To the Members of LIC Housing Finance Limited
Your Directors are pleased to present the Thirty First Annual Report together with theAudited Financial Statements for the year ended 31st March 2020 of LIC HousingFinance Limited ('the Company').
|particulars ||For the year ended 31st March 2020 ||For the year ended 31st March 2019 |
|Profit before Tax ||3268.99 ||3379.55 |
|Tax Expense ||867.15 ||948.58 |
|Profit after Tax ||2401.84 ||2430.97 |
|Other Comprehensive Income ||(6.85) ||(0.46) |
|Total Comprehensive Income ||2394.99 ||2430.51 |
|Appropriations || || |
|Special Reserve u/s 36(1) (viii) of the Income-tax Act. 1961 ||749.99 ||749.99 |
|Statutory Reserve u/s 29C of NHB Act 1987 ||0.01 ||0.01 |
|General Reserve ||600.00 ||600.00 |
|Dividend ||383.54 ||343.17 |
|Final Dividend & Tax pertaining to the previous year paid during the year ||77.61 ||69.25 |
|Balance carried forward to next year ||583.83 ||668.09 |
| ||2401.84 ||2430.97 |
The Board of Directors has assessed the performance of the Company during the yearunder review and also taken cognisance of the impact of the coronavirus disease (COVID-19)which has been declared as a pandemic. As the COVID-19 continues to spread around theworld many companies face unprecedented challenges which may adversely impact theiroperations. Consequently there is a great deal of uncertainty and it has affected globaleconomy financial markets lives and livelihoods and the resultant impact has been felton the Company.
The Company has in place a Dividend Distribution Policy formulated in accordance withSecurities and Exchange Board of India (Listing Obligations and Disclosure Requirements)Regulations 2015 which intends to ensure that a rationale decision is taken with regardto the amount to be distributed to the shareholders as dividend after retainingsufficient funds for the Company's growth to meet its long-term objective and otherpurposes. The Policy also lays down various parameters to be considered by the Board ofDirectors of the Company before recommendation of dividend to the Members of the Company.
Considering the performance of the Company during the financial year 2019-2020 theBoard of Directors felt the need to strike a balance between being prudent and conservingcapital in the Company while at the same time catering to the expectations ofshareholders your Directors considering the Dividend Distribution Policy and also afterassessing the capital buffers and liquidity levels of the Company have recommendedpayment of dividend for the financial year ended 31st March 2020 of '8.00 per equity share of face value of ' 2/- per share i.e. @ 400 percent asagainst ' 7.60 per equity share of face value of ' 2/- per share for theprevious year i.e. @ 380 percent. The total dividend outgo for the current year wouldamount to ' 403.73 crore excluding Dividend distribution Tax as against '461.15 crore for the previous year including Dividend Distribution Tax of ' 77.61crore. The dividend payable shall be subject to the approval of the Members of the Companyat the ensuing Annual General Meeting.
Following the amendment in the Finance Act 2020 the imposition of the DividendDistribution Tax has been abolished. Accordingly the dividend amount received by theshareholders of the Company for the financial year ended 31st March 2020 maybe taxable in the hands of the shareholders.
The Dividend Distribution Policy is available on the website of the Company athttp://www.lichousing.com/dividend_dist_ policy.php and forms part of this Board's reportas Annexure - 8.
INDIAN ACCOUNTING STANDARDS
The Company has complied with the applicable Indian Accounting Standards (Ind AS)notified by the Ministry of Corporate Affairs under Section 133 of the Companies Act2013. The financial statements for the year have been prepared in accordance with ScheduleIII to the Companies Act 2013.
Ind AS has replaced the existing Indian GAAP prescribed under Section 133 of theCompanies Act 2013 read with Rule 7 of the Companies (Accounts) Rules 2014 w.e.f 1stApril 2018.
PERFORMANCE income and profit
The Company earned total revenue of ' 19696.69 crore registering an increaseof 13.47 percent. The percentage of administrative expenses to the housing loans whichwas 0.24 percent in the previous year has remained constant at 0.29 percent during thefinancial year 2019-20.
Net Profit before tax and after tax stood at ' 3268.99 crore and '2401.84 crore respectively as against ' 3379.56 crore and ' 2430.98crore respectively for the previous year. Profit before tax decreased by 3.27 percentover the previous year while profit after tax dipped by of 1.2 percent over that of theprevious year.
LIC Housing Finance Limited is a housing finance company registered with NationalHousing Bank (NHB) and is mainly engaged in financing purchase / construction ofresidential flats / houses to individuals and project finance to developers Loan againstProperty (LAP) Lease Rental Discounting (LRD) etc. All other activities revolve aroundthe main business of the Company. During the latter part of March 2020 overall lendingoperations were disrupted due to the national lockdown announced in a bid to curtail thespread of COVID-19. These factors impacted the overall performance of the loan book.
As at 31st March 2020 the loan book constituted of 94.42 per cent of retailportfolio and 5.58 per cent of project portfolio.
During the year the main thrust continues on individual housing loans. The Company hassanctioned 202244 individual housing loans for ' 48498.71 crore and disbursed 191479 loans for ' 44318 crore during FY 2019-2020. Housing loan to Individuali.e. retail loans constitute 92.92 percent of the total sanctions and 94.42 percent of thetotal disbursements for the FY 2019-2020 as compared to 84.60 percent and 87.11 percentrespectively during the FY 2018-19. The gross retail loan portfolio grew by over 8.10 %percent from ' 181569 crore as on 31st March 2019 to '196340 crore as on 31st March 2020.
The cumulative sanctions and disbursements since incorporation in respect ofindividual housing loans are:
Amount sanctioned: ' 384978.08 crore Amount disbursed: ' 373699.62crore 2770628 customers have been serviced by the Company up to 31st March2020 since inception.
The project loans sanctioned and disbursed by the Company during the year wereamounting to ' 3693.19 crore and ' 2618.35 crore respectively.Corresponding figures for the previous year were ' 9154 crore and ' 7128crore. These loans are generally for short durations giving better yields as compared toindividual housing loans.
AWARDS AND RECOGNITIONS:
During the year under review the Company was profiled in India's leading BFSICompanies 2018 by Dunn and Bradstreet.
MARKETING AND DISTRIBUTION
During the year under review efforts were taken to further strengthen the distributionnetwork. The distribution network of the Company consists of 282 Marketing Offices and 1Customer Service Point. The distribution network also includes 50 offices of LICHFLFinancial Services Ltd. wholly owned subsidiary company engaged in distribution ofvarious financial products including housing loan. The Company has representative officesin Dubai and Kuwait.
During the F.Y. 2019-2020 ' 28895.38 crore was received by way of schedulerepayment of principal through monthly instalments as well as prepayment of principalahead of schedule as compared to ' 26242.99 crore received in this respect duringthe previous year.
non-performing assets and provisions
The amount of gross Non-Performing Assets (NPA) as at 31st March 2020 was '5967.60 crore which is 2.86 percent of the housing loan portfolio of the Company asagainst ' 2971.69 crore i.e. 1.54 percent of the housing loan portfolio as at 31stMarch 2019. The net NPA as at 31st March 2020 was ' 4120.10crore i.e. 1.99 percent of the housing loan portfolio vis-a-vis ' 2081.20 crorei.e. 1.08 percent of the housing loan portfolio as at 31st March 2019. Thetotal cumulative provision towards housing loan portfolio including provision for standardassets as at 31st March 2020 is ' 2631.62 crore as against '1693.89 crore in the previous year. During the year the Company has written off '35.05 crore which includes non - retail loan also of housing loans as against '265.66 crore during the previous year.
During the year the Company mobilised funds aggregating to ' 178904.60 croreby way of the Non-Convertible Debentures (NCD) Term Loans / Line of Credit (LoC) /Working Capital Demand Loan (WCDL) from banks NHB refinance Commercial Paper and PublicDeposits. The Company explored funding through External Commercial Borrowings (ECBs) andraised an amount of $ 200 million through this avenue. This avenue would enable thecompany to tap overseas funding and would enhance its reach to the global markets. Fundswere also mobilised from NHB under its refinancing facilities. The following is a briefabout the various sources of fund mobilised during FY 2019-2020:
NON-CONVERTIBLE DEBENTURES (NCD)
During the year the Company issued NCD amounting to ' 27010 crore on a privateplacement basis which have been listed on Wholesale Debt Segment of National StockExchange of India Ltd. The NCDs have been assigned highest rating of CRISILAAA/Stable' by CRISIL & 'CARE AAA/Stable' by CARE. As at 31st March 2020NCDs amounting to ' 124452.60 crore ere outstanding. The Company has been regularin making repayment of principal and payment of interest on the NCDs.
As at 31st March 2020 there were no NCDs which have not been claimed bythe Investors or not paid by the Company after the date on which the said NCDs became duefor redemption. Hence the amount of NCD remaining unclaimed or unpaid beyond due date isNil.
SUBORDINATE BONDS & UPPER TIER II BONDS
During the year the Company has not issued any Subordinate Bonds and Upper Tier IIBonds. As at 31st March 2020 the outstanding Subordinate Bonds and Upper TierII Bonds stood at ' 1500/- crore. Considering the balance term of maturity as at31st March 2020 ' 1000/- crore of the book value of the SubordinateBonds and Upper Tier II Bonds is considered as Tier II Capital as per the Guidelinesissued by NHB for the purpose of Capital Adequacy.
TERM LOANS FROM BANK/ LOC / WCDL REFINANCE FROM NHB / OTHER FINANCIAL INSTITUTIONS /COMMERCIAL PAPER
The total loans / LOC outstanding from the Banks and Other Financial institution as at31st March 2020 are ' 43188.28 crore as compared to ' 25073.23crore as at 31st March 2019. The Refinance from NHB as at 31stMarch 2020 stood at ' 1882.17 Crore as against ' 1310.68 Crore as at 31stMarch 2019. During the year the Company has availed ' 1000 crores Refinance fromNHB under regular refinance scheme. As at 31st March 2020 Commercial Paperamounting to ' 7628.71 Crore were outstanding as compared to ' 7114.06Crore for corresponding previous year. During the year 2019-2020 the Company issuedCommercial Paper amounting to ' 19152.23 Crore from market as compared to '38339.48 Crore for corresponding previous year.
The Company's long term loan facilities have been assigned the highest rating of'CRISIL AAA/STABLE' and short term loan has been assigned rating of 'CRISIL A1+ & ICRAA1+' signifying highest safety for timely servicing of debt obligations.
TRANSFER OF UNCLAIMED DIVIDEND / DEPOSITS AND SHARES TO INVESTOR EDUCATION &PROTECTION FUND (IEPF)
Pursuant to the provisions of Sections 124 and 125 of the Companies Act 2013 rulesmade thereunder and Investor Education and Protection Fund Authority (Accounting AuditTransfer and Refund) Rules 2016 read with the relevant circulars and amendments theretothe amount of dividend / deposits remaining unclaimed for a period of seven years from thedue date is required to be transferred to the Investor Education and Protection Fund(IEPF) as constituted by the Central Government. Further as per the provisions of Section124(6) of the Companies Act 2013 read with the Investor Education & Protection FundAuthority (Accounting Audit Transfer & Refund) Rules 2016 the shares in respect ofwhich the dividend has not been claimed for seven consecutive years are required to betransferred by the Company to the designated demat account of the IEPF Authority. Thedetails of the unclaimed dividend/deposits and the shares transferred to the IEPF areuploaded as per the requirements on the website of the Company i.e. www.lichousing.com.
During the financial year under review your Company has transferred unclaimed dividendof ' 9849364 /- pertaining to the financial year 2011-12 to the InvestorEducation and Protection Fund (IEPF) established by the Central Government on expiry ofseven years from the date of transfer to unpaid dividend account.
TRANSFER OF SHARES TO IEPF
Pursuant to the provisions of Section 124(6) of the Companies Act 2013 and the Rulesmade thereunder the Company has transferred in aggregate 91801 equity shares of '2/- each to IEPF in respect of which the dividend remained unclaimed for a period of sevenconsecutive years i.e. from 2011-12 till the due date of 30th August 2019after following the prescribed procedure.
Any person who is entitled to claim unclaimed dividend or deposits etc. that have beentransferred to IEPF can claim the same by making an application directly to IEPF in theprescribed form under the IEPF Rules which is available on the website of IEPF i.e.www.iepf.gov.in
As at 31st March 2020 the outstanding amount on account of public depositswas ' 6983.91 crore as against ' 3993.41 crore in the previous year andoutstanding amount on account of corporate deposits was ' 5749.69 crore as against' 3777.10 crore in the previous year. During F.Y. 2019-2020 the number ofdepositors has increased for public deposit from 35005 to 43755 and for Corporatedeposit from 567 to 1051.
' 5367.42 crore has been collected as public deposits while ' 4034.00crore was as corporate deposits. Total aggregate amount collected ' 9401.42 crore.
CRISIL has for the thirteenth consecutive year re-affirmed a rating of "CRISILFAAA/Stable for the company's deposits which indicates highest degree of safetyregarding timely servicing of financial obligations and carries the lowest credit risk.
The support of the agents and their commitment to the Company has been vital inmobilization of deposits and making the product most preferred investment for individualhouseholds and others.
1277 deposits amounting to ' 93.17 crore which were due for repayment on orbefore 31st March 2020 were not claimed by the depositors. Since then 498depositors have claimed or renewed amounting to deposits of ' 48.45 Crores as ondate of this report. Depositors are appropriately intimated for renewal / claim of theirdeposits through an authorised agency. Further adequate follow-up is made in respect ofthose cases where deposits are lying unclaimed.
As per the provisions of Section 125 of the Companies Act 2013 deposits and interestthereon remaining unclaimed for a period of seven years from the date they became due forpayment have to be transferred to the Investor Education and Protection Fund (IEPF)established by the Central Government accordingly as on date ' 235038/- againstunclaimed interest on deposits has been transferred to IEPF.
Being a housing finance company registered with the National Housing Bank establishedunder the National Housing Bank Act 1987 the disclosures as per Rule 8(5)(v)&(vi) ofthe Companies (Accounts) Rules 2014 read with section 73 and 74 of the Companies Act2013 are not applicable to the Company.
Following the amendment in the Finance Act 2019 and the subsequent notification by theReserve Bank of India (RBI) in August 2019 HFCs would be treated as one of the categoriesof non-banking financial companies (NBFCs) for regulatory purposes and accordingly wouldcome under RBI's direct oversight. NHB however would continue to carry out supervisionof HFCs.
The Company has been following guidelines circulars and directions issued by NationalHousing Bank (NHB) from time to time. In fact the Company has complied with the HousingFinance Companies (NHB) Directions 2010 and other directions/ guidelines prescribed byNHB regarding deposit acceptance accounting standards prudential norms capitaladequacy credit rating corporate governance information technology framework fraudmonitoring concentration of investments risk management capital market exposure normsand Know Your Customer and Anti-Money Laundering.
Your Company has been maintaining capital adequacy as prescribed by the NHB. Thecapital adequacy was 13.89 percent as at 31st March 2020 after considering theloan to value ratio for deciding risk weightage.
The Company also has been following directions / guidelines / circulars issued by SEBIMCA from time to time applicable to a listed company.
DISCLOSURE UNDER HOUSING FINANCE COMPANIES ISSUANCE OF NON-CONVERTIBLE DEBENTURES ONPRIVATE PLACEMENT BASIS (NHB) Directions 2014
During the financial year under review the Non-Convertible Debentures issued onprivate placement basis were repaid / redeemed by the Company on their respective duedates and there were no instances of any Non-Convertible Debentures which have not beenclaimed by the investors or not paid by the Company after the date on which theNon-Convertible Debentures became due for redemption.
audit reports and auditors
Audit Reports and observations
Statutory Audit Auditor and Statutory Audit Report
The erstwhile statutory auditors namely Shah Gupta & Co. Chartered Accountants(FRN 109574W) and Chokshi & Chokshi LLP Chartered Accountants (FRN 101872W / W100045)held the office of the statutory auditors until the date of Annual General Meeting andretired due to operation of Section 139 (2) (b) of the Companies Act 2013. At theThirtieth Annual General Meeting of the Company the members had appointed M/s. Gokhale& Sathe Chartered Accountant (Firm Registration No.: 103264W) and M/s. M. P. Chitale& Co. Chartered Accountant (Firm Registration No.: 101851W) as Joint StatutoryAuditors of the Company for a term of 5 consecutive years and to hold office until theconclusion of the Thirty Fifth Annual General Meeting to be held in the year 2024.
M/s. Gokhale & Sathe Chartered Accountant (Firm Registration No.: 103264W) andM/s. M. P. Chitale & Co. Chartered Accountant (Firm Registration No.: 101851W) areone of the leading firms of chartered accountants and adheres to high professionalstandards and benchmarks. They have confirmed to the Company that they continue to satisfythe eligibility criteria as mentioned in Section 141 of the Companies Act 2013.
The remuneration payable to each of the Joint Statutory Auditors will be '2620000/- as determined by the Board of Directors in consultation with them andapplicable taxes / cess on the said remuneration for the purpose of audit of theCompany's accounts at the Corporate Office alongwith consolidated accounts as well as atall Back Offices to be allotted equally between them in consultation with the management.
The Joint Statutory Auditors' Report dated 19th June 2020 for the financialyear 2019-2020 does not contain any qualification reservation or adverse remark. TheAuditors' Report is enclosed with the financial statements in this Annual Report.
Internal Audit Auditor and Audit Report Internal Audit of Back Offices
The Company has an in-house mechanism for Internal Audit of all its back offices whichare the nodal offices looking after the accounting sanction and disbursement functions.Such Audit is conducted by the team(s) of in-house auditors. The Company maintains anexhaustive checklist/questionnaire for the purpose of such Audit and the same is updatedregularly. The In-house internal audit team(s) submit quarterly reports in respect of theBack offices assigned to them and such reports auditors are periodically reviewed by theInternal Audit Committee of Corporate Office which is a management level Committee at theCorporate Office. Detailed deliberations take place in respect of key points related toInternal Audit Reports and the same is also placed before the Audit Committee for theirinformation and guidance.
internal Audit of Corporate Office
M/s. Borkar & Muzumdar Chartered Accountants Mumbai are Internal Auditors forInternal Audit of the Corporate Office for financial year 2019-20 as well as for financialyear 2020-21. No adverse remark or observation has been cited by them in their four (4)quarterly Audit Reports for the financial year 2019-2020.
Systems and procedures are being upgraded from time to time to provide checks andalerts for avoiding fraud arising out of misrepresentation made by borrower/s whileavailing the housing loans and non-housing loans.
Secretarial Audit Auditor and Secretarial Audit Report
Pursuant to the provisions of Section 204 of the Companies Act 2013 and the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014 M/s. N. L. Bhatia& Associates Practicing Company Secretaries undertook the secretarial audit of theCompany for the financial year 2019-2020.
The Secretarial Auditor's Report for the financial year 2019-2020 does not contain anyqualification reservation or adverse remark. Report of the Secretarial Auditor for thefinancial year 2019-2020 in Form MR-3 is annexed to this report as Annexure 10.
A certificate from Shri. P. S. Gupchup Practising Company Secretary Mumbai(Membership No.: ACS 4631 and Certificate of Practice No.: 9900) regarding compliance ofthe conditions of Corporate Governance as stipulated under SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 is attached to the Corporate Governance Reportwhich does not contain any qualification reservation or adverse remark.
Cost Records and Cost Audit:
Maintenance of cost records and requirement of cost audit as prescribed under theprovisions of Section 148(1) of the Companies Act 2013 are not applicable for thebusiness activities carried out by the Company.
Your Company has been complying with the principles of good Corporate Governance overthe years. The Board of Directors supports the broad principles of Corporate Governance.In addition to the basic governance issues the Board lays strong emphasis ontransparency accountability and integrity. The report on Corporate Governance is appendedas a separate section in this Annual Report.
Management Discussion and Analysis Report
Management Discussion and Analysis Report for the year under review as stipulatedunder SEBI (Listing Obligations and Disclosure Requirements) Regulations 2015 ispresented in a separate section forming part of the Annual Report.
Business Responsibility Report
In terms of Regulations 34(1)(f) of the SEBI(Listing Obligation and DisclosureRequirements) Regulations 2015 the top 500 listed entities based on the marketcapitalization (calculated as on 31st March of every financial year) businessresponsibility report describing the initiatives taken by these listed entities from anenvironmental social and governance perspective in the format as specified by SEBI fromtime to time has been included as part of the Annual Report. Accordingly BusinessResponsibility Report is presented in a separate section forming part of the AnnualReport.
For transaction of the Company's shares in dematerialised form the Company has enteredinto an agreement with Central Depository Services (India) Ltd. (CDSL) and NationalSecurities Depository Ltd. (NSDL). The shareholders have a choice to select the DepositoryParticipant. As at 31st March 2020 5349 members of the Company continue tohold shares in physical form. As per the Securities and Exchange Board of India's (SEBI)circular the Company's share/s has / have to be transacted in dematerialised form andtherefore members are requested to convert their holdings to dematerialised form.
OUTLOOK FOR 2020-2021
Focus on growth of Individual home loans segment.
Continued focus on PMAY-CLSS in alignment with Government Initiatives from time to time& thus ensuring achievement of targets in both numbers and amount.
Leveraging our relationship with the Builders to whom Project Finance has beenprovided for retail business as well.
Business potential mapping as ongoing activity and spotting new business opportunities.
Advance Processing Facility (APF) approval to be made core activity at Area Officelevels and generate bulk business.
Corporate tie ups with builders for business procurement.
Making use of sales team of builders/developers as distribution channel.
Making online loan application more effective and enhance its contribution towards theincremental business.
Leveraging direct business channels viz. Direct Marketing Executive (DME) channelLICHFL Financial Services Ltd. for generating additional business.
Strengthening marketing offices opened during the last 3 years and making them highgrowth centres.
To make both the Overseas Offices more effective and productive and increasing theirshare to the Company's business
To come up with new Incentive or privilege schemes for Intermediaries & MarketingOfficials as additional tool of motivation.
Continuous training to intermediaries and Marketing Officials to increase productivity.
To grow business qualitatively by consolidating position and strengthening thecompetitiveness on service delivery.
To create brand LICHFL as a source of trusted partner exuding consumer confidence.
Understanding the inherent risks to the business and managing it effectively.
Widespread market studies assisting modelling of loan products to suit customer needs.
Making use of information provided by marketing offices about ground market conditions.
Expansion of distribution network of Marketing Intermediaries and identification ofconnectors to source business.
Monitoring of TAT at different levels.
Continued focus on Digital Marketing for tapping new age customers and generation ofquality leads. Promotion of digitized applications through the app- HomY right from onboarding till disbursement.
Enhance online application sanctions as part of differential customer service andreduction in TAT through LIC HFL HomY App.
Positioning as a thought leader in industry through placement of related articlesacross media including digital.
THE MANAGEMENT PERSPECTIVE ABOUT FUTURE OF THE COMPANY
Housing sales in India's nine key property markets namely Ahmedabad BengaluruChennai Gurugram Hyderabad Kolkata Mumbai (including Navi Mumbai and Thane) Pune andNoida including Greater Noida and the Yamuna Expressway fell 30 per cent during theOctober-December quarter of FY 2019-2020 (YoY) despite the government launching severalmeasures in the recent past to revive buyer sentiment. As against 91464 units sold duringthe quarter last year only 64034 homes were sold across the nine markets in Q3 thisyear.
The Indian residential sector which is one of the major contributors to India's GDPhas undergone significant changes in the last few years making it more transparent andcredible. However these changes like demonetization RERA GST IBC and subvention schemeban were although progressive and forward looking with a long term objective hasadversely affected the sector which was already caught in the grip of delayed projectdeliveries liquidity squeeze for developers high unsold inventory due to low sales and agrowing proportion of stalled projects since the past few years. Although these changeswere difficult for the sector however these changes instilled transparency accountabilityand fiscal discipline over the last few years within the home buyers. However real estatesector has been struggling against a severe liquidity crunch over the past three yearsfollowing a series of debt defaults by high profile non-banking finance companies. A slumpin the residential property market is leaving many builders struggling to repay loans toNBFCs. A series of these key decisions taken by the government to revive the realty sectorhas improved consumer confidence and the impetus given to the residential sector isexpected to yield positive results in the near future. These reforms will also beinstrumental in attracting investors institutions and private capital players into theIndian real estate market.
In order to boost demand for real estate in the country it is expected that thegovernment would grant industry status to the real estate sector implement single-windowclearance and revise the income tax slab to boost demand and open up more financialoptions for developers.
In order to move ahead in the above lines and to make the investment in property a morelucrative option to boost the residential real estate market ahead of the presentation ofUnion Budget 2020 the Confederation of Indian Industry (CII) had called for enhancing thelimit on interest deduction on loan taken for the purchase of house property from '2 lakh to ' 5 lakh as the existing the current limit at ' 2 lakh is not inharmony with the interest burden borne by taxpayers given the substantial increase inprices. Although the said suggestion was not considered in this year's budget howeveraiming to boost the affordable housing demand for realization of the goal of ''Housing forAll'' and affordable housing the government has extend the date of availing an additional' 1.5 lakh tax deduction on home loan interest by one more year till March 2021 andnow the said deduction would continue to be available for those individuals buying homesfor the first time and of up to ' 45 lakh for home loans sanctioned until 31stMarch 2021. This additional deduction of ' 1.5 lakh over and above the existing '2 lakh is being provided under the Section 80EEA.
To add to all the above woes and nullifying the efforts of the government to boost thesector there was the influx of the COVID-19 Pandemic in the month of March whichresulted in a series of lock downs and severely affected not only the Indian Economy butthat of the entire world. All sectors of the economy are badly hit with immediate highimpact of coronavirus pandemic on domestic service sectors such as tourism aviationhospitality auto/taxi small business retail food and beverages etc. Post lockdown itwill take considerable time for the economy to get back to near normal. There is bound tobe massive unemployment going forward. After agriculture real estate is the largestemployment generator in the country. 90% of the workforce engaged in the construction ofbuildings rest 10% is involved in building completion finishing electrical plumbingother installation services demolition and site preparation. (80% unskilled 9% Skilledand 11% Semi-Skilled. 2013-40mn 2017-52 mn and 2022 67 mn. as per Moody's estimate). Thecontraction in economic activity in the second quarter will be severe and the overallrecovery in the second half of the year will be gradual. Recovery is also likely to beuneven across sectors as fear of infection will likely alter consumer behaviour evenafter restrictions on business activity and mobility are lifted. Many businesses willstruggle to stay afloat in these conditions and eventually some will close regardless ofpolicy support to the economy.
Further the Housing finance did not pick up as expected due to low demand as theeconomy slowed post the FY20 Budget. Things improved a notch after the government and thecentral bank intervened. The government took a slew of measures to revive the economy andthe real estate sector by setting AIF (Alternate Investment Fund) namely the SWAMY Fund of' 25000 crore to provide last mile funding to about 1600 stalled projects atdifferent stages.
Other Government Measures to boost Housing Demand are:
(a) increase in Income tax deduction for interest paid on housing loan from '2.5 lakh to ' 3.50 lakh for affordable housing etc.
(b) Additional Tax benefit to the first time home buyers where stamp duty value of theproperty is upto ' 45 lakh.
Real estate and housing finance are one of the most affected sectors due to thepandemic outbreak.
Stress in housing loans particularly in affordable housing loans will rise. In Indiaeven if the outbreak is contained within 15-20 days after the lockdown the next twoquarters are going to be hard for the economy as well as for the Housing Sector.Nonperforming assets are set to rise liquidity will be adversely hit.
The government of India has taken adequate steps to contain the spread of the virus.
Under the Pradhan Mantri Gareeb Kalyan Scheme ' 1.7 Lakh crore has been offeredto protect urban and rural poor farmers and migrant workers to provide food andnourishment to the daily wagers widows Self Help Groups pensioners farmers andphysically challenged which would keep the rural and urban economy active.
Ex Gratia and LPG Cylinders for women Income support to workers and farmers Medicalsupport Food security
On 13th May 2020 the Government has announced another package namely'AtmaNirbhar Bharat' for various sectors despite its tight fiscal position. This hasprovided major relief to the Economy.
Further Reserve Bank of India (RBI) has taken unprecedented steps by infusing '5.29 lakh crore of liquidity due to which liquidity position will be improved andFinancial Institutions may defer recognition of non-performing assets (NPAs) due to thesemeasures. The steps taken are as follows:
(a) Cash-reserve-ratio cut of 1% this would bring ' 1.37 lakh crore into themarket;
(b) Also minimum CRR Balance reduced from 90% to 80% until 26.06.2020
(c) Targeted long-term repo operations (TLTRO) of ' 50000 crore Further thefunds availed by the banks under TLTRO 2.0 should be invested in investment grade bondscommercial paper and NCDs of NBFCs with at least 50% of the total amount to small andmedium sized NBFCs and MFIs.
(d) Marginal liquidity facility (MSF) a deep repo rate cut of 75 bps (4.4%)
(e) Reverse repo rate cut by 115 (i.e. 90+25) bps to 3.75% under Liquidity AdjustmentFacility (LAF)
(f) three-month moratorium on all-term loans and working capital until 31stMay 2020 which was further extended for another 3 months until 31st August2020.
(g) ' 50000 crore to All India Financial Institutions (AIFIs) namely NABARD ('25000 crore) SIDBI (' 15000 crore) and NHB (' 10000 crore) as refinancing facilities.
(h) Supplied fresh currency of ' 1.2 lakh crore from 1st March 2020to 14th April 2020.
SIDBI would be providing quick working capital in the next 45 to 90 days afterscreening the application for the start-ups who are facing financial challenges; and loansupto ' 50 Lakh at 5% interest rate with tenure of 5 years would be extended toMSMEs engaged in manufacturing of hand sanitizers masks gloves head gear body suitsshoe covers ventilators goggles testing labs etc.
The following Banking reliefs granted in the wake of the pandemic for infusing moneyinto the Economy in order to boost demand and consumer spending have also improved theliquidity situation:
(1) No charges on withdrawal of cash through ATM from any bank for 3 months.
(2) Deferring of interest accrued on cash credit/overdraft on the working capital loansobtained up to May 31 2020
(3) Letter of Credit and Bill Discounting
(4) Grant a moratorium of three months by default on payment of all instalmentsInterest on LC/BD/OD/CC
(5) No minimum account balance charges
(6) Over Draft and Cash Credit Facilities.
Since many small businesses serve the common masses of the nation they have moreopportunities to revive quickly as soon as the situation gets back to normal.
Also this prevailing situation of lockdown and social distancing has introduced theconcept of 'Work From Home'. This although have enhanced the demand for large livingplaces and is expected to boost the residential real estate demand however this situationis expected to adversely affect the demand for commercial spaces and a lot of space isexpected to stay vacant due to the fall in demand. Also the LRD loan portfolio has to bereassessed due to the large scale negotiation in the rentals by the various corporatetenants.
The Company is constantly reassessing the current scenario and is adopting increasedcaution while funding projects and LRD loans and is considering the existing borrowerswith credible repayment track record and cashflows before taking new exposure on them.More emphasis is being placed on the security value and manner of valuation in order toensure that there is no dilution of security. Although the actual impact can only beknown after the completion of the moratorium period on 31st August 2020 theperformance of the borrowers for a certain period after the completion of moratorium wouldbe observed before making subsequent disbursement.
The Company has also laid increased emphasis in strengthening its recovery mechanismand is having a focused approach to ensure its existing portfolio is intact. Also inorder to ensure that the existing retail borrowers are not lured by other financers theCompany is passing the benefit of the rate cut to the customer and is allowing rewritingof the existing loans with nominal fees.
Also the Company has reduced its interest rates multiple times in order to staycompetitive and has reduced its card rate to sub 7% levels. The Company is focusing onsourcing retail loans of moderate ticket size with large volumes in order to mitigate therisks and is constantly modifying its product mix. The Company has launched a productwherein the interest rate being offered is linked to the CIBIL score.
The funding environment continues to be positive for the Company and the liquidityposition continues to be quiet good. The borrowing programme had been completed by the endof February 2020 and during March the Company was raising funds for expected March enddisbursement and for funding disbursement demand of first few weeks of the new financialyear and for servicing the borrowings during the month of April 2020. However the demandfor the funds remained subdued due to the declaration of the COVID-19 pandemic by WHOpost 11.03.2020 and the subsequent lock down. Thus by the end of March 2020 the Companyhad healthy liquidity position.
There had been a reduction in the cost of borrowing during the FY 2019-2020. The fallin the incremental spread is more than the fall in cost of funds because of the loweryield as there had been a decline in the asset growth due to the lesser disbursementstowards the high yielding portfolio segment such as project loans etc. owing due to thesluggish market conditions. The Company is in a suitable liquidity situation and is wellplaced in the appropriate ALM buckets as per the NHB regulatory norms.
The Company is proceeding to automate and digitize all areas of operations as well asadministration. The goal is to achieve maximum automation to leverage technology in orderto provide better customer services shorten the Turn Around Time (TAT) to process loansand ensuring ease of use to its employees.
As more and more services are being offered online transforming the organization byusing digital tools and associated practices is the ultimate aim for this exercise. TheCompany has already embarked on a journey to transform operating models and has automatedcertain areas of its operations and administration however the transformation has not beenintegrated as of now and happens to be scattered. Therefore the need is felt that theautomation should be more integrated and wholesome to ensure that the Company is able toachieve the entire benefits of transformation & digitization. In order to achieve thisobjective the Company has initiated the process of on boarding a reputed consultingpartner with proven track record who would guide the Company in re-engineering the entirebusiness processes to bring about a change in the Corporate Culture by transforming theway the business is carried out in a fully digitized environment.
As mentioned earlier the Finance (No.2) Act 2019 (23 of 2019) amended the NationalHousing Bank Act 1987 conferring powers for regulation of Housing Finance Companies(HFCs) with Reserve Bank of India. Following the issue of notification by the Governmentnotifying August 09 2019 as the date on which Part VII of Chapter VI of the Finance(No.2) Act 2019 (23 of 2019) shall come into effect a Press Release was issued on August13 2019 in which it is mentioned that a review of the extant regulatory frameworkapplicable to the HFCs will be carried out and revised regulations will be issued.
A review of the extant directions/guidelines applicable to HFCs has been carriedout with a view to regulating HFCs as a category of Non-Banking Financial Company (NBFC).Accordingly it has been decided that in areas where the extant regulation of HFCs are intandem with that of NBFCs the relevant paras in the NBFC Master Directions would be madeapplicable mutatis mutandis to HFCs. In areas where extant HFC regulation differs fromthat of NBFCs either existing provisions would be retained or changes would be broughtout wherever possible while ensuring that the changes are made in a least disruptivemanner.
Accordingly the RBI has placed the revised guidelines which it intends to makeapplicable in respect of HFCs on its portal for public comments and some of thehighlights viz-a-viz the Company's preparedness in this regard are as follows:
(a) RBI has restricted additional exposure in respect of retail loans by an HFC in thesame project where the HFC has extended project funding to the Builder/developer. TheCompany is of the view that such a restriction would be regressive and that extending suchfunds to the builder/developer as well as retail customers in the same project wouldrather mitigate the risks by converting the project loan to builder into retail loans toindividuals has represented the same while submitting the comments.
(b) RBI wants the HFCs to adopt the best IT platform and the Company has alreadyinitiated steps in this regard.
Overall it is expected that RBI would make the compliances and norms more stringent andthat the Company is preparing itself to cope up with the said changes with minimumdisruption to its operations.
COMPLIANCE UNDER COMPANIES ACT 2013
Pursuant to section 134 of the Companies Act 2013 read with the Companies (Accounts)Rules 2014 the Company complied with the compliance requirements and the detail ofcompliances under Companies Act 2013 are enumerated below:
EXTRACT OF ANNUAL RETURN:
Pursuant to Section 92(3) of the Companies Act 2013 and Rule 12(1) of the Companies(Management and Administration) Rules 2014 an extract of Annual Return in Form MGT-9 ason 31st March 2020 is attached as Annexure 1 to this Report.
Extract of Annual Return is also displayed at Company's website at the given link -www.lichousing.com/annual_general_ meeting.php.
reporting of frauds BY auditors:
During the year under review neither the joint statutory auditors nor the secretarialauditor has reported to the Audit Committee under Section 143(12) of the Companies Act2013 any instances of fraud committed against the Company by its officers or employeesthe details of which would need to be mentioned in the Board's report.
The Company complies with all applicable mandatory secretarial standards issued by theInstitute of Company Secretaries of India.
CRISIL had reaffirmed its outstanding rating as CRISIL AAA/ Stable' rating to thenon-convertible debentures issue of LIC Housing Finance Limited and has also reaffirmedits 'CRISIL AAA/FAAA/Stable/CRISIL A1+' ratings on other debt instruments bank facilitiesand fixed deposit programme of the company.
|Total Bank Loan Facilities Rated ||' 40059.88 crore |
|Long Term Rating ||CRISIL AAA/Stable (Reaffirmed) |
|Short Term Rating ||CRISIL A1+ (Reaffirmed) |
|' 25000 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 25000 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 25000 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 5000 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 15000 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 10000 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 5000 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 5976 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 15000 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 15000 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 20000 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 33833 crore NonConvertible Debentures ||CRISIL AAA/Stable (Reaffirmed) |
|' 1600 crore Upper Tier II Bond ||CRISIL AAA/Stable (Reaffirmed) |
|' 1750 crore Tier II Bond ||CRISIL AAA/Stable (Reaffirmed) |
|Fixed Deposits Programme ||FAAA/Stable (Reaffirmed) |
|' 17500 crore Commercial Paper ||CRISIL A1+ (Reaffirmed) |
CARE Ratings had assigned its 'CARE AAA; Stable' rating to the ' 35000 crorenon-convertible issue of LIC Housing Finance Limited and reaffirmed its 'CARE AAA;Stable'. The unutilised amount as on 30.06.2020 was ' 20997.90 crore.
ICRA Limited had reaffirmed ICRA A1+ rating to the ' 17500 crore commercialpaper issue of LIC Housing Finance Limited and has reaffirmed its ICRA A1+.
BOARD MEETINGS HELD DURING THE YEAR:
During the year under review 6 Board meetings were held. Detailed information on themeetings of the Board are included in the Report on Corporate Governance which forms partof this Annual Report.
DIRECTORS' RESPONSIBILITY STATEMENT:
The financial statements are prepared in accordance with Indian Accounting Standards(Ind As) under the historical cost convention on accrual basis except for certainfinancial instruments which are measured at fair values the provisions of the Act (tothe extent modified) guidelines issued by the Securities and Exchange Board of India(SEBI) and guidelines issued by the National Housing Bank ('NHB') (Collectively referredto as 'the Previous GAAP').
The Ind AS are prescribed under Section 133 of the Companies Act 2013 read withCompanies (Indian Accounting Standards) Rules 2015 as amended from time to time andother accounting principles generally accepted in India. Accounting policies have beenconsistently applied except where a newly issued accounting standard is initially adoptedor a revision to an existing accounting standard requires change in the accounting policyhitherto in use.
In accordance with the provisions of Section 134(3)(c) of the Companies Act 2013 andbased on the information provided by the management your Directors state that:
(a) i n the preparation of the annual accounts the applicable accounting standards hasbeen followed and there are no material departures;
(b) the Directors have selected such accounting policies and applied them consistentlyand made judgments and estimates that are reasonable and prudent so as to give a true andfair view of the state of affairs of the company at the end of the financial year and ofthe profit of the company for that period;
(c) the Directors have taken proper and sufficient care for the maintenance of adequateaccounting records in accordance with the provisions of this Act for safeguarding theassets of the company and for preventing and detecting fraud and other irregularities;
(d) the Directors have prepared the annual accounts on a going concern basis;
(e) the Directors have laid down internal financial controls to be followed by thecompany and that such Internal Financial controls are adequate and were operatingeffectively. Note on Internal Financial control is attached as Annexure 2 to this Reportand
(f) the Directors had devised proper systems to ensure compliance with the provisionsof all applicable laws and that such systems were adequate and operating effectively.
STATEMENT ON DECLARATION FROM INDEPENDENT DIRECTORS:
The Company has received necessary declaration from each Independent Director underSection 149(7) of the Companies Act 2013 that he / she meets the criteria of independencelaid down in Section 149(6) of the Companies Act 2013 and Regulation 25 of SEBI (ListingObligations and Disclosure Requirements) Regulations 2015.
Company's policy on Directors' appointment and remuneration including criteria:
It is endeavour of the Company to have an appropriate mix of executive non-executiveand independent directors to maintain the independence of the Board and separate itsfunctions of governance and management. As of 31st March 2020 the Board hadeleven members consisting of two non-executive directors nominated by LIC of Indiaincluding Chairman and one LIC Director one executive director who is Managing Director& CEO; two non-executive and non-independent directors while rest six are independentdirectors including one independent woman director.
The Nomination and Remuneration Committee at its meeting had laid down Criteria fordetermining Director Qualification positive attributes and independence of a Directorremuneration of Directors Key Managerial Personnel and also criteria for evaluation ofDirectors Chairperson Non-Executive Directors and Board as a whole and also theevaluation process of the same.
The performance of the members of the Board and the Board as a whole were evaluated atthe meeting of Independent Directors held on 5th March 2020.
We affirm that except Chairman LIC Director and Managing Director & CEO were andare paid sitting fees for Board and Committee (other than for Corporate SocialResponsibility Committee) meetings attended by them. However Managing Director & CEOis paid remuneration as applicable to an Officer in the cadre of Executive Director of LICof India and PLI as per the terms laid out in the Nomination and Remuneration Policy ofthe Company.
Qualification reservation or adverse remark or disclaimer made by Joint StatutoryAuditors and Secretarial Auditor:
No adverse remark or reservation or qualification has been made by Joint StatutoryAuditors or Secretarial Auditor.
PARTICULARS OF LOANS GUARANTEES OR INVESTMENTS:
Pursuant to Section 186(11) of the Companies Act 2013 loans made guarantee given orsecurity provided by a housing finance company in the ordinary course of its business areexempted from disclosure in the Annual Report.
Particulars of contracts or arrangements with related parties referred to Section in188(1) read with Rule 8(2) of Companies (Accounts) Rules 2014:
Considering the nature of the industry in which the Company operates all Related PartyTransaction that were entered during the financial year were in the ordinary course of thebusiness of the Company and were on arm's length basis. There were no materiallysignificant related party transaction entered by the Company with Promoters Directorskey managerial personnel or other persons which may have a potential conflict with theinterest of the Company. All such Related Party Transactions are placed before the Auditcommittee for approval wherever applicable. Prior omnibus approval as per SEBI (LODR) isalso obtained from Audit Committee for the Related Party Transactions which are ofrepetitive nature as well as for ordinary course of business.
The Related Party Transactions Policy and Procedures as reviewed by Audit Committee andapproved by Board of Directors is uploaded on the website of the Company and is annexed asAnnexure 3 to this report.
Form AOC-2 pursuant to clause (h) of sub-section (3) of Section 134 of the CompaniesAct and Rule 8(2) of the Companies (Accounts) Rules 2014 is annexed as Annexure 4 tothis report.
AMOUNTS IF ANY WHICH IT PROPOSES TO CARRY TO ANY RESERvES:
The Company has transferred ' 749.99 crore to Special Reserve u/s 36(1)(viii) ofthe Income-tax Act. 1961 and ' 0.01 crore to the Statutory reserve u/s 29C of NHBAct; and an amount of ' 600 crore to General Reserve.
amount if any which it recommends should be paid
BY WAY OF DIVIDEND:
' 403.73 crore is proposed to be paid by way of dividend to shareholders of theCompany i.e. ' 8.00 per equity share of face value of ' 2/- per share.
Material changes and commitments if any affecting the financial position of thecompany:
There are no material changes and commitments affecting the financial position of theCompany which has occurred between the end of the financial year of the Company i.e. 31stMarch 2020 and the date of the Board's Report i.e. 24th August 2020
CONSERVATION OF ENERGY TECHNOLOGY ABSORPTION FOREIGN EXCHANGE EARNINGS AND OUTGO:
A. conservation of energy -
(i) The steps taken and impact on conservation of energy-
The Company has replaced models of computers printers and other equipment which wereconsuming between 50 to 90 percent more energy than energy- efficient models. This hasensured reduction in energy consumption and resultant saving in costs.
Air conditioning equipment is cleaned and serviced on routine basis thereby savingenergy and costs and giving required cooling.
The office has LED lights and after office hours only the required lights and airconditioning is used thereby saving energy and minimizing energy wastage.
(ii) The steps taken by the Company for utilizing alternate sources of energy-
The Company is in the process of exploring use of alternate source of energy.
(iii) The capital investment on energy conservation equipments-
B. Technology absorption -
(i) The efforts made towards technology absorption - Not applicable.
(ii) The benefits derived like product improvement efforts to reduce cost of fundproduct development or import substitution - Not applicable.
(iii) In case of imported technology (imported during the last three years reckonedfrom the beginning of financial year)- Not applicable.
(a) The details of technology imported - Not applicable.
(b) The year of import - Not applicable.
(c) Whether the technology has been fully absorbed - Not applicable
(d) If not fully absorbed areas where absorption has not taken place and the reasonthereof - Not applicable.
(iv) The expenditure incurred on Research and Development - Not applicable.
C. Foreign Exchange Earnings and Outgo-
The foreign exchange earned in terms of actual inflows during the year and the foreignexchange outgo during the year in terms of actual outflows.
During the year ended 31st March 2020 the Company does not have anyforeign currency earning and the foreign currency spent is ' 2.88 crore. This doesnot include foreign currency cash flows in derivatives and foreign currency exchangetransactions.
RISK MANAGEMENT POLICY FOR THE COMPANY:
The Board of the Company has constituted a Risk Management Committee to frameimplement monitor review risk management policy; review of the current status on theouter limits prescribed in the Risk Management policy and report to the Board; review thematters on risk management. Risks faced by the Company are identified and assessed. Foreach of the risks identified corresponding controls are assessed and policies andprocedure are in place for monitoring mitigating and reporting risk on a periodic basis.In the opinion of the Board none of the risks faced by the Company threaten itsexistence.
The Risk Management Policy of the Company is in accordance with the directives issuedby National Housing Bank. During the financial year under review the Risk ManagementPolicy of the Company was reviewed and put up to the Board. The same was approved in theBoard Meeting dated 6th March 2020.
CORPORATE SOCIAL RESPONSIBILITY (CSR) POLICY:
In compliance with Section 135 of the Companies Act 2013 read with the Companies(Corporate Social Responsibility Policy) Rules 2014 the Company has establishedCorporate Social Responsibility Committee and statutory disclosures with respect to theCSR Committee and an Annual Report on CSR activities is annexed as Annexure 5 to thisreport.
COMPOSITION OF THE CORPORATE SOCIAL RESPONSIBILITY COMMITTEE IS AS FOLLOWS:
|Shri Jagdish Capoor ||Chairman ||Independent Director |
|Dr. Dharmendra Bhandari ||Member ||Independent Director |
|Shri Siddhartha Mohanty ||Member ||Managing Director & CEO |
ANNUAL EVALUATION MADE BY THE BOARD OF ITS OWN PERFORMANCE:
The Nomination and Remuneration Committee at its meeting had recommended Criteria forevaluation of Directors Chairperson Non-Executive Directors Board level committee andBoard as a whole and also the evaluation process of the same.
The Board of Directors carried out an annual evaluation of its performance Board levelcommittees and Individual Directors pursuant to the provisions of the Act and theCorporate Governance requirements as prescribed by SEBI (Listing Obligations andDisclosure Requirements) Regulations 2015 at the meeting of Independent Directors heldon 5th March 2020.
The performance of the Board was evaluated after seeking inputs from all the Directorson the basis of criteria such as the Board composition and structure effectiveness ofBoard process information and functioning process of disclosure and communicationaccess to timely accurate and relevant information etc.
The performance of the various board committee was evaluated by the Board after seekinginputs from the respective committee members on the basis of criteria such as thecomposition of committee effectiveness of committee meeting functioning etc.
The Board reviewed the performance of the Individual Directors on the basis of thecriteria such as the contribution of the Individual Director to the Board and committeemeetings like preparedness on the issues to be discussed meaningful and constructivecontribution and inputs in meetings presented views convincingly resolute in holdingviews etc. In addition the Chairman was also evaluated on the key aspects of his role.
In a separate meeting of Independent Directors performance of Non-IndependentDirectors performance of the Board as a whole and performance of Chairman was evaluated.
Report on the performance and financial position of each of the subsidiariesassociates and joint venture companies included in the consolidated financial statement:
Pursuant to Section 129 of the Companies Act 2013 the Company has prepared aconsolidated financial statement of the Company and also of its subsidiaries andassociates in the same form and manner as that of the Company which shall be laid beforethe ensuing Thirty First Annual General Meeting of the Company alongwith the Company'sFinancial Statement under sub-section (2) of Section 129 i.e. Standalone FinancialStatement of the Company. Further pursuant to the provisions of Accounting Standard('AS') 21 Consolidated Financial Statements notified under Section 133 of the CompaniesAct 2013 read with Rule 7 of the Companies (Accounts) Rules 2014 issued by the Ministryof Corporate Affairs the Consolidated Financial Statements of the Company alongwith itssubsidiaries and associates for the year ended 31st March 2020 form part ofthis Annual Report.
In accordance with the provisions of Section 136 of the Companies Act 2013 the annualreport of the Company the annual financial statements and the related documents of theCompany's subsidiary and associate companies are hosted on the website of the Company.
THERE HAS BEEN NO CHANGE IN THE NATURE OF BUSINESS OF THE COMPANY DURING THE YEAR UNDERREVIEW.
As of 31st March 2020 the Board had eleven members consisting of twonon-executive directors nominated by the promoter LIC of India which includes theChairman Shri M.R Kumar and Director Shri Vipin Anand. The Managing Director & CEOShri Siddhartha Mohanty who is the only executive director in the Board is also a Nomineeof the LIC of India. Apart from these three (3) nominee directors there are twonon-executive and non-independent directors namely Shri P Koreswara Rao and Shri SanjayKumar Khemani. The major part of the board members being six (6) in number are held byindependent directors including one independent woman director namely Ms. Savita Singh.The other independent directors are viz. Shri Jagdish Capoor Dr. Dharmendra BhandariShri Ameet N Patel Shri V. K. Kukreja Shri Kashi Prasad Khandelwal.
In order to ensure stability and effective implementation of long term businessstrategies and for smooth transition at MD & CEO level the Board decided that new MD& CEO should be posted in advance say 4-6 months as COO who would subsequently takeover as MD & CEO on retirement / elevation / transfer of the existing MD & CEO.
In terms of Article 138(b) of the Articles of Association of Company LIC of India isentitled to nominate upto one third of the total number of directors of the Company andtherefore the Board after consideration approved posting of senior official from LIC ofIndia as Nominee of LIC of India for the post of COO as part of succession plan for MD& CEO with a view to ensure stability and effective implementation of long termbusiness strategies.
APPOINTMENTS / RESIGNATIONS OF DIRECTORS:
Shri Vipin Anand Managing Director LIC of India was nominated to hold the board levelposition in LIC Housing Finance Limited vide LIC Office Order No:CM/2019-20/06 dated 2ndNovember 2019. In this regard the Nomination and Remuneration Committee which hadconsidered the performance evaluation report of Shri Vipin Anand (DIN 05190124) and 'Fitand Proper' criteria adopted by the Board on 10th March 2017 pursuant to NHBnotification No.NHB.HFC.CG-DIR.1/MD&CEO/2016 dated 9th February 2017 hadundertaken process of due diligence in the case of Shri Vipin Anand (DIN 05190124) andfound him to be suitable and eligible based on the evaluation qualification expertisetrack record integrity 'fit and proper' criteria to be appointed to the Board asAdditional Non-Independent (NonExecutive) Nominee Director of the Company liable to retireby rotation with effect from 11th November 2019. Based on the recommendationof the Nomination and Remuneration Committee the Board considered and after havingthought fit pursuant to the provisions of the Section 149 152 161 and other applicableprovisions of the Companies Act 2013 and the Rules made thereunder read with Schedule IVto the Companies Act 2013 other applicable provisions of any other statute(s) for thetime being in force including any amendment modification variation or re-enactmentthereof and in terms of clause 138 and 143 of the Articles of Association of the CompanyShri Vipin Anand (DIN 05190124) who fulfils the criteria of NonIndependent Director(Non-Executive) prescribed under Section 152 & 161 of the Companies Act 2013 SEBI(LODR) Regulations 2015 be and is hereby appointed as Additional Non Independent Director(Non-Executive) of LIC Housing Finance Limited (the Company) liable to retire byrotation with effect from 11th November 2019 and the said appointment shallbe without prejudice to his continuing service in LIC of India.
Shri Hemant Bhargava had tendered his resignation from Directorship of the Company witheffect from 01st August 2019 on attainment of superannuation from the servicesof LIC of India.
The Nomination and Remuneration Committee which had considered the performanceevaluation of Shri V K Kukreja (DIN- 01185834) and 'Fit and Proper' criteria adopted bythe Board on 10th March 2017 pursuant to NHB notification No.NHB.HFC.CG-DIR.1/MD&CEO/2016 dated 9th February 2017 had undertaken process of duediligence in the case of Shri V K Kukreja (DIN- 01185834) and found him to be suitable andeligible based on evaluation qualification expertise track record integrity 'fit andproper' criteria for recommendation to the Board to continue Shri V K Kukreja(DIN-01185834) as an Independent Director of the Company for a further period of fiveconsecutive years with effect from 30th June 2020 not liable to retire byrotation. Based on the recommendation of the Nomination and Remuneration Committee theBoard considered and after having thought fit pursuant to the provisions of the Sections149 152 161 and other applicable provisions if any of the Companies Act 2013 and theRules made thereunder including any amendment modification variation or re-enactmentthereof read with Schedule IV to the Companies Act 2013 and Regulation 17 and otherapplicable regulations of the Securities and Exchange Board of India (Listing Obligationsand Disclosure Requirements) Regulations 2015 the NHB Act and the regulationsdirections made thereunder and the provisions of any other statute as may be applicable inthis regard and for the time being in force approved re-appointment of Shri V K Kukreja(DIN-01185834) as an Independent Director of the Company to hold office for a period offive consecutive years with effect from 30th June 2020 not liable to retireby rotation.
The Nomination and Remuneration Committee which had considered the performanceevaluation of Shri Ameet Patel (DIN-00726197) and 'Fit and Proper' criteria adopted by theBoard on 10th March 2017 pursuant to NHB notification No.NHB.HFC.CG-DIR.1/MD&CEO/2016 dated 9th February 2017 had undertaken process ofdue diligence in the case of Shri Ameet Patel (DIN-00726197) and found him to be suitableand eligible based on evaluation qualification expertise Shri Siddhartha Mohanty trackrecord integrity 'fit and proper' criteria for recommendation to the Board to continueShri Ameet Patel (DIN-00726197) as an Independent Director of the Company for a furtherperiod of five consecutive years with effect from 19th August 2020 not liableto retire by rotation. Based on the recommendation of the Nomination and RemunerationCommittee the Board considered and after having thought fit pursuant to the provisions ofthe Sections 149 152 161 and other applicable provisions if any of the Companies Act2013 and the Rules made thereunder including any amendment modification variation orre-enactment thereof read with Schedule IV to the Companies Act 2013 and Regulation 17and other applicable regulations of the Securities and Exchange Board of India (ListingObligations and Disclosure Requirements) Regulations 2015 the NHB Act and theregulations directions made thereunder and the provisions of any other statute as may beapplicable in this regard and for the time being in force approved re-appointment of ShriAmeet Patel (DIN-00726197) as an Independent Director of the Company to hold office for aperiod of five consecutive years with effect from 19th August 2020 not liableto retire by rotation.
The Board also recommended appointment of Shri Siddhartha Mohanty (DIN 08058830)Managing Director and Chief Executive Officer (MD & CEO) as a Director and MD &CEO as also Key Managerial Personnel (KMP) to the shareholders / members of the Companyfor approval in the forthcoming Annual General Meeting of the company based on therecommendation of the Nomination and Remuneration Committee in terms of NotificationNo.NHB.HFC.CG-DIR.1/MD&CEO/2016 dated 09.02.2017 issued by NHB and other applicableprovisions of the Companies Act 2013 and SEBI (LODR) 2015 NHB Directions and any othernotification(s)circular(s)order(s) etc. made under the said statute(s) and consideringthe process of due diligence and scrutiny of the declarations undertaken by the Nominationand Remuneration Committee. The appointment of Shri Siddhartha Mohanty (DIN 08058830) asMD & CEO as also Key Managerial Personnel (KMP) is pursuant to the provisions ofSections 2(78) 2(94) 196 197 203 and other applicable provisions if any of theCompanies Act 2013 the Companies (Appointment and Remuneration of Managerial Personnel)Rules 2014 and any other Rules framed thereunder read with Schedule V to the CompaniesAct 2013 including any amendment modification variation or re-enactment thereof for thetime being in force and the Articles 138 161 and 194(c) of Articles of Association of theCompany subject to approval of the members in the 31st Annual General Meetingand such other consents and permission as may be necessary and subject to suchmodifications variations as may be approved and acceptable to the appointee the consentof the Board of Directors be and is hereby accorded for the appointment of Shri.Siddhartha Mohanty (DIN 08058830) as Managing Director & CEO as also Key ManagerialPersonnel of the Company for a period of 3 years and beyond maximum upto 5 yearseffective from 1st August 2019 or as decided by LIC of India from time to timeon payment of remuneration and PLI for the aforesaid period.
The terms and conditions of his service shall be determined from time to time by LIC ofIndia and the Board of LIC Housing Finance Limited and that the remuneration payable tohim shall be within the limit as per the Companies Act 2013. His appointment as ManagingDirector & CEO as also Key Managerial Personnel shall be without prejudice to hiscontinuing service in LIC of India.
DIRECTOR RETIRING BY ROTATION:
Shri Sanjay Kumar Khemani retires by rotation at the ensuing Annual General Meetingand is eligible for re-appointment.
APPOINTMENTS / RESIGNATION OF THE KEY MANAGERIAL PERSONNEL:
Shri Siddhartha Mohanty Managing Director & CEO Mr. Nitin K. Jage GeneralManager & Company Secretary and Mr. Sudipto Sil CFO are the Key Managerial (Taxation)Personnel (KMP) as per the provisions of the Companies Act 2013. During the Financialyear 2019-2020 there has not been any change in the KMP.
committees OF THE Board:
The Company has various committees which have been constituted as a part of the bestcorporate governance practices and are in compliance with the requirements of the relevantprovisions of applicable laws and statutes.
The Company has following Committees of the Board:
Stakeholders Relationship Committee Nomination and Remuneration Committee CorporateSocial Responsibility Committee Risk Management Committee Executive Committee DebentureAllotment Committee Strategic Investment Committee IT Strategy Committee
composition OF audit committee is as follows:
|Shri Jagdish Capoor ||Chairman ||Independent Director |
|Dr. Dharmendra Bhandari ||Member ||Independent Director |
|Shri Ameet Patel ||Member ||Independent Director |
|Shri Kashi Prasad Khandelwal ||Member ||Independent Director |
There has not been any instance during the year when recommendations of Audit Committeewere not accepted by the Board.
The details with respect to the compositions powers roles terms of reference etc. ofrelevant committees are given in detail in the Report on Corporate Governance which formspart of this Report.
subsidiaries and group companies
As on 31st March 2020 the Company has four Subsidiaries namely LICHFLCare Homes Limited LICHFL Asset Management Company Limited LICHFL Trustee CompanyPrivate Limited and LICHFL Financial Services Limited. The Consolidated financialstatements incorporating the results of all the subsidiaries of the Company for the yearended 31st March 2020 are attached along with the statement pursuant toSection 129 of the Companies Act 2013 with respect to the said subsidiaries. Brief writeup including performance and financial position of each of the subsidiaries is provided asunder:
1. LICHFL CARE HOMES LIMITED
LICHFL Care Homes Limited a wholly owned subsidiary of LIC Housing Finance Limitedwas incorporated on 11th September 2001 with an authorised share capital of '75 Crore. The basic purpose of incorporating the Company was to establish and operate'assisted living community centres' for the senior citizens.
During the FY 2019-2020 the Company earned a Profit Before Tax (PBT) of '437.32 Lakh and Profit After Tax (PAT) stood at ' 261.24 Lakh.
The Company has successfully completed a project at Bangalore in two Phases. It hasreceived the Occupancy Certificate for its Bhubaneswar project from BhubaneswarDevelopment Authority and is in the process of handing over the units to the allottees.Further the Company is in process to develop new Carehomes project at Jaipur Rajasthanand Aluva Kerala. The Company is also in process to purchase land at various locationsacross the Country. Going forward these projects are likely to further improve theoverall operations and stability of the Company.
With life expectancy going up and number of elderly citizens rising year after yearthe Company is set on a growth trajectory keeping LIC & LIC HFLs' vision forfulfilment of Corporate Social Responsibility at the forefront.
2. LICHFL ASSET MANAGEMENT COMPANY LIMITED
The Company was incorporated on 14th February 2008. The Company is in thebusiness of managing advising administering Private Equity Funds including Venturecapital Fund (VCF) and Alternate Investment Fund (AIF)
The Company was appointed as Investment Manager in 2010 to raise and manage the LICHFLSponsored LICHFL Urban Development Fund (LUDF). The Company has raised total commitmentsof ' 529.35 Crore from Banks Financial Institutions Corporates and HNIs asagainst the targeted size of ' 500 Crore and announced financial closure on 30thMarch 2013. The Company has deployed ' 461.30 Crore in 9 Portfolio Companiesacquisition or operation of affordable / mid income housing related infrastructure andHospitals. With receipts from 6 exits the Fund has so far achieved a multiple of 1.70x oninvestments with an IRR of 27.19%.
The Company also launched a new Alternative Investment Fund (AIF) namely LICHFL Housing& Infrastructure Fund (LHIF) with a total corpus of ' 1000 Crore includingGreen Shoe Option (GSO) of ' 250 Crore and the focus of the Fund is on AffordableHousing and Property backed Infrastructure in sectors which include EducationalInstitutions Hospitals Industrial Parks & Warehouses. As on 31st March2020 the Company has already received total Commitment of ' 765 crore out of whichContribution Agreement was signed for ' 760 crore.
During the FY 2019-2020 the Company earned a Profit Before Tax (PBT) of '1081.11 Lakh and Profit After Tax (PAT) stood at ' 735.43 Lakh.
3. LICHFL Trustee Company Private Limited
The Company was incorporated on 5th March 2008. The Company is undertakingthe business of trusteeship services for Venture Capital Funds (VCFs) and AlternativeInvestment Funds (AIFs).
The Company was appointed as Trustee in 2010 for LICHFL Fund and further appointedLICHFL Asset Management Company Limited (LICHFL AMC) as Investment Manager for the Fund.In 2010 the Company had registered LICHFL Fund with SEBI as Venture Capital Fund (VCF)under the SEBI (Venture Capital Funds) Regulations 1996. LICHFL Urban Development Fundachieved its financial closure with ' 529.35 Crore on 30th March 2013.
The Company was appointed as Trustee in 2017 for LICHFL Housing & InfrastructureTrust (LHIT) and further appointed LICHFL AMC Ltd. as Investment Manager for LICHFLHousing and Infrastructure Fund (LHIF). The Company had received registration for LHIF onOctober 2017 from SEBI under Alternative Investment Fund Regulations 2012 as Category - IInfrastructure. LICHFL AMC launched LICHFL Housing & Infrastructure Fund (LHIF) inOctober 2017 and achieved initial closing on 31st March 2018. The final closingof the fund was supposed to be on 31st March 2020 but the Investment Managerhas requested for further extension of 6 months i.e. 30th September 2020 theresult of which is awaited.
During the FY 2019-2020 the Company earned a Profit Before Tax (PBT) of ' 15.80Lakh and Profit After Tax (PAT) stood at ' 12.50 Lakh.
4. LICHFL FINANCIAL SERVICES LIMITED
LICHFL Financial Services Limited a wholly owned subsidiary of LIC Housing FinanceLimited was incorporated on 31st October 2007 for marketing of housing loaninsurance products (Life and General Insurance) mutual funds fixed deposits creditcards. It became operational in March 2008 and at present has 50 offices spread acrossthe country.
The vision of the Company is "SARVESHAM POORNAM BHAVATU - to providecomplete financial solutions to secure not only the present but also the future of thecustomer and his family. In this endeavour the marketing officials assist at every step -right from financial planning to manage every aspect of investment both for the short& long term.
At present the Company distributes Life Insurance products of LIC of India Home Loans& Fixed Deposits of LIC Housing Finance Limited Mutual Funds of various fund housesGeneral Insurance products of United India Insurance Company Limited and Tata AIG GeneralInsurance Company Limited Credit Cards of LIC Cards Services Limited and Point ofPresence for National Pension System (NPS). More business verticals will be addeddepending on market opportunities and customer needs.
The Company has earned a Profit Before Tax (PBT) of ' 1527.84 Lakhs and ProfitAfter Tax (PAT) stood at ' 1062.53 Lakhs for the FY 2019-2020 and recommendeddividend @ 25% for FY 2019-2020 on paid up share capital of ' 9.50 Crores.
FINANCIAL HIGHLIGHTS FOR FY 2019-2020 IN COMPARISON WITH PREVIOUS YEAR:
|particulars ||FY 2019-2020 (' in Lakhs) ||FY 2018-19 (' in Lakhs) |
|1. Total Income ||5044.71 ||5298.81 |
|2. Profit Before Tax ||1527.84 ||1900.91 |
|3. Profit After Tax ||1062.53 ||1309.71 |
|4. Dividend (Declared) ||237.50 ||380.00 |
The Company is striving to improve its Performance across all Business verticals in thecoming years.
Name/s of company/ies which have ceased / become subsidiary/joint venture/associate: None
As on 31st March 2020 the Company has two associate companies namely LICMutual Fund Asset Management Company Limited and LIC Mutual Fund Trustee Company PrivateLimited.
The Annual Report which consists of the financial statements of the Company onstandalone as well as consolidated financial statements of the group for the year ended 31stMarch 2020 has been sent to all the members of the Company. It does not contain AnnualReports of Company's subsidiaries. The Company will provide Annual Report of allsubsidiaries upon request by any member of the Company. These Annual Reports are also beavailable on Company's website viz www.lichousing.com.
No significant and material orders were passed by the regulators or courts or tribunalsimpacting the going concern status and Company's operations in future.
internal financial control systems and their adequacy:
The Company had laid down internal financial controls to be followed by the company andthat such internal financial controls are adequate and operating effectively. Note onInternal financial control as Annexure 2 is attached to this report.
vigil mechanism / whistle blower policy:
The Company has a Whistle Blower Policy in place which provides whistle blowers toraise concerns relating to reportable matters as defined in the policy. The mechanismadopted by the Company encourages the whistle blower to report genuine concerns orgrievances and provides for adequate safeguards against victimisation of whistle blowerwho avails of such mechanism and also provides for direct access to the Chairman of theAudit Committee.
employee stock option:
No stock options were issued to the Directors or any employees of the Company.
Disclosure pertaining to remuneration and other details as required under Section197(12) of the Companies Act 2013 read with Rule 5(1) of the Companies (Appointment andRemuneration of Managerial Personnel) Rules 2014 are given below:
a. The ratio of the remuneration of each director to the median remuneration of theemployees of the company for the financial year:
|Non-Executive Directors (including independent Directors)* ||Ratio to median remuneration |
|Nil ||N.A. |
*No remuneration is paid to Non-Executive Directors (including Independent Directors)
|Executive Director (md&ceo) ||Ratio to median remuneration |
|Shri Siddhartha Mohanty ||8:1 |
b. The percentage increase in remuneration of each director chief Executive officerchief Financial officer company secretary in the financial year:
|Non-Executive Directors (including independent Directors)* ||% increase in remuneration in the financial year |
|Nil ||N.A. |
*No remuneration is paid to Non-Executive Directors (including Independent Directors)
|kmp ||% increase in remuneration in the financial year |
|Executive Director (MD&CEO)* ||6.76% |
|Company Secretary ||6.85%(on account of perquisite in respect of lease accommodation) |
|Chief Financial Officer** ||43.24% |
* Remuneration of MD & CEO includes Salary for the month from Apr-19 to July-19& PLI which was given during F. Y. 2019-20 to the MD & CEO who has beenrepatriated to LIC of India.
** Remuneration of CFO includes Salary for the month of Apr-19 & PLI which wasgiven during F. Y. 2019-20 to the CFO who has been repatriated to LIC of India.
c. The percentage increase in the median remuneration of employees in the financialyear:
d. The number of permanent employees on the rolls of the Company:
e. percentage increase over decrease in the market quotations of the shares of thecompany in comparison to the rate at which the company came out with the last publicoffer:
|particulars ||31 March 2020 ||15 November 1994ipo) ||% change |
|Market Price ||235.20** ||12* ||4610.42 |
|(in ') || || || |
* Adjusted Issue price value on account of sub-division ** BSE-closing Price '235.20
f. Average percentile increase already made in the salaries of employees other thanmanagerial personnel in the financial year and its comparison with the percentile increasein the managerial remuneration and justification thereof and point out if there are anyexceptional circumstances for increase in the managerial remuneration:
Increase in managerial remuneration for the year was 6.76%. The average annual Increasein the salaries of the employees other than managerial personnel during the year was23.91% on account of increase in DA and new recruitment at officer level.
G. Affirmation that remuneration is as per the remuneration policy of the company:
The Company affirms that the remuneration is as per the Remuneration Policy of theCompany.
During the year the Company has not engaged any employee drawing remuneration exceedingthe limit specified under Section 197(12) read with Rule 5(2) of the Companies(Appointment and Remuneration of Managerial Personnel) Rules 2014.
In terms of Section 136(1) of the Companies Act 2013 read with the Rule 5(2) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rules 2014 the Board'sReport is being sent to all the shareholders of the Company excluding the annexurecontaining names of the top ten employees in terms of remuneration drawn. Any shareholderinterested in obtaining a copy of the said annexure may write to the Company at: TheCompany Secretary LIC Housing Finance Limited Corporate Office 131 Maker Towers 'F'Premises 13th Floor Cuffe Parade Mumbai - 400 005.
Prevention prohibition & Redressal of sexual Harassment of women at workplace:
As per the requirements of the Sexual Harassment of Women at Workplace (PreventionProhibition and Redressal) Act 2013 your Company has in place a Policy on PreventionProhibition & Redressal of Sexual Harassment of Women at Workplace and has a robustmechanism to redress the complaints reported thereunder. An Internal Committee has beenconstituted which comprises of internal members who have experience in the subject field.
Pursuant to the provisions of Section 22 of the Sexual Harassment of Women at Workplace(Prevention Prohibition and Redressal) Act 2013 the complaints received thereunder andthe details relating thereto are as follows:
(a) Number of complaints received in the year: 1
(b) Number of complaints disposed of during the year: 1
(c) Number of cases pending more than ninety days: Nil
(d) Number of workshops or awareness programme against sexual harassment carried out:Your Company on a regular basis sensitizes its employees on prevention of sexualharassment through various workshops awareness programmes.
(e) Nature of action taken by the employer or district officer: Nil
I t may be mentioned here that the Company has Zero tolerance towards any action on thepart of any executive / staff which may fall under the ambit of 'Sexual Harassment' atworkplace and is fully committed to uphold and maintain the dignity of every womenexecutive / staff working in the company.
The Company aims to align HR practices with business goals increase productivity ofHuman Resource by enhancing knowledge skills and to provide conducive work environment todevelop a sense of ownership amongst employees. Productive high performing employees arevital to the Company's success. The Board values and appreciates the contribution andcommitment of the employees towards performance of your Company during the year. TheCompany inducted employees during the year for various positions and also promotedemployees to take up higher responsibilities. Apart from fixed salaries perquisites andbenefits the Company also has in place performance-linked incentives which rewardoutstanding performers who meet certain performance targets. In pursuance of theCompany's commitment to develop and retain the best available talent the Company hadorganised and sponsored various training programmes / seminars / conferences for upgradingskill and knowledge of its employees in different operational areas.
Employee relations remained cordial and the work atmosphere remained congenial duringthe year.
The Directors place on record their appreciation for the advice guidance and supportgiven by Life Insurance Corporation of
India National Housing Bank and all the bankers of the Company. The Directors alsoplace on record their sincere thanks to the Company's clientele lenders investors andmembers for their patronage. The Directors express their appreciation for the dedicatedservices of the employees and their contribution to the growth of the Company.
| ||For and on behalf of the Board |
|Place: Mumbai ||Chairman |
|Date: 24th August 2020 || |