Annual Report 2018-19 Strength Comes from an Indomitable Will
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Strength comes from an indomitable will Annual Report 2018-19 Designed by Goldmine Advertising Ltd. 302 Success is always a triumph against adversities Our presence for over three decades is characterized by determination, endurance and perseverance. To us, challenges make life interesting and overcoming them is what makes our credibility meaningful. Success then, is only the offshoot of overcoming challenges and needs the spirit of a conqueror. And the strength to deliver innovative ideas, cutting-edge solutions along with unparalleled execution as India's leading investment bank doesn't come from what we do - offering the entire gamut of corporate advisory solutions - but overcoming the things we once thought we couldn't. Obstacles develop our strength. Running into challenges rather than running away from them is what makes us stronger. When we go through adversities, and decide not to surrender, that is strength. That is when we find deeper powers within ourselves to beat all odds. FY 2018-19 has been a year where rigour and valour got the better of trials and tribulations. ANNUAL REPORT 2018 - 2019 1 VISION To be the best India based Investment Bank. MISSION To provide credible, professional and customer focused world-class investment banking services. Strong conviction precedes great action 2 INDEX Board of Directors 05 Awards & Rankings 07 About Us 08 Equity Capital Markets (ECM) 10 Debt Capital Markets (DCM) 11 Project Advisory & Structured Finance Group (PA&SF) 14 Our Subsidiaries 17 Corporate Social Responsibility (CSR) 20 Directors’ Report 22 Consolidated Financial Statements - Independent Auditors' Report 81 Consolidated Financial Statements - CAG Comments 89 Consolidated Balance Sheet 90 Consolidated Statement of Profit & Loss 92 Consolidated Cash Flow Statement 94 Notes to Consolidated Financial Statements 98 Standalone Financial Statements - Independent Auditors' Report 139 Standalone Financial Statements - CAG Comments 148 Standalone Balance Sheet 149 Standalone Statement of Profit & Loss 151 Standalone Cash Flow Statement 153 Notes to the Standalone Financial Statements 157 3 Success doesn't just happen. It's planned for. 4 Shri Rajnish Kumar Non-Executive Chairman OUR BOARD OF DIRECTORS Shri Dinesh Kumar Khara Smt. Bharati Rao Non-Executive Nominee Director Non-Executive Nominee Director Shri Narayan K. Seshadri Shri T. L. Palani Kumar Shri Ananth Narayanan G. Non-Executive Independent Director Non-Executive Director Non-Executive Director Shri Sanjiv Chadha Smt. Uma Shanmukhi Sistla Managing Director & CEO Whole-time Director 5 Winning takes talent; to repeat takes character. 6 Awards & Rankings The Asset Triple A Asia Infrastructure Awards 2019 Project Finance House of the Year, India The Asset Triple A Asia Infrastructure Country Deals Awards (South Asia) Utility Deal of the Year Petrochemical Deal of the Year Adani Transmission acquisition of Hindustan Urvarak & Rasayan Reliance Infrastructure Limited urea projects INR 158.295 billion Mumbai generation, transmission financing and distribution business International Finance Awards 2019 Best Deal of the Year Best Project Advisory Oil and Gas (India) 2019 for India 2019 HPCL Rajasthan Refinery Ltd. Dealogic Ranked No. 4 - MLA Asia Pacific Project Finance Loans with market share of 6.8% (USD 762 Million) Bloomberg League Tables Ranked No. 3 - Indian Borrower Ranked No. 1 - Indian Borrower Loans Foreign Currency Loans Mandated Mandated Lead Arranger with Lead Arrangers with market 12.274% market share share of 6.606% (Volume INR 381691 Million) (Volume USD 1801 Million) Ranked No.1 - Local currency loans Mandated Lead Arranger with 21.170% (Volume INR 259906 Million) Debtwire Ranked No. 3 - South Asia Mandated Ranked No. 3 - India Mandated Lead Arranger with market share of Lead Arranger with market share of 14.56% (Volume USD 1628 Million) 15.79% (Volume USD 1591 Million) Thomson Reuters - PFI Ranked No. 5 - Asia Pacific MLA with market share 3.4% Volume USD 1143.1 Million ANNUAL REPORT 2018 - 2019 7 Circumstances don't determine our destiny. Determination does. ABOUT US SBI Capital Markets Ltd. (SBICAP), one of India’s leading domestic Investment Banks, began its operations in August 1986 and is a wholly owned subsidiary and investment banking arm of State Bank of India (SBI), the largest commercial bank in India. SBICAP offers the entire bouquet of investment banking and corporate advisory services. The service bouquet includes the full range of financial advisory services under one umbrella covering Project Advisory, Structured Debt Placement, Capital Markets, Mergers & Acquisitions, Private Equity and Stressed Assets Resolution. As a complete solutions provider to clients in investment banking and corporate advisory, SBICAP offers them advice, innovative ideas, and unparalleled execution across all stages in their business cycle ranging from venture capital advisory, project advisory, buy and sell-side advisory, accessing financial markets to raise capital and even restructuring advisory in their turn-around phases. SBICAP is a leader in the area of Project Advisory and has lent crucial support to the Indian infrastructure sector. The team of executives consists of qualified and dedicated professionals with vast experience in the fields of Project Advisory, M&A Advisory, Corporate Strategy or Business Restructuring Advisory, arranging of Private Equity / Structured Finance, Equity, Debt and Hybrid Capital raising. Headquartered in Mumbai, SBICAP has 5 regional offices across India (Ahmedabad, Chennai, Hyderabad, Kolkata and New Delhi) and 5 subsidiaries - SBICAP Securities Limited, SBICAP Trustee Company Limited, SBICAP Ventures Limited, SBICAP (UK) Limited and SBICAP (Singapore) Limited. The regional offices are located strategically at major business hubs in the country and closely liaise with clients at those and nearby centers. SBICAP also offers services in the areas of Equity Broking & Research, Security Agency & Debenture Trusteeship and Private Equity Investment & Asset Management through its wholly-owned subsidiaries SBICAP Securities Limited, SBICAP Trustee Co. Ltd. and SBICAP Ventures Limited, respectively. 8 ANNUAL REPORT 2018 - 2019 Champions are made of a resolve to never quit, no matter what. ANNUAL REPORT 2018 - 2019 9 Talent wins games but strategy wins championships. EQUITY CAPITAL MARKETS (ECM) SBICAP is one of India’s leading domestic Investment Banks offering entire gamut of services. Our Equity Capital Markets team specializes in advising clients with equity fund raising such as IPO, FPO, Rights Issues, QIP, OFS and advisory transactions including Mergers & Acquisition, Private Equity etc. With over 30 years of experience, we have established our position as a merchant banker of choice by providing customized client solutions. ECM assists its clients (Corporates, Banks, Financial institutions, Government Undertakings etc.) in fund-raising by way of equity from both Domestic and Foreign Investors. Our investor relationships spanning across domestic and global investors including Mutual Funds, Insurance Companies, FPI’s, high net-worth individuals and retail investors have been long-standing and give us an edge in our product and solution offerings in the equity markets space. We have handled many complex transactions and successfully closed them across various products and sectors. We have experts with in-depth knowledge and experience in equity capital markets, mergers and acquisitions, private equity etc. We have successfully concluded 6 deals, including 2 IPOs, 1 OFS and 3 Buybacks during FY 2018-19. Equity Products and Solutions offered by ECM include: • Public Issues including Initial and Further Public Offerings (IPOs and FPOs) • Rights Issues • Private Placements including Qualified Institutional Placements (QIPs) and Preferential Allotments • Capital market advisories including Open Offers, Buy back and Delisting etc • Offer for Sale (OFS) on the stock exchange platform • Infrastructure Investment Trusts (InvIT) / Real Estate Investment Trust (REIT) • Bulk and Block trades • Pre-IPO Placements, Pre-IPO Advisory for being in regulatory preparedness etc • Mergers and Acquisitions (M&A) • Private Equity • Capital restructuring advisory • Valuation advisory etc. 10 ANNUAL REPORT 2018 - 2019 DEBT CAPITAL MARKETS (DCM) The SBICAP DCM team is one of the leading arrangers in Debt Capital Market for raising funds through debt market from onshore as well as offshore markets. Our clientele range from Corporates, Banks, Financial Institutions, Municipal Corporations and Central / State Government Undertakings. Our long- standing investor relationships spanning both public and private companies across multiple sectors give us an edge in our product and solution offerings in the debt capital markets space. During the Financial year 2018-19, the DCM Group has mobilized ` 74,578 crore from 36 NCD issuances through private placement for various clients. Apart from the plain vanilla NCD issuance, we have expertise in handling complex deals and successfully leading them to closure in various industry verticals. SBICAP has been in the forefront for raising Municipal bonds in the country. Out of the total 6 Municipal Bonds under the new SEBI guideline for Municipal Bond during FY 2018-19, we have successfully arranged and placed 3 Municipal Bonds. We have also been part of 2 Public Issues of debt in FY 2018-19. We are the first Indian Investment Bank to arrange the Foreign Currency Bond Issuance. With our operationalized offices at strategic