized in Regional Offices. In
d)
such health camp, employees are getting their immediate checks on Blood Sugar, Pressure, and ECG etc. along with free doctor
consultation & diet plan.
Principle 4 - Businesses should respect the interests of, and be responsive towards all stakeholders, especially those who are
disadvantaged, vulnerable and marginalized.
1. Has the company mapped its internal and external stakeholders? Yes/No.
Yes.
2. Out of the above, has the company identified the disadvantaged, vulnerable & marginalized stakeholders.
Not applicable.
3. Are there any special initiatives taken by the company to engage with the disadvantaged, vulnerable and marginalized stakeholders.
If so, provide details thereof, in about 50 words or so.
Not applicable.
Principle 6 - Business should respect, protect, and make efforts to restore the environment
1. Does the policy related to Principle 6 cover only the company or extends to the Group/Joint Ventures/Suppliers/Contractors/ NGOs/
others.
The policy is applicable only to the company.
2. Does the company have strategies/ initiatives to address global environmental issues such as climate change, global warming, etc?
Y/N. If yes, please give hyperlink for web page etc.
Not applicable.
3. Does the company identify and assess potential environmental risks? Y/N.
Not applicable.
4. Does the company have any project related to Clean Development Mechanism? If so, provide details thereof, in about 50 words or so.
Also, if Yes, whether any environmental compliance report is filed?
No.
5. Has the company undertaken any other initiatives on - clean technology, energy efficiency, renewable energy, etc. Y/N. If yes, please
give hyperlink for web page etc.:
No.
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6.
Are the Emissions/Waste generated by the company within the permissible limits given by CPCB/SPCB for the financial year being reported?
Not applicable.
7. Number of show cause/ legal notices received from CPCB/SPCB which are pending (i.e. not resolved to satisfaction) as on end of FY.
Nil.
Principle 7 - Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner
1. Is your company a member of any trade and chamber or association? If Yes, Name only those major ones that your business deals with:
• Finance Industry Development Council
• Finance Companies’ Association (India)
• South India Hire Purchase Association
2. Have you advocated/lobbied through above associations for the advancement or improvement of public good? Yes/No; if yes specify
the broad areas (drop box: Governance and Administration, Economic Reforms, Inclusive Development Policies, Energy security,
Water, Food Security, Sustainable Business Principles, Others
Yes. Representations had been submitted to the Government and regulatory authorities on various matters for the
improvement of public good on areas relating to governance and administration, economic reforms, inclusive development
policies and sustainable business principles.
Principle 9 - Businesses should engage with and provide value to their customers and consumers in a responsible manner
1. What percentage of customer complaints/consumer cases are pending as on the end of financial year.
0.77% of customer complaints were pending at the end of financial year.
2. Does the company display product information on the product label, over and above what is mandated as per local laws? Yes/No/
N.A./Remarks(additional information)
Not Applicable.
3. Is there any case filed by any stakeholder against the company regarding unfair trade practices, irresponsible advertising and/ or
anti-competitive behaviour during the last five years and pending as on end of financial year. If so, provide details thereof, in about 50
words or so.
No.
4. Did your company carry out any consumer survey/consumer satisfaction trends?
Yes, customer satisfaction surveys are carried out periodically and trends measured.
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Information Other than the Standalone Ind AS Financial Statements and Auditor’s Report Thereon
The Company’s Board of Directors is responsible for the other information. The other information comprises Board’s Report
including Annexures to the Board’s Report and Management Discussion and Analysis, Corporate Governance and General
Shareholder Information and Business Responsibility report included in the Annual report, but does not include the
Standalone Ind AS Financial Statements and our auditor’s report thereon.
Our opinion on the Standalone Ind AS Financial Statements does not cover the other information and we do not express
any form of assurance conclusion thereon.
In connection with our audit of the Standalone Ind AS Financial Statements, our responsibility is to read the other
information and, in doing so, consider whether the other information is materially inconsistent with the financial statements
or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have
performed, we conclude that there is a material misstatement of this other information, we are required to report that fact.
We have nothing to report in this regard.
Responsibilities of Management and those Charged with Governance for the Financial Statements
The Company’s Board of Directors is responsible for the matters stated in section 134(5) of the Act with respect to the
preparation of these Standalone Ind AS Financial Statements that give a true and fair view of the financial position, financial
performance including other comprehensive income, cash flows and changes in equity of the Company in accordance
with the accounting principles generally accepted in India, including the Indian Accounting Standards (Ind AS) specified
under Section 133 of the Act read with the Companies (Indian Accounting Standards) Rules, 2015, as amended.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act
for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection
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(b) Property, plant and equipment have been physically verified by the management during the year and no material
discrepancies were identified on such verification.
(c) According to the information and explanations given by the management, the title deeds of immovable properties included
in property, plant and equipment are held in the name of the company. Immovable properties of loan and buildings whose
title deeds have been pledged in favour of Trustees for the benefit of debenture holders as security for the Redeemable Non-
convertible Debentures, are held in the name of the Company based on the Trust Deed executed between the Trustees and
the Company.
(ii) The Company’s business does not involve inventories and, accordingly, the requirements under paragraph 3(ii) of the Order are not
applicable to the Company.
(iii) (a) The Company has granted loans to one subsidiary Company and one associate covered in the register maintained under
Section 189 of the Companies Act, 2013. In our opinion and according to the information and explanations given to us, the
terms and conditions of the grant of such loans are not prejudicial to the Company's interest.
(b) The schedule of repayment of principal and payment of interest has been stipulated for the loans granted and the repayment/
receipts are regular.
(c) According to the information and explanations given by the management there are no amounts of loans which are overdue
for more than ninety days from a Company covered in the register maintained under Section 189 of the Companies Act,
2013.
(iv) In our opinion and according to the information and explanations given to us, there are no loans, investments, guarantees, and
securities granted in respect of which provisions of Sections 185 and 186 of the Act have not been complied with by the Company.
(v) The Company has not accepted any deposits within the meaning of Sections 73 to 76 of the Companies Act 2013 and the Companies
(Acceptance of Deposits) Rules, 2014 (as amended) during the year. Accordingly, the provisions of clause 3(v) of the Order are not
applicable.
(vi) To the best of our knowledge and as explained, the Central Government has not specified the maintenance of cost records under
Section 148(1) of the Companies Act, 2013, for the services of the Company.
(vii) (a) The Company is regular in depositing with appropriate authorities undisputed statutory dues including provident fund,
employees’ state insurance, income-tax, sales tax, service tax, value added tax, goods and services tax, duty of custom, cess
and other material statutory dues applicable to it. The provisions relating to wealth tax and duty of excise are not applicable
to the Company.
(b) According to the information and explanations given to us, no undisputed amounts payable in respect of provident fund,
employees’ state insurance, income-tax, sales tax, service tax, value added tax, goods and services tax, duty of custom, cess
and other material statutory dues were outstanding, at the year end, for a period of more than six months from the date they
became payable.
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Income Tax Act, 1961 Tax and interest 21,292 1990-91, 1991-92 and 2008-09 Income Tax Appellate Tribunal
2,908 2008-09 to 2014-15 CIT(Appeal)
Bihar Finance Act, 1981 Sales Tax 2.19 1992-93 & 1993-94 Sales Tax Appellate Tribunal
Gujarat Sales Tax Act, 1969 Sales Tax 2.03 1997-98 Sales Tax Appellate Tribunal
Karnataka Sales Tax Act Sales Tax 357.46 2007-08 to 2013-14 Karnataka High court
Maharashtra Value Sales Tax 2,019 2013-14 to 2015-16 Deputy Commissioner of Sales Tax
Added Tax Act, 2002
Delhi Sales Tax Act, 1975 Sales Tax 7.58 1991-92 Deputy Commissioner of Sales Tax
Odisha Value Added Sales Tax 302.56 2007-08 to 2013-2014 Sales Tax Appellate Tribunal
Tax Act, 2004
Tamil Nadu Value Sales Tax 1,094 2006 - 07 to 2013-14 High Court
Added Tax Act, 2006
Tamil Nadu General TNGST & CST 998.80 1994-95 High Court of Madras
Sales Tax Act, 1959
Uttar Pradesh Sales Tax Act Sales Tax 62 1987-2003 High Court
Finance Act, 1994 Service Tax 19,690 2005-06 to 2017-18 CESTAT
(viii) In our opinion and according to the information and explanations given by the management, the Company has not defaulted in
repayment of loans or borrowing to a financial institution, bank or government or dues to debenture holders.
(ix) According to the information and explanations given by the Management, the Company has not raised any money by way of initial
public offer or further public offer. Further, monies raised by the Company by way of term loans were applied for the purpose for
which those were raised, though idle/surplus funds which were not required for immediate utilisation were gainfully invested in
liquid assets realizable on demand.
(x) Based upon the audit procedures performed for the purpose of reporting the true and fair view of the financial statements and
according to the information and explanations given by the management, we report that no fraud by the Company or no material
fraud on the Company by the officers and employees of the Company has been noticed or reported during the year.
(xi) According to the information and explanations given by the management, the managerial remuneration has been paid / provided
in accordance with the requisite approvals mandated by the provisions of Section 197 read with Schedule V to the Companies Act
2013.
(xii) In our opinion, the Company is not a nidhi company. Therefore, the provisions of clause 3(xii) of the Order are not applicable to the
Company and hence not commented upon.
(xiii) According to the information and explanations given by the management, transactions with the related parties are in compliance
with Sections 177 and 188 of Companies Act, 2013 where applicable and the details have been disclosed in the notes to the
financial statements, as required by the applicable accounting standards.
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Auditor’s Responsibility
Our responsibility is to express an opinion on the Company's internal financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance
Note”) and the Standards on Auditing as specified under section 143(10) of the Companies Act, 2013, to the extent applicable to an
audit of internal financial controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance
Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether
adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in
all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the
auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the internal
financial controls system over financial reporting.
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Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such
internal financial controls over financial reporting were operating effectively as at March 31, 2019, based on the internal control over
financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance
Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
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Balance Sheet
As at March 31, 2019
` in lakhs
Note No. As at As at As at
31.03.2019 31.03.2018 01.04.2017
ASSETS
Financial Assets
Cash and Cash Equivalents 5 3,13,893 25,379 27,404
Bank balances other than Cash and Cash Equivalents 6 53,592 63,416 69,645
Derivative financial instruments 7 8,869 599 -
Receivables 8
i) Trade Receviables 441 3,823 1,965
ii) Other Receviables 3,908 5,577 4,492
Loans 9 52,62,227 42,25,323 33,22,439
Investments 10 7,292 7,292 6,968
Other Financial Assets 11 12,432 7,730 13,561
56,62,654 43,39,139 34,46,474
Non - Financial Assets
Current tax assets (Net) 15,719 15,961 10,387
Deferred tax assets (Net) 12 45,300 36,171 31,527
Investment Property 13 47 5 5
Property, Plant and Equipment 14 14,253 14,005 11,809
Intangible assets under development 1,310 380 162
Other Intangible assets 15 1,976 2,070 2,195
Other Non-Financial Assets 16 1,371 1,242 1,158
79,976 69,834 57,243
TOTAL ASSETS 57,42,630 44,08,973 35,03,717
LIABILITIES AND EQUITY
Financial Liabilities
Derivative financial instruments 7 841 7,655 10,103
Payables
(I) Trade Payables
i) Total outstanding dues of micro and small enterprises - - -
ii) Total outstanding dues of creditors other than 20,742 17,063 11,017
micro and small enterprises
(II) Other Payables
i) Total outstanding dues of micro and small enterprises - - -
ii) Total outstanding dues of creditors other than 12,894 10,047 8,143
micro and small enterprises
Debt Securities 17 14,18,431 14,37,395 13,47,094
Borrowings(Other than Debt Securities) 18 32,12,375 20,16,635 13,78,288
Subordinated Liabilities 19 4,25,868 3,79,003 2,94,631
Other Financial Liabilities 20 21,207 19,967 20,093
51,12,358 38,87,765 30,69,369
Non - Financial Liabilities
Provisions 21 7,402 6,343 5,231
Other Non-Financial Liabilities 22 5,296 5,051 642
12,698 11,394 5,873
Equity
Equity share capital 23A 15,643 15,640 15,635
Other Equity 23B 6,01,931 4,94,174 4,12,840
6,17,574 5,09,814 4,28,475
TOTAL LIABILITIES AND EQUITY 57,42,630 44,08,973 35,03,717
The accompanying notes are integral part of the financial statements.
As per our report of even date
For S.R. Batliboi & Associates LLP For and on behalf of the Board of Directors
Chartered Accountants
ICAI Firm Regn No.101049W/E300004
per Subramanian Suresh Arun Alagappan M.M. Murugappan
Partner Executive Director Chairman
Membership No: 083673
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Statement of Changes in Equity
For the year ended March 31, 2019
` in lakhs
100
a) Equity Share Capital
Balances as on April 01, 2017 15,635
Add: Issue of share capital 5
Balances as on March 31, 2018 15,640
Add: Issue of share capital 3
Balances as on March 31, 2019 15,643
pending hedge
allotment
Balance as at April 01, 2017 18 62,046 4 3,300 1,66,421 1,38,777 44,883 184 - (2,793) 4,12,840
Profit for the year - - - - - - 91,830 - - 91,830
Re-measurement of defined - - - - - - 43 - - - 43
benefit plans
Total comprehensive income - - - - - - - - (129) 716 587
for the year, net of income tax
Addition during the year - - - - 241 - - 862 - - 1,103
Dividend including DDT - - - - - - (12,228) - - - (12,228)
Application money (18) - - - 17 - - - - - (1)
transferred on allotment
Transfer to reserves from - 20,000 - - - 50,000 (70,000) - - - -
retained earnings
during the year
Balance as at March 31, 2018 - 82,046 4 3,300 1,66,679 1,88,777 54,528 1,046 (129) (2,077) 4,94,174
Profit for the year - - - - - - 1,18,615 - - - 1,18,615
Re-measurement of defined - - - - - - (441) - - - (441)
benefit plans
Total comprehensive income - - - - - - - - - 850 850
for the year, net of income tax
Dividend including DDT - - - - - - (12,252) - - - (12,252)
Addition during the year - - - - 170 - - 815 - - 985
Transfer to reserves from - 24,000 - - - 60,000 (84,000) - - -
retained earnings
during the year
Balance as at March 31, 2019 - 1,06,046 4 3,300 1,66,849 2,48,777 76,450 1,861 (129) (1,227) 6,01,931
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3.2.1 Bank balances, Loans, Trade receivables and financial purchased financial assets going forward.
investments at amortised cost 3.2.1.2 The SPPI test
The Company measures Bank balances, Loans, and other As a second step of its classification process the Company
financial investments at amortised cost if both of the assesses the contractual terms of financial to identify
following conditions are met: whether they meet the SPPI test.
• The financial asset is held within a business model with ‘Principal’ for the purpose of this test is defined as the fair
the objective to hold financial assets in order to collect
value of the financial asset at initial recognition and may
contractual cash flows and
change over the life of the financial asset (for example, if
• The contractual terms of the financial asset give rise on there are repayments of principal or amortisation of the
specified dates to cash flows that are solely payments premium/discount).
of principal and interest (SPPI) on the principal amount
The most significant elements of interest within a
outstanding.
lending arrangement are typically the consideration
The details of these conditions are outlined below.
for the time value of money and credit risk. To make the
3.2.1.1 Business model assessment SPPI assessment, the Company applies judgement and
The Company determines its business model at the level considers relevant factors such as the currency in which
that best reflects how it manages Company’s of financial the financial asset is denominated, and the period for
assets to achieve its business objective. which the interest rate is set.
The Company's business model is not assessed on an 3.2.2 Equity instruments at FVOCI
instrument-by-instrument basis, but at a higher level of
The Company subsequently measures all equity
aggregated portfolios and is based on observable factors
investments at fair value through profit or loss, unless
such as:
the Company ’s management has elected to classify
•
How the performance of the business model and irrevocably some of its equity investments as equity
the financial assets held within that business model instruments at FVOCI, when such instruments meet the
are evaluated and reported to the entity's key
definition of definition of Equity under Ind AS 32 Financial
management personnel
Instruments: Presentation and are not held for trading.
• The risks that affect the performance of the business Such classification is determined on an instrument-by-
model (and the financial assets held within that instrument basis.
business model) and, in particular, the way those risks
Gains and losses on these equity instruments are never
are managed
recycled to profit or loss. Dividends are recognised in profit
• How managers of the business are compensated (for
or loss as dividend income when the right of the payment
example, whether the compensation is based on the
has been established, except when the company benefits
fair value of the assets managed or on the contractual
from such proceeds as a recovery of part of the cost of the
cash flows collected)
instrument, in which case, such gains are recorded in OCI
• The expected frequency, value and timing of sales are (Other Comprehensive Income). Equity instruments at
also important aspects of the Company’s assessment FVOCI are not subject to an impairment assessment.
The business model assessment is based on reasonably
3.2.3 Debt securities and other borrowed funds
expected scenarios without taking 'worst case' or 'stress
case’ scenarios into account. If cash flows after initial After initial measurement, debt issued and other borrowed
recognition are realised in a way that is different from funds are subsequently measured at amortised cost.
the Company's original expectations, the Company does Amortised cost is calculated by taking into account any
not change the classification of the remaining financial discount or premium on issue funds, and costs that are an
assets held in that business model, but incorporates such integral part of the EIR.
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When a hedging instrument expires, is sold, terminated, Deferred tax is provided on temporary differences at
exercised, or when a hedge no longer meets the criteria the reporting date between the tax bases of assets and
for hedge accounting, any cumulative gain or loss that liabilities and their carrying amounts for financial reporting
has been recognised in OCI at that time re-mains in OCI purposes.
and is recognised when the hedged forecast transaction Deferred tax liabilities are recognised for all taxable
is ultimately recognised in the statement of profit and temporary differences, except:
loss. When a forecast transaction is no longer expected to
• In respect of taxable temporary differences associated
occur, the cumulative gain or loss that was reported in OCI
with investments in subsidiaries, where the timing
is immediately transferred to the statement of profit and
of the reversal of the temporary differences can be
loss.
controlled and it is probable that the temporary
3.10 Recognition of interest income differences will not reverse in the foreseeable future
3.10.1 The effective interest rate method Deferred tax assets are recognised for all deductible
Under Ind AS 109 interest income is recorded using temporary differences, the carry forward of unused
the effective interest rate (‘EIR’) method for all financial tax credits and any unused tax losses. Deferred tax
instruments measured at amortised cost. The EIR is the rate assets are recognised to the extent that it is probable
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The fair value of an asset or a liability is measured using For assets and liabilities that are recognised in the financial
the assumptions that market participants would use statements on a recurring basis, the Company determines
when pricing the asset or liability, assuming that market whether transfers have occurred between levels in the
participants act in their economic best interest. hierarchy by re-assessing categorisation (based on the
lowest level input that is significant to the fair value
A fair value measurement of a non-financial asset takes
measurement as a whole) at the end of each reporting
into account a market participant’s ability to generate
period.
economic benefits by using the asset in its highest and
best use or by selling it to another market participant that The company evaluates the levelling at each reporting
would use the asset in its highest and best use. period on an instrument-by-instrument basis and
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3.21 Recognition of Income c) Advertising income is recognised over the contract
period as and when related services are rendered.
Revenue (other than for those items to which Ind AS 109
Financial Instruments are applicable) is measured at fair 3.22 Dividend Income
value of the consideration received or receivable. Ind AS 115 Dividend income (including from FVOCI investments)
Revenue from contracts with customers outlines a single is recognised when the Company’s right to receive the
comprehensive model of accounting for revenue arising payment is established, it is probable that the economic
from contracts with customers and supersedes current benefits associated with the dividend will flow to the
revenue recognition guidance found within Ind ASs. entity and the amount of the dividend can be measured
reliably. This is generally when the shareholders approve
The Company recognises revenue from contracts with
the dividend.
customers based on a five step model as set out in Ind 115:
3.23 Input Tax credit (Service tax/ Goods and Service
Step 1: Identify contract(s) with a customer: A contract is
Tax)
defined as an agreement between two or more parties
Input Tax Credit is accounted for in the books in the
that creates enforceable rights and obligations and sets
period when the underlying service / supply received is
out the criteria for every contract that must be met.
accounted, and when there is no uncertainty in availing
Step 2: Identify performance obligations in the contract: A / utilising the same. Company can avail 50% of the input
performance obligation is a promise in a contract with a credit as per the applicable regulatory laws and hence it
customer to transfer a good or service to the customer. charges off the balance 50% to the respective expense.
Step 3: Determine the transaction price: The transaction 3.24 Foreign Currency transactions
price is the amount of consideration to which the Company The Company’s financial statements are presented in
expects to be entitled in exchange for transferring Indian Rupees (INR) which is also the Company’s functional
promised goods or services to a customer, excluding currency.
amounts collected on behalf of third parties.
Transactions in foreign currencies are initially recorded
Step 4: Allocate the transaction price to the performance by the Company at their respective functional currency
obligations in the contract: For a contract that has more spot rates at the date the transaction first qualifies for
than one performance obligation, the Company allocates recognition.
the transaction price to each performance obligation in Income and expenses in foreign currencies are initially
an amount that depicts the amount of consideration to recorded by the Company at the exchange rates prevailing
which the Company expects to be entitled in exchange for on the date of the transaction.
satisfying each performance obligation.
Foreign currency denominated monetary assets and
Step 5: Recognise revenue when (or as) the company liabilities are translated at the functional currency spot
satisfies a performance obligation. rates of exchange at the reporting date and exchange
3.21.1 Interest on overdue balances and Other Charges gains and losses arising on settlement and restatement are
recognized in the statement of profit and loss.
Overdue interest in respect of loans is recognised upon
Non-monetary items that are measured in terms of
realisation
historical cost in a foreign currency are translated using
3.21.2 Fee Income & Sale of Service the exchange rates at the dates of the initial transactions.
a) Fee income from loans are recognised upon satisfaction Non-monetary items measured at fair value in a foreign
of following: currency are translated using the exchange rates at the
date when the fair value is determined. The gain or loss
i) Completion of service
arising on translation of non-monetary items measured
ii) and realisation of the fee income. at fair value is treated in line with the recognition of the
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` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 6 BANK BALANCES OTHER THAN CASH AND CASH EQUIVALENTS
- In Deposit Accounts - Original maturity more than 3 months 1,521 3,481 2,194
- In earmarked accounts
- In Unpaid Dividend Accounts 68 55 46
- Deposits with Banks as collateral towards securitisation loan 51,995 59,872 67,397
- Other deposit Account on amalgamation of Cholamandalam Factoring Limited 8 8 8
Total 53,592 63,416 69,645
` in lakhs
As at 31.03.2019 As at 31.03.2018 As at 01.04.2017
Part 1 Notional Fair Fair Notional Fair Fair Notional Fair Fair
amounts Value Value amounts Value Value amounts Value Value
-Assets -Liabilites -Assets -Liabilites -Assets -Liabilites
Note : 7 DERIVATIVE FINANCIAL
INSTRUMENTS
(i) Other derivatives - Cross 2,26,150 8,869 841 3,01,500 599 7,655 2,37,400 - 10,103
Currency Interest Rate Swap
Total Derivative financial Instruments 2,26,150 8,869 841 3,01,500 599 7,655 2,37,400 - 10,103
Part II
Included in above (Part I) are
derivatives held for hedging and
risk management purposes as follows:
(i) Cash flow hedging:
Others - Cross currency 2,26,150 8,869 841 3,01,500 599 7,655 2,37,400 - 10,103
interest rate swap
Total Derivative financial 2,26,150 8,869 841 3,01,500 599 7,655 2,37,400 - 10,103
Instruments
The company has a Board approved policy for entering into derivative transactions. Derivative transaction comprises of Currency and
Interest Rate Swap. The company undertakes such transactions for hedging borrowings. The Asset Liability Management Committee and
Business Committee periodically monitors and reviews the risks involved.
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` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 9 LOANS (At amortised cost)
(A)
(i) Bills Discounted 8,841 13,509 14,717
(ii) Term loans 53,46,457 42,98,073 33,90,298
Total (A) - Gross 53,55,298 43,11,582 34,05,015
Less: Impairment Allowance for (i) & (ii) (93,071) (86,259) (82,576)
Total (A) Net 52,62,227 42,25,323 33,22,439
(B)
(i) Secured by tangible assets 53,03,106 42,60,173 33,73,622
(ii) Secured by intangible assets - - -
(iii) Covered by Bank and Govt guarantees - - -
(iv) Unsecured 52,192 51,409 31,393
Total (B) - Gross 53,55,298 43,11,582 34,05,015
Less: Impairment Allowance (93,071) (86,259) (82,576)
Total (B) - Net 52,62,227 42,25,323 33,22,439
All loans are in India granted to individuals or entities other than public sector
Secured means exposures secured wholly or partly by hypothecation of automobile assets and / or pledge of securities and / or equitable
mortgage of property and/ or corporate guarantees or personal guarantees and/ or undertaking to create a security.
Term loans Includes unsecured short term loans to a subsidiary and associate. These loans have been classified under Stage 1 Category at
the various reporting periods and related impairment provision as per the Company's accounting policy has been created. The details of
the same are disclosed below:
Particulars As at As at As at
31.03.2019 31.03.2018 01.04.2017
Loan - Outstanding value
Cholamandalam Securities Limited 1,150 - 1,000
White Data System India Private Limited 340 933 275
Impairment provision
Cholamandalam Securities Limited 1 - 1
White Data System India Private Limited - - -
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Bill discounted
Opening as on April 01, 2018 10,316 850 2,343 13,509 26 62 1,270 1,358
New assets originated/ Increase in 5,352 39 892 6,283 13 3 596 612
existing assets (Net)
Exposure de-recognised / matured / repaid (10,024) (780) (147) (10,951) (25) (57) (41) (123)
Transfer to Stage 3 (296) (69) 365 - (1) (5) 6 -
Impact on account of exposures transferred - - - - - - 329 329
during the year between stages
Impact of changes on items within the - - - - - - 997 997
same stage
Closing as on March 31, 2019 5,348 40 3,453 8,841 13 3 3,157 3,173
Term loans
Opening as on April 01, 2018 3,956,838 195,115 146,120 4,298,073 19,812 20,693 44,396 84,901
New assets originated / Increase in 2,737,274 28,031 5,332 2,770,637 8,880 2,848 1,867 13,595
existing assets (Net)
Exposure de-recognised / matured / repaid (1,526,840) (113,191) (55,853) (1,695,884) (1,841) (3,955) (6,074) (11,870)
Transfer to Stage 1 56,448 (49,871) (6,577) - 6,206 (4,642) (1,564) -
Transfer to Stage 2 (171,530) 178,274 (6,744) - 2,298 (850) (1,448) -
Transfer to Stage 3 (44,907) (25,631) 70,538 - (250) (2,481) 2,731 -
Impact on account of exposures transferred 3 200 1,825 2,028 (6,068) 10,596 14,921 19,449
during the year between stages
Impact of changes on items within the - - 4,144 4,144 (3,667) (1,457) 2,885 (2,239)
same stage
Write off (9,024) (5,825) (17,692) (32,541) (729) (1,920) (11,289) (13,938)
Closing as on March 31, 2019 4,998,262 207,102 141,093 5,346,457 24,641 18,832 46,425 89,898
Bills Discounted
Opening as on April 01, 2017 13,098 297 1,322 14,717 31 27 227 284
New assets originated / Increase in 10,316 850 273 11,439 26 62 54 141
existing assets (Net)
Exposure de-recognised / matured / repaid (12,560) (64) (23) (12,647) (29) (6) - (35)
Transfer to Stage 3 (538) (233) 771 - - (21) 21 -
Impact on account of exposures transferred - - - - - - 968 968
during the year between stages (net)
Impact of changes on items within the
same stage (net)
Closing as on March 31, 2018 10,316 850 2,343 13,509 28 62 1,270 1,358
Term loans
Opening as on April 01, 2017 2,972,109 239,716 178,473 3,390,298 11,098 19,598 51,595 82,291
New assets originated / Increase in 2,239,992 27,790 5,698 2,273,480 8,821 2,892 1,641 13,354
existing assets (Net)
Exposure de-recognised / matured /repaid (1,159,059) (113,408) (60,147) (1,332,614) (1,279) (3,603) (6,520) (11,402)
Transfer to Stage 1 99,350 (83,039) (16,311) - 10,133 (6,527) (3,606) -
Transfer to Stage 2 (147,324) 159,990 (12,666) - (591) 3,366 (2,775) -
Transfer to Stage 3 (40,840) (29,456) 70,296 - 2,620 (181) (2,439) -
Impact on account of exposures transferred 71 262 2,013 2,346 (9,841) 7,762 14,602 12,523
during the year between stages
Impact of changes on items within the - - 3,712 3,712 (444) (968) 6,691 5,279
same stage
Write off (7,461) (6,740) (24,948) (39,149) (705) (1,646) (14,793) (17,144)
Closing as on March 31, 2018 3,956,838 195,115 146,120 4,298,073 19,812 20,693 44,396 84,901
ECL across stages have been computed on collective basis.
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` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 11 OTHER FINANCIAL ASSET
Unsecured - considered good (unless otherwise stated)
At amortised cost
Security Deposits 1,905 1,829 1,588
Other advances 1,465 1,794 2,238
Interest Only Strip receivable 9,062 4,107 9,735
12,432 7,730 13,561
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` in lakhs
As at 31.03.2019 As at 31.03.2018
Income OCI Income OCI
Statement Statement
Deferred Tax Assets
Impairment of financial instruments 3,731 - 763 -
Provision for Contingencies and Undrawn commitments - - 47 -
Provision for Compensated Absences and Gratuity 348 - 17
Impact of Effective interest rate adjustment on Financial Assets 3,554 - 619 -
Contract revenue recognition as per IND AS 115 - - 995 -
Difference between Depreciation as per Books of Account (107) - 272 -
and the Income Tax Act, 1961.
Re-measurement gains / (losses) on defined benefit plans (net) 237 (23)
Others 91 - 41 -
(A) 7,617 237 2,754 (23)
Deferred Tax Liability
Impact of Effective interest rate adjustment on Financial Liabilities (328) - (332) -
Gain on de-recognition of financial assets (1,404) - (1,966) -
Cashflow Hedge reserve - 456 - 384
(B) (1,732) 456 (2,298) 384
Net deferred tax charge / (reversal) (A) - (B) 9,349 (219) 5,052 (407)
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` in lakhs
Particulars Freehold Buildings Plant Office Furniture Leasehold Vehicles Total
Land (Refer Note and Equipment and Improvements Tangible
below 2&3) Machinery Fixtures Asset
Note : 14 PROPERTY, PLANT AND EQUIPMENT
Deemed cost as at April 01, 2017 3,956 2,576 1,954 842 577 1,130 774 11,809
Additions - - 1,923 786 805 1,810 634 5,958
Disposals - - 227 25 17 31 347 647
Gross carrying amount as at 3,956 2,576 3,650 1,603 1,365 2,909 1,061 17,120
March 31, 2018
Additions - - 1,911 531 445 734 583 4,204
Disposals - 42 89 47 54 122 381 735
Gross carrying amount as at 3,956 2,534 5,472 2,087 1,756 3,521 1,263 20,589
March 31, 2019
Accumulated depreciation /
amortisation and impairment
Balance as at April 01, 2017 - - - - - - - -
Depreciation for the year - 48 1,457 477 660 727 263 3,632
Depreciation on disposals - 222 17 16 31 231 517
Balance as at March 31, 2018 - 48 1,235 460 644 696 32 3,115
Depreciation for the year 48 1,754 452 457 746 321 3,778
Depreciation on disposals 0 87 37 53 109 271 557
Balance as at March 31, 2019 - 96 2,902 875 1,048 1,333 82 6,336
Net Carrying amount
As at April 01, 2017 3,956 2,576 1,954 842 577 1,130 774 11,809
As at March 31, 2018 3,956 2,528 2,415 1,143 721 2,213 1,029 14,005
As at March 31, 2019 3,956 2,438 2,570 1,212 708 2,188 1,181 14,253
Useful Life of the asset (In Years) 60 3 5 5 5 5
Method of depreciation Straightline method
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The Company has elected to continue with the carrying value for all of its intangible assets as recognised in the financial statements as
at the date of transition to Ind AS i.e. 1st April, 2017, measured as per the previous GAAP and use that as its deemed cost as at the date of
transition. The carrying value as at 1st April, 2017 amounting to ` 2,195 lakhs of Intangible assets represents gross cost of ` 6,105 lakhs net
of accumulated depreciation of ` 3,910 lakhs as at 31st March, 2017.
` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 16 OTHER NON FINANCIAL ASSETS
Unsecured - considered good (unless otherwise stated)
Prepaid expenses 1,146 1,137 784
Capital Advances 225 105 374
1,371 1,242 1,158
` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 17 DEBT SECURITIES (at amortised cost)
Redeemable Non-Convertible Debentures Medium-Term - Secured 10,54,445 12,07,379 10,90,391
Commercial Papers - Unsecured 3,63,986 2,30,016 2,56,703
14,18,431 14,37,395 13,47,094
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(ii) Secured Redeemable Non-Convertible Debentures - Redeemable at premium - No put call option
(iii) Secured Redeemable Non-Convertible Debentures - Redeemable at par - with Put option
No. of Debentures Face Value ₹ Balance as at Due date of Put option Rate of
redemption date interest %
31.03.2019 31.03.2018
₹ in lakhs ₹ in lakhs
15 10,00,000 150 - Mar-21 Feb-20 8.85
10 10,00,000 100 - Aug-23 Jul-21 9.06
500 10,00,000 - 5,000 Mar-19 Feb-18 8.90
2500 10,00,000 - 25,000 Sep-19 Sep-18 8.20
250 30,000
(iv) Secured Redeemable Non-Convertible Debentures - Redeemable at par - with Call option
No. of Debentures Face Value ₹ Balance as at Due date of Call option Rate of
redemption date interest %
31.03.2019 31.03.2018
₹ in lakhs ₹ in lakhs
3,250 10,00,000 32,500 32,500 Aug-19 Aug-18 7.85
32,500 32,500
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* Represents amounts to be paid to the securiitsation trust as per the securitisation cash flows net of amounts to be received
Investment PTC.
18.3 Loan repayable on demand represents cash credit and overdraft facilities
` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 19 SUBORDINATED LIABILITIES (at amortised cost)
Perpetual Debt - Unsecured 1,44,179 1,17,625 1,11,937
Subordinated Debt - Unsecured 2,81,689 2,61,378 1,82,694
4,25,868 3,79,003 2,94,631
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(ii) Unsecured Redeemable Non-Convertible Debentures - Subordinated debt -Redeemable at premium - No put call option
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` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 20 OTHER FINANCIAL LIABILITIES
Unpaid Dividend 67 55 46
Advances from customers 1,790 1,170 2,163
Security Deposits received 221 212 345
Collections towards derecognised assets pending remittance 4,607 6,901 8,124
Other liabilities 14,522 11,629 9,415
21,207 19,967 20,093
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` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 22 OTHER NON FINANCIAL LIABILITIES
Deferred Rent 834 663 396
Income received in advance 2,303 2,965 158
Statutory Liabilities 2,159 1,423 88
5,296 5,051 642
` in lakhs
As at 31.03.2019 As at 31.03.2018 As at 01.04.2017
Nos. Amount Nos. Amount Nos. Amount
Note : 23 A) EQUITY SHARE CAPITAL
AUTHORISED
Equity Shares of ₹ 10 each with voting rights 24,00,00,000 24,000 24,00,00,000 24,000 24,00,00,000 24,000
Preference Shares of ₹ 100 each 5,00,00,000 50,000 5,00,00,000 50,000 5,00,00,000 50,000
74,000 74,000 74,000
ISSUED
Equity Shares of ₹ 10 each with voting rights 15,64,95,867 15,650 15,64,68,125 15,647 15,64,14,287 15,641
15,650 15,647 15,641
SUBSCRIBED AND FULLY PAID UP
Equity Shares of ₹ 10 each with voting rights 15,63,59,113 15,636 15,63,31,371 15,633 15,62,77,533 15,628
Add : Forfeited Shares 1,30,900 7 1,30,900 7 1,30,900 7
15,643 15,640 15,635
15,643 15,640 15,635
a) Reconciliation of number of shares and amount outstanding at the beginning and at the end of the year:
` in lakhs
As at 31.03.2019 As at 31.03.2018 As at 01.04.2017
Nos. Amount Nos. Amount Nos. Amount
Equity Shares
At the beginning of the year 15,63,31,371 15,633 15,62,77,533 15,628 15,61,45,644 15,615
Issued during the year - Employees Stock 27,742 3 53,838 5 1,31,889 13
Option (ESOP) Scheme
Outstanding at the end of the year 15,63,59,113 15,636 15,63,31,371 15,633 15,62,77,533 15,628
Forfeited shares
Equity Shares - Amount originally paid up 1,30,900 7 1,30,900 7 1,30,900 7
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As per records of the Company, including its register of shareholders/members and other declarations received from shareholders
regarding beneficial interest, the above shareholding represents both legal and beneficial ownership of shares.
d) Shares reserved for issue under options
Refer Notes 40 for details of shares reserved for issue under options.
` in lakhs
As at As at
31.03.2019 31.03.2018
Note : 23 B) OTHER EQUITY
Statutory Reserve (Refer Note a)
Balance at the beginning of the year 82,046 62,046
Add: Amount transferred from retained earnings 24,000 20,000
Closing balance at the end of the year 1,06,046 82,046
Capital Reserve (Refer Note b)
Balance at the beginning of the year 4 4
Add: Changes during the year - -
Closing balance at the end of the year 4 4
Capital Redemption Reserve (Refer Note c)
Balance at the beginning of the year 3,300 3,300
Add: Changes during the year - -
Closing balance at the end of the year 3,300 3,300
Securities Premium Account (Refer Note d)
Balance at the beginning of the year 1,66,679 1,66,421
Add: Premium on ESOPs exercised 170 258
Closing balance at the end of the year 1,66,849 1,66,679
General Reserve (Refer Note e)
Balance at the beginning of the year 1,88,777 1,38,777
Add: Amount transferred from retained earnings 60,000 50,000
Closing balance at the end of the year 2,48,777 1,88,777
Share Based Payments Reserve (Refer Note f)
Balance at the beginning of the year 1,046 184
Addition during the year 815 862
Closing balance at the end of the year 1,861 1,046
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a) Statutory reserve represents the reserve created as per Section 45IC of the RBI Act, 1934, pursuant to which a Non-Banking Financial
Company shall create a reserve fund and transfer therein a sum not less than twenty per cent of its net profit every year as disclosed
in the Statement of Profit and Loss account, before any dividend is declared.
b) Capital reserve represents the reserve created on account of amalgamation of Cholamandalam Factoring Limited in the year 2013-14.
c) Capital redemption reserve represents the amount equal to the nominal value of shares that were redeemed during the prior years.
The reserve can be utilized only for limited purposes such as issuance of bonus shares in accordance with the provisions of the
Companies Act, 2013
d) Securities premium reserve is used to record the premium on issue of shares. The premium received during the year represents the
premium received towards allotment of 27,742 shares. The reserve can be utilized only for limited purposes such as issuance of bonus
shares, buy back of its own shares and securities in accordance with the provisions of the Companies Act, 2013.
e) The general reserve is a free reserve, retained from Group’s profits and can be utilized upon fulfilling certain conditions in accordance
with statute of the relevant Act.
f ) Under IND AS 102, fair value of the options granted is required to be accounted as expense over the life of the vesting period as
employee compensation costs, reflecting the period of receipt of service. Stock options granted but not vested as on the transition
date were valued for expired period, calculated from the grant date till date of transition, and were credited to Share Based Payment
reserve.
g) The amount that can be distributed by the Company as dividends to its equity shareholders is determined based on the financial
position of the Company and also considering the requirements of the Companies Act, 2013. Thus, the amounts reported above are
not distributable in entirety.
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h) Cash flow hedge reserve represents the cumulative effective portion of gains or losses arising on changes in fair value of hedging
instruments entered into for cash flow hedges, which shall be reclassified to profit or loss only when the hedged transaction affects
the profit or loss, or included as a basis adjustment to the non-financial hedged item, consistent with the company accounting
policies.
i) FVOCI Reserve represents the cumulative gains and losses arising on the revaluation of equity instruments measured at fair value
through Other Comprehensive Income.
Proposed dividend
The Board of Directors of the company have recommended a final dividend of 20% being ₹ 2 per share on the equity shares of the
company, for the year ended 31st March, 2019 ( ₹ 2 per share - 31st March, 2018) which is subject to approval of shareholders. Consequently
the proposed dividend has not been recognised in the books in accordance with IND AS 10.
` in lakhs
Year ended Year ended
31.03.2019 31.03.2018
Note : 24 REVENUE FROM OPERATIONS
Note :24A
(i) Interest - on financial assets measured at amortised cost
(a) Loans
- Bills Discounting 1,027 1,573
- Term loans 6,47,571 5,17,044
(b) Bank Deposits
- Bank Deposits under lien 4,384 4,950
- Other Bank Deposits free of lien 3,544 14
Total (A) 6,56,526 5,23,581
Note :24B
(i) Fee Income*
- Term loans 18,631 15,369
Total (B) 18,631 15,369
*Services are rendered at a point in time
Note :24C
Net gain on fair value changes on FVTPL - Realised
Income from mutual funds 6,328 991
Total (C) 6,328 991
Note :24D
(i) Sale of Services (Refer note below)
(a) Servicing and Collection fee on Assignment 242 288
(b) Other Service Income 8,800 7,694
Total (D) 9,042 7,982
Note: Timing of revenue recognition
Services rendered at a point in time 8,194 7,491
Services rendered over a time 606 203
Total 8,800 7,694
Contract liability relates to payments received in advance of performance under the contract. Contract liabilities are recognised as revenue
as (or when) we perform under the contract.
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` in lakhs
Year ended Year ended
31.03.2019 31.03.2018
Note : 26 FINANCE COST
Interest on financial liabilities measured at amortised cost
- Debt Securities 136,560 1,34,656
- Borrowings Other than Debt securities 1,89,356 1,07,264
- Subordinated Liabilities 31,588 21,515
Others
- Bank charges 1,370 2,498
3,58,874 2,65,933
` in lakhs
Year ended Year ended
31.03.2019 31.03.2018
Note : 27 IMPAIRMENT ON FINANCIAL INSTRUMENTS
Loss Assets Written Off (Net) - Loans 4,364 9,688
Loss on disposal of Re-possessed assets 19,881 17,474
Impairment provision- Loans - measured at amortised cost 6,875 3,661
31,120 30,823
Investment
(Reversal) of Impairment provision - Investment at cost - (453)
31,120 30,370
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` in lakhs
Year ended Year ended
31.03.2019 31.03.2018
Note : 29 OTHER EXPENDITURE
Rent and facility charges 5,278 4,808
Rates and Taxes 666 2,417
Energy cost 1,190 1,109
Repairs and Maintenance 297 208
Communication Costs 2,546 2,279
Printing and Stationery 1,206 1,118
Advertisement and publicity Expenses 1,599 863
Directors Fees, allowances and Expenses 82 58
Auditors' Remuneration 63 105
Legal and Professional Charges 3,212 3,601
Insurance 1,154 896
Travelling and Conveyance 4,581 6,232
Information Technology Expenses 2,456 2,955
Loss on Sale of Property, Plant and Equipment (Net) 13 11
Recovery Charges 20,294 16,730
Corporate Social Responsibility Expenditure (Refer note 29.3 below) 2,307 1,757
Outsource cost 15,245 7,748
Miscellaneous Expenses 409 220
62,598 53,115
Less : Expenses Recovered (249) (236)
62,349 52,879
29.1 Cancellable operating lease entered for office space 4,603 4,246
29.2 Miscellaneous Expenses includes:
Donations 50 -
29.3 Details of CSR expenditure
Gross Amount required to be spent towards CSR u/s 135 (5) of Companies Act , 2013 2,307 1,757
Amount spent during the year
(a) Construction / acquisition of asset - -
(b) Others 2,307 1,757
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` in lakhs
Particulars Year ended Year ended
31.03.2019 31.03.2018
Accounting profit before tax from continuing operations 1,82,315 1,40,137
Income tax rate of 34.94% (March 31, 2018: 34.608%) 63,708 48,499
Effects of:
Impact of difference in tax base for Donations and CSR Expense 461 420
Share based payment expense - No deduction claimed under tax 279 293
Impact of deduction u/s 35(1)(ii) (189) -
Impact Deduction u/s 80JJA (360) (357)
Other Adjustments (199) (21)
Reversal of provision for diminution in investment - (157)
Effect of enacted tax rate on Deferred tax - (370)
Income tax expense reported in statement of profit and loss 63,700 48,307
The effective income tax rate for 31st March 2019 is 34.944 % (31st March 2018: 34.608%).
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Financial Statements
` in lakhs
Particulars Year ended Year ended
31.03.2019 31.03.2018
Assignment
Gain on sale of the de-recognised financial asset 8,670 -
31.2 Transferred financial assets that are derecognised in their entirety but where the company has continuing involvement
The company has not transferred any assets that are derecognised in their entirety where the company continues to have continuing
involvement.
` in lakhs
Year ended 31.03.2018
Particulars Year ended Current Previous
31.03.2019 Auditor Auditor
Note : 32 AUDITORS’ REMUNERATION
Statutory Audit 39 39 -
Interim Audit - 9 -
Limited Review 14 5 4
Tax Audit 4 - 4
Other Services - 30* 9
Reimbursement of Expenses (incl. input tax credit expensed) 6 4 1
Total 63 87 18
*represents professional charges in connection with establishment of Medium Term Note programme in Singapore Stock Exchange - SGX
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` in lakhs
Particulars As at As at
31.03.2019 31.03.2018
Principal amount due to suppliers under MSMED Act, as at the year end - -
Interest accrued and due to suppliers under MSMED Act, on the above amount as at the year end - -
Payment made to suppliers (other than interest) beyond the appointed day, during the year - -
Interest paid to suppliers under MSMED Act (other than Section 16) - -
Interest paid to suppliers under MSMED Act (Section 16) - -
Interest due and payable to suppliers under MSMED Act, for payments already made - -
Interest accrued and remaining unpaid at the year end to suppliers under MSMED Act - -
Note : 34
a) Expenditure in Foreign Currencies
` in lakhs
Particulars Year ended Year ended
31.03.2019 31.03.2018
Travel 18 23
Interest and processing charges for debt instruments 28 3
Membership fees 2 2
Rating fees 73 56
Professional charges 135 50
Others 21 67
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Financial Statements
` in lakhs
Year ended March 31, 2018
Particulars Vehicle finance Home equity Others Unallocable Total
Revenue from Operations
- Interest Income 3,99,138 1,03,116 16,337 4,990 5,23,581
- Fee Income 13,299 1,815 221 34 15,369
- Net gain on Fair value change on financial instrument - - - 991 991
- Sale of Services 6,536 339 1 1,106 7,982
Segment revenue from Operations (I)
- Other income (II) - - - 43 43
Total Segment Income - (I) + (II) 4,18,973 1,05,270 16,559 7,164 5,47,966
Expenses
- Finance costs 2,04,538 68,223 8,496 (15,324) 2,65,933
- Impairment of Financial Instruments 20,072 7,059 3,692 (453) 30,370
- Employee benefits expense 47,028 4,127 2,351 173 53,679
- Depreciation and amortisation expense 4,478 416 74 - 4,968
- Other expenses 43,263 5,703 2,335 1,578 52,879
Segment Expenses 3,19,379 85,528 16,949 (14,026) 4,07,829
Segment Profit / (loss) before taxation 99,594 19,742 (390) 21,190 1,40,137
Tax expense 48,307
Profit for the year 91,830
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In computing the segment information, certain estimates and assumptions have been made by the management, which have been relied
upon.
As the asset are allocated to segment based on certain assumptions, hence additions to the Property, plant and equipment have not
disclosed separately for each specific segment.
There are no revenue from transactions with a single external customer or counter party which amounted to 10% or more of the Company's
total revenue in the Current year and Previous year.
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` in lakhs
Particulars Year ended Year ended
31.03.2019 31.03.2018
Note : 37 a) TRANSACTIONS DURING THE YEAR
Dividend Payments (Equity Shares)
a) Cholamandalam Financial Holdings Limited 4,709 4,695
b) Ambadi Investments Limited 456 469
c) Parry Enterprises Limited 0 0
Amount received towards reimbursement of expenses
a) Cholamandalam Financial Holdings Limited 73 38
b) Cholamandalam Securities Limited 75 53
c) Cholamandalam Home Finance Limited 3,556 35
d) Cholamandalam MS General Insurance Company Limited 28 6,602
e) White Data Systems India Private Limited 16 1
f ) Cholamandalam MS Risk Services Limited 0 1
Expenses - Reimbursed
a) Cholamandalam Securities Limited 9 8
b) Cholamandalam MS General Insurance Company Limited 124 97
Services Received
a) Cholamandalam Securities Limited 6 -
b) White Data Systems India Private Limited 33 51
c) Ambadi Investments Limited 0 -
d) Parry Enterprises Limited 748 2,738
e) Parry Agro Limited 2 -
Expense recovered - Rent
a) Cholamandalam Securities Limited 60 47
b) Cholamandalam Home Finance Limited - 12
c) Cholamandalam MS General Insurance Company Limited 56 51
d) Parry Enterprises Limited 1 -
Rental Expense
a) Cholamandalam Home Finance Limited 8 -
Loans given
a) Cholamandalam Securities Limited 15,300 15,550
b) White Data Systems India Private Limited 900 3,106
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` in lakhs
Particulars As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 37 b) BALANCES OUTSTANDING AT THE YEAR END
Rental Deposit Receivable / (Payable)
a) Cholamandalam Financial Holdings Limited - - (1)
b) Cholamandalam MS General Insurance Company Limited (21) (21) (21)
Loans - Receivable
a) Cholamandalam Securities Limited 1,150 - 1,000
b) White Data Systems India Private Limited 340 933 275
Debt Securities - Payable
a) Cholamandalam MS General Insurance Company Limited (22,249) (23,341) -
Borrowings other than Debt Securities - Payable
a) Cholamandalam Home Finance Limited - - (3,850)
Other Receivable / (Payable)
a) Cholamandalam Financial Holdings Limited - - 3
b) Cholamandalam Securities Limited 1 (1) 1
c) Cholamandalam Home Finance Limited 282 - 0
d) Cholamandalam MS General Insurance Company Limited 43 1,855 1,188
e) White Data Systems India Private Limited - 11 (1)
f ) Parry Enterprises Limited - 1 -
g) Parry Agro Limited - 1 0
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Disclosure pursuant to Schedule V of Clause A.2 of Regulation 34 (3) and Regulation 53(f) of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015.
I. Disclosures relating Loans and Advances /Investments
` in lakhs
Sl No. Loans and Advances in the nature of Loans Maximum Amount Maximum Amount
Outstanding during Outstanding during
year March 2019 year March 2018
(A) To Subsidiaries
- Cholamandalam Securities Limited 2,600
- Cholamandalam Home Finance Limited -
(B) To Associates
- White Data Systems India Private Limited 919 1,484
II. Cholamandalam Financial Holdings Limited (CFHL), promoter-group company holds 46% of equity shares of the company. Disclosure
relating to transactions with CFHL is given above.
i) The company is of the opinion that the above demands are not sustainable and expects to succeed in its appeals / defence.
ii) It is not practicable for the Company to estimate the timings of the cashflows, if any, in respect of the above pending resolution of
the respective proceedings.
iii) The company does not expect any reimbursement in respect of the above contingent liabilities.
iv) Future Cash outflows in respect of the above are determinable only on receipt of judgements/decisions pending with various
forums/authorities.
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(c) The Supreme Court had passed judgement on 28th February 2019 that all allowances paid to employees are to be considered for
the purposes of PF wage determination. There are numerous interpretative issues relating to the above judgement. As a matter of
caution, the company has complied the same on prospective basis from the date of the SC order.
Undrawn loan commitments are commitments under which the Company is required to provide a loan under pre-sanctioned terms
to the customer.
The undrawn commitments provided by the Company are predominantly in the nature of limits provided for Automobile dealers
based on the monthly loan conversions and partly disbursed loans for immovable properties. These undrawn limits are converted
within a short period of time and do not generally remain undisbursed / undrawn beyond one year from the reporting date.
The undrawn commitments amount outstanding as at 31st March, 2019 is ₹ 73,345 lakhs (₹ 56,632 lakhs as at 31st March, 2018
and ₹ 38,670 lakhs as at 1st April, 2017).
The Company creates expected credit loss provision on the undrawn commitments outstanding as at the end of the reporting period
and the related expected credit loss on these commitments as at 31st March, 2019 is ₹ 51 lakhs (₹ 12 lakhs as at 31st March, 2018 and
₹ 10 lakhs as at 1st April, 2017).
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The movement in Stock Options during the current year are given below:
Employee Stock Option Plan 2007
Options Options
Options
Options
outstanding During the Year 2018-19 vested unvested
outstanding
but not
exercised
Particulars Date of As at Option Options Options As at As at As at Exercise Weighted
Grant 31.03.2018 Granted Forfeited Exercised 31.03.2019 31.03.2019 31.03.2019 Price Average
/ Expired and Remaining
allotted Contractual
Life
Gt 25 25-Apr-08 300 - - 300 - - - 192 -
Apr 2008
GT 27 27-Jan-11 15,625 - - 6,462 9,163 9,163 - 188 -
JAN 2011A
GT 27 27-Jan-11 5,976 - - - 5,976 5,976 - 188 -
JAN 2011B
GT 30 30-Apr-11 14,357 - 400 6,009 7,948 7,948 - 163 -
APR 2011
GT 27 27-Oct-11 8,036 - - 100 7,936 7,936 - 155 -
OCT 2011
Total 44,294 - 400 12,871 31,023 31,023 -
Options Options
Options
Options
outstanding During the Year 2018-19 vested unvested
outstanding
but not
exercised
Particulars Date of As at Option Options Options As at As at As at Exercise Weighted
Grant 31.03.2018 Granted Forfeited Exercised 31.03.2019 31.03.2019 31.03.2019 Price Average
/ Expired and Remaining
allotted Contractual
Life
GT25 25-Jan-17 5,22,653 - 34,940 14,871 4,72,842 1,70,418 3,02,424 1,010 1.32 years
JAN2017
GT30 30-Jan-18 55,920 - 6,880 - 49,040 12,260 36,780 1,310 1.34 years
JAN2018
GT30 30-Jan-18 26,940 - 8,980 - 17,960 3,592 14,368 1,310 1.96 years
JAN2018A
GT23 23-Apr-18 - 8,980 - - 8,980 - 8,980 1,562 1.77 years
APR2018
GT26 26-Jul-18 - 54,972 - - 54,972 - 54,972 1,497 1.45 years
JUL2018
GT30 30-Oct-18 - 73,460 - - 73,460 - 73,460 1,269 2.29 years
OCT2018
GT19 19-Mar-19 - 1,17,692 - - 1,17,692 - 1,17,692 1,390 2.67 years
MAR2019
Total 6,05,513 2,55,104 50,800 14,871 7,94,946 1,86,270 6,08,676
Note: Includes options (vested and unvested) issued to employees of subsidiary as at 31st March 2019 - 11,276 options
(31st March 2018 - 11, 276 options)
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The movement in Stock Options during the previous year are given below:
Employee Stock Option Plan 2007
Options Options
Options Options
outstanding During the Year 2017-18 vested unvested
outstanding
but not
exercised
Particulars Date of As at Option Options Options As at As at As at Exercise Weighted
Grant 31.03.2017 Granted Cancelled Exercised 31.03.2018 31.03.2018 31.03.2018 Price Average
/ lapsed and Remaining
allotted Contractual
Life
Gt 30 30-Jul-07 4,224 - - 4,224 - - - 193 -
Jul 2007
Gt 25 25-Jan-08 328 - - 328 - - - 262 -
Jan 2008
Gt 25 25-Apr-08 6,069 - - 5,769 300 300 - 192 -
Apr 2008
GT 27 27-Jan-11 27,563 - - 11,938 15,625 15,625 - 188 -
JAN 2011A
GT 27 27-Jan-11 5,976 - - - 5,976 5,976 - 188 -
JAN 2011B
GT 30 30-Apr-11 23,482 - - 9,125 14,357 14,357 - 163 -
APR 2011
GT 27 27-Oct-11 10,323 - - 2,287 8,036 8,036 - 155 -
OCT 2011
Total 77,965 - - 33,671 44,294 44,294 -
Options Options
Options Options
outstanding During the Year 2017-18 vested unvested
outstanding
but not
exercised
Particulars Date of As at Option Options Options As at As at As at Exercise Weighted
Grant 31.03.2017 Granted Cancelled Exercised 31.03.2018 31.03.2018 31.03.2018 Price Average
/ lapsed and Remaining
allotted Contractual
Life
GT25 25-Jan-17 5,71,000 - 28,180 20,167 5,22,653 88,397 4,34,256 1,010 1.95
JAN2017
GT30 30-Jan-18 - 55,920 - - 55,920 - 55,920 1,310 1.96
JAN2018
GT30 30-Jan-18 - 26,940 - - 26,940 - 26,940 1,310 2.54
JAN2018A
Total 5,71,000 82,860 28,180 20,167 6,05,513 88,397 5,17,116
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ESOP 2007
Variables
Date of Grant Risk Free Expected Life Expected Dividend Yield Price of the Fair Value
Interest Rate Volatility underlying of the Option
Share in the (₹)
Market at the time
of the Option
Grant (₹)
30-Jul-07 7.10% - 7.56% 3-6 years 40.64% -43.16% 5.65% 193.40 61.42
24-Oct-07 7.87% -7.98% 3-6 years 41.24% -43.84% 5.65% 149.90 44.25
25-Jan-08 6.14% -7.10% 3-6 years 44.58% -47.63% 5.65% 262.20 78.15
25-Apr-08 7.79% - 8.00% 2.5-5.5 years 45.78% - 53.39% 3.97% 191.80 76.74
30-Jul-08 9.14% - 9.27% 2.5-5.5 years 46.52% - 53.14% 3.97% 105.00 39.22
24-Oct-08 7.54% - 7.68% 2.5-5.5 years 48.2% - 55.48% 3.97% 37.70 14.01
27-Jan-11
- Tranche I 8% 4 years 59.50% 10% 187.60 94.82
- Tranche II 8% 3.4 years 61.63% 10% 187.60 90.62
30-Apr-11 8% 4 years 59.40% 25% 162.55 73.07
28-Jul-11 8% 4 years 58.64% 25% 175.35 79.17
27-Oct-11 8% 4 years 57.52% 25% 154.55 67.26
The shareholders of the company, at the 34th Annual General Meeting held on July 30, 2012, authorised extension of exercise period
from 3 years from the date of vesting to 6 years from the date of vesting. Accordingly, the Company has measured the fair value of the
options using the Black Scholes model immediately before and after the date of modification to arrive at the incremental fair value
arising due to the extension of the exercise period. The incremental fair value so calculated is recognised from the modification date
over the vesting period in addition to the amount based on the grant date fair value of the stock options.
The incremental (benefit)/cost due to modification of the exercise period from 3 years to 6 years from the date of vesting for the year
ended 31st March, 2019 is ₹ Nil (31st March, 2018 - ₹ Nil)
The fair value of the options has been calculated using the Black Scholes model on the date of modification.
The assumptions considered for the calculation of the fair value (on the date of modification) are as follows:
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monitors the risk profile of the company directly as well as through a board constituted risk management committee. The committee,
which meets a minimum of four times a year, reviews the risk management policy, implementation of risk management framework,
monitoring of critical risks, and review of various other initiatives with a structured annual plan. The risk management division has
established a comprehensive risk management framework across the business and provides appropriate reports on risk exposures and
analysis in its pursuit of creating awareness across the company about risk management. The company’s risk management initiatives and
risk MIS are reviewed monthly by the managing director and business heads. The key risks faced by the company are credit risk, liquidity
risk, interest rate risk, operational risk, foreign currency risk, reputational and regulatory risk, which are broadly classified as credit risk,
market risk, operational risk, liquidity and foreign currency risk.
42.2 Credit Risk
Credit risk arises when a borrower is unable to meet financial obligations to the lender. This could be either because of wrong assessment
of the borrower’s payment capabilities or due to uncertainties in future. The effective management of credit risk requires the establishment
of appropriate credit risk policies and processes.
The company has comprehensive and well-defined credit policies across various businesses, products and segments, which encompass
credit approval process for all businesses along with guidelines for mitigating the risks associated with them. The appraisal process includes
detailed risk assessment of the borrowers, physical verifications and field visits. The company has a robust post sanction monitoring
process to identify credit portfolio trends and early warning signals. This enables it to implement necessary changes to the credit policy,
whenever the need arises. Also, being in asset financing business, most of the company’s lending is covered by adequate collaterals
from the borrowers. The company developed application scoring model to assess the credit worthiness of the borrower for underwriting
decisions for its vehicle finance, home equity and home loan business.
The company also has a well developed business planning model for the vehicle finance portfolio, to help business teams plan volume
with adequate pricing of risk for different segments of the portfolio.
42.3 Market Risk
Market Risk is the possibility of loss arising from changes in the value of a financial instrument as a result of changes in market variables such
as interest rates, exchange rates and other asset prices. The company’s exposure to market risk is a function of asset liability management
activities. The company is exposed to interest rate risk and liquidity risk.
The Company continuously monitors these risks and manages them through appropriate risk limits. The Asset Liability Management
Committee (ALCO) reviews market-related trends and risks and adopts various strategies related to assets and liabilities, in line with the
company’s risk management framework. ALCO activities are in turn monitored and reviewed by a board sub-committee.
42.4 Concentration of Risk/Exposure
Concentration of credit risk arise when a number of counterparties or exposures have comparable economic characteristics, or such
counterparties are engaged in similar activities or operate in same geographical area or industry sector so that collective ability to meet
contractual obligations is uniformly affected by changes in economic, political or other conditions. The Company is in retail lending
business on pan India basis targeting primarily customers who either do not get credit or sufficient credit from the traditional banking
sector. Vehicle Finance (consisting of new and used Commercial Vehicles, Passenger Vehicles, Tractors, Construction Equipment and Trade
advance to Automobile dealers) is lending against security (other than for trade advance) of Vehicle/ Tractor / Equipment and contributes
to 74% of the loan book of the Company as of 31st March, 2019 (73% as of 31st March, 2018). Hypothecation endorsement is made in
favour of the Company in the Registration Certificate in respect of all registerable collateral. Portfolio is reasonably well diversified across
South, North, East and Western parts of the country. Similarly, sub segments within Vehicle Finance like Heavy Commercial Vehicles,
Light Commercial Vehicles, Car and Multi Utility Vehicles, three wheeler and Small Commercial Vehicles, Refinance against existing
vehicles, older vehicles (first time buyers), Tractors and Construction Equipment have portfolio share between 5% and 22% leading to
well diversified sub product mix.
Home Equity is mortgage loan against security of existing immovable property (primarily self-occupied residential property) to self-
employed non-professional category of borrowers and contributes to 21% of the lending book of the company as of 31st March, 2019
(24% as of 31st March, 2018). Portfolio is concentrated in North (41%) with small presence in East (4%). The remaining is evenly distributed
between South and Western parts of the country.
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Cash flow Hedge Change in the value of Hedge Effectiveness Amount reclassified Line item affected in
Hedging Instrument recognised in profit from Cash Flow Hedge Statement of Profit
recognised in Other and loss Reserve to Profit or Loss and Loss because of
Comprehensive Income (₹ in Lakhs) (₹ in Lakhs) the Reclassification
(₹ in Lakhs)
Foreign exchange 1,306 - - NA
risk and Interest rate risk
Cash flow Hedge Change in the value of Hedge Effectiveness Amount reclassified Line item affected in
Hedging Instrument recognised in profit from Cash Flow Hedge Statement of Profit
recognised in Other and loss Reserve to Profit or Loss and Loss because of
Comprehensive Income (₹ in Lakhs) (₹ in Lakhs) the Reclassification
(₹ in Lakhs)
Foreign exchange 1,100 - - NA
risk and Interest rate risk
Cash flow Hedge Change in the value of Hedge Effectiveness Amount reclassified Line item affected in
Hedging Instrument recognised in profit from Cash Flow Hedge Statement of Profit
recognised in Other and loss Reserve to Profit or Loss and Loss because of
Comprehensive Income (₹ in Lakhs) (₹ in Lakhs) the Reclassification
(₹ in Lakhs)
Foreign exchange 2,793 - - NA
risk and Interest rate risk
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Quantitative disclosure fair value measurement hierarchy of liabilities as at March 31, 2019 ` in lakhs
Fair value measurement using
Carrying Value Quoted price in Significant Significant
active markets observable unobservable
(Level 1) inputs inputs
(Level 2) (Level 3)
Liabilities measured at Fair value
Derivative financial instruments 841 - 841 -
There have been no transfers between the level 1 and level 2 during the period.
Quantitative disclosure fair value measurement hierarchy of assets as at March 31, 2018 ` in lakhs
Fair value measurement using
Carrying Value Quoted price in Significant Significant
active markets observable unobservable
(Level 1) inputs inputs
(Level 2) (Level 3)
Assets measured at Fair value
FVOCI Equity Instruments - - - -
Derivative financial instruments 599 - 599 -
Assets for which fair values are disclosed
Investment Properties * 5 - - 279
There have been no transfers between different levels during the period.
* Fair value of investment property is calculated based on valuation given by external independent valuer.
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Quantitative disclosure fair value measurement hierarchy of liabilities as at March 31, 2018 ` in lakhs
Fair value measurement using
Carrying Value Quoted price in Significant Significant
active markets observable unobservable
(Level 1) inputs inputs
(Level 2) (Level 3)
Liabilities measured at Fair value
Derivative financial instruments 7,655 7,655
There have been no transfers between different levels during the period.
Quantitative disclosure fair value measurement hierarchy of assets as at April 1, 2017 ` in lakhs
Fair value measurement using
Carrying Value Quoted price in Significant Significant
active markets observable unobservable
(Level 1) inputs inputs
(Level 2) (Level 3)
Assets measured at Fair value
FVOCI Equity Instruments 129 129
Assets for which fair values are disclosed
Investment Properties * 5 271
There have been no transfers between different levels during the period.
* Fair value of investment property is calculated based on valuation given by external independent valuer.
Quantitative disclosure fair value measurement hierarchy of liabilities as at April 1, 2017 ` in lakhs
Fair value measurement using
Carrying Value Quoted price in Significant Significant
active markets observable unobservable
(Level 1) inputs inputs
(Level 2) (Level 3)
Liabilities measured at Fair value
Derivative financial instruments 10,103 10,103
There have been no transfers between different levels during the period.
Note : 44.3 Summary of Financial assets and liabilities which are recognised at amortised cost
` in lakhs
Particulars As at
31.03.2019 31.03.2018 01.04.2017
Financial Assets
Cash and Cash Equivalents 313,893 25,379 27,404
Bank balances other than Cash and Cash Equivalents 53,592 63,416 69,645
Loans 5,262,227 4,225,323 3,322,439
Other Financial Assets 12,432 7,730 13,561
Financial Liabilities
Debt Securities 1,418,431 1,437,395 1,347,094
Borrowings (Other than Debt Securities) 3,212,375 2,016,635 1,378,288
Subordinated Liabilities 425,868 379,003 294,631
Other Financial liabilities 21,207 19,967 20,093
Note : 44.4 Refer Note 13 for sensitivity analysis for investment property, whose fair value is disclosed under the level 3 category.
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` in lakhs
Maturity
Amount Within 12 After 12
months months
As on March 31, 2019
Financial Assets
Cash and Cash Equivalents 3,13,893 3,13,893 -
Bank balances Other than Cash and Cash Equivalents 53,592 19,682 33,910
Derivative financial instruments 8,869 7,229 1,640
Receivables -
i) Trade Receivables 441 441
ii) Other Receivables 3,908 3,908
Loans 52,62,227 16,41,911 36,20,316
Investments 7,292 - 7,292
Other Financial Assets 12,432 4,205 8,227
Total Financial Assets 56,62,654 19,91,269 36,71,385
Non-Financial Assets
Current tax assets (Net) 15,719 - 15,719
Deferred tax assets (Net) 45,300 - 45,300
Investment Property 47 - 47
Property, Plant and Equipment 14,253 - 14,253
Intangible assets under development 1,310 - 1,310
Other Intangible assets 1,976 - 1,976
Other Non-Financial Assets 1,371 1,073 298
Total Non-Financial Assets 79,976 1,073 78,903
Financial Liabilities
Derivative financial instruments 841 - 841
Payables
i) Trade Payables 20,742 20,742 -
ii) Other Payables 12,894 12,894 -
Debt Securities 14,18,431 9,59,024 4,59,407
Borrowings (Other than Debt Securities) 32,12,375 8,65,072 23,47,303
Subordinated Liabilities 4,25,868 47,164 3,78,704
Other Financial Liabilities 21,207 21,128 79
Total Financial Liabilities 51,12,358 19,26,024 31,86,334
Non-Financial Liabilities
Provisions 7,402 7,402 -
Other Non-Financial Liabilities 5,296 3,211 2,085
Total Non-Financial Liabilities 12,698 10,613 2,085
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(i) Other column includes the effect of accrued but not paid interest on borrowing, amortisation of processing fees etc
(ii) Total Liabilities comprises of Debt securities, Borrowings (other than debt securities) and Subordinated Liabilities
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Borrowings (Other than 1,75,149 1,04,374 2,30,379 5,70,299 20,56,987 3,77,195 1,32,833 36,47,216
Debt Securities)
Subordinated Liabilities 1,366 31,953 8,427 31,516 1,98,024 1,42,836 2,31,807 6,45,929
Other Financial Liabilities 21,128 - - - 58 21,207
21 -
Total Undiscounted financial 3,67,074 3,21,385 5,42,891 9,86,963 26,74,719 6,16,051 3,84,069 58,93,152
liabilities
Total net Undiscounted financial 73,989 3,17,977 17,153 70,768 1,66,344 2,80,535 9,20,028 18,46,794
assets/(liabilities)
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Subordinated Liabilities 275 11,962 24,326 20,044 1,32,016 1,70,868 1,80,929 5,40,420
Other Financial Liabilities 19,888 - - - 58 19,967
21 -
Total Undiscounted financial 2,60,634 4,51,895 3,62,133 6,99,564 20,47,512 4,98,260 3,46,500 46,66,498
liabilities
Total net Undiscounted financial 58,621 (1,28,813) 67,473 1,12,143 1,65,399 2,06,322 6,23,848 11,04,994
assets/(liabilities)
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Borrowings (Other than 94,088 90,942 2,59,260 2,17,765 7,86,327 79,025 1,46,760 16,74,167
Debt Securities)
Subordinated Liabilities 1,375 9,253 4,796 24,612 1,09,013 1,68,971 1,27,661 4,45,681
Other Financial Liabilities 19,956 - - - 116 20,093
21 -
Total Undiscounted financial 1,71,856 2,95,842 3,27,036 6,29,273 1,687,513 2,74,843 2,77,989 36,64,352
liabilities
Total net Undiscounted financial 97,991 (31,978) 30,001 26,043 29,556 2,56,516 5,57,996 8,88,509
assets/(liabilities)
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D. Effects of IND AS adoption on Cash Flows for year ended March 31, 2018
` in lakhs
Notes:
1. Loans
i) Under Indian GAAP, the Company has created provision for loans based on guidelines on prudential norms issued by RBI. Under
Ind AS, impairment allowance has been determined based on Expected Credit Loss Model (ECL). The differential impact has been
adjusted in Retained earnings / Profit and loss during the period.
ii) Under Indian GAAP, NPA provision along with Standard asset provision has been disclosed under Provisions. Under Ind AS the ECL
provision has been adjusted against loan balance.
iii) Under Indian GAAP, transaction cost incurred in connection with loans are amortised upfront and charged to profit and loss for the
period. Under Ind AS, transaction cost are included in the initial recognition amount of financial asset measured at amortised cost and
charged to profit and loss using effective interest method.
iv) The Company has securitised certain assets and under Indian GAAP, it has derecognised those assets in the books, upon satisfaction
of the "true sale" criteria laid down by the RBI. However, as per Ind AS, the Company has not transferred substantially all the risks and
rewards, the asset has been re-recognised on a basis that reflects the rights and obligations that the Company has retained (related
liabilities has been recognised in Borrowings other than debt securities & related Interest income and expense has been recognised).
v) Under Indian GAAP, Income from Securitisation transaction recognised as Excess Interest Spread Where was under Ind AS, Company
has recognised the interest on the loans which has been re-recognised as Interest income using Effective Interest rate. Interest on
proceeds received from securitisation recognised as Finance cost.
vi) Under Indian GAAP, Company has reversed the interest on NPA accounts based on guidelines on prudential norms issued by RBI.
Ind AS, Interest income for Stage 3 receivables are recognised on the amortised cost of such receivables (Gross carrying value less
impairment provision) and the same is also tested for impairment.
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49.2 Extract of the Statement of Profit and Loss Account as at March 31, 2019 as per Regulatory GAAP:
` in lakhs
Particulars As per Ind Adjustments As per
AS - March (2) Previous
2019 GAAP -
(1) March 2019 (3)
Audited Unaudited
Revenue from Operations
- Interest Income 6,56,526 (22,438) 6,34,088
- Net gain on derecognition of financial instruments under amortised cost category 8,670 (8,670) -
- Fee Income 18,631 - 18,631
- Net gain on Fair value change on financial instrument 6,328 - 6,328
- Sale of Services 9,042 (620) 8,422
- Others
Total Revenue from operations (I) 6,99,197 (31,728) 6,67,469
Other income (II) 67 - 67
Total Income (III) = (I) + (II) 6,99,264 (31,728) 6,67,536
Expenses
- Finance costs 3,58,874 (39,322) 3,19,552
- Impairment of Financial Instruments 31,120 712 31,832
- Employee benefits expense 59,058 - 59,058
- Depreciation and amortisation expense 5,548 - 5,548
- Other expenses 62,349 10,051 72,400
Total Expenses (IV) 5,16,949 (28,559) 4,88,390
Profit before tax (V) = (III) - (IV) 1,82,315 (3,169) 1,79,146
Tax expense/(benefit)
- Current tax
- Pertaining to profit for the current period 71,449 71,449
- Adjustment of tax relating to earlier periods 1,600 1,600
- Deferred tax (9,349) - (9,349)
Net tax expense (VI) 63,700 - 63,700
Profit for the year - A = (V) - (VI) 1,18,615 (3,169) 1,15,446
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Note:
Commentary on the key accounting adjustments made to convert the Ind AS financial statements for March 2019 to Regulatory GAAP
along with considerations for CRAR computation (wherever applicable):
(i) Loans:
(a) Under Ind AS, securitisation transactions entered into by the Company do not qualify for de-recognition. Hence they continue to
be recognised as a part of on balance sheet assets. In preparing the financial information as per Regulatory GAAP, the Company has
derecognised the assets which have been transferred through securitisation transactions and outstanding as at 31st March, 2019.
(b) Under Ind AS, Interest income for Stage 3 receivables are recognised on the amortised cost of such receivables (Gross carrying
value less impairment provision) and the same is also tested for impairment. In the financial information prepared as per Regulatory
GAAP, interest income is not recognised on NPA accounts and any outstanding interest on such accounts are also reversed in
accordance with the applicable prudential norms issued by the RBI for NBFC-ND-SI.
(c) Under Ind AS, Effective Interest Rate ('EIR') method is used for recognition of interest income on loans and is determined by
considering all contracted cash flows along with transaction fees earned and expenses incurred. This results in amortisation of net
upfront fee earned (fee less expenses) by way of adjustment to loan receivable balance. In order to follow a consistent approach with
the previous years, the related adjustments have been eliminated by the Company while preparing the financial information as per
Regulatory GAAP, and accordingly the net upfront fee earned is recognised immediately in the financial statements coinciding with
the disbursal of the loans.
(d) Schedule III Division III applicable for NBFCs preparing their financial statements under Ind AS and Ind AS 109 on financial
instruments requires impairment provisions made to be reduced from the related financial assets for presentation purposes. In the
preparation of the financial information as per Regulatory GAAP, the related NPA and Standard Asset provisions made have been
presented under provisions.
(e) Under Ind AS, on the assignment transactions which are outstanding as at the date of transition, the Company has taken the
entire gain that it would earn through the tenure of the assignment transactions on an upfront basis as against recognising such
gains on an ongoing basis on realisation of these amounts as per RBI regulations.
(ii) Investments:
Investment in pass-through certificates ('PTCs') made by the Company pursuant to the securitisation transactions entered have been
included in the carrying amount of investments as per the financial information prepared as per Regulatory GAAP and have been
assigned 100% Risk Weight in the CRAR computation. Such PTC investments were netted off against the securitisation borrowings
under Ind AS.
(iii) Other Financial Assets:
Adjustments in connection with interest accrued but not due on loans which were clubbed under loans for the purpose of Ind AS
financial statements have been regrouped / reclassified into other financial assets in the financial information as per Regulatory
GAAP.
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` in lakhs
Particulars As at As at
31.03.2019 31.03.2018
b) On Bilateral assignment
Number of Assignment Transactions 7 3
Outstanding Assigned Assets in books of Assignee 1,69,976 69,045
Less: Collections not yet due to be remitted to Assignee# 2,858 1,951
Outstanding Assigned Assets as per books 1,67,118 67,094
Total amount of exposure
a) Off Balance Sheet Exposure
• First Loss
• Others
b) On Balance Sheet Exposure
• First Loss - Cash Collateral
• Others 18,569 7,455
Book value of Assets sold 14,85,687 1,85,430
# excludes interest collected from customers on assigned assets
Note : 51 DISCLOSURE PURSUANT TO RESERVE BANK OF INDIA NOTIFICATION DNBS.193DG (VL) - 2007 DATED FEBRUARY 22, 2007:
` in lakhs
SL Particulars Amount Amount
No. Outstanding Overdue
As at 31.03.2019
Liabilities:
(1) Loans and Advances availed by the NBFC inclusive of interest accrued thereon but not paid:
(a) Debentures
- Secured 10,55,939 -
- Unsecured (other than falling within the meaning of public deposits) 2,83,291 -
- Perpetual Debt Instrument 1,46,107 -
(b) Deferred Credits - -
(c) Term Loans 24,78,593 -
(d) Inter-Corporate Loans and Borrowings - -
(e) Commercial Paper 3,64,071 -
(f ) Other Loans 1,86,945 -
(Represents Working Capital Demand Loans & Cash Credit from Banks along with
Interest Accrued but Not Due on above)
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` in lakhs
SL Particulars Amount Amount
No. Outstanding Overdue
As at As at
31.03.2019 31.03.2018
(2) Break-up of Loans and Advances including Bills Receivables [other than those included in (3) below]:
(including interest accrued)
(a) Secured 10,35,865 8,60,549
(b) Unsecured 50,871 50,770
(3) Break up of Leased Assets and Stock on Hire and Other Assets counting towards AFC activities
(i) Lease Assets including Lease Rentals Accrued and Due: -
(ii) Stock on Hire including Hire Charges under Sundry Debtors:
(a) Assets on hire -
(b) Repossessed assets -
(iii) Other Loans counting towards AFC Activities
(a) Loans where assets have been repossessed (Net) 4,738 1,746
(b) Loans other than (a) above 37,08,007 28,31,512
` in lakhs
SL Particulars Amount Amount
No. Outstanding Overdue
As at As at
31.03.2019 31.03.2018
(4) Break-up of Investments (net of provision for diminution in value):
Current Investments:
I Quoted:
(i) Shares: (a) Equity
(b) Preference
(ii) Debentures and Bonds
(iii) Units of Mutual Funds
(iv) Government Securities (Net of amortisation)
(v) Others
II Unquoted:
(i) Shares: (a) Equity
(b) Preference
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` in lakhs
Category Amount (Net of provision for Non-performing assets)
Secured Unsecured Total
(5) Borrower Group-wise Classification of Assets Financed as in (2) and (3) above
As at March 31, 2019
1. Related Parties *
(a) Subsidiaries - 1,150 1,150
(b) Companies in the same Group - - -
(c) Other Related Parties - 340 340
2. Other than Related Parties 46,90,769 45,270 47,36,069
Total 46,90,769 46,760 47,37,529
As at March 31, 2018
1. Related Parties *
(a) Subsidiaries - - -
(b) Companies in the same Group - - -
(c) Other Related Parties - 913 913
2. Other than Related Parties 36,17,012 46,624 36,63,636
Total 36,17,012 47,537 36,64,549
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` in lakhs
SL Other Information Amount Outstanding
No. As at As at
31.03.2019 31.03.2018
(7)
(i) Gross Non-Performing Assets
a) With Related Parties *
b) With Others 1,16,613 1,25,693
(ii) Net Non-Performing Assets
a) With Related Parties *
b) With Others 54,662 65,157
(iii) Assets Acquired in Satisfaction of Debt
a) With Related Parties *
b) With Others
* Related Parties are as identified in Note 37 above.
Note : 52 A. DISCLOSURE PURSUANT TO RESERVE BANK OF INDIA NOTIFICATION RBI/2014-15/299 DNBR
(PD) CC.NO.002/03.10.001/2014-15 DATED NOVEMBER 10, 2014:
i. Capital Adequacy Ratio ` in lakhs
Particulars As at As at
31.03.2019 31.03.2018
Tier I Capital 6,13,435 5,03,732
Tier II Capital 2,42,534 1,96,010
Total Capital 8,55,969 6,99,742
Total Risk Weighted Assets 49,30,327 38,35,651
Capital Ratios
Tier I Capital as a Percentage of Total Risk Weighted Assets (%) 12.44% 13.13%
Tier II Capital as a Percentage of Total Risk Weighted Assets (%) 4.92% 5.11%
Total (%) 17.36% 18.24%
Amount of Subordinated Debt raised as Tier - II capital during the year 51,500 71,500
Amount raised by issue of Perpetual Debt instruments during the year 30,600 -
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Note:
The above summary is prepared based on the information available with the Company.
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x. Concentration of Exposures
` in lakhs
Particulars As at As at
31.03.2019 31.03.2018
Total Exposure to twenty largest borrowers/customers 24,299 27,242
Percentage of Exposures to twenty largest borrowers /Customers to Total Exposure of the NBFC 0.51% 0.73%
on borrowers/customers.
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Key audit matters How our audit addressed the key audit matter
(a) C
hange in financial reporting framework – First time adoption of Indian Accounting Standards (‘Ind AS’) (as described in Note
2 of the Consolidated Ind AS Financial Statements)
In accordance with the roadmap for implementation of Ind Our audit procedures with regard to the 1st time adoption of
AS for non-banking financial companies, as announced by the Ind AS included assessing the judgements applied by the
Ministry of Corporate Affairs, the Company has adopted Ind AS Management in this regard:
from April 1, 2018 with an effective date of April 1, 2017 for such
• Reading the Ind AS impact assessment performed by the
transition. For periods up to and including the year ended March
management to identify areas which were impacted on
31, 2018, the Company had prepared and presented its financial
account of Ind AS transition;
statements in accordance with the erstwhile generally accepted
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1. The Company earns certain interest income and incurs certain Our audit response included (as applicable in each case):
expenses which are directly attributable to the origination of • Assessing the items which has been considered as part of
loans disbursed by the Company. Under Ind AS, the accounting effective interest rate as well as the related computation on a
for these upfront charges and interest income are based on test basis; and
the effective interest rate method for loans which is based on
•
Assessing the related IT system and manual controls
the loan cashflows.
implemented for effective interest rate accounting.
2. Under the Previous GAAP, the identification of delinquent
Procedures on the matter discussed in Sl. No. 2
accounts and consequent provisions for loan losses were
made on the loans based on the guidelines prescribed by We gained an understanding of the Company’s key credit
the Reserve Bank of India (‘RBI’) in this regard. Under Ind AS, processes comprising granting, recording and monitoring of
estimates regarding the impairment provision against financial loans as well as impairment provisioning. In addition,
assets are based on the expected credit loss model developed • We read and assessed the Company’s impairment provisioning
by the Company based on the principles prescribed under policy as per Ind AS 109;
Ind AS 109.
• Obtained an understanding of the Company’s Expected Credit
3. The Company from time to time enters into securitisation and Loss (‘ECL’) methodology, the underlying assumptions and
assignment transactions for transfer of financial assets under performed sample tests to assess the staging of outstanding
arrangements which have different terms and conditions. exposures;
Under Ind AS, management has performed an evaluation of
• We assessed the Exposure at Default used in the impairment
whether the financial asset de-recognition criteria prescribed
calculations on a test basis;
in Ind AS 109 is satisfied on a case to case basis and based on
such evaluation, related accounting adjustments are recorded • Obtained an understanding of the basis and methodology
in the financial statements. adopted by management to determine 12 month and life-time
probability of defaults for various homogenous segments and
Additionally, regarding the matter discussed in Sl. No. 2, as performed test checks;
explained in the notes to the financial statements for the year
ended March 31, 2019, the impairment provision based on the • Obtained an understanding of the basis and methodology
expected credit loss model requires the management of the adopted by management to determine Loss Given Defaults
Company to make significant judgments in connection with for various homogenous segments based on past recovery
experience, qualitative factors etc., and performed test checks;
related computation. These include:
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Pursuant to various reporting requirements such as reporting on In assessing the reliability of electronic data processing, we
the internal controls over financial reporting, we place significant included specialized IT auditors in our audit team. Our audit
emphasis on the information systems and the controls and process procedures focused on the IT infrastructure and applications
around such information systems, the usage of information relevant to financial reporting:
from such systems for the purpose of financial reporting by the • Assessing the information systems and the applications that is
Management. available in the Company in two phases: (i) IT General Controls
The Company has information technology applications which and (ii) Application level embedded controls;
are used across various class of transactions in its operations • The aspects covered in the IT systems General Control audit
including the automated and IT dependent manual controls that were (i) User Access Management (ii) Change Management
are embedded in them. (iii) Other related ITGCs; - to understand the design and the
Hence, our audit procedures have focus on IT systems and operating effectiveness of such controls in the system;
controls in them due the pervasive nature and complexity of the •
Understanding of the changes that were made to the IT
IT environment, operational volume across numerous locations landscape during the audit period and assessing changes that
daily and the reliance on automated and IT dependent manual have impact on financial reporting;
controls. • Performed tests of controls (including over compensatory
controls wherever applicable) on the IT Application controls
and IT dependent manual controls in the system.
• Wherever applicable, we also assessed through direct sample
tests, the information produced from these systems which
were relied upon for our audit.
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Information Other than the Financial Statements and Auditor’s Report Thereon
The Holding Company’s Board of Directors is responsible for the other information. The other information comprises Board’s Report
including Annexures to the Board’s Report and Management Discussion and Analysis, Report on Corporate Governance and General
Shareholders Information and Business Responsibility Report included in the Annual report, but does not include the Consolidated Ind
AS Financial Statements and our auditor’s report thereon.
Our opinion on the Consolidated Ind AS Financial Statements does not cover the other information and we do not express any form of
assurance conclusion thereon.
In connection with our audit of the Consolidated Ind AS Financial Statements, our responsibility is to read the other information and, in
doing so, consider whether such other information is materially inconsistent with the Consolidated Ind AS Financial Statements or our
knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude
that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.
Responsibilities of Management and those Charged with Governance for the Financial Statements
The Holding Company’s Board of Directors are responsible for the preparation and presentation of these Consolidated Ind AS Financial
Statements in terms of the requirements of the Act that give a true and fair view of the consolidated financial position, consolidated
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Auditor’s Responsibility
Our responsibility is to express an opinion on the company's internal financial controls over financial reporting based on our audit. We
conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the “Guidance
Note”) and the Standards on Auditing, both, issued by Institute of Chartered Accountants of India, and deemed to be prescribed under
section 143(10) of the Act, to the extent applicable to an audit of internal financial controls. Those Standards and the Guidance Note
require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate
internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material
respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over
financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining
an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the
auditor’s judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or
error.
We believe that the audit evidence we have obtained and the audit evidence obtained by the other auditors in terms of their reports
referred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the internal
financial controls system over financial reporting.
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Opinion
In our opinion, the Holding Company and its subsidiary companies which are companies incorporated in India, have, maintained in all
material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial
reporting were operating effectively as at March 31, 2019, based on the internal control over financial reporting criteria established by
the Holding Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial
Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India.
Other Matters
Our report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial controls over financial
reporting of the Holding Company, in so far as it relates to one subsidiary Company incorporated in India, is based on the corresponding
report of the auditors of such subsidiary Companies incorporated in India.
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193
Consolidated Statement of Changes in Equity
For the year ended March 31, 2019
` in lakhs
194
a) Equity Share Capital
Balances as on April 1, 2017 15,635
Add: Issue of share capital 5
Balances as on March 31, 2018 15,640
Add: Issue of share capital 3
Balances as on March 31, 2019 15,643
Closing balance as at - 1,06,046 4 3,300 1,66,850 2,50,967 76,848 1,861 561 (1,208) 6,05,229
March 31, 2019
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• The Group’s voting rights and potential voting rights consolidated financial statements. Ind AS 12 Income
Taxes applies to temporary differences that arise from
• The size of the Group’s holding of voting rights relative
the elimination of profits and losses resulting from
to the size and dispersion of the holdings of the other
intragroup transactions.
voting rights holders
Profit or loss and each component of OCI are attributed
The Group re-assesses whether or not it controls an
to the equity holders of the parent of the Group and to
investee if facts and circumstances indicate that there are
the non-controlling interests, even if this results in the
changes to one or more of the three elements of control.
non-controlling interests having a deficit balance.
Consolidation of a subsidiary begins when the Group
obtains control over the subsidiary and ceases when the When necessary, adjustments are made to the financial
Group loses control of the subsidiary. Assets, liabilities, statements of subsidiaries to bring their accounting
income and expenses of a subsidiary acquired or disposed policies in line with the Group’s accounting policies. All
of during the year are included in the consolidated intra-group assets, liabilities, equity, income, expenses and
financial statements from the date the Group gains control cash flows relating to transactions between members of
until the date the Group ceases to control the subsidiary. the Group are eliminated in full on consolidation.
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• Derecognises the cumulative translation differences its share of any changes, when applicable, in the statement
recorded in equity of changes in equity. Unrealised gains and losses resulting
from transactions between the Group and the associate
• Recognises the fair value of the consideration received
are eliminated to the extent of the interest in the associate.
• Recognises the fair value of any investment retained
If an entity’s share of losses of an associate equals or exceeds
• Recognises any surplus or deficit in profit or loss
its interest in the associate (which includes any long term
Reclassifies the parent’s share of components previously
interest that, in substance, form part of the Group’s net
recognised in OCI to profit or loss or retained earnings,
investment in the associate), the entity discontinues
as appropriate, as would be required if the Group had
directly disposed of the related assets or liabilities recognising its share of further losses. Additional losses are
recognised only to the extent that the Group has incurred
A change in the ownership interest of a subsidiary,
without loss of control, is accounted for as an equity legal or constructive obligations or made payments on
transaction. behalf of the associate. If the associate subsequently
reports profits, the entity resumes recognising its share of
3A. Particulars of consolidation
those profits only after its share of the profits equals the
The financial statements of the following subsidiaries/
share of losses not recognised.
associates (all incorporated in India) have been considered
for consolidation: The aggregate of the Group’s share of profit or loss of an
associate is shown on the face of the statement of profit
Name of the Company Percentage of Voting Power as on
and loss.
March 31, March 31,
2019 2018 The financial statements of the associate are prepared for
Cholamandalam Securities 100.00% 100.00%
Limited (CSEC) the same reporting period as the Group. When necessary,
Cholamandalam Home Finance 100.00% 100.00% adjustments are made to bring the accounting policies in
Limited (CHFL) (formerly known
as Cholamandalam Distribution line with those of the Group.
Services Limited
After application of the equity method, the Group
White Data Systems 30.87% from 63.00%
India Private Limited Oct 2018 determines whether it is necessary to recognise an
(63.00% upto impairment loss on its investment in its associate. At each
Sep 2018)
reporting date, the Group determines whether there is
3B. Investment in an Associate objective evidence that the investment in the associate is
An associate is an entity over which the Group has impaired. If there is such evidence, the Group calculates
significant influence. Significant influence is the power to the amount of impairment as the difference between the
participate in the financial and operating policy decisions recoverable amount of the associate and its carrying value,
of the investee. and then recognises the impairment loss with respect to
The Group’s investments in its associate are accounted the Group’s investment in an associate.
for using the equity method. Under the equity method, Upon loss of significant influence over the associate, the
the investment in an associate is initially recognised at
Group measures and recognises any retained investment
cost. The carrying amount of the investment is adjusted
at its fair value. Any difference between the carrying
to recognise changes in the Group’s share of net assets of
the associate since the acquisition date. Goodwill relating amount of the associate upon loss of significant influence
to the associate is included in the carrying amount of the and the fair value of the retained investment and proceeds
investment and is not tested for impairment individually. from disposal is recognised in profit or loss.
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T he Group presents its balance sheet in order of liquidity. 5.1.5 Bank balances, Loans, Trade receivables and financial
An analysis regarding recovery or settlement within investments at amortised cost
12 months after the reporting date (current) and more The Group measures Bank balances, Loans, and other
than 12 months after the reporting date (non–current) is financial investments at amortised cost if both of the
presented in notes to the financial statements. following conditions are met:
Financial assets and financial liabilities are generally • The financial asset is held within a business model with
reported gross in the balance sheet. They are only offset and the objective to hold financial assets in order to collect
reported net when, in addition to having an unconditional contractual cash flows and
legally enforceable right to offset the recognised amounts • The contractual terms of the financial asset give rise on
without being contingent on a future event, the parties specified dates to cash flows that are solely payments
also intend to settle on a net basis in all of the following of principal and interest (SPPI) on the principal amount
circumstances: outstanding.
• The normal course of business The details of these conditions are outlined below.
• The event of default 5.1.6 Business model assessment
• The event of insolvency or bankruptcy of the Group The Group determines its business model at the level that
and/or its Counterparties best reflects how it manages Group’s of financial assets to
5. Significant accounting policies achieve its business objective.
5.1 Financial instruments - initial recognition The Group's business model is not assessed on an
instrument-by-instrument basis, but at a higher level of
5.1.1 Date of recognition
aggregated portfolios and is based on observable factors
F inancial assets and liabilities, with the exception of loans, such as:
debt securities, and borrowings are initially recognised
•
How the performance of the business model and
on the trade date, i.e., the date that the Group becomes
the financial assets held within that business model
a party to the contractual provisions of the instrument.
are evaluated and reported to the entity's key
Loans are recognised when fund transfers are initiated
management personnel
to the customers’ account or cheques for disbursement
have been prepared by the Group (as per the terms of the • The risks that affect the performance of the business
agreement with the borrowers). The Group recognises debt model (and the financial assets held within that
securities and borrowings when funds reach the Group. business model) and, in particular, the way those risks
are managed
5.1.2 Initial measurement of financial instruments
• How managers of the business are compensated (for
The classification of financial instruments at initial
example, whether the compensation is based on the
recognition depends on their contractual terms and the
fair value of the assets managed or on the contractual
business model for managing the instruments. Financial
cash flows collected)
instruments are initially measured at their fair value, except
in the case of financial assets and financial liabilities recorded The expected frequency, value and timing of sales are
at Fair value through profit and loss (FVTPL), transaction also important aspects of the Group’s assessment
costs are added to, or subtracted from, this amount. The business model assessment is based on reasonably
5.1.3
Measurement categories of financial assets and expected scenarios without taking 'worst case' or 'stress
liabilities case’ scenarios into account. If cash flows after initial
recognition are realised in a way that is different from the
The Group classifies all of its financial assets based on the
business model for managing the assets and the asset’s Group's original expectations, the Group does not change
contractual terms, measured at either: the classification of the remaining financial assets held in
that business model, but incorporates such information
• Amortised cost when assessing newly originated or newly purchased
• FVTPL financial assets going forward.
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EAD represents exposure when the default occurred. forward looking information as economic inputs, such as:
• GDP growth
LGD: The Loss Given Default is an estimate of the loss
arising in the case where a default occurs at a given time. • Unemployment rates
It is based on the difference between the contractual The inputs and models used for calculating ECLs may
cash flows due and those that the lender would expect to not always capture all characteristics of the market
receive, including from the realisation of any collateral. It is at the date of the financial statements. To reflect this,
usually expressed as a percentage of the EAD. qualitative adjustments or overlays are made as temporary
Impairment losses and releases are accounted for and adjustments.
disclosed separately from modification losses or gains that 5.4 Collateral repossessed
are accounted for as an adjustment of the financial asset’s
The Group generally does not use the assets repossessed
gross carrying value
for the internal operations. These repossessed assets
The mechanics of the ECL method are summarised below: which are intended to be realised by way of sale are
Stage 1: The 12mECL is calculated as the portion of LTECLs considered as stage 3 assets and the ECL allowance is
that represent the ECLs that result from default events determined based on the estimated net realisable value
on a financial instrument that are possible within the of the repossessed assets. The Group resorts to regular
12 months after the reporting date. The Group calculates the repossession of collateral provided against vehicle loans.
12mECL allowance based on the expectation of a default Further, in its normal course of business, the Group from
occurring in the 12 months following the reporting date. time to time, also exercise its right over property through
These expected 12-month default probabilities are applied legal procedures which include seizure of the property.
to a forecast EAD and multiplied by the expected LGD and As per the Group’s accounting policy, collateral repossessed
discounted by an approximation to the original EIR. are not recorded on the balance sheet.
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The principal or the most advantageous market must be For assets and liabilities that are recognised in the financial
accessible by the Group. statements on a recurring basis, the Group determines
whether transfers have occurred between levels in the
The fair value of an asset or a liability is measured using
hierarchy by re-assessing categorisation (based on the
the assumptions that market participants would use
lowest level input that is significant to the fair value
when pricing the asset or liability, assuming that market
measurement as a whole) at the end of each reporting
participants act in their economic best interest.
period.
A fair value measurement of a non-financial asset takes
The Group evaluates the levelling at each reporting period
into account a market participant’s ability to generate
on an instrument-by-instrument basis and reclassifies
economic benefits by using the asset in its highest and
instruments when necessary based on the facts at the end
best use or by selling it to another market participant that
of the reporting period.
would use the asset in its highest and best use.
5.19 Recognition of Income
The Group uses valuation techniques that are appropriate
in the circumstances and for which sufficient data are Revenue (other than for those items to which Ind AS 109
available to measure fair value, maximising the use of Financial Instruments are applicable) is measured at fair
relevant observable inputs and minimising the use of value of the consideration received or receivable. Ind AS
unobservable inputs. 115 Revenue from contracts with customers outlines a
single comprehensive model of accounting for revenue
In order to show how fair values have been derived,
arising from contracts with customers and supersedes
financial instruments are classified based on a hierarchy of
current revenue recognition guidance found within Ind
valuation techniques, as summarised below:
ASs.
Level 1 financial instruments - Those where the inputs
•
The Group recognises revenue from contracts with
used in the valuation are unadjusted quoted prices
customers based on a five step model as set out in Ind 115:
from active markets for identical assets or liabilities
that the Group has access to at the measurement date. Step 1: Identify contract(s) with a customer: A contract
The Group considers markets as active only if there are is defined as an agreement between two or more parties
sufficient trading activities with regards to the volume that creates enforceable rights and obligations and sets
and liquidity of the identical assets or liabilities and out the criteria for every contract that must be met.
when there are binding and exercisable price quotes Step 2: Identify performance obligations in the contract:
available on the balance sheet date. A performance obligation is a promise in a contract with a
Level 2 financial instruments - Those where the
• customer to transfer a good or service to the customer.
inputs that are used for valuation and are significant, Step 3: Determine the transaction price: The transaction
are derived from directly or indirectly observable price is the amount of consideration to which the Group
market data available over the entire period of the expects to be entitled in exchange for transferring
instrument’s life. Such inputs include quoted prices promised goods or services to a customer, excluding
for similar assets or liabilities in active markets, quoted amounts collected on behalf of third parties.
prices for identical instruments in inactive markets
Step 4: Allocate the transaction price to the performance
and observable inputs other than quoted prices such
obligations in the contract: For a contract that has more
as interest rates and yield curves, implied volatilities,
than one performance obligation, the Group allocates the
and credit spreads. In addition, adjustments may be
transaction price to each performance obligation in an
required for the condition or location of the asset
amount that depicts the amount of consideration to which
or the extent to which it relates to items that are
the Group expects to be entitled in exchange for satisfying
comparable to the valued instrument. However, if such
adjustments are based on unobservable inputs which each performance obligation.
are significant to the entire measurement, the Group Step 5: Recognise revenue when (or as) the Group satisfies
will classify the instruments as Level 3. a performance obligation
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Cash and cash equivalent in the balance sheet comprise Leases where the lessor effectively retains substantially all
cash at banks and on hand and short-term deposits with the risks and benefits of ownership of the leased assets are
classified as operating leases. Operating lease payments
an original maturity of three months or less, which are
are recognised as an expense in the Statement of Profit
subject to an insignificant risk of changes in value. and Loss on a straight line basis over the lease term
5.26 Cash Flow Statement 5.28 Trade receivable
Cash flows are reported using the indirect method, where The Group follows ‘simplified approach’ for recognition
by profit / (loss) before tax is adjusted for the effects of of impairment loss allowance on trade receivables. The
transactions of non-cash nature and any deferrals or application of simplified approach does not require the
Group to track changes in credit risk. Rather, it recognises
accruals of past or future cash receipts or payments
impairment loss allowance based on lifetime ECLs at
For the purpose of the Statement of Cash Flows, cash and each reporting date, right from its initial recognition. The
cash equivalents as defined above, net of outstanding Group uses a provision matrix to determine impairment
bank overdrafts as they are considered an integral part of loss allowance on portfolio of its trade receivables. The
provision matrix is based on its historically observed
cash management of the Group.
default rates over the expected life of the trade receivables
5.27 Leases and is adjusted for forward-looking estimates. At every
reporting date, the historical observed default rates are
The determination of whether an arrangement is or
updated for changes in the forward-looking estimates.
contains a lease is based on the substance of the
6.
Goodwill recognised at the time of
arrangement at the inception of the lease. The
acquisition of other entities
arrangement is, or contains, a lease if fulfilment of the
This represents the goodwill recognised on the acquisition
arrangement is dependent on the use of a specific asset
of subsidiary - White Data Systems India Private Limited.
or assets and the arrangement conveys a right to use the The aggregate values of the same are not significant. The
asset or assets, even if that right is not explicitly specified Group believes that the carrying amount of the goodwill is
in an arrangement. recoverable.
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` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 8 BANK BALANCES OTHER THAN CASH AND CASH EQUIVALENTS
- In Deposit Accounts - Original maturity more than 3 months including interest accrued 1,521 3,481 3,006
- Non current bank balances 819 811
- In earmarked accounts:
- In Unpaid Dividend Accounts 68 55 46
- Deposits with Banks as collateral towards securitisation loan 51,995 59,872 67,397
- Other deposit Account on amalgamation of Cholamandalam Factoring Limited 8 8 8
Total 54,411 64,227 70,457
` in lakhs
As at 31.03.2019 As at 31.03.2018 As at 01.04.2017
Part I Notional Fair Fair Notional Fair Fair Notional Fair Fair
amounts Value Value amounts Value Value amounts Value Value
-Assets -Liabilites -Assets -Liabilites -Assets -Liabilites
NOTE : 9 DERIVATIVE FINANCIAL
INSTRUMENTS
(i) Other derivatives - Cross 2,26,150 8,869 840 3,01,500 599 7,655 2,37,400 - 10,103
Currency Interest Rate Swap
Total Derivative financial Instruments 2,26,150 8,869 840 3,01,500 599 7,655 2,37,400 - 10,103
Part II
Included in above (Part I) are
derivatives held for hedging and
risk management purposes as follows:
(i) Cash flow hedging:
Others - Cross currency 2,26,150 8,869 840 3,01,500 599 7,655 2,37,400 - 10,103
interest rate swap
Total Derivative financial 2,26,150 8,869 840 3,01,500 599 7,655 2,37,400 - 10,103
Instruments
The Group has a Board approved policy for entering into derivative transactions. Derivative transaction comprises of Currency and Interest
Rate Swaps. The Group undertakes such transactions for hedging borrowings. The Asset Liability Management Committee and Business
Committee periodically monitors and reviews the risks involved.
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` in lakhs
As at 31.03.2019 As at 31.03.2018
Income OCI Income OCI
Statement Statement
Deferred Tax Assets
Impairment on financial instrument 3,730 - 762 -
Provision for Contingencies and undrawn commitments (10) - 87 -
Provision for Claw back 5 - (2) -
Provision for Compensated Absences and Gratuity 360 - 27 -
Impact of Effective interest rate adjustment on Financial Assets 3,554 - 619 -
Contract Liability as per IND AS 115 - - 995 -
Difference between Depreciation as per (115) - 306 -
Books of Account and the Income Tax Act, 1961.
Re-measurement gains / (losses) on defined benefit plans (Net) - 245 - (22)
Carry forward of tax losses 299 - - -
Others 99 - 42 -
(A) 7,922 245 2,836 (22)
Deferred Tax Liability
Impact of Effective interest rate adjustment on Financial Liabilities (328) - (332) -
Difference between Depreciation as per Books of Account and (11) - 7 -
the Income Tax Act, 1961.
Gain on de-recognition of loans (1,404) - (1,966) -
Net (Loss)/gain on equity instrument designated at FVOCI - - - 3
Cashflow Hedge Reserve - 437 - 384
(B) (1,743) 437 (2,291) 387
Net Deferred Tax Assets (A) - (B) 9,665 (192) 5,127 (409)
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Note
The Group has elected to continue with the carrying value for all of its property, plant and equipment as recognised in the financial
statements as at the date of transition to Ind AS i.e. 1st April, 2017, measured as per the previous GAAP and use that as its deemed cost as
at the date of transition. The carrying value as at April 01, 2017 amounting to ` 11,964 lakhs of Property, plant and equipment represents
gross cost of ` 23,919 lakhs net of accumulated depreciation of ` 11,955 lakhs as at 31st March, 2017.
Details of Immovable properties of land and buildings whose title deeds have been pledged in favour of Trustees for the benefit of
debenture holders as security has been explained in Note 19.1
* Disposal represents transfer to Investment property.
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` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 19 DEBT SECURITIES (at amortised cost)
Redeemable Non-Convertible Debentures Medium-Term - Secured 10,54,445 12,07,379 10,90,391
Commercial Papers - Unsecured 3,63,986 2,30,016 2,56,703
14,18,431 14,37,395 13,47,094
All debt securities in india
19.1 Security
(i) Redeemable Non-Convertible Debentures - Medium-term is secured by way of specific charge on assets under hypothecation
relating to Vehicle Finance, Home Equity, Bills discounted and other loans and pari passu charge on immovable property situated at
Ahmedabad and Chennai.
(ii) The Group has not defaulted in the repayment of dues to its lenders.
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(iii) Details of repayment such as date of repayment, interest rate and amount to be paid have been disclosed in note 19.2 based on
the Contractual terms basis.
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(ii) Secured Redeemable Non-Convertible Debentures - Redeemable at premium - No put call option
` in lakhs
o. of Debentures
N Face Value ₹ Balance as at Due date of Redemption Premium ₹
redemption price ₹
31.03.2019 31.03.2018
₹ in lakhs ₹ in lakhs
1100 10,00,000 11,000 - May-21 12,94,211 2,94,211
1000 10,00,000 10,000 10,000 Mar-21 12,76,583 2,76,583
2050 10,00,000 20,500 20,500 May-20 12,63,916 2,63,916
190 10,00,000 1,900 1,900 Apr-20 12,56,100 2,56,100
500 10,00,000 5,000 5,000 Apr-20 13,54,976 3,54,976
800 10,00,000 8,000 8,000 Apr-20 12,74,682 2,74,682
750 10,00,000 7,500 7,500 Sep-19 12,66,148 2,66,148
80 10,00,000 800 800 Jul-19 12,98,729 2,98,729
500 10,00,000 5,000 5,000 Jul-19 13,63,101 3,63,101
80 10,00,000 800 800 Apr-19 13,08,150 3,08,150
250 10,00,000 2,500 2,500 Apr-19 13,13,730 3,13,730
250 10,00,000 - 2,500 Mar-19 16,23,240 6,23,240
100 10,00,000 - 1,000 Mar-19 16,19,345 6,19,345
160 10,00,000 - 1,600 Feb-19 16,35,566 6,35,566
580 10,00,000 - 5,800 Nov-18 13,57,496 3,57,496
100 10,00,000 - 1,000 Jul-18 13,02,320 3,02,320
150 10,00,000 - 1,500 Jul-18 12,59,970 2,59,970
100 10,00,000 - 1,000 May-18 15,80,260 5,80,260
250 10,00,000 - 2,500 Apr-18 13,01,077 3,01,077
60 10,00,000 - 600 Apr-18 12,95,193 2,95,193
73,000 79,500
(iii) Secured Redeemable Non-Convertible Debentures - Redeemable at par - with Put option
No. of Debentures Face Value ₹ Balance as at Due date of Put option Rate of
redemption date interest %
31.03.2019 31.03.2018
₹ in lakhs ₹ in lakhs
15 10,00,000 150 - Mar-21 Feb-20 8.85
10 10,00,000 100 - Aug-23 Jul-21 9.06
500 10,00,000 - 5,000 Mar-19 Feb-18 8.90
2500 10,00,000 - 25,000 Sep-19 Sep-18 8.20
250 30,000
(iv) Secured Redeemable Non-Convertible Debentures - Redeemable at par - with Call option
No. of Debentures Face Value ₹ Balance as at Due date of Call option Rate of
redemption date interest %
31.03.2019 31.03.2018
₹ in lakhs ₹ in lakhs
3,250 10,00,000 32,500 32,500 Aug-19 Aug-18 7.85
32,500 32,500
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20.3 Loan repayable on demand represents cash credit and overdraft facilities ` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 21 SUBORDINATED LIABILITIES (at amortised cost)
Perpetual Debt - Unsecured 1,44,179 1,17,625 1,11,937
Subordinated Debt - Unsecured 2,81,689 2,61,378 1,82,694
4,25,868 3,79,003 2,94,631
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(ii) Unsecured Redeemable Non-Convertible Debentures - Subordinated debt -Redeemable at premium - No put call option
o. of Debentures
N Face Value ₹ Balance as at Due date of Redemption Premium ₹
redemption price ₹
31.03.2019 31.03.2018
₹ in lakhs ₹ in lakhs
150 10,00,000 1,500 1,500 Nov-23 17,57,947 7,57,947
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` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 23 PROVISIONS
Provision for Employee Benefits
- Compensated Absences 3,578 2,570 1,531
3,578 2,570 1,531
Other Provisions (Refer Note 40)
Provision for Contingencies and Service Tax claims 3,837 3,814 3,747
Provision for undrawn commitments 51 12 10
3,888 3,826 3,757
7,466 6,396 5,288
` in lakhs
As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 24 OTHER NON FINANCIAL LIABILITIES
Deferred Rent 834 663 396
Income received in advance 2,303 2,965 158
Statutory Liabilities 2,308 1,501 156
Other Liabilities - 25 38
5,445 5,154 748
` in lakhs
As at 31.03.2019 As at 31.03.2018 As at 01.04.2017
Nos. Amount Nos. Amount Nos. Amount
Note : 25 EQUITY SHARE CAPITAL
AUTHORISED
Equity Shares of ₹ 10 each with voting rights 24,00,00,000 24,000 24,00,00,000 24,000 24,00,00,000 24,000
Preference Shares of ₹ 100 each 5,00,00,000 50,000 5,00,00,000 50,000 5,00,00,000 50,000
74,000 74,000 74,000
ISSUED
Equity Shares of ₹ 10 each with voting rights 15,64,95,867 15,650 15,64,68,125 15,647 15,64,14,287 15,641
15,650 15,647 15,641
SUBSCRIBED AND FULLY PAID UP
Equity Shares of ₹ 10 each with voting rights 15,63,59,113 15,636 15,63,31,371 15,633 15,62,77,533 15,628
Add : Forfeited Shares 1,30,900 6 1,30,900 7 1,30,900 7
15,642 15,640 15,635
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a) S tatutory reserve represents the reserve created as per Section 45IC of the RBI Act, 1934, pursuant to which a Non-Banking Financial
Company shall create a reserve fund and transfer therein a sum not less than twenty per cent of its net profit every year as disclosed
in the Statement of Profit and Loss account, before any dividend is declared.
b) Capital reserve represents the reserve created on account of amalgamation of Cholamandalam Factoring Limited in the year 2013-14.
c) Capital redemption reserve represents the amount equal to the nominal value of shares that were redeemed during the prior years.
The reserve can be utilized only for limited purposes such as issuance of bonus shares in accordance with the provisions of the
Companies Act, 2013
d) Securities premium reserve is used to record the premium on issue of shares. The premium received during the year represents the
premium received towards allotment of 27,742 shares. The reserve can be utilized only for limited purposes such as issuance of bonus
shares, buy back of its own shares and securities in accordance with the provisions of the Companies Act, 2013.
e) The general reserve is a free reserve, retained from Group’s profits and can be utilized upon fulfilling certain conditions in accordance
with statute of the relevant Act.
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` in lakhs
Year ended Year ended
31.03.2019 31.03.2018
Note : 32 OTHER EXPENDITURE
Rent and facility charges 5,349 4,888
Rates and Taxes 755 2,456
Energy cost 1,216 1,131
Repairs and Maintenance 319 229
Communication Costs 2,557 2,301
Business development expense 34 43
Brokerage 177 296
Deputation charges 3,575 -
Freight charges 3,369 5,240
Printing and Stationery 1,255 1,173
Advertisement and publicity Expenses 1,600 863
Directors Fees, allowances and expenses 69 49
Auditors' Remuneration 81 122
Legal and Professional Charges 4,710 3,664
Insurance 1,192 934
Travelling and Conveyance 4,672 6,320
Information Technology Expenses 2,581 3,065
Loss on Sale of Property, Plant and Equipment (Net) 17 11
Recovery Charges 20,294 16,730
Corporate Social Responsibility Expenditure (Refer Note 32.3 below) 2,318 1,769
Outsource cost 15,294 7,884
Miscellaneous Expenses 430 239
71,864 59,407
Less : Expenses Recovered (249) (236)
71,615 59,171
32.1 Cancellable operating lease entered for office space 4,617 4,259
32.2 Miscellaneous Expenses includes:
Donations 50 -
32.3 Details of CSR expenditure
Gross amount required to be spent towards CSR u/s 135 (5) of Companies Act , 2013 2,317 1,768
Amount spent during the year
a) Construction / acquisition of asset - -
b) Others 2,318 1,769
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` in lakhs
Particulars As at As at As at
31.03.2019 31.03.2018 01.04.2017
Assignment
Carrying amount of de-recognised financial asset 1,67,117 67,091 1,02,950
Carrying amount of Retained Assets at amortised cost 19,020 8,648 12,467
` in lakhs
Particulars Year ended Year ended
31.03.2019 31.03.2018
Assignment
Gain on sale of the de-recognised financial asset 8,670 -
34.2 Transferred financial assets that are derecognised in their entirety but where the Group has continuing involvement
The Group has not transferred any assets that are derecognised in their entirety where the Group continues to have continuing
involvement.
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` in lakhs
Particulars 31.03.2019 31.03.2018
Increase Decrease Increase Decrease
Sensitivity Analysis:
Discount Rate (+/- 1%) 4,297 4,825 3,007 3,334
Salary Growth Rate (+/- 1%) 4,844 4,279 3,370 2,952
Attrition Rate (+/- 50% of attrition rates) 4,454 4,648 3,116 3,218
Mortality Rate (+/- 10% of mortality rates) 4,456 4,456 3,072 3,071
Notes:
1. The estimate of future salary increase takes into account inflation, seniority, promotion and other relevant factors.
The Group’s best estimate of contribution during the next year is ₹ 1,793 lakhs.
2.
3. Discount rate is based on the prevailing market yields of Indian Government Bonds as at the Balance Sheet date for the estimated
term of the obligation.
4. The entire Plan Assets are invested in insurer managed funds with Life Insurance Corporation of India (LIC).
C) Compensated Absences
Particulars Year ended Year ended
31.03.2019 31.03.2018
Assumptions
Discount Rate 7.60% p.a. 7.60% p.a.
Future salary increase 7.50% p.a. 7.50% p.a.
Attrition Rate
- Senior management 13% p.a. 13% to 33% p.a.
- Middle management 13% p.a. 13% to 33% p.a.
- Others 13% p.a. 13% to 33% p.a.
Mortality Indian Assured Indian Assured
Lives (2006-08) Lives (2006-08)
Ultimate Ultimate
Notes:
1. The Group has not funded its Compensated Absences liability and the same continues to remain as unfunded as at 31st March, 2019.
2. The estimate of future salary increase takes into account inflation, seniority, promotion and other relevant factors.
3. Discount rate is based on the prevailing market yields of Indian Government Bonds as at the Balance Sheet date for the estimated
term of the obligation.
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` in lakhs
Year ended March 31, 2018
Particulars Vehicle Home Others Unallocable Total
finance equity
Revenue from Operations
- Interest Income 3,99,138 1,03,116 16,194 4,990 5,23,438
- Net gain on derecognition of financial instruments - -
under amortised cost category
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` in lakhs
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` in lakhs
Particulars As at As at As at
31.03.2019 31.03.2018 01.04.2017
Note : 38 b) BALANCES OUTSTANDING AT THE YEAR END
Security Deposit Receivable / (Payable)
a) Cholamandalam Financial Holdings Limited - - (1)
b) Cholamandalam MS General Insurance Company Limited (21) (21) (21)
Debt Securites - Payable
a) Cholamandalam MS General Insurance Company Limited (22,249) (23,341) -
Other Receivables / (Payables)
a) Cholamandalam Financial Holdings Limited - - 3
b) Cholamandalam MS General Insurance Company Limited 651 1,855 1,188
c) Parry Enterprises Limited - 1 -
d) Parry Agro Limited - 1 -
` in lakhs
Nature of Transaction Year ended Year ended
31.03.2019 31.03.2018
Note : 38 c) KEY MANAGERIAL PERSONNEL
Short- term employee benefits 799 885
Post-employment pension (defined Contribution) 81 49
Dividend Payments 16 16
Share based payments 56 88
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(c) The Supreme Court had passed judgement on 28th February 2019 that all allowances paid to employees are to be considered for
the purposes of PF wage determination. There are numerous interpretative issues relating to the above judgement. As a matter of
caution, the Group has complied the same on prospective basis from the date of the SC order.
d) Bank Guarantee: ` in lakhs
Particulars As at As at As at
31.03.2019 31.03.2018 01.04.2017
Outstanding bank guarantees given to stock exchanges/stock holding corporation 1,639 1,625 1,625
of India limited to meet margin requirements
Undrawn loan commitments are commitments under which the Group is required to provide a loan under pre-sanctioned terms to
the customer.
The undrawn commitments provided by the Group are predominantly in the nature of limits provided for Automobile dealers based
on the monthly loan conversions and partly disbursed loans for immovable properties. These undrawn limits are converted within
a short period of time and do not generally remain undisbursed / undrawn beyond one year from the reporting date. The undrawn
commitments amount outstanding as at 31st March, 2019 is ₹ 73,345 lakhs (₹ 56,632 lakhs as at 31st March, 2018 and ₹ 38,670 as at
1st April, 2017).
The Group creates expected credit loss provision on the undrawn commitments outstanding as at the end of the reporting period
and the related expected credit loss on these commitments as at 31st March, 2019 is ₹ 51 lakhs (₹ 12 lakhs as at 31st March, 2018 and
₹ 10 lakhs as at 1st April, 2017).
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The movement in Stock Options during the current year are given below:
Employee Stock Option Plan 2007
Options Options
Options
Options
outstanding During the Year 2018-19 vested unvested
outstanding
but not
exercised
Particulars Date of As at Option Options Options As at As at As at Exercise Weighted
Grant 31.03.2018 Granted Forfeited Exercised 31.03.2019 31.03.2019 31.03.2019 Price Average
/ Expired and Remaining
allotted Contractual
Life
Gt 25 25-Apr-08 300 - - 300 - - - 192 -
Apr 2008
GT 27 27-Jan-11 15,625 - - 6,462 9,163 9,163 - 188 -
JAN 2011A
GT 27 27-Jan-11 5,976 - - - 5,976 5,976 - 188 -
JAN 2011B
GT 30 30-Apr-11 14,357 - 400 6,009 7,948 7,948 - 163 -
APR 2011
GT 27 27-Oct-11 8,036 - - 100 7,936 7,936 - 155 -
OCT 2011
Total 44,294 - 400 12,871 31,023 31,023 -
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The movement in Stock Options during the previous year are given below:
Employee Stock Option Plan 2007
Options Options
Options
Options
outstanding During the Year 2017-18 vested unvested
outstanding
but not
exercised
Particulars Date of As at Option Options Options As at As at As at Exercise Weighted
Grant 31.03.2017 Granted Cancelled Exercised 31.03.2018 31.03.2018 31.03.2018 Price Average
/ lapsed and Remaining
allotted Contractual
Life
Gt 30 30-Jul-07 4,224 - - 4,224 - - - 193 -
Jul 2007
Gt 25 25-Jan-08 328 - - 328 - - - 262 -
Jan 2008
Gt 25 25-Apr-08 6,069 - - 5,769 300 300 - 192 -
Apr 2008
GT 27 27-Jan-11 27,563 - - 11,938 15,625 15,625 - 188 -
JAN 2011A
GT 27 27-Jan-11 5,976 - - - 5,976 5,976 - 188 -
JAN 2011B
GT 30 30-Apr-11 23,482 - - 9,125 14,357 14,357 - 163 -
APR 2011
GT 27 27-Oct-11 10,323 - - 2,287 8,036 8,036 - 155 -
OCT 2011
Total 77,965 - - 33,671 44,294 44,294 -
Options Options
Options
Options
outstanding During the Year 2017-18 vested unvested
outstanding
but not
exercised
Particulars Date of As at Option Options Options As at As at As at Exercise Weighted
Grant 31.03.2017 Granted Cancelled Exercised 31.03.2018 31.03.2018 31.03.2018 Price Average
/ lapsed and Remaining
allotted Contractual
Life
GT25 25-Jan-17 5,71,000 - 28,180 20,167 5,22,653 88,397 4,34,256 1,010 1.95
JAN2017
GT30 30-Jan-18 - 55,920 - - 55,920 - 55,920 1,310 1.96
JAN2018
GT30 30-Jan-18 - 26,940 - - 26,940 - 26,940 1,310 2.54
JAN2018A
Total 5,71,000 82,860 28,180 20,167 6,05,513 88,397 5,17,116
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ESOP 2007
Variables
Date of Grant Risk Free Expected Life Expected Dividend Yield Price of the Fair Value
Interest Rate Volatility underlying of the Option
Share in the (₹)
Market at the time
of the Option
Grant (₹)
30-Jul-07 7.10% - 7.56% 3-6 years 40.64% -43.16% 5.65% 193.40 61.42
24-Oct-07 7.87% -7.98% 3-6 years 41.24% -43.84% 5.65% 149.90 44.25
25-Jan-08 6.14% -7.10% 3-6 years 44.58% -47.63% 5.65% 262.20 78.15
25-Apr-08 7.79% - 8.00% 2.5-5.5 years 45.78% - 53.39% 3.97% 191.80 76.74
30-Jul-08 9.14% - 9.27% 2.5-5.5 years 46.52% - 53.14% 3.97% 105.00 39.22
24-Oct-08 7.54% - 7.68% 2.5-5.5 years 48.2% - 55.48% 3.97% 37.70 14.01
27-Jan-11
- Tranche I 8% 4 years 59.50% 10% 187.60 94.82
- Tranche II 8% 3.4 years 61.63% 10% 187.60 90.62
30-Apr-11 8% 4 years 59.40% 25% 162.55 73.07
28-Jul-11 8% 4 years 58.64% 25% 175.35 79.17
27-Oct-11 8% 4 years 57.52% 25% 154.55 67.26
The shareholders of the company, at the 34th Annual General Meeting held on July 30, 2012, authorised extension of exercise period
from 3 years from the date of vesting to 6 years from the date of vesting. Accordingly, the Company has measured the fair value of the
options using the Black Scholes model immediately before and after the date of modification to arrive at the incremental fair value
arising due to the extension of the exercise period. The incremental fair value so calculated is recognised from the modification date
over the vesting period in addition to the amount based on the grant date fair value of the stock options.
The incremental (benefit)/cost due to modification of the exercise period from 3 years to 6 years from the date of vesting for the year
ended 31st March, 2019 is ₹ Nil (31st March, 2018- ₹ Nil)
The fair value of the options has been calculated using the Black Scholes model on the date of modification.
The assumptions considered for the calculation of the fair value (on the date of modification) are as follows:
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ESOP 2016
Variables
Date of Grant Risk Free Expected Life Expected Dividend Yield Price of the Fair Value
Interest Rate Volatility underlying of the Option
Share in the (₹)
Market at the time
of the Option
Grant (₹)
25-Jan-2017 6.36% - 6.67% 3.5 - 6.51 years 33.39% - 34.47% 0.54% 1,010.00 401.29
30-Jan-2018 7.11% - 7.45% 3.5 - 5.50 years 30.16% - 31.46% 0.42% 1,309.70 496.82
30-Jan-2018 7.11% - 7.45% 3.5 - 5.50 years 30.16% - 31.46% 0.42% 1,309.70 531.84
23-Apr-2018 7.45% - 7.81% 3.51 - 6.51 years 30.33% - 32.38% 0.42% 1,562.35 646.08
26-Jul-2018 7.71% - 7.92% 3.51 - 5.51 years 30.56% - 31.83% 0.43% 1,497.30 586.32
30-Oct-2018 7.61% - 7.85% 3.51 - 6.51 years 32.34% - 32.70% 0.51% 1,268.50 531.36
19-Mar-2019 6.91% - 7.25% 3.51 - 6.51 years 32.19% - 32.59% 0.47% 1,390.05 564.13
` in lakhs
Particulars April 01, 2017 Cash flows Exchange Other March 31, 2018
Difference
Debt Securities. Borrowings other than debt 30,16,163 8,06,403 (1,946) 12,414 38,33,034
securities and Sub-ordinated liabilities.
(i) Other column includes the effect of accrued but not paid interest on borrowing, amortisation of processing fees etc.
(ii) Total Liabilities comprises of Debt securities, Borrowings (other than debt securities) and Subordinated Liabilities.
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* During the current year, pursuant to investment by another entity in WDSI, the Group's interest in WDSI has reduced from 63% to 30.87%,
consequently resulting in loss of control of the Group in WDSI. In view of this change in status, the retained interest of the Group in WDSI,
Company has de-recognised the non-controlling interest.
Particulars ` in lakhs
Fair value of Net assets on the date of Investment by other entity 8,274
Group's share on the date of loss of control 30.87%
Fair value of Net assets attributable to Group 2,554
Add: Net liabilities on the date of loss of control 278
Less: Minority Interest (103)
Less: Goodwill recognised earlier on acquisition of WDSI (700)
Fair value gain on loss of control in subsidiary 2,029
The Group has recognised the value of investment in associate at fair value on the date of loss of control and the same is carried at cost
as at reporting date.
Particulars ` in lakhs
Value of Investment in Subsidiary on the date of loss of control 2,554
Less: Share of Loss of from Associate (35)
Amount recognised in the Balance Sheet 2,519
The Group has a 30.87% interest in White Data Systems India Private Limited, which is in the business of providing freight data solutions
encompassing technology, certification and finance offering in India. The WDSI has dedicated logistics platform “i-loads”, seamlessly
connects load providers, logistics agents, brokers and transporters through its disruptive technology. It is accounted for using the equity
method in the consolidated financial statements. The following table illustrates the summarised financial information of the Group’s
investment in White Data Systems India Private Limited:
` in lakhs
Particulars 31.03.2019
Current assets 4,333
Non-current assets 540
Current liabilities (1,067)
Non-current liabilities (28)
Equity 3,778
Proportion of the Group’s ownership 30.87%
Group's share in the Equity of the associate 1,166
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Cash flow Hedge Change in the value of Hedge Effectiveness Amount reclassified Line item affected in
Hedging Instrument recognised in profit from Cash Flow Hedge Statement of Profit
recognised in Other and loss Reserve to Profit or Loss and Loss because of
Comprehensive Income the Reclassification
Foreign exchange 1,306 - - NA
risk and Interest rate risk
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Cash flow Hedge Change in the value of Hedge Effectiveness Amount reclassified Line item affected in
Hedging Instrument recognised in profit from Cash Flow Hedge Statement of Profit
recognised in Other and loss Reserve to Profit or Loss and Loss because of
Comprehensive Income the Reclassification
Foreign exchange 1,100 - - NA
risk and Interest rate risk
Cash flow Hedge Change in the value of Hedge Effectiveness Amount reclassified Line item affected in
Hedging Instrument recognised in profit from Cash Flow Hedge Statement of Profit
recognised in Other and loss Reserve to Profit or Loss and Loss because of
Comprehensive Income the Reclassification
Foreign exchange 2,793 - - NA
risk and Interest rate risk
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The Management assessed that cash and cash equivalents, bank balance other than Cash and cash equivalents, receivable, other
financial assets, payables and other financial liabilities approximates their carrying amount largely due to short term maturities of these
instruments.
The fair value of the financial assets and liabilities is included at the amount at which the instrument could be exchanged in a current
transaction between willing parties, other than in a forced or liquidation sale. The following methods and assumptions were used to
estimate the fair values of financial assets or liabilities
i) Derivatives are fair valued using market observable rates and publishing prices
ii) The fair value of loans have estimated by discounting expected future cash flows using discount rate equal to the rate near to the
reporting date of the comparable product.
iii) The fair value of debt securities, borrowings other than debt securities and subordinated liabilities have estimated by discounting
expected future cash flows discounting rate near to report date based on comparable rate / market observable data.
iv) The fair values of quoted equity investments are derived from quoted market prices in active markets.
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Quantitative disclosure fair value measurement hierarchy of liabilities as at March 31, 2019. ` in lakhs
Fair value measurement using
Carrying Quoted price in Significant Significant
Value active markets observable unobservable
(Level 1) inputs inputs
(Level 2) (Level 3)
Liabilities measured at Fair value
Derivative financial instruments 841 - 841 -
There have been no transfers between different levels during the period.
Quantitative disclosure fair value measurement hierarchy of assets as at March 31, 2018. ` in lakhs
Fair value measurement using
Carrying Quoted price in Significant Significant
Value active markets observable unobservable
(Level 1) inputs inputs
(Level 2) (Level 3)
Assets measured at Fair value
FVOCI Equity Instruments 2,340 1,752 588 -
Derivative financial instruments 599 - 599 -
Assets for which fair values are disclosed
Investment Properties * 5 - - 279
There have been no transfers between different levels during the period.
* Fair value of investment property is calculated based on valuation given by external independent valuer.
Quantitative disclosure fair value measurement hierarchy of liabilities as at March 31, 2018. ` in lakhs
Fair value measurement using
Carrying Quoted price in Significant Significant
Value active markets observable unobservable
(Level 1) inputs inputs
(Level 2) (Level 3)
Liabilities measured at Fair value
Derivative financial instruments 7,655 - 7,655 -
There have been no transfers between different levels during the period.
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Quantitative disclosure fair value measurement hierarchy of liabilities as at April 01, 2017 ` in lakhs
Fair value measurement using
Carrying Quoted price in Significant Significant
Value active markets observable unobservable
(Level 1) inputs inputs
(Level 2) (Level 3)
Liabilities measured at Fair value
Derivative financial instruments 10,103 - 10,103 -
There have been no transfers between different levels during the period.
Note 48.3 Summary of Financial assets and liabilities which are recognised at amortised cost
` in lakhs
Particulars As at
31.03.2019 31.03.2018 01.04.2017
Financial Assets
Cash and Cash Equivalents 3,16,435 30,958 28,909
Bank balances other than Cash and Cash Equivalents 54,411 64,227 70,457
Loans 5,259,927 4,223,468 33,20,172
Other Financial Assets 13,896 10,250 14,738
Financial Liabilities
Debt Securities 14,18,431 14,37,395 13,47,094
Borrowings (Other than Debt Securities) 32,12,375 20,16,636 13,74,438
Subordinated Liabilities 4,25,868 3,79,003 2,94,631
Other Financial liabilities 21,676 20,406 20,400
48.4 Refer Note 15 for sensitivity analysis for investment property, whose fair value is disclosed under the level 3 category.
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Particulars Note As at As at
below 31.03.2018 01.04.2017
Net Worth under IGAAP 5,16,451 4,29,791
Adoption of effective interest rate for amortisation of expense and income - 3 (17,914) (16,142)
Financial assets at amortised cost
Adjustments on account of de-recognition of financial assets 4,107 9,735
Adoption of effective interest rate for amortisation of expense and income - 3 472 500
Financial Liabilities at amortised cost
Expected credit loss and related adjustments 2 8,743 5,878
Impact of application of IND AS 115 on revenue from certain customer contracts (2,847) -
Adjustments on account of change to Fair value of investment through OCI 1,285 1,244
Tax adjustments on above items 2,249 (42)
Net Worth under IND AS 5,12,546 4,30,964
D. Effects of IND AS adoption on Cash Flows for year ended 31 March 2018
` in lakhs
Notes:
1. Loans
i) Under Indian GAAP, the Group has created provision for loans based on guidelines on prudential norms issued by RBI. Under Ind AS,
impairment allowance has been determined based on Expected Credit Loss Model (ECL). The differential impact has been adjusted in
Retained earnings / Profit and loss during the period.
ii) Under Indian GAAP, NPA provision along with Standard asset provision has been disclosed under Provisions. Under Ind AS the ECL
provision has been shown net of loan balance.
iii) Under Indian GAAP, transaction cost incurred in connection with loans are amortised upfront and charged to profit and loss for the
period. Under Ind AS, transaction cost are included in the initial recognition amount of financial asset measured at amortised cost and
charged to profit and loss using effective interest method.
iv) The Group has securitised certain assets and under Indian GAAP, it has derecognised those assets in the books, upon satisfaction
of the "true sale" criteria laid down by the RBI. However, as per Ind AS, the Group has not transferred substantially all the risks and
rewards, the asset has been re-recognised on a basis that reflects the rights and obligations that the Group has retained (related
liabilities has been recognised in Borrowings other than debt securities & related Interest income and expense has been recognised).
v) Under Indian GAAP, Income from Securitisation transaction recognised as Excess Interest Spread where was under Ind AS, Group
has recognised the interest on the loans which has been re-recognised as Interest income using Effective Interest rate. Interest on
proceeds received from securitisation recognised as Finance cost.
vi) Under Indian GAAP, Group has reversed the interest on NPA accounts based on guidelines on prudential norms issued by RBI.
Ind AS, Interest income for Stage 3 receivables are recognised on the amortised cost of such receivables (Gross carrying value less
impairment provision) and the same is also tested for impairment.
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Form AOC-1
(Pursuant to first proviso to sub-section (3) of section 129 read with rule 5 of Companies
(Accounts) Rules, 2014)
Statement containing salient features of the financial statement of subsidiaries/ associate companies/ joint ventures
Part “A”: Subsidiaries ` in lakhs
Name of the subsidiary Cholamandalam Home Finance Limited Cholamandalam Securities Limited
Reporting period for the subsidiary concerned, if March 31, 2019 March 31, 2019
different from the holding company’s reporting
period
Reporting currency and Exchange rate as on the Not applicable Not applicable
last date of the relevant Financial year in the case of
foreign subsidiaries.
Share capital 4,240 2,250
Reserves & surplus 1,069 504
Total assets 5,722 6,573
Total Liabilities 414 3,819
Investments 1,251 397
Turnover 4,123 2,202
Profit/(Loss) before taxation (1,052) 269
Provision for taxation 291 61
Profit/(Loss) after taxation (762) 208
Proposed Dividend - -
% of shareholding 100.00% 100.00%
Names of subsidiaries which are yet to commence Not applicable Not applicable
operations
Names of subsidiaries which have been liquidated Not applicable Not applicable
or sold during the year.
M.M. Murugappan
Chairman
Odisha (43)
Telangana (30)
• 911 branches across 27 states/Union
Karnataka (52) Andhra Pradesh (41) territories as on 31st March 2019
• 79% locations are in Tier-III, Tier-IV, Tier V
Pondicherry (1)
and Tier-VI towns
Tamil Nadu (75)
Kerala (42)
GLOSSARY
A. TERMS
Assets Under Management (AUM) Business AUM and Investments
Business AUM On - Balance sheet Business assets and Off – Balance sheet Business assets
Business AUM(Net) Business AUM less Expected Credit Losses(ECL) provisions
Total Assets Under Management Total Balance sheet assets and Off Balance sheet Business assets
Net credit Losses (NCL) Loan losses and ECL provision
B. PERFORMANCE RATIOS
Operating Expenses to Assets Total Expenses (Less: Finance Costs & Impairment of Financial Instruments)/Average
of Closing Assets
Loan Losses % Impairment of Financial instruments/Average of Closing Assets
PBT-ROTA Profit Before Tax/Average of Closing Assets
Profit Before Tax to Income Profit Before Tax/Total Income
Return on Total Assets - PAT Profit After Tax/Average of Closing Assets
Return on Equity - PAT Profit After Tax/Average of Shareholder's funds
Closing assets Represents Business AUM for Respective Business and represents on-balance sheet business assets and Investment
at Company’s level for computing ratios
C. INVESTOR RATIOS
Earnings per Equity share Profit After Tax/Weighted Average number of shares
Book value per Equity share Networth/Total Number of Shares
Dividend per Equity share Interim Dividend paid & Final Dividend proposed per Equity share
CAR (Capital Adequacy Ratio) Tier I & Tier II Capital/Risk Weighted Assets
CHOLAMANDALAM INVESTMENT AND FINANCE COMPANY LIMITED
Dare House, No. 2, N.S.C Bose Road, Parrys, Chennai - 600 001.
Phone : 044 4090 7172; Fax : 044 2534 6464
E - mail : customercare@chola.murugappa.com | Website : www.cholamandalam.com