Dear Members,
The Directors have pleasure in placing before you their Twenty Fifth
Annual Report on the business and Operations of the Company together
with the Accounts for the year ended 31st March, 2011.
FINANCIAL PERFORMANCE (Rs. in lacs)
Year ended Year ended
March 31, 2011 March 31, 2010
Profit before Depreciation and Taxation 36807.50 29090.63
Less: Depreciation 747.41 464.77
PROFIT BEFORE TAX 36060.09 28625.86
Less: Provision for taxation 12001.24 9200.00
PROFIT AFTER TAX 24058.85 19425.86
Add: Profit brought forward from
Previous Year 22730.09 12003.01
Profit available for appropriation 46788.94 31428.87
APPROPRIATIONS (Rs. in lacs)
Year ended Year ended
March 31, 2011 March 31, 2010
General Reserve 2410.00 1940.00
Statutory Reserve 4810.00 3890.00
Capital Redemption Reserve - -
Dividend (interim Rs.2.5 and final Rs 3.5)
on Equity Shares of Rs. 10/-
each fully paid-up 2970.04 2456.92
Tax on Dividend 486.59 411.86
Balance Carried to Balance Sheet 36112.31 22730.09
BUSINESS SCENARIO AND BUSINESS OPPORTUNITIES
The timely support through a series of economic measures and by active
governmental monitoring of the Indian economy, it registered speedy
recovery. India managed to grow at 8.00 percent in 2009-10 and 6.80
percent in 2008-09 in the face of global melt down. The growth during
the financial year 2010-11 is reported to be about 8.60 percent. Indian
economy derived major benefits from robust domestic demand and a
revival in investor and consumer sentiment. This contributed for
stronger capital inflows into the country.The Indian economy is
projected to grow 8.50 percent - 9.00 percent in 2011-12. The volatile
interest rates could pose a challenge. The growth in Retail Finance
disbursement would largely be driven by increasing propensity to
consume.increasing affordability.The penetration in retail finance
still remains low.
World over, the Micro Small and Medium Enterprises or MSMEs have been
recognised as engines of economic growth. In India, MSMEs are thesecond
largest source of employment after agriculture. They account foralmost
40 per cent of industrial production, 95 per cent of the industrial
units, 34 percent of the exports and manufacture over 6000 products. It
is estimated that to create one job in the MSME sector, only Rs 72,000
is required as against Rs 5.5 lacs required in the large organised
sector.
It is estimated that to achieve the target of 10 per cent growth by
2011, the MSME sector needs to grow at 12%.There are some major hurdles
which do notallowthissectorto flourish well.
The first major hurdle is that the credit availability is low for this
sector. It is estimated that the unorganised sector comprises 95% of
the total industrial units, employing more than 65 million people. Yet
only 8% of the total bank credit finds its way into this sector.
Arranging collateral security, documentation etc makes clearance of the
loan all the more difficult. Inevitably, many of these small units fall
into the vicious cycle of debt and poverty and eventually many of them
perish.
Formal sector has the option to raise huge sum from the money market,
while the unorganised sector doesn''t have any such opportunity. In the
11 th Five Year Plan, Planning Commission estimates that in the next
five years the total working capital and loan requirement by the
MSMEs/unorganised sector would be 2,96,000 crore. This huge credit
requirement cannot be met by the banking system alone. The Company
finds here huge scope in financing this sector of the economy through
it''s product SMALL BUSINESS LOANS.
The exceptional growth in gold loan disbursements (loans against gold
jewellery) in recent years, the under- penetrated nature of this
market, being secured and negligible NPA levels make the lending
against gold business attractive within the banking/NBFC space.
The gold loan market is pre-dominantly un-organised lending against
this collateral, Indian households are estimated to have a gold holding
of anywhere between 18,000 and 20,000 tonnes. Given that gold is not an
income- generating asset, the only means to monetise gold holdings is
through loans. Theoretically, this translates into a Rs 30 lac crore
lending business opportunity (assuming a 75 per cent loan-to-value).
The organised market size could be about Rs 38,000 crore (March 2011).
This leaves a huge space for Financing against gold and Jewellery. The
Company with its wide-spread business outlets sees huge opportunities
of growth, particularly in the small business loans and loan against
gold.
OPERATIONS
Income from Operations for the period under consideration was
Rs.132091.19 lacs as against Rs.110284.71 lacs forthe previous year
posting an increase of 19.77% year-on-year basis.
The Company earned a Profit before Tax of Rs.36060.09 lacs for the year
ended 31s,March, 2011, registering an increase of Rs.7434.23 lacs
(25.97%) over the previous year.which was at Rs 28625.86 lacs. The
profit after tax at Rs.24058.85 lacs grew 23.85 % than the previous
year (Rs 19425.86 lacs).
RESOURCES INCLUDING FIXED DEPOSITS
The Resource of the Company stood as under:
(Rs in Lacs)
Amount Amount of Amount of Amount of Amount of Amount of
Year
ending on of Privately Subordina
-ted Commercial Listed Non Term Loan
Depos
-its placed
Non Debt Papers Convertible
Convert
-ible Debentures
Debentures
31st
March,
2011 55.10 155294.31 53272.33 22500.00 64583.33 302177.28
31st
March,
2010 100.74 154073.77 53002.95 NIL 20000.00 114164.17
As on 31st March 2011,113nos deposits amounting to Rs. 20.83 lacs had
matured for payment and were due to be claimed or renewed. Subsequent
follow-up for repayments/renewals resulted in the number reducing to 77
deposits amounting to Rs.13.47 lacs. However there are no deposits
which had matured and which were claimed but not paid by the Company.
Steps are continuously being taken to arrange for repayment/renewal of
deposits.
DIVIDEND: The Board of Directors declared Interim and Final Dividend
based on the financials of the Company. The Final Dividend recommended
by the Board are subject to approval by the Members of the Company.
The Details of Dividend are given below.
For the Year 2010-11
No of Dividend Dividend Dividend Total Date of
Shares per Share Amount Tax Outflow payment
(Rs) (Rs in
lacs) (Rs in
Lacs) (Rs in
Lacs)
Interim
Dividend 49392739 2.50 1236.25 205.33 1441.58 25.11
2010
Final
Dividend 49536877 3.50 1733.79 281.26 2015.05
Total 6.00 2970.04 486.59 3456.63
For the year 2009-2010
No of Dividend Dividend Dividend Total Date of
Shares per Share Amount Tax Outflow payment
(Rs) (Rs in
lacs) (Rs in
Lacs) (Rs in
Lacs)
Interim
Dividend 49113850 2.00 982.28 166.94 1149.22 23.11.
2009
Final
Dividend 49154700 3.00 1474.64 244.92 1719.56 18.08.
2010
Total 5.00 2456.92 411.86 2868.78
An amount of Rs.22.11 lacs (previous year Rs. 16.87 lacs) is lying in
unpaid Equity dividend account of the Company. During the financial
year an amount of Rs 0.10 lacs (Previous year Rs 0.36 lacs) was
transferred to Investor Education & Protection Fund.
SHARE CAPITAL AND EMPLOYEE STOCK OPTION SCHEME
The Company has got Employees Stock Options Scheme (ESOS).ESOS was
approved by the Members at the Extra-Ordinary General Meeting held on
dt 30th October, 2006.ESOS was implemented and options were granted to
the employees in accordance with the Securities & Exchange Board of
India (Employees Stock Option Scheme & Employees Stock Purchase Scheme)
Guidelines,1999. The Remuneration & Compensation Committee constituted
in accordance with the SEBI Guidelines administers and monitors the
Scheme.
During the year under review, the company allotted 3,82,177 Nos of
fully paid up equity shares of the face value of Rs.10/- each to its
employees on exercise of stock options by them.
The details of Shares issued and allotted under ESOS and the
disclosures required under Clause 12 under SEBI Guide lines as on 31st,
March, 2011 are set out in Annexure to this report.
Certificate from the Auditors of the Company certifying that the
Company''s ''Employees Stock Options Scheme 2006'' is implemented in
accordance with the SEBI (Employees Stock Option Scheme and Employees
Stock Purchase Scheme) Guidelines, 1999 and in accordance with the
resolution of the members passed attheirgeneral meeting, is attached
tothis report.
HUMAN RESOURCE
The Company strongly believes that the human resource built up by it
over the years is its most valuable asset. In orderto strengthen
them.internal and external trainings are imparted to them
continuously.AII efforts are made to empower them continuously. The
broader employee ownership of its share capital has contributed to a
large extent on retaining its employees and has also impacted
positively on the Company''s performance.
SUBSIDIARY
During the Financial Year ended 31st March, 2011, the Company
incorporated a wholly owned subsidiary Company, Shriram Housing
Finance Limited (SHFL) . SHFL was incorporated on 09th November, 2010
and received its Certificate of Commencement of Business from the
Registrar of Companies, Tamilnadu on 21st January, 2011. SHFL is a
non-material unlisted subsidiary of the Company and is yet to commence
business.SHFL has made applications to National Housing
Bank(NHB)forobtainingCertificateof Registration.
The Board of Directors by way of a resolution passed at it''s meeting
held on May 26,2011 has given consent for not attaching the Balance
Sheet of the Subsidiary to it''s Balance Sheet as per Section 212 of the
Companies Act,1956 read with General Circular No.2/2011
(51/12/2007-CL-lll dt 8th February 2011) of the Ministry of Corporate
Affairs (MCA).Govt of India. A statement on Consolidated Financial
Statement of the Company with that of the Subsidiary prepared in
compliance with accounting standards and listing Agreements with Stock
Exchanges is attached to this Annual Report.
The Annual Accounts.Annual Reports and the related detailed information
ofthesubsidiaryshallbemadeavailable to the Share holders of the Company
and the Subsidiary Company seeking such information at any point of
time.The Annual Accounts of the Subsidiary shall be kept at the
Registered Office of the Company and at the Registered Office of the
Subsidiary Company for inspection by any shareholder. The Company shall
furnish hard copy of the detail of the Accounts of the Subsidiary to
any Shareholder on demand.The annual accounts of the Subsidiary shall
be available on the web site of the Company (www.shriramcitv.in) and
shall be provided to Shareholders on their written requestto the
Company.
RESERVE BANK OF INDIA (RBI) GUIDELINES
The Company continues to comply with all the requirements prescribed by
Reserve Bank of India, as applicable to it.
CORPORATEGOVERNANCE
The Company had always endeavored to adhere to high standard of
Corporate Governance and ensured its compliance.
As required by the Listing Agreement entered into with Stock Exchanges,
a report on Corporate Governance forming a part of this report together
with the Certificate from the Auditors of the Company, confirming the
compliance of the Corporate Governance are attached to this report.
As required by Clause 49 (IV) (F) of the Listing Agreement with Stock
Exchanges the Management Discussion Analysis on the business of the
Company given as a separate statement forming a part of this report is
attached.
Further, as required under Clause 49 of the Listing Agreements
certificate, duly signed by the Managing Director and Chief Financial
Officer on the Financial Statements of the Company for the year ended
March 31, 2011, was submitted tothe Board of Directors attheir meeting
held on May 26,2011. The certificate is attached totheReporton
Corporate Governance.
CORPORATE GOVERNANCE VOLUNTARY GUIDELINES
The Board of Directors have taken note of the ''Corporate Governance
Voluntary Guidelines 2009'' issued by the Ministry of Corporate Affairs
(MCA) in December 2009. Though these guidelines are recommendatory in
nature, the Board is aware of its importance and would consider
adopting the relevant provisions of these Guidelines as and when deemed
appropriate.
DIRECTORATE
As per Section 256 of Companies Act,1956,Sri Arun Duggal, Chairman and
Sri Mukund Govind Diwan, Director who retire by rotation at the ensuing
Annual General Meeting , being eligible offer themselves for
reappointment. Brief profile, nature of expertise and directorship
details are furnished to the members in the note accompanying the
notice convening the Annual General Meeting.
During the financial year, Smt Lakshmi Pranesh, Sri Puneet Bhatia, Sri
K R Ramamoorthy and Sri Ranvir Dewan were appointed as Additional
Directors of the Company. As per the provisions of Section 260 of the
Companies Act, 1956, Smt Lakshmi Pranesh, Sri Puneet Bhatia, Sri K R
Ramamoorthy and Sri Ranvir Dewan hold office upto the date of the
ensuing Annual General Meeting of the Company. The Company has received
notice from members proposing Smt Lakshmi Pranesh, Sri Puneet Bhatia,
Sri K R Ramamoorthy and Sri Ranvir Dewan as candidate for the office of
Director.
Necessary resolutions with regard totheaboveare being placed atthe
ensuing Annual General Meeting.
DIRECTORS'' RESPONSIBILITY STATEMENT
Pursuant to the provisions Section 217(2AA) of the Companies Act, 1956
the Directors to the best of their knowledge and belief confirm that :
- In preparation of the Annual Accounts ,the applicable Accounting
Standards have been followed along with proper explanation relating to
material departures .
- such accounting policies as mentioned in Schedule 17 of the Accounts
have been selected and applied consistently and judgments and estimates
have been made that are reasonable and prudent so as to give a true and
fair view of the state of affairs of the Company as at 31st March, 2011
and of the profit of the Company for the year ended on that date;
- proper and sufficient care has been taken for the maintenance of
adequate accounting records in accordance with the provisions of the
Companies Act, 1956 for safeguarding the assets of the Company and for
preventing and detecting fraud and other irregularities;
- the Annual Accounts have been prepared on a going concern basis.
AUDITORS
The Auditors M/s Pijush Gupta & Co., Chartered Accountants, retire at
the conclusion of the ensuing Annual General Meeting and being eligible
offer themselves for reappointment. The Company has received a
certificate from them to the effect that their re-appointment as
Auditors of the Companyif made.would be within the limits prescribed
under Section 224(1 B) of the Companies Act, 1956 they hold valid peer
review certificate as prescribed under Caluse 41 (1)(h)ofthe Listing
Agreement with Stock Exchanges. Necessary resolution
fortheirreppointment is proposed atthe ensuing Annual General Meeting.
PARTICULARS OF EMPLOYEES
Information in accordance with the provisions of Section 217 (2A) of
the Companies Act, 1956 read with Companies (Particulars of Employees)
Rules, 1975 , as amended , forms part of the Directors'' Report.
However, as per the provisions of Section 219 (1) (b) (iv) of the
Companies Act, 1956 this Report and Accounts are being sent to all the
Shareholders of the Company, excluding the statement of particulars of
employees under Section 217 (2A) of the Companies Act, 1956. Any
shareholder interested in obtaining a copy of the said statement may
write to the Company Secretary atthe Secretarial Office of the Company
and the same will be sent by post.
CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE
EARNINGS & OUTGO
PursuanttotherequirementunderSection217(1)(e)oftheCompaniesAct,1956,
read with Companies (Disclosure of Particulars in the Report of the
Board of Directors) Rules, 1988:
a. The Company does not have any activity involving conservation of
energy ortechnology absorption.
b. The Company does not have any Foreign Exchange Earnings.
c. Outgo under Foreign Exchange - Rs. 0.09 lacs (Previous Year: 0.08
Lacs)
ACKNOWLEDGEMENT
The Board of Directors would like to place on record their gratitude
for the guidance and cooperation extended by Reserve Bank of India,
other statutory authorities and the Auditors of the Company. The Board
takes this opportunity to express their sincere appreciation for the
excellent patronage received from the Banks and Financial Institutions.
The Board is pleased to record its appreciation for the enthusiasm,
commitment, dedicated efforts of the employees of the Company at all
levels. The Board is also deeply grateful for the continued confidence
and faith reposed on us by the Shareholders, Depositors, Debenture
holders and Debt holders.
For and on behalf of the Board of Directors
Place: Chennai ARUN DUGGAL
Date: 26th May, 2011 CHAIRMAN
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