DIRECTORS’ REPORT
To the Members
ICICI Prudential Pension Funds Management Company Limited
Your Directors have pleasure in presenting the Eighth Annual Report of ICICI
Prudential Pension Funds Management Company Limited (the Company) with the
audited statement of accounts for the year ended March 31, 2017.
OPERATIONS REVIEW & OUTLOOK
Industry in FY2017
The industry AUM as at March 31, 2017 was ` 1,745.61 billion (FY2016: ` 1,188.10
billion). This largely comprises funds from government sector of ` 1,522.12 billion
and corporate sector (central government pattern) of ` 107.53 billion. The AUM from
private sector and NPS lite segments was ` 70.72 billion and ` 26.39 billion
respectively, a growth of 98% and 25% over FY2016.
Company in FY2017
The subscribers’ funds managed by the Company increased from ` 7,011.4 million at
March 31, 2016 to ` 14,414.8 million at March 31, 2017, an increase of 105.6% during
the year.
The details of the subscribers’ funds are as follows:
(` million)
Asset class March 31,
2016
%
to total
March 31,
2017
%
to total
Equity (E) 2,660.8 38% 5,837.5 40%
Credit Risk Bearing Fixed
Income Instruments (C) 2,075.1 30% 4,018.4 28%
Government Securities (G) 2,275.5 32% 4,555.9 32%
Alternate Asset Class (A) - - 3.0 0%
Total 7,011.4 100% 14,414.8 100%
The performance for financial year ended March 31, 2017 is summarised as
follows:
(` million)
Particulars FY2016 FY2017
Investment management fees 0.5 1.0
Investment income 23.2 22.8
Total revenue 23.7 23.8
Personnel expenses 16.2 17.4
Other operating expenses 9.2 11.9
Particulars FY2016 FY2017
Depreciation/Amortisation
expenses 0.4 0.4
Total expenses 25.8 29.7
Profit/(loss) before tax (2.1) (5.9)
Tax expense 1.0 (0.2)
Profit/(loss) after tax (3.1) (5.7)
For the year ended March 31, 2017, the Company registered a loss of ` 5.7 million as
compared to a loss of ` 3.1 million for the year ended March 31, 2016.
The Company registered an operating loss of ` 28.7 million in FY2017 vis-a-vis an
operating loss of ` 25.3 million in FY2016 primarily due to increase in personnel
expenses and other operating expenses from ` 9.2 mn to ` 11.9 mn. The increase in
other operating expenses was primarily due to –
- non-refundable application fees of ` 1 mn paid to Pension Fund Regulatory &
Development Authority (PFRDA) pursuant to its Request for Proposal for
appointment of pension fund managers - increase in brokerage expenses by ` 0.6 mn incurred on behalf of scheme in
line with increase in investments. As per the terms of the Investment
Management Agreement, the brokerage expenses of schemes are borne by
shareholders - provision made for unutilised service tax on expenses, ` 0.4 mn in line with
increase in operating expense.
Ind AS Implementation
The Insurance Regulatory and Development Authority of India (IRDAI) requires
insurance companies to adopt Ind AS with effect from April 1, 2018 for itself and its
subsidiary(ies). PFRDA also issued circular directing pension fund managers to
comply with MCA guidelines on Ind AS. The Company is in the process of
implementing the same, updates of which are periodically made to its Board Audit
Committee.
DIVIDEND
The financial operations of the Company have resulted in a loss after tax of ` 5.7
million. In view of the loss incurred, the Directors are unable to recommend any
dividend.
Statement in respect of adequacy of internal financial controls with
reference to the Financial Statements
The Company has established a governance framework and a control environment,
commensurate with the size, scale and complexity of its operations. The corporate
governance framework of the Company is based on an effective independent Board,
separation of Board’s supervisory role from the executive management and
constitution of Board Committees, generally comprising a majority of independent /
non-executive directors and chaired by independent/ non-executive directors to
oversee critical areas.
The internal financial controls with reference to financial statements of the Company
comprises multiple levels of oversight as follows:
1. The Company follows a reporting and review framework comprising quarterly
review of financials. The financials prepared are reviewed by Audit
Committee.
2. The Company has fully automated processes and authority matrix based workflow
to compute/ account investment management fee, investment income and
operating expenses. System and process controls have been built on various sub
processes and activities to ensure completeness and accuracy.
3. No significant observations have been made or are outstanding against the
Company by auditors or regulators.
4. The Company has a documented risk control matrix against which the controls
pertaining to financial reporting are tested. All the controls are in place and
functioning.
5. The Company also has got internal audit conducted by an external consultant and
no observations have been made by them.
Orders, if any, passed by Regulator or Courts or Tribunals
No orders were passed by the regulators or courts or tribunals impacting the going
concern status and the Company’s operations.
Subsidiary, joint venture or associate companies
The Company continues to be the wholly owned subsidiary of ICICI Prudential Life
Insurance Company Limited.
Key Managerial Person
During the year Ms. Shweta Nayak (ACS 44318) was appointed as the Company
Secretary of the Company with effect from August 29, 2016.
Policy for Directors and Senior management position as prescribed under
Section 178 of the Companies Act 2013 (Act).
The Company has formulated a policy as prescribed under Section 178 of the
Companies Act 2013. The policy on the above is attached as Annexure – A.
BOARD OF DIRECTORS
The Board comprises of six Directors; three nominated by ICICI Prudential Life
Insurance Company Limited and three Independent Directors. The Board is
responsible for overall corporate strategy and other responsibilities as laid down by
the PFRDA. The Independent Directors are eminent personalities with significant
expertise in the fields of finance, law, and strategy. None of the Directors are related
to any other Director or employee of the Company.
The Company has received declarations from all the Independent Directors of the
Company confirming that they meet the criteria of independence as prescribed under
the Act.
There were five Meeting of the Board held during FY2017 on April 25, 2016, July 19,
2016, August 24, 2016, October 24, 2016 and January 23, 2017. The maximum
interval between any two meetings did not exceed 120 days.
The names of the Directors and their attendance at Board Meetings during the year
are set out in the following table:
Name of the Director Number of meetings attended
Mr. Sandeep Bakhshi, Chairman 4/5
Mr. Puneet Nanda 4/5
Mr. Sandeep Batra 5/5
Mr. Vinod Kumar Dhall 3/5
Mr. M. N. Gopinath 4/5
Mr. Uday Chitale 5/5
As per provisions of the Companies Act, 2013 and the Articles of Association of the
Company, Mr. Sandeep Batra (DIN: 03620913) will retire by rotation at the ensuing
Annual General Meeting and is eligible for re-appointment. Mr. Sandeep Batra has
offered himself for re-appointment.
Board Committees
I. Board Risk Management & Audit Committee
Terms of reference:
Directing and overseeing the audit plans, audited and un-audited financial results,
findings of the internal and statutory auditors, risk management, disaster recovery
and business contingency plans, recommend appointment of auditors and such
other responsibilities as may be prescribed by the Companies Act, 2013 and PFRDA.
Composition
The Board Risk Management & Audit Committee comprises of two independent
Director and at March 31, 2017 was chaired by Mr. Vinod Kumar Dhall.
There were five Meeting of the Committee held during FY2017 on April 25, 2016, July
19, 2016, August 24, 2016, October 24, 2016 and January 23, 2017.
The details of the composition of the Committee and attendance at its Meetings are
set out in the following table:
Name of the member Number of meetings attended
Mr. Vinod Kumar Dhall, Chairman 3/5
Mr. Uday Chitale 5/5
Mr. Sandeep Batra 5/5
Ms. Meghana Baji^ 5/5
Mr. Beram Gazdar^ 4/5
Ms. Geeta Makhijani^ 2/5
^ As per Investment Management Agreement signed with National Pension System Trust, Risk
Management Committee shall also have Chief Executive Officer, Chief Investment Officer or Fund
Manager and Compliance Officer.
II. Board Nomination and Remuneration Committee
The Board Nomination & Remuneration Committee was constituted as per the
requirements of Companies Act, 2013 and following are the terms of reference:
Terms of reference:
To identify persons who are qualified to become directors and who may be
appointed in senior management in accordance with the criteria laid down,
recommend to the Board their appointment and removal and shall carry out
evaluation of every director’s performance.
To formulate the criteria for determining qualifications, positive attributes and
independence of a director and recommend to the Board a policy, relating to the
remuneration for the directors, key managerial personnel and other employees.
To ensure that the level and composition of remuneration is reasonable and
sufficient to attract, retain and motivate directors of the quality required to run the
company successfully.
To ensure that relationship of remuneration to performance is clear and meets
appropriate performance benchmarks.
To ensure that remuneration to directors, key managerial personnel and senior
management involves a balance between fixed and incentive pay reflecting short
and long term performance objectives appropriate to the working of the company
and its goals.
Composition
The Board Nomination and Remuneration Committee comprises of two independent
Director. There was one Meeting of the Committee during the year.
One Meeting of the Committee was held during FY2017 on April 25, 2016.
The details of the composition of the Committee and attendance at its Meetings are
set out in the following table:
Name of the member Number of meetings attended
Mr. Vinod Kumar Dhall, Chairman 0/1
Mr. M. N. Gopinath 1/1
Mr. Sandeep Batra 1/1
Meeting of Independent Directors
There was one Independent Directors Meeting held during FY2017 on April 25, 2016.
The names of the Independent Directors and their attendance at Independent
Directors Meeting during the year are set out in the following table:
Name of the member Number of meetings
attended/held
Mr. Vinod Kumar Dhall 0/1
Mr. Uday Chitale 1/1
Mr. M. N. Gopinath 1/1
Sitting fees paid to independent Directors during the financial year ended
March 31, 2017:
Name of the Director Amount
(in `)
Mr. Vinod Kumar Dhall 1,20,000
Mr. M. N. Gopinath 1,00,000
Mr. Uday Chitale 2,00,000
Evaluation of Board, Committees and Directors
The Company has devised a policy for performance evaluation of the individual
directors, Board and its Committees, which includes criteria for performance
evaluation.
Accordingly, the evaluation of the Directors and Board was undertaken through
circulation of questionnaires which assessed the performance of the Board on select
parameters related to roles, responsibilities and obligations of the Board and
functioning of the Committees including assessing the quality, quantity and
timeliness of flow of information between the company management and the Board
that is necessary for the Board to effectively and reasonably perform their duties. The
evaluation criteria for the Directors was based on their participation, contribution and
offering guidance to and understanding of the areas which were relevant to them in
their capacity as members of the Board. The evaluation of the Board, Committees
and Directors for FY2017 was completed through an online survey portal.
General Body Meetings
The details of the last three Annual General Meetings (AGM) are given below:
Financial
Year ended Day, Date Start time Venue
Fifth AGM Monday, June
23, 2014
10.00 a.m. 1089, Appasaheb Marathe
Marg, Prabhadevi, Mumbai
400025
Sixth AGM Thursday, June
25, 2015
9.00 a.m. 1089, Appasaheb Marathe
Marg, Prabhadevi, Mumbai
400025
Seventh AGM Friday, June
24, 2016
9.30 a.m. 1089, Appasaheb Marathe
Marg, Prabhadevi, Mumbai
400025
No special resolution was passed by the members during the last three Annual
General Meeting.
General Shareholder Information
General Body Meeting Day, Date & Time Venue
Eighth AGM July 25, 2017 9:30 a.m. Conference Room, 11th
Floor, ICICI Bank Towers,
Bandra Kurla Complex,
Mumbai – 400051
PARTICULARS OF EMPLOYEES
The provisions of Section 197 of the Companies Act, 2013, read with Rule 5 of the
Companies (Appointment & Remuneration) Rules, 2014, as amended, are not
applicable as the aggregate remuneration payable do not exceed the specified limits.
SHARE CAPITAL
During the year, the paid up share capital of the Company increased by ` 20 million
pursuant to the Rights issue of shares taking the paid-up capital to ` 290 million at
March 31, 2017.
PUBLIC DEPOSITS
During the year under review, the Company has not accepted any deposits under
Section 73 of the Companies Act, 2013.
AUDITORS
M/s Khandelwal Jain and Company, Chartered Accountants were appointed as the
statutory auditor of the Company for FY2017 at the Seventh Annual General Meeting
to hold office upto the conclusion of the ensuing Annual General Meeting.
Pursuant to para 3 of the Pension Fund Regulatory and Development Authority
(‘PFRDA’) (Appointment of Auditors) Guidance Note, 2012, M/s Khandelwal Jain and
Company, Chartered Accountants have completed their maximum permissible
tenure of three years. The Board proposes to appoint M/s Khimji, Kunverji & Co. as
the Statutory Auditors for FY2018 on recommendation of the Audit Committee of the
Company.
Auditor’s Report
There are no qualification, reservation or adverse remark or disclaimer made by the
auditor in his report.
Risk Management Policy
The Company has a Board approved policy on Risk Management. The Policy sets out
the risk strategy and appetite of the Company and its objectives in respect of risk
identification, measurement, monitoring and control with regards to the
Shareholder’s fund. The policy is reviewed periodically.
EXTRACT OF ANNUAL RETURN
The details forming part of the extract of the Annual Return in form MGT 9 is
annexed herewith as Annexure B.
Particulars of contracts or arrangements with related parties
The Company has a Board approved policy on dealing with related party transactions
on an arm's length basis. The Company shares personnel and infrastructure with its
holding company i.e. ICICI Prudential Life Insurance Company Limited. The company
has a Board approved transfer pricing policy for pricing these transactions at arm's
length and all the transactions between the Company and ICICI Prudential Life
Insurance Company Limited have been done in conformity with the same.
The particulars of material contract or arrangements entered into by the Company
with related parties referred to in sub-section (1) of section 188 of the Companies
Act, 2013 including certain arm’s length transactions under third proviso thereto is
disclosed in Form No. AOC -2 is appended as Annexure C.
Conservation of Energy and Technology absorption
In view of the nature of business activity of the Company, the information relating to
the conservation of energy and technology absorption, as required under Section
134(3)(m) of the Companies Act, 2013 read with Rule 8 of the Companies (Accounts)
Rules, 2014 is not required to be given.
Foreign exchange earnings and outgo
Details of foreign exchange earnings and outgo required under above Rules are as
under:
(` ‘000)
Particulars FY2017 FY2016
Foreign exchange earnings and outgo
- Earnings - -
- Outgo - -
Events after Balance Sheet date
There have been no material changes and commitments, affecting the financial
position of the Company, which have occurred between the end of the financial year
of the Company to which the Balance Sheet relates and the date of this report.
DIRECTORS’ RESPONSIBILITY STATEMENT
In accordance with the requirements of Section 134(3)(c) of the Companies Act,
2013, the Board of Directors confirm:
(a) in the preparation of the annual accounts, the applicable accounting standards
had been followed along with proper explanation relating to material departures;
(b) the directors had selected such accounting policies and applied them consistently
and made judgments and estimates that are reasonable and prudent so as to give
a true and fair view of the state of affairs of the Company at the end of the
financial year and of the profit and loss of the Company for that period;
(c) the directors had taken proper and sufficient care for the maintenance of
adequate accounting records in accordance with the provisions of this Act for
safeguarding the assets of the Company and for preventing and detecting fraud
and other irregularities;
(d) the directors had prepared the annual accounts on a going concern basis; and
(e) the directors had devised proper systems to ensure compliance with the
provisions of all applicable laws and that such systems were adequate and
operating effectively.
ACKNOWLEDGEMENTS
The Directors are grateful to the PFRDA, National Pension System Trust (NPS Trust)
and Government of India for their continued co-operation, support and advice.
The Directors would also like to take this opportunity to express sincere thanks to its
valued customers for their continued patronage.
The Directors express their gratitude for the valuable advice and guidance received
from time to time, from the auditors and the statutory authorities. The Directors
express their appreciation to all employees. The Directors also wish to express their
gratitude to ICICI Bank Limited, Prudential Corporation Holdings Limited and ICICI
Prudential Life Insurance Company Limited for their continued trust and support.
For and on behalf of the Board
Sandeep Bakhshi
Chairman
DIN: 00109206
Date: April 25, 2017
Place: Mumbai
Criteria for appointment of a Director and officials who may be appointed in senior
management
The applicable regulatory framework governing the criteria for appointment of a Director and
officials who may be appointed in senior management comprises the Companies Act, 2013
(CA2013) and related rules prescribed by PFRDA. The Company makes appointments to the
Board keeping in view the requirements of these statutes/regulations. This policy integrates the
requirements of the relevant statutes/regulations and the Company’s internal frameworks.
1.1 Formulation of the criteria for determining qualifications, positive attributes and
independence of a Director
The criteria for determining qualifications, positive attributes and independence of a Director
shall encompass the following:
1.1.1 Qualification and definition of Independent Director as defined under CA2013
Rule 5 of the Companies (Appointment and qualification of directors) Rules, 2014 provides that
an independent director shall possess appropriate skills, experience and knowledge in one or
more fields of finance, law, management, sales, marketing, administration, research, corporate
governance, technical operations or other disciplines related to the company’s business.
Section 149 of CA2013 defines and independent director to mean a director other than a
managing director or a whole-time director or a nominee director,—
(a) who, in the opinion of the Board, is a person of integrity and possesses relevant expertise
and experience;
(b) (i) who is or was not a promoter of the company or its holding, subsidiary or associate
company;
(ii) who is not related to promoters or directors in the company, its holding, subsidiary or
associate company;
(c) who has or had no pecuniary relationship with the company, its holding, subsidiary or
associate company, or their promoters, or directors, during the two immediately
preceding financial years or during the current financial year;
(d) none of whose relatives has or had pecuniary relationship or transaction with the
company, its holding, subsidiary or associate company, or their promoters, or directors,
amounting to two per cent or more of its gross turnover or total income or fifty lakh
rupees or such higher amount as may be prescribed, whichever is lower, during the two
immediately preceding financial years or during the current financial year;
(e) who, neither himself nor any of his relatives—
(i) holds or has held the position of a key managerial personnel or is or has been
employee of the company or its holding, subsidiary or associate company in any of the
three financial years immediately preceding the financial year in which he is proposed to
be appointed;
(ii) is or has been an employee or proprietor or a partner, in any of the three financial
years immediately preceding the financial year in which he is proposed to be appointed,
of—
(A) a firm of auditors or company secretaries in practice or cost auditors of the company
or its holding, subsidiary or associate company; or
(B) any legal or a consulting firm that has or had any transaction with the company, its
holding, subsidiary or associate company amounting to ten per cent. or more of the
gross turnover of such firm;
(iii) holds together with his relatives two per cent or more of the total voting power of the
company; or
(iv) is a Chief Executive or director, by whatever name called, of any nonprofit
organisation that receives twenty-five per cent. or more of its receipts from the company,
any of its promoters, directors or its holding, subsidiary or associate company or that
holds two per cent or more of the total voting power of the company; or
(f) who possesses such other qualifications as may be prescribed.
1.1.2 Specific criteria for members of Audit Committee
Majority of the members of the Audit Committee including its Chairperson shall be persons with
ability to read and understand, the financial statement.
1.1.3. Disqualification of Directors under Companies Act, 2013
Section 164 of Companies Act, 2013 lays down certain disqualifications for appointment of
director as given below:
(1) A person shall not be eligible for appointment as a director of a company, if —
(a) he is of unsound mind and stands so declared by a competent court;
(b) he is an undischarged insolvent;
(c) he has applied to be adjudicated as an insolvent and his application is pending;
(d) he has been convicted by a court of any offence, whether involving moral turpitude
or otherwise, and sentenced in respect thereof to imprisonment for not less than six
months and a period of five years has not elapsed from the date of expiry of the
sentence:
Provided that if a person has been convicted of any offence and sentenced in
respect thereof to imprisonment for a period of seven years or more, he shall not
be eligible to be appointed as a director in any company;
(e) an order disqualifying him for appointment as a director has been passed by a court
or Tribunal and the order is in force;
(f) he has not paid any calls in respect of any shares of the company held by him,
whether alone or jointly with others, and six months have elapsed from the last day
fixed for the payment of the call;
(g) he has been convicted of the offence dealing with related party transactions under
section 188 at any time during the last preceding five years; or
(h) he has not complied with sub-section (3) of section 152.
(2) No person who is or has been a director of a company which -
(a) has not filed financial statements or annual returns for any continuous period of three
financial years; or
(b) has failed to repay the deposits accepted by it or pay interest thereon or to redeem any
debentures on the due date or pay interest due thereon or pay any dividend declared
and such failure to pay or redeem continues for one year or more,
shall be eligible to be re-appointed as a director of that company or appointed in other company
for a period of five years from the date on which the said company fails to do so.
(3) A private company may by its articles provide for any disqualifications for appointment as a
director in addition to those specified in sub-sections (1) and (2):
Provided that the disqualifications referred to in clauses (d), (e) and (g) of sub-section (1) shall
not take effect—
(i) for thirty days from the date of conviction or order of disqualification;
(ii) where an appeal or petition is preferred within thirty days as aforesaid against the
conviction resulting in sentence or order, until expiry of seven days from the date on
which such appeal or petition is disposed of; or
(iii) where any further appeal or petition is preferred against order or sentence within seven
days, until such further appeal or petition is disposed of.
2.1 Board Composition as per Corporate Governance guidelines prescribed by
Pension Fund Regulatory and Development Authority (PFRDA)
As per PFRDA, draft Pension Fund Regulations dated July 19, 2014, the Pension Fund company
shall complied themselves with Corporate Governance structures and requirements as per
Pension Fund Regulations
2.1.1 Board Composition
The size of the Board in addition to being compliant with legal requirements (where
applicable), should be consistent with scale, nature and complexity of business. The size
and composition should ensure that at least fifty per cent are independent directors
Pension Fund should ensure that the Board comprises of at least fifty percent of the
Directors shall have adequate professional experience in finance and financial services
related field.
Pension Fund shall ensure that the key personnel viz. Chief Executive Officer, Chief
Investment Officer, Fund Manager, Operations Manager, Compliance Officer and / or
other positions, as may be notified by Authority from time to time have the adequate
professional experience in the requisite field.
2.1.2 Fit & Proper criteria
In line with the international and domestic norms, the Directors of companies have to
meet the “fit and proper” criteria. The criteria to be satisfied, at a minimum, would relate
to integrity demonstrated in personal behaviour and business conduct, soundness of
judgment and financial soundness. Currently, the fit and proper requirements seek to
ensure that the Director should not have been convicted or come under adverse notice
of the laws and regulations involving moral turpitude or of any professional body. With a
view to ensuring that the Directors comply with the above requirement, a due diligence
enquiry should be undertaken on the person to be appointed as Director or for the
continuance of the existing Directors only after obtaining a declaration from the
proposed/existing Directors in the format for Fit & Proper declaration at the time of their
appointment/re-appointment.
The Directors are also required to enter into a Deed of Covenant as per the format
prescribed, with the insurance company, duly approved by the Board, pursuant to their
terms of appointment to ensure that there is a clear understanding of the mutual role of
the company, the Directors and the Board in Corporate Governance.
3. Conflict of Interest Framework
The Board Nomination & Remuneration Committee (Committee) would evaluate the composition
of the Board and vacancies arising in the Board from time to time. The Committee while
recommending candidature of a Director would consider the special knowledge or expertise
possessed by the candidate. The Committee would assess the fit and proper credentials of the
candidate and the companies/entities with which the candidate is associated either as a director
or otherwise as to whether such association is permissible under PFRDA guidelines/Pension
Fund regulations, the internal conflict of interest policy of the Company. If associations with
particular companies/entities are permissible subject to certain conditions, the Committee will
review the fulfilment of such conditions. For the above assessment, the Committee would be
guided by the guidelines issued by PFRDA/Pension Fund regulations from time to time in this
regard.
The principal officer(s) of the Company/ ICICI Prudential Life Insurance Company Limited have
not been found guilty of moral turpitude or convicted of economic offence or violation of
securities laws or any adverse order has been passed by any of the other financial sector
regulators or court of law or tribunal.
The Committee will also evaluate the director from the perspective of the criteria for
independence prescribed under CA2013 as well as the listing agreement. For a non-executive
director to be classified as independent he/she must satisfy the criteria of independence as
prescribed and sign a declaration of independence. The Committee will review the same and
determine the independence of a director.
4. Senior Management
The Companies Act, 2013 defines ‘‘senior management’’ under the explanation to Section 178
of the Act as personnel of the company who are members of its core management team
excluding Board of Directors comprising all members of management one level below the
executive directors, including the functional heads. In line with the same, the Board at its Meeting
held on July 23, 2014 has classified that employees of the Company in the grades of Executive
Vice President & above level official of the Company would bear the designation as “Senior
Managerial Personnel” (SMPs)
A candidate in order to fulfill the criteria of being appointed in senior management should have
proven skills, performance track record, relevant competencies, maturity and experience in
handling core functions relevant to an organisation.
Annexure B
Form No. MGT-9
EXTRACT OF ANNUAL RETURN
as on the financial year ended on March 31, 2017
[Pursuant to section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies
(Management and Administration) Rules, 2014]
I. REGISTRATION AND OTHER DETAILS:
CIN U66000MH2009PLC191935
Registration Date 22/04/2009
Name of the Company ICICI Prudential Pension Funds Management Company Limited
Category / Sub-Category of the Company Company Limited by Shares
Address of the Registered office and contact details 1089, Appasaheb Marathe Marg, Prabhadevi,
Mumbai - 400025.
Tel No.:4039 1600
Website: www.iciciprupensionfund.com
Whether listed company No
Name, Address and Contact details of Registrar and Transfer
Agent, if any
3i Infotech Limited
International Infotech Park
Tower 5, 3rd Floor
Vashi Railway Station Complex
Vashi, Navi Mumbai 400 703
Maharashtra, India
Tel No. : +91-22-6792 8000
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:-
Sl. No. Name and Description of main products /
services
NIC Code of the Product/
service
% to total turnover of the
company
1. Pension Funds Management
6530 100
III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES –
Sl. No. NAME AND ADDRESS OF THE COMPANY CIN/GLN HOLDING/
SUBSIDIA
RY/
ASSOCIA
TE
% of
shares
held
Applicable
Section
1. ICICI Prudential Life Insurance Company Limited
1089, Appasaheb Marathe Marg, Prabhadevi,
Mumbai - 400025.
L66010MH2000PLC127837 Holding 100% 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-
April 1, 2016
No. of Shares held at the end of the year-
March 31, 2017
% Change
during the
year
Demat Physical Total % of
Total
Shares
Demat Physical Total % of
Total
Shares
A. Promoters
(1) Indian - - - - - - - - - (a) Individual - 6* 6 0.00 - 6* 6* 0.00 Nil (b) Central Govt - - - - - - - - - (c) State Govt - - - - - - - - - (d) Bodies Corporate - - - - - - - - - (e) Banks/FIs 26999994 - 26999994 100 28999994 - 28999994 100 6.89
(f) Any other - - - - - - -
Sub-total (A) (1) 26999994 6* 27000000 100 28999994 6* 29000000 100 6.89
(2) Foreign - - - - - - - - - (a) NRIs- Individuals - - - - - - - - - (b) Other- Individuals - - - - - - - - - (g) Bodies Corporate - - - - - - - - - (h) Banks/FIs - - -
(i) Any other - - - - - - - - - Sub-total (A) (2) - - - - - - - - - Total Shareholding of
Promoter (A) = (A) (1) +
(A) (2)
26999994 6* 27000000 100
28999994 6* 29000000 100
6.89
A. Public Shareholding
(1) Institutions
(a) Mutual Funds - - - - - - - - - (b) Banks/FIs - - - - - - - - - (c)Central Govt - - - - - - - - -
(d)State Govt - - - - - - - - - (e)Venture Capital Funds - - - - - - - - - (f) Insurance Companies - - - - - - - - - (g) FIIs - - - - - - - - - (h) Foreign Venture Capital
Funds
- - - - - - - - -
Sub-total (B) (1) NIL NIL
2.Non-Institutional
(a)Bodies Corp.
(i) Indian - - - - - - - - - (j) 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 - - - - - - - - - Sub-total (B) (2) - - - - - - - - - Total Public Shareholding
(B) = (B) (1) + (B) (2)
- - - - - - - - -
B. Shares held by
Custodian for GDRs &
ADRs
- - - - - - - - -
Grand Total
(A+B+C)
26999994 6* 27000000 100
28999994 6* 29000000 100
6.89
*Shares held as nominee shareholders on behalf of ICICI Prudential Life Insurance Company Limited
(ii) Shareholding of Promoters
Sl.
No
Shareholder’s Name Shareholding at the beginning of the year-
April 1, 2016
Shareholding at the end of the year-
March 31, 2017
No. of
Shares
% of
total
Shar
es of
the
Com
pany
% of Shares Pledged/
encumbered to total
shares
No. of
Shares
% of
total
Shares
of the
Compa
ny
% of Shares
Pledged/
encumbered to
total shares
% change in
shareholding
during the year
1. ICICI Prudential Life
Insurance Company
Limited
27,000,000 100 Nil 29,000,000 100 Nil 6.89
(iii) Change in Promoters’ Shareholding (please specify, if there is no change)
No Change
(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)
Sl.
No
Shareholding at the beginning of
the year
Date wise Increase / Decrease in
Shareholding during the year specifying
the reasons for increase / decrease (e.g.
allotment/Transfer/bonus/sweat equity
etc)
Cumulative Shareholding during the year
(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
Sl.
No
Shareholding at the beginning of
the year
Date wise Increase / Decrease in
Shareholding during the year specifying the
reasons for increase / decrease (e.g.
allotment/Transfer/bonus/sweat equity etc)
Cumulative Shareholding during the year
(at the end of the year)
No. of shares % of total shares
of the company
No. of
shares
% of total shares of the
company
1. 2* 0.00 NIL 2* 0.00
*Shares held as nominee shareholder on behalf of ICICI Prudential Life Insurance Company Limited
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
NIL
NIL
NIL
NIL i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not
Total (i+ii+iii)
Change in Indebtedness during the
financial year
Addition
Reduction
NIL NIL NIL NIL
Net Change
Indebtedness at the
end of the financial year
NIL
NIL
NIL
NIL i) Principal Amount
ii) Interest due but not paid
iii) Interest accrued but not
Total (i+ii+iii) NIL NIL NIL NIL
VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
(`’000)
Sr.
No.
Particulars of Remuneration Name of MD/WTD/Manager
Ms. Meghana Baji , Manager
1
Gross salary
a) Salary as per provisions contained in
section 17(1) of the Income-tax Act,
1961
b) Value of perquisites u/s 17(2) Income-
tax Act, 1961
c) Profits in lieu of salary under section
17(3) Income-tax Act, 1961
5,351
0
0
2.
Stock Options 0
3.
Sweat Equity -
4. Commission
- as % of profit
- others, specify. -
5.
Others, please specify* 494
Total (A) 5,845
* Include – Tax-free Medical, Tax-free LTA, Provident Fund, Superannuation and National Pension Scheme
(Amounts rounded off to nearest decimal)
B. Remuneration to other Directors: (In `)
Sr.
No.
Particulars of Remuneration Name of Directors Total Amount
Mr. Vinod
Kumar Dhall
Mr. M. N.
Gopinath
Mr. Uday
Chitale
1. Independent Directors
Fee for attending board &
committee meetings
Commission
Others, please specify
120,000
-
100,000
-
200,000
-
420,000
-
Total (1) 120,000 100,000 200,000 420,000
2. Others Non-Executive Directors
Fee for attending board
committee meetings
Commission
Others, please specify
-
-
-
-
Total (2) - - - -
Total (B) = (1+2) 120,000 100,000 200,000 420,000
C. Remuneration to Key Managerial Personnel Other Than MD/Manager/WTD
(`’000)
Sr.
No.
Particulars of Remuneration
Key Managerial Personnel Total Amount
Mr. Harvinder Jaspal, Chief
Financial Officer^
Ms. Shweta Nayak,
Company Secretary
(August 29, 2016 to
March 31, 2017)
1 Gross salary
a) Salary as per provisions
contained in section 17(1) of
the Income-tax Act, 1961
b) Value of perquisites u/s 17(2)
Income-tax Act, 1961
c) Profits in lieu of salary under
section 17(3) Income-tax Act,
1961
480
0
328
0
808
0
2. Stock Option* -
- -
3. Sweat Equity - - -
4. Commission
- as % of profit
- Others, specify…
- - -
5.
Others, please specify**
30
22
52
Total
515
350
860
* Perquisite value of stock options exercised of the holding Company.
** Include – Tax-free Medical, Tax-free LTA, Provident Fund, Superannuation and National Pension Scheme ^ 5% of total remuneration borne by the Company.
(Amounts rounded off to nearest decimal)
VII. PENALITIES / PUNISHMENT / COMPOUNDING OF OFFFENCES
Type Sections of the
Companies Act
Brief
Description
Details of
Penalty/Punishment/
Compounding fees imposed
Authority
[RD/NCLT/COURT]
Appeal
made, if
any
A. COMPANY
Penalty
NIL Punishment
Compounding
B. DIRECTORS
Penalty
NIL
Punishment
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
NIL Punishment
Compounding
Annexure C
Form No. AOC-2
(Pursuant to clause (h) of sub-section (3) of section 134 of the Act and Rule 8(2) of the Companies (Accounts) Rules, 2014)
The Company has a framework on mechanism of taking approvals for all transactions with related parties which was placed in
Board Risk Management & Audit Committee Meeting on January 15, 2015. The transactions between the Company and its
related parties, during the year ended March 31, 2017, were based on the principles of arm’s length.
1. Details of contracts or arrangements or transactions not at arm’s length basis:
There are no such transactions
2. Details of material contracts or arrangement or transactions at arm’s length basis
The details of material related party transactions at arm’s length principles for the year ended March 31, 2017 on an
aggregate basis is given below:
(` in million)
Sr.
no.
Name of the
related party
Nature of
relationship
Nature of contracts/
transactions
Duration
of
contracts
Salient term of
contracts/transactions FY2017
1. ICICI Prudential Life
Insurance Company
Limited
Holding
Company
Compensation/
reimbursement of
expenses towards
infrastructure sharing,
deputation of employees
and other expenses
1.Deputed personnel cost
and reimbursement of
expenses – at actuals
2. Use of office space – at
market rates
3. Use of infrastructure
and utilities – at actuals
19.9
INDEPENDENT AUDITORS’ REPORT
To the members of ICICI Prudential Pension Funds Management Company Limited
Report on the Financial Statements
We have audited the accompanying financial statements of ICICI Prudential Pension Funds
Management Company Limited (“the Company”), which comprise the Balance Sheet as at
March 31, 2017, the Statement of Profit and Loss, Cash Flow Statement for the year then ended,
and a summary of significant accounting policies and other explanatory information.
Management’s Responsibility for the Financial Statements
Management is responsible for the preparation of these financial statements that give a true and
fair view of the financial position, financial performance and cash flows of the Company in
accordance with the Accounting Standards notified under Section 133 of the Companies Act,
2013 read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility includes
design, implementation and maintenance of adequate internal controls relevant to the preparation
and presentation of the financial statements that give a true and fair view and are free from
material misstatement, whether due to fraud or error.
Auditor’s Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We
conducted our audit in accordance with the Standards on Auditing issued by the Institute of
Chartered Accountants of India. Those Standards require that we comply with ethical
requirements and plan and perform the audit to obtain reasonable assurance about whether the
financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence, on a test basis, about the
amounts and the disclosures in the financial statements. The procedures selected depend on the
auditor’s judgment, including the assessment of the risks of material misstatement of the
financial statements, whether due to fraud or error. In making those risk assessments, the auditor
considers internal control relevant to the Company’s preparation and fair presentation of the
financial statements in order to design audit procedures that are appropriate in the circumstances.
An audit also includes evaluating the appropriateness of the accounting policies used and the
reasonableness of the accounting estimates made by Management, as well as evaluating the
overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our audit opinion.
Opinion
In our opinion and to the best of our information and according to the explanations given to us,
the aforesaid standalone financial statements give the information required by the Act in the
manner so required and give a true and fair view in conformity with the accounting principles
generally accepted in India:
a) in the case of Balance Sheet, of the state of affairs of the Company as at March 31, 2017;
b) in the case of the Statement of Profit and Loss, of the loss for the year ended on that date; and
c) in the case of the Cash Flow Statement, of the cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements
1. As required by the Companies (Auditor’s Report) Order, 2016 (“the Order”) issued by the
Central Government of India in terms of sub-section (11) of the section 143 of the Act, we
give in the Annexure-A a statement on the matters specified in paragraphs 3 and 4 of the
Order.
2. We have inquired into the matters specified under section 143(1) and based on the
information and explanations given to us, there is no matter to be reported under this section.
3. As required by Section 143(3) of the Act, we report that:
a) We have obtained all the information and explanations which to the best of our knowledge
and belief were necessary for the purpose of our audit.
b) In our opinion, proper books of account as required by law have been kept by the
Company so far as it appears from our examination of those books.
c) The Balance Sheet, the Statement of Profit and Loss, and the Cash Flow Statement dealt with
by this Report are in agreement with the books of account.
d) In our opinion, the aforesaid financial statements comply with the Accounting Standards
specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules,
2014.
e) In our opinion and based on the information and explanations given to us, there are no
financial transactions or matters which have any adverse effect on the functioning of the
company.
f) On the basis of the written representations received from the directors as on 31st March, 2017
taken on record by the Board of Directors, none of the directors is disqualified as on 31st
March, 2017 from being appointed as a director in terms of Section 164 (2) of the Act.
g) There is no qualification, reservation or adverse remark relating to the maintenance of
accounts and other matters connected therewith.
h) The company has adequate internal financial controls system in place and there is an
operating effectiveness of such controls. A report giving our responsibilities and opinion has
been annexed as Annexure-B herewith.
i) Such other matters as are prescribed by Companies (Audit and Auditors) Rules, 2014 namely:
i. the Company does not have any pending litigations which would impact its financial
position.
ii. the Company did not have any long-term contracts including derivative contracts for which
there were any material foreseeable losses.
iii. there are no amounts which are required to be transferred to the Investor Education and
Protection Fund by the Company.
iv. The Company did not have any holdings or dealings in Specified Bank Notes during the
period from 8th November 2016 to 30th December 2016. Refer note 3.22 of notes to accounts.
For KHANDELWAL JAIN & CO.
Chartered Accountants
Firm Registration No. 105049W
(CHIRAG DOSHI)
PARTNER
Membership No.119079
Place: Mumbai
Date: April 25, 2017
Annexure-A to the Auditors’ Report
(Referred to in Paragraph 1 of our report of other Legal and Regulatory requirement of even
date)
1. (a) The Company has maintained proper records showing full particulars, including
quantitative details and situation of fixed assets.
(b) The fixed assets have been physically verified by the management during the year and no
material discrepancies were noticed on such verification. In our opinion, the frequency of
verification of the fixed assets is reasonable having regard to the size of the Company and the
nature of its assets.
2. The activities of the Company and the nature of its business do not involve the use of
inventory. Accordingly, paragraph 3 (ii) of the Order is not applicable.
3. The Company has neither granted nor taken any loans, secured or unsecured to/ from
companies, firms, limited liability partnerships or other parties covered in the register
maintained under section 189 of the Companies Act, 2013. Accordingly, paragraph 3 (iii) of
the Order is not applicable.
4. In our opinion and according to the information and explanations given to us, the Company
has, in respect of loans, investments, guarantees, and security provisions, complied with
section 185 and 186 of the Companies Act, 2013.
5. The Company has not accepted any deposits from the public and hence paragraph 3 (v) of the
Order is not applicable.
6. According to the information and explanations given to us, the Central Government has not
prescribed the maintenance of cost records under sub-section (1) of section 148 of the Act.
7. In respect of statutory dues:
(a) According to the information and explanations given to us, the Company has been generally
regular in depositing undisputed statutory dues including Provident Fund, Employees’ State
Insurance, Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty,
Value Added Tax, Cess and other material statutory dues wherever applicable, with the
appropriate authorities.
(b) According to the information and explanation given to us, there are no cases of non-deposit
of disputed Income Tax, Sales Tax, Wealth Tax, Service Tax, Custom Duty, Excise Duty,
Value Added Tax and Cess with the appropriate authority.
8. The Company has not borrowed any amounts from banks, financial institutions or by issue
of debentures. Accordingly paragraph 3 (viii) of the Order is not applicable.
9. As per information given to us, no money was raised by way of initial public offer or further
public offer (including debt instruments) nor have any fresh term loans been taken by the
company during the year. Hence the provisions of clause (ix) are not applicable to the
company.
10. According to the information and explanations given to us, no fraud on or by the Company
was noticed or reported during the year.
11. According to the information and explanation given to us and the books of accounts verified
by us, the Managerial remuneration has been paid or provided in accordance with the
requisite approvals mandated by the provisions of section 197 read with schedule V to the
Companies Act.
12. The Company is not a Nidhi Company, hence the provision of clause (xii) are not applicable
to the company.
13. All transactions with related parties are in compliance with section 177 and 188 of
Companies Act, 2013 and the details have been disclosed in the Financial Statements as
required by the applicable accounting standards.
14. According to the information and explanation given to us, the Company during the year has
not made any preferential allotment or private placement of shares or fully or partly
convertible debentures, hence the provision of clause (xiv) are not applicable to the
company.
15. According to the information and explanation given to us and the books of accounts verified
by us, the Company has not entered into any non-cash transactions with directors or persons
connected with him.
16. The company is not required to be registered under section 45-IA of the Reserve Bank of
India Act, 1934.
For KHANDELWAL JAIN & CO.
Chartered Accountants
Firm Registration No. 105049W
(CHIRAG DOSHI)
PARTNER
Membership No: 119079
Place: Mumbai
Date: April 25, 2017
Annexure -B to the Independent Auditor’s Report of even date on the financial statements
of ICICI Prudential Pension Funds Management Company Limited as on 31st March, 2017
Report on the Internal Financial Controls under clause (i) of sub-section 3 of section 143 of the
Companies Act, 2013 (“The Act”)
To the members of ICICI Prudential Pension Funds Management Company Limited
We have audited the internal financial controls over financial reporting of ICICI Prudential
Pension Funds Management Company Limited (“the Company”), as of March 31, 2017, in
conjunction with our audit of the standalone financial statements of the Company for the year
ended on that date.
Management’s Responsibility for Internal Financial Controls
The company’s Management is responsible for establishing and maintaining internal financial
controls based on the internal control over financial reporting criteria established by the
Company considering the essential components of internal control stated in the Guidance Note
on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of
Chartered Accountants of India. These responsibilities include the design, implementation, and
maintenance of adequate internal financial controls that were operating effectively 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 reliable financial
information, as required under the Companies Act, 2013.
Auditor’s responsibility
Our responsibility is to express an opinion on the Company’s internal financial controls over
financial reporting based on our audit. We conducted our audit in accordance with the Guidance
Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”)
and the Standards on auditing as specified under section 143 (10) of the Companies Act, 2013, to
the extent applicable to an audit of internal financial controls both applicable to an audit of
Internal Financial Controls and both issued by the Institute of Chartered Accountants of India.
Those Standards and the Guidance Note require that we comply with ethical requirements and
plan and perform the audit to obtain reasonable assurance about whether adequate internal
financial controls over financial reporting was established and maintained and if such controls
operated effectively in all material respects.
Our audit involves performing procedures to obtain audit evidence about the adequacy of the
internal financial control system over financial reporting and their operating effectiveness. Our
audit of internal financial reporting included obtaining an understanding of internal financial
controls over financial reporting, assessing the risk that material weakness exists, and testing and
evaluating the design and operating effectiveness of internal control based on the assessed risk.
The procedures selected depend on the auditor’s judgment, including the assessment of the risks
of material misstatement of the financial statements, whether due to fraud or error.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a
basis for our audit opinion on the internal financial controls system over financial reporting.
Meaning of Internal Financial Controls over Financial Reporting
A company’s internal financial control over financial reporting is a process designed to provide
reasonable assurance regarding reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with generally accepted accounting principles. A
company’s internal financial control over financial reporting includes those policies and
procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and
fairly reflect the transactions and dispositions of the assets of the company; (2) provide
reasonable assurance that transactions are recorded as necessary to permit preparation of
financial statements in accordance with generally accepted accounting principles, and that
receipts and expenditures of the company are being made only in accordance with authorizations
of management and directors of company; and (3) provide reasonable assurance regarding
prevention or timely detection of unauthorized acquisition, use or disposition of the company’s
assets that could have a material effect on the financial statements.
Inherent Limitations of Internal Financial Controls over Financial Reporting
Because of the inherent limitations of internal financial controls over financial reporting,
including the possibility of collusion or improper management override of controls, material
misstatements due to error or fraud may occur and not be detected. Also projections of any
evaluation of the internal financial controls over financial reporting may become inadequate
because of changes in conditions, or that the degree of compliance with the policies or
procedures may deteriorate.
Opinion
In our opinion, the Company has, in all material respects, an adequate internal financial controls
system over financial reporting and such internal financial controls over financial reporting were
operating effectively as at March 31, 2017, based on the internal control over financial reporting
criteria established by the Company considering the essential components of internal control
stated in Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued
by the Institute of Chartered Accountants of India.
For KHANDELWAL JAIN & CO.
Chartered Accountants
Firm Registration No. 105049W
(CHIRAG DOSHI)
PARTNER
Membership No.119079
Place: Mumbai
Date: April 25, 2017
(In `)
Particulars Note No. March 31, 2017 March 31, 2016
EQUITY AND LIABILITIES
Shareholders’ funds
Share capital 3.1 290,000,000 270,000,000
Reserves and surplus 3.2 (20,125,287) (14,433,736)
269,874,713 255,566,264
Non-current liabilities
Deferred tax liabilities (net) 3.3 49,456 146,751
Current liabilities
Other current liabilities 3.4 9,116,404 7,469,335
Total 279,040,573 263,182,350
ASSETS
Non-current assets
Fixed assets 3.5
Tangible assets 48,812 113,131
Intangible assets 167,584 502,649
216,396 615,780
Non-current investments 3.6 50,000,000 50,000,000
Other non-current assets 3.7 19,753,568 206,221,620
Current assets
Current investments 3.8 9,737,267 465,334
Trade receivables 3.9 327,232 149,362
Cash and bank balances 3.10 161,223,878 2,725,897
Short-term loans and advances 3.11 78,720 76,439
Other current assets 3.12 37,703,512 2,927,918
209,070,609 6,344,950
Total 279,040,573 263,182,350
Refer accompanying significant accounting policies and other explanatory
information
The notes referred to above form an integral part of the financial statements.
As per our report of even date attached
For Khandelwal Jain & Co. For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 105049W
Chirag Doshi Sandeep Bakhshi Sandeep Batra
Partner Chairman Director
Membership No. 119079
Place: Mumbai Meghana Baji Harvinder Jaspal Shweta Nayak
Date: April 25, 2017 Chief Executive Officer Chief Financial Officer Company Secretary
ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED
BALANCE SHEET AT MARCH 31, 2017
(In `)
Particulars Note No. March 31, 2017 March 31, 2016
Revenue from operations
Investment management fees 3.13 997,437 469,738
Other income
Interest on fixed deposits 17,774,098 17,846,823
Interest on non-convertible debentures 4,689,869 4,700,131
Interest on income tax refund 6,526 20,383
Gain on sale of investments 376,193 663,659
Total revenue (A) 23,844,123 23,700,734
Expenses
Employee benefits expense 3.14 17,446,952 16,285,892
Other expenses & provisions 3.15 11,870,696 9,158,515
Depreciation and amortisation expense 3.5 399,385 399,385
Total expenses (B) 29,717,033 25,843,792
Profit/(Loss) before tax (A-B) (5,872,910) (2,143,058)
Tax expense
Current tax 3.20 - 1,066,692
Deferred tax charge/(credit) 3.3 (97,295) (58,121)
Excess tax provision of earlier years (84,064) -
Profit/(Loss) for the period (5,691,551) (3,151,629)
Earnings/(losses) per equity share:
Basic and diluted earnings/(losses) per equity share (`) 3.16 (0.21) (0.12)
Refer accompanying significant accounting policies and other explanatory
information
The notes referred to above form an integral part of the financial statements.
As per our report of even date attached
For Khandelwal Jain & Co. For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 105049W
Chirag Doshi Sandeep Bakhshi Sandeep Batra
Partner Chairman Director
Membership No. 119079
Place: Mumbai Meghana Baji Harvinder Jaspal Shweta Nayak
Date: April 25, 2017 Chief Executive Officer Chief Financial Officer Company Secretary
ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED
STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017
(In `)
Particulars March 31, 2017 March 31, 2016
CASH FLOWS FROM OPERATING ACTIVITIES
Management fees received 840,763 425,166
Expenses paid (27,793,837) (24,069,012)
(Payment)/Refund of income tax - net 97,624 370,537
Interest on income tax refund 6,526 20,383
Net cash used in operating activities ( A ) (26,848,924) (23,252,927)
CASH FLOWS FROM INVESTING ACTIVITIES
Sale of investments 29,080,000 19,135,000
Purchase of investments (40,475,740) (10,900,000)
Maturity proceeds of fixed deposit 13,445,542 12,533,498
Placement of fixed deposit - (2,500,000)
Interest on fixed deposit 202,103 509,567
Interest on NCD 4,695,000 4,695,000
Net cash from investing activities ( B ) 6,946,905 23,473,065
CASH FLOWS FROM FINANCING ACTIVITIES
Issuance of share capital 20,000,000 -
Net cash used in financing activities ( C ) 20,000,000 -
Net increase in cash and cash equivalents (A+B+C) 97,981 220,138
Cash and cash equivalents at the beginning of the year 225,897 5,759
Cash and cash equivalents at the end of the period 323,878 225,897
Notes to the cash flow statement:
Cash and cash equivalents at the end of the period 323,878 225,897
Other bank balances 160,900,000 2,500,000
Cash and bank balances at the end of the period 161,223,878 2,725,897
Components of cash and cash equivalents:
Balance in current account 323,878 225,897
The notes referred to above form an integral part of the financial statements.
As per our report of even date attached
For Khandelwal Jain & Co. For and on behalf of the Board of Directors
Chartered Accountants
Firm Registration No. 105049W
Chirag Doshi Sandeep Bakhshi Sandeep Batra
Partner Chairman Director
Membership No. 119079
Place: Mumbai Meghana Baji Harvinder Jaspal Shweta Nayak
Date: April 25, 2017 Chief Executive Officer Chief Financial Officer Company Secretary
ICICI PRUDENTIAL PENSION FUNDS MANAGEMENT COMPANY LIMITED
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
ICICI Prudential Pension Funds Management Company Limited
Significant accounting policies and other explanatory information
1 Corporate information
ICICI Prudential Pension Funds Management Company Limited (`the Company‟) is a
wholly owned subsidiary of ICICI Prudential Life Insurance Company Limited (`the
Sponsor‟), incorporated on April 22, 2009 as a company under the Companies Act,
1956 (`the Act‟). The Company is licensed by the Pension Funds Regulatory and
Development Authority (`PFRDA‟) for acting as a Pension Fund Manager for the
management of the pension funds under the National Pension System. The license
is in force at March 31, 2017.
2 Statement of accounting policies
2.1 Basis of preparation
The accompanying financial statements are prepared and presented under the
historical cost convention, unless otherwise stated, and on accrual basis of
accounting, in accordance with accounting principles generally accepted in India, in
compliance with the Accounting Standards (`AS‟) notified under section 133 of the
Companies Act, 2013, read together with paragraph 7 of the Companies
(Accounts) Rules 2014. Accounting policies applied have been consistent with
previous year except where different treatment is required as per new
pronouncements made by the regulatory authorities.
The management evaluates all recently issued or revised accounting
pronouncements on an ongoing basis.
2.2 Use of estimates
The preparation of financial statements in conformity with generally accepted
accounting principles requires that the Company‟s management makes estimates
and assumptions that affect the reported amount of assets, liabilities, revenues and
expenses and disclosure relating to contingent liabilities as on the date of the
financial statements. The estimates and assumptions used in the accompanying
financial statements are based upon management‟s evaluation of the relevant facts
and circumstances as on the date of the financial statements. Actual results could
differ from those estimates. Any revision to accounting estimates is recognised
prospectively.
2.3 Revenue recognition
2.3.1 Investment management fees
Investment management fee is recognised on an accrual basis in accordance with
the terms of contract between the Company and the National Pension System
Trust, established by the PFRDA.
2.3.2 Income earned on investments
Interest income on investments is recognised on accrual basis. Premium or
discount on debt securities is amortised or accreted respectively over the
ICICI Prudential Pension Funds Management Company Limited
holding/maturity period on a straight-line basis. Dividend income is recognised
when the right to receive dividend is established.
Profit or loss on sale/redemption of debt securities is the difference between the
sale consideration net of expenses and the weighted average amortised cost as on
the date of sale.
Profit or loss on sale of equity shares/mutual fund units is the difference between
the sale consideration net of expenses and the book cost computed on weighted
average basis as on the date of sale.
2.4 Investments
Investments that are readily realisable and intended to be held for not more than a
year from the Balance Sheet date are classified as current investments. All other
investments are classified as non-current investments. Current investments are
carried at lower of cost or fair value determined on an individual security basis.
Non-current investments are carried at cost. Provision for diminution in value is
made to recognise other than temporary decline in the value of investments.
2.5 Fixed assets and Depreciation/Amortisation
Tangible assets
Fixed assets are stated at acquisition cost less accumulated depreciation. Cost
includes the purchase price and any cost directly attributable to bring the asset to
its working condition for its intended use. Subsequent expenditure incurred on
fixed assets is expensed out except where such expenditure increases the future
benefits from the existing assets beyond its previously assessed standard of
performance. Depreciation is provided using Straight-Line Method („SLM‟) prorated
from the date of being put to use, upto the date of sale, based on estimated useful
life. Assets costing upto ` 5,000 are fully depreciated in the year of acquisition.
Asset Useful life
Office equipments 5 years
Intangible assets
Intangible assets comprising software are stated at cost less amortisation.
Significant expenditure on improvements to software are capitalised when it is
probable that such expenditure will enable the asset to generate future economic
benefits in excess of its originally assessed standards of performance and such
expenditure can be measured and attributed to the asset reliably. Software
expenses are amortised using SLM over a period of 4 years from the date of being
put to use.
2.6 Impairment of assets
Management periodically assesses, using external and internal sources, whether
there is any indication that an asset may be impaired. If any such indication exists,
an estimate of the recoverable amount of the asset unit is made. Impairment occurs
where the carrying value of the asset exceeds the recoverable amount. Recoverable
ICICI Prudential Pension Funds Management Company Limited
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 the asset and its eventual disposal. If at the Balance Sheet date
there is an indication that a previously assessed impairment loss no longer exists,
the recoverable amount is reassessed and the asset is reflected at the recoverable
amount, subject to a maximum of depreciable historical cost.
2.7 Income taxes
Direct taxes
Tax expense comprises current and deferred tax. Current income tax is measured
as the amount expected to be paid to the tax authorities in accordance with the
Income Tax Act, 1961. Deferred income taxes reflect the impact of current year
timing differences between taxable income and accounting income for the period
and reversal of timing differences of earlier years.
Deferred tax is measured based on the tax rates enacted or substantively enacted
at the Balance Sheet date. Deferred tax assets are recognised only to the extent that
there is reasonable certainty that sufficient future taxable income will be available
against which such deferred tax assets can be realised; however, where there is
unabsorbed depreciation or carried forward loss under taxation law, deferred tax
assets are recognised only if there is a virtual certainty supported by convincing
evidence of realisation of such assets.
The carrying amount of deferred tax assets are reviewed at each Balance Sheet
date. The Company writes down the carrying amount of a deferred tax asset to the
extent that it is no longer reasonably certain or virtually certain, as the case may be,
that sufficient future taxable income will be available against which deferred tax
asset can be realised. Any such write down is reversed to the extent that it
becomes reasonably certain or virtually certain, as the case may be, that sufficient
future taxable income will be available.
Minimum Alternate Tax 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.
Indirect taxes
Service tax liability on output services is set-off against the service tax credits
available from tax paid on input services. Unutilised service tax credits, if any, are
carried forward for future set-off, where there is reasonable certainty of utilisation.
Provision is made for unutilised service tax credit where the utilisation is uncertain.
2.8 Provisions and contingencies
Provisions are recognised in respect of present obligations as a result of a past
event and it is probable that an outflow of resources will be required and a reliable
estimate can be made of the amount of the obligation. A disclosure of a contingent
liability is made when there is a possible obligation or present obligations that may,
but probably will not, require an outflow of resources or it cannot be reliably
ICICI Prudential Pension Funds Management Company Limited
estimated. When there is a possible obligation or a present obligation in respect of
which the likelihood of outflow of resources is remote, no provision or disclosure is
made.
Loss contingencies arising from claims, litigation, assessment, fines, penalties, etc
are recorded when it is possible that a liability has been incurred and the amount
can be reasonably estimated. Contingent assets are neither recognised nor
disclosed in financial statements since this may result in the recognition of income
that may never be realised.
2.9 Earnings per share
Basic earnings per share are calculated by dividing the net profit or loss for the year
attributable to equity shareholders by the weighted average number of equity
shares outstanding during the year. For the purpose of calculating diluted earnings
per share, the net profit or loss for the year attributable to equity shareholders and
the weighted average number of shares outstanding during the year are adjusted
for the effects of all dilutive potential equity shares.
2.10 Cash flow statement
Cash flow statement is reported using the “Direct method” prescribed under
Accounting Standard 3 – Cash Flow Statements which requires major classes of
gross receipts and gross cash payments to be disclosed.
2.11 Cash and cash equivalents
Cash and cash equivalents for the purposes of cash flow statement comprise cash
at bank and in hand and short-term investments with an original maturity of three
months or less.
3 Notes to accounts
3.1 Share capital
The following table sets forth, for the dates indicated, the details of outstanding
share capital.
(In `)
Particulars At March 31,
2017
At March 31,
2016
Authorised:
35,000,000 (At March 31, 2016: 35,000,000)
Equity shares of ` 10 each 350,000,000 350,000,000
Issued, subscribed and fully paid up:
29,000,000 (At March 31, 2016: 27,000,000)
Equity shares of ` 10 each 290,000,000 270,000,000
(All the above equity shares of ` 10 each are
held by the holding company, ICICI
Prudential Life Insurance Company Limited
and it's nominees)
Total 290,000,000 270,000,000
ICICI Prudential Pension Funds Management Company Limited
The company has only one class of share having a par value of ` 10 per share. The
entire share capital is held by ICICI Prudential Life Insurance Company Limited and
the ultimate holding Company is ICICI Bank Limited.
Shareholder holding more than 5 % shares of the company is ICICI Prudential Life
Insurance Company Limited and its nominees, it holds 29,000,000 equity shares.
Terms/rights attached to equity shares
The Company has only one class of equity shares having a par value of ` 10 per
share. Each holder of equity shares is entitled to one vote per share. A
reconciliation of the shares outstanding at the beginning and at the end of the
period is as follows:
Equity shares
Year ended March 31,
2017
Year ended March 31,
2016
Number of
shares
Amount in
` Number of
shares
Amount in
`
At the beginning of
the period 27,000,000 270,000,000 27,000,000 270,000,000
Issued during the
period 2,000,000 20,000,000 - -
Outstanding at the
end of the period 29,000,000 290,000,000 27,000,000 270,000,000
3.2 Reserves and surplus
The following table sets forth, for the periods indicated, the details of reserves and
surplus.
(In `)
Particulars At March 31,
2017
At March 31,
2016
Surplus - Opening balance (14,433,736) (11,282,107)
Add: Profit/( Loss) for the period (5,691,551) (3,151,629)
Surplus – Closing balance (20,125,287) (14,433,736)
ICICI Prudential Pension Funds Management Company Limited
3.3 Deferred taxes
Deferred tax asset/liability is recognised on timing differences arising between
taxable and accounting income using the tax rates and laws that are enacted or
substantively enacted as on the Balance Sheet date. The deferred tax asset is
recognised and carried forward only to the extent that there is a reasonable
certainty that the asset will be realised in future. Deferred tax credit of ` 97,295 is
recognised during the year ended March 31, 2017. (Previous period: Deferred tax
credit of ` 58,121).
A net deferred tax liability of ` 49,456 is carried forward as detailed below:
(In `)
Particulars At March 31,
2017
At March 31,
2016
Deferred tax liabilities
- Difference in amortisation/depreciation
on fixed assets as per tax books and
accounting books
49,456 146,751
Net deferred tax liabilities 49,456 146,751
3.4 Other current liabilities
The following table sets forth, for the dates indicated, the details of other current
liabilities.
(In `)
Particulars At March 31,
2017
At March 31,
2016
Other payables
- Payable to holding company 6,043,923 5,062,584
- Tax deducted at source payable 549,027 523,095
- Service tax payable 18 -
- Payable to others for expenses 39,749 295,103
Provision for other expenses 2,483,687 1,588,553
Total 9,116,404 7,469,335
ICICI Prudential Pension Funds Management Company Limited
3.5 Fixed assets
The following table sets forth, for the dates indicated, the details of fixed assets.
(In `)
Particulars
Gross block Depreciation and amortisation Net block
Balance at
April 1,
2016
Additions/
(Disposals)
Balance at
March 31,
2017
Balance at
April 1,
2016
For year
ended
March 31,
2017
On
Disposals
Balance at
March 31,
2017
Balance at
March 31,
2017
Balance at
March 31,
2016
Tangible assets
Office equipment 351,664 - 351,664 238,533 64,319 - 302,852 48,812 113,131
Intangible assets
Computer software 4,660,901 - 4,660,901 4,158,251 335,066 - 4,493,317 167,584 502,649
Total 5,012,565 - 5,012,565 4,396,784 399,385 - 4,796,169 216,396 615,780
At March 31, 2016 5,012,565 - 5,012,565 3,997,400 399,385 - 4,396,785
ICICI Prudential Pension Funds Management Company Limited
3.6 Non-current investments
The following table sets forth, for the dates indicated, the details of non-current
investments.
(In `)
Particulars At March 31,
2017
At March 31,
2016
Other investments:
Investments in debentures or bonds –
quoted instruments
- 9.39% LIC Housing Finance Limited
(Maturity: August 23, 2024)
(At March 31, 2017: 50 units of face
value ` 1,000,000 each)
(At March 31, 2016: 50 units of face
value ` 1,000,000 each )
50,000,000 50,000,000
Total 50,000,000 50,000,000
Aggregate amount of investments in
debentures or bonds at market value 53,758,510 52,350,050
3.7 Other non-current assets
The following table sets forth, for the dates indicated, the details of other non-
current assets
(In `)
Particulars At March 31,
2017
At March 31,
2016
Service tax unutilised credit 11,131,613 8,228,003
Less: Provision for service tax
unutilised credit (11,131,613) (8,228,003)
Bank deposit with residual maturity of
more than 12 months 16,000,000 184,300,000
Accrued interest on bank deposit with
residual maturity of more than 12
months
3,596,056 21,860,689
Advance income tax 157,512 60,931
Total 19,753,568 206,221,620
ICICI Prudential Pension Funds Management Company Limited
3.8 Current investments
The following table sets forth, for the dates indicated, the details of current
investments.
(In `)
Particulars At March 31,
2017
At March 31,
2016
Investments in mutual funds - quoted
(at lower of cost or market value):
- IDFC Cash Fund – Growth
(At March 31, 2017: 5026 units and
807 fractions )
(At March 31, 2016: 258 units and
389 fractions)
9,737,267 465,334
Total 9,737,267 465,334
Aggregate amount of mutual fund
investments at market value 9,929,068 475,906
3.9 Trade receivables
The following table sets forth, for the dates indicated, the details of trade
receivables.
(In `)
Particulars At March 31,
2017
At March 31,
2016
Trade receivables outstanding for a
period less than six months from the
date they are due for payment
- Unsecured considered good
o Investment management
fees receivable
327,232
149,362
327,232 149,362
Trade receivables outstanding for a
period exceeding six months from the
date they are due for payment
- Unsecured considered good - -
- Unsecured considered doubtful - -
Less: Provision for doubtful debts - -
- -
Total 327,232 149,362
ICICI Prudential Pension Funds Management Company Limited
3.10 Cash and bank balances
The following table sets forth, for the dates indicated, the details of cash and bank
balances
(In `)
Particulars At March 31,
2017
At March 31,
2016
Cash and cash equivalents
Balances with banks
- Balance in current account 323,878 225,897
Other bank balances
- Term deposit with original maturity
of more than 3 months
176,900,000 186,800,000
Sub-total 177,223,878 187,025,897
Amount disclosed under other
non-current assets* (16,000,000) (184,300,000)
Total 161,223,878 2,725,897
* Term deposits with residual maturity of more than 12 months have been
disclosed under non-current assets
3.11 Short-term loans and advances
The following table sets forth, for the dates indicated, the details of short term loans
and advances.
(In `)
Particulars At March 31,
2017
At March 31,
2016
Others (Unsecured, considered
good)
Prepaid expenses
78,720
76,439
Total 78,720 76,439
3.12 Other current assets
The following table sets forth, for the dates indicated, the details of other current
assets.
(In `)
Particulars At March 31,
2017
At March 31,
2016
Interest accrued on fixed deposit 38,482,568 21,966,476
Less: Amount disclosed under other
non-current assets
(3,596,056) (21,860,689)
Net interest accrued on fixed deposit 34,886,512 105,787
Interest accrued on debenture/bonds 2,817,000 2,822,131
Total 37,703,512 2,927,918
ICICI Prudential Pension Funds Management Company Limited
3.13 Investment management fees
The Investment Management Fees is charged on closing funds under management
on daily basis for all the schemes. In terms of the PFRDA‟s letter no.
PFRDA/6/PFM/9/2 dated July 31, 2014, the Company has started charging
investment management fee of 0.01% per annum, with effect from August 01,
2014.
3.14 Employee benefit expenses and cost sharing arrangement
Salaries and wages
The employees are on deputation from the Sponsor and their remuneration is paid
by the Company as per the terms of employment with the Sponsor.
Cost sharing arrangement
Given the size of its operations, the Company has entered into an arrangement with
the Sponsor for sharing employees and infrastructure while maintaining adequate
firewalls between the two entities. Under this arrangement, all the appropriate costs
attributable to the Company like employee remuneration, rent, utilities, depreciation
on computers/hardware and other technology and software related expenses are
transfer priced by the Sponsor to the Company. All such costs are charged to the
Company on arm‟s length basis as per the Transfer Pricing Policy with the Sponsor.
The expenses cross charged to the Company under such agreement have been
shown as transactions with related parties under note 3.17.
The detail of salary cross charged to the company is as follows:
(In `)
Particulars
Year ended
March 31, 2017
Year ended
March 31, 2016
Salary cross charged (Net of service tax) 17,370,266 16,200,489
Add: Cenvat unavailed on current period
outstanding net of cenvat availed pertaining to
previous financial year
76,686 85,403
Net salary expense as per statement of
Profit and Loss
17,446,952 16,285,892
ICICI Prudential Pension Funds Management Company Limited
3.15 Other expenses
The following table sets forth, for the periods indicated, the details of other expenses.
(In `)
Particulars
Year ended
March 31, 2017
Year ended
March 31, 2016
Provision for unutilised service tax credit 2,903,611 2,514,769
Rent and utilities charges 1,870,396 1,444,771
Legal and professional fees 1,618,106 1,355,985
Information technology expenses 1,205,069 1,303,643
Brokerage expenses 1,644,627 1,046,692
PFRDA annual license fees 1,000,000 1,000,000
PFRDA RFP fees 1,000,000 -
Payments to the auditor as:
- auditor 228,874 130,147
- for reimbursement of expenses 7,157 5,618
Travelling and conveyance expenses 168,002 209,353
Miscellaneous charges 224,854 147,537
Total 11,870,696 9,158,515
3.16 Earnings per equity share
(In `)
Particulars
Year ended
March 31, 2017
Year ended
March 31, 2016
Net profit/(loss) after tax as per statement of
profit and loss available for equity shareholders
for both basic and diluted earnings per equity
share of ` 10 each (in `)
(5,691,551) (3,151,629)
Weighted average number of equity shares for
earnings per equity share
(a) For basic earnings per equity share 27,553,425 270,000,000
(b) For diluted earnings per equity share 27,553,425 270,000,000
Earnings per equity share
Basic and Diluted (in `) (0.21) (0.12)
ICICI Prudential Pension Funds Management Company Limited
3.17 Details of related parties and transactions with related parties
Related parties and nature of relationship:
Nature of relationship Name of the related party
Ultimate holding company ICICI Bank Limited
Holding company
(Sponsor)
ICICI Prudential Life Insurance Company Limited
Fellow subsidiaries of
holding company and
entities jointly controlled
by ultimate holding
company
ICICI Securities Limited
ICICI Securities Inc.
ICICI Securities Holding Inc.
ICICI Securities Primary Dealership Limited
ICICI Venture Funds Management Company
Limited
ICICI Home Finance Company Limited
ICICI Trusteeship Services Limited
ICICI Investment Management Company Limited
ICICI International Limited
ICICI Bank UK PLC.
ICICI Bank Canada
ICICI Lombard General Insurance Company
Limited
ICICI Prudential Asset Management Company
Limited
ICICI Prudential Trust Limited
Consolidated under AS-21
by ultimate holding
company
ICICI Strategic Investments Fund
Key management
personnel
Meghana Baji, Chief Executive Officer and Chief
Investment Officer
The following represents transactions between the Company and its related parties.
(In `)
Nature of transaction
Year ended
March 31, 2017
Year ended
March 31, 2016
ICICI Bank Limited
Conference room charges - 5,000
Total - 5,000
ICICI Prudential Pension Funds Management Company Limited
(In `)
Nature of transaction
Year ended
March 31, 2017
Year ended
March 31, 2016
ICICI Prudential Life Insurance
Company Limited
Employee benefits expenses 17,446,952 16,158,512
Rent and utilities 1,870,396 1,414,234
Information technology expense 187,897 143,302
Travelling & conveyance 168,002 204,500
Miscellaneous charges 205,819 136,803
Total 19,879,066 18,057,350
Balances with related parties are as follows:
(In `)
Particulars At March 31,
2017
At March 31,
2016
ICICI Prudential Life Insurance Company
Limited
6,043,923 5,062,584
ICICI Bank Limited - 2,000
Total 6,043,923 5,064,584
3.18 Contingent liabilities
(In `)
Particulars At March 31,
2017
At March 31,
2016
Bank guarantee given on behalf of
Company
Issued in favour of PFRDA 2,000,000 1,000,000
The Company has deposited with PFRDA an unconditional and irrevocable
performance bank guarantee (PBG) for the due performance and fulfillment of the
terms and conditions of the Letter of appointment under the new RFP (Request for
proposal) dated July 23, 2014 and the Investment Management Agreement (IMA).
In the event of the Sponsor or the Company being unable to service the IMA or the
terms and conditions of the Letter of appointment under the new RFP for whatever
reason, PFRDA may invoke the PBG submitted by the Company.
3.19 Encumbrances of assets
The assets of the Company are free from all encumbrances at March 31, 2017,
except for fixed deposits of ` 4,500,000 (at March 31, 2016: ` 3,500,000). Of this, `
1,000,000 (at March 31, 2016: ` 1,000,000) pertains to a deposit made with State
Bank of Travancore and ` 1,000,000 (at March 31, 2016: Nil) pertains to a deposit
made with Corporation bank as a security towards guarantee issued by the bank on
ICICI Prudential Pension Funds Management Company Limited
behalf of the Company in favour of PFRDA (Refer Note 3.18 Contingent Liability).
Balance of ` 2,500,000 (at March 31, 2016: ` 2,500,000) (Refer Note 3.10 Cash and
Bank Balances) pertains to a deposit made with Corporation Bank towards margin
requirement for equity trade settlement pertaining to Scheme E Tier I and II issued
in favour of National Securities Clearing Corporation Limited. The margins are
imposed by clearing houses on equity cash segment transactions for enabling
settlement on T+2 basis. The physical custody of the mentioned fixed deposits is
with the respective clearing houses, however the income accrued on the fixed
deposits shall be passed on to the Company on encashment of the mentioned
deposits.
3.20 Direct taxes
Current tax is nil (Previous period: ` 1,066,692 includes tax provision of ` 916,566
towards provision for unutilised cenvat credit pertaining to earlier year).
3.21 The Micro, Small and Medium Enterprises Development Act, 2006
Based on current information available with the Company, there are no dues
payable to suppliers who are registered under the Micro, Small and Medium
Enterprise Development Act, 2006, at March 31, 2017 (At March 31, 2016: Nil).
3.22 Details of Specified Bank Notes (SBN) held and transacted during the
period November 8, 2016 to December 30, 2016
Particulars SBN Other
denomination
notes
Total
Closing cash in hand as on
November 8, 2016
Nil Nil Nil
(+) Permitted receipts Nil Nil Nil
(-) Permitted payments Nil Nil Nil
(-) Amount deposited in
Banks
Nil Nil Nil
Closing cash in hand as on
December 30, 2016
Nil Nil Nil
ICICI Prudential Pension Funds Management Company Limited
3.23 Previous period comparatives
Previous period amounts have been regrouped and reclassified wherever
necessary to conform to current period‟s presentation.
For Khandelwal Jain & Co.
Chartered Accountants
Firm Registration No. 105049W
For and on behalf of the Board of Directors
Chirag Doshi Sandeep Bakhshi Sandeep Batra
Partner Chairman Director
Membership No. 119079
Meghana Baji Harvinder Jaspal
Chief Executive Officer Chief Financial Officer
Shweta Nayak
Company Secretary
Place: Mumbai
Date: April 25, 2017