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Tata Capital Financial Services Limited TATA CAPITAL FINANCIAL SERVICES LIMITED DETAILED INFORMATION SHEET FOR CONTINUATION OF SECURED REDEEMABLE NON CONVERTIBLE DEBENTURES ISSUED TO THE PUBLIC 1 SR PAGE TITLE NO. NO. (I) DEFINITIONS / ABREVIATIONS 3 (II) FORWARD LOOKING STATEMENTS AND USE OF MARKET DATA 5 (III) RISK FACTORS 7 (IV) SUMMARY TERM SHEET 15 (V) INTRODUCTION 16 (VI) FINANCIAL INFORMATION 27 (VII) BRIEF HISTORY AND CAPITAL STRUCTURE 28 (VIII) NCD RELATED INFORMATION 31 (IX) OUTSTANDING LITIGATION 36 (X) LEGAL AND OTHER INFORMATION 37 2 (I) DEFINITIONS / ABBREVIATIONS TCL Tata Capital Limited, a public limited company incorporated under the Companies Act, 1956 and registered with the Reserve Bank of India u/s 45-IA of the Reserve Bank of India Act, 1934, as an NBFC and classified as a Core Investment Company TCFSL / The Company / Tata Capital Financial Services Limited, a public limited Company company incorporated under the Companies Act, 1956 and registered with the Reserve Bank of India u/s 45-IA of the Reserve Bank of India Act, 1934 as an NBFC and classified as a ‘Systemically Important Non-Deposit Accepting NBFC’ Articles Articles of Association of the Company Memorandum Memorandum of Association of the Company Board / Board of Directors The Board of Directors of the Company and includes any Committee thereof BSE BSE Limited CAR Capital Adequacy Ratio ICRA ICRA Limited CFAB Consumer Finance & Advisory Business Debentures / NCDs / Secured Secured, Redeemable, Non-Convertible Debentures, NCDs aggregating Rs. 1,500 crore which were issued to the Public through Prospectus dated January 21, 2009 and of which, an aggregate amount of Rs. 605.02 crore is outstanding Debenture Holder(s) / Depending on the context in which it is used, Debenture Investor(s) / NCD Holder(s) Holder(s) / Investor(s) / NCD Holders mean the holder(s) of the NCDs Debt Regulations SEBI (Issue and Listing of Debt Securities) Regulations, 2008 (as amended from time to time) Current Assets Means current assets of the Company comprising of all receivables arising out of loan, lease and hire purchase transactions, all other book debts, Trade Advances and such other current assets as may be identified by the Company from time to time and accepted by the Debenture/ Security Trustee NSDL National Securities Depository Limited CDSL Central Depository Services (India) Limited Prospectus The Prospectus dated January 21, 2009, through which the NCDs had been issued FY Financial Year GAAP Generally Accepted Accounting Principles High Court Hon’ble High Court of Judicature at Bombay I.T. Act The Income Tax Act, 1961 (as amended from time to time) MCA Ministry of Corporate Affairs, Government of India NBFC Non Banking Financial Company NPA Non Performing Assets NSE National Stock Exchange of India Limited Promoter Tata Capital Limited RBI Reserve Bank of India Rs./ Rupees The lawful currency of the Republic of India. Scheme Scheme of Arrangement between TCL and TCFSL as sanctioned by the High Court of Judicature at Bombay vide orders dated October 14, 2011, February 24, 2012 and March 12, 2012. The Scheme became effective on 3 March 27, 2012 (Appointed Date: April 1, 2011) SEBI Securities and Exchange Board of India constituted under the Securities and Exchange Board of India Act, 1992 (as amended from time to time) The Companies Act The Companies Act, 1956 (as amended from time to time) Transferred Undertaking As defined in the Scheme Trustees / Debenture Trustee IL&FS Trust Company Limited, Trustees for the NCD Holders “We”, “us” and “our” Unless the context otherwise requires, the Company 4 (II) FORWARD LOOKING STATEMENTS AND USE OF MARKET DATA FORWARD LOOKING STATEMENTS This Detailed Information Sheet contains certain “forward-looking statements”. These forward looking statements generally can be identified by words or phrases such as “aim”, “anticipate”, “believe”, “expect”, “estimate”, “intend”, “objective”, “plan”, “shall”, “will”, “will continue”, “will pursue”, “would”, “will likely result”, “is likely”, “expected to”, “will achieve”, “contemplate”, “seek to”, “target”, “propose to”, “future”, “goal”, “project”, “should”, “can”, “could”, “may”, “in management’s judgment” or other words or phrases of similar import or variations of such expressions. Similarly, statements that describe our strategies, objectives, plans or goals are also forward-looking statements. All forward looking statements are subject to risks, uncertainties and assumptions about us that could cause actual results to differ materially from those contemplated by the relevant forward-looking statement. Important factors that could cause actual results to differ materially from our expectations include, amongst others: General economic and business conditions in India and abroad; Our ability to successfully implement our strategy, our growth and expansion plans and technological changes; Our ability to compete effectively and access funds at competitive cost; Changes in the value of Rupee and other currency changes; Unanticipated turbulence in interest rates, equity prices or other rates or prices; the performance of the financial and capital markets in India and globally; Availability of funds and willingness of our lenders to lend; Changes in political conditions in India; The rate of growth of our loan assets and level of NPAs in our portfolio; The outcome of any legal or regulatory proceedings we are or may become a party to; Our ability to retain our management team and skilled personnel; Changes in Indian and foreign laws and regulations, including tax, accounting, banking, securities, investments and loans, foreign exchange, insurance and other regulations; changes in competition and the pricing environment in India; and regional or general changes in asset valuations; and Changes in laws and regulations that apply to NBFCs in India, including laws that impact our lending rates and our ability to enforce our collateral. By their nature, certain market risk disclosures are only estimates and could be materially different from what actually occurs in the future. As a result, actual future gains or losses could materially differ from those that have been estimated. Neither our Company, our Directors and Officers nor any of their respective affiliates have any obligation to update or otherwise revise any statements reflecting circumstances arising after the date hereof or to reflect the occurrence of underlying events, even if the underlying assumptions do not come to fruition. For further discussion of factors that could cause our actual results to differ, see the section titled “Risk Factors” on Page 7. USE OF MARKET DATA In this Detailed Information Sheet, discrepancies if any, in any table, between the total and the sum of the amounts listed are due to rounding-off. There may be differences between Indian GAAP and GAAP followed in other jurisdictions. The Company has not attempted to explain these differences or quantify their impact on the financial data included herein, and NCD Holders are urged to consult their own advisors regarding such differences and their impact on financial data. 5 Except as specifically disclosed, all financial/capital ratios and disclosures regarding NPAs in this Detailed Information Sheet are in accordance with the applicable RBI norms. Unless stated otherwise, macroeconomic and industry data used throughout this Detailed Information Sheet has been obtained from publications prepared by providers of industry information, government sources and multilateral institutions. Such publications generally state that the information contained therein has been obtained from sources believed to be reliable but that their accuracy and completeness are not guaranteed and their reliability cannot be assured. Although the Company believes that industry data used in this Detailed Information Sheet is reliable, it has not been independently verified. 6 (III) RISK FACTORS The following are some of the risks envisaged by the Management. NCD Holders should consider the same carefully for evaluating the Company and its business before making any investment decision. Unless the context requires otherwise, the risk factors described below apply to Tata Capital Financial Services Limited. If any one of the risks occurs, the Company’s business, financial conditions and results of operations could suffer and therefore the value of the Company’s debt securities could decline. The Company believes that the factors described below represent the principal risks inherent in continuation of the NCDs, but the inability of the Company, as the case may be, to pay coupon, principal or other amounts on or in connection with any NCDs may occur for other reasons and the Company does not represent that the statements below regarding the risks of holding any NCDs are exhaustive. NCD Holders should also read the information set out elsewhere in this Detailed Information Sheet and reach their own views prior to making any investment decision. Prior to making an investment decision, NCD Holders should carefully consider, along with the other matters set out in this Detailed Information Sheet, the following risk factors that may affect investment considerations. If in doubt, NCD Holders are strongly recommended to consult with their financial, legal and tax advisors before making any investment decision. Note: Unless specified or quantified in the relevant risk factors, the Company is not in a position to quantify the financial or other implications of any risk mentioned herein below: A. INTERNAL RISK FACTORS 1.
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