DHFL/CSD/2020‐21/1848 Listing Department BSE Ltd., Phiroze ...€¦ · 1 DHFL/CSD/2020‐21/1848...

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1 DHFL/CSD/2020‐21/1848 Date: July 20, 2020 The Manager Listing Department BSE Ltd., Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai- 400 001 Fax no. 2272 2082 / 3132/ 3121 The Manager Listing Department National Stock Exchange of India Limited, ‘Exchange Plaza’, C-1, Block G, Bandra- Kurla Complex, Bandra (East), Mumbai- 400 051. Scrip Code : 511072 DHFL Dear Sir/Madam, Re.: Compliance under Regulations 23(9) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 ln terms of Regulation 23(9) of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, we enclose herewith the disclosure of Related Party Transactions for the period ended 31 st March, 2020, in the prescribed format. Please take the same on your records. Thanking you, Yours sincerely, for Dewan Housing Finance Corporation Limited S. N. Baheti Company Secretary ACS: 5535

Transcript of DHFL/CSD/2020‐21/1848 Listing Department BSE Ltd., Phiroze ...€¦ · 1 DHFL/CSD/2020‐21/1848...

Page 1: DHFL/CSD/2020‐21/1848 Listing Department BSE Ltd., Phiroze ...€¦ · 1 DHFL/CSD/2020‐21/1848 . Date: July 20, 2020 . The Manager Listing Department BSE Ltd., Phiroze Jeejeebhoy

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DHFL/CSD/2020‐21/1848

Date: July 20, 2020

The Manager Listing Department BSE Ltd., Phiroze Jeejeebhoy Towers, Dalal Street, Fort, Mumbai- 400 001 Fax no. 2272 2082 / 3132/ 3121

The Manager Listing Department National Stock Exchange of India Limited, ‘Exchange Plaza’, C-1, Block G, Bandra- Kurla Complex, Bandra (East), Mumbai- 400 051.

Scrip Code : 511072 DHFL

Dear Sir/Madam,

Re.: Compliance under Regulations 23(9) of the Securities and Exchange Board of India

(Listing Obligations and Disclosure Requirements) Regulations, 2015

ln terms of Regulation 23(9) of the Securities and Exchange Board of India (Listing Obligations

and Disclosure Requirements) Regulations, 2015, we enclose herewith the disclosure of

Related Party Transactions for the period ended 31st March, 2020, in the prescribed format.

Please take the same on your records.

Thanking you,

Yours sincerely, for Dewan Housing Finance Corporation Limited

S. N. Baheti Company Secretary ACS: 5535

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TRANSACTIONS WITH RELATED PARTIES FOR THE PERIOD ENDED ON 31.03.2020 As per IND AS 24 ON “RELATED PARTY DISCLOSURE” DETAILS OF TRANSACTIONS WITH RELATED PARTIES AS DEFINED THEREIN ARE GIVEN BELOW:

Sr. No. Relationship Name of the Parties

1 Subsidiaries DHFL Advisory & Investments Private Limited

DHFL Holdings Limited

2 Joint Ventures PGIM India Asset Managers Pvt. Ltd. (formerly DHFL Pramerica Asset Managers Pvt. Ltd.) (up to 31.07.2019)

PGIM India Trustees Pvt. Ltd. (formerly DHFL Pramerica Trustees Pvt. Ltd.) (up to 31.07.2019)

3 Associate Companies Avanse Financial Services Limited (up to 31.07.2019) Aadhar Housing Finance Limited (Formerly known as DHFL Vysya Housing Finance Limited)(1) (up to 10.06.2019) Aadhar Housing Finance Limited (Erstwhile)(1) (up to 10.06.2019)

4 Enterprises over which KMP are able to exercise significant influence

Arthveda Fund Management Private Limited (up to 20.11.2019)

Wadhawan Holdings Private Limited (up toF 20.11.2019)

Dish Hospitality Private Limited (up to 20.11.2019) WGC Management Services Private Limited (up to 20.11.2019)

Essential Hospitality Private Limited (up to 20.11.2019) Navi General Insurance Ltd (formerly DHFL General Insurance Ltd - up to 06.02.2020) Pramerica Life Insurance Limited (Formerly DHFL Pramerica Life Insurance Company Limited) (up to 31st March, 2017, thereafter through DIL)

Wadhawan Global Capital Limited

DHFL Changing Lives Foundation

5 Key Management Personnel Kapil Wadhawan (Chairman & Managing Director - up to 20.11.2019)

Harshil Mehta (Joint Managing Director - up to 13.02.2019) Dheeraj Wadhawan (Non-Executive Director - up to 20.11.2019) Srinath Sridharan (Non -executive Director - up to 20.11.2019) Vijay Kumar Chopra (Independent Director - up to 11.03.2019)

G P Kohli (Independent Director - up to 29.03.2019) Mannil Venugopalan (Independent Director - up to 30.03.2019)

Vijaya Sampath (Independent Director up to 12.02.2019)

Sunjoy Joshi (Independent Director - up to 20.11.2019)

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Alok Kumar Misra (Independent Director - up to 20.11.2019)

Depali Pant Rajeev Joshi (Independent Director - up to 20.11.2019)

Vaijinath M. Gavarshetty (Chief Executive Officer - w.e.f 28.09.2019)

Sunil Kumar Bansal (Chief Financial Officer - w.e.f. 04.12.2019)

Satya Narayan Baheti (Company Secretary - w.e.f. 09.12.2019)

6 Resolution Professional R Subramaniakumar (RBI Administrator - w.e.f. 20.11.2019)

7 Relatives of Key Managerial Personnel Aruna Wadhawan (up to 20.11.2019)

(1) In terms of Scheme of Amalgamation, approved by National Company Law Tribunal on October 27,2017, Erstwhile

Aadhar Housing Finance Limited has been merged with the DHFL Vysya Housing Finance Limited. Name of DHFL Vysya Housing Finance Limited has been changed to Aadhar Housing Finance Limited after merger.

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Dewan Housing Finance Corporation Limited (Rs in lakh)

Nature of Transactions

Subsidiaries Joint

Ventures

Associate Companies/Others*

Key Management

Personnel

2019-20 2019-20 2019-20 2019-20

B) Details of transactions :

1) Investments

Investments Made -

Investments Sold 3,613 48,390

2) Loans, Advances, Deposits and other assets

Given - -

Returned/Written Off

135 3,114

3) Borrowings, Security Deposits and other liabilities

Received

Repayment/Adjusted

4) Income(Net)

Commission 4 435

Trademark Licence Fees 143

Dividend -

Interest

9 301

Rent & Maintenance 127

Other Income

Technical Fees -

Servicing fees 9

Miscellaneous income 460

5) Expenditure

Remuneration - 299

Rent Expenses 321

Brokerage and Marketing Fees

Insurance Charges 591

Canteen Expenses 92

Electricity Expenses

CSR Expenses

Professional Charges

Directors Sitting Fees 24

6) Sale of Loans (Securitisation)

7) Purchase/Sale of Securities (Net)

8) Sale & Purchase PPE

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Details of Transactions Subsidiaries

Joint Ventures

Associate Companies/Others*

Key Management

Personnel

2019-20 2019-20 2019-20 2019-20

INCOME RECEIVED FROM :

1) Commission

Pramerica Life Insurance Limited (Formerly DHFL Pramerica Life Insurance Company Limited) 343

PGIM India Asset Managers Pvt. Ltd. (formerly DHFL Pramerica Asset Managers Pvt. Ltd.) 4 -

Navi General Insurance Ltd (formerly DHFL General Insurance Ltd (98)

Wadhawan Global Capital Limited 190

2) Trademark Licence Fees

Pramerica Life Insurance Limited (Formerly DHFL Pramerica Life Insurance Company Limited)

Navi General Insurance Ltd (formerly DHFL General Insurance Ltd) 143

3) Dividend

Aadhar Housing Finance Ltd ( Formerly known as DHFL Vysya Housing Finance Ltd) -

4) Interest

DHFL Advisory & Investments P Ltd

9

Wadhawan Holding Pvt Ltd 237

Wadhawan Global Capital Ltd 64

Mr. Harshil Mehta -

5) Rent & Maintenance Charges

PGIM India Asset Managers Pvt. Ltd. (formerly DHFL Pramerica Asset Managers Pvt. Ltd.)

Arthveda Fund Management Pvt Ltd

Aadhar Housing Finance Ltd (Formerly DHFL Vysya) 41

Avanse Financial Services Ltd 74

WGC Management Services Pvt Ltd -

Navi General Insurance Ltd (formerly DHFL General Insurance Ltd) -

Pramerica Life Insurance Limited (Formerly DHFL Pramerica Life Insurance Company Limited) 12

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6) Other Income

Mr. Harshil Mehta

Aadhar Housing Finance Limited ( Formerly known as DHFL Vysya Housing Finance Limited) -

Avanse Financial Services Pvt Ltd -

7) Technical Fees

Avanse Financial Services Pvt Ltd -

Aadhar Housing Finance Ltd -

8) Service Charges

Aadhar Housing Finance Ltd 9

9) Miscellaneous Income

Avanse Financial Services Pvt Ltd 91

Aadhar Housing Finance Ltd 369

EXPENDITURE :

1) Rent, Rates & Taxes

Wadhawan Holdings Private Limited 172

Essential Hospitality Private Limited 149

2) Remuneration

Mr. Kapil Wadhawan 188

Mr. Harshil Mehta -

Mr. Vaijinath M Gavarshetty 46

Mr. Sunil Kumar Bansal 11

Mr. Satya Narayan Baheti 19

Directors Sitting Fees

Dheeraj Wadhawan 0

G P Kohli -

Mannil Venugopalan -

Srinath Sridharan -

V K Chopra -

Vijaya Sampath -

Alok Kumar Misra 12

Depali Pant Rajeev Joshi 5

Sunjoy Joshi 8

Professional Fees

R Subramaniakumar 35

3) Brokerage and Marketing Fees

Avanse Financial Services Ltd -

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4) Insurance Charges

Pramerica Life Insurance Limited (Formerly DHFL Pramerica Life Insurance Company Limited) 70

Navi General Insurance Ltd (formerly DHFL General Insurance Ltd 522

5) Canteen Expenses

Dish Hospitality Private Limited 92

6) Professional Charges

Aadhar Housing Finance Limited ( Formerly known as DHFL Vysya Housing Finance Limited)

-

7) Electricity Expenses

Arthveda Fund Management Private Limited -

8) CSR Expenses

DHFL Changing Lives Foundation -

ASSETS \ LIABILITIES :

1) Investments Made

DHFL Holdings Ltd -

2) Investments Sold

PGIM India Asset Managers Pvt. Ltd. (formerly DHFL Pramerica Asset Managers Pvt. Ltd.) 3,581

PGIM India Trustees Pvt. Ltd. (formerly DHFL Pramerica Trustees Pvt. Ltd.) 32

Avanse Financial Services Ltd. 28,716

Aadhar Housing Finance Ltd. 19,674

3) Loans, Advances, Deposits paid and other assets

Pramerica Life Insurance Limited (Formerly DHFL Pramerica Life Insurance Company Limited)

DHFL Advisory & Investments P Ltd -

DHFL Holding Ltd -

Navi General Insurance Ltd (formerly DHFL General Insurance Ltd

Mr. Harshil Mehta

Wadhawan Global Capital Limited

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4) Loans & Advances Received Back / Written Off

DHFL Advisory & Investments Pvt Ltd

134

Essential Hospitality Private Ltd (Security Deposit) -

Mr. Harshil Mehta

DHFL Holding Ltd

0

Wadhawan Global Capital Limited 3,000

5) Security Deposit Received

Avanse Financial Services Ltd

Navi General Insurance Ltd (formerly DHFL General Insurance Ltd 114

6) Repayment of Borrowings/ Deposits

Avanse Financial Services Ltd

Navi General Insurance Ltd (formerly DHFL General Insurance Ltd -

Pramerica Life Insurance Limited (Formerly DHFL Pramerica Life Insurance Company Limited)

7) Sale of Loans (Securitisation)

Aadhar Housing Finance Ltd

8) Sale / (Purchase) of Securities (Net)

Aadhar Housing Finance Ltd

9) Sale/ (Purchase) PPE (Net)

Avanse Financial Services Ltd

Aadhar Housing Finance Ltd

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Dewan Housing Finance Corporation Limited

B) Details of transactions : (Rs in lakh)

Nature of Transactions

Subsidiaries Joint

Ventures

Associate Companies/

Others*

Key Managem

ent Personnel

2019-20 2019-20 2019-20 2019-20

CLOSING BALANCES :

a) Loans, Advances, Deposits ,trade receivables (net) and other assets - - - -

b) Borrowings / Security Deposits (Net)

c) Investments 7,502 - -

CLOSING BALANCES :

1) Loans, Advances, Deposits and other assets

DHFL Advisory & Investments Pvt Ltd -

Wadhawan Holdings Private Ltd -

DHFL Holdings Ltd -

Wadhawan Global Capital Ltd - - -

Navi General Insurance Ltd (formerly DHFL General Insurance Ltd) -

Pramerica Life Insurance Limited (Formerly DHFL Pramerica Life Insurance Company Limited) 39

Mr. Harshil Mehta -

2) Trade Receivable and other assets

Aadhar Housing Finance Limited (Refer Note 9)

Pramerica Life Insurance Limited (Formerly DHFL Pramerica Life Insurance Company Limited) 165

PGIM India Asset Managers Pvt. Ltd. (formerly DHFL Pramerica Asset Managers Pvt. Ltd.)

Avanse Financial Services Ltd

WGC Management Services Pvt Ltd

3) Security Deposit Received

Avanse Financial Services Ltd

Aadhar Housing Finance Ltd ( Formerly known as DHFL Vysya Housing Finance Ltd) -

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4) Trade Payable and Other liabilities

Dish Hospitality Private Ltd -

Wadhawan Holding Private Ltd -

Navi General Insurance Ltd (formerly DHFL General Insurance Ltd) -

Aadhar Housing Finance Ltd (Securitisation) -

5) Investments

DHFL Advisory & Investments P Ltd 7,501

PGIM India Asset Managers Pvt. Ltd. (formerly DHFL Pramerica Asset Managers Pvt. Ltd.) -

PGIM India Trustees Pvt. Ltd. (formerly DHFL Pramerica Trustees Pvt. Ltd.) -

Aadhar Housing Finance Ltd ( Formerly known as DHFL Vysya Housing Finance Ltd) -

Avanse Financial Services Ltd -

DHFL Holdings Ltd 1

*Other includes Enterprises over which KMP are able to exercise significant influence.

Notes :

1) Related party relationship is as identified by the Company and relied upon by the Auditors.

2) The figures of income and expenses are net off Goods and Services tax.

3) Transactions with the related parties are disclosed only till the relationship exists.

4) Previous year’s figures have been regrouped, rearranged and reclassified wherever necessary.5) Term loans from banks and loans from NHB are further guaranteed by personal guarantees of Mr Kapil Wadhawan and Mr Dheeraj

Wadhawan . 6) Loans from NHB are further guaranteed by personal guarantee of Mrs Aruna Wadhawan and Corporate Guarantee of Wadhawan

Global Capital Limited. 7) Managerial remuneration excludes the contribution for gratuity as the incremental liability has been accounted by the Company as a

whole.

8) There are no provisions for doubtful debts or amount written off or written back for debts due from or due to related parties.

9 The above transactions excludes receivable/ payable in respect of assignment transactions entered into by the Company where either the Company or the associate company is acting as collection agent. 10) The Company has written put option to Wadhawan Global Capital Limited (WGC) in connection with Investment made by WGC inCompulsory Convertible Debentures issued by DHFL Investments Limited. However this liability would be considered as contingent liability as there are other legal remedies available with the counter party. The Company has disclosed this as a contingent liability. 11) Zero denotes amount less than Rs. 50,000