Awards & Accolades

3rd Best Place to Work For in India and 10th Best Large governance models towards efficient implementation of
Workplace in Asia social programs and service deliveries.
For the past seven years, Ujjivan Financial Services has been
consistently ranked among the Top 25 Companies to Work For
in India. In 2016, Ujjivan once again emerged as a top Indian
company across industries, by becoming the 3rd Best Place to
Work in India as per the survey conducted by the Great Place
to Work Institute in coordination with The Economic Times.
Ujjivan continued its successful track record of being recognized
as the #1 Best Place To Work For in the Microfinance domain,
where employees perceive their work to be not just career
investments but also, as an opportunity that helps them
contribute to the society.
Ujjivan also ranked 10th in the Best Large Workplaces in Asia
List in FY 16-17 and had the honor of being the only Indian
organization in the list.

SKOCH Platinum Award for Inclusive Insurance and

SKOCH Order of Merit
The Platinum Award is the highest independent honor
given for Inclusive Insurance and was presented to Ujjivan
Financial Services after taking into consideration multiple
factors, including the companys financial inclusion initiatives,
exceptional customer service, insurance penetration and
for covering the highest number of lives through insurance.
Ujjivans focus on Education through its Common Group
Training and Financial Literacy program, Assured Reach and
Access, backed by a 100 % claim settlement ratio were the key
factors instrumental for it winning this award.
Ujjivan was also awarded the SKOCH Order-of-Merit for
qualifying amongst the Top 100 Projects in India. The Order-
of-Merit award is bestowed on the top private and public
organizations, recognizing them for their best practices and
CONTENTS
Ujjivan Financial Services Limited

Message from the Chairman 01

Letter from the Managing Director 02
Financial Highlights 04
Board of Directors 06
Management Team 07
Brand and Marketing 08
Products & Services 09
Service Quality 13
Risk Management 16
Human Resources 17
Community Development Programs 21
Education Programs 23
Statutory Reports & Financials 26
Management Discussion & Analysis 27
Directors Report 34
Corporate Governance Report 63
Consolidated Financial Statements and Independent Auditors Report 78
Standalone Financial Statements and Independent Auditors Report 116
Business Responsibility Report 167
Notice to the 13th Annual General Meeting 175
Message from the
Chairman
Dear Shareholders,

Financial Year 2016-17 is a momentous year in the annals of

Ujjivans organizational history with a successful IPO in May
2016 and a spectacular launch of Ujjivan Small Finance Bank
in February 2017.

There were 72 competing players who sought for a Small

Finance Bank (SFB) licence from the Reserve Bank of India and
we made it to the list of ten successful applicants who were
accorded in principle approval by RBI for setting up the SFB.
It has been a great transformational journey and I will share
some thoughts on this.

From modest beginnings in 2004 your company has emerged as Mr Samit Ghosh assumed the leadership mantle of the Bank
one of the largest MFIs in the country in terms of geographical as Managing Director & Chief Executive of the Ujjivan Small
spread with pan India presence through 470 branches across Finance Bank, with the prior approval of the RBI. Ms Sudha
24 states and 209 districts and a loan book of around Rs 6500 Suresh, formerly the CFO of the Company, assumed charge as
crore, serving 36 lakh customers. We have not swerved from the Managing Director and CEO of your Company.
our mission and remain totally dedicated to serve the financially
unserved and underserved community. We have consistently The year threw up major challenges, the impact of which will
earned customer accolades by forging strong, meaningful & spill over to FY 2017-18. Transitioning your Company to a Bank
empathetic relationship with our customers, thanks to our was and continues to be a major challenge. Mr Samit Ghosh,
dedicated front line and service quality teams. As a service MD & CEO of the Bank, has detailed these in his message in
entity, we are always conscious that human resources are this Annual Report.
our greatest assets and our organizational human resources
policies and practices mirror this. With humility, I may share The major disruptive event we faced during the year, perhaps
that Ujjivan has been recognized consistently as one of the in our decade long journey, was demonetisation. While
Best Places to work, ranking 3rd in 2016 by The Great Place to the move will yield positive benefits to the economy and the
Work Institute in Collaboration with The Economic Times. public at large in the medium term, the immediate negative
fallout has been on a vulnerable sector like microfinance
Why did we become a Bank may be the upper most question business. Given the fragile cash flows of our customers,
that may linger in your minds. Lack of access to savings is often their income and business activities were severely affected
referred to as the forgotten half of rural finance. More than across various pockets. The resultant impact has been lower
the loans, the poor need a trusted formal saving channel, collection efficiencies and increase in Portfolio at Risk. Closely
shorn of rigidities, to keep their savings. Savings should on the heels of demonetisation, loan waivers announced by
precede loans. Due to regulatory constraints, hitherto as a some state governments for agricultural borrowers raised
non-banking finance company, Ujjivan was not permitted to the expectations of microfinance borrowers too. Relentless
accept deposits from customers. In our broadened role as a efforts are on to educate and persuade the borrowers to
bank, we can provide savings products apart from loans and adhere to repayment schedules. In justifiable causes, loans
other financial products with which two benefits will accrue. are restructured. There has been positive support from the
Firstly, our access to savings from customers and public at large industry network and Governments through appropriate media
will reduce our funding cost, which in turn could benefit the announcements. Loan collections are picking up gradually and
borrowing customers by way of lower interest. Secondly, once we expect the situation will improve in the months following.
our customers inculcate savings habits, they would be able to
The Company closed the financial year 2016-17 with a total
better manage their cash flows and avoid over-indebtedness
income of Rs.1397.6 crore, a growth of 36% over the previous
and consequent debt traps.
year. It achieved a profit after tax of Rs.207.6 crore, an increase
Why two separate entities Ujjivan Financial Services Limited of over 17% when compared to the PY. The Board has declared
and Ujjivan Small Finance Bank Limited (hereinafter referred a dividend of 8% (subject to the approval of shareholders).
to as USFB or the Bank) could be the other question that
may arise. One of the key regulatory requirements for setting The Company will support the planned growth of the Small
up a small finance bank is that the promoters/promoter group Finance Bank in achieving its mission of becoming the best
should at least hold 40 per cent of the paid up capital of the institution to provide financial services to the unserved and
bank, which should be locked in for a period of five years. underserved customers and transform to a mass market bank.
Rationale for this regulatory prescription is possibly to ensure
stability in the shareholding of the bank in the initial years of We thank you for your immense support and look forward for
formation. As Ujjivan did not have any promoter/ promoter your continued trust in future.
group, we opted for the Holding Company Structure and
transferred our operational business undertaking comprising
of the assets and liabilities to Ujjivan Small Finance Bank
through a slump sale. Post formation of Ujjivan Small Finance
Bank, Ujjivan Financial Services Ltd., the Holding Company With Best Wishes
will be registered with the RBI as a NBFC-Core Investment
Company. As the holding Company it will exercise its oversight
function, provide support and funding within the legally
permissible ambit thus managing its investment in the bank. K.R. Ramamoorthy

1
 Letter
from the
Managing
Director

In the history of Ujjivan, financial year 2016-17 will be written process from implementation to successful test runs. Parallelly
in Golden letters! a host of IT Policies were formulated, reviewed and put in
place. Cyber Secuirty preparedness , policies and controls were
A historic year where our 12 year journey culminated in a critical focus.
creating Ujjivan Small Finance Bank to continue our mission
of providing a full range of financial services to the unserved Ujjivan always had a robust risk management framework for
and underserved in a new Avatar! its operation as a MFI. With the transition to a bank, we set up
an independent Risk Management & Compliances department
As our transformation journey is spread across two financial
to manage various risks and compliances . Apart from the
years we had initially shared with you the path commencing
controls for Ujjivans existing lines of business as a MFI, we set
with the receipt of in principle approval in October 2015 and
to address additional risks as it transitioned to new products,
the progress thereon in our previous Annual report. During
IT systems and processes aligned to the banking requirements
the FY 2016-17 Ujjivan continued on its transition journey
with requisite softwares and systems. This included EGRC and
achieving several milestones. We would like to share key
ALM solution for effectively monitoring various aspects of
highlights of this sojourn.
Credit, Market, Liquidity, IT and Operational risks. Compliance
FY 2016-17 commenced with a successful IPO in May 2017 framework focused both on micro level obligations for
wherein the company not only raised the requisite capital branches and departments and macro level management of
but was also able to principally meet the requirements of regulatory/statutory interactions, regulatory audits, policies,
RBIs guidelines for SFB by increasing the domestic stake in products etc. Board approved policies were put in place for
the Company. Ujjivan was listed on BSE and NSE on 10th May Compliance Management & AML/ KYC processes. Significant
2016, a Red Letter Day for the Company and specially for its time and efforts went into the drafting and review of all risk
employees! A majority of our employees having ESOPs were management policies and procedures pertaining to portfolio,
able to understand and benefit from the same. liquidity, interest rate and operational risks, Investment
policies and strategies, security and regulatory compliances
As the next step in structuring, Ujjivan Small Finance Bank envisaged for a bank with proactive support from the SFB
Limited was incorporated on July 04, 2016 as a wholly owned Committee of the Board.
subsidiary of the Company. The Company, then submitted
an application to the RBI for grant of banking licence to its Post the receipt of the final license from RBI on Nov 11th
subsidiary and based on the application submitted, the RBI 2016, the team were all set for an exciting journey obtaining
issued Ujjivan Small Finance Bank the Licence No. MUM 123 various approvals and licenses from RBI and other authorities.
dated November 11, 2016 to carry on Small Finance Bank There were around forty approvals and permission including
business in India. Pursuant to the receipt of various approvals Bank Code, INFINET, RTGS ,NEFT ,Rupay, NFS, IMPS,AEPS,
from the RBI including the approval for the Board and host RBI Current Account ,SGL etc. required for the launch of the
of other registrations and regulatory compliances on which bank. For all these aprovals, the spirit of diligent follow up and
the licence was granted, Ujjivan Small Finance Bank Limited enthusiasm prevailed and the entire team cheered on receipt
commenced its operations as a Small Finance Bank with effect of each and every approval, realizing we were a step closer to
from February 1, 2017. the final goal.

Multiple teams had been set up to manage various aspects of As we were walking the transition path, our business growth
the transition. EY our consultants, PMO and functional teams was maintained parallelly. We sustained a robust growth in our
worked untiringly in a disciplined manner. On the Technology, overall portfolio which grew by 18.4%. Our Gross loan book
we worked comprehensively on all the three aspects stood at Rs. 6379.5 crore which includes a Managed portfolio
Implementation and testing of various softwares successfully, of Rs. 508.3 crore.
strengthening and ensuring a robust data centre, DR centre &
NLDR and seamless integration with existing systems including We focussed on Affordable Housing and Micro & Small
BR. Net and Oracle. FInacle was implemented as our core Enterprise (MSE) growth this year apart from a stable growth
banking system, I Exceed for Internet, mobile and handheld in the Microfinance vertical. We ensured growth across all our
banking , CRM Next , SAS ,AML ,FInacle treasury systems, Risk branches pan India, thus minimising concentration risk of our
& Compliance and other applications went through the entire portfolio.

2
We managed a robust funding profile ensuring adequate On January 31st, 2017, the Company formally closed its
funding as per the regulatory requirements for the small books enabling the transfer of business undertaking on
finance bank as well. With a successful capital raise at the February 1st, 2017, to Ujjivan Small Finance Bank thus marking
beginning of the year and better credit ratings, we were able the commencement of a new era in the history of Ujjivan. The
to leverage and raise debt at lower costs, the benefits of which formal launch of the bank was a dream come true!
were passed to the customers through reduced interest rates
during the year. With the advent of Small Finance Banks and Payment Banks
backed by the state of art technology and paperless banking, a
We closed the financial year with a total income of Rs. 1397.6 huge transformation across the banking sector is inevitable in
crore, an increase of 36% over the previous year and a net the next few years.
profit after tax of Rs. 207.7 crore registering an increase of
We look forward to setting up a strong foundation for Ujjivan
17.2% over the previous year.
Small Finance Bank in the current fiscal year and the next
As we moved progressively across all fronts on the transition year with focus on setting up the bank branches in a phased
with jet speed timelines, Demonetisation came as a critical manner, building the Liabilities vertical, expanding the Asset
challenge for the entire Microfinance Industry. So though the side business including Affordable Housing and Micro and
first half of the year closed with an excellent set of numbers, Small Enterprise verticals with cost efficient technology as the
the impact of demonetisation was evident in the second backbone for profitable operations.
half across key parameters including business growth, new
As we move forward on this exciting and challenging journey,
customer acquisition, collection efficiencies and Portfolio
I wish to sincerely thank all the stakeholders - our Employees,
at Risk. Tremendous efforts and initiatives by various teams
Customers, Shareholders, Regulators and others for their
enabled customer awareness and collections over the next few
great cooperation and look forward to their continued support
months albeit with a time lag. Post demonetisation RBI had
in future.
also come out with a circular providing for an additional time
of 60 days for recognition of loan accounts as sub standard.
With Best Wishes
The GNPA without RBI dispensation stood at 3.7% and NNPA
stood at 0.03%. The team across various functions continues
with its collective effort towards coping with this challenging
situation in the current fiscal year. Sudha Suresh

The Board Members of Ujjivan Financial Services Ltd. and Ujjivan Small Finance Bank Ltd. on the eve of bank launch.
 Financial Highlights
ross Loan
GrossBook
Loan&Book
Securitized
& Securitized
Loan Book
Loan( Book ( in Crore)
in Crore) Total Income
Total Income
& Net P& Net (P` in Crore)
(` in Crore)
CAGR 58.4%
CAGR 58.4%
tizedSecuritized Net Net 177 208 208
NIL NIL NIL NIL 55 55 324 324 508 508 34 34 55 55 76 76 177
BookLoan Book Pro t Pro t

6,379 6,379 1,398 1,398

5,389
5,389 Gross Loan Book & Securitized Loan Book1,028
1,028 ( in Crore)
3,274 3,274 Total Total 612 612
s Gross 1,617
1,126
Loan
1,617
1,126 Income Income234 234358 358
Book Securitized
2013 20132014 20142015 20152016 20162017 2017 2013
NIL 2013
2014
NIL 2014
2015
55 2015
2016
324 2016
2017
508 2017
Loan Book
Dividend Dividend
2.5% 2.5% 2.5% 2.5% 5% 5% 5% 5% 8% 8%

6,379
5,389

NII & NIM

NII & NIM Operating
Operating
Gross E
E iency
1,617
iency3,274
Loan 1,126
Book 2013 2014 55.5%60.4%
2015 60.4% 2016 2017
NII NII
in Crore) NIM (%)
in Crore) NIM (%) 64.1% 64.1% 55.5% 51.0% 51.0%53.8% 53.8%
13.8% 13.8%
13.6% 13.6%

12.6% 12.6%
12.2% 12.2%
11.6% 11.6% 10.8%
10.8% 8.8% 8.5% 7.5% 8.5%
NII & NIM 8.8% 8.5% 7.5% 8.5%
125 125 186 186 281 281 510 510 687 687
2013 2014
NII2015
in Crore)
2015 NIM (%) 2016 2017
2013 2013 2014 2014 2015 2015 2016 2016 2017 2017 2013
13.8% 2014 2016 2017
13.6%
Cost to Income
Cost toraIncome
o (%) ra o (%)
Opera ngOpera
Expense/Average
ng Expense/Average
AUM (%) AUM (%)12.6%
12.2%
11.6%

Gross
Gross Loan
Loan Book
Book Product
Product Wise
Wise (` (in` Crore)
in Crore) Disbursement
Disbursement SegmentWise
186
Segment Wise
(` (in` Crore)
in Crore)
125 281 510 687
Micro
Micro nance
nance Micro
Micro Individual
Individual Loan
Loan Micro
Micro nance
nance Micro
Micro Individual
Individual Loan
Loan
MSE Housing Finance 2013 2014
MSE 2015 2016 Finance
Housing 2017
MSE Housing Finance MSE Housing Finance
5,919
5,919
4,695
4,695

5,416
5,416 6,291
6,291
RoAAGross
&RoAA
RoAE& RoAE
Gross Average
Average
Debt (`Debt
in Crore)
(` in Crore)
Loan
Loan
eturn
BookBook
on Return
AverageonAssets
Average
666 666Assets (RoAA)
(RoAA) Return on Return 809809 (RoAE)
AverageonNetworth
Average Networth (RoAE) 673673 705705
16.9%7 7 21 21 18.3% 18.3% 3.93.6 3.6
16.9% 56 56 99 99 54 54 83 83
3.1 3.12.9 2.93.8 3.84.3 4.33.9
Avg. Debt Avg.
/ Debt / 6 6 21 21
Disbursement
Avg. NetDisbursement
Avg. Net
2016
2016 2017
2017 2016
2016 2017
2017
13.7% 13.7% worth worth
8% 11.8% 14.1% 14.1%

5,315 5,315
3,730 3,730
GNPA
GNPA && NNPA
NNPA RoAA & RoAE 2,386 2,386
3.4% 3.4% 3.7% 3.7%
2.9% 2.9% 2.5% 2.5% 2.9% 2.9% Average Average
807 8071,324 1,324
0.30% NNPA
NNPA GNPA
GNPA Debt Return
Debton Average Assets (RoAA) Return on Average Networth (RoAE)
0.30% 0.28% 16.9% 18.3%
0.28% 2013 2013
2014 2014
2015 2015
2016 2016
2017 2017
0.25%
0.25%
2013 20132014 20142015 20152016 20162017 2017
0.20% 13.7%
0.20%
11.8% 14.1%
0.15%
0.15% 0.15%
0.15%
0.10%
0.10% 0.08%
0.08% 0.07%
0.07%
0.08% 0.07%
0.07%
0.05%
0.05% 0.08% 0.04%
0.04% 0.03% 3.4% 3.7%
0.02% 0.03% 2.5% 2.9%
Gross Loan
Gross per
0.00%
0.00% Loan
Branch
per Branch
& Gross
0.01%&Loan
0.01%Grossper
Loan
Employee
per Employee 0.02%
Average 2.9%
Average
Total Assets
Total Assets
and Netand
worth
Net (`
worth
in Crore)
(` in Crore)
Crore) 2013
(` in Crore)2013 2014
2014 2015
2015 2016
2016 2017
2017

anGross *GNPA without

Loan without
*GNPA RBI dispensat ion is 3.69% 2013 2792014 2015 2016 2017
0.3 0.3RBI dispensat
0.3 0.5 ion is 3.69% Average Average
279 345 345 554 554 967 967 1476.5 1476.5
0.3 0.5 0.6 0.6 0.6 0.6
/ Book / Net worth Net worth
Employee Employee 7,103 7,103

4
 6,291 0.10% 0.08%
10.8% 8.8% 0.07%
8.5% 7.5% 8.5% 0.07%
0.05% 0.08%
0.04% 0.03%
673 705 0.01% 0.02%
0.00%
2013 Average
2014 Debt 6
2015(` in Crore)2016
21
20173.4%
54 83
3.4% 2013 3.7%20143.7% 20152.9%
2.9% 2016 2017 Average
Disbursement 2.9% 2.9%2.5% 2.5%
Cost to Income ra o (%)2016 2017 Gross Loan per Branch & Gross Loan per Employee Debt
Average Debt
3.1
(` in Crore)
2.9 3.8 4.3 3.9 3.6
*GNPA without RBI dispensat ion is 3.69%
(` in Crore)
Opera ng/ Expense/Average AUM (%)
Avg. Debt
2013 2014 2013 2015 2014 20152016 2016 2017
2017
Avg. Net
3.1 2.9 3.8 4.3 3.9 3.6 Gross Loan
0.3
Customer
0.3
Retention
0.5
Ratio
0.6 0.6
worth
Avg. Debt / Book /
Avg. Net Employee Customer Retention Ratio
worth 5,315 Customer Reten on R
3,730
8% 100%
2,386 5,315 87% Reten
Average 807 Gross
1,324 Loan per Branch
3,730
Gross Loan & per
Gross
Gross Loan
BranchLoan
& Gross Loan
perper Employee
Employee
Customer on14R 86%
86% Average
Debt (` in Crore) (` in Crore) 80% 70% 11
2,386 Book / 100% 885% 87%
Average 2013 2014
1,324 2015 2016 2017 86% 86%
807 Gross Loan Gross Loan
Branch 4 60% 5
Debt 0.3 0.3 0.3 0.50.3 80%
0.5 0.6 70%
0.6 85% 0.60.6 Average
Book / Book / Net worth
2013 2014 2015 2016 2017 2013 40%2014 2015 2016 2017
Employee Employee 60%
erage
3%
Debt (` in Crore) 20%
40%
0%
3.6 20%
3.1 2.9 3.8 4.3 3.9 2013 2014 2015
1414 2016 2017
ebt / Gross Loan Gross Loan 11 11
0%
Net Average Book /
Total Assets and Net
Branch
worth (` in Crore) Book /
5
Branch
Customer
8
5
Retention Ratio
8
2013 2014 2015 2016 2017 Average
h 4 4
Total
Average279Total Assets and554
Net worth
2013
(` in Crore) 2014
1476.5 2013 2015
2014
Customer Reten on R
2015 2016 2016 2017
2017
Assets
Average 345 967
5,315
Net worth 100%
3,730 87% 86% 86%
Average 279 345 554 967 7,103
1476.5
2,386 80% 70% 85%
ge 807 Net worth
1,324
4,852 7,103 60%
2013 2014 2015 2016 2017
3,027 40%
4,852
1,126
1,718 Book Value per share and EPS (in `)
Average 3,027 20%
Total 1,718
1,126 Book Value 0%
Basic EPS
Assets
Average 2013 2014 2015 2016 2014 2015
2017 2016 2017 2013
180.0
Total
Assets 160.0
2013 2014 2015 2016 2017
140.0
erage Total Assets and Net worth (` in Crore) 118
120.0
Head Count & Sta Retention Ratio Book Value perBook share
Value and
per share
100.0 EPS
and EPS
(in(in
`) `) 82
e 279 345 554 967 1476.5
80.0
th
Headcount Sta 7,103
Reten on R (%) Book 60.0
Value Book Value 53 EPS
Basic
Basic EPS
45
180.0 180.0 40.0
4,852 160.0 160.0 20.12
147
20.0 5.49 8.39 11.24
140.0 140.0 17
3,027
83.9%
0.0 118 118
1,718 120.0 120.0 2013 2014 2015 2016
1,126 83.0% 83.0%
ge 82.0%100.0 100.0 82 82
80.0 80.0
s 2013 2014 2015 2016 2017
60.0 60.0 53 53
78.0% 45 45
40.0 40.0
20.12 20.12
20.0 5.49 20.0 8.39
5.49 8.39 11.24
11.24
3,656 4,667 7,089 8,049 10,167 17.76 1
147 0.0 0.0
2013 2014 2015 2016 2017 2013 2013
2014 2014 2015
2015 2016 2016 2017
8 147

5
 Board Of Directors
K.R. Ramamoorthy
K.R Ramamoorthy is the Non-executive Chairman and Independent Director of our
Company. He holds a bachelors degree in arts from Delhi University and bachelors
degree in law from Madras University. He is also a fellow member of the Institute of
Company Secretaries of India. He is the former Chairman and Managing Director of
Corporation Bank and former Chairman & Chief Executive Officer of ING Vysya Bank.
He has served as an advisor to CRISIL, a reputed credit rating agency in India and as
consultant to The World Bank. He serves as an independent director on the boards of
Subros Limited, Nilkamal Limited and Amrit Corp. Limited.

Abhijit Sen
Abhijit Sen is a Non-Executive, Independent Director of our Company. He retired
from Citibank N.A. India after serving for over 18 years, last position being Managing
Director - Chief Financial Officer. He was also a director of Citicorp Services India
Limited and other locally incorporated Citi entities. He currently serves on several
boards including IDFC Bank, Trent Limited and Indiafirst Life Insurance Company
Limited. In the past, he has served on the board of NSDL e-governance Infrastructure
Limited. He holds a bachelors honors degree in engineering from Indian Institute of
Technology, Kharagpur and a post-graduate diploma in business management from
Indian Institute of Management, Calcutta.

Vandana Viswanathan
Vandana Viswanathan is a Non-Executive, Independent Director of our Company.
She is the co-founder of Cocoon Consulting, a management and human relationship
consulting firm. She holds a masters degree in Personnel Management and Industrial
Relations from the Tata Institute of Social Sciences and a bachelors degree in science
from Bangalore University. She is also a Non-Executive Director in Ujjivan Small
Finance Bank Limited.

Sudha Suresh
Sudha Suresh is the Managing Director and Chief Executive Officer of our Company.
She is a Chartered Accountant with a rich corporate career spanning over two
decades. She received the CFO 100 - Recognition of Excellence award in 2013. She
is also a qualified Cost Accountant and Company Secretary. During her association
with Ujjivan, she has been responsible for areas of Strategic Business Planning and
Budgetary Controls, Equity Capital and Debt Syndication, Treasury Management,
Accounts & Taxation as well as management of Board and regulatory compliances.
She successfully spearheaded Ujjivans IPO to list the companys shares on BSE and
NSE. She has also led the restructuring of the Company and formation of the Small
Finance Bank.

Venkatesh Natarajan
Venkatesh Natarajan is a Non-Executive Director of our Company. He joined Lok
Advisory Services Private Limited in 2006 with over 12 years of experience in early
stage venture capital, product development and marketing. He holds an MBA from
Cornell University and an M.S. in Electrical Engineering from Arizona State. He serves
as a director in many other companies including Lok Advisory Services Private Limited,
Suryoday Small Finance Bank Limited and Veritas Finance Limited.

Jayanta Basu
Jayanta Basu is a Non-Executive Director of our Company. He holds a post graduate
diploma in management from the Indian Institute of Management, Ahmedabad and
a bachelors degree in economics from University of Delhi. He has over 20 years of
experience in the fields of investments. He is currently the Managing Partner at CX
Advisors LLP. He has previously worked with Citibank India. He serves as a director
in many other companies including Security and Intelligence Services (India) Limited,
Matrix Cellular (International) Services Limited and CX Advisors Private Limited.

Amit Gupta
Amit Gupta is a Non-Executive Director of our Company. He is one of the founding
partners and chief operating officer of NewQuest Capital Advisors (HK) Limited.
He oversees India and south east Asia business for NewQuest Capital Advisors
(HK) Limited. He represents NewQuest Capital Advisors (HK) Limited on board of
Om Logistics Limited, Halonix Technologies Private Limited and Ittiam Systems
Private Limited. He holds an undergraduate degree in electrical engineering from
Kurukshetra University and a post graduate diploma in management from Indian
Institute of Management, Bangalore, where he was placed in Directors Merit List for
his performance.
6
Management Team
Sudha Suresh
Managing Director and Chief Executive Officer
Sudha Suresh is the Managing Director and Chief Executive Officer of our Company.
She is a Chartered Accountant with a rich corporate career spanning over two
decades. She received the CFO 100 - Recognition of Excellence award in 2013. She
is also a qualified Cost Accountant and Company Secretary. During her association
with Ujjivan, she has been responsible for areas of Strategic Business Planning and
Budgetary Controls, Equity Capital and Debt Syndication, Treasury Management,
Accounts & Taxation as well as management of Board and regulatory compliances.
She successfully spearheaded Ujjivans IPO to list the companys shares on BSE and
NSE. She has also led the restructuring of the Company and formation of the Small
Finance Bank.

Sanjeev Barnwal
Company Secretary and Compliance Officer
Sanjeev Barnwal is a qualified Company Secretary from the Institute of Company
Secretaries of India and holds a Bachelors degree in Law and a Diploma in Business
Management. He also received NSEs Certification in Financial Markets (NCFM) for
Compliance Officer (Corporate) Module. He has a corporate experience of over 13
years and prior to joining Ujjivan, he worked with SMC Capitals Limited as Associate
Vice President and Company Secretary. He played a significant role in the IPO and
listing of the Company and subsequently in the restructuring, incorporation and
formation of the Small Finance Bank. He has also worked with companies like CMC
Limited and SBEC Sugar Limited previously.

Hiren Shah
Chief Financial Officer
Hiren Shah joined Ujjivan in August 2015 and was one among the key persons to
successfully lead Ujjivans IPO. He has over 17 years of consolidated experience as
a Business Journalist, Investment Banker and Investor Relations Advisor to many
leading corporates, both Indian and international. His expertise includes strategic
planning and execution of financial deals including IPOs, PE/Pvt. Placements, Mergers
and Acquisitions, Rights Issue, FPO and Investor Relations. He holds a Masters degree
in Finance from the Jamnalal Bajaj Institute of Management Studies, Mumbai.

Ujjivan Team Members celebrating the listing of the company.

7
 Brand & Marketing
Customer Connect Initiatives
To hear and learn from customers about their needs and
aspirations is always our first priority. This year, we conducted
customer forum meetings across 4 regions at more than 400
branches month on month basis. We organized meetings
and communicated about our products & services in order
to expand the scope of services to our customers. These
meetings gave us learning insights from customers and helped
in modifying our approach and services accordingly.

Swagat Program
Swagat is the program launched to welcome Ujjivans existing
borrowers to the fold of Ujjivan Small Finance Bank through
Opening of a Savings Bank Account for our existing borrowers
which includes a personalized chip enabled debit card and a
uniquely designed pouch made for customer convenience.
Done with the help of a handheld device and an intention to
enroll all our active borrowers before the launch of a branch,
the campaign is completely paperless Aadhar enabled with
biometric authentication
Shaurya Be a Star. An employee motivation program
To reward exceptional performers from Sales & Distribution,
an incentive program called Shaurya was launched. This
is an organization wide reward & recognition program
aimed towards motivating distribution team. Thousands
of employees successfully participated and won attractive
incentives for superior performance.

Mass Marketing Campaigns

Ujjivan conducted mass marketing activities throughout the country like wall branding, auto rickshaw branding as well as van
campaigns in South and West regions. The campaign resulted in significant number of lead generation providing fresh opportunities
for new customer acquisitions.

8
Products & Services
Microfinance Products view the specific requirements of customers, we offer them
agriculture and allied loans. The product helps our women
borrowers meet the cost of capital expenses and working
Microfinance products at Ujjivan Financial Services are capital activities for farming and allied activities.
purpose based solutions for needy customers. We strive to Features:
bring an increase in household incomes for our customers Loan range: Rs. 6,000Rs. 50,000
through our product offerings at their doorstep. Access to Interest rate (Reducing balance): 21.25% p.a.
financial services enables customers to build and change
Repayment tenure:
their mix of assets. Our micro loans can be used for business
expansion, housing improvement, crop cultivation or the
Loan amount between Rs. 6000 - Rs. 15000:
1 year
purchase of milch cattle and children education. Customers
can also use loans to make important investments in human Loan amount between Rs. 16000 - Rs. 30000:
assets, such as medical emergency and higher education. 1 Year/ 2Years
Microfinance Loan Products are classified into 2 categories: Loan amount between Rs. 31000 Rs. 50,000 :
1. Group Loans 2 Years
2. Individual Loans Processing fees: 1% of loan amount
(exclusive of taxes)
Group Loans
Group loans are the most tactical products at Ujjivan Value- Added Group Loan products
Financial Services, which comprise more than 86% of the Business Top-up Loan:
total Microfinance lending portfolio. In order to design new This loan product offers additional finance to customers
products and develop the existing ones, we are in constant during the year to address business requirements. This loan
pursuit to understand customer needs, their preferences and allows customers access to additional liquidity over and above
financial behavior. We believe in translating this gathered their initial business loan and is given based on a satisfactory
knowledge into products that are better adapted to our credit history.
customers household needs and are affordable. Features:
Loan range: Rs.3,000Rs. 6,000
Core Loan Products Interest rate (Reducing balance): 21.25% p.a.
Repayment tenure: 9 Months
Business Loan: Processing fees: 1% of loan amount (exclusive of
Provided to self-employed women (fruit vendors/vegetable taxes)
vendors/petty shop owners/tailors etc.) for financing diverse
business needs such as capital expense, working capital, Emergency Loan:
repayment of high cost debt etc. The loan is designed to meet the unforeseen medical
Features: emergency requirements of customers. The loan is disbursed
Loan range: Rs.6,000Rs.50,000 Interest rate within 24 hours of request from Customer.
(Reducing balance): 21.25% p.a. Features:
Repayment tenure: Loan range: Rs.2,000Rs.5,000
Loan amount between Rs. 6,000 - Rs. 15,000: 1 Interest rate (Reducing balance): 21.25% p.a.
year Repayment tenure: 6 Months
Loan amount between Rs. 16,000-30,000: 1 Year/ Processing fees: 0%
2Years
Loan amount between Rs. 31,000- 50,000 : 2 Years Education Loan:
Processing fees: 1% of loan amount (exclusive of Education loan helps promote education among our
taxes) customers and their children. The product has been designed
Family Loan: to help finance the education expenses e.g. admissions fee,
Family loan is designed for low income economically active purchase of text books, uniforms etc. for children studying
women to finance a range of family needs such as school from nursery to degree/diploma/vocational training.
expenses of children, medical care, house repairs, social Features:
and religious obligations, buying consumer durables and Loan range: Rs.5,000Rs,15,000
repayment of high-cost debt previously taken for family Interest rate (Reducing balance): 21.25% p.a.
needs. Repayment tenure: 12 Months
Features: Processing fees: 1% of loan amount (exclusive of
Loan range: Rs.6,000 Rs. 35,000 taxes)
Interest rate (Reducing balance): 21.25% p.a.
Repayment tenure: Loyalty Loan:
Loan amount between Rs. 6000 - Rs. 15000: Loyalty loan has been designed as a top up loan to assist our
1 year loyal customers attain additional liquidity in their business
cash-flows during the festival seasons. This product is a token
Loan amount between Rs. 16000-30000: 1 of appreciation for customers who have maintained more
Year/ 2Years
than 20 EMI relationships with Ujjivan Financial Services.
Loan amount between Rs. 31000- 35,000 : 2 Features:
Years
Loan range: Rs.5,000Rs.15,000
Processing fees: 1% of loan amount (exclusive of Interest rate (Reducing balance): 21.25% p.a.
taxes)
Repayment tenure: 12 Months
Agriculture and Allied loan: Processing fees: 1% of loan amount (exclusive of
Agriculture is the backbone of Indian economy. Keeping in taxes)

9
 Individual Loan Products
Individual loans are higher ticket size loans tailor made to Higher Education Loan (HEL)- Higher Education Loan
suit our mature group loan customers. Individual loans are has been specially designed to cater to the needs of the
disbursed on an individual basis to existing Ujjivan customers families who find it difficult to arrange for higher education
who have successfully repaid 20 EMIs or more. The modified of their children due to lack of access to organized credit.
product variant is also available for new to Ujjivan customers. Loan Amount: Rs. 51,000 Rs. 1,50,000
The Individual loans at Ujjivan are available for business Interest Rate: 23.25% p.a. declining
expansion, home improvement, animal husbandry, children Tenure: 6 24 months
higher education, and agriculture crop cycle and inputs Processing Fee: 1% of loan amount (exclusive of taxes)
management.
Individual Agriculture Loan (IAL)-The Individual Agriculture
Individual Business Loan (IBL)-This loan product gives
Loan has been designed for marginal and tenant farmers who
our customers access to finances for working capital
find it difficult to access adequate institutional credit for crop
and asset improvement for their business enterprises.
cultivation.
Loan Amount: Rs. 51,000 - Rs.1,50,000 Loan Amount: Rs. 31,000 Rs. 80,000
Interest Rate: 23.25% p.a. declining Interest Rate: 23.25% p.a. declining
Tenure: 6 24 months Tenure: 4 12 months
Processing Fee: 2% of loan amount (exclusive of taxes) Processing Fee: 1% of loan amount (exclusive of
taxes)
Home improvement loan (HIL) - This product gives financial
access to customers towards payment for home improvements Open Market Livestock Loan (OMLL)- This loan facilitates
Loan Amount: Rs. 51,000 Rs.1,50,000 income enhancement by providing capital to livestock
Interest Rate: 23.25% p.a. declining breeders (who are new to Ujjivan Financial Services) for
Tenure: 12 36 months purchasing additional cattle and cattle shed renovation.
Loan Amount: Rs.51,000 - Rs.1,00,000
Processing Fee: 2% of loan amount (exclusive of taxes)
Interest Rate: 23.25% p.a. declining
Tenure: 6 - 24 months
Livestock Loan (LL) - This loan facilitates income
Processing Fee: 1% of loan amount (exclusive of taxes)
enhancement by providing capital to livestock breeders for
purchasing additional cattle and cattle shed renovation.
Loan Amount: Rs. 51,000 - Rs. 1,50,000
Interest Rate: 23.25% p.a. declining
Tenure: 6 24 months
Processing Fee: 1% of loan amount (exclusive of taxes)

Individual Bazaar Loan (IBZL) - Individual Bazaar Loan

is offered to clients operating in the bazaar area for the
purpose of business improvement. This product has been
specifically designed to cater to the needs of open market
customers i.e. customers who have not graduated from Group
Lending to Individual Lending in Ujjivan Financial Services.
Loan Amount: Rs. 51,000 Rs.1,50,000
Interest Rate: 24% p.a. declining
Tenure: 6 24 months
Processing Fee: 2% of loan amount (exclusive of taxes)

10
Insurance
Insurance for Group Loans
We advise all our borrowers and their spouse to avail the benefit of insurance. Insurance for borrowers is available up to the age of
59 years and for their spouse up to 58 years. Availing insurance product through Ujjivan Financial Services is optional and is subject
to sole discretion of customer/spouse.
In Rupees

Premium Total premium

Sum assured 1st year
Product Tenure Customer Spouse Customer + spouse / 2nd year
Core GL (6,000-15,000) 1 year 94 114 208 20,000
Core GL (16,000-30,000) 1 year 141 172 313 30,000
Core GL (16,000-30,000) 2 years 283 344 627 30,000
Core GL (31,000-50,000) 2 years 471 573 1044 50,000
Education loan 1 year 94 114 208 20,000
Top up 9 months 47 57 104 10,000
Loyalty (5,000-10,000) 1 year 47 57 104 10,000
Loyalty (11,000-15,000) 1 year 94 114 208 20,000
Emergency loan 6 months Nil
Preprinted receipt on loan card will include details of payment of husband insurance premium, wherever applicable
Policy tenure will be 1 year/ 2 years depending on the loan tenure. Age of the customers must be between 18 and 58 (for
fresh customers) years and age of spouse must be between 18 and 58 (fresh customers) Years.
Insurance for Individual Loans
We advise all borrowers and co-borrowers to insure them
Age of the customers must be between 18 and 57
Premium amount: Rs.4.09 per 1000 loan per person per year
Sum assured is equal to loan amount

Policy Start Date (w.r.t

Disbursement date Policy Tenure
disbursement date)
1st to 15th of the month 1st of the same month 12/24/36 months from the policy start date
16 to 30th /31st of the month
th
16th of the same month 12/24/36 months from the policy start date
Ujjivan also insures Housing Loans and Micro & Small Enterprise Loan borrowers on the similar lines.

11
 Micro and Small Enterprises (MSE) Products
Unsecured Business Loan - This product caters to the need Secured Enterprise Loan - This product caters to the need of
of customers who are into the business of Micro and small customers who are into the business of small enterprises and
enterprises and require loan for expanding their business require loan for expanding their business premises/purchase
premises/purchase of new machinery, Working Capital, of new machinery, Debt consolidation (refinance any loan
Debt consolidation (refinance of any loan taken for business taken for business purpose), working capital or any capital
purpose) or any capital investment. Primarily, the businesses investment. Primarily, the businesses are registered in this
are not registered in this segment. No documentary income segment. Some formal documents are collected as income
proof and high fungibility with family income and expenses. proof, tax-filling done although irregular and moderate
In this segment, the tax filling is non-prevalent. No collateral is exposure to banking. The loan will be secured by residential
required for these loans. building or mixed use (residential and commercial), taken as
collateral.
Loan Amount: Rs.1,50,000 3,00,000
Interest Rate:24% p.a. declining Loan Amount: Rs.10,00,000 25,00,000
Tenure: 12 - 36 months Interest Rate: 17-19% p.a. declining.
Processing Fee:2.25% of loan amount + Service Tax Tenure: 36 - 84 months.
Processing Fee: 1.00% of loan amount + Service Tax
Unsecured Enterprise Loan - This product caters to the need Log in fee: Rs.1,500 + Service Tax
of customers who are into the business of small enterprises
and require loans for expanding their business premises/ Secured Business Loan This product caters to the working
purchase of new machinery, Debt consolidation (refinance capital requirements/capital investment/mixed use of micro
any loan taken for business purpose), working capital or any and small entrepreneurs for their smooth running of business.
capital investment. Primarily, the businesses are registered in The loan will be secured by residential building or mixed use
this segment. Some formal documents are collected as income (residential and commercial), taken as collateral. (Discontinued
proof, tax-filling done although irregular and moderate from February2017)
exposure to banking. No collateral required.
Loan Amount: Rs.3,00,00010,00,000
Loan Amount: Rs.3,00,000 5,00,000 Interest Rate:19.75% p.a. declining
Interest Rate:21-23% p.a. declining Tenure: 24 84 months
Tenure: 12 - 36 months Processing Fee:2.00% of loan amount + Service Tax
Processing Fee: 2.00% of loan amount + Service Tax Log in fee: Rs.1,500 + Service Tax

Housing Loan Products

Home Loan product variants offered by Ujjivan Financial Home Improvement Loans The loan can be utilized for
Services are briefly as given below. incremental housing work like extension, renovation and
sometimes completion. In extension purpose the works
Home Loans (Informal Segment) Loan can be utilized for
include addition of rooms in the same floor or in higher
Construction/Purchase of a home. In this segment, there is
floors. In renovation purpose the works include, roof
non-availability of proper documents to assess income. The
conversion, floor elevation, Plastering & Painting, Building of
income range is Rs.15000-Rs.50000 per month. Average ticket
Compound walls, Portico extension etc. The income range is
size of this segment is 5 Lakhs and average tenor is around
Rs.15000-Rs.50000 per month. Average ticket size is around
8 years. Loan to Market Value goes up to 70% (actual LTV is
Rs.3 Lakh and average tenor is around 6 years. Loan to Value
much lesser) and Loan to Estimate can go up to 80% under
is restricted to 50% and Loan to Estimate can go up to 90%.
this product.
Loan Against Property The end use of this loan primarily
Home Loans (Semi-Formal Segment) Loan can be utilized
goes for asset creation. There may be mixed usage for
for Construction/Purchase of a home. In this segment, the
education or business. The income range is Rs.15000-Rs.50000
income is partially documented. The income range is Rs.20000-
per month. Average ticket size for the product is Rs.4 Lakh and
Rs.60000 per month. Average ticket size of this segment is
average tenor is 8 years. Loan to Value has been restricted to
around 8 Lakhs and average tenor is around 11 years. Loan to
60% of the Market Value of the property.
Market Value goes up to 70% (actual is much lesser) and Loan
to Estimate can go up to 90% under this product.

PRODUCTS OFFERED LOAN AMOUNT ROI TENOR PROCESSING FEE

Home Loan (Informal Segment) 15.75% p.a. 24 to 180 2% of Loan Amount(exclusive
2-15 Lakh
Construction/Purchase reducing balance months of Service Tax)
Home Loan (Semi-Formal Segment) 12.75% p.a. 36 to 180 1.5% of Loan Amount(exclusive
5-15 Lakh
Construction/Purchase reducing balance months of Service Tax)
17.75% p.a. 24 to 120 2% of Loan Amount(exclusive
Home Improvement Loan(Secured) 2-7 Lakh
reducing balance months of Service Tax)
19.75% p.a. 24 to 120 2% of Loan Amount(exclusive
Loan Against Property 3-10 Lakh
reducing balance months of Service Tax)

12
Service Quality

Our Service Quality programs implemented over the past up roles in Bank Branches have been trained on above policies
few years have been a key differentiator in the micro finance for effective implementation. The customer service aspects
sector. Our impressive customer retention rates year on year will be monitored by the Small Finance Bank through Customer
are key testimony of our customer centric approach. During Service Committee of the Board, Standing Committee on
the year 2016-17, we have taken a number of initiatives in Customer Service and Service Quality department.
order to upgrade our Service Quality programs for an effective
transition from a lending organization to providing a full range Customer Retention Programs
of banking services. These initiatives are primarily focused Ujjivan has been maintaining a healthy customer retention
on service quality trainings for frontline staff, developing rate and observed a marginal Increase from 86.29% to 86.40%
customer service related policies, setting standards and in 2016-17 compared to the previous year despite impact on
processes for banking services including deposits and our operations due to demonetization and increased credit
introduction of new software solution and channels. bureau related rejection rates from 11.6% in 2015-16 to 14%
in 2016-17.
Customer Service & Governance
Ujjivan as a micro finance institution has always believed in Customer Care Representatives placed in each of our branches
client protection and fair lending practices. Hence we have have met over 93,721 inactive customers and retained 41% of
invested significantly on financial literacy programs, customer them with repeat loans.
awareness on fair practices code, education on ill effects
of multiple borrowing, avoidance of over-indebtedness, Chart 1: Number of Exit Interviews conducted by CCRs
importance of maintaining a healthy credit history, issues during FY 2016-17 and retention percentage
relating to ghost lending and safety of customer information.
We have also trained all our frontline staff on fair practices
code, transparency, respectful treatment of customers,
and grievance redressal mechanism. Ujjivan follows various
guidelines issued by Reserve Bank of India (RBI) on Fair
Practices Code for NBFC-MFIs and has also adopted Industry
Code of Conduct developed by MFIN (Microfinance Institutions
93721
Network). Ujjivan also endorsed Smart Campaign-a global
initiative committed to embedding strong client-protection 83612
practices into the microfinance industry, and implemented
adequate global standards of Client Protection Principles. 38043

As we are preparing for providing full range of banking

services that includes deposit products and payment services,
above mentioned customer service and customer protection
framework need enhancements. Hence we have developed
various customer service related policies with the principle Note: 83,612 customers expressed their willingness to rejoin.
guidelines taken from regulatory sources like the master Of these, 45000+ customers were not retained due to multiple
circular on customer service & banking ombudsman scheme borrowing, bad credit history, migration and other reasons
by Reserve Bank of India and various model policies of Indian
Customers Grievance Redressal
Banks Association. The policies which were developed and
incorporated are a) Customer Service Policy b) Customer Ujjivan adopted a well-structured customer grievance
Grievance Redressal Policy c) Policy on Avoiding Misselling redressal mechanism and provides customers a reliable
d) Comprehensive Deposit Policy e) Customer Rights Policy and easily accessible interface for timely and fair resolution
f) Customer Compensation Policy g) Policy on Fixing Service of enquires & complaints. Our Board approved policy on
Charges, and h) Citizens Charter. Frontline staff who will take

13
 customer grievance redressal aims to minimize the instances As part of transitioning from MFI to Small Finance Bank, we
of customer complaints through proper service delivery and have enhanced our grievance redressal mechanism by placing
review mechanism. Ujjivan provided multiple levels of contact Nodal Officers in all 4 regional offices and Principal Nodal
and escalation points for customers to seek prompt resolution Officer at corporate office.
of their queries.
Assessments:
Customer Care Representatives (CCR) - We have 430 Code of Conduct Assessment (COCA):
CCRs working in branches as the first point of contact for
the customer for complaint resolution. Due to low literacy Ujjivan underwent the Code of Conduct Compliance
rates and their vulnerable background, our customers found Assessment during December 2016. The assessment was
it convenient talking to someone face-to-face rather than conducted by M2i Consulting, an independent agency, using
calling a remote helpdesk, hence we have given importance COCA Compliance Assessment Tool. This tool requires scores
to placement of CCRs in most of branches across the country. to be assigned on the seven Code of Conduct dimensions
Client Origination, Loan Pricing, Loan Appraisal, Client Data
Toll-free Customer Helpline is a second level escalation Security, Staff Conduct, Client Relationship and Feedback
point for customer grievances. The Help Desks ensure that all and Integrating Social Values into Operations, across the four
complaints are tracked, resolved and if required, escalated on parameters Approval, Documentation, Dissemination and
a timely basis. Observance. The seven dimensions have been drawn from a
review of the norms prescribed for MFIs including industrys
Grievance Redressal Officer: Each Regional Office has a code of conduct, fair practices code of RBI and CGAPs client
Grievance Redressal Officer (GRO) for 3rd level escalation; protection principles (Smart Campaign). The COCA tool also
GRO monitors customer grievances at the regional level and specifically assesses the MFI for compliance against the RBIs
is responsible for ensuring timely resolution of all complaints guidelines and scores it as well. The scores on the COCA
received directly and through CCRs and Helpdesks. indicators are then scaled down in proportion to the score
received in Regulatory Compliance.
Outbound Calls: Ujjivan offered Welcome & Service feedback
calls to all new and repeat clients after loan disbursements. Ujjivan has received composite COCA score of 93% (145.8
This is to seek their feedback on quality of our services, turn- out of 157) on seven CoC dimensions and 100% (12 out of
around-time and employee behavior. The customer complaints 12) scores on adherence to RBI directions which denotes
received through these outbound calls were also documented Excellent Adherence.
and resolved by our grievance cell.
Understanding the expectations of un-served and under-
Call-back Requests: We have provided an option in our served customers from a bank
website for customers who wish to raise enquiries or complaints
by submitting call-back request using our web page. All these The unserved and underserved segment of the society
requests are being attended by our regional helpdesk teams generally perceives that the banking transactions are painful,
through outbound phone calls. We have received 344 call-back unsafe, entail long waiting time in queues at bank branches
requests during the year 2016-17. and they also face lack of respectful treatment, difficulties
in accessing their funds and poor assistance in filling forms
Chart 2: Customer Enquiries and Complaints attended and or carrying out a transaction. Due to these barriers, Ujjivans
resolved during the year present customer base and large section of lower income
group population dont seek banking services for their day to
day financial transactions. Ujjivan had assisted its customers
to open savings accounts in other bank branches in the last
few years. However, it was evident that these customers have
not been actively using their bank accounts for the reasons
mentioned above. Therefore, our Service Quality programs
focused on changing those perceptions towards banking -an
assurance that ensures:

Customers are treated respectfully irrespective of the size of

their transactions
Quick and hassle free services
Doorstep services to ensure easy access and convenient
banking
Assisted services across channels for smooth banking
transactions and ensure gradual shift from assisted to self-
service model
Table 1: Statement of Customer Complaints received and
Service Quality Trainings
resolved during the period Apr 2016 to Mar 2017
As we are into a transition phase from a lending business
FY 2016-17 to deposit seeking business, our staff requires change in
mindset in order to be prepared for handling expectations
Disclosure of Complaints Count of depositors. We started with Customer Centricity and
No. of complaints pending at the beginning Mindset Change trainings for front end staff in branches.
14 The training focused on the skills required to handle different
of the year
types of customers and their needs effectively while delivering
No. of complaints received during the year 2171 new range of banking products and services through a multi-
channel network. The trainings for branch managers, sales
No. of complaints redressed during the year 2072 and operational staffs of branches were conducted by Service
Quality on assisted banking services and behavioral aspects
No. of complaints pending at the end of for improving quality of customer interactions. Service Quality
113
March 2017 also emphasizes on Internal Customer Service which is a

14
prerequisite for delivering excellent customer experience, Our new CRM software is capable of handling different types
hence the trainings for key support functions within the Bank of customer support requirements such as service requests,
were carried out with a special emphasis on promoting internal deliverables management (debit cards, cheque books,
customer service. statements of accounts), enquiry, complaints and feedback.
The CRM solution enables auto assigning of service requests
Customer Relationship Management to concerned support functions and fulfillment teams, tracks
resolution against prescribed turn-around-time and auto
Customer Care Representatives (CCR) enhancing skills
escalates pending requests. The system acknowledges receipt
from a Micro Finance role to a Bank Role: Over a period of 7
of requests or a complaint via text messages sent to customers
years we have developed a unique CCR program that provides
and communicates the closure of the issues.
abranch one representative who will focus on the needs of
walk-in customers at the branch, their query and complaint From a traditional Helpline to 24/7 Phone Banking Unit
resolution and on reducing customer dropout rates. One of multiple channels for customer support:
the major achievements of the CCR project was achieving high
customer retention rates through an exit interview process for We have migrated from a traditional 9 am - 5 pm helpdesk
dropout customers.. to 24/7 multilingual phone banking unit with an advanced
contact centre technology. Our customers will not face hassles
Preparing the existing CCRs for a Small Finance Bank was one of IVR or robotic voice; their calls will be directly connected
of the key focus areas of Service Quality department during to dedicated officers based on preselected language
the year. The CCRs will now be placed at the welcome desk preferences. The integration between computer telephony
in Bank Branches and specifically trained on attending and CRM solution enables phone banking officers to view
customer needs and providing assistance in carrying out their customer profile, portfolio and outstanding service requests
transactions quickly. We have envisioned paper-less banking which enables appropriate responses to customer enquiries,
concept to make banking transactions effortless and quick. thus providing a seamless customer experience.
In case of any forms/ challans are still needed and customers
are unsure of how to fill them, our CCRs and other staff at In addition to phone banking, our customers are provided
branches will assist them for the same. The training of CCRs with other multiple channels to seek resolutions for their
are being completed through multiple phases including role enquiries, requests and complaints. These include options
based bank readiness training, technology and regulatory such as customer care email, internet banking, mobile banking
trainings. A variety of training methodologies are being used and our website where customers can find feedback/ enquiry
such as interactive sessions with group discussions, role plays templates to fill and submit. A dedicated centralized Customer
using real life situations, practical technology sessions and Care Cell is in place to effectively respond to customer
e-learning projects. enquiries received through these alternate channels.
CRM solution:

Until now, a simple complaint tracker was used by Service

Quality team to document, track and resolve customer
enquiries and complaints. The complaint tool was not
integrated with the core banking solution. Entire workflow of
a query or complaint resolution was managed at one point by
Service Quality since the types of customer queries or issues
are simple and very less in lending business. In a banking space,
where full range of financial products and services are offered,
there are variety of customer needs hence we were required
to adopt a robust software solution.
15
 Risk Management

To build a robust risk management framework for its operations, In compliance with the requirement of Companies Act, 2013,
Ujjivan as an MFI had set up an independent Risk Management Ujjivan completed in 2016-17, a review of its Internal Financial
department to manage various risks. The department had Control (IFC) based on the COSO framework. It is now in
addressed inherent risks and developed controls for Ujjivans a state of preparedness for ISO 27001 certification and is
existing lines of business as an MFI. The scope and remit of the implementing Business Continuity measures pursuant to the
Risk Management department has been enhanced to address requirement of ISO 22301.
additional risks as it transitions into a Small Finance Bank
and new products and enhanced IT systems and processes
are introduced. To meet this, Ujjivan has procured both an
EGRC and ALM solution to effectively monitor aspects of
Credit, Market, Liquidity, IT and Operational risks. Policies and
procedures to meet the enhanced requirement have been
formulated with the approval of the Board, in addition to the
constitution of independent committees to oversee Credit,
Market and Operational Risk. The Risk Committee of the Board
have reviewed risk management policies in relation to various
risks including portfolio, liquidity, interest rate and operational
risks., Investment policies and strategies, regulatory and
compliance issues in relation thereto are also reviewed by the
Committee.

Ujjivan Financial services as a MFI had exposure to money

market instruments through CPs in FY 2016-17 In addition to
its traditional funding sources from Banks, NCDs and NBFCs
etc. As such the function of market risk was mainly restricted
to ALM. Ujjivan had a unique process to evaluate and monitor
risk at each of its branches. This included an assessment of
both internal and external factors, including quality of credit
portfolio, branch supervision, staff attrition and external
events. A team of field risk staff complemented the efforts of
the team at the corporate and regional offices to generate a
risk score for the branches. Based on the risk scores generated,
the branches that are deemed to be exposed to higher risks
were subjected to greater monitoring and control and the
frequency of audits at these branches was increased. It is this
rigorous monitoring of risk at a granular level that had helped
Ujjivan avert any major crisis that had affected the MFI sector
from time to time.

16
Human Resources
Our Culture: Employee First
Ujjivan has a culture based on a set of core values of Integrity, At Ujjivan, we believe in Employee Power & Employees First
Transparency, Respect, Professionalism and Teamwork tied is our motto. We believe that happy employees create happy
together amidst diversity. Our people have been our vital customers. Employees at Ujjivan feel cared for & valued. All
energy source, giving us strength every step of the way, employees here take a lot of pride in doing meaningful work
during this metamorphosis into a Small Finance Bank. For us, & bettering lives. Ujjivan tops the chart in Customer Service
it has been a journey of striving to work for the development & Customer Retention Ratios across the Banking & Financial
of our customers. We also practice an open door policy Services Industry.
where employees are free to put across their ideas to foster
transparency, fairness, integrity and innovation within the In this entire journey of transformation from microfinance to a
organization. Small Finance Bank we have ensured professional development
is accorded the highest priority so that the employees feel
Ujjivan believes in the purposeful involvement of employees valued and their skills are being nurtured to take over future
at their workplace so that they can make a difference & give roles within the organization.
back to the community and make a positive impact.
In alignment with the motto of Employees First, our Banking
Described as a Great Place to Work by employees (a fact Services was first launched to our employees before it was
validated through external platforms), Ujjivan has always opened up to our customers and the general public. While we
invested in its people. Since inception, we have always transitioned into becoming a Bank, we always worked with the
believed in building a culture of trust in our processes & prerogative that new opportunities & roles will first be given
functions throughout the organization. As a result, we have to the existing employees before opening it up for external
grown together as an organization which is Born of Trust hiring & talent acquisition. Besides communicating this, the
and are known for our service excellence. We have been able HR Team has also proactively engaged in assuring employees
to achieve this by being a people-oriented organization. At that there would be continuity of service and preparing the
Ujjivan you will see that all employees share a unified vision employees for their collective growth with the transition.
& purpose the HR Team has been successfully enabling this
through its initiatives & communication channels.

17
 Employee Engagement Besides this, we ensure that employees availed compensatory
In order to create a conducive environment for young mothers leaves when they put it extra working hours; conducted de-
who are employed at Ujjivan, we have been providing on-site stress activities & also actively resolved grievances. It was
day care crche facilities in our corporate office since 14th of evident during this period that the leadership actively invested
June, 2016. It also provides state of the art infrastructure and in the well-being of the staff, especially the field staff. Various
services to the new -borns and toddlers. initiatives conducted by HR at the branches like de-stress
activities, hours of fun etc. helped in tackling periods of stress
and crisis.

No stone was left unturned in reaching out to our branches and

employees, especially in the distressed areas. Communication
channels remained open and empowered through this, staff
found additional support and resources to tackle sensitive
issues and customer issues.

Attracting Talent
There was an increased focus on recruitment to keep pace
with the rapid growth of the microfinance business and to
prepare for the bank transition. To meet the talent needs of
Celebrating Together the organization and in preparation for the SFB branch roll
outs, we on boarded 4092 new employees during the FY 16
Ujjivan has a strong culture of celebrations. All occasions
17. We hired across all organizational levels and ensured that
are celebrated with great fervour and excitement at Ujjivan
the people on boarded in time.
Regional Offices and branches. A few examples of such
celebrations include: Management Development Program
Ever since 2008, Management Development Programs
Successful IPO & Listing of the company (MDPs) have been a focussed induction program for fresh
The Great Place to Work ranking management graduates. We shortlisted 118 Management
Receipt of the in-principle Approval from the RBI to set graduates during the FY 2016-17 who will undergo a structured
up a Small Finance bank programme(Ujjivan Gurukul), in the current year familiarizing
Receipt of the Small Finance Bank License from RBI them with the Ujjivan ethos, values, business & operations.
All other regional & religious celebrations & festivals
Talent Management:
The Leadership is actively involved in these celebrations and Last year was a year of great importance for Ujjivan as we
key events were telecasted live to our employees across all transitioned into a Small Finance Bank. The transition entailed
regions in India. The HR Team has always been involved in a lot of challenges, including on-boarding new talent and
proactively enabling such initiatives. A campaign called We retaining the existing talent. However, Ujjivan succeeded in
are Now Bankers was initiated to heighten pride among our achieving a remarkable 83.9% retention rate against 75%
industry average. 87% of our employees are engaged in field
employees as we began operations as Ujjivan Small Finance
level interactions with customers which involves understanding
Bank.
the customers financial needs and catering to the same.
Being a Great Place to Work Career Opportunities - Internal Job Postings (IJPs) and
Based on our survey results & the study conducted in 2016, we Employee referrals
are ranked 3rd in Indias Best Companies to Work For & ranked At Ujjivan, IJPs & employee referrals are vital source of
10th in Asias Best Large Workplaces List. recruitment and have helped in sourcing talent for various
Here are a few facts we take pride in being the 10th Best critical banking positions. In the FY 2016-2017, once the new
Large Workplace in Asia. organizational structure for the bank was finalized and list of
job roles were identified, the opportunity to take up new roles
We are the Highest Ranked Indian Organization on this list. was opened to the existing employees through internal job
This is what the Great Place To Work Institute says about postings.
this study: Several IJPs were rolled out for different banking roles and
overwhelming responses were received from employees
The Best Workplaces in Asia list recognizes organizations in the across various departments. To ensure suitable candidate
Asia region that are dedicated to sustaining high-trust cultures fitment a robust framework of screening was developed which
included the employees past performance in the organization,
for their employees. These workplaces are distinguished by their
performance in aptitude tests, supervisory feedback and
extraordinary levels of trust, pride, and camaraderie. Putting interviews.
their people first is a key priority for these companies and it is this
commitment to providing strong, caring, and innovative cultures Rewarding Our People:
that we celebrate with our Best Workplaces in Asia list. Compensation Philosophy
(Source: http://www.greatplacetowork.net/best-companies/best-workplaces-in- Ujjivan believes in paying its employees in an equitable and
asia/best-large-workplaces-in-asia)
fair manner. We endeavour to link our rewards package to the
It is our constant endeavour to support our employees at all individuals profile, performance and role.
times of needs. One such momentous occasion came up as Our endeavour through our Rewards package is to support the
the country grappled with the aftermath of demonetization. organizations efforts to build a meritocratic organization.
With ATMs unable to dispense cash and banks running out
of money, we stepped in to support our employees and cash Employee Benefits
salary advances were extended to employees in addition to Ujjivan believes in offering great benefits to employees to
getting our partner banks to extend mobile ATM services ensure that employees have increased efficiency and have
to our staff in the offices. This well timed and well-meaning higher commitment to meeting the companys goals. We
started the year with a comprehensive benefits portfolio
gesture helped our employees focus on supporting our
which ensured all employees of the organization had benefits
customers well and focus on their work through the turbulent
that supported every stage of life and help plan for the future
phase of the nations transformation. as well.

18
The implementation of our people strategy started during FY In another significant preparatory step the organization
16-17 in preparation for meeting the requirements as a bank. benchmarked its salaries against the industry to ensure that we
This included a lot of efforts to streamline our benefits to align pay our people in accordance to banking standards. A detailed
to banking standards. We attempted to automate our benefits study of the compensation structure of the organization
enrolment and the response from employees to this initiative was also undertaken and salary changes were recommended
was overwhelmingly positive. basis several factors including the quantum of job change in a
position in the SFB.
In the month of June 2016, my spouse suddenly fell ill and
required an emergency hospital admission. Employee Stock Option Plan (ESOP)
With the cooperation that I received from the organization Ujjivan has offered Stock Options to its employees since
and various teams (HR & our Insurance Service Providers) I was its early days. The stock options are not limited to senior
able to get treatment for my spouse from a reputed hospital employees but also extended to employees at all levels based
atzero cost. on the employees performance. Out of total 6098 employees
Thank you UJJIVAN HR Team for your great support. Mr. who have been granted ESOPs, 764 employees have exercised
their options. Last year we granted ESOPs to 3880 eligible
Prabir Kar (Officer CMS Operations)
employees based on their performance.
Rewards We successfully launched our IPO in May 2016, post which, a
As a part of the transformation journey from an MFI to a Small lot of excitement was seen amongst the employees to exercise
Finance Bank, Ujjivan found that a lot of new roles relevant to their vested options under different schemes.
SFB were being created and current jobs were undergoing a
significant change. The organization rolled out a new grade
structure by evaluating all unique jobs in the organization
through a scientific, analytical and job centred process. This
was done keeping in mind the industry norms for the various
verticals we operate and the job families.

No of employees granted No of employees who have exercised some part

ESOP Scheme
ESOPs of the ESOP grant

ESOP 2006 22 10
ESOP 2007 46 30
ESOP 2008 204 93
ESOP 2010 1144 373
ESOP 2010 for FY11-12 2127 545
ESOP 2015 2817 276
Additional grant under ESOP 2015 3880 0

Employees speak on ESOP: The day I received ESOPs from Ujjivan, it was
I am working at Ujjivan for the past ten years. a memorable day for me. I strongly believe that
Ujjivan has played a major role in improving this is not only an appreciation for my work but
my standard of living. I was unable to have any is a huge responsibility. After selling some part
savings out of my salary earlier. But ESOPs given of ESOPs, I have purchased a small flat for my
by Ujjivan helped me earn a lot when I sold it. My family. This was a dream come true for me after I
family is also very happy as it helped me buy a have received the ESOPs -Milan Panda (Officer
property, which was my dream -Ramu S (Branch Administration-East)
Operation Officer-South)

19
 Learning the Ujjivan Way: Technology based Processes:
When Ujjivan first embarked on its exciting journey of getting Technology in HR has played a vital role in managing employee
the coveted Small Finance Bank license, we made some clear life cycle processes based out of diverse geographies.
decisions. Our employees are precious to us and we have always The role of technology was more pronounced during transition
looked for ways to add value to their work and life. Hence we to Small Finance Bank. We were able to successfully conduct
decided to build our internal talent to scale up to certain key IJP tests online through, the Learning Management System
roles in the SFB. We recognized the inherent challenges that (Moodle) covering 3500 applicants leading to time and cost
came with these decisions since we had limited time and an savings.
audience which till date was accustomed to working in the MFI It was and still continues to be widely used to disseminate
space with minimal or no exposure to Banking. several banking related trainings to the entire Ujjivan employee
Ujjivan as an MFI excelled in its learning since it successfully base.
ran various interventions both at the branches and backend. Our transition to a bank called for stricter process controls
However, what we now needed was bigger and more complex within the HR domain and improving the ease with which the
since it involved both mind-set change and knowledge employee can access the HR software. Hence we sought to
enhancement in a completely new space. The intense learning upgrade our current HR management software with Ramco
roadmap for entire process of transition training was organized HRMS. With the introduction of the HRMS several of the HR
under the following areas: processes such as recruitment, PMS which erstwhile were
being done manually would be automated. This would increase
the efficiency of the process by reducing the man-hours spent
on manual tracking and improving transactional transparency.
The predictive capabilities in HRMS would also provide focused
direction to drive our employee engagement efforts.
The predictive capabilities in HRMS would also provide focused
direction to drive our employee engagement efforts.

Success Stories

My journey with Ujjivan started on 1st April2008

as a CRM in Madangiri Branch in Delhi. Within
a year I was promoted to a Program Manager
for the Uttarakhand location and worked on
surveys and Branch opening in Uttrakhand and
Uttar Pradesh. In 2010 I was promoted as Area
Manager for Uttar Pradesh and Uttrakhand.
In 2012 I was transferred & promoted as
Distribution Manager for Gujarat.

Working in Ujjivan you never feel that you are doing a job,
The idea was to conceptualize the learning roadmap for the you feel like it is family - openness, friendly culture and easily
transition centrally in alignment with the other functions approachable to senior management for any guidance and
and the overall strategy for SFB branch roll-out. Some of the support when you need. It also gives opportunity and space
directives for the Learning and Development team were: to do things with new way also Abhishek Kr. Sharma
Building the new customer service mind-set (Distribution Manager Gujarat)
Building role-based operational competency
Building the technology competency I joined Ujjivan as Program Manager and
Building the Risk and Compliance knowledge handled 3 branches for unsecured business.
Cultural alignment of existing and new employees I have always been very happy about the
customer centricity at Ujjivan. Ujjivan has a
It became imperative to encourage our people to start great working environment and I am proud to
thinking like Bankers. Training plans were developed based be a part of it. I performed to my level best and
on the analysis of training needs conducted in consultation got transferred as the Cluster Branch Head for
with various businesses. A host of training programs were Whitefield Bank Branch. It was a dream come
developed and delivered which was a healthy mix of internal true for me to work in a Bank .Ujjivan has given me this great
and external interventions which empowered our existing opportunity for the growth in my career and personal life.
staff to take on new SFB roles. Thanks to Ujjivan! - Murali Rai S (Cluster Manager- Whitefield
Ujjivan conducted 7615 Change Awareness trainings totalling Karnataka- South)
to 30,456 man hours. Ujjivan had also conducted for its branch
roles 2763 basics of banking trainings totalling to 99,468
man hours and 733 Branch roll out training covering Branch
readiness, branch technology and branch regulations totalling
to 25,040 hours, 14,848 hours and 7,520 hours respectively.
For back end and control functions 1,045 employees were
trained in Basics of Banking totalling 25,080 hours.
During transition to the Small Finance Bank, our MFI and
Business-As-Usual training continued. Since we employed a
number of people across roles and functions, it was important
to align cultures and create familiarity with the MFI business.
We trained 3,249 employees over 4,30,208 hours as part of
the MFI branch induction training.
In addition to Induction, we conducted several workshops such
as Interviewing Skills, Facilitation Skills and other Leadership
Development programs.

20
Community Development Programs
Ujjivan initiated Corporate Social Responsibility projects under the banner of Community Development Programs (CDPs) from
2010 - the year we achieved breakeven and even before the CSR became mandatory under The Companies Act 2013. The CDPs
programs addressed critical community needs.

Background

Ujjivan has started CDPs after the first year of profitable operations in 2009-10, the Board of Ujjivan has been allocating part of
the profit to be utilized for community development programs every year. Ujjivan has a unique CSR approach, the community
development projects are being undertaken by each branch rather doing it only at Corporate Office level. This diversification
approach maximized the benefits to communities at all states and regions where we operate. The branch forms an ad-hoc committee
for community development projects every year which involves representatives from customers in local areas. The branch CDP
committee decides the projects to be undertaken for the year considering the critical need of local community. Through this, we
have been supporting shishu mandirs, anganwadis, educational Institutions, local communities, local government institutions, old
age homes and orphanages for creating better infrastructure and essential amenities for children and underserved communities.

Focus on Swachh Bharat Abhiyaan From past 3 years we have been undertaking community development initiatives focused on
Swachh Bharat Abhiyaan a key project initiated by the Government of India. As part of Swachh Bharat Campaign, the Ujjivan
CDP team helped school children and local communities by building or renovating toilets, sanitation and water facilities in 324
Government Schools across India during FY 2016-17 benefitting approximately 1,44,360 school students.. 62% of Ujjivan CDPs
in FY 2016-17 were contributed towards the Swachh Bharat Abhiyaan campaign. Overall 438 branches have carried out projects
during the year and helped over 242000 beneficiaries.

CSR Projects South North East West Total %

Drinking water facility 33 27 66 23 149 34%
Facilities for Schools 11 78 11 32 132 30%
Toilet construction/ renovation 32 10 37 24 103 24%
Health & Hygiene 10 5 2 3 20 5%
Public facilities and infrastructure 8 6 1 15 3%
Environmental projects 5 3 8 2%
Social Welfare of orphans/ disabled 1 1 1 3 6 1%
Bus stand construction/ renovation 3 2 5 1%
Grand Total 100 124 128 86 438 100%
Beneficiaries 63562 46379 90141 42679 242761
Some of these initiatives are highlighted below: Maddur branch provided safe drinking water facility to children
of government primary school at Chammanahalli. Ujjivan
Periyakulam branch conducted toilet renovation and provided a water purifier unit to the school which benefited
water facility for Kallar Primary School, in Jayamangalam. 200+ students.
Approximately 300+ students have been facing lack of basic
toilet facility, the present toilet conditions were not in good
state. Ujjivan renovated toilets/ urinals and also provided
water connection. In addition, the branch staff also organized
an eye camp in collaboration with Vasan Eye Care Hospitals. On
the day of handing over renovated toilet facilities, the branch
team also facilitated planting of 500 trees and blood donation
for the social cause.

21
 Amritsar branch provided safe drinking water facility for Hajipur branch installed Hand pump at Sarai area which would
school children in Govt Middle School, Fatahpur, Amritsar benefit over 750 people in the locality.
impacting 350 students.

East Nagpur branch contributed sports equipment to Sanjay

Gandhi Nagar School benefitting 700 students for their
Ellenabad branch at Amristar constructed a bus stand adjacent integrated growth.
to Mani Ram Jhorar College for the benefit of daily commuters
and college students. This initiative impacted about 400
beneficiaries on daily basis.

Panvel branch provided study desks to Zillah Parishad Primary

Madangir branch has provided two crches to Delhi Council
Urdu School of Wadghar, Panvel. Students were used to sit on
for Child Welfare. The crches were aided with toys, geyser
the floor. Support from Ujjivan for the benefit of these kids
and sitting mats for the kids. Both the crches are centrally
was highly appreciated by the school authority.
managed by DCCW. The smile on the faces of the kids was
immensely delightful and worth the effort.

A public ladies toilet in Aundh area was not in usable condition

due to broken commodes and drainage pipes, no electricity
and the surrounding area was full with garbage. The area
has 500 households. Our branch team in Aundh arranged for
cleaning the area, repaired toilets and also provided electricity
connection.
Parsudih branch installed water purifier facility at Government
Sadar Hospital, Khasmahal approximately 300+ patients will
benefit every day.

Apart from the CDP programs Ujjivan also contributed

Rs.50.00 Lakh to Parinaam Foundation to execute Educational
Programs (Academic Adoption Program) and Rs.20.00 Lakh to
Prime Ministers National Relief Fund for the girl child as part
of its CSR activities.

22
EDUCATION PROGRAMMES

Academic Adoption Programme Our Partner Schools

Parinaams Academic Adoption Programme was established in The aim of the academic adoption programme is that the
2011 to address the unmet education needs of the children who children get the best possible opportunity at education so
live in the citys slums. The programme focuses on creating a that they can dream of a better future and help their families
highly evolved support for their academics and their future. The at a better future. They go to good quality English medium
key activities undertaken as part of this Program are as follows: Karnataka State board affiliated schools. We are partnered
with 29 schools across Bangalore and some schools that our
Our Journey children attend are

Indus International Community School

Chrystel House
South East Education Trust School
The Whitefield public school
Narayana e-techno school
Chaithanya Techno School
Kendriya Vidyalaya

Achievements of Academic Adoption

Programme in 2016-17:
The average attendance is 95% from June to November
104 children are being supported with Transport
arrangements for going to school
85% of the children have completed their saving training
and been given savings boxes. This will be tracked and the
amount saved will be deposited in bank accounts as and
when we open the accounts for them
90% of the children now have proper birth certificates
93% of the children have been through a Multi-discipline
Annual Health Camp.
113 children whose families did not have access to
Starting with 17 students in 2011, the Academic Adoption electricity were provided with solar lamps through our
Programme has reached out to 392 children this year, and Diwali celebration
hopes to be able to support 1000 children by 2020.

17 54 96 192 290 392

2 0 1 - 12 2 0 1 - 13 2 0 1 - 14 2 0 1 - 15 2 0 1 - 16 2 0 1 - 17
1 2 3 4 5 6

23
 Ujjivans Support Higher Education Scholarship Programme
Twenty four of the children from the Academic Adoption Good quality education in our country is very expensive and
Programme are sponsored by Ujjivan through their complete many a time, this is the reason that students from economically
educational journey. backward families discontinue after Class XII and start
working. This is a dangerous cycle as without education, they
Ujjivan also helps in fund the transport for the children to go to have no chance of a good career or income and they remain
school. This is very important as sometimes, the lack of ability economically backward.
to afford transport can make a child discontinue school.
The ones, who do pursue Higher Education, often take high
Through 2017-18, we are enrolling 250 new students into the interest loans from friends, extended families or money
programme and partner with 15 new schools. We hope that lenders to pay the fees.
it will be a catalyst in helping them break the cycle and move
their lives away from poverty. This is the gap that Parinaams Higher Education Scholarship
Programme hopes to help bridge. By lending a helping hand
Parinaam is committed to supporting as many children as we though an annual scholarship programme. The objective of the
can through this programme and partners like Ujjivan make scholarship is to provide the deserving poor access to quality
this possible. higher education, and to allow the economically backward
to manage their debt and save regularly for the education of
As a part of its CSR activities, Ujjivan has contributed a sum their children.
of Rs 50 Lakh in March 2017 to Parinaam Foundation for
We have in the year 2016-17 disbursed 292 scholarships across
undertaking educational programs including the Academic
India. Out of this, 105 scholarships were disbursed through
Adoption Programme.
Ujjivan Funding.

24
HEALTHCARE PROGRAM 6 patients with heart related surgeries like open heart
To address health shocks among beneficiaries, Parinaam surgery, vascular surgery etc.
through its health camps and medical intervention programs 1 patient helped with root canal treatment
provides access to quality health care services at affordable 1 patient helped with burns treatment
costs by networking with healthcare providers.
6 patients helped with general surgeries like hernioplasty,
Colelitiasis and medicines at discounted rates.
Health camps
2 patient helped with Gynaec surgeries like removal of
uterus and high risk pregnancy treatment
To identify health problems and prevent major illnesses
among its beneficiaries, Parinaam conducts health camps. 2 patients helped with nephro treatment like Renal stone
A total of 6155 Ujjivan customers and their family members removal
participated in 30 health camps organized across 4 regions by 2 patients with neurological problems were helped with
the Ujjivan-Parinaam Team; 18 patients were helped to get treatment at CMC
Cataract surgeries free of cost; 429 follow-up treatments were 4 patients with Ophthalmological problems like vitrectomy,
completed. cataract, vison correction were helped
2 patients with orthopaedic problems like Vitamin deficiency
Medical Intervention program treatment, physiotherapy and Jaipur foot were treated
Ujjivan Customers and family members suffering from different Out of the 33 patients assisted throughout the year, 1 Ujjivan
medical ailments are referred to Parinaam for Medical support. employee was helped with root canal treatment and 7 family
Parinaam through its network of healthcare providers analyses members of Ujjivan employees were assisted with treatment
the patients condition and refers the patients to hospitals for neurological problem, renal surgeries, high risk pregnancy
providing quality treatment at affordable costs. It also links and jaundice treatment.
beneficiaries to various healthcare schemes available from
Government and Non-Government organizations to avail free Blood donation drives
or subsidized rates in treatment.
2 blood donation drives were also organised across 3 States
In 2016-17, a total of 156 beneficiaries were identified for Gujarat, Maharashtra and Karnataka and 313 units of blood
medical intervention of which 33 beneficiaries successfully was donated.
completed their treatment; 2 cases were funded by Parinaam
and treatment for 32 beneficiaries is under process.

Patients with below mentioned conditions were helped as

part of medical intervention:

7 patients with different type of cancers like glandular,

breast, blood, lymphoma, mouth

25
 Statutory
Reports &
Financials

26
Management Discussion and Analysis
FY 2016-17 has been a remarkable year in Ujjivans history. Capital Raise:
We crossed multiple milestones a very successful IPO, Our IPO closed successfully in May 2017 with 41 times
Final License for SFB and finally the Launch of Small Finance subscription and fresh issuance of shares worth Rs.358 Crore
Bank operations in Feb 2017. We posted a a good financial and secondary sales worth Rs.524 Crore. The IPO enabled
performance for FY 2016-17 despite considerable challenges compliance with a key pre-requisite of majority domestic
posed by demonetization and transition. ownership for the Small Finance Bank. We closed the anchor
book of 12,607,081 equity shares at a price of Rs.210 per
We present the key highlights here. We have considered share, aggregating to Rs.265 Crore with marquee names of
consolidated numbers and ratios for the purpose of the the industry including ICICI Prudential Mutual Fund, Birla Sun
discussion as below: Life Mutual Fund, UTI Mutual Fund, Tata Mutual Fund, Birla
Sun Life Insurance, Sundaram Mutual Fund and others. A total
The Year at a Glance of 17 investors were allotted shares worth Rs.265 Crore. The
company got listed on BSE and NSE on May 10, 2016 starting a
Business Growth:
new era for Ujjivan and all its stakeholders.
Our gross loan book including managed assets grew by 18%.
Our Microfinance vertical registered a stable 16% growth while Transition:
we ramped up our new verticals- Affordable Housing Business
Ujjivan navigated a very successful journey which included new
and MSE business, both of which saw a substantial growth
technology implementation, people transformation, change
over last year. The GL loan book constituted 85% (87% in the
management, introduction of channels, products processes
PY) of the overall loan book and the secured business scaled by
and infra and building new departments for Liabilities,
333 % over the PY. Demonetization led to a slow-down of
Treasury, Legal, Channels and Compliances. Ably supported by
business momentum in Q3 and Q4 post a promising first half.
the PMO team and guided by the SFB committee of the board,
The strong growth momentum of the first half (59% growth in
team Ujjivan undertook this major transition in a seamless
loan book over first half of PY) was impacted by demonetization
manner.
which affected our business volumes and de-railed collection
discipline, affecting our credit quality. Paucity of currency
In accordance with the terms as mentioned in the application
necessitated suspension of new customer acquisition for both
submitted by Ujjivan to the RBI and in compliance to the terms
group lending and individual lending business. We made cash
and conditions on which the RBI has granted an in-principle
disbursements to select repeat customers with good credit
approval to set up a SFB, Ujjivan incorporated Ujjivan
track record to smoothen their cash flows. In our first two
Small Finance Bank Limited (USFB) on July 04, 2016 as
months of operations as a Small Finance Bank, we garnered a
a wholly owned subsidiary of the Company. Pursuant to the
deposit franchise of Rs.106.4 Crore including a retail franchise
application submitted, the Reserve Bank of India has issued
of Rs.6.6 Crore.
to the subsidiary of the Company i.e. Ujjivan Small Finance
Bank Limited, the Licence No. MUM 123 dated November 11,
Network Expansion:
2016 to carry on Small Finance Bank business in India subject
Our focus this year was on rationalization of our existing to the terms and conditions as mentioned in its letter dated
branch network prior to transitioning to banking operations. November 11, 2016.
We opened 4 new branches in the year 2 each in South and
East and merged 32 branches for operational efficiency, taking Pursuant to the restructuring plan submitted by the Company
the tally to 457 branches. to the RBI and compliance of all the terms and conditions
on which the license was granted, the Company inter alia
Cost Efficiency: transferred its business undertaking as a going concern by way
Our Operating Expense ratio increased to 8.5% against 7.5% of a slump sale to Ujjivan Small Finance Bank Ltd. on February
in the last FY and cost to income ratio increased to 53.8% from 01, 2017 and the bank commenced its operations effective
51.0% in the last FY mainly on account of transition costs and from the same date.
moderate growth in loan book.
We launched our Small Finance Banking services with 5
Credit Quality: branches in Bangalore on 6th of Feb 2017. Our Bank was
Our portfolio quality held up well till the first half of the year inaugurated by Nobel Laureate Prof. Mohammad Yunus,
until demonetization disrupted the credit discipline among our one of the key inspirations for establishing Ujjivan Financial
customers, affecting collections and increasing over dues. Our Services as a Microfinance Institution.
overall PAR stood at 10.2% in March 2017, while Gross NPA
increased to 0.28% as on March 2017 from 0.15% in March Awards:
2016. Ujjivan ranked 10th in the Best Large Workplaces in Asia List in FY
16-17 and had the honor of being the only Indian organization
Funding: in the list. We also ranked 3rd in Indias Best Companies to work
The Company mobilized significant external funding of Rs. 6,492 for based in the survey conducted by Economic Times & Great
Crore from banks, financial institutions and other sources against Place to Work Institute. Ujjivan was also adjudged Top NBFC for
Rs.3,393 Crore in the PY. Regulatory Reserve Compliances (CRR/ FY 2015-16 for its performance by The Financial Express.
SLR requirements) for the Small Finance Bank was the key reason
for the higher quantum of funding this year. The Platinum Award is the highest independent honor
given for Inclusive Insurance and was presented to Ujjivan
With increased capitalization levels on account of a successful IPO Financial Services after taking into consideration multiple
and better credit ratings, Ujjivan was able to raise funds at the factors, including the companys financial inclusion initiatives,
most competitive rates. The average cost of debt and Marginal exceptional customer service, insurance penetration and for
cost of debt saw a reduction by 1.6% and 1.4% respectively during covering the highest number of lives through insurance. Ujjivan
the year, the benefits of which was passed on to our customers was also awarded the SKOCH Order-of-Merit for qualifying
through reduced rates on our loan offerings. Interest rates on our amongst the Top 100 Projects in India.
GL and IL products were consequently reduced by 75 bps.

27
 Key Performance Indicators

Particulars FY2016-17 FY2015-16

Branch Network 457 469
New Customers 936,941 1,209,276
Borrowers 3,566,993 3,050,369
Disbursement (Rs. Crore) 7,132.3 6,619.2
Average Ticket Size (Rs. Crore) 25,777 22,620
Gross Loan Book (Rs. Crore)* 6,379.5 5,388.6
MFI Gross Loan Book (Rs.Crore) 6,224.6 5,361.1
MSE Gross Loan Book (Rs. Crore) 56.4 6.5
Affordable Housing Gross Loan Book (Rs. Crore) 98.6 20.7
GNPA 0.28% 0.15%
Cost to Income Ratio 53.8% 51.0%
PAT (Rs. Crore) 207.7 177.2
Deposit Base (Rs. Crore) 106.4 0
CASA 3.0% 0
Employees 10,167 8,049
*Includes managed assets of Rs.508.3 Crore in March 2017 and Rs.324.2 Crore in March 2016
*Gross Loan book excludes staff loan

Segment wise Performance

We reorganized our asset business into 3 verticals

Microfinance, MSE and Affordable Housing for better focus
and accountability. Microfinance includes Group Loan and
Unsecured Individual Loans. We followed a two pronged Composition of Loan Book
growth strategy for the year moderate and cautious growth
for our matured business- Microfinance vertical and rapid
scale up of the new verticals- Affordable Housing and MSE. We
decided to consolidate our position in the existing locations
with minimal network expansion. Increase in productivity and 99.5%
99.3%
process efficiencies were envisaged as the key thrust for Group 98.9%
98.4%
Loan business as we focused on careful customer selection.
97.5%
For Unsecured Individual Loans, we focused on effective
graduation of the captive eligible pool of higher vintage group
loan customers with simplified credit and back end processes.
To ramp up our new verticals, we focused on expanding our
product offering in new locations, product rationalization with MFI includes Group Loan Portfolio and Unsecured Individual Loan Portfolio
introduction of new products and revision of existing products
based on customer feedback and strengthening of the front
end and the credit staff.

28
Microfinance Business: areas, assessing their income through minimal documentation
personal discussions, house visits and bringing them under
Group Loans the ambit of institutionalized lending. Home Construction and
Home Improvement Loans were the largest contributors to
Our core GL business, contributing 85% of our Gross loan this vertical. We also introduced the Loan Against Property
book grew by 15% over that in the previous year. Loans to or LAP to accommodate customers who do not qualify for
repeat customers constituted 71% of the business during the the core home loan category but have an investment/income
year while fresh business constituted 29%. New customer generating activity. Our secured Housing business was
acquisition was expected to be moderate this year and lower affected due to a bearish real estate market as an aftermath
than that in the PY primarily in view of focus on transition of demonetization. Challenges in income flow and property
to banking. Fresh business had good traction up to the first valuation & construction due to uncertainty also affected
half of this year with 10% growth over last year, slowing volumes. Overall, the collections rate of the Housing vertical
down in the next two quarters as demonetization affected stood at 99%+.
our credit discipline and transition processes progressed
in full steam. Fresh acquisitions was suspended during the MSE Business
demonetization period and significant support was offered
to our customers during this time including disbursements in Our MSE business formally took off this year with our loan book
cash helping them smoothen their cash flows and we offered growing by 768% over last year. The Unsecured MSE offering
extended repayment timelines to enable them to acquire got good traction from our customers and contributed to
legal tender. Loyalty loans to existing customers enabling 67% of the total MSE loan book. Increase in ticket sizes, new
festive period micro trade facilitation added Rs.334 Crore of product offerings, reduction of loan service time, rewards
business, contributing to 5% of the business. We focused only and recognition programs and lead generation campaigns
on income generating loyalty loans this year. Agriculture and contributed to the volume growth. Demonetization affected
Allied loan, a new offering introduced last year to cater to the our MSE business with suspension of business in UP, Delhi,
requirements of the marginal and tenant farmers performed Tamil Nadu,Gujarat, and non- disbursal of sanctioned cases
exceedingly well, growing from Rs.282 Crore in March 2016 to due to deferral by customers, however the collections rate
Rs.794 Crore by March 2017. Group Education loan book grew stood strong at 99%+.
from Rs.52 Crore in March 2016 to Rs.118 Crore in March 2017.
There was an increased focus on income generating loans Deposit Business
during the year. 78% of the group loan book was for income
generating purposes against 72% in the PY. We focused on We garnered a deposit base of Rs.106.4 Crore in the first
process efficiencies to reduce customer service time and two months of banking operations from our 15 live banking
optimize servicing costs. We rolled out handheld devices branches. The proportion of Current and Savings Deposits to
equipped with loan acquisition software that helped digitize Total Deposits was at 3% with retail deposit franchise stood
the loan application process, expedite the query resolution at Rs.6.6 Crore.
process, reducing courier and data entry costs and loan turn-
around time. Discussion on Financial and Operational Performance

Transition to an SFB has freed us from some of the regulatory We closed the year FY2016-17 with satisfactory performance
restrictions on lending policies applicable to NBFC-MFIs. To despite considerable challenges posed by demonetization
ensure that customers are not overleveraged on account of and transition. Our post tax profits stood at Rs.207.7 Crore,
multiple institutions lending to them, we have retained the against Rs.177.2 Crore in PY, a 17.2% growth, delivering healthy
indebtedness cap at Rs.60,000 for branches with PAR >1% and financial return ratios to our stakeholders. Basic earnings per
raised the cap to Rs.100,000 for branches with PAR <1%. share was Rs. 17.8, ROA was 2.9% while ROE stood at 14.1%.

Unsecured Individual Loans Particulars (Rs. Crore) FY2016-17 FY2015-16

Our micro-individual loans contributed to 13% of our overall Interest Income 1,225.8 931.0
loan book, registering a 21% growth over PY. The key focus Other Income 171.8 96.6
year for the product line was moderate growth and process
efficiencies. Livestock loan was the best performing product Total Income ( A ) 1,397.6 1,027.6
in the line, growing by 47% over last year and contributing Operating Expenses 445.4 298.8
to almost a third of the micro individual portfolio followed
by Unsecured Housing, posting a year on year growth of 26% Finance cost 542.7 423.5
and contributing to 36% of the total Unsecured Individual Depreciation 12.6 8.0
Loan portfolio. Unsecured Education Loans and Loyalty loans
Provision / write off 75.1 25.3
grew moderately while Business loan growth was nominal.
The product structure for the unsecured individual micro Total Expenditure
1,075.8 755.6
loans was rationalized and further revised in line with the SFB (B)
regulations, doing away with the Pragati loans. Average ticket
Profit Before Tax
sizes of the unsecured lending business grew from Rs.61,000 321.7 272.0
(A-B)
to Rs.64,000, while the active client outreach increased from
1.50 Lakh active loans to 2.04 Lakh active loans. Tax 114.1 94.8
Profit After Tax 207.7 177.2
Affordable Housing Business
Overall, the total revenue grew by 36% over the last FY to close
Our Affordable Housing loan book took a big leap, growing by at Rs. 1,398 Crore. Our gross loan book grew by 18% over PY
376% over last year. The product was rolled out in additional to close at Rs.6,379 Crore despite lower disbursement in Q3
locations for increased outreach. New product variants were and Q4 in response to unfavorable market conditions in the
launched based on customer feedback. The biggest challenge wake of demonetization. Demonetization led to a slow-down
in the Affordable Housing space is the irregular or seasonal and of business momentum in Q3 and Q4, political interference
largely undocumented income from informal sources. Ujjivan and rumors of loan waiver disturbed the credit discipline
initiated its flexible Assessed Income Program to cater to
customers in the informal segment in the semi urban and rural

29
 among our customers, thereby affecting collections. Paucity pass on the benefit to its customers with reduction in lending
of currency necessitated reduction in business volumes. New rates during the financial year.
customer acquisition for both group lending and individual
lending business was suspended during the period and cash Credit Rating
disbursements were made to select repeat customers with
good credit track record to help smoothen their cash flows. CRISIL has re-affirmed Ujjivans grading at mfR1 in October
Our operating costs increased significantly in Q3 and Q4 as 2016. CARE upgraded Ujjivans Bank Loan rating to CARE A+
we upgraded our branches and technology infrastructure, for its bank loan facilities of Rs. 6,000 crore & Rs. 400 crore for
recruited additional manpower for bank specific roles, NCD. ICRA also provided [ICRA] A+ long term rating for NCD
rationalized salaries with increments and trained our new of Rs 425 crore. The rating factors in Ujjivans consistent and
employees and existing staff to facilitate a seamless transition robust improvement in earnings and profitability in FY 2016-
to banking operations. Our operating costs excluding 17 with increasing scale of operations, getting small finance
depreciation increased to Rs.445 Crore, registering a 49% bank license, geographically well diversified client portfolio
growth over that in FY 2015-16. Our Cost to income ratio was with good asset quality, experienced management and well-
affected as a result, increasing to 53.8% in FY 2016-17 against developed portfolio management system.
51.0% in PY.
Internal Audit & Controls
Our NPA levels saw a significant rise due to demonetization
related over dues. Collections saw a dip and over dues Ujjivan has a well-established Internal Audit and Control
increased in November, December and January. Incremental Systems in place that monitors the companys adherence to
provisions were made in Q3 on account of demonetization policies, procedures and systems. The Board Audit Committee
and RBI dispensation on standard asset provisioning was reviews the adequacy and effectiveness of the internal
considered upto 31st Mar17 for over dues originating in Nov audit function, including the structure of the internal audit
& Dec. Excellent recovery efforts in Mar2017 led to lower department, annual audit plan, staffing etc., and ensures an
provision on account of over dues originating in Q4. Overall, effective and independent review process.
our credit costs rose to Rs.75 Crore in FY 2016-17, a 197%
increase over that in FY 2015-16. The Internal Audit Department is responsible for monitoring
and evaluating the effectiveness of internal controls of
On the borrowing side, there have been significant the organization and provides independent and objective
improvements in terms of lower marginal costs of borrowing assurance to the Board. The IAD undertakes comprehensive
for term loans and NCDs. Our average cost of debt has audits covering branches and all business and support
reduced to 10.6% in FY 2016-17 and marginal cost of debt functions as per the Board approved Annual Audit Plan. The
to 9.7% against 12.2% and 11.1% respectively in FY 2015-16. Annual Audit Plan is drawn up based on the Risk assessment of
Our finance costs increased significantly in Q4 on account of the auditable units and the audit frequency is decided based
higher facilities drawn before transition for regulatory reserve on the risk profiling of these units.
compliance, registering a 28% increase over last FY to close at
Rs.543 Crore. Branch and Field Audits

As on 31st March 2017, Ujjivan s Balance Sheet stood at Rs. Ujjivan has a strong and well trained audit team in all the
8,479 Crore, an increase of 48% over Rs.5,727 Crore in the four regions headed by the Regional Audit Managers. The
PY. Our on book asset portfolio closed at Rs.5,871 Crore, Regional audit team executes branch and field audits as
registering a 16% growth over that in PY. We garnered a per the Risk based audit plan. Each branch is audited 3 to 4
deposit base of Rs.106.4 Crore in the first two months of times in a financial year, based on the risk of the branch. The
banking operations. comprehensive audits spanning 10 to 14 man-days, covers
end-to-end branch processes, loan documentation, statutory
Resource Mobilization compliances and independent customer visits. Based on the
audit observations and scores, branches are assigned audit
The twin objectives of raising funds for business at lower rating for Group Lending and Individual Lending Businesses.
interest rates and also ensuring adequate liquidity for the The branch audit rating forms a key component for annual
newly formed bank in its initial phases was successfully performance evaluation of the Branches and the staff. The
achieved during the year. Internal Audit team also carries out other key activities such
as area cross-checks for all new branch openings, survey
We have a well-balanced funding mix of long term and short of branch working areas, negative area cross-checks, fraud
term capital market instruments and borrowing facilities. investigations, fixed assets verification and special audits.
We raised Rs. 6,492 crore (73% increase over PY) from
banks, financial institutions and other sources. The increase Functional Audits
in borrowings is significantly due to regulatory reserve
compliances (CRR/SLR) requirements for the SFB. Ujjivans Internal audits at Regional Offices and Head Office is carried
borrowings (including deposits) as on March 31, 2017 stood out on a quarterly basis by a Board-appointed independent
at Rs. 6,398 crore ( Rs. 4,338 crore in PY). During the year we audit firm, covering all key functions including HR, Operations,
reduced our dependence on traditional term borrowings and Credit, Administration, Finance and Accounts etc. The firm
diversified our funding basket to include Commercial paper of also audits the companys adherence to all Statutory and
Rs. 465 crore, Refinance loans of Rs. 736 crore, Securitizations Regulatory Guidelines that have been prescribed for NBFC-
worth Rs. 836 crore and Non-convertible debentures of Rs. MFIs. The scope of various audits are reviewed and continuously
400 crore at the most competitive rates. The average cost of modified to keep pace with a dynamic business environment.
debt and Marginal cost of debt have come down by 1.6% and A strong compliance monitoring mechanism ensures that
1.4% respectively as compared to previous year. all critical issues are tracked until closure within specified
timelines. All significant audit observations of Internal Audits
The companys excellent fund management ensured a very and follow-up actions are reported and discussed by the Board
comfortable funding position at all times, even during and Audit Committee, which meets every quarter. Monthly audit
post demonetization, ably supporting the business volumes updates are also circulated to the Board, summarizing audit
and liquidity requirements. With increased capitalization levels trends and critical issues.
on account of a successful IPO and better credit ratings, Ujjivan
was also able to negotiate and reduce its borrowing cost and

30
Vigilance Demonetization required a more granular approach to credit
risk management. Monitoring of the affected portfolio was
Preventive Vigilance, targeted at controlling cash loss, and
made more granular, at the account level, by each branch within
moving towards predictive approach in our asset business was
a district and in every state. A task force drawn from different
the key focus area for this year.
control functions and business units was formed for on-field
During the year some of the branches witnessed cash loss cases collection. Evidence of this was the improved collection post
especially break-in-theft, robbery and snatching in pockets of the initial after effects of demonetization. The enhanced risk
Haryana, Odisha, UP, Uttarakhand and Rajasthan. We were management at a granular level helped in policy initiatives that
able to curtail snatching incidents in UP and Uttarakand with helped contain the adverse effects on the portfolio.
introduction of preventive measures.
The year also saw the setup of the Operational Risk
Major problems faced during the demonetization period were Management framework, consistent with Basel III guidelines.
external interferences influencing the borrowers against This included:
repaying and false complaints against field staff. Maharashtra, a. Increasing transparency and understanding of
UP and Bengaluru faced overdue problems due to certain operational risk loss by incident reporting;
external forces trying to influence the customers and thus b. Enhancing the operational risk awareness through Risk &
Control Self-Assessment (RCSA) process or workshop;
throwing a major challenge to the industry in particular.
c. Improving upon the process of early warning signals by
Vigilance team actively participated by way of meetings with effective monitoring of Key Risk indicators (KRI)
local community leaders and government officials to thwart d. Facilitation of speedy resolution of risk issues through
the negative influences. Concentrated efforts are underway effective tracking of issues and follow up on action
to bring down the overdue numbers. taken
e. Reporting in the form of dashboards to ensure that
Risk Containment Unit (RCU) contributed to the expansion of relevant operational risk management information
Secured lending business across India through timely support is identified, captured, analyzed and distributed to
to the vendors and through on-shore activities including appropriate levels across organization to enable
sampling in host locations. Timely and regular flagging of effective, informed and timely decision making for a
fraud & negative cases helped the Secured lending vertical robust control environment.
understand local risks and introduce preventive measures, Ujjivan also went through comprehensive Internal Financial
thereby paving way for a healthy portfolio. Processes Controls (IFC) review, including review of both operational and
and Manuals for RCU were upgraded in line with banking financial controls
requirements. During the year, we had the highest recovery
of claims of insurance, a result of timely coordination for Credit Quality and Demonetization
insurance surveys, investigations and documentation. The Financial year 2016-17 has been a challenging year in the
team actively participated in handling issues arising due to history of Ujjivan. During November16, the government
Demonetization and provided continuous support to the demonetized the existing 500 and 1000 rupee notes. The new
collection initiatives across regions. currency was in short supply leading to restrictions on cash
Going forward, the key focus shall be the consolidation withdrawal and a cash crunch during the ensuing months. This
of the Vigilance and Risk Containment Unit vertical and had significant impact on the microfinance sector which deals
transformation into a function well attuned to banking with a borrower base that predominantly earn their wages/
requirements. We will focus on preventive and predictive incomes in cash.
controls to minimize cash losses & frauds, by upgrading the The first impact has been on the collections for the MFI
security, introducing procedural changes in Bank branches Industry which dropped to 86% from its standard collection
operating structure, policy implementation, training of staff, rate of around 99%. While banks were allowed to collect
regular checks, etc. old notes, the NBFCs including NBFC-MFIs were not allowed
Risk Management and Compliance to do so which led to higher level of defaults for NBFCs.
Consequently the collection discipline was derailed resulting in
Risk Framework higher PAR & Provisions during the year. The RBI dispensation
on classification of NPA (allowing a further 90 days over
Ujjivan has an independent Risk Management department to
the 90 days overdue norm for classification as an NPA) was
manage various risks including Credit, Market and Operational
misconstrued and deemed as repayment holidays, adding
Risk. The scope and remit of the Risk Management Department
woes to the already affected situation. This was further taken
has been enhanced during the year to manage all the relevant
advantage of by local politicians in states of UP, Maharashtra,
and material risks.
Uttarakhand and Karnataka.
Our existing robust credit risk management process was
Our NPA levels saw an increase during the last two quarters
enhanced to address the developments post demonetization
due to local political interference and rumors of loan waiver
for the microfinance vertical
disturbing the credit discipline among our customers affecting
New risk management processes were introduced and collections during the period. The groups have fragmented
developed to face the challenges in the banking environment and group members across these areas are largely influenced
Our operational Risk processes evolved to include liability by local and dominant group/center leaders who thrive on any
and new asset products sort of financial gain.
Market Risk and ALM framework was also developed to
address the changing funding requirements as an SFB
AML and KYC and transaction monitoring polices were
beefed up for regulatory compliances such as mandatory
check on restricted entities at the time of customer
onboarding and enhanced due diligence for high risk
customers
A separate unit was created within the Risk Management
department to address IT Risk and Cyber Security
An initial step was also made at scorecard modeling
aimed at sourcing and onboarding customers in the
nascent MSE and Affordable Housing vertical

31
 Extensive media outreach was undertaken to create awareness
about our transition to a bank. Though the recovery trend is
positive, it will take a few months to achieve normalcy in terms
of collection efficiency. We remain focused on servicing the
underserved and unserved and it is our endeavor to diversify
portfolio risk based on geography as well as customer
segments.
In our pursuit of process advancements, as planned, the
business rule engine was implemented which has strengthened
the credit check and underwriting process. We continue to
build and leverage on technology to gain better insights on
customers, their credit behavior, understanding recovery
trends, ensuring accurate credit sanctioning etc., that will help
us construct relevant strategies and enable strong monitoring
Livelihoods of many of our customers across selective
of the same.
segments were impacted:
Service Quality Initiatives
The salaried segment received salaries in advance in old
notes, their cash flows were badly impacted on account Our customer centric service quality initiatives have evolved
of this since these notes were not valid. Many factory over the years, strengthening our customer connect and
employees lost their jobs. retention, client protection, fair practices and grievance
redressal. As a micro finance institution, our commitment to
The micro and small enterprises faced a severe downturn
quality customer service have progressed a long way since
in their business or were shut down on account of
establishment of the 3 point customer grievance escalation
disruptions in the supply chain which is mostly cash driven.
matrix in 2011, comprising of branch level customer care
Income levels dropped all of a sudden which laid stress on
representatives, a national toll-free helpline and regional
their household cash flow management
level grievance redressal officers to the adoption of the Code
Similarly in Agriculture, the sales, transportation and of Conduct and Client Protection Principles of RBI, MFIN and
distribution of agri produce to mandis/wholesale markets Smart Campaign in 2013, graduating to the establishment of
is dominantly cash driven and the cash crunch led to a professionally managed in bound call centre in 2014 and
disruptions in supply chain impacting the sales volumes outbound call center in 2015
and increased wastage of perishables resulting in lower
More than 93,700 dormant and dropout customers were
revenues and lower repayment capacity.
met by Customer Care Representatives (CCRs) for exit
Since March 2017, there has been improvement in the interviews and 41% (38,043) of them were retained after
customers ability to pay their installments, however, not all addressing their concerns
past due installments have been paid up. As a result, loan
Customer Retention rate for Mar17 stood stable at
installments of such customers for the previous months are
86.4%
getting adjusted against the amount received. Due to this lag
factor and until an account is normalized, there is a significant With our foray into Small Finance Banking operations in Feb
portfolio which will continue to be NPA during current financial 2017, our service quality programs are increasingly attuned to
year. Important point to note here is that the NPA is largely sensitizing our customers to banking services, dispelling their
coming from states which have/are seeing errant political/ prejudiced notions of long wait time, disrespectful behavior of
external interference misleading and forcing customers to bank staff and difficulties in executing transactions. Quick and
default. hassle free service with dignity, assisted services across service
channels for seamless banking transactions, graduating to
Incremental provisions were made in Q3 on account
self-service model are our mantra for customer service. Key
of demonetization, RBI dispensation on standard asset
initiatives taken this year towards furthering our customer
provisioning was considered for over dues originating in Nov
centric approach include:
& Dec. Recovery efforts and changing macro environment in
March-2017 led to lower provision compared to projection in Service Quality Trainings: We launched customer centricity
Q4. Overall credit costs stand at Rs. 75 Crore in 2016-17, an and mindset change trainings for frontend branch staff
increase of 197% from last FY. to sensitize our staff about the transition from a lending
institution to a deposit seeking institution and the mindset
A number of initiatives have been taken to control credit
change it entails. The trainings were also rolled out for key
losses. Cross functional task forces have been constituted
support functions with a special emphasis on promoting
across all critical clusters to monitor & support recoveries.
internal customer service, a prerequisite for delivering
Customer forum meetings are being organized to engage with
excellent customer experience
overdue customers and communicate with them regarding the
importance of repayment continuity and its impact on future Customer Experience Management: To ensure seamless service
loans, our conversion to a small finance bank which will help assistance, specially trained Customer Care Representatives
them avail of banking services in the near future. (CCRs) have been placed at the welcome desks in banking
branches. Customer satisfaction surveys have been conducted
We offered extended repayment time for customers,
post launch to proactively seek customer feedback on our
continuing a healthy relationship with them during such testing
products and services
times. Ujjivan pamphlets were distributed to all customers. We
also ensured continued service to good customers by providing Life Events based Banking Services: A special initiative to help
them with repeat loans. Loan rescheduling options have been our customers navigate through difficult life events with
provided selectively to borrowers in financial distress. support services such as documentation/procedures for
smooth settlement of deceased customer accounts
Paper Ads and Radio Ads were released across India informing
customers of their continued liability towards MFIs and that Quality Assurance: Quality Circle, a cross disciplinary group
we are regulated by the RBI. We have actively engaged with has been formed to assess service standards and identify root
MFIN(Micro Finance Institution & Network) to take action causes of service defects and delays and solutions for course
against local representatives creating trouble, spreading correction
rumors and organizing rallies.

32
Information Technology bank specific roles. A Change Management Program named
Parivartan was launched in February 2016 to sensitize our
Our strategy is to leverage our existing IT ecosystem and
staff to servicing a bank. Additionally, the department also
enhance its capabilities through robust core banking solution
conducted regular refresher/capacity development courses,
(CBS), customer relationship management solution (CRM),
sales training, functional training, leadership development
Handheld Banking, Risk Management tools, Analytics &
training, interviewing skills training. E-learning modules
Treasury systems customized for SFB operations to optimize
were rolled out to acquaint all employees with important RBI
the cost of IT transition. Looking ahead at the future, Ujjivan
regulations and banking norms, encouraging self- learning at
has brought together an impressive ensemble of world class IT
their own pace.
majors. The best of the breed technology solution providers for
bank IT infrastructure include Finacle Core Banking Solution, We endeavor to implement fair practices in all matters relating
Oracle Financials, IBM Middleware etc. As a company whose to our people and remain the preferred employer.
operations will continue to remain customer-centric, Ujjivan
Corporate Social Responsibility
shall be using the CRM Solution from CRMNext to ensure
that every customer enjoys best-in-class service. Ujjivans Core Our self-sustained Corporate Social Responsibility (CSR)
Banking Solution and all other systems runs on the most secure program was launched after our first profitable year of
and robust servers like Oracle Sun Super Cluster, CISCO Blade operation to undertake high impact community development
Servers and CISCO Routers and Switches. Keeping in mind the projects to foster strong connect with our customer
need for security, Ujjivan hosts a 3 way Data Centre consisting communities. A wide array of programs including rain water
of a Primary Data Centre, a Disaster Recovery Data Centre and harvesting projects in water deficient areas, building childrens
a Near Disaster Recovery Data Centre. This will ensure proper playground to equipping underfunded Government run
protection and a 3 way replication of data in real time. Anganwadi schools with basic amenities have been conducted
over the years. For the last three years, we have focused
Ujjivan is leveraging its IT infrastructure by using Aadhaar &
on building toilets especially for the girl child in schools, in
NPCIs range of services, E-KYC, E-Sign, AEPS, IMPS & Rupay
response to the Prime Ministers Swachh Bharat initiative.
to bring banking services to the underserved & unserved
Ujjivan CSR team helped build proper toilets, sanitation
segment. Our field staff is being equipped with sophisticated
and water facilities in 324 Government Schools across India
hand held device which makes basic banking services available
benefitting approximately 1,44,360 students. 62% of CSR
at door step.
programs of Ujjivan in FY 2016-17 were towards the Swachh
Human Resources Bharat Abhiyan.
Human capital is one of our biggest strengths and delivering Other programs included providing safe drinking water facilities
the best returns for our people has always been our focus. Our and renovation of basic facilities at Government Schools and
commitment to employee engagement and fair practices in all Primary Health care centers, providing public facilities such
employee related matters is endorsed by our consistent top as police barricades, road, bridge, safe grills/ street solar
positioning in Economic Times & Great Place to Work Institute lights and providing basic amenities and infrastructure for
survey. This year we ranked 10th in Asias large workplaces and orphanages, old-age homes and people with disability.
3rd in Indias Best Companies to work for. Our core employee
A total of 438 projects with an outlay of Rs.2.7 Crore,
values have ensured a high employee retention ratio of 83.9%.
benefitting over 2,42,000 people have been undertaken in FY
Employee First 2016-17.
We celebrate all our successes with our biggest stakeholder- Conclusion
our people. Organizational achievements such as the Great
After a successful FY 2016-17 notwithstanding the setback
Place to Work ranking, key milestones such as the grant of
imposed by demonetization, we embark on a very challenging
the banking license and the launch were celebrated with our
journey in FY 2017-18. With the collateral impact of
employees through cultural events and programs. In line
demonetization, roll out of bank branches, building of liabilities
with our motto Employees First, our banking services were
and managing operating cost, we also need to focus on stable
first launched to our employees before being opened to our
growth in our microfinance portfolio while rapidly scaling
customers and the general public. While we transitioned into
up our new verticals - MSE & Affordable Housing Business. A
becoming a Bank, we always ensured that new opportunities
rapid scale up of the liability business is key to mobilizing low
& roles are given to the existing employees before opening
cost funds and replacing high cost debt with low cost funds.
up the same for external hiring. 67% of our new hires are
Initially, we shall focus on Institutional/Corporate Deposits
referred by our own employees. Compensation rationalization
to rapidly ramp up deposit base as retail deposits gradually
was undertaken to align the salaries of our front end staff and
grow to a sizeable scale. This year we will be setting strong
management. An additional grant of ESOPs under the 2015
foundations as a bank with an objective to encourage deposits
scheme was launched during the year, giving our employees a
& CASA from the un-organized and unbanked sector and
sense of ownership and pride
gaining customer confidence as a deposit taking institution.
Work Life Balance As massive investments in human capital and banking
infrastructure substantially increase our operating costs, cost
We insisted on Compensatory Leaves for those employees
management and efficiency will be a key focus this year. Our
who had put extra working hours and conducted de-stress
phased branch infrastructure roll out will help optimize costs
activities to ensure proper work life balance. We conducted
and help apply our leanings from the early experience to our
family days for our branch staffs for better employee connect.
new and existing branches.
International Womens Day 2017 was celebrated with great
zeal and vigor as we celebrated the spirit of our women Ujjivan Small Finance Banks mission is to become the best
employees. We also set up our first Crche facility in the institution to provide financial services to the un-served and
corporate office to support those with newborns & toddlers under-served customers and transform to a bank serving the
mass market.
Significant Supporting Role
Our Human resources department ably lived up to its
mammoth responsibility of recruiting and onboarding 4000+
new staff members with requisite induction and training apart
from planned training programs of our existing staff for

33
 Directors Report
To the Members,

Overview
The Company was originally incorporated as Ujjivan Financial Services Private Limited on December 28, 2004 at Bengaluru, Karnataka,
India as a private limited company under the Companies Act, 1956. Pursuant to a certificate issued by the Reserve Bank of India
(RBI) on October 31, 2005, the Company was permitted to commence operations as a non-banking financial company (NBFC)
under section 45 IA of the Reserve Bank of India Act, 1934. Since financial year 2008-09, the Company has been classified as a
systemically important non-deposit accepting NBFC. Pursuant to the RBI introduction of a new category of NBFC-Micro Finance
Institution vide its circular BI/2013-14/49 DNBS.(PD)CC.No. 347 /03.10.38/2013-14 dated July 01, 2013, the Company was granted
NBFC-Microfinance Institution (NBFC-MFI) status by the RBI on September 5, 2013. Subsequently, the Company was converted into
a public limited company pursuant to a special resolution passed by its Shareholders at the extraordinary general meeting (EGM)
held on November 3, 2015 and the name of the Company was changed to Ujjivan Financial Services Limited. A fresh certificate
of incorporation consequent upon conversion to a public limited company was issued by the Registrar of Companies, Bangalore,
Karnataka (ROC) on November 26, 2015. Subsequently, a fresh certificate of NBFC-MFI registration consequent upon the change of
name of the Company was issued by the RBI on March 4, 2016.
On October 7, 2015, the Company was one amongst 10 companies in India, out of a total of 72 applicants, to receive in-principle
approval from the RBI to set up a small finance bank (SFB).
The Company completed its maiden Initial Public Offering (IPO) and its equity shares were listed in NSE and BSE on May 10, 2016.
In accordance with the terms as mentioned in the application submitted to the RBI and in compliance to the terms and conditions on
which the RBI has granted an in-principle approval to the Company to set up a SFB, the Company incorporated Ujjivan Small Finance
Bank Limited (USFB) on July 04, 2016 as a wholly owned subsidiary of the Company.
The Company had submitted an application to the Reserve Bank of India on August 18, 2016 for grant of banking licence in terms of
Section 22 of the Banking Regulation Act, 1949 to USFB. Pursuant to the application submitted, the Reserve Bank of India has issued
to the subsidiary of the Company i.e. Ujjivan Small Finance Bank Limited, the Licence No. MUM 123 dated November 11, 2016 to
carry on Small Finance Bank business in India subject to the terms and conditions as mentioned in its letter dated November 11, 2016.
The Company based on the approval of the Board in their meeting held on July 29, 2016 and Shareholders approval on September
13, 2016 through a postal ballot has executed an agreement to transfer its business undertaking (BTA) to USFB. The Company
executed the BTA with USFB on January 12, 2017 followed by an addendum agreement to the BTA on February 09, 2017 which
included the purchase price and mode of discharge of consideration by USFB to the Company. Pursuant to the execution of the BTA,
the Company has transferred its business undertaking as a going concern by way of a slump sale to USFB on February 01, 2017 for
a lump sum consideration. This was in line with the restructuring plan submitted by the Company to the RBI and as disclosed by the
Company in its prospectus dated May 03, 2016.
Pursuant to the compliance of all the terms and conditions on which the licence was granted, Ujjivan Small Finance Bank Limited
commenced its operations as a Small Finance Bank with effect from February 1, 2017.
The Company has made an application to the RBI for getting itself registered as a NBFC-Core Investment Company (CIC) for which
the RBI approval is awaited. The Company on receipt of the CIC registration from RBI will surrender its NBFC-MFI registration to the
RBI.
1. Financial Results
The directors submit annual report of Ujjivan Financial Services Limited (the Company or Ujjivan) alongwith the audited
financial statements for the financial year (FY) ended March 31, 2017.
(Rs. in Crore)

Standalone Consolidated
Particulars
FY 2016-17* FY 2015-16 FY 2016-17
Operating Income 1,145.53 1,007.25 1,349.37
Other Income 42.00 20.36 48.25
Total Income 1,187.53 1,027.61 1,397.62
Less: Operational Expenses
Personnel Expenses 220.87 196.65 271.62
Administrative Expenses 134.85 102.17 173.80
Finance Charges 432.76 423.50 542.72
Depreciation 7.53 8.02 12.63
Provision For Doubtful Debts 70.68 25.27 75.12
Total Operational Expenses 866.68 755.62 1,075.89
Profit/(Loss) Before Tax 320.85 271.99 321.74
Less: Income tax 135.54 103.57 136.96
Less Deferred tax (22.33) (8.80) (22.90)
Profit/(Loss) After Tax 207.64 177.22 207.67
* includes the numbers for both discontinued as well as continued operations.

34
2. IPO
The Company came out with its Initial public offer (IPO) of 42,023,609 equity shares of face value of Rs. 10 each for cash at
a price of Rs. 210 per equity share (including a share premium of Rs. 200 per equity share) aggregating to Rs. 882.50 Crore
comprising a fresh issue of 17,055,277 equity shares aggregating to Rs. 358.16 Crore by the company (fresh issue) and an
offer for sale of 24,968,332 equity shares aggregating to Rs. 524.34 Crore by 8 selling shareholders.
The Companys equity shares got listed on NSE and BSE on May 10, 2016.
The objects of the IPO inter alia was to augment the capital base of the Company and to meet the future capital requirements
of the Company arising out of growth of the Companys assets, primarily the Companys loans and advances and other
investments. Further, the Company intended to reduce its foreign shareholding in accordance with the requirements of the
RBI in-principle approval to set up the SFB.
There has been no deviation in the utilization of the IPO proceeds by the Company.
3. Dividend
In accordance with the Dividend Distribution Policy adopted by the Board in its meeting held on April 27, 2017 and in continuation
to the dividend payment track record of the Company, the directors are pleased to recommend for approval of the members a
dividend of Rs. 0.80 per equity share for the FY 2016-17. The dividend on equity shares, if approved by the shareholders would
involve a cash outflow of ~ Rs. 11.5 Crore (including dividend distribution tax).
4. Transfer to reserves
The Company transferred Rs. 41.5 Crore to Statutory Reserves. Transfer of 20% of the Profit after Tax to the statutory reserves
in accordance with the provisions of section 45 IC Reserve Bank of India Act, 1934.
5. Credit Rating
CRISIL has assigned the Company a grading of mfR1 (the highest grading for MFI) on October 29, 2016. CARE has assigned a
rating of CARE A+ (Single A Plus) to the long term facilities of the Company in November 2016 for its Long Term Bank Facilities
of Rs. 4,500 Crore and has assigned a rating of CARE A+ for its NCDs* of Rs. 825 Crore.
* The Company has transferred all its NCDs to USFB through novation in the month of February 2017. Also, all the debt portfolio of
the Company comprising of borrowings from banks / financial institutions etc were transferred to USFB on February 01, 2017
6. Capital Adequacy
The Capital Adequacy Ratio of the Company was 113.76% as of March 31, 2017 as against the minimum capital adequacy
requirements of 15% by RBI.
7. Corporate Governance and Management Discussion and Analysis Report
In accordance with SEBI LODR Regulations, Management Discussion and Analysis Report and Corporate Governance Report
together with the Certificate thereon from the Independent Practicing Company Secretary is provided separately and forms
part of this Directors Report.
8. Extract of Annual Return
In accordance with Section 134(3)(a) of the Companies Act, 2013, an extract of the Annual Return in the prescribed format
(MGT-9) is appended as Annexure 1 to the Boards Report.
9. Business Responsibility Reporting
The Board of the Company in its meeting held on April 27, 2017 has approved the Business Responsibility Report (BRR) of
the Company as stipulated under Regulation 34 (as amended) of SEBI Listing Regulations which mandates that top 500 listed
companies based on market capitalization as on March 31 should include its BRR in its Annual Report. The Company is ranked
308 in the list.
Please refer the section Business Responsibility Report of the Annual Report.
A copy of the BRR has also been hosted on the website of the Company at www.ujjivan.com and can be accessed from the link
below http://ujjivan.com/html/ujjivan_policies.php
10. No. of Meetings of the Board during the FY 2016-17
During the Financial Year 2016-17, our Board has met 12 (twelve) times and the meetings of our Board of Directors were held
on April 13, 2016, May 03, 2016, May 25, 2016, July 05, 2016, July 29, 2016, November 09, 2016, December 08, 2016, January
10, 2017, January 19, 2017, February 06, 2017, February 10, 2017 and March 27, 2017. For further details, please refer to the
Corporate Governance Report, which forms part of this report.
11. Reappointments
As per the provisions of the Companies Act, 2013, Mr. Amit Gupta retires by rotation at the ensuing 13th AGM and being eligible,
seeks his appointment. The Board recommends his appointment. Please refer the 13th AGM Notice for further details.
12. Directors Responsibility Statement
Pursuant to Section 134(5) of the Companies Act, 2013, the Board of Directors of the Company confirms and state that:
(i) in the preparation of the annual accounts, the applicable accounting standards had been followed along with proper
explanation relating to material departures;

35
 (ii) they have 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;
(iii) they have 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;
(iv) they have prepared the annual accounts on a going concern basis;
(v) they have laid down internal financial controls to be followed by the company and that such internal financial controls
are adequate and were operating effectively; and
(vi) they have devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
Based on the framework of internal financial controls and compliance systems established and maintained by the Company,
audit of internal financial controls and the reviews performed by management and the risk management and audit committee
of the board, the board is of the opinion that the Companys internal financial controls were adequate and effective during
the FY 2016-17.
13. Declaration by Independent Directors
The Company has received necessary declarations of independence from each of its Independent Directors under section
149(7) of the Companies Act, 2013, that he/she meets the criteria of independent director envisaged in section 149 (6) of the
Companies Act, 2013.
All Independent Directors have submitted the declaration of Independence, as required pursuant to Section 149(7) of the
Act, stating that they meet the criteria of Independence as provided in section 149(6) of the Companies Act, 2013 and are not
disqualified from continuing as Independent Directors.
14. Nomination and Remuneration Policy
The Company pursuant to the provisions of Section 178 of the Companies Act, 2013 has formulated and adopted a nomination
and remuneration policy which is disclosed on our website at the below link-
http://ujjivan.com/html/ujjivan_policies.php
15. Statutory Auditors
M/s Deloitte Haskins & Sells, (Firm Reg. No. 008072S), Chartered Accountants, who were appointed as Statutory Auditors
of the Company for two years till the conclusion of the ensuing the 13th Annual General Meeting will complete their tenure
of 13 years (maximum continuous tenure for a statutory auditor permissible under the Companies Act, 2013 including the
extension of 3 years subsequent to the commencement of provisions of Section 139 of the Act) with the Company on the
conclusion of the 13th AGM.
Considering the above, the Board based on the recommendation of the Audit Committee in its meeting held on April 27,
2017, subject to the approval of the shareholders has appointed M/s Price Waterhouse Chartered Accountants LLP (FRN:
012754N/N500016) as the Statutory Auditors of the Company for a period of 5 (five) years commencing from the conclusion
of the ensuing 13th AGM till the conclusion of 18th AGM of the Company. The Company has received written consent(s) and
certificate(s) of eligibility in accordance with Sections 139, 141 and other applicable provisions of the Act and Rules issued
thereunder (including any statutory modification(s) or re-enactment(s) for the time being in force), from M/s Price Waterhouse
Chartered Accountants LLP. Further, they have confirmed that they hold a valid certificate issued by the Peer Review Board of
the Institute of Chartered Accountants of India (ICAI) as required under SEBI LODR Regulations.
16. Explanations or comments by the Board on every qualification, reservation or adverse remark or disclaimer made
(i) By the auditor in his report;
Statutory Auditor
M/s Deloitte Haskins & Sells, (Firm Reg. No. 008072S), Chartered Accountants, were appointed as Statutory Auditors
of the Company for 2 years till the conclusion of the 13th Annual General Meeting to be held for the FY 2016-17. The
shareholders in the 12th AGM held on August 10, 2016 have ratified their appointment as Statutory Auditors of the
Company till the conclusion of the ensuing 13th AGM of the Company.
Auditors report
There are no disqualifications, reservations, adverse remarks or disclaimers in the auditors report
(ii) By the Company Secretary in practice in his secretarial audit report;
Secretarial Auditor
Mr. K. Jayachandran, Practicing Company Secretary (ACS No. 11309 and Certificate of Practice No. 4031) was appointed
as the Secretarial Auditor of the Company to conduct secretarial audit of the Company for the Financial Year 2016-17 as
required under Section 204 of the Companies Act, 2013 and the Rules made thereunder. The secretarial audit report for
FY 2016-17 is appended as Annexure 2 to the Boards Report.
The Secretarial Audit Report does not contain any qualification, reservation or adverse remark made by the Secretarial
Auditor.

36
 17. Particulars of loans, guarantees or investments under Section 186
The Company has not given any loans and guarantees to any-body corporate. The Company has made the following
investment in USFB as per the details below:

Sr. No. Date of Investment Mode of Investment Amount (Rs. in Crore)

First Subscription of 50,000 Equity Shares of
1. July 04, 2016 0.05
Rs. 10/- each
Subscribed the Rights Issue of 109,986,800
2. July 30, 2016 109.99
Equity Shares of Rs. 10/- each
3. February 10, 2017 Allotment of Securities* 1,530.00
4. March 31, 2017 Investment in Fixed Deposit 100.00
Total 1,740.04
*USFB on February 10, 2017 has allotted the below securities to the Company in discharge of the consideration for the
acquisition of the business undertaking of the Company by USFB.

Premium
Number of Interest
Sr. No. Securities Type Amount (in Rs.)
Securities Rate
(In Rs.)
1. Equity Shares 1,330,000,000 N.A. Nil 13,300,000,000
11% Perpetual Non-Cumulative 11% per
2. 200,000,000 N.A. 2,000,000,000
Preference Shares annum
Total 1,530,000,000 15,300,000,000
18. Transaction with related parties
The Company pursuant to the approval of the Audit Committee and the Board in their respective meetings held on July
29, 2016 and the approval of the Shareholders through a postal ballot on September 13, 2016 has transferred its business
undertaking as a going concern by way of a slump sale to its wholly owned material subsidiary Ujjivan Small Finance Bank
Limited on February 01, 2017 for a lump sum consideration of Rs. 1,530 Crore without values being assigned to individual
assets and liabilities.
M/s GRSM & Associates, Chartered Accountants, carried out an exercise for identifying various components of assets and
liabilities of the Company as on January 31, 2017 and through its Asset Allocation Report dated February 06, 2017 had a
consensus with a value of Rs. 1530 Crore of the Company which includes the goodwill value of Rs. 16 Crore.
The valuation for the slump sale transaction was done by M/s GRSM & Associates, Chartered Accountants. through their
report dated February 06, 2017. The fair value per equity share of USFB as on January 31, 2017 was Rs 10 per equity share
while the fair value of 11% Perpetual Non-Cumulative Preference Shares was Rs 10 per preference share as on January 31,
2017.
Information on transaction with related parties pursuant Particulars of contracts or arrangements with related parties
referred to in Section 188(1) in the prescribed form AOC -2 is appended as Annexure 3 to the Boards Report.
19. The state of the Companys affairs
The Company is registered with RBI as a NBFC-MFI and was one of the largest microfinance institutions in the country before
it transferred its business undertaking to Ujjivan Small Finance Bank Limited.
The Reserve Bank of India has stipulated in its final licence that inter alia the Company (the promoting entity of USFB) shall
be registered as a NBFC-Core Investment Company after the transfer of its business undertaking to USFB.
In compliance to the aforesaid condition, the Company subsequent to the transfer of its business undertaking to USFB on
February 01, 2017 has made an application to the RBI for getting itself registered as a Core Investment Company (CIC) and
to comply with the conditions of the Master Direction - Core Investment Companies (Reserve Bank) Directions, 2016.
The Company will surrender its NBFC-MFI registration to the RBI prior to the receipt of its CIC registration certificate from
the RBI.
Note on Demonetisation
Background
On November 8, 2016 the Government demonetized the existing 500 and 1000 rupee notes, effectively taking over 80%
of cash out of circulation. The new bills were in short supply leading to restrictions on cash withdrawal and creating a cash
crunch for the ensuing months. This had significant impact on the microfinance sector which deals with a borrower base that
predominantly earn their wages/incomes in cash.

37
 Impact on the MFI Industry
The first impact has been on the collections for the MFI Industry which is dipped to 86% from its standard collection rate of
around 99%. Consequently the collection discipline has been derailed resulting in higher Par & Provisions. As MFIs were not
allowed to collect the repayments through old notes and deposit the same in banks, this further impacted the collections.
The RBI dispensation on classification of NPA (allowing a further 90 days over the 90 days overdue norm for classification
as an NPA) has been misconstrued and deemed as repayment holidays, adding woes to the already affected situation. This
has further been taken advantage of by Politicians in states of UP, Maharashtra, Uttarakhand, Karnataka .Since cash limits
were common for financial institutions and retail, no cash disbursements were possible to a large section of MFI Borrowers,
especially new borrowers, leading to a tremendous impact on business during the last two month
Impact on Ujjivan
Challenges faced: Demonetization led to a slow-down of business momentum in Q3 and Q4, political interference and rumors
of loan waiver disturbed the credit discipline among our customers, affecting collections. Paucity of currency necessitated
reduction in business volumes. New customer acquisition for both group lending and individual lending business was
suspended during the period. The Company made cash disbursements to select repeat customers with good credit track
record to smooth their cash flow. Our secured Housing business was affected due to a bearish real estate market. Challenges
in income flow and property valuation & construction due to uncertainty also affected volumes. Business was suspended UP,
NCR, select areas of Rajasthan. MSE business was affected due to suspension of business in UP, closure of markets in Delhi,
TN, slowdown of customer sales and stocks in Gujarat, and non- disbursal of sanctioned cases due to deferral by customers.
Key Challenges faced across regions are summarized below:
South:
Local organizations interference in Karnataka
Rumors of loan wave-off in most parts of North Karnataka
Currency crunch in some parts of Kerala
North
Religious and Political interventions in most places in UP and Uttarakhand
Minority concentrated area hit the most
Small Businesses and Wage earners struggling to repay in Delhi, Punjab and Haryana
East
Political interference in Assam and Jharkhand
Small businesses and Laborer impacted due to cash crunch in Bihar, Jharkhand and West Bengal
Loan waiver rumors in few areas of West Bengal

Impact on Business volumes

38
Impact on portfolio quality
Our NPA levels saw a significant rise due to demonetization related over dues. Collections saw a dip and over dues
increased in November and December. Please refer the table below:

Particulars Oct16 Nov16 Dec16 Jan17 Feb17 Mar17

Cumulative Repayment Rate 99.8% 98.7% 97. 9% 97.3% 96.9% 96.7%
Monthly Repayment Rate 99.6% 90.7% 88.2% 87.2% 86.8% 88.5%
Total Delinquent Accounts 15,284 3,37,283 4,59,755 4,84,746 4,97,485 4,30,375
Incremental Over dues 1,322 3,20,824 2,33,319 1,11,167 87,502 26,782
Repayments were severely affected in 8 states UP, UK, Karnataka, Maharashtra, New Delhi, Haryana, Rajasthan and Punjab in
which the repayment rates fell to sub 90%
Estimated write offs and provisions in current year and hit to P&L
Incremental provisions were made in Q3 on account of demonetization, RBI dispensation on Asset Classification of overdues
originating in Nov & Dec was considered in Q4 and provisions made accordingly. Excellent recovery efforts in Mar-17 led to lower
provision on the account of over dues originated in Q4.
(Amount Rs. in Crore)
Credit Cost Q1 Q2 Q3 Q4 FY2016-17
Credit Provisions 5.8 4.5 54.3 5.0 69.6
Write Off 0.4 2.4 0.5 2.2 5.5
Total Credit Cost 6.2 6.9 54.7 7.2 75.1

Overdues falling in November16 and December16 were named as Special Mention Accounts (SMA) Demonetization and
classified as standard asset for 90 additional days (Up to 180 days) as per RBI dispensation. Provisioning was made at 10% (Group
loans) and for Individual loans at 20% across SMA-Demonetization over dues for affected states with < 90% collection efficiency.
Existing standard asset provisioning norms of 0.65% on GL and 0.75% on IL for 180 days were adopted across non-affected states
with >90% collection efficiency on Nov16 and Dec16 Incremental Overdue accounts.
Provisions were made on the monthly Incremental Overdues from Jan17 onwards for the loan portfolio under the existing
provision norms. No deviation from the existing policy. Cumulative Provisions as of March: Rs. 125 Crore on own assets.
Collections
Continuous improvement was observed in collection of demonetization dues for all states. Cumulative collections for de-
monetization related over dues originating in Nov 2016 stand at 97.7%.
Collection efficiency of severely affected states such as UK & UP have bounced back to 90% on November dues and 70% overall, a
positive sign of progress. Collection efficiency is likely to improve gradually over the next few months since external interventions
(especially in states where elections have concluded) have reduced & many customers have started making repayments with a lag
of 2-4 months
Collateral Impact
Impact of Demonetization will spill over into the next financial year with increased credit costs. Ujjivan shall follow a cautious
approach towards business in the stressed clusters to contain the credit quality for the first two quarters of the next year
Initiatives taken
Communication to staff and customers: The Company has sensitized its staff on non-coercive collections and offered
extended repayment time for customers, continuing a healthy relationship with them during such testing times. Ujjivan
pamphlets were distributed to all customers and the Company offered continued service to good customers by providing
them with repeat loans, largely in cash wherever possible, enabling them smoothen their cash flow
Focus on Collections: The Collections Team focused on repayment collections across difficult areas, providing the much
needed support to staff. The Company distributed a set of relevant documents with all Field staff to enable them to
convince customers and family members about the false rumors and importance of repayment. Branch wise based Action
plans were put in place, providing fulltime support for collections while mentoring of the branches. Pin Code wise enquiry
was made for all the Over- due customers to focus on collections with those regular in other MFIs if any.
Focus on Cashless collections: The Company encouraged its customers to use the cashless payment options such as
Cheque, POS and NEFT
The Company enlisted Police support to curb third party interventions

20. Material changes and commitments, if any, affecting the financial position of the company which have occurred
between the end of the financial year of the company to which the financial statements relate and the date of the
report;
None

39
 21. The conservation of energy, technology absorption, foreign exchange earnings and outgo, in the manner as prescribed
in Rule 8(3) of theCompanies (Accounts) Rules, 2014
Conservation of energy and technology absorption
Since the Company does not own any manufacturing facility, the particulars relating to conservation of energy and technology
absorption are not applicable.
The Foreign Exchange earnings and outgo
There was no Foreign Exchange inflow and outflow during the year except dividend payout to the foreign shareholders for
the dividend declared in the FY 2015-16.
22. Development and implementation of risk management policy
Ujjivans Risk Management Committee consists of well experienced Directors from diverse background who bring in the best
risk practices to the organization. The Risk Management Committee, which meets at frequent intervals, comprises of four
Directors including two Independent Directors.
The Committee reviews the risk management framework of the company and verifies adherence to various risk parameters
and compliances. The Companys risk management strategy is based on clear understanding of various risks, disciplined risk
assessment and continuous monitoring. During the year, the risk management committee reviewed various risks which the
organization is exposed to including credit risk, interest rate risk, liquidity risk, operational risk and regulatory compliance
issues. It also met to review and discuss on the impact due to the extraordinary situation of demonetization on the collection
efficiency across states. The risk Committee approves and makes recommendations to the Board regarding all its risk-related
responsibilities, including the review of major risk management and regulatory compliances.
The Company has in place an effective risk management policy which highlights the functions, implementation and the role
of the committee and the board.
23. Corporate Social Responsibility
The Corporate Social Responsibility (CSR) programs were started by the Company in the year 2010. During the year, Ujjivan
CSR Team has mainly focused on the Government of India Swachh Bharat Abhiyan.
A brief outline of the companys CSR policy is disclosed on our website at the below link-
http://ujjivan.com/html/ujjivan_policies.php
The initiatives undertaken by the Company on CSR activities are out in Annexure 4 of the Boards Report in the format
prescribed in the Companies (Corporate Social Responsibility Policy) Rules, 2014. For other details regarding the CSR
Committee, please refer to the Corporate Governance Report, which forms part of the Boards Report.
24. Board Evaluation
The board of directors has carried out an annual evaluation of its own performance, board committees and individual
directors pursuant to the provisions of the Companies Act, 2013 and the corporate governance requirements as prescribed
by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015 (SEBI Listing
Regulations) and SEBI guidance note on Board Evaluation.
Performance evaluation criteria for Board, Committees of the Board and Directors were approved by the Nomination
Committee of the Board at its meeting held on March 27, 2017. Evaluation formats and criteria of evaluation duly incorporated
the criteria and other parameters as suggested by SEBI vide their guidance note on evaluation through their circular dated
January 05, 2017.
The Board was evaluated comprehensively on the following broad categories:
Structure of the Board - Competency, Experience and Qualifications of directors, Diversity in Board under various
parameters, Appointment Process
Meetings of the Board - Regularity of meetings and adequacy, discussions and recording of dissent, if any.
Recording of minutes, dissemination of information
Functions of the Board - Role and responsibilities of the Board
Strategy and performance evaluation
Evaluation of Risks
Grievance redressal for Investors
Management of Conflict of interest
Stakeholder value and responsibility
Corporate culture and values
Facilitation of independent directors
Evaluation of performance of the management and feedback
Independence of the management from the Board
Access of the management to the Board and Board access to the management

40
 Secretarial support and fund availability for conducting its meeting effectively
Succession planning
Professional development
Board Candor, Collegiality, Transparency and Board Education
Ethics & Compliance
The performance of the board was evaluated by the board after seeking inputs from all the directors on each of the above
parameters of evaluation and the performance of the committees was evaluated by the board after seeking inputs from the
committee members on the basis of the above parameters of evaluation.
Performance Evaluation of the Directors
The board and the nomination and remuneration committee reviewed the performance of the individual directors on the
basis of the criteria such as the contribution of the individual director to the board and committee meetings like preparedness
on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the chairman
was also evaluated on the key aspects of his role.
Evaluation of the Board Committees
The Board evaluated the performance of each of the Board Committees on the following broad categories:
Mandate and composition
Effectiveness of the Committee
Structure of the Committee, its functioning and attendance
Discussion, quality of agenda and action taken report
Independence of the Committee from the Board
Contribution of the Committees to the decisions taken by the Board
Functioning of the committee in accordance with the terms of reference
The Board opined that the Board Committees composition, structure, processes and working procedures are well laid down
and that the Board Committees members have adequate expertise drawn from diverse functions, industries and business
and bring specific competencies relevant to the Companys business and operations.
Independent Directors Evaluation of Non-Independent Directors
In a separate meeting of independent directors held on March 27, 2017, performance of non-independent directors,
performance of the board as a whole and performance of the chairman was evaluated, taking into account the views of
executive directors and non-executive directors. The Independent Directors also assessed the quality, quantity and timeliness
of flow of information between the Company management and the Board.
Performance evaluation of independent directors was done by the entire board, excluding the independent director being
evaluated.
25. Details as required under Rule 8 of the Companies (Accounts) Rules, 2014
(i) The financial summary or highlights:
(Amount Rs. in Crore)

Standalone Consolidated
Particulars
FY 2016-17* FY 2015-16 FY 2016-17
Operating Income 1,145.53 1,007.25 1,349.37
Other Income 42.00 20.36 48.25
Total Income 1,187.53 1,027.61 1,397.62
Less: Operational Expenses
Personnel Expenses 220.87 196.65 271.62
Administrative Expenses 134.85 102.17 173.80
Finance Charges 432.76 423.50 542.72
Depreciation 7.53 8.02 12.63
Provision For Doubtful Debts 70.68 25.27 75.12
Total Operational Expenses 866.68 755.62 1,075.89
Profit/(Loss) Before Tax 320.85 271.99 321.74
Less: Income tax 135.54 103.57 136.96
Less Deferred tax (22.33) (8.80) (22.90)
Profit/(Loss) After Tax 207.64 177.22 207.67

* includes the numbers for both discontinued as well as continued operations.

41
 Strategic Highlights:
Receipt of final licence from the RBI to USFB to commence small finance bank business
The Company transferred its business undertaking to USFB on February 01, 2017
The wholly owned subsidiary commenced small finance bank operations on February 01, 2017
Consolidated Asset Business Performance
18% growth in Business volumes, slowdown of momentum post demonetization in Q3 and Q4
Lower NCA due to no new branches and suspension of NCA post demonetization
16% growth in MFI vertical : GL business grew by 15% while Unsecured IL grew by 21% over PY
Swift scale up of MSE and Secured Housing vertical. New product variants launched in Housing while Unsecured MSE
business was rolled out during the year
GL Business: 84.9% of the portfolio, Unsecured IL: 13.3%, Housing: 1.5%, MSE: 0.3%
Secured portfolio increased to Rs.117 Crore from Rs.27 Crore in March 2016; an increase of 333%
Deposit Business Performance of USFB
The Deposit business stood at Rs.206 Crore spanning 13,293 accounts at the end of March 2017
CASA stood at Rs. 3.2 Crore, of which staff savings/salary accounts constituted Rs. 2.7 Crore
Time Deposits stood at Rs. 3.3 Crore while Recurring deposits stood at Rs.1Lakh
Institutional Deposits stood at Rs.199.8 Crore out of total deposits of Rs. 206 Crore
CASA ratio stood at 1.5%, Credit to Deposit Ratio stood at 2846%
Financial Performance: PAT of Rs. 207.64 Crore in FY 2016-17 as against Rs.177.2 Crore in FY 2015-16, an increase of
17%. USFB breaks even in the first two months of operations with a PAT of Rs. 3.4 Lakh
Profitability: (Rs. in Crore)

Particulars (FY 2016-17) Standalone Consolidated

Pre-Tax Profits (PBT) 320.85 321.74
Profit after Tax (PAT) 207.64 207.67
Efficiency:
Fresh GL TAT- 8.1 days against 8.5 in March 2016
Fresh IL TAT- 14.4 days against 12.2 in Mar 2016
SHL: 23 days against 30 days in March 2016
MSE: 13 days against 34 days in March 2016
(ii) highlights of performance of subsidiaries, associates and joint venture companies and their contribution to the
overall performance of the company during the period
Ujjivan Small Finance Bank Limited (USFB) is a wholly owned material subsidiary of the Company. USFB was
incorporated on July 04, 2016 and commenced its operations as a small finance bank w.e.f. February 01, 2017.
The highlights of the financial performance of USFB are as under:
(Rs. in Crore)

Particulars FY 2016-17
Operating Income 212.71
Other Income 13.39
Total Income 226.10
Less: Operational Expenses 55.57
Personnel Expenses 50.74
Finance Charges 109.36
Depreciation 5.10
Provision For Doubtful Debts 4.44
Total Operational Expenses 225.21
Profit/(Loss) Before Tax 0.89
Less: Income tax 1.42
Less Deferred tax (0.57)
Profit/(Loss) After Tax 0.04
Transfer to Statutory Reserve 0.01
Balance carried over to Balance Sheet 0.03

42
 Key Ratios:

Particulars March 31, 2017

Interest income as a percentage to working funds 2.52%
Non-interest income as a percentage to working funds 0.16%
Operating profit as a percentage to working funds 0.06%
Business (deposits plus gross advances) per employee (Rs.) 5,914,099
Profit per employee 34
Business Highlights:
Launch of Banking Operations on February 06 2017, 15 live branches were operational as of March 31, 2017.
Deposit Business Performance
The Deposit business stood at Rs.206.41 Crore spanning 13,293 accounts at the end of March 2017
CASA stood at Rs. 3.23 Crore, of which staff savings/salary accounts constituted Rs. 2.7 Crore
Time Deposits stood at Rs. 3.3 Crore including Recurring deposits of Rs. 0.01 Crore
Institutional Deposits stood at Rs.199.8 Crore
Financial Performance:
USFB has achieved breakeven in the first two months of operations with a PAT of Rs. 0.04 Crore
Higher cost to income ratio on account of transition, increased finance cost to meet regulatory compliances, one
time write-off of goodwill has impacted the overall profitability of USFB
Treasury income of Rs. 19.72 Crore in first two months of operations
Credit Performance:
Over all PAR at 10.2% in March 2017.
GL overall PAR: 10.2%, Unsecured IL PAR: 11.3%
GNPA (Par > 90 days) rose to 3.8% in March 2017 (0.28% with RBI dispensation)
Cost Efficiency: Cost to Income Ratio at 95.4%
Rating: USFB has received a credit rating of A+
Profitability: Pre-tax profits - Rs. 0.89 Crore and post- tax profits - Rs. 0.04 Crore for the period ended
March 31, 2017
Please refer the section Consolidated Financial Statements for further details on the contribution of USFB on the overall
performance of the Company.
(iii) The change in the nature of business, if any:
The Company has floated a 100% subsidiary Ujjivan Small Finance Bank Limited (USFB).
The RBI vide its letter dated November 11, 2016 granted the final licence (licence number Mum-123) to USFB to carry on
the business of a small finance bank in India subject to the terms and conditions mentioned therein.
The RBI has in the said letter stipulated inter alia that the promoting entity of the small finance bank shall be registered
as an NBFC-Core-Investment Company (CIC) after the transfer of its business to USFB.
The Company pursuant to the approval of the Audit Committee, Board and the Shareholders has executed an agreement
with USFB on January 12, 2017 pursuant to which the business undertaking of the Company has been transferred to
USFB as a going concern on a slump sale basis. The agreement to transfer is in line with the Companys restructuring plans
submitted to the RBI and as disclosed by the Company in its prospectus dated May 03, 2016 filed with SEBI for its IPO.
The aforesaid transfer was done to ensure that USFB will undertake the small finance bank business and post transfer the
Company registers itself as a CIC with DNBS, RBI Bangalore.
Subsequent to the execution of the agreement, the Company has transferred, conveyed, assigned and delivered all rights,
title and interest in its Business Undertaking to USFB, and USFB has acquired the Business Undertaking of the Company.
The Company has transferred its business undertaking to USFB as a going concern by way of a slump sale, as defined in
Section 2(42C) of the Income Tax Act, 1961 for a lumpsum consideration of Rs. 1530 Crore.
The effective date of transfer of Companys business undertaking to USFB and commencement of business as a small
finance bank by USFB was February 01, 2017.
The Company as on March 31, 2017 is registered with RBI as a NBFC-MFI; however the application for its registration as
a NBFC-Core Investment Company is in process and the final approval and registration from the RBI is awaited. Once the
CIC registration is received, the Company will surrender its NBFC-MFI registration certificate and then will be regulated as
a NBFC-CIC with its primary business of making investments in its group companies.
Further, all the employees of the Company except few identified personnel have been transferred to USFB as part of the
transfer of the business undertaking.

43
 Transfer of Listed Non-Convertible Debentures through Novation to USFB
The Company pursuant to the receipt of consents of the Debenture Trustees (IDBI Trusteeship Services Limited and Catalyst
Trusteeship Limited) has transferred (novation of all rights and obligations of the Company) the below 9 (Nine) listed NCDs
from the Company to USFB through novation.

Amount Debenture Trustee

Sr. Maturity
ISIN Description of NCD
No date
(in Rs.)
1. INE334L07076 Secured Redeemable 30-Jul-19 400,000,000 IDBI Trusteeship
2. INE334L07100 Secured Redeemable 28-May-19 600,000,000 IDBI Trusteeship
3. INE334L07134 Secured Redeemable 20-Mar-17 187,500,000 Catalyst Trusteeship *
4. INE334L07126 Secured Redeemable 26-Dec-17 250,000,000 Catalyst Trusteeship *
5. INE334L07142 Secured Redeemable 12-May-17 1,000,000,000 Catalyst Trusteeship *
6. INE334L07167 Secured Redeemable 5-Aug-21 1,000,000,000 Catalyst Trusteeship *
7. INE334L07159 Secured Redeemable 23-Jun-17 1,000,000,000 Catalyst Trusteeship *
8. INE334L08017 Unsecured Redeemable 7-Oct-18 1,750,000,000 Catalyst Trusteeship *
9. INE334L08025 Unsecured Redeemable 16-Nov-18 2,250,000,000 Catalyst Trusteeship *
Total 8,437,500,000

* Formerly known as GDA Trusteeship Limited

Post the novation of the aforesaid NCDs by the Company to USFB, all references to the Companys payment obligations in
the Debenture Documents shall be read as references to USFB to the extent legally applicable, and USFB is to be considered
as the debtor in respect of the outstanding debt.
Further all the rights, obligations and liabilities of the Company in respect of the payment of the outstanding debt under
the terms of the Debenture Documents has been assumed by USFB and any claims by the Debenture Trustee shall be made
only against USFB and as per terms of the Debenture Documents.
The Company has received the approval from the BSE Limited for the novation of the above listed NCDs and the terms &
conditions including description of security, date of allotment, date of maturity, coupon rate, and face value of the aforesaid
NCDs remains intact and bears the same respective ISINs.
(iv) The details of directors or key managerial personnel who were appointed or haveresigned during the year;

Date of Appoint-
Sr.
Name Designation DIN ment/ Change/ Reason
No.
Cessation
1 Mr. Samit Ghosh MD & CEO (KMP) 00185369 January 31, 2017 Resignation
2 Mr. Sunil Patel Independent Director 00050837 January 31, 2017 Resignation
3 Mr. Nandlal Sarda Independent Director 00147782 January 31, 2017 Resignation
4 Mr. Anadi Charan Sahu Nominee Director 06696504 January 31, 2017 Resignation
5 Ms. Sudha Suresh CFO (KMP) N.A. January 31, 2017 Resignation
6 Ms. Sudha Suresh MD & CEO (KMP) 06480567 February 01, 2017 Appointment
7 Mr. Hiren Shah CFO (KMP) N.A. February 01, 2017 Appointment
(v) the names of companies which have become or ceased to be its Subsidiaries, joint ventures or associate
companies during the year;
The Company incorporated its wholly owned subsidiary Ujjivan Small Finance Bank Limited on July 04, 2016.
(vi) Deposits from public
During the year, the Company has not accepted any deposits from public and as such, no amount on account of principal
or interest on deposits from public was outstanding as on the date of the balance sheet.
However, the subsidiary of the Company viz Ujjivan Small Finance Bank Limited which is a Small Finance Bank and has
been granted a licence (licence number MUM: 123) from the RBI to carry on small finance bank business in India, has
mobilized a total deposit of Rs. 206 Crore as on March 31, 2017.
(vii) The details of significant and material orders passed by the regulators or courts or tribunals impacting the
going concern status and companys operations in future;
None
(viii) The details in respect of adequacy of internal financial controls (IFC) with reference to the Financial
Statements
In respect of internal financial control, the Board has adopted the policies and procedures for ensuring the orderly and

44
 efficient conduct of its business, including adherence to the Companys policies, the safeguarding of its assets, the
timely prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the
timely preparation of reliable financial information.
Further, the management regularly reviews the control for any possible changes and takes appropriate actions.
26. Other disclosures
(i) Details of equity shares with differential rights
The Company has not issued any equity shares with differential rights during the year
(ii) Details of sweat equity shares issued
The Company has not issued any sweat equity shares during the year
(iii) Details of employee stock option scheme
The Company has established Employee Stock Option Plan (ESOP) for compensation to its employees, being ESOP
2006, ESOP 2007, ESOP 2008, ESOP 2010, MD-ESOP 2010 and ESOP 2015.
ESOP 2006
The Company pursuant to resolutions passed by the Board and Shareholders on March 29, 2006 and May 12, 2006,
respectively, adopted the ESOP 2006. The ESOP 2006 was for a total of 64,000 Equity Shares for all the eligible
employees of the Company. In accordance with the ESOP 2006, each option on exercise would be eligible for one
Equity Share on payment of exercise price. As on March 31, 2017, out of the 64,000 options granted, 28,629 options
has been exercised and 35,371 options were lapsed
ESOP 2007
Pursuant to resolutions passed by the Board and Shareholders on June 9, 2007 and July 21, 2007, respectively,
the Company instituted the ESOP 2007. The ESOP 2007 was for a total of 189,440 Equity Shares for all the eligible
employees of the Company. In accordance with the ESOP 2007, each option on exercise would be eligible for one
Equity Share on payment of exercise price. As on March 31, 2017, out of the 189,400 options granted, 138,030 options
has been exercised, 44,500 options lapsed and 6,910 valid options are left to be exercised.
ESOP 2008
Pursuant to resolutions passed by the Board and Shareholders on July 23, 2008 and August 18, 2008, respectively
the Company approved the ESOP 2008. The ESOP 2008 was for a total of 396,680 Equity Shares for all the eligible
employees of the Company. In accordance with the ESOP 2008, each option on exercise would be eligible for one
Equity Share on payment of exercise price. As on March 31, 2017, out of the 396,680 options granted, 200,130 options
has been exercised, 153,290 options lapsed and 43,260 valid options are left to be exercised.
ESOP 2010 and MD-ESOP 2010
Pursuant to resolution passed by the Board and Shareholder resolutions dated May 17, 2010 and July 12, 2010,
respectively, the Company approved the ESOP 2010 and MD ESOP 2010 and granted 3,384,300 options under ESOP
2010 and 871,060 options under MD-ESOP 2010. Further, pursuant to the Shareholders resolution dated July 12, 2010
the exercise period under the ESOP 2006, ESOP 2007 and ESOP 2008 was aligned with the exercise period time frame
mentioned in ESOP 2010.
Pursuant to sub-division of the face value of the equity shares from face value of Rs. 100 each to Rs. 10 each on October
12, 2010 and in accordance with ESOP 2010, maximum number of shares available for being granted under ESOP 2010
stood modified and the cumulative face value prior to sub-division remained unchanged.
Pursuant to resolution passed by the Board on August 12, 2011, additional grants were approved under the MD-ESOP
2010 amounting to 378,112. Accordingly, the total options granted under MD-ESOP 2010 were increased to 1,249,172
options.
In accordance with the ESOP 2010 and MD-ESOP 2010, each option on exercise would be eligible for one Equity Share
on payment of exercise price.
Thereafter, pursuant to resolution passed by the Board and Shareholders on August 8, 2012 and September 12, 2012,
respectively, the Company approved creation of a pool of 1,243,233 options under the ESOP 2010 for the Financial
Year 2011-12.
As on March 31, 2017, out of the 3,384,300 options granted under ESOP-2010, 1,065,710 options has been exercised,
1,553,653 options lapsed and 764,937 valid options are left to be exercised.
As on March 31, 2017, out of the 1,249,172 options granted under MD-ESOP 2010, 440,000 options has been exercised
and 809,172 valid options are left to be exercised.
As on March 31, 2017, the Company has granted 5,283,592 options under ESOP 2006, ESOP 2007, ESOP 2008, ESOP
2010 and MD-ESOP 2010.
ESOP 2015
The Company, pursuant to resolutions passed by the Board and the Shareholders, dated September 29, 2015 and
November 3, 2015, respectively has adopted ESOP 2015. The total employee stock option pool available under ESOP
2015 is 5,561,188 options.

45
 In accordance with the ESOP 2015, each option on exercise would be eligible for one Equity Share on payment of the
exercise price.
In compliance with Regulation 12 of Securities and Exchange Board Of India (Share Based Employee Benefits)
Regulations, 2014 (SEBI ESOP Regulations), the Company got its ESOP Scheme 2015 ratified by its shareholders
subsequent to the IPO in their AGM held on August 10, 2016. Subsequent to the ratification, the Company granted
1,696,850 options to its employees under the ESOP 2015 on September 14, 2016.
As on March 31, 2017, the Company has granted 3,166,650 options under the ESOP 2015 (including 1,696,850 options
granted to eligible employees during the FY 2016-17 on September 14, 2016). Further, as on March 31, 2017 out of
the 3,166,650 granted options under ESOP 2015, 458,918 options are vested, out of which 9,329 vested options has
lapsed, 82,400 vested options were exercised and 367,189 valid vested options were left to be exercised. Further,
236,413 unvested options has lapsed and 2,480,648 valid options are unvested. Overall, 2,847,837 vested and unvested
options are valid as on March 31, 2017.
The vesting period for the options granted under ESOP 2015 is for a period of three years as under:

Year Options Granted Year 1 Year 2 Year 3

ESOP 2015 (Tranche 1) 1,469,800 34% 33% 33%
ESOP 2015 (Tranche 2) 1,696,850 33% 33% 34%
Total 3,166,650

The ESOP 2015 is in compliance with Securities and Exchange Board of India (Share Based Employee Benefits)
Regulations, 2014 (SEBI ESOP Regulations), the Companies Act, 2013, and is implemented in accordance with guidance
notes issued by ICAI and the relevant accounting standards.
Revisions in the ESOP Schemes during the Year
None
ESOP Schemes Compliance Status
ESOP 2006, ESOP 2007, ESOP 2008, ESOP 2010 and MD-ESOP 2010 were adopted prior to the commencement of the
Companies Act, 2013.
The ESOP 2015 is in compliance with Securities and Exchange Board of India (Share Based Employee Benefits)
Regulations, 2014 (SEBI ESOP Regulations) and the Companies Act, 2013.
The ESOP Schemes are implemented in accordance with guidance notes issued by ICAI and the relevant accounting
standards.
The guidance note issued by the Institute of Chartered Accountants of India requires the disclosure of pro forma net
results and Earnings Per Share (EPS) both basic & diluted, had the Company adopted the fair value method amortizing
the stock compensation expense thereon over the vesting period, the reported profit for the year ended March 31,
2017 would have been lower by Rs.119,550,825/-and the basic and diluted EPS would have been revised to Rs.16.73/-
and Rs.16.11/- respectively.
Administration of ESOP Schemes
The Governance, Nomination and Remuneration Committee of the Board administer the Employee Stock Option
Schemes, formulated by the Company from time to time.
Mandatory ESOP Disclosures
Disclosures as required under Section 62 of the Companies Act, 2013 (to be read with Rule 12 of the Companies (Share
Capital and Debenture) Rules, 2014, and SEBI ESOP Regulations:

Sr.
Particulars March 31, 2017
No.
1. Number of options granted beginning of year (A) 4,264,392
2. Number of options granted during the year (B) 1,696,850
3. Number of options vested during the year 676,805
4. Number of options exercised during the year 1,135,767
5. Number of shares arising as a result of exercise of options (C) 1,135,767
6. Money realized during the year by exercise of options (in Rs.) 56,248,163
7. Number of options Forfeited/Expired during the year (D) 351,849
8. The exercise price of the options (in Rs.) 10, 12.5, 28, 40, 47, 146.35 & 417.15
9. Number of options granted and in force at the end of year 4,473,626
= (A)+(B)-(C)-(D)
10. Number of valid vested options exercisable at the year end 1,992,978
11. Weighted average of remaining contractual life (years) at the year end 1.05
12. Variation of terms of the options None

46
 Consolidated Summary of all ESOP Schemes as on March 31, 2017

Particulars ESOP ESOP ESOP ESOP MD-ESOP ESOP Total

2006 2007 2008 2010 2010 2015
Options Granted (A) 64,000 189,440 396,680 3,384,300 1,249,172 3,166,650 8,450,242
Options Un-Granted - - - - - 2,394,538 2,394,538
Total Options Exercised (B) 28,629 138,030 200,130 1,065,710 440,000 82,400 1,954,899
Options Lapsed (C) 35,371 44,500 153,290 1,553,653 - 236,413 2,023,227
Options Still Unexercised
- 6,910 43,260 766,447 809,172 2,847,837 4,473,626
(D) = (A)-(B)-(C)

Options Granted to Key Managerial Personnel during the year

Employee Name Designation Options Granted Exercise Price (in Rs.)

MD & CEO
Ms. Sudha Suresh (w.e.f. February 01, 2017; from April 01, 13,710 417.15
2016 till January 31, 2017 was the CFO)
Company Secretary and Compliance
Mr. Sanjeev Barnwal 7,310 417.15
Officer
Mr. Hiren Shah Chief Financial Officer 7,310 417.15

Any other employee who receives a grant of options in any one year of options amounting to five percent or more of options
granted during that year
- None
Identified employees who were granted options during any one year, equal to or exceeding one percent of the issued
capital (excluding outstanding warrants and conversions) of the Company at the time of grant.
- None
27. Appointment of Independent Directors
The Company with the approval of the shareholders through a postal ballot on September 13, 2016 has approved the
change in categorization of Mr. Abhijit Sen (00002593) as the Independent Director of the Company and appointed him
for a period of five consecutive years from September 13, 2016 to September 12, 2021, and whose office shall not be
liable to retire by rotation.
He has been appointed on the terms and conditions as mentioned in his appointment letter; the extracts of the terms &
conditions of the appointment of the independent directors has been placed on the website of the Company.
28. Vigil Mechanism
The Company in compliance with Section 177 of the Companies Act, 2013 and Regulation 22 of SEBI Listing Regulations
has established a Whistle Blower policy / Vigil Mechanism for the directors and employees to report genuine concerns or
grievances about unethical behavior, actual or suspected fraud or violation of the companys Code of Conduct or Ethics
Policy. The Company has a vigil mechanism process wherein the employees are free to report violations of laws, rules,
regulations or unethical conduct to the whistle and ethics officer of the Company.
Name and Address of the Whistle and Ethics Officer
Mr. Sanjeev Barnwal Company Secretary and Compliance Officer (w.e.f. April 27, 2017)
Ujjivan Financial Services Limited
Grape Garden, No. 27, 3rd A Cross, 18th Main, 6th Block, Bangalore 560095, Karnataka
Email- [email protected]

Protected Disclosure against the Whistle and Ethics Officer should be addressed to the CEO& MD of the Company and
the Protected Disclosure against the CEO & MD of the Company should be addressed to the Chairman of the Audit
Committee.

Name and Address of MD & CEO of the Company: (w.e.f. February 1, 2017)
Ms. Sudha Suresh
Ujjivan Financial Services Limited
Grape Garden, No. 27, 3rd A Cross, 18th Main, 6th Block, Bangalore - 560095, Karnataka
Email: [email protected]

Name and Address of the Chairman (Audit Committee):

Mr. K. R. Ramamoorthy
D - 302, Mantri Gardens, Jayanagar, 1st Block, Bangalore - 560011, Karnataka
Email: [email protected]

47
 The confidentiality of those reporting violations is maintained and they are not subjected to any discriminatory practice
The whistle blower policy of the Company is disclosed on our website - http://ujjivan.com/html/ujjivan_policies.php

29. Remuneration details of Directors, KMPs, employees

Sr. No. Particulars Disclosures

1. The ratio of the remuneration of each MD & CEO: 3.17x
Whole time director to the median
remuneration of the employees of the
company for the financial year
2. The percentage increase in KMP % increase in
remuneration of each director, Chief remuneration
Financial Officer, Chief Executive
Officer, Company Secretary or Mr. Samit Ghosh 26%
Manager, if any, in the financial year (MD & CEO April 01, 2016 till January 31, 2017)
Resigned w.e.f. January 31, 2017 (close of business
hours)
Ms. Sudha Suresh
CFO - April 01, 2016 till January 31, 2017) 24%

MD & CEO February 01, 2017 till March 31, 2017 25%
(pending for shareholders ratification and approval)

Consolidated Salary increase during the FY 2016-17 55.3%

Mr. Hiren Shah CFO 23.5%
(appointed as a CFO w.e.f. February 01, 2017)
Mr. Sanjeev Barnwal - CS 50.7%

3. The percentage increase in the median 18.4% increase in the median remuneration of employees in the FY 2016-
remuneration of employees in the 17. However, all the employees of the Company except 4 (four) employees
financial year; has been transferred to USFB w.e.f. February 01, 2017.

4. The number of permanent employees 4

on the rolls of company as on March 31,
2017
5. Average percentile increase already The average increase in the salaries of employees was 18% and the
made in the salaries of employees other average increase in the managerial remuneration was 31%
than the managerial personnel in the
last financial year and its comparison
with the percentile increase in
the managerial remuneration and
justification thereof and point
out if there are any exceptional
circumstances for increase in the
managerial remuneration
6. Affirmation that the remuneration is Yes
as per the remuneration policy of the
company
A statement showing the name of every employee of the company, who-
a. if employed throughout the financial year, was in receipt of remuneration for that year which, in the aggregate, was not less
than one crore and two lakh rupees;
- None
b. if employed for a part of the financial year, was in receipt of remuneration for any part of that year, at a rate which, in the
aggregate, was not less than eight lakh and fifty thousand rupees per month;
- None
c. if employed throughout the financial year or part thereof, was in receipt of remuneration in that year which, in the aggregate, or
as the case may be, at a rate which, in the aggregate, is in excess of that drawn by the managing director or whole-time director
or manager and holds by himself or along with his spouse and dependent children, not less than two percent of the equity
shares of the company.
- None

48
Information as per Rule 5(2) of Chapter XIII, the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014
The names of the top ten employees in terms of remuneration drawn:
The Company as on March 31, 2017 had only the following 4 (four) employees:

Sr. Particulars Ms. Sudha Suresh Mr. Sanjeev Mr. Hiren Shah Ms. Mantasha Mizaj
No. Barnwal
1. Designation MD & CEO Company Secretary Chief Financial Assistant Manager
and Compliance Officer Investor Relations
Officer
2. Remuneration received 8,202,497* 3,601,943* 3,311,395 769,801
3. Nature of employment, Permanent Permanent Permanent Permanent
whether contractual or
otherwise;
4. Qualifications and CA, CS & CWA CS, LLB, Diploma in MBA MBA
experience of the employee Business Management
20+ years 17 years 2 years experience
experience 13+ years experience experience
5. Date of commencement of November 03, August 12, 2014 August 17, 2015 May 19, 2015
employment 2008
6. The age of such employee 53 36 37 24

7. The last employment held Skyline SMC Capitals Limited Concept Public None
by such employee before Construction & Relations India
joining the company Housing Private Limited
Limited
8. The percentage of equity 0.02% Nil Nil Nil
shares held by the employee
in the company
9. Whether any such employee No No No No
is a relative of any director
or manager of the company
and if so, name of such
director or manager
* including perquisite by way of exercise of vested equity options
Compliance of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
The Company is in compliance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013 and has a prevention of sexual harassment policy in place. The Directors further state that during the year under review,
there was no case filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act,
2013.
Green Initiatives
Electronic copies of the Annual Report for the FY 2016-17 and the Notice of the 13th AGM is being sent to all the members whose
email addresses are registered with the Company / Depository Participants. For members who have not registered their email
address, physical copies are sent in the permitted mode.

ACKNOWLEDGEMENT
Your Directors wishes to gratefully acknowledge the assistance and guidance received from the RBI, ROC, Investors, Banks,
Auditors, Lawyers, Accountants, Suppliers, Partner NGOs, Institutions and Foundations, Police & Government Authorities, Advisors
and all our well-wishers. The Board also wishes to place on record their warm appreciation for the creative and dedicated efforts
of staff at all levels.
For and on behalf of the Board of Directors

K.R. Ramamoorthy Sudha Suresh

Chairperson Managing Director & Chief Executive Officer
DIN: 00058467 DIN: 06480567
Date: April 27, 2017
Place: Bangalore

49
 Annexure 1
Extract of Annual Return in Form MGT-9 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:

i) CIN : L65999KA2004PLC035329
ii) Registration Date : December 28, 2004
iii) Name of the Company : Ujjivan Financial Services Limited
iv) Category / Sub-Category of the Company : NBFC-MFI*
v) Address of the Registered Office and Contact De- : Grape Garden, No. 27, 3rd A Cross, 18th Main, 6th Block,
tails Koramangala, Bangalore 560095, Karnataka
vi) Whether Listed Company : Yes
vii) Name, address and Contact Details Of Registrar : Karvy Computershare Private Limited
And Transfer Agent, if any: Karvy Selenium Tower B, Plot No 31&32
Gachibowli, Financial District,
Nanakramguda, Serilingampally
Hyderabad 500 008
P : +91 040 67161604
e-mail: [email protected]
Website: www.karvycomputershare.com
Principal Business Activities of the Company
Non-Banking Finance Company MFI*
All the Business Activities Contributing 10% or More of the total turnover of the Company shall be stated:-

Sr No. Name and Description of main products NIC Code of the % to total turnover of the
/ services Product/ service company
1 Micro Finance Lending 64990 100%

* the Company as on March 31, 2017 is registered with RBI as a NBFC-MFI. The Company has made an application to the RBI for getting
itself registered as a NBFC-Core Investment Company (CIC) for which the RBI approval is awaited. The Company on receipt of the
CIC registration from RBI will surrender its NBFC-MFI registration to the RBI. Once the CIC registration is received, the NIC Code of the
Company will change.
III. Particulars of Holding, Subsidiary and Associate Companies -

Sr. Name and Address of the CIN Holding / % of Applicable

No. Company Subsidiary / shares Section
Associate held
1. Ujjivan Small Finance Bank Limited U65110D12016PLC302481 Wholly owned 100% 2(87)(ii)
Registered Address: Plot No. subsidiary
2364/8, Khampur Raya Village,
Shadi Kampur, Main Patel Road,
New Delhi, India, 110008
The Company does not have any other holding, subsidiary or any associate company
IV. Shareholding pattern (Equity Share Capital breakup as Percentage of Total Equity)
I) Category-Wise Share Holding
(i) Category wise Shareholding pattern (Equity Share Capital Break-up as percentage of total equity)

Cate- Category of % Change

No. of Shares held at the beginning of the year No. of Shares held at the end of the year
gory Shareholder during the
(April 01, 2016) (March 31, 2017)
(I) (II) year
% of % of
Demat Physical Total Demat Physical Total
Total Total
Promoter and Pro-
(A)
moter Group
(1) Indian
(a) Individuals/ HUF - - - - - - - - -
(b) Central Government - - - - - - - - -
(c) State Government(s) - - - - - - - - -
(d) Bodies Corporate - - - - - - - - -
Banks / Financial
(e) - - - - - - - - -
Institutions
(f) Any Other - - - - - - - - -
Sub Total (A) (1) - - - - - - - - -

50
 Cate- Category of % Change
No. of Shares held at the beginning of the year No. of Shares held at the end of the year
gory Shareholder during the
(April 01, 2016) (March 31, 2017)
(I) (II) year
% of % of
Demat Physical Total Demat Physical Total
Total Total
(2) Foreign
(a) NRIs - Individuals - - - - - - - - -
(b) Other Individuals - - - - - - - - -
(c) Bodies Corporate - - - - - - - - -
Banks / Financial
(d) - - - - - - - - -
Institutions
(e) Any Other - - - - - - - - -
Sub Total (A) (2) - - - - - - - - -
Total Shareholding
of Promoter and
- - - - - - - - -
Promoter Group
(A)= (A)(1)+(A)(2)
(B) Public Shareholding

(1) Institutions
(a) Mutual Funds 2,361,400 - 2,361,400 2.33% 5,934,557 - 5,934,557 4.97% 2.64%
Banks / Financial
(b) - - - - 171,681 - 171,681 0.14% 0.14%
Institutions
(c) Central Government - - - - - - - - -
(d) State Government - - - - - - - - -
Venture Capital
(e) - - - - - - - - -
Funds
(f) Insurance Companies 7,318,535 - 7,318,535 7.23% 10,965,705 - 10,965,705 9.19% 1.95%
FIIs / Foreign Portfo-
(g) - - - - 7,356,039 - 7,356,039 6.16% 6.16%
lio Investors
Foreign Venture
(h) - - - - - - - - -
Capital Investors
(i) Any Other (specify)
(i) Alternate Invest-
270,585 - 270,585 0.27% 886,320 - 886,320 0.74% 0.48%
ment Funds
(ii) Private Trust - - - - 117,037 - 117,037 0.10% 0.10%
Sub-Total (B)(1) 9,950,520 - 9,950,520 9.83% 25,431,339 - 25,431,339 21.30% 11.47%
(2) Non-institutions

(a) Body Corporate

(i) Domestic Body
8,597,872 350,000 8,947,872 8.84% 15,870,327 - 15,870,327 13.29% 4.45%
Corporate

(ii) Foreign Body

71,790,883 4,597,569 76,388,452 75.49% 43,551,937 3,777,617 47,329,554 39.65% -35.85%
Corporate

(b) Individuals
Individual sharehold-
ers holding nominal
(i) 213,003 110,697 323,700 0.32% 15,190,402 40,703 15,231,105 12.76% 12.44%
share capital up to Rs.
1 lakh
Individual sharehold-
ers holding nominal
(ii) 1,883,122 1,064,962 2,948,084 2.91% 12,134,218 697,000 12,831,218 10.75% 7.83%
share capital in
excess of Rs. 1 lakh
(c) Others
(i) Directors* 1,004,100 - 1,004,100 0.99% 29,400 - 29,400 0.02% -0.97%
(ii) NRIs 923,200 700,100 1,623,300 1.60% 1,743,439 300,100 2,043,539 1.71% 0.11%
(iii) NBFCs registered
- - - - 67,060 - 67,060 0.06% 0.06%
with RBI
(iv) Clearing Mem-
- - - - 543,530 - 543,530 0.46% 0.46%
bers
Sub-Total (B)(2) 84,412,180 6,823,328 91,235,508 90.17% 89,130,313 4,815,420 93,945,733 78.70% -11.47%
Total Public Share-
holding (B)= (B) 94,362,700 6,823,328 101,186,028 100.00% 114,561,652 4,815,420 119,377,072 100.00% -
(1)+(B)(2)
Shares held by
(C) Custodian for GDRs - - - - - - - - -
& ADRs
Total (A) + (B) + (C) 94,362,700 6,823,328 101,186,028 100.00% 114,561,652 4,815,420 119,377,072 100.00% -
* The change in directors shareholding % is on primarily on account of resignation of Mr. Samit Ghosh as the MD & CEO of the Company

51
 (ii) Shareholding of Promoters
The Company does not have any identifiable promoter and is a professionally managed Company.
(iii) Change in Promoters Shareholding
Not Applicable
(iv) Shareholding pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)

Sr. No. Name of the Shareholding at the beginning of Cumulative Shareholding during the year
Shareholder the year
No. of % of total shares of the No. of Shares % of total shares of the
Shares Company Company
(1) CDC Group Plc
At the beginning of the 10,932,696 10.80% 10,932,696 10.80%
year
May 06, On account of issue of new shares by the Company in its IPO 10,932,696 9.25%
2016 during the year, the % shareholding has reduced
No increase / decrease in no. of shares held during the year; however allotment of fresh shares in the IPO and pursuant
to the exercise of vested options under ESOP Schemes has resulted in a reduction in the % shareholding
At the end of the year 10,932,696 9.16%
(2) Alena Private Limited
At the beginning of the 10,790,943 10.66% 10,790,943 10.66%
year
May 06, On account of issue of new shares by the Company in its IPO 10,790,943 9.13%
2016 during the year, the % shareholding has reduced
No increase / decrease in no. of shares held during the year; however allotment of fresh shares in the IPO and pursuant
to the exercise of vested options under ESOP Schemes has resulted in a reduction in the % shareholding
At the end of the year 10,790,943 9.04%
(3) International Finance Corporation (IFC)
At the beginning of the 10,202,406 10.08% 10,202,406 10.08%
year
May 06, IFC sold 3,060,722 shares through an offer for sale and on 7,141,684 6.04%
2016 account of issue of new shares by the Company in its IPO during
the year; the % shareholding has reduced further.
No further increase / decrease in no. of shares held during the year; however, allotment of shares pursuant to the
exercise of vested options under ESOP Schemes has resulted in a reduction in the % shareholding
At the end of the year 7,141,684 5.98%
(4) NewQuest Asia Investments II Limited
At the beginning of the 8,199,522 8.10% 8,199,522 8.10%
year
May 06, On account of issue of new shares by the Company in its IPO 8,199,522 6.93%
2016 during the year, the % shareholding has reduced
Oct 04, NewQuest sold 1,171,500 shares through an off-market 7,028,022 5.93%
2016 transfer to various domestic investors
No further increase / decrease in no. of shares held during the year; however allotment of fresh shares in the IPO and
pursuant to the exercise of vested options under ESOP Schemes has resulted in a reduction in the % shareholding
At the end of the year 7,028,022 5.89%
(5) Bajaj Holdings and Investment Ltd
At the beginning of the 5,124,702 5.06% 5,124,702 5.06%
year
May 06, On account of issue of new shares by the Company in its IPO 5,124,702 4.33%
2016 during the year, the % shareholding has reduced
No increase / decrease in no. of shares held during the year; however allotment of fresh shares in the IPO and pursuant
to the exercise of vested options under ESOP Schemes has resulted in a reduction in the % shareholding
At the end of the year 5,124,702 4.29%
(6) Sequoia Capital India Investments III
At the beginning of the 4,201,276 4.15% 4,201,276 4.15%
year
May 06, On account of issue of new shares by the Company in its IPO 4,201,276 3.55%
2016 during the year, the % shareholding has reduced

52
 Sr. No. Name of the Shareholding at the beginning of Cumulative Shareholding during the year
Shareholder the year
No increase / decrease in no. of shares held during the year; however allotment of fresh shares in the IPO and pursuant
to the exercise of vested options under ESOP Schemes has resulted in a reduction in the % shareholding
At the end of the year 4,201,276 3.52%
(7) HDFC Standard Life Insurance Company Limited
At the beginning of the 3,464,878 3.42% 3,464,878 3.42%
year
May 06, On account of issue of new shares by the Company in its IPO 3,464,878 2.93%
2016 during the year, the % shareholding has reduced
No increase / decrease in no. of shares held during the year; however allotment of fresh shares in the IPO and pursuant
to the exercise of vested options under ESOP Schemes has resulted in a reduction in the % shareholding
At the end of the year 3,464,878 2.90%
(8) Cinnamon Capital Limited
At the beginning of the Nil - Nil -
year
Bought a net 3,076,820 shares of the Company during the FY 2016-17
At the end of the year 3,076,820 2.58%
(9) Elevar Equity Mauritius
At the beginning of the 6,355,684 6.28% 6,355,684 6.28%
year
Elevar sold 3,495,626 shares through an offer for sale and on 2,860,058 2.42%
account of issue of new shares by the Company in its IPO during
the year; the % shareholding has reduced further.
No further increase / decrease in no. of shares held during the year; however on account of issue of new shares by the
Company during the year, the shareholding % has marginally reduced
At the end of the year 2,860,058 2.40%
(10) CX Partners Fund 1 Limited
At the beginning of the 2,604,342 2.57% 2,604,342 2.57%
year
On account of issue of new shares by the Company in its IPO 2,604,342 2.20%
during the year, the % shareholding has reduced
No increase / decrease in no. of shares held during the year; however allotment of fresh shares in the IPO and pursuant
to the exercise of vested options under ESOP Schemes has resulted in a reduction in the % shareholding
At the end of the year 2,604,342 2.18%
(v) Shareholding of Directors and Key Managerial Personnel

Sr. No. Name of the Shareholder Shareholding at the beginning of Cumulative Shareholding during the
the year year

No. of Shares % of total shares of No. of Shares % of total shares of

the Company the Company
1. Mr. K.R. Ramamoorthy* 1,000 Negligible 1,000 Negligible
2. Ms. Sudha Suresh 35,675 0.04% 28,400 0.02%
* Jointly held with Ms. Vasantha Ramamoorthy
(vi) Indebtedness
Indebtedness of the Company including interest outstanding / accrued but not due for payment
(Rs. in Crore)

Secured Loans
Indebtedness excluding Unsecured Loans Deposits Total Indebtedness
deposits
Indebtedness at the beginning of the financial year (01-04-2016)
i) Principal Amount 4,288.00 50.00 - 4,338.00
ii) Interest due but not paid - - - -
iii)Interest accrued but not due 43.01 0.45 43.46
Total (I + ii + iii) 4,331.01 50.45 - 4,381.46

53
 Changes in Indebtedness during the financial year
Addition 3,817.25 1,969.00 5,786.25
Reduction 8,148.26 2,019.45 10,167.71
Net Change (4,331.01) (50.45) (4,381.46)
Indebtedness at the end of the financial year (31-03-2017)
i) Principal Amount - - - -
ii) Interest due but not paid - - - -
iii)Interest accrued but not due - - - -
Total (I + ii + iii) - - - -
Note: the Company has transferred / novated all its outstanding loans to Ujjivan Small Finance Bank Limited. As on March 31, 2017, the
Company does not have any outstanding loans in its books.
(vii) Remuneration of Directors and Key Managerial Personnel
A. Remuneration to Managing Director, Whole Time Directors and / or Manager:

Sr. No. Particulars of Remuneration Name of Total Amount Name of Total Amount
Managing (in Rs.) Managing (in Rs.)
Director Director
1. Gross Salary
(a) Salary as per provisions Mr. Samit 7,989,116 Ms. Sudha 1,273,000
contained in section 17(1) Ghosh Suresh
of the Income-Tax Act,
1961 (April 01, 2017 (February 01,
till January 31, 2017 till March
(b) Value of perquisites u/s - -
2017) 31, 2017)
17(2) of the Income-Tax
Act, 1961
(c) Profits in lieu of salary u/s - -
17(3) of the Income-Tax
Act, 1961
2. Stock Option 106,777,400 -
3. Sweat Equity -
4. Commission
- As % of profit - -
- Other, specify - -
Total (A) 114,766,516 1,273,000
Ceiling as per the Act (@ 5% of Remuneration within the ceiling prescribed under Section 198 and Sched-
profits calculated under sec- ule V of the Companies Act, 2013
tion 198 of the Companies Act,
2013
B. Remuneration to other directors: (in Rs.)

Particulars of Name of Directors Total

Remuneration Amount
1) Independent Mr. K.R. Mr. Sunil* Mr. Abhijit Ms. Vandana Mr.
Directors Ramamoorthy Patel Sen Viswanathan Nandlal
Sarda*
Fees for attending 1,497,250 1,324,700 1,298,000 1,142,000 737,925 5,999,875
board and board com-
mittee meetings

Commission

Other, please speci- - - - - - -

fy
- - - - - -
Total (A) 1,497,250 1,324,700 1,298,000 1,142,000 737,925 5,999,875

54
 2) Other Non- Mr. Venkatesh Mr. Jayanta Mr. Amit Mr. Anadi Charan Sahu* Total
Executive Directors Natarajan Basu Gupta (Paid to SIDBI) Amount
Fees for attending 985,350 215,500 204,725 344,625 1,750,200
board and board com-
mittee meetings

Commission

Other, please specify - - - - -

- - - - -
Total (B) 985,350 215,500 204,725 344,625 1,750,200
Total Managerial Re- 7,750,075
muneration (A) + (B)
Overall ceiling as per The Company is paying only sitting fees to Non-Executive Directors which is below the ceil-
the Act (sitting fees ing of Rs. 1,00,000/- per meeting as prescribed under the Companies Act, 2013.
not to exceed Rs.
1,00,000 per meeting)
* ceased to be a director of the Company w.e.f. January 31, 2017 (close of business hours)
C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD:

Sr. Particulars of Ms. Sudha Suresh Mr. Sanjeev Mr. Hiren Shah Total Amount
No. Remuneration CFO Barnwal CFO (in Rs.)
(April 01, 2016 - Company (February 01, 2017
January 31, 2017) Secretary -March 31, 2017)

1. Gross Salary
(a) Salary as per provisions 5,327,250 3,325,643 545,735 8,817,253
contained in section 17(1)
of the Income-Tax Act,
1961
(b) Value of perquisites u/s - - - -
17(2) of the Income-Tax
Act, 1961
(c) Profits in lieu of salary - - - -
u/s 17(3) of the Income-Tax
Act, 1961
2. Stock Option 1,602,247 276,300 - 276,300
3. Sweat Equity - - - -
4. Commission
- As % of profit - - - -
- Other, specify - - - -
Total (A) 6,929,497 3,601,943 545,735 4,147,678

VII. Penalties / Punishment / Compounding of Offences:

There were no penalties, punishment or compounding of offences during the year ended March 31, 2017

55
 Annexure 2
Form No. MR-3

SECRETARIAL AUDIT REPORT

FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2017

[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014]
To,
The Members,
UJJIVAN FINANCIAL SERVICES LIMITED
CIN: L65999KA2004PLC035329
Grape Garden, No.27, 3rd A Cross 18th Main,
6th Block, Koramangala,
Bangalore 560 095

I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by UJJIVAN FINANCIAL SERVICES LIMITED (formerly UJJIVAN FINANCIAL SERVICES PRIVATE LIMITED) having
CIN: L65999KA2004PLC035329 (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided
me a reasonable basis for evaluating the corporate conducts /statutory compliances and expressing my opinion thereon.
Based on my verification of the Companys books, papers, minute books, forms and returns filed and other records maintained by
the Company and also the information provided by the Company, its officers, agents and authorized representatives during the
conduct of secretarial audit, I hereby report that in my opinion, the Company has, during the audit period covering the financial
year ended on 31st March, 2017 complied with the statutory provisions listed hereunder and also that the Company has proper
Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the
financial year ended on 31st March, 2017 according to the provisions of:
(i) The Companies Act, 2013 (the Act) and the Rules made there under and the relevant provisions of The Companies Act,
1956;
(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the rules made there under;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under to the extent of Foreign Direct
Investment and External Commercial Borrowings;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI
Act):-
(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011;
(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;
(d) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
(e) The Securities and Exchange Board of India (Employee Stock Option Scheme and Employee Stock Purchase
Scheme) Guidelines, 1999;
(f) The SEBI (listing obligations and disclosure requirements) Regulations, 2015;
(g) The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993
regarding the Companies Act and dealing with client.

(vi) Following laws, Norms and Directions as applicable specifically to Non-Banking Financial Company Micro Finance
Institution (NBFC-MFI):
(a) Reserve Bank of India Act, 1934;
(b) Non-Banking Financial Company Micro Finance Institutions (Reserve Bank) Directions, 2011;
(c) Non-Banking Financial Company-Micro Finance Institutions (NBFC-MFIs) - Directions, 2011;
(d) Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank)
Directions 2007 and Modifications thereof;
(e) Core Investment Companies (Reserve Bank) Directions, 2011;
(f) Master Circular Regulatory Framework for Core Investment Companies (CICs).

56
I have also examined compliance with the applicable clauses of the following:
(i) The Listing Agreement for debt securities entered into by the Company with Bombay Stock Exchange;
(ii) The Listing Agreement entered into by the Company with Bombay Stock Exchange Limited and National Stock Exchange
Limited;
(iii) Secretarial Standards issued by The Institute of Company Secretaries of India.

During the period under review the Company has complied with the applicable provisions of the Act, Rules, Regulations, Guidelines,
etc. mentioned above and labour laws.
I further report that:
Based on the information provided by the Company, its officers and authorized representatives, during the conduct of the audit
and also on the review of the details, records, documents and papers provided, in my opinion, adequate systems and processes
and control mechanism exist in the Company to monitor and to ensure compliance with applicable general laws like labour laws,
competition law and environmental law.
The compliance of applicable financial laws, like direct and indirect tax laws, have not been reviewed in this Audit since the same
have been subject to review by statutory financial audit and other designated professionals.
The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors
and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under
review were carried out in compliance with the provisions of the Act.
Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least
seven days in advance and at least one independent director was present wherein the Board meetings were held at a shorter
notice to transact urgent matters and a system exists for seeking and obtaining further information and clarifications on the
agenda items before the meeting and for meaningful participation at the meeting.
As per the minutes of the meetings duly recorded and signed by the Chairman, the decisions were carried unanimously and there
were no dissenting views.
There are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor
and ensure compliance with applicable laws, rules, regulations and guidelines.
I further report that during the audit period:
1. The Company has made an Initial Public Offering (IPO) by way of fresh issue of 1,70,55,277 Equity Shares and an Offer
for Sale of 24,968,332 Equity shares by selling shareholders at an offer price of Rs. 210/- per Equity Shares including a
premium of Rs. 200/- per Equity Share.
2. The Company has listed 11,82,41,305 Equity Shares of Rs. 10/- each pursuant to the IPO on BSE Limited(BSE) and National
Stock Exchange of India Limited (NSE) on 10th May, 2016.
3. The Company has issued and allotted 11,35,767 Equity shares during the financial year under ESOP schemes.
4. The Company has issued and allotted 4000 unsecured rated listed redeemable non-convertible debentures of face value
of Rs. 10,00,000/-(Rupees Ten Lakhs only) during the period on Private placement basis as per Section 42 Companies Act,
2013.
5. The Company has redeemed secured, redeemable and non-convertible debentures during the financial year.
6. The Company has obtained approvals from the members as per the applicable provisions of Section 180 of Companies
Act, 2013 to borrow up to Rs. 7,000 Crore and to create charge on assets of the Company up to Rs. 7500 Crore.
7. The Company has formed UJJIVAN SMALL FINANCE BANK LIMITED (CIN: U65110DL2016PLC302481), as wholly owned
subsidiary company on 04th July, 2016.
8. The Company has transferred the business undertaking as a going concern basis, by way of slump sale to UJJIVAN
SMALL FINANCE BANK LIMITED (CIN: U65110DL2016PLC302481), a wholly owned subsidiary of the Company under an
agreement to transfer business undertaking and has obtained necessary approvals under the provisions of Section 180,
186 and 188 of the Companies Act, 2013.
9. The Company with the approval of the Shareholders has altered its Main Objects clause and Objects Incidental and
Ancillary to the Attainment of Main Objects clause of Memorandum of Association to carry on the business as Core
investment Company (CIC) with the objects changes effective from the date of commencement of operations of the
Company subsequent to its categorization as a Core Investment Company (CIC) pursuant to the receipt of necessary
approvals from Reserve Bank of India, DNBS, Regional Office, Bangalore (RBI). The Company has made the application to
the RBI and the final approval and registration as a CIC is awaited.

K. Jayachandran
Date: April 27, 2017 ACS No: 11309
Place: Bangalore CP No: 4031

57
 Annexure A

To,
The Members,
UJJIVAN FINANCIAL SERVICES LIMITED
CIN: L65999KA2004PLC035329
Grape Garden, No.27, 3rd A Cross 18th Main,
6th Block, Koramangala,
Bangalore 560 095

Our report of even date is to be read along with this letter.

1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express
an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts
are reflected in secretarial records. We believe that the processes and practices, we followed provide a reasonable basis
for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and
regulations and happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility
of management. Our examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or
effectiveness with which the management has conducted the affairs of the Company.

K. Jayachandran
Date: April 27, 2017 ACS No: 11309
Place: Bangalore CP No: 4031

Annexure 3

AOC-2
(Pursuant to Clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies
(Accounts) Rules, 2014)

Form for disclosure of particulars of contracts / 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 arms length transactions under third proviso thereto:

1. Details of contracts or arrangements or transactions not at arms length basis:

There were no contracts or arrangements or transactions entered into during the year ended March 31, 2017, which were
not at arms length basis.

58
 2. Details of contracts or arrangements or transactions at arms length basis:

a) Name of the related party and nature of Ujjivan Small Finance Bank Limited (USFB), the material wholly
relationship owned subsidiary of the Company
b) The nature, duration of the contract and The Company executed an agreement dated January 12, 2017
particulars of the contract or arrangement with USFB to transfer its business undertaking to USFB The
Company transferred its business undertaking to UFSB as a
going concern on a slump sale basis.

The Company executed an addendum agreement to the

agreement to transfer business undertaking on February 09,
2017 which included the purchase price of Rs. 1530 Crore
and mode of discharge of consideration by USFB being the
allotment of shares by USFB of Rs. 1530 Crore to the Company.
(Please refer to Notes below)
c) The material terms of the contract or The Company transferred, conveyed, assign and delivered all
arrangement including the value, if any rights, title and interest in the Business undertaking to Ujjivan
Small Finance Bank Limited.

d) The manner of determining the pricing and The Business has been transferred to USFB as a going concern
other commercial terms, both included as by way of a slump sale, within the meaning of Section 2(42C)
part of contract and not considered as part of the Income Tax Act, 1961 for a consideration of Rs. 1530
of the contract Crore as mutually agreed between the Company and USFB
without values being assigned to the individual assets and
liabilities, and has been discharged in a mutually agreed
manner wherein USFB allotted shares of Rs. 1530 Crore to the
Company. (Please refer to Notes below)

e) Date(s) of approval by the Board July 29, 2016

f) Amount paid as advances, if any Nil
g) Any other information relevant or important In line with the Companys restructuring plans submitted to
for the Board to take a decision on the the RBI and as disclosed by the Company in the prospectus
proposed transaction filed for its IPO.
Note 1
The Company executed an agreement dated January 12, 2017 with USFB to transfer its business undertaking to USFB The
Company transferred its business undertaking to UFSB as a going concern on a slump sale basis on February 01, 2017. The
Company executed an addendum agreement to the agreement to transfer business undertaking on February 09, 2017
which included the purchase price of Rs. 1530 Crore and mode of discharge of consideration by USFB being the allotment
of USFB shares of Rs. 1530 Crore to the Company. This transaction was necessitated to fulfill the conditions of the licence
granted to the Company to set up a SFB and was in line with the restructuring plan submitted to the RBI and as disclosed by
the Company in its prospectus dated May 03, 2016.
Note 2
On February 10, 2017, USFB has allotted the below securities to the Company in discharge of the consideration for the
acquisition of business undertaking of the Company by USFB. This transaction was necessitated to fulfil the conditions of
the licence granted to the Company to set up a SFB and was pursuant to the transaction described above.

Sr. No. Securities Type Number of Interest Rate Premium Amount

Securities (in Rs.) (in Rs.)
1. Equity Shares 1,330,000,000 N.A. Nil 13,300,000,000
2. 11% Perpetual Non-Cumulative 200,000,000 11% per N.A. 2,000,000,000
Preference Shares annum
Total 1,530,000,000 15,300,000,000
Note 3
On March 31, 2017, a term deposits of Rs. 100 Crore placed was by the Company in USFB at the prevailing market interest
rate of 6.5% for relevant tenor.
Note 4
Various employees of USFB who were erstwhile employees of UFSL are holding vested and unvested stock options under
various ESOP Schemes of the Company. Such employees now may transact sales of these shares arising out of the exercise
of their vested options in compliance to their grant conditions. These are sold on the exchange at prevalent market price.
The Company will track this and report it annually as a deemed RPT.
Your Directors draw attention of the members to Note 27.3 to the Financial Statements which sets out other related party
disclosures

59
 Annexure 4
Annual Report on CSR Activities
1. A brief outline of the Companys CSR Policy, including overview of the projects or programs proposed to be undertaken
and a reference to the web-link to the CSR policy and projects or programs.
CSR KEY INITIATIVES: FY 2016-17
Ujjivan has conducted self-sustained Corporate Social responsibility (CSR) programs along with staff, customers and the
communities. Ujjivan CSR Programs has mainly focused on the Government of India dream project Swachh Bharat Abhiyan by
carrying out the following activities during the year:
Supporting educational institutions and Improved sanitation facilities in Girls school in the working areas which
immediately benefited thousands of Girls Students.
Providing safe drinking water facilities and renovation of basic facilities at Government Schools and Primary Health care
centers
Providing public facilities like police barricades, road, bridge, safe grills/ protection wall for old wells, staircase, street
solar lights etc.
Providing basic amenities and infrastructure for orphanages, old-age homes and people with disability
As part of Swachh Bharat Campaign, Ujjivan CSR team helped the school students with proper toilets, sanitation and water
facilities in 324 Government Schools across India and approximately 144,360 student beneficiaries are using the facilities. 62% of
CSR programs of Ujjivan in FY 2016-17 are towards the Swachh Bharat Abhiyan.

2. The Composition of the CSR Committee

The Company has a CSR committee of Directors comprising of Ms. Vandana Viswanathan (Chairman of the Committee), Ms. Sudha
Suresh and Mr. Venkatesh Natarajan. For further details, please refer to the Corporate Governance Section.
3. Average Net Profit of the Company for the last three financial years for the purpose of computation of CSR:
(Rs. in Lakh)

Financial Year 2013-14 2014-15 2015-16

Profit before Tax 8,384.10 11,451.33 27,198.86
Average Profit before Tax 15,678.08

4. Prescribed CSR Expenditure (2% of the amount as in item 3 above): Rs. 313.56 Lacs
5. Details of CSR spent during the financial year
a. Total amount to be spent for the financial year: Rs. 313.56 Lakh
b. Amount Spent: Rs. 268.31 Lakh
c. Amount unspent if any: Rs. 45.25 Lakh
d. Manner in which the amount has been spent during the financial year: Attached
6. In case the Company has failed to spend the two percent, of the average net profit of the last there financial years or
any part thereof, the Company shall provide the reasons for not spending the amount in its Board report.
The Company has been spending on the CSR programs even before it was made mandatory under the Companies Act, 2013.
Due to lack of quality projects available, there was a shortfall of Rs. 45.25 Lakh which the Company could not spend in the FY
2016-17.
The Board had a consensus that the unspent portion of Rs. 45.25 Lakh be carried forward and be spent in the FY 2017-18 in
addition to the CSR requirements for the FY 2017-18.
7. A responsibility statement of the CSR Committee that the implementation and monitoring of CSR policy is in compliance
with CSR objectives of and policy of the Company.
We hereby declare that implementation of the CSR policy are in compliance with CSR objective and policy of the Company.
Ms. Vandana Viswanathan
Chairman, Corporate Social Responsibility Committee
DIN: 05192578

60
During the FY 2016-17, 438 projects were carried out, benefitting over 242,000 beneficiaries.

CSR Projects Sector in which Geographical areas where project was implemented Amount Amount spent Mode of
or Activity the project is (No. of Projects / Programs) Outlay on the projects implementation
Identified covered (budget) or programmes (direct or
East North South West Grand % of project or (1) Direct through
Total total programmes Expenditure implementing
wise (2) Overhead agencies)

(Rs. in Lakh) (Rs. in Lakh)

Eradicating
hunger,
poverty and
malnutrition,
promoting
healthcare
including
preventive
health care
Toilet and sanitation
Construction/ and including
37 10 32 24 103 24% 47.71 Direct
contribution
Renovation to the Swachh
Bharat Kosh
Set up by
the Central
Government for
the promotion
of sanitation and
making available
safe drinking
water;
Drinking water
-do- 66 27 33 23 149 34% 67.54 Direct
facility
Promoting
education,
including special
education and
employment
enhancing
vocation skills
Facilities for
especially 11 78 11 32 132 30% 313.56 57.76 Direct
Schools
among children,
women,
elderly, and the
differently abled
and livelihood
enhancement
projects;
Rural
development
projects.
Public facilities
(Street Street lighting
and providing 6 8 1 15 3% 7.23 Direct
Lighting/public
safety etc) barricades and
traffic signal
facilities to
improve public
safety
Eradicating
hunger,
poverty and
malnutrition,
promoting
healthcare
including
preventive
health care
and sanitation
and including
Healthcare 2 5 10 3 20 5% 9.30 Direct
contribution
to the Swachh
Bharat Kosh
Set up by
the Central
Government for
the promotion
of sanitation and
making available
safe drinking
water;

61
 CSR Projects Sector in which Geographical areas where project was implemented Amount Amount spent Mode of
or Activity the project is (No. of Projects / Programs) Outlay on the projects implementation
Identified covered (budget) or programmes (direct or
East North South West Grand % of project or (1) Direct through
Total total programmes Expenditure implementing
wise (2) Overhead agencies)

(Rs. in Lakh) (Rs. in Lakh)

Ensuring
environmental
sustainability,
ecological
balance,
protection of
flora and fauna,
Environmental animal welfare,
3 5 8 2% 3.91 Direct
Projects agroforestry,
conservation
of natural
resources and
maintaining
quality of soil, air
and water;

Busstand Rural
construction/ development 2 3 5 1% 2.43 Direct
renovation projects.
Eradicating
hunger,
poverty and
malnutrition,
promoting
healthcare
including
preventive
health care
and sanitation
Social Welfare
and including
of orphans/ 1 1 1 3 6 1% 2.43 Direct
contribution
disabled etc.
to the Swachh
Bharat Kosh
Set up by
the Central
Government for
the promotion
of sanitation and
making available
safe drinking
water;
Total Program/
128 124 100 86 438 100%
Branches
Beneficiaries 90141 46379 63562 42679 242761
Contribution
to Parinaam
Indirect through
Foundation to
Parinaam
execute the
foundation which
CSR activities 50.00
is a not-for-
(Educational
profit Section 8
Programmes)
Company.
on behalf of the
Company
Contribution to
Prime Ministers
20.00 Indirect
National Relief
Fund
Overheads
Total CSR
268.31
Spend

62
Corporate Governance Report
1. Companys Philosophy on Corporate Governance
The Company recognizes its role as a corporate citizen and endeavors to adopt the best practices and the highest standards of
Corporate Governance through transparency in business ethics, accountability to its customers, government and others. The
Companys activities are carried out in accordance with good corporate practices and the Company is constantly striving to
better them and adopt the best practices.
In pursuing its Mission of providing a full range of financial services to the economically active poor, to build a better life,
Ujjivan has been balancing its dual objectives of social and financial goals since its inception. Responsible financing, ethical
values and transparency in all its dealings with its customers, lenders, investors and employees have been the cornerstone
of its operations. Transparency in the decision making process has been providing comfort to all stakeholders, particularly the
lenders and the Investors.
2. Board of Directors
The Company is in compliance with the corporate governance provisions, as contained under the Securities and Exchange Board
of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI LODR Regulations) and the Companies
Act, 2013, in connection with the following:
a. the Board of Directors (the Board);
b. the independent directors on the Board;
c. the Audit Committee;
d. the Stakeholders Relationship Committee;
e. the Governance, Nomination and Remuneration Committee; and
f. the Corporate Social Responsibility Committee.
i. As on March 31, 2017, the Board of Directors of the Company consists of 7 (seven) director out of which 1 is an executive
director (Managing Director & CEO), 3 Non Executive, Non-Independent Directors and 3 are Independent Directors. Out of
the total 7 directors, 3 are Independent Directors as per the requirement of the SEBI LODR Regulations and the Companies
Act, 2013. The Board of Directors of the Company has one woman director, Ms. Vandana Viswanathan;
ii. During the Financial Year 2016-17, our Board has met 12 (twelve) times and the meetings of our Board of Directors were
held on April 13, 2016, May 03, 2016, May 25, 2016, July 05, 2016, July 29, 2016, November 09, 2016, December 08, 2016,
January 10, 2017, January 19, 2017, February 06, 2017, February 10, 2017 and March 27, 2017. There has not been a time
gap of more than 120 days between any two meetings of the Board;
iii. No Director is related to each other;
iv. Not less than one-half of the board of directors of the Company comprise of non-executive directors;
v. Every director has duly informed the Company about the committee positions he/she occupies in other Companies;
vi. None of the directors of the Company, is a member of more than ten committees, across all public limited companies in
which he/she is a director; and
vii. None of the directors of the Company is a chairman of more than five committees across all public limited companies in
which he/she is a director.
viii. During the year, a separate meeting of independent directors was held on March 27, 2017. The Independent Directors inter
alia, reviewed the performance of non-independent directors, Chairman and the Board as a whole.
ix. The terms and conditions of appointment of Independent Directors are disclosed on the website of the Company.
x. The details of the familiarisation programme of the Independent Directors are available on the website of the Company
(http://ujjivan.com/html/ujjivan_policies.php)
xi. The names and categories of the Directors on the Board, their attendance at the Board Meetings held during the year and
the number of Directorships and Committee Chairmanships / Memberships held by them in other public companies as
on March 31, 2017 are given herein below. Other directorships do not include directorships of private limited companies,
foreign companies and companies under Section 8 of the Companies Act, 2013. Chairmanships/ Memberships of Board
Committees shall include Audit Committee and Stakeholders Committee only.

63
 Name Category Number of Whether Number of No of Committee
Board Meetings attended positions held in
of the Director during the Year last AGM Directorships in other other Public Com-
2016-17 held on Public Companies panies
Held Attend- August 10, Chairman Member Chair- Mem-
during ed 2016 man ber
their
tenure
Mr. K.R. Ramamoorthy Non-Executive 12 11 Yes - 3 2 1
DIN: 00058467 Chairman and
Independent
Director
Mr. Abhijit Sen Non-Executive 12 10 No - 4 3 2
DIN: 00002593 Independent
Director^
Ms. Vandana Viswanathan Non-Executive 12 9 No - - - -
DIN: 05192578 Independent
Director
Mr. Venkatesh Natarajan Non-Executive 12 9 No - 1 - -
DIN: 02453219 Director
Mr. Jayanta Basu Non-Executive 12 4 No - 2 - 2
DIN: 01268046 Director
Mr. Amit Gupta Non-Executive 12 5 No - 1 - 1
DIN: 02282600 Director
Ms. Sudha Suresh# Managing 3 3 Yes - - - -
DIN: 06480567 Director and
Chief Execu- but in
tive Officer capacity of
the CFO
Mr. Samit Ghosh* Managing 9 8 Yes Not applicable
DIN: 00185369 Director and
Chief Execu-
tive Officer
Mr. Sunil Patel* Non-Executive 9 8 Yes Not applicable
DIN: 00050837 Independent
Director
Mr. Nandlal Sarda* Non-Executive 9 7 No Not applicable
DIN: 00147782 Independent
Director
Mr. Anadi Charan Sahu* Non-Execu- 9 7 Yes Not applicable
DIN: 06696504 tive, Nominee
Director
*Mr. Samit Ghosh, Mr. Sunil Patel, Mr. Nandlal Sarda and Mr. Anadi Charan Sahu resigned w.e.f. January 31, 2017 (close of business hours)
^ Mr. Abhijit Sens categorization was changed from Non-Executive Director to Independent Director of the Company w.e.f. September 13, 2016
# Ms. Sudha Suresh appointed w.e.f. February 01, 2017

xii. Details of equity shares of the Company held by the Directors as on March 31, 2017 are given below:

Name Category No. of Equity Shares

Mr. K.R. Ramamoorthy* Independent, Non-Executive 1,000
Ms. Sudha Suresh Managing Director & CEO 28,400
* jointly held with Ms. Vasantha Ramamoorthy

64
3. Committees of the Board
A. Audit Committee
i. The Audit Committee of the Company is constituted in line with the provisions of Section 177 of the Companies Act, 2013 and
Regulation 18 of the SEBI LODR Regulations.
ii. The composition of the Audit Committee and the details of meetings attended by its members are given below:

S r . Directors Designation Number of meetings during the

No. financial year 2016-17
Held during Attended
their tenure
1. Mr. K.R. Ramamoorthy Chairman (Independent Director) 8 8
2. Mr. Abhijit Sen Independent Director 8 8
3. Mr. Venkatesh Natarajan Non-Independent, Non-Executive 8 5
Ms. Vandana Viswanathan@ Independent Director 7 6
Mr. Sunil Patel* Independent Director 7 7
Mr. Nandlal Sarda* Independent Director 7 7
@ Ms. Vandana Viswanathan ceased to be member of the Committee w.e.f. February 01, 2017
* Mr. Sunil Patel and Mr. Nandlal Sarda resigned w.e.f. January 31, 2017 (close of business hours) and hence ceased to be a member
of the Audit Committee w.e.f. February 01, 2017
Of the above, all the members of Audit Committee are financially literate, as defined in the SEBI LODR Regulations; all the members
have accounting or related financial management expertise.
iii. The Audit Committee has met 8 (eight) times during the year and the gap between two meetings did not exceed one
hundred and twenty days. The Audit Committee meetings were held on May 25, 2016, July 05, 2016, July 29, 2016, November
08, 2016, December 08, 2016, January 10, 2017, January 18, 2017 and February 06, 2017.
iv. The terms of powers, role and terms of reference of the Audit Committee are in accordance with the Companies Act,
2013 and the SEBI LODR Regulations.
The scopes of the Audit Committee are:
(1) oversight of the listed companys financial reporting process and the disclosure of its financial information to ensure that
the financial statement is correct, sufficient and credible;
(2) recommendation for appointment, remuneration and terms of appointment of auditors of the listed entity;
(3) approval of payment to statutory auditors for any other services rendered by the statutory auditors;
(4) reviewing, with the management, the annual financial statements and auditors report thereon before submission to the
board for approval, with particular reference to:
a) matters required to be included in the directors responsibility statement to be included in the boards report in
terms of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013;
b) changes, if any, in accounting policies and practices and reasons for the same;
c) major accounting entries involving estimates based on the exercise of judgment by management;
d) significant adjustments made in the financial statements arising out of audit findings;
e) compliance with listing and other legal requirements relating to financial statements;
f) disclosure of any related party transactions;
g) modified opinion(s) in the draft audit report;
(5) reviewing, with the management, the quarterly financial statements before submission to the board for approval;
(6) reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights
issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document
/ prospectus / notice and the report submitted by the monitoring agency monitoring the utilization of proceeds of a
public or rights issue, and making appropriate recommendations to the board to take up steps in this matter;
(7) reviewing and monitoring the auditors independence and performance, and effectiveness of audit process;
(8) approval or any subsequent modification of transactions of the listed companys with related parties;
(9) scrutiny of inter-corporate loans and investments;
(10) valuation of undertakings or assets of the listed entity, wherever it is necessary;
(11) evaluation of internal financial controls and risk management systems;
(12) reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control
systems;
(13) reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing
and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;

65
 (14) discussion with internal auditors of any significant findings and follow up there on;
(15) reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud
or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;
(16) discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit
discussion to ascertain any area of concern;
(17) to look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in
case of non-payment of declared dividends) and creditors;
(18) to review the functioning of the whistle blower mechanism;
(19) approval of appointment of chief financial officer after assessing the qualifications, experience and background, etc. of
the candidate;
(20) The Audit Committee must ensure that an Information System Audit of the internal systems and processes is conducted
at least once in two years to assess operational risks faced by the Company.
(21) Carrying out any other function as is mentioned in the terms of reference of the audit committee.
The audit committee shall mandatorily review the following information:
(1) management discussion and analysis of financial condition and results of operations;
(2) statement of significant related party transactions (as defined by the audit committee), submitted by management;
(3) management letters / letters of internal control weaknesses issued by the statutory auditors;
(4) internal audit reports relating to internal control weaknesses; and
(5) the appointment, removal and terms of remuneration of the chief internal auditor shall be subject to review by the audit
committee.
(6) statement of deviations:
(a) quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock
exchange(s) in terms of Regulation 32(1) of SEBI (LODR) Regulations, 2015.
(b) annual statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice in
terms of SEBI (LODR) Regulations, 2015.
B. Governance, Nomination and Remuneration Committee (Nomination Committee)
i. For the remuneration of Directors, key managerial personnel and other employees, the Company has constituted a
Governance, Nomination and Remuneration Committee as per the requirements of Section 178 of the Companies Act,
2013 and Regulation 19 of the SEBI LODR Regulations. The Nomination Committee has powers of formulating the criteria
for determining qualifications, positive attributes and independence of a director and recommending a policy relating to
the remuneration for the directors, key managerial personnel and other employees as per the requirements of Regulation
20 of the SEBI LODR Regulations.
ii. The composition of the Governance, Nomination and Remuneration Committee and the details of meetings attended by its
members are given below:

Number of meetings during the

Sr. financial year 2016-17
Directors Designation
No. Held during
Attended
their tenure
1. Mr. Abhijit Sen* Chairman (Independent Director) 1 1
2. Mr. K.R. Ramamoorthy Independent Director 6 6
3. Mr. Amit Gupta Non-Independent, Non-Executive 6 2
Mr. Sunil Patel** Independent Director 5 5
Ms. Vandana Viswanathan*** Non-Independent, Non-Executive 5 4
* Mr. Abhijit Sen was inducted as the member and Chairman of the Nomination Committee w.e.f. February 01, 2017
**Mr. Sunil Patel ceased to be a Director w.e.f. January 31, 2017 (close of business hours) and a member of the Nomination Committee w.e.f. February 01, 2017
*** Ms. Vandana Viswanathan ceased to be member of the Committee w.e.f. February 01, 2017

iii. All of the members of the Nomination Committee are non-executive directors, and at least half of the members of the
Governance, Nomination and Remuneration Committee are independent directors
iv. The chairman of the Governance, Nomination and Remuneration Committee is an independent director.
v. The Nomination Committee has met 6 (six) times during the year on May 20, 2016, July 05, 2016, September 14, 2016,
November 08, 2016, January 18, 2017 and March 27, 2017.
vi. The scope of the Governance, Nomination and Remuneration Committee are:
(a) To formulate a criteria for determining qualifications, positive attributes and independence of a Director.
(b) To ensure fit and proper status of proposed/ existing Directors

66
 (c) Identifying persons who are qualified to become directors and who may be appointed in senior management in
accordance with the criteria laid down, and recommend to the board of directors their appointment and removal.
(d) Whether to extend or continue the term of appointment of the independent director, on the basis of the report of
performance evaluation of independent directors.
(e) To recommend to the Board the appointment and removal of Senior Management
(f) To carry out evaluation of Directors performance and recommend to the Board appointment / removal based on his
/ her performance.
(g) To recommend to the Board on (i) policy relating to remuneration for Directors, Key Managerial Personnel and
Senior Management and (ii) Executive Directors remuneration and incentive.
(h) To make recommendations to the Board concerning any matters relating to the continuation in office of any Director
at any time including the suspension or termination of service of an Executive Director as an employee of the
Company subject to the provision of the law and their service contract;
(i) Ensure that level and composition of remuneration is reasonable and sufficient, relationship of remuneration to
performance is clear and meets appropriate performance benchmarks,
(j) To devise a policy on Board diversity;
(k) To develop a succession plan for the Board and to regularly review the plan;
(l) To also act as the ESOP committee for the purposes of SEBI (Share Based Employee Benefits) Regulations 2014 and
administer and manage the ESOP Schemes
C. Stakeholders Relationship Committee
i. For redressing the grievances of the stakeholders, the Company has formed Stakeholders Relationship Committee as per the
requirements of Section 178 of the Companies Act, 2013 and Regulation 20 of the SEBI LODR Regulations.
ii. The composition of the Stakeholders Relationship Committee and the details of meetings attended by its members are given
below:

Number of meetings during the

Sr. financial year 2016-17
Directors Designation
No. Held during their
Attended
tenure
1. Mr. K.R. Ramamoorthy Chairman (Independent Director) 6 4
2. Ms. Vandana Viswanathan* Independent Director 1 0
3. Ms. Sudha Suresh** MD & CEO 1 1
Mr. Sunil Patel*** Chairman (Independent Director) 5 5
Mr. Samit Ghosh*** Non-Independent, Executive 5 3
* Ms. Vandana Viswanathan was inducted as a member of the Stakeholders Relationship Committee w.e.f. February 01, 2017
** Ms. Sudha Suresh was appointed as a Director and was inducted as the member of the Stakeholders Relationship Committee w.e.f. February 01, 2017
*** Mr. Sunil Patel and Mr. Samit Ghosh ceased to be a Director w.e.f. January 31, 2017 (close of business hours) and a member of the Stakeholders Relationship
Committee w.e.f. February 01, 2017
iii. The chairman of the Stakeholders Relationship Committee is a non-executive director of the Company.
iv. The Stakeholders Relationship Committee has met 6 (six) times during the year on September 01, 2016, October 07, 2016,
November 16, 2016, December 20, 2016, January 23, 2017 and March 03, 2017.
v. The scope of the Stakeholders Relationship Committee are:
a. To approve/refuse/reject registration of transfer/transmission of Shares in a timely manner;
b. To authorise the issue, printing, signing of Share Certificates and Common Seal thereon post authorization from
the Board of Directors of the Company, issue of Duplicate Share Certificates and Share Certificates after Split /
Consolidation / Rematerialization and in Replacement of those which are defaced, mutilated, torn or old, decrepit,
worn out or where the pages on reverse for recording transfers have been utilized ;
c. To authorise to sign and endorse the Share Transfers on behalf of the Company;
d. Allotment of shares to the employees or ex-employees on exercise of stock options granted and vested under the
various Employees Stock Option Schemes
e. To monitor redressal of stakeholders complaints/grievances including relating to nonreceipt of allotment / refund,
transfer of shares, nonreceipt of balance sheet, nonreceipt of declared dividends etc.
f. To oversee the performance of the Register and Transfer Agents and to recommend measures for overall
improvement in the quality of investor services.
g. To perform all functions relating to the interests of security holders (shareholders and debenture holders) of the
Company and as assigned by the Board, as may be required by the provisions of the Companies Act, 2013 and Rules
made thereunder, Listing Agreements with the Stock Exchanges and guidelines issued by the SEBI or any other
regulatory authority.

67
 D. Corporate Social Responsibility Committee (CSR Committee)
i. The Company has constituted a Corporate Social Responsibility Committee as per the requirements of Section 135 of the
Companies Act, 2013.
ii. The Corporate Social Responsibility Committee has been constituted to formulate and recommend to the Board of Directors,
a corporate social responsibility policy which shall indicate the activities to be undertaken by the company, recommend the
amount of expenditure to be incurred on such activities and monitor the corporate social responsibility policy of the company
from time to time. The Corporate Social Responsibility Committee consists of the following Directors.
iii. The composition of the Stakeholders Relationship Committee and the details of meetings attended by its members are given
below:

Sr. Directors Designation Number of meetings during the

No. financial year 2016-17
Held Attended
1. Ms. Sudha Suresh* MD & CEO 1 1
2. Ms. Vandana Viswanathan Independent Director 1 1
3. Mr. Venkatesh Natarajan Non-Independent, Non-executive 1 1
* Ms. Sudha Suresh was appointed as a Director and was inducted as the member of the CSR Committee w.e.f. February 01, 2017
iv. The CSR Committee met once during the year on March 27, 2017
v. The scope of the Corporate Social Responsibility Committee are:
a) To formulate and recommend to the board, a Corporate Social Responsibility Policy which shall indicate the activities to
be undertaken by the company as specified in Schedule VII of the Companies Act, 2013 and make any revisions therein
as and when decided by the Board;
b) To recommend the amount of expenditure to be incurred on the activities;
c) To Monitor the Corporate Social Responsibility Policy of the company from time to time; and
d) To do such other acts, deeds and things as may be directed by the board and required to comply with the applicable
laws.
vi. One of the members of the Corporate Social Responsibility Committee is an independent director;
vii. The Company has formulated a corporate social responsibility policy indicating the activities to be undertaken by the company
as specified in Schedule VII of the Companies Act, 2013.
E. Risk Management Committee
i. The Company has in place the Risk Management Committee in accordance with RBI guidelines on Corporate Governance.
ii. The following are the main terms of reference of the Committee:
To monitor and review the risk management plan;
To review operational risk (including sub risk for operational risk), information technology risk and integrity risk;
To take strategic actions to mitigate the risk associated with the nature of the business;
To appraise the Board of Directors at regular intervals regarding the process of putting in place a progressive risk
management system, risk management policy and strategy;
To do such other acts, deeds and things as may be directed by the Board and required to comply with the applicable laws;
To lay down procedure to inform Board members about the risk assessment and minimization procedures.
iii. The Risk Management Committee has met 3 (three) times during the year on May 24, 2016, November 08, 2016 and January
18, 2017.
iv. The composition of the Risk Management Committee and the details of meetings attended by its members are given below:

Number of meetings during the

Sr. financial year 2016-17
Directors Designation
No. Held during
Attended
their tenure
1. Mr. K.R. Ramamoorthy Independent Director 3 3
2. Mr. Abhijit Sen Independent Director 3 3
3. Mr. Venkatesh Natarajan Non-Independent, Non-Executive 3 3
4. Ms. Sudha Suresh* Non-Independent, Executive 0 0
Mr. Samit Ghosh ** Non-Independent, Non-Executive 3 3
* Ms. Sudha Suresh was inducted as the Director and the member of the Risk Management Committee w.e.f. February 01, 2017
** Mr. Samit Ghosh ceased to be a director w.e.f. January 31, 2017 (close of business hours) and a member of Risk Management Committee w.e.f. February 01, 2017

68
 F. Asset Liability Management Committee (ALCO)
i. The Company has in place the ALCO Committee in accordance with RBI guidelines on Corporate Governance.
ii. The following are the main terms of reference of the Committee:
Addressing concerns regarding asset liability mismatches;
Achieving optimal return on capital employed while maintaining acceptable levels of risk relating to liquidity;
Addressing concerns regarding interest rate risk exposure; and
To do such other acts, deeds and things as may be directed by the Board and required to comply with the applicable laws.
iii. The ALCO Committee has met 3 (three) times during the year on May 24, 2016, November 08, 2016 and January 18,
2017.
iv. The composition of the ALCO Committee and the details of meetings attended by its members are given below:

Number of meetings during the

Sr. financial year 2016-17
Directors Designation
No. Held during
Attended
their tenure
1. Mr. K.R. Ramamoorthy Independent Director 3 3
2. Mr. Abhijit Sen Independent Director 3 3
3. Mr. Venkatesh Natarajan Non-Independent, Non-Executive 3 3
4. Ms. Sudha Suresh* Non-Independent, Executive 0 0
Mr. Samit Ghosh ** Non-Independent, Non-Executive 3 3
* Ms. Sudha Suresh was inducted as the Director and the member of the Risk Management Committee w.e.f. February 01, 2017
** Mr. Samit Ghosh ceased to be a director w.e.f. January 31, 2017 (close of business hours) and a member of Risk Management
Committee w.e.f. February 01, 2017
G. Investment Committee
i. The Investment Committee of the Board was constituted by our Board of Directors on January 19, 2017.
ii. The terms of reference of the Investment Committee is to decide on the investment of the funds of the Company in
Subsidiaries or otherwise.
iii. The Investment Committee had no meeting during the FY 2016-17
iv. The composition of the Investment Committee is given below:

Sr. No. Directors Designation

1. Mr. K.R. Ramamoorthy Independent Director
2. Mr. Abhijit Sen Independent Director
3. Ms. Sudha Suresh Non-Independent, Executive
H. Human Resource & Compensation Committee (HR Committee)
i. The Company had in place Human Resource and Compensation Committee which was dissolved w.e.f. February 01, 2017.
ii. The HR Committee has met 3 (three) times during the year on May 19, 2016, November 08, 2016 and January 18, 2017
iii. The composition of the HR Committee and the details of meetings attended by its members before its dissolution are given
below:

Number of meetings during the

Sr. financial year 2016-17
Directors Designation
No. Held during
Attended
their tenure
1. Ms. Vandana Viswanathan. Independent Director 3 3
2. Mr. Sunil Patel* Independent Director 2 2
3. Mr. Samit Ghosh Non-Independent, Executive 3 3
4. Mr. Jayanta Basu** Non-Independent, Non-Executive 1 0
* Mr. Sunil Patel was inducted as a member of HR Committee w.e.f. May 25, 2016; however he has resigned from the Board w.e.f. January 31, 2017 (close of business
hours) and further HR Committee was dissolved w.e.f. February 01, 2017
* *Mr. Jayanta Basu ceased to be a member of HR Committee w.e.f. May 25, 2016

69
 I. Small Finance Bank Transition Committee (SFB Committee)
i. The Small Finance Bank Transition Committee which was constituted by the Board of Directors at their meeting held on
March 25, 2015 and was functioning for most of the FY 2016-17 was dissolved w.e.f. February 01, 2017.
ii. The SFB Committee has met 4 (four) times during the year on May 24, 2016, September 30, 2016, November 08, 2016 and
January 18, 2017.
iii. The composition of the SFB Committee and the details of meetings attended by its members before its dissolution are given
below:

Number of meetings during the

Sr. financial year 2016-17
Directors Designation
No.
Held Attended
1. Mr. Samit Ghosh Non-Independent, Executive 4 4
2. Mr. Venkatesh Natarajan Non-Independent, Non-Executive 4 3
3. Mr. Abhijit Sen Non-Independent, Non-Executive 4 4
4. Mr. Nandlal Sarda* Non-Independent, Executive 3 2
5. Ms. Vandana Viswanathan Independent Director 4 3
* Mr. Nandlal Sarda was inducted as the member of the SFB Committee w.e.f. May 25, 2016; however he has resigned from the
Board w.e.f. January 31, 2017 (close of business hours) and further SFB Committee was dissolved w.e.f. February 01, 2017
J. IPO Committee
i. The IPO Committee which was constituted by our Board of Directors on September 29, 2015 was dissolved w.e.f. February
01, 2017.
ii. The IPO Committee has met 4 (four) times during the year on April 16, 2016, April 19, 2016, April 27, 2016 and May 06, 2016.
iii. The composition of the IPO Committee and the details of meetings attended by its members before its dissolution are given
below:

Number of meetings during the

Sr. financial year 2016-17
Directors Designation
No.
Held Attended
1. Mr. Sunil Patel Non-Independent, Non-Executive 4 4
2. Mr. Jayanta Basu Non-Independent, Non-Executive 4 0
3. Mr. Samit Ghosh Non-Independent, Executive 4 4
4. Mr. Amit Gupta Non-Independent, Non-Executive 4 0
K. Independent Directors Meeting
In compliance with Schedule IV to the Companies Act, 2013 and regulation 25(3) of the SEBI Listing Regulations, 2015, the
independent directors held their separate meeting on March 27, 2017, in full attendance, without the attendance of non-
independent directors and members of Management, inter alia, to discuss the following:
a. review the performance of non-independent directors and the Board as a whole;
b. review the performance of the Chairperson of the Company, taking into account the views of executive directors and non-
executive directors;
c. assess 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;
4. Remuneration of Directors
The Board of Directors of the Company are comprised of various professionals from diverse backgrounds in the field of finance,
banking, HR, management etc. which brings to the table different dimensions for its effective functioning. Considering the
time and efforts made by the Non-Executive Directors, it is necessary that appropriate sitting fees are paid to the Non-
Executive Directors for attending the meetings of the Board and its Committees.
The Company is paying only the sitting fees to all the Non-Executive Directors within the ceiling of Rs. 1,00,000 per meeting
as prescribed under the Companies Act, 2013. The Non-Executive Directors are paid Rs. 50,000 for attending every Board
Meeting and Rs. 40,000 for attending every Committee Meeting. In addition, the Non-Executive Directors will be paid
travelling expenses including airfare, hotel stay and car on rental basis for attending the meetings of the Board and such
other expenses as are incurred by the Non-Executive Directors and allowed to be reimbursed as per the provisions of the
Companies Act, 2013.
Please refer to the Boards Report for disclosures with respect to remuneration of MD & CEO.

70
5. General Body Meetings of Shareholders
i. Location and time where last there Annual General Meetings (AGMs) held and the Special resolutions passed in the AGMs

For the Venue Day & Date Time Special Resolution Passed
FY
2015-16 Annex II, No. 23-26, Grape Garden, Wednesday 02:30 PM IST Ratification of Employee
No. 17th Main, 6th Block, Koramangala, August 10, 2016 Stock Option Scheme 2015.
Bangalore-560 095
2014-15 Grape Garden, No. 27, 3rd A Cross, Wednesday 4:00 PM IST No Special business
18th Main, Koramangala 6th Block, August 26, 2015
Bengaluru 560 095
2013-14 93, Jakkasandra Extension, Friday 10:00 AM IST i. Alteration of Articles of
Sarjapur Main Cross Road, 1st Block, July 25, 2014 Association
Koramangala, Bangalore 560034 ii. Appointment of Managing
Director
Postal Ballot
i. During the FY 2016-17, the Company approached the shareholders twice through postal ballots, in August 2016 and January
2017. A snapshot of the voting results of the above mentioned postal ballots are as under:
1) July-August 2016
Date of Postal Ballot Notice : July 29, 2016
Voting Period : August 11, 2016 to September 10, 2016
Date of Declaration of Result and Date of Approval : September 13, 2016

Res. Resolution Type of E-Voting Postal Ballot Total Result

No. Resolu- For Against For Against For Against
tion
1 Authorization Special 48,300,891 841 200,307 0 48,501,198 841 Passed
to Transfer Busi- with
ness to Ujjivan requisite
Small Finance majority
Bank Limited

2 Authorization to Ordinary 48,300,851 881 200,237 0 48,501,088 881 Passed

enter into the with
related party requisite
transaction with majority
Ujjivan Small
Finance Bank
Limited
3 Alteration of the Special 48,314,055 892 200,167 70 48,514,222 962 Passed
Object Clause of with
Memorandum requisite
of Association of majority
the Company
4 Issue of Secured Special 48,312,618 2,439 200,237 0 48,512,855 2439 Passed
or Unsecured with
Rated, Listed requisite
and Redeemable majority
Non-Convertible
Debentures (The
Debentures) on a
Private Place-
ment Basis
5 Appointment of Ordinary 47582518 442 200237 0 47,782,755 442 Passed
Mr. Abhijit Sen with
(DIN: 00002583), requisite
present Non-Ex- majority
ecutive Director,
as the Indepen-
dent Director of
the Company

71
 2) December 2016 January 2017
Date of Postal Ballot Notice : December 08, 2016
Voting Period : December 16, 2016 to January 16, 2017
Date of Declaration of Result and Date of Approval : January 17, 2017

Res. Resolution Type of E-Voting Postal Ballot Total Result

No. Resolution For Against For Against For Against
1 Amendment of Special 54,840,144 1,126 27,538 98 54,867,682 1,224 Passed
Objects Clause of with
Memorandum of requisite
Association majority
2 Increasing the Special 54,841,143 271 27,429 200 54,868,572 471 Passed
borrowing powers with
of the Company requisite
from the present majority
outstanding bor-
rowing limit of Rs.
6,000 Crore to Rs.
7,000 Crore
3 Creation of charge Special 54,839,218 1,646 27,408 218 54,866,626 1,864 Passed
over the receiv- with
ables of the Com- requisite
pany for a value majority
not exceeding Rs.
7,500 Crore.
6. Means of Communication
The Company has an operational website www.ujjivan.com wherein inter alia our half yearly and annual financials are placed.
7. Managing Director and Chief Financial Officer Certification
As required under Regulation 17 read with Part B of Schedule II of the Listing Regulations, the MD and CFO certification on the
Financial Statements, the Cash Flow Statements and the internal financial reporting has been obtained from Ms. Sudha Suresh,
Managing Director and Mr. Hiren Shah, Chief Financial Officer. The said certificate is a part of this Annual Report.
8. Code of Conduct as prescribed under Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations,
2015
In accordance with the requirements of the Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations,
2015, the Company has instituted a comprehensive code of conduct to regulate, monitor and report trading by its employees
and other connected persons.
9. Ujjivan Code of Conduct
The Company has adopted its Code of Conduct which is applicable for all its Directors (including independent directors) and
employees. The key objectives of the Code of Conduct are to establish professional business standards and ensure adherence
to the highest standards of honest and ethical conduct, including proper and ethical procedures in dealing with actual or
apparent conflicts of interest between personal and professional relationships, to provide full, fair and accurate disclosures in
the periodic reports required to be filed by the Company with its stakeholders and to ensure compliance with applicable laws,
rules and regulations.
Ujjivan Code of Conduct is available on the website of the Company www.ujjivan.com. Pursuant to Securities and Exchange
Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, a confirmation from the Managing Director
& CEO regarding compliance with the Code by all the Directors and senior management forms part of the Annual Report.
10. Material Subsidiaries
In accordance with the requirements of Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements)
Regulations, 2015, the Company has formulated a Policy for determining Material Subsidiaries and the same can be accessed
from the website of the Company from the link given below: http://www.ujjivan.com/html/ujjivan_policies.php
11. Familiarization Programme for independent Directors
The Independent Directors of the Company are familiarized with their roles, rights and responsibilities in the Company as
well as with the nature of industry and business model of the Company through induction programmes at the time of their
appointment as Directors. The details of the familiarization programmes have been hosted on the website of the Company and
can be accessed from the link below:
http://www.ujjivan.com/html/ujjivan_policies.php

72
12. General Shareholder Information

Sr. Particulars Details

1. Annual General : August 04, 2017
Meeting for FY 03:30 P.M.
2016-17 (Date, Annex II, No. 23-26, Grape Garden, No. 17th H Main, 6th Block, Koramangala, Bangalore
time and venue) 560095, Karnataka, India
2. Financial Year : April 01 till March 31
3. Dividend Payment : The dividend, if declared, shall be paid / credited within 30 days after the AGM
date
4. Date of Book : Book Closures Dates: July 29, 2017 to August 04, 2017
Closure (Both Days Inclusive)
The members whose names appear on the register of members as on July 28, 2017 will be entitled
for the dividend if declared at the AGM.
5. Listing on Stock : The Companys equity shares got listed on May 10, 2016 at both NSE and BSE;
Exchanges and Stock Code / Symbol:
Stock Code NSE: UJJIVAN
BSE: 539874

6. Payment of : The Company has paid all listing fees as applicable

Listing fees
7. Registrar and : Karvy Computershare Private Limited
Transfer Agent Karvy Selenium Tower B, Plot 31-32, Gachibowli Financial District, Nanakramguda,
and Address for Hyderabad 500 032
correspondence Telengana, India
P : +91 040 6716 1562
www.karvycomputershare.com

8. Share Transfer : The investors services like share transfer, demat or remat of shares and other services are handled
System by the RTA of the Company.
As on March 31, 2017, 95.96% of the equity share capital of the Company, are in dematerialized
form and its transfer are done directly through the depositories. Transfer of physical shares is
completed within 10-15 working days from the date of receipt of complete documentation.
9. Dematerialization : The Companys Equity Shares are in compulsory demat segment and are available for trading
of shares and under dematerialized form with both National Securities Depository Limited (NSDL) and Central
liquidity Depository Services (India) Limited
(CDSL).
CONTROL REPORT AS ON 31/03/2017
Sr. Description No of Holders Shares % To Equity
1 Physical 70 4,815,420 4.03
2 NSDL 41,302 72,718,237 60.91
3 CDSL 24,255 41,843,415 35.05
Total: 65,627 119,377,072 100.00
As on March 31, 2017, 114,561,652 equity shares of the Company, forming 95.96% of the equity
share capital of the Company, were in dematerialized form and 4,815,420 equity shares were in
physical form.
The ISIN of the Company is INE334L01012 with NSDL and CDSL) and the equity shares of the
Company are frequently traded on both BSE and NSE.
10. Outstanding : The Company does not have any outstanding GDRs/ADRs/Warrants or any convertible instruments
GDRs/ADRs/ other than outstanding ESOPs granted to employees.
Warrants or
any Convertible
instruments,
conversion date
and likely impact
on equity.
11. Plant Locations : As the Company is engaged in the business of NBFC, there is no plant location.

12. Address of the : Sanjeev Barnwal,

Compliance Company Secretary and Compliance Officer;
Officer Grape Garden, No. 27, 3rd A Cross, 18th Main, 6th Block, Koramangala, Bengaluru 560 095,
Karnataka, India
Tel: +91 80 4071 2121; Fax: +91 80 4146 8700
E-mail: [email protected]

73
 (B) Market price data- high, low during each month in last financial year;

BSE NSE
Month Volume Volume
High Low Low
(No. of Shares High Price (No. of Shares
Price Price Price
Traded) Traded)
May-16 322 217 21,787,669 322 217 101,489,126
Jun-16 415 312 20,711,925 415 312 92,101,104
Jul-16 547 394 9,479,286 548 394 43,413,504
Aug-16 530 417 7,549,913 530 417 34,634,221
Sep-16 465 397 6,092,816 465 399 28,417,073
Oct-16 484 433 2,631,528 485 434 12,936,343
Nov-16 472 311 5,743,531 472 312 26,121,563
Dec-16 368 285 3,238,567 368 285 18,800,003
Jan-17 375 323 4,014,284 375 322 22,323,238
Feb-17 452 357 4,624,621 452 358 21,968,206
Mar-17 465 415 3,180,690 464 415 17,501,922
Performance in comparison to broad-based indices such as BSE Sensex, Nifty
Comparative chart of Ujjivan Financial Services Limited Scrip with BSE Sensex and Nifty 50

Distribution of Shareholding as on March 31, 2017

Distribution Schedule - Consolidated as on 31-03-2017

Category (Amount) No. of Cases % of Cases Total Shares Amount % of Amount
1-5000 58,908 89.761836 5,424,293 54,242,930 4.54
5001- 10000 2,879 4.386914 2,248,606 22,486,060 1.88
10001- 20000 1,685 2.567541 2,510,233 25,102,330 2.10
20001- 30000 621 0.946257 1,580,901 15,809,010 1.32
30001- 40000 332 0.505889 1,179,790 11,797,900 0.98
40001- 50000 228 0.347418 1,058,058 10,580,580 0.89
50001- 100000 434 0.661313 3,140,708 31,407,080 2.63
100001& Above 540 0.822832 102,234,483 1,022,344,830 85.64
Total 65,627 100.00 119,377,072 1,193,770,720 100.00

74
13. Investor Education and Protection Fund - Unclaimed Dividend
Pursuant to section 125 of the Companies Act, 2013, all unpaid and unclaimed dividends are required to be transferred by the
Company to the Investor Education and Protection Fund (IEPF) established by the Central Government after the completion
of seven years. The unclaimed dividend declared by the Company for the FY 2015-16 is Rs. 42,288 as on April 31, 2017 and the
same will be transferred by the Company to IEPF on the completion of seven years, if remained unclaimed. The details of the
unclaimed dividend can be accessed from the website of the Company from the link below:
http://www.ujjivan.com/pdf/Unclaimed_Dividend_FY_Ending_2016.pdf
14. Equity Shares in the demat suspense account / unclaimed suspense account
As on March 31, 2017 there are no shares in the demat suspense account / unclaimed suspense account.
15. Other Disclosures
i. Related Party Transactions
The Company has entered into material related party transactions with its wholly owned subsidiary Ujjivan Small Finance Bank
Limited for which all the requisite approvals from the Audit Committee, Board and the Shareholders were duly taken. Other
related party transactions were approved by the Audit Committee and the Board. The Company has a policy on materiality
and on dealing with related party transactions which has been uploaded on our website at the link http://ujjivan.com/html/
ujjivan_policies.php
i. Details of non-compliance by the listed entity, penalties, strictures imposed on the listed entity by stock exchange(s) or the
board or any statutory authority, on any matter related to capital markets, during the last three years;
- Nil
ii. The Company in compliance with Section 177 of the Companies Act, 2013 and Regulation 22 of SEBI Listing Regulations
has established a Whistle Blower policy / Vigil Mechanism for the directors and employees to report genuine concerns or
grievances about unethical behavior, actual or suspected fraud or violation of the companys Code of Conduct or Ethics
Policy. No person has been denied access to the Audit Committee. The Whistle Blower policy has been uploaded on our
website at the link http://ujjivan.com/html/ujjivan_policies.php
iii. The Company has adopted Policy for Determination of Materiality of Events / Information for Disclosures, Policy on
Preservation of Document and Archival Policy. The policies has been uploaded on our website at the link http://ujjivan.com/
html/ujjivan_policies.php
iv. The Company has adopted the below discretionary requirements as specified in Part E of Schedule II of SEBI Listing
Regulations:
a. Separate posts of chairperson and chief executive officer
b. Reporting of internal auditor directly to the audit committee
v. The Company is in compliance with the corporate governance requirements specified in regulation 17 to 27 of SEBI Listing
Regulations and has an operational website www.ujjivan.com wherein the information as required under Regulation 46 of
the SEBI Listing Regulations has been disseminated.
DECLARATION REGARDING COMPLIANCE BY BOARD MEMBERS AND SENIOR MANAGEMENT PERSONNEL WITH THE
COMPANYS CODE OF CONDUCT
This is to confirm that the Company has adopted a Code of Conduct for its employees including the Managing Director. In addition,
the Company has adopted a Code of Conduct for its Non-Executive Directors and Independent Directors. The code is available on
the Companys Website www.ujjivan.com.
I confirm that the Company has in respect of the year ended March 31, 2017, received from the Senior Management Team of the
Company and the Members of the Board a declaration of compliance with the Code of Conduct as applicable to them.
For the purpose of this declaration, Senior Management Team means the Chief Financial Officer and the Company Secretary as on
March 31, 2017.

Sudha Suresh
Date: April 27, 2017 Managing Director and Chief Executive Officer
Place: Bangalore DIN: 06480567

75
 CEO / CFO CERTIFICATION

To,
The Board of Directors
Ujjivan Financial Services Limited
Subject: Compliance Certificate as required under Regulation 17(8) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015
We hereby certify that:
A. We have reviewed financial statements and the cash flow statement for the financial year 2015-16 and that to the best
of our knowledge and belief:
(1) These statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
(2) These statements together present a true and fair view of the Companys affairs and are in compliance with existing
accounting standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the Company during the year which
are fraudulent, illegal or violative of the Companys code of conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have
evaluated the effectiveness of internal control systems of the Company pertaining to financial reporting and we have
disclosed to the auditors and the audit committee, deficiencies in the design or operation of such internal controls, if any,
of which we are aware and the steps we have taken or propose to take to rectify these deficiencies.
D. We have indicated to the auditors and the Audit committee
(1) significant changes in internal control over financial reporting during the year;
(2) significant changes in accounting policies during the year and that the same have been disclosed in the notes to the
financial statements; and
(3) instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or
an employee having a significant role in the Companys internal control system over financial reporting.

Sudha Suresh Hiren Shah

Managing Director & CEO Chief Financial Officer
DIN: 06480567

Date: April 27, 2017

Place: Bangalore

76
 INDEPENDENT PRACTICING COMPANY SECRETARY CERTIFICATE ON CORPORATE GOVERNANCE

TO THE MEMBERS OF UJJIVAN FINANCIAL SERVICES LIMITED

1. We have examined the compliance of conditions of Corporate Governance by UJJIVAN FINANCIAL SERVICES LIMITED
(the Company), for the year ended on March 31, 2017, as stipulated in:
- The Companies Act, 2013 in respect of compliance of conditions of the Corporate Governance provisions relating to
composition of Board of Directors and constitution of Board Committees including the constitution of the Audit & Risk
Management Committee, Stakeholder Relationship Committee, Nomination, Remuneration & Governance Committee
and Corporate Social Responsibility Committee.
- The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (the
Listing Regulations), as amended (the SEBI LODR Regulations) in relation to
Regulations 17 to 27 of SEBI LODR Regulations as on March 31, 2017 and
clauses (b) to (i) of sub-regulation (2) of regulation 46
2. The Initial Public Offer of the Company was concluded on May 02, 2016 and the Companys Equity Shares were listed on
NSE and BSE on May 10, 2016 and accordingly the requirements as per Regulation 27(2) on filing of quarterly compliance
report on Corporate Governance with the Stock exchanges, Regulation 46(2) on disseminating of specified information
on Website and Regulation 47 on publication of quarterly results in Newspapers, were applicable to the Company
subsequent to its listing date.
3. The compliance of conditions of Corporate Governance is the responsibility of the Management. Our examination was
limited to the procedures and implementation thereof, adopted by the Company for ensuring compliance with the
conditions of the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of
the Company.
4. We have examined the relevant records of the Company in accordance with the Generally Accepted Auditing Standards
in India, to the extent relevant, and as per the Guidance Note on Certification of Corporate Governance issued by the
Institute of the Chartered Accountants of India.
5. In our opinion and to the best of our information and according to our examination of the relevant records and the
explanations given to us and the representations made by the Directors and the Management, and read together with
paragraph 2 above, we certify that the Company has complied with the conditions of Corporate Governance as stipulated
under paragraph 1 above, as of March 31, 2017.
6. We state that such compliance is neither an assurance as to the future viability of the Company nor the efficiency or
effectiveness with which the Management has conducted the affairs of the Company.

K. Jayachandran
Date: April 27, 2017 ACS No.: 11309
Place: Bangalore CP No.: 4031

77
 INDEPENDENT AUDITORS REPORT

TO THE MEMBERS OF UJJIVAN FINANCIAL SERVICES LIMITED

(Formerly UJJIVAN FINANCIAL SERVICES PRIVATE LIMITED)
Report on the Consolidated Financial Statements
We have audited the accompanying consolidated financial statements of Ujjivan Financial Services Limited (hereinafter
referred to as the Holding Company) and its subsidiary (the Holding Company and its subsidiary together referred to as
the Group) comprising of the Consolidated Balance Sheet as at 31st March, 2017, the Consolidated Statement of Profit and
Loss, the Consolidated Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and
other explanatory information (hereinafter referred to as the consolidated financial statements).
Managements Responsibility for the Consolidated Financial Statements
The Holding Companys Board of Directors is responsible for the preparation of these consolidated financial statements in
terms of the requirements of the Companies Act, 2013 (hereinafter referred to as the Act) that give a true and fair view of the
consolidated financial position, consolidated financial performance and consolidated cash flows of the Group in accordance
with the accounting principles generally accepted in India, including the Accounting Standards prescribed under Section
133 of the Act. The respective Board of Directors of the companies included in the Group are responsible for maintenance of
adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for pre-
venting and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making
judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal
financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, 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, which have been used for the purpose of preparation of the consolidated financial
statements by the Directors of the Holding Company, as aforesaid.
Auditors Responsibility
Our responsibility is to express an opinion on these consolidated financial statements based on our audit. In conducting our
audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are
required to be included in the audit report under the provisions of the Act and the Rules made thereunder.
We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those
Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance
about whether the consolidated financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the con-
solidated financial statements. The procedures selected depend on the auditors judgment, including the assessment of the
risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk
assessments, the auditor considers internal financial control relevant to the Holding Companys preparation of the consoli-
dated financial statements that give a true and fair view in order to design audit procedures that are appropriate in the cir-
cumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of
the accounting estimates made by the Holding Companys Board of Directors, as well as evaluating the overall presentation
of the consolidated financial statements.
We believe that the audit evidence obtained by us and the audit evidence obtained by the other auditors in terms of their re-
ports referred to in sub-paragraphs (a) and (b) of the Other Matters paragraph below, is sufficient and appropriate to provide
a basis for our audit opinion on the consolidated financial statements.
Opinion
In our opinion and to the best of our information and according to the explanations given to us, and based on the consideration
of reports of other auditors on separate financial statements of the subsidiary referred to in the Other Matters paragraph below,
the aforesaid consolidated 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, of the consolidated state of affairs
of the Group, as at 31st March, 2017, and their consolidated profit/loss and their consolidated cash flows for the year ended
on that date.
Other Matters
(a) We did not audit the financial statements of the subsidiary, whose financial statements reflect total assets of
Rs. 84,516,794,697 as at 31st March, 2017, total revenues of Rs. 2,261,126,450 and net cash inflows/ (outflows) amount-
ing to Rs. 6,865,121,743 for the year ended on that date, as considered in the consolidated financial statements. These
financial statements have been audited by other auditor whose reports have been furnished to us by the Management and
our opinion on the consolidated financial statements, in so far as it relates to the amounts and disclosures included in
respect of the subsidiary, our report in terms of subsection (3) of Section 143 of the Act, in so far as it relates to the afore-
said subsidiary is based solely on the reports of the other auditors.
Our opinion on the consolidated financial statements, and our report on Other Legal and Regulatory Requirements below is
not modified in respect of the above matters with respect to our reliance on the work done and the reports of other auditors
and the financial statements certified by the Management.

78
Report on Other Legal and Regulatory Requirements
As required by Section 143(3) of the Act, based on our audit and on the consideration of the report of the branch auditors and
other auditors on separate financial statements and the other financial information of jointly controlled operations, subsidiaries,
associates and jointly controlled entities, referred in the Other Matters paragraph above we report, to the extent applicable,
that:
(a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were
necessary for the purposes of our audit of the aforesaid consolidated financial statements.
(b) In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial
statements have been kept so far as it appears from our examination of those books, returns and the reports of the other
auditors.
(c) The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss, and the Consolidated Cash Flow
Statement dealt with by this Report are in agreement with the relevant books of account maintained for the purpose
of preparation of the consolidated financial statements.
(d) In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards prescribed
under Section 133 of the Act.
(e) On the basis of the written representations received from the directors of the Holding Company as on 31st March, 2017
taken on record by the Board of Directors of the Holding Company and the reports of the statutory auditors of its subsid-
iary company incorporated in India, none of the directors of the Group companies, is disqualified as on 31st March, 2017
from being appointed as a director in terms of Section 164 (2) of the Act.
(f) With respect to the adequacy of the internal financial controls over financial reporting and the operating effectiveness of
such controls, refer to our separate Report in Annexure A, which is based on the auditors reports of the Holding company,
subsidiary companies, associate companies and jointly controlled companies incorporated in India. Our report expresses an
unmodified opinion on the adequacy and operating effectiveness of the Holding companys/ subsidiary companies internal
financial controls over financial reporting.
(g) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the
explanations given to us:
i. The consolidated financial statements disclose the impact of pending litigations on the consolidated financial
position of the Group.
ii. The Group, did not have any material foreseeable losses on long-term contracts including derivative contracts.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund
by the Holding Company, and its subsidiary company incorporated in India.
iv. The Company has provided requisite disclosures in the financial statements as regards its holding and dealings in
Specified Bank Notes as defined in the Notification S.O. 3407(E) dated the 8th November, 2016 of the Ministry of
Finance, during the period from 8th November 2016 to 30th December 2016.However we are unable to obtain suffi-
cient and appropriate audit evidence to report on whether the disclosures are in accordance with books of account
maintained by the Company and as produced to us by the Management (refer Note 29 of Financial Statements).

For DELOITTE HASKINS & SELLS

Chartered Accountants
(Firms Registration No 008072S)

Place: Bengaluru S.Sundaresan

Partner
Date: April 27, 2017 (Membership No. 25776)

79
 ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph (f) under Report on Other Legal and Regulatory Requirements section of our report of even
date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (the Act)
In conjunction with our audit of the consolidated financial statements of the Company as of and for the year ended March 31,
2017, we have audited the internal financial controls over financial reporting of Ujjivan Financial Services Limited (hereinafter
referred to as the Holding Company) and its subsidiary company as of that date.
Managements Responsibility for Internal Financial Controls
The respective Board of Directors of the Holding company, its subsidiary company, are responsible for establishing and maintain-
ing internal financial controls based on the internal control over financial reporting criteria established by the respective Compa-
nies 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 (ICAI). 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 respective companys 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 prepara-
tion of reliable financial information, as required under the Companies Act, 2013.
Auditors Responsibility
Our responsibility is to express an opinion on the internal financial controls over financial reporting of the Holding Company,
its subsidiary company 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) issued by the Institute of Chartered Accountants of India and
the Standards on Auditing, prescribed under Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of
internal financial controls. 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 controls system
over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included
obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness ex-
ists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The proce-
dures selected depend on the auditors judgement, 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 and other auditor of the subsidiary company, in terms of their reports re-
ferred to in the Other Matters paragraph below, is sufficient and appropriate to provide a basis for our audit opinion on the inter-
nal financial controls system over financial reporting of the Holding Company and its subsidiary company.
Meaning of Internal Financial Controls Over Financial Reporting
A companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A companys internal financial control over financial reporting includes those policies and proce-
dures 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 expendi-
tures of the company are being made only in accordance with authorizations of management and directors of the company; and
(3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the
companys 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 to future periods are subject to the risk that
the internal financial control 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 to the best of our information and according to the explanations given to us and based on the consideration of the
reports of the other auditors referred to in the Other Matters paragraph below, the Holding Company and its subsidiary company
have, 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 respective companies 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.

80
Other Matters
Our aforesaid report under Section 143(3)(i) of the Act on the adequacy and operating effectiveness of the internal financial con-
trols over financial reporting insofar as it relates to, one subsidiary company is based solely on the corresponding reports of the
auditors of such companies incorporated in India.
Our opinion is not modified in respect of the above matters.

For DELOITTE HASKINS & SELLS

Chartered Accountants
(Firms Registration No. 008072S)

S.Sundaresan
Partner
(Membership No. 25776)
Place: BENGALURU
Date: April 27, 2017

81
 UJJIVAN FINANCIAL SERVICES LIMITED
(Formerly Ujjivan Financial Services Private Limited)

CONSOLIDATED BALANCE SHEET AS AT MARCH 31, 2017

(Amount in Rupees)

Note As at
Particulars
No. March 31, 2017

I. EQUITY AND LIABILITIES

(1) Shareholders Funds:

(a) Share Capital 3 1,193,770,720

(b) Reserves and Surplus 4 16,358,817,799 17,552,588,519

(1.2) Share application money pending allotment: 31 5,287,610

(2) Non-Current Liabilities

(a) Long-term borrowings 5 28,450,520,082
(b) Long-term provisions 6 370,024,723 28,820,544,805

(3) Current Liabilities

(a) Short-term borrowings 7 1,004,354,013
(b) Trade payables
(i) Total outstanding dues of micro enterprises and small enter-
prises 8 -

(ii) Total outstanding dues of creditors other than micro enterpris- 8 285,823,390
es and small enterprises
(c) Other current liabilities 9 36,013,487,185
(d) Short-term provisions 10 1,103,824,529 38,407,489,117

Total 84,785,910,051

II.Assets
(1) Non-Current Assets
(a) Fixed assets
(i) Tangible assets 11A 721,873,075

(ii) Intangible assets 11B 644,162,507

(iii) Assets under development 31,650,176 1,397,685,758

(b) Non-current investments 12 3,572,719,451

(c) Deferred tax assets (net) 27.6 469,696,697

(d) Long-term loans and advances 13 219,837,054

(e) Other non-current assets 14 14,304,189,766 18,566,442,968

82
 Note As at
Particulars
No. March 31, 2017
(2) Current Assets
(a) Current investments 15 10,894,061,037

(b) Receivables under financing activity 16 44,810,963,243

(c) Cash and Bank balances 17 7,600,750,600

(d) Short-term loans and advances 18 839,327,925

(e) Other current assets 19 676,678,520 64,821,781,325

Total 84,785,910,051

1-33
See accompanying notes forming part of the financial statements

In terms of our report attached

Place: Bengaluru

Date: April 27, 2017

83
 UJJIVAN FINANCIAL SERVICES LIMITED
(Formerly Ujjivan Financial Services Private Limited)
CONSOLIDATED STATEMENT OF PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017

(Amount in Rupees)
Note
Particulars For the year ended March 31, 2017
No.

A. INCOME
(a) Income from operations 20 13,493,734,980
(b) Other income 21 482,504,268

Total Income ( A ) 13,976,239,248

B. EXPENDITURE
(a) Employee benefits expenses 22 2,716,155,981
(b) Administrative and other expenses 23 1,738,003,190
(c) Finance cost 24 5,427,222,013
(d) Depreciation and amortisation expenses 11 126,310,464

(e) Provision / write off for receivables under financing activity 25 751,161,879

Total Expenditure ( B ) 10,758,853,527

Profit Before Tax ( A - B ) 3,217,385,721

Tax expenses
(a) Current tax expenses 1,369,914,949
(b) Provision for tax of earlier year (289,868)
(c) Deferred tax 27.6 (228,950,518)
Total tax expenses 1,140,674,563

Profit for the year 2,076,711,158

Earnings per Equity Share: face value Rs. 10 each 27.5

(a) Basic 17.76
(b) Diluted 17.10

See accompanying notes forming part of the financial statements 1-33

In terms of our report attached

Place: Bengaluru
Date: April 27, 2017

84
 UJJIVAN FINANCIAL SERVICES LIMITED
(Formerly Ujjivan Financial Services Private Limited)
CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017

(Amount in Rupees)
For the year ended
Particulars
March 31, 2017

Cash Flows from operating activities

Profit before tax 3,217,385,721
Adjustments for:
Depreciation and amortisation expenses 126,310,464
Profit on sale of current investments (146,699,747)
Bad debts written off -provision reversed (36,483,640)
Deferred Stock Compensation expenses 15,480,461
Provision for Receivables under Financing Activities 732,867,044
Provision for advances 2,884,146
Claims written off (net) 5,239,502
Fixed assets written off 2,584,990
Interest on fixed deposits (136,826,508)
Loss /(Profit) on sale of Fixed Assets (21,223)
Marked to Market provision 41,966,250
Operating Profit before Working capital changes 3,824,687,460

Changes in working capital:

(Increase) / Decrease in Receivables under Financing Activity (8,067,723,966)

(Increase) / Decrease in Loans and advances (641,806,963)
(Increase) / Decrease in Other assets (209,461,967)
Increase / (Decrease) in Trade payables 133,947,227
Increase / (Decrease) in Other current liabilities 484,210,539
Increase / (Decrease) in Short-term provisions (29,749,755)
Cash flow from operations (4,505,897,425)

Net Tax paid/Refunds (1,320,175,342)

Net Cash from operating activities (A) (5,826,072,767)

Cash flows from Investing activities

Investments in Central government securities and T-Bills (14,507,736,738)
Purchase of Mutual funds (62,109,600,021)
Sale of Mutual funds 62,254,146,313
Purchase of T-bill (2,921,290,362)
Sale of T-bill 2,923,443,800
Purchase of Fixed Assets (1,419,339,950)
Proceeds from Sale of Fixed Assets 161,597,339
Interest on fixed deposits 27,017,261
Net Cash from investing activities (B) (15,591,762,358)

85
 For the year ended
Particulars
March 31, 2017
Cash flows from financing activities
Proceeds from issue of share capital & securities premium (net) 3,482,822,618
Borrowings from banks / others 56,562,500,000
Repayment of Borrowings from banks / others (37,028,420,214)
Deposits from customers 1,064,117,905
Share application money pending allotment 5,287,610
Net Cash from financing activities (C) 24,086,307,919

Net increase / (decrease) in cash and cash equivalents (A) + (B) + (C) 2,668,472,793

Cash and cash equivalents at the beginning of the period 4,467,377,978

Cash and cash equivalents at the end of the period 7,135,850,772

Notes :
1. The above cash flow statement has been prepared under the Indirect Method as set out in Accounting Standard-3 Cash Flow State-
ments.
2. Cash & cash equivalents at period end includes Rs.13,548,822/- in balance with banks, which is to be used only for repayment of securi-
ty deposit of customer.
3. Refer note 17 for items included in cash and cash equivalents.

Place: Bengaluru
Date: April 27, 2017

86
Ujjivan Financial Services Limited
(Formerly Ujjivan Financial Services Private Limited)

Notes to Consolidated financial Statements for the year ended March 31, 2017

1 GROUP INFORMATION
Group domiciled in India and incorporated under the provisions of the Companies Act, 1956. The
company is a Microfinance institution serving the economically active poor in urban and semi-urban areas.
The Company received approval from Reserve Bank of India (RBI) to setup a Small Finance Bank. Pursuant to the same, the
company executed an agreement to transfer its Business undertaking to its wholly owned subsidiary Ujjivan Small Finance
Bank Limited (the Bank). The bank commenced operations w.e.f 1st February 2017, on which date the Company seized
to operate as a Micro finance company. Pursuant to this change, the Company has sought to surrender its NBFC - MFI license
and has applied for registration as a NBFC- Core Investment Company (CIC) with RBI and the approval from RBI is awaited.

Basis of Consolidation
1.1 The Consolidated Financial Statements of the Company and its subsidiary have been prepared in accordance with the Generally
Accepted Accounting Principles in India (Indian GAAP) to comply with the Accounting Standards specified under Section 133 of
the Companies Act, 2013. The financial statements have been prepared on accrual basis under the historical cost convention.

1.2 The Consolidated Financial Statements relate to Ujjivan Financial Services Limited and its subsidiary, the details of which are
given below:
Name of the Subsidiary : Ujjivan Small Finance Bank Limited
Country of Incorporation : India
Group interest : 100%

1.3 The financial statements of the parent company and its subsidiary has been prepared based on a line by line
Consolidation by adding together like items of assets and liabilities, revenue and expenses as per the respective financial
statements. Intra group balances, intra group transactions have been eliminated. The financial statements of the subsidiary
company used in the consolidation are drawn upto the same reporting date as that of the Company i.e., March 31, 2017.

1.4 As far as possible, the Consolidated Financial Statements are prepared using uniform accounting policies
for similar material transactions and other events in similar circumstances otherwise as stated elsewhere.

1.5 The financial statements of the Ujjivan Small Finance Bank the Subsidiary has been consolidated as per Accounting Standard 21
on Consolidated Financial Statements as specified under Section 133 of the Companies Act, 2013.

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. Use of estimates
The presentation of financial statements in conformity with Indian GAAP requires management to make estimates
and assumptions considered in the reported amounts of assets and liabilities (including contingent liability) and the
reported income and expenses during the year. The management believes that the estimate used in preparation of
financial statements are prudent and reasonable. Future results could differ due to these estimates and the differences
between the actual results and the estimates are recognized in the period in which the results are known/material.

3. Cash flow statement

The Cash Flows are reported using the indirect method, whereby profit / (loss) before tax is adjusted for the effects
of transactions of non cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash
flow from operating, investing and financing activities of the company are segregated based on available information.
Cash and cash equivalents (for the purpose of cash flow statement)
Cash comprises of Cash on hand, balances with RBI, balances with other banks and money at Call and Short notice. Cash equivalents
are short term balances (with an original maturity of three months or less from the date of acquisition), highly liquid investments
that are readily convertible into known amounts of cash and which are subject to insignificant risk of changes in value.

4. Tangible and Intangible assets

Fixed assets are stated at cost, net of accumulated depreciation. The cost of an asset comprises its purchase price (net of capital
grants) and any cost directly attributable to bringing the asset to its working condition and location for its intended use. Subsequent
expenditure on fixed assets after its purchase is capitalised only if such expenditure results in an increase in the future benefits
from such asset beyond its previously assessed standard of performance.

Fixed assets are reviewed for impairment whenever events or changes in circumstances indicate that carrying amount of an asset
may not be recoverable. An assets recoverable amount is the higher of an assets net selling price and its value is use, if such assets
are considered to be impaired, the impairment is recognised by debiting the profit and loss account and is measured as the amount
by which the carrying amount of the assets exceeds the fair value of the assets.

5. Depreciation and amortization

Depreciable amount for assets is the cost of an asset, or other amount substituted for cost, less its estimated residual value.
Depreciation on tangible fixed assets has been provided on the straight-line method as per the useful life prescribed in Schedule II
to the Companies Act, 2013. Leasehold improvements are amortised over the duration of the lease. The estimated useful life of the
intangible assets and the amortisation period are reviewed at the end of each financial year and the amortisation period is revised
to reflect the changed pattern, if any.

87
 Notes to Consolidated financial Statements for the year ended March 31, 2017

The useful life being followed by the company as prescribed in Schedule II to the Companies Act, 2013 is as follows:

Useful Life as per

Asset
Schedule II (years)
Computer 3
Furniture 10
Office Equipment 5
Motor Vehicle 8
Server 6
Software 6

Assets purchased/sold during the year are depreciated on a pro-rata basis for the actual number of days the asset has been put to
use.
Assets costing less than Rs.5,000/- are fully depreciated in the year of purchase.
The salvage value considered for computing depreciation is as per Schedule II of Companies Act,2013 (i.e. 5% of Cost) except for
Software and Lease hold assets.

6. Investments
Investments are classified into current investments and Non-current investments. Current investments are carried at lower of cost
or fair value. Non-Current investments are carried individually at cost less provision made to recognize any decline, other than
temporary, in the value of such investments. Cost of investments include acquisition charges such as brokerage, fees and duties.

7.Receivables under Financing Activity

Loans are classified as per RBI guidelines into standard, sub-standard, doubtful and loss assets after considering subsequent
recoveries to date.
Specific provisions for non-performing advances and floating provisions are made in conformity with RBI guidelines. In addition the
Bank considers accelerated provisioning based on past experience, evaluation of securities and other related factors.
A general provision on standard assets is made in accordance with RBI guidelines. Provision made against standard assets is included
in Other Liabilities and Provisions.
Specific provisions for non-performing advances and floating provisions are made in conformity with RBI guidelines. In addition the
Bank considers accelerated provisioning based on past experience, evaluation of securities and other related factors.
Advances exclude derecognised securitised advances.
Amounts recovered during the year against bad debts written off in earlier years are recognised in the Profit and Loss account.
Provision no longer considered necessary in the context of the current status of the borrower as a performing asset, are written
back to the Profit and Loss account to the extent such provisions were charged to the Profit and Loss account.
For restructured/rescheduled assets, provision is made in accordance with guidelines issued by RBI which requires the diminution in
the fair value of the assets to be provided at the time of restructuring. The restructured accounts are classified in accordance with
RBI guidelines, including special dispensation wherever allowed.
The securitization transactions are without recourse to the Subsidiary. The transferred loans and such securitized receivables are
de-recognized as and when these are sold (true sale criteria being fully met) and the consideration has been received by the Bank.
Gains / losses are recognized only if the Subsidiary surrenders the rights to the benefits specified in the loan contracts.

8.Revenue Recognition
Revenue from Interest on loans financed by the Company is recognized on accrual basis, considering the directions issued by
the Reserve Bank of India from time to time in terms of the Non Banking Financial Companies Prudential Norms (Reserve Bank)
Directions, 1998. Loans are classified into Performing and Non-Performing assets in terms of the said Directions. Loans in respect
of which interest/principal have remained overdue for a period of 90 days or more are considered as Non Performing Assets.
Revenues from loan documentation charges are recognized as income on accrual basis.
Revenue from interest income on fixed deposits with banks is recognized on time proportion basis taking into account the amount
outstanding and the rate applicable.
Profit / premium arising at the time of securitisation of loan portfolio is amortised over the life of the underlying loan portfolio
/ securities and any loss arising therefrom is accounted for immediately. Income from interest strip (excess interest spread) is
recognized in the statement of profit and loss account net of any losses when redeemed in cash in line with the relevant Reserve
Bank of India guidelines.
9. Employee benefits
Employee benefits includes Provident Fund, Employee State Insurance scheme, Gratuity fund and compensated absences.
a) Short term employee benefits including salaries, social security contributions, short term compensated absences (such as paid
annual leave) where the absences are expected to occur within twelve months after the end of the period in which the employees
render the related service, profit sharing and bonuses payable within twelve months after the end of the period in which the
employees render the related services and non monetary benefits for current employees are estimated and measured on an
undiscounted basis.

b) Defined Contribution Plan

Companys contributions to Provident Fund, Pension fund and employee state insurance scheme are considered as defined
contribution plan and are charged as expense based on amount of contribution required to be made and when services are
rendered by the employees.

88
Notes to Consolidated financial Statements for the year ended March 31, 2017
c) Defined Benefit Plan
Liabilities for gratuity funded in terms of a scheme administered by the Life Insurance Corporation of India, are determined by
Actuarial Valuation on Projected Unit Credit Method made at the end of each balance sheet date. Provision for liabilities pending
remittance to the fund is carried in the Balance Sheet.

d) Long term employee benefits

Liability for compensated absences is provided based on actuarial valuation carried out at the end of the financial period using
Projected Unit Credit Method and is not funded but provided for. Past service cost is recognized immediately to the extent that
the benefits are already used and otherwise is amortised on straight line base over the average period until the benefits become
vested. The retirement benefit obligation recognised in the balance sheet represents the present value of the defined benefits
obligation as adjusted for unrecognised past service cost, as redeemed by the fair value of scheme assets.
Compensated absences which are not expected to occur within 12 months after the end of period in which the employee rendered
the related services are recognised as a liability at the present value of the defined benefit obligations as at the balance sheet date.
Actuarial gains and losses are recognized immediately in the statement of Profit and Loss as income or expense in the period in
which they occur. Past service cost is recognised immediately to the extent that the benefits are already vested and otherwise is
amortised on a straight-line basis over the average period until the benefits become vested. The retirement benefit obligation
recognised in the Balance Sheet represents the present value of the defined benefit obligation as adjusted for unrecognised past
service cost, as reduced by the fair value of scheme assets. Any asset resulting from this calculation is limited to past service cost,
plus the present value of available refunds and reductions in future contributions to the schemes.

10. Lease
Lease rentals under operating lease are charged to the Statement of Profit and Loss on straight line basis over the lease term.
Assets leased by the company in its capacity as a lessee in which substantially all the risk and rewards of owner ship vest in the
Company are classified as finance leases. Lease arrangements where risk and rewards incidental to ownership of an assets
substantially vest with the lessor are recognised as operating leases.

11. Earnings per share

In determining the earnings per share, the Company considers the net profit / (loss) after tax. The number of shares used in
computing basic earnings per share is the weighted average number of shares outstanding during the year. The number of shares
used in computing diluted earnings per share comprises the weighted average shares considered for deriving basic earnings per
share and the weighted average number of equity shares that could have been issued on the conversion of all dilutive potential
equity shares. Potential equity shares are deemed to be diluted only if their conversion to equity share would decrease the net
profit per share from continuing ordinary operations. Diluted potential equity shares are determined independently for the each
period presented.

12. Borrowing costs

Borrowing costs attributable to qualifying assets as per Accounting Standard 16 (assets which require substantial period of time to
get ready for their intended use) are capitalized as part of the cost of such assets. All other borrowing costs are charged to revenue.

13. Taxes
Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with the applicable tax
rates and the provisions of the Income Tax Act, 1961 and other applicable tax laws.

Deferred tax is recognised on timing differences, being the differences between the taxable income and the accounting income
that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured using the
tax rates and the tax laws enacted or substantively enacted as at the reporting date. Deferred tax liabilities are recognised for
all timing differences. Deferred tax assets are recognised for timing differences of items other than unabsorbed depreciation
and carry forward losses only to the extent that reasonable certainty exists that sufficient future taxable income will be available
against which these can be realised. However, if there are unabsorbed depreciation and carry forward of losses and items relating
to capital losses, deferred tax assets are recognised only if there is virtual certainty supported by convincing evidence that there will
be sufficient future taxable income available to realise the assets. Deferred tax assets and liabilities are offset if such items relate to
taxes on income levied by the same governing tax laws and the Company has a legally enforceable right for such set off. Deferred
tax assets are reviewed at each balance sheet date for their realisability.

14. Provisions and Contingent Liabilities

A provision is recognized when the enterprise has a present obligation as a result of past events and it is probable that an outflow of
resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions are not discounted
to its present value and are determined based on best estimate required to settle the obligation at the balance sheet date. These
are reviewed at each balance sheet date and adjusted to reflect the current best estimates.
Contingent liabilities are disclosed in notes. Contingent assets are not recognised in the financial statements
15. Employee Stock Option Plan
The Company has Employee Stock Option Plans for the benefit of its employees. Options granted in terms of the Stock option plans
on or after April 1, 2005 are accounted in accordance with the Guidance Note on Accounting for Employee Share Based Payment
Plans issued by the Institute of Chartered Accountants of India (ICAI). The difference between the intrinsic value of the stock option
granted on or after April 1, 2005 and exercise price, if any, is expensed as Employee Compensation over the period of vesting.

16. Operating Cycle

Based on the nature of activities of the Company and the normal time between acquisition of assets and their realisation in cash
and cash equivalents, the Company has determined operating cycle as 12 months for the purpose of classification of its assets and
liabilities as current and non current.

89
 Notes forming part of Consolidated financial statements
Note 3 - Share Capital
(Amount in Rupees)
As at
Particulars
March 31, 2017

Authorised
125,000,000 Equity Shares of Rs.10/- each 1,250,000,000

1,250,000,000
Issued
119,377,072 Equity Shares of Rs.10/- each 1,193,770,720

1,193,770,720
Subscribed & fully Paid up
119,377,072 Equity Shares of Rs.10/- each 1,193,770,720

Total 1,193,770,720

i) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year
Number of shares
March 31, 2017
Number of shares outstanding at the beginning of the year 101,186,028

Add: shares issued during the year - Stock options 1,135,767

Add: shares issued during the year - Institutions/Others 17,055,277

Number of shares outstanding at the end of the year 119,377,072

ii) Reconciliation of equity share capital outstanding at the beginning and at the end of the year

Amount in Rs.
March 31, 2017
Share capital outstanding at the beginning of the year 1,011,860,280

Add: shares issued during the year - Stock options 11,357,670

Add: shares issued during the year - Institutions/Others 170,552,770

Share capital outstanding at the end of the year 1,193,770,720

iii) Number of shares held by each shareholder holding more than 5% shares in the Company are as follows:
Number of
Class of shares / Name of the shareholder shares as at %
March 31, 2017
Equity Shares:

CDC Group Plc 10,932,696 9.16%

Alena Private Limited 10,790,943 9.04%
International Finance Corporation 7,141,684 5.98%
NewQuest Asia Investments II Limited 7,028,022 5.89%

iv) The company has only one class of equity shares with voting rights (one vote per share). The distribution of dividend is in
proportion to the number of equity shares held by the shareholders.

90
Notes forming part of Consolidated financial statements
Note 4 - Reserves & Surplus

(Amount in Rupees)

As at
Particulars
March 31, 2017

a. Securities premium account

Opening balance 7,574,238,496
Add : Premium on shares issued during the year on stock options 48,206,272
Add : Premium on shares issued during the year on Institutions/Others 3,411,055,400
Less : Utilised during the year for writing off share issue expenses 155,033,718

Closing balance 10,878,466,450

b. Other reserves - Statutory reserve *

Opening balance 729,321,561
Add: Additions during the year 415,359,770

Closing balance 1,144,681,331

c. Other reserves - Employee loan grant 1,300,000

d. Share options outstanding account

Opening balance 57,133,959
Add: Amounts recorded on grants during the year -
Less: Grants forfeited during the year 4,216,468
Less: Grants exercised during the year 3,315,776
49,601,715

Less: Deferred stock compensation expense 31,407,158

Closing balance 18,194,557

e. Surplus in Statement of Profit and Loss

Opening balance 2,654,824,072
Add: Profit for the year 2,076,711,159

Less: Transferred to statutory reserve 415,359,770

Closing balance 4,316,175,461

Total 16,358,817,799

* Transfer of profit after Tax to the statutory reserves in accordance with the provisions of Reserve Bank of India Act, 1934.

Note: The Board has recommended a dividend at the rate of 8% i.e. Rs. 0.80 per equity share for the FY 2016-17 subject to the
approval of the shareholders at the ensuing 13th Annual General Meeting (AGM).

91
 Notes forming part of Consolidated financial statements

Note 5 - Long-term borrowings

(Amount in Rupees)
As at
Particulars
March 31, 2017

(A) Non Convertible Debentures

Secured

600, 12.60% Secured Redeemable Non Convertible Debentures of Rs.1,000,000/- each

redeemable at par at the end of 5 years from the date of allotment July 01, 2014 (Refer Note (i) 600,000,000
below)
1,000, 12.35% Secured Redeemable Non Convertible Debentures of Rs. 1,000,000/- each
redeemable at par by August 5, 2021 with put/call option August 5, 2018 from the date of
1,000,000,000
allotment August 5, 2015 (Refer Note (i) below)

40, 10.75% Secured Redeemable Non Convertible Debentures of Rs.10,000,000/- each

redeemable at par at the end of 6 years from the date of allotment July 31, 2013 (Refer Note (i) 400,000,000
below)

Unsecured

1750, 9.74% Unsecured Redeemable Non Convertible Debentures of Rs.1,000,000/- each

1,750,000,000
redeemable at par at the end of 2 years from the date of allotment October 7, 2016
2250, 9.65% Unsecured Redeemable Non Convertible Debentures of Rs.1,000,000/- each
2,250,000,000
redeemable at par at the end of 2 years from the date of allotment November 16, 2016

Total - (A) 6,000,000,000

(B) Term loans

Secured
from Banks (Refer Note (ii)(a) below) 9,045,278,189
from NBFCs (Refer Note (ii)(b) below) 1,705,452,447
from other parties (Refer Note (ii)(c) below) 5,864,666,670
16,615,397,306
Unsecured
from Banks (Refer Note (ii)(d) below) 2,857,137,784
from NBFCs (Refer Note (ii)(e) below) 2,418,221,100
from other parties (Refer Note (ii)(f) below) 500,000,000
5,775,358,884

Total - (B) 22,390,756,190

(C) Deposits
-Term deposits 59,763,892

Total - (A) + (B) + (C) 28,450,520,082

i) Debentures are secured by hypothecation of book debts.

92
Notes forming part of Consolidated financial statements

(ii) Terms of repayment for borrowings including current maturities :

Secured
Amount Outstanding (Rs.)
Terms of Repayment and Interest
March 31, 2017
Rate of Interest Maturity Installments Current Non Current
Borrowings from Banks - (a)
Repayable in Monthly Installments

Base Rate + 0.35% < 1 Year 12 1,000,000,000 -

Base Rate + 0.40% < 1 Year 47 852,272,727 -

Base Rate + 0.45% < 1 Year 12 1,165,714,286

2 Year 5 485,714,286
Base Rate + 0.75% < 1 Year 31 438,095,238 -

Base Rate + 0.80% < 1 Year 12 571,428,571 -

Base Rate + 1.00% < 1 Year 4 83,333,333 -

Base Rate +1.15% < 1 Year 7 49,551,859 -

Base Rate + 1.25% < 1 Year 11 261,904,762 -

Base Rate + 1.50% < 1 Year 6 187,500,000 -

Base Rate + 1.55% < 1 Year 8 83,333,328 -

Base Rate + 1.60% < 1 Year 12 62,485,911 -

Base Rate + 1.75% < 1 Year 64 1,120,841,249

Base Rate + 1.80% < 1 Year 5 119,047,619

Base Rate + 1.95% < 1 Year 8 166,385,136

Base Rate + 2.00% < 1 Year 10 180,518,541

Base Rate + 2.25% < 1 Year 6 45,416,747

Base Rate + 2.40% < 1 Year 21 523,333,333

Base Rate + 2.50% < 1 Year 8 108,883,823

At MCLR < 1 Year 36 1,667,500,004

2 Year 28 1,327,674,951
MCLR + 0.05% < 1 Year 12 1,650,000,000
2 Year 10 1,375,000,000
MCLR + 0.10% < 1 Year 24 217,200,000
2 Year 18 162,800,000

93
 Notes forming part of Consolidated financial statements

Amount Outstanding (Rs.)

Terms of Repayment and Interest
March 31, 2017
Rate of Interest Maturity Installments Current Non Current
MCLR + 0.15% < 1 Year 12 1,090,909,091
2 Year 9 818,181,818
MCLR + 0.25% < 1 Year 12 500,000,000
2 Year 9 375,000,000
MCLR + 0.30% < 1 Year 4 750,000,000
2 Year 3 562,500,000
MCLR + 0.40% < 1 Year 12 285,720,000
2 Year 7 166,660,000
MCLR + 0.55% < 1 Year 20 750,000,000
2 Year 20 187,500,000
MCLR + 0.65% < 1 Year 11 137,500,000
2 Year 12 149,965,548
MCLR + 0.80% < 1 Year 24 1,000,000,000
2 Year 8 333,333,333

Repayable in Quarterly Installments

At Base Rate < 1 Year 4 750,000,000

Base Rate + 0.15% < 1 Year 4 285,699,609

Base Rate + 0.20% < 1 Year 4 160,000,000

2 Year 2 80,000,000
Base Rate + 0.25% < 1 Year 4 857,140,664

Base Rate + 0.40% < 1 Year 4 149,986,210

Base Rate + 0.80% < 1 Year 4 185,714,286

Base Rate + 0.95% < 1 Year 12 462,478,706

Base Rate + 1.00% < 1 Year 4 80,000,000

3 59,977,303
Base Rate + 1.10% < 1 Year 2 75,000,000

Base Rate + 1.25% < 1 Year 12 166,638,575

2 Year 9 124,822,866
Base Rate + 1.40% < 1 Year 5 421,393,811

Base Rate + 1.50% < 1 Year 2 187,200,000

Base Rate + 2.05% < 1 Year 7 176,799,021

Base Rate + 2.30% < 1 Year 4 79,959,242

MCLR + 0.05% < 1 Year 8 666,666,667

8 665,912,025
MCLR + 0.10% < 1 Year 4 1,142,857,140

94
Notes forming part of Consolidated financial statements

Amount Outstanding (Rs.)

Terms of Repayment and Interest
March 31, 2017
Rate of Interest Maturity Installments Current Non Current
2 571,040,119
MCLR + 0.25% < 1 Year 3 175,200,000
2 Year 3 174,800,000
MCLR + 0.65% < 1 Year 6 165,555,556
2 Year 8 171,111,111
3 Year 15 123,284,828
Repayable in annually
At Base Rate < 1 Year 1 125,000,000

Repayable in Bullet
At Base rate < 1 Year
2 Year 1 1,130,000,000
Total 21,382,165,044 9,045,278,189

Borrowings from NBFCs - (b)

Repayable in Monthly Installments
Interest Rate - 9.45% < 1 Year 11 733,700,000
2 Year 12 800,400,000
3 Year 7 465,900,000
Interest Rate - 10.00% < 1 Year 12 360,000,000
2 Year 7 220,000,000
Interest Rate - 10.15% < 1 Year 12 19,292,501
2 Year 12 21,344,397
3 Year 28 58,560,293
Interest Rate - 10.90% < 1 Year 12 8,862,328
2 Year 12 9,878,069
3 Year 24 23,308,570
Interest Rate - 11.30% < 1 Year 12 181,818,182
2 Year 7 106,061,118
Interest Rate - 12.50% < 1 Year 12 109,404,887

Total 1,413,077,898 1,705,452,447

Borrowings from Others - (c)

Repayable in Monthly Installments
Interest Rate - 10.75% < 1 Year 10 1,000,000,000
2 Year 12 1,200,000,000
3 Year 8 800,000,000
Interest Rate - 11.75% < 1 Year 12 600,000,000
2 Year 9 450,000,000
Total 1,600,000,000 2,450,000,000

95
 Notes forming part of Consolidated financial statements

Amount Outstanding (Rs.)

Terms of Repayment and Interest
March 31, 2017
Rate of Interest Maturity Installments Current Non Current
Bullet
Interest Rate - 10.25% < 1 Year 2 333,332,500

Interest Rate - 10.75% < 1 Year 4 1,157,999,998

2 Year 4 1,157,999,998
3 Year 13 1,265,000,005
Interest Rate - 11.00% < 1 Year 2 333,333,333
2 Year 1 166,666,667
Interest Rate - 11.50% < 1 Year 2 450,000,000
2 Year 2 450,000,000
3 Year 5 375,000,000
Total 2,274,665,831 3,414,666,670
Grand Total 3,874,665,831 5,864,666,670

Unsecured

Amount Outstanding (Rs.)

Terms of Repayment and Interest
March 31, 2017

Rate of Interest Maturity Installments Current Non Current

Borrowings from Banks - (d)
Repayable in Quarterly Installments
At MCLR < 1 Year 6 1,285,714,286
2 Year 8 1,714,282,149
MCLR + 0.70% < 1 Year 3 857,142,857
2 Year 4 1,142,855,635
Repayable in Bullet
At Base rate < 1 Year 1 600,000,000

Total 2,742,857,143 2,857,137,784

Borrowings from NBFCs - (e)

Repayable in Monthly Installments
Interest Rate - 9.50% < 1 Year 7 621,162,206

Interest Rate - 9.60% < 1 Year

2 Year 4 500,000,000
Interest Rate - 9.75% < 1 Year 12 254,545,453
2 Year 12 254,545,454
3 Year 7 148,484,851

Repayable in Quarterly Installments

Interest Rate - 9.75% < 1 Year 9 1,984,808,439
2 Year 8 1,515,190,795
Total 2,860,516,098 2,418,221,100
Borrowings from Others - (f)
Repayable in Bullet
Interest rate - 15.00% 3 Year 6 500,000,000
Total - 500,000,000

96
Notes forming part of Consolidated financial statements

Note 6 - Long-term provisions

(Amount in Rupees)

As at
Particulars
March 31, 2017

(a) Provision - Others

(i) Provision for receivables under financing activity

Provision for standard assets 261,683,006
Provision for non performing assets 4,180,486

(ii) Compensated absences (Refer Note 27.1) 104,161,231

Total 370,024,723

Note 7 - Short-term borrowings

(Amount in Rupees)
As at
Particulars
March 31, 2017

Deposits
-Term deposits 971,881,282
-Demand deposits 32,472,731

Total 1,004,354,013

Note 8 - Trade payables

(Amount in Rupees)

As at
Particulars
March 31, 2017

(i) Total outstanding dues of micro enterprises and small enterprises (Refer Note 26.2) -
(ii) Total outstanding dues of creditors other than micro enterprises and small enterprises 285,823,390

Total 285,823,390

97
 Notes forming part of Consolidated financial statements

Note- 9 Other current liabilities

(Amount in Rupees)

As at
Particulars
March 31, 2017

(a) Current maturities of non convertible debentures (Refer Note (i) below) 2,250,000,000

(b) Provision for gratuity (Refer Note 27.1) 33,568,742

(c) Current maturities of long-term debt (Refer Note (i) below) 32,273,282,014

(d) Interest accrued but not due on borrowings 599,981,768

(e) Other payables

(i) Statutory remittances 86,829,517
(ii) Security deposits from customers 1,262,378
(iii) Unclaimed security deposits from customers 13,091,724
(iv) Deposit from vendors 50,000
(v) Other payables 755,421,042
Total 36,013,487,185

Note (i) :Current maturities of long term debts

As at
Particulars
March 31, 2017

(a) Non Convertible Debentures *

Secured

250, 13.25% Secured Redeemable Non Convertible Debentures of Rs. 1,000,000/- each redeemable
250,000,000
at par Rs. 25 Crs by December 26, 2017 from the date of allotment December 26, 2014 *
1,000, 12.15% Secured Redeemable Non Convertible Debentures of Rs. 1,000,000/-each redeemable
1,000,000,000
at par by May 12, 2017 from the date of allotment May 12, 2015 *
1,000, 12.15% Secured Redeemable Non Convertible Debentures of Rs. 10,00,000/-each redeemable
1,000,000,000
at par by June 23, 2017 from the date of allotment June 23, 2015 *
Total 2,250,000,000
(b) Term loans

From banks
-Secured (Refer Note 5 (ii)(a)) 21,382,165,044
-Unsecured (Refer Note 5 (ii)(d)) 2,742,857,143

98
Notes forming part of Consolidated financial statements

(Amount in Rupees)
As at
Particulars
March 31, 2017
From Non Banking Financial Companies
-Secured (Refer Note 5 (ii)(b)) 1,413,077,898
-Unsecured (Refer Note 5 (ii)(e)) 2,860,516,098
From other parties
-Secured (Refer Note 5 (ii)(c)) 3,874,665,831

Total 32,273,282,014
*Debentures are secured by hypothecation of book debts.

Note -10 Short-term provisions

(Amount in Rupees)
As at
Particulars
March 31, 2017

(a) Provision for employee benefits

(i) Compensated absences 25,418,966

(b) Provision - Others

(i) Provision for tax (net of advance tax Rs.2,805,849,765/-) 72,065,184
(ii) Provision for receivables under financing activity
Provision for standard assets 864,497,608
Provision for non performing assets 141,842,771

Total 1,103,824,529

99
100
Notes forming part of Consolidated financial statements

Note 11 - Fixed assets

(Amount in Rupees)

Gross Block Accumulated Depreciation & amortisation Net Block

Fixed Assets Depreciation

Balance as at Balance as at Balance as at / amortisation On dispos- Balance as at Balance as at
Additions Disposals
April 1, 2016 March 31, 2017 April 1, 2016 expense for the als March 31, 2017 March 31, 2017
year

A Tangible Assets

Computers 168,257,373 582,083,804 5,389,345 744,951,832 * 91,443,599 63,521,384 5,153,257 149,811,726 595,140,106

Leasehold improvements 47,684,436 29,694,157 1,442,399 75,936,194 28,075,182 9,464,316 1,378,364 36,161,134 39,775,060

Furniture and Fixtures 64,239,557 22,950,251 6,258,837 80,930,971 36,533,605 7,255,547 3,004,029 40,785,123 40,145,848

Vehicles 8,604,699 1,042,769 540,075 9,107,393 * 1,863,107 1,076,224 288,391 2,650,940 6,456,453

Office equipments 75,819,809 18,704,191 3,063,634 91,460,366 * 39,479,539 14,334,361 2,709,143 51,104,758 40,355,608

Total (A) 364,605,874 654,475,172 16,694,290 1,002,386,756 197,395,032 95,651,832 12,533,184 280,513,681 721,873,075

B Intangible Assets- others

Computer software 119,280,154 600,239,163 - 719,519,317 44,698,178 30,658,632 - 75,356,810 644,162,507

Goodwill - 160,000,000 160,000,000 - - - - - -

Total (B) 119,280,154 760,239,163 160,000,000 719,519,317 44,698,178 30,658,632 - 75,356,810 644,162,507

Total (A) + (B) 483,886,028 1,414,714,335 176,694,290 1,721,906,073 242,093,210 126,310,464 12,533,184 355,870,491 1,366,035,582

1. All the tangible assets/ intangible assets are owned by the Company and are not on lease
Notes forming part of Consolidated financial statements

Note 12 - Non-current investments

(Amount in Rupees)
As at
Particulars
March 31, 2017

Investment in equity instruments

Alpha Micro Finance Consultants Pvt Ltd, 100,000 Equity shares of Rs.10/- each fully paid
1,000,000
up

Ujjivan Social Services Foundation

1,000 Equity shares (P.Y. 1,000) of Rs.10/- each at cost fully paid up 10,000

Investment in Government securities 3,571,709,451

Total 3,572,719,451

Aggregate amount of unquoted investments 1,010,000

Note 13 Long-term loans and advances

(Unsecured, considered good unless otherwise stated)
(Amount in Rupees)
As at
Particulars
March 31, 2017

(a) Capital advances 30,944,584

(b) Security deposits 169,475,361

(c) Loans and advances 18,589,612

(d) Prepaid expenses 827,497

Total 219,837,054

Note 14 Other non current assets

(Unsecured, considered good unless otherwise stated)
(Amount in Rupees)
As at
Particulars
March 31, 2017

(a) Receivable under financing activity (long-term) unsecured

Considered good 13,726,762,681
Considered doubtful 173,877,670

(b) Interest accrued on long term deposits 105,356,896

(c) Term deposits (more than 12 months maturity) * 298,192,519

Total 14,304,189,766
* Under lien against loans availed by the Company.

101
 Notes forming part of Consolidated financial statements
Note 15 Current Investments
(Amount in Rupees)
As at
Particulars
March 31, 2017

Trade investments (quoted)

Government securities and Treasury bills 10,894,061,037

Net Current investments 10,894,061,037

Note 16 Trade receivables under financing activity

(Amount in Rupees)
As at
Particulars
March 31, 2017
Receivables outstanding for a period exceeding six months from the date they were due for payment
Secured, considered good -
Unsecured, considered good -
Doubtful 43,650,995
43,650,995
Other trade receivables
Secured, considered good -
Unsecured, considered good 42,820,868,013
Doubtful 1,946,444,235
44,767,312,248

Total 44,810,963,243
i) Assets derecognised on account of securitization of receivables is Rs.5,083,297,487/-

Note 17 Cash and Bank balances

(Amount in Rupees)
As at
Particulars
March 31, 2017

I. Cash & cash equivalents

a) Cash in hand 402,018,352

II. Balance with Reserve Bank of India

(i) In Current account 2,207,274,052

II. Balance with Banks

(i) In Current account (Refer Note i below) 376,558,368
(ii) In deposit accounts with original maturity less than 3 months -
(ii) Money at Call and Short Notice 4,150,000,000
7,135,850,772
II. Other bank balances
a) In earmarked deposits (Refer Note ii below ) 464,899,828
464,899,828

Total 7,600,750,600
Note
(i) Balance with banks of Rs.13,548,937/- is to be used only for repayment of Security deposit of customers.
(ii) Under lien against loans availed by the Company.

102
Notes forming part of Consolidated financial statements
Note 18 Short-term loans and advances
(Amount in Rupees)
As at
Particulars
March 31, 2017

(a) Deposits - Unsecured, considered good 7,686,251

(b) Loans and advances

Unsecured, considered good 29,577,731
Unsecured, considered doubtful 3,980,292
33,558,023
Less: Provision for doubtful loans and advances 3,980,292
29,577,731

(c) Prepaid expenses 56,640,817

(d) Other advances *

Unsecured, considered good 745,423,126
Unsecured, considered doubtful -
745,423,126
Less: Provision for doubtful advances -
745,423,126

Total 839,327,925
* Includes advance for expenses and amounts towards collateral for securitisation of receivables.
Note 19 Other current assets
(Amount in Rupees)
As at
Particulars
March 31, 2017

Interest accrued on
(i)Fixed deposits 24,203,689
(ii)Receivables under financing activity 652,474,831

Total 676,678,520

103
 Notes forming part of Consolidated financial statements

Note 20 Income from Operations

(Amount in Rupees)
For the year ended
Particulars
March 31, 2017

Interest on loans 12,257,962,185

Loan processing fees 776,147,086
Other financial services 459,625,709

Total 13,493,734,980

Note 21 Other Income

(Amount in Rupees)
For the year ended
Particulars
March 31, 2017

Interest on fixed deposits 136,826,508

Interest on other investments 150,538,700
Profit on sale of current investments 146,699,747
Fee income, other than financing activity 1,801,748
Profit on sales of fixed assets 21,223
Miscellaneous income 46,616,342

Total 482,504,268

Note 22 Employee benefits expense

(Amount in Rupees)
For the year ended
Particulars
March 31, 2017

Salaries and wages (net) 2,337,803,973

Expenses on employee stock option 15,480,461
Contributions to provident and other funds 202,407,114
Staff welfare expenses 160,464,433

Total 2,716,155,981

104
Notes forming part of Consolidated financial statements

Note 23 Administrative and Other expenses

(Amount in Rupees)

For the year ended

Particulars
March 31, 2017

Electricity and water charges 26,455,525

Rent 180,736,213
Repairs and maintenance
Buildings 2,801,080
Others 119,468,521
Security and house keeping expenses 81,309,332
Office maintenance 20,268,183
Insurance 11,463,345
Rates and taxes 82,247,904
Audit fees (Refer Note (i) below) 4,532,875
Professional charges 462,938,533
Sitting fee 9,737,808
Postage and courier 39,232,440
Printing and stationery 62,498,153
Recruitment expenses 32,692,379
Telephone charges 88,772,357
Training and conference charges 110,672,778
Travelling and conveyance expenses 287,774,563
Expenditure on Corporate social responsibility 26,831,588
Claims written off 5,239,502
Fixed Assets Written off 2,584,990
Loss on sale of fixed assets 97,367
Provision for other advances 2,884,146
Miscellaneous expenses 76,763,608

Total 1,738,003,190

Note (i) (Amount in Rupees)

For the year ended
Particulars
March 31, 2017
(i) Payments to the auditors comprises (net of service tax input credit)
Audit services (includes subsidiary companys audit services) 3,500,000
Tax audit 300,000
Other attest services 516,313
Reimbursement of expenses and levies 216,562
Total 4,532,875

105
 Notes forming part of Consolidated financial statements

Note 24 Finance costs

(Amount in Rupees)
For year ended
Particulars
March 31, 2017

(a) Interest expense on

(i) Borrowings 5,289,339,957
(ii) Others 1,808,397

(b) Loan processing fees, bank charges and other related costs 136,073,659

Total 5,427,222,013

Note 25 Provision / write off for receivables under financing activity

(Amount in Rupees)
For year ended
Particulars
March 31, 2017

Bad debts written off 54,778,475

Less: Provision reversed (36,483,640) 18,294,835

Provision for receivables under financing activities 732,867,044

Total 751,161,879

26 Additional information to the financial statements

During the year, pursuant to the approval of the Shareholders and Reserve Bank of India, the Company has transferred
the business to Ujjivan Small Finance Bank on a slump sale basis with effect from February 01, 2017 for a consideration of
Rs.1,530,000,000/-.
26.1 Contingent liabilities and commitments (to the extent not provided for)
(Amount in Rupees)
As at
Particulars
March 31, 2017
(i) Contingent liabilities
(a) Disputed taxes Service tax 4,226,041
(b) Claims against the company- not acknowledged as debt 325,035
(ii) Commitments
Estimated amount of contracts remaining to be executed on capital account
and not provided for:
Tangible assets 100,064,155
Intangible assets 178,744,887
The Company had received demand order from service tax authorities against show cause notices received in earlier years. The
Order pertains to applicability of service tax on securitisation. The amount of service tax demand aggregated to Rs. 4,226,041/-
(plus penalty and interest, as applicable). The Company had filed appeal against the demand order with The Commissioner
of Service Tax (Appeals) and has deposited Rs. 3,16,953/- (amounting to 7.5% of the demand) as pre deposit against demand.
Based on the merits of the case, the Company and its tax advisors believe that its position is likely to be upheld in the
appellate process for the above matters. Accordingly, no provision has been made for the amounts mentioned
above as at March 31, 2017.
26.2 Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006
There are no Micro and Small Enterprises, to whom the Company owes dues, which are outstanding for more than 45 days
at the Balance Sheet date. The above information regarding Micro Enterprises and Small Enterprises has been determined
to the extent such parties have been identified on the basis of information available with the Company. This has been relied
upon by the Auditors.

106
Notes forming part of Consolidated financial statements

Note 27 Disclosures under Accounting Standards

27.1 Employee Benefits:

The details of employee benefits are as given below:

I Defined Contribution Plans
During the year, the Group has recognized the following amounts in the statement of profit and loss
(Amount in Rupees)
For the year ended
Particulars
March 31, 2017
Employers Contribution to Provident & Pension Fund 118,664,171
Employers Contribution to ESI 28,650,538

II Defined Benefit Plan

Contribution to Gratuity Fund:
Details of defined benefit plan of gratuity are given below:

For the year ended

Particulars
March 31, 2017
Components of employer expense
Current Service cost 23,528,857
Interest cost 9,719,089
Expected return on plan assets (8,147,436)
Actuarial Losses/(Gains) 30,033,680
Total expense/(income) recognized in the Statement of Profit & Loss 55,134,190

Actual Contribution and Benefit Payments for the year ended

Actual benefit payments (7,042,025)
Actual Contributions 62,084,457

Change in Defined Benefit Obligation (DBO) during the year ended

Present Value of DBO at the beginning of the year 125,240,090
Current service cost 23,528,857
Interest cost 9,719,089
Actuarial (gains)/losses 28,463,103
Actual return on plan assets -
Benefits paid (7,042,025)
Acquisitions/Divestures/Transfers -
Present Value of DBO at the end of the year 179,909,114

Particulars As at March 31, 2017

Net asset/(liability) recognized in balance sheet as at
Fair value of plan assets 146,340,372
Present Value of Defined Benefit Obligation (179,909,114)
Excess of plan assets over present value of obligation -
Net (liability) recognized in balance sheet (33,568,742)

Present Value of DBO at the end of the year

Current Liability (33,568,742)
Non current liability -

107
 Notes forming part of Consolidated financial statements

Note 27 Disclosures under Accounting Standards

For the year ended

Particulars
March 31, 2017
Change in Fair Value of Assets during the year ended
Plan assets at the beginning of the year 84,721,081
Expected return on plan assets 8,147,436
Actuarial gain/(loss) (1,570,577)
Actual Company Contributions 62,084,457
Benefit Paid (7,042,025)
Acquisitions/Divestures/Transfers -
Plan assets at the end of the year 146,340,372

Actuarial Assumptions
Discount Rate 6.83%/7.37%
Expected Return on plan assets 6.83%/7.37%
Rate of increase in compensation 9.00%
Attrition rate 16.40%/0%
Retirement age 60
The estimates of future salary increases considered in actuarial valuation take account of inflation, seniority, promotion
and other relevant factors such as supply and demand factors in the employment market. Information of investment
details of plan assets are not available hence not disclosed.

Details relating to experience adjustment and expected future cash flow is given below
(Amount in Rupees)
Particulars March 31, 2017
Defined Benefit Obligation at end of the year 179,909,114
Plan Assets at end of the year 146,340,372
Funded Status - Assets/ (Liabilities) (33,568,742)
Experience (Gain)/Loss adjustments on plan liabilities 47,192,653
Experience (Gain)/Loss adjustments on plan Assets (1,570,577)
Actuarial (Gain)/Loss due to change on assumptions -

III Other Long term employee benefits Compensated absences

(Amount in Rupees)
For the year ended
Particulars
March 31, 2017
Charge in statement of Profit & Loss 55,928,935
Liability as at the year end 129,580,197
Actuarial Assumptions
Discount Rate 6.83%/7.37%
Rate of increase in compensation 9.00%
Attrition rate 16.40%
Retirement age 60

108
Notes forming part of Consolidated financial statements

Note 27 Disclosures under Accounting Standards

27.2 Segment Reporting

The Groups business segment is primarily in Micro and Retail Financing. The principal geographical segment is in India.
(Amount in Rupees)
SR.NO Business Segments Treasury Micro and Retail financing Total
Particulars March 31, 2017 March 31, 2017 March 31, 2017
1 Revenue 197,191,994 13,541,993,471 13,739,185,465
2 Un allocated Revenue - - 237,053,783
(less) Inter segment
3 - - -
revenue
4 Total Income (1+2-3) 197,191,994 13,541,993,471 13,976,239,248
5 Result 197,191,994 2,924,885,973 3,122,077,967
6 Unallocated result 237,053,783
7 Unallocated expenses - - 141,746,029
8 Operating profit - - 3,217,385,721
Tax expenses (including
9 - 1,140,674,563
deferred tax)
10 Extraordinary profit/ loss - -
11 Net profit (5-6-8-9) - 2,076,711,158
Other information:
12 Segment assets 21,684,079,687 61,202,428,706 82,886,508,393
13 Unallocated assets - - 2,899,564,398
14 Total assets - - 85,786,072,791
15 Segment liabilities - 67,949,179,418 67,949,179,418
16 Unallocated liabilities - - 284,304,854
17 Total liabilities - - 68,233,484,272
Tax paid in advance / tax deducted at source (net of provisions), others which cannot be allocated to any segments, have
been classified as unallocated assets; Depreciation on Fixed Assets has been classified as unallocated expenses. Inter-
company balances are eliminated from Segment balances.

109
 Notes forming part of Consolidated financial statements

27.3 Related Party Disclosure

A. List of Related Parities are Given below:

Mr. Samit Ghosh

Key Management Personnel of Holding Company and Wholly owned subsidiary: (upto February 1, 2017)
Mrs. Sudha Suresh
Mr. Hiren Shah
(from February 1, 2017)
Mr. Sanjeev Barnwal

Parinaam Foundation
Enterprises over which Key Management Personnel is able (upto January 31, 2017)
to exercise significant influence
Ujjivan Social Services
Foundation

B. Transactions with Related Parties during the year

(Amount in Rupees)
Particulars March 31, 2017
Remuneration:
Mr. Samit Ghosh
- Salary 7,989,116
- Perquisite - ESOP 106,777,400

Mrs. Sudha Suresh

- Salary 6,600,250
- Perquisite - ESOP 1,602,247

Mr. Hiren Shah

- Salary 545,735

Mr. Sanjeev Barnwal

- Salary 3,325,643
- Perquisite - ESOP 276,300

Parinaam Foundation:
Amount received 1,069,243

(Amount in Rupees)
As at March 31, 2017
Outstanding Balance with enterprise in which relative of Key Managerial Person are
Members
Parinaam Foundation 108,390

Ujjivan Small Finance Bank Limited (USFB) is a wholly owned subsidiary of Ujjivan Financial Services Limited (UFSL).
During the period assets amounting to Rs.8,610 Crore and liabilities amounting to Rs.7,096 Crore were transferred
by UFSL to USFB via slump sale and the amount of purchase consideration was discharged by issue of Equity shares
amounting to Rs.1,330 Crore and 11% Perpetual Preference shares amounting to Rs 200 Crore.

110
Notes forming part of Consolidated financial statements

27.4 Details of leasing arrangements

The Group has taken on operating lease certain facilities and office premises for a period ranging from 11 months to 120
months which are non-cancellable for the period as reflected in the respective agreements. These lease agreements provide
for increase in the lease payments by 10% to 15% over the period as mentioned in the agreements. The total minimum
lease payments for the current year, in respect of operating leases, included under rent, aggregates to Rs.180,736,213/-

The future lease payments in respect of the above are as follows:

(Amount in Rupees)
Year ended
Particulars
March 31, 2017
Not later than one year 136,888,602
Later than one year but not later than five years 265,345,796
Later than 5 years -

27.5 Earnings per share

Year ended
Particulars
March 31, 2017
Net profit / (loss) after tax (Rs.) 2,076,711,158
Weighted average shares outstanding Basic (Nos.) 116,964,519
Weighted average shares outstanding Diluted (Nos.) 121,438,145
Earnings / (loss) per share Basic (Rs.) 17.76
Earnings / (loss) per share Diluted (Rs.) 17.10

27.6 Deferred Tax

In accordance with Accounting Standard -22 Accounting for Taxes on Income, the Group has recognized Rs.228,950,518/-
as deferred tax credit as detailed below:

(Amount in Rupees)
Deferred Tax
Deferred Tax (Assets) /
Current Year (credit) / (Assets) /
Particulars Liabilities as on
charge * Liabilities as on
April 1, 2016
March 31, 2017
Difference between book and tax
4,975,194 33,042,127 38,017,321
depreciation
Provision for Employee benefits (44,537,981) (36,809,839) (81,347,820)
Provision for doubtful assets/standard
(201,183,392) (215,748,615) (416,932,007)
assets
Others - (9,434,191) (9,434,191)
Net Deferred Tax (Asset) / Liability (240,746,179) (228,950,518) (469,696,697)

27.7 Initial Public Offer/Listing

The Group has issued and allotted 17,055,277 shares at Rs.10 each at a premium of Rs.200 per share subsequent to the
year end by way of Initial Public Offer(IPO). The shares have been listed in National Stock Exchange and Bombay Stock
Exchange subsequent to the IPO.

111
 Notes forming part of Consolidated financial statements

Note 28 Employee Stock Option Plan

The Group has established Employee Stock Option Plan (ESOP) for compensation to its employees, being ESOP 2006,
ESOP 2007, ESOP 2008, ESOP 2010 and ESOP 2015.

The guidance note issued by the Institute of Chartered Accountants of India requires the disclosure of pro forma net
results and Earnings Per Share (EPS) both basic & diluted, had the Company adopted the fair value method amortising
the stock compensation expense thereon over the vesting period, the reported profit for the half year ended March 31,
2017 would have been lower by Rs.119,550,825/-and the basic and diluted EPS would have been revised to Rs.16.73/- and
Rs.16.12/- respectively.
Option activity under the plans is as given as below:

(Number)
March 31, 2017
ESOP MD ESOP
Particulars ESOP 2006 ESOP 2007 ESOP 2008 ESOP 2015 Total
2010 2010
Options granted,
4,120 69,770 172,340 1,434,160 1,164,172 1,419,830 4,264,392
beginning of year
Granted during the year - - - - 1,696,850 1,696,850
Exercised during the year 4,120 55,090 100,540 538,617 355,000 82,400 1,135,767
Forfeited/Expired during
- 7,770 28,540 129,096 - 186,443 351,849
the year
Options granted, as of
- 6,910 43,260 766,447 809,172 2,847,837 4,473,626
March 31, 2017
Option exercisable at the
- 6,910 43,260 766,447 809,172 367,189 1,992,978
year end
Weighted average of
remaining contractual life 1.05
(years) at the year end

112
Notes forming part of Consolidated financial statements

Note 29 Disclosure on Specified Bank Notes (SBN):

(Amount in Rupees)
Particulars SBNs Other Denomination Total
Total Total
Closing Balance as at November 8, 2016 73,089,000 22,776,159 95,865,159
Transactions between November 9, 2016 and
-
December 30, 2016
Add: Withdrawal from Bank accounts 1,093,417,200 1,093,417,200
Add: Receipts for permitted transactions - -
Add: Collection from customers from November 9,
23,558,000 10,957,938,491 10,981,496,491
2016 and December 30, 2016 (Refer Note (ii))
Add : Receipts for non-permitted transactions (if
-
any)
Less : Paid for permitted transactions -
Less : Paid for non-permitted transactions (if any) -
Less : Cash Disbursements (Refer Note (ii)) 6,400,707,757 6,400,707,757
Less: Deposited in bank accounts 5,235,089,822 5,235,089,822
Denomination as per authorisation letter 22,530,000 22,530,000
Denomination as per Bank challan 29,523,500 29,523,500
Customer directly deposited (Refer Note (iii)) 23,558,000 23,558,000
No denomination (Refer Note (iv)) 21,035,500 21,035,500
-
Less : Petty cash expenditure (Refer Note (ii)) 68,650,224 68,650,224
Closing balance as at December 30, 2016 369,684,048

The Company confirms that the above information is given as per the records available with the Company. The Company has
complied with the relevant regulations in this regard.
Note (i): SBN shall have the same meaning as provided in the notification of the Government of India, in the Ministry of
Finance, Department of Economic Affairs number S.O. 3407(E), dated 8th November, 2016.
Note (ii): Our accounting system does not capture the denomination-wise details of disbursements, collections and
expenditure.
Note (iii): This represents installments deposited by the customers directly to Company bank accounts as per
representation given by the management.
Note (iv): Bank deposit slips do not contain denomination details of amount deposited. The company is in process of
obtaining the same.

113
 Notes forming part of Consolidated financial statements

Note 30 Corporate Social Responsibility

a) Gross amount required to be spent by the Group during the year ended March 31, 2017 Rs. 31,356,180/-
b) Amount spent during the year on: (Amount in Rupees)
Yet to be paid in
Particulars In Cash Total
Cash
Construction/acquisition of any asset 18,728,705 - 18,728,705
On purposes other than above 8,102,883 - 8,102,883

31 As at 31st March 2017, the Company has received an amount of Rs. 5,287,610/- share application money (including a
premium of Rs. 4,464,158) towards the exercise of 82,345 vested options by eligible employees under various ESOP
Schemes of the Company. The Company has sufficient authorised capital to cover the allotment of these shares and
pending allotment of shares, the amounts are maintained in a designated bank account and are not available for use by
the Company. The Company has completed the allotment of shares on April 13, 2017 for the aforesaid options.

32 The Company received approval from Reserve Bank of India (RBI) to setup a Small Finance Bank. Pursuant to the same,
the company executed an agreement to transfer its Business undertaking to its wholly owned subsidiary Ujjivan Small
Finance Bank Limited (the Bank). The bank commenced operations w.e.f 1st February 2017, on which date the Company
seized to operate as a Micro finance company. Pursuant to this change, the Company has sought to surrender its NBFC -
MFI license and has applied for registration as a NBFC- Core Investment Company (CIC) with RBI and the approval from
RBI is awaited.

33 The Group has prepared its Consolidated Financial Statements for the first time and hence, Corresponding (Comparative)
figures for the previous year have not been given.

Place: Bengaluru
Date: April 27, 2017

114
Standalone
Financials &
Independent
Auditors
Report
 INDEPENDENT AUDITORS REPORT
TO THE MEMBERS OF UJJIVAN FINANCIAL SERVICES LIMITED
(Formerly Ujjivan Financial Services Private Limited)
Report on the Standalone Financial Statements
We have audited the accompanying standalone financial statements of Ujjivan Financial Services Limited (Formerly Ujjivan
Financial Services Private Limited) (the Company), which comprise the Balance Sheet as at 31st March, 2017, the Statement of
Profit and Loss and the Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and
other explanatory information.
Managements Responsibility for the Standalone Financial Statements
The Companys Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013
(the Act) with respect to the preparation of these standalone 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 principles
generally accepted in India, including the Accounting Standards prescribed under section 133 of the Act.
This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for
safeguarding the assets of the Company and for preventing and detecting frauds and other irregularities; selection and
application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design,
implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the
accuracy and completeness of the accounting records, relevant to the preparation and presentation of the standalone financial
statements that give a true and fair view and are free from material misstatement, whether due to fraud or error.
Auditors Responsibility
Our responsibility is to express an opinion on these standalone financial statements based on our audit.
In conducting our audit, we have taken into account the provisions of the Act, the accounting and auditing standards
and matters which are required to be included in the audit report under the provisions of the Act and the Rules made
thereunder.
We conducted our audit of the standalone financial statements in accordance with the Standards on Auditing specified under
Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to
obtain reasonable assurance about whether the standalone financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the standalone
financial statements. The procedures selected depend on the auditors judgment, including the assessment of the risks of
material misstatement of the standalone financial statements, whether due to fraud or error. In making those risk assessments,
the auditor considers internal financial control relevant to the Companys preparation of the standalone financial statements
that give a true and fair view 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 the Companys Directors, as well as evaluating the overall presentation of the standalone financial statements.
We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the
standalone financial statements.
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, of the state of affairs of the Company as at 31st March, 2017, and its
profit and its cash flows for the year ended on that date.
Report on Other Legal and Regulatory Requirements

1. As required by Section 143 (3) of the Act, based on our audit we report, to the extent applicable that:
a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief
were necessary for the purposes of our audit other than the matters referred to in para 1(g) (iv) below.
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 relevant books of account.
d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards prescribed under
section 133 of the Act.
e) 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.
f) With respect to the adequacy of the internal financial controls over financial reporting of the Company, and the operating
effectiveness of such controls, refer to our separate Report in Annexure A. Our report expresses an unmodified opinion
on the adequacy and operating effectiveness of the Companys internal financial controls over financial reporting.

116
 g) With respect to the other matters to be included in the Auditors Report in accordance with Rule 11 of the Companies
(Audit and Auditors) Rules, 2014, as amended, in our opinion and to the best of our information and according to the
explanations given to us:
i. The Company has disclosed the impact of pending litigations on its financial position in its standalone financial
statements;
ii. The Company did not have any long-term contracts including derivative contracts for which there were
any material foreseeable losses.
iii. There were no amounts which were required to be transferred to the Investor Education and Protection
Fund by the Company.
iv. The Company has provided requisite disclosures in the financial statements as regards its holding and dealings
in Specified Bank Notes as defined in the Notification S.O. 3407(E) dated the 8th November, 2016 of the Ministry
of Finance, during the period from 8th November 2016 to 30th December 2016.However we are unable to obtain
sufficient and appropriate audit evidence to report on whether the disclosures are in accordance with books
of account maintained by the Company and as produced to us by the Management (refer Note 26 of Financial
Statements).

2. As required by the Companies (Auditors Report) Order, 2016 (the Order) issued by the Central Government in terms
of Section 143(11) of the Act, we give in Annexure B a statement on the matters specified in paragraphs 3 and 4 of the
Order.

For DELOITTE HASKINS & SELLS

Chartered Accountants
(Firms Registration No. 008072S)

S.Sundaresan
Partner
(Membership No.25776)
Place: BENGALURU
Date: April 27, 2017

117
 ANNEXURE A TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 1 under Report on Other Legal and Regulatory Requirements section of our report of even
date)
Report on the Internal Financial Controls Over Financial Reporting under Clause (i) of Sub-section 3 of Section 143 of the
Companies Act, 2013 (the Act)
We have audited the internal financial controls over financial reporting of Ujjivan Financial Services 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.
Managements Responsibility for Internal Financial Controls
The Companys 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, 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.
Auditors Responsibility
Our responsibility is to express an opinion on the Companys 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) issued by the Institute of Chartered Accountants of India and the Standards on Auditing prescribed under
Section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls. 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 controls system
over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included
obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a 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 auditors judgement, 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
Companys internal financial controls system over financial reporting.
Meaning of Internal Financial Controls Over Financial Reporting
A companys internal financial control over financial reporting is a process designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A companys 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 authorisations of management and directors of the company;
and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of
the companys 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 to future periods are subject to the risk that
the internal financial control 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, to the best of our information and according to the explanations given to us, 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.

For DELOITTE HASKINS & SELLS

Chartered Accountants
(Firms Registration No.008072S)

S.Sundaresan
Partner
(Membership No.25776)
Place: BENGALURU
Date: April 27, 2017

118
ANNEXURE B TO THE INDEPENDENT AUDITORS REPORT
(Referred to in paragraph 2 under Report on Other Legal and Regulatory Requirements section of our report of
even date)
(i) (a) The Company has maintained proper records showing full particulars, including quantitative details and situation
of fixed assets.
(b) Fixed assets were physically verified during the year by the management in accordance with a regular program of
verification which, in our opinion, provides for physical verification of all the fixed assets at reasonable intervals.
According to the information and explanations given to us, no material discrepancies were noticed on such
verification.
(c) The company does not have any immovable properties of freehold land and buildings. In respect of leasehold
improvements made on land and buildings taken on lease, lease agreements are in the name of the Company.
(ii) The Company does not have any inventory and hence reporting under clause (ii) of the CARO 2016 is not applicable.
(iii) The Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or
other parties covered in the register maintained under section 189 of the Companies Act, 2013.
(iv) In our opinion and according to the information and explanations given to us, the Company has complied with the
provisions of Sections 185 and 186 of the Companies Act, 2013 in respect of, making investments.
(v) According to the information and explanations given to us, the Company has not accepted any deposit during the year. In
respect of unclaimed deposits, the Company has complied with the provisions of Sections 73 to 76 or any other relevant
provisions of the Companies Act, 2013
(vi) Having regard to the nature of the Companys business / activities, reporting under clause (vi) of CARO 2016 is not
applicable.
(vii) According to the information and explanations given to us, in respect of statutory dues:
(a) The Company has generally been regular in depositing undisputed statutory dues, including Provident Fund,
Employees State Insurance, Income-tax, Sales Tax, Service Tax, Cess and other material statutory dues applicable
to it to the appropriate authorities.
(b) There were no undisputed amounts payable in respect of Provident Fund, Employees State Insurance, Income-
tax, Service Tax, Cess and other material statutory dues in arrears as at March 31, 2017 for a period of more than
six months from the date they became payable.
(c) There are no dues of Income-tax and Service Tax as on March 31, 2017 on account of disputes.
(viii) In our opinion and according to the information and explanations given to us, the Company has not defaulted in the
repayment of loans or borrowings to financial institutions and banks and governments and dues to debenture holders.
(ix) The Company has raised moneys by way of initial public offer and the term loans have been applied by the Company
during the year for the purposes for which they were raised, other than temporary deployment pending application of
proceeds.
(x) To the best of our knowledge and according to the information and explanations given to us, the management has
identified fraud relating to misappropriation of funds by certain employees which is estimated to be Rs.32, 36,237 of
which Rs. 16, 41,024 has been recovered as of the balance sheet date and no fraud by the Company has been noticed or
reported during the year.
(xi) In our opinion the Company has and according to the information and explanation given to us the Company has paid or
provided the managerial remuneration in accordance with the requisite approvals mandated by the provisions of section
197 read with schedule V of the Companies Act 2013.
(xii) The Company is not a Nidhi Company and hence reporting under clause (xii) of the Order is not applicable.
(xiii) In our opinion and according to the information and explanations given to us the Company is in compliance with Section
177 and 188 of the Companies Act, 2013 for all transactions with the related parties and the details of related party
transactions have been disclosed in the financial statements etc. as required by the applicable accounting standards.
(xiv) According to the information and explanation given to us the Company has made private placement of debentures during
the year under review.
In respect of the above issue, we further report that:
a) the requirement of Section 42 of the Companies Act, 2013, as applicable, have been complied with; and
b) the amounts raised have been applied by the Company during the year for the purposes for which the funds were
raised, other than temporary deployment pending application.
(xv) In our opinion and according to the information and explanations given to us, during the year the Company has not
entered into any non-cash transactions with its directors or persons connected with them and hence provisions of section
192 of the Companies Act, 2013 are not applicable.
(xvi) The Company is required to be registered under section 45-IA of the Reserve Bank of India Act, 1934 and it has obtained
the registration.
For DELOITTE HASKINS & SELLS
Chartered Accountants
(Firms Registration No. 008072S)

S.Sundaresan
Partner
(Membership No.25776)
Place: BENGALURU
Date: April 27, 2017

119
 UJJIVAN FINANCIAL SERVICES LIMITED
(Formerly Ujjivan Financial Services Private Limited)

STANDALONE BALANCE SHEET AS AT MARCH 31, 2017

(Amount in Rupees)
Note As at As at
Particulars
No. March 31, 2017 March 31, 2016
I. EQUITY AND LIABILITIES

(1) Shareholders Funds:

(a) Share Capital 3 1,193,770,720 1,011,860,280
(b) Reserves and Surplus 4 16,358,467,035 17,552,237,755 10,965,714,000 11,977,574,280

(1.2) Share application money pending

28 5,287,610
allotment:

(2) Non-Current Liabilities

(a) Long-term borrowings 5 - 17,731,603,052
(b) Long-term provisions 6 - - 130,888,443 17,862,491,495

(3) Current Liabilities

(a) Short-term borrowings 7 - 10,404,739
(b) Trade payables
(i) Total outstanding dues of micro enter-
8 - -
prises and small enterprises
(ii) Total outstanding dues of creditors
other than micro enterprises and small 8 25,482,348 151,876,163
enterprises
(c) Other current liabilities 9 24,128,601 26,643,945,280
(d) Short-term provisions 10 66,978,314 116,589,263 626,877,421 27,433,103,603

Total 17,674,114,628 57,273,169,378

II.Assets
(1) Non-Current Assets
(a) Fixed assets
(i) Tangible assets 11A - 167,210,842
(ii) Intangible assets 11B - 74,581,976
(iii) Assets under development - - - 241,792,818

(b) Non-current investments 12 16,400,378,000 1,010,000

(c) Deferred tax assets (net) 23.7 355,515 240,746,179
(d) Long-term loans and advances 13 316,953 155,705,706
(e) Other non-current assets 14 - 16,401,050,468 13,041,538,714 13,439,000,599

120
 Note As at As at
Particulars
No. March 31, 2017 March 31, 2016
(2) Current Assets
(a) Receivables under financing activity 15 - 37,793,436,164
(b) Cash and Bank balances 16 1,270,729,029 4,912,658,243
(c) Short-term loans and advances 17 2,172,391 296,800,519
(d) Other current assets 18 162,740 1,273,064,160 589,481,035 43,592,375,961
Total 17,674,114,628 57,273,169,378
See accompanying notes forming part of the
1-29
financial statements

In terms of our report attached

Place: Bengaluru
Date: April 27, 2017

121
 UJJIVAN FINANCIAL SERVICES LIMITED
(Formerly Ujjivan Financial Services Private Limited)

STATEMENT OF STANDALONE PROFIT AND LOSS FOR THE YEAR ENDED MARCH 31, 2017

For the year ended For the year ended

Particulars Note No.
March 31, 2017 March 31, 2016

I. CONTINUING OPERATIONS

A. INCOME
(a) Other income 19 237,053,783 175,924,704
Total Income (A) 237,053,783 175,924,704

B. EXPENDITURE
(a) Employee benefits expenses 20 13,985,489 9,329,650
(b) Administrative and other expenses 21 1,450,076 1,450,076
Total Expenditure (B) 15,435,565 10,779,726

Profit Before Tax from continuing operations (A) - (B) 221,618,218 165,144,978

Tax expenses
(a) Current tax expenses 76,600,000 57,156,677
(b) Deferred tax 24.7 (355,515) -

Profit after tax from continuing operations (i) 145,373,733 107,988,301

II. DISCONTINUED OPERATIONS

Profit Before Gain on transfer of business attributable

22.1 2,826,856,758 2,554,741,140
to the discontinued operations

Gain on transfer of business attributable to the

22.1 160,000,000 -
discontinued operations

Profit Before Tax from discontinued operations 22.1 2,986,856,758 2,554,741,140

Tax expenses
(a) Current tax expenses on discontinued operations 1,242,184,800 980,843,323
(b) Current tax expenses on transfer of business 36,915,200 -
(c) Provision for tax of earlier year (289,868) (2,339,755)
(d) Deferred tax 23.7 (222,940,037) (87,961,905)

Profit after tax from discontinued operations (ii) 1,930,986,663 1,664,199,477

Profit for the year for Total operations (i) + (ii) 2,076,360,396 1,772,187,778

122
 For the year ended For the year ended
Particulars Note No.
March 31, 2017 March 31, 2016
Earnings per Equity Share: face value Rs. 10 each
(a) Basic
(i) Continuing operations 1.24 1.23
(ii) Total operations 23.5 17.75 20.12

(b) Diluted
(i) Continuing operations 1.20 1.17
(ii) Total operations 23.5 17.10 19.19

See accompanying notes forming part of the financial

1-29
statements

In terms of our report attached

Place: Bengaluru
Date: April 27, 2017

123
 UJJIVAN FINANCIAL SERVICES LIMITED
(Formerly Ujjivan Financial Services Private Limited)

CASH FLOW STATEMENT FOR THE YEAR ENDED MARCH 31, 2017
(Amount in Rupees)
For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

Cash Flows from operating activities

Profit before tax 3,208,474,976 2,719,886,118
Adjustments for
Depreciation and amortisation expenses 75,269,334 80,245,509
Gain on transfer of business attributable to the discontinued operations (160,000,000) -
Profit on Sale of mutual funds (144,546,312) (87,318,455)
Bad debts written off -provision reversed (36,483,640) (14,100,092)
Deferred Stock Compensation expenses 12,164,686 6,029,871
Provision for Receivables under Financing Activities 699,130,642 233,767,169
Provision for advances 2,557,263 664,584
Claims written off (net) 4,781,694 8,563,690
Fixed assets written off 19,685 87,407
Interest on fixed deposits (92,507,471) (88,606,249)
Loss /(Profit) on sale of Fixed Assets (21,223) (545,209)
Operating Profit before Working capital changes 3,568,839,634 2,858,674,343

Changes in working capital:

(Increase) / Decrease in Receivables under Financing Activity (8,256,188,109) (11,494,485,577)

(Increase) / Decrease in Loans and advances (23,976,338,852) (133,264,291)
(Increase) / Decrease in Other assets 360,544,069 (7,602,039,130)
Increase / (Decrease) in Trade payables 910,819,225 34,037,689
Increase / (Decrease) in Other current liabilities (587,701,556) 428,212,771
Increase / (Decrease) in Short-term provisions 757,499,830 180,480,281
(Increase) / Decrease in Long-term provisions (793,535,445) (148,267,937)
Cash flow from operations (28,016,061,204) (15,876,651,851)

Net Tax paid/Refunds (1,312,074,525) (1,033,844,314)

Net Cash from operating activities (A) (29,328,135,729) (16,910,496,165)

Cash flows from Investing activities

Purchase of Investments (1,100,368,000) -
Purchase of Mutual funds (62,109,600,001) (33,540,325,076)
Sale of Mutual funds 62,254,146,313 33,627,643,526
Purchase of Fixed Assets (952,475,188) (197,297,900)
Proceeds from Sale of Fixed Assets 1,279,718 1,791,706
Interest on fixed deposits 112,096,069 91,811,804
Net Cash from investing activities (B) (1,794,921,089) (16,375,940)

124
 For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016
Cash flows from financing activities
Proceeds from issue of share capital & securities premium (net) 3,486,138,393 2,906,013,046
Share application money pending allotment 5,287,610 -
Dividend and Dividend Tax Paid - (51,833,808)
Borrowings from banks / others 56,562,500,000 33,930,000,000
For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016
Repayment of Borrowings from banks / others (31,783,030,889) (21,767,765,366)
Net Cash from financing activities (C) 28,270,895,114 15,016,413,871

Net increase / (decrease) in cash and cash equivalents (A) + (B) + (C) (2,852,161,704) (1,910,458,234)

Cash and cash equivalents at the beginning of the year 4,467,377,978 6,377,836,212

Less: Cash transferred on account of business transfer (Refer Note 4) (344,487,245) -

Cash and cash equivalents at the end of the year 1,270,729,029 4,467,377,978

Notes :
1. The above cash flow statement has been prepared under the Indirect Method as set out in Accounting Standard-3 Cash
Flow Statements.
2. Cash & cash equivalents at period end includes Rs.13,548,822/- (P.Y. Rs.13,548,822/-) in balance with banks, which is to be
used only for repayment of security deposit of customer.
3. Refer note 16 for items included in Cash and Cash equivalents.
4. Pursuant to the Business Transfer Agreement dated January 12, 2017 the company has transferred the assets/liabilities to
Ujjivan Small Finance Bank Limited which is a Non-cash transaction except transfer of Cash and Cash equivalents. (Refer Note
22.1)

Place: Bengaluru
Date: April 27, 2017

125
 Notes to Standalone Financial Statements for the year ended March 31, 2017

1 CORPORATE INFORMATION
Ujjivan Financial Services Limited is a Limited Company domiciled in India and incorporated under the provisions of the
Companies Act, 1956. The Company was as registered NBFC-MFI under Non-Banking Financial Company Micro Finance
Institutions (NBFC - MFIs) directions on September 5, 2013. Pursuant to agreement executed between the Company
and Ujjivan Small Finance Bank Limited (USFB) dated January 12, 2017, business undertaking of the Company has been
transferred to USFB with effect from February 1, 2017. The Company has applied for registration as a NBFC- Core Investment
Company (CIC) with the Reserve Bank of India (RBI) and the approval from RBI is awaited.

2 SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

1. Basis of preparation
The Financial Statements of the company have been prepared in accordance with Generally Accepted Accounting Principles
in India (Indian GAAP) to comply with accounting standard specified under Section 133 of the Companies Act, 2013 and
the relevant provisions of the Companies Act 2013 (the 2013 Act) / Companies Act 1956 (the 1956 Act) as applicable.
The accounting policies adopted in the preparation of the financial statements are consistent with those followed in the
previous year. The financial statements have been prepared on an accrual basis under the historical cost convention and
considering the directions issued by the Reserve Bank of India (RBI) to the extent applicable to the Company.

2. Use of estimates
The presentation of financial statements in conformity with Indian GAAP requires management to make estimates and
assumptions considered in the reported amounts of assets and liabilities (including contingent liability) and the reported
income and expenses during the year. The management believes that the estimate used in preparation of financial
statements are prudent and reasonable. Future results could differ due to these estimates and the differences between the
actual results and the estimates are recognized in the period in which the results are known/material.

3. Cash flow statement

The Cash Flows are reported using the indirect method, whereby profit / (loss) before tax is adjusted for the effects of
transactions of non cash nature and any deferrals or accruals of past or future cash receipts or payments. The cash flow from
operating, investing and financing activities of the company are segregated based on available information.

Cash and cash equivalents (for the purpose of cash flow statement)
Cash comprises of cash on hand and demand deposits with bank. Cash equivalents are short term balances (with an original
maturity of three months or less from the date of acquisition), highly liquid investments that are readily convertible into
known amounts of cash and which are subject to insignificant risk of changes in value.

4. Tangible and Intangible assets

Fixed assets are stated at cost, net of accumulated depreciation. The cost of an asset comprises its purchase price (net of
capital grants) and any cost directly attributable to bringing the asset to its working condition and location for its intended
use. Subsequent expenditure on fixed assets after its purchase is capitalised only if such expenditure results in an increase
in the future benefits from such asset beyond its previously assessed standard of performance

5. Depreciation and amortization

Depreciable amount for assets is the cost of an asset, or other amount substituted for cost, less its estimated residual value.
Depreciation on tangible fixed assets has been provided on the straight-line method as per the useful life
prescribed in Schedule II to the Companies Act, 2013. Leasehold improvements are amortised over the duration
of the lease. The estimated useful life of the intangible assets and the amortisation period are reviewed at
the end of each financial year and the amortisation period is revised to reflect the changed pattern, if any.
The useful life being followed by the company as prescribed in Schedule II to the Companies Act, 2013 is as follows:

Useful Life as per

Asset
Schedule II (years)
Computer 3
Furniture 10
Office Equipment 5
Motor Vehicle 8
Server 6
Software 6

6. Investments
Investments are classified into current investments and non-current investments. Current investments are carried at lower
of cost or fair value. Non-Current investments are carried individually at cost less provision made to recognize any decline,
other than temporary, in the value of such investments. Cost of investments include acquisition charges such as brokerage,
fees and duties.

126
Notes to Standalone Financial Statements for the year ended March 31, 2017
7. Receivables under Financing Activity
Loans are classified into Performing and Non-Performing assets in terms of the Non Banking Financial Companies Prudential
Norms (Reserve Bank) Directions, 1998 and NBFC, MFI directions (as applicable) issued by the Reserve Bank of India as
amended from time to time.

8. Revenue Recognition
Revenue from Interest on loans financed by the Company is recognized on accrual basis, considering the directions issued
by the Reserve Bank of India from time to time in terms of the Non Banking Financial Companies Prudential Norms (Reserve
Bank) Directions, 1998. Loans are classified into Performing and Non-Performing assets in terms of the said Directions.
Loans in respect of which interest/principal have remained overdue for a period of 90 days or more are considered as Non
Performing Assets.
Revenues from loan documentation charges are recognized as income on accrual basis.
Revenue from interest income on fixed deposits with banks is recognized on time proportion basis taking into account the
amount outstanding and the rate applicable.
Profit / premium arising at the time of securitisation of loan portfolio is amortised over the life of the underlying loan
portfolio / securities and any loss arising there from is accounted for immediately. Income from interest strip (excess interest
spread) is recognized in the statement of profit and loss account net of any losses when redeemed in cash in line with the
relevant Reserve Bank of India guidelines.

9. Grants
Grants received towards acquisition of tangible and intangible assets are adjusted against the cost of the assets. Grants
related to revenue are deducted from the related expenses. Grants against employee loans are included in Reserves and
Surplus.

10. Employee benefits

Employee benefits includes Provident Fund, Employee State Insurance scheme, Gratuity fund and compensated absences.
a) Short term employee benefits including salaries, social security contributions, short term compensated absences (such as
paid annual leave) where the absences are expected to occur within twelve months after the end of the period in which the
employees render the related service, profit sharing and bonuses payable within twelve months after the end of the period
in which the employees render the related services and non monetary benefits for current employees are estimated and
measured on an undiscounted basis.

b) Defined Contribution Plan

Companys contributions to Provident Fund, Pension fund and employee state insurance scheme are considered as defined
contribution plan and are charged as expense based on amount of contribution required to be made and when services are
rendered by the employees.

c) Defined Benefit Plan

Liabilities for gratuity funded in terms of a scheme administered by the Life Insurance Corporation of India, are determined
by Actuarial Valuation on Projected Unit Credit Method made at the end of each balance sheet date. Provision for liabilities
pending remittance to the fund is carried in the Balance Sheet.

d) Long term employee benefits

Liability for compensated absences is provided based on actuarial valuation carried out at the end of the financial period
using Projected Unit Credit Method and is not funded but provided for. Past service cost is recognized immediately to the
extent that the benefits are already used and otherwise is amortised on straight line base over the average period until the
benefits become vested. The retirement benefit obligation recognised in the Balance Sheet represents the present value
of the defined benefits obligation as adjusted for unrecognised past service cost, as redeemed by the fair value of scheme
assets.
Compensated absences which are not expected to occur within 12 months after the end of period in which the employee
rendered the related services are recognised as a liability at the present value of the defined benefit obligations as at the
Balance Sheet date.
Actuarial gains and losses are recognized immediately in the statement of Profit and Loss as income or expense in the
period in which they occur. Past service cost is recognised immediately to the extent that the benefits are already vested
and otherwise is amortised on a straight-line basis over the average period until the benefits become vested. The retirement
benefit obligation recognised in the Balance Sheet represents the present value of the defined benefit obligation as
adjusted for unrecognised past service cost, as reduced by the fair value of scheme assets. Any asset resulting from this
calculation is limited to past service cost, plus the present value of available refunds and reductions in future contributions
to the schemes.

11. Lease
Lease rentals under operating lease are charged to the Statement of Profit and Loss on straight line basis over the lease
term.

127
 Notes to Standalone Financial Statements for the year ended March 31, 2017
Assets leased by the company in its capacity as a lessee in which substantially all the risk and rewards of owner ship vest
in the Company are classified as finance leases. Lease arrangements where risk and rewards incidental to ownership of an
assets substantially vest with the lessor are recognised as operating leases.

12. Earnings per share

In determining the earnings per share, the Company considers the net profit / (loss) after tax. The number of shares used
in computing basic earnings per share is the weighted average number of shares outstanding during the year. The number
of shares used in computing diluted earnings per share comprises the weighted average shares considered for deriving
basic earnings per share and the weighted average number of equity shares that could have been issued on the conversion
of all dilutive potential equity shares. Potential equity shares are deemed to be diluted only if their conversion to equity
share would decrease the net profit per share from continuing ordinary operations. Diluted potential equity shares are
determined independently for the each period presented.

13. Borrowing costs

Borrowing costs attributable to qualifying assets as per Accounting Standard 16 (assets which require substantial period
of time to get ready for their intended use) are capitalized as part of the cost of such assets. All other borrowing costs are
charged to revenue.

14. Taxes
Current tax is the amount of tax payable on the taxable income for the year as determined in accordance with the applicable
tax rates and the provisions of the Income Tax Act, 1961 and other applicable tax laws.

Deferred tax is recognised on timing differences, being the differences between the taxable income and the accounting
income that originate in one period and are capable of reversal in one or more subsequent periods. Deferred tax is measured
using the tax rates and the tax laws enacted or substantively enacted as at the reporting date. Deferred tax liabilities
are recognised for all timing differences. Deferred tax assets are recognised for timing differences of items other than
unabsorbed depreciation and carry forward losses only to the extent that reasonable certainty exists that sufficient future
taxable income will be available against which these can be realised. However, if there are unabsorbed depreciation and
carry forward of losses and items relating to capital losses, deferred tax assets are recognised only if there is virtual certainty
supported by convincing evidence that there will be sufficient future taxable income available to realise the assets. Deferred
tax assets and liabilities are offset if such items relate to taxes on income levied by the same governing tax laws and the
Company has a legally enforceable right for such set off. Deferred tax assets are reviewed at each Balance Sheet date for
their realisability.

15. Provisions and Contingent Liabilities

A provision is recognized when the enterprise has a present obligation as a result of past events and it is probable that an
outflow of resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions
are not discounted to its present value and are determined based on best estimate required to settle the obligation at the
balance sheet date. These are reviewed at each Balance Sheet date and adjusted to reflect the current best estimates.
Contingent liabilities are disclosed in notes. Contingent assets are not recognised in the financial statements.

16. Employee Stock Option Plan

The Company has Employee Stock Option Plans for the benefit of its employees. Options granted in terms of the Stock
option plans on or after April 1, 2005 are accounted in accordance with the Guidance Note on Accounting for Employee
Share Based Payment Plans issued by the Institute of Chartered Accountants of India (ICAI). The difference between the
intrinsic value of the stock option granted on or after April 1, 2005 and exercise price, if any, is expensed as Employee
Compensation over the period of vesting.

17. Operating Cycle

Based on the nature of activities of the Company and the normal time between acquisition of assets and their realisation in
cash and cash equivalents, the Company has determined operating cycle as 12 months for the purpose of classification of its
assets and liabilities as current and non current.

128
Notes forming part of standalone financial statements

Note 3 - Share Capital

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

Authorised
125,000,000 Equity Shares of Rs.10/- each 1,250,000,000 1,250,000,000
(P.Y.125,000,000 Equity Shares of Rs.10/- each)
1,250,000,000 1,250,000,000
Issued
119,377,072 Equity Shares of Rs.10/- each 1,193,770,720 1,011,860,280
(P.Y.101,186,028 Equity Shares of Rs.10/- each )
1,193,770,720 1,011,860,280
Subscribed & fully Paid up
119,377,072 Equity Shares of Rs.10/- each 1,193,770,720 1,011,860,280
(P.Y.101,186,028 Equity Shares of Rs.10/- each )

Total 1,193,770,720 1,011,860,280

i) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year
Number of shares Number of shares
March 31, 2017 March 31, 2016
Number of shares outstanding at the beginning of the year 101,186,028 86,132,969

Add: shares issued during the year - Stock options 1,135,767 817,002
Add: shares issued during the year - Institutions/Others 17,055,277 14,236,057

Number of shares outstanding at the end of the year 119,377,072 101,186,028

ii) Reconciliation of equity share capital outstanding at the beginning and at the end of the year
Amount in Rs. Amount in Rs.
March 31, 2017 March 31, 2016
Share capital outstanding at the beginning of the year 1,011,860,280 861,329,690

Add: shares issued during the year - Stock options 11,357,670 8,170,020
Add: shares issued during the year - Institutions/Others 170,552,770 142,360,570

Share capital outstanding at the end of the year 1,193,770,720 1,011,860,280

129
 Notes forming part of standalone financial statements

iii) Number of shares held by each shareholder holding more than 5% shares in the Company are as follows:
Number of shares Number of shares
Class of shares / Name of the shareholder as at % as at %
March 31, 2017 March 31, 2016
Equity Shares:

CDC Group Plc. 10,932,696 9.16% 10,932,696 10.80%

Alena Private Limited 10,790,943 9.04% 10,790,943 10.66%
International Finance Corporation 7,141,684 5.98% 10,202,406 10.08%
NewQuest Asia Investments II Limited 7,028,022 5.89% 8,199,522 8.10%
Elevar Equity Mauritius - - 6,355,684 6.28%
Sarva Capital LLC - - 5,870,426 5.80%
WWB Capital Partners.L.P. (formerly known
- - 5,406,628 5.34%
as WWB ISIS Fund Limited Partnership)
Bajaj Holdings & Investment Limited - - 5,124,702 5.06%

iv) The company has only one class of equity shares with voting rights (one vote per share). The distribution of dividend is in
proportion to the number of equity shares held by the shareholders.

130
Notes forming part of standalone financial statements

Note 4 - Reserves and Surplus

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

a. Securities premium account

Opening balance 7,574,238,496 4,818,756,040
Add : Premium on shares issued during the year on stock options 48,206,271 22,645,860
Add : Premium on shares issued during the year on Institutions/Others 3,411,055,400 2,776,031,115
Less : Utilised during the year for writing off share issue expenses 155,033,718 43,194,519

Closing balance 10,878,466,449 7,574,238,496

b. Other reserves - Statutory reserve *

Opening balance 729,321,561 374,884,005
Add: Additions during the year 415,272,079 354,437,556

Closing balance 1,144,593,640 729,321,561

c. Other reserves - Employee loan grant 1,300,000 1,300,000

d. Share options outstanding account

Opening balance 57,133,959 -
Add: Amounts recorded on grants during the year - 59,144,752
Less: Grants forfeited during the year 4,216,468 2,010,793
Less: Grants exercised during the year 3,315,776 -
49,601,715 57,133,959

Less: Deferred stock compensation expense 31,407,158 51,104,088

Closing balance 18,194,557 6,029,871

e. Surplus in Statement of Profit and Loss

Opening balance 2,654,824,072 1,308,230,077
Add: Profit for the year 2,076,360,396 1,772,187,778

Less: Dividends proposed to be distributed# - 59,120,653

Less: Tax on proposed dividend - 12,035,574
Less: Transferred to statutory reserve 415,272,079 354,437,556
Closing balance 4,315,912,389 2,654,824,072

Total 16,358,467,035 10,965,714,000

* Transfer of 20% of the profit after Tax to the statutory reserves in accordance with the provisions of section 45 IC Reserve
Bank of India Act, 1934.
#The Board has recommended a dividend at the rate of 8% i.e. Rs. 0.80 per equity share for the FY 2016-17 subject to the
approval of the shareholders at the ensuing 13th Annual General Meeting (AGM).

131
 Notes forming part of standalone financial statements

Note 5 - Long-term borrowings

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

(a) Non Convertible Debentures

Secured

NIL (PY. 600) 12.60% Secured Redeemable Non Convertible Debentures of

Rs.1,000,000/- each redeemable at par at the end of 5 years from the date of - 600,000,000
allotment July 01, 2014 (Refer Note (i) below)

NIL (PY.250) 13.25% Secured Redeemable Non Convertible Debentures of

Rs. 1,000,000/- each redeemable at par Rs. 25 Crs by December 26, 2017 from the - 250,000,000
date of allotment December 26, 2014 (Refer Note (i) below)

NIL (PY.250) 13.00% Secured Redeemable Non Convertible Debentures of

Rs. 750,000/- each Rs. 18.75 Crs by March 20, 2017 from the date of allotment - 187,500,000
March 20, 2015 (Refer Note (i) below)

NIL (PY.1000) 12.15% Secured Redeemable Non Convertible Debentures of

Rs. 1,000,000/- each redeemable at par by May 12, 2017 from the date of allotment - 1,000,000,000
May 12, 2015 (Refer Note (i) below)

NIL (PY.1000) 12.15% Secured Redeemable Non Convertible Debentures of

Rs. 1,000,000/-each redeemable at par by June 23, 2017 from the date of allotment - 1,000,000,000
June 23, 2015 (Refer Note (i) below)

NIL (PY.1000) 12.35% Secured Redeemable Non Convertible Debentures of

Rs. 1,000,000/- each redeemable at par by August 5, 2021 with put/call option - 1,000,000,000
August 5, 2018 from the date of allotment August 5, 2015 (Refer Note (i) below)

NIL (PY. 40) 10.75% Secured Redeemable Non Convertible Debentures of

Rs.10,000,000/- each redeemable at par at the end of 6 years from the date of - 400,000,000
allotment July 31, 2013 (Refer Note (i) below)

Total - (A) - 4,437,500,000

(b) Term loans

Secured
from Banks (Refer Note (iii)(a) below) - 9,891,437,910
from NBFCs (Refer Note (iii)(b) below) - 1,019,332,642
from other parties (Refer Note (iii)(c) below) - 1,883,332,500
- 12,794,103,052
Unsecured
from other parties (Refer Note (iii)(d) below) - 500,000,000
- 500,000,000

Total - (B) - 13,294,103,052

Total - (A) + (B) - 17,731,603,052

i) Debentures are secured by hypothecation of book debts.
ii) Pursuant to the Business Transfer Agreement dated January 12, 2017 the company has transferred Long-term borrowings to
Ujjivan Small Finance Bank Limited. (Refer Note 22.1)

132
Notes forming part of financial statements

(iii) Terms of repayment for borrowings including current maturities :

Secured
Amount Outstanding (Rs.)
Terms of Repayment and Interest
March 31, 2016
Rate of Interest Maturity Installments Current Non Current
Repayable in Monthly Installments - (a)

At Base Rate < 1 Year 9 400,000,000 -

Base Rate + 0.35% < 1 Year 12 1,000,000,000 -
2 Year 12 - 1,000,000,000
Base Rate + 0.40% < 1 Year 60 1,090,908,658 -
2 Year 48 - 863,636,364
Base Rate + 0.75% < 1 Year 31 450,000,000 -
2 Year 32 - 450,000,000
Base Rate + 0.80% < 1 Year 9 428,571,429 -
2 Year 12 - 571,428,571
Base Rate + 1.00% < 1 Year 24 500,000,000 -
2 Year 4 - 83,333,333
Base Rate + 1.15% < 1 Year 12 84,999,996 -
2 Year 7 - 49,583,339
Base Rate + 1.25% < 1 Year 20 288,095,238 -
2 Year 11 - 261,904,762
Base Rate + 1.50% < 1 Year 17 483,695,694 -
2 Year 6 - 187,500,000
Base Rate + 1.55% < 1 Year 12 125,000,004 -
2 Year 8 - 83,333,328
Base Rate + 1.65% < 1 Year 5 27,083,331 -
Base Rate + 1.75% < 1 Year 95 1,840,416,269 -
2 Year 64 - 1,141,667,208
Base Rate +1.80% < 1 Year 12 285,714,286 -
2 Year 5 - 119,047,619
Base Rate + 1.85% < 1 Year 35 354,166,663 -
2 Year 21 - 249,997,031
Base Rate + 2.00% < 1 Year 12 166,666,667 -
2 Year 4 - 55,555,555
Base Rate + 2.05% < 1 Year 14 211,111,111 -
Base Rate + 2.20% < 1 Year 12 249,999,996 -
2 Year 6 - 124,980,137
Base Rate + 2.25% < 1 Year 47 1,182,552,000 -
2 Year 6 - 45,428,654
Base Rate +2.35% < 1 Year 10 199,898,869 -
Base Rate +2.40% < 1 Year 36 897,142,857 -
2 Year 21 - 523,333,333
Base Rate + 2.50% < 1 Year 65 988,266,680 -
2 Year 8 - 108,900,000
Base Rate + 2.60% < 1 Year 3 22,500,000 -
Base Rate + 3.70% < 1 Year 22 699,999,998 -

133
 Notes forming part of standalone financial statements

Amount Outstanding (Rs.)

Terms of Repayment and Interest
March 31, 2016
Rate of Interest Maturity Installments Current Non Current
Repayable in Quarterly Installments
Base Rate + 0.15% < 1 Year 3 214,285,714
2 Year 4 285,714,286
Base Rate + 0.25% < 1 Year 3 321,428,571
2 Year 4 428,571,429
Base Rate + 0.40% < 1 Year 4 150,000,000
2 Year 8 900,000,000
Base Rate + 0.80% < 1 Year 3 139,285,714
2 Year 4 185,714,286
Base Rate + 0.95% < 1 Year 16 675,000,000
2 Year 12 462,500,000
Base Rate +1.00% < 1 Year 3 60,000,000
2 Year 4 80,000,000
3 Year 3 60,000,000
Base Rate +1.10% < 1 Year 4 150,000,000
2 Year 2 75,000,000
Base Rate +1.15% < 1 Year 8 1,500,000,000
Base Rate + 1.25% < 1 Year 17 266,666,667
2 Year 12 166,638,575
3 Year 9 124,989,878
Base Rate + 1.40% < 1 Year 12 714,285,713
2 Year 9 535,714,287
Base Rate + 1.5% < 1 Year 10 800,200,000
2 Year 2 187,200,000
Base Rate + 1.85% < 1 Year 4 428,571,429
2 Year
Base Rate + 2.00% < 1 Year 3 75,000,000
2 Year 2 24,984,178
Base Rate +2.05% < 1 Year 8 208,336,000
2 Year 7 176,865,091
Base Rate + 2.20% < 1 Year 4 125,000,000
2 Year 1 31,250,000
Base Rate + 2.25% < 1 Year 6 589,285,714
Base Rate + 2.30% < 1 Year 11 850,750,000
2 Year 4 80,000,000
Base Rate + 2.35% < 1 Year 4 269,285,714
Base Rate +2.4% < 1 Year 3 280,000,000
Base Rate +2.60% < 1 Year 2 102,500,000
Base Rate + 2.80% < 1 Year 8 143,333,333
2 Year 2 41,666,666
Base Rate +3.05% < 1 Year 4 83,333,161
Repayable in annually
At Base Rate < 1 Year 1 125,000,000
2 Year 1 125,000,000
Repayable in Bullet
Base Rate + 1.05% < 1 Year 1 600,000,000 -
Base Rate + 0.5% < 1 Year 1 600,000,000
Base Rate + 2.0% < 1 Year 1 180,000,000 -
Total 21,628,337,476 9,891,437,910

134
Notes forming part of standalone financial statements

Amount Outstanding (Rs.)

Terms of Repayment and Interest
March 31, 2016
Rate of Interest Maturity Installments Current Non Current
Borrowings from NBFCs - (b)
Repayable in Monthly Installments

Interest Rate - 10.00% < 1 Year 12 360,000,000

2 Year 12 360,000,000
3 Year 7 220,000,000
Interest Rate - 10.90% < 1 Year 12 7,951,033
2 Year 12 8,862,328
3 Year 36 33,186,639
Interest Rate - 12.25% < 1 Year 12 130,434,783
Interest Rate - 12.50% < 1 Year 24 196,612,346
2 Year 12 109,404,887
Interest Rate - 13.00% < 1 Year 12 130,434,782
Interest Rate - 13.75% < 1 Year 9 63,428,483
Interest Rate - 11.30% < 1 Year 12 181,818,182
2 Year 12 181,818,182
3 Year 7 106,060,606

Repayable in Quarterly Installments

Repayable in Bullet
Interest Rate - 13.75% < 1 Year 1 500,000,000 -

Total 1,570,679,609 1,019,332,642

Borrowings from Others - (c)

Repayable in Monthly Installments

Interest Rate - 11.75% < 1 Year 9 450,000,000

2 Year 12 600,000,000
3 Year 9 450,000,000
Interest Rate - 12.75% < 1 Year 17 481,413,336
Interest Rate - 13.00% < 1 Year 5 3,353,560
Total 934,766,896 1,050,000,000
Bullet
Interest Rate - 10.25% < 1 Year 2 333,333,334
2 Year 2 333,332,500
Interest Rate - 11% < 1 Year 2 333,333,333
2 Year 2 333,333,333
3 Year 1 166,666,667
Total 666,666,667 833,332,500
Grand Total 1,601,433,563 1,883,332,500

Unsecured
Borrowings from Others - (d)
Repayable in Bullet
Interest Rate - 15% > 3 Year - 500,000,000

Total - 500,000,000

135
 Notes forming part of standalone financial statements

Note 6 - Long-term provisions

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

Provision - Others

Provision for receivables under financing activity (Refer Note 22.6)

Provision for standard assets - 128,480,354
Provision for non performing assets - 2,408,089

Total - 130,888,443
i) Pursuant to the Business Transfer Agreement dated January 12, 2017 the company has transferred Long-term provisions to
Ujjivan Small Finance Bank Limited. (Refer Note 22.1)

Note 7 - Short-term borrowings

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

Cash credit from banks (Refer Note (i) below) - 10,404,739

Total - 10,404,739

Note: i) Cash credit from banks are secured by hypothecation of book debts

Note 8 - Trade payables

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

(i) Total outstanding dues of micro enterprises and small enterprises (Refer Note
- -
22.5)
(ii) Total outstanding dues of creditors other than micro enterprises and small
25,482,348 151,876,163
enterprises

Total 25,482,348 151,876,163

Note: Amount payable to Ujjivan Small Finance Bank Limited - Rs.4,468,534/- (P.Y.NIL)

136
Notes forming part of standalone financial statements

Note 9 - Other current liabilities

(Amount in
Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016
(a) Current maturities of non convertible debentures (Refer Note (iii) below) - 837,500,000

(b) Provision for gratuity (net) (Refer Note 23.1) - 40,519,009

(c) Current maturities of long-term debt (Refer Note (iii) below) - 24,800,450,648

(d) Interest accrued but not due on borrowings - 434,570,409

(e) Other payables

(i) Statutory remittances 9,774,499 51,188,197
(ii) Security deposits from customers (Refer Note (i) below) 1,262,378 1,337,902
(iii) Unclaimed security deposits from customers (Refer Note (i) below) 13,091,724 13,352,327
(iv) Deposit from vendors - 125,000
(v) Other payables - 464,901,788
(vi) credit balance in current account - -
Total 24,128,601 26,643,945,280

Note (i) : Relates to security deposits from erstwhile customers.

Note (ii) : Pursuant to the Business Transfer Agreement dated January 12, 2017 the Company has transferred borrowings to
Ujjivan Small Finance Bank Limited. (Refer Note 22.1)

Note (iii) : Current maturities of long term debts

As at As at
Particulars
March 31, 2017 March 31, 2016

(a) Non Convertible Debentures *

Secured
NIL (PY 500) 13.00% Secured Redeemable Non Convertible Debentures of Rs.
750,000/- each Rs. 18.75 Crs by March 20, 2017 from the date of allotment March - 187,500,000
20, 2015
NIL (PY. 500) 13.65% Secured Redeemable Non Convertible Debentures of Rs.
1,000,000/- each redeemable at par at the end of 2 years from the date of allotment - 500,000,000
December 12, 2014
NIL (PY.150) 13.25% Secured Redeemable Non Convertible Debentures of Rs.
1,000,000/- each redeemable at par Rs. 15 Crs by December 26, 2016 and Rs. 25 Crs - 150,000,000
by December 26, 2017 from the date of allotment December 26, 2014

Total - 837,500,000

137
 Notes forming part of standalone financial statements

As at As at
Particulars
March 31, 2017 March 31, 2016
(b) Term loans

From banks
-Secured (Refer Note 5(iii)(a)) - 21,628,337,476
From Non Banking Financial Companies
-Secured (Refer Note 5(iii)(b)) - 1,570,679,609
From other parties
-Secured (Refer Note 5(iii)(c)) - 1,601,433,563
-Unsecured - -

Total - 24,800,450,648
*Debentures are secured by hypothecation of book debts.

Note 10 Short-term provisions

(Amount in
Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

(a) Provision for employee benefits

(i) Compensated absences (Refer Note 23.1) 1,027,262 88,173,725

(b) Provision - Others

(i) Provision for tax (net of advance tax Rs.2,797,748,948/-(PY.Rs.1,802,356,464/-) 65,951,052 22,615,445
(ii) Provision for proposed equity dividend - 59,120,653
(iii) Provision for tax on proposed equity dividend - 12,035,574
(iv) Provision for receivables under financing activity
Provision for standard assets (Refer Note 22.6) - 389,828,600
Provision for non performing assets (Refer Note 22.6) - 55,103,424

Total 66,978,314 626,877,421

i) Pursuant to the Business Transfer Agreement dated January 12, 2017 the Company has transferred Short-term provisions to
Ujjivan Small Finance Bank Limited. (Refer Note 22.1)

138
 Notes forming part of standalone financial statements

Note 11 - Fixed assets

(Amount in Rupees)
Gross Block Accumulated Depreciation & amortisation Net Block

Depreciation
Fixed Assets Balance as at Transfer of Balance as at Balance as at / amortisation Transfer of Balance as at Balance as at Balance as at
Additions Disposals On disposals
April 1, 2016 assets March 31, 2017 April 1, 2016 expense for the assets March 31, 2017 March 31, 2017 March 31, 2016
year

A Tangible Assets

Computers 168,257,373 125,411,431 3,778,466 289,890,338 - 91,443,599 36,506,504 3,459,398 124,490,705 - - 76,813,774
(129,957,673) (47,597,803) (9,298,103) - (168,257,373) (65,640,639) (34,645,666) (8,842,706) - (91,443,599) (76,813,774) (64,317,034)

Leasehold improvements 47,684,436 2,045,946 757,661 48,972,721 - 28,075,182 6,536,889 728,759 33,883,312 - - 19,609,254
(39,823,658) (8,989,200) (1,128,422) - (47,684,436) (20,479,345) (8,708,436) (1,112,599) - (28,075,182) (19,609,254) (19,344,313)

Furniture and Fixtures 64,239,557 3,074,965 1,171,189 66,143,333 - 36,533,605 3,845,102 772,634 39,606,073 - - 27,705,952
(53,314,943) (12,827,612) (1,902,998) - (64,239,557) (29,061,096) (9,011,115) (1,538,606) - (36,533,605) (27,705,952) (24,253,847)

Vehicles 8,604,699 1,042,769 540,075 9,107,393 - 1,863,107 794,967 288,391 2,369,683 - - 6,741,592
(6,851,215) (1,895,263) (141,779) - (8,604,699) (989,546) (1,015,322) (141,761) - (1,863,107) (6,741,592) (5,861,669)

Office equipments 75,819,809 7,914,568 2,543,500 81,190,877 - 39,479,539 9,852,298 2,263,529 47,068,308 - - 36,340,270
(57,664,030) (21,564,547) (3,408,768) - (75,819,809) (29,145,063) (13,244,970) (2,910,494) - (39,479,539) (36,340,270) (28,518,967)

Total (A) 364,605,874 139,489,679 8,790,891 495,304,662 - 197,395,032 57,535,760 7,512,711 247,418,081 - - 167,210,842
Previous Year (287,611,519) (92,874,425) (15,880,070) (364,605,874) (145,315,689) (66,625,509) (14,546,166) - (197,395,032) (167,210,842) (142,295,830)

B Intangible Assets- others

Computer software 119,280,154 37,866,443 - 157,146,597 - 44,698,178 17,733,574 - 62,431,752 - - 74,581,976

(68,248,118) (51,032,036) - - (119,280,154) (31,078,178) (13,620,000) - - (44,698,178) (74,581,976) (37,169,940)

Total (B) 119,280,154 37,866,443 - 157,146,597 - 44,698,178 17,733,574 - 62,431,752 - - 74,581,976

Previous Year (68,248,118) (51,032,036) - - (119,280,154) (31,078,178) (13,620,000) - (44,698,178) (74,581,976) (37,169,940)

Total (A) + (B) 483,886,028 177,356,122 8,790,891 652,451,259 - 242,093,210 75,269,334 7,512,711 309,849,833 - - 241,792,818
Previous Year (355,859,637) (143,906,461) (15,880,070) - (483,886,028) (176,393,867) (80,245,509) (14,546,166) - (242,093,210) (241,792,818) (179,465,770)
1. Amounts within brackets represent previous years figures.

139
2. Pursuant to the Business Transfer Agreement dated January 12, 2017 the Company has transferred Fixed assets to Ujjivan Small Finance Bank Limited. (Refer Note 22.1)
 Notes forming part of standalone financial statements

Note 12 - Non-current investments

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

Trade investments, at cost (unquoted) in other entities

Investments in subsidiary:
Ujjivan Small Finance Bank Ltd
1,440,036,800 Equity Shares of Rs 10 each fully paid up (P.Y. Nil) 14,400,368,000 -
200,000,000 Preference Shares of Rs 10 each fully paid up (P.Y. Nil) 2,000,000,000 -

Investment in Others:
Alpha Micro Finance Consultants Pvt Ltd Equity shares (P.Y.100,000) of Rs.10/-
- 1,000,000
each fully paid up

Ujjivan Social Services Foundation

1,000 Equity shares (P.Y. 1,000) of Rs.10/- each at cost fully paid up 10,000 10,000

Total 16,400,378,000 1,010,000

Aggregate amount of unquoted investments 16,400,378,000 1,010,000

Note 13 Long-term loans and advances

(Unsecured, considered good unless otherwise stated)
(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

(a) Capital advances - 57,969,145

(b) Security deposits - 83,151,683

(c) Employees loans and advances - 9,468,463

(d) Prepaid expenses - 4,799,462

(e) Other deposit 316,953 316,953

Total 316,953 155,705,706

i) Pursuant to the Business Transfer Agreement dated January 12, 2017 the Company has transferred Long-term loans and
advances to Ujjivan Small Finance Bank Limited. (Refer Note 22.1)

140
Notes forming part of standalone financial statements

Note 14 Other non current assets

(Unsecured, considered good unless otherwise stated)
(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

(a) Receivable under financing activity (long-term) unsecured (Refer Note 22.6)
Considered good - 12,848,035,376
Considered doubtful - 2,408,089

(b) Interest accrued on long term deposits - 3,037,523

(c) Term deposits (more than 12 months maturity) * - 188,057,726

Total - 13,041,538,714
* Under lien against loans availed by the Company.
i) Pursuant to the Business Transfer Agreement dated January 12, 2017 the Company has transferred Other non current assets
to Ujjivan Small Finance Bank Limited. (Refer Note 22.1)

141
 Notes forming part of standalone financial statements

Note 15 Receivables under financing activity

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016
Trade receivables outstanding for a period exceeding six months from the date
they were due for payment (Refer Note 22.6)
Secured, considered good - -
Unsecured, considered good - -
Doubtful - 12,882,916

- 12,882,916

Other trade receivables (Refer Note 22.6)

Secured, considered good - -
Unsecured, considered good - 37,717,973,114
Doubtful - 62,580,134

- 37,780,553,248

Total - 37,793,436,164
i) Pursuant to the Business Transfer Agreement dated January 12, 2017 the Company has transferred the portfolio to Ujjivan
Small Finance Bank Limited. (Refer Note 22.1)
ii) Assets derecognised on account of securitization of receivables is Rs. NIL (P.Y.Rs. 3,242,158,514/-)

Note 16 Cash and Bank balances

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

I. Cash & cash equivalents

a) Cash in hand - 3,275,627
(i) In Current account (Refer Note i below) 270,729,029 874,102,351
(ii) In deposit accounts with original maturity less than 3 months (Refer
1,000,000,000 3,590,000,000
Note iii below)

1,270,729,029 4,467,377,978

II. Other bank balances

a) In earmarked deposits (Refer Note ii below) - 445,280,265
- 445,280,265

Total 1,270,729,029 4,912,658,243

Note
(i) Balance with banks of Rs.13,548,822/- (P.Y. Rs.13,548,937/-) is to be used only for repayment of Security deposit of customers.
(ii) Under lien against loans availed by the Company.
(iii) Fixed deposits with Ujjivan Small Finance Bank Limited - Rs.1,000,000,000/-.

142
Notes forming part of standalone financial statements

Note 17 Short-term loans and advances (Amount in Rupees)

Particulars As at As at
March 31, 2017 March 31, 2016

(a) Deposits - Unsecured, considered good - 1,049,456

(b) Loans and advances

Unsecured, considered good - 32,617,290
Unsecured, considered doubtful - 2,070,307
- 34,687,597
Less: Provision for doubtful loans and advances - 2,070,307
- 32,617,290

(c) Prepaid expenses - 22,489,322

(d) Other advances *

Unsecured, considered good 2,172,391 240,644,451
Unsecured, considered doubtful - 3,429,707
2,172,391 244,074,158
Less: Provision for doubtful advances - 3,429,707
2,172,391 240,644,451

Total 2,172,391 296,800,519

* Includes advance for expenses and amounts towards collateral for securitisation of receivables.
i) Pursuant to the Business Transfer Agreement dated January 12, 2017 the Company has transferred Short-term loans and
advances to Ujjivan Small Finance Bank Limited. (Refer Note 22.1)

Note 18 Other current assets

(Amount in Rupees)
Particulars As at As at
March 31, 2017 March 31, 2016

(a) Interest accrued on

(i)Fixed deposits 162,740 16,713,815
(ii)Receivables under financing activity - 571,597,723

(b) Accrued income - 1,169,497

Total 162,740 589,481,035

Note: Interest accrued on Deposits with Ujjivan Small Finance Bank Limited - Rs.162,740/-

143
 Notes forming part of standalone financial statements

Note 19 Other Income

(Amount in Rupees)
For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

Interest on fixed deposits 92,507,471 88,606,249

Profit on sale of current investments 144,546,312 87,318,455

Total 237,053,783 175,924,704

Note 20 Employee benefits expense (Amount in Rupees)

For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

Salaries and wages (net) 13,985,489 9,329,650

Total 13,985,489 9,329,650

Note 21 Administrative and Other expenses (Amount in Rupees)

For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

Rent 1,450,076 1,450,076

Total 1,450,076 1,450,076

144
 Notes forming part of standalone financial statements
22 Additional information to the financial statements
22.1 Discontinued operations
During the year, pursuant to approval of the Shareholders and Reserve Bank of India, the Company has transferred the
business to Ujjivan Small Finance Bank on a slump sale basis with effect from February 01, 2017 for a consideration of
Rs.15,300,000,000/-.

i) Carrying amount of assets and liabilities transferred to Ujjivan Small Finance Bank Limited:
(Amount in Rupees)
As at As at
Particulars
February 1, 2017 March 31, 2016

Fixed assets (net) 1,117,720,491 241,792,818

Investments 1,000,000 1,000,000
Current assets:
Cash on hand and Bank 344,487,245 1,612,455
Receivables under Financing activity 58,900,067,739 50,643,879,629
Other assets 25,738,957,055 5,427,993,278
Total assets (A) 86,102,232,529 56,316,278,181

Borrowings 68,457,724,189 43,804,124,088

General loan provision 1,238,467,469 575,820,467
Other current liabilities 17,889,151 6,747,985
Trade payables 1,248,151,721 719,775,074
Total liabilities (B) 70,962,232,530 45,106,467,614

Net assets (A-B) 15,140,000,000 11,209,810,567

ii) Cash flows attributable to the discontinued operations: (Amount in Rupees)

For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016
Operating activities 66,232,511,443 42,973,976,587
Investing activities 1,118,720,491 242,792,818
Financing activities (68,159,427,550) (43,369,553,680)

iii) Profit / (Loss) before tax from discontinued operations (Amount in Rupees)
For the year For the year
Note
Particulars ended ended
No.
March 31, 2017 March 31, 2016
A. INCOME
(a) Income from operations (iv.a) 11,455,262,785 10,072,506,528
(b) Other income (iv.b) 22,977,051 27,674,607
Total Income (A) 11,478,239,836 10,100,181,135

145
 Notes forming part of standalone financial statements
22 Additional information to the financial statements

For the year For the year

Note
Particulars ended ended
No.
March 31, 2017 March 31, 2016
B. EXPENDITURE
(a) Employee benefits expenses (iv.c) 2,194,736,216 1,957,177,500
(b) Administrative and other expenses (iv.d) 1,347,001,163 1,020,295,580
(c) Finance cost (iv.e) 4,327,569,356 4,234,998,782
(d) Depreciation and amortisation expenses (iv.f) 75,269,334 80,245,509
(e) Provision / write off for receivables under financing
706,807,009 252,722,624
activity
Total Expenditure (B) 8,651,383,078 7,545,439,995

Profit Before Gain on transfer of business attributable to the

2,826,856,758 2,554,741,140
discontinued operations before tax (A) - (B)

Gain on transfer of business attributable to the

160,000,000 -
discontinued operations

Profit Before Tax from discontinued operations 2,986,856,758 2,554,741,140

iv) Details of Income and Expenditure of Discontinued operations:

a) Income from operations

(Amount in Rupees)
For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

Interest on loans 10,405,558,416 9,309,641,501

Loan processing fees 670,718,202 708,085,628
Other financial services 378,986,167 54,779,399

Total 11,455,262,785 10,072,506,528

b) Other income (Amount in Rupees)

For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

Fee income, from insurance activities 1,681,231 4,464,716

Profit on sales of fixed assets (net) 21,223 545,209
Miscellaneous income 21,274,597 22,664,682

Total 22,977,051 27,674,607

146
Notes forming part of standalone financial statements
22 Additional information to the financial statements
c) Employee benefits expense
(Amount in Rupees)
For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

Salaries and wages (net) 1,871,094,714 1,683,059,880

Expenses on employee stock option 15,480,461 6,029,871
Contributions to provident and other funds 172,108,968 132,625,907
Staff welfare expenses 136,052,073 135,461,842

Total 2,194,736,216 1,957,177,500

d) Administrative and Other expenses

(Amount in Rupees)
For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

Electricity & water charges 21,705,320 20,459,544

Rent 140,621,724 119,972,805
Donation - 2,500,000
Repairs & maintenance
Buildings 2,406,531 4,047,911
Others 94,029,495 50,006,386
Security & house keeping expenses 50,471,676 37,312,677
Office maintenance 14,155,567 14,132,345
Insurance 6,900,246 3,904,527
Rates & taxes 39,724,992 52,700,249
Audit fees (Refer Note (i) below) 3,332,875 2,926,412
Professional charges 397,108,660 230,258,761
Sitting fee 7,846,961 4,480,275
Postage & courier 32,431,240 31,815,262
Printing & stationery 46,727,045 49,950,441
Recruitment expenses 24,549,246 12,095,434
Telephone charges 69,904,282 67,305,732
Training & conference charges 91,083,119 32,791,035
Travelling & conveyance expenses 238,770,193 220,000,572
Expenditure on Corporate social responsibility 26,831,588 17,778,393
Claims written off 4,781,694 8,563,690
Fixed Assets Written off 19,685 87,407
Provision for other advances 2,557,263 664,584
Miscellaneous expenses 31,041,761 36,541,138

Total 1,347,001,163 1,020,295,580

147
 Notes forming part of standalone financial statements
22 Additional information to the financial statements
Note (i) (Amount in Rupees)
For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

(i) Payments to the auditors comprises (net of service tax

input credit)

Audit services 2,300,000 1,900,000

Tax audit 300,000 300,000
Other attest services 516,313 500,000
Reimbursement of expenses and levies 216,562 226,412
Total 3,332,875 2,926,412
Services related to IPO adjusted against securities premium 5,375,000 5,375,000

e) Finance costs
(Amount in Rupees)
For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

(a) Interest expense on

(i) Borrowings 4,197,173,719 4,075,589,047
(ii) Others 380,067 4,057,944

(b) Loan processing fees, bank charges and other related costs 130,015,570 155,351,791

Total 4,327,569,356 4,234,998,782

f) Provision / write off for receivables under financing activity

(Amount in Rupees)
For the year For the year
Particulars ended ended
March 31, 2017 March 31, 2016

Bad debts written off 44,160,007 33,055,547

Less: Provision reversed (36,483,640) (14,100,092)
Provision for receivables under financing activities 699,130,642 233,767,169

Total 706,807,009 252,722,624

148
Notes forming part of standalone financial statements

22.2 Contingent liabilities and commitments (to the extent not provided for)
(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016
(i) Contingent liabilities
(a) Disputed taxes Service tax (Refer Note below) - 4,226,041

(ii) Commitments
a) Estimated amount of contracts remaining to be executed
on capital account and not provided for
Tangible assets - 1,266,650
Intangible assets - 86,030,000

Note: Any and all pending Claims, proceedings, suits etc. in relation to the Company as on the Completion Date
(Proceedings), shall continue to be dealt with and managed by the Company. However, where any payments
(if any) become due and payable by the Company pursuant to any such proceeding, the same shall be borne
by Ujjivan Small Finance Bank Limited (USFB) Similarly, where any payments become due and payable to the
Company pursuant to any proceeding, USFB shall be entitled to receive the benefit of the same.

22.3 Earnings in foreign currency - Rs. Nil (PY - Nil)

22.4 Expenditure in foreign currency - Rs. Nil (PY - Nil)

22.5 Disclosures required under Section 22 of the Micro, Small and Medium Enterprises Development Act, 2006

There are no Micro and Small Enterprises, to whom the Company owes dues, which are outstanding for
more than 45 days at the Balance Sheet date. The above information regarding Micro Enterprises and Small
Enterprises has been determined to the extent such parties have been identified on the basis of information
available with the Company. This has been relied upon by the Auditors.

22.6 Asset Classification & Provisioning:

The Company follows Prudential Norms of the Reserve Bank of India (RBI) with regard to classification in
respect of all loans extended to its customers. Loans where the installment is overdue for a period of ninety
days or more or on which interest amount remained overdue for a period of ninety days or more is treated as
Non performing assets.

The Company complies with the prudential norms of the Reserve Bank of India (RBI) with regard to
income recognition, asset classification and provisioning. The Company is following provisioning norms as
recommended vide DNBS.CC.PD.No.250/03.10.01/2011-12 dated 2 December 2011, DNBS.PD/CC.No.
263/03.10.038/2011-12 dated 20 March 2012 and DNBS.(PD).CC. No. 347 /03.10.38/2013-14 dated 1 July
2013.

149
 Notes forming part of standalone financial statements

22.6 Asset Classification & Provisioning:

Accordingly the Company in line with guidelines laid down under the DNBS(PD)CC.No.347/30.10.038/ 2013-
14 dated July 01,2013 has complied with provisions of RBI norms.
Classification of Loans and Provisions made for Standard / Sub-Standard / Doubtful / Loss assets are as given
below:

(Amount in Rupees)
As at As at
Classification of Assets
March 31, 2017 March 31, 2016
Standard assets - 50,566,008,490
Sub-standard assets - 40,719,252
Doubtful assets - 37,151,887
Total - 50,643,879,629
Note: 14 Non current- Receivable under financing activity-
- 12,848,035,376
Standard assets
Note: 14 Non current-Receivable under financing activity-
- 2,408,089
Non performing assets
Note-15 Current-Trade receivables under financing activity-
- 37,717,973,114
Standard assets
Note-15 Current-Trade receivables under financing activity-
- 75,463,050
Non performing assets
Total - 50,643,879,629

As at As at
Provision
March 31, 2017 March 31, 2016
Standard assets - 518,308,954
Sub-standard assets - 20,359,626
Doubtful assets - 37,151,887
Total - 575,820,467
Note: 6 Long term -Provision for standard assets - 128,480,354
Note: 6 Long term -Provision for non performing assets - 2,408,089
Note: 10 Short term -Provision for standard assets - 389,828,600
Note: 10 Short term -Provision for non performing assets - 55,103,424
Total - 575,820,467

22.7 Disclosure Pursuant to Reserve Bank of India Notification DNBS.200/CGM (PK)-2008 dated 1st August 2008

(i) Capital to Risk asset ratio

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016
Tier I Capital 1,885,095,712 11,627,627,471
Tier II Capital - 918,308,954
Total 1,885,095,712 12,545,936,425
Total Risk Weighted Assets 1,657,076,960 51,970,023,492

Capital Ratios
Tier I Capital as a percentage of Total Risk Weighted Assets (%) 113.76% 22.37%
Tier II Capital as a percentage of Total Risk Weighted Assets (%) 0.00% 1.77%
Total Capital (%) 113.76% 24.14%

150
Notes forming part of standalone financial statements
22.7 Disclosure Pursuant to Reserve Bank of India Notification DNBS.200/CGM (PK)-2008 dated 1st August 2008
(ii) Exposure to Real Estate Sector
Direct exposure towards mortgages

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016
Lending fully secured by mortgages on property - 206,998,803

(iii) Exposure to Capital Market

The Company does not have any exposure to Capital Market as at March 31, 2017

(iv) Maturity Pattern of Assets and Liabilities

Maturity pattern of certain items of assets and liabilities as on March 31, 2017
(Amount in Rupees)
Liabilities Assets
Particulars Borrowings from Banks and
Market Borrowings Advances Investments
others
Up to one month - - - -
Over one month to 2
- - - -
months
Over 2 months up to 3
- - - -
months
Over 3 months up to 6
- - - -
months
Over 6 months to 1
- - - -
year
Over 1 year to 3 years - - - -
Over 3 years to 5 years - - - -
Over 5 years - - - 16,400,378,000
Total - - - 16,400,378,000

Notes:

1. The above information has been considered as per the Asset Liability Management (ALM) Report compiled by the
Management and reviewed by the ALM committee.

151
 Notes forming part of standalone financial statements

22.8 Additional disclosure

Disclosure of frauds reported during the period vide DNBS PD.CC NO. 256 / 03.10.042 / 2012 -13
dated March 02, 2012
March 31, 2017
Less than Rs. 1 lakh Rs. 1 to Rs. 5 lakhs Rs. 5 - 25 lakhs Total
No. of
No. of Value No. of Value Value No. of Value
Ac-
Accounts Rs. Accounts Rs. Rs. Accounts Rs.
counts
A) Person involved
Staff 470 1,061,409 239 1,374,828 1 800,000 710 3,236,237
Customer
Staff and
customer
Total 470 1,061,409 239 1,374,828 1 800,000 710 3,236,237
B) Type of fraud
Misappropriation and
470 1,061,409 239 1,374,828 1 800,000 710 3,236,237
criminal breach of trust
Fraudulent encashment
/ Manipulation of books
of accounts
Unauthorised credit
facility extended
Cheating and forgery
Total 470 1,061,409 239 1,374,828 1 800,000 710 3,236,237
March 31, 2016
Less than Rs. 1 lakh Rs. 1 to Rs. 5 lakhs Rs. 5 - 25 lakhs Total
No. of
No. of Value No. of Value Value No. of Value
Ac-
Accounts Rs. Accounts Rs. Rs. Accounts Rs.
counts
A) Person involved
Staff 659 3,194,706 - - 659 3,194,706
Customer
Staff and customer
Total 659 3,194,706 - - - - 659 3,194,706
B) Type of fraud
Misappropriation and
659 3,194,706 - - 659 3,194,706
criminal breach of trust
Fraudulent encashment
/ Manipulation of books
of accounts
Unauthorised credit
facility extended
Cheating and
forgery
Total 659 3,194,706 - - - - 659 3,194,706
Note:
The above summary is prepared based on the information available with the Company and relied upon by the auditors.

22.9 Disclosure as required under DNBS (PD) CC. No. 300 / 03.10.038/2012-13 dated August 3, 2012.

Margin Cap of the Company as on March 31, 2017 is 9.99%*. This has been computed in compliance with MFIN in their
representation to The Reserve Bank of India dated August 29, 2012 (Subject reference : RBI/2012-13/161 ONBS (PO)
CC.No.300 /03.10.038/2012-13 dated August 3, 2012).

Note: In the above margin calculation the company has not considered Rs.2,117 Crore, which was borrowed towards the
end of January 2017. The same was not utilised by the Company for its MFI business and was subsequently transferred
to Ujjivan Small Finance Bank Limited as part of transfer of business undertaking on February 1, 2017. (Refer Note 22.1)

*MFI business operations were discontinued w.e.f February 1, 2017 pursuant to transfer of business undertaking to Ujjivan
Small Finance Bank Limited.

152
Notes forming part of standalone financial statements
22.10 Disclosure as required under DNBR (PD) CC. No. 002 / 03.10.001/2014-15 dated November 10, 2014.

22.10.1 Concentration of Advances

(Amount in Rupees)
Particulars March 31, 2017 March 31, 2016
Total Advances to twenty largest borrowers - 19,084,909
Percentage of Advances to twenty largest borrowers to Total Advances - 0.03%

22.10.2 Concentration of Exposures

(Amount in Rupees)
Particulars March 31, 2017 March 31, 2016
Total Exposure to twenty largest customers - 18,839,843
Percentage of Exposures to twenty largest customers to Total Exposure
- 0.04%
on customers

22.10.3 Concentration of NPAs

(Amount in Rupees)
Particulars March 31, 2017 March 31, 2016
Total Exposure to top four NPA accounts - 385,539

22.10.4 Sector-wise NPAs

Particulars March 31, 2017 March 31, 2016
Agriculture & allied activities - 0.09%
MSME - -
Corporate borrowers - -
Services - -
Unsecured personal loans - 0.12%
Auto loans - -
Other personal loans - 0.47%

22.10.5 Movement of NPAs (Amount in Rupees)

Particulars March 31, 2017 March 31, 2016
(i) Net NPAs to Net advances (%) - 0.04%
Movement of NPAs (Gross)
(a) Opening balance 77,871,138 23,460,769
(b) Additions during the year 191,175,855 144,266,164
(c) Reductions during the year 269,046,993 89,855,795
(d) Closing balance - 77,871,138
Movement of Net NPAs
(a) Opening balance 20,359,625 5,993,872
(b) Additions during the year 95,576,502 72,109,259
(c) Reductions during the year 115,936,127 57,743,506
(d) Closing balance - 20,359,625
Movement of provisions for NPAs (excluding provisions on standard
assets)
(a) Opening balance 57,511,513 17,466,897
(b) Provisions made during the year 95,599,353 72,156,905
(c) Write-off / write-back of excess provisions 153,110,866 32,112,289
(d) Closing balance - 57,511,513

Note: Pursuant to the Business Transfer Agreement dated January 12, 2017 the Company has transferred portfolio
to Ujjivan Small Finance Bank Limited. (Refer Note 22.1)

22.10.6 During the year there are no instances of Single Borrower Limit (SGL) / Group Borrower Limit (GBL) exceeding the
sanctioned limit or outstanding or entire outstanding whichever is higher.

22.10.7 During the year Company has not given any advances with intangible collateral such as charge over the rights, licenses,
authority etc.

153
 Notes forming part of standalone financial statements

22.10.8 Registration obtained from other financial sector regulators

During the year the Company has not obtained any registrations from other financial regulators. The company has
applied for conversion to Core Investment Company.

22.10.9 Penalties imposed by RBI and other regulators

During the year there are no penalties imposed by RBI and other regulators.

22.10.10 Ratings assigned by credit rating agencies and migration of ratings during the year.

Particulars Rating Assigned

1. MFI Grading CRISIL MFR 1

22.10.11 Disclosure of Customer/Borrower Complaints

Particulars March 31, 2017 March 31, 2016
No. of complaints pending at the beginning of the year 14 11
No. of complaints received during the year
1,829 2,200
1433
No. of complaints redressed during the year
1,839 2,197
1435
No. of complaints pending at the end of the year
4 14
-2

22.10.12 Provisions and Contingencies (shown under the head Expenditure in Statement of Profit and Loss)
(Amount in Rupees)
Particulars March 31, 2017 March 31, 2016
Provisions for depreciation on Investment - -
Provision for NPA 95,599,353 72,156,905
Provision for Standard Assets 603,531,289 161,610,264
Provision for Income tax 1,355,700,000 1,038,000,000
Provision for Doubtful Advances 2,557,263 664,584

22.10.13 Investments
(Amount in Rupees)
Particulars March 31, 2017 March 31,2016
Value of Investments
(i) Gross Value of Investments
(a) In India 16,400,378,000 1,010,000
(b) Outside India, - -
(ii) Provisions for Depreciation
(a) In India - -
(b) Outside India, - -
(iii) Net Value of Investments
(a) In India 16,400,378,000 1,010,000
(b) Outside India. - -
Movement of provisions held towards depreciation on investments
(i) Opening balance - -
(ii) Add : Provisions made
- -
during the year
(iii) Less : Write-off / write-back
- -
of excess
(iv) Closing balance - -

22.10.14 Derivatives:
The Company has no transactions / exposure in derivatives in the current year and previous year.

154
Notes forming part of standalone financial statements

Note 23 Disclosures under Accounting Standards

23.1 Employee Benefits:

The details of employee benefits are as given below:

I Defined Contribution Plans
During the year, the Company has recognized the following amounts in the statement of profit and loss
(Amount in Rupees)
Year ended Year ended
Particulars
March 31, 2017 March 31, 2016
Employers Contribution to Provident & Pension Fund 96,474,379 92,106,898
Employers Contribution to ESI 28,650,538 32,969,687

II Defined Benefit Plan

Contribution to Gratuity Fund:
Details of defined benefit plan of gratuity are given below:
(Amount in Rupees)

Year ended Year ended

Particulars
March 31, 2017 March 31, 2016

Components of employer expense

Current Service cost 20,200,351 24,768,187
Interest cost 7,638,825 5,865,822
Expected return on plan assets (6,384,166) (5,224,440)
Actuarial Losses/(Gains) 25,917,248 15,109,440
Total expense/(income) recognized in the Statement of Profit &
47,372,258 40,519,009
Loss

Actual Contribution and Benefit Payments for the Year ended

Actual benefit payments (7,042,025) (5,966,535)
Actual Contributions 62,084,457 25,470,955

Change in Defined Benefit Obligation (DBO) during the year ended

Present Value of DBO at the beginning of the year 125,240,090 80,986,224
Current service cost 20,200,351 24,768,187
Interest cost 7,638,825 5,865,822
Actuarial (gains)/losses 24,398,500 19,586,392
Actual return on plan assets - -
Benefits paid (7,042,025) (5,966,535)
Acquisitions/Divestures/Transfers (169,356,598)
Present Value of DBO at the end of the year 1,079,143 125,240,090

155
 Notes forming part of standalone financial statements

23.1 Employee Benefits:

(Amount in Rupees)
As at March 31,
Particulars As at March 31, 2016
2017
Net asset/(liability) recognized in balance sheet as at
Fair value of plan assets 1,079,143 84,721,081
Present Value of Defined Benefit Obligation (1,079,143) (125,240,090)

Excess of plan assets over present value of obligation - -

Net (liability) recognized in balance sheet - (40,519,009)

Present Value of DBO at the end of the year

Current Liability - (40,519,009)
Non current liability - -

Change in Fair Value of Assets during the year ended

Plan assets at the beginning of the year 84,721,081 55,515,269
Expected return on plan assets 6,384,166 5,224,440
Actuarial gain/(loss) (1,518,748) 4,476,952
Actual Company Contributions 62,084,457 25,470,955
Benefit Paid (7,042,025) (5,966,535)
Acquisitions/Divestures/Transfers (143,549,788)
Plan assets at the end of the year 1,079,143 84,721,081

Actuarial Assumptions
Discount Rate 7.37% 7.52%
Expected Return on plan assets 7.37% 8.00%
Rate of increase in compensation 9.00% 12.50%
Attrition rate 0.00% 18.41%
Retirement age 60 60
The estimates of future salary increases considered in actuarial valuation take account of inflation, seniority, promotion
and other relevant factors such as supply and demand factors in the employment market.
Information of investment details of plan assets are not available hence not disclosed.

Details relating to experience adjustment and expected future cash flow is given below

(Amount in Rupees)

As at As at As at As at As at
Particulars March 31, March 31, March 31, March 31, March 31,
2017 2016 2015 2014 2013
Defined Benefit Obligation at end of
1,079,143 125,240,090 80,986,224 54,278,862 38,848,414
the year

Plan Assets at end of the period 1,079,143 84,721,081 55,515,269 39,552,345 21,225,930

Funded Status - Assets/ (Liabilities) - (40,519,009) (25,470,955) (14,726,517) (17,622,484)

Experience (Gain)/Loss adjustments on

24,416,260 19,586,392 6,293,275 (340,486) (340,486)
plan liabilities
Experience (Gain)/Loss adjustments on
(1,518,748) 4,476,951 5,074,490 29,246 299,427
plan Assets
Actuarial (Gain)/Loss due to change on
- - 34,575,013 103,246 103,246
assumptions

156
Notes forming part of standalone financial statements

23.1 Employee Benefits:

III Other Long term employee benefits Compensated absences

(Amount in Rupees)

Year ended Year ended

Particulars
March 31, 2017 March 31, 2016

Charge in statement of Profit & Loss 54,881,951 42,700,012

Liability as at the period end 1,027,262 88,173,725
Actuarial Assumptions
Discount Rate 7.37% 7.52%
Rate of increase in compensation 9.00% 12.50%
Attrition rate 0.00% 18.41%
Retirement age 60 60

23.2 Segment Reporting

The companys business segment is micro finance services and the principal geographical segment is India. Accordingly
no separate disclosure is required to be made under accounting standard 17, Segment Reporting

23.3 Related Party Disclosure

A. List of Related Parities are Given below:

Mr. Samit Ghosh ,

Key Management Personnel
Managing Director (upto January 31, 2017)
Mrs. Sudha Suresh ,
Managing Director (from February 1, 2017)
Mrs. Sudha Suresh ,
Chief Financial Officer (upto January 31, 2017)
Mr. Hiren Shah,
Chief Financial Officer (from February 1, 2017)
Mr. Sanjeev Barnwal, Company Secretary

Enterprises over which Key Management Personnel is able Parinaam Foundation (upto January 31, 2017)
to exercise significant influence Ujjivan Social Services Foundation

Ujjivan Small Finance Bank Limited (with effect

Subsidiary of Company
from July 4, 2016)

B. Transactions with Related Parties during the year

(Amount in Rupees)
Particulars March 31, 2017 March 31, 2016
Remuneration:
Mr. Samit Ghosh
- Salary 7,989,116 7,378,214
- Perquisite - ESOP 106,777,400 20,864,688

Mrs. Sudha Suresh

- Salary 6,600,250 4,968,015
- Perquisite - ESOP 1,602,247 5,014,123

Mr. Sanjeev Barnwal

- Salary 3,325,643 2,146,996
- Perquisite - ESOP 276,300 -

157
 Notes forming part of standalone financial statements

23.3 Related Party Disclosure

(Amount in Rupees)
Particulars March 31, 2017 March 31, 2016
Mr. Hiren Shah
- Salary 545,735 -

Parinaam Foundation:
Amount received 960,853 2,540,492
Donations paid - 2,500,000

Ujjivan Small Finance Bank Limited:

Investment in Equity shares 14,400,368,000 -
Investment in Preference shares 2,000,000,000 -
Investment in Term deposit 1,000,000,000 -

Interest income recognised 180,822

Amount received 14,405,561 -
Amount paid 123,587,222 -

C. Outstanding balance with related parties

(Amount in Rupees)
As at As at
Particulars
March 31, 2017 March 31, 2016

Due to Mr. Samit Ghosh - 89,250

Due to Mrs. Sudha Suresh - 60,375

Due from Parinaam foundation - -

Due to Ujjivan Small finance bank limited 4,468,533 -
Term deposit balance 1,000,162,740 -
Investment in Shares 16,400,368,000 -

158
Notes forming part of standalone financial statements

23.4 Details of leasing arrangements

The Company has taken on operating lease certain facilities and office premises for a period ranging from 11 months to
120 months which are non-cancellable for the period as reflected in the respective agreements. These lease agreements
provide for increase in the lease payments by 10% to 15% over the period as mentioned in the agreements. The total
minimum lease payments for the current period, in respect of operating leases, included under rent, aggregates to
Rs.142,071,801/- (P.Y. Rs.121,422,881/-)
The future lease payments in respect of the above are as follows:
(Amount in Rupees)
Year ended Year ended
Particulars
March 31, 2017 March 31, 2016
Not later than one year - 133,266,252
Later than one year but not later than
- 296,513,939
five years
Later than 5 years - 177,805,085

23.5 Earnings per share

Year ended Year ended

Particulars
March 31, 2017 March 31, 2016
Net profit / (loss) after tax (Rs.) 2,076,360,396 1,772,187,778
Weighted average shares outstand-
116,964,261 88,102,590
ing Basic (Nos.)
Weighted average shares outstand-
121,437,887 92,366,982
ing Diluted (Nos.)
Earnings / (loss) per share Basic
17.75 20.12
(Rs.)
Earnings / (loss) per share Diluted
17.10 19.19
(Rs.)

23.6 Other ratios are indicated below

As at As at
Particulars
March 31, 2017 March 31, 2016
Debt Service Ratio 0.09 0.11
Interest Coverage Ratio 1.76 1.67
Debt Equity Ratio 0.00 3.86

23.7 Deferred Tax

In accordance with Accounting Standard -22 Accounting for Taxes on Income, the company has recognized
Rs. 223,295,552/- (PY Rs. 87,961,905/-) as deferred tax credit as detailed below:
(Amount in Rupees)
Deferred Tax
Deferred Tax (As- Transferred to Current peri-
(Assets) /
Particulars sets) / Liabilities Ujjivan Small od (credit) /
Liabilities as on
as on April 1, 2016 Finance Bank charge *
March 31, 2017
Difference between book and tax
4,975,194 8,444,639 3,469,445 -
depreciation
Provision for Employee benefits (44,537,981) (64,154,646) (19,972,180) (355,515)
Provision for doubtful assets/stan-
(201,183,392) (407,976,209) (206,792,817) -
dard assets
Net Deferred Tax (Asset) / Liability (240,746,179) (463,686,216) (223,295,552) (355,515)

Pursuant to the Business Transfer Agreement dated January 12, 2017 the company has transferred Deferred Tax Asset
(Net off Deferred Tax Liability ) amounting to Rs. 463,686,216/-

159
 Notes forming part of standalone financial statements

23.8 Initial Public Offer/Listing

The company has issued and allotted 17,055,277 shares at Rs.10 each at a premium of Rs.200 per share subsequent to
the year end by way of Initial Public Offer(IPO). The shares of the company have been listed in National Stock Exchange
and Bombay Stock Exchange subsequent to the IPO.

24 Employee Stock Option Plan

The Company has established Employee Stock Option Plan (ESOP) for compensation to its employees, being ESOP 2006,
ESOP 2007, ESOP 2008, ESOP 2010, MD ESOP 2010 and ESOP 2015.
The guidance note issued by the Institute of Chartered Accountants of India requires the disclosure of pro forma net
results and Earnings Per Share (EPS) both basic & diluted, had the Company adopted the fair value method amortising
the stock compensation expense thereon over the vesting period, the reported profit for the year ended March 31, 2017
would have been lower by Rs.119,550,825/- and the basic and diluted EPS would have been revised to Rs.16.73/- and
Rs.16.11/- respectively.
Option activity under the plans is as given as below:

(Number)

March 31, 2017

ESOP ESOP ESOP ESOP MD ESOP ESOP

Particulars Total
2006 2007 2008 2010 2010 2015
Options granted and out-
standing as at beginning of 4,120 69,770 172,340 1,434,160 1,164,172 1,419,830 4,264,392
year
Granted during the year - - - - - 1,696,850 1,696,850
Exercised during the year 4,120 55,090 100,540 538,617 355,000 82,400 1,135,767
Forfeited/Expired during the
- 7,770 28,540 129,096 - 186,443 351,849
year
Options outstanding as at
- 6,910 43,260 766,447 809,172 2,847,837 4,473,626
March 31, 2017
Option exercisable at the
- 6,910 43,260 766,447 809,172 367,189 1,992,978
year end
Weighted average of remain-
ing contractual life (years) at 1.05
the year end

(Number)
March 31, 2016
ESOP ESOP ESOP ESOP MD ESOP ESOP
Particulars Total
2006 2007 2008 2010 2010 2015
Options granted and out-
standing as at beginning of 27,099 161,413 323,520 2,187,216 1,249,172 - 3,948,420
year
Granted during the year - - - - - 1,469,800 1,469,800
Exercised during the year 22,379 82,940 99,590 527,093 85,000 - 817,002
Forfeited/Expired during the
600 8,703 51,590 225,963 - 49,970 336,826
year
Options outstanding as at
4,120 69,770 172,340 1,434,160 1,164,172 1,419,830 4,264,392
March 31, 2017
Option exercisable at the
4,120 69,770 172,340 1,167,869 1,164,172 - 2,578,271
year end
Weighted average of remain-
ing contractual life (years) at 1.11
the year end

160
Notes forming part of standalone financial statements

25 As per RBI guidelines on Securitisation DNBR (PD) CC. No.002/03.10.001/2014-15 dated November 10, 2014 the details
of securitisation are given below:

March 31, 2017 March 31, 2016

Particulars
Numbers/Amount Numbers/Amount
(Rs.) (Rs.)
No of SPVs sponsored by the NBFC for securitisation transactions - 7
Total amount of securitised assets as per books of the SPVs Spon-
- 3,942,200,847
sored

Total amount of exposures retained by the NBFC to comply with

MRR as on the date of Balance sheet
a) Off-balance sheet exposures
First loss - 246,531,114
Others
b)On-balance sheet exposures
First loss - 199,180,491
Others
Amount of exposures to securitisation transactions Other than
MRR
a) Off-balance sheet exposures
i)Exposure to own securitizations
First loss NIL NIL
Loss NIL NIL
ii)Exposure to third party securitisations
First loss NIL NIL
Others NIL NIL
b) On-balance sheet exposures
i)Exposure to own securitisations
First loss NIL NIL
Others NIL NIL
ii) Exposure to third party securitisations
First loss NIL NIL
Others NIL NIL

25.1 Details of Financial Assets sold to Securitisation Company

(Amount in Rupees)
Particulars March 31, 2017 March 31, 2016
No. of accounts - 311,925
Aggregate value of accounts sold to Securitisation Company - 3,942,200,847
Aggregate Consideration - 3,694,171,165

Additional consideration realized in respect of accounts transferred

- -
in earlier years

Quantum of credit enhancement in the form of deposits - 199,180,491

Aggregate gain /( loss) over net book value excluding service fee - 52,870,277

161
 Notes forming part of standalone financial statements

26 Disclosure on Specified Bank Notes (SBN):

(Amount in Rupees)
Other Denomination
Particulars SBNs Total
notes
Total Total
Closing Balance as at November 8, 2016 73,089,000 22,776,159 95,865,159
Transactions between November 9, 2016 and
-
December 30, 2016
Add: Withdrawal from Bank accounts 1,093,417,200 1,093,417,200
Add: Receipts for permitted transactions - -
Add: Collection from customers from November
23,558,000 10,957,938,491
9, 2016 and December 30, 2016 (Refer Note (ii)) 10,981,496,491
Add : Receipts for non-permitted transactions (if
-
any)
Less : Paid for permitted transactions -
Less : Paid for non-permitted transactions (if any) -
Less : Cash Disbursements (Refer Note (ii)) 6,400,707,757 6,400,707,757
Less: Deposited in bank accounts 5,235,089,822 5,235,089,822
Denomination as per authorisation letter 22,530,000 22,530,000
Denomination as per Bank challan 29,523,500 29,523,500
Customer directly deposited (Refer Note (iii)) 23,558,000 23,558,000
No denomination (Refer Note (iv)) 21,035,500 21,035,500
-
Less : Petty cash expenditure (Refer Note (ii)) 68,650,224 68,650,224
Closing balance as at December 30, 2016 369,684,048
The Company confirms that the above information is given as per the records available with the Company. The Company has
complied with the relevant regulations in this regard.

Note (i): SBN shall have the same meaning as provided in the notification of the Government of India, in the Ministry of
Finance, Department of Economic Affairs number S.O. 3407(E), dated 8th November, 2016.

Note (ii): Our accounting system does not capture the denomination-wise details of disbursements, collections and
expenditure.

Note (iii): This represents installments deposited by the customers directly to Company bank accounts as per representation
given by the management.

Note (iv): Bank deposit slips do not contain denomination details of amount deposited. The company is in process of obtaining
the same.

162
Notes forming part of standalone financial statements

27 Corporate Social Responsibility

a) Gross amount required to be spent by the company during the year ended March 31, 2017 Rs. 31,356,180/-
(PY. Rs. 16,500,523/-).

b) Amount spent during the period on: (Amount in Rupees)

Yet to be paid in
Particulars In Cash Total
Cash
Construction/acquisition of any asset 18,728,705 - 18,728,705
On purposes other than above 8,102,883 - 8,102,883

Amount spent during the year 2015-16 on: (Amount in Rupees)

Yet to be paid in
Particulars In Cash Total
Cash
Construction/acquisition of any asset 14,226,398 - 14,226,398
On purposes other than above 3,551,995 - 3,551,995

28 As at 31st March 2017, the Company has received an amount of Rs. 5,287,610/- share application money (including a pre-
mium of Rs. 4,464,158) towards the exercise of 82,345 vested options by eligible employees under various ESOP Schemes
of the Company. The Company has sufficient authorised capital to cover the allotment of these shares and pending allot-
ment of shares, the amounts are maintained in a designated bank account and are not available for use by the Company.
The Company has completed the allotment of shares on April 13, 2017 for the aforesaid options.

29 Previous year figures have been regrouped / reclassified wherever necessary to correspond with the current year classi-
fication / disclosure.

Place: Bengaluru
Date: April 27, 2017

163
 Schedule to the Balance Sheet of Ujjivan Financial Services Limited ((Formerly Ujjivan Financial Services Private
Limited)-a Non Deposit taking Non Banking Financial Company
(as required in terms of Paragraph 13 of Systemically Important Non-Banking Financial (Non-Deposit Accepting or
Holding) Companies Prudential Norms (Reserve Bank) Directions, 2015 )

Rs. in Lakh
Particulars
Amount
Liabilities side Amount Overdue
outstanding
Loans and advances availed by the Non Banking
(1)
finance
company inclusive of interest accrued thereon but not
paid

a) Debentures -Secured Nil NA

- Unsecured Nil NA
(other than falling within the meaning of public
deposits)
b) Deferred Credits Nil NA
c) Term Loans Nil Nil
d) Inter corporate Loans and borrowing Nil NA
e) Commercial Paper Nil NA
e) Public Deposit NA NA
f) Other loans (Cash credit from banks) Nil NA

Assets Side
Amount
(2) Break up of Loans and advances including
outstanding
Bills Receivables (Other than those included
in 4 below:)
a) Secured Nil

b) Unsecured:
i) Long term loans and advances 3
ii) Receivable from financing activities Nil
iii) Short term loans and advances 22
iv) Other current assets 2
v)Other non current assets Nil

(3) Break up of Leased assets and stock on hire

and other assets counting towards AFC activities
(i) Lease assets including lease rentals under Sundry
Debtors
(a) Financial Lease Nil
(b) Operating Lease Nil
(ii) Stock on assets including hire charges under Sundry
Debtors
a) Assets on Hire Nil
b) Repossessed Assets Nil
(iii) Other loans counting towards AFC activities
a) Loans where assets have been repossessed Nil
b)Loans other than (a) above Nil

164
 Particulars
(4) Break up of Investments
Current Investments Nil Nil
1. Quoted
(i) Shares - a Equity
b Preference
(ii) Debentures and bonds
(iii) Units of mutual funds
(iv) Government Securities
(v) Others
2. Unquoted
(i) Shares - a Equity
b Preference
(ii) Debentures and bonds
(iii) Units of mutual funds
(iv) Government Securities
(v) Others

Long term investments Nil Nil

1.Quoted
(i) Shares - a Equity
b Preference
(ii) Debentures and bonds
(iii) Units of mutual funds
(iv) Government Securities
(v) Others
2. Unquoted
(i) Shares - a Equity 144,004 Nil
b Preference 20,000
(ii) Debentures and bonds
(iii) Units of mutual funds
(iv) Government Securities
(v) Others

Particulars
(5) Borrower Group wise classification of assets financed as in (2) & (3) above
Please see note 2 below
Amount Net of Provisions
Category Secured Unsecured Total
(i) Related parties**
a Subsidiaries Nil Nil Nil
b Companies in the Same Group Nil Nil Nil
c Other related parties Nil Nil Nil

2. Other than related parties Nil Nil Nil

Total Nil Nil Nil

165
 (6) Investor Group wise classification of all investments(Current and long term) in shares and
securities
(both quoted and unquoted) please see note 3 below

Market value/
Category Book Value
Breakup
or fair value or
(Net of Provisions)
NAV
(i) Related parties** Nil Nil
a Subsidiaries Nil 164,004
b Companies in the Same Group Nil Nil
c Other related parties Nil Nil
2. Other than related parties Nil 0
Total Nil 164,004

** As per accounting standard of ICAI (Please see note 3 )

(7) Other information

Particulars Amount
(i)Gross Non performing Assets
a. Related parties Nil
b. Other than related parties Nil
(ii)Net Non performing Assets
a. Related parties Nil
b. Other than related parties Nil
(iii)Assets acquired in satisfaction of debt Nil

Notes:
1. As defined in paragraph 2(1)(xii) of the Non-Banking Financial Companies Acceptance in public Deposit (Reserve Bank)
Directions,1998.
2. Provisioning norms shall be applicable as prescribed in Systemically Important Non-Banking Financial (Non-Deposit
Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2015.
3. All Accounting Standards and Guidance Notes issued by ICAI are applicable including for valuation of investments and other
assets also assets acquired in satisfaction of debt. However, market value in respect of quoted investments and break up/fair
value/NAV in respect of unquoted investments should be disclosed irrespective of whether they are classified as long term or
current in (4) above.

Place: Bengaluru
Date : April 27, 2017

166
Business Responsibility Report Of Ujjivan Financial Services Limited FY 2016-17

COMPANYS PHILOSOPHY ON CORPORATE GOVERNANCE

Ujjivan Financial Services Limited (the Company / Ujjivan) recognizes its role as a corporate citizen and endeavors to adopt the
best practices and the highest standards of Corporate Governance through transparency in business ethics, accountability to its
customers, government and others. The Companys activities are carried out in accordance with sound corporate culture and the
Company is constantly striving to better them.

SECTION A - General Information about the Company:

Sr. Particulars Company Information

(i) Corporate Identity Number (CIN) : L65999KA2004PLC035329

(ii) Name of the Company : Ujjivan Financial Services Limited

(iii) Address of the Registered Office and Contact : Grape Garden, No. 27, 3rd A Cross, 18th Main, 6th
Details Block, Koramangala, Bangalore 560095, Karnataka
(iv) Website : www.ujjivan.com
(vi) Email id : [email protected]
(vii) Financial Year Reported : FY 2016-17
(viii) Sector(s) that the Company is engaged in : As on March 31, 2017 the Company is a NBFC-MFI.
(industrial activity code-wise) The NIC Code is 64990. However the micro finance
lending business has been transferred to its wholly
owned subsidiary Ujjivan Small Finance Bank
Limited (USFB)

(please refer note 1 below)

(ix) List three key products/services that the : The Company is a NBFC-MFI and the Company has
Company manufactures/provides (as in balance applied for its registration as a Core Investment
sheet) Company for which RBI approval is awaited
(x) Total number of locations where business : The Company as on March 31, 2017 carries its
activity is undertaken by the Company business from its registered office and has no
branches.

Nil
(a) Number of International Locations
: 1 (Registered Office); however its subsidiary USFB
(b) Number of National Locations has 457 branches all across the country out of which
: 15 are small finance bank branches.

(xi) Markets served by the Company Local/State/ : Ujjivan together with its subsidiary Ujjivan Small
National/International Finance Bank Limited serves the national market
only

167
 Note 1

The Company as on March 31, 2017 is registered with RBI as a NBFC-MFI; however the application for its registration as a NBFC-
Core Investment Company (CIC) is in process and the final approval and registration from the RBI is awaited. Once the CIC
registration is received, the NIC Code of the Company will change.

SECTION B Financial Details of the Company:

Sr. Particulars Company Information

(i) Paid-up Capital as on March 31, 2017 : 119,377,072 equity shares of Rs. 10 each aggregating
to Rs. 1,193,770,720
(ii) Total Turnover: (in Rs.)

(a) Standalone : 11,875,293,619

(b) Consolidated : 14,061,603,982

(iii) Total Profit After Tax:

(a) Standalone : 2,076,360,395

(b) Consolidated : 2,076,711,165

(iv) Total Spending on Corporate Social : 1.29%
Responsibility (CSR) as percentage of profit
after tax (%) Refer note 2
(vi) List of activities in which expenditure in (iv) : Please refer Annexure 4 of the Boards Report
above has been incurred
Note 2:

The Company has been spending on the CSR programs even before it was made mandatory under the Companies Act, 2013.
Due to lack of quality projects available, there was a shortfall of Rs. 45.24 Lakh which the Company could not spend in the FY
2016-17.

The Board had a consensus that the unspent portion of Rs. 45.24 Lakh be carried forward and be spent in the FY 2017-18 in
addition to the CSR requirements for the FY 2017-18.

SECTION C Other Details of the Company:

Sr. Particulars Company Information

(i) Does the Company have any Subsidiary : Yes, the Company has a wholly owned subsidiary
Company/ Companies? Ujjivan Small Finance Bank Limited
(ii) Do the Subsidiary Company participate in the During the FY 2016-17, the Company carried out the
BR Initiatives of the parent company? If yes, BR initiatives. However, going forward, the Company
then indicate the number of such subsidiary : is expected to get participation to the extent legally
company(s) permissible by its subsidiary
:
(iii) Do any other entity/entities (e.g. suppliers, : No
distributors etc.) that the Company does
business with, participate in the BR initiatives
of the Company? If yes, then indicate the
percentage of such entity/entities? [Less than
30%, 30-60%, More than 60%]

168
 SECTION D BUSINESS RESPONSIBILITY INFORMATION:

(1) Details of Director/Directors responsible for BR

Sr. Particulars Company Information

(a) Details of the Director/Director responsible
for implementation of the BR policy/policies
1. DIN Number : 06480567
2. Name : Ms. Sudha Suresh
3. Designation : Managing Director & Chief Executive Officer
(b) Details of the BR Head
1. DIN Number : Not Applicable
2. Name : Sanjeev Barnwal
3. Designation : Company Secretary and Compliance Officer
4. Telephone Number : 080-40712121
5. email id : [email protected]

(2) Principle-wise (as per National Voluntary Guidelines (NVGs)) Business Responsibility Policy / policies

Principles to Assess Compliance with Environmental, Social and Governance Norms

Sr. Principle Company Information

1) Principle 1 : Businesses should conduct and govern themselves with Ethics, Transparency and
Accountability
2) Principle 2 : Businesses should provide goods and services that are safe and contribute to sus-
tainability throughout their life cycle

3) Principle 3 : Businesses should promote the wellbeing of all employees

4) Principle 4 : Businesses should respect the interests of, and be responsive towards all stakehold-
ers, especially those who are disadvantaged, vulnerable and marginalized.
5) Principle 5 Businesses should respect and promote human rights
6) Principle 6 : Business should respect, protect, and make efforts to restore the environment
7) Principle 7 Businesses, when engaged in influencing public and regulatory policy, should do so
in a responsible manner
8) Principle 8 : Businesses should support inclusive growth and equitable development
9) Principle 9 : Businesses should engage with and provide value to their customers and consum-
ers in a responsible manner

169
 (a) Details of Compliance (Reply in Y / N)

Sr. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1) Do you have a policy/ policies for Y Y Y Y Y Y N Y Y
2) Has the policy being formulated in con- Y Y Y Y Y Y N Y Y
sultation with the relevant stakehold-
ers?
3) Does the policy conform to any na- Y - Y Y Y Y N Y Y
tional / international standards? If yes,
specify?
4) Has the policy being approved by the Y Y Y Y Y Y N Y Y
Board?

Is yes, has it been signed by MD/ owner/

CEO/ appropriate Board Director? Y Y Y Y Y Y NA Y Y
5) Does the company have a specified Y Y Y Y Y Y NA Y Y
committee of the Board/ Director/ Of-
ficial to oversee the implementation of
the policy?
6) Indicate the link for the policy to be http://www.ujjivan.com/html/ujjivan_policies.php
viewed online? http://www.ujjivan.com/html/corporate_governance.php
7) Has the policy been formally communi- Y Y Y Y Y Y NA Y Y
cated to all relevant internal and exter-
nal stakeholders?
8) Does the company have in-house struc- Y Y Y Y Y Y NA Y Y
ture to implement the policy/ policies
9 Does the Company have a grievance Y N Y Y Y Y NA N Y
redressal mechanism related to the
policy/ policies to address stakeholders
grievances related to the policy/ poli-
cies?
10) Has the company carried out indepen- N N N N N N NA N N
dent audit/ evaluation of the working
of this policy by an internal or external
agency?

(b) If answer to the question at serial number 1 against any principle, is No, please explain why: (Tick up to 2 options)

Sr. Questions P1 P2 P3 P4 P5 P6 P7 P8 P9
1) The company has not understood the - - - - - - - - -
Principles
2) The company is not at a stage where Y
it finds itself in a position to formulate
and implement the policies on specified
principles
3) The company does not have financial or - - - - - - - - -
manpower resources available for the
task
4) It is planned to be done within next 6 - - - - - - - - -
months
5) It is planned to be done within the next - - - - - - - - -
1 year
Any other reason (please specify) -

(3) Governance related to BR

(a) Indicate the frequency with which the Board of Directors, Committee of the Board or CEO to assess the BR performance of the
Company. Within 3 months, 3-6 months, Annually, More than 1 year

Annually

(b) Does the Company publish a BR or a Sustainability Report? What is the hyperlink for viewing this report? How frequently it is
published?

Yes, the BRR is provided on the website of the Company www.ujjivan.com.

170
SECTION E: PRINCIPLE-WISE PERFORMANCE

Principle 1: Businesses should conduct and govern themselves with Ethics, Transparency and Accountability

1. Does the policy relating to ethics, bribery and corruption cover only the company? Yes/ No. Does it extend to the Group/Joint
Ventures/ Suppliers/Contractors/NGOs /Others?

The Company recognizes its role as a corporate citizen and endeavors to adopt the best practices and the highest standards
of Corporate Governance through transparency in business ethics, accountability to its customers, government and others.
The Companys activities are carried out in accordance with good corporate practices and the Company is constantly striving
to better them and adopt the best practices.

The Companys Code of conduct is applicable in all dealings/ transactions of the Companys staff inter se or with customers,
regulators, investors or other Governmental agencies.

2. How many stakeholder complaints have been received in the past financial year and what percentage was satisfactorily
resolved by the management? If so, provide details thereof, in about 50 words or so.

Stakeholders Complaints
Complaints No. of Complaints No. of Complaints % of Complaints Resolved
Received Resolved
Shareholder Complaints 406* 406 100%

* the Company got its shares listed in NSE and BSE on May 10, 2016. The majority of the Complaints pertained to the non-
allotment of shares in the IPO, non-receipt of refund orders and non-receipt of annual reports.

Principle 2: Businesses should provide goods and services that are safe and contribute to sustainability throughout their
life cycle

1. List up to 3 of your products or services whose design has incorporated social or environmental concerns, risks and/or
opportunities.

The Company as on the date is a RBI registered NBFC-MFI; however the Company has transferred its business undertaking to
its wholly owned subsidiary Ujjivan Small Finance Bank Limited. The Company has applied for its registration as a NBFC-Core
Investment Company (CIC) for which approval from RBI is awaited.

Hence, the Company doesnt have any business other than making investment in its group companies and in any other
permissible investments. However, the Company has adhered to ensure that all its investee companies has adhered and
incorporated all social or environmental concerns.

2. For each such product, provide the following details in respect of resource use (energy, water, raw material etc.) per unit of
product(optional):

The Companys business operation is such that the above question is not applicable.

3. Does the company have procedures in place for sustainable sourcing (including transportation)?

The Company, being an Investment Company, is relatively less resource intensive in terms of material inputs. Our major
material requirements are office, communications and IT related equipment for which necessary sourcing is being undertaken
by the management.

4. Has the company taken any steps to procure goods and services from local & small producers, including communities
surrounding their place of work?

(a) If yes, what steps have been taken to improve their capacity and capability of local and small vendors?

Not applicable to the Company considering its business operations.

171
 Principle 3: Businesses should promote the wellbeing of all employees

Sr. Questions Status

1. Please indicate the Total number of employees. 4
2. Please indicate the Total number of employees hired on temporary/contractual/casual Nil
basis.
3. Please indicate the Number of permanent women employees. Nil
4. Please indicate the Number of permanent employees with disabilities Nil
5. Do you have an employee association that is recognized by management? No
6. What percentage of your permanent employees is members of this recognized employ- N.A.
ee association?
7. Please indicate the Number of complaints relating to child labour, forced labour, invol- Nil
untary labour, sexual harassment in the last financial year and pending, as on the end of
the financial year.
8. What percentage of your under mentioned employees were given safety & skill up-gra-
dation training in the last year?

(a) Permanent Employees

0%
(b) Permanent Women Employees
N.A.
(c) Casual/Temporary/Contractual Employees
N.A.
(d) Employees with Disabilities
N.A.

Principle 4: Businesses should respect the interests of, and be responsive towards all stakeholders, especially those who
are disadvantaged, vulnerable and marginalized.

1. Has the company mapped its internal and external stakeholders?

Yes

2. Out of the above, has the company identified the disadvantaged, vulnerable & marginalized stakeholders?

Yes

3. Are there any special initiatives taken by the company to engage with the disadvantaged, vulnerable and marginalized
stakeholders. If so, provide details thereof, in about 50 words or so.

The group has carried our various health camps, blood donation camps for its employees and customers and their families.
Also, the Company supports the financial literacy programs to educate the society at large.

Ujjivan was ranked #1 amongst the best companies to work in the microfinance industry in 2015 by the Great Place to Work
Institute in collaboration with The Economic Times.

Principle 5: Businesses should respect and promote human rights

1. Does the policy of the company on human rights cover only the company or extend to the Group/Joint Ventures/Suppliers/
Contractors/NGOs/Others?

The Company is firmly committed to fairness and objectivity in all its action and interactions with all its stakeholders including
customers, employees and vendors. Justice and fairness is imbibed in the Companys fabric to ensure procedural fairness,
impartiality and consistency in its operations. The Company believes in providing facilities to customers in a fair and transparent
manner.

The Forbes India Leadership Awards (FILA) recognize and honour outstanding business leaders from a wide spectrum of Indian
entrepreneurs. Mr. Samit Ghosh (MD & CEO of the Company till January 31, 2017) won the Entrepreneur with Social Impact
award. This award was for setting up an institution that provides financial access to approximately 26 lakh of Indias Urban
and Semi-urban working poor, a majority of them women, and for providing financial services to the wither to unbanked
population in rural areas.

2. How many stakeholder complaints have been received in the past financial year and what percent was satisfactorily resolved
by the management?

Please refer to the response under principle 1.

172
Principle 6: Business should respect, protect, and make efforts to restore the environment

1. Does the policy related to Principle 6 cover only the company or extends to the Group/Joint Ventures/Suppliers/Contractors/
NGOs/others.

Ujjivan has continuously conducted self-sustained CSR programs along with staff, customers and the communities. Ujjivan
CSR Programs has mainly focused on the Government of India dream project Swachh Bharat Abhiyan by carrying out the
following activities during the year:

Supporting educational institutions and Improved sanitation facilities in Girls school in the working areas which
immediately benefited thousands of Girls Students.

Providing safe drinking water facilities and renovation of basic facilities at Government Schools and Primary Health
care centers

Providing public facilities like police barricades, road, bridge, safe grills/ protection wall for old wells, staircase,
street solar lights etc.

Providing basic amenities and infrastructure for orphanages, old-age homes and people with disability

2. Does the company have strategies/ initiatives to address global environmental issues such as climate change, global warming,
etc? Y/N. If yes, please give hyperlink for webpage etc.

Not applicable

3. Does the company identify and assess potential environmental risks? Y/N

Not applicable

4. Does the company have any project related to Clean Development Mechanism? If so, provide details thereof, in about 50
words or so. Also, if Yes, whether any environmental compliance report is filed?

Not applicable

5. Has the company undertaken any other initiatives on clean technology, energy efficiency, renewable energy, etc. Y/N. If yes,
please give hyperlink for web page etc.

Not applicable

6. Are the Emissions/Waste generated by the company within the permissible limits given by CPCB/SPCB for the financial year
being reported?

Not applicable

7. Number of show cause/ legal notices received from CPCB/SPCB which is pending (i.e. not resolved to satisfaction) as on end
of the Financial Year.

None

Principle 7: Businesses, when engaged in influencing public and regulatory policy, should do so in a responsible manner

1. Is your company a member of any trade and chamber or association? If Yes, Name only those major ones that your business
deals with

The Company is a member of Microfinance Institutions Network (MFIN) and Association of Karnataka Microfinance Institutions

The company is not at a stage where it finds itself in a position to formulate and implement the policies on specified principles and
hence does not have a separate policy for this principle.

Principle 8: Businesses should support inclusive growth and equitable development

1. Does the company have specified programmes/initiatives/projects in pursuit of the policy related to Principle 8? If yes details
thereof.

The Company alongwith its subsidiary supports inclusive growth and equitable development of all the relevant stakeholders
through various trainings and development programs for its employees.

Ujjivan was awarded the Skoch Order-of-Merit for qualifying as one of Indias best in 2015 for capacity building and financial
literacy.

2. Are the programmes/projects undertaken through in-house team/own foundation/external NGO/government structures/any
other organization?

173
 The programmes / projects undertaken by the Company are both in-house and through external NGOs and other organizations.

3. Have you done any impact assessment of your initiative?

Yes,

4. What is your companys direct contribution to community development projects- Amount in INR and the details of the
projects undertaken

Ujjivan has continuously conducted self-sustained Corporate Social responsibility (CSR) programs along with staff, customers
and the communities. Ujjivan CSR Programs has mainly focused on the Government of India dream project Swachh Bharat
Abhiyan by carrying out the following activities during the year:

Supporting educational institutions and Improved sanitation facilities in Girls school in the working areas which
immediately benefited thousands of Girls Students.

Providing safe drinking water facilities and renovation of basic facilities at Government Schools and Primary Health
care centers

Providing public facilities like police barricades, road, bridge, safe grills/ protection wall for old wells, staircase,
street solar lights etc.

Providing basic amenities and infrastructure for orphanages, old-age homes and people with disability

Please refer Annexure 4 of the Boards Report for further details.

5. Have you taken steps to ensure that this community development initiative is successfully adopted by the community? Please
explain in 50 words, or so.

We have always ensured through the community development initiative taken by the Company is successfully adopted
towards achieving the desired results for the betterment of the society at large.

Principle 9: Businesses should engage with and provide value to their customers and consumers in a responsible manner.

1. What percentage of customer complaints/consumer cases are pending as on the end of financial year.
No complaints are pending as on the end of the financial year

2. Does the company display product information on the product label, over and above what is mandated as per local laws? Yes/
No/N.A. /Remarks(additional information)

Not applicable

3. Is there any case filed by any stakeholder against the company regarding unfair trade practices, irresponsible advertising and/
or anti-competitive behavior during the last five years and pending as on end of financial year. If so, provide details thereof, in
about 50 words or so.
There is no case pending against the Company as on the end of the financial year.

4. Did your company carry out any consumer survey/ consumer satisfaction trends?

Ujjivan at periodic intervals has evaluated the customer and employee satisfactions.

Ujjivan has consistently been recognized for its excellence in providing customer centric services, a fulfilling career to its
employees, social performance, transparency and innovations. Ujjivan received the prestigious Microfinance Organization for
the Year award in 2011 and since 2009 it has always been recognized as one of the Best Place to Work in India and has been
ranked 3rd in the year 2016. It has also been ranked among the Top 100 Innovative Companies. In 2010, Ujjivan was awarded
the Gold Social Performance Reporting as well as MFI Transparency awards.

174
NOTICE TO THE 13TH RESOLVED THAT Mr. Amit Gupta (DIN: 02282600), who

ANNUAL GENERAL
retire by rotation and being eligible offers himself for re-
appointment, be and is hereby re-appointed as a Director of
the Company liable to retire by rotation.
MEETING Special Business:

Item No. 5 - To approve the appointment of Ms. Sudha

Notice is hereby given that the 13th Annual General Meeting Suresh (DIN: 06480567) as the Managing Director and
(AGM) of the members of Ujjivan Financial Services Limited Chief Executive Officer of the Company for a period of 3
(the Company) will be held on Friday, August 04, 2017 at years w.e.f. February 01, 2017
03:30 PM at Annex II, No. 23-26, Grape Garden, No. 17th H
Main, 6th Block, Koramangala, Bangalore 560095, Karnataka, To consider and if deemed fit, to pass with or without
India to transact the following business: modification(s), the following resolution as a Special
Resolution:-
Ordinary Business:
RESOLVED THAT pursuant to the provisions of Sections 196,
Item No. 1 - Adoption of Financial Statements 197, 198 read with Schedule V and other applicable provisions,
if any, of the Companies Act, 2013 (the Act) and Rules made
To consider and if thought fit, to pass, with or without thereunder (including any statutory modification(s) or
modification(s), the following resolution as an Ordinary re-enactment thereof, for the time being in force), the
Resolution relevant provisions of the Articles of Association of the
Company and all applicable guidelines issued by the Central
RESOLVED THAT the Standalone and the Consolidated Government from time to time and subject to such other
Audited Balance Sheet, Profit and Loss Account and the Cash approvals, as may be necessary, consent of the Members
Flow Statement for the Financial Year ended March 31, 2017 be and is hereby accorded to the appointment of Ms.
together with the Directors Report and Independent Auditors Sudha Suresh (DIN: 06480567) as the Managing Director
Report thereon as circulated to the members and laid before and Chief Executive Officer of the Company for a period of 3
the meeting be and are hereby received, considered, approved years w.e.f. February 01, 2017and upon the following terms
and adopted. and conditions including remuneration with further liberty
to the Board of Directors of the Company (hereinafter
Item No. 2 - Declaration of Dividend referred to as the Board which term shall be deemed
to include any Committee constituted / to be constituted by
To consider and if thought fit, to pass, with or without the Board) from time to time to alter the said terms and
modification(s), the following resolution as an Ordinary conditions of appointment and remuneration of Ms. Sudha
Resolution Suresh in the best interests and in accordance with the policy
of the Company and as may be permissible at law:
RESOLVED THAT the dividend of 8% i.e. Rs. 0.80 per equity
share as recommended by the Board of Directors of the A. Period:
Company at their meeting held on April 27, 2017, be and is
hereby approved and declared for the year ended March 31, The period of appointment is 3 (three years) w.e.f. February
2017. 01, 2017 i.e. till January 31, 2020 with the liberty to either
party to terminate the appointment on three months notice
Item No. 3 - Appointment of M/s Price Waterhouse in writing to the other.
Chartered Accountants LLP (FRN: 012754N/N500016) as
the Statutory Auditors of the Company for a period of B. Details of Fixed Remuneration, benefits and other
5 (five) years starting with FY 2017-18, and the fixing of terms & conditions
their remuneration
Sr. No. Remuneration per annum (Amount in Rs.)
To consider and if thought fit, to pass, with or without (1) Basic 3,750,000
modification(s), the following resolution as an Ordinary (2) Dearness Allowance -
Resolution (3) House Rent Allowance 1,500,000
(4) Vehicle Maintenance 39,600
RESOLVED THAT pursuant to the provisions of Section (5) Entertainment Allowance -
139, 141, 142, and other applicable provisions, if any, of (6) Other Allowances, if any -
the Companies Act, 2013, and the Companies (Audit and (a) Variable Allowance 1,790,400
Auditors) Rules, 2014, including any modification, variation (b) Education Allowance 2,400
or re-enactment thereof, M/s Price Waterhouse Chartered (c) Leave Travel Allowance 375,000
Accountants LLP (FRN: 012754N/N500016) be and is hereby (d) Food Coupon 15,600
appointed as the Statutory Auditors of the Company for a (e) Telephone Allowance 12,000
period of 5 (five) years commencing from the conclusion of (f) Medical Allowance 15,000
this 13th AGM till the conclusion of 18th AGM of the Company Gross Salary 75,00,000
Perquisites -
and that the Audit Committee and the Board of Directors
of the Company be and are hereby authorised to fix their Other benefits:
remuneration and other terms and conditions from time to 1. Gratuity as per the Payment of Gratuity Act, 1972
time.
2. Personal Accident Insurance as per the policy of the Company
Item No. 4 To appoint a director in place of Mr. Amit
Gupta (DIN: 02282600), who retires by rotation and being 3. Term Life Insurance, medical and health related benefits and
eligible, offers himself for re-appointment Insurance as per the policy of the Company
4. Leave and encashment of leave as per the policy of the
To consider and if thought fit, to pass, with or without
Company
modification(s), the following resolution as an Ordinary
Resolution

175
 Other terms and conditions Item No. 6 - To approve the revision in the limit of foreign
shareholding in the Company from 49% to 47% and
1. For the purposes of Gratuity, Provident Fund, submission thereof to RBI
Superannuation and other like benefits, if any, the service
of Ms. Sudha Suresh, Managing Director and Chief Executive To consider and if deemed fit, to pass with or without
Officer will be considered as continuous service with the modification(s), the following resolution as a Special
Company from the date of her joining the Company. Resolution:-

2. Annual remuneration review is effective April 01 each RESOLVED THAT pursuant to the provisions of Foreign
year, as per the policy of the Company; The Nomination Exchange Management Act, 1999 and the Foreign Exchange
and Remuneration Committee of the Board will review and Management (Transfer or Issue of Security by a Person
recommend the remuneration payable to the Managing Resident Outside India) Regulations, 2000 and all other
Director during the tenure of her appointment. applicable Rules, Regulations, Guidelines and laws (including
any statutory modifications or re-enactment thereof for the
3. The aggregate of the fixed remuneration and perquisites
time being in force) and subject to all applicable approvals,
as aforesaid in any financial year shall not exceed Rs.
permissions, sanctions and subject to such conditions as
12,500,000 per annum and shall be within the limit as
prescribed under Section 197, Section 198 and other may be prescribed by any of the concerned authorities while
applicable provisions of the Act and Rules made thereunder, granting such approvals, permissions, sanctions, the consent
read with Schedule V of the said Act or any statutory of the shareholders be and are hereby accorded to revise
modification(s) or re-enactment thereof for the time being in the maximum foreign shareholding limit of the Company
force. from 49% to 47% of its total share capital with the aggregate
foreign investment ceiling for NRI investment under Portfolio
4. When in any financial year, the Company has no profits Investment Scheme to remain at 10% and the total foreign
or its profits are inadequate, the remuneration including the investment from all sources i.e. FII / RFPI / NRI / ADR /GDR /
perquisites as aforesaid will be paid to Ms. Sudha Suresh in FDI /PIO in the Company would be restricted to the aforesaid
accordance with the applicable provisions of Schedule V of the ceiling of 47%.
Act, and subject to the approval of the Central Government, if
required. RESOLVED FURTHER THAT Ms. Sudha Suresh, Managing
Director and Mr. Sanjeev Barnwal, Company Secretary and
5. Ms. Sudha Suresh shall not be subject to retirement by Compliance Officer be and are hereby severally authorized
rotation during her tenure as the Managing Director and Chief to take all necessary actions in this regard and to correspond
Executive Officer of the Company. and make submission thereof with the RBI for monitoring the
6. Ms. Sudha Suresh shall not be paid any fees for attending foreign investment in the Company and to make the necessary
the meetings of the Board or any Committee(s) thereof of the filings and submissions, if any, to the relevant authorities so as
Company. to give effect to this resolution.

C. Variable Payment & Incentive:

Ms. Sudha Suresh will be eligible for the performance related By Order of the Board of Directors
bonus as per the HR policy of the Company subject to a maxi-
mum ceiling of Rs. 1,000,000 per annum. She will also be eligi-
ble for the grant of Employee Stock Options as may be decid- Place: Bangalore Sanjeev Barnwal
ed by the Board.
Date: April 27, 2017 Company Secretary
Any other allowances, benefits and perquisites as per the
and Compliance Officer
Rules applicable to the Senior Executives of the Company and
Membership No.: A19180
/ or which may become applicable in the future and / or any
other allowance, perquisites as the Board may from time to Notes:
time decide.
1. A Member entitled to attend and vote at the Annual
RESOLVED FURTHTER THAT the Board be and is hereby General Meeting (AGM or the Meeting) is entitled to appoint a
authorised to revise the remuneration payable to Ms. Sudha
proxy to attend and vote on a poll, instead of himself/ herself
Suresh during her tenure as MD & CEO of the Company
and the proxy need not be a Member of the Company. A
from time to time, subject however to the maximum fixed
person can act as proxy on behalf of Members upto and not
remuneration of Rs. 12,500,000 per annum and maximum
variable payment of Rs. 1,000,000 per annum subject to the exceeding fifty and holding in the aggregate not more than
overall compliance of the ceiling as prescribed under Section ten percent of the total share capital of the Company. Further,
197 of the Companies Act, 2013. a Member holding more than ten percent of the total share
capital of the Company carrying voting rights, may appoint a
RESOLVED FURTHER THAT in the event of absence or single person as proxy and such person shall not act as proxy
inadequacy of net profits of the Company in any financial year, for any other person or Member. The instrument appointing
the payment of remuneration to Ms. Sudha Suresh shall be proxy should, however, be deposited at the Registered Office
governed by Section II of Part II of Schedule V of the Act and of the Company not later than forty-eight hours before the
rules made thereunder, as amended from time to time. commencement of the Meeting.
RESOLVED FURTHER THAT the remuneration as approved 2. An Explanatory Statement pursuant to Section 102(1) of
by the Board and paid to Ms. Sudha Suresh from the date of the Companies Act, 2013 relating to the Special Business to be
her appointment i.e. from February 01, 2017 till date on the transacted at the Meeting is annexed hereto.
above terms & conditions be and is hereby ratified. 3. Members/Proxies should fill the Attendance Slip for
attending the Meeting and bring their Attendance Slips along
with their copy of the Annual Report to the Meeting.
4. In case of Joint holders attending the Meeting, only such
joint holder who is higher in the order of names will be entitled
to vote.
176
5. Members who hold shares in dematerialized form are whose e-mail addresses have been made available to the
requested to write their DP ID and Client ID number(s) and Company /Depository Participants unless the Member has
those who hold share(s) in physical form are requested to requested for a hard copy of the same. For Members who
write their Folio Number(s) in the attendance slip for attending have not registered their e-mail addresses, physical copies of
the Meeting to facilitate identification of membership at the the Annual Report for FY 2016-17 and this Notice inter-alia
Meeting. indicating the process and manner of Remote e-voting along
with attendance slip and proxy form, will be sent to them in
6. Corporate Members are requested to send a duly
the permitted mode.
certified copy of the board resolution authorizing their
representative(s) to attend and vote on their behalf at the In support of the Green Initiative, the Company hereby request
Meeting. Members who have not updated their email IDs to update
the same with their respective Depository Participant(s) or
7. The register of members and share transfer books of the
the Karvy for receiving communications from the Company
Company would remain closed from Saturday, July 29, 2017
electronically. Further, Members holding shares in electronic
to Friday, August 04, 2017 (both days inclusive).
mode are requested to direct change of address notifications
8. Dividend on equity shares as recommended by the and updates of savings bank account details to their respective
Board of Directors for the year ended March 31, 2017, Depository Participant(s). Members holding shares in physical
if approved at the Meeting, will be payable to those mode are also requested to update their email addresses
Members who hold shares: by writing to the R &T of the Company quoting their folio
(a) In dematerialized mode, based on the beneficial number(s).
ownership details to be received from National Securities 15. The Company will use electronic mode of payment
Depository Limited and Central Depository Services (India) for making cash payment to the investors. In the cases of
Limited as at the close of business hours on Friday, July 28, shareholder/s, where it is not possible to effect electronic
2017. payment, the dividend warrant instruments would be issued
(b) In physical mode, if their names appear in the to them. Shareholders who are holding shares in Electronic
Companys Register of Members after giving effect to all valid Form are requested to contact their respective Depository
transfers in physical form lodged with the Company and / or Participants (DP) only for updating their bank details. They
its Registrar and Transfer Agents on or before Friday, July 28, are also advised to seek Client Master Advice from their
2017. respective DP to ensure that correct updation has been carried
out in their record. It may be noted that the bank details data
9. Members wishing to claim unclaimed dividends are provided by the Depositories is solely used by the Company to
requested to correspond with the Company Secretary of the effect the payment of dividend. Hence, it is utmost necessary
Company, at the Companys registered office. Members are for shareholders to ensure that the correct bank details are
requested to note that dividends which not claimed within updated with DPs.
seven years from the date of transfer to the Companys Unpaid
Dividend Account, will, as per the provisions of Section 205A 16. For registration of transfer of physical securities, the
of the Companies Act, 1956 (Section 124 of the Companies transferee(s) as well as transferor(s) shall furnish copy of
Act, 2013), be transferred to the Investor Education and PAN card to the Company for registration of such transfer of
Protection Fund. securities.

10. Members can avail of the facility of nomination in respect 17. In terms of Sections 108 of the Companies Act, 2013 read
of shares held by them in physical form pursuant to the with the Companies (Management and Administration) Rules,
provisions of section 72 of the Companies Act, 2013. Members 2014 as amended, and Regulation 44 of the SEBI (Listing
desiring to avail of this facility may send their nomination in the Obligations and Disclosure Requirements) Regulations, 2015,
prescribed Form No. SH-13 duly filled, to Karvy Computershare the Company is providing the e-voting facility to its Members
Private Limited (Karvy), Registrar and Transfer Agent (R&T) holding shares in physical or dematerialized form, as on the
of the Company. Members holding shares in electronic form cut-off date, being Friday, July 28, 2017, to exercise their right
may contact their respective Depository Participants for to vote through electronic means from a place other than the
availing this facility. venue of the Meeting on any or all of the businesses specified in
the accompanying Notice (the Remote e-voting). The Remote
11. Brief profile and other required information about e-voting commences on Monday, July 31, 2017 (10:00 A.M.)
the Directors proposed to be appointed or re-appointed, and ends on Thursday, August 03, 2017 (5:00 P.M.). Detail of
as required under Regulation 36 of the Securities and the process and manner of Remote e-voting along with the User
Exchange Board of India (Listing Obligations and Disclosure ID and Password is being sent to all the Members along with this
Requirements) Regulations, 2015 is attached to this Notice. Notice.
12. Relevant documents referred to in the accompanying 18. In terms of the Companies (Management and
Notice are open for inspection by the Members at the Administration) Rules, 2014 with respect to the Voting through
Registered Office of the Company on all working days between electronic means, the facility for voting through electronic
10.00 A.M. and 12.00 noon up to the date of the Meeting. voting system (Insta Poll) shall be made available at the AGM.
This notice and the Annual Report will also be available on the The Members attending the meeting should note that those
Companys website https://www.ujjivan.com/annualreports. who are entitled to vote but have not exercised their right to
html for download. vote through Remote e-voting, may vote at the AGM through
13. The Members, desiring any information relating to the Insta Poll for all businesses specified in the accompanying
accounts, are requested to write to the Company at an early Notice. The Members who have exercised their right to vote
date, so as to enable the management to keep the information through Remote e-voting may attend the AGM but shall not
ready. vote at the AGM. The voting rights of the Members shall be in
proportion to their shares of the paid-up equity share capital of
14. Pursuant to sections 101 and 136 of the Companies Act, the Company as on the cut-off date being Friday, July 28, 2017.
2013 read with the Rules framed thereunder, the Annual
Report for FY 2016-17 and this Notice, inter alia indicating the 19. The Company has engaged the services of Karvy
process and manner of Remote e-voting along with attendance Computershare Private Limited as the Agency to provide
slip and proxy form are being sent by e-mail to those Members Remote e-voting facility.

177
 20. The Board of Directors has appointed Mr. S. Kannan, her association with Ujjivan, she has been responsible for areas
Consultant Company Secretary (FCS 6261, holding CP No. of strategic business planning and budgetary controls, equity
13016), as a Scrutinizer to scrutinize the voting through capital and debt syndication, treasury management, accounts
Remote e-voting and voting process at AGM in a fair and and taxation as well as management of Board and regulatory
transparent manner. compliances. Recently, she successfully spearheaded the
Companys IPO to list the Companys shares on BSE and NSE
21. The Results on above resolutions shall be declared not and ably supported the transition of the Company into a small
later than 48 hours from the conclusion of the AGM of the finance bank through its subsidiary Ujjivan Small Finance Bank
Company and the resolutions will be deemed to be passed on Limited.
the AGM date subject to receipt of the requisite number of
votes in favor of the resolutions. The remuneration and other terms and conditions of
Ms. Sudha Suresh appointment as Managing Director and
22. The Results of voting declared along with Scrutinizers Chief Executive Officer as set out in the resolution is subject
Report(s) will be published on the website of the Company to your approval.
(www.ujjivan.com) and on Service Providers website (https://
evoting.karvy.com) within 48 hours from the conclusion of the In terms of the provisions of the ESOP Scheme 2015, 13,710
AGM and the same shall also be simultaneously communicated options have been granted to Ms. Sudha Suresh during the
to the BSE Limited and the National Stock Exchange of India FY 2016-17.
Limited. Ms. Sudha Suresh is a member of the Companys Stakeholders
23. The route map of the venue of the Meeting is given in Relationship Committee, Risk Management Committee, ALCO
the Notice. Committee, Investment Committee and Corporate Social
Responsibility Committee.
24. Detail of the process and manner of Remote e-voting
along with the User ID and Password is being sent to all Other details required to be disclosed in terms of regulation
the Members along with this Notice. In case of any queries 36 of SEBI Listing Regulations and the provisions of Secretarial
/ grievances relating to voting by electronic means, the Standard on General Meetings form part of this Notice.
Members / Beneficial owners or in case any person, acquires Accordingly, the Board recommends the resolution set forth in
shares of the Company and become member of the Company item no. 5, for the approval by the members of the Company.
after dispatch of the notice and holding shares as of the cut-off
date i.e. July 28, 2017 may obtain the login ID and password by None of the Directors, Key Managerial Personnel and their
sending a request to Mr. Mohd Mohsin Uddin, Senior Manager, relatives other than Ms. Sudha Suresh and her relatives are, in
Karvy Computershare Pvt. Ltd., Karvy Selenium,Tower B, Plot any way, concerned or interested in the said resolutions.
number 31 & 32, Financial District, Gachibowli, Hyderabad 500 In respect of Resolutions set out at Item No. 6
032, [email protected], Phone: +91 040 6716 1562
toll-free number 1-800-34-54-001. The extant provisions of the Ownership and control regulations
as applicable to private sector banks, as covered in the Master
EXPLANATORY STATEMENT PURSUANT TO SECTION 102
Directions on Issue and Pricing of shares by Private Sector
OF THE COMPANIES ACT, 2013
Banks DBR.PSBD.No.95/16.13.100/2015-16 dated April 21,
In respect of Resolutions set out at Item No. 3 2016 and Master Directions on Ownership in Private Sector
Banks DBR.PSBD.No.97/16.13.100/2015-16 dated May 12,
M/s Deloitte Haskins & Sells, (Firm Reg. No. 008072S), Chartered
2016, shall be applicable to Small Finance Banks (SFB) as well
Accountants, who were appointed as Statutory Auditors of
except what is provided in the existing regulation contained in
the Company for two years till the conclusion of the ensuing
the Licensing Guidelines.
the 13th Annual General Meeting will complete their tenure of
13 years (maximum continuous tenure for a statutory auditor In compliance with the conditions of the grant of RBI licence
permissible under the Companies Act, 2013 including the vide its letter dated November 11, 2016, our Company being
extension of 3 years subsequent to the commencement of the promoter of Ujjivan Small Finance Bank Limited (USFB)
provisions of Section 139 of the Act) with the Company on the (which has commenced the small finance bank business
conclusion of the 13th AGM. from February 01, 2017) has to be owned and controlled by
residents at all times and that the non-resident shareholding in
The Board based on the recommendation of the Audit
our Company should be not more than 49% at all times.
Committee in its meeting held on April 27, 2017, subject to
the approval of the shareholders has appointed M/s Price Pursuant to our request letter dated February 09, 2017
Waterhouse Chartered Accountants LLP (FRN: 012754N/ submitted to the Foreign Exchange Department, RBI (FED),
N500016) as the Statutory Auditors of the Company for a the FED has vide its press release dated April 24, 2017 reduced
period of 5 (five) years commencing from the conclusion of the maximum foreign shareholding ceiling in our Company
the ensuing 13th AGM till the conclusion of 18th AGM of the from 49% to 47%. The Company has sought this reduction so
Company. that there is no inadvertent breach of the foreign shareholding
ceiling of 49% as regulatorily prescribed through any passive
Accordingly, the Board recommends the resolution set forth in exchange of shares over which the Company does not have
item no. 3, for the approval by the members of the Company. any immediate control.
None of the Directors, Key Managerial Personnel and their
relatives are, in any way, concerned or interested in the said RBI has advised the Company to submit the special resolution
resolutions. passed by the members of the Company for the reduction in
the aforesaid foreign shareholding ceiling from 49% to 47%.
In respect of Resolutions set out at Item No. 5 Accordingly, the Board recommends the resolution set forth in
Based on the recommendation of the Nomination and item no. 6, for the approval by the members of the Company.
Remuneration Committee, Ms. Sudha Suresh was appointed None of the Directors, Key Managerial Personnel and their
as the Managing Director and Chief Executive Officer on the relatives are, in any way, concerned or interested in the said
Board of the Company with effect from February 01, 2017 resolutions except to the extent of their shareholding.
subject to the approval of the Members.
Ms. Sudha Suresh is a Chartered Accountant with a rich
corporate career spanning over two decades. She received the
CFO 100 - Recognition of Excellence award in 2013. She is also
a qualified Cost Accountant and a Company Secretary. During

178
 Ujjivan Financial Services Limited
Registered Office: Grape Garden, No. 27, 3rd A Cross, 18th Main, 6th Block,
Koramangala, Bangalore 560095, Karnataka, India

ATTENDANCE SLIP

CIN : L65999KA2004PLC035329
Name of the Company : Ujjivan Financial Services Limited
Registered Office : Grape Garden, No. 27, 3rd A Cross, 18th Main, 6th Block, Koramangala, Ban-
galore 560095, Karnataka, India

Members attending the Meeting in person or by Proxy are requested to complete the Attendance slip and hand it
over at the entrance of the meeting room.

Joint shareholders may submit additional slip at the venue of the meeting.

Registered Folio No.

DP ID No.*
Client ID No.*
Name and address of the shareholder:

Signature:

No. of shares(s) held: ...

I hereby record my presence at the 13th Annual General Meeting of the Company (AGM) to be held on Friday, August
04, 2017 at 03:30 P.M. at Annex II, No. 23-26, Grape Garden, No. 17th H Main, 6th Block, Koramangala, Bangalore
560095, Karnataka, India

Name and address of the Proxy.

Signature: .

179
 UJJIVAN FINANCIAL SERVICES LIMITED

Registered Office: Grape Garden, No. 27, 3rd A Cross, 18th Main, 6th Block, Koramangala, Bangalore 560095, Karnataka, India,
Website: www.ujjivan.com , Email: [email protected] , CIN: L65999KA2004PLC035329

Form No. MGT - 11

Proxy Form

(Pursuant to Section 105(6) of the Companies Act, 2013 and Rule 19(3) of the Companies
(Management and Administration) Rules, 2014)
Venue of the Meeting: at Ujjivan Financial Services Limited, Annex II, No. 23-26, Grape Garden, No. 17th H Main, 6th Block,
Koramangala, Bangalore 560095, Karnataka, India
Day, Date and Time: Friday, August 04, 2017 at 03:30 P.M.

Name of the Member(s):

Registered Address:
E-mail Id:
Folio No. / Client Id*:
DP ID*:
No. of Shares held:
* Applicable for investors holding shares in dematerialized form

I / We, being the member(s) of shares of the above named company, hereby appoint

i) Name: Address:
.. E-mail Id: ..
Signature: . Or failing him
ii) Name: Address:
.E-mail Id:
Signature: . Or failing him
iii) Name: Address:
.E-mail Id:
Signature: .

as my/our proxy to attend and vote for me/us and on my/our behalf at the 13th Annual General Meeting of the company,
to be held on Friday, August 04, 2017 at 03:30 P.M. at Annex II, No. 23-26, Grape Garden, No. 17th H Main, 6th Block,
Koramangala, Bangalore 560095, Karnataka, India and at any adjournment thereof in respect of such resolutions as are
indicated below:

I/We direct my/our Proxy to vote on the Resolutions in the manner as indicated below:

Sr. No. Resolution For Against Abstain

Ordinary Business
1. Adoption of Financial Statements
2. Declaration of Dividend
3. Appointment of Statutory Auditors
4. Re-Appointment of Mr. Amit Gupta as a Director liable to retire by rota-
tion and being eligible, offers himself for re-appointment
Special Business
5. To approve the appointment of Ms. Sudha Suresh (DIN: 06480567) as the
Managing Director and Chief Executive of the Company for a period of 3
years w.e.f. February 01, 2017
6. To approve the revision in the limit of foreign shareholding in the Com-
pany from 49% to 47%

Signed this day of 2017

Signature of Shareholder Signature of Proxy holder(s)

180
Note:

This form of proxy in order to be effective should be duly completed and deposited at the Registered office of the Company at
Grape Garden, No. 27, 3rd A Cross, 18th Main, Koramangala 6th Block, Bengaluru 560 095 not less than 48 hours before the
commencement of the Meeting.

It is optional to indicate your preference. If you leave the for, against or abstain column blank against any or all of the resolutions,
your proxy will be entitled to vote in the manner as he / she may deem appropriate.

A Proxy can act on behalf of Members not exceeding fifty and holding in the aggregate not more than ten percent of the total share
capital of the company carrying Voting Rights. However, a Member holding more than ten percent of the total share capital of the
company carrying Voting Rights may appoint a single person as Proxy for his entire shareholding and such person shall not act as a
Proxy for another person or shareholder.

181
 The instructions for e-voting are as under

Pursuant to Section 108 of the Companies Act, 2013, Rule 20 of the Companies (Management and Administration) Rules,
2014 as amended, and Regulation 44 of the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015, the
Company is providing the e-voting facility to its Members holding shares in physical or dematerialized form, as on the cut-off
date, being Friday, July 28, 2017, to cast their vote through electronic means on all resolutions set forth in the Notice.

The process and manner for remote e-voting are as under:

A. For members who receive notice of annual general meeting through e-mail:

Member whose email IDs are registered with the Company/Depository Participants(s) will receive an email from Karvy
informing them of their User-ID and Password. Once the Members receive the email, he or she will need to go through
the following steps to complete the e-voting process:

i) Open your web browser during the voting period and navigate to https://evoting.karvy.com.

ii) Enter the login credentials (i.e., user-id & password)

User ID for Members holding shares in demat form:

a) For NSDL: 8-character DP ID followed by 8-digit Client ID

b) For CDSL: 16-digit beneficiary ID

User-ID for Members holding shares in physical form:

Event number, followed by Folio Number registered with the Company

Password: Your unique password is printed on the form / forwarded via email through the electronic notice

Captcha: Enter the verification code i.e., please enter the alphabets and numbers in the exact way as they are displayed
for security reasons.

iii) The e-voting period shall commence on Monday, July 31, 2017 (10:00 A.M.) and ends on Thursday, August 03, 2016
(5:00 P.M.). Members, holding shares either in dematerialised form or physical form as on cut-off date, Friday, July 28,
2017, may cast their vote electronically during this period. The remote e-voting module shall be disabled at 5.00 p.m. on
Thursday, August 03, 2017. Once the vote on a resolution is cast by a Member, he/she shall not be allowed to change it
subsequently or cast the vote again.

iv) After entering these details appropriately, click on LOGIN.

v) Members holding shares in demat / physical form will now reach password change menu wherein they are required
to mandatorily change their login password in the new password field. The new password has to be minimum eight
characters consisting of at least one upper case (A-Z), one lower case (a-z), one numeric value (0-9) and a special character.
Kindly note that this password can be used by the demat holders for voting for resolution of any other company on
which they are eligible to vote, provided that company opts for e-voting through Karvy Computershare Pvt. Ltd. e-voting
platform. System will prompt you to change your password and update any contact details like mobile number, email ID
etc., on first login. You may also enter the secret question and answer of your choice to retrieve your password in case
you forget it. It is strongly recommended not to share your password with any other person and take utmost care to keep
your password confidential.

vi) You need to login again with the new credentials.

vii) On successful login, the system will prompt to select the Event i.e., Company Name.

viii) If you are holding shares in demat form and had logged on to https://evoting.karvy.com and cast your vote earlier for any
company, then your existing login id and password are to be used.

ix) On the voting page, you will see Resolution description and against the same the option FOR / AGAINST / ABSTAIN for
voting. Enter the number of shares (which represents number of votes) under FOR / AGAINST / ABSTAIN or alternatively,
you may partially enter any number in FOR and partially in AGAINST, but the total number in FOR / AGAINST taken
together should not exceed your total shareholding. If you do not want to cast your vote, select ABSTAIN.

x) After selecting the resolution you have decided to vote on, click on SUBMIT. A confirmation box will be displayed. If you
wish to confirm your vote, click on OK, else to change your vote, click on CANCEL and accordingly, modify your vote.

xi) Once you CONFIRM your vote on the resolution, you will not be allowed to modify your vote.

xii) Corporate / Institutional Members (Corporate / Fls / Flls / Trusts / Mutual Funds / Banks, etc.) are required to send
scan (PDF format) of the relevant board resolution to the Scrutiniser through e-mail to [email protected] with
copy to [email protected] . The file scanned image of the board resolution should be in the naming format Corporate
Name_ Event number.

182
xiii) If you are already registered with Karvy Computershare Pvt. Ltd. for e-voting, then you can use your existing user ID and
password for casting your vote. You can also update your mobile number and e-mail id in the user profile details of the
folio which may be used for sending future communication(s).

xiv) Please contact Mr. Mohd Mohsin Uddin, Senior Manager, Karvy Computershare Pvt. Ltd., Karvy Selenium,Tower B, Plot
number 31 & 32, Financial District, Gachibowli, Hyderabad 500032, [email protected], Phone: +91 040 6716
1562, toll-free number 1-800-34-54-001for any further clarifications.

B. For members who receive the notice of annual general meeting in physical form:

In case a Member receives physical copy of the Notice of AGM [for members whose email IDs are not registered
with the Company/Depository Participants(s) or requesting physical copy] :

(i) The Initial password is provided as below/at the bottom of the Attendance Slip for the AGM :

REVEN (Remote e-voting Event Number) USER ID ______________PASSWORD/PIN_______________

(ii) Please follow all steps from Sl. No. A (i) to Sl. No. A(xi) above, to cast vote

C. Voting facility at Annual General Meeting:

(i) In addition to the remote e-voting facility as described above, the Company shall make a voting facility available at the
venue of the annual general meeting, through electronic voting system and members attending the meeting, who have
not already cast their votes by remote e-voting, shall be able to exercise their right at the meeting.

(ii) Members who have cast their votes by remote e-voting prior to the meeting may attend the meeting, but shall not be
entitled to cast their vote again.

Venue of the 13th Annual General Meeting of UJJIVAN FINANCIAL SERVICES LIMITED to be held on Friday, August 04, 2017
at 03:30 P.M., at Annex II, No. 23-26, Grape Garden, No. 17th H Main, 6th Block, Koramangala, Bangalore 560095, Karnataka,
India.

Map of Venue below

183
 Additional information on Directors being appointed/ re-appointed as required under Regulation 36 the Securities and
Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015, and Secretarial Standard-2
by ICSI:

Name of the Director Ms. Sudha Suresh Mr. Amit Gupta

DIN 06480567 02282600
Date of Birth and Age December 21, 1963; 53 Years September 24, 1976; 40 Years
Date of First Appointment on
February 01, 2017 March 25, 2015
the Board
Ms. Sudha Suresh is a Chartered Mr. Amit Gupta is the Non-Executive
Accountant with a rich corporate career Director of our Company. He is one
spanning over two decades. She received of the founding partners and chief
the CFO 100 - Recognition of Excellence operating officer of NewQuest Capital
award in 2013. She is also a qualified Cost Advisors (HK) Limited. He oversees
Accountant and a Company Secretary. India and south east Asia business for
During her association with Ujjivan, she NewQuest Capital Advisors (HK) Limited.
has been responsible for areas of strategic He represents NewQuest Capital Advisors
business planning and budgetary controls, (HK) Limited on board of Om Logistics
Brief Resume, Qualification, equity capital and debt syndication, Limited, Ittiam Systems Private Limited
Experience and Nature treasury management, accounts & taxation and Halonix Technologies Private Limited.
of Expertise in specific as well as management of Board and He holds an undergraduate degree in
functional areas regulatory compliances. She successfully electrical engineering from Kurukshetra
spearheaded the Companys IPO to list the University and a post graduate diploma
Companys shares on BSE and NSE. She has in management from Indian Institute
also led the restructuring of the Company of Management, Bangalore, where he
and formation of the Small Finance Bank. was placed in Directors Merit List for his
performance.
She has expertise in strategic business
planning and budgetary controls, equity He has expertise in investments, fund
capital and debt syndication, treasury management, investments and business
management, accounts and taxation. planning.
No. of Board Meetings
attended during the year as a 3 5
Director
Public Companies
Public Companies Nil - Om Logistics Limited
Directorships held in other
Private / Section 8 Company Private / Section 8 Companies
Companies
- Ujjivan Social Services Foundation - Ittiam Systems Private Limited
- Halonix Technologies Private Limited
Audit Committee
Memberships /
Chairmanships of None - Om Logistics Limited
Committees of other Boards
- Halonix Technologies Private Limited
Remuneration last drawn Please refer the remuneration section under the Boards Report
Remuneration as approved by the Board of
Directors and Members of the Company, Sitting fees as approved by the Board of
Remuneration sought to be
within the limits of the applicable laws. Directors within the limits of the applicable
paid
Please refer the item no. 5 of this AGM laws.
Notice
Shareholding in the Company 28,400 Shares as on March 31, 2017 Nil
Relationship with other
Directors and Key Managerial Nil Nil
Personnel of the Company

By Order of the Board of Directors

Place: Bangalore Sanjeev Barnwal

Date: April 27, 2017 Company Secretary and Compliance Officer
Membership No.: A19180

184
CONTENTS
Ujjivan Small Finance Bank Limited

Message from the Chairman 188

Letter from the Managing Director 189
Board of Directors 191
Management Team 192
Small Finance Bank Commencement & Growth Plans 195
Brand and Marketing 196
Products & Services 198
Liability Sourcing 204
Channels 205
Branch Infrastructure 206
Information Technology 207
Human Resources 208
Financial Literacy Program in Collaboration with Parinaam Foundation 211
Statutory Reports & Financials 214
Management Discussion & Analysis 215
Directors Report 217
Corporate Governance Report 234
Pillar III Disclosure 243
Financial Statements and Independent Auditors Report 252
 Message from the
Chairman
It is a pleasure to be addressing my first message to the shareholders of Ujjivan
Small Finance Bank Limited as the Chairman of the Board of Directors.
The Bank received the final license from the Reserve Bank of India on 11th
November 2016 to set up a Small Finance Bank in India.
During the two months of operations post launch of the Bank on February 01,
2017, the Bank has successfully launched 15 full-fledged operational branches
till March 31, 2017.
In line with our mission to make the Bank the best institution to provide financial
services to the un-served and underserved customers and transform to a bank
serving the mass market, in addition to the various asset products, the Bank has
launched variety of Liability products suitable to our customer segment which
includes Savings Bank Account, Fixed Deposits and Recurring Deposits. We
have used state of the art technology by implementing paperless Aadhar based
account opening procedures, internet/ mobile banking and biometric ATMs
for operational convenience of our customers. Our endeavour is to continue to
provide quality customer service experience to our customers. Our challenge
is to serve customers who may not be familiar with modern banking while
implementing sophisticated technology for efficiency and cost effectiveness.
With the objective of financial inclusion of customers, we are also taking up
financial literacy programs that will create equal opportunity amongst the
economically under privileged, unserved and underserved community. The
program would also encourage the customers to use banking facilities and
switch to cashless payments in line with the objectives of the Government.
The major disruptive event we faced during the year, was demonetisation of
high denomination bank notes. While the move will yield positive benefits to the
economy and the public at large in the medium term, the microfinance business
which reflects the activity of small, low margin, cash-dependent businesses
was adversely affected. Although demonetization began in November its
effects (lower collections, higher provisioning, reduced loan disbursements)
were felt before and after the transfer of business to the Bank, and are indeed
continuing. This is reflected in the provisioning for loan assets. However recently
collections are improving and disbursement levels have improved. However our
capitalization has proved adequate to absorb these effects.
The Executive Management Team has set out a growth path consistent with
its mission. The Bank has substantial depth of leadership talent and is well
placed to execute its growth strategy focussing on asset, liability and customer
acquisition. I am confident that the coming years will see the Bank maintain and
enhance its strength and capitalise on the diverse growth opportunities that
our country presents.
On behalf of the Board I would like to express our appreciation for the entire
Management Team and the staff for their tireless efforts.
My best wishes to the management team, employees and to all the stakeholders
for an exciting financial year 2017-18 ahead.

With Best Wishes

Sunil Patel

188
Letter from the
Managing Director
Ujjivan Small Finance Bank (USFB) commenced its operations
on February 01, 2017 and launched 5 pilot branches in
Bangalore on February 06, 2017. It is too early to discuss
performance, so we will focus on: the key messages from the
long standing founders of the financial inclusion movement
during the launch of USFB and the five key challenges which
lie ahead.

The launch of the bank branches on February 6, 2017 was not

only spectacular but also cerebral. We were very fortunate
to have with us Professor Muhammed Yunus, Vijay Mahajan,
Sharad Sharma, Biswamohan Mahapatra and Mary Ellen
Iskenderian. The key message from Professor Yunus was
that in order for these specialized banking institutions to
succeed, there is a need for fresh set of rules & regulations Portfolio at Risk (PAR) ranging from 5% - 20% compared
from the Reserve Bank of India and the Government, which to around 1% prior to demonetization. The RBI provided
are appropriate for these institutions. Vijay Mahajan echoed some relaxation in categorization of non-performing assets
the need for regulatory revolution. Mr. Mahapatra indicated & provisioning for those assets which deteriorated during
that the Reserve Bank of India (RBI) has been innovative in November & December. However, in the current financial year
establishing these specialized institutions within the ambit of the industry will feel the full impact of the credit cost, which
Banking Regulations Act. The danger pointed out by Professor will be significant. Customers are slowly starting to repay the
Yunus is that if the same rules & regulations governing regular over dues but with a lag effect of 2-4 months and for some
commercial banks are applied to Small Finance Banks (SFB), of the customers there has been a temporary impairment of
sooner or later these institutions will end up becoming banks livelihood. Further a section of customers who have turned
in the same mould and SFBs will lose out on the special delinquent are new to micro finance, being less than two years
purpose they are set up for i.e. Financial Inclusion. We are old in the system and hence less disciplined. A portion of these
already seeing this unfold as we try and comply with a host over dues is likely to be written-off but it is difficult to estimate
of regulatory & compliance requirements. For example, the at this moment.
much awaited RBIs new Branch Authorization Scheme is
a radical new direction of moving away from the traditional In Ujjivan, we have categorized branches with high defaults
brick & mortar branches to the concept of banking outlet, yet as affected branches and at these branches the sole focus is
it has to navigate through the path of the Banking Regulation on collection. We have seen a positive turnaround from March
Act. In order to succeed, it is imperative that the SFBs and the though the progress has been slow. We have put in place a
regulators work together to craft a specialized set of rules & number of collection programs to arrest the deterioration &
regulations, as it did in the past for NBFC-MFI institutions. start collection from higher buckets. Customers are also being
re-assured that they would get repeat loans if they regularize
The five key challenges which are ahead of us this year are: the present loans. We are also taking measures of curtailing
our exposure in locations where the credit discipline has totally
Portfolio Quality broken down. Ujjivan is in the middle of the spectrum in terms
Demonetization has possibly brought in significant benefits to of impact on the portfolio quality. We expect that it will take
the country in its battle against black money and unaccounted us few months to bring back the portfolio quality to normal.
wealth. However, for the entire microfinance industry where
customers primarily operate in the unorganized sector and Rolling Out Ujjivan Small Finance Bank Across the Country
cash transactions are the main medium of exchange, it has We decided to roll out our branches in phases for a number of
been a major disruptor. The problem was exacerbated by local reasons. Our branches have been designed based on customer
politicians who utilized this opportunity to raise the bogey of research and their needs. We also intended to have maximum
loan waivers to give false promises to customers and destroy impact of our new brand identity on the customers, which has
the financial discipline in a number of pockets. The redeeming been very well received. Despite all the preparation in our
feature is that unlike the Andhra Crisis, the RBI, State & Central infrastructure, channels & technology, there are bound to be
Governments including local administration have largely teething issues in the first six months. Hence, we commenced
been supportive of the microfinance institutions (MFIs) and our banking operations with 5 branches in Bangalore in
against loan waivers. The problem was initially complicated by February 2017. In March, we strengthened our presence
allowing banks to collect repayments in demonetized notes in in Bangalore with the opening of 6 additional branches. in
the first two months, but not permitting finance companies Karnataka, 1 in Mumbai, 3 in Ramanagara (including one
including MFIs to do the same. Most customers could not UBRB) taking the total tally to 15 branches. In the FY 2017-
understand this distinction and were confused. The poor 2018 we have rolled out 20 branches across Delhi, Kolkata
portfolio quality was not impacted evenly across the country and Pune. The phased roll-out of branches is helping us
and surfaced in some major pockets. This could have been due gather operational learnings; we are able to access how do we
to aggressive lending in the past two years by certain MFIs in improve our delivery skills and manage our costs. RBIs long
those areas. The impact was also felt in areas where livelihood awaited Branch Authorization Policy Guidelines was issued
was seriously impacted for micro-entrepreneurs and salaried on May 18, 2017. This year we plan to convert around 150+
individuals in the unorganized sector. The MFI industry faced branches.

189
 Building the Liability Business We will also be looking at reviewing our microfinance business
One of the observations of Vijay Mahajan during the launch both in terms of process & products. This is for two reasons.
of the Bank was that generating liabilities by competing with Firstly, the impact of lower collections deteriorating our credit
existing banks was one the most challenging areas in his quality in a few pockets will require us to review and re-assess
experience of managing the Local Area Bank for fourteen our existing processes in future. Secondly, we would be free
areas. Our initial plan is to focus on wholesale liabilities. In from a number of restrictions as a SFB and we need to leverage
order to achieve this effectively, we need to get the Scheduled this flexibility in our product offering.
Bank status. The RBI inspection has been completed and our
Managing our Costs & Productivity
expectation is that we should receive the Scheduled Bank
status shortly. This will considerably ease the process of raising It was expected that our costs would increase significantly
bulk deposits from institutions which will not only help us in with our investments made in technology, channels,
funding but will also lower the cost of funds. infrastructure, marketing, regulatory compliance and people in
our transformation to an a Small Finance Bank. However there
Secondly, our focus is opening accounts of our existing were unexpected impacts post November. of lower portfolio
microfinance customers and disbursing our loans into these growth and lower collection efficiencies; therefore there is an
accounts. This process is on and is being undertaken in a additional impact of significant credit cost in terms of credit
phased manner for customers of the SFB branches. provisions and write-offs and higher operating expense ratios.
All this requires us to bring in special focus on managing our
Parallely, the retail liability from open market customers has costs & productivity. We will also take advantage of the three
commenced. Our goal is to attract the underserved customers years given to us by RBI to convert all our branches to full
who keep their savings outside the banking system. This is service SFB branches.
totally uncharted territory and we are progressing slowly
based on research and new offerings to specific customer To conclude, this year is going to be extremely challenging.
segments. We are confident that we have requisite strategies & teams in
place to overcome these challenges. Our profitability may be
Building the Asset Business and our Portfolio Growth under constraints, But we will build a successful Small Finance
Post demonetization, our portfolio growth was impacted. Bank through this baptism of fire. We look forward to your
We had restricted loan disbursals in affected branches. New continued support.
customer acquisition was discontinued at these branches
and only repeat loans to existing customers were permitted.
However, the unaffected branches continued with business
Samit Ghosh
as usual. From March closer to pre-demonetization, we have
seen overall disbursal of loans closer to pre-demonetization Managing Director
levels.
May 31, 2017.
This year, our overall focus would be moderate growth in
the microfinance portfolio and higher levels of growth in the
micro and small enterprise business & affordable housing
business; though these have currently very small bases. We are
also exploring new loans products like personal loans to the
underserved segments of customers.

190
Board of Directors

Sunil Patel
Sunil Patel is a Non-Executive Chairman and Independent Director of Ujjivan Small
Finance Bank. He is a practicing Chartered Accountant and Former Director of A.
F. Ferguson and Co. and Former Partner of A. F. Ferguson Associates. He was an
Independent Director in L&T Investment Management Limited from 1997 to 2013. Mr.
Patel holds a Master degree in Business Administration from Wharton Business School,
University of Pennsylvania.

Samit Ghosh
Samit Ghosh is the Managing Director and Chief Executive Officer of Ujjivan Small
Finance Bank from February 2017. He is the founder of Ujjivan Financial Services Ltd.
and served as its Managing Director and Chief Executive Officer till January 31, 2017.
He is a career banker for over 30 years and worked both in South Asia and Middle East.
He started his career with Citibank in 1975 and later worked with Standard Chartered
Bank, HDFC Bank and Bank Muscat. He holds a Master degree in Business Administration
from the Wharton School of Business at the University of Pennsylvania. He was the past
president of Micro Finance Institutions Network (MFIN) and the chairman of Association
of Karnataka Microfinance Institutions (AKMI).

Biswamohan Mahapatra
Biswamohan Mahapatra is a Non-Executive, Independent Director of Ujjivan Small
Finance Bank. He is a careerl banker with over 33 years of experience in Reserve Bank
of India and retired as its Executive Director in August 2014. He is currently an external
senior advisor to Ernst and Young LLP (on part-time contractual basis) on financial sector
regulatory matters. He is currently an independent director in Gruh Finance Limited,
Edelweiss Financial Services Limited and Credila Financial Services Private Limited. Mr.
Mahapatra holds Masters degrees in Management , Business Administration and Arts.
Nandlal Sarda
Nandlal Sarda is a Non-Executive, Independent Director of Ujjivan Small Finance Bank.
He is a Professor in the department of Computer Science and Engineering at Indian
Institute of Technology, Mumbai. He received his Master degree in Technology and
Doctorate in Philosophy from Indian Institute of Technology, Mumbai. Mr. Sarda has
served as Director on the board of Union Bank of India, The Clearing Corporation of India
Limited and Andhra Bank. He is the Director on boards of IDBI Intech Limited as well as
Cybertech Systems and Software Limited.

Luis Miranda
Luis Miranda is a Non-Executive, Independent Director of Ujjivan Small Finance Bank.
He was the President and CEO of IDFC Private Equity till 2010. He was a Partner and
Managing Director in Chrys Capital Mumbai. He has worked with various banks like
Citibank, HSBC and HDFC in the past. He has an extensive experience in dealing with
early stage companies and private equity investing. He is currently involved as an advisor
to various profit and non-profit organisations. Mr. Miranda holds an MBA from University
of Chicago and is a Chartered Accountant.

Prabal Sen
Prabal Sen is a Non-Executive, Independent Director of Ujjivan Small Finance Bank. He
is a professor of economics and chairperson, Entrepreneurship Development Centre
(EDC) at XLRI, Jamshedpur and has over 39 years of experience in teaching, research
and corporate management. Prior to joining XLRI in March 2007, Prof. Sen. served the
Institute of Rural Management Anand (IRMA) as a Chair Professor for six years (2001-
2007) and served a public sector bank for over 23 years (1978 -2001) where he occupied
senior management positions in fields related to economic research, planning and
development, general management and priority sector credit including small business
finance. Mr. Sen is also a visiting professor at several premier institutions like IIM
Ahmedabad, IIM Ranchi, IIT Kharagpur, etc. Mr. Sen holds a Master degree in Economics
from Calcutta University.

Vandana Viswanathan
Vandana Viswanathan is a Non-Executive, Director of Ujjivan Small Finance Bank. She
is an Independent Director in Ujjivan Financial Services Limited. She is a Co-founder of
Cocoon Consulting, a management and human relationship consulting firm since 2001.
She holds a Master degree in Personnel Management and Industrial Relations from
the Tata Institute of Social Sciences and a Bachelors degree in Science from Bangalore
University.

Anadi Charan Sahu

Anadi Charan Sahu is a Non-Executive, Director of Ujjivan Small Finance Bank. He has
over 30 years of experience and has worked with IDBI. He currently heads the Bangalore
region of SIDBI. He holds a Master degree in Commerce and a degree in Law from Utkal
University. He is also an associate of Indian Institute of Bankers.
191
 Management Team
Samit Ghosh
Chief Executive Officer and Managing Director
Samit Ghosh is the Managing Director and Chief Executive Officer of Ujjivan Small
Finance Bank from February 2017. He is the founder of Ujjivan Financial Services Ltd.
and served as its Managing Director and Chief Executive Officer till January 31, 2017.
He is a career banker for over 30 years and worked both in South Asia and Middle East.
He started his career with Citibank in 1975 and later worked with Standard Chartered
Bank, HDFC Bank and Bank Muscat. He holds a Master degree in Business Administration
from the Wharton School of Business at the University of Pennsylvania. He was the past
president of Micro Finance Institutions Network (MFIN) and the chairman of Association
of Karnataka Microfinance Institutions (AKMI).

Ittira Davis
Chief Operating Officer
Ittira Davis headed the transition to a Small Finance Bank. He has over 36 years of banking
experience having worked extensively in banks across Middle East and Europe. He was
with the Europe Arab Bank from July 2008 to October 2012 as Managing Director -
Corporate and Institutional Banking and then as an Executive Director of the Europe
Arab Bank. He has also worked with Citi bank in India. Ittira is a graduate from the Indian
Institute of Management, Ahmedabad (1976) and has been with Ujjivan since March 2015.

Carol Furtado
Head of HR and Service Quality
Carol Furtado has been with Ujjivan since its inception. Carol has served the organization
in various roles and responsibilities. She was the Chief Operating Officer, South before
taking over the current responsibility as the Head of Human Resources and Service
Quality. She has over two decades of experience, with ANZ Grindlays and Bank Muscat,
where she specialized in modern retail banking operations. In 2009, she won the Financial
Womens Association award from Womens World Bank. She has a Master degree in
Business Management from the Mount Carmel Institute of Management, Bengaluru.

Rajat Kumar Singh

Head of Strategy and Planning
Rajat Singh has been with Ujjivan since 2007. He was instrumental in developing and
implementing organizational budgeting processes and basic business analytics. In June
2010, he was appointed as Chief of Staff for the Eastern region, overseeing the regional
business. He has served as Chief Operating officer for East and North between 2011 to
2013 and is currently heading the Strategy and Planning function. He holds a Bachelors
degree in Agriculture and Food Engineering from the Indian Institute of Technology,
Kharagpur.

Vijay Balakrishnan
Chief Marketing Officer
Vijay Balakrishnan has over two decades of strategic marketing experience with reputed
corporates, including Bharti Airtel and the Tata Group. He joined Ujjivan in November
2015 where he leads the Products and Marketing functions. His executive experience
spans leading mass marketing roles, category creation and national level brand launches
across FMCG, Telecommunications and early stage technology companies. Vijay
graduated from the Delhi University and holds a diploma in Marketing Management
from the Times School of Marketing. He was awarded the British Chevening Scholarship
to study Leadership and Excellence at the London School of Economics, United Kingdom.

Santhosh Kumar G
Head of Liabilities and Financial Products
Santhosh Kumar has 21 years of experience spanning various industries across India. In
the banking sector, he has worked with ING Vysya Bank, Kotak Bank and ICICI Bank. His
last stint was as Senior Vice President and Head of Branch Banking for Andhra Pradesh
and Telangana with ING Vysya Bank in Hyderabad. Prior to banking, he was with Johnson
and Johnson. Santhosh is an alumnus of the Birla Institute of Technology and has done
his MBA from IIM Kozhikode.

192
Abhiroop Chatterjee
Head of Microfinance and Branch Banking
Abhiroop Chatterjee joined Ujjivan in 2008 in the first batch of Management Trainees. He
has worked as an Area Manager, Distribution Manager and Chief of Staff for East region
before being promoted as Chief Operating Officer of East region. Currently he heads
the Microfinance and Branch Banking for the Bank. Abhiroop holds a Post Graduate
Diploma in Rural Management from the Xavier Institute of Management, Bhubaneswar.

Jolly Zachariah
Head of Channels
Jolly Zachariah joined Ujjivan in 2008 inspired by its mission. He has over 22 years of
banking experience with Citigroup, specialising in retail banking across geographies of
India, Middle East, Africa, Europe and North America. As the Chief Operating Officer of
West Region, he has played an important role in establishing Ujjivans presence in urban
Maharashtra and Gujarat. Currently he is the Head of Channels for the bank.

Martin P S
Head of Operations
Martin Pampilly has over 14 years of experience, with banks such as ANZ Grindlays Bank,
Bank Muscat and Centurion Bank. He was a member of the centralised operations unit
at Centurion Bank. He joined Ujjivan in 2009 as Regional Operations Manager, South
and managed the successful testing, training and implementation of the core banking
project. He also worked as Chief Operating Officer in East region in 2013-14 and
currently heads the Operations department of the bank. He is a graduate in Science
from Bangalore University.

Upma Goel
Chief Financial Officer
Upma Goel is a Chartered Accountant with an experience spanning over 23 years in
strategic financial planning, taxation, risk management, business restructuring and
regulatory compliances. Before joining Ujjivan in September 2016, she has worked as
Deputy Group CFO at L&T Finance Holdings Limited. Prior to that, she has also worked
with Larsen and Toubro Ltd. and Escorts Securities Limited.

Arunava Banerjee
Chief Risk Officer
Arunava Banerjee has over 35 years of experience, primarily in the banking industry.
Starting his career with State Bank of India, he later on worked with Standard Chartered
Bank in their Merchant Banking division and in Corporate banking at the Bahraini
Saudi Bank. His last assignment before joining Ujjivan was as CFO in Remza Investment
Company W.L.L. He holds a Master degree in Economics from the University of Calcutta
and is an Associate of the Indian Institute of Bankers.

Balaji Parthasarathi
Chief Technology Officer

Balaji Parthasarathi has over 20 years of experience in architecting and delivering

technology solutions to banking clients. He has worked with BNP Paribas, Oracle Financial
Services and Hewllet Packard. He joined Ujjivan in 2017 as Chief Technology Officer. He
is an engineer from BITS Pilani and a post graduate in Business Administration from IIM
Lucknow.

Alagarsamy A P
Head of Audit
Alagarsamy A. P. has over two decades of experience in Sales, Credit, Risk and Audit
functions. He has worked with ICICI Bank for over 8 years in the Retail Assets and
Rural Business Group. Before joining Ujjivan in 2010, he was with Fullerton India Credit
Company as Assistant Vice President. He has a Master degree in Business Administration
from Osmania University, Hyderabad.

193
 Premkumar G
Head of Admin and Infra
Premkumar G. has over 15 years of experience in senior administration positions at One
World Hospital and Paul DSouza and Associates, a leading law firm. He joined Ujjivan
in 2006 and subsequently headed Administration department. In 2012, he set up and
headed the Vigilance department. He is also a member of the International Facility
Management Association.

Sneh Thakur
Head of Credit and Collections Microfinance
Sneh Thakur joined Ujjivan in April 2008 in the first batch of Management Trainees. She
worked as a Corporate Financial Analyst and Regional Credit Manager, South before
being appointed as Head of Credit in 2013. She holds a Post Graduate Diploma in
Management from SDM Institute for Management Development, Mysore.

Manish Kumar Raj

Head of Microfinance and Branch Banking (North and West)
Manish Raj joined Ujjivan in 2010. He has worked as Area Manager and Regional Vigilance
Manager, Regional Business Manager GL, North before being appointed as Head of
Microfinance and Branch Banking -North and West. He has completed his Post Graduate
Diploma in Rural Management from the Xavier Institute of Management, Bhubaneswar.

Subramanian Ravi
Head of Treasury
Subramanian Ravi has over thirty-three years of experience in the domain of treasury.
He has worked for two major Multinational Banks, Software Companies and top banking
institutes. He has previously held the position of Head of Treasury and Derivative
Operations and was also responsible for structured products and risk management.
He is a post graduate in Public Policy and has also worked as a freelance consultant and
trainer. He joined Ujjivan in 2016 to set up the Treasury department for the bank.

Srikumar Vadake Varieth

Head of Legal
Srikumar has over two decades of experience in Wholesale, Retail, SME, Agri and Micro
Finance Banking, Litigation, Recovery, Joint Ventures and other Corporate Laws. He was
involved in mergers of two private banks and transitioning a NBFC to a Bank. He has
worked with organizations like Bank of Baroda and ING Vysya Bank. His last assignment
was with Bandhan Bank as Head of Legal. He joined Ujjivan in 2016 as Head of Legal.

Brajesh Cherian
Head of Compliance
Brajesh Joseph Cherian has over 17 years of experience in Compliance, Operational Risk,
Corporate Banking, Retail Banking and Treasury. He has worked with South Indian Bank,
Axis Bank in India and UAE before joining Ujjivan in 2016, his last assignment was as Vice
President with Axis Bank, Mumbai. He holds a Master degree in Business Administration
and is an Associate of the Indian Institute of Bankers.

N Mahadevan
Chief Vigilance Officer

N Mahadevan has over 33 years of banking experience. Prior to Ujjivan, he was

working with Kotak Mahindra bank/ING Vysya Bank as Vice President, Vigilance. He
has also worked with State Bank of India for 13 years. He is a Chartered Accountant.

194
Small Finance Bank
Commencement & Growth Plans
Ujjivan SFB- Launch is essential in getting us access to institutional deposits. We
Ujjivan Small Finance Bank was launched in February 2017. expect to receive the Scheduled Commercial Bank status in Q2
The first five branches were inaugurated by Nobel laureate of the FY 2017-18.
Mohammad Yunus and Mr. Samit Ghosh. Launch of these
branches were followed by some scintillating cultural Looking Ahead
programs, screening of the financial literacy movie Paison ki Looking ahead, as more branches go Live with the full set of
ABCD and an engaging panel discussion on the Role of SFB banking services, the Ujjivan experience will soon be available
in Financial Inclusion. nationwide. In the next few months, 10 SFBs and 8 payment
Ujjivans Banking Services were first launched for the Staff; banks will join the banking industry. It will disrupt the industry
employees across all Branches & Regional Offices were part of and customers will have additional options to choose from.
this event through Live-Telecasting. Several exclusive privileges Each of these new entrant will have their own focus area and
such as additional interest on deposits, loans with attractive it will be quite interesting to see how the industry unfolds
interest rates & the convenience of banking at branches are in the coming years. Given the size of unregulated shadow
the key benefits offered to Staff. banking, there is a huge potential to bring those customers
Our first 5 branches in Bengaluru acted as pilot branches. to regular banking system. As banking services reaches to un-
We tested all our systems, processes and products in these served & underserved segments and area, we will see a lot of
branches. We received valuable feedback from our staff & new customers entering banking system in true sense. Ujjivan
customers which supported in further refining our processes. is ready to reap the benefit of the changing banking industry.
We also ensured stabilization of new technology system It is important to acknowledge that each of our customer
before rolling out the new branches in other locations. has their own expectations from a bank. To be successful,
we must cater to the needs of our customers. Leveraging
Bank branch network & Way Forward the technology stack and combining it with our significant on
ground presence, Ujjivan can make a difference in the financial
As on 31st May, 2017 our branch network has expanded to services industry. In the next 5 years we see ourselves as a
5 states, 16 districts with a total of 38 live branches which leading mass market bank.
includes 2 Unbanked Rural Centre branches as well. By the
end of FY 2017-18, we plan to have approximately 150+ bank
branches.
The long awaited RBIs Branch Authorization Policy Guidelines
was issued on May 18th, 2017. This policy puts a lot of focus
on Branchless Banking. The idea of Branch Banking has been
replaced with a new concept called Banking Outlet. It
acknowledges the power of technology and alternate channels
like BCs etc to reach out to the unserved & underserved areas.
Accordingly we have decided on a phased approach. We plan
to open new branches in Unbanked Rural Centres to meet
the regulatory requirement of having 25% branches in such
locations. Our preliminary research and early experience
suggests that such locations have significant banking business
potential and the right business model for these branches will
help us build robust business at such locations.
The new guidelines also gives us the benefit of considering our
branches in the Left Wing Extreme Districts and North Eastern
States plus Sikkim as our Unbanked Rural Centre branches. We
have 19 of our existing branches in such locations, which will
help us in optimizing Unbanked Rural Center branches in first
year.

Technology Readiness
Technology is a key enabler for the viability of Small Finance
Banks. As we plan to work with un-served & underserved
segment of customers where nature of transactions will be
high volume-low value,, we have developed a technology
platform which leverages Ujjivans existing system and
integrates with Aadhar & NPCI platforms and have invested
in proven systems like Finacle, SaS, i-Exceed etc. We have
tied up with Wipro as system integrator. Our data centre is
outsourced to IBM to ensure maximum uptime and highest
level of security. Our field processes are designed to provide
doorstep & hassle free service, therefore mobility is the key
to our technology. Handheld devices, paperless account
opening and Biometric ATM are some of our key differentiator
compared to the regular banks.

Scheduled Commercial Bank Readiness

Post the bank launch we have approached Reserve Bank of
India for getting the Scheduled Commercial Bank status. This

195
 Brand Marketing

The Brand Identity

The brand identity of Ujjivan Small Finance Bank was a result

of a nationwide consumer research conducted by Marketing
Team to understand the current Ujjivan brand ethos, values
and what Ujjivan Small Finance Bank be identified with. Two
distinct observations emerged from the research:

Ujjivan is part of the fabric of our society

Ujjivan is all about our people

The new identity was thus developed taking key insights from
the research. As Ujjivan embarked on its banking journey,
this new identity aimed to retain the brands core values of
human-centric banking. The illustrative form is therefore a
combination of two visual icons - a blooming flower and a bird The Grand Launch Event of Ujjivan Small Finance Bank
set to take flight.
February 1, 2017 was a momentous day in Ujjivans spectacular
The flower in bloom is a metaphor for welcoming (swagat, in corporate journey as it commenced operations of the Small
our culture) and growth as we welcome our existing loyal Finance Bank. A magnificent launch event was organized in
customers and future patrons into the banking fold. The bird Bengaluru to announce the birth of the bank to the world. The
symbolizes economic freedom and the aspiration to live your launch was attended by over 500 dignitaries including financial
dreams, free from any discrimination financial or otherwise. leaders and corporate captains from the banking and finance
industry.
When combined, it beautifully represents a powerful human
centric brand identity that celebrates Ujjivans deep rooted Nobel Laureate, Professor Muhammad Yunus was the
societal connect and continual impact on building better lives distinguished Guest of Honor for the evening. Professor Yunus
for the millions of our customers. and Mr. Samit Ghosh inaugurated the Bank through a Virtual
Launch of the first five pilot branches in Bengaluru.
The font used in the identity has also been uniquely created
for Ujjivan. The vibrant colour pallet is inspired by Ujjivans In his keynote address, Professor Muhammad Yunus expressed
core colors and the national colors of India to establish its pan his happiness with Govt. of India and Reserve Bank of Indias
country presence and customer connect. decision of introducing the segment of Small Finance Bank.
Professor Yunus stated that as an Small Finance Bank, Ujjivan
can now use the legal framework of a bank to make its goals
more powerful. He also added that Ujjivan Small Finance Bank
is entering unchartered territory which will have its own set
of challenges, but the organization needs to retain its culture,
ethos and always reminisce that Ujjivan Small Finance Bank is a
mission driven bank.
196
Mr. Samit Ghosh, MD & CEO of Ujjivan Small Finance Bank took
the opportunity to thank Professor Muhammad Yunus and
other industry stalwarts who inspired him to venture into the
microfinance domain in 2005. He also expressed his gratitude
to the Ujjivan Board and Investors for their continued support
all through Ujjivans journey from an NBFC-MFI to a Small
Finance Bank.

A major highlight of the launch was a world class panel

discussion on the vision of Small Finance Bank for Financial
Inclusion. In addition to Professor Yunus and Mr. Ghosh, the
other eminent panelists included Mr. Vijay Mahajan, Founder
BASIX, Ms. Mary Ellen, President &CEO WWB, Mr. Sharad
Sharma, Co-Founder, iSPIRT and Mr. Biswamohan Mahapatra
Ex ED, RBI.

As they say, this is just the beginning. Ujjivan Small Finance Bank transition from a lending organization to a full service deposit
has taken the first step towards a long, strategic journey of taking banking institution was not very firmly established.
building a leading state of the art mass market bank in five A thematic campaign to underpin this transition message
years. The bank aims to serve the vast unserved & underserved Ujjivan is now a Bank was immediately undertaken by the
customer base who are currently outside the formal banking Marketing team through a multi medium effort spanning
system. Television, Print, Outdoors and Digital messaging.
Several local level brand activation campaigns, especially
around the catchment areas of the branches were carried
out to support and provide ground cover to the mass media
efforts.
The campaign has had a successful impact on both existing
to Ujjivan and new to Ujjivan customers and subsequently
created high recall for the new brand.

Financial Literacy Film, Paison Ki ABCD Cornerstone

for conversion & adoption. As a
crucial part of its Brand Marketing
strategy, Ujjivan SFB launched
a powerful, educational film on
Strategic Marketing Communications Financial Literacy titled Paison Ki
ABCD aimed at busting myths,
Marketing played a critical role in the first two months of the scepticism and paranoia which
bank launch with strategic marketing and communication surround banking attitudes
targeted at the customer segments. of unserved and underserved
consumer segments of the bank.
Branch branding The branches of Ujjivan Small Finance The film was conceptualized
Bank have been designed as per the new brand identity. The and executed by the Marketing
branch branding for all Ujjivan Small Finance Bank branches team & its Advertising agency
have been conceptualized and executed by the Marketing in partnership with Parinaam
team. The new identity represents a powerful human centric Foundation. The film was curated
brand identity that celebrates Ujjivans deep rooted societal under the direction of renowned
connect and continual impact on building better lives for the film maker, Mr Pradeep Sarkar
millions of our customers. The design elements are inspired who has beautifully brought the vision and aspiration of
by Madhubani, which is characterized by floral motifs and Ujjivan SFB alive on celluloid. With this film we hope that
symbols of prosperity. The design announces the celebration Paison Ki ABCD becomes the synonymous lexicon of what
of pride and solicits good fortune. Ujjivan Small Finance Bank can do for financial literacy of our
customers. In the next few months, as we keep rolling out
Brand Communication: Ujjivan is now a Bank Post the high our branches, this film and song is bound to tug the heart
decibel successful bank launch with the new Brand Identity and soul of our customers. The film has been translated in 9
and Positioning, a series of Qualitative research studies regional languages to create high intensity brand awareness
undertaken to measure post launch recalls ,indicated that the and customer connect pan India.
197
 Products of
3. BSBDA Small Account - Designed for individuals who
wish to have a Banking relationship but are unable to
provide KYC documentation required for opening an

Ujjivan SFB
account with the Bank. Hence to achieve the objective
of financial inclusion basic banking facilities are offered
through this offering.
Features:

Liabilities - No Average Monthly Balance criteria

- No minimum balance for opening the account
The liability products of Ujjivan SFB have been designed to - Valid for 12 months only thereafter to be converted to
make banking services more seamless and accessible for regular savings account after submission of valid KYC
the customer segments. documentation
- Remittance facility through NEFT and IMPS
Retail Banking:
4. BSBDA Account (Basic Savings Bank Deposit Account
As the goal of Ujjivan SFB is to become a leading state of art
- Designed for individuals graduating from BSBDA small
mass market bank to serve the unserved and underserved
account
customer base, an extensive market research was undertaken
to understand the needs of the target segment. Four savings, Features:
two current account variants along with two Term Deposit - No Average Monthly Balance criteria
products were designed incorporating the major findings - No minimum balance for opening the account
and around 5 pillars namely: Trust, Safety, Security, Access, - Remittance facility through NEFT and IMPS
Convenience & Collaboration.
- Limited number of free transactions across all channels
Savings Account Products: including Branch
There is no entry barrier for the Savings Account i.e. there
Current account Products :
is no requirement for maintenance of minimum balance
along with a host of facilities provided like Aadhaar enabled Two customised current account products were
KYC using biometric authentication for paperless account launched to provide the right impetus for Micro & small
scale businesses and expansions. Host of services are
opening, Rupay debit card and transactions at multiple access
offered to encourage use of banking facilities.
points like the Branch, Bank Meetings, ATMs, Mobile Banking,
Internet Banking and Phone Banking. The philosophy 1. Regular Current Account -
underlying the Savings account products is on the basis of Features:
making banking a convenient proposition, considering the - Only Rs. 1,000/- as initial deposit for account opening
needs and pain points of the target segments.
- Monthly average balance Rs 5,000/-
1. Regular Savings Account - Designed keeping into view - Remittance facility through RTGS,NEFT and IMPS
to provide basic banking facilities to unbanked and - Internet and Mobile Banking facility
underbanked population thereby encouraging them to
experience the host of benefits of Banking facilities 2. Premium Current Account-
Features: Features:
- Easy & fast account opening process using Aadhaar - Only Rs. 1,000/- as initial deposit for account opening
based e-KYC
- Monthly average balance Rs. 10,000/-
- No Average Monthly Balance criteria
- Remittance facility through RTGS,NEFT and IMPS
- No minimum balance for opening the account
- Internet and Mobile Banking facility
- Personalised Rupay Classic Debit Card
- Unlimited Free transactions at Ujjivan ATMs and 6 free Deposits :
transactions per month at other Bank ATMs
Fixed Deposits and Recurring Deposits start with as low
- Free SMS alert for all transactions Rs. 1000 and Rs. 100 respectively with a premature and
- Internet and Mobile Banking facility partial withdrawal facility without penalties to give the
- Funds transfer (remittance) facility through RTGS,NEFT, customers higher liquidity options
IMPS 1. Fixed Deposit :
Features:
2. Minor Account Designed to encourage savings for
- Minimum amount Rs. 1,000/- and in multiples of
children (below 18 years of age)
Rs. 100/- thereof
Features:
- Option to opt for interest payment at monthly,
- No Average Monthly Balance criteria quarterly, half-yearly or yearly frequency
- No minimum balance for opening the account - Can be opened through Internet and Mobile banking
- Account opened jointly with guardian
- No penalty if deposit is fully or partially closed after 6
- Personalised debit card for children over 10 years of months
age (on request only)
- Unlimited Free transactions at Ujjivan ATMs and 6 free
transactions per month at other Bank ATMs
- Free SMS alert for all transactions
- Internet and Mobile Bankin nce) through RTGS,NEFT,
IMPS

198
2. Recurring Deposit: Features:
Features: Loan range: Rs.6,000 Rs. 35,000
- Minimum amount Rs 100/- and in multiples of Rs Interest rate (Reducing balance): 21.25% p.a.
100/- thereof Repayment tenure:
- Can be opened at Centre meetings and through Loan amount between Rs. 6000 - Rs. 15000: 1 year
Internet and Mobile banking
Loan amount between Rs. 16000-30000: 1 Year/ 2Years
- No penalty if deposit closed after 6 months
Loan amount between Rs. 31000- 35,000 : 2 Years
In addition to Retail Banking products, CASA along with Processing fees: 1% of loan amount (exclusive of taxes)
deposit products were also launched for Institutional
Banking customers
Agriculture and Allied loan:
Agriculture is the backbone of Indian economy. Keeping in

Microfinance view the specific requirements of customers, we offer them

agriculture and allied loans. The product helps our women
Microfinance products at Ujjivan SFB are purpose based borrowers meet the cost of capital expenses and working
solutions for needy customers. We strive to bring an increase capital activities for farming and allied activities.
in household incomes for our customers through our product Features:
offerings at their doorstep. Access to financial services Loan range: Rs. 6,000Rs. 50,000
enables customers to build and change their mix of assets.
Interest rate (Reducing balance): 21.25% p.a.
Our micro loans can be used for business expansion, housing
improvement, crop cultivation or the purchase of cattle and Repayment tenure:
children education. Customers can also use loans to make Loan amount between Rs. 6000 - Rs. 15000: 1 year
important investments in human assets, such as medical Loan amount between Rs. 16000 - Rs. 30000: 1 Year/
emergency and higher education. 2Years
Microfinance Loan Products are classified into 2 categories: Loan amount between Rs. 31000 Rs. 50,000 : 2 Years
1. Group Loans Processing fees: 1% of loan amount (exclusive of taxes)
2. Individual Loans
Value- Added Group Loan products
Business Top-up Loan:
Group Loans This loan product offers additional finance to customers
Group loans are the most tactical products at Ujjivan SFB, during the year to address business requirements. This
which comprise more than 86% of the total Microfinance loan allows customers access to additional liquidity over
lending portfolio. In order to design new products and and above their initial business loan and is given based on a
develop the existing ones, we are in constant pursuit satisfactory credit history.
to understand customer needs, their preferences and Features:
financial behavior. We believe in translating this gathered Loan range: Rs.3,000Rs. 6,000
knowledge into products that are better adapted to
Interest rate (Reducing balance): 21.25% p.a.
our customers household needs and are affordable.
Repayment tenure: 9 Months
Processing fees: 1% of loan amount (exclusive of taxes)
Group Loan Products
Core Loan Products Emergency Loan:
The loan is designed to meet the unforeseen medical
emergency requirements of customers. The loan is disbursed
Business Loan:
within 24 hours of request from Customer.
Provided to self-employed women (fruit vendors/vegetable
vendors/petty shop owners/tailors etc.) for financing diverse Features:
business needs such as capital expense, working capital, Loan range: Rs.2,000Rs.5,000
repayment of high cost debt etc. Interest rate (Reducing balance): 21.25% p.a.
Features: Repayment tenure: 6 Months
Loan range: Rs.6,000Rs.50,000 Processing fees: 0%
Interest rate (Reducing balance): 21.25% p.a.
Repayment tenure: Education Loan:
Loan amount between Rs. 6,000 - Rs. 15,000: 1 year Education loan helps promote education among our
Loan amount between Rs. 16,000-30,000: 1 Year/ 2Years customers and their children. The product has been designed
Loan amount between Rs. 31,000- 50,000 : 2 Years to help finance the education expenses e.g. admissions fee,
purchase of text books, uniforms etc. for children studying
Processing fees: 1% of loan amount (exclusive of taxes)
from nursery to degree/diploma/vocational training.
Features:
Family Loan:
Loan range: Rs.5,000Rs.15,000
Family loan is designed for low income economically active
women to finance a range of family needs such as school Interest rate (Reducing balance): 21.25% p.a.
expenses of children, medical care, house repairs, social Repayment tenure: 12 Months
and religious obligations, buying consumer durables and Processing fees: 1% of loan amount (exclusive of taxes)
repayment of high-cost debt previously taken for family
needs.

199
 Loyalty Loan: Higher Education Loan (HEL)- Higher Education Loan
Loyalty loan has been designed as a top up loan to assist our has been specially designed to cater to the needs of
loyal customers attain additional liquidity in their business the families who find it difficult to arrange for higher
cash-flows during the festival seasons. This product is a education of their children due to lack of access to
token of appreciation for customers who have maintained organized credit.
more than 20 EMI relationships with Ujjivan SFB. Loan Amount: Rs. 51,000 Rs. 1,50,000
Features: Interest Rate: 23.25% p.a. declining
Loan range: Rs.5,000Rs.15,000 Tenure: 6 24 months
Interest rate (Reducing balance): 21.25% p.a. Processing Fee: 1% of loan amount (exclusive of taxes)
Repayment tenure: 12 Months
Processing fees: 1% of loan amount (exclusive of taxes) Individual Agriculture Loan (IAL)-The Individual Agriculture
Loan has been designed for marginal and tenant farmers who
find it difficult to access adequate institutional credit for crop
Individual Loans cultivation.
Loan Amount: Rs. 31,000 Rs. 80,000
Individual loans are higher ticket size loans tailor made
to suit our mature group loan customers. Individual loans Interest Rate: 23.25% p.a. declining
are disbursed on an individual basis to existing Ujjivan SFB Tenure: 4 12 months
customers who have successfully repaid 20 EMIs or more. Processing Fee: 1% of loan amount (exclusive of taxes)
The modified product variant is also available for new to
Ujjivan SFB customers. The Individual loans at Ujjivan SFB are
available for business expansion, home improvement, animal Open Market Livestock Loan (OMLL)- This loan facilitates
husbandry, children higher education, and agriculture crop income enhancement by providing capital to livestock
cycle and inputs management. breeders (who are new to Ujjivan SFB) for purchasing
additional cattle and cattle shed renovation.
Individual Loan Products Loan Amount: Rs. 51,000 - Rs. 1,00,000
Individual Business Loan (IBL)-This loan product gives our Interest Rate: 23.25% p.a. declining
customers access to finances for working capital and asset Tenure: 6 - 24 months
improvement for their business enterprises. Processing Fee: 1% of loan amount (exclusive of taxes)
Loan Amount: Rs. 51,000 - Rs.1,50,000
Interest Rate: 23.25% p.a. declining
Tenure: 6 24 months
Processing Fee: 2% of loan amount (exclusive of taxes)

Home improvement loan (HIL) - This product gives

financial access to customers towards payment for home
improvements
Loan Amount: Rs. 51,000 Rs.1,50,000
Interest Rate: 23.25% p.a. declining
Tenure: 12 36 months
Processing Fee: 2% of loan amount (exclusive of taxes)

Livestock Loan (LL) - This loan facilitates income enhancement

by providing capital to livestock breeders for purchasing
additional cattle and cattle shed renovation.
Loan Amount: Rs. 51,000 -Rs. 1,50,000
Interest Rate: 23.25% p.a. declining
Tenure: 6 24 months
Processing Fee: 1% of loan amount (exclusive of taxes)

Individual Bazaar Loan (IBZL) - Individual Bazaar Loan is

offered to clients operating in the bazaar area for the purpose
of business improvement. This product has been specifically
designed to cater to the needs of open market customers i.e.
customers who have not graduated from Group Lending to
Individual Lending in Ujjivan SFB.
Loan Amount:Rs. 51,000 Rs.1,50,000
Interest Rate: 24% p.a. declining
Tenure: 6 24 months
Processing Fee: 2% of loan amount (exclusive of taxes)

200
Insurance
Insurance for Group Loans
We advise all our borrowers and their spouse to avail the benefit of insurance. Insurance for borrowers is available up to the
age of 59 years and for their spouse up to 58 years. Availing insurance product through Ujjivan SFB is optional and is subject
to sole discretion of customer/spouse.
(in Rupees)

Premium Total premium

Customer + Sum assured 1st
Product Tenure Customer Spouse spouse year / 2nd year
Core GL (6,000-15,000) 1 year 94 114 208 20,000
Core GL (16,000-30,000) 1 year 141 172 313 30,000
Core GL (16,000-30,000) 2 years 283 344 627 30,000
Core GL (31,000-50,000) 2 years 471 573 1044 50,000
Education loan 1 year 94 114 208 20,000
Top up 9 months 47 57 104 10,000
Loyalty (5,000-10,000) 1 year 47 57 104 10,000
Loyalty (11,000-15,000) 1 year 94 114 208 20,000
Emergency loan 6 months Nil
Preprinted receipt on loan card will include details of payment of husband insurance premium, wherever applicable
Policy tenure will be 1 year/ 2 years depending on the loan tenure. Age of the customers must be between 18 and 58
(for fresh customers) years and age of spouse must be between 18 and 58 (fresh customers) Years.

Insurance for Individual Loans

We advise all borrowers and co-borrowers to insure them
Age of the customers must be between 18 and 57
Premium amount: Rs. 4.09 per Rs.1000, per person, per year
Sum assured is equal to loan amount

Policy Start Date (w.r.t dis-

Disbursement date Policy Tenure
bursement date)

1st to 15th of the month 1st of the same month 12/24/36 months from the policy start date

16th to 30th /31st of the

16th of the same month 12/24/36 months from the policy start date
month

201
 Housing
Ujjivan SFB primarily caters to the Economical Weaker Section Home Improvement Loans The loan can be utilized for
(EWS) & Lower Income (LIG) and is one of the few institutions incremental housing work like extension, renovation and
that offer tailor made products for affordable housing finishing. In extension purpose the works include addition
segment. It has touched & transformed millions of lives in this of rooms in the same floor or in higher floors. In renovation
segment by way of meeting their timely needs and housing purpose the works include, roof conversion, floor elevation,
had been one of the most valued products. The repayment Plastering & Painting, Building of Compound walls, Portico
rate has been over 99%, including during the demonetization extension etc. The income range is 15000-50000 per month.
time when there was cash crunch for customers but still they Average ticket size is around 3 Lakhs and average tenor is
managed to pay Home Loan installment. around 6 years. Loan to Value is restricted to 50% and Loan to
Estimate can go up to 90%.
Home Loan product variants offered by Ujjivan SFB are briefly
as given below. Loan Against Property The end use of this loan primarily
goes for asset creation. There may be mixed usage for
Home Loans (Informal Segment) Loan can be utilized for education or business. The income range is 15000-50000
Construction/Purchase of a home. In this segment, there is per month. Average ticket size for the product is 4 Lakhs and
non-availability of proper documents to assess income. The average tenor is 8 years. Loan to Value has been restricted to
income range is 15000-50000 per month. Average ticket 60% of the Market Value of the property.
size of this segment is 5 Lakhs and average tenor is around
8 years. Loan to Market Value goes up to 70% (actual LTV is
much lesser) and Loan to Estimate can go up to 80% under
this product.

Home Loans (Semi-Formal Segment) Loan can be utilized

for Construction/Purchase of a home. In this segment, the
income is partially documented. The income range is 20000-
60000 per month. Average ticket size of this segment is
around 8 Lakhs and average tenor is around 11 years. Loan to
Market Value goes up to 70% (actual is much lesser) and Loan
to Estimate can go up to 90% under this product.

Products Offered Loan Amount ROI Tenor Processing Fee

(In Rs.)
Home Loan (Informal Segment) 2-15 Lakhs 15.75% p.a. 24 to 180 2% of Loan
Construction/Purchase reducing months Amount(exclusive of
balance Service Tax)
Home Loan (Semi-Formal 5-15 Lakhs 12.75% p.a. 36 to 180 1.5% of Loan
Segment) Construction/Purchase reducing months Amount(exclusive of
balance Service Tax)
Home Improvement 2-7 Lakhs 17.75% p.a. 24 to 120 2% of Loan
Loan(Secured) reducing months Amount(exclusive of
balance Service Tax)
Loan Against Property 3-10 Lakhs 19.75% p.a. 24 to 120 2% of Loan
reducing months Amount(exclusive of
balance Service Tax)

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 Micro and Small Enterprises (MSE)
The MSME sector is a major contributor to the GDP and require loan for expanding their business premises/purchase
employment to the country. The Government of India has of new machinery, Debt consolidation (refinance any loan
launched a number of programs to accelerate the growth of taken for business purpose), working capital or any capital
the sector. investment. Primarily, the businesses are registered in this
segment. Some formal documents are collected as income
As per reports published by the ministry of MSME and proof, tax-filling done although irregular and moderate
International Finance Corporation, the bulk of the sector exposure to banking. The loan will be secured by residential
is Micro and Small Enterprises (MSE), majority of which building or mixed use (residential and commercial), taken as
are unregistered. MSEs face a lot of issues in accessing collateral.
institutional finance and continue to be dependent on sources
such as moneylenders, pawn brokers, chits/committees apart Loan Amount: Rs.10,00,000 25,00,000
from family and friends. It has been acknowledged that lack Interest Rate: 17-19% p.a. declining
of institutional finance has stunted the growth of MSE for
decades. Therefore, the Reserve Bank of India has mandated Tenure: 36 - 84 months
the aspirants of Small Finance Bank to focus on MSE as one of Processing Fee: 1.00% of loan amount + Service Tax
the main customer segments. Log in fee: Rs.1,500+ Service Tax
Additionally, Government of India has set up a dedicated
refinancing agency MUDRA (Micro Units Development and The Way Forward: A dedicated MSE finance unit has been
Refinance Agency Limited) to facilitate flow of funds to this set up to cater to the needs of the segment. The unit will
segment of customers. The unmet financial needs of MSEs understand the needs of the customers, the business
offer a great opportunity for banks and NBFCs to develop environment including competition and the risks and
a strong business line dedicated to this particular sector. mitigations in order to bring out products and services for
However, the banks have not been able to do much due to the micro and small enterprises. The products and services
various structural issues and NBFCs have not been able to are being kept simple with high technology support in order
provide a complete product suite, apart from term loans. to ensure fast delivery, quality underwriting and superior
Ujjivan has recognized MSE as its main target segment in customer experience while maintaining efficiency.
line with its mission and also for product diversification
and future growth. As a part of MSE Business, since August The following products will be on offer in the course of
2016, we have launched 4 new products across 40+ branches current financial year:
and through these, Ujjivan Financial Services has financed
over 2200+ micro and small enterprises and disbursed Secured Overdraft
approximately 56 Crore since the program was launched. CGTMSE Term Loans
This was achieved by inducting new customers from the open So far as the MSE Business is concerned, Ujjivans value
market. Since inception, the primary focus has been on open proposition for MSE customer will be:
market sourcing.
The following products were on offer during FY 2016-17:
Unsecured Business Loan - This product caters to the need
of customers who are into the business of Micro and small
enterprises and require loan for expanding their business
premises/purchase of new machinery, Working Capital,
Debt consolidation (refinance of any loan taken for business
purpose) or any capital investment. Primarily, the businesses
are not registered in this segment. No documentary income
proof and high fungibility with family income and expenses.
In this segment, the tax filling is non-prevalent. No collateral
is required for these loans.

Loan Amount: Rs.1,50,000 3,00,000 Technology

Interest Rate: 24% p.a. declining
Tenure: 12 - 36 months
Processing Fee: 2.25% of loan amount + Service Tax
Unsecured Enterprise Loan - This product caters to the
need of customers who are into the business of small
enterprises and require loans for expanding their business
premises/purchase of new machinery, Debt consolidation
(refinance any loan taken for business purpose), working
capital or any capital investment. Primarily, the businesses Additionally, the facilities of Current Account, Remittance
are registered in this segment. Some formal documents are and Payments, Insurance, Savings and Investment will be
collected as income proof, tax-filling done although irregular offered to both our existing and potential customers. The
and moderate exposure to banking. No collateral required. use of technology will be instrumental in delivering superior
customer experience by bringing efficiency in origination and
Loan Amount: Rs.3,00,000 5,00,000 management of loans. Further, technology will increase the
Interest Rate: 21-23% p.a. declining reach and profitability of the MSE business vertical by making
available reports and MIS. Better customer segmentation,
Tenure: 12 - 36 months predictive analysis to facilitate target marketing; and credit
Processing Fee: 2.00% of loan amount + Service Tax decision as well as portfolio management will also become
possible. MSE Finance will be Ujjivans growth engine during
Secured Enterprise Loan - This product caters to the need of the current year and also in the years to come.
customers who are into the business of small enterprises and

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 Liability Sourcing

Ujjivan has segmented its liability customers based on the catchment mapping. This is used as an input for designing
customer profile so that customers can be serviced in an and implementing communication to reach out to each sub-
efficient and effective manner. segment. Use of Customer Relationship Management Solution
enables tracking of each lead till fulfillment stage .Hand held
In the retail space, the focus is on mass market with specific
device in an Aadhaar enabled environment results in customer
attention to unserved and the underserved. Products have
account being activated in a fraction of time compared to
been designed in such a way that they are simple to understand
what it would have been otherwise.
and are delivered in a user friendly manner leveraging state of
the art technology. Bank branches have been designed keeping in mind our
target customer segments. They are functional yet aesthetic.
Few highlights of our offerings on the deposits side are
Technology has been used to simplify customer interactions.
Branches also incorporate images of our cultural context to
1. Use of handheld device to open accounts at exude warmth in a formal setting.
customers doorstep and at the same time reducing
the account opening TAT drastically A large segment in the liabilities space is the institutions.
This covers large government, semi-government and non-
2. Implementation of CRM solution to give customer a government entities. This space in terms of deposits size
seamless and unified experience across channels at and potential in the universe of deposits is as large as the
every, starting from acquisition retail space. The approach here is completely different from
3. Product design that addresses key concerns of that in the retail space. Customer connect and servicing
customers for institutional customers is managed by a small team of
specialized and trained relationship managers.
4. Non IVR call center to give customers a personal &
human touch Institutional business is the source of large deposits which
allows us to focus on building pure retail franchise in a
5. Branch design philosophy flows from the aspirations systematic manner.
and at the same time addresses the apprehensions of
the target customer segments. The focus is on identification of institutions and work closely
with decision makers to get the bank empaneled, so that we
6. Biometric ATMs can participate in the deposits requirement of the institutions
All our existing loan customers are being on boarded into the in a mutually beneficial manner. Relationship managers are
liabilities banking relationship through an integrated program mapped to institutions to ensure continuity and build ability to
involving financial literacy, assisted banking and account spot opportunities to deepen the relationship.
opening through a simplified process. Within the institutional space, the specialized set of financial
New customers will be acquired through a specialized institutions including banks, insurance companies, mutual
team operating out of the bank branches. The approach funds and others is serviced by FIG (Financial Institutions
involves identifying customer sub-segments through Groups) team which is part of treasury.

204
Channels
Channels is one of the start-up units that was set up in
preparation for transition to a Small Finance Bank. These
channels are intended to change the way the un-served and
the under-served accessed banking services, build the basic
banking habits to facilitate financial inclusion and to reduce
costs as the business scales. The goal is to integrate people
and technology to deliver unique segment specific solutions.
These solutions delivered, will demystify banking and provide
convenience through a continuum of options ensuring
customers work their way up in the value chain. Customers
expected doorstep banking which was communicated to us;
consequently we set out to find solutions and the evolution
from assisted to self-service was the mantra to create value
for all.

Today we deliver services through strategically launched

multi-channel networks. This mix which includes branches,
hand held devices delivering doorstep services, ATMs, debit
cards, internet banking, mobile banking and phone banking
has converted the Micro Finance delivery framework to full
service bank delivery capability. We have around 38 ATMs as of
31st May 2017 and mobile banking applications are operative
on multiple operating systems. We also operate an in house
phone banking unit which caters to service level queries.

Our customers will not face hassles of IVR or robotic voice; their
calls will be directly connected to dedicated officers based
on preselected language preferences. We are continuously
improving and evolving our direct banking channels (branch
and hand held devices) to enrich the digital banking experience
for customers and enable them to make an easy and gradual
shift from the assisted mode to the self-service mode. With
this infrastructure in place, we facilitate product sales through
these alternative channels. These innovative delivery channels
are the key to a more efficient payment system and supported
by a focused financial literacy drive for customers these
options are transformative in nature. We have moved closer
to offering financial services anytime, anywhere for the
segments we serve.

The industry holds immense potential and the success

strategy lies in our solution architecture being adaptable,
scalable, secure and easily accessible for our customers who
will become more financially astute in their banking habits.

205
 Branch Infrastructure

Ujjivan Small Finance Bank branches have been designed to

reiterate our fundamental values - Transparency, Trust and
Efficient services to ensure that our customers feel respected
, supported and assured of a seamless banking experience.

The findings of an extensive research and survey by IMRB

supported our thought process in the design of branches.
Overall the objective was to comprehensively integrate the
aesthetic, functional and the connect aspects to achieve
customer satisfaction.

The real estate selection played an important role as our

existing branches were situated centrally for the convenience
of our micro-finance customers and the new bank branches
ensure accessible locations, convenience and better
visibility. The furniture and flow in the space gives impactful
differentiation on the brand.

Our branch layout ensures convenience and at the same time

provides noticeability of the main touch points:

Help Desk: Easily locatable on entering the bank

Waiting Area: Is spacious enough to accommodate

our mixture of customers
Counters: Every counter should be separate,
Toilet and Drinking water: This is a mandate facility dedicated to one particular function like saving or
for customers (non-negotiable feature) at our SFB deposit
branches
Managers Office: Located at a noticeable place,
Teller Counters: Specially designed to ensure accessible by customers
convenience without intimidating customers, nor
stressing either of the individuals on a transaction at The layout of spaces within the branch is planned efficiently
counter as the banking section and the back office section. Our SFB
branches are well equipped with requisite security systems.

206
Information Technology
With a robust IT foundation, Ujjivan has set up state of the The technology backbone that delivers a robust and scalable
art technology infrastructure for the Small Finance Bank. architecture has the following highlights
Commencing its transformation journey from early 2016,
Ujjivan has invested heavily in best in class IT infrastructure and High availability both at the DC and DR at every
ensured building seamless technology integrating its various component with a near line DR as well
functions and the new channels and verticals thus delivering
high quality service to all its stakeholders. Beginning 2016, Adequately sized infrastructure keeping in view the
Ujjivan supported by E&Y (Ernst & Young) team crafted an RFP business plan
(Request For Proposal) to build and manage the technology
back-bone required for leading this transformation. A rigorous All branches are on MPLS with redundant link.
selection process was followed and Wipro was selected as our
technology partner for system integration on the IT strategy Core banking is on high performing state of the art
laid out by Ujjivan. servers.

The solution designed has been crafted so as to be scalable Risk mitigation tools implemented include: AML
with an eye for growth, flexible to meet future product and (Anti-Money Laundering) solution
service requirements and ensuring security and operational
efficiency. Appropriate Security solutions aligned to the RBI
mandate. Some of the key solutions are Firewall, PIM,
Traditionally Ujjivan has relied on providing cutting edge SIEM, WAF, Threat and Vulnerability Management,
technology by extending new product and service capability mobile device management and IDAM.
to the field staff and users alike. This philosophy has continued
with the Small Finance Bank as well. The overall solution Security Operations center for Information Security
essentially entails a strong core product platform, an extended
channel ecosystem and a seamless service fulfillment. Comprehensive IT policies including IT security, IT
operational policy, change management policy, user
Combining the best in class IT majors Ujjivan has successfully access review policy and IT governance policy.
paved the way for implementation of its banking solutions.
IT infrastructure includes Finacle Core Banking from Infosys, The overall governance has a two-tiered structure to ensure
CRM Solution from CRMNext, Mobile Unified Platform from implementation of the plan in alignment to the strategy.
i-exceed, SysArc Loan Origination System, SAS complete suite
for AML, ALM, FTP and Risk Governance, Oracle Financials, IBM A Board level IT strategy committee for managing/
Cognos for data warehousing and Business Intelligence, IBM guiding technology initiatives.
FileNet for document management and workflow systems etc.
An IT steering committee to assist the executive
Core Banking and all other systems are running on most secure management of the IT strategy, to review the status
and robust servers like Oracle Sun Super Cluster, CISCO Blade of IT projects, monitoring service levels and service
Servers and CISCO Routers and Switches. improvements.

Key highlights of the business capabilities delivered are: Ujjivan Small Finance Bank is set to deliver efficient services
to its customers geared with a strong IT infrastructure, an
Entire suite of products for the customer like TD, RD, experienced management team and technology partners.
FD etc. for the customer through the Core banking
solution from FINACLE.

Seamless account capture and account opening by

use of the e-kyc backbone and hand-held device
online with no documentation.

360 degree view of the customer for better sales

and customer service fulfillment through CRM.

Self service channels of mobile banking and internet

banking for the end customer with facility to create
deposits as well as make remittances.

Real time online ATM having capability to accept

RUPAY, Master, VISA

RTGS and NEFT payment systems.

Efficient delivery of business capabilities ensuring a seamless

experience is achieved through:

Implementation of an Enterprise Service Bus

Leveraging the existing BPM tool for account

opening.

207
 Human Resources
Culture: Employee Engagement:

Changing Times, Unchanging Culture Being a Great Place to Work

The Human Resources team has consciously engaged For the past six years, Ujjivan is consistently ranked among
in developing Ujjivans strong core values of Integrity, top 25 Great Place to Work Companies. Great Place to
Transparency, Respect, Professionalism and Teamwork. It Work Institute has conducted pioneering research on the
has always been emphasized that even as we transition into characteristics of great workplaces for over 25 years, and is
a bank, we would stand by the values and culture that we considered the gold standard for assessing & certifying great
are known for. Keeping this in mind, a customized transition- workplace cultures.
related change management program named Parivartan was
launched in February 2016.

Through Parivartan I, the first phase of this programme,

the organization was able to set in motion a change in the
service mind set of our employees through sixty selected
Change Champions who were christened as Parivartaks. The
Parivartaks were selected and trained by senior leadership of
Ujjivan and then they were sent out to train other employees
across regions.
According to a fundamental model developed by the Great
Place to Work Institute, Credibility, Respect, Fairness, Pride
& Camaraderie are the dimensions of a great place to work.
As per the Survey Results of 2017, Ujjivan scored positively on
these dimensions when compared to the Top 50 Organizations
in India, as is seen in the following graphical representation.

For the year 2017, we are certified as a Great Place to Work.

Channels of Communication

In the past year, several communication channels were

effectively used to reach employees. Miniscule snippet-sized
communications were designed through Whatsapp, Videos
& SMSs. Monthly and quarterly newsletter continue to be a
strong mode of communication.

Testimonials

Subhash Chandra K. M., Cluster

Branch Head, Karnataka Area Office

I joined Ujjivan in 2009 as a Customer

Relationship Manager. I gathered
rich experience working on the
Ujjivan conducted an in-depth study on change requirements field & learned a lot while working
for our transition with a change management consultant. with economically active unserved
As we rolled out new banking branches, a major challenge and underserved customers. I enjoy
that we encountered is that of people transition and change immense respect among people
management. We had approximately on-boarded four thousand because of my job as a banker. I thank
new employees who joined us last year. With the arrival of new Ujjivan for this wonderful journey &
team members in such a large scale, we spearheaded strong promise to be a greater contributor to Ujjivans success in the
team integration initiatives & practices. Stronger inductions into upcoming years.
Ujjivan culture & ethos, as well as cross-functional collaboration
in all training efforts were also emphasized upon. Besides 96% of Ujjivan Employees say: I want to work here for a
enabling support, the HR team has also engaged in several long time
interventions that aim to improve collaboration & team work
such as team/departmental meetings, de-stress programmes
for branch-level employees, etc.
208
 Bhuvaneshwari S. In FY 2016-2017 more than 60% of the open positions were
Branch Operations Officer, HAL closed through employee referrals. The major success is
attributed to the fact that employees consider Ujjivan to be a
It has always been my dream & aim good place to work and want to recommend it to others.
to work in a bank; I had previously
applied at several banks & was Campus Hiring
unsuccessful. Today, I work as a banker
This year, a group of 118 young management graduates joined
at Ujjivan and this dream was made
the bank from 30 reputed universities & institutes like School
possible through the various on-the-
of Rural Management-Xavier University (XIMB), SDM Institute
job training programs I attended at
for Management Development (SDMIMD), Tata institute of
Ujjivan. The training programs helped
Social Sciences (TISS) and Institute of Rural management-
me learn about banking processes &
Anand (IRMA).
gain knowledge required for my new role as a banker.
Retaining Talent/ Talent Management
96% of Ujjivan employees say: I am offered training or
development to further myself professionally. In order to fulfil the required domain competencies and
expertise for smooth functioning of the bank, Ujjivan hired
Attracting Talent 4,092 employees including freshers, management trainees,
mid and senior management personnel. This included key
Hiring for the Bank leadership members to handle critical functions in the
context of a Small Finance Bank. The incremental headcount
Ujjivan Small Finance Bank was launched in February 2017. percentage for the year 2016-17 is 25.65%.
New employees were recruited at different levels of the Career Opportunities
organization, keeping in mind the various competencies and
To nurture internal talent, employees are encouraged
expertise needed in transforming into a bank.
to take up additional responsibilities and demonstrate
While the Corporate Recruitment team focused on hiring necessary competencies to take up formal as well as informal
functional heads, senior subject matter experts and domain leadership roles. The key objective is to promote the right
specialists to help in setting up the bank, the regional teams individual internally so that it serves as a career anchor for
focused on expanding and strengthening the existing them while keeping the employee engaged and motivated
businesses, staffing new business lines and hiring for bank to contribute to the fullest of potential. It also helps building
branch-related specialized roles. the confidence of the workforce on the fairness of the
policies.
Control
Business Support
Region Func- Total As a process, the supervisor recommends suitable candidate
Function Function
tion for promotion, who are then required to go through required
Corporate Office 4 15 135 154 assessments including personnel interviews. Promotions
are also done through Internal Job Postings, where the
East 711 76 82 869 employee can apply for any available role of their interest.
North 771 62 111 944 More than 25% of all open positions were closed through
South 1042 48 97 1187 IJPs.
West 769 66 103 938
Performance Management
Total 3297 267 528 4092
Ujjivan as an organization believes in transparency in all its
practices which governs its people. The same applies to the
Performance Management System at Ujjivan. Performance
reviews at Ujjivan are done bi-annually i.e. mid-year appraisal
and annual appraisal. Before commencement of the review
process, customized training modules on various facets
of diligently reviewing performance are made available on
e-learning platforms for ease of employees and first time
supervisors in assessing performance. Employees are given
an opportunity to self-evaluate their performance, discuss
their performance with the immediate supervisor and
objectively identify the developmental needs.

Rewarding Our People

Employee Referrals Employee Benefits:
The Employee Referral Program is a reflection of our strong The banking industry provides some of the best possible
belief that our employees are our best brand ambassadors employee benefits and as a new age bank we were keen
who significantly contribute towards building Ujjivan and can to ensure that a bouquet of benefits which range from
attract suitable talent to meet our ever growing resource Insurance, Education, Retirement plans etc., was available to
requirements. The program is a platform through which our geographically distributed workforce that caters to their
employees can refer their acquaintances, who upon hiring, diverse needs.
can contribute to our overall business plan. During the We are an organization that believes that our people are our
talent search process, greater emphasis is given to traits like strength. We offer a comprehensive benefits package that
adaptability, willingness to learn and candidates potential to includes:
explore and take initiatives. Ujjivan, even as a newly launched
bank, continues to enhance skills through programs such as Medical insurance for the employees and their eligible
the first level supervisory workshops to enable new managers family. This program is designed to focus on wellness,
to understand the nuances of building leadership skills, and preventive care and awareness in a way that they can save
managing people while engaging in branch management. money on health care.

209
 Life and disability insurance options provide income I am so happy to receive ESOPs from
replacement in the event of serious injury or death. Ujjivan. For a secure future of my family,
I have purchased all the vested options. I
We have negotiated a voluntary medical insurance cover
have planned to use this amount for my
for parents which include new age medical procedures and
daughters higher education and building
provide support to our employees families. my home-Mr. Arup Kashyapi (Area
A welfare trust ensures that we stand by our colleagues in Manager-East)
times of their needs of medical exigencies for them and
their families, when medical expenses are beyond their ESOPs were helpful in fulfilling my dreams.
affordability. I will utilize ESOPs granted to me for the
Our loan products include a differentiated offering for our improvement of my house and for my
employees. childrens higher education -Usha Saxena
(Customer Relationship Officer-North)
The organization remained committed to not differentiating
benefits, based on any organizational levels. The sense of
Issuing ESOPs to staff is a unique benefit
equality and pride that this instils adds to the larger canvas
that Ujjivan offers. Being a tenured
of our mission to utilize the full potential of the financially
unserved population by aiding their development to procure employee, I truly realize the value of ESOPs
a brighter future. which were offered to me in the initial
years of joining and thereafter whenever I
was eligible. I am planning to buy a house in
Avg. Claim coming years by utilizing my ESOPs. In true
Benefit No. Of Claims
Amount
sense, Ujjivan is building our life better
Medical Insurance 71 Rs. 38,231 - Vijayesh Kumar Pandey (Regional Manager Operations -North)
Parental Insurance
10 Rs. 1,13,184
Policy
Learning the Ujjivan Way:
Accident Insurance* 6 Rs. 0
Term Life Insurance 2 Rs. 10,00,000 A lot of work was done as a part of the transition to equip
employees to build:
*Accident insurance: Claims under process
The new customer service mind-set
Total Rewards Role-based operational competency
Technology competency
A significant step that the organization took was to align our Risk and Compliance Knowledge
remuneration in accordance with the banking industry.
The post-transition priority is to ensure continuous learning
Implementation of new, best in class practices such as and application. Our goal is to make learning a part of the DNA.
implementation of National Pension System, Meal Cards etc. Hence the Learning and Development Team has identified
were undertaken. further learning priorities in consultation with other cross-
functions.
We endeavour to remain an employer who believes in and
implements fair practices in matters relating to Rewarding Some priorities that emerged were:
our People.
Cultural alignment of existing and new employees
Despite the tough time that the industry in general and Creating operational efficiency at the branches
specifically the transformation that new age banks such as us Fostering the Risk and Compliance awareness and culture
are going through, we are keen to strike a fine balance between New and elevated levels of customer service which caters to
our financial realities and aspirations of our workforce. a new set of walk-in customers
Employee Management in the Small Finance Bank context
Compliance matters were at the forefront. Research into
Since we employed a number of people across roles and
compliance requirements for the bank, while ensuring that we
functions, it was important to align cultures and create
remain 100% compliant to all MFI compliance requirements
familiarity with the MFI business. We were proactive in
was at the forefront of all efforts.
conducting induction trainings and around 112 employees
went through Operations and Liabilities Induction trainings.
Employee Stock Option Plan (ESOP)
In order to foster a culture where Risk and Compliance
In a significant measure of confidence building and enthusiasm awareness many specialized workshops have been created
for the employees, Ujjivan Financial Services Limited (UFSL) for Control Functions such as Audit, Risk and Compliance and
always had ESOP schemes and the employees post transfer Credit. Chosen employees from Control, Backend and Branch
to Ujjivan Small Finance Bank continue to have this benefit. functions attended workshops organized by the CAB, NIBM
As an equal opportunity employer, Ujjivan offers and equal and SIDBI.
opportunity to all staff to share in the rewards of our success.
The fact that all employees are eligible for ESOPs basis We realize that our branches best respond to experiential
their performance and subject to conditions of the schemes learning. Hence Customer Service Mind-set Trainings have
announced, creates a sense of ownership and pride. been created and customized with specific scenarios which
reflect real-time incidents as a Small Finance Bank.
Employees speak on ESOP:
After selling ESOPs, I have utilized the Our E-Learning platform called E-Pathashala is used
amount in building my house & the extensively for Regulatory and Compliance Training and
remaining amount has been deposited into continuous learning. The online portal includes various online
a fixed deposit for my daughters higher trainings which the employees can access to enhance their skill
education - Biman Nandy (Team Leader Asset and knowledge. We developed various bank related modules
Operations-East) (covered around 48 topics) and trained 3,624 employees.

210
Financial Literacy Program in Collaboration
with Parinaam Foundation
Diksha Financial Literacy Program

Ujjivan has partnered with Parinaam Foundation to create and India and enabled the opening of 150,000 savings in various
execute a widely acclaimed Financial Literacy Program called, banks. Parinaam Foundation has also created a Childrens
Diksha. The program gives low-income families the knowledge Financial Literacy Program, Chillar Bank, and has trained over
and tools they need to save safely, reduce financial risk and 80,000 children and opened 24,000 bank accounts across India.
make informed, intelligent financial decisions.
The program was funded last year by Ujjivan and Citi
Diksha, a 5-module in-classroom training on different financial Foundation and has been highly acclaimed by the Reserve
aspects has covered over 500,000 women across 20 states in Bank of India and others.

Total Impact Impact from Ujjivan funding

Outcomes 2016-2017
2016-2017
Indicator Achievement Achievement
Number of women beneficiaries trained 138418 100018
% of women beneficiaries certified through Diksha 86.2% 86.7%
Number of bank accounts opened by women beneficiaries
29492 19540
through Diksha
% of cashless loans availed by women beneficiaries graduating
69.2% 67.8%
through Diksha (Diksha Certified 2016-17)
Number of women beneficiaries availing individual loans through
1215 823
Ujjivan (Diksha certified in 2016-17

Key highlights of Diksha in 2016 17

Diksha was scaled to 332 branches.

During the demonetization phase, Diksha
curriculum was revamped to help beneficiaries
cope with the situation effectively.
Digital financial literacy became the need of the
hour and Parinaam introduced basic concepts
into the curriculum to teach beneficiaries to use
different methods of payments and help them
transition to cash less economy.
To enhance the quality of Diksha training provided
by the team, Parinaam conducted two refresher
trainings for 83 Financial Literacy Trainers and 9
Team Leaders. Master Training for the Supervisors
was organized at Bangalore.

211
 Demonetization & Diksha Repayment Rate

Pre Demonetization it was very hard to understand if Financial

Literacy had a significant impact on MFI customers repayment
habits. However it was endearing to see the difference
between customers who had undertaken the 5 module
program vs. customers who had not post demonetization.

Pan India, the repayment rate post Demonetization, as of 31st

December 2016, was 91% among Diksha-trained customers as
against 87% among all Ujjivan customers.

Repayment Rate ( percent)

Diksha-trained All Ujjivan
Region
Customers Customers
North 78.0% 75.0%
TEACHING FINANCE, CREATING INCLUSION
South 92.0% 88.0%
IMPACT EVALUATION OF DIKSHA
East 95.0% 96.0%
Citi Foundation and Parinaam Foundation commissioned West 99.6% 90.0%
Delphi Research Services Private Limited in 2014 to design
Total 91.0% 87.0%
and undertake a customized External Evaluation that would
offer insights into the impact of the Diksha Financial Literacy
Program on the lives and households of urban and semi-urban Chillar Bank Program
customers of Ujjivan. Through the survey, it was attempted to
ascertain whether Diksha is meeting its desired goals. This program is designed to educate the younger generation
on the importance of savings and money handling as well
Some of the Major Findings of the Impact as inculcate the habit of savings by helping them open bank
accounts. The program was initiated following an RBI guideline
Evaluation: that encourages children to open and operate savings bank
accounts independently, and is targeted at children between
Study covered 5973 Diksha and Non-Diksha beneficiaries
the ages of 10 to 17 years
across 11 states in India. The findings from data analysis have
indicated positive findings as below:

Out of the 153,001 customers who were enrolled in

Diksha, comprising customers from various loan cycles and
vintages, only 9,544 or 6% of Diksha trained customers,
dropped out from Ujjivan. As against this, 35% of Non
Diksha customers of identical loan cycles and vintages
dropped out from Ujjivan. Clearly states, customers who
attend the Diksha Program are far more loyal and much
less likely to drop out from Ujjivan and thus preserve their
assets.

Twice the number of Diksha trained respondents (30%)

report they actively track and monitor their monthly
household expenditure, as compared to their Non Diksha The childrens savings program consists of the following:
counterparts (15%). This pattern (considerably higher
proportion of Diksha trained tracking their monthly A 90-minute module of 4 sessions
expenditure than Non Diksha respondents) tends to hold where the children are engaged
good in each of the 4 regions. through activities like role plays,
discussions and assignments.
A higher proportion of Diksha trained households were
able to save money in the last one year (81%) than did Non Orientation Money counting, the importance of
Diksha respondents (76%). The average amount saved savings and savings options are the
in the last one year by such households is higher among key concepts introduced here.
Diksha trained households (Rs. 35,418) than among Non
Diksha households (Rs. 34,801). An animation on banking tools is also
shown to the children.
92% of Diksha trained respondents have bank accounts in
their names as against 82% of Non Diksha respondents. A list is prepared with the names of
the children who do not have savings
38% of Diksha trained respondents who have bank accounts.
accounts in their names, claim to get updates regarding Opening of
their accounts on their mobile phones via SMS as compared Savings account The trainer then liaises with the
to 36% of Non-Diksha respondents. branch team to facilitate the opening
of accounts for these children if they
97% of Diksha trained respondents children attend school wish to do so.
as against 92% of Non Diksha respondents children
Each child is provided with a savings
Savings Box
box to promote the habit of savings.

212
In the year 201617, Parinaam registered 53,871 children into Ujjivan Small finance bank is a mass market bank and will
the program, of which 51,378 children participated from 332 treat everyone with respect and make banking a joyful
Ujjivan branches across 20 states in India. A total of 16,031 experience. Teach our customers how to use banking
savings accounts were opened for the children through the products confidently using the latest technologies.
program. The film has been created in 9 different languages to
ensure that viewers all across India understand the Ujjivan
The training has had a significant impact on the children; an experience.
internal assessment study revealed the following:
The film is being screened during Bank Meetings, Mass
86% of the trained children started saving. Screenings, Branch Walk-throughs and during house visits to
enable customers understands the importance of savings and
76% started goal based savings to fulfil their aspirations like start saving with Ujjivan Small Finance bank to achieve their
buying cycles, watches, mobiles, computers, school bags, goals.
uniforms, books, fees, etc.
66% opened bank account
48% started to track their expenses
81% started controlling their unnecessary expenditure on
sweets, toys etc.
26% use ATMs independently
24% started using their Bank accounts at least once a month
Rs.255 is the average monthly savings of the children across
the country

PAISON KI ABCD JOURNEY

For most of us having a bank account is as naturalas breathing
and we cant imagine surviving without our debit cards.
Unfortunately, for millions of people in India who are unbanked
or under banked the lack of financial awareness and trust in
financial institutions impedes access to bank accounts.

My Goals with My Ujjivan Card

To inculcate goal-based savings behavior amongst Ujjivan

customers, Parinaam has designed a Goal Based Commitment
Card. This card helps the customers identify their short term
and long-term goals, which could be, then linked to Ujjivan
savings products like Fixed Deposit, Recurring Deposit & their
regular Savings Account.

Ujjivan Small Finance Bank and Parinaam Foundation are

committed to their long-standing vision of financial inclusion
of the unserved and underserved. We will constantly strive
to ensure our customers are financially included through
the development of resources that will speak to low income
families through multiple touch points and will help them
utilize financial products and services to improve their well-
being.

Paison Ki ABCD Film

To help these millions, Parinaam with the support of Ujjivan

Marketing Team created Paison Ki ABCD - a financial literacy
film and song directed by renowned Bollywood filmmaker
Pradeep Sarkar and written by the Mudra DDB Team in
Bangalore.

The film was created to make the customers of Ujjivan

understand the benefits of saving in a bank account and
how to use the wide range of products and services Ujjivan
Small finance Bank has to offer them. Services include
simple documentation, doorstep services, one stop shop
for all financial transactions, great customer care and goal
based savings products.

213
 Statutory
Reports &
Financials

214
Management Discussion & Analysis
Macro Outlook
The banking sector is poised for a radical change with the Rs. 206.4 Crore and posted a net profit of Rs.3.5 Lakhs. For
entry of differentiated banks The Small Finance Banks (SFB) the two months of banking operations, our cost to income
and the Payment Banks. The RBI granted 10 licenses for Small ratio stood high at 95% on account of higher transition cost,
Finance Banks and 8 licenses for Payment Banks in FY2015-16 increased finance cost to meet regulatory compliance, one
to give fillip to its financial inclusion efforts in the under served time goodwill write off and impact of lower business volumes
and the un served segments. As the Small Finance Banks are due to demonetization and transition. We earned a treasury
functioning under the overall framework of Draft Guidelines income of Rs.19.7 Crore.
of the RBI for Small Finance Banks released in September
2016, Banking Regulations Act, RBI guidelines for Scheduled Liability Deposit
Commercial Banks, we expect further fine tunings to the 5 branches were opened during February as pilot branches. In
regulations in line with the Small Finance Bank operations. The these branches we closely reviewed the effectiveness of our
regulatory norms mandate a focus on small ticket lending in products, processes, technology & marketing. The learning
the financially excluded segments by necessitating loans below from these branches were incorporated in our other branches
Rs.25 Lakh to form at least 50% of the overall loan book. While launched subsequently. In March2017 we opened further
products offered would vary, the focus customer segment of 10 bank branches. In two months time, these branches have
the SFB operating model would be the economically active contributed Rs.6.6 Crore of retail deposits (including staff
urban and rural poor and small self-employed customers. deposits). Additionally, we have raised institutional deposit
The government has taken several initiatives to boost the of Rs.199.8 Crore. Scaling up our deposit business will be a
growth of Affordable Housing segment, including the major focus area for this year. We shall follow a three pronged
Housing for All by 2022 scheme and the Interest Subsidy strategy for building our liability business. The first priority
Scheme under the Pradhan Mantri Awas Yojana (PMAY). The shall be sourcing higher ticket institutional/corporate deposits
MSE segment has also received a major stimulus through the to rapidly scale up our deposit franchise and repay our high
Pradhan Mantri MUDRA Yojana. Asset base diversification to cost grandfathered loans, reducing overall cost of funds.
individual MSE and affordable housing loans would expand The second priority is garnering deposits from our existing
the business potential in these segments and balance growth customers by offering them a bouquet of liability products.
across various segments for the microfinance industry thus Our third focus will be on open market customers especially
making the business model more robust. The Small Finance the un-served and the underserved who are essentially outside
Banks are expected to focus increasingly in these businesses. the formal banking system. Our products design is simple and
Of the 10 SFB Licensees already 8 have commenced their easy to understand thereby enabling active participation by
operations. It is expected that the SFBs will bring in the latest customers in these segments in the use of banking services.
technology and increasingly expand their business in unserved Paperless account opening, Biometric ATMs and access of bank
and underserved areas thus driving the mission of financial account in center meeting using handheld devices are some of
inclusion. Technology and innovation will be a great enabler our key offerings, leveraging technology for faster delivery.
and all players will have to leverage technology to widen their Treasury
outreach for efficient delivery to the last mile
Ujjivan Small Finance Bank has set up its banking treasury
Financial & Business Highlights function consisting of the Front Office, Mid Office and the
Back Office. The roles of each department have been defined
Particulars FY 2016-17 in line with regulatory requirements. Treasury Front Office
takes care of Asset Liability Management, Liquidity Risk, and
No. of Bank Branches accepting deposits 15 Interest Rate Risk of the bank. Treasury Mid Office takes
No. of Bank Branches not accepting deposits 442 care of limit monitoring, regulatory reporting, MIS and policy
review. Treasury Back Office takes care of accounting and
Borrowers 3,566,993 reconciliation of treasury transactions.
Gross Loan Book (Rs. Crore)* 6,379.5
Treasury has three focus area (1) Maintaining SLR & CRR
MFI Gross Loan Book (Rs. Crore) 6,224.6 investments. (2) Raising wholesale funding and (3) participating
in call market.
Micro and Small Enterprise Gross Loan Book
56.4
(Rs. Crore) The Bank has ALCO, Investment Committee and Risk
Management Committee to discuss and review the Treasury
Affordable Housing Gross Loan Book (Rs.
98.6 performance periodically. Treasury operations are regulated
Crore)
through Investment Policy, ALM Policy and Market Risk Policy.
Deposit Base (Rs. Crore) 206.4 Treasury operations are controlled through various limits
CASA 1.5% ie.,Counter-party limit, Call Money market lending / borrowing
limit, Interbank borrowing limits ensuring compliance with
Credit Deposit Ratio 2846.6% regulatory requirement along with other internal limits
Employees 10,167 elaborated in treasury policies.
PAT ( In Lakh) 3.50 Ujjivan SFB has subscribed to FIMMDA membership and
accesses the FIMMDA rates for valuation of securities.
Cost to Income Ratio 95.4%
Treasury recommends to ALCO the interest rates for retail /
GNPA 0.28%
bulk deposit in line with the balance sheet gap. ALCO members
Provision Coverage Ratio 89% review the same and fix the deposit interest rate periodically
*Includes managed assets of Rs.508.3 Crore, to attract deposits in required time buckets. Similarly, the
*The Gross Loan Book excludes Staff Loan amounting to Rs.4.5 crore lending rates of the bank are reviewed periodically in line with
MCLR (Marginal Cost of funds and Lending Rate) model.
Ujjivan SFB closed its first two months of operations with
a gross loan book of Rs.6379.5 Crore and a deposit base of

215
 Treasury activities are undergoing Concurrent Audit. Treasury procedures, people and technology to actively measure,
operations are accounted through Finacle treasury platform monitor and report risk to the senior management and to
and all the products are automated in terms of interface the Board. The Bank has a separate Anti Money Laundering
between systems, facilitating seamless deals flows (AML) cell for transaction monitoring. All new processes and
products introduced by the Bank have a rigorous due diligence
The major focus for Treasury in this financial year will be to
process that includes a risk review before being formally
build a profitable and stable investment portfolio, ensuring
introduced. The risk infrastructure is reviewed periodically for
that there is no adverse asset liability mismatch by raising
completeness, appropriateness and alignment to the changing
funds from various sources including the interbank market and
risk environment within the economy and the business. Well
to reduce cost of funds.
before the commencement of the bank, all major board
Channels approved policies including Risk Management Policy, Credit
Our multi-channel network of branches, hand held devices, Risk Management Policy, ALM and Market Risk Management
ATMs, debit cards, internet banking,mobile banking and phone Policy, Operational Risk Management Policy, Fraud Risk
banking are geared towards efficient delivery of banking Management Policy, ICAAP Policy, and Investment Policy have
services to our customers. Quick and hassle free service with been put in place.
dignity, assisted services across multiple channels, graduating IT
to self-service model are our mantra for customer service..
We have leveraged our existing IT ecosystems, integrating
Our Bank branches have been designed keeping in mind our
the same with robust core banking solutions (CBS), business
target customer segments. They are functional, aesthetic,
intelligence, collection management and treasury management
incorporating images of our cultural context to exude
tools, customized for SFB operations, to optimize the costs of
warmth in a formal setting. We have leveraged Technological
transition. We are using Finacle as our CBS, Acideas for CRM
innovations to simplify and expedite customer interactions.
Solution, iexceed to power our mobility solutions - Internet
Use of CRM Solution will enable tracking of each lead till
Banking, Mobile Banking & Handheld Banking Solutions.
fulfillment stage. Use of handheld devices to open accounts
We are implementing SAS - Risk Management Solution.
at customers doorstep will reduce the account opening
Information technology will be the key driver for efficient
TAT drastically. Our ATMs are easy to use and are biometric
delivery of banking services to the unbanked and under-served
enabled, dispensing the need to remember ATM PINs. Our
in the current digitally evolved customer ecosystem. Our cyber
call centers do not use IVR thus offering our customers a
security and disaster management systems are also well in
personal and human touch. Our internet and mobile banking
place with a three way Data Center (DC), Disaster Recovery (
platform offers our customers a seamless banking experience.
DR) and Near Line Sight(NLS).
Our innovative delivery channels, coupled with an efficient
payment system and supported by a focused financial literacy Branch Roll out- Infra
drive for our customers will help us move closer to offering
We commenced our banking operations in February 2017
anytime, anywhere financial services.
with 5 branches in Bangalore and by the end of FY 2016-17,
HR our network had grown to 15 fully serviced banking outlets
with one banking outlet in Unbanked Rural Centre. As on 31st
Our Human Resource department played a significant role
May, 2017 our branch network has expanded to 5 states, 16
in our journey to a Small Finance Bank. 4000+ new staff
districts with a total of 38 live branches. We are planning a
members were on-boarded during 2016-17. Recruitment
phase wise roll out, converting our branches into fully serviced
activities for all new positions including in new verticals such
banking outlets over a period of three years leveraging the
as Liabilities and Bank branches were conducted and closed on
dispensation allowed by RBI vide their circular on rationalization
time. Our internal pool of existing staff was assessed, trained
of branch authorization policy dated 18th May 2017. By the end
and absorbed in new bank specific roles. Assessment tests
of FY 2017-2018, we plan to have approximately 150+ Bank
were conducted to select the suitable candidates internally
branches,. Our phased network expansion will be cost optimal
before opening the positions for the public. Comprehensive
and help us effectively apply our learning from our experience
SFB readiness trainings were conducted for various backend
to the new and existing branches
teams and front end staff. Learning modules were rolled out
to acquaint all employees with important RBI regulations and SFB Way forward
banking norms, encouraging learning at their own pace. A
The banking sector is on the cusp of a major revolution, with
detailed coverage on HR is available as a separate section in
digital disruption radically changing consumer behavior and
the Annual Report.
the entry of differentiated banks. The regulator and the
Risk government have proactively embraced the digital revolution
with initiatives such as Unified Payments Interface, Bharat
The robust risk governance and risk management structure of
Bill Payments System, Aadhar based authentication, digital
the parent NBFC MFI has been transitioned and enhanced as a
signature, eKYC, Jan Dhan Yojana, differentiated licenses for
Small Finance Bank to address the diverse risks in the context Payment banks and Small Finance Banks. The Small Finance
of a Small Finance Bank. Banks will be formidable incumbents, each with 5-10 years
At the apex is the Board of Directors and Risk Management of track record of running viable and successful enterprises.
Committee of the Board. Policy measures relating to risk Together they have combined loan book size exceeding Rs.
management emanate from the Board. The Bank identifies, 25,000 Crore and serve over 11 million customers across the
assesses and comprehensively manages all risks through sound country. The onboarding of these institutions into specialized
governance and control practices, efficient risk management banking will augur well for financial inclusion in the un-banked
framework and an elaborate process for capital calculation and under-served segments. The advent of fintech has caused
and planning. a major disruption with technological innovations benefitting
the customer ecosystem with new payment technologies,
The Bank has embedded a strong risk culture throughout the including multi-channel payment solutions, lower processing
organization. The risk culture is designed to help reinforce costs, lower turnaround times. The SFBs will have to leverage
the Banks efforts by encouraging a holistic approach to the technological innovation in tandem with their wide outreach
management of banks risk, return, capital and reputation. for efficient delivery to the last mile. Ujjivan has already set
Our risk management framework incorporates management out on its mission to be the best institution to provide financial
of Credit, Market Risk and Operational Risk. We have a services to the un-served and underserved customers and
comprehensive infrastructure of Board approved policies, transform to a bank serving the mass market.

216
Directors Report
To the Members,
Your Directors take great pleasure in presenting the First Annual Report of Ujjivan Small Finance Bank Limited along with the
audited financial statements, Auditors Report and business and operations of the Bank for the year ended March 31, 2017.
Overview
Ujjivan Small Finance Bank Limited (hereinafter referred to as the Bank or the Company) was incorporated on July 04, 2016
at New Delhi as a public limited Bank under the Companies Act, 2013.
The Bank is a wholly owned subsidiary of Ujjivan Financial Services Limited (hereinafter referred to as UFSL).
UFSL was one amongst 10 companies in India, out of a total of 72 applicants, to receive in-principle approval from the RBI to set
up a small finance bank (SFB).
Pursuant to an application submitted by UFSL to the Reserve Bank of India (RBI) on August 18, 2016 for grant of banking license
in terms of Section 22 of the Banking Regulation Act, 1949, RBI has issued to Ujjivan Small Finance Bank Limited, the license
No. MUM 123 dated November 11, 2016 to carry on Small Finance Bank business in India subject to the terms and conditions as
mentioned in its letter dated November 11, 2016.
The Bank based on the Boards approval in its meeting held on December 08, 2016 and Shareholders approval on December 30, 2016
has executed an agreement on January 12, 2017 to acquire the business undertaking of UFSL (the agreement hereinafter referred
to as the BTA). Addendum agreement to the BTA was executed on February 09, 2017 which covers the price consideration and
mode of discharge of consideration to UFSL. Accordingly, the business undertaking of UFSL was transferred as a going concern by
way of a slump sale to the Bank on February 01, 2017 for a lump sum consideration without values being assigned to individual
assets and liabilities. This was in line with the restructuring plan submitted by UFSL to the RBI and as disclosed by UFSL in its
prospectus dated May 03, 2016.
Pursuant to the compliance of all the terms and conditions on which the licence was granted, the Bank commenced its operations
as a Small Finance Bank with effect from February 1, 2017.
1. Financial Results
The directors submit annual report of the Bank along with the audited financial statements for the financial year (FY) ended
March 31, 2017.
(Rs. in Crore)

For the Period from

Particulars
July 04, 2016 to March 31,2017
Operating Income 212.71
Other Income 13.39
Total Income 226.10
Operational Expenses 55.57
Personnel Expenses 50.74
Finance Charges 109.36
Depreciation 5.10
Provision For Doubtful Debts 4.44
Total Operational Expenses 225.21
Profit/(Loss) Before Tax 0.89
Income tax 1.42
Deferred tax (0.57)
Profit/(Loss) After Tax 0.04
Transfer to Statutory Reserve 0.01
Balance carried over to Balance Sheet 0.03

217
 Key Ratios:

Particulars March 31, 2017

Interest income as a percentage to working funds 2.52%
Non-interest income as a percentage to working funds 0.16%
Operating profit as a percentage to working funds 0.06%
Business (deposits plus gross advances) per employee (Rs.) 5,914,099
Profit per employee (Rs.) 34

Business Highlights:
Launch of Banking Operations on 6th Feb 2017, 15 live branches were operational as of 31st Mar 2017.
Deposit Business Performance
The Deposit business stood at Rs.206.41 Crore spanning 13,293 accounts at the end of March 2017
CASA stood at Rs. 3.23 Crore, of which staff savings/salary accounts constituted Rs.2.7 Crore
Time Deposits stood at Rs.3.3 Crore including Recurring deposits of Rs.0.01 Crore
Institutional Deposits stood at Rs.199.8 Crore
Financial Performance:
Bank has achieved breakeven in the first two months of operations with a PAT of Rs.0.04 Crore
Higher cost to income ratio on account of transition, increased finance cost to meet regulatory compliances; one
time write off of goodwill has impacted the overall profitability of the bank.
Treasury income of Rs.19.72 Crore in first two months of operations.
Credit Performance:
Over all PAR at 10.2% in March 2017.
GL overall PAR: 10.2%, Unsecured IL PAR: 11.3%
GNPA (Par > 90 days) rose to 3.8% in March 2017 (0.28% with RBI dispensation)
Cost Efficiency: Cost to Income Ratio at 95.4%
Rating: The Bank received a credit rating of A+
Profitability: Pre-tax profits - Rs. 0.89 Crore and post- tax profits - Rs. 0.04 Crore for the period ended March 31, 2017
2. Dividend
The Bank has commenced its small finance bank operations effective from February 01, 2017 and has been in operation only
for two months during the FY 2016-17 and has inadequate profit; hence the directors do not recommend any dividend for the
FY 2016-17.
3. Investor Education and Protection Fund - Unclaimed Dividend
Unclaimed dividends are required to be transferred to the Investors Education and Protection Fund. Since the Bank has not
declared any dividends from its incorporation, in terms of Section 125 of the Companies Act, 2013 (the Act), there is no
unclaimed dividend relating to the FY 2016-17, which needs to be transferred to the Investors Education and Protection Fund.
4. Transfer to reserves
The Bank transferred Rs. 0.01 Crore to Statutory Reserves. Transfer of 25% of the Profit after Tax to the statutory reserves in
accordance with the provisions of section 45 IC Reserve Bank of India Act, 1934.
5. Credit Rating
Please refer the table below for the credit ratings assigned to various instruments of the Bank

Instrument Rs. in Crore Rating

Certificate of Deposit 1,000.00 [ICRA] A1+
Short Term Fixed Deposit 1,000.00 [ICRA] A1+
Certificate of Deposit 1,000.00 CRISIL A1+
Short Term Fixed Deposit 1,000.00 CRISIL A1+
NCD 18.75 [ICRA] A+ (Stable)
NCD 25.00 [ICRA] A+ (Stable)
NCD 175.00 [ICRA] A+ (Stable)
NCD 225.00 [ICRA] A+ (Stable)
NCD 40.00 CARE A+ (Stable)

218
 Instrument Rs. in Crore Rating
NCD 60.00 CARE A+ (Stable)
NCD 100.00 CARE A+ (Stable)
NCD 100.00 CARE A+ (Stable)
NCD 100.00 CARE A+ (Stable)
Long Term Borrowings 6,000.00 CARE A+ (Stable)
Note: UFSL has transferred all its NCDs to the Bank through novation in the month of February 2017. Also, all the debt portfolio of the Bank comprising of
borrowings from banks / financial institutions etc were transferred to the Bank on February 01, 2017

Transfer of Listed Non-Convertible Debentures through Novation by UFSL to the Bank

UFSL in accordance with the terms of the transfer of its business undertaking and pursuant to the receipt of consents of the
respective Debenture Trustees has transferred (novation of all rights and obligations of the Company) its below 9 (Nine) listed
NCDs to the Bank through novation.

Sr. Maturity Amount Debenture Trustee

ISIN Description of NCD
No date (in Rs.)
1. INE334L07076 Secured Redeemable 30-Jul-19 400,000,000 IDBI Trusteeship
2. INE334L07100 Secured Redeemable 28-May-19 600,000,000 IDBI Trusteeship
3. INE334L07134 Secured Redeemable 20-Mar-17@ 187,500,000 Catalyst Trusteeship *
4. INE334L07126 Secured Redeemable 26-Dec-17 250,000,000 Catalyst Trusteeship *
5. INE334L07142 Secured Redeemable 12-May-17 1,000,000,000 Catalyst Trusteeship *
6. INE334L07167 Secured Redeemable 5-Aug-21 1,000,000,000 Catalyst Trusteeship *
7. INE334L07159 Secured Redeemable 23-Jun-17 1,000,000,000 Catalyst Trusteeship *
8. INE334L08017 Unsecured Redeemable 7-Oct-18 1,750,000,000 Catalyst Trusteeship *
9. INE334L08025 Unsecured Redeemable 16-Nov-18 2,250,000,000 Catalyst Trusteeship *
Total 8,437,500,000
*Formerly known as GDA Trusteeship Limited, @ has been repaid on the maturity date
Post the novation of the aforesaid NCDs by UFSL to the Bank, all references to UFSLs payment obligations in the Debenture
Documents shall be read as references to the Bank to the extent legally applicable, and the Bank is to be considered as the
debtor in respect of the outstanding debt.
Further all the rights, obligations and liabilities of UFSL in respect of the payment of the outstanding debt under the terms of
the Debenture Documents has been assumed by USFB and any claims by the Debenture Trustee shall be made only against
USFB and as per terms of the Debenture Documents.
The aforesaid novation / transfer of NCDs by UFSL to the Bank has been undertaken with the approval of BSE Limited and the
terms & conditions including description of security, date of allotment, date of maturity, coupon rate, and face value of the
aforesaid NCDs remains intact and bears the same respective ISINs.
6. Capital Adequacy
The Capital Adequacy Ratio of the Bank as of March 31, 2017 stood at 18.24% as against the minimum capital adequacy
requirements of 15% stipulated by RBI.
7. Corporate Governance
A corporate governance report is provided separately and forms part of this Directors Report.
8. Extract of Annual Return
In accordance with Section 134(3) (a) of the Companies Act, 2013, an extract of the Annual Return in the prescribed format
(MGT-9) is appended as Annexure 1 to the Boards Report.
9. No. of Meetings of the Board during the FY 2016-17
During the Financial Year 2016-17, our Board has met eleven times and the meetings of our Board of Directors were held on
July 5, 2016; July 26,2016; July 30,2016; October 17, 2016; November 08, 2016; November 14, 2016, December 08, 2016,
January 10, 2017; January 19, 2017; February 06, 2017 & March 27, 2017. For further details, please refer to the Corporate
Governance Report, which forms part of this report.
10. Directors Responsibility Statement
Pursuant to Section 134(3) (c) of the Companies Act, 2013, the Board of Directors of the Bank confirms and state that:
(i) In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper
explanation relating to material departures;
(ii) We 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 Bank at the end of the financial
year and of the profit and loss of the Bank for that period;

219
 (iii) We 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 Bank and for preventing and detecting fraud and other
irregularities;
(iv) We had prepared the annual accounts on a going concern basis;
(v) We had laid down internal financial controls to be followed by the Bank and that such internal financial controls are
adequate and were operating effectively; and
(vi) We had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems
were adequate and operating effectively.
Based on the framework of internal financial controls and compliance systems established and maintained by the Bank, audit
of internal financial controls and the reviews performed by management and the risk management and audit committee of
the board, the Board is of the opinion that the Banks internal financial controls were adequate and effective during the FY
2016-17.
11. Declaration by Independent Directors
The Bank has received necessary declarations of independence from each of its Independent Directors under section 149(7)
of the Companies Act, 2013, that he/she meets the criteria of independent director envisaged in section 149 (6) of the
Companies Act, 2013.
All Independent Directors have submitted the declaration of Independence, as required pursuant to Section 149(7) of the
Act, stating that they meet the criteria of Independence as provided in section 149(6) of the Companies Act, 2013 and are not
disqualified from continuing as Independent Directors.
12. Nomination and Remuneration Policy
The Bank pursuant to the provisions of Section 178 of the Companies Act, 2013 has formulated and adopted a nomination and
remuneration policy for the Bank which is disclosed on our website at the below link- https://ujjivansfb.in/regulatory-policies.
html
13. Explanations or comments by the Board on every qualification, reservation or adverse remark or disclaimer made
(i) By the auditor in his report;
Statutory Auditor
M/s Price Waterhouse Chartered Accountants LLP (FRN: 012754N/N500016) has been appointed as the statutory
auditors of the Bank for the FY 2016-17 vide the shareholders approval accorded in the extraordinary general meeting
of the Bank held on February 09, 2017 and pursuant to the approval of the RBI to hold office until the ensuing first AGM
of the Bank.
Auditors report
There are no disqualifications, reservations, adverse remarks or disclaimers in the auditors report
(ii) By the Company Secretary in practice in his secretarial audit report;
Secretarial Auditor
Mr. K. Jayachandran, Practicing Company Secretary (ACS No. 11309 and Certificate of Practice No. 4031) was appointed
as the Secretarial Auditor of the Bank to conduct secretarial audit of the Bank for the Financial Year 2016-17 as required
under Section 204 of the Companies Act, 2013 and the Rules made thereunder. The secretarial audit report for FY 2016-
17 is appended as Annexure 2 to the Boards Report.
The observations in the said report are self-explanatory and no other comments and explanations are called for.
14. Particulars of loans, guarantees or investments under Section 186
Pursuant to Section 186 (11) of the Companies Act, 2013 , the provisions of Section 186 of Companies Act, 2013 except Sub-
section (1) do not apply to a loan made, guarantee given or security provided by a banking company in the ordinary course of
business. The details of the investments are disclosed in Schedule-8 of the Financial Statements as per applicable provisions
of Banking Regulation Act, 1949.
15. Transaction with related parties
Information on transaction with related parties pursuant Particulars of contracts or arrangements with related parties
referred to in Section 188(1) in the prescribed form AOC -2 is appended as Annexure 3 to the Boards Report.
16. The state of the Banks affairs
The Bank was incorporated on July 04, 2016 as a wholly owned subsidiary of UFSL with its registered office situated in New
Delhi, India
The Bank has commenced its operations as a Small Finance Bank with effect from February 1, 2017 with the launch of 5
Branches in Bangalore. As on March 31, 2017, the Bank has converted 15 of its existing 457 branches to Small Finance Bank
branches.
The Bank offers a diverse range of asset and Liabilities products to cater to the specific requirements of its customers. The
Banks asset products can be classified as Group Loans and Individual Loans, MSE & Housing. Further, liabilities would include
Savings & Current Account, Fixed Deposits, Recurring Deposits etc.

220
 The outstanding deposit stood at Rs 206.41 Crore in 13,293 accounts as on March 31, 2017
The Bank has achieved breakeven within 2 months of its functioning with a profit of Rs 0.03 Crore. Further, the Bank has a
current borrower base of 3,566,993 customers and strong employee strength of 10,167 as on March 31, 2017.
The Mission of the Bank is to become the best institution to provide financial services to the unserved and underserved
customers and transform to a bank serving the mass market.
17. Material changes and commitments, if any, affecting the financial position of the Bank which have occurred between
the end of the financial year of the Bank to which the financial statements relate and the date of the report;
None
18. The conservation of energy, technology absorption, foreign exchange earnings and outgo, in the manner as prescribed
in Rule 8(3) of theCompanies (Accounts) Rules, 2014
Conservation of energy and technology absorption
Since the Bank does not own any manufacturing facility, the particulars relating to conservation of energy and technology
absorption are not applicable.
The Foreign Exchange earnings and outgo
There was no Foreign Exchange inflow and outflow during the FY 2016-17.
19. Development and implementation of risk management policy
The Risk Management Committee of the Bank consists of well experienced Directors from diverse background who bring
in the best risk practices to the organization. The Risk Management Committee, which is required to meet every quarter,
comprises of 5 Directors of which 4 are Independent Directors.
A dedicated team within the risk team is responsible for assessment, monitoring and reporting of operational risk exposures
across the Bank.
The Banks risk management framework is based on a clear understanding of various risks, disciplined risk assessment
and measurement procedures and continuous monitoring. The policies and procedures established for this purpose are
continuously benchmarked with international best practices. The Board of Directors has an oversight on all the risks assumed
by the Bank.
The Committee reviews the Risk Management Framework of the Bank and verifies adherence to various risk parameters
and compliances. The Banks Risk Management strategy is based on clear understanding of various risks, disciplined risk
assessment and continuous monitoring. The Risk Management Committee reviews various risks which the organization is
exposed to including Credit Risk, Interest Rate Risk, Liquidity Risk, Operational Risk and Regulatory Compliance issues. The
Risk Committee approves and makes recommendations to the Board regarding all its risk-related responsibilities, including
the review of major risk management and regulatory compliances.
The Bank has in place an effective risk management policy which highlights the functions, implementation and the role of
the committee and the board.
20. Corporate Social Responsibility
The Bank was in operation only for a period of two months during the FY 2016-17 and was not required to spend towards
the Corporate Social Responsibility. However, the Bank intends to formulate a comprehensive plan for Corporate Social
Responsibility (CSR) programs for the future years and has constituted a CSR Committee of the Board and CSR Policy for
effective implementation of the CSR programs and spends in future.
21. Board Evaluation
The board of directors has carried out an annual evaluation of its own performance, board committees and individual
directors pursuant to the provisions of the Companies Act, 2013 and the corporate governance requirements as prescribed
by Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements), Regulations 2015 (SEBI Listing
Regulations).
Performance evaluation criteria for Board, Committees of the Board and Directors were approved by the Nomination
Committee of the Board at its meeting held on March 27, 2017. Evaluation formats and criteria of evaluation duly incorporated
the criteria and other parameters as suggested by SEBI vide their guidance note on evaluation through their circular dated
January 05, 2017. The main criteria on which the evaluations was carried out were Directors knowledge & expertise, specific
competency and professional experience, board engagement and time commitment.
The performance of the board was evaluated by the board after seeking inputs from all the directors on the basis of the
criteria such as the board composition and structure, effectiveness of board processes, information and functioning, etc.
The performance of the committees was evaluated by the board after seeking inputs from the committee members on the
basis of the criteria such as the composition of committees, effectiveness of committee meetings, etc.
The board and the nomination and remuneration committee reviewed the performance of the individual directors on the
basis of the criteria such as the contribution of the individual director to the board and committee meetings like preparedness
on the issues to be discussed, meaningful and constructive contribution and inputs in meetings, etc. In addition, the chairman
was also evaluated on the key aspects of his role.
In a separate meeting of independent directors held on March 27, 2017, performance of non-independent directors,
performance of the board as a whole and performance of the chairman was evaluated, taking into account the views of

221
 executive directors and non-executive directors. The same was discussed in the board in their meeting that followed the
meeting of the independent directors, at which the performance of the board, its committees and individual directors was
also discussed. Performance evaluation of independent directors was done by the entire board, excluding the independent
director being evaluated.

22. The details as required under Rule 8 of the Companies (Accounts) Rules, 2014
(i) The change in the nature of business, if any;
None

(ii) The details of directors or key managerial personnel who were appointed or haveresigned during the year;

Date of
Appointment/
Sr.
Name Designation DIN/PAN Reason
No.
Change/
Cessation
1 Mr. Samit Ghosh MD & CEO 00185369 04-Jul-2016 Appointment
2 Mr. Sunil Vinayak Patel Independent Director - 00050837 04-Jul-2016 Appointment
Part-Time Chairman

3 Ms. Vandana Viswanathan Non-Executive Director 05192578 04-Jul-2016 Appointment

4 Mr. Nandlal Sarda Independent Director 00147782 27-Jul-2016 Appointment

5 Mr. Biswamohan Independent Director 06990345 16-Jan-2017 Appointment
Mahapatra
6 Mr. Luis Miranda Independent Director 01055493 16-Jan-2017 Appointment
7 Mr. Prabal Sen Independent Director 02594965 16-Jan-2017 Appointment
8 Mr. Anadi Charan Sahu Non-Executive Director 06696504 01-Feb-2017 Appointment
9 Ms. Sudha Suresh CFO AUJPS6095G 26-Jul-2016 Appointment
10 Ms. Sudha Suresh CFO AUJPS6095G 31-Jan-2017 Resignation
11 Ms. Upma Goel CFO AEXPG0146E 01-Feb-2017 Appointment

12 Mr. Sanjeev Barnwal Company Secretary AHUPB6433D 26-Jul-2016 Appointment

(iii) The names of companies which have become or ceased to be its Subsidiaries, joint ventures or associate
companies during the year;
None
(iv) Deposits from public
During the year, the Bank has accepted deposits from public during the normal course of banking business. The details
of the deposits are enumerated in the financial statement for the year ended March 31, 2017.
(v) The details of significant and material orders passed by the regulators or courts or tribunals impacting the
going concern status and Banks operations in future;
None
(vi) The details in respect of adequacy of internal financial controls (IFC) with reference to the Financial Statements
In respect of internal financial control, the Board has adopted the policies and procedures for ensuring the orderly and
efficient conduct of its business, including adherence to the Banks policies, the safeguarding of its assets, the timely
prevention and detection of frauds and errors, the accuracy and completeness of the accounting records and the timely
preparation of reliable financial information.
Further, the management regularly reviews the control for any possible changes and takes appropriate actions.
23 Other disclosures
(i) Details of equity shares with differential rights
The Bank has not issued any equity shares with differential rights during the year
(ii) Details of sweat equity shares issued
The Bank has not issued any sweat equity shares during the year
(iii) Details of employee stock option scheme
None; however, the employees of the Bank are holding vested and unvested options under various ESOP Schemes of
UFSL.

222
 (iv) Appointment of Independent Directors
The Bank in compliance with the provisions of Section 149 has appointed Mr. Sunil Patel (DIN: 00050837) and Mr.
Nandlal Sarda (DIN: 00147782) as the Independent Directors by the shareholders in their EGM held on July 27, 2016
and appointed Mr. Biswamohan Mahapatra (DIN: 06990345), Mr. Luis Miranda (DIN: 01055493), and Mr. Prabal Kumar
Sen (DIN: 02594965) as the Independent Director, with the shareholders approval at the EGM held on December 30,
2016 in accordance with the Act.
The Independent Directors have been appointed for a term of five years on the terms and conditions as mentioned in
their appointment letters.

Director Date of Appointment

Mr. Sunil Patel 04-Jul-2016*
Mr. Nandlal Sarda 27-Jul-2016
Mr. Luis Miranda 16-Jan-2017
Mr. Biswamohan Mahapatra 16-Jan-2017
Mr. Prabal Kumar Sen 16-Jan-2017
*Mr. Sunil Patel was appointed as the first director on July 04, 2016; however with the approval of the shareholders was
appointed as the Independent Director on July 27, 2016
The Bank has received the approval from the Reserve Bank of India for the appointment of all its Directors.
(v) Vigil Mechanism
The Bank in compliance with Section 177 of the Companies Act, 2013 and Regulation 22 of SEBI Listing Regulations
has established a Whistle Blower policy / Vigil Mechanism for the directors and employees to report genuine concerns
or grievances about unethical behavior, actual or suspected fraud or violation of the Banks Code of Conduct. The
Bank has a vigil mechanism process wherein the employees are free to report violations of laws, rules, regulations or
unethical conduct to the whistle and ethics officer of the Bank.
Name and Address of the Whistle and Ethics Officer
Ms. Carol Furtado Head HR (w.e.f. Feb 01, 2017)
Ujjivan Small Finance Bank Limited
Grape Garden, No. 27, 3rd A Cross, 18th Main, 6th Block, Bangalore 560095, Karnataka
Email- [email protected]

Protected Disclosure against the Whistle and Ethics Officer should be addressed to the MD& CEO of the Bank and the
Protected Disclosure against the MD &CEO of the Bank should be addressed to the Chairman of the Audit Committee.

Name and Address of MD & CEO of the Bank:

Mr. Samit Ghosh
Ujjivan Small Finance Bank Limited
Grape Garden, No. 27, 3rd A Cross, 18th Main, 6th Block,
Bangalore - 560095
Karnataka
Email: [email protected]

Name and Address of the Chairman (Audit Committee):

Mr. Sunil Patel
2989/H, 12th Main Road, HAL, 2nd Stage Indira Nagar Bangalore 560008 KA IN
Email: [email protected]
The confidentiality of those reporting violations is maintained and they are not subjected to any discriminatory practice.
The whistle blower policy of the Bank is disclosed on our website at the below link-
https://www.ujjivansfb.in/regulatory-policies.html

223
 a. Remuneration details of Directors, KMPs, employees

S r. Particulars Disclosures
No.
1. The ratio of the remuneration of each Whole time director to CEO & MD: 35.84x
the median remuneration of the employees of the Bank for the
financial year
2. The percentage increase in remuneration of each director, Chief KMP % increase in
Financial Officer, Chief Executive Officer, Company Secretary or remuneration
Manager, if any, in the financial year
MD No increase
CFO No increase
CS No increase
Bank has been in operation only for the
month of February and March 2017.
3. The percentage increase in the median remuneration Nil
of employees in the financial year;
4. The number of permanent employees on the rolls of Bank 10,167
5. Average percentile increase already made in the salaries of No increase hence not
employees other than the managerial personnel in the last applicable
financial year and its comparison with the percentile increase in
the managerial remuneration and justification thereof and point
out if there are any exceptional circumstances for increase in the
managerial remuneration
6. Affirmation that the remuneration is as per the remuneration Yes
policy of the Bank
A statement showing the name of every employee of the Bank, who-
a. if employed throughout the financial year, was in receipt of remuneration for that year which, in the aggregate,
was not less than one crore and two lakh rupees ;
None
b. if employed for a part of the financial year, was in receipt of remuneration for any part of that year, at a rate which,
in the aggregate, was not less than eight lakh and fifty thousand rupees per month;
None
c. If employed throughout the financial year or part thereof, was in receipt of remuneration in that year which, in
the aggregate, or as the case may be, at a rate which, in the aggregate, is in excess of that drawn by the managing
director or whole-time director or manager and holds by himself or along with his spouse and dependent children,
not less than two percent of the equity shares of the Bank.
None

224
Information as per Rule 5(2) of Chapter XIII, the Companies (Appointment and Remuneration of Managerial Personnel)
Rules, 2014
The names of the top ten employees in terms of remuneration drawn as on March 31, 2017:

Employee Name Designa- Remuner- Educational Experience Date of Com- Age Last % of Whether
tion and ation in FY Qualification in Years mencement Employment equity relative
nature of 2016-17 and Experi- of Employ- held shares of any
Employ- ence in Years ment held director
ment (in Rs.)

(Feb 01 2017
Mar 31,
2017)

Mr. Samit Ghosh Chief 1,535,997 MBA 42 04-July-16@ 67 Bank Muscat Nil* No
Executive S.A.O.G, India
Officer &
Managing
Director
Ms. Upma Goel Chief 1,167,074 C.A. 19 01-Feb-17^ 47 Larsen and Nil No
Financial Tourbo Holding
Officer Ltd
Mr. Ittira Davis Chief 1,158,135 MBA 38 01-Feb-17^ 62 Europe Arab Nil* No
Operating Bank
Officer
Mr. Santhosh Kr. G Head of 1,051,787 MBA 23 01-Feb-17^ 45 Kotak Mahindra Nil No
Liabil- Bank
ities &
Financial
Products
Ms. Carol Furtado Head 970,788 MBA 25 01-Feb-17^ 45 Centurion Bank Nil* No
of HR &
Service
Quality
Mr. Balaji Parthasarathi Chief 417,845 B-Tech and 16 06-Mar-17 46 HP Enterprise Nil No
Technolo- PGDBA
gy Officer
Mr. S. Aryendra Head of 935,318 MBA 37 01-Feb-17^ 50 Tata Capital Nil No
(resigned w.e.f. April Housing & Housing
01, 2017) MSE
Mr. Subramanian Ravi Head of 911,485 M.A. 35 01-Feb-17^ 60 Freelance Bank- Nil No
Treasury ing Consultant
Mr. Vijay Balakrishnan Chief 841,432 PGDM 25 01-Feb-17^ 49 Tata Teleser- Nil No
Marketing vices Ltd
Officer
Mr. Arunava Banerjee Chief Risk 849,332 CAIIB 38 01-Feb-17^ 59 Remza Invest- Nil No
Officer ment Company

* Holding 1 share each for and on behalf of UFSL

@ Mr. Samit Ghosh was the first director of the Bank and subsequent to the RBI approval, assumed his charge as the MD & CEO and drawing salary from the Bank w.e.f. February 01, 2017
^ All the above employees except Mr. Balaji Parthasarathi were employed with UFSL and has been transferred from UFSL to the Bank w.e.f. February 01, 2017

Compliance of Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
The Bank is in compliance with the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013
and has a prevention of sexual harassment policy in place. The Directors further state that during the year under review, there
was no case filed pursuant to the Sexual Harassment of Women at Workplace (Prevention, Prohibition and Redressal) Act, 2013.
ACKNOWLEDGEMENT
Your Directors wishes to gratefully acknowledge the assistance and guidance received from the RBI, ROC, Investors, Banks,
Auditors, Lawyers, Accountants, Suppliers, Partner NGOs, Institutions and Foundations, Police & Government Authorities, Advisors
and all our well-wishers. The Board also wishes to place on record their warm appreciation for the creative and dedicated efforts
of staff at all levels.
For and on behalf of the Board of Directors

Samit Ghosh Sunil Patel

CEO & Managing Director Part Time Chairman & Independent Director
DIN: 00185369 DIN: 00050837

Date: April 26, 2017

Place: Bangalore

225
 Annexure 1
Extract of Annual Return in Form MGT-9 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:

i) CIN : U65110DL2016PLC302481

ii) Registration Date : July 04, 2016

iii) Name of the Company : Ujjivan Small Finance Bank Limited
iv) Category / Sub-Category of the Compa- : Company limited by Shares/Non Govt. Company/Bank.
ny
v) Address of the Registered Office and : Plot No. 2364 / 8, Khampur Raya Village Shadi Kampur, Main Patel
Contact Details Road New Delhi-110008
vi) Whether Listed Company : No
Equity Shares are not listed as on March 31, 2017; however, NCDs
of the Company are listed with BSE.
vii) Name, address and Contact Details Of : Karvy Computershare Private Limited
Registrar And Transfer Agent, if any: Karvy Selenium Tower B, Plot No 31&32
Gachibowli, Financial District,
Nanakramguda, Serilingampally
Hyderabad 500 008
P : +91 040 67161604
e-mail: [email protected]
Website: www.karvycomputershare.com
viii) Debenture Trustees: : IDBI Trusteeship Services Limited
Asian Building, Ground Floor,
17, R. Kamani Marg, Ballard Estate,
Mumbai 400 001
Contact Person: Ms. Ami Mehta
Tel: 022- 40807032
E-mail ID: [email protected]

Catalyst Trusteeship Limited

(Erstwhile GDA Trusteeship Limited)
Address: Office No. 83 87, 8th floor , Mittal Tower, B Wing, Nari-
man Point, Mumbai 400021
Contact Person: Mr. Debasis Karmokar
Tel: 022-49220507
Fax No.022-49220505
Email: [email protected]
II. Principal Business Activities of the Company
Banking & Financial Services

Sr. No. Name and Description of main products / NIC Code of the % to total turnover of the
services Product/ service company
1 Banking & Financial Services 64191 100%

III. Particulars of Holding, Subsidiary and Associate Companies -

100% owned by Ujjivan Financial Services Limited.

226
IV. Shareholding pattern (Equity Share Capital breakup as Percentage of Total Equity)
(i) Category wise Shareholding pattern (Equity Share Capital Break-up as percentage of total equity)
%
Cat-
No. of Shares held at the No. of Shares held at the end of the year Change
ego- Category of Shareholder
beginning of the year (March 31, 2017) during
ry (II)
(April 01, 2016) the
(I)
year
% of % of
Demat Physical Total Demat Physical Total
Total Total

(A) Promoter and Promoter Group

(1) Indian
(a) Individuals/ HUF - - - - - - - - -

(b) Central Government - - - - - - - - -

(c) State Government(s) - - - - - - - - -

(d) Bodies Corporate - - - - - 1,440,036,800 1,440,036,800 100% 100%

(e) Banks / Financial Institutions - - - - - - - - -

(f) Any Other - - - - - - - - -

Sub Total (A) (1) - - - - - 1,440,036,800 1,440,036,800 100% 100%
(2) Foreign
(a) NRIs - Individuals - - - - - - - - -
(b) Other Individuals - - - - - - - - -
(c) Bodies Corporate - - - - - - - - -

(d) Banks / Financial Institutions - - - - - - - - -

(e) Any Other - - - - - - - - -

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

Total Shareholding of Promoter and

- - - - - 1,440,036,800 1,440,036,800 100% 100%
Promoter Group (A)= (A)(1)+(A)(2)

(B) Public Shareholding

(1) Institutions
(a) Mutual Funds - - - - - - - - -

(b) Banks / Financial Institutions - - - - - - - - -

(c) Central Government - - - - - - - - -

(d) State Government - - - - - - - - -

(e) Venture Capital Funds - - - - - - - - -

(f) Insurance Companies - - - - - - - - -

(g) FIIs / Foreign Portfolio Investors - - - - - - - - -

(h) Foreign Venture Capital Investors - - - - - - - - -

(i) Any Other (specify) - - - - - - - - -

Sub-Total (B)(1) - - - - - - - - -
(2) Non-institutions
(a) Body Corporate - - - - - - - - -
(b) Individuals
Individual shareholders holding nominal
(i) - - - - - - - - -
share capital up to Rs. 1 lakh
Individual shareholders holding nominal
(ii) - - - - - - - - -
share capital in excess of Rs. 1 lakh

(c) Others - - - - - - - - -

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

Total Public Shareholding (B)= (B)

- - - - - - - - -
(1)+(B)(2)

Shares held by Custodian for GDRs &

(C) - - - - - - - - -
ADRs

Total (A) + (B) + (C) - - - - - 1,440,036,800 1,440,036,800 100% 100%

227
 (ii) Shareholding of Promoters

Sr. Shareholders Shareholding at the beginning of the Shareholding at the end of the year
No. Name year
% change in
No. of % of total % of shares No. of Equity % of total % of shares
shareholding
Equity shares of the pledged / Shares shares of pledged / en-
during the
Shares Bank encumbered the Com- cumbered to
year
to total pany total shares
shares

1. Ujjivan Financial - - - 1,440,036,800 100 Nil NA

Services Limited

(iii) Change in Promoters Shareholding

S r . Shareholders Name Shareholding at the beginning of Cumulative Shareholding during the

No. the year* year
No. of Shares % of total No. of Shares % of total shares
shares of the of the Company
Company
1. Ujjivan Financial Services Limited 50,000 100% 50,000 100%

(first subscription)
Subscribed the Rights Issue of 109,986,800 100% 110,036,800 100%
109,986,800 Equity Shares of Rs.
10/- each of the Bank
Allotment of Securities in dis- 1,330,000,000 100% 1,440,036,800 100%
charge of the consideration for
the acquisition of the business
undertaking of UFSL
* the Bank was incorporated on July 04, 2016

(iv) Shareholding pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)
100% owned by Ujjivan Financial Services Limited
(v) Shareholding of Directors and Key Managerial Personnel

Sr. No. Name of the Shareholder Shareholding at the beginning of Cumulative Shareholding during
the year the year

No. of Shares % of total shares No. of Shares % of total shares

of the Company of the Company
1. Mr. Samit Ghosh 1* Negligible 1* Negligible
2. Ms. Upma Goel Nil Nil Nil Nil
3. Mr. Sanjeev Barnwal Nil Nil Nil Nil
*holding for and on behalf of Ujjivan Financial Services Limited

(vi) Indebtedness
Indebtedness of the Company including interest outstanding / accrued but not due for payment
(Rs. in Crore)

Secured (TL/NCD) Unsecured (TL/ Total

Indebtedness Deposit *
excluding deposits NCD) Indebtedness
Indebtedness at the beginning of the financial year (01-04-2016)
i) Principal Amount - - -
ii) Interest due but not paid - - -
iii)Interest accrued but not due - - -
Total (i + ii + iii) - - -

228
 Secured (TL/NCD) Unsecured (TL/ Total
Indebtedness Deposit *
excluding deposits NCD) Indebtedness
Changes in Indebtedness during the financial year
Addition 5,261.94 1,554.00 6,815.94
Reduction 508.41 16.13 524.54
Net Change 4,753.53 1,537.87 6,291.40
Indebtedness at the end of the financial year (31-03-2017)
i) Principal Amount 4,753.53 1,537.87 6,291.40
ii) Interest due but not paid - - -
iii)Interest accrued but not due 37.55 22.34 59.88
Total (i + ii + iii) 4,791.08 1,560.21 6,351.29
* Section 73 (1) of the Companies Act, 2013, states that t provisions of the said Act relating to acceptance of deposits by companies do
not apply to a Banking Bank as defined in the Reserve Bank of India Act, 1934. Accordingly, information relating to the Banks deposits
is not disclosed in the table above. As per the applicable provisions of the Banking Regulation Act, 1949, details of the Banks deposits
have been included under Schedule 3 - Deposits, in the financial statements of the Bank.
(vii) Remuneration of Directors and Key Managerial Personnel
A. Remuneration to Managing Director, Whole Time Directors and / or Manager:

Sl. No. Particulars of Remuneration Name of Managing Director Total Amount

(in Rs.)
1. Gross Salary
(a) Salary as per provisions contained in sec- Mr. Samit Ghosh (February 01, 1,535,997
tion 17(1) of the Income-Tax Act, 1961 2017 till March 31, 2017)
(b) Value of perquisites u/s 17(2) of the In- -
come-Tax Act, 1961
(c) Profits in lieu of salary u/s 17(3) of the In- -
come-Tax Act, 1961
2. Stock Option* -
3. Sweat Equity -
4. Commission
- As % of profit -
- Other, specify -

Total (A) 1,535,997

Ceiling as per schedule V of the Companies Remuneration within the ceiling prescribed under Section
Act, 2013 198 and Schedule V of the Companies Act, 2013
* Mr. Samit Ghosh is holding vested stock options of UFSL. However he did not exercise any option granted by UFSL during the
two months. Gross Salary details pertain to the month of Feb-2017 & Mar-2017.
B. Remuneration to other directors:
Particulars of Name of Directors Total
Remuneration Amount
(in Rs.)

1) Independent Mr. Sunil Patel Mr. Luis Mr. Prabal Mr. Nandlal Mr. Biswamohan
Directors Miranda Sen Sarda Mahapatra
Fees for attending 3,90,000 1,80,000 1,90,000 3,10,000 2,70,000 13,40,000
board and board com-
mittee meetings
Commission
Other, please specify
Total (1) 3,90,000 1,80,000 1,90,000 3,10,000 2,70,000 13,40,000

229
 Particulars of Name of Directors Total
Remuneration Amount
2) Other Non-Execu- (in Rs.)
tive Directors Mr. AC Sahu Ms. Vandana Viswanathan

Fees for attending 1,00,000 2,70,000 3,70,000

board and board com-
mittee meetings
Commission
Other, please specify
Total (B) = (1+2) 17,10,000

Total Managerial Re- 17,10,000

muneration
Overall ceiling as per The Company is paying only sitting fees to Non-Executive Directors which is below the ceiling of Rs.1,00,000/-
the Act (sitting fees per meeting as prescribed under the Companies Act, 2013.
not to exceed Rs.
1,00,000 per meeting)

C. Remuneration to Key Managerial Personnel other than MD/Manager/WTD:

Sl. No. Particulars of Remuneration Total Amount

Ms. Upma Goel
CFO Mr. Sanjeev Barnwal*
1. Gross Salary (in Rs.)
(Feb 01, 2017 till Company Secretary
March 31, 2017)
(a) Salary as per provisions con- 1,167,074 0 1,167,074
tained in section 17(1) of the
Income-Tax Act, 1961
(b) Value of perquisites u/s 17(2) - - -
of the Income-Tax Act, 1961
(c) Profits in lieu of salary u/s - - -
17(3) of the Income-Tax Act,
1961
2. Stock Option - 0 -
3. Sweat Equity - - -
4. Commission - -
- As % of profit -
- Other, specify -
Total (A) 1,167,074 0 1,167,074
* Mr. Sanjeev Barnwal is drawing remuneration from the holding company i.e. UFSL and has not received any remuneration
from the Bank.

VII. Penalties / Punishment / Compounding of Offences:

There were no penalties, punishment or compounding of offences during the year ended March 31, 2017

230
 Annexure 2
Form No. MR-3
SECRETARIAL AUDIT REPORT
FOR THE FINANCIAL YEAR ENDED 31ST MARCH, 2017
[Pursuant to section 204(1) of the Companies Act, 2013 and rule No.9 of the Companies (Appointment and Remuneration of
Managerial Personnel) Rules, 2014]

To,
The Members,
UJJIVAN SMALL FINANCE BANK LIMITED
CIN: U65110DL2016PLC302481
Plot No. 2364 / 8, Khampur Raya Village Shadi Kampur,
Main Patel Road, New Delhi - 110008
I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate
practices by UJJIVAN SMALL FINANCE BANK LIMITED having CIN: U65110DL2016PLC302481 (hereinafter called the
Company). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate
conducts /statutory compliances and expressing my opinion thereon.
Based on my verification of the UJJIVAN SMALL FINANCE BANK LIMITED books, papers, minute books, forms and returns filed and
other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized
representatives during the conduct of secretarial audit, I hereby report that in my opinion, the Company has, during the audit
period covering the financial year ended on 31st March, 2017 complied with the statutory provisions listed hereunder and also
that the Company has proper Board-processes and compliance-mechanism in place to the extent, in the manner and subject to the
reporting made hereinafter:
I have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the
financial year ended on 31st March, 2017 according to the provisions of to the extent applicable:
(i) The Companies Act, 2013 (the Act) and the Rules made there under and the relevant provisions of The Companies Act,
1956;
(ii) The Securities Contracts (Regulation) Act, 1956 (SCRA) and the rules made there under to the extent applicable;
(iii) The Depositories Act, 1996 and the Regulations and Bye-laws framed there under;
(iv) Foreign Exchange Management Act, 1999 and the rules and regulations made there under;
(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (SEBI
Act) to the extent applicable:-
(a) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;
(b) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009;
(c) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;
(d) The SEBI (listing obligations and disclosure requirements) Regulations, 2015.
(vi) Following laws, Norms and Directions as applicable specifically to Small Finance Banks in the Private Sector(SFB):
(a) The Reserve Bank of India Act, 1934;
(b) The Banking Regulation Act, 1949;
(c) TheGuidelines for Licensing of Small Finance Banks in the Private Sector;
(d) Operating Guidelines for Small Finance Banks;
I have also examined compliance with the applicable clauses of the following:
(i) Listing Agreement for debt securities entered into by the Company with Bombay Stock Exchange, Mumbai;
(ii) Secretarial Standards issued by The Institute of Company Secretaries of India.
During the period under review the Company has complied with the applicable provisions of the Act, Rules, Regulations, Guidelines,
etc. mentioned above and labour laws.
I further report that:
Based on the information provided by the Company, its officers and authorized representatives, during the conduct of the audit
and also on the review of the details, records, documents and papers provided, in my opinion, adequate systems and processes
and control mechanism exist in the Company to monitor and to ensure compliance with applicable general laws like labour laws,
competition law and environmental law.
The compliance of applicable financial laws, like direct and indirect tax laws, have not been reviewed in this Audit since the same
have been subject to review by statutory financial audit and other designated professionals.

231
 The Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors
and Independent Directors based on the approval from the Reserve Bank of India. The changes in the composition of the Board of
Directors that took place during the period under review were carried out in compliance with the provisions of the Act.
Adequate notices are given to all the directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent
at least seven days in advance and at least one independent director was present wherein the Board meetings were held at a
shorter notice to transact urgent matters and a system exists for seeking and obtaining further information and clarifications on
the agenda items before the meeting and for meaningful participation at the meeting.
As per the minutes of the meetings duly recorded and signed by the Chairman, the decisions were carried unanimously and there
were no dissenting views.
There are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor
and ensure compliance with applicable laws, rules, regulations and guidelines.
I further report that during the audit period:
1. The Company has obtained license from Reserve Bank of India under Section 22(1) of the Banking Regulation Act, 1949
to carry on Small Finance Bank business.
2. The Company has changed the location of the Books of Accounts, relevant books, papers, financial statements and
statutory Registers of the Company from the registered office of the Company located at Plot No. 2364 / 8, Khampur
Raya Village Shadi Kampur, Main Patel Road, New Delhi 110008 to corporate office of the Company at Grape Garden,
No.27, 3rd A Cross 18th Main, 6th Block, Koramangala, Bangalore 560 095 and the Company has obtained approvals
from board of directors and the members.
3. The Company has obtained approvals from the members as per the applicable provisions of Section 180 of Companies
Act, 2013 in the Extraordinary General Meeting held on 30th December, 2016 to borrow up to Rs. 10,000 Crore and to
create charge on assets of the Company up to Rs. 6500 Crore.
4. The Company has altered the Capital Clause of its Memorandum of Association twice in the Extraordinary General
Meetings held on 30th December, 2016 and 09th February, 2017.
5. The Company has entered into related party transactions with M/s. UJJIVAN FINANCIAL SERVICES LIMITED (CIN:
L65999KA2004PLC035329), Holding Company and in which directors of the Company were interested, for acquiring
the business of M/s. UJJIVAN FINANCIAL SERVICES LIMITED on a slump sale and the Company has obtained necessary
approvals from the members in the Extraordinary General Meeting held on 30th December, 2016.
6. The Company has issued and allotted 109,986,800 Equity Shares of Rs. 10/-each for cash at par on rights issue basis on
30th July, 2016 and 1,330,000,000 Equity Shares of Rs. 10/- each and 200,000,000 Preference shares of Rs.10/- each at
par for consideration other than cash on 10th February, 2017 on preferential basis and complied with the provisions of
the Act.
7. The Company has listed redeemable secured non-convertible debentures (NCDs) in furtherance of novation of rights and
obligations with respect to non-convertible debentures by Ujjivan Financial Services Limited in favour of the Company.
8. The Company has redeemed listed rated redeemable secured non-convertible debentures during the financial year.

Date: April 26, 2017 K. Jayachandran

Place: Bangalore ACS No: 11309; CP No: 4031

Annexure A
To,
The Members,
UJJIVAN SMALL FINANCE BANK LIMITED
CIN: U65110DL2016PLC302481
Plot No. 2364 / 8, Khampur Raya Village Shadi Kampur,
Main Patel Road, New Delhi - 110008

Our report of even date is to be read along with this letter.

1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express
an opinion on these secretarial records based on our audit.
2. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the
correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts
are reflected in secretarial records. We believe that the processes and practices, we followed, provide a reasonable basis
for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Wherever required, we have obtained the Management representation about the compliance of laws, rules and
regulations and happening of events etc.
5. The compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility
of management. Our examination was limited to the verification of procedures on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or
effectiveness with which the management has conducted the affairs of the Company.

Date: April 26, 2017 K. Jayachandran

Place: Bangalore ACS No: 11309; CP No: 4031

232
 Annexure 3
AOC-2
(Pursuant to Clause (h) of sub-section (3) of Section 134 of the Companies Act, 2013 and Rule 8(2) of the Companies (Accounts) Rules,
2014)
Form for disclosure of particulars of contracts / 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 arms length transactions under third proviso thereto:
1. Details of contracts or arrangements or transactions not at arms length basis:
There were no contracts or arrangements or transactions entered into during the year ended March 31, 2017, which were
not at arms length basis.
2. Details of contracts or arrangements or transactions at arms length basis:

a) Name of the related party and nature of Ujjivan Financial Services Limited (UFSL).
relationship
UFSL is the holding company of Ujjivan Small Finance Bank Limited holding
100% shares in the Bank.

Parinaam Foundation

Mr. Sailen Ghosh holds 90% Equity Shares in Parinaam Foundation is the son
of Mr. Samit Ghosh Managing Director & CEO of Ujjivan Small Finance Bank
Limited. Ms. Mallika Ghosh, the Executive Director of Parinaam Foundation
is the daughter of Mr. Samit Ghosh.
b) Nature of contracts / arrangements / Items/Related Party UFSL Parinaam total
transactions
(Amount Rs. in Lakh)
Term Deposits* 10,000 0 10,000
Reimbursement of 144.06 0 144.06
expenses - Amount
Paid
Reimbursement of 36.29 1.08 37.37
expenses - Amount
Received
Inter Company Trans- 1,199.59 0 1,199.59
fer- Amount Received
Investments 164,003.7 0 164,003.7
Interest accrued on 1.81 0 1.81
Term Deposits
Rendering of Services 0 5 5
Total 175,385.4 6.08 175,391.5
- *Term Deposits by UFSL are at prevailing market rates
- All related party transactions are executed at arms length pricing

c) Duration of the contracts / arrangements / Business Transfer Agreement (BTA) dated 12-Jan-2017 & addendum to BTA
transactions dated 09-Feb-2017 for transfer of business undertaking of UFSL through a
slump sale transaction.

d) Salient terms of the contracts or Salient Terms of BTA & addendum to BTA
arrangements or transactions including the
value, if any Transfer of the business undertaking of UFSL through slump sale for a con-
sideration of Rs 1,530 Crore discharged through issuance of equity shares
of Rs 1330 Crore and 11% Non- Cumulative Preference share of Rs 200
Crore.
e) Date(s) of approval by the Board December 08, 2016 and March 27, 2017
f) Amount paid as advances, if any Nil

Your Directors draw attention of the members to Note 18. 11 to the Financial Statements which sets out other related party
disclosures

233
 Corporate Governance Report
1. Banks Philosophy on Corporate Governance
The Bank recognizes its role as a corporate citizen and endeavors to adopt the best practices and the highest standards of
Corporate Governance through transparency in business ethics, accountability to its customers, government and others. The
Banks activities are carried out in accordance with good corporate practices and the Bank is constantly striving to better them
and adopt the best practices.
In pursuing the Mission of becoming the best institution to provide financial services to the unserved and underserved
customers and transform to a bank serving the mass market, the Bank has been balancing its dual objectives of social
and financial goals since its inception. Responsible financing, ethical values and transparency in all its dealings with its
customers, lenders, investors and employees have been the cornerstone of its operations. Transparency in the decision making
process has been providing comfort to all stakeholders, particularly the lenders and the Investors.
2. Board of Directors
The Bank is in compliance with the corporate governance provisions, as contained under the guidelines of Reserve Bank of
India, Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (SEBI
LODR Regulations) and the Companies Act, 2013, in connection with the following:
a. the Board of Directors (the Board);
b. the independent directors on the Board;
c. the Audit Committee;
d. the Stakeholders Relationship Committee;
e. the Governance, Nomination and Remuneration Committee; and
f. the Corporate Social Responsibility Committee.
g. the Risk Management Committee
h. the customer service committee
i. the wilful defaulter committee
j. the IT Strategy Committee
k. Special Committee of the board for fraud.

i. As on March 31, 2017, the Board of Directors of the Bank consists of 8 directors out of which 1 (one) director is an
executive director (Managing Director & CEO), 5 (five) are Independent Directors and 2 (two) are Non-Executive Directors.
The Bank is in compliance with the Independent Directors requirement as per SEBI LODR Regulations and the Companies
Act, 2013. The Board of Directors of the Bank has one woman director, Ms. Vandana Viswanathan.
ii. During the Financial Year 2016-17, our Board has met 11 times and the meetings of our Board of Directors were held on
July 5, 2016; July 26,2016; July 30,2016; October 17, 2016; November 08, 2016; November 14, 2016, December 08, 2016,
January 10, 2017; January 19, 2017; February 06, 2017 & March 27, 2017. There has not been a time gap of more than 120
days between any two meetings of the Board;
iii. No Director is related to each other
iv. 7 out of 8 board of directors of the Bank comprise of non-executive directors;
v. Every director has duly informed the Bank about the committee positions he/she occupies in other Companies;
vi. None of the directors of the Bank, is a member of more than ten committees, across all public limited companies in which
he/she is a director; and
vii. None of the directors of the Bank is a chairman of more than five committees across all public limited companies in which
he/she is a director.
viii. During the year, a separate meeting of independent directors was held on March 27, 2017. The Independent Directors
inter alia, reviewed the performance of non-independent directors, Chairman and the Board as a whole.
ix. The terms and conditions of appointment of Independent Directors are disclosed on the website of the Bank.
x. The names and categories of the Directors on the Board, their attendance at the Board Meetings held during the year and
the number of Directorships and Committee Chairmanships / Memberships held by them in other public companies as
on March 31, 2017 are given herein below. Other directorships do not include directorships of private limited companies,
foreign companies and companies under Section 8 of the Companies Act, 2013. Chairmanships/ Memberships of Board
Committees shall include Audit Committee and Stakeholders Committee only.

234
 Name Category Number of Board Whether Number of No of Committee
Meetings during attended positions held in other
of the Director the Year 2016-17 last AGM Directorships in other Public Companies
Public Companies
Held Attend- Chairman Member Chairman Member
during ed
their
tenure
Mr. Samit Ghosh Managing 11 10 NA - - - -
DIN: 00185369 Director and
Chief Executive
Officer
Mr. Sunil Patel Independent 11 11 NA - - - -
DIN: 00050837 Director - Part-
Time Chairman
Ms. Vandana Viswanathan Non-Executive 11 11 NA - 1 - 1
DIN: 05192578 Independent
Director
Mr. Nandlal Sarda# Independent 9 7 NA 1 2 - 2
DIN: 00147782 Director

Mr. Biswamohan Mahapatra* Independent 3 3 NA - 2 1 -

DIN: 06990345 Director

Mr. Luis Miranda* Independent 3 2 NA - 1 - -

DIN: 01055493 Director

Mr. Prabal Kumar Sen* Independent 3 3 NA - 1 - -

DIN: 02594965 Director

Mr. Anadi Charan Sahu @ Non-Execu- 2 2 NA - - - -

DIN: 06696504 tive, Nominee
Director

# Mr. Nandlal Sarda was appointed as the Independent Director w.e.f. Jul 27, 2016
* Mr. Biswamohan Mahapatra, Mr Luis Miranda & Mr Prabal Kumar Sen were appointed as Independent Director w.e.f. 16-Jan-2017
@ Mr. Anadi Charan Sahu was appointed as a Non-Executive Director w.e.f. 01-Feb-2017.

xi. None of the Directors holds any equity shares in the Bank as on March 31, 2017 except that Mr. Samit Ghosh holds 1
equity share of the Bank for and on behalf of UFSL.
3. Committees of the Board
A. Audit Committee
i. The Audit Committee of the Bank is constituted in line with the provisions of Section 177 of the Companies Act, 2013 and
Regulation 18 of the SEBI LODR Regulations.
ii. The composition of the Audit Committee and the details of meetings attended by its members are given below:

Sr. No. Directors Designation Number of meetings during

the financial year 2016-17
Held during Attended
their tenure
1. Mr. Sunil Patel Chairman - Independent Director 5 5
2. Mr. Luis Miranda# Independent Director 2 2
3. Mr. Biswamohan Mahapatra# Independent Director 2 2
4. Mr. Nandlal Sarda @ Independent Director 5 5
5 Ms Vandana Viswanathan * Non-Executive Director 3 3
@ Mr. Nandlal Sarda was inducted as the Director on July 27, 2016 and a member of Audit Committee w.e.f. July 30, 2016
* Ms. Vandana Viswanathan was inducted as the Director on July 04, 2016 and the member of the Audit Committee w.e.f. July 30,
2016. She ceased to be a member of Audit committee on January 19, 2017.
# Mr. Biswamohan Mahapatra, Mr. Luis Miranda were inducted as a director on January 16, 2017 and a member of
Audit Committee w.e.f. January 19, 201.7. They were eligible to attend only 2 of the 5 meetings held during the year.

Of the above, all the members of Audit Committee are financially literate, as defined in the SEBI LODR Regulations; all the members
have accounting or related financial management expertise.
iii. The Audit Committee has met 5 times during the year and the gap between two meetings did not exceed one hundred and
twenty days. The Audit Committee meetings were held on December 08, 2016; January 10, 2017; January 19, 2017; February
06, 2017 & March 27, 2017.

235
 iv. The terms of powers, role and terms of reference of the Audit Committee are in accordance with the Companies Act,
2013 and the SEBI LODR Regulations.
The scopes of the Audit Committee are:
(1) oversight of the Banks financial reporting process and the disclosure of its financial information to ensure that the
financial statement is correct, sufficient and credible;
(2) recommendation for appointment, remuneration and terms of appointment of auditors of the Bank;
(3) approval of payment to statutory auditors for any other services rendered by the statutory auditors;
(4) reviewing, with the management, the annual financial statements and auditors report thereon before submission to the
board for approval, with particular reference to:
a) matters required to be included in the directors responsibility statement to be included in the boards report in
terms of clause (c) of sub-section (3) of Section 134 of the Companies Act, 2013;
b) changes, if any, in accounting policies and practices and reasons for the same;
c) major accounting entries involving estimates based on the exercise of judgment by management;
d) significant adjustments made in the financial statements arising out of audit findings;
e) compliance with legal requirements relating to financial statements;
f) disclosure of any related party transactions;
g) modified opinion(s) in the draft audit report;
(5) reviewing, with the management, the quarterly financial statements before submission to the board for approval;
(6) reviewing, with the management, the statement of uses / application of funds raised through an issue (public issue, rights
issue, preferential issue, etc.), the statement of funds utilized for purposes other than those stated in the offer document
/ prospectus / notice and the report submitted by the monitoring agency monitoring the utilisation of proceeds of a
public or rights issue, and making appropriate recommendations to the board to take up steps in this matter;
(7) reviewing and monitoring the auditors independence and performance, and effectiveness of audit process;
(8) approval or any subsequent modification of transactions of the Bank with related parties;
(9) scrutiny of inter-corporate loans and investments;
(10) valuation of undertakings or assets of the Bank, wherever it is necessary;
(11) evaluation of internal financial controls and risk management systems;
(12) reviewing, with the management, performance of statutory and internal auditors, adequacy of the internal control
systems;
(13) reviewing the adequacy of internal audit function, if any, including the structure of the internal audit department, staffing
and seniority of the official heading the department, reporting structure coverage and frequency of internal audit;
(14) discussion with internal auditors of any significant findings and follow up there on;
(15) reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud
or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board;
(16) discussion with statutory auditors before the audit commences, about the nature and scope of audit as well as post-audit
discussion to ascertain any area of concern;
(17) to look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in
case of non-payment of declared dividends) and creditors;
(18) Periodic inspection report submitted by the RBI and Certificates/returns/reports to the RBI pertaining to the Audit
Committee function
(19) Annual Tax Audit statement and auditors report thereon
(20) to review the functioning of the whistle blower mechanism;
(21) approval of appointment of chief financial officer after assessing the qualifications, experience and background, etc. of
the candidate;
(22) The Audit Committee must ensure that an Information System Audit of the internal systems and processes is conducted
at least once in two years to assess operational risks faced by the Bank.
(23) Carrying out any other function as is mentioned in the terms of reference of the audit committee.
The audit committee shall mandatorily review the following information:
(1) management discussion and analysis of financial condition and results of operations;
(2) statement of significant related party transactions (as defined by the audit committee), submitted by management;
(3) management letters / letters of internal control weaknesses issued by the statutory auditors;
(4) internal audit reports relating to internal control weaknesses; and
(5) the appointment, removal and terms of remuneration of the internal auditor shall be subject to review by the audit
committee.
(6) statement of deviations as and when becomes applicable:
(a) quarterly statement of deviation(s) including report of monitoring agency, if applicable, submitted to stock
exchange(s) in terms of Regulation 32(1) of SEBI (LODR) Regulations, 2015.
(b) annual statement of funds utilized for purposes other than those stated in the offer document/prospectus/notice in
terms of SEBI (LODR) Regulations, 2015.

236
 B. Governance, Nomination and Remuneration Committee (Nomination Committee)
i. For the remuneration of Directors, key managerial personnel and other employees, the Bank has constituted a Governance,
Nomination and Remuneration Committee as per the requirements of Section 178 of the Companies Act, 2013, Regulation
19 of the SEBI LODR Regulations and relevant RBI circulars. The Nomination Committee has powers of formulating the
criteria for determining qualifications, positive attributes and independence of a director and recommending a policy
relating to the remuneration for the directors, key managerial personnel and other employees as per the requirements of
Regulation 20 of the SEBI LODR Regulations and relevant RBI circulars.
ii. The composition of the Governance, Nomination and Remuneration Committee and the details of meetings attended by its
members are given below:

Sr. No. Directors Designation Number of meetings during the

financial year 2016-17
Held during Attended
their tenure
1. Ms. Vandana Viswanathan Chairman (Independent Director) 3 3
2. Mr. Sunil Patel Independent Director 3 3
3. Mr. Biswamohan Mahapatra* Independent Director 1 1
4. Mr. Prabal Kumar Sen* Independent Director. 1 1
5. Mr. Nandlal Sarda# Independent Director. 2 2
* Mr. Biswamohan Mahapatra & Mr Prabal Kumar Sen were inducted as the member of the Nomination Committee w.e.f. January
19, 2017 and were eligible to attend 1 of the 3 meetings held during the year.
# Mr. Nandlal Sarda ceased to be the member of the Nomination Committee w.e.f. January 19, 2017. He was eligible to attend 2
out of the 3 meetings held during the year.
iii. All of the members of the Nomination Committee are non-executive directors, and at least half of the members of the
Governance, Nomination and Remuneration Committee are independent directors
iv. The chairman of the Governance, Nomination and Remuneration Committee is an independent director.
v. The Nomination Committee has met three times during the year on December 08, 2016; January 19, 2017 & March 27,
2017.
vi. The scope of the Governance, Nomination and Remuneration Committee are:
(1) To formulate a criteria for determining qualifications, positive attributes and independence of a Director.
(2) To ensure fit and proper status of proposed/ existing Directors
(3) Identifying persons who are qualified to become directors and who may be appointed in senior management in
accordance with the criteria laid down, and recommend to the board of directors their appointment and removal.
(4) Whether to extend or continue the term of appointment of the independent director, on the basis of the report of
performance evaluation of independent directors.
(5) To recommend to the Board the appointment and removal of Senior Management
(6) To carry out evaluation of Directors performance and recommend to the Board appointment / removal based on
his / her performance.
(7) To recommend to the Board on (i) policy relating to remuneration for Directors, Key Managerial Personnel and
Senior Management and (ii) Executive Directors remuneration and incentive.
(8) conducting due diligence as to the credentials of any director before his or her appointment, and making
appropriate recommendations to the Board, in consonance with the Dr. Ganguly Committee recommendations and
the requirements of RBI.
(9) overseeing the framing, review and implementation of the Banks Compensation Policy for Whole Time Directors/
Chief Executive Officers / Risk Takers and Control function staff for ensuring effective alignment between
remuneration and risks.
(10) To make recommendations to the Board concerning any matters relating to the continuation in office of any
Director at any time including the suspension or termination of service of an Executive Director as an employee of
the Bank subject to the provision of the law and their service contract;
(11) Ensure that level and composition of remuneration is reasonable and sufficient, relationship of remuneration to
performance is clear and meets appropriate performance benchmarks,
(12) To devise a policy on Board diversity;
(13) To develop a succession plan for the Board and to regularly review the plan;
vii. The Bank has a well-defined Nomination and Remuneration Policy which covers inter alia the criteria of evaluation of directors
and the board, the remuneration of directors / KMPs and other senior management of the Bank.

237
 viii. During the year, the Bank based on the recommendation of the Nomination Committee fixed the sitting fees of the Non-
Executive Directors (including Independent Directors) to Rs 50,000 per Board meeting and Rs. 40,000 for each Board
Committee meetings.
ix. The Details of the remuneration and sitting fees paid to the Directors has been given in the Boards Report.
C. Stakeholders Relationship Committee
i. For redressing the grievances of the stakeholders, the Bank has formed Stakeholders Relationship Committee pursuant to
resolution of the Board of Directors dated January 19, 2017 as per the requirements of Section 178 of the Companies Act,
2013, Regulation 20 of the SEBI LODR Regulations and relevant RBI Circulars.
ii. The composition of the Stakeholders Relationship Committee and the details of meetings attended by its members are given
below:

Sr. No. Directors Designation Number of meetings during

the financial year 2016-17
Held Attended
1. Mr. Sunil Patel Chairman (Independent Director) 1 1
2. Ms Vandana Viswanathan Non-Independent, Non-Executive 1 0
3. Mr. Samit Ghosh Non-Independent, Executive 1 1
iii. The chairman of the Stakeholders Relationship Committee is a non-executive director of the Bank.
iv. The Stakeholders Relationship Committee has met once during the year on February 10, 2017.
v. The scope of the Stakeholders Relationship Committee are:
(1) To approve/refuse/reject registration of transfer/transmission of Shares in a timely manner;
(2) To authorise the issue, printing, signing of Share Certificates and Common Seal thereon post authorization from the
Board of Directors of the Bank, issue of Duplicate Share Certificates and Share Certificates after Split / Consolidation /
Rematerialization and in Replacement of those which are defaced, mutilated, torn or old, decrepit, worn out or where
the pages on reverse for recording transfers have been utilized ;
(3) To authorise to sign and endorse the Share Transfers on behalf of the Bank;
(4) To monitor redressal of stakeholders complaints/grievances including relating to nonreceipt of allotment / refund,
transfer of shares, nonreceipt of balance sheet, nonreceipt of declared dividends etc.
(5) To oversee the performance of the Register and Transfer Agents and to recommend measures for overall improvement
in the quality of investor services.
(6) To perform all functions relating to the interests of security holders (shareholders and debenture holders) of the
Bank and as assigned by the Board, as may be required by the provisions of the Companies Act, 2013 and Rules made
thereunder, Listing Agreements (with respect to listed NCDs) with the Stock Exchanges and regulations issued by the
SEBI or any other regulatory authority.
(7) To perform such other functions as and when authorised by the Board.
D. Corporate Social Responsibility Committee
i. The Bank has constituted a Corporate Social Responsibility Committee as per the requirements of Section 135 of the
Companies Act, 2013.
ii. The Corporate Social Responsibility Committee has been constituted to formulate and recommend to the Board of Directors,
a corporate social responsibility policy which shall indicate the activities to be undertaken by the Bank, recommend the amount
of expenditure to be incurred on such activities and monitor the corporate social responsibility policy of the Bank from time to
time.
iii. The Committee did not meet during the FY 2016-17.
iv. The composition of the Corporate Social Responsibility Committee is as under:

Sr. No. Directors Designation

1. Mr. Prabal Sen Independent Director
2. Ms. Vandana Viswanathan Non-Executive Director
3. Mr. Nandlal Sarda Independent Director
v. The scope of the Corporate Social Responsibility Committee are:
a) To formulate and recommend to the board, a Corporate Social Responsibility Policy which shall indicate the activities
to be undertaken by the Bank as specified in Schedule VII of the Companies Act, 2013 and make any revisions therein
as and when decided by the Board;
b) To recommend the amount of expenditure to be incurred on the activities;
c) To Monitor the Corporate Social Responsibility Policy of the Bank from time to time; and
d) To do such other acts, deeds and things as may be directed by the board and required to comply with the applicable laws.
vi. At least one of the members of the Corporate Social Responsibility Committee is an independent director;

238
 E. Risk Management Committee
i. The Bank has in place the Risk Management Committee in accordance with RBI guidelines on Corporate Governance.
ii. The following are the main terms of reference of the Committee:
(1) Evaluate overall risks faced by the bank and determining the level of risks which will be in the best interest of the bank.
(2) Identify, monitor and measure the risk profile of the bank.
(3) Develop policies and procedures, verify the models that are used for pricing complex products, review the risk models as
development takes place in the markets and also identify new risks.
(4) Design stress scenarios to measure the impact of unusual market conditions and monitor variance between the actual
volatility of portfolio value and that predicted by the risk measures.
(5) Monitor compliance of various risk parameters by operating Departments.
(6) Review the outsourcing functions of the Bank
(7) Review and monitor the compliance functions of the Bank
(8) Overview the functions and performance of the Risk Management Committee of the management
The Risk Management Committee should also oversee the following functions:
(A) Compliance Function
The Board would be responsible for ensuring that an appropriate compliance policy is in place in the bank to manage
compliance risk and also overseeing its implementation. It has to ensure that compliance issues are resolved effectively and
expeditiously by senior management with the assistance of compliance staff. If necessary, the Board may delegate these tasks
to the Audit Committee of the Board (ACB) or a specific Board level Committee constituted for the purpose.
The Board considered it prudent to include the compliance function as one of the terms of reference of the Risk Management
Committee;
(B) Outsourcing Function
I. RBI instructions
The Risk Management Committee of the Board should be responsible inter alia for: -
(1) Approving a framework to evaluate the risks and materiality of all existing and prospective outsourcing and the policies
that apply to such arrangements;
(2) Laying down appropriate approval authorities for outsourcing depending on risks and materiality.
(3) Undertaking regular review of outsourcing strategies and arrangements for their continued relevance, and safety and
soundness and
(4) Deciding on business activities of a material nature to be outsourced, and approving such arrangements.
(C) Management Supervisory Function
Monitoring of the exposures (both credit and investment) by the banks, review of the adequacy of the risk management
process and upgradation thereof, internal control systems and ensuring compliance with the statutory / regulatory framework.
iii. The Risk Management Committee was constituted on January 19, 2017 and no meetings of the committee were held during
the two months of operations of the Bank during the Financial Year 2016-17.
iv. The composition of the Risk Management Committee is as under:

Sr. No. Directors Designation

1. Mr. Sunil Patel Independent Director (Chairman)
2. Mr. Luis Miranda Independent Director
3. Mr. Biswamohan Mahapatra Independent Director
4. Mr. Samit Ghosh Non-Independent, Executive
5. Ms. Nandlal Sarda Independent Director
F. Customer Service Committee
i. The Bank has in place the Customer Service Committee in accordance with RBI guidelines on Corporate Governance.
ii. The main terms of reference of the Committees function is to monitor the quality of customer service extended by the Bank
and to attend to the needs of customers and to further the efforts of financial inclusion for the banks customers.
ii. The Customer Service Committee was constituted on January 19, 2017 and no meetings of the committee were held during
the two months of operations of the Bank during the Financial Year 2016-17.

239
 iii. The composition of the Customer Service Committee is as under:

Sr. No. Directors Designation

1. Mr. Samit Ghosh Non Independent, Executive

2. Ms Vandana Viswanathan Non Independent, Non-Executive
3. Mr. Prabal Sen Independent
G. Human Resource & Compensation Committee (HR Committee)
i. The Bank has in place a Human Resource and Compensation Committee.
ii. The following are the main terms of reference of the Committee:
(1) Review regularly and approve the Banks program for executive and employee development.
(2) Develop, review and approve the principles guiding the Banks executive compensation philosophies.
(3) Review annually and approve the Banks compensation policy.
(4) Assure that the bonus plan is administered in a manner consistent with Banks compensation principles and strategies
including Banks policies relating to executive management succession and executive organization development.
iii. The Human Resource & Compensation Committee was constituted on January 19, 2017 and no meetings of the committee
were held during the two months of operations of the Bank during the Financial Year 2016-17.
iv. The composition of the HR Committee is as under:

Sr. No. Directors Designation

1. Ms. Vandana Viswanathan. Chairman (Non-Independent, Non-Executive)
2. Mr. Samit Ghosh Non-Independent, Executive
3. Mr. Sunil Patel Independent Director
H. IT Strategy Committee
i. The Bank has in place an IT Strategy Committee in accordance with RBI guidelines on Corporate Governance.
ii. The terms of reference of the Committee include the following:
(1) Approving IT strategy and policy documents
(2) Ensuring that the management has put an effective strategic planning process in place
(3) Ratifying that the business strategy is indeed aligned with IT strategy
(4) Ensuring that the IT organizational structure complements the business model and its direction
(5) Ascertaining that management has implemented processes and practices that ensure that the IT delivers value to the
business
(6) Ensuring IT investments represent a balance of risks and benefits and that budgets are acceptable
(7) Monitoring the method that management uses to determine the IT resources needed to achieve strategic goals and
provide high-level direction for sourcing and use of IT resources
(8) Ensuring proper balance of IT investments for sustaining banks growth
(9) Becoming aware about exposure towards IT risks and controls and evaluating effectiveness of managements
monitoring of IT risks
(10) Assessing Senior Managements performance in implementing IT strategies
(11) Issuing high-level policy guidance (e.g. related to risk, funding, or sourcing tasks)
(12) Confirming whether IT or business architecture is to be designed, so as to derive the maximum business value from IT
(13) Overseeing the aggregate funding of IT at a bank-level, and ascertaining if the management has resources to ensure
the proper management of IT risks
(14) Reviewing IT performance measurement and contribution of IT to businesses (i.e., delivering the promised value)
iii. The IT Strategy Committee was constituted on January 19, 2017 and no meetings of the committee were held during the
two months of operations of the Bank during the Financial Year 2016-17.
iv. The composition of the IT Strategy Committee is as under:

Sr. No. Directors Designation

1. Mr. Nandlal Sarda Independent Director (Chairman)
2. Mr. Luis Miranda Independent Director
3. Mr. Sunil Patel Independent Director
I. Review Committee of Wilful Defaulters
i. The Review Committee of wilful defaulter was constituted in accordance with RBI guidelines on Corporate Governance to
review decisions taken by the identification committee for identification of wilful defaulter/borrower).

240
 ii. The review committee of wilful defaulter was constituted on January 19, 2017 and no meetings of the committee were held
during the two months of operations of the Bank during the Financial Year 2016-17.
iii. The composition of the review committee of wilful defaulter and the details of meetings attended by its members are given
below:
Sr. No. Directors Designation
1. Mr. Samit Ghosh Chairman (Non-Independent, Executive)
2. Mr. Luis Miranda Independent Director
3. Mr. Biswamohan Mahapatra Independent Director

J. Fraud Committee (Special Committee of Board for Monitoring High Value Frauds)
i. The Fraud Committee was constituted in accordance with RBI guidelines on Corporate Governance to monitor and follow up
cases of frauds involving amounts in excess of Rs 1 Crore.
ii. The Fraud Committee was constituted on January 19, 2017 and no meetings of the committee were held during the two
months of operations of the Bank during the Financial Year 2016-17.
iii. The composition of the Fraud Committee and the details of meetings attended by its members are given below:
Sr. No. Directors Designation
1. Mr. Samit Ghosh Non-Independent, Executive
2. Mr. Luis Miranda Independent Director
3. Mr. Biswamohan Mahapatra Independent Director

K. Independent Directors Meeting

i. In compliance with Schedule IV to the Companies Act, 2013 and regulation 25(3) of the SEBI Listing Regulations, 2015, the
independent directors held their separate meeting on March 27, 2017, in full attendance, without the attendance of non-
independent directors and members of Management, inter alia, to discuss the following:
review the performance of non-independent directors and the Board as a whole;
review the performance of the Chairperson of the Bank, taking into account the views of executive directors and non-
executive directors;
assess the quality, quantity and timeliness of flow of information between the Bank Management and the Board that is
necessary for the Board to effectively and reasonably perform their duties;

4. General Meetings of Shareholders

i. The Bank was incorporated on July 04, 2016 and will be holding its first AGM.
ii. The Bank held three Extraordinary General Meetings of the shareholders during the FY 2016-17 on July 27, 2016, December
30, 2016 and February 09, 2017.
iii. No resolutions was passed through postal ballot during FY 2016-17

5. Means of Communication
The Banks equity shares are not listed as on March 31, 2017 and hence the SEBI Listing Regulations pertaining to equity shares
are not applicable. However, the Bank always has an operational website https://www.ujjivansfb.in/ wherein inter alia our half
yearly and annual financials will be placed.

6. Managing Director and Chief Financial Officer Certification

As required under Regulation 17 read with Part B of Schedule II of the Listing Regulations, the MD and CFO certification on the
Financial Statements, the Cash Flow Statements and the internal financial reporting has been obtained from Mr. Samit Ghosh,
Managing Director and Ms. Upma Goel, Chief Financial Officer. The said certificate is a part of this Annual Report.

7. Other Disclosures
i. Related Party Transactions
The Bank has entered into related party transactions. Related party transactions were approved by the Audit Committee and
the Board. The Bank has a policy on materiality and on dealing with related party transactions which has been uploaded on
our website at the link https://www.ujjivansfb.in/regulatory-policies.html
ii. Details of non-compliance by the listed entity, penalties, strictures imposed on the listed entity by stock exchange(s) or the
board or any statutory authority, on any matter related to capital markets, during the last three years;
Nil
iii. The Bank in compliance with Section 177 of the Companies Act, 2013 and Regulation 22 of SEBI Listing Regulations has
established a Whistle Blower policy / Vigil Mechanism for the directors and employees to report genuine concerns or
grievances about unethical behavior, actual or suspected fraud or violation of the Banks Code of Conduct or Ethics Policy.
No person has been denied access to the Audit Committee. The Whistle Blower policy has been uploaded on our website at
the link https://www.ujjivansfb.in/regulatory-policies.html
iv. As the Bank has no subsidiary as on date, the requirement of formulating a specific policy on dealing with material subsidiaries
does not arise.
v. The Bank is compliance with the corporate governance requirements specified in regulation 17 to 27 of SEBI Listing
Regulations and has an operational website https://ujjivansfb.in wherein the information as required under Regulation 46 of
the SEBI Listing Regulations has been disseminated.

241
 CEO / CFO CERTIFICATION

To,
The Board of Directors
Ujjivan Small Finance Bank Limited
Subject: Compliance Certificate as required under Regulation 17(8) of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015
We hereby certify that:
A. We have reviewed financial statements and the cash flow statement for the financial year 2016-17 and that to the best
of our knowledge and belief:
(1) These statements do not contain any materially untrue statement or omit any material fact or contain statements that
might be misleading;
(2) These statements together present a true and fair view of the Banks affairs and are in compliance with existing accounting
standards, applicable laws and regulations.
B. There are, to the best of our knowledge and belief, no transactions entered into by the Bank during the year which are
fraudulent, illegal or violative of the Banks code of conduct.
C. We accept responsibility for establishing and maintaining internal controls for financial reporting and that we have
evaluated the effectiveness of internal control systems of the Bank pertaining to financial reporting and we have disclosed
to the auditors and the audit committee, deficiencies in the design or operation of such internal controls, if any, of which
we are aware and the steps we have taken or propose to take to rectify these deficiencies.
D. We have indicated to the auditors and the Audit committee
(1) significant changes in internal control over financial reporting during the year;
(2) significant changes in accounting policies during the year and that the same have been disclosed in the notes to the
financial statements; and
(3) instances of significant fraud of which we have become aware and the involvement therein, if any, of the management or
an employee having a significant role in the Banks internal control system over financial reporting.

Samit Ghosh Upma Goel

Managing Director & CEO Chief Financial Officer
DIN: 00185369

Date: April 26, 2017

Place: Bangalore

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Basel Pillar III Disclosures
- March 31, 2017
Ujjivan Small Finance Bank Limited (hereinafter referred to as the Bank or USFB) is a private sector bank domiciled in India
and incorporated on July 4, 2016 under the provisions of the Companies Act, 2013. It is licensed by the Reserve Bank of India
to operate as a Small Finance Bank under the Banking Regulation Act, 1949 in terms of its letter marked DBR.NBD. (SFB-UFSL)
NO.5443/16.13.216/2016-17 dated November 11, 2016. Formal banking operations commenced from 6th February, 2017 with
the opening of five bank branches in Bangalore. The Bank has plans to progressively convert its existing Asset Centres into bank
branches. It provides retail banking services and a wide range of financial services to economically active poor in urban and semi
urban areas. The Bank is headquartered in Bangalore and has regional offices in New Delhi, Kolkata and Pune. There are no foreign
operations of the Bank.
As per the Agreement to Transfer Business Undertaking (hereinafter referred to as BTA) dated January 12, 2017 Ujjivan Financial
Services Limited (UFSL), the parent holding company of the Bank, transferred its business undertaking by way of a slump sale on a
going concern basis to USFB with effect from February 01, 2017. In terms of the operating guidelines issued by the Reserve Bank
of India (RBI) for Small Finance Banks (SFBs), all SFBs are required to follow the Basel II Standardized Approach for Credit Risk.
Guidelines with regard to capital charge by SFBs for Operations Risk and Market Risk are awaited from RBI.
As per the capital adequacy framework, SFBs are required to maintain a minimum capital adequacy of 15 per cent of their Risk
Weighted Assets (RWA). USFB has, in computing its capital adequacy, applied the more stringent principles applicable to Basel III
and as stipulated by RBI in its Master Circular RBI/2015-16/58 DBR.No.BP.BC.1/21.06.201/2015-16 dated 1st July 2015. However, for its
mandatory disclosures in the Balance Sheet as at 31.3.2017, the Bank has provided for capital computation under both Basel II
and Basel III. The Bank has also provided capital charge for Market Risk and Operational Risk, using the Standardized Approach and
Basic Indicator Approach (BIA) respectively, like all other Scheduled Commercial Banks.
In compliance with the Pillar 3 disclosures required by the Basel Committee for Banking Supervision, this document covers the
capital adequacy status of USFB as at 31 March 2017. It also describes the risk process and governance at the Bank to effectively
on-board, monitor, measure and report risk.
I. Scope of Application Parent and Subsidiary Companies
USFB is a domestic company as required by the RBI and is wholly owned by USFL, its parent holding company, which is registered
as an NBFC. An application for registration of the parent as a CIC-NBFC is pending the approval of RBI. The Bank does not have
any subsidiary nor does it have any interest in any insurance entity. All the disclosures in this document pertain to that of USFB as
a standalone entity.
II. Capital Adequacy
Credit Risk and Operational Risk are the two major risks that the Bank faces in its operation. In its transition from an NBFC-MFI to
an SFB, management of Market Risk and Liquidity Risk assumes great importance.
The business of the Bank, as transferred from its parent under a BTA dated January 12, 2017 and as approved by the Board of Di-
rectors, comprises assets including Joint Liability Group (JLG) loans under the group guarantee scheme, a small individual lending
portfolio and loans to Micro and Small Industries (MSE) and to the affordable housing sector. Newer retail banking and liability
processes have been introduced upon commencement of its banking operation. The Bank is also exploring the introduction of
select retail lending products in the market.
The robust risk governance and risk management structure of the parent NBFC, which was evidenced by the consistently excellent
credit quality of its portfolio, has been transitioned and enhanced as an SFB to address the diverse risks in the new processes in
the changed scenario.
At the apex is the Board of Directors and Risk Management Committee of the Board. Policy measures relating to risk management
emanate from the Board.
The Bank identifies, assesses and manages comprehensively all risks that it is exposed to through sound governance and control
practices, robust risk management framework and an elaborate process for capital calculation and planning.
In line with the directions of the RBI for capital charge under the Basel III framework, the Bank has used Risk Weighted Assets
(RWA) as defined by RBI on all applicable balance sheet assets and off balance sheet assets and contingents, and on its AFS port-
folio. In the absence of any guidelines, capital charge for Operational Risk has been calculated on the basis of Gross Income for the
period of operation only.
The Bank had an authorised capital of Rs. 1,70,000 Lacs out of which Tier- I capital was Rs. 1,57,054.04 Lakh, as on March 31, 2017.
Based on RBI guidelines on capital adequacy, the CRAR of the Bank as on March 31, 2017 using the Basel III principles and including
capital charge for both Operational Risk and Market Risk was 18.24% against the minimum regulatory requirement of 15%. When
the RBI guidelines applicable to Basel II framework are applied, the Bank had a capital adequacy of 19.53%.The Bank is therefore
well capitalised.

243
 Break up of capital funds (using Basel III disclosures only):-

(Rs. in Lakh)
Capital Funds
S. No Position as on 31st March 2017 Amount
A Tier I Capital
A.1 Paid-up Share Capital 1,44,003.68
A.2 Reserves 3.51
A.3 Innovative Tier 1 Capital instruments 20,000.00
A.4 Minority Interest -
B Deductions

B,1 Investments in instruments eligible for regulatory capital of financial sub- -

sidiaries/associates
B,2 Securitisation exposures including credit enhancements -
B,3 Deferred Tax Assets -
B,4 Good will and Adjustments for less liquid position. 6,378.47
B,5 Prepaid Expenses 574.68
C Net Tier 1 Capital 1,57,054.04
D Tier II Capital
D.1 General Provisions 10,961.39
D.2 Upper Tier 2 capital instruments 2,166.67
D.3 Lower Tier 2 capital instruments -
E Deductions
Investments in instruments eligible for regulatory capital of financial sub-
E.1 -
sidiaries/associates
E.2 Securitisation exposures including credit enhancements -
F Net Tier 2 Capital 13,128.05
F Total Eligible Capital 1,70,182.09
Break up of Capital Requirements:-

(Rs. in Lakh)
Capital Requirements for Various Risks
SN Capital Requirements for various Risks Amount
A Credit Risk
A.1 For non-sec portfolio 1,23,911.69
A.2 For Securitized portfolio 7,624.95
B Market Risk
B.1 For Interest Rate Risk 2,116.47
B.2 For Equity Risk -
B.3 For Forex Risk (including gold) -
B.4 For Commodities Risk -
B.5 For Options risk -
C Operational Risk 6,359.14

D Total Capital Requirement 1,40,012.25
E Total Risk Weighted Assets 9,33,415.00
F Total Capital Funds of the Bank 1,70,182.09
Capital Adequacy Ratios
A Common Equity Tier - 1 14.68%
B Tier 1 16.83%
C Tier 2 1.41%
D Total CRAR 18.24%

244
The Bank is in the process of developing an Internal Capital Adequacy Assessment Process (ICAAP) to cover risks over and beyond
what is envisaged under Pillar 1 of the Basel Committee guidelines. This will cover the full year operation for the ensuing financial
year.
For its capital adequacy calculation as at 31.3. 2017 under Basel III guidelines the Bank has also taken into cognizance assets under
lien for its grandfathered portfolio of legacy borrowings and applied an additional RWA of 25% to these assets. This portfolio
is progressively being paid down and will not be replaced. The capital adequacy position will therefore improve commensurately.
Likewise, the securitized portfolio which was transferred under the BTA, was treated as an on balance sheet asset because of the
implicit support and RWA applied accordingly. This will fall away with consequential improvement in capital adequacy. The Bank
has no plans for the present to originate any further securitisation transactions.
As earlier stated, pending guidelines for the RBI, the Bank has computed RWA for Operational Risk using the BIA principles. The
additional capital charge on account of this process totalled Rs. 6359.14 Lakhs. Likewise, capital charge on account of the small AFS
portfolio that the Bank had on its books as at 31.3.2017 amounted to Rs. 2116.47 Lakh.
III. Risk Management at Ujjivan Small Finance Bank
A. Risk Culture
The Bank has embedded a strong risk culture throughout the organization. A strong risk culture is designed to help reinforce the
Banks efforts by encouraging a holistic approach to the management of risk and return throughout the organization as well as the
effective management of the Banks risk, capital and reputation. The Bank is involved in risks in connection with its businesses and
the following principles underpin the risk culture within the organization:
Every risk taken is approved within the risk appetite of the Bank;
Risk is taken within a defined risk limit. These are constantly refined at periodic intervals;
Risk is continuously monitored and managed at a granular level, both for the Banks credit portfolio and the operational
risk that it is exposed to;
Employees at all levels are responsible for the management and escalation of risks. This is within a framework of risk limits and risk
strategy as approved by the Board and communicated by the Banks senior management. There are clear and defined roles and
responsibilities in this regard.
B. Risk Infrastructure
USFB has a comprehensive infrastructure of Board approved policies, procedures, people and technology to actively measure,
monitor and report risk to the senior management and to the Board. As it has transitioned from an NBFC- MFI to an SFB, the Bank
has invested considerably in technology. Under implementation as at the yearend were the Asset Liability Management (ALM) and
Enterprise Governance Risk and Compliance (EGRC) modules procured from SAS. UAT on both processes are to commence from
June this year. Once implemented, the reporting of liquidity risk and operational risk parameters will be automated from data
derived from the Banks core banking system. This will aid in the automatic generation of daily liquidity reports and cash flows for
management purposes and also in submission of regulatory returns. To address the risks in on boarding liability customers, the
Bank has implemented the Regulated Entity (RE) module from Posidex. This has included the scan of its existing data base of asset
customers and all new on boarding. The Bank has a separate Anti Money Laundering (AML) cell for transaction monitoring. Here
again, the SAS AML tool provides the required technology infrastructure.
This risk infrastructure is reviewed on a periodic basis for completeness, appropriateness and alignment to changing risk within
the economy and the business. The robust review mechanism of the Bank that results in policy initiatives and increased control
measures where appropriate is evidenced by the collection efficiency of its JLG portfolio, following the effects of demonetization.
C. Risk Governance
The Bank has set up a robust risk governance framework based on the following key principles:
While the Board of Directors is responsible for overall governance and oversight of core risk management activities, exe-
cution strategy is delegated to the Risk Management Committee of the Board (RMCB). At a management level, there are
separate committees for Credit Risk, Operations and IT Risk and ALCO. All these committees meet at monthly intervals;
Segregation of duties across the three lines of defence model, whereby front-office functions, risk management and
oversight and Internal audit roles are played by functions independent of one another;
Risk strategy is approved by the Board and reviewed on an annual basis;
All major risk classes are managed through focused and specific risk management processes. These risks include credit
risk, market risk, operational risk and liquidity risk;
Policies and processes are in place and regularly enhanced to enable the risk management capability;
All new processes and products introduced in the Bank have a rigorous due diligence process that includes a risk review
before these are formally introduced.
IV. Credit Risk
A. Credit Risk Management
A significant part of USFBs business is based on the JLG lending model for providing collateral free, small ticket-size loans to eco-
nomically active poor women. The Bank has adopted an integrated approach to lending, which combines a high customer touch-
point typical of microfinance, with the technology infrastructure and related back-end support functions similar to that of a retail
bank.

245
 In addition to the microfinance portfolio, the Bank has a small and growing portfolio of small ticket individual loans granted mainly
to its erstwhile microfinance customers. These are customers who have had a good track record with the Bank and whose business
requirements have grown such that these cannot be catered to within the parameters of microfinance loans. The Bank also has a
small portfolio of loans to the affordable housing sector and to Micro and Small Enterprises (MSE). A majority of the credit portfo-
lio of the Bank is unsecured.
B. Credit Risk Monitoring and Reporting
Credit risk is managed through a framework that sets out policies and procedures covering the measurement and management
of credit risk. There is a clear segregation of duties between transaction originators in the business function and approvers in the
credit risk function. Board approved credit policies and procedures mitigate the Banks prime risk - default risk.
The Unsecured Credit function specifically manages and monitors the microfinance business (JLG) and Individual Loans through
an independent loan underwriting and approval process. Credit risk monitoring for the unsecured lending portfolio is undertaken
in the following way:
Field credit teams ensure implementation of various policies and processes through random customer visits and assess-
ment, training of branch staff on application errors, liaison with other institutions to obtain necessary information/loan
closure documents, as the case may be, and highlight early warning signals and industry developments enabling pro-ac-
tive field risk management. The efforts of the field credit team are supplemented by that of the strong Internal Audit
framework of the Bank. This is primarily audit of field and branch banking processes, including the credit sanction and
disbursement process. Any breach is highlighted and corrective measures initiated;
Branch specific credit limits for JLG business have been formulated that define credit limits for various occupations there-
by addressing exposure and concentration risks. The limits so drawn ensure approvals in accordance with customers ma-
turity in the lending system, vintage with USFB, primary occupation of the family and their locale. The entire policy suite
thus enables robust customer selection and assessment;
Portfolio analysis and reporting is used to identify and manage credit quality and concentration risks. Monthly branch
credit performance score cards have been implemented to ascertain the health of the branch portfolio. These score cards
capture critical portfolio quality parameters such as loan application error rates, arrears, collections and write offs. The
lending limits for branches are adjusted based on these scores.
Credit risk monitoring for the Bank for MSE and the affordable housing sector is broadly done at two levels account level and
portfolio level. Account monitoring aims to identify weak accounts at an incipient stage to facilitate corrective action. Portfolio
monitoring aims towards managing risk concentration in the portfolio as well as identifying stress in certain occupations, markets
and states.
The Bank has also established an Early Warning System (EWS) to identify and act on signs of early sickness in the loan accounts
and take necessary corrective action. Such accounts, where potential distress has been identified, are included and maintained in a
watch list and reviewed on a periodic basis by the business and underwriting units so that suitable steps can be taken for mitigation
of risk. The Bank also actively monitors its credit portfolio on non-stress related factors, such as concentration risk and program
limits.
C. Special Mention Accounts
A system of early recognition with timely and adequate intervention forms the focus of the approach in dealing with slippage of
NPAs. In this context, the RBI has suggested introduction of an asset category between standard and sub-standard for internal
monitoring and follow up. This asset category is known as Special Mention Accounts (SMA). The SMA has potential weakness and
hence deserves close management attention which can be resolved through timely remedial action. If left uncorrected, the poten-
tial weaknesses in the said asset may result in deterioration in the asset classification.
In conformity with the prudential norms of the RBI, and its Board approved policy, the Bank makes provisions on its Special Men-
tion Accounts. The provisioning norms are applied on a time bucket basis. Time bucket is determined from the date the account
becomes overdue.
D. Classification of Non-Performing Assets (NPA) and Provisions on Loans
The Bank classifies its advances into performing and non-performing asset in accordance with the extant RBI guidelines and its
Board approved policies. The Bank makes general provisions on all standard advances based on the rates approved by its Board.
The provision on standard asset is not reckoned with for arriving at net NPAs and is not netted off from gross advance.
Specific loan loss provisions in respect of non-performing advances are made based on managements assessment of the micro-
finance business (JLG), Individual loans and MSE and the affordable housing sector subject to the minimum provisioning level
prescribed by the RBI.

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E. Exposure Summary
The following section provides details of all risk exposures held at USFB as at 31.3.2017.
By Facility Type

(Rs. in Lakh)
Credit Risk Exposure
SN Exposure type Domestic (Outstanding) Overseas (Outstanding)
1 Fund Based* 5,87,564.73 -
2 Non Fund Based - -
Total 5,87,564.73 -
* Fund based facilities include Loans & Advances (customer & Staff)
By Geographic Distribution (excluding staff loans) (Rs. in Lakh)

Exposure Distribution by Geography

SN Exposure type Domestic (Outstanding) Overseas (Outstanding)

1 Assam 23,205.70 -
2 Bihar 26,927.46 -
3 Chandigarh(UT) 1,255.80 -
4 Chhattisgarh 3,090.22 -
5 GOA 517.67 -
6 Gujarat 31,522.84 -
7 Haryana 27,224.54 -
8 Himachal Pradesh 572.50 -
9 Jharkhand 18,444.71 -
10 Karnataka 90,621.14 -
11 Kerala 13,146.45 -
12 Madhya Pradesh 7,626.21 -
13 Maharashtra 65,697.08 -
14 Meghalaya 1,719.16 -
15 New Delhi 11,696.25 -
16 Orissa 16,299.73 -
17 Pondicherry 4,533.04 -
18 Punjab 16,350.10 -
19 Rajasthan 19,176.82 -
20 Tamil Nadu 86,060.14 -
21 Tripura 7,584.79 -
22 Uttar Pradesh 22,969.31 -
23 Uttarakhand 3,878.25 -
24 West Bengal 86,996.11 -
Total 5,87,116.04 -

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 By Industry (excluding staff loans) (Rs. in Lakh)
Exposure distribution by Activity
Non-Fund Based
SN Industry Classification Fund Based (Outstanding)
(Outstanding)
1 Agriculture & Allied Activities 913.77 -
2 Agriculture - Small & Marginal Farmers 77,314.95 -
3 Education Loan 11,324.20 -
4 Housing Loan 9,783.64 -
5 MSE Services 4,903.12 -
6 MSE Manufacturing 732.09
7 Other PSL Loans 4,82,144.26 -
Total 5,87,116.04 -
As on 31 March 2017, Banks exposure to the segments stated below was more than 5% of the total gross credit exposure
(outstanding):

Exposure distribution by Activity

SN Industry Classification Percentage of total gross credit exposure

1 Agriculture Small & Marginal Farmers 13.17%

2 Other PSL Loans # 82.12%

# Other PSL loans constitute loans which have been provided to the economically weaker section.
Maturity Pattern
(Rs. in Lakh)
Residual Contractual Maturity breakdowns of Assets- Position as on 31st March 2017
Balances
Maturity Balances with with Banks Loans & Ad- Fixed As- Other
Cash Investments
Bucket RBI and Institu- vances sets Assets
tions #
Day 1 4,020.18 0.08 1,058.29 26,956.77 13,180.06 6.57
2 to 7 Days 32.91 41,500 175.50 11,854.92 0.01
8 to 14 Days 443.99 2,367.55 17,259.13 0.02
15 to 30 Days 600.53 3,202.14 17,819.36 6,552.73
31 Days to 2
959.87 5,118.45 47,127.45 441.12
Months
Over 2
Months
1,223.68 6,525.20 45,486.22 363.05
and up to 3
Months
Over 3
Months
3,054.51 1,658.66 16,287.98 1,24,383.63 605.67
and up to 6
Months
Over 6
Months and 6,122.13 2,190.19 32,645.85 1,69,885.13 7,136.86
up to 1 Year

Over 1 Year
and up to 3 9,409.45 3,782.08 50,175.28 1,31,558.95 169.22
Years

Over 3 Years
and up to 5 195.02 1,039.96 3,057.90 0.23
Years

Above 5 Years 30.57 173.02 4,491.75 13,976.86 7,253.44

Total 4,020.18 22,072.74 50,189.22 1,44,667.70 5,86,104.49 13,976.86 22,528.92
# including money at call and short notice

248
NPA (Rs. in Lakh)

Movement of NPAs and Provision for NPAs (including NPIs) 31st Mar 2017

SN Category Amount
A Amount of NPAs (Gross) 1,639.95
A.1 Substandard 1,468.92
A.2 Doubtful1 171.03
A.3 Doubtful2 -
A.4 Doubtful3 -
A.5 Loss -
B Net NPAs 179.71
C Advances
C.1 Gross Advances 5,87,564.73
C.2 Net Advances 5,86,104.50
C NPA Ratios
C.1 Gross NPAs (including NPIs) to gross advances (%) 0.28%
C.2 Net NPAs (including NPIs) to net advances (%) 0.03%
D Movement of NPAs (Gross)
D.1 Opening balance as on 01.02.2017 -
D.2 Additions 1,888.53
D.3 Reductions 248.58
D.4 Closing balance as on 31.03.2017 1,639.95
E Movement of Provision for NPAs
E.1 Opening balance as on 01.02.2017 -
E.2 Provision made during Financial year 1,664.79
E.3 Write offs/Write back excess provision 204.56
E.4 Closing balance as on 31.03.2017 1,460.23
V. Credit Risk- Disclosures for Portfolios Subject to Standardized Approach
Credit Risk Exposure by Risk Weight

Details of Gross Credit Risk Exposure (Fund based and Non-fund based) based on Risk-Weight Position as on 31
March, 2017

SN Risk Weight Amount in Lacs

1 Below 100% risk weight 69,661.52
2 100% risk weight 4,00,405.79
3 More than 100% risk weight 1,17,497.42
Total 5,87,564.73
VI. Credit Risk Mitigation- Disclosures for Standardized Approaches
Credit function has a certification process for all business and credit staff involved in the field level customer assessment for all its
asset products. This training is also used to delegate role based credit approval authority to the credit team at regional and central
level. A well-defined approval and deviation matrix authorizes personnel in the hierarchy to approve loans categorized on various
risk elements.
The JLG and Individual Loan portfolio of the Bank is unsecured. Loans to the affordable housing segment are collateralized by a
mortgage over the property financed. The Bank is in the process of developing a score card model which would facilitate opera-
tional decision making. There is a Credit Approval committee comprising senior officials of the Bank which sanctions only the credit
proposals above Rs 20 lakh.
Credit Risk Mitigant
Credit risk mitigation refers to the use of methods to reduce the risk of lending to a borrower. The Bank has put in place a detailed
credit appraisal process which is captured in separate product manuals and product programs. The mitigants used in the unse-
cured lending portfolio are as follows:
Life insurance is mandatory for all the borrowers in the JLG segment.
Bank works with 4 credit bureaus and ensures 100% application screening through the bureaus. State of the art paperless

249
 approval process, through the document management system enables a quick and uniform approval process.
Customers with emerging credit problems are identified at an early stage through the tele-calling team and classified
accordingly. Remedial actions are implemented promptly to minimize the potential loss to the company.
A robust process for end use monitoring of funds post disbursement.
An effective use of the centre meeting platform for its JLG portfolio to determine incipient problems and introduce risk
mitigants as appropriate.
The Bank currently holds physical collateral for credit risk mitigation purposes for its affordable housing portfolio, but has no hold-
ings in eligible financial collateral. Hence no allowance for eligible collateral has been made in the computation of capital charge
VII. Operational Risk
Operational Risk Management
Operational risk is the risk of loss resulting from inadequate or failed internal processes, people and systems or from external
events. It is inherent in all activities arising out of a banks business and operations and could result in financial losses, litigation,
regulatory fines or other damage to the bank. The severity of impact on the bank, its employee and customers is dependent on
the efficacy with which operational risk is managed by the bank. The goal is to keep operational risk at appropriate levels, in light
of the banks financial strength, the characteristics of its businesses, the markets in which it operates, and the competitive and
regulatory environment in which it operates.
Governance and organization structure for managing operational risk
Consistent with these objectives the Board has approved an Operational Risk Management policy of USFB to achieve the following:
Provide a comprehensive view of operational risks across business for proactively assessing key risks and initiating miti-
gating measures;
Reduce Impact and Probability of risk events through introduction of sound practices for operational risk, embedding
right sized controls in a proactive manner to minimize losses from operational failures;
Create awareness by developing a common understanding and taxonomy of risks across the Bank and embed risk owner-
ship by business;
Manage capital optimally by moving to more advanced approaches.
The Bank has put in place a Board approved governance and organisational structure that specifies roles and responsibilities of
employees, business, operational risk management department and other stakeholders towards operational risk management.
Risk identification, measurement, monitoring and reporting
Responsibility of identification and management of operational risk on a day to-day basis lies with business. Operational Risk De-
partment is responsible for designing and implementing framework and tools that help identify, manage operational risk and for
assessing the design and operating effectiveness of controls. Key initiatives taken by the Bank to ensure timely identification and
management of operational risks include
Conducting a thorough due diligence requiring input from business and all control functions before opening any new
branch. This process is also followed for identification of centres for the JLG business. The field credit staffs complement
these efforts through periodic update so that this does not remain a one off exercise. The robustness of this process is evi-
denced by the absence of USFB in pockets that were severely affected post demonetisation;
Monthly risk scoring through an internally developed model to measure risk of each branch operation with resultant scores
determining the action plan which is devised in consultation with business to ensure quick turnaround of branch operations
from high/medium risk to low risk;
Operational Risk checklist for assessment of controls in existing and new asset products and liability processes. This is used
to raise awareness amongst users of associated operational risks in case of controls being compromised.
Operational Risk Incident reporting process involving a detailed risk analysis for material incidents and to learn from errors
for strengthening controls through loss and near miss data. Incident reporting is used to capture operational risk incidents
in a systematic manner. This is followed by a Root Cause Analysis (RCA) of each reported incident and to book losses on
identified operational risk events;
All new products are rolled out post assessment of critical operational and compliance risks and with approval of the Prod-
uct Approval Committee (PAC);
Risk and Control Self-Assessment (RCSA) methodology that supports identification and mitigation of key risks using a bot-
toms-up approach. Every process is reviewed for identifying inherent risks on the basis of probability of occurrence &
severity of impact. Related controls are assessed for design efficiency and control effectiveness to arrive at residual risk.
Depending on the severity of residual risks, risk acceptances are obtained from appropriate authorities;
Internal control testing framework that assesses design and operating effectiveness of controls. This is an on-going exercise;
Framework for on-going monitoring of risks through Key Risk Indicators (KRIs). This includes defining and monitoring Bank
level KRIs followed by process level KRIs;
Tracking of actions for timely closure of open Issues from RCSAs, control testing, risk incidents and audit;
Periodic reporting of material risk exposures to senior management to facilitate timely mitigation.
Information Technology and Security Risk
The Chief Information Technology Officer (CISO) oversees risks related to Information Technology. The CISO reports to the Chief
Risk Officer. Information Security Risk Team operates under Information Security Management System framework (ISMS) frame-

250
work and cyber security framework that is aligned with RBI guidelines. In the Bank, this group guides and supports implementation
of strong information security principles in the areas of technology solutions, the related processes and people.
Business Continuity
The Bank has adopted robust policies on Business Continuity Management and Disaster Recovery. The Bank has formulated pro-
cesses for identification of IT BCP and non-IT BCP teams, training and awareness sessions, identifying alternative premises, and
coordination of contingency plans at the business unit levels and at the Bank level.
Information Security and Cyber Security
There is an independent information security group which addresses information and cyber security related risks. A well-docu-
mented, Board approved information security and cyber security policies are put in place. Periodical awareness exercise is ensured
to update employees on information security practices.
Bank operates in a highly automated environment and makes use of latest technological framework for supporting various oper-
ations. Use of technology brings in newer kind of risks like business disruption, risks related to information assets, data security
etc. Bank has put in a governance framework, information security practices to mitigate information technology and information
system related risks which ensures preservation of Confidentiality, Integrity and Availability (CIA) of all Information assets.
IX. Interest Rate Risk in Banking Book
Interest Rate Risk in Banking Book (IRRBB) refers to the risk of loss in earnings and economic value of the Banks banking Book as
a consequence of movement in interest rates.
The Bank has identified the risks associated with the changing interest rates on its exposures in the banking book from both a
short-term and long-term perspective.
The main components of the approach for identification and measurement are as under:
The assessment takes into account both the earnings perspective and economic value perspective of interest rate risk.
The impact on income or the economic value of equity is calculated by applying a notional interest rate shock of 200 basis
points as required by RBI.
The methods followed in measuring the interest rate risk are:
Earnings perspective: Earnings At Risk (EaR) combined with gap analysis.
Economic perspective: Gap analysis combined with duration gap analysis.
Earnings Perspective

(Rs. in Lakh)
Interest Rate Risk in the Banking Book (IRRBB)
Interest Rate Shock
SN Country
+200bps -200bps
1 India 1,268.51 (1,268.51)
2 Overseas - -
Total 1,268.51 (1,268.51)
Economic Value Perspective

(Rs. in Lakh))
Interest Rate Risk in the Banking Book (IRRBB)
Interest Rate Shock
SN Country
+200bps -200bps
1 India (2,707.27) 2,707.27
2 Overseas - -
Total (2,707.27) 2,707.27
X. Exposure related to Counterparty Credit Risk
USFB does not deal in derivatives. As at 31.3.2017 the investible surplus was placed in the Call Money Market with a select few
banks. The counterparty credit risk exposure as on reporting date is as follows:
(Rs. in Lakh)
Counterparty Credit Risk Exposure
SN Counterparty Amount
1 HDFC Bank Ltd. 10,000.00
2 State Bank of India 26,500.00
3 ICICI Securities Primary Dealership Ltd. 5,000.00
Total 41,500.00

251
 Financial Statements & Independent Auditors Report

To The Members of Ujjivan Small Finance Bank Limited 6. An audit involves performing procedures to obtain audit
evidence, about the amounts and disclosures in the finan-
Report on the Financial Statements cial statements. The procedures selected depend on the
auditors judgment, including the assessment of the risks
of material misstatement of the financial statements,
1. We have audited the accompanying financial statements
whether due to fraud or error. In making those risk assess-
of Ujjivan Small Finance Bank Limited (the Bank), which
ments, the auditors consider internal controls relevant
comprise the Balance Sheet as at March 31, 2017, and the
to the Banks preparation and fair presentation of the
Profit and Loss Account and Cash Flow Statement for the
financial statements in order to design audit procedures
period July 04, 2016 to March 31, 2017, and a summary of
that are appropriate in the circumstances. An audit also
significant accounting policies and other explanatory in-
includes evaluating the appropriateness of accounting
formation, which we have signed under reference to this
policies used and the reasonableness of the accounting
report.
estimates made by the Board of Directors of the Bank, as
well as evaluating the overall presentation of the financial
Managements Responsibility for the Financial Statements statements.

2. The Board of Directors of the Bank are responsible for 7. We believe that the audit evidence we have obtained is
the matters stated in Section 134(5) of the Companies sufficient and appropriate to provide a basis for our audit
Act, 2013 with respect to preparation of these financial opinion on the financial statements.
statements to give a true and fair view of the financial po-
sition, financial performance and cash flows of the Bank
Opinion
in accordance with the accounting principles generally
accepted in India, including the Accounting Standards
specified under Section 133 of the Companies Act, 2013 8. In our opinion, and to the best of our information and ac-
(the Act), read with Rule 7 of the Companies (Accounts) cording to the explanations given to us, the accompany-
Rules, 2014 and provisions of Section 29 of the Banking ing financial statements together with the notes thereon
Regulation Act, 1949 as updated by Companies (Account- give the information required by provisions of section 29
ing Standards) Amendments Rules 2016 and circulars of the Banking Regulation Act, 1949 as well as the Act and
and guidelines issued by the Reserve Bank of India (RBI) circulars and guidelines issued by the Reserve Bank of In-
from time to time as applicable to banks. This responsi- dia, in the manner so required for banking companies and
bility also includes maintenance of adequate accounting give a true and fair view in conformity with the accounting
records in accordance with the provisions of the Act for principles generally accepted in India of the state of af-
safeguarding of the assets of the Bank and for prevent- fairs of the Bank as at March 31, 2017 and its profit and its
ing and detecting frauds and other irregularities; selec- cash flow for the period July 04, 2016 to March 31, 2017.
tion and application of appropriate accounting policies;
making judgments and estimates that are reasonable and Report on Other Legal and Regulatory Requirements
prudent; and design, implementation and maintenance of
adequate internal financial controls, that were operating 9. In our opinion, the Balance Sheet, Profit and Loss Ac-
effectively for ensuring the accuracy and completeness of count, and Cash Flow Statement dealt with by this report
the accounting records, relevant to the preparation and have been drawn up in accordance with the provisions of
presentation of the financial statements that give a true section 29 of the Banking Regulation Act, 1949 read with
and fair view and are free from material misstatement, applicable provisions of section 133 of the Act read with
whether due to fraud or error. Rule 7 of the Companies (Accounts) Rules, 2014 as updat-
ed by Companies (Accounting Standards) Amendments
Auditors Responsibility Rules 2016.

3. Our responsibility is to express an opinion on these finan- 10. As required by section 143(3) of the Act and section 30 of
cial statements based on our audit. the Banking Regulation Act, 1949 we report that:

4. We have taken into account the provisions of the Act and a) We have sought and obtained all the information and
the Rules made thereunder, including the accounting explanations which, to the best of our knowledge and
standards, provisions of section 29 of the Banking Regu- belief, were necessary for the purposes of our audit;
lation Act, 1949, circulars and guidelines issued by RBI as
applicable to Banks and matters which are required to be b) The transactions of the Bank, which have come to our
included in the audit report. notice during the course of our audit, have been with-
in the powers of the Bank;
5. We conducted our audit in accordance with the Stan-
dards on Auditing specified under section 143(10) of the c) During the course of our audit we have visited 8
Act and other applicable authoritative pronouncements branches to examine the books of account and oth-
issued by the Institute of Chartered Accountants of In- er records maintained at the branch and performed
dia. Those Standards require that we comply with ethical other relevant audit procedures. Since the key oper-
requirements and plan and perform the audit to obtain ations of the Bank are automated with the key appli-
reasonable assurance about whether the financial state- cations integrated to the core banking system, the
ments are free from material misstatement.

252
 audit is carried out at Bengaluru as all the necessary the Auditors Report in accordance with Rule 11 of
records and data required for the purposes of our au- the Companies (Audit and Auditors) Rules, 2014, in
dit are available therein; our opinion and to the best of our knowledge and
belief and according to the information and explana-
d) In our opinion, proper books of account as required tions given to us:
by law have been kept by the Bank so far as it appears
from our examination of those books; i. The Bank has disclosed the impact, if any, of
pending litigations as at March 31, 2017 on its fi-
e) The Balance Sheet, the Profit and Loss Account and nancial position in its financial statements Re-
the Cash Flow Statement dealt with by this report are fer Schedule 12 and Note 14(vi) in Schedule 18;
in agreement with the books of account;
ii. The Bank has long-term contracts as at March 31,
f) In our opinion, the aforesaid financial statements 2017 for which there were no material foresee-
comply with the Accounting Standards specified un- able losses Refer Note 22 in Schedule 18. The
der Section 133 of the Act, read with Rule 7 of the Bank did not have any derivative contracts as at
Companies (Accounts) Rules, 2014 as updated by March 31, 2017;
Companies (Accounting Standards) Amendments
Rules 2016 to the extent they are not inconsistent iii. There were no amounts which were required
with the accounting policies prescribed by RBI; to be transferred to the Investor Education and
Protection Fund by the Bank during the period
g) On the basis of written representations received July 04, 2016 to March 31, 2017 - Refer Note 23
from the directors as on March 31, 2017 taken on in Schedule 18; and
record by the Board of Directors, none of the direc-
tors is disqualified as on March 31, 2017 from being iv. The disclosure requirement as envisaged in No-
appointed as a director in terms of Section 164(2) of tification G.S.R 308(E) dated 30th March 2017
the Act; is not applicable to the Bank - Refer Note 21 in
Schedule 18.
h) With respect to the adequacy of the internal financial
controls over financial reporting of the Bank and the
operating effectiveness of such controls, refer to our
separate Report in Annexure A ; and

i) With respect to the other matters to be included in

For Price Waterhouse Chartered Accountants LLP

Firm Registration Number: 012754N/N500016

Chartered Accountants

Vivek Prasad

Bengaluru Partner

April 26, 2017 Membership Number: 104941

253
 Annexure A to Independent Auditors Report

Referred to in paragraph 10(h) of the Independent Auditors Report of even date to the members
of Ujjivan Small Finance Bank Limited on the financial statements for the period July 04, 2016 to
March 31, 2017

Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Act

1. We have audited the internal financial controls over financial reporting of Ujjivan Small Finance Bank Limited (the Bank) as
of March 31, 2017 in conjunction with our audit of the financial statements of the Bank for the period July 04, 2016 to March
31, 2017.

Managements Responsibility for Internal Financial Controls

2. The Banks Board of Directors is responsible for establishing and maintaining internal financial controls based on the internal
control over financial reporting criteria established by the Bank considering the essential components of internal control stat-
ed in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered
Accountants of India (ICAI). 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 ad-
herence to Banks 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 (Act).

Auditors Responsibility

3. Our responsibility is to express an opinion on the Banks 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 deemed to be prescribed under section 143(10) of the Act 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 ICAI. 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 estab-
lished and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls sys-
tem over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting
included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a 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 auditors judgement, including the assessment of the risks of material misstate-
ment of the financial statements, whether due to fraud or error.

5. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on
the Banks internal financial controls system over financial reporting.

Meaning of Internal Financial Controls Over Financial Reporting

6. A Banks internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the
reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally
accepted accounting principles. A Banks internal financial control over financial reporting includes those policies and proce-
dures 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 Bank; (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 expen-
ditures of the Bank are being made only in accordance with authorisations of management and directors of the Bank; and (3)
provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the
Banks assets that could have a material effect on the financial statements.

Inherent Limitations of Internal Financial Controls Over Financial Reporting

7. 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 to future periods are subject to the
risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or
that the degree of compliance with the policies or procedures may deteriorate.

254
Opinion

8. In our opinion, the Bank 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 Bank considering the essential components of internal control stat-
ed in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered
Accountants of India.

For Price Waterhouse Chartered Accountants LLP

Firm Registration Number: 012754N/N500016

Chartered Accountants

Vivek Prasad

Bengaluru Partner

April 26, 2017 Membership Number: 104941

255
 UJJIVAN SMALL FINANCE BANK LIMITED
Balance Sheet as at March 31, 2017
(Amount in Rupees)
Particulars Schedule As at March 31,2017
CAPITAL AND LIABILITIES

Capital 1 16,400,368,000
Reserves and Surplus 2 350,765
Deposits 3 2,064,117,905
Borrowings 4 62,914,038,204
Other Liabilities and Provisions 5 2,977,137,441

TOTAL 84,356,012,315

ASSETS

Cash and Balances with Reserve Bank of India 6 2,609,292,404

Balance with Banks and Money at Call and Short Notice 7 5,018,921,686
Investments 8 14,466,770,488
Advances 9 58,610,449,498
Fixed Assets 10 1,397,685,760
Other Assets 11 2,252,892,479

TOTAL 84,356,012,315

Contingent Liabilities 12 283,360,118

Bills for collection -

Significant Accounting Policies 17

Notes to the Financial Statements 18

The schedules referred to above form an integral part of the Balance sheet

The Balance Sheet has been prepared in conformity with Form A of the Third Schedule to the Banking Regulation Act, 1949.

As per our report of even date.

256
 UJJIVAN SMALL FINANCE BANK LIMITED

Profit and Loss account for the period from July 04, 2016 to March 31, 2017
(Amount in Rupees)
Schedule Period from July 4,2016 to
Particulars
March 31,2017
I. INCOME
Interest Earned 13 2,127,072,572
Other Income 14 133,956,513
Total 2,261,029,085

II. EXPENDITURE
Interest Expended 15 1,093,583,874
Operating Expenses 16 1,114,179,593
Provisions and Contingencies 18 (Note 7.7) 52,914,853
Total 2,260,678,320

III. PROFIT
Net profit for the period 350,765
Profit brought forward -
Total 350,765
IV. APPROPRIATIONS
Transfer to
a) Statutory Reserve 87,691
b) Other Reserve -
c) Proposed Dividend (includes tax on dividends) -

Total 87,691

Balance Carried over to the Balance Sheet 263,074

Total 350,765

V. EARNINGS PER EQUITY SHARE (Face value of Rs.10 per share) 18 (Note 13)
Basic (Rs) 0.001
Diluted (Rs) 0.001
Significant Accounting Policies 17
Notes to the Financial Statements 18

The schedules referred to above form an integral part of the Profit and Loss Account.
The Profit and Loss Account has been prepared in conformity with Form B of the Third Schedule to the Banking Regulation Act,
1949.

As per our report of even date.

257
 UJJIVAN SMALL FINANCE BANK LIMITED
Cash Flow Statement for the period from July 04, 2016 to March 31, 2017
(Amount in Rupees)

Period from July 04,

Particulars
2016 to March 31, 2017

A. Cash Flow from Operating Activities

Net Profit before taxation 8,910,748
Adjustments for :
Depreciation on Fixed assets 51,041,129
Goodwill Witten off (Refer note 3 below) 160,000,000
Loan Loss and Other Provisions 44,354,870
Amortisation of premium on HTM investments 2,361,789
Marked to Market Loss 41,966,250
Interest paid on Borrowings 1,093,583,874

Operating Profit before Working Capital changes 1,402,218,660

Adjustments for :
(Increase) in Advances (Refer Note 3 below) (58,654,804,369)
(Increase) in Investments (Refer Note 3 below) (14,511,098,527)
(Increase) in Other Assets (Refer Note 3 below) (3,015,984,825)
Increase in Deposits 2,064,117,905
Increase in Other Liabilities (Refer Note 3 below) 2,976,678,275
Cash (used in) Operations (69,738,872,881)

Direct Taxes paid (8,100,817)

Net Cash used in Operating Activities (69,746,973,698)

B. Cash Flow from Investing Activities

Proceeds from sale of Fixed Assets -
Purchase of Fixed Assets including WIP (Refer Note 3 below) (1,608,726,889)
Net Cash used in Investing Activities (1,608,726,889)

C. Cash Flow from Financing Activities

Proceeds from issue of equity shares (net of issue expenses) (Refer
16,400,368,000
Note 3 below)
Increase in Borrowings (Net) (Refer Note 3 below) 62,914,038,204
Interest paid on Borrowings (1,093,583,874)
Net Cash generated from Financing Activities 78,220,822,330

Net Increase in Cash and Cash Equivalents 6,865,121,743

Cash and Cash Equivalents at the beginning of the period -

Cash and Cash Equivalents at the end of the period 6,865,121,743
Notes:

The above Cash Flow Statement has been prepared under the indirect method as set out in Accounting Standard 3 on
1
Cash Flow Statements.

Cash and cash equivalents comprises of Cash in Hand and Balances with RBI (Schedule 6) and Balances with Banks and
2
Money at Call and Short Notice (Schedule 7).

258
3 This includes assets/liabilities acquired on account of Business purchase agreement entered with Ujjivan Financial Ser-
vices Limited dated January 12, 2017. The consideration for the same has been discharged by issue of equity shares and
perpetual Non-Covertible Non-cummulative preference shares which is a non-cash transaction. Also refer schedule 18,
Note 1.

4 Figures in bracket indicate cash outflow.

As per our report of even date.

259
 UJJIVAN SMALL FINANCE BANK LIMITED
Notes to financial statement for the period July 04, 2016 to March 31, 2017

(Amount in Rupees)
Particulars As at March 31,2017
SCHEDULE-1-CAPITAL
Authorised Capital
1,500,000,000 Equity Shares of Rs.10 each 15,000,000,000
200,000,000 Preference Shares (Perpetual Non-Cummulative Non-Covertible) of Rs 10 each 2,000,000,000

Issued, Subscribed and Called up Capital

1,440,036,800 Equity Shares of Rs.10 each 14,400,368,000
200,000,000 Preference Shares (Perpetual Non-Cummulative Non-Covertible) of Rs 10 each 2,000,000,000
16,400,368,000

Paid up Capital
1,440,036,800 Equity Shares of Rs.10 each 14,400,368,000
200,000,000 Preference Shares (Perpetual Non-Cummulative Non-Covertible) of Rs 10 each 2,000,000,000

TOTAL 16,400,368,000

As at March 31,2017
SCHEDULE-2 RESERVES AND SURPLUS
I) Statutory Reserves
Opening balance -
Additions during the period 87,691
Deductions during period -
Closing balance 87,691

II) Capital Reserve

Opening balance -
Additions during the period -
Deductions during period for writing off Share Issue Expenses -
Closing balance -

III) Share Premium Account

Opening balance -
Additions during the period -
Deductions during period -
Closing balance -

IV) General Reserve

Opening balance -
Additions during period -
Deductions during period -
Closing balance -

V) Balance in Profit and Loss Account 263,074

TOTAL (I+II+III+IV+V) 350,765

260
 UJJIVAN SMALL FINANCE BANK LIMITED
Notes to financial statement for the period July 04, 2016 to March 31, 2017

(Amount in Rupees)
Particulars As at March 31,2017
SCHEDULE-3 -DEPOSITS

A. I. Demand Deposits
(i) From banks -
(ii) From others 99,554

II. Savings Bank Deposits 32,373,177

III. Term Deposits

(i) From Banks 460,000,000
(ii) From others 1,571,645,174
TOTAL 2,064,117,905
B. Deposits of branches
(i) In India 2,064,117,905
(ii) outside India -
TOTAL 2,064,117,905

As at March 31,2017
SCHEDULE-4-BORROWINGS
I. Borrowings in India
(i) Reserve Bank of India -
(ii) Other Banks 36,027,437,411
(iii) Other Institutions and Agencies 18,636,600,793
(iv) Non-Convertible Redeemable Debenture 8,250,000,000

TOTAL 62,914,038,204

II. Borrowings Outside India -

TOTAL 62,914,038,204

Secured borrowings included in I and II above 47,535,305,313

As at March 31,2017
SCHEDULE -5-OTHER LIABILITIES AND PROVISIONS

(i) Bills payable -

(ii) Inter-Office Adjustments (net) -
(iii) Interest Accrued 600,144,508
(iv) Others - (Standard asset Provisions Refer schedule 18 Note. No. 5.9) 2,376,992,933
(Provision for Tax -Refer schedule 18 Note. No. 14(i))
TOTAL 2,977,137,441

261
 UJJIVAN SMALL FINANCE BANK LIMITED
Notes to financial statement for the period July 04, 2016 to March 31, 2017
(Amount in Rupees)
Particulars As at March 31,2017

SCHEDULE-6-CASH AND BALANCES WITH RESERVE BANK OF INDIA

I. Cash in Hand 402,018,352

II. Balances with Reserve Bank of India

(i) In Current Account 2,207,274,052
(ii) In Other Accounts -

TOTAL 2,609,292,404

As at March 31,2017
SCHEDULE-7-BALANCES WITH BANKS AND MONEY AT CALL AND SHORT NOTICE

I. In India
(i) Balances with Banks
(a) in Current Accounts 105,829,339
(b) in Other Deposit Accounts* 763,092,347
(ii) Money at Call and Short Notice
(a) with Banks 3,650,000,000
(b) with Other Institutions 500,000,000
TOTAL 5,018,921,686
II. Outside India
(i) In Current Accounts -
(ii) In Other Deposits Accounts -
(iii) Money at Call and Short Notice -
TOTAL -
TOTAL (I+II) 5,018,921,686
*Amount Comprises of Fixed deposits held as lien given for securitisation.

As at March 31,2017
SCHEDULE-8-INVESTMENTS

I. In India
Gross Value 14,508,736,738
Less: Aggregate of Provision/Depreciation 41,966,250
Net value of Investments in India 14,466,770,488
Comprising:
(i) Government Securities 14,465,770,488
(ii) Other approved Securities -
(iii) Shares 1,000,000
(iv) Debentures and Bonds -
(v) Subsidiaries and/or Joint Ventures -
(vi) Others -
TOTAL 14,466,770,488
II. Outside India
(i) Government Securities (Including local authorities) -
(ii) Subsidiaries and/or Joint Ventures abroad -
(iii) Other Investments -
TOTAL -
TOTAL (I+II) 14,466,770,488

262
 UJJIVAN SMALL FINANCE BANK LIMITED
Notes to financial statement for the period July 04, 2016 to March 31, 2017
(Amount in Rupees)
Particulars As at March 31,2017
SCHEDULE-9-ADVANCES

A (i) Bills Purchased and Discounted -

(ii) Cash Credits, Overdrafts and Loans repayable on demand -
(iii) Term Loans 58,610,449,498
TOTAL 58,610,449,498
B (i) Secured by Tangible Assets 1,169,770,669
(ii) Covered by Bank/Government Guarantees -
(iii) Unsecured (Refer Schedule 18 Note 4.5) 57,440,678,829
TOTAL 58,610,449,498

C I Advances in India
(i) Priority Sectors 58,266,266,448
(ii) Public Sectors -
(iii) Banks -
(iv) Others 344,183,050
TOTAL 58,610,449,498
II Advances Outside India -

TOTAL -
TOTAL 58,610,449,498

As at March 31,2017
SCHEDULE -10- FIXED ASSETS

I. Premises

II. Other Fixed Assets (Including Furniture and Fixtures)

At cost, at the beginning of the period -
Additions during the period 1,721,906,071
Deductions during the period -
Depreciation to date 355,870,487
TOTAL 1,366,035,584

III. Capital Work In Progress 31,650,176

TOTAL (I+II+III) 1,397,685,760

263
 UJJIVAN SMALL FINANCE BANK LIMITED
Notes to financial statement for the period July 04, 2016 to March 31, 2017
(Amount in Rupees)
As at
Particulars
March 31,2017

SCHEDULE 11-OTHER ASSETS

(i) Inter Office Adjustments (Net) -

(ii) Interest Accrued 749,417,631
(iii) Tax Paid in Advance / Tax Deducted at Source (Net of provision for tax) -
(iv) Stationery and stamps -
(v) Nonbankingassetsacquired insatisfactionofclaims -
(iv) Others including Deferred tax assets (Refer schedule 18, Note 15 ) 1,503,474,848
TOTAL 2,252,892,479

As at
March 31,2017

SCHEDULE- 12 - CONTINGENT LIABILITIES

(i) Claims against the Bank not acknowledged as debts 4,551,076

(i) Liability for partly paid investments -
(iii) Liability on account of Outstanding Forward Exchange Contracts -
(iv) Guarantees on behalf of Constituents -
(v) Acceptances, Endorsements and Other Obligations -
(vi) Other items for which the Bank is contingently liable - Capital commitments not provided 278,809,042

TOTAL 283,360,118

264
 UJJIVAN SMALL FINANCE BANK LIMITED
Notes to financial statement for the period July 04, 2016 to March 31, 2017
(Amount in Rupees)
For the Period from
Particulars July 04, 2016 to
March 31,2017
SCHEDULE 13-INTEREST EARNED

(i) Interest /Discount on Advances /bills 1,964,356,702

(ii) Income on Investments 38,585,767
(iii) Interest on Balances With RBI and Other inter-bank funds 44,499,859
(iv) Others (Interest income on securitisation) 79,630,244
TOTAL 2,127,072,572

For the Period from

July 04, 2016 to
March 31,2017
SCHEDULE- 14-OTHER INCOME

(i) Commission, Exchange and Brokerage 105,857,611

(ii) Profit/(Loss) on Sale of Investments (net) 2,153,435
(iii) Profit/(Loss) on Revaluation of Investments -
(iv) Profit/(Loss) on sale of Land, Building and other Assets (net) (97,366)
(v) Profit on Exchange Transactions (net) -
(vi) Income earned by way of Dividends etc. -
fromsubsidiaries/companiesand/orjointventuresabroad/inIndia -
(vii) Miscellaneous Income (Gratuity and Leave Encashment Provisions written back) 26,042,833

Total 133,956,513

For the Period from

July 04, 2016 to
March 31,2017
SCHEDULE- 15-INTEREST EXPENDED

(i) Interest On Deposits 1,417,636

(ii) Interest on Reserve Bank of India/ Inter-Bank Borrowings 941,712,196
(iii) Others (including interest on Subordinated Debts) 150,454,042

TOTAL 1,093,583,874

For the Period from

July 04, 2016 to
March 31,2017
SCHEDULE 16-OPERATING EXPENSES
(i) Payments to and Provision for Employees 507,434,275
(ii) Rent, Taxes and Lighting (Including operating lease rentals) 86,013,099
(iii) Printing and Stationery 15,771,108
(iv) Advertisement and Publicity 521,427
(v) Depreciation on Banks Property 51,041,129
(vi) Directors Fees, Allowances and Expenses 1,990,728
(vii) Auditors fees and Expenses 1,200,000
(viii) Law Charges 1,961,133
(ix) Postages, Telegrams, Telephones etc. 31,097,258
(x) Repairs and Maintenance 62,783,847
(xi) Insurance 4,563,099
(xii) Other expenditure (including Goodwill written off Refer Schedule 18 Note (1)) 349,802,490
TOTAL 1,114,179,593

265
 UJJIVAN SMALL FINANCE BANK LIMITED

Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 17
1 CORPORATE INFORMATION
Ujjivan Small Finance Bank Limited (the Bank) is a private sector bank domiciled in India and incorporated on July 04,
2016 under the provisions of the Companies Act, 2013 and is licensed by the Reserve Bank of India (RBI) to operate as a
Small Finance Bank under the Banking Regulation Act, 1949 with effect from November 11,2016 and commenced its busi-
ness on February 01, 2017. The Bank provides Retail banking services and wide range of Financial services to economically
active poor in urban and semi-urban areas. The Bank has its headquarters in Bengaluru with regional offices in New Delhi,
Kolkata and Pune.The Bank operates in India and does not have a branch in any foreign country.

2 BASIS OF PREPARATION
The accompanying financial statements have been prepared under the historical cost convention except where otherwise
stated, and in accordance with statutory requirements prescribed under the Banking Regulation Act 1949, circulars and
guidelines issued by RBI from time to time (RBI guidelines), accounting standards referred to in Section 133 of the Compa-
nies Act, 2013 (the Act) and practices prevailing within the banking industry in India.

3 USE OF ESTIMATES
The preparation of financial statements in conformity with Indian GAAP requires management to make estimates and as-
sumptions co nsidered in the reported amounts of assets and liabilities (including contingent liability) and the reported
income and expenses during the period. The management believes that the estimates used in preparation of financial state-
ments are prudent and reasonable. Future results could differ from actuals and the differences between the actual results
and the estimates are recognized prospectively in which the results are known/material.

4 FIXED ASSETS (TANGIBLE AND INTANGIBLE ASSETS)

4.1 Fixed assets are stated at cost, net of accumulated depreciation and impairment. The cost of an asset comprises its
purchase price and any cost directly attributable to bringing the asset to its working condition and location for its intended
use. Subsequent expenditure on fixed assets after its purchase is capitalised only if such expenditure results in an increase
in the future benefits from such asset beyond its previously assessed standard of performance

4.2 Fixed assets are reviewed for impairment whenever events or changes in circumstances indicate that carrying amount
of an asset may not be recoverable. An assets recoverable amount is the higher of an assets net selling price and its value
in use. If such assets are considered to be impaired,the impairment is recognised by debiting the profit and loss account and
is measured as the amount by which the carrying amount of the assets exceeds the fair value of the assets

5 DEPRECIATION AND AMORTIZATION

5.1 Depreciable amount for assets is the cost of an asset, or other amount substituted for cost, less its estimated residual value.
Depreciation on tangible fixed assets has been provided on the straight-line method as per the useful life pre-
scribed in Schedule II to the Companies Act, 2013. Leasehold improvements are amortised over the dura-
tion of the lease. The estimated useful life of the intangible assets and the amortisation period are reviewed
at the end of each financial year and the amortisation period is revised to reflect the changed pattern, if any.

5.2 The useful life being followed by the Bank as prescribed in Schedule II to the Companies Act, 2013 is as follows:

Useful Life as per

Asset
Schedule II (years)

Computer 3
Furniture 10
Office Equipment 5
Motor Vehicle 8
Server 6
Software 6

5.3 Assets purchased/sold during the year are depreciated on a pro-rata basis for the actual number of days the asset has
been put to use.
5.4 Assets costing less than Rs.5000 are fully depreciated in the year of purchase.
5.5 The salvage value considered for computing depreciation is as per Schedule II of Companies Act,2013 (i.e 5% of Cost)
except for Software and Lease hold assets.

266
UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 17

6 INVESTMENTS
Classification and valuation of the Banks investments are carried out in accordance with RBI guidelines which are as fol-
lows:
6.1 Categorisation of Investments
The Bank classifies its investment at the time of purchase into one of the following three categories:
(i) Held to Maturity (HTM) Securities acquired with the intention to hold till maturity.
(ii) Held for Trading (HFT) Securities acquired with the intention to trade.
(iii) Available for Sale (AFS) Securities which do not fall within the above two categories.
Subsequent shifting amongst the categories is done in accordance with RBI guidelines.

6.2 Classification of Investments

For the purpose of disclosure in the Balance Sheet, investments are classified under six groups viz., (i) Government Se-
curities, (ii) Other Approved Securities, (iii) Shares, (iv) Debentures and Bonds, (v) Investments in Subsidiaries and Joint
Ventures, and (vi) Other Investments.
6.3 Acquisition cost
(i) Broken period interest on debt instruments is treated as a revenue item.
(ii) Brokerage, commission, etc. pertaining to investments, paid at the time of acquisition is charged to the Profit and Loss
account.
(iii) Cost of investments is computed based on the weighted average cost method.

6.4 Valuation of Investments

(i) Held to Maturity Each security in this category is carried at its acquisition cost. Any premium on acquisition of the secu-
rity is amortised over the balance period to maturity. The amortized amount is classified under Interest earned Income on
investments (Item II of Schedule 13). The book value of the security is reduced to the extent of amount amortized during the
relevant accounting period. Diminution, other than temporary, is determined and provided for each investment individually.

(ii) Held for Trading Securities are valued scrip-wise and depreciation / appreciation is aggregated for each classification.
Net appreciation in each classification is ignored, while net depreciation is provided for.

(iii) Available for Sale Securities are valued scrip-wise and depreciation / appreciation is aggregated for each classification.
Net appreciation in each classification, is ignored, while net depreciation is provided for.
(iv) Market value of government securities (excluding treasury bills) is determined on the basis of the prices / YTM declared
by Primary Dealers Association of India (PDAI) jointly with Fixed Income Money Market and Derivatives Association (FIM-
MDA).

(v) Treasury bills are valued at carrying cost, which includes discount amortised over the period to maturity.

(vi) Purchase and sale transaction in securities are recorded under Settlement Date method of accounting, except in the
case of the equity shares where Trade Date method of accounting is followed.

(vii) Provision for non-performing investments is made in conformity with RBI guidelines.

(viii) Profit in respect of investments sold from HTM category is included in the Profit on Sale of Investments and an equiv-
alent amount (net of taxes, if any, and net of transfer to Statutory Reserves as applicable to such profits) is appropriated
from the Profit and Loss Appropriation account to Capital Reserve account.

(iX) In the event, provisions created on account of depreciation in the AFS or HFT categories are found to be in excess of the
required amount in any year, the excess is credited to the Profit and Loss account and an equivalent amount (net of taxes,
if any, and net of transfer to Statutory Reserves as applicable to such excess provisions) is appropriated to an Investment
Reserve Account (IRA). The balance in IRA account is used to meet provision on account of depreciation in AFS and HFT
categories by transferring an equivalent amount to the Profit and Loss Appropriation account as and when required.
(X) Unquoted equity shares are valued at their break-up value.

7 ADVANCES

7.1 Advances are classified as per RBI guidelines into standard, sub-standard, doubtful and loss assets after considering
subsequent recoveries to date.
7.2 Specific provisions for non-performing advances and floating provisions are made in conformity with RBI guidelines. In
addition the Bank considers accelerated provisioning based on past experience, evaluation of securities and other related
factors.

267
 UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 17

7.3 A general provision on standard assets is made in accordance with RBI guidelines. Provision made against standard
assets is included in Other Liabilities and Provisions.
7.4 Specific provisions for non-performing advances and floating provisions are made in conformity with RBI guidelines. In
addition the Bank considers accelerated provisioning based on past experience, evaluation of securities and other related
factors.
7.5 Advances exclude derecognised securitised advances.
7.6 Amounts recovered during the year against bad debts written off in earlier years are recognised in the Profit and Loss
account.
7.7 Provision no longer considered necessary in the context of the current status of the borrower as a performing asset,
are written back to the Profit and Loss account to the extent such provisions were charged to the Profit and Loss account.

7.8 For restructured/rescheduled assets, provision is made in accordance with guidelines issued by RBI which requires the
diminution in the fair value of the assets to be provided at the time of restructuring.The restructured accounts are classi-
fied in accordance with RBI guidelines, including special dispensation wherever allowed.

7.9 Securitisation transactions and direct assignments

The securitization transactions are without recourse to the Bank. The transferred loans and such securitized receivables
are de-recognized as and when these are sold (true sale criteria being fully met) and the consideration has been received
by the Bank. Gains / losses are recognized only if the Bank surrenders the rights to the benefits specified in the loan con-
tracts.

8 REVENUE RECOGNITION
8.1 Interest income is recognized in the profit and loss account on accrual basis, except in the case of non-performing
assets. Interest on non-performing assets is recognized upon realization as per the prudential norms of the RBI.
8.2 Revenues from loan documentation charges are recognized upfront when it is become due.

8.3 Interest on Government securities, debentures and other fixed income securities is recognised on a period proportion
basis. Income on discounted instruments is recognised over the tenor of the instrument on a constant Yield to Maturity
method.

8.4 Profit / premium arising at the time of securitisation of loan portfolio is amortised over the life of the underlying loan
portfolio / securities and any loss arising therefrom is accounted for immediately. Income from interest strip (excess inter-
est spread) is recognized in the statement of profit and loss account net of any losses when redeemed in cash in line with
the relevant Reserve Bank of India guidelines.

9 EMPLOYEE BENEFITS
9.1 Provident Fund: Contribution towards provident fund for certain employees is made to the regulatory authorities,
where the Bank has no further obligations. Such benefits are classified as Defined Contribution Schemes as the Bank does
not carry any further obligations, apart from the contributions made on a monthly basis.
9.2 Gratuity: The Gratuity scheme of the Bank is a defined benefit scheme and the expense for the period is recognized
on the basis of actuarial valuation at the Balance Sheet date. The present value of the obligation under such benefit plan is
determined based on independent actuarial valuation using the Projected Unit Credit Method which recognizes each period
of service that gives rise to additional unit of employee benefit entitlement and measures each unit separately to build up
the final obligation. Actuarial losses/ gains are recognised in the Profit and Loss Account in the year in which they arise. Pay-
ment obligations under the Group Gratuity scheme are managed through purchase of appropriate policies from insurers.
9.3 Provision for compensated absences is made on the basis of actuarial valuation as at the Balance Sheet date. The actu-
arial valuation is carried out using the Projected Unit Credit Method. Actuarial losses/ gains are recognised in the Profit and
Loss Account in the year in which they arise.

10 LEASE
10.1 Lease rentals under operating lease are charged to the Profit and Loss Account on straight line basis over the lease
term.
10.2 Lease arrangements where risk and rewards incidental to ownership of an assets substantially vest with the lessor
are recognised as operating leases.

11 SEGMENT REPORTING
In accordance with the guidelines issued by RBI, the Bank has adopted Segment Reporting as under:

268
UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 17

11.1 Treasury includes all investment portfolios, Profit / Loss on sale of Investments, income from money market opera-
tions. The expenses of this segment consist of interest expenses on funds borrowed from external sources as well as inter-
nal sources and depreciation / amortisation of premium on Held to Maturity category investments.

11.2 Retail Banking includes lending to and deposits from retail customers and identified earnings and expenses of the
segment.
11.3 Unallocated includes Capital and Reserves and other unallocable assets, liabilities, income and expenses.

12 EARNING PER SHARE

Earnings per share is calculated by dividing the Net Profit or Loss for the period attributable to equity shareholders by the
weighted average number of equity shares outstanding during the period. Diluted earnings per equity share are comput-
ed using the weighted average number of equity shares and dilutive potential equity shares outstanding as at end of the
period.

13 TAXES
Tax expenses comprise of current and deferred taxes. Current tax is measured at the amount expected to be paid to the
tax authorities in accordance with the Income Tax Act, 1961. Deferred taxes reflect the impact of current year timing dif-
ferences between taxable income and accounting income for the year and reversal of timing differences of earlier years.
Deferred tax is measured based on the tax rates and the tax laws enacted or substantively enacted at the Balance Sheet
date. Deferred tax assets are recognized, in general, 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 realized; where there are unabsorbed
depreciation and/or carry forward of losses under tax laws, deferred tax assets are recognized only if there is virtual certain-
ty supported by convincing evidence that such deferred tax asset can be realized against future taxable income.

14 PROVISONS AND CONTINGENT LIABILITIES

14.1 A provision is recognized when there is an obligation as a result of past events and it is probable that an outflow of
resources will be required to settle the obligation in respect of which a reliable estimate can be made. Provisions are not
discounted to its present value and are determined based on best estimate required to settle the obligation at the balance
sheet date. These are reviewed at each balance sheet date and adjusted to reflect the current best estimates.

14.2 A disclosure of contingent liability is made when there is:

i) a possible obligation arising from a past event, the existence of which will be confirmed by occurrence or non-occur-
rence of one or more uncertain future events not within the control of the Bank; or

ii) a present obligation arising from a past event which is not recognised as it is not probable that an outflow of resources
will be required to settle the obligation or a reliable estimate of the amount of the obligation cannot be made.

14.3 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.

14.4 Contingent assets, if any, are not recognised in the financial statements since this may result in the recognition of
income that may never be realised.

15 CASH AND CASH EQUIVALENTS

Cash and cash equivalents include cash in hand, balances with RBI, balances with other banks and money at call
and short notice.

16 IMPAIRMENT
The carrying amount of fixed assets is reviewed at the Balance Sheet date to determine if there are any indications of
impairment based on internal / external factors. In case of impaired assets, the impairment loss i.e. the amount by which
the carrying amount of the asset exceeds its recoverable value is charged to the Profit and Loss account to the extent the
carrying amount of assets exceeds its estimated recoverable amount.

269
UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18
1 Business Transfer Agreement
Pursuant to the Business Transfer Agreement (BTA) dated January 12, 2017 the Bank has acquired the business of Ujjivan
Financial Services Limited for a consideration of Rs 1,530 Crore .The value of assets taken over was Rs 8,610 Crore and
the value of liabilities taken over are Rs 7,096 Crore.The net assets(Net of liabilities) taken over was Rs 1,514 Crore.The
goodwill purchased (i.e.excess of purchase consideration settled over the net assets taken over) of 16 Crore has been
written off during the current period.

1.1 Capital Infusion

During the period July 04, 2016 to March 31, 2017 the Bank has allotted share capital as follows:
a. Equity Share Capital
(Amount in Rupees except share data)
Date of Face value Issue price Share capital
Particulars No. of Shares
allotment (Rs.) (Rs.) (Rs.)
On Incorporation July 4, 2016 50,000 10 10 500,000
Further allotment July 30, 2016 109,986,800 10 10 1,099,868,000
February 10,
Further allotment 1,330,000,000 10 10 13,300,000,000
2017
Total 1,440,036,800 14,400,368,000

b. Preference Share Capital

Date of Face value Issue price Share capital
Particulars No. of Shares
allotment (Rs.) (Rs.) (Rs.)
February 10,
Allotment 200,000,000 10 10 2,000,000,000
2017
Total 200,000,000 2,000,000,000

On January 12, 2017 an agreement to transfer business undertaking (BTA) was executed by virtue of which the business
of Ujjivan Financial Services Limited (UFSL) has been acquired by the Bank effective February 01, 2017 at the purchase
price of Rs. 1,530 Crore and purchase price was discharged by the Bank to UFSL by issue of 1,330,000,000 equity shares, of
face value of Rs. 10 each, issued at par and issue of 200,000,000 11% Perpetual non-cumulative preference shares of face
value of Rs. 10 each.

1.2 Capital Adequacy Ratio

The Bank has applied more stringent Basel III capital regulations issued by RBI for computations of Capital Adequacy Ratio
for the period ended March 31, 2017. However, as per operating guidelines for Small Finance Banks issued by RBI dated
Oct 06, 2016, the bank has also calculated Capital Adequacy Ratio as per Basel II capital regulations for the period ended
March 31, 2017. As per Basel II capital regulations, the Capital Adequacy Ratio of the bank is 19.53%.
Under Basel III Capital Regulations and operating guidelines for Small Finance Bank issued on october 6, 2016 on an on-
going basis, the Bank has to maintain a Minimum Total Capital (MTC) of 15% of the total risk weighted assets (RWA). Out
of the MTC, at least 7.5% shall be from Minimum Tier 1 Capital of which common equity Tier 1 capital shall be 6% and at
least 1.50% from additional Tier 1 capital and remaining Tier 2 Capital shall be 7.5%.The capital adequacy ratio of the Bank
is set out below:

270
 UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

(Amount in Rupees)
Particulars March 31, 2017
Common Equity Tier1 Capital Ratio 14.68%
Tier I Capital Ratio 16.83%
Tier II Capital Ratio 1.41%
Total Capital Ratio (CRAR) 18.24%
Total risk weighted assets 93,341,500,368
Amount of CET 1 Capital raised* 13,705,403,897
Amount of Additional Tier 1 Capital raised: of which Perpetual Non-cumulative Preference
2,000,000,000
Shares(PNCPS)
Perpetual Debt Instruments (PDI) -
Amount of Tier 2 Capital raised; of which 1,312,805,265
Debt Capital Instrument 216,666,667
Preference Share Capital Instruments [Perpetual Non-cumulative Preference Shares(PNCPS)] -
* Different from Equity Capital (Rs 14,400,368,000)
Note:Total Risk weighted assets includes operational risk on the basis of current periods gross profit.
Note:The CRAR has reduced by 0.27% due to implicit support on securitised portfolio

2 Investments
2.1 Details of Investments
(Amount in Rupees)
Particulars March 31, 2017
Value of Investments
(i) Gross Value of Investments
(a) In India 14,508,736,738
(b) Outside India, -
(ii) Provisions for Depreciation
(a) In India 41,966,250
(b) Outside India, -
(iii) Net Value of Investments
(a) In India 14,466,770,488
(b) Outside India. -
Movement of provisions held towards depreciation on investments
(i) Opening balance -
(ii) Add : Provisions made during the period 41,966,250
(iii) Less : Write-off / (write-back) of excess provisions during the period -
(iv) Closing balance 41,966,250

271
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Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

2.2 Category wise details of Investments (Net of provision for depreciation):

(Amount in Rupees)
As at March 31, 2017
Particulars HTM AFS HFT
i) Government securities 3,961,102,437 10,504,668,051 -
ii) Other approved securities - - -
iii) Shares 1,000,000 - -
iv) Debentures and bonds - - -
v) Subsidiaries and /or Joint
- - -
ventures
vi) Others -Security receipts,
- - -
pass through certificates,etc.
Total 3,962,102,437 10,504,668,051 -

2.3 Details of Repos/Reverse Repos including Liquidity Adjustment Facility (LAF) transactions (in face value terms)
(Amount in Rupees)

Minimum Maximum Daily average

outstanding outstanding outstanding Balance as at
Particulars
during the during the during the March 31, 2017
period period period

Securities sold under repos

i) Government Securities - - - -
ii) Corporate debt securities - - - -

Security purchased under

reverse repo
i) Government Securities - - - -
ii) Corporate debt securities - - - -
The above figures excludes securities sold and purchased under Liquidity Adjustment Facility (LAF) with RBI.

2.4 Non-SLR Investment Portfolio

Non-SLR Investment Portfolio as at March 31, 2017 are as follows: (Amount in Rupees)
Extent
Extent of of below Extent of Extent of
Issuer Amount private investment unrated unlisted
placement grade securities securities
securities
i) Public Sector Undertakings - - - - -
ii) Financial institutions - - - - -
iii) Banks - - - - -
iv) Private companies 1,000,000 1,000,000
v) Subsidiaries/Joint ventures - - - - -
vi) Others - - - - -
vii) Provision held towards
- - - - -
depreciation
Total 1,000,000 - - - 1,000,000

Note: Amounts reported above are not mutually exclusive.

272
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Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

2.5 Non-Performing Non-SLR

(Amount in Rupees)
Investments
As at March
Particulars
31, 2017
Opening Balance -
Additions during the period -
Reductions during the period -
Closing Balance -
Total Provision held -

2.6 Sale/transfer from HTM Category

During the period July 04, 2016 to March 31,2017 the value of sales and transfer of securities to / from HTM category,
excluding one-time transfer of securities from HTM and sale on account of Open Market Operation (OMO), has not
exceeded 5% of the book value of investments held in HTM category. Hence, the related disclosures are not applicable.

3 Derivatives:
The Company has not entered into any deriviatives contracts during the period July 04, 2016 to March 31, 2017.

4 Asset Quality
4.1 Non-Performing Assets:
(Amount in Rupees)
March 31,
Particulars
2017
(i) Net NPAs to Net advances (%) 0.03%
Movement of Gross NPAs
(a) Opening balance -
(b) Additions (Fresh NPAs) during the period * # 188,852,686
Subtotal (A) 188,852,686
(c) Reductions during the period: #
(i) Upgradations 2,370,382
(ii) Recoveries (excluding recoveries made from upgraded accounts) 12,239,176
(iii) Technical/ Prudential Write-offs -
(iv) Write-offs other than those under (iii) above 10,248,467
Subtotal (B) 24,858,025
(d) Closing balance (A-B) 163,994,659
Movement of Net NPAs
(a) Opening balance -
(b) Additions during the period* # 28,950,038
(c) Reductions during the period # 10,978,634
(d) Closing balance 17,971,404
Movement of provisions for NPAs (excluding provisions on standard assets)
(a) Opening balance -
(b) Provisions made during the period* 166,478,937
(c) Write-back of excess provisions 20,455,680
(d) Closing balance 146,023,257

*Additions include NPA advances acquired as a part of the Business Transfer Agreement.
# Additions and deletions does not include cases which have become NPA and susequently moved out of NPA between
the period February 1, 2017 to March 31, 2017.

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Schedule 18

4.2 Technical or Prudential Write Offs:

Technical or prudential write-offs refer to the amount of non-performing assets which are outstanding in the books of
the branches, but have been written-off (fully or partially) at the head office level. The financial accounting systems of the
Bank are integrated and there are no write-offs done by the Bank which remain outstanding in the books of the branches.

Movement in the stock of technically or prudentially written-off accounts given below:

(Amount in Rupees)
March 31,
Particulars
2017
Opening balance of technical / prudential write-offs accounts --
Technical/Prudential write offs during the period --
Recoveries made from previously technically / prudentially written-off accounts
--
during the period
Closing balance of technical / prudential write-offs accounts --

4.3 Divergence in Asset Classification and Provisioning for NPAs

As per the RBI notifiaction-RBI/2016-17/283 DBR.BP.BC.No.63/21.04.018/2016-17 dated April 18,2017 an additional

disclosure by way of notes to accounts regarding divergence in the asset classification and provisioning needs to be
provided. Pursuant to the notification divergences observed by RBI for the financial year 2015-16 shall be made in the
Notes to Accounts of Financial Statements for the year ended March 31, 2017.

As Ujjivan Small Finance Bank Limited has been incorporated on July 04, 2016 and since incorporation RBI inspection has
not been carried out, the above disclosure is not applicable to the Bank for the period ended March 31, 2017.

4.4 Provision coverage ratio as at March 31, 2017 is 89.04%

4.5 Unsecured advances

The Bank has not extended any project advances where the collateral is an intangible asset such as a charge over rights,
licenses, authorizations, etc. The Unsecured Advances of Rs. 57,440,678,829 disclosed in Schedule 9B (iii) are without any
collateral or security.

5.CONCENTRATION OF DEPOSITS, ADVANCES, EXPOSURES AND NPAS

5.1 Concentration of Deposits (Amount in Rupees)

March 31,
Particulars
2017
Total Deposits to twenty largest deposits 2,029,476,272
Percentage of Deposits of twenty largest depositors to Total Deposits of the Bank 98.32%

5.2 Concentration of Advances (Amount in Rupees)

March 31,
Particulars
2017
Total Advances to twenty largest borrowers 23,975,658
Percentage of Advances to twenty largest borrowers to Total Advances 0.04%
Advances are computed as per the definition of Credit Exposure including derivatives as prescribed in
Master Circular on Exposure Norms DBR.No.Dir.BC.12/13.03.00/2015-16 dated July 1, 2015.

274
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Schedule 18

5.3 Concentration of Exposures

(Amount in Rupees)
Particulars March 31,
March 31,2015 2017
Total Exposure to twenty largest borrowers/customers 23,975,658
Percentage of Exposures to twenty largest customers to Total Exposure of the Bank
0.04%
on borrowers/customers

Exposures are computed as per the definition in Master Circular on Exposure Norms
DBR.No.Dir.BC.12/13.03.00/2015-16dated July 1, 2015 and includes credit exposure.

5.4 Concentration of NPAs

(Amount in Rupees)
March 31,
Particulars
2017
Total Exposure to top four NPA accounts 700,347

5.5 Sector-wise Advances and NPA

As at March 31, 2017
(Amount in Rupees)

% of Gross
NPAs to Gross
Sector Gross Advances Gross NPAs
Advances in
that sector

Priority sector*:
Agriculture and Allied
7,822,872,792 14,381,286 0.18%
activies
Industry 31,343,909 - 0.00%
Services 350,851,037 - 0.00%
Personal loans 50,206,811,543 149,202,951 0.30%
Sub-Total (A) 58,411,879,281 163,584,237 0.28%
Non-Priority sector:
Agriculture and Allied
- - 0.00%
activies
Industry 41,864,937 - 0.00%
Services 139,460,747 410,425 0.29%
Personal loans 163,267,792 - 0.00%
-of which Housing 118,398,630 - 0.00%
Sub-Total (A) 344,593,476 410,425 0.12%
Total (A) + (B) 58,756,472,757 163,994,662 0.28%

* The above priority sector advances includes Rs. 4,927.88 Crore, the assets financed out of the outstanding grandfathered
borrowings as per clause no .6.5 of the Operating guidelines for Small Finance Banks issued by Reserve Bank of India
dated October 6, 2016. The bank has received an approval from RBI on 29, March, 2017 vide letter ref no. DBR.PSBD
No.11487/ 16.02.006/ 2016-17, permitting the bank to retain charge on the above amount with an additional risk weight
of 25% on these assets.

275
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Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

5.6 a) Details of financial assets sold to Securitisation Company (SC) / Reconstruction Company (RC) for asset
reconstruction:
(Amount in Rupees)
March 31,
Particulars
2017
No. of accounts -
Aggregate value of accounts sold to Securitisation Company/Reconstruction
-
Company
Aggregate Consideration -
Additional consideration realized in respect of accounts transferred in earlier years -
Quantum of credit enhancement in the form of deposits -
Aggregate gain /( loss) over net book value -

b) Details of book value of investment in security receipts (SR) :

(Amount in Rupees)
March 31,
Particulars
2017
Backed by NPAs sold by the Bank as underlying -
Backed by NPAs sold by the other Banks / Financial Institutions / Non-Banking
-
Financial Companies as underlying
Total -

5.7 During the period, there has been no individual purchase / sale of non-performing financial assets from / to other
banks.

5.8 During the period, there was no sale of assets through securitization to SC / RC .
5.9 Provision on Standard
Assets:
Bank has followed the prudential norms on income recognition, asset classification and provisions.The excess provisions
over and above the same is as per the board approved policy.

The provision on standard assets is included in Other Liabilities and Provisions Others in Schedule 5, and is not netted
off from Advances.
(Amount in Rupees)
March 31,
Particulars
2017
The amount of provision held on standard assets 1,101,825,142

5.10 Floating provision `

(Amount in Rupees)
March 31,
Items
2017
Opening Balance as at beginning of the period Nil
Provisions made during the period Nil
Draw-down made during the period Nil
Closing Balance as at end of the period Nil

5.11 Disclosures on the Scheme for Sustainable Structuring of Stressed Assets (S4A), as on March 31, 2017
(Amount in Rupees)
Aggregate Amount outstanding
No. of accounts where S4A has
amount Provision Held
been applied In Part A In Part B
outstanding
Classified as Standard Nil Nil Nil Nil
Classified as NPA Nil Nil Nil Nil

276
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Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

5.12 Disclosures on Flexible Structuring of Existing Loans

(Amount in Rupees)

Exposure weighted average

Amount of loans taken up for
duration of loans taken up for
No. of flexible structuring
flexible structuring
borrowers taken
Period
up for flexibly Before
structuring After applying
Classified as Classified as applying
flexible
Standard NPA flexible
structuring
structuring
During the period July 04, 2016
Nil Nil Nil Nil Nil
to March 31, 2017.

5.13 Disclosures on Strategic Debt Restructuring Scheme (SDR).

The Bank does not have any SDR during the period July 04, 2016 to March 31, 2017.

5.14 Disclosures on Change in Ownership outside SDR Scheme.

(Amount in Rupees)
Amount out-
Amount out-
standing as on
standing as on
Amount outstand- March 31, 2017
March 31, 2017
ing as on March 31, with respect
with respect to
2017 with respect to to accounts
No. of accounts where banks accounts where
Amount outstanding as on the accounts where con- where change
have decided to effect conversion of
reporting date version of debt to in ownership is
change in ownership debt to
equity/invocation envisaged by
equity/invoca-
of pledge of equity issuance of
tion of pledge
shares is pending fresh shares or
of equity shares
sale of promot-
has taken place
ers equity

Classi- Clas-
Classified Classi- Classi- Classified
Classified as Stan- Classified fied as sified
as Stan- fied as fied as as Stan-
dard as NPA Stan- as
dard NPA NPA dard
dard NPA

Nil Nil Nil Nil Nil Nil Nil Nil Nil

5.15 Disclosures on Change in Ownership of Projects Under Implementation.

(Amount in Rupees)
Amount outstanding as at March 31, 2017
No. of project loan accounts
where banks have decided to Classified as stan- Classified as standard
effect change in ownership Classified as NPA
dard restructured

Nil Nil Nil Nil

277
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Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

5.16 Intra-Group Exposure

(Amount in Rupees)
As at March
Particulars
31, 2017
Total amount of intra-group exposure NIL
Total amount of top-20 intra-group exposure NIL
Percentage of Intra Group Exposure to Total Exposure of the Bank on borrower/
NIL
Customer
Details of Breach of Limit on Intra Group exposure and Regulatory action thereon, if
Nil
any

5.17 Priority Sector Lending Certificates (PSLC):

(Amount in Rupees)
For the period
July 04, 2016
Particulars to March 31,
2017
PSLC Sold
1) PSLC Agriculture 107,500,000
2) PSLC Small Farmers / Marginal Farmers -
3) PSLC Micro Enterprises -
4) PSLC General -

5.18 Business ratios

(Amount in Rupees)
March 31,
Particulars
2017
Interest income as a percentage to working funds 2.52%

Non-interest income as a percentage to working funds 0.16%

Operating profit as a percentage to working funds 0.06%

Return on assets 0.0004%
Business (deposits plus gross advances) per employee 5,914,099
Profit per employee 34

Notes:
1) Working funds are reckoned as the average of total assets as per the monthly returns in Form X
filed with RBI during the period
2) Returns on Assets are computed with reference to average working funds.
3) Business per employee (deposits plus gross advances) is computed after excluding Inter-bank
deposits.

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Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

5.19 Disclosure on acccounts subjected to Restructruing for the period ended March 31, 2017
(Amount in Rupees)
Sr
Type of Restructuring Under CDR Mechanism Under SME debt restructuring mechanism Others Total
No .
Sub-
Substan- Doubt- Stan- Substan- Doubt- Stan- Substan- Doubt-
Asset Classification Standard Loss Total Standard stan- Doubtful Loss Total Loss Total Loss Total
dard ful dard dard ful dard dard ful
dard
Details - - - - - - - - -
No. of Borrowers - - - - - - - - - - - - - - - - - - - -
Restructured Accounts as on
Amount Outstand-
1 April 1 of the FY (opening - - - - - - - - - - - - - - - - - - - -
ing
figures)
Provision thereon - - - - - - - - - - - - - - - - - - - -
No. of Borrowers - - - - - - - - - - - 57 57 57 57
Fresh restructuring during the Amount Outstand-
2 - - - - - - - - - - - 1,384,800 1,384,800 1,384,800 1,384,800
period ing
Provision thereon - - - - - - - - - - - 485,338 485,338 485,338 485,338
No. of Borrowers - - - - - - - - - - - - - - - - - - - -
Up gradation to restructured
Amount Outstand-
3 standard category during the - - - - - - - - - - - - - - - - - - - -
ing
period
Provision thereon - - - - - - - - - - - - - - - - - - - -
No. of Borrowers - - - - - - - - - - - - - - - - - - - -

Restructured standard advanc- Amount Outstand- - - - - - - - - - - - - - - - - - - - -

ing
es which cease to attract higher
provisioning and / or additional
4 risk weight at the end of the FY
and hence need not be shown as
restructured standard advances Provision thereon - - - - - - - - - - - - - - - - - - - -
at the beginning of the next FY

No. of Borrowers - - - - - - - - - - - - - - - - - - - -
Downgradations of restructured Amount Outstand-
5 - - - - - - - - - - - - - - - - - - - -
accounts during the period ing
Provision thereon - - - - - - - - - - - - - - - - - - - -
No. of Borrowers - - - - - - - - - - - - - - - - - - - -
Write-offs of restructured Amount Outstand-
6 - - - - - - - - - - - - - - - - - - - -
accounts during the period ing
Provision thereon - - - - - - - - - - - - - - - - - - - -
No. of Borrowers - - - - - - - - - - - - - - - - - - - -
Restructured Accounts as on
Amount Outstand-
7 March 31 of the period (closing - - - - - - - - - - - - - - - - - - - -
ing
figures)
Provision thereon - - - - - - - - - - - - - - - - - - - -

279
 UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

6 Asset Liability Management

Maturity Pattern of certain items of Assets and Liabilities
Specified assets and liabilities as at March 31, 2017:
(Amount in Rupees)
Loans &
Maturity Buckets Investment Securities Deposits Borrowings
Advances
1 day 1,318,005,592 - - 74,544
2 days to 7 days 1,185,492,051 - - 72,500 95,425,542
8 days to 14 days 1,725,913,082 - - 1,000,000,000 305,404,500
15 days to 30 days 1,781,935,588 - - 503,341,069 1,267,669,878
31 days to 2 months 4,712,744,993 - - 136,000 2,974,561,718
Over 2 months to 3 months 4,548,621,769 541,944,038 - 4,000 4,019,951,736
Over 3 to 6 months 12,438,362,822 2,369,677,051 - 147,600 9,398,139,996
Over 6 to 12 months 16,988,513,408 6,447,809,947 - 500,578,300 16,462,127,879
Over 1 year to 3 years 13,155,895,365 - - 59,760,492 27,726,647,878
Over 3 years to 5 years 305,789,856 - - 3,100 574,113,933
Over 5 years 449,174,973 5,149,305,702 - 300 89,995,144
Total 58,610,449,499 14,508,736,738 - 2,064,117,905 62,914,038,204
Note: The bucketing structure has been revised based on RBI guideline dated March 23, 2016.

7 Exposure
7.1Exposure to Real Estate Sector: (Amount in Rupees)
March 31,
Particulars
2017
A) Direct exposure
i) Residential Mortgages 978,364,429
ii) Commercial Real Estate -
iii) Investments in Mortgage
Backed Securities (MBS) and
other securitized exposures:
- Residential -
- Commercial Real Estate -
Total (A) 978,364,429
B) Indirect exposure
Fund based and non-fund based exposures on National Housing Bank (NHB) and
-
Housing Finance Companies (HFCs)
Total (B) -
Total Real Estate Exposure (A+B) 978,364,429

280
UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

7.2 Exposure to Capital Market:

(Amount in Rupees)
As at
Particulars March 31,
2017
Direct investment in equity shares, convertible bonds, convertible debentures and
units of equity oriented mutual funds the corpus of which is not exclusively invested 1,000,000
in corporate debt

Advances against shares / bonds / debentures or other securities or on clean basis

to individuals for investment in shares (including IPOs / ESOPs), convertible bonds, -
convertible debentures, and units of equity-oriented mutual funds

Advances for any other purposes where shares or convertible bonds or convertible
-
debentures or units of equity oriented mutual funds are taken as primary security

Advances for any other purposes to the extent secured by the collateral security of
shares or convertible bonds or convertible debentures or units of equity oriented
mutual funds i.e. where the primary security other than shares / convertible bonds / -
convertible debentures / units of equity oriented mutual funds does not fully cover
the advances

Secured and unsecured advances to stockbrokers and guarantees issued on behalf of

-
stockbrokers and market makers

Loans sanctioned to corporates against the security of shares / bonds / debentures or

other securities or on clean basis for meeting promoters contribution to the equity -
of new companies in anticipation of raising resources

Bridge loans to companies against expected equity flows / issues -

Underwriting commitments taken up by the banks in respect of primary issue of

shares or convertible bonds or convertible debentures or units of equity oriented -
mutual funds

Financing to stockbrokers for margin trading -

All exposures to Venture Capital Funds (both registered and unregistered) -
Irrecoverable payment commitments issued by custodian Banks in favour of Stock
-
exchanges
Total Exposure to Capital Market 1,000,000

During the period July 04, 2016 to March 31, 2017, Bank has not converted any debt to equity as a part of strategic debt
restructuring which is exempt from CME limit.

7.3 During the period there are no instances of Single Borrower Limit (SGL) / Group Borrower Limit (GBL) exceeding the
sanctioned limit or outstanding or entire outstanding whichever is higher.

7.4 Disclosure of penalties imposed by RBI

During the period, RBI has not imposed any penalty on the Bank.

7.5 The Bank does not have any overseas branches and hence the disclosure regarding overseas assets, NPAs and
revenue is not applicable.

281
 UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

7.6 Disclosure of Customer/Borrower Complaints

March 31,
Particulars
2017
No. of complaints pending at the beginning of the period -
No. of complaints received during the period 342
No. of complaints redressed during the period 229
No. of complaints pending at the end of the period 113

7.7 Provisions and Contingencies

(Amount in Rupees)
March 31,
Particulars
2017
Provision for NPA (including bad debts written off) 21,008,747
Provision for Standard Assets 23,346,123
Provision for Income tax (Net of deferrerd tax asset of Rs 56,54,966) 8,559,983
Total 52,914,853
Note: Provisions for depreciation on Investment (Netted off with Income from Investments)

7.8 Liquidity Coverage Ratio (LCR)

The Bank adheres to RBI guidelines relating to the Liquidity Coverage Ratio, Liquidity Risk Monitoring Tools and the LCR
Disclosure Standards pursuant to the Basel III Framework on Liquidity Standards that are applicable to banks in India with effect
from January 1, 2015. LCR measures the Banks ability to manage and survive under combined idiosyncratic and market-wide
liquidity stress condition that would result in accelerated withdrawal of deposits from retail as well wholesale depositors,
partial loss of secured funding, increase in collateral requirements, unscheduled draw down of unused credit lines, etc.

The Bank computes LCR in all significant currencies using the factors mentioned in RBI guidelines. High Quality Liquid
Assets (HQLA) of the Bank consist of cash, unencumbered excess SLR, a portion of statutory SLR as allowed under
the guidelines, cash balance with RBI in excess of statutory cash reserve requirements, and high rated corporate
bonds issued by entities other than financial institutions. Banks Balance Sheet is prepared in domestic currency.

The Asset Liability Management Committee (ALCO) of the Bank is the governing body to
decide on composition of funding sources and accordingly guide different business units.

Liquidity Coverage Ratio (LCR) aims in ensuring the Bank to maintain an adequate level of unencumbered High Quality
Liquid Assets (HQLAs) to meet its liquidity needs convertible into cash under significantly severe liquidity stress scenario
lasting for 30 days horizon period. LCR measures the Banks potential to stand under combined idiosyncratic and market-
wide liquidity stress condition, where the Bank experiences accelerated withdrawal of deposits from retail depositors,
partial loss of secured funding, increase in collateral requirements and unscheduled draw down of unused credit lines.

LCR is the ratio of unencumbered HQLAs to Net Cash Outflows over the next 30 calendar days. From Jan 1, 2017 onwards,
RBI guidelines mandate computation of LCR on daily average basis, which hitherto were measured on month-ends. The
following table presents the minimum LCR to be maintained, in terms of RBI guidelines.

December 1, January 1, January 1,

Effective from January 1, 2018 January 1, 2021
2017 2019 2020
Minimum LCR 60% 70% 80% 90% 100%

The Bank maintains HQLA in terms of Cash, unencumbered excess SLR, proportion of statutory SLR as allowed by RBI,
excess statutory cash reserve and high rated corporate bonds issued by entities other than financial institutions. For the
purposes of LCR computation, the Bank has considered all inflows and outflows that may have a quantifiable impact under
the liquidity stress scenario.

282
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Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

The below mentioned table is position of Liquidity Coverage Ratio computed based on March 31, 2017. The Reserve Bank
of India prudential guidelines on Capital Adequacy and Liquidity Standards - Amendments dated March 31, 2015, require
the LCR data for the period ended March 31, 2017 to be computed based on simple average of monthly observations over
the quarter and simple average of the month calculated on daily observations.

(Amount in Rupees)

Month end position during the

period ended March 31, 2017
Particulars
Total
Total Weighted
Unweighted
Value
Value
High Quality Liquid Assets

1. Total High Quality Liquid Assets (HQLA) 9,546,659,575 9,546,659,575

Cash Outflows

2. Retail deposits and deposits from small business customers, of which: 32,024,791 2,009,072

(i) Stable deposits 23,868,138 1,193,407

(ii) Less stable deposits 8,156,653 815,665

3. Unsecured wholesale funding, of which: 1,579,683,320 1,578,870,045

(i) Operational deposits (all counterparties) 500,000 105,000

(ii) Non-operational deposits (all counterparties) 150,444,050 150,025,775

(iii) Unsecured debt 1,428,739,269 1,428,739,269

4. Secured wholesale funding 1,917,473,601 1,917,473,601

5. Additional requirements, of which

(i) Outflows related to derivative exposures and other collateral requirements - -

(ii) Outflows related to loss of funding on debt products - -

(iii) Credit and liquidity facilities 465,039,787 23,251,989

6. Other contractual funding obligations 514,321,659 514,321,659

7. Other contingent funding obligations - -

8. Total Cash Outflows 5,244,723,053 4,772,106,262

Cash Inflows

9. Secured lending (e.g. reverse repos) - -

10. Inflows from fully performing exposures 5,724,704,967 2,862,352,483

11. Other cash inflows 4,150,000,000 2,075,000,000

12. Total Cash Inflows 9,874,704,967 4,937,352,483

13. TOTAL HQLA 9,546,659,575 9,546,659,575

14. Total Net Cash Outflows 1,311,180,763 1,193,026,565

15. Liquidity Coverage Ratio (%) 728.10% 800.21%

283
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Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

8 Employee Benefits (AS-15)

Gratuity:

Gratuity is a defined benefits plan. The Bank has obtained qualifying insurance policies from insurance company. The
following table summarises the components of net expenses recognised in the Profit and Loss account and funded
status and amounts recognised in the Balance Sheet on the basis of actuarial Valuation.

Details of defined benefit plan of gratuity are given below:

(Amount in Rupees)
Changes in the present value of the obligation March 31, 2017
Opening balance of Present Value of Obligation -
Interest Cost 2,080,264
Current Service Cost 3,328,506
Benefits Paid -
Actuarial loss / (gain) on Obligation 4,064,603
Acquisitions/Divestures/Transfers 169,356,598
Closing balance of Present Value of Obligation 178,829,971

Reconciliation of opening and closing balance of the fair value of the Plan
Assets
Opening balance of Fair value of Plan Assets -
Adjustment to Opening Balance -
Expected Return on Plan assets 1,763,270
Contributions 143,549,788
Benefits Paid -
Actuarial Gain/(loss) Return on Plan Assets (51,829)
Closing balance of Fair Value of Plan Assets 145,261,229
Actual Return on Plan Assets 1,711,441

Profit and Loss Expenses

Current Service Cost 3,328,506
Interest Cost 2,080,264
Expected Return on Plan assets (1,763,270)
Net Actuarial loss recognized in the period 4,116,432
Expenses recognized in the Profit and Loss account 7,761,932
100% insurance
Funded status
managed funds
Actuarial Assumptions
Discount Rate 6.83%
Expected Rate of Return on Plan Assets 6.83%
Expected Rate of Salary Increase 9.00%
Employee Attrition Rate 16.40%

284
 UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

Experience Adjustments
(Amount in Rupees)
Particulars March 31, 2017
Plan Assets 145,261,229
Defined benefit obligation 178,829,971
Surplus/ (Deficit) (33,568,742)
Experience adjustment gain on plan assets 22,776,393
Experience adjustment loss on plan liabilities 51,829

Note:Above details are provided for the Perod July 04, 2017 to March 31, 2017 ,Bank has acquired
the Gratuity liability as part of the Busiess Transfer Agreement dated January,12, 2017 effective from
February,1, 2017 (Refer Schedule 18 Note 1 ). The amount charged to Profit and Loss Account for the
current period is Rs 77,61,932.

9 LEAVE ENCASHMENT
The Actuarial liability of compensated absences of accumulated privileged leaves of the employees as of March 31,
2017 is given below:
(Amount in Rupees)
Particulars March 31, 2017
Privileged Leave (Actuarial Liability) 186,474
Assumptions -
Discount Rate 6.83%
Salary Escalation rate 9.00%

285
 UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

10 Segment Reporting
The Banks business segment is primarily in Retail Financing which comprises of Micro finance lending, Mortgage
Finance.
The principal geographical segment is in India (Refer Schedule 17, Note 11) .
(Amount in Rupees)
SR.NO Part A: Business segments
Business Segments Treasury Retail Banking Other Banking Total
Particulars March 31, 2017 March 31, 2017 March 31, 2017 March 31, 2017
1 Revenue 197,191,995 2,063,837,090 - 2,261,029,085
2 Un allocated Revenue - - - -
3 (less) Inter segment revenue - - - -
4 Total Income (1+2-3) 197,191,995 2,063,837,090 - 2,261,029,085
5 Result 197,191,995 (137,240,118) - 59,951,877
6 Unallocated expenses - - - 51,041,129
7 Operating profit - - - 8,910,748
Provisions and Contingencies other than Tax
8 -
expenses
9 Tax expenses (including deferred tax) - - - 8,559,983
10 Extraordinary profit/ loss - - - -
11 Net profit (5-6-8-9) - - - 350,765
Other information:
12 Segment assets 21,684,079,687 62,202,591,446 83,886,671,133
13 Unallocated assets - - - 477,441,999
14 Total assets - - - 84,364,113,132
15 Segment liabilities - 67,949,179,418 - 67,949,179,418
16 Unallocated liabilities - - - 16,414,582,949
17 Total liabilities - - - 84,364,113,132

Tax paid in advance / tax deducted at source (net of provisions) , others which cannot be allocated to any segments,
have been classified as unallocated assets; Depreciation on Fixed Assets has been classified as unallocated expenses.
The unallocated liabilities include share capital, reserves and surplus and others.

286
 UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

11 Related Party Transactions (AS-18)

As per AS 18 Related party Disclosures notified under section 133 of the companies Act 2013, read together with
paragraph 7 of the Companies (Accounts) Rule 2014,the Bank related parties during the period July 04, 2016 to
March 31,2017 are disclosed below:

Holding company :
Ujjivan Financial Services limited
Key Management Personnel (KMP) :
Mr. Samit Ghosh (Managing Director and CEO)
Ms Upma Goel (Chief Financial Officer)
Mr. Sanjeev Barnwal (Company Secretary)
Enterprise in which relatives of KMP are members :
Parinaam Foundations
Enterprise in which of KMP are members :
Ujjivan Social Foundations services

In accordance with paragraph 5 of AS - 18, the Bank has not disclosed certain transactions with relatives of key
management personnel as they are in the nature of banker-customer relationship.

Ujjivan Small Finance Bank Lmited (USFB) is a wholly owned subsidiary of Ujjivan Financial Services Limited. (UFSL).
During the period assets amounting to Rs 8,610 Crore and liabilities Rs 7,096 Crore amonting to were transferred by
UFSL to USFB via slump sale and the amount of purchase consideration was discharged by issue of Equity shares
amounting to Rs.1,330 Crore and Preference shares amounting to Rs 200 Crore.
(Amount in Rupees)
Enterprise in
which relatives
Key
of Key
Items/Related Party Parent# Management Total
Management
Personnel
Personnel are
Members@

Deposit 1,000,000,000 - - 1,000,000,000

Reimbursement of expenses - Amount Paid 14,405,561 - - 14,405,561
Reimbursement of expenses - Amount
3,628,647 - 108,390 3,737,037
Received
Inter Company Transfer- Amount Received* 119,958,575 - - 119,958,575
Capital 16,400,368,000 - - 16,400,368,000
Interset Accrued but no due 180,821 - - 180,821
Payment of Remuneration ** - 2,703,071 - 2,703,071
Rendering of services - - 500,000 500,000

*Notes: Refer clause 11.3.2 of Business Transfer Agreement dated January 16, 2017 between UFSL and Bank.
** The above Remuneration excludes Bonus and Gratuity.
(Amount in Rupees)
As at March
31, 2017
Outstanding Balance with enterprise in which relative of Key Managerial
Person are Members
Parinaam Foundations 108,390
Parent Company
Ujjivan Financial Services 1,004,631,274
Share Capital (Investment ) 16,400,368,000

287
UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

12 Operating leases
The future lease payments in respect of the above are as follows:
(Amount in Rupees)
Particulars As at March 31, 2017
Not later than one year 136,888,602
Later than one year but not later than five years 265,345,796
Later than 5 years -
The total of minimum lease payments recognized in the Profit and Loss Account for the
38,222,909
period

Total of future minimum sub-lease payments expected to be received under non-cancellable

-
sub-leases
Sub-lease amounts recognized in the Profit and Loss Account for the period -
Contingent (usage based) lease payments recognized in the Profit and Loss Account for the
-
period

13 Earnings per Share

The Bank reports basic and diluted earnings per Equity share in accordance with AS -20 Earning Per Share.
The computation of earnings per share is given below:
(Amount in Rupees except share data)
For the period July 04,
Particulars
2016 to March 31, 2017
Net profit after tax (Rs.) 350,765
Weighted average shares outstanding Basic (Nos.) 344,872,015
Weighted average shares outstanding Diluted (Nos.) 344,872,015
Nominal Value of Equity Shares (Rs.) 10
Earnings per share Basic (Rs.) 0.001
Earnings per share Diluted (Rs.) 0.001

14 MISCELLANEOUS
(i) Provisions for taxation during the year:
(Amount in Rupees)
For the period July 04,
Particulars
2016 to March 31, 2017
Provision for Income Tax 14,214,949
Deferred tax credit (5,654,966)
Total 8,559,983

(ii) Disclosure relating to Depositor Education and Awareness Fund (DEAF):

(Amount in Rupees)
For the period July 04,
Particulars
2016 to March 31, 2017
Opening balance of amounts transferred to DEAF -
Add: Amounts transferred during the period -
Less: Amounts reimbursed by DEAF towards claims -
Closing balance of amounts transferred to DEAF -

288
UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

(iii) Drawdown from Reserves

The Bank has not undertaken any drawdown from reserves during the period ended March 31, 2017.

(iv) FIXED ASSETS

(Amount in Rupees)
Particulars As at March 31, 2017
Fixed Assets excluding Computer Software
Opening balance -
Additions during the period* 1,002,386,754
Depreciation charge for the period# 280,513,677
Balance at the end of the period 721,873,077
*Additions include assets acquired as a part of the Business Transfer Agreement.
#Depreciation charge for the period is accumulated depreciation.

(v) COMPUTER SOFTWARE

The movement in fixed assets capitalized as computer software is given below:
(Amount in Rupees)
Particulars As at March 31, 2017
Opening balance
Additions during the period* 719,519,317
Depreciation charge for the period# 75,356,810
Balance at the end of the period 644,162,507
*Additions include assets acquired as a part of the Business Transfer Agreement.
#Depreciation charge for the period is accumulated depreciation.

(vi) Description of Contingent Liabilities:

(Amount in Rupees)
Particulars As at March 31, 2017
i) Disputed taxes- Service Tax 4,226,041
ii) Claims against the company- not acknowledged as debt 325,035
iii) Capital commitments not provided 278,809,042
Total 283,360,118

(vii) Disclosure of Letters of Comfort (LoC) issued by the Bank:

The Bank has not issued any Letter of Comfort during the period from July 04, 2016 to March 31, 2017.

289
 UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

15 Deferred Tax
In accordance with Accounting Standard -22 Accounting for Taxes on Income, the company has recognized
Rs.469,341,182/- as deferred tax asset as detailed below*:
(Amount in Rupees)
Deferred Tax
Deferred
Deferred Tax (Assets) /
Tax (Assets)
(Assets) / Liabilities as Current period
Particulars / Liabilities
Liabilities as on part of the (credit) / charge
as on March
July 4, 2016 Business Transfer
31,2017
Agreement *
Difference between book and tax
- 8,444,639 29,572,682 38,017,321
depreciation
Provision for Employee benefits - (64,154,646) (16,837,659) (80,992,305)
Provision for doubtful assets/
- (406,463,105) (10,468,902) (416,932,007)
standard assets
Others - (1,513,104) (7,921,087) (9,434,191)
Net Deferred Tax (Asset) / Liability - (463,686,216) (5,654,966) (469,341,182)
* Pusuant to the Business Transfer Agreement dated January 12, 2017 the Bank has acquired Deferred Tax Asset (Net
off Deferred Tax Liability) amounting to Rs .463,686,216.

16 QUANTITATIVE DISCLOSURES:

The quantitative disclosures cover the Banks Whole Time Directors and Key Risk Takers. Key Risk Takers are individuals
who can materially set, commit or control significant Amounts of the Banks resources, and / or exert significant influence
over its risk profile. The Banks Key Risk Takers include Whole Time Directors, Group Heads, Business Heads directly
reporting to the Managing Director and select roles in the Banks Treasury and Investment Banking functions.

16.1 Disclosure on Remuneration

The Board of Directors, in their meeting held on January 19, 2017, approved the formation of Nomination and
Remuneration Committee (NRC). The NRC presently comprises four members, all of them are Independent Directors. .On
Remuneration aspects, the mandate of the Nomination and Remuneration Committee is overseeing the framing ,review
and implementation of the Bankss Compensation policy for Whole Time Director/Chief Executive Officers/Risk Takers and
control function staff for ensuring effective alignment between remuneration and risks .The Committee also ensures that
level and composition of remuneration is reasonable and sufficient ,relationship of remuneration to performance is clear
and meets appropriate performance benchmarks.The Nomination and Remuneration Committee reviews compensation
policies of the Bank with a view to attract, retain and motivate employees.

16.2 Compensation Policy

The Compensation Policy is formulated by the Board in alignment with the RBI guidelines and covers all components of
compensation including fixed pay, variable pay, perquisites, retirement benefits as Provident Fund and Gratuity, Long
term incentive plans and Employee Stock Options.

The key objectives of the policy are:

(i) Ensure compliance with applicable laws, rules and regulations as well as Fit and Proper criteria of directors before
their appointment.
(ii)Institutionalize a mechanism for the appointment/ removal/ dismissal of directors and lay down selection criteria for
appointment of director.
(iii) Formulate criteria for determining qualifications, positive attributes and independence of directors .
(iv) Retain, motivate and promote talent and to ensure long term sustainability of talented Key Managerial Person.
(v) Devise a policy on Board diversity.
(vi) Develop and regularly review succession plan for the Board.
(vii) Formulate the criteria for evaluation of performance of all the Directors on the Board .
(viii) Establish standards on compensation/ remuneration including fixed and variable, which are in alignment with the
applicable rules and regulations and is based on the trends and practices of remuneration prevailing in the industry .
(ix)Define internal guidelines for payment of perquisites to the directors and Key Managerial Person.

290
 UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

16.3 Awards passed by the Banking Ombudsman:

Period July 04,
Particulars 2016 to March 31,
2017
No. of unimplemented Awards at the beginning of the
NIL
period
No. of Awards passed by the Banking Ombudsman during
NIL
the period
No. of Awards implemented during the period NIL
No. of unimplemented Awards at the end of the period NIL

16.4 Movement in provision for frauds included under other liabilities:

(Amount in Rupees)
Particulars March 31, 2017
Opening provision -
Provision during the year* 7,720,200
Utilisation / Write back of provision -
Closing provision 7,720,200
* Provision during the year includes the liabilities acquired as part of the Business Transfer Agreement (BTA)

17 Other Disclosures
Particulars For the period July 04, 2016 to March 31, 2017

Number of meetings held by RC

During the period July 04, 2016 to March 31, 2017, three Remuneration
during the July 04, 2016 to March 31,
Committee were held. The members of the Remuneration Committee were paid
2017 and remuneration paid to its
aggregate sitting fees of Rs.2,80,000 for three meetings.
members

Number of employees having

received a variable remuneration No employees belonging to the category of WTD / CEO / Risk Takers/Other
award during the period July 04, 2016 Control function staff had received a variable remuneration award
to March 31, 2017.

Number and total amount of sign on

awards made during the July 04, 2016 Nil
to March 31, 2017.

Details of guaranteed bonus if any

Nil
paid as sign on bonus

Details of severance pay in addition to

Nil
the accrued benefits
Total amount of outstanding deferred
remuneration split into cash, shares
Nil
and share linked instruments and
other forms

291
 UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

Particulars For the period July 04, 2016 to March 31, 2017
Total amount of deferred
remuneration paid out in the July 04, Nil
2016 to March 31, 2017.

Total amount of outstanding

deferred remuneration and retained
Nil
remuneration exposed to ex-post
explicit and implicit adjustments.

Total amount of reductions during

the FY due to ex post explicit Nil
adjustments
Total amount of reductions during
the FY due to ex post implicit Nil
adjustments

Particulars 31-Mar-17

Number of meetings held by the Nomination Remuneration Committe during

3
the financial year and remuneration paid to its members

Number of employees having received a variable remuneration award during

Nil
the financial period
Number and total amount of sign-on awards made during the financial period Nil
Number and total amount of guaranteed bonuses awarded during the financial
Nil
period
Details of severance pay, in addition to accrued benefits, if any Nil
Total amount of outstanding deferred remuneration, split into cash, shares and
Nil
share-linked instruments and other forms
Total amount of deferred remuneration paid out in the financial period Nil

Total amount of outstanding deferred remuneration and retained remuneration

Nil
exposed to ex-post explicit and / or implicit adjustments
Total amount of reductions during the financial year due to ex-post explicit
Nil
adjustments
Total amount of reductions during the financial year due to ex-post implicit
Nil
adjustments

18 Disclosure on remuneration to Non-Executive Directors:

The Non-Executive Directors are paid Sitting Fees for attending meetings of the Board and its Committees at the rate of
Rs. 50,000 per Board meeting, at the rate of Rs. 40,000 per committee meeting . An amount of Rs. 17.1 Lakhs was paid as
sitting fees to the Non-Executive Directors during the July 04, 2016 to March 31, 2017.

(Amount in Rupees)
Name of Director Remuneration
Mr.Sunil Vinayak Patel 390,000
Ms. Vandana Viswanathan 270,000
Prof. Nandlal l.Sarada 310,000
Mr. Biswamohan Mahapatra 270,000
Mr. Luis Miranda 180,000
Mr. Prabal Sen 190,000
Mr. Anadi Charan Sahu 100,000
Total 1,710,000

292
UJJIVAN SMALL FINANCE BANK LIMITED
Significant Accounting policies and Notes to financial statement for the period July 04, 2016 to March 31, 2017

Schedule 18

19 The Micro, Small and Medium Enterprises Development Act, 2006 that came into force from October 2, 2006, provides
for certain disclosures in respect of Micro, Small and Medium enterprises. There have been no reported cases of delays in
payments to micro and small enterprises or interest payments due to delays in such payments.

20 Corporate Social Responsibility

As per Sec 135 (1) of the Companies Act Every company having net worth of rupees five hundred crore
or more, or turnover of rupees one thousand crore or more or a net profit of rupees five crore or more
during any financial year shall constitute a Corporate Social Responsibility Committee of the Board
consisting of three or more directors, out of which at least one director shall be an independent director.
Further, the company should spend, in every financial year, at least two per cent of the average net profits of the company
made during the three immediately preceding financial years, in pursuance of its Corporate Social Responsibility Policy .
Since the bank is in the first year of its incorporation thus last two years of profit are not available, therefore the payment
of CSR doesnt apply to the Bank as average profit of last 3 years is not available.

21 As the Company is a Banking Company, the disclosure of details relating to Specified Bank Notes (SBNs) as per Notification
No. G.S.R. 308(E) dated March 30, 2017 issued by the Ministry of Corporate Affairs (MCA) is not applicable.
22
The Bank has a process whereby periodically all long term contract are assessed for material foreseeable losses. At the
period end, the Bank has reviewed and ensured that adequate provision as required under any law / accounting standards
for material foreseeable losses on such long term contracts has been made in the books of account as at March 31, 2017.

23 Investor education and protection

fund
There is no amount required to be transferred to Investor Education and Protection Fund by the Bank.

24 Securitization Transaction
The Bank has not issued any letter of comfort during the year ended March 31,2017.

25 Comparative figures

These Financial Statements are drawn for the period from July 04, 2016 to March 31, 2017. Being the first reporting
period after incorporation of the Bank, there are no previous period figures.

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