2019 Annual Report Contents
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HOLDINGS CORPORATION 2019 Annual Report Contents Fairfax India Corporate Performance ........ 1 Corporate Profile ...................... 2 Letter to Shareholders ................... 4 Management’s Responsibility for the Consolidated Financial Statements ........ 24 Independent Auditor’s Report ............. 25 Fairfax India Consolidated Financial Statements . 28 Notes to Consolidated Financial Statements . 34 Management’s Discussion and Analysis of Financial Condition and Results of Operations 70 Corporate Information .................. 122 HOLDINGS CORPORATION 8MAR201619315321 2019 Annual Report Fairfax India Corporate Performance (in US$ thousands, except as otherwise indicated)(1) Book Common value Closing share- Shares Earnings per share Net Total holders’ out- per share(2) price Income earnings assets Investments equity standing(1) share As at and for the years ended December 31 Initial public offering 10.00 10.00(3) 2015 9.50 10.10 65,251 40,939 1,025,421 978,569 1,013,329 106.7 0.42 2016 10.25 11.55 128,604 107,825 1,303,497 1,095,569 1,075,446 104.9 1.01 2017 14.46 15.00 609,670 452,509 2,672,221 2,635,726 2,132,464 147.4 2.94 2018 13.86 13.13 166,518 96,432 2,707,057 2,661,347 2,117,945 152.9 0.63 2019 16.89 12.80 712,689 516,338 3,244,937 3,171,332 2,577,851 152.6 3.30 Compound annual growth 11.2%(4) 5.1% (1) All share references are to common shares; Closing share price and per share amounts are in U.S. dollars; Shares outstanding are in millions. (2) Calculated as common shareholders’ equity divided by common shares effectively outstanding. (3) On January 30, 2015, upon completion of the company’s initial public offering price of $10.00 per share, Fairfax India Holdings Corporation’s subordinate voting shares began trading on the Toronto Stock Exchange under the symbol FIH.U. (4) The company’s book value per share of $16.89 at December 31, 2019 represented a compound annual growth rate from the initial public offering price of $10.00 per share at January 30, 2015 of 11.2%. 1 FAIRFAX INDIA HOLDINGS CORPORATION Corporate Profile Fairfax India Holdings Corporation (‘‘Fairfax India’’) is an investment holding company whose objective is to achieve long term capital appreciation, while preserving capital, by investing in public and private equity securities and debt instruments in India and Indian businesses (‘‘Indian Investments’’). Indian Investments(1) Fairfax India’s Public Indian Investments are comprised of various percentages of ownership in the following companies whose shares are listed on both the BSE (formerly known as Bombay Stock Exchange Limited) and the National Stock Exchange of India: IIFL Finance Limited (‘‘IIFL Finance’’) is a publicly traded diversified financing company located in Mumbai, India that through its subsidiaries offers home loans, gold loans, business loans (including loans against property and small-to-medium enterprise loans, microfinance, developer and construction finance) and capital market finance. IIFL Finance’s revenues for the twelve months ended December 31, 2019 were $363 million. At year end, IIFL Finance had shareholders’ equity of $678 million and there were approximately 18,000 employees. Additional information can be accessed from IIFL Finance’s website www.iifl.com. IIFL Wealth Management Limited (‘‘IIFL Wealth’’) is a publicly traded wealth management firm with principal lines of business in wealth management and asset management, located in Mumbai, India. The wealth management business serves the highly specialized needs of high net worth and ultra-high net worth individuals, affluent families, family offices and institutional clients through a comprehensive range of tailored wealth management solutions. The asset management business provides a diversified suite of alternative investment funds, portfolio management services and mutual funds that span public and private equities, fixed income securities and real estate. IIFL Wealth’s revenues for the twelve months ended December 31, 2019 were $131 million. At year end, IIFL Wealth had shareholders’ equity of $429 million and there were approximately 900 employees. Additional information can be accessed from IIFL Wealth’s website www.iiflwealth.com. IIFL Securities Limited (‘‘IIFL Securities’’) is a publicly traded leading investment advisory firm providing diversified financial services and products such as financial planning, equity, commodities and currency broking (both cash and derivatives), depository participant services, investment banking, portfolio management as well as distribution of mutual funds, bonds and other products. IIFL Securities is located in Mumbai, India. IIFL Securities’ revenues for the twelve months ended December 31, 2019 were $113 million. At year end, IIFL Securities had shareholders’ equity of $128 million and there were approximately 2,000 employees. Additional information can be accessed from IIFL Securities’ website www.iiflsecurities.com. CSB Bank Limited (‘‘CSB Bank’’) is a publicly traded company located in Thrissur, India, established in 1920 and is a full-service bank offering retail banking, non-resident Indian banking services, small-to-medium enterprise and wholesale banking services through 416 branches and 290 automated teller machines across India. Prepared in accordance with International Financial Reporting Standards (‘‘IFRS’’), CSB Bank’s revenues for the twelve months ended December 31, 2019 were $107 million. At year end, CSB Bank had shareholders’ equity of $278 million and there were approximately 3,200 employees. Additional information can be accessed from CSB Bank’s website www.csb.co.in. Fairchem Speciality Limited (‘‘Fairchem’’) is a publicly traded, specialty chemical manufacturer located in Ahmedabad, India. Fairchem manufactures oleochemicals used in the paints, inks and adhesives industries, as well as intermediate neutraceutical and health products. Privi Organics Limited (‘‘Privi’’), a wholly-owned subsidiary of Fairchem, is a supplier of aroma chemicals to the fragrance industry and is located in Mumbai, India. Privi’s world- class products are the result of its very strong research and development team that has proven expertise in developing new products, customizing aromas per customer specifications, scaling up products from basic research to commercial scale, and designing process improvements to drive quality and cost optimization. Based on IFRS, Fairchem’s revenues (comprised of Fairchem and Privi) for the twelve months ended December 31, 2019 were $242 million. At year end, Fairchem had shareholders’ equity of $97 million and there were approximately 1,400 employees. Additional information can be accessed from Fairchem’s and Privi’s websites www.fairchem.in and www.privi.com. (1) All of the Indian Investments’ figures are based on Indian Accounting Standards (Ind AS) unless otherwise stated. 2 5paisa Capital Limited (‘‘5paisa’’), located in Mumbai, India, is a publicly traded online financial services provider with a ‘‘do-it-yourself’’ investment brokerage model that allows customers to execute investment transactions for low brokerage fees. 5paisa is primarily engaged in providing a technology platform through online and mobile applications for trading securities on the BSE and the NSE of India. 5paisa’s revenues for the twelve months ended December 31, 2019 were $14 million. At year end, 5paisa had shareholders’ equity of $20 million and there were approximately 1,200 employees. Additional information can be accessed from 5paisa’s website www.5paisa.com. Fairfax India’s Private Indian Investments are comprised of various percentages of ownership in the following companies whose fair values cannot be derived from an active market and accordingly, are valued internally using industry accepted valuation techniques and models: Bangalore International Airport Limited (‘‘BIAL’’) is a private company located in Bengaluru, India. BIAL, under a concession agreement with the Government of India until the year 2038 (with the right to extend the agreement for an additional 30 years), has the exclusive rights to carry out the development, design, financing, construction, commissioning, maintenance, operation and management of the Kempegowda International Airport Bengaluru (‘‘KIAB’’) through a public-private partnership. KIAB is the first greenfield airport in India built through a public-private partnership. Based on IFRS, BIAL’s revenues for the twelve months ended December 31, 2019 were $211 million. At year end, BIAL had shareholders’ equity of $450 million and there were approximately 1,300 employees. Additional information can be accessed from BIAL’s website www.bengaluruairport.com. Sanmar Chemicals Group (‘‘Sanmar’’), a private company located in Chennai, India, is one of the largest suspension polyvinyl chloride (‘‘PVC’’) manufacturers in India, operating in India and Egypt. Sanmar also manufactures caustic soda, calcium chloride, chloromethanes, refrigerant gases, industrial salt and specialty chemical intermediates. Based on IFRS, Sanmar’s revenues for the twelve months ended December 31, 2019 were $719 million. At year end, Sanmar had a shareholders’ deficit of $31 million and there were approximately 1,900 employees. Additional information can be accessed from Sanmar’s website www.sanmargroup.com. National Collateral Management Services Limited (‘‘NCML’’), located in Gurugram, India, is a private agricultural commodities storage company operating in the agriculture value chain and offering end-to-end solutions in grain procurement, testing, storage