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HSBC Asset Management (India) Private Limited Annual Reports 2017 - 2018

HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

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Page 1: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited Annual Reports 2017 - 2018

Page 2: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

1

DIRECTORS’ REPORT FOR THE YEAR ENDED MARCH 31, 2018

The Shareholders HSBC Asset Management (India) Private Limited

The Directors of HSBC Asset Management (India) Private Limited (the Company/AMIN) have pleasure in submitting their report along with the audited financials for the Financial Year ended March 31, 2018.

1. FINANCIAL RESULTS

The performance of the Company during the financial year 2017-18 is summarized below: (Rupees in Million)

Particulars For the year ended 31.03.2018

For the year ended 31.03.2017

Total Income 980.069 901.413

Total Expenses 775.230 742.641

Profit / (Loss) before Tax and exceptional Item

204.839 158.772

Exceptional Items - -

Profit / (Loss) before Tax 204.839 158.772

Provision for Tax (including Current, Deferred and Fringe Benefit Tax)

-12.445 1.445

Profit/(Loss) After Tax 192.394 160.217

During the year under review, the Company made a net profit of Rs. 192.394 million as against net profit of Rs. 160.217 million during the previous year.

2. APPROPRIATIONS The Company does not propose to transfer any amount to the General Reserves. An amount of Rs. 192.394 million is proposed to be retained in the Statement of Profit and Loss.

3. DIVIDEND Considering the quantum of distributable surplus and contingent liabilities, the management of the Company does not intend to provide for dividend during the year.

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4. OPERATIONS

a) Mutual Fund

During the year, the following schemes were launched by HSBC Mutual Fund

Details of schemes launched

Scheme Name Date of Launch Amount Collected in NFO (in Crs.)

HSBC Fixed Term Series 130 December 15, 2017 22.96

HSBC Fixed Term Series 131 March 15, 2018 40.30

HSBC Fixed Term Series 132 February 27, 2018 123.22

HSBC Fixed Term Series 133 March 19, 2018 96.39

As on March 31, 2018, the Mutual Fund had average asset under management of INR 10304.28 crores under schemes of HSBC Mutual Fund and INR 21965.97 crores under Mutual Fund advisory mandate as against the average asset under management of INR 9,281.15 crores under schemes of HSBC Mutual Fund and INR 20,248.15 crores under Mutual Fund advisory mandate in the previous year.

b) Portfolio Management Services (PMS)

The Company launched its Portfolio Management Services (PMS) offering on 27 March 2006. PMS offers segregated mandate and advisory solutions to a wide range of institutions including institutional investors (foreign and Indian), insurance companies, pension funds, large individual investors, welfare trusts, fund of funds among others. We undertake discretionary segregated mandates and advisory mandates for the above class of investors. As on March 31, 2018, the PMS business had Assets under Management of INR 142,229.80 crores under discretionary mandate and INR 6,184.86 Crores under advisory mandate as against the Assets under Management of INR 122,288.76 crores under discretionary mandate and INR 2,706.77 Crores under advisory mandate in the previous year.

5. INVESTOR SERVICES

The number of official points of acceptance of transactions is 205 locations. In addition to the offices of the Registrar & Transfer agents, the AMC has Investor Service Centres in 8 locations at its own offices - namely Mumbai, New Delhi, Kolkata, Bangalore, Pune, Ahmedabad, Hyderabad, Chandigarh and Chennai. With a view to enhance customer convenience, the AMC has the facility of priority based servicing to key distributors through the enhancement of the Interactive Voice Reponses. AMC has a single Toll Free number which can be dialled from anywhere in India. The call center service is being managed by the Registrar and Transfer Agents.

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On the distribution front, the number of empanelled distributors was 460 as on March 31, 2018. During the year, the AMC initiated tie-ups for online distribution of the Mutual Fund’s schemes with several channel partners taking the total number of such tie-ups to 42.

6. EXTRACT OF ANNUAL RETURN

The details forming part of the extract of the Annual Return in form MGT 9 is annexed below as Annexure A.

7. BOARD MEETINGS

During the financial year 2017-18, five meetings of the Board of Directors of the Company were held on the following dates:

Date of Board Meeting Directors present

May 05, 2017 Ms. Kishori Udeshi Mr. Dinesh Mittal Mr. S. P. Mustafa Mr. Ravi Menon

July 17, 2017 Ms. Kishori Udeshi Mr. Dinesh Mittal Mr. Ravi Menon

August 31, 2017 Ms. Kishori Udeshi Mr. Dinesh Mittal Mr. S. P. Mustafa Mr. Ravi Menon

October 27, 2017 Ms. Kishori Udeshi Mr. Dinesh Mittal Mr. S. P. Mustafa Mr. Ravi Menon

February 21, 2018 Ms. Kishori Udeshi Mr. Dinesh Mittal Mr. S. P. Mustafa Mr. Ravi Menon

CORPORATE SOCIAL RESPONSIBILITY COMMITTEE Your Company is committed to Corporate Social Responsibility (CSR) and demonstrates this by contributing to the economic and social development of the communities and safeguarding the environment. Your Company has taken dynamic CSR activities and touched hundreds lives. Efforts were made to ensure that benefits of the CSR activities reaches to the less privileged and marginalized sections of society, under the focus areas of Education, Your company during the financial year 2016-2017 has spent Rs. 22,00,000/- ( 2% of net profits of previous three years ending on FY 2015-16) through Masoom’s night school project that supported education of underprivileged. The contribution has benefited a

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total of 827 students in 16 night schools and a further of 110 students with vocational training.

The CSR Committee comprises of Ms. Kishori Udeshi. Mr. S.P. Mustafa and Mr. Ravi Menon as its members as on 31 March 2018. During the financial year 2017-18, one meeting of the CSR Committee of the Company was held on February 21, 2018 and it was attended by Ms. Kishori Udeshi, Mr. S.P. Mustafa and Mr. Ravi Menon During the financial year 2017-2018, your company is eligible to spend 2% of net profit in CSR activities (based on profits of previous three years ending on FY 2016-17).The average profits of the last 3 financial years is approx. INR 187,101,000 and accordingly, your Company is required to spend approx. INR 37,42,120 towards CSR activities. The CSR Committee has approved to spend the said amount to support Night School Transformation Programme conducted by Masoom, an NGO, at 5 night schools in Mumbai which shall support education of 550 students of the age group 12-30 years The Annual Report on CSR activities, as prescribed under Section 135 of the Act read with Rule 9 of the Companies (Accounts) Rules, 2014 and Rule 9 of the Companies (Corporate Social Responsibility Policy) Rules, 2014 is appended to this Report as Annexure B.

8. DIRECTORS' RESPONSIBILITY STATEMENT

The Directors of your Company confirm:

i. that the applicable accounting standards have been followed in the preparation of the annual accounts and that there are no material departures;

ii. that such accounting policies have been selected and applied consistently and judgments and estimates made are reasonable and prudent, so as to give a true and fair view of the state of affairs of the Company at March 31, 2018 and of the profit of the Company for the year ended on that date;

iii. that proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 2013 to safeguard the assets of the Company and to prevent and detect fraud and other irregularities;

iv. that the annual accounts have been prepared on a ‘going concern’ basis; and v. that proper systems have been devised to ensure compliance with the provisions of all

applicable laws and that such systems are adequate and operating effectively

9. LOANS OR GUARANTEES

The Company has not provided any loans or guarantees under the provisions of section 186 of the Companies Act, 2013.

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10. CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES

All related party transactions that were entered during the financial year were on arm’s length basis and were in ordinary course of business. Accordingly, the disclosure of related party transactions as required pursuant to provisions of Section 134(3)(h) of Companies Act 2013 in form AOC 2, prescribed in Rule 8(2) of the Companies (Accounts) Rules, 2014 is not applicable.

11. CONSERVATION OF ENERGY TECHNOLOGY ABORPTION, EXPORT & FOREIGN EARNING AND OUTGO

As the Company is the Asset Management Company to HSBC Mutual Fund and provides portfolio management services, no reporting in respect of conservation of energy and technology absorption is required.

During the year, the Company incurred expenditure of 8.78 crores [Previous year 8.82 crores] in foreign exchange and earned 40.04 crores [Previous year 33.92 crores] in foreign exchange.

12. DISCLOSURE UNDER THE SEXUAL HARASSMENT OF WOMAN AT WORKPLACE (PREVENTION, PROHIBITION AND REDRESSAL) ACT, 2013

The Company is committed to creating and maintaining an atmosphere in which employees can work together, without fear of sexual harassment, exploitation and intimidation. Accordingly, your Company has in place a Policy for Prohibition, Prevention, & Redressal of Sexual Harassment of Women at the Workplace and an Internal Complaints Committee is set up to redress complaints received regarding sexual harassment. During the year under review, no complaints were received.

13. RISK MANAGEMENT FRAMEWORK

HSBC Enterprise Risk Management Framework has five main components: Culture and Values, Risk Governance, Roles and Responsibilities, Processes and Tools, and Internal Controls. Our values of being open, connected and dependable are the foundations of our risk culture and help us make the right decisions and take the appropriate risks.

The Company has adopted a risk management and internal control structure, referred to as the Three Lines of Defence, to ensure it achieves its commercial aims while meeting regulatory and legal requirements and its responsibilities to shareholders, customers and staff.

1st Line: Comprises predominantly management of Businesses who are accountable and responsible for their day to day activities and processes, their management of risks arising and the controls to mitigate those risks.

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2nd Line: Comprises predominantly the Governance Functions (e.g., Risk Teams, Regulatory Compliance and Financial Crime Compliance teams etc.) whose role is to ensure that the Group meets its risk management and internal control responsibilities in relation to the risks they are responsible for overseeing 3rd Line: is Global Internal Audit. Global Internal Audit provides independent assurance to the Group over the design and operation of HSBC's risk management, governance and internal control processes.

Risk management is an integral part of the way we do business. We have detailed risk management procedures to comply with local regulatory guidelines and internal group policies. The group has issued internal guidelines named as “Functional Instruction Manual” which are required to be complied comprehensively. These are global best practice guidelines for each functional/business area. These guidelines have been prepared based on years of experience and are in a number of cases more stringent than the local regulatory requirements.

An experienced Risk Management team monitors Investment, Liquidity and Counterparty Limits and any exceptions are deliberated in Risk Management Meeting (RMM) meetings that are held every Month. The scope and remit of the AMIN RMM extends to the entire business of AMIN and HSBC Mutual Fund including managed account portfolios and sub-advised accounts. The reporting line of the AMIN RMM is to the AMIN Board and MF Trustee Board.

The AMIN RMM is responsible for setting, within the context of the Group direction, local regulations, the AMIN risk management strategy and appetite, policies and control standards for AMIN and to monitor their implementation. In this regard, the AMIN RMM will review the material risks affecting the AMIN business and is responsible for the oversight of the risk and internal control environment in AMIN.

Risk team also actively participates on various other Governance Forums like Front Office Management Committee, Local Product Committee etc. Head Risk also chairs the Valuation and Pricing Committee.

14. DIRECTORS AND KEY MANAGERIAL PERSONNEL

As required by the Securities and Exchange Board of India (Mutual Funds) Regulations, 1996, the Board of Directors of the Company comprises 50% directors who are not associate of or associated in any manner with, the Sponsor of HSBC Mutual Fund (HSBC Securities and Capital Markets (India) Private Limited) or any of its subsidiaries or the Trustees of HSBC Mutual Fund.

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The list of directors of AMIN are as follows: Sr. No. Name of the Director

1. Mr. S. P. Mustafa

2. Ms. Kishori J Udeshi

3. Mr. Dinesh Mittal

4. Mr. Ravi Menon

15. PARTICULARS OF EMPLOYEES

The information as required as per Rule 5(2) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is annexed herewith. 16. DEPOSITS

The Company has not accepted any deposits from the public or employees during the year under review.

17. SIGNIFICANT AND MATERIAL ORDERS

During the period, there were no significant and material orders passed by the regulators or courts or tribunals impacting the going concern status and Company’s operations in future.

18. AUDITORS

M/s. Price Waterhouse LLP, Chartered Accountants (Firm Registration No. F012754N/N500016), Mumbai, had been appointed as Auditors of the Company at the Annual General Meeting (AGM) held on September 16, 2015, for a period of five years. The Auditors have confirmed that their appointment is in accordance with the Section 139 of the Companies Act, 2013 and the Rules made thereunder and that they are not disqualified in terms of section 141 of the Companies Act, 2013.

19. CORPORATE PHILOSOPHY AND COMPLIANCE The Company firmly believes that strong corporate governance and compliance practices are of paramount importance to maintain the trust and confidence of its stakeholders and the reputation of the Company. To ensure transparency, fairness and objectivity in the organisation’s functioning and unquestioned integrity of all personnel involved, the Company has proactively adopted best practices with regard to corporate governance and compliance.

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20. ADEQUACY OF INTERNAL FINANCIAL CONTROLS

The Board has adopted the policies and procedures for ensuring the orderly and efficient conduct of its business, including adherence to the Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of the reliable financial disclosures. This framework provides adequate financial controls with reference to financial statements commensurate with the business and operations of the Company. During the year, there was no adverse observations received from Statutory Auditors of the Company for inadequacy of such controls.

21. COMMENTS ON AUDITOR’S REPORT

There are no qualifications, reservations or adverse remarks made by M/s. Price Waterhouse LLP, Chartered Accountants in their report. 22. MATERIAL CHANGES COMMITMENTS

There have been no material changes and commitments affecting the financial position of your Company which have occurred between the end of the financial year i.e. 31 March 2018 to which the Financial Statements relate and the date of the report.

23. ACKNOWLEDGEMENTS The Company maintained cordial relationships with Regulatory Authorities, Financial Institutions, Banks and investors during the year under review. The Directors are grateful for the support extended by them and look forward to receiving their continued support and encouragement.

The Directors wish to place on record their appreciation to the employees of the Company for their dedication and commitment.

By authority of the Board Sd/- Sd/- Kishori Udeshi Ravi Menon Chairperson Director & Chief Executive Officer Place: Mumbai

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Annexure A

EXTRACT OF ANNUAL RETURN as on the financial year ended 31.03.2018

[Pursuant to Section 92(3) of the Companies Act, 2013, and Rule 12(1) of the Companies (Management and Administration) Rules, 2014]

FORM NO. MGT – 9

I. REGISTRATION AND OTHER DETAILS

i. CIN U74140MH2001PTC134220

ii. Registration Date December 12, 2001

iii. Name of the Company

HSBC Asset Management (India) Private Limited

iv. Category / Sub-Category of the Company

Company having Share Capital

v. Address of the Registered Office and contact details

3rd Floor, Merchantile Bank Chamber, 16, Veer Nariman Road, Fort, Mumbai- 400001 Tel: +912266145000

vi. Whether listed company

No

vii. Name, address and contact details of Registrar and Transfer Agent, if any

TSR Darashaw Limited Address: 6-10 Haji Moosa Patrawala Industrial Estate, 20 Dr. E Moses Road, Mahalaxmi. Mumbai -400011

II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY

All the Business Activities contributing 10% or more of the total turnover of the Company shall be stated:

Sr. No.

Name and Description of main Products / Services

NIC Code of the Product / Service

% to total turnover of the Company

1. Investment Management Services

Group 663 54.29%

2. Advisory/Sub Advisory Group 663 40.85%

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III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES

Sr. No.

Name and address of the Company

CIN / GLN Holding / Subsidiary / Associate

% of shares held

Applicable Section

1. HSBC Securities and Capital Markets (India) Private Limited - 52/60, Mahatma Gandhi Road, Fort, Mumbai, Maharashtra, 400001

U67120MH1994PTC081575

Holding 100.00 2(46)

IV. SHARE HOLDING PATTERN (Equity Share Capital Breakup as percentage of

Total Equity)

(i) Category-wise Share Holding

Category of Shareholders

No. of Shares held at the beginning of the year

No. of Shares held at the end of the year

% Change during the year

Demat

Physical

Total

% of Total Shares

Demat

Physical

Total

% of Total Shares

A. Promoters

1) Indian

a) Individual / HUF

- - - - - - - - -

b) Central Govt. - - - - - - - - -

c) State Govt.(s) - - - - - - - - -

d) Bodies Corporate

6,15,909,06

2 6,15,909,

100.00

6,15,909,06

2 6,15,909,

100.00

-

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08 08

e) Banks / FI - - - - - - - - -

f) Any Other…. - - - - - - - - -

Sub-Total (A)(1): 6,15,909,06

2 6,15,909,08

100.00

6,15,909,06

2 6,15,909,08

100.00

-

2) Foreign

a) NRIs – Individuals

- - - - - - - - -

b) Other – Individuals

- - - - - - - - -

c) Bodies Corporate

- - - - - - - - -

d) Banks / FI - - - - - - - - -

e) Any Other…. - - - - - - - - -

Sub-Total (A)(2): - - - - - - - - -

Total Shareholding of Promoters (A) = (A)(1)+(A)(2)

6,15,909,06

2 6,15,909,08

100.00

6,15,909,06

2 6,15,909,08

100.00

-

B. Public Shareholding

1) Institutions

a) Mutual Funds / UTI

- - - - - - - - -

b) Banks / FI - - - - - - - - -

c) Central Govt. - - - - - - - - -

d) State Govt.(s) - - - - - - - - -

e) Venture Capital Funds

- - - - - - - - -

f) Insurance Companies

- - - - - - - - -

g) FIIs - - - - - - - - -

h) Foreign Venture Capital Funds

- - - - - - - - -

i) Others (specify)

- - - - - - - - -

Sub-Total (B)(1): - - - - - - - - -

2) Non-Institutions

a) Bodies

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Corporate

(i) Indian - - - - - - - - -

(ii) Overseas - - - - - - - - -

b) Individuals

(i) Individual Shareholders holding nominal share capital upto Rs. 1 lakh

- - - - - - - - -

(ii) Individual Shareholders holding nominal share capital in excess of Rs. 1 lakh

- - - - - - - - -

c) Others (specify)

i. Shares held by Pakistani citizens vested with the Custodian of Enemy Property

- - - - - - - - -

ii. Other Foreign Nationals

- - - - - - - - -

iii. Foreign Bodies

- - - - - - - - -

iv. NRI / OCBs - - - - - - - - -

v. Clearing Members / Clearing House

- - - - - - - - -

vi. Trusts - - - - - - - - -

vii. Limited Liability Partnership

- - - - - - - - -

viii. Foreign Portfolio Investor

- - - - - - - - -

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13

(Corporate)

ix. Qualified Foreign Investor

- - - - - - - - -

Sub-Total (B)(2): - - - - - - - - -

Total Public Shareholding (B)=(B)(1)+(B)(2)

- - - - - - - - -

C. Shares held by

Custodian for GDRs & ADRs

- - - - - - - - -

Grand Total (A+B+C)

6,15,909,06

2 6,15,909,08

100.00

6,15,909,06

2 6,15,909,08

100.00

-

(ii) Shareholding of Promoters

Shareholders Name

Shareholding at the beginning of the year

Shareholding at the end of the year

% Change during the year

No. of Shares

% of total shares of the Company

% of Shares Pledged / encumbered to total shares

No. of Shares

% of total shares of the Company

% of Shares Pledged / encumbered to total shares

HSBC Securities and Capital Markets (India) Private Limited

6,15,909,08 100.00 Nil 6,15,909,08 100.00 Nil -

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(iii) Change in Promoters’ Shareholding (Please specify, if there is no change)

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of Shares

% of total shares of the Company

No. of Shares

% of total shares of the Company

At the beginning of the year No change during the year

Date wise Increase/Decrease in Promoters Shareholding during the year specifying the reasons for increase/decrease (e.g. allotment/transfer/bonus/sweat equity etc)

No change during the year

At the end of the year No change during the year

(iv) Shareholding Pattern of Top Ten Shareholders (Other than Directors,

Promoters and Holders of GDRs and ADRs)

For Each of the Top 10 Shareholders

Shareholding at the beginning of the year

Shareholding at the end of the year

No. of Shares

% of total shares of the Company

No. of Shares

% of total shares of the Company

NIL

(v) Shareholding of Directors and Key Managerial Personnel – Nil

V. INDEBTEDNESS

Indebtedness of the Company including interest outstanding/accrued but not due for payment

Secured Loans excluding deposits

Unsecured Loans

Deposits Total Indebtedness

Indebtedness at the beginning of the financial year

i. Principal 3,537,167 - - 3,537,167

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Secured Loans excluding deposits

Unsecured Loans

Deposits Total Indebtedness

Amount

ii. Interest due but not paid

- - - -

iii. Interest accrued but not due

- - - -

Total (i+ii+iii) 3,537,167 - - 3,537,167

Change in Indebtedness during the financial year

Addition - - -

Reduction 1,403,347 - - 1,403,347

Net Change 1,403,347 - - 1,403,347

Indebtedness at the end of the financial year

i. Principal Amount

2,133,820 - - 2,133,820

ii. Interest due but not paid

- - - -

iii. Interest accrued but not due

- - - -

Total (i+ii+iii) 2,133,820 2,133,820

Future interest payable over the lease period is not included in above presentation VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL

A. Remuneration to Managing Director, Whole-time Directors and/or Manager:

Refer Annexure C

B. Remuneration to other Directors: Not Applicable

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Details of sitting fees paid to Directors are provided below Sr. No.

Particulars

Name of Director Total Amount Dinesh

Kumar Mittal S. P. Mustafa

Kishori Udeshi

1 Fee for attending Board/ Committee Meetings

170000 160,000 190,000 520,000

2 Commission - - -

3 Others, please Specify - - -

Total 170000 160,000 190,000 520,000

C. REMUNERATION TO KEY MANAGERIAL PERSONNEL OTHER THAN MD/MANAGER/WTD: Not Applicable

VII. PENALTIES / PUNISHMENT / COMPOUNDING OF OFFENCES:

Type Section of the

Companies Act

Brief Description

Details of Penalty /

Punishment / Compounding

fees Imposed

Authority [RD / NCLT / COURT]

Appeal made, if

any (give

details)

A. COMPANY

Penalty Nil

Punishment

Compounding

B. DIRECTORS

Penalty Nil

Punishment

Compounding

C. OTHER OFFICERS IN DEFAULT

Penalty Nil

Punishment

Compounding

Sd/- Sd/- Kishori Udeshi Ravi Menon Chairperson Director & Chief Executive Officer Place: Mumbai

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ANNEXURE – B

FORMAT OF THE ANNUAL REPORT ON CSR ACTIVITIES TO BE INLCUDED IN

BOARD ‘S REPORT 1. A brief outline of the company’s CSR policy, including overview of projects or

programs proposed to be undertaken and a reference to the web-link to the CSR policy and projects or programs:

The Company is committed to Corporate Social Responsibility (CSR) and demonstrates this by contributing to the economic and social development of the communities and safeguarding the environment. While these two components are universal and will be at the center of most sustainability initiatives, there are various components which make up this huge canvas. The Company’s community investments (CI) are focused on two core themes:

1. Promoting Education 2. Environmental Sustainability

Within Promoting Education focus is particularly on:

Disadvantaged young people particularly at primary and secondary education levels

Employment enhancing vocational skills

Livelihoods enhancement projects

Empowering women

Language and cultural understanding

Within the Environmental Sustainability focus is particularly on:

Freshwater sustainability

Access to safe water

Water and sanitation

Climate change

Conservation of terrestrial biodiversity and habitats (e.g. forests) (ecological balance, protection of flora and fauna)

2. The composition of the CSR Committee: a) Kishori Udeshi (Independent Director) b) Ravi Menon (Director & Chief Executive Officer) c) S. P. Mustafa (Independent Director)

3. Average net profit of the Company for last three financial years: Average net profit: Rs. 187,101, 000

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4. Prescribed CSR Expenditure (two percent of the amount as in item 3 above):

The Company is required to spend Rs. 37, 42,120 towards CSR.

5. Details of CSR spend for the financial year: a) Total amount spent for the financial year:

Rs. 37, 42,120 b) Amount unspent, if any:

Nil

c) Manner in which the amount spent during the financial year is detailed below:

S

Sr.

No.

CSR project

or activity

identified

Sector in

which the

Project is

covered

Projects or

programs

1) Local area

or other

2) Specify

the State and

district

where

projects was

undertaken

Amount

outlay

(budget)

project or

programs

wise

Amounts

spent in the

projects or

programs

Subheads:

1) Direct

expenditure

on projects

or programs

2) Overhead

s

Cumulative

expenditur

e upto the

reporting

period

Amount

spent:

Direct or

through

impleme

nting

agency

1 Night

School

Transformat

ion

Programme

to support

education of

550

students

Promoting

Education

Mumbai,

Maharashtra

Rs. 37,

42,120

Rs. 37,

42,120

Rs. 37,

42,120

Through

an

agency

(Masoo

m).

6. In case the company has failed to spend the two percent of the average net profit of the last three financial years or any part thereof, the Company shall provide the reasons for not spending the amount in the Board report.

Not Applicable

7. A responsibility statement of the CSR Committee that the implementation and

monitoring of CSR Policy, is in compliance with CSR objectives and Policy of the Company.

Page 20: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

The CSR Committee of the Company hereby confirms that the implementation and monitoring of CSR Policy, is in compliance with CSR objectives and Policy of the Company.

For HSBC Asset Management (India) Private Limited Kishori Udeshi Director & Chairperson CSR Committee

Page 21: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Balance Sheet as at March 31, 2018(All amounts in thousands of Indian Rupees unless otherwise stated)

Note March 31, 2018 March 31, 2017

EQUITY AND LIABILITIES

Shareholders' funds

Share capital 3 615,909 615,909

Reserves and surplus 4 723,551 531,157

Non-current liabilities

Long-term borrowings 5 641 2,109

Deferred tax liabilities (net) 6 - -

Long-term provisions 7 24,779 20,789

Current liabilities

Trade payables 8

(a) Total outstanding dues of micro enterprises and small enterprises and - -

- -

(ii) Others 75,346 75,930

Other current liabilities 9 114,043 77,460

Short-term provisions 10 11,730 10,045

TOTAL 1,565,999 1,333,399

ASSETS

Non-current assets

Fixed assets

Tangible assets 11 10,537 21,939

Intangible assets 1,547 3,847

Non-current investments 12 103,152 103,152

Long-term loans and advances 13 445,227 404,412

Current assets

Current investments 14 681,086 491,175

Trade receivables 15 267,028 250,433

Cash and bank balances 16 4,217 9,189

Short-term loans and advances 17 53,205 49,252

TOTAL 1,565,999 1,333,399

The accompanying notes are an integral part of the financial statements. 2 -

This is the Balance Sheet referred to in our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors of

Firm's Registration No: 012754N/N500016 HSBC Asset Management (India) Private Limited

Vivek Prasad Kishori J Udeshi Ravi Menon

Partner Chairperson Director &

Membership No: 104941 DIN No: 01344073 Chief Executive Officer

DIN No: 00016302

Sumesh Kumar

Company Secretary

CS No: 17520

Place : Mumbai Place : Mumbai

Date : July 25, 2018 Date : July 25, 2018

As at

(b) Total outstanding dues of creditors other than micro enterprises and small

enterprises

(i) Acceptances

Page 22: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Statement of Profit and Loss for the year ended March 31, 2018(All amounts in thousands of Indian Rupees unless otherwise stated)

Note March 31, 2018 March 31, 2017

REVENUE

Revenue from operations 18 942,722 869,357

Other income 19 37,347 32,056

Total revenue 980,069 901,413

EXPENSES

Employee benefits expense 20 435,214 401,270

Finance costs 21 380 782

Depreciation and amortisation 11 16,852 17,817

Other expenses 22 322,784 322,772

Total expenses 775,230 742,641

Profit before tax 204,839 158,772

Tax expense:

Current tax (43,716) (33,884)

Less : MAT Credit Entitlement (Current Year) 32,029 23,524

Less : MAT Credit Entitlement (Prior Year) (758) 11,805

Net Current tax (12,445) 1,445

Profit for the year 192,394 160,217

Earnings per equity share [Nominal value per share Rs 10 (previous year Rs.10)]

Basic and diluted 26 3.12 2.60

The accompanying notes are an integral part of the financial statements. 2

This is the Statement of Profit and Loss referred to in our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors of

Firm's Registration No: 012754N/N500016 HSBC Asset Management (India) Private Limited

Vivek Prasad Kishori J Udeshi Ravi Menon

Partner Chairperson Director &

Membership No: 104941 DIN No: 01344073 Chief Executive Officer

DIN No: 00016302

Sumesh Kumar

Company Secretary

CS No: 17520

Place : Mumbai Place : Mumbai

Date : July 25, 2018 Date : July 25, 2018

For the year ended

Page 23: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Cash Flow Statement (All amounts in thousands of Indian Rupees unless otherwise stated)

March 31, 2018 March 31, 2017

A Cash flow from operating activities

Profit before tax 204,839 158,772

Adjustments for

Depreciation and amortisation 16,852 17,817

Finance costs 380 782

Profit on sale of fixed assets (84) (464)

Unrealised foreign exchange (gain)/ loss (2,076) 6,787

Gain from redemption of Current Investments (32,911) (29,341)

Operating profit before working capital changes 187,000 154,353

Adjustments for :

Increase in Long term provisions 3,990 292

(Increase) / Decrease in Trade payable (610) 11,644

Increase / (Decrease) in Other current liabilities 36,519 (13,359)

Increase / (Decrease) in Short term provisions 1,685 (641)

Decrease in Long-term loans and advances 1,217 1,156

(Increase) in Trade receivables (14,494) (121,338)

(Increase) / Decrease in Short-term loans and advances (3,953) 609

Cash generated from operations 211,354 32,716

Taxes paid (Net off refund) (54,475) (28,547)

Net cash generated from operating activities ( A ) 156,879 4,169

B Cash flow from investing activities

Purchase of fixed assets (3,175) (8,943)

Proceeds from sale of fixed assets 107 1,820

Purchase of Current investments (737,300) (605,500)

Proceeds from redemption of Current investments 580,300 600,500

Net cash (used) in investing activities ( B ) (160,068) (12,123)

C Cash flow from financing activities

Principal payment under finance leases (1,403) (4,190)

Proceeds from finance leases - 1,913

Finance cost paid (380) (782)

Net cash (used) in financing activities ( C ) (1,783) (3,059)

Net (Decrease) in cash and cash equivalents (A) + (B) + (C) (4,972) (11,013)

Cash and cash equivalents at the beginning of the year (Refer Note 16) 9,189 20,202

Cash and cash equivalents at the end of the year (Refer Note 16) 4,217 9,189

For the year ended

Page 24: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Cash Flow Statement (All amounts in thousands of Indian Rupees unless otherwise stated)

Notes to Cash Flow Statement :

March 31, 2018 March 31, 2017

1. Cash and cash equivalents includes the following:

Cash on hand 10 10

Balances with scheduled banks

In current accounts 4,207 9,179

4,217 9,189

3. Figures in bracket indicate cash outflow.

This is the Cash Flow Statement referred to in our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors of

Firm's Registration No: 012754N/N500016 HSBC Asset Management (India) Private Limited

Vivek Prasad Kishori J Udeshi Ravi Menon

Partner Chairperson Director &

Membership No: 104941 DIN No: 01344073 Chief Executive Officer

DIN No: 00016302

Sumesh Kumar

Company Secretary

CS No: 17520

Place : Mumbai Place : Mumbai

Date : July 25, 2018 Date : July 25, 2018

2. The above Cash Flow Statement has been prepared under the "Indirect Method" as set out in Accounting Standard-3 "Cash Flow Statements"

specified under Section 133 of the Companies Act, 2013 read with Rule 7 of the Companies (Accounts) Rules, 2014.

For the year ended

Page 25: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

1. Background

2. Summary of significant accounting policies

2.1 Basis of preparation

2.2 Use of estimates

2.3 Fixed assets and depreciation

Tangible assets:

Intangible assets:

Depreciation and amortisation:

Intangible assets are stated at acquisition cost, net of accumulated amortization and accumulated impairment losses, if any. Intangible assets are

amortised on a straight line basis over their estimated useful lives. A rebuttable presumption that the useful life of an intangible asset will not exceed ten

years from the date when the asset is available for use is considered by the management. The amortisation period and the amortisation method are

reviewed at least at each financial year end. If the expected useful life of the asset is significantly different from previous estimates, the amortisation

period is changed accordingly.

Depreciation is provided on a straight line basis from the date when the asset is ready for use. The rates of depreciation prescribed in Schedule II to the

Companies Act, 2013 are considered as the minimum rates. If the management’s estimate of the asset or of the remaining useful life of fixed assets on

subsequent review is shorter than envisaged in the aforesaid schedule, depreciation is provided at a higher rate based on the management’s estimate of

useful life/ remaining useful life.

Assets, each costing Rs.5,000 or less are depreciated at 100% in the year of capitalisation.

HSBC Asset Management (India) Private Limited ("the Company") was incorporated on December 12, 2001. The Company is a wholly owned

subsidiary of HSBC Securities and Capital Markets (India) Private Limited. Its principal activity is to act as an Investment Manager to HSBC Mutual

Fund ("the Fund"). The Company manages the Mutual Fund schemes launched by HSBC Mutual Fund and provides various administrative services to

the Fund as laid down in the Investment Management Agreement dated February 7, 2002. The Company is also a SEBI registered Portfolio Manager.

The Company has received a certificate from SEBI to act as Portfolio Manager. The said certificate is valid up to September 15, 2020 and to be renewed

thereafter. It provides discretionary and advisory Portfolio Management Services (PMS) to its clients. The Company also provides sub-advisory non

binding services to its group entities.

These financial statements have been prepared in accordance with the generally accepted accounting principles in India under the historical cost

convention on accrual basis. Pursuant to section 133 of the Companies Act, 2013 read with Rule 7 (1) of the Companies (Accounts) Rules, 2014, till the

standards of accounting or any addendum thereto are prescribed by central government in consultation and recomendation of the National Financial

Reporting Authority, the existing Accounting Standards notified under the Companies Act, 1956 shall contine to apply. Consequently these financial

statments have been prepared to comply in all material aspects with the Accounting Standards notified under section 211 (3C) of the companies act,

1956 [Companies (Accounting Standards), Rules, 2006 as amended] and other relevant provisions of the Companies Act, 2013.

All assets and liabilities have been classified as current or non-current as per the Company’s normal operating cycle and other criteria set out in the

Schedule III to the Companies Act, 2013. Based on the nature of services and the time between their realisation in cash and cash equivalents, the

Company has ascertained its operating cycle as 12 months for the purpose of current and non-current classification of assets and liabilities.

The preparation of financial statements in conformity with the Generally Accepted Accounting Principles requires management to make certain estimates

and assumptions that affect reported amount of assets, liabilities, revenue and expenses (including disclosure of contingent liabilities) as on the date of

the financial statements and the reported income and expenses during the reporting period. The estimates and assumptions used in the accompanying

financial statements are based on management’s evaluation of the relevant facts and circumstances as of the date of the financial statements. Actual

results may differ from those estimates. Any revisions to accounting estimates are recognised prospectively in current and future periods.

Tangible assets are stated at cost, net of accumulated depreciation and accumulated impairment losses, if any. Cost comprises of the purchase price

including import duties and non-refundable taxes, and directly attributable expenses incurred to bring the asset to the location and condition necessary

for it to be capable of being operated in the manner intended by management. Subsequent costs related to an item of Tangible assets are recognised in

the carrying amount of the item if the recognition criteria are met.

An item of Tangible assets are derecognised on disposal or when no future economic benefits are expected from its use or disposal. The gain or loss

arising on derecognition is recognised in the Statement of Profit and Loss.

Items of Tangible assets that have been retired from active use and are held for disposal are stated at the lower of their net carrying amount and net

realisable value and are shown separately in the financial statements under the head ‘Other current assets’. Any write-down in this regard is recognised

immediately in the Statement of Profit and Loss.

Gains or losses arising from the retirement or disposal of an intangible asset are determined as the difference between the net disposal proceeds and the

carrying amount of the asset and recognised as income or expense in the Statement of Profit and Loss.

Page 26: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

Usefule life of the Tangible Assets are estimated as under :

Usefule life of the Intangible Asset is estimated as under :

2.4 Impairment of assets

2.5 Revenue Recognition

2.6

2.7 Investments

2.8 Foreign currency transactions

ii) Advisory fees are recognised on an accrual basis as per proportionate completion method in accordance with the respective terms of the contract with

counter parties.

iii) Portfolio management fees (excluding service tax / Goods and Service Tax) are recognised on an accrual basis as per proportionate completion

method, based on fee structures on a monthly basis.

Other Income

i) Interest income from bank deposits is accounted for on time proportion basis.

ii) Profit or loss on sale of investments is arrived at as excess of redemption value over weighted average cost of Investments.

iii) Dividend income is recognised when the right to receive the same is established.

Investments that are readily realisable and are intended to be held for not more than one year from the date on which such investments are made, are

classified as current investments. All other investments are classified as long term investments. Current investments are carried at cost or fair value,

whichever is lower. Long-term investments are carried at cost. However, provision for diminution is made to recognise a decline, other than temporary,

in the value of long-term investments, such reduction being determined and made for each investment individually.

Category of assets Useful lives of Tangible assets

Office equipment 60 Months

Computers 36 Months

Servers 36 Months*

Furniture and Fixtures 60 Months*

Motor Cars Depreciated over lease tenure

Assessment is done at each balance sheet date as to whether there is any indication that an asset (tangible and intangible) may be impaired. If any such

indication exists, an estimate of the recoverable amount of the asset is made. Recoverable amount is higher of an asset’s net selling price and its value in

use. Value in use is the present value of estimated future cash flows expected to arise from the continuing use of an asset and from its disposal at the end

of its useful life. For the purpose of assessing impairment, the recoverable amount is determined for an individual asset, unless the asset does not

generate cash inflows that are largely independent of those from other assets or groups of assets. An asset whose carrying value exceeds its recoverable

amount is considered impaired and is written down to its recoverable amount. Assessment is also done at each balance sheet date as to whether there is

any indication that an impairment loss recognised for an asset in prior accounting periods may no longer exist or may have decreased. An impairment

loss is reversed to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined if no impairment

loss had previously been recognised.

i) Investment management fees (excluding service tax / Goods and Service Tax) are recognised monthly on an accrual basis as per proportionate

completion method, in accordance with the terms of contract between the Company and the Board of Trustees of HSBC Mutual Fund based on daily net

asset value (excluding investments made by the Company in the schemes) in accordance with SEBI (Mutual Fund) regulations, 1996 as amended.

* For these classes of assets, based on internal assessment and technical evaluation, the management believes that the useful lives as given above best

represents the period over which management expects to use these assets. Hence the useful lives for these assets are different from the useful lives as

prescribed under part C of Schedule II of the Companies Act 2013.

Initial Recognition

On initial recognition, all foreign currency transactions are recorded by applying to the foreign currency amount the exchange rate between the reporting

currency and the foreign currency at the date of the transaction.

Exchange differences on restatement of all other monetary items are recognised in the Statement of Profit and Loss.

Subsequent Recognition

As at the reporting date, non-monetary items which are carried in terms of historical cost denominated in a foreign currency are reported using the

exchange rate at the date of the transaction. All non-monetary items which are carried at fair value or other similar valuation denominated in a foreign

currency are reported using the exchange rates that existed when the values were determined. All monetory assets and liabilities in foreign currency are

restated at the end of the accounting period

Category of assets Useful lives of Intangible assets

Computer Softwares 36 Months

Page 27: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

2.9 Provisions and Contingent Liabilities

2.10 Leases

a)

b) Finance Leases

i)

ii)

2.11 Segment Reporting

2.12 Taxation

2.13 Employee benefits

a) Provident Fund

b) Gratuity

c) Compensated absences

Operating leases

The Company leases certain tangible assets and such leases where the Company has substantially all the risks and rewards of ownership are classified as

finance leases. Finance leases are capitalised at the inception of the lease at the lower of the fair value of the leased asset and the present value of the

minimum lease payments.

Minimum Alternate Tax credit is recognised as an asset only when and to the extent there is convincing evidence that the company will pay normal

income tax during the specified period. Such asset is reviewed at each Balance Sheet date and the carrying amount of the MAT credit asset is written

down to the extent there is no longer a convincing evidence to the effect that the Company will pay normal income tax during the specified period.

Leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases. Payments made

under operating leases are charged to the Statement of Profit and Loss on a straight-line basis over the period of the lease.

Tax expense for the period, comprising current tax and deferred tax, are included in the determination of the net profit or loss for the period. Current tax

is measured at the amount expected to be paid to the tax authorities in accordance with the taxation laws prevailing in the respective jurisdictions.

The Company provides for gratuity, a defined benefit plan (the “Gratuity Plan”) covering eligible employees in accordance with the Payment of Gratuity

Act, 1972. The Gratuity Plan provides a lump sum payment to vested employees at retirement, death, incapacitation or termination of employment, of an

amount based on the respective employee’s salary and the tenure of employment. The Company’s liability is actuarially determined (using the Projected

Unit Credit method) at the end of each year. Actuarial losses/ gains are recognised in the Statement of Profit and Loss in the year in which they arise.

Each lease payment is apportioned between the finance charge and the reduction of the outstanding liability. The outstanding liability is included in

other short/long-term borrowings. The finance charge is charged to the Statement of Profit and Loss over the lease period so as to produce a constant

periodic rate of interest on the remaining balance of the liability for each period.

Accumulated compensated absences, which are expected to be availed or encashed within 12 months from the end of the year end are treated as short

term employee benefits. The obligation towards the same is measured at the expected cost of accumulating compensated absences as the additional

amount expected to be paid as a result of the unused entitlement as at the year end.

Deferred tax is recognised for all the timing differences, subject to the consideration of prudence in respect of deferred tax assets. Deferred tax assets are

recognised and carried forward only to the extent that there is a reasonable certainty that sufficient future taxable income will be available against which

such deferred tax assets can be realised. Deferred tax assets and liabilities are measured using the tax rates and tax laws that have been enacted or

substantively enacted by the Balance Sheet date. In situations, where the Company has unabsorbed depreciation or carry forward losses under tax laws,

all deferred tax assets are recognised only to the extent that there is virtual certainty supported by convincing evidence that they can be realised against

future taxable profits. At each Balance Sheet date, the Company re-assesses unrecognised deferred tax assets, if any.

Contribution towards provident fund is made to the regulatory authorities, where the Company has no further obligations. Such benefits are classified as

Defined Contribution Schemes as the Company does not carry any further obligations, apart from the contributions made on a monthly basis.

Contingent Liabilities:

Contingent liabilities are disclosed when there is a possible obligation arising from past events, the existence of which will be confirmed only by the

occurrence or non occurrence of one or more uncertain future events not wholly within the control of the company or a present obligation that arises

from past events where it is either not probable that an outflow of resources will be required to settle or a reliable estimate of the amount cannot be

made.

Current tax assets and current tax liabilities are offset when there is a legally enforceable right to set off the recognised amounts and there is an intention

to settle the asset and the liability on a net basis. Deferred tax assets and deferred tax liabilities are offset when there is a legally enforceable right to set

off assets against liabilities representing current tax and where the deferred tax assets and the deferred tax liabilities relate to taxes on income levied by

the same governing taxation laws.

Provisions:

Provisions are recognised when there is a present obligation as a result of a past event, it is probable that an outflow of resources embodying economic

benefits will be required to settle the obligation and there is a reliable estimate of the amount of the obligation. Provisions are measured at the best

estimate of the expenditure required to settle the present obligation at the Balance sheet date and are not discounted to its present value.

The accounting policies adopted for segment reporting are in conformity with the accounting policies adopted for the Company. Further, inter-segment

revenue is accounted for based on the transaction price agreed to between segments which is primarily market based. Revenue and expenses is identified

to segments on the basis of their relationship to the operating activities of the segment. Revenue and expenses, which relate to the Company as a whole

and are not allocable to segments on a reasonable basis, are included under “Unallocated corporate expenses/income”.

Page 28: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

2.14 Restricted Share Plan

2.15 Scheme related expenses

2.16 Earnings per share

2.17 Cash and cash equivalents

Cash and cash equivalents include cash in hand, demand deposits with banks, other short-term highly liquid investments with original maturities of three

months or less.

The employees to whom the shares are granted will be entitled to receive the shares after the end of the vesting period. At the end of the vesting period

the shares awarded will be transferred to the employee provided the employee continues to be in employment.

The initial issue expenses with respect to all schemes launched have been borne by the Company in the year in which they are incurred.

Basic earnings per share is calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number

of equity shares outstanding during the period. Earnings considered in ascertaining the Company’s earnings per share is the net profit for the period after

deducting preference dividends and any attributable tax thereto for the period. The weighted average number of equity shares outstanding during the

period and for all periods presented is adjusted for events, such as bonus shares, other than the conversion of potential equity shares, that have changed

the number of equity shares outstanding, without a corresponding change in resources. For the purpose of calculating diluted earnings per share, the net

profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period is adjusted for

the effects of all dilutive potential equity shares.

If the employee leaves the service during the vesting period, the shares granted are forfeited.

The total recurring expenses relating to the schemes of HSBC Mutual Fund are as per SEBI (Mutual Fund) regulations, 1996. Expenses over and above

the expense limit for each scheme or expenses which are not permissible to be borne by HSBC Mutual Fund are required to be borne by the Company

and are disclosed under the head Other expenses as 'Scheme related expenses'.

Restricted share plan represents restricted stock award, by way of shares of HSBC Holdings Plc. (the ultimate holding company), granted to eligible

employees in lieu of bonus. The value of share awards granted after April 1, 2005 is carried at cost and is amortised over the vesting period, in

accordance with the Guidance Note on Accounting for Employee Share based payments issued by the Institute of Chartered Accountants of India.

Page 29: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

March 31, 2018 March 31, 2017

3 Share capital

Authorised

62,000,000 (previous year 62,000,000) Equity shares of Rs 10 each 620,000 620,000

80,000 80,000

Total 700,000 700,000

Issued, subscribed and paid-up

61,590,908 (previous year : 61,590,908) Equity shares of Rs 10 each fully paid up 615,909 615,909

Total 615,909 615,909

3.1 (a) Reconciliation of number of shares

Equity shares

Number of shares Amount Number of shares Amount

Balance as at the beginning of the year 61,590,908 615,909 61,590,908 615,909

Add : Issued during the year - - - -

Balance as at the end of the year 61,590,908 615,909 61,590,908 615,909

3.2 (b) Rights, Preferences and Restrictions attached to shares

3.3 (c) Shares held by holding company

0 1Equity shares

No of shares Amount No of shares Amount

61,590,908 615,909 61,590,908 615,909

3.4

Name of shareholder

No of shares % Holding No of shares % Holding

Equity Shares :

61,590,908 100 61,590,908 100

March 31, 2018 March 31, 2017

4 Reserves and Surplus

Capital redemption reserve 90,000 90,000

Securities premium 15,743 15,743

Surplus in Statement of Profit and Loss

Balance as at the beginning of the year 425,414 265,197

Add : Profit for the year transferred from Statement of Profit and Loss 192,394 160,217

Balance as at the end of the year 617,808 425,414

Total 723,551 531,157

As at

As at

March 31, 2018

Equity shares of Rs 10 each fully paid up held by Holding Company and its

nominees

(d) Details of shares held by Shareholders holding more than 5% of the aggregate shares of the company

As at

HSBC Securities and Capital Markets (India) Private Limited and its nominees

Equity Shares: The Company has one class of equity shares having a par value of Rs.10 per share. Each shareholder is eligible for one vote per share held. In the event

of liquidation, the equity shareholders are eligible to receive the remaining assets of the Company after distribution of all preferential amounts, in proportion to their

shareholding.

March 31, 2017

As at

March 31, 2018 March 31, 2017

March 31, 2018

8,000,000 (previous year 8,000,000) Cumulative redeemable preference shares of Rs 10 each

As at

March 31, 2017

Page 30: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

March 31, 2018 March 31, 2017

5 Long term borrowings

Secured

Long term maturities of Finance lease obligations (Refer note 9 and note 11) 641 2,109

Total 641 2,109

March 31, 2018 March 31, 2017

2,358 2,333

224 224

2,134 2,109

The maturity profile of finance lease obligations is as follows:

March 31, 2018 March 31, 2017 March 31, 2018 March 31, 2017

1,675 1,808 1,493 1,428

683 2,333 641 2,109

- - - -

Finance lease obligations are secured against motor cars taken on lease.

March 31, 2018 March 31, 2017

6 Deferred tax Liabilities (net)

Deferred tax liability

Depreciation on fixed assets - 2,306

Total Deferred tax liability - 2,306

Deferred tax assets

Depreciation on fixed assets 955 -

Bonus 9,464 9,475

Carry forward of losses 30,495 98,234

Gratuity and compensated absence 9,998 9,475

Lease Rentals 227 214

Total Deferred tax asset 51,138 117,398

Net Deferred Tax Asset / Liability Nil Nil

March 31, 2018 March 31, 2017

7 Long Term Provisions

Provision for employee benefits

Provision for Gratuity (refer note 25(d)) 24,779 20,789

Total 24,779 20,789

Particulars of timing difference

Total future minimum lease payments

Future interest included above

As at

The Company has entered into finance lease agreements for motor cars for use by some of its employees. The period of lease is between 3 to 5 years in all cases.

These lease agreements are non-renewable and do not provide for escalation in rental values. The total future minimum lease payments at the balance sheet date,

element of interest included in such payments, and present value of these minimum lease payments are as follows:

As at

As at

Deferred tax asset and deferred tax liability have been offset as they relate to the same governing taxation laws. Deferred tax asset is recognised to the extent of

deferred tax liability available for setoff. Deferred tax asset has not been recognised on account of prudence in view of carry forward of business losses / unabsorbed

depreciation

Present value

Payable later than 5 years

Period Minimum lease payment

Payable between 1 - 5 years

Payable within 1 year

As at

Present value of future minimum lease payments

Particulars

Page 31: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

March 31, 2018 March 31, 2017

8 Trade payables

(a) Total outstanding dues of micro enterprises and small enterprises (Refer Note 32) and - -

(b) Total outstanding dues of creditors other than micro enterprises and small enterprises

(i) Acceptances (Refer Note 33) - -

(ii) Others 75,346 75,930

Total 75,346 75,930

March 31, 2018 March 31, 2017

9 Other current liabilities

Current maturities of finance lease obligations (Refer note 5 & note 11) 1,493 1,428

Employee Benefits payable (Refer Note 20) 31,931 28,156

72,960 28,434

Other liabilities 7,659 19,442

Total 114,043 77,460

March 31, 2018 March 31, 2017

10 Short Term Provisions

Provision for employee benefits

Provision for Gratuity (refer note 25(d)) 3,744 3,076

Compensated absences 5,812 4,795

Other provisions

2,174 2,174

Total 11,730 10,045

11 Fixed assets -

a) Tangible Assets

Gross block

Balance as at April 1, 2017 5,646 91,060 4,464 1,807 102,977

Additions - 2,251 800 124 3,175

Disposals - (7,939) (267) - (8,206)

Balance as at March 31, 2018 5,646 85,372 4,997 1,931 97,946

Depreciation

Balance as at April 1, 2017 2,757 73,599 3,294 1,388 81,038

Depreciation for the year 1,534 12,553 339 126 14,552

Accumulated depreciation on disposals - (7,915) (266) - (8,181)

Balance as at March 31, 2018 4,291 78,237 3,367 1,514 87,409

Net block

As at March 31, 2018 1,355 7,135 1,630 417 10,537

* All motor cars of the Company have been taken on finance lease.

As at

Furniture and

Fixtures

As at

Provision for tax [net of advance tax and tax deducted at source

Rs 10,523 (previous year Rs 10,523)]

Statutory dues (Contribution to Provident fund, Goods and Service Tax, Tax

deducted at source and Professional Tax)

'The above information regarding micro and small enterprises has been determined to the extent such parties have been identified on the basis of information available

with the Company.

Particulars

As at

TotalMotor Cars * Computers Office

Equipments

There are no amounts due for payment to the Investor Education and Protection Fund under section 125 of the Companies Act, 2013 as at year end.

Page 32: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

Gross block

Balance as at April 1, 2016 11,717 86,705 4,063 2,426 104,911

Additions 1,913 4,355 1,054 - 7,322

Disposals (7,984) - (653) (619) (9,256)

Balance as at March 31, 2017 5,646 91,060 4,464 1,807 102,977

Depreciation

Balance as at April 1, 2016 6,762 60,887 3,698 1,892 73,239

Depreciation for the year 2,621 12,712 249 117 15,699

Accumulated depreciation on disposals (6,626) - (653) (621) (7,900)

Balance as at March 31, 2017 2,757 73,599 3,294 1,388 81,038

Net block

As at March 31, 2017 2,889 17,461 1,170 419 21,939

* All motor cars of the Company have been taken on finance lease.

b) Intangible assets

Gross block

Balance as at April 1, 2017 65,832

Additions -

Disposals -

Balance as at March 31, 2018 65,832 -

Depreciation

Balance as at April 1, 2017 61,985

Amortisation for the year 2,300

Accumulated amortisation on disposals -

Balance as at March 31, 2018 64,285

Net block

As at March 31, 2018 1,547

Intangible assets

Gross block

Balance as at April 1, 2016 64,211

Additions 1,621

Disposals -

Balance as at March 31, 2017 65,832

Depreciation

Balance as at April 1, 2016 59,867

Amortisation for the year 2,118

Accumulated amortisation on disposals -

Balance as at March 31, 2017 61,985

Net block

As at March 31, 2017 3,847

Particulars

Office

Equipments

Motor Cars *

Particulars

Particulars Furniture and

Fixtures

Computers

Computer

Computer

Total

Page 33: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

Face Value

per unit

No. of units Amount No. of units Amount

12 Non-current investments

Particulars

10 244,572.037 2,437 244,572.037 2,437

HSBC Cash Fund - Growth option Direct Plan 1,000 3,558.752 5,000 3,558.752 5,000

10 206,147.313 5,000 206,147.313 5,000

10 210,860.141 5,000 210,860.141 5,000

10 789,205.091 10,000 789,205.091 10,000

HSBC Flexi Debt Fund-Growth option Direct Plan 10 254,406.317 5,000 254,406.317 5,000

10 434,786.389 5,000 434,786.389 5,000

10 377,569.065 4,804 377,569.065 4,804

10 407,381.757 5,000 407,381.757 5,000

10 339,032.989 10,000 339,032.989 10,000

10 33,261.112 5,000 33,261.112 5,000

10 146,278.187 9,468 76,942.845 5,000

10 129,937.630 5,000 129,937.630 5,000

10 274,726.784 5,000 274,726.784 5,000

10 187,801.892 5,000 187,801.892 5,000

10 - - 272,756.686 4,468

10 360,147.516 5,000 360,147.516 5,000

10 113,484.384 1,443 113,484.384 1,443

HSBC Brazil Fund - Growth option Direct Plan 10 701,095.111 5,000 701,095.111 5,000

10 434,480.361 5,000 434,480.361 5,000

103,152 103,152

Aggregate amount of unquoted investments at cost 103,152 103,152

The above investments pertains to seed investments as per Regulation 28(4) of SEBI (Mutual Funds) Regulations, 1996.

March 31, 2018 March 31, 2017

13 Long term loans and advances

Unsecured, considered good

Prepaid expenses 1,723 2,686

Loans to employees 478 732

323,694 312,934

MAT Credit Entitlement 119,332 88,060

Total 445,227 404,412

Advance taxes and tax deducted at source [net of provision for tax Rs 632,070 (previous year Rs 588,355) ]

HSBC Infrastructure Equity Fund - Growth option Direct Plan

HSBC Tax Saver Equity Fund- Growth option Direct Plan

HSBC Global Emerging Markets Fund - Growth Direct Plan

(erstwhile HSBC Emerging Markets Fund- Growth option Direct

Plan)

HSBC Dividend Yield Equity Fund-Growth option Direct Plan

HSBC Asia Pacific Divdend Yield Fund Direct Plan Growth option

HSBC Regular Savings Fund – Growth Direct Plan (erstwhile

HSBC Monthly Income Plan – Growth option Direct Plan)

HSBC Large Cap Equity Fund - Growth Direct Plan (erstwhile

HSBC Equity Fund- Growth option Direct Plan)

HSBC Small Cap Equity Fund - Growth Direct Plan (erstwhile

HSBC Midcap Equity Fund - Growth option Direct Plan)

HSBC Dynamic Asset Allocation Fund - Growth Direct Plan

(erstwhile HSBC Dynamic Fund- Growth option Direct Plan)

HSBC Multi Cap Equity Fund - Growth Direct Plan (erstwhile

HSBC India Opportunities Fund-Growth option Direct Plan)

March 31, 2017

HSBC Debt Fund - Growth Direct Plan (erstwhile HSBC Income

Fund – Investment Plan - Growth option Direct Plan)

HSBC Short Duration Fund - Growth Direct Plan (erstwhile HSBC

Income Fund – Short Term Plan - Growth option Direct Plan)

HSBC Low Duration Fund - Growth Direct Plan (erstwhile HSBC

Ultra Short Term Bond Fund-Growth option Direct Plan)

HSBC Managed Solutions India Conservative Fund Direct Plan

Growth option

HSBC Global Consumer Opportinites Fund- Benefiting from China's

Growing Consumption Power - Direct plan Growth option

March 31, 2018

As at

Total

HSBC Managed Solutions India Growth option Fund Direct Plan

Growth option

As at

HSBC Managed Solutions India Moderate Fund Direct Plan Growth

option

Page 34: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

Face Value No. of units Amount No. of units Amount

14 Current investments

Particulars

Investments in Mutual Fund - unquoted

1,000 415,224.153 681,086 320,366.286 491,175

Total 681,086 491,175

Aggregate amount of unquoted investments at cost 681,086 491,175

March 31, 2018 March 31, 2017

15 Trade receivables

12 25,375

267,016 225,058

Total 267,028 250,433

March 31, 2018 March 31, 2017

16 Cash and bank balances

Cash and cash equivalents

Cash on hand 10 10

Balance with banks

- in current accounts 4,207 9,179

Total 4,217 9,189

March 31, 2018 March 31, 2017

17 Short-term loans and advances

Unsecured, considered good

Security Deposits * 6,820 6,889

Loans to employees 98 211

Goods and Service Tax / Cenvat Credit Receivable 24,198 23,244

Prepaid expenses 14,452 15,259

Advance recoverable in cash or in kind 7,637 3,649

Total 53,205 49,252

* The above amounts includes Rs. 6,666 (previous year Rs.6,635) being deposits given for lease premises to the related party.

March 31, 2018 March 31, 2017

18 Revenue from operations

Investment management fees 532,060 519,790

Advisory fees 400,380 339,241

Income from PMS business / Mandates 10,282 10,326

Total 942,722 869,357

Unsecured, considered good

Outstanding for a period exceeding 6 months from the date

they are due for payment *

* Out of the above the unbilled revenue as at March 31, 2018 is Rs. 90,481 (previous year Rs. 65,326) which has been raised subsequent to year end.

HSBC Cash Fund - Growth option Direct Plan

As at

As at

March 31, 2018

As at

March 31, 2017

Others *

As at

For the year ended

Page 35: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

March 31, 2018 March 31, 2017

19 Other Income

Gain from redemption of Current Investments 32,911 29,341

Profit on sale of Assets (net) 84 464

Interest on income tax refund - 1,994

Provision no longer required written back (LTIP) 4,044 -

Miscellaneous 308 257

Total 37,347 32,056

March 31, 2018 March 31, 2017

20 Employee benefits expense

Salaries, wages and bonus 403,038 367,602

Contribution to provident fund and other funds (Refer note 25(a)) 16,099 15,771

Gratuity (Refer note 25(e)) 6,665 7,299

Restricted share plan (Refer note 27) 3,589 5,454

Staff welfare 5,823 5,144

Total 435,214 401,270

March 31, 2018 March 31, 2017

21 Finance costs

Finance charge on finance leases 380 782

Total 380 782

March 31, 2018 March 31, 2017

22 Other expenses

Rent and utilities 48,607 46,604

Repairs and maintenance 35,984 34,916

Insurance 11,880 11,984

Rates and taxes 3,859 5,663

Travelling 10,578 8,883

Directors sitting fees 520 410

Payment to auditors

- statutory audit fees 1,250 1,250

- other services 280 180

- reimbursement of expenses 52 75

Expenditure towards Corporate Social Responsibility (Refer note 22(c)) 3,742 2,200

Legal and professional fees 10,421 8,872

Office administration 2,307 2,564

Telephone, communication and postage 34,247 38,286

Brokerage and incentives 6 -

Support service charges (Refer note 22(a)) 104,159 104,175

Business development 25,742 32,362

Loss on account of foreign exchange fluctuations (net) 3,048 3,965

Scheme related expenses 19,553 15,530

Compensation (Refer note 22(b)) 82 44

Recruitment cost 3,965 1,820

Guarantee charges 1,584 2,002

Membership and subscription 918 987

Total 322,784 322,772

For the year ended

For the year ended

For the year ended

For the year ended

Page 36: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

a) Support service charges

b) Compensation

c) Corporate Social Responsibility Expenditure

As per the provisions of Section 135 of the Companies Act, 2013

Sr.No. In cash Total In cash Total

(i) - - - -

(ii)

3,742 3,742.00 2,200 2,200.00

March 31, 2018 March 31, 2017

23 Expenditures in foreign currency

Training 200 864

Support service charges 83,935 82,496

Business development 185 41

Telephone, communication and postage 665 3,168

Membership and subscription 270 335

Travelling 2,517 1,252

Total 87,772 88,156

March 31, 2018 March 31, 2017

24 Earnings in foreign currency

Advisory fees 400,380 339,241

Total 400,380 339,241

##### Notes to the financial statements (Continued)

March 31, 2018 March 31, 2017

25 Employee Benefits

a) Defined Contribution Plans

Amount recognised in the Statement of Profit and Loss

12,471 11,832

ii) Pension fund paid to the authorities 1,709 1,759

iii) Others 880 1,075

1,039 1,105

Total 16,099 15,771

(ii) Amount spent during the year on:

Construction/acquisition of any asset

The Company incurred Rs 82 (previous year Rs 44) towards compensation paid by the Company to investors / distributors on account of routine processing errors /

delays.

i) Provident fund paid to the authorities

Above charges represent the charges paid by the Company to other HSBC Group entities both for central as well as regional support. These Group entities provide

management, administrative as well as technical support on various functional aspects of day-to-day business as well as the strategy for growth.

On purposes other than (i) above

Paid to Masoom (based in Mumbai, runs a

comprehensive School Transformation

Programme for night schools in Mumbai

with the aim of providing quality education

to young people)

For the year ended

For the year ended

iv) National Pension Scheme

For the year ended

(i) Gross amount required to be spent by the company during the year 2017-18 Rs. 3742 (previous year - 2200)

Particulars

For the year ended

March 31, 2018 March 31, 2017

Page 37: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

March 31, 2018 March 31, 2017

b) Present Value of Defined Benefit Obligation

23,865 23,920

1,578 1,559

4,228 4,273

- -

(2,007) (7,354)

859 1,467

Past Service Costs

- -

- -

28,523 23,865

March 31, 2018 March 31, 2017

c) Fair Value of Plan Assets

- -

- -

- -

- -

- -

- -

- -

- -

March 31, 2018 March 31, 2017

d) Assets and Liabilities recognised in the Balance Sheet

28,523 23,865

- -

- -

Amounts recognised as liability 28,523 23,865

Recognised under:

24,779 20,789

3,744 3,076

Total 28,523 23,865

March 31, 2018 March 31, 2017

e) Expense recognised in the Statement of Profit and Loss

4,228 4,273

1,578 1,559

- -

859 1,467

Past Service Costs - -

- -

- -

6,665 7,299

March 31, 2018 March 31, 2017

f) Major Category of Plan Assets as a % of total Plan Assets

- -

Corporate Bonds - -

- -

- -

- -

- -

- -

March 31, 2018 March 31, 2017

g) Actuarial Assumptions

7.40% 6.90%

- -

7.00% 6.00%

Attrition Rate 14.00% 14.00%

Expected Return on Plan Assets

Long Term Provision (Refer note 7)

As at

Government Securities (Central and State)

Equity Shares of Listed Companies

Public Sector Unit Bonds

Deposits Schemes of Central Government

Fixed Deposits under Special Deposits Schemes of Central Government

Salary escalation rate**

As at

Less: Fair Value of Plan Assets

Expected return on plan assets

Actuarial Gains / Losses

Balance at the end of the year

For the year ended

Present Value of Defined Benefit Obligation

Contribution by plan participants

Less: Unrecognised Past Service

Benefits Paid

As at

As at

Balance at the beginning of the year

Contribution by plan participants

Current Service Cost

Short Term Provision (Refer note 10)

Settlements

Settlements

* The discount rate is based on the prevailing market yields of Indian government securities as at the balance sheet date for the estimated term of the obligations.

Actuarial Loss/(Gain) recognised for the year

As at

Expected Return on Plan Assets

Interest cost

Interest cost

Balance at the end of the year

Discount Rate*

Curtailments

Current Service Cost

Balance at the beginning of the year

** The estimates of future salary increases considered in actuarial valuation takes into account, inflation, seniority, promotions and other relevant factors, such as

demand and supply in the employment market.

Total Expense

Curtailments

Benefit paid

Actuarial Gains / Losses

Settlements

Contribution by the Company

Page 38: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018

(All amounts in thousands of Indian Rupees unless otherwise stated)

March 31, 2018 March 31, 2017 March 31, 2016 March 31, 2015 March 31, 2014

h)

Defined Benefit Obligation 28,522 23,865 23,920 23,156 15,674

- - - - -

Surplus / Deficit (28,522) (23,865) (23,920) (23,156) (15,674)

68 400 (1,436) (1,159) (9)

- - - - -

March 31, 2018 March 31, 2017

i) Expected Contribution to the Funds in the next year

Gratuity 3,880 3,180

Provident Fund - - 3,880 3,180

26 Earnings per share

March 31, 2018 March 31, 2017

192,394 160,217

61,590,908 61,590,908

Shares issued during the year - -

Total number of equity shares outstanding at the year end 61,590,908 61,590,908

61,590,908 61,590,908

3.12 2.60

10 10

27 Restricted Share Plan

The terms and conditions related to the grant of the restricted share plan are as follows :

Particulars

March 31, 2018 March 31, 2017

Outstanding at the beginning of the year 14,749 23,558

6,516 5,243

Exercised / vested during the year (8,271) (13,375)

Other movements * (182) (677)

Outstanding at the end of the year 12,812 14,749

Restricted Share plan expense

Particulars

March 31, 2018 March 31, 2017

Amount recognised in employee benefits 3,589 5,454

Total expense recognised in employee benefits 3,589 5,454

28 Related party disclosures

Names of related parties and nature of relationship

1 Holding Company

HSBC Securities and Capital Markets (India) Private Limited

2 Ultimate Holding Company

HSBC Holdings PLC

3 Fellow subsidiaries

The Hong Kong and Shanghai Banking Corporation Limited - India Branches

HSBC Global Asset Management (Hong Kong) Limited

HSBC Software Development (India) Private Limited

HSBC Electronic Data Processing (India) Private Limited

HSBC Global Asset Management Limited

The Hong Kong and Shanghai Banking Corporation Limited, Hong Kong

HSBC Invest Direct Securities (India) Limited.

HSBC Bank Plc.

HSBC Global Asset Management (Singapore) Limited

4 Others

HSBC Mutual Fund *

* HSBC Asset Management (India) Private Limited is the Investment Manager to HSBC Mutual Fund.

5

Mr. Ravi Menon ( Appointed with effect from Apr 24, 2015)

Mr. Puneet Chaddha (Resigned with effect from May 24, 2016)

As at

As at

For the year ended

Contractual life : The maximum life is three years with one-third vesting at the end of every twelve months and in few cases the vesting is after thirty six months from

the date of the grant.

For the year ended

In accordance with Accounting Standard 20 on 'Earnings Per Share', the following is the calculation of the basic and diluted earnings per share:

Particulars

Number of shares at the beginning of the year

Experience adjustments in plan assets

Amounts recognised in current year and previous

four years

Experience adjustments in plan liabilities

For the year ended

Basic and diluted earnings (in Rupees) per share

Granted during the year

Restricted share plan represents restricted stock award granted to select high potential employees. Shares are awarded through Restricted Shares of HSBC Holdings

Plc. At the end of the vesting period the shares awarded will be transferred to the employee provided the employee continues to be in employment. These restricted

shares have been awarded to the employees during every financial year ended except March 2009.

Key management personnel

As per Accounting Standard (AS 18) on ‘Related Party Disclosure’, the releated parties are as follows

Vesting conditions : Employees need to be in employment with the entity at the time of vesting of the shares.

* Other movements refers to the net transfer-in and transfer-out of restricted share awards to the employees within group entities having no additional liability to the

Company.

Weighted average number of equity

Plan Asset

In accordance with Accounting Standard 20 on 'Earnings Per Share', the following is the calculation of the basic and diluted earnings per share:

Calculation of weighted average number of equity shares

Nominal value per share Rupees

Profit for the year

Page 39: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018 (Continued)

(All amounts in thousands of Indian Rupees unless otherwise stated)

28 Related party transactions

343.388

i) Transactions during the year are as under:

March 31,2018 March 31,2017 March 31,2018 March 31,2017 March 31,2018 March 31,2017 March 31,2018 March 31,2017 March 31,2018 March 31,2017

Income

Investment management

fees

- - - - - - 532,060 519,790 - -

Advisory fees - - - - 400,380 339,241 - - - -

Dividend - - - - - - - - - - Profit / (Loss) on sale of - - - - - - - - - - - - Expenses - -

Managerial Remuneration - - - - - - - - 28,289 25,996

Training - - - - 200 4 - - - -

Brokerage and incentives - - - - - - - - - -

Support service charges - - 6,181 12,052 80,378 74,408 - - - -

Telephone,communication

and postage

- - - - 665 2,574

Rent and Utilities - - - - 43,497 42,285 - - - -

Repairs and maintenance -

Computers

1,698 3,665 10,463 14,771 - - - -

Scheme related expenses - - - - - - 19,553 15,530 - -

Bank and Guarantee

charges

- - - - 1,798 2,181 - - - -

Other Transactions

Refund of Deposit for

premises

- - - - 25 3,601 - - -

Deposit paid for premises - - - - 56 908 - - -

Purchase of investments - - - - - - 737,300 605,500 - -

Sale of investments - - - - - - 580,300 600,500 - -

* HSBC Asset Management (India) Private Limited is the Investment Manager to HSBC Mutual Fund.

Notes to related party disclosures (to the extent of material transactions)

March 31,2018 March 31,2017

Investment management fees

HSBC Mutual Fund 532,060 519,790

Advisory fees

HSBC Global Asset Management (Hongkong) Limited 400,380 339,241

Managerial Remuneration

Ravi Menon 28,289 25,726

Puneet Chaddha - 270

Training

The Hongkong and Shanghai Banking Corporation Ltd - Hongkong 200 4

Support service charges

HSBC Global Asset Management Limited 52,427 38,091

HSBC Global Asset Management (Hongkong) Limited 22,492 24,719

The Hongkong and Shanghai Banking Corporation Ltd - Hongkong 2,835 7,286

HSBC Electronic Data Processing (India) Pvt Ltd 2,624 4,311

HSBC Holdings Plc 6,181 12,052

Telephone & communication

HSBC Bank Plc 665 2,574

Rent and Utilities

The Hong Kong and Shanghai Banking Corporation Limited - India 43,497 42,285

Repairs and maintenance - Computers

HSBC Securities and Capital market Pvt ltd 1,698 3,665

HSBC Software Development Pvt Ltd 10,463 14,771

Scheme related expenses

HSBC Mutual Fund 19,553 15,530

Bank and Guarantee charges

The Hong Kong and Shanghai Banking Corporation Limited - India 1,798 2,181

Deposit for premises

The Hong Kong and Shanghai Banking Corporation Limited - India (Refund of Deposit for premises) 25 3,601

The Hong Kong and Shanghai Banking Corporation Limited - India (Deposit paid for premises) 56 908

Purchase of investments

HSBC Mutual Fund 737,300 605,500

Sale of investments

HSBC Mutual Fund 580,300 600,500

The nature and volume of transactions during the year and balances outstanding as year end with related parties in the ordinary course of business above are

as follows:

Particulars with Holding Company with fellow Subsidiaries with others* with Key Management Personnel

For the year ended

with Ultimate Holding

Company

Page 40: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018 (Continued)

(All amounts in thousands of Indian Rupees unless otherwise stated)

ii) Balances outstanding are as under:

Particulars

March 31,2018 March 31,2017 March 31,2018 March 31,2017 March 31,2018 March 31,2017 March 31,2018 March 31,2017 March 31,2018 March 31,2017

Assets

Investment management

fee receivable

- - - - - - 69,911 79,723 - -

PMS advisory fees

receivable

- - - - 42,802 9,226 - - - -

Investment advisory fee

receivable

- - - - 148,432 155,021 - - - -

Deposit for premises - - - - 6,666 6,635 - - - -

Investments - - - - - - 784,238 594,327

Balances with banks - - - - 3,922 7,602 - - - -

Liabilities

Equity share capital 615,909 615,909 - - - - - - - -

Legal and professional fees - - - - - - - - - - Computer maintenance - 1,258 - - - - - - - -

Support service charges - - 5,512 10,748 30,938 28,834 - - - -

Commission/Brokerage - - - - 401 401 - - - -

Scheme related expenses - - - - - - 17,008 14,835 - -

* HSBC Asset Management (India) Private Limited is the Investment Manager to HSBC Mutual Fund.

Notes to related party disclosures (to the extent of material transactions)

March 31,2018 March 31,2017

Investment management fees

HSBC Mutual Fund 69,911 79,723

PMS advisory fees receivable

HSBC Global Asset Management (Hongkong) Limited 42,802 9,226

Investment advisory fee receivable

HSBC Global Asset Management (Hongkong) Limited 148,432 155,021

Deposit for premises

The Hong Kong and Shanghai Banking Corporation Limited - India 6,666 6,635

Investments

HSBC Mutual Fund 784,238 594,327

Balances with banks

The Hong Kong and Shanghai Banking Corporation Limited - India 3,922 7,602

Equity share capital

HSBC Securities and Capital market Pvt ltd 615,909 615,909

Computer maintenance

HSBC Securities and Capital market Pvt ltd - 1,258

Support service charges

HSBC Global Asset Management Limited 13,602 15,982

HSBC Global Asset Management (Hong Kong) Limited 9,364 5,266

HSBC Bank Honkgong 1,974 1,824

HSBC Holdings Plc 5,512 10,748

HSBC Bank Plc, 847 2,574

HSBC Software Development India Pvt.Ltd 2,790 2,819

HSBC Electronic Data Processing (India) Pvt Ltd 2,361 369

Commission/Brokerage

The Hong Kong and Shanghai Banking Corporation Limited - India Branches 190 190

HSBC Investdirect Securities (India) Limited 211 211

Scheme related expenses

HSBC Mutual Fund 17,008 14,835

with Ultimate Holding

Company

For the year ended

with Holding Companies with fellow Subsidiaries with others* with Key Management Personnel

Page 41: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018 (Continued)

(All amounts in thousands of Indian Rupees unless otherwise stated)

March 31,2018 March 31,2017

29 Contingent Liabilities

Dues towards Income Tax matters 93,209 93,209

Dues towards Service Tax matters # 54,641 32,095

147,850 125,304

# excluding interest, if any as this cannot be quantified currently

30 Unhedged foreign currency exposures

Foreign

currency

Rupees Foreign

currency

Rupees

Trade payable GBP 220 20,338 331 26,730

USD 149 9,692 141 9,144

HKD 215 1,786 184 1,537

Trade receivable USD 2,940 191,234 2,533 164,246

31 Segment Reporting

32 Disclosures relating to Specified Bank Notes* (SBNs)

a) Disclosures relating to Specified Bank Notes* (SBNs) is not applicable to the company during the year

b) Disclosures relating to Specified Bank Notes* (SBNs) held and transacted during the period

from November 8, 2016 to December 30, 2016

SBNs Other Total

Closing cash in hand as on November 8, 2016 10 - 10

(+) Permitted receipts (includes cash withdrawals) 105 105 105

(-) Permitted payments (95) (95) 95

(-) Amount deposited in Banks (10) (10)

Closing cash in hand as on December 30, 2016 - 10 10

33 Dues to micro and small enterprises

- -

- -

- -

- -

- -

- -

- -

March 31,2017

As at

As at

(a) It is not practicable for the Company to estimate the timings of cash outflows, if any, in respect of the above pending resolution of the respective

proceedings.

(b) The Company does not expect any reimbursements in respect of the above contingent liabilities.

Particulars Currency March 31,2018

Claims against the Company not acknowledged as debt

Principal amounts paid to suppliers registered under the MSMED Act, beyond the

appointed day during the year

Particulars

* Specified Bank Notes (SBNs) mean the bank notes of denominations of the existing series of the value of five hundred rupees and one thousand rupees as

defined under the notification of the Government of India, in the Ministry of Finance, Department of Economic Affairs no. S.O. 3407(E), dated the

November 8, 2016.

Pursuant to Accounting Standard (AS) 17 - Segment Reporting, no segment disclosure has been made in these financial statements, as the Company has only one geographical segment and no other

segment reporting business segment. The investments held by the Company are ancillary to the investment management business objective and hence are part of investment management business

segment of the Company.

Interest paid, other than under Section 16 of MSMED Act, to suppliers registered under

the MSMED Act, beyond the appointed day during the year

Interest paid, under Section 16 of MSMED Act, to suppliers registered under the

MSMED Act, beyond the appointed day during the year

Interest due and payable towards suppliers registered under MSMED Act, for payments

already made

Further interest remaining due and payable for earlier years

The Company has certain dues to suppliers registered under Micro, Small and Medium Enterprises Development Act, 2006 (‘MSMED Act’). The

disclosures pursuant to the said MSMED Act are as follows:

March 31,2018 March 31,2017

Principal amount due to suppliers registered under the MSMED Act and remaining

unpaid as at year end

Interest due to suppliers registered under the MSMED Act and remaining unpaid as at

year

Page 42: HSBC Asset Management (India) Private Limited · Mutual Fund advisory mandate as against the average asset under management of INR ... (foreign and Indian), insurance companies, pension

HSBC Asset Management (India) Private Limited

Notes to the financial statements for the year ended March 31, 2018 (Continued)

(All amounts in thousands of Indian Rupees unless otherwise stated)

34 Transfer Pricing

35 Prior year comparatives

Previous year figures are re-grouped/re-classified wherever necessary to conform to current year's classification.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors of

Firm's Registration No: 012754N/N500016 HSBC Asset Management (India) Private Limited

Vivek Prasad Kishori J Udeshi Ravi Menon

Partner Chairperson Director &

Membership No: 104941 DIN No: 01344073 Chief Executive Officer

DIN No: 00016302

Sumesh Kumar

Company Secretary

CS No: 17520

Place : Mumbai Place : Mumbai

Date : July 25, 2018 Date : July 25, 2018

The Company is in the process of carrying out transfer pricing studies for the year ended March 31, 2018 in accordance with the transfer pricing rules.

Adjustment towards liability of taxation, if any, can be determined only on completion of transfer pricing study. Management is of the view that there will not

be any significant adjustments arising on completion of transfer pricing study.