Shriram City Union Finance Limited - Karvy

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ListingThe NCDs offered through this Draft Prospectus are proposed to be listed on the NSE and BSE. Our Company hasobtained an ‘in-principle’ approvals for the Issue from the NSE vide their letter dated [●] and from BSE vide theirletter dated [●]. For the purposes of the Issue, NSE shall be the Designated Stock Exchange.If permissions to deal in and for an official quotation of our NCDs are not granted by NSE and/or BSE, ourCompany will forthwith repay, without interest, all moneys received from the applicants in pursuance of this DraftProspectus.Our Company shall ensure that all steps for the completion of the necessary formalities for listing andcommencement of trading at NSE and BSE are taken within 7 working days from the date of allotment.For the avoidance of doubt, it is hereby clarified that in the event of non subscription to any one or more of theOptions, such NCDs with Option(s) shall not be listed.163
SECTION VII : LEGAL AND OTHER INFORMATIONPENDING PROCEEDINGS AND STATUTORY DEFAULTSAs on the date of this Draft Prospectus, there are no defaults in meeting statutory dues, institutional dues, andtowards holders of instrument like debentures, fixed deposits and arrears on cumulative preference shares, etc, byour Company or by public companies promoted by the same promoter and listed on stock exchange.Our Company is involved in legal proceedings which have arisen in the ordinary course of business. Save as statedhereinbelow, such proceedings however, are not material enough to adversely affect our operations, financialposition and profitability.Save as stated herein, there are no material defaults, non payments or over dues of statutory dues, institutional orbank dues or dues towards holders of debentures, bonds and fixed deposits and arrears of preference shares.Save as disclosed herein below, there are no pending proceedings pertaining to:a. matters likely to affect operation and finances of our Company including disputed tax liabilities of anynature; andb. criminal prosecution launched against our Company and the Directors for alleged offences under theenactments specified in Paragraph 1 of Part I of Schedule XIII to the Act.Proceedings Initiated Against our CompanyCivil Proceedings259 civil proceedings have been initiated in the regular course of business against our Company involving anaggregate amount of ` 1,555.03 lakhs.Tax Proceedings1. The Commissioner of Income Tax (“CIT”), has filed an appeal against our Company before the Hon’bleHigh Court of Madras (bearing no 835 of 2007 and T.C.A No.836 of 2007) against the order of the IncomeTax Appellate Tribunal (“ITAT”) dated November 16, 2009, wherein inter alia it has confirmed thedisallowance of bad debts and treating them as NPA as per the RBI norms for the assessment year 1996-97.The appeal has been raised on the grounds that the allowances made by the ITAT are erroneous. The matteris pending hearing and final disposal.2. The Commissioner of Income Tax (“CIT”) has filed an appeal against our Company before the Hon’bleHigh Court of Madras (bearing no T.C.A No. 1236 of 2007 and T.C.A No.1237/2007) against the order ofthe Income Tax Appellate Tribunal (“ITAT”) dated April 21, 2006, wherein inter alia it has confirmed thededuction of i) deposit mobilisation expenses amounting to ` 28,500,000, ii) taxing of Additional <strong>Finance</strong>Charges on accrual basis : ` 31,015,733, and iii) method of accounting for the assessment year 1997-98.The appeal has been raised on the grounds that the allowances made by the ITAT are erroneous. The matteris pending hearing and final disposal.3. The Commissioner of Income Tax (“CIT”) has filed an appeal against our Company before the Hon’bleHigh Court of Madras (bearing no 1237 of 2007) against the order of the Income Tax Appellate Tribunal(“ITAT”) dated April 21, 2006, wherein inter alia it has confirmed the deduction of deposit mobilisationexpenses amounting to ` 28,500,000 for the assessment year 1997-98. The appeal has been raised on thegrounds that the allowances made by the ITAT are erroneous. The matter is pending hearing and finaldisposal.164
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Draft ProspectusDated July 21, 2011
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SECTION I : GENERALDEFINITIONS / AB
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TermDebenture Holder (s)Debt Listin
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that notice of such early closure i
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TermROCRTGSSBISCRASCRRSEBIDescripti
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• Emergence of new competitors;
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SECTION II : RISK FACTORSProspectiv
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may be lower than the outstanding l
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and other liberalization measures a
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previous working relationship; succ
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As part of our means of raising and
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24. We may have to comply with stri
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valuation mechanism, which are pers
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Risks Relating to the Utilization o
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As on March 31, 2011, 24 % of our A
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5. Investors may contact the Regist
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Lead Managers:JM Financial Consulta
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Bankers to our CompanyANDHRA BANKCo
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STATE BANK OF BIKANER AND JAIPUR1 s
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warrant. CRISIL is not responsible
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We leverage on the Shriram Group’
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Access to a range of cost effective
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THE ISSUEThe following is a summary
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SUMMARY FINANCIAL INFORMATIONThe fo
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B. SUMMARY INFORMATION OF OUR UNCON
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C. SUMMARY INFORMATION OF OUR UNCON
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ParticularsFor the year ended March
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E. SUMMARY INFORMATION OF OUR CONSO
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F. SUMMARY INFORMATION OF OUR CONSO
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CAPITAL STRUCTUREDetails of share c
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Date of AllotmentNumber of sharesis
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Sr.NoCategory ofShareholderNumberof
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Sr. No. Name of holder Number ofins
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11. List of top ten holders of Secu
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Employee Stock Option SchemesPursua
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STATEMENT OF TAX BENEFITSUnder the
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provisions of Chapter XII-A shall c
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SECTION IV : ABOUT THE ISSUER COMPA
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Initially, the NBFCs registered wit
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Overall Demand Drivers in the Two W
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wheelers and similar forms of intra
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Players are now adopting stringent
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Growth in CV finance disbursements`
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SI.No.YearTotalMSMEs(lakhnumbers)Fi
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women and all loans to the North Ea
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segment and the ability to provide
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NBFCs in the Indian gold loans mark
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We leverage on the Shriram Group’
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Access to a range of cost effective
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Our Company’s ProductsProduct Fin
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All customer origination and evalua
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maintain low gross and net NPA leve
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The following table sets forth the
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Credit RatingAgencyCAREInstruments
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TechnologyWe use information techno
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act as, and to undertake and carry
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Company equal to or more than 7% of
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(c) Term and termination: Either pa
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Pursuant to the Agreement, the Inve
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• more than 50% of the fully dilu
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OUR MANAGEMENTBoard of DirectorsThe
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Name, Designation,Age and DINNation
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commercial banks. He was the chairm
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Remuneration of the DirectorsThe in
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A. Audit CommitteeThe members of th
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To form Sub CommitteesD. Asset liab
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OUR PROMOTERProfile of our Promoter
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Particulars FY 2008 FY 2009 FY 2010
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Particulars FY 2008 FY 2009 FY 2010
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Sr.No.Name of Shareholder Address N
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PIJUSH GUPTA & COC H A R T E R E D
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8. This report should not be in any
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Annexure IShriram City Union Financ
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Annexure IIShriram City Union Finan
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Shriram City Union Finance LimitedA
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Annexure IIIShriram City Union Fina
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Annexure IVShriram City Union Finan
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Annexure VShriram City Union Financ
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Annexure VIShriram City Union Finan
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Annexure VIIShriram City Union Fina
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Annexure VIIIShriram City Union Fin
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Annexure IXShriram City Union Finan
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Annexure IXC. Cash Credit from Bank
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Annexure XShriram City Union Financ
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Annexure - XIIShriram City Union Fi
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c. Fixed Assets, Depreciation / Amo
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g. Revenue recognitioni. Income fro
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j. Segment reportingThe company ope
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2010 - 20112. Notes to Accounts1. P
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c) Term Loans:i. From Financial Ins
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Changes in the present value of the
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Enterprises havingsignificant influ
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Deferred Tax AssetTiming difference
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Stock Options grantedThe weighted a
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12. SecuritizationThe information o
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c) All Debentures under (a) and (b)
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Balance sheetDetails of Provision f
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(Rs. In Lacs)Enterprises havingsign
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5. Deferred Tax Liabilities/(Asset)
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The details of Series I have been s
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Since the enterprise used the intri
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13.1 Licensed Capacity, Installed c
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) Term Loans:As at March 31,2009(Rs
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Profit and Loss accountNet employee
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The estimates of future salary incr
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7. Related Party DisclosuresRelated
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* Denotes transactions with Shriram
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(Rs. in lacs)As at March 31, As at
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Stock Options grantedSeries I:The w
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15. SecuritisationThe Company sells
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2007 - 20082. Notes to Accounts1. P
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2. Subordinated DebtThe Company has
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The principal assumptions used in d
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6. Related Party DisclosuresRelated
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9. Earnings per shareParticularsYea
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Income Tax/Wealth TaxDisputed Incom
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Stock Options grantedSeries I:The w
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15. SecuritisationThe Company sells
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2006 - 2007B) Notes to AccountsPart
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9. Expenses in respect of common br
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15. Details of Deferred Tax Liabili
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3(Rs. In lacs)As on March 31,Partic
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(Rs. In lacs)ParticularsAmount outs
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7 Investor group-wise classificatio
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PIJUSH GUPTA & COC H A R T E R E D
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Other consolidated Financial Inform
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Annexure IIShriram City Union Finan
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Shriram City Union Finance LimitedC
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Shriram City Union Finance LimitedS
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Annexure VIShriram City Union Finan
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Shriram City Union Finance Ltd.,Ann
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Shriram City Union Finance Ltd.,Ann
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Annexure XIShriram City Union Finan
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Page 297 and 298: (E)InvestmentsInvestments intended
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Page 303 and 304: Balance sheetDetails of Provision f
Page 305 and 306: PaymentsEnterprises having signific
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Page 309 and 310: The details of Stock Option plan ar
Page 311 and 312: In March 2005 the ICAI has issued a
Page 313 and 314: As per our report of even dateFor P
Page 315 and 316: Sr.No.Particulars16. Industrial Dev
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Page 319 and 320: 1. to declare and/ or pay dividend
Page 321 and 322: SECTION VI : ISSUE RELATED INFORMAT
Page 323 and 324: person, being a nominee, becoming e
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Page 327 and 328: e paid on the next working day. Pay
Page 329 and 330: Please note that failure to do so c
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Page 333 and 334: other NCDs in their place. The afor
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Page 339 and 340: 3. Filing of the Prospectus with RO
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Page 343 and 344: B. Additional ApplicationsAn applic
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Page 353 and 354: OTHER REGULATORY AND STATUTORY DISC
Page 355 and 356: ActivityFees payable legal advisors
Page 357 and 358: (Source: www.bseindia.com)NSEMonth
Page 359 and 360: Year ended As at 31st March` In Lak
Page 361 and 362: (ii)NBFCs are not allowed to deal i
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Page 367 and 368: Labour LawsThe Company is required
Page 369 and 370: …Clause (3) of Article 42 at thei
Page 371 and 372: MATERIAL CONTRACTS AND DOCUMENTS FO
Page 373: DECLARATIONWe, the Directors of the
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Shriram City Union Finance Limited - Karvy

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