The Directors present their Twenty Sixth Annual Report together with
the audited accounts of your Bank for the year ended 31st March 2011.
FINANCIAL HIGHLIGHTS
(A) Kotak Mahindra Bank Limited – Consolidated financial highlights:
31st March 2011 31st March 2010
Rs. crore Rs. crore
Total income 11,029.27 10,053.30
Total expenditure, excluding
provisions and contingencies 8,634.27 7,639.71
Operating Profit 2,395.00 2,413.59
Provisions and contingencies,
excluding provision for tax 147.60 510.73
Profit before tax 2,247.40 1,902.86
Provision for taxes 678.16 575.50
Profit after tax 1,569.24 1,327.36
Less: Share of minority interest 26.36 18.00
Add: Share in profit of Associates 23.86 (2.36)
Consolidated profit for the
Group 1,566.74 1,307.00
Earnings per Equity Share
Basic (Rs.) 21.73 18.84
Diluted (Rs.) 21.60 18.64
(B) Kotak Mahindra Bank Limited – Standalone financial highlights:
31st March 2011 31st March 2010
Rs. crore Rs. crore
Total Income 4,936.60 3,883.86
Total expenditure, excluding
provisions and contingencies 3,611.81 2,586.86
Operating Profit 1,324.79 1,297.00
Provisions and contingencies,
excluding tax provisions 137.09 485.89
Profit before tax 1,187.70 811.11
Provision for taxes 369.52 250.00
Profit after tax 818.18 561.11
Add: Surplus brought forward from
the previous year 965.91 648.94
Amount available for appropriation 1,784.09 1,210.05
Appropriations:
Statutory Reserve under Section 17
of the Banking Regulation Act, 1949 204.55 140.28
General Reserve 40.91 28.06
Transfer to / (from) Investment
Reserve Account (26.83) 1.19
Transfer to Capital Reserve 0.69 6.96
Transfer to Special Reserve 29.00 40.00
Proposed Dividend 36.88 29.66
Corporate Dividend Tax 4.37 (2.01)
Surplus carried to Balance Sheet 1,494.52 965.91
DIVIDEND
Your Directors are pleased to recommend a dividend of Rs. 0.50 per equity
share of the face value of Rs. 5 each (previous year Rs. 0.85 per equity
share of the face value of Rs.10 each), entailing a payout of Rs. 41.25
crore including dividend distribution tax (previous year Rs. 27.65
crore). The dividend would be paid to all the shareholders, whose names
appear on the Register of Members/Beneficial Holders list on the Book
Closure date.
CAPITAL
Pursuant to the approval granted by the Members at an Extraordinary
General Meeting held on 27th July 2010 and receipt of other necessary
approvals, in August 2010 your Bank allotted 1,64,00,000 equity shares
of face value of Rs.10/- each to Sumitomo Mitsui Banking Corporation, a
public company registered under the laws of Japan on a preferential
basis at a price per equity share of Rs. 833/- for a total consideration
of Rs. 1366.12 crore.
In September 2010, each equity share of your Bank having a face value
of Rs. 10 was subdivided into two equity shares of the face value of Rs. 5
each.
During the year, your Bank has also allotted 77,88,550 equity shares
(adjusted for stock split number) arising out of the exercise of
Employee Stock Options granted to the employees and Executive Directors
of the Bank and its subsidiaries.
Post allotment of equity shares and sub-division of equity shares as
aforesaid, the issued, subscribed and paid-up Share Capital of the Bank
stands at Rs. 368.44 crore comprising of 73,68,71,504 equity shares of Rs.
5 each.
The Bank has a Capital Adequacy Ratio (CAR) under Basel II as at 31st
March 2011 of 19.92% with Tier I being 17.98%. At a consolidated level
the CAR was 19.46% under Basel II.
During the year, your Bank has not issued any Capital under Tier II. As
on 31st March 2011, outstanding Unsecured, Redeemable Non- Convertible,
Subordinated Debt Bonds was Rs. 465.70 crore and outstanding Unsecured,
Non-Convertible, Redeemable Debt Capital Instruments Upper Tier II
stood at Rs. 336.68 crore.
OPERATIONS
Your Bank worked on a very balanced expansion plan of the network and
added 72 branches and 246 ATMs and ended the year with 321 Branches and
710 ATMs, and thereby increasing the presence to 183 locations. Your
Bank added over half a million new customers this year across core
banking products of savings and checking account, term deposits,
overdrafts and non resident accounts.
The robustness of the network manifested in the healthy growth in
demand and time liabilities. The momentum gained last year in terms of
distribution of asset products from the network continued in the
current year. The initiatives launched last year on higher end segment
of customers through a branded programme titled Privy League
continued to show encouraging results. Your Bank maintained its
ambition of becoming a bank of choice for the small and mid segment
business enterprises and doubled the base of customers engaging in
trade and foreign currency transactions. The increased network of ATMs
benefitted your Bank by bringing in much higher usage from non
customers and growing the interchange income manifold.
Your Bank continued to put significant focus in reaching out to the NRI
community last year. Lot of path breaking initiatives were rolled out.
Many alliances were signed with leading exchange houses across Gulf
countries to provide channels for attracting inward remittances.
Through the strategic partnership with OIFC (Overseas India
Facilitation Centre) your Bank participated in 3 global meets in Dubai,
London and Birmingham which has firmly established your Bank as a key
service provider with the NRI community. This alliance further helped
your Bank to engage another 30 sub-alliances enabling the growth in
business thru NRIs. Your Bank also reached out to a larger canvass of
NRI customers by launching a variant to savings account targeted for
the mid-income segment, P.O. Box facility in USA & UK. Your Bank
launched a new remittance solution under the brand name Click2Remit.
This is a multi currency platform and customers can send money into
India from anywhere in the world in 8 different currencies. Your Bank
also launched a credit card for the NRI customers and started the Home
Loan product for NRIs in select markets. To provide higher convenience
to the NRI customer your Bank launched a unique service called
Click2Call & SMS2Call wherein the Bank calls back the customer within
30 minutes of receiving the intimation. Your Bank focussed on the
online space including social media engagement through a partner portal
called NRIMatters.com; NRI Power Podium campaign which got 13000 NRI
signups in one month and found its way into India Book of Records. The
number of hits on the NRI website today stands at 150000 per month, up
from 2000 per month last year.
Your Bank implemented several initiatives aimed towards enhancing
customer service and widening the product/ services bouquet. Some of
the key ones being:
- Annual Combined Statement on Net Banking - Customers can now view and
download their Annual Combined Statement for Savings and Current
account, Investment and Demat holdings for the previous financial year.
This will help customers to file Tax Returns, apply for loan etc.
- Card Protection Plan – Your Bank in association with CPP Assistance
Service Pvt. Ltd. offers card protection to protect all Kotak customers
cards (Credit, Debit, ATM etc) against loss and resultant fraud.
- Multilingual ATMs - Multilingual (English, Hindi and Marathi) on all
ATMs in Maharashtra has gone live. Other regional languages will get
covered during the course of next fiscal year.
- Recharge Services - This enables customers to recharge their pre-paid
mobile and DTH services through Kotak Net Banking using Kotak Bill Pay.
- Statement Registration on Net Banking - Customers now have the option
to register for their preferred statement frequency and mode option on
Net Banking.
- Your Bank has also taken steps to participate in the eco drive. An
E-Statement campaign was run through the year aiming to convert the
customers who have registered for monthly physical statements &
quarterly physical statements to register for monthly E-Statements with
the theme of Save Trees, Save the Environment! Say no to Physical
Statements.
- Interbank Mobile Payment Service – This feature allows customers to
transfer money instantly through mobile phone within own accounts &
third party accounts within the IMPS member banks.
- Kotak Stock Ace - This is loan (overdraft) against securities
product. Under this product your Bank provides an overdraft to
customers against equity shares and mutual funds.
The last year saw several regulatory changes in the third party
investment and insurance products space. While these regulatory
interventions put a significant amount of revenue pressure your Bank
recognises the opportunity to create a well differentiated business if
it is able to create a more robust platform to advise its customers.
Hence significant focus was put to creating processes with an objective
to bring maximum transparency in the Banks sales process of these
products and to bring more internal accountability to ensure
appropriateness of sale as per customer suitability and risk profile.
Your Bank believes that its customers will benefit from such stringent
internal standards and in the long run it will be able to build a
sustainable and robust business model around these processes.
Your Bank has always focussed on its employees as the key to building a
sustainable franchise and has in the past won several awards as one of
the best employers. Continuing with this emphasis your Bank launched an
E-Learning platform for employees which again won accolades in the IBA
Technology Awards. This platform enabled your Bank to introduce courses
in real time. It also has features of individual learning plans, chat
facilities to enable trainers and trainees to interact online, video
streaming facility, online completion status tracking, etc. Your Bank
believes this will improve the quality of training inputs and will
result in raising the service standards.
Your Bank took definitive steps towards risk control. These include set
up of - N Vigil (Internal Cameras) in all the ATMs. This will ensure
that the Bank has images of the customers who did the transactions at
all times and can also facilitate during fraud investigations or
customer complaints. A dedicated Risk Containment Unit has been put in
place to do pre-on-boarding checks and transaction level checks to
ensure conformity to AML guidelines and fraud prevention etc.
Your Bank continued its in-depth coverage and servicing of large and
mid market corporate clients during the year. Your Bank was able to
build significant franchise with many well known, reputed large
corporate groups during this year while focusing on deepening existing
clients through an array of customized and regular product offerings.
The year saw a strong trend in credit demand from the corporate and mid
market business segments both for working capital and term facilities.
This is in keeping with the strong underlying economic growth. Your
Bank was able to tap this opportunity and increase its share of
business by offering a variety of products and services.
Your Bank added 160 new cash management service customers during the
year by offering them technology driven working capital cycle
enhancement & efficiency solutions to effectively enrich and optimize
their cash flows and liquidity through an entire suite of CMS products
and services. This has been made possible through constant innovation,
continuous feedback sessions and a high degree of customization to
cater to the dynamic and evolving industry scenario.
Your Banks dedicated team of product solution experts strives to
provide systemic structured solutions to suit to the customers needs.
The in- depth understanding of the customers business and the superior
delivery models has helped in achieving high levels of customer
satisfaction. The Commercial Vehicle and Infrastructure sectors
continued the growth momentum through the year aided by the positive
IIP (Index of Industrial Production) and Agriculture growth numbers.
Commercial Vehicle operator margins improved as a result of higher
freight realisations, which offset the increase in diesel cost. The
growth in the core sector and focus on infrastructure led to a healthy
growth in the order book position of contractors in the Infrastructure
space. As a result, disbursement numbers touched record levels as did
the bottom line. The year also saw good growth in bank lines in both
the sectors.
The monsoon has been more than adequate this year. However the impact
of the growing economy and increasing purchasing power of the rural
population has meant a steep rise in prices of all agro commodities.
Riding this boom the Agri Business of your Bank has shown a robust
growth with the total portfolio slated to cross Rs. 4300 crore this year,
up from last years portfolio of Rs. 3200 crore. This is a growth of 35%
year-on-year. Your Bank also ensured to reach the targeted norms for
lending to the Agri sector as laid out by the regulator for the second
year running.
The Agri business rode on an impressive growth in the tractor loans,
commodity funding which doubled in portfolio size and an impressive
growth in the working capital facilities to agro-processing sector.
Delinquency levels in this portfolio have also been at all time lows
and are even better than some of the other urban oriented advances
indicating the financial strength of clients associated with
agriculture who are riding the commodity price boom.
The Agri business has also become the corner stone for your Banks
targets for meeting financial inclusion and lending to the weaker
sections of the society such as small and marginal farmers, village
artisans and other socially deprived sectors identified by the
government. These advances now have crossed a level of 8% of your
Banks total advances. Your Bank is in the process of identifying more
target segments in this sector to reach out to.
In the Home Finance business while there was strong growth in the first
half of the year, the second half of the year saw stabilisation and
slight drop in demand from customers. Your Bank introduced innovative
new products during the year such as part tenure fixed home loans and
loan against property. Your Bank branches continued to play an
important part and evolved into a stable contributor month on month.
There was an increased focus on existing Bank customers and their
contribution among the secured asset products went up.
The Personal Finance business saw good growth and established your Bank
as one of the leading lenders of unsecured loans in the market.
High-ticket products continued to be the focus and were the biggest
contributor to the overall volumes. The Personal Finance business also
added new products to their existing bouquet of financial services for
businessmen. Working capital products in Rs. 50 lacs to Rs. 1.5 crore range
(both fund based as well as non-fund based) were some of the new
offerings.
Your Bank resolved several NPA accounts pertaining to stressed assets
acquisition. Supreme Court upheld the NPA assignment between banks and
other financial institutions. This landmark judgment will further help
in resolving several NPA accounts, which were litigated in several
courts for the past few years. The NPA portfolio sale by banks
continued to be sluggish and the serious pricing mismatch between the
buyers and sellers continued, this year as well.
Your Bank continued to invest in large single asset transactions, with
good prospects of turnaround in stressed companies. Further, your Bank
has diversified in buying large retail NPA loans from other banks.
During the year, your Bank saw a robust growth in its overall advances
portfolio. This was primarily driven by the overall growth of the
corporate sector, spurred by strong domestic consumption demand for
their products post the recessionary period. A robust NPA management
practice and strong internal controls, aided by a strong economic
growth, has led to a reduction in your Banks gross/net NPAs.
On Treasury side, your Bank has an active proprietary desk trading in
all products such as Fixed Income, Money Markets, Derivatives, Foreign
Exchange and Bullion. The Treasury plays an important role in balance
sheet management and implementation of Funds Transfer Price between
various business units. In the area of Debt Capital Markets (DCM) your
Bank offered the following products: syndication of loans, bonds,
mezzanine financing, promoter funding and acquisition financing and
securitisation. During the year, your Banks Treasury started
Correspondent Banking Division to build and leverage on relationships
with offshore banks for improving quality and international reach for
its customers.
Your Banks credit card business has issued 1.5 lac cards and is in its
third year of operations. The card design and product benefits have
received overwhelming response from customers. The customer spends
across all variants of cards have been amongst the top three in
industry. The premium range of our products – VISA Platinum and VISA
Signature have driven the spends growth in the portfolio and it
contributes to 34% of the spends while accounting for 12% of customer
base. This has reaffirmed the customer acceptability of the product.
Credit card business clocked Rs. 600 crore of total spends in the year
with a book size of Rs. 300 crore. Industry credit cards spends has shown
sign of growth after last years recessionary economic conditions.
Your Bank entered into a strategic arrangement with PVR Cinemas, one of
the elite name in entertainment industry, to distribute credit card
products aimed at upmarket customers. This partnership opens up the
opportunity to tap new customer segment hitherto untapped by your Bank.
Your Banks technology team concentrated on innovation to provide new
products and conveniences to the customers. This ranged from mobile to
mobile payments (IMPs) to providing ATMs at remote locations on an air
card.
System upgrades for continuous improvement in customer experience were
a focus. The excellence of the CRM and Call Center which were rolled
out across the Kotak Group, were recognized by awards from the Indian
Banking Association and Asian Bankers Technology Summit respectively.
In preparation of the planned Core Banking upgrade, the technology
foundation has been enhanced. Service Oriented Architecture was
introduced with the use of a world class product for system
integration. Standard frameworks for digitization and internal
development expedite deployment of new systems.
SUBSIDIARIES
Your Banks subsidiaries are established players in the different areas
of financial services, viz. car finance, investment banking, stock
broking, asset management and life insurance.
While the Indian economy continued its growth path the businesses in
which the subsidiaries operate had its own share of challenges on
account of market fragmentation, change in market mix, dramatic
regulatory changes and the like.
Kotak Mahindra Prime Limited, the car finance company continues to have
robust growth in lending coupled with fall in delinquencies. Kotak
Securities Limited, the stock broking company continued to face adverse
effects of changes in mix in market volumes shifting to the low-yield
equity derivative segment. The company also continues to face
competition in the market place due to continuous entry of new players.
Kotak Mahindra Capital Company Limited had a relatively better year,
thanks to handling primary issues. But nevertheless, the investment
banking industry continues to face pressure. Kotak Mahindra Asset
Management Company Limited faced an outflow of a large portion of
liquid funds. Coupled with changes in regulations in the mutual fund
industry it had to tweak its business strategy. Kotak Mahindra Old
Mutual Life Insurance Limited had to deal with regulatory changes that
changed the direction of the industry. Business strategy, product mix
and management of costs had to be continuously worked upon to stay on
course. Due to range bound secondary equity markets and net outflows in
many India dedicated International funds, the International
subsidiaries reported drop in profits.
The various activities of the subsidiaries are outlined in the
Management Discussion and Analysis section appended to this Report.
In terms of the general exemption granted by the Central Government
vide their General Circular No.2/2011 dated 8th February 2011 under
Section 212(8) of the Companies Act, 1956, abridged Annual Report which
consists of the financial statements of your Bank on standalone basis
as well as consolidated financial statements of the group for the year
ended 31st March 2011, have been sent to all the members of the Bank.
It does not contain Annual Reports of the Banks subsidiary companies.
The Bank will make available full Annual Report (including the Annual
Reports of all subsidiaries) upon request by any member of the Bank.
These Annual Reports will be available on the Banks website viz. URL :
http://ir.kotak.com/annual-reports and will also be available for
inspection by any member at the Registered Office of the Bank.
CORPORATE GOVERNANCE
Pursuant to Clause 49 of the Listing Agreement with the Stock
Exchanges, a separate section entitled Corporate Governance has been
included in this Annual Report. The Bank has implemented number of
recommendations given in the Corporate Governance Voluntary Guidelines
2009 by the Ministry of Corporate Affairs and is examining the
possibility of implementing the remaining recommendations.
DIRECTORS
Mr. Asim Ghosh retires by rotation at the Twenty Sixth Annual General
Meeting and is eligible for re-appointment.
Mr. Prakash Apte and Mr. Amit Desai were appointed with effect from
18th March 2011 and Mr. N.P. Sarda with effect from 1st April 2011 as
Additional Directors of the Bank. Pursuant to the proviso to Section
260 of the Companies Act, 1956, they hold office as Directors up to the
date of this Annual General Meeting but are eligible to be appointed as
Directors. In terms of Section 257 of the Companies Act, 1956 the Bank
has received notice in writing from members along with a requisite
deposit of Rs. 500/- each proposing the candidature of Mr. Prakash Apte,
Mr. Amit Desai and Mr. N. P. Sarda for their appointment as Directors.
Mr. Prakash Apte is presently the Non-Executive Chairman of Syngenta
India Limited with considerable experience in agricultural sector. Mr.
Amit Desai is an eminent professional with 30 years experience. Mr.
N.P. Sarda is a Chartered Accountant for more than 40 years and past
President of ICAI.
Mr. Anand Mahindra, Mr. Cyril Shroff and Mr. Shivaji Dam have retired
as Directors of the Bank effective 21st March 2011 due to completion of
their eight years tenure pursuant to the provisions of Section
10A(2A)(i) of the Banking Regulation Act, 1949. Your Directors place on
record their appreciation for the valuable advice and guidance rendered
by each one of them during their tenure as Directors of the Bank.
The Board of Directors of the Bank, at its meeting held on 5th May
2011, has re-appointed Mr. Uday Kotak as Whole-time Director of the
Bank designated as Executive Vice-Chairman and Managing Director for a
period from 22nd March 2012 to 31st December 2014, subject to the
approval of the shareholders and of the Reserve Bank of India. Mr.
Dipak Gupta and Mr. C. Jayaram have been re-appointed as Whole- time
Directors of the Bank designated as Joint Managing Directors for a
period from 1st January 2012 to 31st December 2014, subject to the
approval of the shareholders and of the Reserve Bank of India. The
approval of the shareholders in this regard is being sought at the
ensuing Annual General Meeting of the Bank.
AUDITORS
Messrs S. R. Batliboi & Co., Chartered Accountants, auditors of your
Bank, retire on the conclusion of Twenty Sixth Annual General Meeting.
Pursuant to the guidelines issued by the Reserve Bank of India, an
audit firm is allowed to continue as the Statutory Central Auditor of a
bank for a continuous period of four years only. Accordingly, it is
proposed to appoint, subject to regulatory approvals, Messrs S. B.
Billimoria & Co., Chartered Accountants as the statutory auditors of
the Bank for the current financial year in place of Messrs S. R.
Batliboi & Co. who have completed four years as the statutory auditors.
The approval of the shareholders in this regard is being sought at the
ensuing Annual General Meeting of the Bank.
STATUTORY INFORMATION
The Companies (Disclosure of Particulars in the Report of Board of
Directors) Rules, 1998, are not applicable to your Bank.
EMPLOYEES
The employee strength of your Bank along with its subsidiaries as of
31st March 2011 was around 20,500 as compared to around 20,000
employees a year ago.
The Bank standalone had around 11,000 employees as of 31st March 2011.
102 employees employed throughout the year and 23 employees employed
for part of the year were in receipt of remuneration of Rs. 60 lacs or
more per annum.
Your Bank was adjudged amongst Top 25 in Indias Best Companies to Work
For in 2010 by The Great Places to Work Institute and continues to be
amongst Top 25 Best Employers in India consistently from 2007 till date
as adjudged by the AON Hewitt Best Employers Survey.
While your Bank and its subsidiaries continued to focus on various
initiatives to provide the best employment experience to the employees,
new and innovative products and processes were introduced to further
enhance both quality and productivity of our human capital.
Substantial investments were made in training and developing employees
across levels to improve productivity, service quality, personal
effectiveness and supervisory capability. Structured leadership
development programs and customized courses in association with leading
academic institutions were also rolled out to groom future leaders and
build a talent pool that has depth in knowledge and competence.
The best in class Talent Management practices and HR processes have
enabled the organization to build a cadre of highly committed and
engaged employees who consistently excel in delivering our customer
value proposition.
In accordance with the provisions of Section 217(2A) of the Companies
Act, 1956 and the rules framed thereunder, the names and other
particulars of employees are set out in the annexure to the Directors
Report. In terms of the provisions of Section 219 (1)(b)(iv) of the
Companies Act, 1956, the Directors Report is being sent to all the
shareholders of the Bank excluding the aforesaid annexure. The annexure
is available for inspection at the Registered Office of the Bank. Any
shareholder interested in obtaining a copy of the said annexure may
write to the Company Secretary at the Registered Office of the Bank.
DIRECTORS RESPONSIBILITY STATEMENT
The Directors, based on the representations received from the
operational management, confirm in pursuance of Section 217 (2AA) of
the Companies Act, 1956 that:
(i) your Bank has, in the preparation of the annual accounts for the
year ended 31st March 2011, followed the applicable accounting
standards along with proper explanations relating to material
departures, if any;
(ii) they have selected such accounting policies and applied them
consistently and made judgements and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
the Bank as at 31st March 2011 and of the profit of your Bank for the
financial year ended 31st March 2011;
(iii) they have taken proper and sufficient care to the best of their
knowledge and ability, for the maintenance of adequate accounting
records in accordance with the provisions of the Act for safeguarding
the assets of the Bank and for preventing and detecting fraud and other
irregularities; and
(iv) the annual accounts have been prepared on a going concern basis.
ACKNOWLEDGEMENTS
Your Directors would like to place on record their gratitude for the
valuable guidance and support received from the Reserve Bank of India,
Securities and Exchange Board of India, Insurance Regulatory and
Development Authority and other Government and Regulatory agencies.
Your Directors acknowledge the support of the shareholders and also
wish to place on record their appreciation of employees for their
commendable efforts, teamwork and professionalism.
For and on behalf of the Board of Directors
Dr. Shankar Acharya Place: Mumbai,
Chairman Date : 5th May 2011
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