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Shriram City Union Finance Ltd.

BSE: 532498 Sector: Financials
BSE 00:00 | 18 Oct 1335.50 -11.85






NSE 00:00 | 18 Oct 1338.60 -11.05






OPEN 1355.50
52-Week high 1900.00
52-Week low 1221.55
P/E 8.71
Mkt Cap.(Rs cr) 8,814
Buy Price 1315.00
Buy Qty 1.00
Sell Price 1431.00
Sell Qty 1.00
OPEN 1355.50
CLOSE 1347.35
52-Week high 1900.00
52-Week low 1221.55
P/E 8.71
Mkt Cap.(Rs cr) 8,814
Buy Price 1315.00
Buy Qty 1.00
Sell Price 1431.00
Sell Qty 1.00

Shriram City Union Finance Ltd. (SHRIRAMCIT) - Director Report

Company director report


The Members of Shriram City Union Finance Limited

Dear Members

The Board of Directors ("Board") is pleased to present this 32ndAnnual Report with the audited standalone and consolidated financial statements of theCompany for the financial year ended March 31 2018 ("Year"). The consolidatedfinancial statements presented pursuant to section 129 (3) of the Companies Act 2013("Act") and Regulation 34 of the SEBI (Listing Obligations and DisclosureRequirements) Regulations 2015 ("LODR") form a part of this Annual Report. Thereport on corporate governance management discussion and analysis and other annexuresreferred to form a part of this Report.


The summary of standalone and consolidated financial performance of the Company forthe Year is as under.

Rs in crores



Year ended March 31

Year ended March 31
Particulars 2018 2017 2018 2017
Revenue from operations 5083.31 4431.62 5352.83 4703.59
Other income 18.26 2.91 20.70 5.42
Total Revenue 5101.57 4434.53 5373.53 4709.01
- Employee benefit expenses 703.54 550.29 745.98 597.30
- Finance costs 1667.71 1534.42 1781.08 1652.32
- Depreciation and amortisation 33.26 34.62 35.19 35.71
- Provisions and write offs 1053.71 910.53 1071.82 938.28
- Other expenditure 625.57 551.03 676.36 588.54
Total expenses 4083.79 3580.89 4310.43 3812.15
Profit before tax 1017.78 853.64 1063.10 896.86
Tax expenses
- Current tax 381.30 304.60 396.39 318.85
- Deferred tax (28.24) (7.02) (26.99) (6.56)
Tax expenses 353.06 297.58 369.40 312.29
Net Profit for the period 664.72 556.06 693.70 584.57
Minority interest - - (6.59) (6.49)
Profit after minority interest 664.72 556.06 687.11 578.08
Paid up equity share capital (Face value of Rs 10/- per share) 65.97 65.94 65.97 65.94
Reserves (excluding revaluation reserves) 5500.24 4962.47 5681.79 5121.63
Profit available for appropriation 2327.29 1891.20 2400.21 1946.21
Transfer to general reserve 66.48 55.61 66.48 55.61
Transfer to statutory reserve 132.96 111.22 137.43 115.70
Transfer to debenture redemption reserve 20.60 22.47 2060.00 22.47
Dividend paid on equity shares of Rs 10/- each fully paid-up
Year 2017 - 18 : Interim Rs 6.00 39.58 - 39.58 -
Year 2016 - 17 : Final Rs 10.00 65.95 65.95
Year 2016 - 17 : Interim Rs 5.00 32.97 32.97
Corporate dividend tax 21.48 6.35 21.48 6.35
Net surplus in the statement of profit and loss 1980.25 1662.57 2048.71 1713.11
Earning per share
Basic ( Rs not annualised) 100.79 84.34 104.18 87.68
Diluted ( Rs not annualised) 100.71 84.24 104.11 87.58

Loans guarantees and investments covered under section 186 of the Act form a part ofthe Annual Financial Statements provided in this Annual Report. There were no materialchanges and commitments affecting financial position of the Company occurring betweenMarch 31 2018 and the date of this report.


Board proposes to transfer amounts mentioned in the above table stating financialresults to different reserve in compliance with the requirements of regulations of ReserveBank of India ( Rs Rs RBI'') and the Act.


The Board had formulated Dividend Distribution Policy as required under LODR. Thispolicy is attached as Annexure -13 and is displayed on the website of the Company It wasinadvertently missed to disclose Dividend Policy of the Company ( Rs Rs Policy'') in theAnnual Report 2016-17. An addendum to this effect along with the policy had been sent tothe shareholders. The Policy continues to be displayed since the date of its approval onthe web site of the Company. Dividends are recommended and paid in line with the DividendDistribution Policy of the Company. The dividend declared/ recommended are as under. Thefinal dividend for the Year proposed if approved would be paid to the members whosenames appear on the register of members as on the record date for payment of dividend forthe Year.

Dividend on equity shares of Rs 10 each No of Shares Per share ( Rs ) Amount ( Rs in crores) Tax ( Rs in crores) Total outflow ( Rs in crores) Date of payment
Interim (FY 2017-18) 65958377 6.00 39.58 8.06 47.64 November 23 2017
Proposed Final (FY 2017 -18) 65965762 12.00 79.16 16.27 95.43
Total 18.00 118.74 24.33 143.07
Interim (FY 2016-17) 65937557 5.00 32.97 6.71 39.68 November 18 2016
Final (FY 2016-17) 65943402 10.00 65.94 13.43 79.37 July 20 2017
Total 15.00 98.91 20.14 119.05

The Register of Members and Share Transfer Books will remain closed from July 19 2018to July 25 2018 (both days inclusive) for the purpose of final dividend for the Year andfor 32nd Annual General Meeting ("AGM") scheduled to be held on July25 2018.


All the transactions during the Year with related parties referred to in Section 188(1) of the Act were on arm's length basis or were in ordinary course of business or withomnibus approval of the Audit and Risk Management Committee. The Company has formulated apolicy on related party transactions approved by the Audit and Risk Management Committeeand the Board which is displayed on the web site of the Company at The particulars of contracts orarrangements with related parties as referred in section 188(1) of the Act is attached tothis Report in prescribed from AOC - 2 as Annexure - 5. The details of and transactionswith the related parties as required under Regulation 34(3) and 53(f) of the LODR appearin note no. 26 of the notes to financial statements. The Audit and Risk ManagementCommittee during the Year approved the related party transactions requiring itsapproval. There were no material related party transaction during the Year. The extract ofthe Annual Return in the form MGT - 9 as required under Section 92 (3) and 134 (3) of theAct is attached to this Report as Annexure - 6


The Company being a Non-Banking Finance Company ("NBFC") disburses loans tocustomers. The Company disburses loans under it's different products i.e. EnterpriseFinance Two wheeler loans Loan against Gold Auto Finance Personal loans etc. Ourcustomer centric approach continues to bring us higher business. 2.28 lakhs number ofcustomers were added during the Year. Total number of customers and total number ofbranches/ business outlets were 38.80 lakhs and 969 respectively as on March 31 2018.

During the Year the total disbursements of loans under different products were Rs24922 crores (2016-17 : Rs 22355.64 crores). Income from operations for the Year grew by15.56% percent to Rs 5083 crores and the same resulted in a profit before tax of Rs1017.78 crores for the Year (2016 -17 : Rs 853.64 crores). As at March 31 2018the total assets under management stood at Rs 27461 crores (March 31 2017 : Rs23132.00 crores).

During the Year the total consolidated disbursements of loans under different productswere Rs 25680.69 crores (2016-17 : Rs 23320.24 crores). Consolidated Income fromoperations for the Year grew by 13.80% percent to Rs 5352.82 crores (2016 -17 : Rs4703.59 crores) and the same resulted in a profit before tax of Rs 1063.10 crores forthe Year (2016 -17 : Rs 896.87 crores). As at March 31 2018 the consolidatedassets under management stood at Rs 29246.48 crores (March 31 2017 : Rs 24906.96crores).

Lending requires borrowing by the Company through different methods i.e. privateplacement of non-convertible debentures ("NCDs") with banks / institutionsFixed deposits commercial papers and borrowings from banks/ financial institutions. Thesummary of borrowings by the Company is as under.

Rs in crores
During the Year ended March 31 Deposits Privately placed NCDs Public issue of NCDs Term loans Total
2018 1295.03 1585.00 - 4445.00 7325.03
2017 1185.57 390.00 - 2845.00 4420.57

In addition to the above resources were mobilized through cash credit / workingcapital demand loans from banks. Balance outstanding on cash credit as on March 31 2018was Rs 1145.21 crores (March 31 2017: Rs 1124.02 crores) & Working capital demandloans as on March 31 2018 was Rs 804 crores (March 31 2017: Rs 339 crores). There were11256 number of deposits amounting to Rs 137.77 crores which had matured for payment andwere due to be claimed or renewed as an on March 31 2018. Subsequent follow-up forrepayments/renewals resulted in the number reducing to 8337 number of deposits amountingto Rs 92.35 crores on the date of this report. There were no deposits which had maturedand claimed but were not paid by the Company. Steps are continuously taken to arrange forrepayment/renewal of these unclaimed deposits.

The Company is required to be rated by any of the rating agencies in India fordifferent kind of borrowings it makes and accordingly ratings were obtained by theCompany. The ratings obtained are mentioned in note no. 50 to note to financialstatements.

There are no significant and material orders passed by the regulators or courts ortribunals impact going concern status and company's operation in future.

During the Year no frauds were detected. The status of frauds detected are reported innote no. 29 of the Notes to Accounts. The Audit and Risk Management Committee and theBoard had discussed about the status of the existing frauds. The Company has formulatedwhistle blower and vigil mechanism policy for in addition to other matters bringingfrauds to light by the whistle blowers.


During the Year capital was raised only through allotment of shares on exercise ofoptions under Employees Stock Options Scheme 2006. 22360 no (2016 - 17 : 16250) ofequity shares were allotted to the eligible employees on exercise of their options underESOP Scheme 2006. The ESOP Scheme titled SCUF ESOP Scheme 2013 as approved by the membersin the Extraordinary General Meeting held on May 31 2013 has not been implemented. Therequired disclosures on ESOP as on March 31 2018 under SEBI Regulations are set out inAnnexure - 7 to this report. The Company has received the certificate as attached inAnnexure - 8 from the auditors of the Company certifying that the ESOP Scheme isimplemented in accordance with the SEBI Guidelines and in accordance with the resolutionpassed by the members. The details with respect to the unclaimed equity shares maintainedby the Company in dematerialised form as required under Regulation 34 (3) read withschedule V of the LODR are as under.

Particulars No of equity share holders No of unclaimed equity shares
1 Unclaimed equity shares as on April 1 2017 32 3500
2 Shares claimed by shareholders during the Year 3 75
3 Transfer of unclaimed equity shares to IEPF during the Year as per IEPF Rules 18 2875
4 Unclaimed equity shares as on March 31 2018 11 550

The voting rights for the above said unclaimed equity shares shall remain frozen tillthe concerned shareholders claim the shares.

The listing fees to BSE Limited ( Rs Rs BSE'') and National Stock Exchange of IndiaLimited ( Rs Rs NSE'') for the Year were paid on time. The shares of the Company continueto be listed on BSE Ltd and National Stock Exchange of India Limited.

The Company transferred the following's to IEPF

Rs in crores
Year Dividend Deposits Debentures Equity shares in nos.
2017-18 0.066 0.003 0.646 47788
2016-17 0.055 - 0.464 -

In compliance with Section 124 (5) of the Act the Company transfers the dividend thathas remained unclaimed for a period of seven years from the date of its transfer to unpaiddividend account to Investor Education and Protection Fund ("IEPF"). An amountof Rs 0.93 crores (2016-17: Rs 0.83 crores) is lying in unpaid equity dividend account ofthe Company. The unpaid dividend till the end of the financial year 2009-10 has beentransferred to IEPF. The Company shall as provided under Section 124(6) of the Acttransfer all shares in respect of which unclaimed dividend has been transferred to IEPF.In compliance with section 125 (2) of the Act matured deposits matured debentures andinterest accrued on these that had remained unclaimed or unpaid for a period of sevenyears from the date it became due for payment had been transferred to IEPF the details ofthe same are mentioned above. There will be no claim lie on the Company on account ofdividend debentures and deposits after the same is transferred to IEPF. However theinvestors can claim refund from IEPF Authority by following the required process.


Human Resource is the vital organ of the Company. Constant development of skills andgrowth in career of employees make a strong bond of employees with the Company. Therelations at all levels are guided by mutual respect openness honesty co-operation andtrust. During the Year the Company enjoyed a cordial relation with employees with nounrest. The Company has formulated policy on prevention of sexual harassment of womenemployees in work place. The total employee strength of the Company as on March 31 2018was at 28665 with 11607 number of employees added during the Year. The informationrequired pursuant to Section 197(12) of the Act read with Rule - 5 (1) and 5 (2) of theCompanies (Appointment and Remuneration of Managerial Personnel) Rule 2014 are attachedas Annexure - 9 to this Report.


Company's only subsidiary M/s Shriram Housing Finance Ltd (CIN - U65929TN2010PLC078004)("SHFL") is a housing finance company registered entity with National HousingBank ("NHB") (Registration Number-08.0094.11) with registered office at Chennai.Its equities are not listed on any stock exchange. SHFL has issued debt securities whichare listed on BSE. SHFL follows April to March as the financial year.

SHFL provides home loans loans against property and finances housing projects. TheCAGR of loan disburesemt of SHFL over last five years was 34% with total disbursementduring the Year being Rs 758.5 crores. The total borrowings of SHFL as on March 31 2018stood at Rs 1446 crores out of which Rs 639 crores was from allotment of NCDs and thebalance amount was from borrowings from Bank and National Housing Bank (NHB).

SHFL provides housing loans of larger mass consisting of self employed in the lower andmiddle income class in mostly Tier 2 and Tier 3 locations of the India with 83 branches.SHFL customer base increased to 11304 (2016-17 : 9647) with over 12952 (2016-17 :11311) loans in its portfolio as on March 31 2018.. The total employee strength of SHFL(2016-17 : 844) 1098 as on March 31 2018.

Consolidated financial statements of the Company prepared as per Section 129(3) of theAct and in compliance with applicable accounting standards and LODR are audited by thestatutory auditors of the Company. The consolidated financial statements along with thereport of the auditors of the Company thereon are attached to this Report (Annexure- 17). Statement containing salient features of the financial statements for the Year inform AOC- 1 is attached to the financial statements of the Company.

The annual accounts annual reports and the related detailed information on SHFL shallbe made available to the shareholders of the Company and the shareholders of SHFL seekingsuch information at any point of time. In accordance with Section 136 of the Act auditedannual financial statements consolidated financial statements and related information ofthe Company and the audited financial statements of SHFL are displayed on the web site ofthe Company at and the same shall be kept at the respectiveRegistered Office of the Company and SHFL for inspection by any shareholder duringbusiness hours. Shriram Capital Limited and SHFL continued as promoter and subsidiary ofthe Company respectively.


The Company continues to comply with all applicable regulations of RBI. The details ofregistration with RBI appear on note no -1 to notes to the financial statements. AProgressive Management system was put in place and the progress of the same was reviewedat regular intervals. The Board confirms following of Corporate Governance standardsprescribed by RBI. The information required to be reported under the regulations of RBIare reported in note no -28 to 52 and other notes of the notes to financial statements.The net worth of the Company was Rs 5419.70 crores (2016-17 : Rs 4932.05 crores). TheCapital Adequacy and Reserve Ratio (CRAR) and Risk Weighted Assets as at March 31 2018were respectively at 21.37% ( 2016-17 : 23.88%) and Rs 26307.17 crores (2016-17 :Rs 22201.54 crores). The RBI prescribes the maintenance of CRAR 15 percent and above.


The Company follows the corporate governance practices and standards prescribed underLODR regulations of RBI and other regulations. Report on corporate governance as requiredunder Regulation 34(3) of LODR together with a certificate for the purpose from theauditors of the Company confirming the compliance with the corporate governance areattached to this Report (Annexure - 2 ). As required under section 134 of the Actthe Company has got a risk management policy as required under Regulation 34(2)(e) and34(3) of LODR the Management Discussion and Analysis on the business of the Company isattached as Annexure - 3. As required under Regulation 17 (8) of the LODR a compliancecertificate duly signed by the Managing Director & Chief Executive Officer and ChiefFinancial Officer on the financial statements of the Company for the Year was submittedto the Board at their meeting held on April 26 2018 (Annexure -4 ). The relevantprovisions of the voluntary guidelines are adopted in the areas deemed appropriate.


Regulation 34(2)(f) of the LODR requires top 500 listed entities based on marketcapitalisation as on March 31 2016 to include BRR as a part of the Annual Report. TheCompany being one such entity has included BRR in this Annual Report (Annexure - 14).


The Company has constituted a CSR Committee consisting of three Directors including twoIndependent Directors as required under Section 135 of the Act. The details of the CSRCommittee appear on the report on corporate governance. Annual Report on CSR activities asrequired under Rule 9 of the Companies CSR Policy Rules 2014 of the Act is attached tothis report as Annexure - 10 . The CSR policy of the Company as recommended by the CSRCommittee was reviewed and approved by the Board and is displayed on the website of theCompany at During the Year theCompany undertook CSR Projects on health education skill development throughimplementing Agent. The spend on CSR amounting to Rs 14.00 crores (2016-17 : Rs6.89 crores) during the Year was approved by the Board of the Company as recommended bythe CSR Committee. The Board affirms that the CSR activities are implemented in accordancewith CSR Policy.


The Company has optimum number of Directors and during the Year Board meet 4 times andinterval between two meeting did not exceed 120 days. Members of the Board possessrequisite knowledge and experience to steer the Company. The brief profile of eachdirector appears on the website of the Company at Details of meetings of the Board and committees held and thedetails about appointment induction training retirement and resignation ofDirectors/KMPs during the Year are mentioned in the Corporate Governance report (Annexure- 1). The Company has complied with Secretarial Standards issued by the Institute ofCompany Secretaries of India on Board and General Meetings and dividend. The Board hasAudit and Risk Management Committee ("ARMC") and Nomination and RemunerationCommittee ("NRC") as specified under Section 177 and 178 of the Actrespectively. As required under Section 149 (7) of the Act the Company received necessarydeclaration from each independent director about his/her meeting the criteria ofindependence as laid down under the Act and LODR.

A statement by the Managing Director confirming receipt of this declaration from eachindependent director of the Company is attached as Annexure - 11. The Company receivedrequired deed of covenant and declaration during the Year from the Directors as requiredunder regulations of RBI. The Board on the recommendation of NRC has formulated a policyfor selection appointment and remuneration of directors senior management personnel asrequired under Section 178 (3) of the Act the details of which appear in the Annexure -13 and the same is displayed on the web site of the Company at The Board carried out annual performance evaluation of its own the Committees Chairmanof the Board and individual directors based on the criteria and frame work adopted by theBoard. The outcome of such evaluation done during the Year was discussed by NRC and Board.Each Director has given his/her declaration to the Company for not holding any shares inthe Company and having no relation inter se with any Director. New Independent Directorsjoining the Board attend training and familiarisation programme the details of whichappear in Corporate Governance Report. As per provisions of the Act and Articles ofAssociation of the Company Sri Ranvir Dewan holding (DIN - 01254350) and Sri ShashankSingh holding (DIN - 02826978) will retire by rotation. Sri Ranvir Dewan and Sri ShashankSingh being eligible offers themselves for reappointment.


Pursuant to Sections 134 (3) (c) and 134 (5) of the Act with respect to Directors'responsibility statement the Directors of the Company hereby confirm in the preparationof annual accounts for the Year that :

(i) the applicable accounting standards have been followed and proper explanations havebeen made in notes to accounts for material departures if any;

(ii) the accounting policies have been selected and applied consistently and reasonableand prudent judgments and estimates have been made so as to give a true and fair view ofthe state of affairs of the Company as at March 31 2018 and statement of the profit andloss of the Company for the year ended on that date;

(iii) proper and sufficient care have been taken for the maintenance of adequateaccounting records in accordance with the provisions of the Act for safeguarding theassets of the Company and for preventing and detecting fraud and other irregularities;

(iv) the annual accounts have been prepared on a going concern basis.

(v) internal financial controls to be followed were laid down which were adequate andwere operating effectively and

(vi) proper systems had been devised to ensure compliance with provisions of applicablelaws which were adequate and were operating effectively


The Company's Internal Audit department performs independent and objective assessmentto monitor adequacy effectiveness and adherence to the internal controls processes andprocedures instituted by the management and extant regulations. This function supportsCompany's role in safeguarding its assets. The function has adopted a Risk-based approachof Internal Audit (RBIA). The primary focus of the audit is on key risk areas which areof substantial importance to the Company. The RBIA approach has been structured takinginto account the RBI guidelines and established practices. The Internal Audit departmentreports to the Audit and Risk Management Committee. All audit reports are circulated tothe relevant management teams and the Audit and Risk Management Committee of the Board.The Audit and Risk Management Committee regularly reviews the audit findings as well asthe adequacy and effectiveness of the internal control measures.

The Company has documented its internal financial controls considering the essentialcomponents of various processes physical and operational. This includes its designimplementation and maintenance along with periodical internal review of operationaleffectiveness and sustenance which are commensurate with the nature of its business andthe size of its operations. This ensures orderly and efficient conduct of its businessincluding adherence to the Company's policies safeguarding of its assets prevention oferrors accuracy and completeness of the accounting records and the timely preparation ofreliable financial information. The internal financial controls with reference to thefinancial statements were adequate and operating effectively.

The auditors of the Company M/s G.D. Apte & Co. Firm Registration No - 100515WChartered Accountants ("GDA") have submitted to the members of the Company theattached Independent Auditors Reports for the Year on standalone financials andconsolidated financials. Both the reports are unqualified without any reservation oradverse remark or disclaimer and thus the Board does not have any explanation or comment.M/s P. Sriram & Associates Company Secretaries in practice Chennai appointed by theCompany as the secretarial auditors pursuant to Section 204 of the Act have conductedaudit and have submitted their report as attached in Annexure - 15 to the Members whichis unqualified without any reservation or adverse remark or disclaimer. Therefore Boarddoes not have any explanation or comment on such Secretarial Audit Report. The Board hasappointed M/s P.Sriram & Associates Company Secretary in practice as secretarialauditor of the Company for the financial year 2018-19.

GDA was appointed by the members as the auditors of the Company from 32ndAGM till conclusion of 36th AGM of the Company. Section 139 of the Act requiresratification of such appointment by the members at each AGM. GDA have confirmed theireligibility and have communicated their willingness to continue as auditors. Necessaryresolution for ratification of appointment of GDA as Auditors is proposed at the ensuingAGM.


The information on conservation of energy technology absorption foreign exchangeearnings and out go as stipulated under Section 134 (3) (m) of the Act read with Rule 8 ofthe Companies (Accounts) Rules 2014 are furnished below.

The operations of the Company are not energy intensive. However adequate measures forconservation of energy usage of alternate sources of energy and investments for energyconservation wherever required have been taken. The Company has not absorbed anytechnology. There was foreign exchange earnings of Rs 1.45 crores during the Year (2016-17 : Rs 1.20 crores ). There was no outgo of foreign exchange during the Year (2016 - 17: Nil)


The Board expresses its appreciation and gratitude for the guidance and cooperationextended to the Company by RBI statutory authorities and regulators. The Board isthankful to the banks and financial institutions for their timely financial assistance andother facilities to the Company which has helped the Company to cater the needs of theborrowers on timely basis. The Board acknowledges the guidance of M/s GDA to the Company.The Board records the commitment and dedication of employees. The Board is grateful to theshareholders depositors debenture holders and debt holders of the Company for theirpatronage.

For and on behalf of the Board of Directors
Place: Chennai Debendranath Sarangi
Date: April 26 2018 Chairman