MIRA INFORM REPORT

 

 

Report Date :

01.08.2012

 

IDENTIFICATION DETAILS

 

Name :

ICICI SECURITIES LIMITED (w.e.f. 26.03. 2007)

 

 

Formerly Known As :

ICICI BROKERAGE SERVICES LIMITED

 

 

Registered Office :

ICICI Centre, H.T. Parekh Marg, Churchgate, Mumbai – 400 005, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2011

 

 

Date of Incorporation :

09.03.1995

 

 

Com. Reg. No.:

11-086241

 

 

Capital Investment / Paid-up Capital :

Rs.2110.707 Millions

 

 

CIN No.:

[Company Identification No.]

U67120MH1995PLC086241

 

 

PAN No.:

[Permanent Account No.]

AAACI0996E

 

 

Legal Form :

A Closely Held Public Limited Liability Company

 

 

Line of Business :

Subject is engaged in the business of broking (institutional and retail), merchant banking and advisory services.

 

 

No. of Employees :

4000 (Approximately)

 

 

RATING & COMMENTS

 

MIRA’s Rating :

A (60)

 

RATING

STATUS

 

PROPOSED CREDIT LINE

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

Fairly Large

 

Maximum Credit Limit :

USD 11651000

 

 

Status :

Good

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Clear

 

 

Comments :

Subject belongs to ICICI Group Company. It is a well established and a reputed company having fine track. Financial position of the company appears to be sound.

 

Trade relations are reported as decent. Business is active. Payments are reported to be regular and as per commitments.

 

The company can be considered good for normal business dealings at usual trade terms and conditions. 

 

NOTES :

Any query related to this report can be made on e-mail : infodept@mirainform.com while quoting report number, name and date.

 

EXTERNAL AGENCY RATING

 

Rating Agency Name

CRISIL

Rating

A1+ (Short term debt programme)

Rating Explanation

Very strong degree of safety and lowest credit risk

Date

August 10, 2011

 

 

Rating Agency Name

CRISIL

Rating

AAA (Bond issue)

Rating Explanation

Highest degree of safety and lowest credit risk

Date

August 10, 2011

 

 

RBI DEFAILTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available RBI Defaulters’ list.

 

EPF (Employee Provident Fund) DEFAILTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2012.

 

INFORMATION PARTED BY

 

Name :

Mr. Thomas Dsouza

Designation :

Assistant Vice President – Finance

Contact No.:

91-22-22882460

Date :

31.07.2012

 

 

LOCATIONS

 

Registered Office/ Institutional Services/ Corporate Office 1 :

ICICI Centre, H.T. Parekh Marg, Churchgate, Mumbai – 400 005, Maharashtra, India

Tel. No.:

91-22-22882460/ 70/ 40701112/ 3/ 4

Fax No.:

91-22-22826455/ 22845572

E-Mail :

raju_nanwani@isecltd.com

raju.nanwani@icicisecurities.com

thomas.dsouza@icicisecurities.com

Website:

http://www.icicisecurties.com

Location :

Owned

 

 

Head Office 1 :

7th Floor, Akruti Centre Point, Marol Naka, MIDC Main Road, Andheri (East), Mumbai – 400 093, Maharashtra, India

Tel. No.:

91-22-67705394

 

 

Head Office 2 :

Shree Sawan Knowledge Park, Plot No.D-507, T.T.C. Industrial Area, MIDC, Turbhe, Navi Mumbai – 400 705, Maharashtra, India

 

 

Corporate Office 2 :

ICICI Bank Towers, 3rd Floor, NBCC Place, North Tower Pragati Vihar, Bisham Pitamah Marg, Lodi Road, New Delhi – 110 003, India

Tel. No.:

91-11-24390000

 

 

Overseas Office :

Located at:

 

v      Singapore

v      New York

v      Oman

 

 

DIRECTORS

 

As on 21.06.2012

 

Name :

Ms. Chanda Deepak Kochhar

Designation :

Chairperson

Address :

CCI Chambers, Flat No.45, Dinshaw Vachha Road, Churchgate, Mumbai – 400 028, Maharashtra, India 

Date of Birth/Age :

17.11.1961

Qualification :

"MMS, ICWA, B.A. (Eco)"

Date of Appointment :

15.10.2008

DIN No.:

00043617

 

 

Name :

Mr. Anup Animesh Bagchi

Designation :

Managing Director and Chief Executive Officer

Address :

A-801, 8th Floor, El-dorado Heights, Prabhadevi, Mumbai – 400 025, Maharashtra, India

Date of Birth/Age :

26.07.1970

Qualification :

B.Tech, PGDM

Date of Appointment :

08.01.2008

DIN No.:

00105962

 

 

Name :

Mr. Uday Madhav Chitale

Designation :

Director

Address :

167-C, Poonawadi, Dr. Ambedkar Road, Dadar (East), Mumbai – 400 014, Maharashtra, India

Date of Birth/Age :

20.10.1949

Qualification :

B.Com , F.C.A.

Date of Appointment :

27.06.2006

DIN No.:

00043268

 

 

Name :

Mr. Ketan Jagdishbhai Patel

Designation :

Director

Address :

Bishops Bridge, 123, The Ridgeway, Golders Green, London, NW119RX

Date of Birth/Age :

15.02.1962

Qualification :

MBA, Member CIMA, B.Sc. (Eco)

Date of Appointment :

15.10.2008

DIN No.:

00935884

 

 

Name :

Mr. Narendra Madhusudan Murkumbi

Designation :

Director

Address :

7th Floor, Devchand House, Shiv Sagar Estate, Dr. Annie Besant Road, Worli, Mumbai – 400 018, Maharashtra, India

Date of Birth/Age :

14.04.1970

Qualification :

"B. E. (E & C) MBA (IIM-Ahmedabad)"

Date of Appointment :

15.10.2008

DIN No.:

00009164

 

 

Name :

Mr. Pravir Vohra

Designation :

Director

Address :

701, ICICI Apartments, Kirti College, Dadar (West), Mumbai – 400 028, Maharashtra, India

Date of Birth/Age :

18.05.1954

Qualification :

Post Graduate in Economics

Date of Appointment :

17.02.2009

DIN No.:

00082545

 

 

Name :

Ms. Zarin Bomi Daruwala

Designation :

Director

Address :

54/A, 5th Floor, Vikas Finlay Towers, Parel Tank Road, Mumbai – 400 012, Maharashtra, India

Date of Birth/Age :

05.02.1965

Qualification :

ACA, ACS

Date of Appointment :

25.05.2011

DIN No.:

00034655

 

 

Name :

Mr. Ajay Radhey Shyam Saraf

Designation :

Whole Time Director

Address :

Flat 1902, Tower B, Beaumonde, Appasaheb Marathe Marg, Old Mills Compound, Prabhadevi, Mumbai – 400 025, Maharashtra, India

Date of Birth/Age :

16.12.1969

Qualification :

CA, ICWA

Date of Appointment :

25.05.2011

DIN No.:

00074885

 

 

KEY EXECUTIVES

 

Name :

Mr. Raju Nanikram Nanwani

Designation :

Secretary

Address :

B-503, Aakanksha, Vasari Hill, Goregoan (West), Mumbai – 400 062, Maharashtra, India

Date of Birth/Age :

05.01.1973

Date of Appointment :

17.07.2007

PAN No.:

AABPN6479R

 

 

Name :

Mr. Thomas Dsouza

Designation :

Assistant Vice President – Finance

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

As on 21.06.2012

 

Names of Shareholders (Equity Shares)

 

 

No. of Shares

Vaijayanti Naik

 

500

Ajay Radhey Shyam Saraf

 

500

ICICI Bank Limited

Address: Securities Market Services, Empire Complex, F7/E7, 1st Floor, 414, Senapati Bapat Marg, Lower Parel, Mumbai – 400 013, Maharashtra, India                                                                                                                                                                                                                     

 

805350000

Anup Animesh Bagchi

 

500

Gopakumar Puthenveettil

 

500

Subir Saha

 

500

Charanjit Attra

 

500

ICICI Securities Primary Dealership Limited

Address: Securities Market Services, Empire Complex, F7/E7, 1st Floor, 414, Senapati Bapat Marg, Lower Parel, Mumbai – 400 013, Maharashtra, India

 

500

Total

 

805353500

 

As on 21.06.2012

 

Names of Shareholders (Preference Shares)

 

 

No. of Shares

ICICI Home Finance Company Limited

Address: ICICI Towers, Bandra Kurla Complex, Mumbai – 400 051, Maharashtra, India

 

5000000

Total

 

5000000

 

As on 21.06.2012

 

Equity Share Breakup

 

Percentage of Holding

Category

 

 

Nationalised or other banks

 

100.00

 

 

BUSINESS DETAILS

 

Line of Business :

Subject is engaged in the business of broking (institutional and retail), merchant banking and advisory services.

 

 

Services :

v      Brokerage commission form primary market operations

v      Brokerage commission from secondary market operations

v      Income from Advisory Services

 

 

Terms :

 

Selling :

Cash and Credit

 

 

Purchasing :

Cash and Credit 

 

 

GENERAL INFORMATION

 

Customers :

End Users

 

 

No. of Employees :

4000 (Approximately)

 

 

Bankers :

ICICI Bank Limited, Capital Market Division, 30, Mumbai Samachar Marg, Fort, Mumbai – 400 001, Maharashtra, India

 

 

Facilities :

Cash Credit and LC – Rs.3000.000 millions (From ICICI Bank Limited)

 

Secured Loans

31.03.2011

Rs. In Millions

31.03.2010

Rs. In Millions

Other debt secured

(A) 1324.218

0.000

Total

1324.218

0.000

 

Notes:

(A) Cash credit facility (Secured against first charge on all receivables , book debts, cash flows, and proceeds arising there from including but not limited to the Company's cash in hand both present and future )

 

Unsecured Loans

31.03.2011

Rs. In Millions

31.03.2010

Rs. In Millions

Non-convertible debentures unsecured

(A) 0.000

(B) 500.000

Other debt unsecured

(C) 1710.300

(D) 2287.740

Total

1710.300

2787.740

 

Notes:

(A) (Repayable within one year Rs. Nil Previous year Rs. Nil)

(B) (Repayable within one year Rs. Nil Previous year Rs. Nil)

(C) Includes Commercial paper (Maximum amount raised at any time during the year Rs.3612.965 millions (Previous year Rs.3728.860 millions)

(D) Includes Bank Overdraft (INR 1183.483 millions) and Commercial Paper (INR 1104.257 millions)

 

 

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S.R. Batliboi and Company

Chartered Accountants

Address :

6th Floor, Express Towers, Nariman Point, Mumbai – 400 021, Maharashtra, India 

Income-tax PAN of auditor or auditor's firm :

AALFS0506L

 

 

Holding Company :

ICICI Bank Limited, India

CIN No.: L65190GJ1994PLC021012

 

 

Subsidiary Companies :

v      ICICI Securities Holding Inc., United States

v      ICICI Securities Inc., United States

 

 

Fellow Subsidiaries :

v      ICICI Securities Primary Dealership Limited, India (CIN No.: U72900MH1993PLC131900)

v      ICICI Prudential Life Insurance Company Limited, India (CIN No.: U66010MH2000PLC127837)

v      ICICI Lombard General Insurance Company Limited, India (CIN No.: U67200MH2000PLC129408)

v      ICICI Prudential Asset Management Company Limited, India (CIN No.: U99999DL1993PLC054135)

v      ICICI Home Finance Company Limited, India (CIN No.: U65922MH1999PLC120106)

v      ICICI Venture Funds Management Company Limited, India (CIN No.: U72200MH1989PLC166901)

v      ICICI Investment Management Company Limited, India (CIN No.: U65990MH2000PLC124773)

v      ICICI Bank Canada, Canada

 

 

CAPITAL STRUCTURE

 

As on 31.03.2011

 

Authorised Capital :

No. of Shares

Type

Value

Amount

1000000000

Equity Shares

Rs.2/- each

Rs.2000.000 Millions

5000000

13.75% Cumulative Non-Convertible Redeemable Preference Shares

Rs.100/- each

Rs.500.000 Millions

 

Total

 

Rs.2500.000 Millions

 

Issued, Subscribed & Paid-up Capital :

No. of Shares

Type

Value

Amount

805353500

Equity Shares

Rs.2/- each

Rs.1610.707 Millions

5000000

13.75% Cumulative Non-Convertible Redeemable Preference Shares

Rs.100/- each

Rs.500.000 Millions

 

Total

 

Rs.2110.707 Millions

 

Notes:

All the above, 805,353,500 Equity Shares of Rs.2/- each are held by ICICI Bank Limited (Holding Company) and its nominees and 5,000,000 13.75% cumulative non-convertible redeemable preference shares of Rs.100 each are held by ICICI Home Finance Company Limited (Fellow Subsidiary). Preference shares are redeemable on 18th December, 2013.


FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2011

31.03.2010

31.03.2009

SHAREHOLDERS FUNDS

 

 

 

1] Share Capital

2110.707

1110.707

1110.707

2] Share Application Money Pending Allotment

0.000

1000.000

0.000

3] Reserves & Surplus

802.128

691.169

624.126

4] (Accumulated Losses)

0.000

0.000

0.000

NETWORTH

2912.835

2801.876

1734.833

LOAN FUNDS

 

 

 

1] Secured Loans

1324.218

0.000

0.000

2] Unsecured Loans

1710.300

2787.740

4291.596

TOTAL BORROWING

3034.518

2787.740

4291.596

DEFERRED TAX LIABILITIES

0.000

0.000

0.000

 

 

 

 

TOTAL

5947.353

5589.616

6026.429

 

 

 

 

APPLICATION OF FUNDS

 

 

 

 

 

 

 

FIXED ASSETS [Net Block]

299.778

380.811

364.247

Capital work-in-progress (including capital advances)

37.223

17.118

42.090

 

 

 

 

INVESTMENT

784.458

738..959

2136.851

DEFERRED TAX ASSETS

132.426

22.574

0.000

 

 

 

 

CURRENT ASSETS, LOANS & ADVANCES

 

 

 

 

Inventories

0.487
0.426
0.917

 

Sundry Debtors

3070.124
1269.508
888.215

 

Cash & Bank Balances

4269.841
3888.597
1941.244

 

Other Current Assets

292.805
190.835
123.159

 

Loans & Advances

1547.246
2173.091
2579.493

Total Current Assets

9180.503
7522.457
5533.028

Less : CURRENT LIABILITIES & PROVISIONS

 

 

 

 

Sundry Creditors

3568.653

2056.963
1711.649

 

Other Current Liabilities

828.146
970.077
301.176

 

Provisions

90.236
65.263
36.962

Total Current Liabilities

4487.035
3092.303
2049.787

Net Current Assets

4693.468
4430.154
3483.241

 

 

 

 

MISCELLANEOUS EXPENSES

0.000

0.000

0.000

 

 

 

 

TOTAL

5947.353

5589.616

6026.429

 


PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2011

31.03.2010

31.03.2009

 

SALES

 

 

 

 

Operating revenue, net

6765.799

7251.951

5182.050

 

 

Other Income

315.915

194.665

 

 

 

TOTAL                                     (A)

7081.714

7446.616

5182.050

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Manufacturing service costs

944.882

921.386

4401.371

 

 

Employee related expenses

2307.603

2167.090

 

 

 

Administrative selling other expenses

1700.086

2016.831

 

 

 

TOTAL                                     (B)

4952.571

5105.307

4401.371

 

 

 

 

 

Less

PROFIT BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION (A-B)      (C)

2129.143

2341.309

780.679

 

 

 

 

 

Less

INTEREST FINANCIAL CHARGES                     (D)

276.871

409.899

575.221

 

 

 

 

 

 

PROFIT BEFORE TAX, DEPRECIATION AND AMORTISATION (C-D)                                       (E)

1852.272

1931.410

205.458

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION                     (F)

152.350

151.831

138.158

 

 

 

 

 

 

PROFIT BEFORE TAX (E-F)                               (G)

1699.922

1779.579

67.300

 

 

 

 

 

Less

TAX                                                                  (H)

567.967

552.737

23.121

 

 

 

 

 

 

PROFIT AFTER TAX (G-H)                                (I)

1131.955

1226.842

44.179

 

 

 

 

 

 

PREVIOUS YEARS’ BALANCE BROUGHT FORWARD

253.131

355.781

635.159

 

 

 

 

 

 

APPROPRIATIONS

 

 

 

 

 

Dividend on Preference Shares

1187.895

68.750

19.401

 

 

Interim Dividend on Equity Shares

 

920.017

240.061

 

 

Tax on Dividends

 

168.041

44.095

 

 

Transfer to General Reserve

 

122.684

20.000

 

 

Transfer to Debenture redemption Reserve

 

50.000

0.000

 

BALANCE CARRIED TO THE B/S

297.191

253.131

355.781

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

 

 

 

 

 

Income from services

116.586

83.048

149.300

 

TOTAL EARNINGS

116.586

83.048

149.300

 

 

 

 

 

 

Earnings Per Share (Rs.)

 

 

 

 

Basic

1.45

3.75

0.07

 

Diluted

0.00

3.74

0.07

 

 

Particulars

 

 

 

31.03.2012

Sales Turnover (Approximately)

 

 

7180.000

 

 

 

 

 

Expected Sales (2012-2013): Rs.7150.000 millions

 

The above information has been parted by Mr. Thomas Dsouza (Assistant Vice President – Finance).

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2011

31.03.2010

31.03.2009

PAT / Total Income

(%)

15.98
16.48

0.85

 

 

 
 

 

Net Profit Margin

(PBT/Sales)

(%)

25.13
24.54

1.31

 

 

 
 

 

Return on Total Assets

(PBT/Total Assets}

(%)

17.93
22.52

1.14

 

 

 
 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.58
0.64

0.04

 

 

 
 

 

Debt Equity Ratio

(Total Liability/Networth)

 

2.58
2.10

3.65

 

 

 
 

 

Current Ratio

(Current Asset/Current Liability)

 

2.05
2.43

2.70

 

 

LOCAL AGENCY FURTHER INFORMATION

 

Details of Sundry Creditors:

 

Particulars

 

31.03.2011

(Rs. in millions)

31.03.2010

(Rs. in millions)

31.03.2009

(Rs. in millions)

Sundry Creditors

 

 
 

- Creditors due small micro enterprises

0.000

0.000

0.000

- Creditors due others

3568.653

2056.963
1711.649

Total

3568.653

2056.963

1711.649

 

 

Check List by Info Agents

Available in Report (Yes / No)

1) Year of Establishment

Yes

2) Locality of the firm

Yes

3) Constitutions of the firm

Yes

4) Premises details

No

5) Type of Business

Yes

6) Line of Business

Yes

7) Promoter’s background

Yes

8) No. of employees

Yes

9) Name of person contacted

Yes

10) Designation of contact person

Yes

11) Turnover of firm for last three years

Yes

12) Profitability for last three years

Yes

13) Reasons for variation <> 20%

--

14) Estimation for coming financial year

Yes

15) Capital in the business

Yes

16) Details of sister concerns

Yes

17) Major suppliers

No

18) Major customers

No

19) Payments terms

Yes

20) Export / Import details (if applicable)

No

21) Market information

--

22) Litigations that the firm / promoter involved in

--

23) Banking Details

Yes

24) Banking facility details

Yes

25) Conduct of the banking account

--

26) Buyer visit details

--

27) Financials, if provided

Yes

28) Incorporation details, if applicable

Yes

29) Last accounts filed at ROC

Yes

30) Major Shareholders, if available

Yes

31) PAN of Proprietor/Partner/Director, if available

No

32) Passport No of Proprietor/Partner/Director, if available

No

33) Voter ID No of Proprietor/Partner/Director, if available

No

 


OVERVIEW

 

The Company, incorporated in 1995, is a public company engaged in the business of broking (institutional and retail), merchant banking and advisory services.

 

Reserve Bank of India (RBI) had, vide its circular dated July 4, 2006, prohibited a Primary Dealer (PD) from having a subsidiary. Accordingly, ICICI Securities Primary Dealership Limited, the then holding company of the Company, was required to restructure the ownership of its subsidiaries. Accordingly, in May 2007, ICICI Securities Primary Dealership Limited and ICICI Trusteeship Services (ICICI Equity Fund) transferred their respective holdings in the Company to ICICI Bank Limited. As a result, the Company became a 100% subsidiary of ICICI Bank Limited.

 

During May 2007, the Company also acquired the holdings of ICICI Securities Primary Dealership Limited in ICICI Securities Holding Inc. and with this acquisition; the Company has a subsidiary - ICICI Securities Holdings Inc. and a step-down subsidiary - ICICI Securities Inc.

 

As a part of RBI approved restructuring plan of ICICI Securities Primary Dealership Limited, the merchant banking business of ICICI Securities Primary Dealership Limited was to be carried on by the Company. Accordingly, the Company, on July 9, 2007, obtained merchant banking license from Securities and Exchange Board of India (SEBI). After completion of the aforesaid reorganization, the Company is now engaged in following activities:

 

· Broking (institutional and retail)

· Merchant banking

· Advisory services

· Distribution of financial products

 

Employees associated with the merchant banking businesses as well as with other service functions were transferred from ICICI Securities Primary Dealership Limited to the Company.

 

INDUSTRY OVERVIEW:

 

Equities

 

Fiscal 2011 was a mixed year for the Indian stock market. The major Indian stock indices ended up about 10% in fiscal 2011, after a strong rally until November 2010 but a subsequent correction in the later part of the fiscal. Robust earnings growth coupled with lower-than-budgeted fiscal deficit were the key highlights of the Indian economy during fiscal 2011.

 

Foreign Institutional Investor (FII) fund inflows into the Indian equity markets continued to be strong at USD 24.00 billion. The overall turnover in the equity market grew by about 39% in fiscal 2011 but retail participation within the same saw mixed participation. The mix of turnover between the cash segment and the derivatives segment changed substantially in fiscal 2011 as compared to fiscal 2010 as NSE cash volumes dipped nearly 16% y-o-y. Within the derivatives segment, the proportion of options turnover continued to remain stronger at 63% of the F&O segment.

 

Corporate Finance

 

During the year, the total funds raised by way of public issues were Rs.608.00 billion as against Rs.494.00 billion in fiscal 2010. A large part of public issuances in fiscal 2011 comprised the Government’s disinvestment programme in companies like Coal India Limited, Power Grid Corporation of India Limited, MOIL Limited, The Shipping Corporation of India Limited, SJVN Limited and Engineers India Limited. The bankers to the public sector issuances were chosen through a competitive bidding process leading to significantly discounted pricing for managing these issues. The capital raised through international offerings was Rs.487.00 billion in fiscal 2011 as against Rs.453.00 billion in fiscal 2010.

 

The year also saw a number of retail bond issues, including long term infrastructure bond issuances, which were introduced as a tax saving instrument in fiscal year 2011. The total amount raised through these retail bond issuances amounted to Rs.94.00 billion in fiscal 2011, which included Rs.24.00 billion raised through the issuance of long term infrastructure bonds.

 

Rs.302.00 billion was raised from 286 private equity deals in fiscal 2011 compared to Rs.245.00 billion raised from 269 private equity deals in fiscal 2010. Energy, Banking, Financial Services and Insurance (BFSI), Engineering and Construction, IT&ITES and Telecom were the dominant sectors in both years by deal value. Average deal size in fiscal 2011 was approximately USD 28.0 million as compared to approximately USD 21.0 million in fiscal 2010.

 

Subdued market appetite due to inflation concerns and volatility in the market led to a three month hiatus in fund raising by issuers in the latter part of the year.

 

Distribution of Retail Financial Products

 

Fiscal 2011 saw several key regulatory developments in the financial services sector. Investors welcomed the fresh tax relief granted towards Infrastructure Bonds in the Budget 2010. High interest rate also made FMPs more attractive leading to an increase in the number of FMPs available in the market.

 

The Mutual Fund industry showed positive net additions towards the end of fiscal 2011. However the Life Insurance industry faced challenges on account of the revised regulations on Unit Linked Insurance Plans (ULIPs). For the year gross sale of Equity Mutual Funds was at Rs. 740.80 billion, a growth of 7% from Fiscal 2010. Gross sale of Life insurance business (till Feb 11) was Rs. 416.79 billion (Weighted New premium).

 

Private Wealth Management

 

The Indian economy has emerged strongly from the financial crisis of fiscal 2009. GDP growth has increased from 6.8% in fiscal 2009 to 8 % in fiscal 2010 and the anticipated growth is 8.5 % in fiscal 2011. The Indian equity markets have rebounded in line with the growth of GDP as the markets have more than doubled from the bottom over the last two years. This has resulted in a sharp increase in HNI wealth in India. The continued growth trajectory of the Indian economy is expected to increase the overall HNI population in India along with the addressable market of their saving and investment needs.

 

FINANCIAL HIGHLIGHTS:

 

Profit after tax for the year ended March 31, 2011 decreased to Rs.1131.900 millions from Rs.1226.800 millions in the previous year, primarily due to an overall decrease in income by Rs.364.900 millions.

 

After taking into account the balance of Rs.253.100 millions (previous year: Rs. 355.800 millions) brought forward from the previous year, the profit available for appropriation is Rs.1435.100 millions (previous year: Rs.1582.600 million), of which Rs.113.200 millions (previous year: Rs.122.700 millions) has been transferred to General Reserve.

 

OPERATIONAL REVIEW

 

The Company has set its vision as 'Creating Informed Access to the Wealth of the Nation' for its diversified set of clients that include corporates, financial institutions, high net-worth individuals and retail investors. The Company continued to expand its client base across various business segments, assisting its customers in meeting their financial goals by providing them with research, advisory and execution services.

 

Equities

 

The Company launched the most comprehensive research offering in India (Research Suite) for the public and private equity markets during the year – this offering provided a proprietary and unique forecasting framework for close to 760 listed and unlisted companies.

 

Institutional research, apart from its company coverage, produced a number of thematic reports on sectors such as banking, cement, IT services, media, metals, oil and gas, pharmaceuticals, power, real estate, shipyards and telecom.

 

The institutional equities business of the Company continued to empanel new domestic and foreign institutional clients.

 

The Company joined Fidessa’s connectivity network in readiness to receive international CARE and Direct Market Access (DMA) flow from the 2,400 buy-sides and 550 brokers already connected to the network. The Company enhanced its own trading platform as well to provide DMA trading to its institutional clients.

 

The India Unlimited investor conference series was extended successfully in Singapore with an exclusive Oil and Gas sector event. In addition, the Company also hosted a number of thematic conferences during the year on India’s consumer sector as well as public-sector enterprises and expert speakers from various industries participated in such conferences.

 

ICICIdirect.com, the online trading platform of the Company continued to strengthen its customer base across the retail segment by introducing several new features to serve its customers.

 

During the year, ‘F&O@FingerTips’ was launched to provide real-time advanced information on Derivative contracts to its customers.

 

Recognizing the need of active traders to minimise their transaction costs during intra-day trading, the Company introduced an innovative order-based brokerage structure in the options segment.

 

The Company launched Equity SIP, a first-of-its-kind comprehensive facility in India that provides an opportunity to retail customers to invest systematically and in a disciplined manner in specified stocks and ETFs (Exchange Traded Funds).

 

The Company was the first Indian broking firm to offer ‘Life Time Prepaid Brokerage Plans’ aimed at helping customers to optimize their transaction costs and spread their trading over a period of time. One of the unique features of these plans is that unutilized brokerage is refunded to the customer post the validity period.

 

During the year, the Company also partnered with Microsoft to offer Rich Internet Application (RIA) on ICICIdirect.com to give its online investors and traders a personalized, intuitive and immersive end-user experience. During the year, the Company also launched reports on the impact of International Financial Reporting Standards (IFRS) on Indian corporates.

 

ICICIdirect’s research team has coverage of 206 Indian companies in over 20 sectors. Strong research support with regular updates has ensured customer satisfaction and loyalty.

 

Currently, the Company has the largest customer account base of 2.2 million and one of the largest pan-India distribution networks of over 220 ICICI direct stores in 66 cities and over 900 sub-brokers across 500 cities in India.

 

Corporate Finance

 

The Company continued to consolidate its position as one of the leaders in the domestic equity capital markets. Some of the key capital market issuances lead managed by the Company were:

• Follow-on public offering (FPO) of Powergrid Corporation of India Limited, Shipping Corporation of India Limited and Engineers India Limited

• IPO of Jaypee Infratech Limited, A2Z Maintenance and Engineering Services Limited, Punjab and Sind Bank, Nitesh Estates Limited, Parabolic Drugs Limited and Commercial Engineers and Body Builders Company Limited (CEEBCO); and

• Qualified Institutional Placement (QIP) of Adani Enterprises Limited and GMR Infrastructure Limited.

 

In the advisory space, some of the transactions advised by the Company included the following:

· Sale of HCL Infinet to Tikona Digital;

· Pre-IPO placement of Muthoot Finance with Barings Private Equity;

· Pre-IPO placement of CEEBCO with Tata Capital Limited;

· De-merger of rail and engineering Assets of Texmaco Limited into a separate company and;

· Preferential allotment in Apar Industries Limited to Franklin Templeton

 

To tap the growth opportunities in the mid market advisory space, and to offer investment opportunities to the numerous private equity funds looking to invest in India, the Company setup a dedicated team to originate advisory transactions in the sub US$ 10 million space.

 

Distribution of Retail Financial Products

 

In fiscal 2011, the Company consolidated its position among the leading mutual fund distributors. In the Life Insurance space, the Company increased its share in the distribution of ICICI Prudential schemes. The Company also established itself as one of the leading distributors in alternate products like Portfolio Management Services.

 

During the year, the Company launched the National Pension System (NPS) facility on its online broking site, ICICIdirect.com. The Company was the first financial service provider to offer such an online facility in India. In the last quarter of fiscal 2011, the Company was amongst the top three NPS distributors.

 

OUTLOOK

 

Equities

 

Fiscal 2012 is expected to witness head winds of inflation and volatile global scenario, while the corporate results are expected to remain strong. Additionally, the developed markets are expected to give reasonable double digit returns and thus, the inflows into the Indian markets are expected to be lower than last year.

 

The competitive intensity for institutional equities in India continues to be high with newer players coming into the market with a longer term view. There is increased pressure on commission rates in both the cash equities and derivatives market. The markets are thus expected to fragment further. In line with the market trends, the Company is also focussing on investing in technology and focussing on higher yielding geographies.

 

The participation of retail investors in the direct equity markets is expected to remain in line with that of last year. The main trigger for a spurt in account openings seem to be attractively priced IPO issues. The Company will continue to uncover newer segments of clients and enhance products and services to maintain its leadership position.

 

Corporate Finance

 

The Company expects fund raising activity to gain momentum in the coming year after the first quarter. There has been a prolonged phase of corporates not being able to raise capital from the market due to market volatility. A healthy pipeline of issues is waiting to come into the market.

 

In the current year, the Company’s focus will be on sectors that are ready to tap opportunities that the growing Indian economy presents. In fiscal 2012, the Company expects public sector divestment to continue. The Company will continue to play a meaningful role in equity issuances including the PSU divestment program. The key themes for fiscal 2012 that are expected to drive fund raising activity through either the capital market or private equity route are infrastructure and real estate development, healthcare and the rapid growth of small and medium sized companies.

 

Distribution of Retail Financial Products

 

The regulations around distribution of retail financial products are expected to stabilise. Fresh regulations are expected to focus on disclosure and client protection. The Company is well positioned to capture a significant share of this business opportunity.

 

SUBSIDIARY COMPANIES

 

The Company has two subsidiaries in the USA, viz., ICICI Securities Holdings, Inc. (ISHI) and ICICI Securities, Inc. (I-Sec. Inc.).

 

During the year, ISHI proceeded with its plans to divest its investment advisory business for individuals in the US and has subsequently entered into the business of providing investment advisory services to India focused investment funds. ISHI desires to build its India focused advisory services in the US during the year. It will also continue to grow its wholly owned subsidiary, viz., ICICI Securities, Inc. in its efforts to increase business from the institutional segment in the US and Singapore.

 

I-Sec. Inc. is registered with the Securities and Exchange Commission (SEC) and is a member of the Financial Industry Regulatory Authority (FINRA).

 

During the year, I-Sec. Inc. continued to make its presence felt in the FII community by servicing its institutional clientele. Meetings and road shows were organised with Indian corporates to meet institutional investors in both USA and Singapore. I-Sec. Inc. expects institutional investors to maintain their interest in the Indian capital markets. I-Sec. Inc. expects India to continue on its growth path to achieve higher GDP rates. In light of this, I-Sec. Inc. is positive about its business prospects in both the US and Singapore markets.

 

ACHIEVEMENTS

 

During the year, the Company received several accolades for its pioneering initiatives.

 

ICICI direct.com was adjudged 'Best E-Brokerage House 2010' at the Outlook Money NDTV Profit Awards. The Company has won the award for six consecutive years since the institution of the award.

 

The Company also won the CMO Asia Awards for Excellence in Branding and Marketing for Brand Leadership Award (overall), 'Campaign of the Year' for the Trade Racer Campaign, Brand Excellence in Banking and Financial Services for the store format, Award for Brand Excellence in the Internet Business.

 

Frost and Sullivan conferred the Award for Customer Service Leadership to the Company.

 

In the technology space, the Company received several awards for its path breaking innovations on ICICIdirect.com. The Company was conferred with the Gold CIO award jointly by CIOL and Dataquest at the Enterprise Awards 2010.

 

IDG India's CIO magazine recognized Joydeep Dutta, the Chief Technology Officer of the Company as a recipient of CIO100 award in 2010.

 

CFO Institute of India conferred the ‘CFO100 recognising the Winning Edge in 2010’ to Charanjit Attra, the Chief Financial Officer of the Company.

 

CONTINGENT LIABILITIES: (AS ON 31.03.2011)

 

The following are details of contingent liabilities.

 

a. Income tax matters disputed by the Company are Rs.762.153 millions.

 

b. Service tax matters disputed by the Company are Rs.100.956 millions.

 

c. I CICI Securities, Inc., the step down subsidiary of the Company, has sub-leased its premises. As per the prevailing practice in the New York City sub-lease market, the Company has provided guarantee in favour of sub lessee, amounting to USD 4000 thousand to secure ICICI Securities Inc.’s performance of its lease obligations.

 

Bankers Charges Report as per Registry

 

Corporate identity number of the company

U67120MH1995PLC086241

Name of the company

ICICI SECURITIES LIMITED 

Address of the registered office or of the principal place of  business in India of the company

ICICI Centre, H.T. Parekh Marg, Churchgate, Mumbai – 400 005, Maharashtra, India

E-Mail: raju.nanwani@icicisecurities.com

This form is for

Creation of charge

Type of charge

Others (Receivables)

Particular of charge holder

CIN No.: L65190GJ1994PLC021012

ICICI Bank Limited, Capital Market Division, 30, Mumbai Samachar Marg, Fort, Mumbai – 400 001, Maharashtra, India

E-Mail: jalketu.chinoy@icicibank.com

Nature of description of the instrument creating or modifying the charge

Deed of Hypothecation (DOH )

Date of instrument Creating the charge

05.01.2011

Amount secured by the charge

Rs.1500.000 millions

Brief particulars of the principal terms an conditions and extent and operation of the charge

Rate of Interest:

I Base + 3.75% (Presently it is 12%)

 

Terms of Repayment:

Charge is created for Cash Credit facility of Rs.3000.000 millions and The Loan can be taken and repaid any time during the tenure of loan.

 

Margin:

Margin is 50% the loan amount.

 

Extent and Operation of the charge:

First and exclusive charge

Short particulars of the property charged

Charge is created on "Receivables" of ICICI Securities Limited.

Receivables-All amounts owing and received and/or receivable, all book debts, all cash flows, receivables and proceeds including rights, interest, title, benefits, claims and demands, both present and future

 

FIXED ASSETS:

Tangible Assets

v      Computers

v      Furniture and Fixtures

v      Office Equipment

v      Vehicles

v      Leasehold Improvements

Intangible Assets

v      Software

v      CMA Membership Right

 

 


CMT REPORT (Corruption, Money Laundering & Terrorism]

 

The Public Notice information has been collected from various sources including but not limited to: The Courts, India Prisons Service, Interpol, etc.

 

1]         INFORMATION ON DESIGNATED PARTY

No records exist designating subject or any of its beneficial owners, controlling shareholders or senior officers as terrorist or terrorist organization or whom notice had been received that all financial transactions involving their assets have been blocked or convicted, found guilty or against whom a judgement or order had been entered in a proceedings for violating money-laundering, anti-corruption or bribery or international economic or anti-terrorism sanction laws or whose assets were seized, blocked, frozen or ordered forfeited for violation of money laundering or international anti-terrorism laws.

 

2]         Court Declaration :

No records exist to suggest that subject is or was the subject of any formal or informal allegations, prosecutions or other official proceeding for making any prohibited payments or other improper payments to government officials for engaging in prohibited transactions or with designated parties.

 

3]         Asset Declaration :

No records exist to suggest that the property or assets of the subject are derived from criminal conduct or a prohibited transaction.

 

4]         Record on Financial Crime :

            Charges or conviction registered against subject:                                                              None

 

5]         Records on Violation of Anti-Corruption Laws :

            Charges or investigation registered against subject:                                                          None

 

6]         Records on Int’l Anti-Money Laundering Laws/Standards :

            Charges or investigation registered against subject:                                                          None

 

7]         Criminal Records

No available information exist that suggest that subject or any of its principals have been formally charged or convicted by a competent governmental authority for any financial crime or under any formal investigation by a competent government authority for any violation of anti-corruption laws or international anti-money laundering laws or standard.

 

8]         Affiliation with Government :

No record exists to suggest that any director or indirect owners, controlling shareholders, director, officer or employee of the company is a government official or a family member or close business associate of a Government official.

 

9]         Compensation Package :

Our market survey revealed that the amount of compensation sought by the subject is fair and reasonable and comparable to compensation paid to others for similar services.

 

10]        Press Report :

            No press reports / filings exists on the subject.

 


 

CORPORATE GOVERNANCE

 

MIRA INFORM as part of its Due Diligence do provide comments on Corporate Governance to identify management and governance. These factors often have been predictive and in some cases have created vulnerabilities to credit deterioration.

 

Our Governance Assessment focuses principally on the interactions between a company’s management, its Board of Directors, Shareholders and other financial stakeholders.

 

 

CONTRAVENTION

 

Subject is not known to have contravened any existing local laws, regulations or policies that prohibit, restrict or otherwise affect the terms and conditions that could be included in the agreement with the subject.

 

 

FOREIGN EXCHANGE RATES

 

Currency

Unit

Indian Rupees

US Dollar

1

Rs.55.80

UK Pound

1

Rs.87.67

Euro

1

Rs.68.45

 

 

INFORMATION DETAILS

 

Information Gathered by :

PJA

 

 

Report Prepared by :

SMN

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

5

PAID-UP CAPITAL

1~10

7

OPERATING SCALE

1~10

7

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

7

--PROFITABILIRY

1~10

8

--LIQUIDITY

1~10

7

--LEVERAGE

1~10

7

--RESERVES

1~10

5

--CREDIT LINES

1~10

7

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

YES

--LITIGATION

YES/NO

NO

--OTHER ADVERSE INFORMATION

YES/NO

NO

MERIT POINTS

 

 

--SOLE DISTRIBUTORSHIP

YES/NO

NO

--EXPORT ACTIVITIES

YES/NO

NO

--AFFILIATION

YES/NO

YES

--LISTED

YES/NO

NO

--OTHER MERIT FACTORS

YES/NO

YES

TOTAL

 

60

 

This score serves as a reference to assess SC’s credit risk and to set the amount of credit to be extended. It is calculated from a composite of weighted scores obtained from each of the major sections of this report. The assessed factors and their relative weights (as indicated through %) are as follows:

 

Financial condition (40%)            Ownership background (20%)                 Payment record (10%)

Credit history (10%)                    Market trend (10%)                                Operational size (10%)

 


 

RATING EXPLANATIONS

 

 

RATING

STATUS

 

 

PROPOSED CREDIT LINE

>86

Aaa

Possesses an extremely sound financial base with the strongest capability for timely payment of interest and principal sums

 

Unlimited

71-85

Aa

Possesses adequate working capital. No caution needed for credit transaction. It has above average (strong) capability for payment of interest and principal sums

 

Large

56-70

A

Financial & operational base are regarded healthy. General unfavourable factors will not cause fatal effect. Satisfactory capability for payment of interest and principal sums

 

Fairly Large

41-55

Ba

Overall operation is considered normal. Capable to meet normal commitments.

 

Satisfactory

26-40

B

Capability to overcome financial difficulties seems comparatively below average.

 

Small

11-25

Ca

Adverse factors are apparent. Repayment of interest and principal sums in default or expected to be in default upon maturity

 

Limited with full security

<10

C

Absolute credit risk exists. Caution needed to be exercised

 

 

Credit not recommended

-

NB

                                       New Business

-

 

 

 

PRIVATE & CONFIDENTIAL : This information is provided to you at your request, you having employed MIPL for such purpose. You will use the information as aid only in determining the propriety of giving credit and generally as an aid to your business and for no other purpose. You will hold the information in strict confidence, and shall not reveal it or make it known to the subject persons, firms or corporations or to any other. MIPL does not warrant the correctness of the information as you hold it free of any liability whatsoever. You will be liable to and indemnify MIPL for any loss, damage or expense, occasioned by your breach or non observance of any one, or more of these conditions

This report is issued at your request without any risk and responsibility on the part of MIRA INFORM PRIVATE LIMITED (MIPL) or its officials.