MIRA INFORM REPORT

 

 

Report Date :

26.12.2014

 

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 – 400 020, Maharashtra

 

 

Country :

India

 

 

Financials (as on) :

31.03.2014

 

 

Date of Incorporation :

09.03.1995

 

 

Com. Reg. No.:

11-086241

 

 

Capital Investment / Paid-up Capital :

Rs.1610.700 millions

 

 

CIN No.:

[Company Identification No.]

U67120MH1995PLC086241

 

 

IEC No.:

Not Available

 

 

TAN No.:

[Tax Deduction & Collection Account No.]

Not Available

 

 

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 :

Information declined by the Management.

 

 

RATING & COMMENTS

 

MIRA’s Rating :

Aa (80)

 

RATING

STATUS

PROPOSED CREDIT LINE

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

 

Status :

Excellent

 

 

Payment Behaviour :

Regular

 

 

Litigation :

Exist

 

 

Comments :

Subject is a wholly owned subsidiary of ICICI Bank, offers broking services to institutional and retail clients in the cash equity and derivatives markets. It is a well-established company having excellent track record.

 

The rating reflects the company’s strong market position in retail broking segment supported by robust risk management systems, strong financial risk profile and adequate liquidity position of the company.

 

Trade relations are reported as fair. Business is active. Payments are reported to be regular and as per commitment.

 

The company can be considered good for normal business dealings at usual trade term 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

Non-Convertible Debentures: AAA

Rating Explanation

Highest degree of safety and carry lowest credit risk.

Date

April 30, 2014

 

 

Rating Agency Name

CRISIL

Rating

Short Term Debt: A1+

Rating Explanation

Very strong degree of safety and lowest credit risk.

Date

April 30, 2014

 

 

RBI DEFAULTERS’ LIST STATUS

 

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

 

EPF (Employee Provident Fund) DEFAULTERS’ LIST STATUS

 

Subject’s name is not enlisted as a defaulter in the publicly available EPF (Employee Provident Fund) Defaulters’ list as of 31-03-2014.

 

INFORMATION DECLINED

 

Management non-cooperative

 

(Tel. No.: 91-22-26531414/ 22882460)

 

LOCATIONS

 

Registered Office/ Institutional Services/ Corporate Office 1 :

ICICI Centre, H.T. Parekh Marg, Churchgate, Mumbai – 400 020, 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

 

 

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

 

 

Direct Stores :

Located at:

 

·         Agra

·         Ahmedabad

·         Ajmer

·         Allahabad

·         Amritsar

·         Aurangabad

·         Bangalore

·         Bhopal

·         Bhubneshwar

·         Bikaner

·         Chandigarh

·         Chennai

·         Coimbatore

·         Cuttack

·         Dehradun

·         Dhanbad

·         Dombivali

·         Faridabad

·         Ghaziabad

·         Greater Noida

·         Gurgaon

·         Guwahati

·         Howrah

·         Hubli

·         Hyderabad

·         Indore

·         Jaipur

·         Jalandhar

·         Jamnagar

·         Jamshedpur

·         Jodhpur

·         Kalyan

·         Kanpur

·         Kochi

·         Kolhapur

·         Kolkata

·         Kottayam

·         Kozhikode

·         Lucknow

·         Ludhiana

·         Madurai

·         Meerut

·         Mohali

·         Mumbai

·         Mysore

·         Nagpur

·         Nashik

·         Navi Mumbai

·         New Delhi

·         Noida

·         Panchkula

·         Patna

·         Pondicherry

·         Pune

·         Raipur

·         Rajahmundry

·         Rajkot

·         Ranchi

·         Salem

·         Secunderabad

·         Surat

·         Thane

·         Thrissur

·         Tirunelveli

·         Trichy

·         Tirupati

·         Trivandrum

·         Udaipur

·         Vadodara

·         Vapi

·         Visakhapatnam

·         Varanasi

 

 

Overseas Office :

Located at:

 

·         Singapore

·         New York

·         Oman

 

 

DIRECTORS

 

AS ON 27.06.2014

 

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. 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. 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 :

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. 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. 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

 

 

Name :

Ms. Shilpa Naval Kumar

Designation :

Director

Address :

17, Sargent House, Jaallana Marg, Mumbai – 400 039, Maharashtra, India

Date of Birth/Age :

12.09.1966

Qualification :

B. Com and PGDM - IIM Calcutta

Date of Appointment :

04.03.2014

DIN No.:

02404667

 


 

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

 

 

MAJOR SHAREHOLDERS / SHAREHOLDING PATTERN

 

AS ON 27.06.2014

 

Names of Shareholders

 

No. of Shares

Vaijayanti Naik jointly with ICICI Bank Limited

500

Ajay Radhey Shyam Saraf jointly with ICICI Bank Limited

500

ICICI Bank Limited, India                                                                                                                                                                                                                     

805350000

Anup Animesh Bagchi jointly with ICICI Bank Limited

500

Vineet Arora jointly with ICICI Bank Limited

500

Subir Saha jointly with ICICI Bank Limited

500

Piyush Garg jointly with ICICI Bank Limited

500

ICICI Securities Primary Dealership Limited, India

500

Total

805353500

 

AS ON 27.06.2014

 

Equity Share Break up (Percentage of Total Equity)

 

Category

Percentage of Holding

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.

 

 

Products/ Services :

Item Code No. (ITC Code)

99715210

Product/ Services Description

Securities Brokerage Services

 

  • Brokerage commission form primary market operations
  • Brokerage commission from secondary market operations
  • Income from Advisory Services

 

 

Brand Names :

Not Available

 

 

Agencies Held :

Not Available

 

 

Exports :

Not Divulged

 

 

Imports :

Not Divulged

 

 

Terms :

Not Divulged

 

 

PRODUCTION STATUS – NOT APPLICABLE 

 

 

GENERAL INFORMATION

 

Suppliers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Experience :

Not Divulged

Maximum Limit Dealt :

Not Divulged

 

 

Customers :

Reference :

Not Divulged

Name of the Person :

Not Divulged

Contact No.:

Not Divulged

Since How Long Known :

Not Divulged

Experience :

Not Divulged

Maximum Limit Dealt :

Not Divulged

 

 

No. of Employees :

Information declined by the Management.

 

 

Bankers :

Banker Name

ICICI Bank Limited

Branch Address

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

Person Name (With Designation)

Not Divulged

Contact Number

Not Divulged

Name of Account Holder

Not Divulged

Account Number

Not Divulged

Account Since (Date/Year of Account Opening)

Not Divulged

Average Balance Maintained (If Possible)

Not Divulged

Credit Facilities Enjoyed (If any)

Not Divulged

Account Operation

Not Divulged

Remarks (If any)

Not Divulged

 

 

Facilities :

SECURED LOANS

31.03.2014

(Rs. In Millions)

31.03.2013

(Rs. In Millions)

SHORT TERM BORROWINGS

 

 

Working capital loans from banks

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

0.000

74.200

Total

0.000

74.200

 

Banking Relations :

--

 

 

Auditors :

 

Name :

S.R. Batliboi and Company LLP

Chartered Accountants

Address :

14th Floor, The Ruby, 29 Senapati Bapat Marg, Dadar (West), Mumbai – 400 028, Maharashtra, India

PAN No.:

ACHFS9180N

 

 

Memberships :

Not Available

 

 

Collaborators :

Not Available

 

 

Holding Company :

ICICI Bank Limited, India

CIN No.: L65190GJ1994PLC021012

 

 

Subsidiary Companies :

  • ICICI Securities Holding Inc., United States
  • ICICI Securities Inc., United States

 

 

Fellow Subsidiaries :

  • ICICI Securities Primary Dealership Limited, India (CIN No.: U72900MH1993PLC131900)
  • ICICI Prudential Life Insurance Company Limited, India (CIN No.: U66010MH2000PLC127837)
  • ICICI Lombard General Insurance Company Limited, India (CIN No.: U67200MH2000PLC129408)
  • ICICI Prudential Asset Management Company Limited, India (CIN No.: U99999DL1993PLC054135)
  • ICICI Home Finance Company Limited, India (CIN No.: U65922MH1999PLC120106)
  • ICICI Venture Funds Management Company Limited, India (CIN No.: U72200MH1989PLC166901)
  • ICICI Investment Management Company Limited, India (CIN No.: U65990MH2000PLC124773)
  • ICICI Bank Canada, Canada

 

 

CAPITAL STRUCTURE

 

AS ON 31.03.2014

 

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.1610.700 millions

 

 

 

 

 


 

FINANCIAL DATA

[all figures are in Rupees Millions]

 

ABRIDGED BALANCE SHEET

 

SOURCES OF FUNDS

 

31.03.2014

31.03.2013

 

31.03.2012

I.              EQUITY AND LIABILITIES

 

 

 

(1) Shareholders' Funds

 

 

 

(a) Share Capital

1610.700

2110.700

2110.700

(b) Reserves & Surplus

1385.000

1157.600

897.500

(c) Money received against share warrants

0.000

0.000

0.000

 

 

 

 

(2) Share Application money pending allotment

0.000

0.000

0.000

Total Shareholders’ Funds (1) + (2)

2995.700

3268.300

3008.200

 

 

 

 

(3) Non-Current Liabilities

 

 

 

(a) Long-term borrowings

0.000

0.000

0.000

(b) Deferred tax liabilities (Net)

0.000

0.000

0.000

(c) Other long term liabilities

404.500

460.200

385.800

(d) Long-term provisions

129.000

102.900

74.500

Total Non-current Liabilities (3)

533.500

563.100

460.300

 

 

 

 

(4) Current Liabilities

 

 

 

(a) Short term borrowings

3171.300

2199.100

2098.800

(b) Trade payables

8387.600

2378.900

3156.900

(c) Other current liabilities

1089.100

646.300

740.000

(d) Short-term provisions

26.500

28.900

16.900

Total Current Liabilities (4)

12674.500

5253.200

6012.600

 

 

 

 

TOTAL

16203.700

9084.600

9481.100

 

 

 

 

II.            ASSETS

 

 

 

(1) Non-current assets

 

 

 

(a) Fixed Assets

 

 

 

(i) Tangible assets

193.500

174.500

173.900

(ii) Intangible Assets

154.100

154.700

145.900

(iii) Capital work-in-progress

6.000

1.800

4.400

(iv) Intangible assets under development

9.600

23.600

25.400

(b) Non-current Investments

605.500

753.700

780.500

(c) Deferred tax assets (net)

314.500

259.700

174.400

(d)  Long-term Loan and Advances

1419.500

1256.700

1293.000

(e) Other Non-current assets

119.900

121.900

81.400

Total Non-Current Assets

2822.600

2746.600

2678.900

 

 

 

 

(2) Current assets

 

 

 

(a) Current investments

1000.000

0.000

0.000

(b) Inventories

277.000

51.100

8.100

(c) Trade receivables

5384.100

970.900

1518.100

(d) Cash and cash equivalents

5888.100

4675.300

4132.400

(e) Short-term loans and advances

397.800

204.500

778.200

(f) Other current assets

434.100

436.200

365.400

Total Current Assets

13381.100

6338.000

6802.200

 

 

 

 

TOTAL

16203.700

9084.600

9481.100

 

 

PROFIT & LOSS ACCOUNT

 

 

PARTICULARS

31.03.2014

31.03.2013

 

31.03.2012

 

SALES

 

 

 

 

 

Revenue from Operations

7495.300

6797.600

7182.000

 

 

Other Income

622.100

580.800

0.000

 

 

TOTAL                                    

8117.400

7378.400

7182.000

 

 

 

 

 

Less

EXPENSES

 

 

 

 

 

Employee benefit expense

3162.100

2837.600

5494.600

 

 

Other expenses

3318.600

3059.600

 

 

 

TOTAL                                    

6480.700

5897.200

5494.600

 

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE INTEREST, TAX, DEPRECIATION AND AMORTISATION

1636.700

1481.200

1687.400

 

 

 

 

 

Less

FINANCIAL EXPENSES                                   

242.600

307.900

372.600

 

 

 

 

 

 

PROFIT / (LOSS) BEFORE TAX, DEPRECIATION AND AMORTISATION

1394.100

1173.300

1314.800

 

 

 

 

 

Less/ Add

DEPRECIATION/ AMORTISATION        

133.100

137.900

140.200

 

 

 

 

 

 

PROFIT/ (LOSS)  BEFORE TAX

1261.000

1035.400

1174.600

 

 

 

 

 

Less

TAX                                                                 

511.600

353.300

403.300

 

 

 

 

 

 

PROFIT/ (LOSS)  AFTER TAX

749.400

682.100

771.300

 

 

 

 

 

 

EARNINGS IN FOREIGN CURRENCY

181.500

114.200

136.100

 

 

 

 

 

 

Earnings / (Loss) Per Share (Rs.)

0.90

0.80

0.86

 

 

 

 

KEY RATIOS

 

PARTICULARS

 

 

31.03.2014

31.03.2013

 

31.03.2012

Net Profit Margin

(PAT/Sales)

(%)

10.00

10.03

10.74

 

 

 

 

 

Operating Profit Margin

(PBDIT/ Sales)

(%)

21.84

21.79

23.49

 

 

 

 

 

Return on Total Assets

(PBT/Total Assets}

(%)

8.26

12.87

13.82

 

 

 

 

 

Return on Investment (ROI)

(PBT/Networth)

 

0.42

0.32

0.39

 

 

 

 

 

Debt Equity Ratio

(Total Debt/Networth)

 

1.06

0.67

0.70

 

 

 

 

 

Current Ratio

(Current Asset/Current Liability)

 

1.06

1.21

1.13

 

 

FINANCIAL ANALYSIS

[all figures are in Rupees Millions]

 

DEBT EQUITY RATIO

 

Particular

31.03.2012

31.03.2013

31.03.2014

 

(INR in Mlns.)

(INR in Mlns.)

(INR in Mlns.)

Share Capital

2110.700

2110.700

1610.700

Reserves & Surplus

897.500

1157.600

1385.000

Money received against share warrants

0.000

0.000

0.000

Share Application money pending allotment

0.000

0.000

0.000

Net worth

3008.200

3268.300

2995.700

 

 

 

 

Long Term borrowings

0.000

0.000

0.000

Short Term borrowings

2098.800

2199.100

3171.300

Total borrowings

2098.800

2199.100

3171.300

Debt/Equity ratio

0.698

0.673

1.059

 

 

YEAR-ON-YEAR GROWTH

 

Year on Year Growth

31.03.2012

31.03.2013

31.03.2014

 

(INR in Mlns)

(INR in Mlns)

(INR in Mlns)

Revenue from Operations

7,182.000

6,797.600

7,495.300

 

 

(5.352)

10.264

 

 


NET PROFIT MARGIN

 

Net Profit Margin

31.03.2012

31.03.2013

31.03.2014

 

(INR in Mlns)

(INR in Mlns)

(INR in Mlns)

Revenue from Operations

7,182.000

6,797.600

7,495.300

Profit

771.300

682.100

749.400

 

10.74%

10.03%

10.00%

 

 

LOCAL AGENCY FURTHER INFORMATION

 

NOTE: Current Maturities of Long Term Debts is Not Available.

 

Sr. No.

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

No

9]

Name of person contacted

No

10]

Designation of contact person

No

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

No

15]

Capital in the business

Yes

16]

Details of sister concerns

Yes

17]

Major suppliers

No

18]

Major customers

No

19]

Payments terms

No

20]

Export / Import details (if applicable)

No

21]

Market information

-----

22]

Litigations that the firm / promoter involved in

Yes

23]

Banking Details

Yes

24]

Banking facility details

No

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]

Date of Birth of Proprietor/Partner/Director, if available

Yes

32]

PAN of Proprietor/Partner/Director, if available

No

33]

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

No

34]

External Agency Rating, if available

Yes

 

 

LITIGATION DETAILS:

 

Case Details

 

 

Bench:-Bombay

 

 

 

 

 

 

Presentation Date:-

11/02/2014

 

 

 

 

 

Lodging No.:-

ITXAL/340/2014

Filing Date:-

11/02/2014

Reg. No.:-

ITXA/991/2014

Reg. Date:-

10/06/2014

 

 

Petitioner:-

THE COMMISSIONER OF INCOME TAX-4 MUMBAI

Respondent:-

ICICI SECURITIES LIMITED  (EARLIER KNOWN AS ICICI BROKERAGE SERVICES LIMITED)

 

 

Petn. Adv.:-

PADMA DIVAKAR (0)

Resp. Adv.:-

ATUL K. JASANI (0)

 

 

 

 

 

 

 

 

 

District:-

MUMBAI

 

 

 

 

 

 

 

Bench:-

DIVISION

 

 

 

 

Status:-

Pre-Admission

Category:-

TAX APPEALS

 

 

 

Next Date:-

19/01/2015

Stage:-

FOR REJECTION [ORIGINAL SIDE MATTERS]

 

 

 

Coram:-

ACCORDING TO SITTING LIST

 

 

 

 

ACCORDING TO SITTING LIST

 

 

 

 

 

 

 

Act :-

Income Tax Act, 1961

Under Section:-

260A

 

 

 

 

INDUSTRY OVERVIEW

 

Equities

During fiscal 2014, overall macroeconomic indicators continued to remain weak with low growth in Gross Domestic Product (GDP), persistent inflationary concerns and volatility in financial markets. Given global developments and certain domestic structural concerns such as the high fiscal and current account deficits during the first half of the year, there was a sharp depreciation in the Indian rupee compared to the US dollar. However, measures taken by the Government and the Reserve Bank of India (RBI) to reduce imports and attract NRI deposit flows resulted in stability in the currency in the second half.

 

With an improvement in foreign investment flows in the second half of the year, on an overall basis, the equity markets gained 18.6% in fiscal 2014. However, institutional daily cash turnover in the equity market (NSE and BSE) increased only by 6% to Rs.118570.000 millions in fiscal 2014. The cap on mutual fund brokerage rates for trades and shift to direct trading during fiscal 2014 resulted in a decline in revenues for the stock broking industry. The derivatives market, however, showed an improvement in the volumes over the last fiscal.

 

Corporate Finance

During fiscal 2014, there was a decline in the number of Qualified Institutional Placements (QIPs) for primary fund raising. The fresh equity issuances during fiscal 2014 amounted to Rs.178 billion. During the first quarter of fiscal 2014, there was a sharp increase in number of Offer for Sale (OFS) and Institutional Private Placements (IPP) to meet SEBI’s deadline for minimum public shareholding norms. On an overall basis, during fiscal 2014, the OFS volume was Rs.62 billion and IPP volume was Rs.48 billion. Fiscal 2014 saw significant activity from multinational companies aiming to achieve consolidation of their holdings in Indian subsidiaries with 11 delistings amounting to Rs.8589 millions, open offer deals of Rs.541 billion and buyback deals of Rs.112 billion.

 

During fiscal 2014, activity in debt markets was driven by issuance of tax free bonds from infrastructure and infrastructure financing companies. Tax free bond issuances increased from seven issuances amounting to Rs.145 billion in fiscal 2013 to eleven issuances amounting to Rs.320 billion in fiscal 2014.

 

During fiscal 2014, USD 8.18 billion was raised in private equity deals as compared to USD 8.25 billion raised in fiscal 2013. Information technology and information technology enabled services, healthcare and life sciences, banking, financial services and insurance, manufacturing and energy were the dominant sectors by deal value in fiscal 2014.

 


OPERATIONAL REVIEW

 

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.

 

On the retail front, the Company introduced newer products which were well received. The counter-cyclical businesses like Wealth Management and Distribution have helped in reducing the impact of adverse broking market conditions. The Corporate Finance business continued to build a deal pipeline of diverse products whereas the Institutional Broking segment enhanced corporate access through various conferences and events.

 

Equities

The Institutional research team increased its coverage from 132 to 150 companies, spread across 16 sectors and mid-cap stocks. The Company continued to enhance its business with its domestic and foreign institutional clients. Fiscal 2014 also saw new foreign clients being added, creating the base for future growth. During fiscal 2014, the Company hosted several conferences and delegations to provide its clients an opportunity for interaction with policy makers and corporate leaders. The 12th India Unlimited conference held during fiscal 2014 attracted over 35 corporates and experts with participation of over 100 funds. Overall the conference saw more than 650 investor meetings.

 

The Company has a retail research team of 40 analysts covering around 200 companies spread across sectors as well as mutual fund, technical and derivatives desks to deliver quality research to over 2.9 million customers of ICICIdirect.com. In addition to the quarterly earnings reports and regular event updates, the team published various sector reports, thematic reports, IPO recommendation, mutual fund advice and technical and derivative picks. The Company continued to strengthen its customer base and market share across the retail segment by introducing several new features in a challenging market scenario with muted retail participation.

 

Recognizing the needs of investors and traders, the Company offered its customers various innovative products like Stop Loss based products in the F&O segment offering discipline in customer trading and margin optimisation. The Company also introduced a new version of its trading platform named Trade Racer to enhance the customer experience. Currently, the Company has the largest retail customer account base of 2.9 million and one of the largest pan-India distribution networks of over 200 ICICIdirect offices and over 900 sub-brokers across 500 cities and towns in India.

 

Corporate Finance

During fiscal 2014, they saw a mix of fund raising exercises through IPOs, debt public issues, rights issues and IPPs and consolidation exercises through open offers and buyback offers. The amount raised through equity issuances (IPOs and FPOs) managed by the Company during fiscal 2014 was Rs.74559 millions amounting to 89% market share (by amount). Some of the key deals in fiscal 2014 were the FPO of Power Grid Corporation of India Limited and Engineers India Limited. There were a series of open offers handled by the Company in fiscal 2014 including those of Alstom T&D India Limited, Wheels India Limited, Hexaware Technologies Limited, Kalindee Rail Nirman Limited, Intec Capital Limited and Thinksoft Global Services Limited. Some of the key OFS deals that the Company managed were Hindustan Copper Limited, Marathon Nextgen Realty Limited, Essar Shipping Limited, AstraZeneca Pharma India and Essar Ports Limited. The Company advised Gillete India Limited on achieving compliance with minimum public shareholding norms through OFS and also executed the IPP of Neyveli Lignite Corporation Limited, Thomas Cook (India) Limited and Alstom T&D India Limited. The Company continued to showcase its expertise in managing consolidation for multinational companies through delisting of Denso India Limited. Moreover, the Company successfully accomplished the buyback of shares by Jagran Prakashan Limited during fiscal 2014.

 

The Company continued to perform well in debt capital markets in fiscal 2014 with a 75% market share. The Company managed issuances with aggregate fund raising of Rs.266 billion in fiscal 2014. The debt issuances during the year included both NCDs and tax free bonds for public and private companies. Some of the key debt issues for private companies were those of Shriram Transport Finance Company Limited, Muthoot Finance Limited and Shriram City Union Finance Limited. Some PSU deals included Rural Electrification Corporation Limited, India Infrastructure Finance Company Limited and NTPC Limited. The Company also executed ten tax free bonds out of total seventeen tax free bonds this fiscal, where total amounts raised were Rs.235 billion and garnering 74% market share.

 

The Company also renewed its focus on mid-market M&A advisory deals and was ranked third among financial advisors for Indian mid-market M&A for the calendar year ended December 31, 2013. The Company closed several transactions during the year in sectors ranging across infrastructure, financial services, pharmaceuticals, IT and ITES, and auto components.

 

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

 

·         Advised BPL Limited on a Private Equity fund raise of Rs110 Crore from Goldman Sachs PE;

·         Advisory services to Texmaco Rail and Engineering Limited on its acquisition of Kalindee Rail Nirman Limited;

·         Advised ONGC Mangalore Petrochemicals Limited on a suitable strategy for equity fund raising;

·         Advised Intec Capital Limited on its second tranche PE fund raise from Motilal Oswal PE;

·         Advised Manappuram Finance Limited for its acquisition of Milestone Home Finance Company Limited from Jaypee Hotels; and

·         Advised Indian Oil Corporation Limited for a Joint Venture formation with Coal India Limited for explosives unit.

 

Distribution of Retail Financial Products

In fiscal 2014, the Company further consolidated its position amongst the leading mutual fund distributors. In the life insurance space, the Company continued to grow its share of new business premium. The Company also established itself as one of the leading distributors in the retail debt market through Tax Free Bonds, Inflation Index Bonds and Corporate Bonds.

 

Investment Education

The Company undertook various activities towards investment education through its initiative ICICIdirect Centre for Financial Learning (ICFL). ICFL imparts investment education through multiple mediums including classroom and online training. The classroom programmes take place every month in the form of one or two day workshops conducted by experts with practical investment experience in all major cities of the country. The online learning programmes are available anywhere and anytime based on a learner?s preference. These programs help enrich the learning experience for the learner through animation and interactivity.

 

StockMIND

The Company launched StockMIND Season 2, a nation-wide contest aimed at college students, seeking to educate the youngsters on stock market investments. In fiscal 2014, StockMIND was conducted separately for graduate and post graduate students. StockMIND Season 2 reached out to over 550 colleges and 75,000 students.

 

Private Wealth Management

In fiscal 2014, the Company maintained its focus on strengthening its Private Wealth Management business with an added objective of de-risking the business by diversifying the revenue streams. The Company leveraged its strong relationship with clients and its strength in the product and advisory platform to offer innovative and best in class financial solutions to its clients and maintain the organization’s competitive positioning.

 

OUTLOOK

 

Equities

Expectations of an improvement in the domestic macro scenario, a stable government post elections and positive global cues led to renewed FII interest and triggered the late rally in fiscal 2014. While the recently improving investor confidence bodes well for Indian equities market, it is also important to see sustained improvements in the macroeconomic conditions for the country. Growth and Industrial Production (IIP) data, RBI actions to balance growth and inflation, tapering by the US Federal Reserve and the outlooks for other emerging markets and China would be crucial in providing further direction to Indian equities.

 

We continue to invest in technology and on higher yielding business segments, while continuing to explore new segments of clients and enhance products and services to maintain our leadership position.

 

Corporate Finance

In light of the challenging operating conditions, businesses will need to focus on managing their existing cash and credit pools. The Company has a rich pipeline of fund raising and consolidation mandates in fiscal 2015.

 

Distribution of Retail Financial Products

During fiscal 2014, SEBI provided its in-principle approval for the Institution for Mutual Fund Intermediaries (IMFI), promoted by the Association of Mutual Funds of India (AMFI) to set up the country's first Self-Regulatory Organisation (SRO) for mutual fund distributors. The setting up of a SRO to monitor distributors of mutual fund products will increase product transparency and in turn will improve customer confidence. The Company is well positioned to capture a reasonable share of this business opportunity.

 

Private Wealth Management

The Indian market offers good scope for growth due to its long-term economic prospects, positive demographics and current low penetration. We expect that the long term growth trajectory for the country would result in increase in the overall addressable HNI market for their savings and investments needs.

 

The Company expects to continue to build its competitive advantage through innovative products and strong advisory services. The Company is continuously expanding its client base through a wider geographical reach. It is also focusing on acquiring large family office relationships.

 

SUBSIDIARY COMPANIES

 

The Company has two subsidiaries in the United States of America (US), namely, ICICI Securities Holdings, Inc. (ISHI) and ICICI Securities, Inc. (I-Sec. Inc.).

 

During fiscal 2014, ISHI did not have any business operations. It will continue to grow its wholly owned subsidiary, namely ICICI Securities, Inc. in its efforts to increase business from the institutional segment in US and Singapore. I-Sec. Inc. is registered with the Securities and Exchange Commission and is a member of the Financial Industry Regulatory Authority. I-Sec. Inc. has its main office in New York, US and the branch office in Singapore which holds a Capital Market Services license granted by the Monetary Authority of Singapore (MAS) for the purpose of dealing in securities in Singapore.

 

During fiscal 2014, I-Sec. Inc. has strengthened its positioning among its US and Singapore based institutional investors. I-Sec. Inc. has strived to continuously add value to the decision-making process of its clients by providing differentiated research, access to corporate managements as well as experts from various fields. This approach has helped I-Sec. Inc. penetrate new clients as well as strengthen its positioning among existing clients. I-Sec. Inc. has obtained approval to act as an International Dealer from the Canadian Securities Regulatory Authorities (CSRA) which has enabled the Company to expand its reach to institutional investors in three provinces of Canada.

 

ACHIEVEMENTS

 

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

 

During the year, the Company in association with NSE organized, ‘Pragati Ki Neev’ - an investor education initiative which covered over 100 cities till March 2014. These free investor education programmes were attended by more than 6,000 participants. This initiative won the Company the ‘Award for Outstanding Social Impacts’ at the Global Sustainability Leadership Awards 2014. These awards recognize institutions for their contribution to the society in their domain as well as businesses that deliver products and services in ways that takes full account of their responsibility towards the communities they touch.

 

For the ninth time, ICICIdirect.com, won the Outlook Money ' Best e- Brokerage Award'.

 

The Company was amongst the early entrants in India to an online application for customers to trade while on the move. This widely used application won the Company the Mobbys award for the ‘Best Mobile application in Mobile Trading’. ICICI Securities Business Partners has been conferred the Franchise India Awards 2013, for being the 'Franchisor of the year' in the Financial Services category.

 

ICICIdirect.com won the award for Innovation at Banking Frontiers Finnoviti Awards 2013. The award was conferred for its Valid Till Cancel Order' (VTC) facility which was awarded amongst the top 3 innovations in BFSI industry by 'Peer Voting'.

 

The Company won the Outlook Smart use Technology eRetailer of the year 2013 conferred by FIHL in association with HomeShop18.com.

 

The Company also won the Innovation Award for Oracle Fusion Middleware. The Company has consistently demonstrated the best usage of Oracle Tuxedo as an OLTP engine. These Asia-Pacific awards honour Oracle customers for their optimum and innovative solutions using Oracle Fusion Middleware.

 

UNSECURED LOANS

 

PARTICULAR

31.03.2014

(Rs. In Millions)

31.03.2013

(Rs. In Millions)

SHORT TERM BORROWINGS

 

 

Commercial paper

(Repayable within one year)

3171.300

2124.900

Total

3171.300

2124.900

 

 


INDEX OF CHARGES

 

S. No.

Charge ID

Date of Charge Creation/Modification

Charge amount secured

Charge Holder

Address

Service Request Number (SRN)

1

10272126

05/01/2011

1,500,000,000.00

ICICI BANK LIMITED

CAPITAL MARKET DIVISION, 30, MUMBAI SAMACHAR MARG, FORT, MUMBAI, MAHARASHTRA - 400001, INDIA

B04565370

 

 

FIXED ASSETS:

 

Tangible Assets

·         Computers

·         Furniture and Fixtures

·         Office Equipment

·         Vehicles

·         Leasehold Improvements

Intangible Assets

·         Software

·         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 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 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.63.46

UK Pound

1

Rs.98.51

Euro

1

Rs.77.31       

 

 

INFORMATION DETAILS

 

Information Gathered by :

SVA

 

 

Analysis Done by :

KAR

 

 

Report Prepared by :

SMN

 


 

SCORE & RATING EXPLANATIONS

 

SCORE FACTORS

 

RANGE

POINTS

HISTORY

1~10

9

PAID-UP CAPITAL

1~10

8

OPERATING SCALE

1~10

9

FINANCIAL CONDITION

 

 

--BUSINESS SCALE

1~10

9

-- PROFITABILITY

1~10

9

--LIQUIDITY

1~10

9

--LEVERAGE

1~10

9

--RESERVES

1~10

9

--CREDIT LINES

1~10

9

--MARGINS

-5~5

-

DEMERIT POINTS

 

 

--BANK CHARGES

YES/NO

NO

--LITIGATION

YES/NO

YES

--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

DEFAULTER

 

 

--RBI

YES/NO

NO

--EPF

YES/NO

NO

TOTAL

 

80

 

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.