15-Oct Oct-2018

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1 Public Issue of Secured Redeemable Non-Convertible Debentures Shriram Transport Finance Company Limited Issue Opens on 15-Oct Issue Closes on 29-Oct Brief Introduction of the Company: The company was incorporated in the year 1979 and is registered as a Deposit taking NBFC with Reserve Bank of India under section 45IA of the Reserve Bank of India Act, They are a part of the SHRIRAM conglomerate which has significant presence in financial services viz., commercial vehicle financing business, consumer finance, life and general insurance, stock broking, chit funds and distribution of financial products such as life and general insurance products and units of mutual funds. STFC decided to finance the much neglected Small Truck Owner. Shriram understood the power of Aspiration much before marketing based on Aspiration became fashionable. Shriram started lending to the Small Truck Owner to buy new trucks. But we found a mismatch between the Aspiration and Ability. The Truck Operator was honest but the Equity at his command was not sufficient to support the credit levels required to buy a new truck. With a track record of about 37 years in this business, they are among the leading organized finance provider for the commercial vehicle industry with a focus to provide various credit facilities to STOs. They have also added passenger commercial vehicles, multi-utility vehicles, three wheelers, tractors and construction equipment to their portfolio, making us a diversified, end to end provider of finance solutions to the domestic road logistics industry. Besides financing commercial vehicles (both new and pre-owned) they also extend finance for tires, engine replacement and working capital. They also provide ancillary services such as freight bill discounting besides offering co-branded credit cards. They have pan-india presence through their widespread network of branches has helped in their overall growth over the years. As on December 31, 2017 we had 1,121 branches, 930 rural centres and tie up over 500 private financiers across the country. As on December 31, 2017 our total employee strength was 22,967, including more than 14,497 product executives and credit executives who are colloquially referred to as their field force.... Application Forms will be available on Call Toll Free

2 They have demonstrated consistent growth in their business and profitability. Their assets under management have grown by a compounded annual growth rate (CAGR) of 12.21% from Rs. 49,689 crores in FY 2013 to Rs. 78,761 crores in FY Their total income and profit after tax in FY 2017 are Rs. 10,831 crores and Rs. 1,257 crores respectively. Today they have approximately 20-25% market share in pre-owned and approximately 7-8% market share in new truck financing, with more than 17,10,000 customers Financial Summary (as per consolidated statements): Net Profit After Tax (Rs. Millions) FY 14 FY 15 FY 16 FY 17 Issue Details: Issuer/ Borrower Nature of Issue Issue Size Credit Rating Listing Trading Lead Managers Registrar Depositories Debenture Trustee Mode of Submission of Application Forms Interest on application Amount Interest on application amounts received which are Liable to be refunded: Shriram Transport Finance Company Limited Public Issue of Secured Redeemable Non-Convertible Debentures Public Issue by the Company of 3,00,000 NCDs of face value of Rs 1,000 aggregating Up to 300 Crores with an option to retain over-subscription up to upto Rs 1050 crores aggregating up to Tranche 2 issue limit of Rs.1350 crorers AA+/Stable by CRISIL and India Ratings The NCDs are proposed to be listed on BSE and the NSE. The NCDs shall be listed within 6 Working Days from the date of Issue Closure. The trading of the NCDs on the floor of the Stock Exchanges shall be in dematerialized form only A. K. Capital Services Limited, Axis Bank Limited, JM Financial Limited,Trust Investment Advisors Private Limited, Edelweiss Financial Services Limited Integrated Registry Management Services Private Limited NSDL & CDSL Catalyst Trusteeship Limited Through ASBA only The Company shall pay interest on application amount on all valid applications which are liable to be refunded to the Applicants, other than to ASBA Applicants, in accordance with the provisions of the Debt Regulations and/or the Companies Act, 2013, or other applicable statutory and/or regulatory requirements, subject to deduction of income tax under the provisions of the Income Tax Act, 1961, as amended, as applicable, after the date of realization of the cheque(s)/demand draft(s) or 3 (three) days after the date of receipt of the application (being the date of upload of each Application on the electronic Application platform of the Stock Exchanges) whichever is later up to one day prior to the Deemed Date of Allotment, at the rate as specified in the relevant Tranche Prospectus(es). Such interest shall be paid along with the monies liable to be refunded. Interest warrant will be dispatched / credited (in case of electronic payment) along with the Letter(s) of Refund at the sole risk of the Applicant, to the sole/first Applicant.

3 Interest on application amounts received which are used towards allotment of NCDs: The Company shall pay interest on application amount to successful applicants, at the rate as specified in the relevant Tranche Prospectus(es) and applicable to the relevant NCD (as per the Category of the Investor), allotted to the Applicants, other than to ASBA Applicants, subject to deduction of income tax under the provisions of the Income Tax Act, 1961, as amended, as applicable, to any Applicants to whom NCDs are allotted pursuant Issue from the date of realization of the cheque(s)/demand draft(s) up to one day prior to the Deemed Date of Allotment. In the event that such date of realization of the cheque(s)/ demand draft(s) is not ascertainable in terms of banking records, we shall pay interest on Application Amounts on the amount Allotted from three Working Days from the date of upload of each Application on the electronic Application platform of the NSE and the BSE up to one day prior to the Deemed Date of Allotment. This tranche II issue remains open for subscription on working days from 10 am to 5 PM during the above period, it may close earlier or extend as may be decided by the board of directors of the company or Debt issue committee. In the event of early closure or extension of this trench II issue, the company shall ensure the notice of the same is provided to prospective investors through an advertisement in daily national newspaper. Investment Details: Series I II III IV V VI VII Interest Rate type Fixed Fixed Fixed Fixed Fixed Fixed Fixed Frequency of Interest Payment Monthly Monthly Annually Annually Annually Cumulative Cumulative Tenor 5 years 10 years 3 years 5 years 10 years 3 years 5 years Minimum Application Rs. 10,000 (10 NCDs) Face Value/Issue Price Rs. 1,000/- In Multiples of Coupon (% per annum) for NCD Holders for all the categories * Effective Yield (per annum) for NCD Holders for all the categories * Rs. 1,000 (1 NCD) 9.12% 9.30% 9.40% 9.50% 9.70% NA NA 9.50% 9.70% 9.39% 9.49% 9.69% 9.40% 9.50% Redemption Amount 1,000/- 1,000/- 1,000/- 1,000/- 1,000/- 1,306.66/- 1,574.63/- Maturity / Redemption Date (Years from the Deemed Date of Allotment) 5 years 10 years 3 years 5 years 10 years 3 years 5 years *The initial allottees under Category III and category IV in the proposed Tranche 2 Issue who are Senior Citizens on the Deemed Date of Allotment shall be eligible for an additional incentive of 0.25% p.a. provided the NCDs issued under the proposed Tranche 2 Issue are continued to be held by such investors under Category III and Category IV on the relevant Record Date for the relevant Interest Payment date for Series I, Series II, Series III, Series IV and/or Series V. Accordingly, the amount payable on redemption to such Senior Citizens for NCDs under series VI and Series VII is Rs 1, and Ra 1, per NCD respectively provided the NCDs issued under the proposed Tranche 2 Issue are continued to be held by such investors under Category III and Category IV on the relevant Record Date for the relevant Redemption Payment date for Series VI and Series VII.

4 Who Can Apply? Category I (Institutional Category) 10% Category II (Non-Institutional Category) 10% Category III (High Net-worth Individual) 40% Category IV (Retail Individual Investors) 40% * Public financial institutions, scheduled commercial banks, Indian multilateral and bilateral development financial institution which are authorized to invest in the NCDs; * Provident funds & pension funds with minimum corpus of Rs.2500 lakh, superannuation funds and gratuity funds, which are authorised to invest in the NCDs; * Mutual Funds registered with SEBI Venture Capital Funds/ Alternative Investment Fund registered with SEBI; * Insurance Companies registered with IRDA; * State industrial development corporations; * Insurance funds set up and managed by the army, navy, or air force of the Union of India; * Insurance funds set up and managed by the Department of Posts, the Union of India; * Systemically Important Non-Banking Financial Company, a nonbanking financial company registered with the Reserve Bank of India and having a net-worth of more than Rs.50,000 lakh as per the last audited financial statements; * National Investment Fund set up by resolution no. F. No. 2/3/2005-DDII dated November 23, 2005 of the Government of India published in the Gazette of India * Companies within the meaning of section 2(20) of the Companies Act, 2013; co-operative banks, and societies registered under the applicable laws in India and authorized to invest in the NCDs; * Statutory bodies/corporations * Public/private charitable/ religious trusts which are authorised to invest in the NCDs; * Scientific and/or industrial research organisations, which are authorised to invest in the NCDs; * Partnership firms in the name of the partners; * Limited liability partnerships formed and registered under the provisions of the Limited Liability Partnership Act, 2008 (No. 6 of 2009); * Association of Persons; and Any other incorporated and/ or unincorporated body of persons * Resident Indian individuals or Hindu Undivided Families through the Karta applying for an amount aggregating to above Rs.10 lacs across all series of NCDs in Issue * Resident Indian individuals or Hindu Undivided Families through the Karta applying for an amount aggregating up to and including Rs.10 lacs across all series of NCDs in Issue including 1,000,000 across all series of NCDs in Issue

5 Contact: North: Ms. Sarita Singh, Ext 108 (L), Andhra Pradesh & Telangana: Mr. KTPS Prasad, , Karnataka: Mr. E Srinivasan, (M), (L), West: Ms. Amee Shah, (D), East: Mr. Sharat Agarwal, (M), (L), Kerala: Mr. Rathish Nair, , Chennai (TN): Ms. Bhagyalakshmi D, , Madurai (TN): Mr. Ajith Samuel J P, , Salem (TN): Mr. Hariharan V, , Coimbatore (TN): Mr. Gowthaman, , Allotment on First Come First Serve Basis Important Note The Applications are to be submitted to the Members of the Syndicate and Trading Members on a timely manner so that the details can be uploaded by the closure of banking hours (5 PM) on to the Stock Exchange platform. Kindly note that in both ASBA & Non-ASBA cases uploading in to the Electronic files of Stock Exchanges is Mandatory and application is liable to be rejected otherwise Please read the Prospectus of this issue carefully before investing in the same. Application forms will be available on Research Team PF/NCD/ /11 Ankit Choradia Direct Ph: Disclaimer The information and views presented in this report are prepared by Karvy Stock Broking Limited. The information contained herein is based on our analysis and upon sources that we consider reliable. We, however, do not vouch for the accuracy or the completeness thereof. This material is for personal information and we are not responsible for any loss incurred based upon it. The investments discussed or recommended in this report may not be suitable for all investors. Investors must make their own investment decisions based on their specific investment objectives and financial position and using such independent advice, as they believe necessary. While acting upon any information or analysis mentioned in this report, investors may please note that neither Karvy nor Karvy Stock Broking nor any person connected with any associate companies of Karvy accepts any liability arising from the use of this information and views mentioned in this document.

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