ANNUAL REPORT 2016 2 Table of Contents
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Annual Report Year ended 31st December 2016 2016 leading financial institution of the Country, IIDFC was promoted by 10 banks, 3 insurance companies, the ICB and Mr. Md. A Matiul Islam, the first finance secretary of the Government of Bangladesh. With a Board of Directors comprising of top level bankers and former senior civil servants, the main emphasis of IIDFC is promoting and financing investments in largeindustrial and infrastructure projects. IIDFC’s debut in the capital market was through flotation of convertible zero coupon bond, a new and innovative financial instrument. Its presence in the capital market is through its two subsidiaries—one for merchant banking operation and the other for brokerage services. jv‡Lv kwn‡`i i‡³ †fRv Avgv‡`i GB evsjv‡`k ï×vPv‡i F× n‡q `ybx©wZ‡K Kie †kl| -mvMi Avkivd IIDFC LIMITED ANNUAL REPORT 2016 2 Table of Contents IIDFC Commitments 04 S Notice of the 16th Annual General Meeting 06 T Milestone Events 07 Corporate Information 10 Our Bankers 11 Shareholding Structure 12 EN Board of Directors 14 Brief Profile of the Directors 15 T Executive Committee of the Board 22 Audit Committee of the Board 23 Committees of IIDFC 24 Senior Management Team (SMT) 25 IIDFC Staff Members 27 Products & Services 36 Carbon Finance : Caring Nature and Environment 38 Ratings of IIDFC 40 Financial Highlights 41 Sector-wise Exposure 44 Sources of Fund 45 Directors’ Report 46 Foreword 52 Auditors’ Report to the Shareholders of IIDFC Limited 54 Auditors’ Report to the Shareholders of IIDFC Capital Limited 116 Auditors’ Report to the Shareholders of IIDFC Securities Limited 135 Photographs from IIDFC’s Album 158 Notes 173 Proxy Form 175 TABLE OF CON OF TABLE IIDFC LIMITED ANNUAL REPORT 2016 3 IIDFC Commitments Our Commitments to the Nation To contribute to the Country’s economic growth in all possible ways. To accelerate the process of industrialization. To promote projects for removing infrastructure deficiencies. To help banish power outage permanently. To promote SME as a major engine of growth. To promote employment and expand self employment opportunities. To promote low-cost housing projects for the urban middle class. To promote Bangladesh as a desired destination for foreign investors. To assist in the reduction of Green-House Gas Emission. To promote viable Renewable Energy projects. Our Commitment to the Shareholders To maximize shareholders’ wealth strictly complying guidelines of the regulators. IIDFC LIMITED ANNUAL REPORT 2016 4 IIDFC Commitments Our Commitments to Clients To provide superior and prompt customer service. To offer quality-rich and price-competitive finance solution to the clients. To respond quickly to the needs of the entrepreneurs in an honest, credible and timely manner. To promote and serve equipment leasing and finance industry through partnership with the clients. To maintain transparency, fairness, confidentiality and timeliness. To maintain dignity and high ethical standard at all levels of management. Our Commitments to Employees To help build and enhance core values of professional excellence. To provide a congenial and supportive work place for the employees with appropriate compensation package. IIDFC LIMITED ANNUAL REPORT 2016 5 Notice of the 16th Annual General Meeting Notice is hereby given to all shareholders of the Company that the 16th Annual General Meeting ofIndustrial and Infrastructure Development Finance Company Limited will be held on Thursday, July 20, 2017 at 12.30 p.m. at Chamber Building (6th Floor), 122-124 Motiiheel C/A, Dhaka-1000, Bangladesh to discuss the following businesses: l. To receive, consider and adopt the Audited Financial Statements of the Company for the year ended December 31, 2016 and Auditors’ Report & Directors’ Report thereon; 2. To approve dividend for the year 2016 as recommended by the Board of Directors; 3. To election/re-election of Directors of the Company; 4. To appoint auditors for the year 2017 and fix their remuneration; and 5. To transact any other business with the permission of the Chair. By order of the Board Dated, Dhaka Md. Shamim Ahamed, FCA July 02, 2017 Company Secretary NOTES: 1. Members holding shares on the date of the Annual General Meeting will be entitled to the dividend declared in that Annual General Meeting. 2. A member entitled to attend & vote at the General Meeting may appoint a proxy to attend and vote in his/her behalf. The Proxy Form, duly filled in & stamped, must be deposited at least 72 hours before commencement of the General Meeting at Chamber Building (6th Floor), 122-124 Motijheel C/A, Dhaka-1000. 3. Members are requested to notify change of address, if any, to the Company. IIDFC LIMITED ANNUAL REPORT 2016 6 Milestone Events 2000 Dec 19 Incorporated with RJSC, Bangladesh. 2001 Jan 23 Bangladesh Bank issues license. Jan 25 1st meeting of the Board of Directors. Apr 01 Commercial operation starts. 2003 Launching of first ever Zero Coupon Bond by IIDFC. 2004 Syndication of st1 commercial loan of BDT 100 crore for BRAC. 2006 Term Loan Syndication for Warid Telecom International Ltd. [BDT 300 Crore] signed in Abu Dhabi. Sanctioning of st1 SME Loan. 2007 Syndication of Term Loan Facility of BDT 810 million for Ranks Telecom Limited (RTL). 2008 Term Loan Syndication for SUMMIT Uttaranchol & Purbanchol Power Company Ltd. (BDT 395 Crore). Opening of 2nd Branch in Chittagong. 2009 Commencing operation of Brokerage Services. Working Capital Loan Syndication for BSRM Iron & Steel Co. Ltd. (BDT 178.80 Crore). Sales agreement with the World Bank & Govt. of Denmark for delivery of 250,000 tons of Carbon Emission Reduction (CER) by Brick Manufacturing Industries using HHK technology. Formation of IIDFC Capital Limited. IIDFC’s contribution in mitigation of green house gas emissions was recognized in the inaugural session of 15th Global Climate Conference (COP 15) held at Copenhagen on December 07, 2009. Introduction of first ever ACI Convertible Zero Coupon Bond in Bangladesh (BDT 100 Crore). 2010 IIDFC was awarded “HSBC-Daily Star Climate Change Mitigation Award-2010” for developing the best climate change mitigation project in the Country (December 01, 2010). First ever conversion of term loan of BDT 3,122.20 million into redeemable cumulative preference shares of Summit Group’s Summit Uttaranchal Power Company Ltd. and Summit Purbanchal Power Company Ltd. (September 2010). Syndication agreement with Sinha Power Generation Company Ltd., for establishing a 50 MW rental power plant at cost of BDT 2,348.50 million (December 15, 2010). Signing of agreement between IIDFC and National Small Industries Corporation Ltd. (NSIC), India for the development of small industries in Bangladesh. 2011 First ever CDM Project in the brick manufacturing sector of Bangladesh got registered with UNFCCC (August 18, 2011) with IIDFC acting as the Bundling Agent. 9 day SME Technology Fair -2011 (October 9-16, 2011) organized by IIDFC and NSIC, India at Dhaka. IIDFC LIMITED ANNUAL REPORT 2016 7 Milestone Events 2012 The second CDM project HHK (Bundle-2) got registered with UNFCCC (July 31, 2012). Signing of a US$ 6 million loan facility with the Asian Development Bank (November 15, 2012) to improve industrial energy efficiency in 6 different sectors of Bangladesh. 2013 Mandated as the lead arranger to raise syndicated facilities of Term Loan Facility of BDT 583.00 million and Working Capital Facilities of BDT 210.00 million for Infinity Data and Power Ltd. Arranged Term Loan Facility of BDT 2180.00 Million for Sinha Peoples Energy Limited for establishing a 52.5 MW HFO based power generation facility at Katpotti, Munshiganj under syndication arrangement. 2014 Arranged Term Loan Facility of BDT 1000.4 million and USD 6.35 million for Fiber @ Home under syndication arrangement, which is First ever World Bank Financing in IT sector through IPFF cell of Bangladesh Bank. Arranged Term Loan Facility of BDT 435.00 million for Infinity Data and Power Limited (IDPL) for setting up a cable manufacturing facility in Kazipara, Narayanganj under syndication arrangement. CER revenue worth USD 240,000 received and distrubuted amongst participating brick kiln owners using HHK Technology and other stakeholders. 2015 Arranged BDT 3,420.00 million through issuance of 8 (eight) commercial Papers ( both in secured and unsecured mode) for different economic sectors i.e. Textile, Automobile, Steel & Iron and ICT sector. Arrangement of Tier II Capital for Social Islami Bank Limited through issuance of SIBL Mudaraba Sub- ordinated Bond. Issue size BDT 3,000.00 million. IIDFC entered into a Certified Emissions Reduction Purchase Agreement (CERPA) with the Asian Development Bank to sell 160,000 tons of Emissions Reduction during 2016-2019 generated by its 2 Energy Efficient Brick Manufacturing Clean Development Mechanism projects on 09 April, 2015. UNFCCC issued 50,877 tons of Certified Emissions Reductoins (CERs) for the 2 CDM projects of IIDFC during September 2015. CER revenue worth USD 578,330 received and distrubuted amongst brick kiln owners and other stakeholders. 2016 Structured Finance Team successfully arranged BDT 1,441.60 million for IPFF project of Summit Communications Ltd. The project is facilitated by Bangladesh Bank and Funded by World Bank. IIDFC became a Participatory Financing Institution in the “PPP Financing Partnership Program” through signing a MoU with “PPP Authority” on November 3, 2016. The MoU will allow IIDFC to have priority access to the feasibility studies and draft tender documents of PPP projects. UN's Climate Change Convention i.e. UNFCCC issued 53,069 tons of Certified Emissions Reductions (CERs) for the 2 CDM projects of IIDFC during September 2016. This issuance generated revenue worth USD 721,000, a part of which was distributed among the stakeholders of IIDFC's CDM Brick Manufacturing Project. Opening of 3rd Branch at Uttara, Dhaka on May 05, 2016. Invited by the World Bank, IIDFC participated in the Carbon Expo 2016 held in Cologne, Germany from May 25 to 27 2016 and showcased the benefits of its Clean Development Mechanism (CDM) Brick Manufacturing project and emphasized on the necessity of large-scale GHG mitigation projects in Bangladesh.