Kotak Mahindra Trusteeship Services Limited. Bigger. Bolder. Better.

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1 Kotak Mahindra Trusteeship Services Limited Bigger. Bolder. Better.

2 DIRECTORS REPORT To the Members of KOTAK MAHINDRA TRUSTEESHIP SERVICES LIMITED The Directors have pleasure in presenting their Fourteenth Annual Report together with the audited accounts of the Company for the year ended 31st March FINANCIAL RESULTS Particulars For the year ended 31st March 2014 (` in Lakhs) For the year ended 31st March 2013 Gross Income Profit before Tax Profit after Tax Add: Surplus brought forward from the previous year Amount available for appropriation Surplus carried to the Balance Sheet DIVIDEND The Directors do not recommend any dividend for the year ended on 31st March OPERATIONS The Company acts as trustee to domestic venture capital / private equity and realty funds operating in the alternate assets domain. The aggregate corpus as on 31st March 2014, across domestic funds where the Company acts as trustee, is ~ ` 3,080 crores. During the year ended 31st March 2014, certain funds for which the Company acts as trustee made distributions to investors aggregating to ~ ` crores comprising of income and divestment proceeds. The estate planning business of the Company which is engaged in rendering trusteeship services to private trusts which have been set up for the clients, has also seen growth in the year ended 31st March The Company has, till date been appointed as trustee for 64 such private trusts and 1 testamentary trust. The Company is also appointed as executor for 4 wills. During the financial year ended on 31st March 2014, the Company has been appointed as the trustee of 20 private trusts. The Company s total income was ` 3.68 crores for the year ended 31st March 2014 as compared to ` 2.70 crores for the previous year. The earnings per share of the Company were ` 214 per share for the year ended 31st March 2014 as compared to ` per share during the previous year. DIRECTORS Mr. Shivaji Dam and Mr. Chetan Desai retire by rotation at the ensuing Annual General Meeting and, being eligible, offer themselves for re-appointment. NOMINATION COMMITTEE The Nomination Committee consists of (1) Mr. K. M. Gherda and (2) Mr. Shivaji Dam. During the year ended 31st March 2014, one meeting of the Nomination Committee was held on 18th April AUDITORS The Company s Auditors, Messers Deloitte Haskins & Sells (Regn No W), Baroda, retiring at the ensuing Annual General Meeting ( AGM ), has expressed their unwillingness for their reappointment. Messers Deloitte Haskins & Sells LLP (Regn. No W/W ), have expressed their willingness to be appointed as the Auditors of the Company. As per Section 139 of the Companies Act, 2013 ( Co Act, 2013 ), every company shall, at the first AGM after the enactment of Co Act, 2013, appoint an individual or a firm as Auditor who shall hold the office from the conclusion of that meeting till the conclusion of its sixth AGM, subject to ratification of such appointment by the Members in second and each subsequent AGMs, during this period. Accordingly, Directors are proposing the appointment of Messers Deloitte Haskins & Sells LLP (Regn. No W/W ), Mumbai, as statutory auditors of the Company in the ensuing AGM of the Company. Annual Report

3 STATUTORY INFORMATION The Company did not have any employee in receipt of the remuneration not less than the limits prescribed under Section 217(2A) of the Companies Act, 1956 during the year nor did it accept any deposits during the year. It had no foreign exchange earnings and out go, during the year. The other particulars prescribed under the Companies (Disclosure of Particulars in the Report of Board of Directors) Rules, 1988 are not applicable since the Company is not a manufacturing company. EMPLOYEES As on 31st March 2014, the Company had 6 employees for its business of Estate Planning Services. DIRECTORS RESPONSIBILITY STATEMENT Based on the representations of the operational management of Kotak Investment Advisors Limited, who is entrusted with the maintenance of the books of accounts of the Company, the Directors confirm that in pursuance of Section 217 (2AA) of the Companies Act, 1956: a. the Company has, in the preparation of the annual accounts for the year ended 31st March 2014, followed the applicable accounting standards along with proper explanations relating to material departures, if any; b. they have selected such accounting policies and applied them consistently and made judgements and estimates 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 2014 and of the profit of the Company for the financial year ended 31st March 2014; c. they have taken proper and sufficient care to the best of their knowledge and ability, for the maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities; and d. the annual accounts have been prepared on a going concern basis. ACKNOWLEDGEMENTS We thank our employees, members, investors of funds for which the Company acts as trustee, Securities and Exchange Board of India and bankers for their continued support during the year. For and on behalf of the Board of Directors K. M. Gherda Chairman 21st April 2014 Mumbai 2 Kotak Mahindra Trusteeship Services Limited

4 Independent Auditors Report To the Members of Kotak Mahindra Trusteeship Services Limited Report on the Financial Statements 1. We have audited the accompanying financial statements of KOTAK MAHINDRA TRUSTEESHIP SERVICES LIMITED ( the Company ), which comprise the Balance Sheet as at 31st March, 2014, the Statement of Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information. Management s Responsibility for the Financial Statements 2. The Company s Management is responsible for the preparation of these financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the Accounting Standards notified under the Companies Act, 1956 ( the Act ) (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs) and in accordance with the accounting principles generally accepted in India. This responsibility includes the design, implementation and maintenance of internal control relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. Auditors Responsibility 3. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. 4. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company s internal control. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Management, as well as evaluating the overall presentation of the financial statements. Opinion We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 5. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India: (a) in the case of the Balance Sheet, of the state of affairs of the Company as at 31st March, 2014; (b) (c) in the case of the Statement of Profit and Loss, of the profit of the Company for the year ended on that date; and in the case of the Cash Flow Statement, of the cash flows of the Company for the year ended on that date. Report on Other Legal and Regulatory Requirements 6. As required by the Companies (Auditor s Report) Order, 2003 ( the Order ) issued by the Central Government in terms of Section 227(4A) of the Act, we give in the Annexure a statement on the matters specified in paragraphs 4 and 5 of the Order. 7. As required by Section 227(3) of the Act, we report that: (a) (b) (c) (d) (e) We have obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit. In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with by this Report are in agreement with the books of account. In our opinion, the Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement comply with the Accounting Standards notified under the Act (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 in terms of General Circular 15/2013 dated 13th September, 2013 of the Ministry of Corporate Affairs). On the basis of the written representations received from the directors as on 31st March, 2014 taken on record by the Board of Directors, none of the directors is disqualified as on 31st March, 2014 from being appointed as a director in terms of Section 274(1) (g) of the Act. For DELOITTE HASKINS & SELLS Chartered Accountants (Firm s Registration No W) Ketan Vora (Partner) (Membership No ) MUMBAI, 21st April, 2014 Annual Report

5 ANNEXURE TO THE AUDITORS REPORT (Referred to in paragraph 6 under Report on Other Legal and Regulatory Requirements section of our report of even date on the accounts of Kotak Mahindra Trusteeship Services Limited) (i) (ii) Having regard to the nature of the Company s business/activities/results during the year, clauses (ii), (viii), (xi), (xiii), (xiv), and (xix) of CARO are not applicable to the Company. In respect of its fixed assets: (a) (b) (c) The Company has maintained proper records showing full particulars, including quantitative details and situation of the fixed assets. The fixed assets were physically verified during the year by the Management in accordance with a regular programme of verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals. According to the information and explanations given to us, no material discrepancies were noticed on such verification. None of the Fixed Assets were disposed off during the year. Hence, the going concern status of the company is not affected. (iii) The Company has neither granted nor taken any loans, secured or unsecured, to/from companies, firms or other parties listed in the Register maintained under Section 301 of the Companies Act, In view of what has been stated above, clauses (b), (c), (d), (e), (f) and (g) of clause (iii) of paragraph 4 of the Order are not applicable to the company for the year. (iv) In our opinion and according to the information and explanations given to us, there is an adequate internal control system commensurate with the size of the Company and the nature of its business for the purchase of fixed assets and for sale of services. During the course of our audit, we have not observed any major weakness in such internal control system. (v) (vi) According to the information and explanations given to us, there are no parties covered under section 301 of the Companies Act, Hence clause (v) of Para 4 of the Order is not applicable to the Company for the year. According to the information and explanations given to us, the Company has not accepted any deposit from the public during the year hence the requirements of clause (vi) of paragraph 4 of the order are not applicable to the company for the year. (vii) In our opinion, the internal audit function carried out during the year by a firm of Chartered Accountants appointed by the Management have been commensurate with the size of the Company and the nature of its business. (viii) According to the information and explanations given to us in respect of statutory dues: (a) (b) (c) The Company has been regular in depositing undisputed dues, including Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty, Cess and other material statutory dues applicable to it with the appropriate authorities. There were no undisputed amounts payable in respect of Provident Fund, Investor Education and Protection Fund, Employees State Insurance, Income-tax, Sales Tax, Wealth Tax, Service Tax, Customs Duty, Excise Duty, Cess and other material statutory dues in arrears as at 31st March, 2014 for a period of more than six months from the date they became payable. There are no dues of Income-tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty and Cess which have not been deposited as on 31st March, 2014 on account of disputes. (ix) (x) The company has no accumulated losses as at March 31, 2014 and has not incurred any cash loss during the financial year ended on that date and in the immediately preceding financial year. According to information and explanations given to us, the Company has not granted any loans or advances on the basis of security by way of pledge of shares, debentures and other securities and hence the requirements of clause (xii) of paragraph 4 of the order are not applicable to the company for the year. (xi) According to information and explanations given to us, the Company has not given any guarantees for loans taken by others from banks and financial institution and hence the requirements of clause (xv) of paragraph 4 of the order are not applicable to the company for the year. (xii) To the best of our knowledge and belief and according to the information and explanation given to us, the Company has not availed of any term loans and hence the requirements of clause (xvi) of paragraph 4 of the order are not applicable to the company for the year. (xiii) According to the information and explanations given to us and on an overall examination of the Balance Sheet and other records of the company, we report that no funds have been raised on short term basis and hence the reporting requirement under clause (xvii) of Paragraph 4 of the order is not applicable to the company. 4 Kotak Mahindra Trusteeship Services Limited

6 (xiv) The company has not made any preferential allotment of shares during the year to parties and companies covered in the Register maintained under section 301 of the Companies Act, 1956 and hence the requirements of clause (xviii) of paragraph 4 of the order are not applicable to the company for the year. (xv) The company has not raised any money by public issues during the year and hence the requirements of clause (xx) of paragraph 4 of the order are not applicable to the company for the year. (xvi) To the best of our knowledge and according to the information and explanations given to us, no fraud by the Company and no fraud on or by the Company has been noticed or reported during the year. For DELOITTE HASKINS & SELLS Chartered Accountants (Registration No W) Ketan Vora Partner (Membership No ) MUMBAI, 21st April, 2014 Annual Report

7 Balance Sheet as at March 31, 2014 I Equity and Liabilities 1 Shareholders funds Note March March a) Share capital b) Reserves and surplus Non-current liabilities a) Long term provisions Current liabilities a) Trade Payables b) Other Current liabilities c) Short-term provisions II Total Assets 1 Non-current assets a) Fixed assets 9 Tangible assets b) Deferred Tax Assets (net) c) Long-term loans and advances Current assets a) Current investments b) Trade receivables c) Cash and bank balances d) Short Term Loans and Advances e) Other current assets TOTAL See accompanying notes to the financial statements. In terms of our report attached For Deloitte Haskins& Sells Chartered Accountants For and on behalf of the Board of Directors Ketan Vora Partner K M Gherda Chairman Chetan Desai Director Mumbai Dated: April Kotak Mahindra Trusteeship Services Limited

8 Statement of Profit and Loss for the Year ended March 31, 2014 Note March March Revenue from operations Other income Total Revenue Expenses Employee Benefits Expense Depreciation Other Expenses Total Expenses Profit before tax Tax expense 1) Current tax expense ) Short Provision for Tax Relating to Prior Years ) Net Current Tax Expense ) Deferred Tax (Asset)/Liability (1.91) (0.02) Profit for the year from continuing operations Earnings per equity share (`) Basic and Diluted ( Face Value of ` 10/-) (Refer Note 23 of Notes to the Financial Statements ) See accompanying notes to the financial statements. In terms of our report attached For Deloitte Haskins& Sells Chartered Accountants For and on behalf of the Board of Directors Ketan Vora Partner K M Gherda Chairman Chetan Desai Director Mumbai Dated: April Annual Report

9 Cash Flow Statement For The Year Ended March 31, 2014 PARTICULARS Cash Flow From Operating Activities Net Profit After Taxes Adjustment For Depreciation Dividend Income from Mutual Funds (15.58) (4.75) Profit on Sale of Mutual Fund (Net) (26.56) - Income Tax Expense Operating Profit Before Working Capital Changes Adjustments For Increase/ (Decrease) In Current Liabilities Increase/ (Decrease) In Non Current Liabilities (Increase) / Decrease in Other Current Assets (1.32) 4.98 (Increase) / Decrease in Trade Receivable (31.42) (19.66) (Increase) / Decrease In Loans and Advances 0.95 (0.26) Cash Generated From Operating Activities Income Taxes Paid (Net of Refund) (42.31) (61.46) Net Cash From Operating Activities (A) Cash Flow From Investing Activities Dividend Income from Mutual Funds Purchase of Fixed Asset (Net) - (4.93) Purchase of Investment (1,145.58) (782.75) Sale Of Investment 1, Net Cash From / (Used In) Investment Activities (B) (300.18) Net Cash Flow From Financing Activities (C) NIL NIL Net Increase In Cash and Cash Equivalents (A + B + C) (171.47) Cash and Cash Equivalents At The Beginning of The Year Cash and Cash Equivalents At The End of The Year Notes 1. Cash and cash equivalent include Balances with the Banks - Current Account Deposit Account Total cash and cash equivalents The Cash Flow statement has been prepared under the Indirect Method as set out in the Accounting Standard 3 notified under Section 211(3C) of the Companies Act, 1956 ( the 1956 Act ) (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 ( the 2013 Act ) in terms of General Circular 15/2013 dated 13 September, 2013 of the Ministry of Corporate Affairs) and the relevant provisions of the 1956 Act/ 2013 Act, as applicable. 3. The corresponding amounts of previous year have been re-grouped, wherever necessary. In terms of our report attached For Deloitte Haskins& Sells Chartered Accountants For and on behalf of the Board of Directors Ketan Vora Partner K M Gherda Chairman Chetan Desai Director Mumbai Dated: April Kotak Mahindra Trusteeship Services Limited

10 Notes to the Financial Statements for the year ended 31st March General Information Kotak Mahindra Trusteeship Services Limited (KMTSL or the Company) The Company acts as trustee to domestic venture capital / private equity and realty funds operating in the alternate assets domain. The estate planning business of the Company is engaged in forming trusts for various clients and rendering trusteeship services to trusts which have been set up for the clients. 2. Summary of Significant Accounting Policies i) BASIS OF ACCOUNTING The Financial statements of the Company have been prepared in accordance with the Generally Accepted Accounting Principles in India (Indian GAAP) to comply with the Accounting Standards notified under Section 211(3C) of the Companies Act, 1956 ( the 1956 Act ) (which continue to be applicable in respect of Section 133 of the Companies Act, 2013 ( the 2013 Act ) in terms of General Circular 15/2013 dated 13 September, 2013 of the Ministry of Corporate Affairs) and the relevant provisions of the 1956 Act/ 2013 Act, as applicable. ii) USE OF ESTIMATES The preparation of financial statements requires the Management to make estimates and assumptions considered in the reported amounts of assets and liabilities (including contingent liabilities) as on the date of the financial statements and the reported income and expenses during the reporting period. Management believes that the estimates used in preparation of the financial statements are prudent and reasonable. Actual results could differ from these estimates. iii) REVENUE RECOGNITION Revenue is recognized when no significant uncertainty as to measurability or collectability exists. Interest income is accounted on accrual basis. Dividend income is accounted when the right to receive is established. iv) FIXED ASSETS AND DEPRECIATION Fixed assets have been stated at cost inclusive of incidental expenses less accumulated depreciation. Depreciation: The Company has adopted the Straight Line Method of depreciation so as to write off 100% of the cost of the assets at rates higher than those prescribed under Schedule XIV to the Companies Act, 1956 for all assets based on the Management s estimate of useful lives of these assets. Estimated useful lives over which assets are depreciated are as follows: Asset Type Useful life in years Computers 3 Vehicles 4 Note: Assets costing less than ` 5,000 are fully depreciated in the year of purchase. v) INVESTMENTS Investments are classified into long term investments and current investments. Investments, which are intended to be held for more than one year, are classified as long term investments and investments, which are intended to be held for less than one year, are classified as current investments. Long term investments are accounted at cost and any decline in value, other than temporary is provided for. Current investments are valued at cost calculated by applying weighted average cost method or market / fair value whichever is lower. Brokerage, stamping and additional charges paid are included in the cost of investments. vi) TAXES ON INCOME The Income Tax expense comprises Current tax and deferred tax. Current tax is measured at the amount expected to be paid in respect of taxable income for the year in accordance with the Income tax Act, Deferred tax adjustments comprises of changes in the deferred tax assets and liabilities. Deferred tax assets and liabilities are recognised for the future tax consequences of timing differences being the difference between the taxable income and the accounting income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax assets and liabilities are measured using tax rates and tax laws that have been enacted or substantially enacted before the balance sheet date. Changes in deferred tax assets / liabilities on account of changes in enacted tax rates are given effect Annual Report

11 Notes to the Financial Statements for the year ended 31st March 2014 to in the statement of Profit and Loss in the period of the change. The carrying amount of deferred tax assets are reviewed at each balance sheet date. The Company writes-down the carrying amount of a deferred tax asset to the extent that it is no longer reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available against which deferred tax asset can be realized. vii) PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS Provision is recognised when there is a present obligation as a result of past event; it is probable that an outflow of resources will be required to settle the obligation, in respect of which a reliable estimate can be made. Provisions are not discounted to its present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates. Contingent Liabilities are not recognized but are disclosed in the notes. Contingent assets are neither recognised nor disclosed in the financial statements. viii) EARNING PER SHARE Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders (after deducting preference dividends and attributable taxes) by the weighted average number of equity shares outstanding during the period. Partly paid equity shares are treated as a fraction of an equity share to the extent that they were entitled to participate in dividends relative to a fully paid equity share during the reporting period. The weighted average number of equity shares outstanding during the period is adjusted for events of bonus issue; bonus element in a rights issue to existing shareholders; share split; and reverse share split (consolidation of shares). For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares. ix) EMPLOYEE BENEFITS Long Term Employee Benefits Defined Contribution Plan Contribution as required by the Statute made to the Government Provident Fund is debited to the Statement of Profit and Loss when services are rendered by the employees Defined Benefit Plan The Company accounts for the liability for future gratuity benefits based on an actuarial valuation. The gratuity obligation is wholly unfunded. The net present value of the Company s obligation towards the same is actuarially determined based on the projected unit credit method as at the Balance Sheet date conducted by an independent actuary. Actuarial gains/losses are immediately recognised in the statement of profit and loss and are not deferred. Other Long term Employee Benefit The Company accrues the liability for compensated absences based on the actuarial valuation as at the balance sheet date conducted by an independent actuary. The net present value of the Company s obligation is determined based on the projected unit credit method as at the Balance Sheet date. Stock Appreciation Rights The cost of cash-settled transactions (stock appreciation rights) is measured initially using intrinsic value method at the grant date taking into account the terms and conditions upon which the instruments were granted. This intrinsic value is amortised on a straight-line basis over the vesting period with a recognition of corresponding liability. This liability is remeasured at each Balance Sheet date up to and including the settlement date with changes in intrinsic value recognised in the Statement of Profit and Loss in Employee Benefits Expense. 10 Kotak Mahindra Trusteeship Services Limited

12 Notes to the Financial Statements for the year ended 31st March a b Share Capital Authorised March March 31, ,000 Equity Shares of ` 10 each Issued, Subscribed & Paid up 50,000 Equity Shares of ` 10/- Each, Fully Paid Up Total Reconciliation Statement Shares outstanding at the beginning of the year (50,000 Equity Shares of ` 10/- Each, Fully Paid Up) Shares Issued during the year - - Shares bought back during the year - - Shares outstanding at the end of the year (50,000 Equity Shares of ` 10/- Each, Fully Paid Up) Terms / Rights attached to Equity Shares c d Equity Shares: The Company has one class of equity shares having a par value of `10 per share. Each shareholder is eligible for one vote per share held. The Company declares and pays dividends in Indian rupees. The dividend proposed by the Board of Directors, if any, is subject to the approval of the shareholders in the ensuing Annual General Meeting. In the event of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their shareholding. Shares held by holding company Kotak Mahindra Bank Limited ,000 Equity Shares of ` 10/- Each, Fully Paid Up (of the above 60 Shares are held jointly with its nominees) Details of shares held by shareholders holding more than 5% of the aggregate shares in the company Kotak Mahindra Bank Limited ,000 Equity Shares of ` 10/- Each, Fully Paid Up (of the above 60 Shares are held jointly with its nominees) 4 Reserves and Surplus Surplus in the Statement of Profit and Loss Balance as at the beginning of the year Add: Net profit for the current year Balance as at the end of the year Long Term Provisions Provision for employee benefits Gratuity Stock Appreciation Rights Scheme Compensated Absences Total Annual Report

13 Notes to the Financial Statements for the year ended 31st March Trade Payables March March 31, 2013 (Refer Note 25 of Notes to Financial Statements) Total Other Current Liabilities Other payables Statutory Liabilities - Salary Payable Leave Travel Allowance Employee Benefits Payable Statutory dues including Provident Fund, Professional Tax & Tax deducted at Source Total Short Term Provisions (a) Provision for employee benefits Gratuity Stock Appreciation Rights Scheme Compensated Absences (b) Others 9 Fixed Assets Provision for Tax (Net of Advance Tax ` Lacs ; Previous Year ` Lacs) Total Descriptions Gross Block (At Cost) Depreciation Net Block April 01, 2013 Additions Disposal March April 01, 2013 For the year Disposal / Adjustment March March March 31, 2013 Tangible Assets Vehicles (-) (4.22) (-) (4.22) (-) (0.27) (-) (0.27) Computers (-) (0.71) (-) (0.71) (-) (0.03) (-) (0.03) TOTAL Previous Year - (4.93) - (4.93) - (0.30) - (0.30) (4.63) 12 Kotak Mahindra Trusteeship Services Limited

14 Notes to the Financial Statements for the year ended 31st March Deferred Tax Assets (Net) Deferred Tax Liability March March 31, 2013 Depreciation Deferred Tax Assets Depreciation Provision for gratuity Total Long Term Loans and Advances Advance Income Tax (Net of Provision for Taxation ` Lacs; Previous Year ` Lacs) Total Current Investment Investments in Mutual Funds (Non trade, quoted, fully paid - up, at lower of cost and fair value) Kotak Fmp Series 87 - Growth Nil (Previous year 3,000,000) units of Face Value of ` 10 Each Total Trade Receivable (Unsecured, considered good) Trade receivables outstanding for less than six months Total Cash and Bank Balances Balances with Banks- -In Current Account Other Bank Balances Deposits with residual maturity of less than 12 months ( other than under lien, margin money or any other restricted deposit ) Total Short - Term Loans and Advances (Unsecured considered good) Service Tax Input Credit Employee Advance Prepaid Expenses Total Other Current Assets Interest accrued on Fixed Deposits Total Annual Report

15 Notes to the Financial Statements for the year ended 31st March Revenue from Operations March March 31, 2013 Trusteeship Fees Total Other Income Interest Income Dividend Income Profit on Sale of Mutual Fund Units ( Net) Other Income Total Employee Benefits Expense Salary and Wages Expense on Employee Stock Option Scheme (ESOP) (Refer note 24) Contribution to provident and other Funds (Refer note 21) Gratuity (Refer note 21) Total Other Expenses Sharing of Common Group Expenses Rent Office Premises Rates and Taxes Director s Fees and Expenses Statutory Auditors Fees Legal and Professional Charges Other Expenses Bad Debts Written Off Total Employee benefits a. The Company has recognised the following amounts in the Statement of Profit and Loss towards contributions to Provident Fund and Other Funds. Provident Fund ` lacs(previous Year ` 0.87 lacs) (Refer Note 19) b. Gratuity Reconciliation of opening and closing balance of the present value of the defined benefit obligation for gratuity benefits is given below. Change in Defined Benefit Obligation : March 31,2014 March 31,2013 Liability at the beginning of the Period as at April 1, Current Service Cost Interest Cost Benefits Paid (0.06) - Actuarial (gain) / loss on obligation (0.90) - 14 Kotak Mahindra Trusteeship Services Limited

16 Notes to the Financial Statements for the year ended 31st March 2014 Change in Defined Benefit Obligation : March 31,2014 March 31,2013 Liabilities Assumed on Acquisition Liability at the end of the Period as at March 31, Expenses recognized in the Income Statement: Current Service Cost Interest Cost Expected Return on Plan Asset - - Net Actuarial (Gain) /Loss to be Recognized (0.90) - Expense Recognized in P & L Actuarial Assumption: Discount Rate Current Period 9.34% 8.24% Rate of Return on Plan Assets Current Period - - Salary Escalation Current Period 8.50% 8.50% Major categories of plan assets as percentage of total plan The estimates of future salary increases, considered in actuarial valuation, take account of inflation, seniority, promotion and other relevant factors. The overall expected rate of return on assets is determined based on the market prices prevailing on that date, applicable to the period over which the obligation is to be settled. Experience adjustments Amounts for the current year: Gratuity March 31, 2014 March 31, 2013 Defined benefit obligation Plan assets - - Surplus / (deficit) (7.42) (6.03) Exp. Adj. on Plan Liabilities The company has taken employees on payrolls from financial year ,hence the disclosures for experience adjustment have been made for 2 years. Compensated absences The actuarially determined liability for compensated absences of accumulated leaves of the employees of the Group is given below: March 31, 2014 March 31, 2013 Total actuarial liability () Assumptions: Discount rate 9.34%p.a. 8.24% p.a. Salary escalation rate 8.50%p.a 8.50% p.a. Annual Report

17 Notes to the Financial Statements for the year ended 31st March Related Party Disclosure: Parties where control exists: Holding Company Individuals owning directly or indirectly interest in the voting power of the reporting enterprise Enterprise where the Company exercises control by virtue of being the trustee Fellow Subsidiary Kotak Mahindra Bank Limited holds 100 % of the share capital along with its nominees. Uday S. Kotak along with his relatives and entities controlled by him holds % of the equity share capital of Kotak Mahindra Bank Limited as on March 31, 2014 Kotak SEAF India Fund and it s scheme India Growth Fund Kotak Mahindra Realty Fund and it s schemes - Kotak India Real Estate Fund I, Kotak India Real Estate Fund - IV and Kotak India Real Estate Fund - V Kotak Alternate Opportunities (India) Fund Kotak India Venture Fund I Kotak India Growth Fund II Kotak Mahindra Old Mutual Life Insurance Limited The following transactions were carried out with related parties in the ordinary course of the business: Nature of Transaction Holding Company Enterprise where the Company exercises control by virtue of being the trustee I) Income II) III) Fellow Subsidiary Kotak Life Insurance Limited -Interest on Fixed Deposits Nil Nil Income - Trustee Fees (6.00) (Nil) (Nil) Kotak SEAF India Fund and it s scheme Nil Nil - India Growth Fund (Nil) (15.00) (Nil) Kotak Mahindra Realty Fund and it s schemes -Kotak India Real Estate Fund I Nil 15 Nil (Nil) (15.00) (Nil) -Kotak India Real Estate Fund IV Nil 15 Nil (Nil) (15.00) (Nil) -Kotak India Real Estate Fund V Nil 10 Nil (Nil) (10.00) (Nil) Kotak Alternate Opportunities (India) Fund Nil 15 Nil (Nil) (15.00) (Nil) Kotak India Venture Fund I Nil 10 Nil (Nil) (10.00) (Nil) Kotak India Growth Fund II Nil 15 Nil Expenses (Nil) (15.00) (Nil) Sharing of Common Expenses Nil Nil Nil (33.67) (Nil) (Nil) Payment of premium Nil Nil 0.13 (Nil) (Nil) (0.14) 16 Kotak Mahindra Trusteeship Services Limited

18 Notes to the Financial Statements for the year ended 31st March 2014 Nature of Transaction Holding Company Enterprise where the Company exercises control by virtue of being the trustee Fellow Subsidiary Kotak Life Insurance Limited Other Operating Expenses 6.47 Nil Nil Nil (Nil) (Nil) Rent Premises Nil Nil IV) Investments (Nil) (Nil) (Nil) Deposits with Kotak Mahindra Bank Ltd Nil Nil (4.63) (Nil) (Nil) Deposits matured during the year Nil Nil V) Assets / Liabilities transferred during the year (282.61) (Nil) (Nil) Transfer of fixed assets from Kotak Mahindra Bank Ltd. Nil Nil Nil (4.93) (Nil) (Nil) Transfer of employee Liabilities by Kotak Mahindra Bank Ltd Nil Nil VI) Receivables (12.58) (Nil) (Nil) Fixed Deposits 40 Nil Nil (36.06) (Nil) (Nil) VIII) Payable 0.54 Nil Nil (Figures in brackets represent previous year s figures) 23 Earnings Per Share (EPS) The numerators and denominators used to calculate basic and diluted earnings pershare (0.15) (Nil) (Nil) Ref For the year ended March 31, 2014 For the year ended March 31, 2013 Profit attributable to the Equity Shareholders() A Weighted Average number of Equity Shares outstanding during the year B 50,000 50,000 Nominal Value of Equity Share (`) C Basic and Diluted Earnings Per Share (`) D = (A) / (B) Equity Settled Options a) At the General Meetings of the holding company, Kotak Mahindra Bank Limited, ( the Bank ), the shareholders of the Bank had unanimously passed Special Resolutions on 5th July, 2007 and 21st August, 2007 to grant options to the eligible Employees of the Bank and its subsidiary companies. Pursuant to these resolutions, Kotak Mahindra Equity Option Scheme 2007 had been formulated and adopted. Consequent to the above, the Bank has granted stock options to employees of the Company In accordance with the SEBI Guidelines and the guidance note on Accounting for Employee Share based payments, the excess, if any, of the market price of the share, preceding the date of grant of the option under ESOSs over the exercise price of the option is amortised on a straight-line basis over the vesting period. The Company has reimbursed the Bank ` 0.15 Lacs(Previous Year ` Nil) during the year on account of such costs and the same is forming part of Employee costs and included under the head Reimbursement of expense on ESOP Scheme under Note 19 Employee Benefit Expenses. Annual Report

19 Notes to the Financial Statements for the year ended 31st March 2014 b) Stock appreciation rights (SARs) During the year, the management had approved (SARs) to be granted to eligible employees as and when deemed fit. The SARs are to be settled in cash and will vest in the manner as provided in the scheme / grant letters to employees. The contractual life (which is equivalent to the vesting period) of the SARs ranges from 1.39 years to 3.65 years. Detail of activity under SARs is summarized below: Outstanding at the beginning of the year Number of SARs Year Ended March 31,2014 Granted during the year 1,712 Exercised during the year 1,287 Outstanding at the end of the year 425 Effect of grant of SARs to employees on the Statement of Profit and Loss and on its financial position Nil Year Ended March 31, 2014 Total Employee Compensation Cost pertaining to share-based payment plans Closing balance of liability for cash-settled options 1.17 c) Impact of Equity settled options and SARs. Had the company recorded the compensation cost computed on the basis of Fair Valuation method instead of intrinsic value method,employee compensation cost would have been higher by Rs 1.15 Lakhs,(Previous year Rs Nil) and the profit after tax would have been lower by 0.78 Lakhs (Previous year ` Nil Lakhs). Consequently the basic and diluted EPS would have been Rs (Previous Year Rs ). 25 As per the information available with the Company, none of the creditors have confirmed that they are registered under the Micro, Small and Medium Enterprise Development Act, 2006.Accordingly no disclosure has been made under the said provisions. 26 The Company has not entered into any derivative instrument during the year. The Company does not have any foreign currency exposures towards receivables, payables or any other derivative instrument that have not been hedged. 27 Segment Reporting The Company operates in a single business and geographical segment namely providing trusteeship services to venture capital funds, private equity funds and other private trusts including estate planning trusts.. As such there are no reportable primary business segments. The Company caters only to the domestic market where there are no differing risks and returns and there are no reportable geographical segments. 28 The corresponding amounts of previous year have been re-grouped, wherever necessary. 18 Kotak Mahindra Trusteeship Services Limited

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