The Directors present their Thirty-first Annual Report together with
the audited accounts of your Bank for the year ended 31st March 2016.
Pursuant to the approval of the Reserve Bank of India to the Scheme of
Amalgamation of ING Vysya Bank Ltd. (IVBL) with Kotak Mahindra Bank
Ltd. (the Bank), IVBL merged with the Bank effective from 1st April
2015. The current year consolidated and standalone figures include
operations of the erstwhile IVBL. Hence, the previous year figures are
The financial highlights are summarized below:
(A) Kotak Mahindra Bank Limited Consolidated financial highlights:
31st March 2016 31st March 2015
Rs, crore Rs, crore
Total income 28,032.36 21,471.08
Total expenditure, excluding
provisions and contingencies 22,017.06 16,715.37
Operating Profit 6,015.30 4,755.71
Provisions and contingencies,
excluding provision for tax 991.56 205.73
Profit before tax 5,023.74 4,549.98
Provision for taxes 1,592.62 1,484.90
Profit after tax 3,431.12 3,065.08
Less: Share of
minority interest 65.19 59.51
Add: Share in Profit
of Associates 92.92 39.88
Consolidated Profit for
the Group 3,458.85 3,045.45
Earnings per Equity
Basic (Rs,) 18.91 19.75
Diluted (Rs,) 18.87 19.70
(B) Kotak Mahindra Bank Limited Standalone financial highlights:
31st March 2016 31st March 2015
Rs, crore Rs, crore
Total Income 18,996.42 11,748.32
Total expenditure, excluding
provisions and contingencies 14,955.33 8,750.86
Operating Profit 4,041.09 2,997.46
Provisions and contingencies,
excluding tax provisions 917.37 164.50
Profit before tax 3,123.72 2,832.96
Provision for taxes 1,033.94 966.98
Profit after tax 2,089.78 1,865.98
Add: Surplus brought forward
from the previous year 5,095.26 4,005.29
Add: Net Additions on
Amalgamation 1,674.71 -
Amount available for
appropriation 8,859.75 5,871.27
Statutory Reserve under
Section 17 of the Banking
Regulation Act, 1949 522.45 466.50
General Reserve - 93.30
Transfer to / (from)
Investment Reserve Account (41.52) 86.65
Transfer to Capital Reserve 9.17 5.91
Transfer to Special Reserve 45.00 28.00
Proposed Dividend 91.84 82.07
Corporate Dividend Tax 18.69 13.58
Surplus carried to
Balance Sheet 8,214.12 5,095.26
BONUS ISSUE OF SHARES
During the year, pursuant to approval of the shareholders of the Bank
at the Annual General meeting held on 29th June 2015, your Bank issued
91,28,41,920 Bonus shares in the ratio of 1:1 i.e. one equity share for
every one equity share held on the Record Date, to the Members on 10th
Your Directors are pleased to recommend a dividend of Rs, 0.50 per
equity share entailing a payout of Rs, 110.53 crore including dividend
distribution tax. 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.
During the year, your Bank has allotted 99,91,715 equity shares
(adjusted for bonus) arising out of the exercise of Employees Stock
Options granted to the employees and whole-time directors of your Bank
and its subsidiaries. As per the ESOP Schemes of erstwhile ING Vysya
Bank Ltd. (eIVBL), the stock options granted to the employees vested on
an accelerated basis upon the merger. Consequently, the number of stock
options on which vesting was accelerated was 1,04,91,900 (on a post
swap basis, adjusted for bonus shares).
Post allotment of equity shares as aforesaid and the bonus allotment,
the issued, subscribed and paid-up share capital of your Bank stands at
Rs, 9,17,19,10,790 comprising of 1,83,43,82,158 equity shares of Rs, 5
each as on 31st March 2016.
Your Bank is well capitalized and has a Capital Adequacy Ratio (''CAR'')
under Basel III as at 31st March 2016 of 16.34% with Tier I being
During the year, your Bank has not issued any capital under Tier II. As
on 31st March 2016, outstanding Unsecured, Redeemable Non-Convertible,
Subordinated Debt Bonds were Rs, 969.7 crore and outstanding Unsecured,
Non-Convertible, Redeemable Debt Capital Instruments Upper Tier II
stood at Rs, 806.31 crore.
TERMINATION OF GDS PROGRAM
The Global Depository Shares (GDS) of the Bank were listed on
Luxembourg Stock Exchange. Consequent to the issuance of notice of
termination of the GDS program by the Bank to the Custodian and the
Depository, the Depository Agreement entered into between the Bank and
the Depository was terminated. Subsequently, the GDS program has been
terminated with effect from 4th September 2015.
OPERATIONS Consumer Banking
The merger of ING Vysya Bank (IVBL) with your Bank brought in 577
branches and 657 ATMs from the erstwhile IVBL.
Your Bank consolidated its network presence through a measured
expansion of its footprint across the country and as of 31st March 2016
had 1333 branches and 2032 ATMs, covering 706 locations. Of the 74 new
branches commissioned this year, 32 were in rural and semi-urban
locations. Your Bank added about 10.96 lac new customers this year
across core banking products of savings and checking accounts, term
deposits, overdrafts and non-resident accounts.
Your Bank rolled out several initiatives aimed at offering a superior
and differentiated customer experience. Some key ones are:
Products and Services
l Launched its first E-Lobby at Andheri Metro Station, Mumbai. The
e-lobby offers a host of self service capabilities such as ATM, Banking
Kiosk, Tablets, Surface Table, etc. which can be used by both customers
- Enhanced its suite of products positioned at specific customer
segments and launched two new propositions, MY FAMILY - a savings bank
proposition tailored exclusively for the entire family. The proposition
gives the benefit of pooling in balances across family members & also
gives them the benefit of a dedicated relationship manager for the
family, and, ALPHA - a savings bank proposition linked to investments.
The customer gets the benefit of a NMC waived savings account when they
choose an RD (or) MF SIP (or) NPS along-with a term insurance premium
of Rs, 300 per month (which offers a cover of Rs,20 lac) linked to
their savings account. The proposition also offers Cash Back on Debit
Card spends & is targeted for the age group of 18-55.
- Tied up with Thomas Cook and Kuoni Travels to offer a Holiday Savings
Account linked to a Recurring Deposit. Customers get benefit of various
schemes & offers launched by these travel companies and the banking
linkage enables them to save on a monthly basis to facilitate the
- Appointed as Authorised Collection Centre (ACC) by Stock Holding
Corporation of India Ltd (SHCIL) for providing E-stamping facility in
the states of Punjab and Rajasthan.
- Appointed as one of the collecting Banks for Government of India''s
Sovereign Gold Bonds and was actively involved in raising subscriptions
across all three tranches.
- Launched three new Current Account products - Kotak Pro Plus, Kotak
Elite Plus and Kotak Ace Plus offering more efficient cash management
in select locations.
- Introduced Kotak Cheque Protect, a calibrated credit oriented program
for offering cheque protection facility to existing customers for
honouring cheques in the event of shortfall in the bank account, based
on certain pre-approved parameters.
- Implemented Foreign Account Tax Compliance Act (FATCA) / Common
Reporting Standard (CRS) which requires the Bank to carry out due
diligence of its customers to identify the individuals and entities
which fulfill the indices as prescribed by the regulatory bodies and
reporting to the Indian tax authorities for onward submission of
information to foreign authorities as appropriate.
a) Non Resident Indian Business
Some of the key initiatives taken this year are:
- Extended C2R money transfer mode for Canada. Your Bank''s NRI clients
can now use this medium to transfer money from Canada to their Kotak
Bank account in India.
- Further expanded the network of exchange house relationships and the
count now stands at 26.
- As a platform to reach out to the overseas Indian community, your
Bank has participated in various international business forums
organized by the Indian community in various countries.
- In order to work closely with the mariner community & shipping
companies your Bank has participated in various mariner events
b) Priority Banking Business
Privy League program, positioned to cater to the affluent segment, now
services 3.4 lac customers. A new tier-Insignia was launched at
select locations to cater to customers with group relationship value of
at least Rs, 1 crore. A Corporate Credit card with exclusive benefits
for Privy League Business banking customers was introduced to increase
the segmental focus in the program. To address customers'' need for
legacy planning, Smart Will, an automated online will writing solution
was launched in association with Kotak Securities.
c) Corporate Salary Business
Salary2Wealth Your Bank''s corporate salary business now caters to
over 17 lac customers across 13,700 corporate. The Salary2Wealth book
grew by 33% Y-o-Y to close the year at Rs, 3,988 crore and acquired
4.90 lac new customers with more than 1,700 new corporate sign-up''s.
d) Consumer Assets
Your Bank has continued to grow the product lines under the Consumer
Credit Card: Credit card business has issued 6.34 lac cards by March
2016 and is in its seventh year of operations. The premium range of our
products VISA Signature and VISA Platinum have driven the spends
growth in the portfolio and it contributes to 42% of spends. The credit
card business has clocked total spends of Rs, 4,543 crore for the year
at 42% growth Y-o-Y with a book size of Rs,942 crore.
Salaried Personal Loan: Salaried personal loan business offers salaried
individuals personal loans with a tenure of upto 60 months. This year
the business has grown by 70% with outstanding loans of Rs, 1,416 crore
as of March 2016. The total customer base stands at 47,500 customers.
Home Finance: Home finance business clocked growth of 19% in
disbursements with loan book growth of 19%. Your Bank has expanded its
home finance business further in Tier II cities. Cross Sell through
Bank Branches, Corporate Salary, Privy, and Wealth Teams contributed to
around 38% of total volume. This year also witnessed very low losses on
account of effective recovery and collection processes and policies
e) Business Banking Assets (BBA)
Your Bank through its BBA division offers secured and unsecured
Business loans, Loans against Property & Working Capital Finance to
self- employed professionals / non-professionals and Small & Medium
Enterprises. This has been a landmark year for your Bank''s BBA business
with its book growing by 30%. It continues to maintain its best in
class portfolio quality through it effective and efficient risk
management and recovery policies and practices. Capitalizing on the
growing retail branch network, your Bank managed to expand its BBA
product offering in over 450 branches.
Your Bank through its consolidated franchise has focused on serving
customers'' requirements across segments with its wide array of
customized financial products and services that are driven through
best-in-class technology platforms. Your Bank is a trusted banking
franchise consistently delivering right and customized solutions to
high quality customers through a passionate and entrepreneurial team.
Focused approach on client selection and constant portfolio monitoring
has ensured a healthy portfolio through both volatile economic
situation and tough credit environment in the last financial year. In
order to give more focus to our client activities, your Bank created a
separate Corporate, Institutional & Investment Banking vertical which
covers selected large Indian corporate houses with a view to provide a
single platform to service both their corporate banking and investment
banking needs. Consequent to the merger of ING Vysya Bank Limited with
your Bank, we now have a strong presence in the multinational segment
i.e. as a banker to various multinational companies present in India.
The Integrated Global Transaction Banking with enhanced suite of
products and solutions is steered by innovation, technology & Kona
Kona Kotak. The merger has opened up new opportunities to cater to
needs of customer segments such as Insurance, Corresponding Banking and
Multinational Companies. In addition to serving existing customers as
well as being bankers'' Bank on Global Transaction Banking, your Bank
has led from the front in offering services to new age segments viz.
E-com and M-com. Your Bank recognizes the dynamic landscape in
Transaction Banking and the evolving Banking space and has suitably
invested in fetch initiatives. It is your Bank''s Endeavour to continue
to provide simple, secure, reliable solutions leading to superior
Your Bank has been in the limelight for its people, products and
services. It has been adjudged Best Cash Management Bank across
business categories Small, Medium and Large Corporate. The Global
Custodian magazine has conferred a dual recognition for the Custody
Business in the India Domestic Survey and later in the Survey of Agent
Banks in Emerging Markets.
Your Bank has introduced the following key initiatives to serve
- Service Support: To ensure a faster customer response, a Service
Solutions vertical was set up during the year. This vertical is the
single point of contact for all service related and documentation
issues for wholesale customers with personnel present across all key
major 9 locations across the country.
- Secure Internet Banking: Given the growing online frauds, the
security of the net banking platform has been further strengthened by
offering secured token for logging in. Customers can use the dynamic
number on the token along with the password to access the account
online and transact thereafter.
- KashPay: Offers walkin cash and cheque collection services through
branch network thereby enhancing the reach and convenience for the
customer. The product is capable of validating the collection data
pre-fed by customer to ensure only valid requests are processed. The
transaction processing is supported by comprehensive MIS for ease of
reconciliation and instant status of collection.
- Operation SAHAJ: In order to gain increased efficiencies, your Bank
has started Operation SAHAJ. This focuses on improving existing client
facing or back-end process in order to deliver superior service to the
client with a lower turnaround time without compromising on credit /
operational risk. One of our client facing Endeavour''s has been able to
open any account in one day post receiving the complete documentation.
As of today, courtesy Operation SAHAJ, accounts are being opened within
the target of one day. Further, various products are implementing
monitoring and control systems to measure and improve service
- Trade: Tie up with multiple offshore banks for facilitating client
transactions like offshore guarantees, ECA financing, ECB funding,
offshore subsidiary funding etc. Your Bank is preferred trade partner
for top banks for Europe and US region for their India centric
business. Financial/ Performance Guarantees, Letter of Credit and
remittances of these banks now are handled at your Bank counters.
The Commercial Banking business has registered a reasonable growth in
FY 2015-16 despite subdued market sentiments and erratic monsoon.
Commercial Vehicles (CV) and Construction Equipment (CE) sectors, which
have been witnessing slowdown since 2011, showed strong signs of
recovery. The CV situation has improved significantly over the previous
year, especially in the case of Medium Commercial Vehicle (MCV) & Heavy
Commercial Vehicle (HCV) sales across segments, which was driven by
replacement demand. Your Bank has increased exposure significantly to
this sector in FY 2015-16. Light Commercial Vehicle (LCV) segment has
also grown over the previous year. Further, decrease in energy prices
and all round improvement of load factors have improved viability for
transport operations and also reduced levels of delinquency. Small
Commercial Vehicles (SCV) segment is also showing signs of recovery
with marginal growth in the last quarter.
Despite a second back to back dry spell last year, the agri business
(including the tractor finance business) managed to grow last year with
the loans outstanding of Rs,17,993 crore. The agri business increased
its focus on financial inclusion activities by directly financing the
micro loans segment for women''s Joint Liability Groups. Close to 56,000
women borrowers were added with loan sizes of around Rs,20,000 each to
women in the states of UP and Bihar.
Your Bank has maintained its market share in the tractor finance
business. While the delinquencies in this segment have increased, it is
Activities in focus were loans for construction of ware houses & cold
storages, warehouse receipt funding under pledge, micro loans and loans
for purchase of pumps etc. These loans qualified for small and marginal
farmer categorizations and direct individual farmer funding. Other Agri
loans included loans for food and Agro processing units.
The agri division (including tractor finance) continued to manage its
delinquency though incremental stress was observed across locations due
to monsoon shortfall.
The growth of the Emerging Corporate Group''s (ECG) portfolio has been
modest in FY 2015-16. There has been an increase in delinquencies in
this segment, mainly on account of volatile commodity prices and
uncertainty in the economy.
It was challenging to sell large assets under possession as the market
was sluggish for real estate sales. The legal judicial system continues
to languish in terms of passing timely orders which cause significant
delay in timely and effective recoveries.
The division continued to focus on last mile financing to companies
which are on the turnaround path with clear focus on cash fow based
The recoveries from NPA purchase of retail portfolio continues to be
Your Bank believes that banks and NBFCs in the next few years will
continue to sell their retail NPA portfolios, which will help the
division to acquire more portfolios.
Your Bank''s treasury actively contributes to your Bank by way of:
- Proprietary Trading: The various proprietary trading desks actively
trade in products such as Fixed Income, Money Markets, Derivatives,
Foreign Exchange and Bullion. Primary Dealer Desk part of the
proprietary trading desk, actively participates in the primary auctions
of government securities, makes market in government securities and
engages in retailing of government securities.
- Customer Transactions:
- Facilitating access to foreign currency markets through cash &
derivatives products and providing fine market rates to clients for
remittance and trade transactions.
- Client solutions - standardized and structured, pertaining to Debt
Capital Markets including Syndication of Loans, Bonds, Mezzanine
financing, Promoter funding and acquisition financing and
- Balance Sheet Management: The Balance Sheet Management Unit (BMU)
manages the Asset Liability mismatches, Interest rate & Liquidity gaps
and implementation of Funds Transfer Pricing between various business
units. The Correspondent Banking Division within treasury actively
builds on relationships with offshore banks towards improving quality
and international reach for its customers.
The year 2015-16 has been a year of continued focus on employee
well-being and investment in human capital stayed significant.
Your Bank undertook substantial work to drive the ''core'' values and
culture of the Bank in the last year that strengthened the merger of
erstwhile ING Vysya Bank with Kotak Mahindra Bank. To ensure a seamless
cultural integration, various initiatives were launched to internalize
behavioral parameters and the values across the organization. Further
thrust was laid on employee engagement through its linkage to
Your Bank has taken strides in the past year and continues to grow with
a talent base of over 31,000 employees. A proactive approach to
adopting the best of human resource practices, efficient systems,
processes and continuous investments in technology has helped manage
the scale and complexity of a large and distributed workforce.
With an average age of 33 years your Bank continues to attract talent
across all its businesses and hierarchy. Pre-trained manpower
acquisition channels such as Kotak Sales Officer (KSO) and Junior Sales
Officer (JSO) programs have been further strengthened to create a
sustainable workforce pipeline. To enhance ability to deliver on
strategic work-force planning and hiring goals, a dedicated team was
institutionalized to focus on end to end talent acquisition process
maximizing channel efficiencies, optimizing costs, simplifying and
standardizing hiring process and creating a seamless hiring experience
to potential employees.
With 19% of the workforce being women, your Bank realizes that
achieving progressive gender representation requires addressing
mindsets and developing a more inclusive, holistic diversity agenda.
Your Bank continues to strive to provide opportunities for a diverse
and competent workforce.
Your Bank is committed to developing its capabilities as an
organization and as individuals to meet current and future business
challenges. In the year 2015-16, we have invested significantly in
training and professional development leveraging the latest
technologies to deliver highly impactful and relevant training programs
to our employees. These learning initiatives are designed around
development of individual and team competencies in partnership with top
academic institutions and renowned industry professionals. Leadership
Development Programs focused on developing the leadership capabilities
of our senior executives, to help them prepare for future roles in the
Your Bank continues its focus on engagement and retention through
initiatives that provides a holistic environment where employees get
opportunities to realize their potential. Talent management as an
integral part of overall performance management process in the Bank
aims to provide long term, sustained and meaningful careers to
employees across the organization. ''Pulse'' engagement survey, along
with other engagement initiatives, provided insights on distinct
employee needs that helped developing appropriate interventions.
We are entering a new age where digital is default and this
technological change is shaping the sociological change impacting every
facet of life and work. Anticipating digital being a significant
transformation opportunity, we are on the journey to leverage digital
technology to enable greater engagement, interaction and flexibility.
Guided by our value system that motivates our attitudes and action,
your Bank is focused on forward looking policies, lean processes and
With the announcement of the merger with ING Vysya Bank, your Bank took
up the initiative of merging the technology systems and data of the two
banks. The merger provided an opportunity to leverage the best of
breed systems from both banks. As the technology integration
progressed across business verticals, your Bank identified synergies in
systems and capabilities to optimize costs across the technology
operations of the two banks. The merged systems will provide a standard
customer experience across all channels to all customers of the merged
Customer data security and risk management need to keep pace with
digital offerings. With this in mind, the Distributed Denial of Service
was augmented with an in-premise solution. A fraud management solution
to track customer transactions across channels was implemented. On the
regulatory side, a new Enterprise Risk System was implemented for the
Value at Risk calculation of the treasury products.
Focus on creating more and more digitally enabled services across
channels remained a key priority for your Bank in this year. Some of
the highlights being:
- Launched a comprehensive micro site for New Pension System with
various calculators and educative content to demystify the concept of
pension and also enable people to get started with opening their
pension account online.
- Launched a real time customer acquisition platform for personal loan,
where a customer PAN, Adhaar & CIBIL are checked real time & decision
about the loan amount and interest rate can be given instantly.
- Launched Pre-approved Personal Loan on Net Banking for salaried
customers. This enables a pre-qualified customer to apply for personal
loan while logged into the net-banking account and the disbursed amount
is instantly credited to customer''s banking account.
- Launched tab based account opening process for Saving Account. This
is an end-to-end digitized workflow, from lead capture to account set
up, thereby reducing the processing time and enhancing customer
- Hashtag banking was given further fillip by creating capability to
order a book or special promotional movies by just a single tweet.
- Launched Kotak Bharat Banking - India''s first internet-free app. This
app does not need internet to transact. Customer can do 25 different
transactions including mobile recharge and small value fund transfer.
The app is available in 6 languages (Hindi, Gujarati, Marathi, Tamil,
Kannada and English). Response messages within the app will also be in
- Rolled out e-store on Net Banking after successful roll out of
m-store on banking app. This includes travel categories like fight
tickets, bus tickets and hotel booking.
- Introduced new features in the iPhone version of mobile app. iPhone
customers can now book a Recurring Deposit (RD), Add a new biller and
set Auto Pay amongst various new services introduced.
- Turn-around times for lending to commercial customers significantly
improved by digitizing the process by introducing a tablet based lead
management system for use by sales people in the field.
- Corporate customers got an upgraded FX trading portal.
- Digitization for wealth management customers was also strengthened
with the launch of a portal providing a single view of all their
Investment in Airtel M Commerce Services Ltd.
Airtel M Commerce Services Ltd. Company (AMSL), 100% subsidiary of
Bharti Airtel Ltd. (BAL), had been granted in-principle approval for
setting up a Payments Bank by the Reserve Bank of India (RBI) in August
2015. Basic but critical services such as small savings account,
remittances etc. will bring a large number of low income households and
small businesses under formal banking network. Your Bank in February
2016 has signed a Share Subscription and Shareholders Agreement with
AMSL and BAL for acquisition of 19.90% equity stake in AMSL.
Subsequently, your Bank has invested in AMSL. AMSL has received final
license from RBI in April 2016.
SUBSIDIARIES & ASSOCIATES
Your Bank''s subsidiaries are established players in the different areas
of financial services, viz. car finance, investment banking, stock
broking, asset management and life insurance.
As at 31st March 2016, your Bank has eighteen (18) subsidiaries as
Kotak Mahindra Prime Limited
Kotak Securities Limited
Kotak Mahindra Capital Company Limited
Kotak Mahindra Old Mutual Life Insurance Limited
Kotak Mahindra Investments Limited
Kotak Mahindra Asset Management Company Limited
Kotak Mahindra Trustee Company Limited
Kotak Investment Advisors Limited
Kotak Mahindra Trusteeship Services Limited
Kotak Forex Brokerage Limited
Kotak Mahindra Pension Fund Limited
Kotak Mahindra General Insurance Company Limited
IVY Product Intermediaries Limited (formerly known as ''ING Vysya
Financial Services Limited'')
Kotak Mahindra (International) Limited
Kotak Mahindra (UK) Limited
Kotak Mahindra Inc.
Kotak Mahindra Financial Services Limited
Kotak Mahindra Asset Management (Singapore) Pte. Limited
Kotak Mahindra General Insurance Company Limited, which was
incorporated in December 2014 with principal objective of carrying on
business of general insurance, received approval from Insurance
Regulatory and Development Authority of India (IRDAI) to commence the
business of general insurance in November 2015 and subsequently
commenced its operations in December 2015.
The various activities of the subsidiaries and the performance and
financial position of the subsidiaries and associates are outlined in
the Management Discussion and Analysis section appended to this Report.
The Bank''s Policy for determining material subsidiaries is available on
the Bank''s website viz. URL:
As at 31st March 2016, your Bank has following four (4) Associate
ACE Derivatives & Commodity Exchange Limited Infna Finance Private
Limited Matrix Business Services India Private Limited Phoenix ARC
The 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 2016, is sent to all the
members of your Bank. Web link of the Annual Report is sent to all
members whose email IDs are registered with the Bank/Depository
Participant(s). For members who have not registered their email IDs,
physical copies of the Annual Report are sent. It does not contain
Annual Reports of your Bank''s subsidiary companies. Your Bank will make
available full Annual Report (including the Annual Reports of all
subsidiaries) either a hard or soft copy depending upon request by any
member of your Bank. These Annual Reports will be available on your
Bank''s website viz. URL: http://ir.kotak.com/annual-reports and will
also be available for inspection by any member at the Registered Office
of your Bank.
EMPLOYEE STOCK OPTION & STOCK APPRECIATION RIGHTS SCHEMES
The shareholders of the Bank at its Annual General Meeting held on 29th
June 2015 approved a new Scheme under the Securities and Exchange Board
of India (Share Based Employee Benefits) Regulations, 2014, for the
purposes of granting options and stock appreciation rights to the
employees of the Bank, its subsidiaries and its associate companies, as
applicable, viz. Kotak Mahindra Share Based Employee Benefit Scheme
2015 comprising of:
- Kotak Mahindra Equity Option Scheme 2015 and
- Kotak Mahindra Stock Appreciation Rights Scheme 2015
Further, pursuant to the Scheme of Amalgamation of ING Vysya Bank
(IVBL) with the Bank, the ESOP Schemes of the erstwhile IVBL have been
renamed and adopted by the Bank, as given below:
- Kotak Mahindra Bank Ltd. (IVBL) Employees Stock Option Scheme 2005
- Kotak Mahindra Bank Ltd. (IVBL) Employees Stock Option Scheme 2007
- Kotak Mahindra Bank Ltd. (IVBL) Employee Stock Option Scheme 2010
- Kotak Mahindra Bank Ltd. (IVBL) Employees Stock Option Scheme 2013
The stock options granted to the employees currently operate under the
- Kotak Mahindra Equity Option Scheme 2007
- Kotak Mahindra Equity Option Scheme 2015
- Kotak Mahindra Bank Ltd. (IVBL) Employees Stock Option Scheme 2007
- Kotak Mahindra Bank Ltd. (IVBL) Employee Stock Option Scheme 2010
- Kotak Mahindra Bank Ltd. (IVBL) Employees Stock Option Scheme 2013
The disclosure requirements under the Securities and Exchange Board of
India (Share Based Employee Benefits) Regulations, 2014, for the
aforesaid ESOP & SARs Schemes, in respect of the year ended 31st March
2016, are disclosed on the Bank''s website viz. URL:
CORPORATE GOVERNANCE AND BUSINESS RESPONSIBILITY REPORT
Pursuant to Regulation 27 of the SEBI (Listing Obligations and
Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulations), a
separate section entitled ''Report on Corporate Governance'' has been
included in this Annual Report. The Report of Corporate Governance also
contains certain disclosures required under the Companies Act, 2013. A
Business Responsibility Report containing the requisite details under
Regulation 34 of the SEBI LODR Regulations is disclosed on the Bank''s
website viz. URL: http://ir.kotak.com/annual-reports
DIRECTORS & KEY MANAGERIAL PERSONNEL
Directors retiring by rotation
Mr. N.P. Sarda (DIN 03480129), Non-Executive & Non-Independent Director
of the Bank, retires by rotation as a Director at this Annual General
Meeting but having crossed 70 years of age is not offering himself for
re-appointment in line with Reserve Bank of India policy and
The Bank does not intend to fll this vacancy at this Annual General
Changes in Directors
Mr. C. Jayaram (DIN 00012214), retired as Joint Managing Director of
the Bank on 30th April 2016, on attaining the age of superannuation.
However, Mr. Jayaram continues as a Non-Executive Non-Independent
Director of the Bank with effect from 1st May 2016 up to the date of
this Annual General Meeting. Approval of shareholders is being sought
at this Annual General Meeting for his appointment as a Non-executive
Non-Independent Director of the Bank who would be liable to retire by
Mr. Asim Ghosh (DIN 00116139), retired as a Director of the Bank with
effect from 9th May 2016 due to completion of his 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 Mr. N.P. Sarda and Mr. Asim Ghosh
during their tenure as Directors of the Bank.
The details of the Directors appointed are set out in the Corporate
Governance Report annexed to this Report.
Declaration from Independent Directors
The Board has received declarations from the Independent Directors as
per the requirement of Section 149(7) of the Companies Act, 2013 and
the Board is satisfied that the Independent Directors meet the criteria
of independence as mentioned in Section 149(6) of the Companies Act,
The Nomination and Remuneration Committee of the Bank''s Board under the
expert advice of an external agency specialized in Human Resource and
management consultancy, has formulated the criteria for performance
evaluation of the Directors and the Board as a whole. The Criteria
formulated broadly covers the Board role, Board/Committee membership,
practice & procedure and collaboration & style.
A Board effectiveness assessment questionnaire was designed for the
performance evaluation of the Board, its Committees, Chairman and
individual directors in accordance with the criteria set and covering
various aspects of performance including composition, relationship
among directors, director competency, contribution to risk management
compliance, roles and responsibility, board procedures, processes,
functioning and effectiveness. The said questionnaire was circulated to
all the directors of the Bank for the annual performance evaluation.
Based on the assessment of the responses received to the questionnaire
from the directors on the annual evaluation of the Board, its
Committees, Chairman and the individual Directors, the Board Evaluation
Report was placed before the meeting of the Independent Directors for
consideration. Similarly, the Board at its meeting assessed the
performance of the Independent Directors. The Directors were satisfied
with the results of the performance evaluation of the Board & its
Committees, Chairman and individual directors.
Key Managerial Personnel (KMPs)
Mr. C. Jayaram ceased to be a ''Key Managerial Personnel'' with effect
from 1st May 2016 upon his retirement as a Joint Managing Director of
The following offcials of the Bank continue to be the Key Managerial
Personnel pursuant to the provisions of Section 203 of the Companies
- Mr. Uday Kotak, Executive Vice Chairman and Managing Director
- Mr. Dipak Gupta, Joint Managing Director
- Mr. Jaimin Bhatt, President & Group Chief Financial Officer
- Ms. Bina Chandarana, Company Secretary
Appointment & Remuneration of Directors & KMPs
The appointment and remuneration of Directors of the Bank is governed
by the provisions of Section 35B of the Banking Regulation Act, 1949.
The Nomination and Remuneration Committee of the Bank''s Board has
formulated criteria for appointment of Senior Management personnel and
the Directors. Based on the criteria set it recommends to the Board the
appointment of Directors and Senior Management personnel. The Committee
considers the qualifications, experience, ft & proper status, positive
attributes as per the suitability of the role, independent status and
various regulatory/statutory requirements as may be required of the
candidate before such appointment.
The Reserve Bank of India (''RBI'') vide its circular
no.DBOD.No.BC.72/29.67.001/2011-12 dated 13th January 2012 has issued
the Guidelines on Compensation of Whole Time Directors / Chief
Executive Officers / Other Risk Takers of Private Sector Banks on
Compensation Policy which inter alia cover the following:
- Proper balance between fixed pay and variable pay;
- Variable pay not to exceed 70% (Seventy Per Cent) of the fixed pay in
In accordance with the aforesaid RBI Circular, the Board of the Bank
has adopted a Compensation Policy for its Whole-time Directors, Chief
Executive Officer of the Bank and other employees which includes issue
of stock appreciation rights as a form of variable pay, linked to the
Bank''s stock price, payable over a period of time. The salient features
of the Compensation Policy are as follows:
- Objective is to maintain fair, consistent and equitable compensation
practices in alignment with Kotak''s core values and strategic business
- Applicable to all employees of the Bank. Employees classified
into 3 groups:
- Whole-time Directors/Chief Executive Officer
- Risk Control and Compliance Staff
- Other categories of Staff l Compensation structure broadly divided
into Fixed, Variable and ESOPs
- Fixed Pay Total cost to the Company i.e. Salary, Retirals and Other
- Variable Pay Linked to assessment of performance and potential
based on Balanced Key Result Areas (KRAs), Standards of Performance and
achievement of targets with overall linkage to Bank budgets and
business objectives. The main form of incentive compensation includes
Cash, Deferred Cash/Incentive Plan and Stock Appreciation Rights.
- ESOPs Granted on a discretionary basis to employee based on their
performance and potential with the objective of retaining the employee.
- Compensation Composition The ratio of Variable Pay to Fixed Pay and
the ratio of Cash v/s Non Cash within Variable pay outlined for each
category of employee classification.
- Any variation in the Policy to be with approval of the Nomination &
- Malus and Clawback clauses applicable on Deferred Variable Pay.
- Ensuring no personal hedging strategies by employees which undermine
risk alignment effects as part of their remuneration.
The details of the remuneration paid to the Non-Executive Chairman,
Executive and Non-Executive Directors of the Bank for the year ended
31st March 2016 is provided in the Corporate Governance Report annexed
to this Report.
The Non-Executive Chairman of the Bank receives a fixed amount of
remuneration as recommended by the Board and approved by the
shareholders of the Bank and RBI, from time to time. He also receives
remuneration by way of sitting fees for attending meetings of the Board
or Committees thereof.
RBI vide its circular no. DBR.No.BC.97/29.67.001/2014-15 dated June 1,
2015 has issued guidelines on payment of compensation to the NEDs of
private sector banks which inter-alia specifies the following:
- The Board of Directors of the Bank (in consultation with the
Nomination & Remuneration Committee) needs to formulate and adopt a
comprehensive compensation policy for NEDs (other than part-time
- Maximum amount of Profit related commission not to exceed Rs,10 lac
per annum for each director of the Bank.
Accordingly, in line with the RBI circular and pursuant to the relevant
provisions of the Companies Act, 2013, and the recommendation of the
Nomination and Remuneration Committee of the Bank, the Board of
Directors have adopted a compensation policy for the NEDs (excluding
the part- time Non-Executive Chairman). The salient features of the
Compensation Policy are as follows:
- Compensation structure broadly divided into
- Sitting fees
- Re-imbursement of expenses
- Commission (Profit based)
- Amount of sitting fees and commission to be decided by the Board
from time to time, subject to the regulatory
- Overall cap on commission for each director Rs,10 lac per annum.
- NEDs not eligible for any stock options of the Bank.
Approval of shareholders for the payment of commission to the NEDs of
the Bank is being sought at the ensuing Annual General Meeting of the
Sr. Disclosure Requirement Disclosure Details No.
4 Number of permanent employees on the rolls of Bank at the 31,410 end
of the year
5 Explanation on the relationship between average increase in
Recommendation for increase in remuneration is based on the following
remuneration and Bank performance factors:
- Compensation trends based on industry benchmarking
- Compensation positioning vis-ΰ-vis market trend
- Alignment between risks and remuneration
- Applicable regulatory guidelines
Increase in remuneration for FY 15-16 vis-ΰ-vis FY 14-15 not comparable
on account of merger (Please refer note 4 below)
6 Comparison of the remuneration of the Key Managerial For the FY
2015-16, KMPs were paid approximately 0.38% in aggregate Personnel
against the performance of the Bank of the Profit Before Tax of the
Bank on standalone basis and 0.24% on consolidated basis.
7 Variations in the market capitalization of the Bank, price The market
capitalization of the Bank has increased from Rs, 101,429 crore
earnings ratio as at the closing date of the current financial as of
31st March 2015 to Rs, 124,857 crore as of 31st March 2016. Over the
year and previous financial year and percentage increase or same
period, the price earnings ratio on consolidated Profits moved up from
decrease in the market quotations of the shares of the Bank 33.33 to
36.08. Kotak Bank stock price as at 31st March 2016 has increased in
comparison to the rate at which the company came out by 18,051% to Rs,
680.65 over the last public offering i.e. IPO in March 1993 at with the
last public offer the price of Rs,150 per share (post bonuses &
subdivision adjusted price Rs, 3.75).
8 Average percentile increase already made in the salaries of Average
percentile increase in remuneration for employees other than employees
other than the managerial personnel in the last managerial personnel
for FY 15-16 vis-ΰ-vis FY 14-15 not comparable on financial year and
its comparison with the percentile increase account of merger (Please
refer note 4 below)
in the managerial remuneration and justification thereof
and point out if there are any exceptional circumstances for Average
increase for managerial personnel is 7.04% and 9.20% excluding
increase in the managerial remuneration SARs
10 Key parameters for any variable component of remuneration The key
parameters for variable component of remuneration availed by the
availed by the directors directors are:
- Overall Performance
- Achievement of budgets
- Various risks
- Variable pay will not exceed 70% of the fixed pay.
- Cash component of the variable pay will not exceed 50% of the Fixed
- If variable pay is higher than 50% of fixed pay, at least 40% of the
variable pay will be deferred over a period of 3 years or longer on a
pro- rata basis.
- ESOPs are not considered as variable pay for this purpose
Sr. Disclosure Requirement Disclosure Details No.
11 Ratio of the remuneration of the highest paid director to There are
11 employees who are not directors but received remuneration in that of
the employees who are not directors but receive excess of the highest
paid director during the year.
remuneration in excess of the highest paid director during
Considering the average remuneration of these employees, the ratio
works the year
out to 1:1.36
12 Affirmation that the remuneration is as per the remuneration The
Bank is in compliance with its Compensation Policy policy of the Bank
1) Remuneration includes Fixed pay Variable paid during the year
perquisite value as calculated under the Income Tax Act, 1961.
Remuneration does not include value of Stock Options.
2) Stock Appreciation Rights (SARs) are awarded as variable pay. These
are settled in cash and are linked to the average market price of the
Bank''s stock on specified value dates. Cash paid out during the year is
included for the purposes of remuneration.
3) * Mr. C. Jayaram retired as Joint Managing Director of the Bank on
30th April 2016, on attaining the age of superannuation. He continues
as a non-executive non-independent director of the Bank w.e.f. 1st May
4) The merger of ING Vysya Bank (''IVBL'') with Kotak Mahindra Bank
(''Bank'') was effective from 1st April 2015. Accordingly, there has been
integration of the erstwhile IVBL with the Bank and a consequent
increase in the employee base for the FY 2015-16. Hence, the numbers
for FY 2015-16 are not comparable with that of FY 2014-15.
Pursuant to Section 204 of the Companies Act, 2013, your Bank has
appointed Ms. Rupal D. Jhaveri, a Company Secretary in Practice, as its
Secretarial Auditor. The Secretarial Audit Report for the financial
year ended 31st March 2016 is annexed to this Report.
Being a banking company, the disclosures required as per Rule 8(5)(v) &
(vi) of the Companies (Accounts) Rules, 2014, read with Section 73 and
74 of the Companies Act, 2013 are not applicable to your Bank.
In terms of Section 139 of the Companies Act, 2013, Messrs S.R.
Batliboi & Co. LLP, Chartered Accountants, were appointed as statutory
auditors of your Bank for a period of four years from the conclusion of
the Thirtieth Annual General Meeting until the conclusion of the Thirty
fourth Annual General Meeting of the Bank, subject to the annual
approval of RBI and ratification by the members every year.
Accordingly, requisite resolution forms part of the Notice convening
the Annual General Meeting.
INTERNAL FINANCIAL CONTROLS
The Board of Directors confirms that your Bank has laid down set of
standards, processes and structure which enables to implement Internal
Financial controls across the organization with reference to Financial
Statements and that such controls are adequate and are operating
effectively. During the year under review, no material or serious
observation has been observed for inefficiency or inadequacy of such
RELATED PARTY TRANSACTIONS
All the Related Party Transactions that were entered into during the
financial year were on arm''s length basis and were in ordinary course
Pursuant to Section 134(3)(h) read with Rule 8(2) of the Companies
(Accounts) Rules, 2014, there are no transactions to be reported under
Section 188(1) of the Companies Act, 2013, in form AOC-2.
All Related Party Transactions as required under Accounting Standards
AS-18 are reported in Note 24 of Schedule 17 - Notes to Accounts of the
Consolidated financial statements and Note 7 of Schedule 18 C - Notes
to Accounts of the Standalone financial statements of your Bank.
The Bank''s Policy on dealing with Related Party Transactions is
available on the Bank''s website viz. URL:
PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS
Pursuant to Section 186(11) of the Companies Act, 2013, loans made,
guarantees given, securities provided or acquisition of securities by a
banking company in the ordinary course of its business are exempted
from the disclosure requirement under Section 134(3)(g) of the
Companies Act, 2013.
WHISTLE BLOWER POLICY / VIGIL MECHANISM
Your Bank is committed to its Vision Statement of upholding its
Global Indian Financial Services Brand creating an ethos of trust
across all constituents, developing a culture of empowerment and a
spirit of enterprise thereby becoming the most preferred employer in
the financial services sector.
Consistent with the Vision Statement, your Bank is committed to
maintain and provide to all its employees and directors highest
standards of transparency, probity and accountability. The Kotak Group
Endeavour''s to develop a culture where it is safe and acceptable for
all employees and directors to raise / voice genuine concerns in good
faith, and in a responsible as well as effective manner.
A vigil mechanism has been implemented through the adoption of
Whistleblower Policy with an objective to enable any employee or
director, raise genuine concern or report evidence of activity by the
Bank or its employee or director that may constitute: Instances of
corporate fraud; unethical business conduct; a violation of Central or
State laws, rules, regulations and/or any other regulatory or judicial
directives; any unlawful act, whether criminal or civil; malpractice;
serious irregularities; impropriety, abuse or wrong doing; deliberate
breaches and non-compliance with the Bank''s policies; questionable
accounting/audit matters/financial malpractice. The same option has now
been extended to the vendors of the Bank also. The concerns can be
reported on the website viz. URL: https://cwiportal.com/kotak.
Currently an online mechanism enabling aforementioned reporting has
been implemented over and above other modes of communication like
e-mail, or a letter sent by mail, courier or fax to designated persons.
Safeguards to avoid discrimination, retaliation, or harassment, and
confidentiality have been incorporated in the policy. All employees and
directors have access to the Chairman of the Audit Committee in
appropriate and exception circumstances.
The Policy has been uploaded on the Bank''s intranet as well as website
viz. URL: http://ir.kotak.com/governance/policies.html and regular
communication is made for sustained awareness.
CORPORATE SOCIAL RESPONSIBILITY (CSR)
Your Bank has constituted a Board Corporate Social Responsibility
Committee (CSR Committee) and consists of the following Directors:
- Mr. C Jayaram, Non-Executive Non-Independent Director & Chairman of
the CSR Committee
- Mr. Dipak Gupta, Joint Managing Director
- Prof S. Mahendra Dev, Independent Director
Your Bank''s CSR Committee drives the CSR programme of the Bank. Your
Bank has a Board approved CSR policy, charting out its CSR approach.
This policy articulates the Bank''s aim to positively contribute towards
economic, environmental and social well-being of communities through
its Corporate Social Responsibility agenda. The Bank''s CSR agenda is
driven by its key focus areas:
a. Promoting education primary focus area
b. Enhancing vocational skills and livelihood
c. Promoting preventive healthcare and sanitation
d. Reducing inequalities faced by socially and economically backward
e. Sustainable development
f. Relief and rehabilitation
g. Clean India h. Sports
The Bank''s CSR policy is available on the Bank''s website viz. URL :
Pursuant to the provisions of Section 135, schedule VII of the
Companies Act 2013 (the Act), read with the Companies (Corporate Social
Responsibility) Rules, 2014 the report of the expenditure on CSR by the
Company is as under:
The average net Profit U/S 198 of the Bank standalone for the last
three financial years preceding 31st March, 2016 is Rs, 2,366.37 crore.
The prescribed CSR expenditure required U/S 135, of the Act for FY
2015-16 is Rs, 4,733 lac.
The CSR expenditure incurred for the period 1st April 2015 to 31st
March 2016 under Section 135 of Companies Act, 2013 amounts to Rs,
1,641 lac as against Rs, 1,197 lac CSR spend in the financial year
CSR expenditure of Rs, 1,641 lac in FY 2015-16 as a percentage of
average net Profit U/S 198 of the Bank standalone at Rs, 2,366.37 crore
Your Bank is building its CSR capabilities on a sustainable basis and
is committed to gradually increase its CSR spend in the coming years.
The CSR Committee of the Board confirms that the implementation and
monitoring of CSR Policy, is in compliance with CSR objectives and
Policy of the company.
The details of CSR activities and spends under Section 135 of the
Companies Act, 2013 for FY 2015-16, are annexed to this Report.
RISK MANAGEMENT POLICY
Your Bank has in place a comprehensive Enterprise wide Risk Management
(ERM) framework supported by detailed policies and processes for
management of Credit Risk, Market Risk, Liquidity Risk, Operational
Risk and various other Risks. Details of identification, assessment,
mitigations, monitoring and the management of these Risks are mentioned
in the Management Discussion and Analysis section appended to this
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION, FOREIGN EXCHANGE
EARNINGS AND OUTGO
The provisions of Section 134(3)(m) of the Companies Act, 2013 read
with Rule 8(3) of the Companies (Accounts) Rules, 2014 are not
applicable to your Bank.
The employee strength of your Bank, standalone, was over 31,000 and
along with its subsidiaries was over 46,000 as of 31st March 2016.
312 employees employed throughout the year and 132 employees employed
for part of the year were in receipt of remuneration of Rs, 60 lac or
more per annum.
With an average age of 33 years your Bank continues to attract talent
across all its businesses and hierarchy and has put in place various
processes and systems to ensure alignment of employee behaviors with
the organization''s core values.
Organizational culture aspects like trust & inclusiveness were also
reiterated through 90 cross functional meets conducted by senior
business leaders for employees at mid management level under the Meet
In a very short span, your Bank has crossed several milestones in its
Gender Diversity agenda.
- A differentiated talent acquisition strategy to increase women
employee base across various suitable roles has helped us to continue
adding 20% women amongst all new hires in the Bank. While continuing
with our philosophy of providing equal opportunities, an aggressive
push in this area will help us achieve a better balance in gender
- Your Bank''s top senior women professionals (around forty women across
Kotak) have been brought together under our diversity initiative
Astra and these women leaders now play a pivotal role in guiding and
mentoring other mid-level women employees to sustain and grow in the
- Prevention of Sexual Harassment (POSH): Your Bank continues with the
belief on zero tolerance towards sexual harassment at workplace and
continues to uphold and maintain itself as a safe and
non-discriminatory organization. To achieve the same Kotak reinforces
the understanding and awareness of Prevention of Sexual Harassment of
Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
Your Bank has formulated Internal Complaints Committee (ICC) at three
regions for reporting any untoward instance. Any complaints pertaining
to sexual harassment are diligently reviewed and investigated and
treated with great sensitivity. The ICC members have been trained in
handling and resolving complaints and have also designed an online
e-learning POSH Awareness module which covers the larger employee base.
Following is a summary of sexual harassment complaints received and
disposed of during the year 2015-16: o No. of complaints received : 8
- No. of complaints disposed of : 4
In the case of 4 pending cases, enquiries were in progress at the close
of the year.
With our objective to identify, build and nurture leaders across levels
to deliver superior business results and address individual career
aspirations, this year your Bank introduced a new contemporary approach
to assess and diagnose leadership competency gaps followed by a
As your Bank enters in its next phase of growth and expansion of
footprint across urban and rural India, your Bank and its subsidiaries
continued to carry out several initiatives to attract and retain a pool
of highly skilled and motivated employees who are aligned to the firm''s
vision of becoming the most trusted financial services provider.
In accordance with the provisions of Rule 5 of the Companies
(Appointment and Remuneration of Managerial Personnel) Rules, 2014 the
names and other particulars of employees are set out in the annexure to
the Directors'' Report. In terms of the Proviso to Section 136(1) of the
Companies Act, 2013, the Directors'' Report is being sent to all
shareholders excluding the aforesaid annexure. The annexure is
available for inspection at the Registered Office of your Bank. Any
shareholder interested in obtaining a copy of the said annexure may
write to the Company Secretary at the Registered Office of your Bank.
DIRECTORS'' RESPONSIBILITY STATEMENT
The Directors, based on the representations received from the
operational management, confrm in pursuance of Section 134(5) of the
Companies Act, 2013, that:
(i) your Bank has, in the preparation of the annual accounts for the
year ended 31st March 2016, 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 judgments and estimates that are reasonable and
prudent so as to give a true and fair view of the state of affairs of
your Bank as at 31st March 2016 and of the Profit of your Bank for the
financial year ended 31st March 2016;
(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 your Bank and for preventing and detecting fraud and
(iv) the annual accounts have been prepared on a going concern basis;
(v) they have laid down internal financial controls to be followed by
the Bank and that such internal financial controls are adequate and are
operating effectively; and
(vi) they have devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems are adequate
and operating effectively.
Following statements/reports/certificates are set out as Annexure to
the Directors'' Report:
- Extract of Annual Return under Section 134(3)(a) of the Companies
Act, 2013 read with Rule 12 (1) of Companies (Management &
Administration) Rules, 2014 (Annexure - A).
- Secretarial Audit Report pursuant to Section 204 of the Companies
Act, 2013 (Annexure - B).
- Details of CSR Activities and Spends (Annexure - C).
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 members 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 Uday Kotak Place: Mumbai,
Chairman Executive Vice Chairman
and Managing Director Date: 11th May 2016