Prudence and Simplicity Kotak Mahindra Trusteeship Services Limited ANNUAL REPORT 2012-13
DIRECTORS REPORT To the Members of KOTAK MAHINDRA TRUSTEESHIP SERVICES LIMITED The Directors have pleasure in presenting their Thirteenth Annual Report together with the audited accounts of the Company for the year ended 31 st March 2013. FINANCIAL RESULTS Particulars For the year ended 31 st March 2013 (` in Lakhs) For the year ended 31 st March 2012 Gross Income 269.87 166.13 Profit before Tax 195.88 112.09 Profit after Tax 134.25 75.70 Add: Surplus brought forward from the 356.80 281.10 previous year Amount available for appropriation 491.05 356.80 Surplus carried to the Balance Sheet 491.05 356.80 DIVIDEND The Directors do not recommend any dividend for the year ended on 31 st March 2013. OPERATIONS The Company acts as trustee to domestic venture capital / private equity and realty funds operating in the alternate assets domain. The aggregate commitment as on 31 st March 2013, across domestic funds where the Company acts as trustee, is ~ ` 3,059 crores. During the year ended 31 st March 2013, certain funds for which the Company acts as trustee made distributions to investors aggregating to ` 347.36 crores comprising of income and divestment proceeds. The estate planning business of the Company which is engaged in forming trusts for various clients and rendering trusteeship services to trusts which have been set up for the clients, has also seen growth in the year ended 31 st March 2013. The Company has, till date been appointed as trustee to 45 such private trusts and as an executor and trustee for 5 wills. The Company s total income was ` 2.70 crores for the year ended 31 st March 2013 as compared to ` 1.66 crores for the previous year. The earnings per share of the Company were ` 268.50 per share for the year ended 31 st March 2013 as compared to ` 151.40 per share during the previous year. Annual Report 2012-13 1
DIRECTORS Mr. Chandrashekhar Sathe and Mr. Tushar Mavani 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 31 st March 2013, one meeting of the Nomination Committee was held on 19 th April, 2012. AUDITORS The Company s Auditors, Messers Deloitte Haskins & Sells, Chartered Accountants, Baroda, retire at the ensuing Annual General Meeting and are eligible for reappointment. 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. The Company had incurred foreign exchange out go equivalent to ` Nil lakhs 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 31 st March 2013, 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 31 st March 2013, 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 31 st March 2013 and of the profit of the Company for the financial year ended 31 st March 2013; 2 Kotak mahindra trusteeship services Limited
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 18 th April 2013 K. M. Gherda Mumbai Chairman Annual Report 2012-13 3
INDEPENDENT AUDITORS REPORT TO THE MEMBERS OFKOTAK 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 31 st March, 2013, 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 referred to in Section 211(3C) of the Companies Act, 1956 ( the Act ). 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. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. 1 4 Kotak mahindra trusteeship services Limited
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 31 st March, 2013; (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) 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 referred to in Section 211(3C) of the Act. Annual Report 2012-13 5
(e) On the basis of the written representations received from the directors as on 31 st March, 2013 taken on record by the Board of Directors, none of the directors is disqualified as on 31 st March, 2013 from being appointed as a director in terms of Section 274(1)(g) of the Act. For DELOITTE HASKINS & SELLS Chartered Accountants Firm Registration No. 117364W Signature Ketan Vora Partner (Membership No. 100459) MUMBAI, April 18, 2013 6 Kotak mahindra trusteeship services Limited
ANNEXURE TO THE AUDITORS REPORT (Referred to in paragraph 6under 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),(xii), (xiii), (xiv), (xv), (xvi) 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 materialdiscrepancies 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) (iv) (v) (vi) (vii) 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, 1956.In view ofwhat 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. 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 with regard to sale of services. During the course of our audit, we have not observed any major weakness in such internal control system. According to the information and explanations given to us, there are no parties covered under section 301 of the Companies Act, 1956. 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. 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: Annual Report 2012-13 7
(ix) (x) (xi) (a) (b) (c) The Company has generally 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, Cessand other material statutory dues in arrears as at 31 st March, 2013 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 31 st March, 2013 on account of disputes. The company has no accumulated losses as at March 31, 2013 and has not incurred any cash loss during the financial year ended on that date and in the immediately preceding financial year. 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. 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. (xii) The company has not raised any money by public issues during the year. (xiii) 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.117364W) MUMBAI, April 18, 2013 Ketan Vora Partner (Membership No. 100459) 8 Kotak mahindra trusteeship services Limited
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