Disclosure Document Inland Waterways Authority of India Private & Confidential –For Private Circulation Only Disclosure Document dated March 01, 2017 INLAND WATERWAYS AUTHORITY OF INDIA (An Autonomous Body under the Ministry of Shipping, Government of India) (Constituted on October27, 1986 by an Act of Parliament –Viz. IWAI Act, 1985) Head Office: A-13, Sector -1, Noida - 201301, Uttar Pradesh Tel: (0120) 2544036, 2521684, 2522798, 2521724; Fax: +91-120-2544041,2543973 Website: www.iwai.nic.in; E-mail: [email protected]THIS DISCLOSURE DOCUMENT IS NEITHER A PROSPECTUS NOR A STATEMENT IN LIEU OF PROSPECTUS. THIS DISCLOSURE DOCUMENT IS PREPARED IN CONFORMITY WITH SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE AND LISTING OF DEBT SECURITIES) REGULATIONS, 2008 ISSUED VIDE CIRCULAR NO. LAD-NRO/GN/2008/13/127878 DATED JUNE 06, 2008 AS AMENDED FROM TIME TO TIME&OM NO. F.15(4)-B(CDN)/2015 ISSUED BY DEPARTMENT OF ECONOMIC AFFAIRS,MINISTRY OF FINANCE, GOVERNMENT OF INDIA DATED OCTOBER 03, 2016&OM NO. F.15(4)-B(CDN)/2015 ISSUED BY DEPARTMENT OF ECONOMIC AFFAIRS,MINISTRY OF FINANCE, GOVERNMENT OF INDIA DATED OCTOBER 20, 2016AS AMENDED FROM TIME TO TIME. DISCLOSURE DOCUMENT OF UNSECURED, REDEEMABLE, TAXABLELONG TERM BONDS OF FACE VALUE OF RS. 10 LACS FOR ‘IWAI BONDS SERIES - GOI FULLY SERVICED BONDS” FOR CASH AT PAR FOR AGGREGATING TO RS. 200 CRORE WITH GREEN SHOE OPTION UPTO RS. 300 CRORE ON PRIVATE PLACEMENT BASIS BY INLAND WATERWAYS AUTHORITY OF INDIA (“IWAI” OR THE “ISSUER” OR THE “AUTHORITY”) TRUSTEE FOR THE BONDHOLDERS REGISTRAR TO THE ISSUE IDBI Trusteeship Services Limited Asian Building, Ground Floor 17, R. Kamani Marg, Ballard Estate Mumbai – 400001 Tel:(022) 4087000 Fax: +91-22-66311776 Email: [email protected]Karvy Computershare Private Limited 305, New Delhi House 27, Barakhamba Road New Delhi – 110001 Tel:(011) 43681700 Fax: +91-11-43681710 Email: [email protected]LISTING The Bonds are proposed to be listed on Wholesale Debt Market (“WDM”) segment of National Stock Exchange of India Limited (“NSE”)/ BSE Limited (“BSE”). . ARRANGERS TO THE ISSUE (in alphabetic order) 1. ICICI Bank Ltd. Tower, NBCC Place, Pragati Vihar, Lodhi Road, Opposite sai Baba Mandir, New Delhi-110003. 2. ICICI Securities Primary Dealership Ltd. 3rd Floor, ICICI Bank Tower, NBCC Place, Pragati Vihar, Bhisham Pitamah Marg, New Delhi-110003 3. LKP Securities Ltd. 3rd Floor, Suit No.38, H Block, Indira Place, Connaught Place, New Delhi-110001 4. SPA Capital Advisors Ltd. 25, C Block, Community Centre, Janak Puri, New Delhi-110058 5. Trust Investment Advisors Pvt. Ltd. 1101, Naman Centre, G-Block, C-31, Bandra, Kurla Complex, Bandra ( E), Mumbai-400051
Transcript
Disclosure Document Inland Waterways Authority of India
Private & Confidential –For Private Circulation Only
Disclosure Document dated March 01, 2017
INLAND WATERWAYS AUTHORITY OF INDIA (An Autonomous Body under the Ministry of Shipping, Government of India)
(Constituted on October27, 1986 by an Act of Parliament –Viz. IWAI Act, 1985) Head Office: A-13, Sector -1, Noida - 201301, Uttar Pradesh
THIS DISCLOSURE DOCUMENT IS NEITHER A PROSPECTUS NOR A STATEMENT IN LIEU OF PROSPECTUS. THIS DISCLOSURE DOCUMENT IS PREPARED IN CONFORMITY WITH SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE AND LISTING OF DEBT SECURITIES) REGULATIONS, 2008 ISSUED VIDE CIRCULAR NO. LAD-NRO/GN/2008/13/127878 DATED JUNE 06, 2008 AS AMENDED FROM TIME TO TIME&OM NO. F.15(4)-B(CDN)/2015 ISSUED BY DEPARTMENT OF ECONOMIC AFFAIRS,MINISTRY OF FINANCE, GOVERNMENT OF INDIA DATED OCTOBER 03, 2016&OM NO. F.15(4)-B(CDN)/2015 ISSUED BY DEPARTMENT OF ECONOMIC AFFAIRS,MINISTRY OF FINANCE, GOVERNMENT OF INDIA DATED OCTOBER 20, 2016AS AMENDED FROM TIME TO TIME.
DISCLOSURE DOCUMENT OF UNSECURED, REDEEMABLE, TAXABLELONG TERM BONDS OF FACE
VALUE OF RS. 10 LACS FOR ‘IWAI BONDS SERIES - GOI FULLY SERVICED BONDS” FOR CASH AT PAR
FOR AGGREGATING TO RS. 200 CRORE WITH GREEN SHOE OPTION UPTO RS. 300 CRORE ON PRIVATE
PLACEMENT BASIS BY INLAND WATERWAYS AUTHORITY OF INDIA (“IWAI” OR THE “ISSUER” OR THE
“AUTHORITY”)
TRUSTEE FOR THE BONDHOLDERS REGISTRAR TO THE ISSUE
IDBI Trusteeship Services Limited
Asian Building, Ground Floor 17, R. Kamani Marg, Ballard Estate Mumbai – 400001 Tel:(022) 4087000 Fax: +91-22-66311776 Email: [email protected]
Karvy Computershare Private Limited
305, New Delhi House 27, Barakhamba Road New Delhi – 110001 Tel:(011) 43681700 Fax: +91-11-43681710 Email: [email protected]
LISTING
The Bonds are proposed to be listed on Wholesale Debt Market (“WDM”) segment of National Stock Exchange of India Limited (“NSE”)/ BSE Limited (“BSE”). . ARRANGERS TO THE ISSUE
(in alphabetic order)
1. ICICI Bank Ltd. Tower, NBCC Place, Pragati Vihar, Lodhi Road, Opposite sai Baba Mandir, New Delhi-110003.
2. ICICI Securities Primary Dealership Ltd. 3rd Floor, ICICI Bank Tower, NBCC Place, Pragati Vihar, Bhisham Pitamah Marg, New Delhi-110003
3. LKP Securities Ltd. 3rd Floor, Suit No.38, H Block, Indira Place, Connaught Place, New Delhi-110001
4. SPA Capital Advisors Ltd. 25, C Block, Community Centre, Janak Puri, New Delhi-110058
5. Trust Investment Advisors Pvt. Ltd. 1101, Naman Centre, G-Block, C-31, Bandra, Kurla Complex, Bandra ( E), Mumbai-400051
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THIS GOI FULLY SERVICED BONDS ISSUE IS BEING MADE ON A PRIVATE PLACEMENT BASIS. IT IS NOT AND SHOULD NOT BE DEEMED TO CONSTITUTE AN OFFER TO THE PUBLIC IN GENERAL. IT CANNOT BE ACCEPTED BY ANY PERSON OTHER THAN TO WHOM IT HAS BEEN SPECIFICALLY ADDRESSED. THE CONTENTS OF THIS DISCLOSURE DOCUMENT FOR PRIVATE PLACEMENT ARE NOT TRANSFERRABLE AND ARE INTENDED TO BE USED BY THE PARTIES TO WHOM IT IS DISTRIBUTED. IT IS NOT INTENDED FOR DISTRIBUTION TO ANY OTHER PERSON AND SHOULD NOT BE COPIED / REPRODUCED BY THE RECIPIENT FOR ANY PERSON WHATSOEVER. THE INFORMATION CONTAINED IN THIS DISCLOSURE DOCUMENT HAS CERTAIN FORWARD LOOKING STATEMENTS. ACTUAL RESULT MAY VARY MATERIALLY FROM THOSE EXPRESSED OR IMPLIED, DEPENDING UPON ECONOMIC CONDITIONS, GOVERNMENT POLICIES AND OTHER FACTORS. ANY OPINION EXPRESSED IS GIVEN IN GOOD FAITH BUT IS SUBJECT TO CHANGE WITHOUT NOTICE. NO LIABILITY IS ACCEPTED WHATSOEVER FOR ANY DIRECT OR CONSEQUENTIAL LOSS ARISING FROM THE USE OF THE DOCUMENT. IWAI DOES NOT UNDERTAKE TO UPDATE THIS DISCLOSURE DOCUMENT FOR PRIVATE PLACEMENT TO REFLECT SUBSEQUENT EVENTS AND THUS IT SHOULD NOT BE RELIED UPON WITHOUT FIRST CONFIRMING THE ACCURACY OF SUCH EVENTS WITH THE AUTHORITY.
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TABLE OF CONTENTS
SECTION CLAUSE PARTICULARS PAGE NO.
I. DISCLAIMER 06-08
1. DISCLAIMER OF THE ISSUER 06
2. DISCLAIMER OF THE SECURITIES & EXCHANGE BOARD OF INDIA 06
3. DISCLAIMER OF THE ARRANGERS TO THE ISSUE 07-08
4. DISCLAIMER OF THE STOCK EXCHANGE 08
II. “GOI FULLY SERVICED BONDS” FRAMEWORK 09
III. DEFINITIONS/ ABBREVIATIONS 10-11
IV. ISSUER INFORMATION 12-13
1. NAME OF THE ISSUER
12
2. HEAD OFFICE
3. TEL.
4. FAX
5. WEBSITE
6. E-MAIL
7. COMPLIANCE OFFICER FORTHE ISSUE
8. CHIEF FINANCIAL OFFICEROF THE ISSUER
9. ARRANGERS TO THE ISSUE
10. TRUSTEES FOR THEBONDHOLDERS
11. REGISTRAR TO THEISSUE
12. CREDIT RATINGAGENCIES 13
13. SATUTORY AUDITORS
V. DETAILS OF MEMBERS OF THE ISSUER 14-15
1. MEMBERS OF THE BOARD OF THE ISSUER 14
2. CHANGES IN MEMBERS OF THE BOARD OF THE ISSUER SINCE LAST THREE YEARS
15
VI. DETAILS OF STATUTORY AUDITOR OF THE ISSUER
15 1. STATUTORY AUDITOR OF THE ISSUER
2. CHANGE IN STATUTORY AUDITOR OF THE ISSUER SINCE LAST THREE YEARS
VII. MANAGEMENT PERCEPTION OF RISK FACTORS 16-17
VIII. BRIEF SUMMARY OF BUSINESS/ ACTIVITIES OF ISSUER AND ITS LINE OF BUSINESS 18-35
1. OVERVIEW 18-19
2. STRENGTHS 20-21
3. STRATEGIES 20-21
4. OUR PROJECTS 21-29
5. FINANCING 29
6. RELATIONSHIP WITH THE GOVERNMENT
7. CORPORATE STRUCTURE 31
8. KEY OPERATIONAL & FINANCIAL PARAMETERS OF THE ISSUER FOR THE LAST 3 AUDITED YEARS 32
9. GROSS DEBT EQUITY RATIO OF THE ISSUER
10. PROJECT COST AND MEANS OF FINANCING, IN CASE OF FUNDING OF NEW PROJECTS
32-34
IX. BRIEF HISTORY OF ISSUER SINCE INCORPORATION, DETAILS OF ACTIVITIES INCLUDING ANY REORGANIZATION, RECONSTRUCTION OR AMALGAMATION, CHANGES IN CAPITAL STRUCTURE, (AUTHORIZED, ISSUED AND SUBSCRIBED) AND BORROWINGS
35-39
1. BRIEF BACKGROUND
35 2. CHANGE IN HEAD OFFICE
3. VISION
4. MAIN OBJECTS
5. MAJOR EVENTS 35-36
6. HOLDING COMPANY 36
7. THE PROMOTER
8. SUBSIDIARIES/ JOINT VENTURE COMPANIES 37
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9. CAPITAL STRUCTURE
37
10. CAPITAL HISTORY
11. DETAILS OF ANY ACQUISITION OR AMALGAMATION IN THE LAST 1 YEAR
12. DETAILS OF ANY REORGANIZATION OR RECONSTRUCTION IN THE LAST 1 YEAR
13. SHAREHOLDING PATTERN OF THE ISSUER
14. TOP 10 EQUITY SHARE HOLDERS OF THE ISSUER
38
15. PROMOTER HOLDING IN THE ISSUER
16. BORROWINGS OF THE ISSUER A) DEBT OUTSTANDING B) TERMS OF ASSETS CHARGED AS SECURITY C) NON-CONVERTIBLE BONDS D) TOP 10 BOND HOLDERS OF THE ISSUER
17. AMOUNT OF CORPORATE GUARANTEES ISSUED BY THE ISSUER IN FAVOUR OF VARIOUS COUNTER PARTIES INCLUDING ITS SUBSIDIARIES, JOINT VENTURE ENTITIES, GROUP COMPANIES ETC.
18. COMMERCIAL PAPER ISSUED BY THE ISSUER
19. OTHER BORROWINGS (INCLUDING HYBRID DEBT LIKE FOREIGN CURRENCY CONVERTIBLE BONDS (“FCCBs”), OPTIONALLY CONVERTIBLE BONDS / PREFERENCE SHARES)
20. SERVICING BEHAVIOR ON EXISTING DEBT SECURITIES, DEFAULT(S) AND/OR DELAY(S) IN PAYMENTS OF INTEREST AND PRINCIPAL OF ANY KIND OF TERM LOANS, DEBT SECURITIES AND OTHER FINANCIAL INDEBTEDNESS INCLUDING CORPORATE GUARANTEE ISSUED BY THE ISSUER, IN THE PAST 5 YEARS
39 21. OUTSTANDING BORROWINGS/ DEBT SECURITIES ISSUED FOR CONSIDERATION OTHER THAN CASH, WHETHER IN WHOLE OR PART, AT A PREMIUM OR DISCOUNT, OR IN PURSUANCE OF AN OPTION
22. AUDITED CONSOLIDATED AND STANDALONE FINANCIAL INFORMATION OF THE ISSUER
23. MATERIAL EVENT, DEVELOPMENT OR CHANGE AT THE TIME OF ISSUE
X. SUMMARY TERM SHEET 40-43
XI. DISCLOSURES PERTAINING TO WILFUL DEFAULT 44
XII. TERMS OF OFFER (DETAILS OF DEBT SECURITIES PROPOSED TO BE ISSUED, MODE OF ISSUANCE, ISSUE SIZE, UTILIZATION OF ISSUE PROCEEDS, STOCK EXCHANGES WHERE SECURITIES ARE PROPOSED TO BE LISTED, REDEMPTION AMOUNT, PERIOD OF MATURITY, YIELD ON REDEMPTION, DISCOUNT AT WHICH OFFER IS MADE AND EFFECTIVE YIELD FOR INVESTOR)
45-56
1. ISSUE SIZE
45
2. ELIGIBILITY TO COME OUT WITH THE ISSUE
3. REGISTRATION AND GOVERNMENT APPROVALS
4. AUTHORITY FOR THE ISSUE
5. OBJECTS OF THE ISSUE
6. UTILISATION OF ISSUE PROCEEDS
7. MINIMUM SUBSCRIPTION
46
8. UNDERWRITING
9. NATURE OF BONDS
10. FACE VALUE, ISSUE PRICE, EFFECTIVE YIELD FOR INVESTOR
11. SECURITY
12. TERMS OF PAYMENT
13. DEEMED DATE OF ALLOTMENT
14. LETTER(S) OF ALLOTMENT/ BOND CERTIFICATE(S)/ REFUND ORDER(S)/ ISSUE OF LETTER(S) OF ALLOTMENT
15. ISSUE OF BOND CERTIFICATE(S)
16. DEPOSITORY ARRANGEMENTS
47
17. PROCEDURE FOR APPLYING FOR DEMAT FACILITY
18. FICTITIOUS APPLICATIONS
19. MARKET LOT
20. TRADING OF BONDS
21. MODE OF TRANSFER OF BONDS 48
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22. BASIS OF ALLOCATION / ALLOTMENT
48
23. COMMON FORM OF TRANSFER
24. INTEREST ON APPLICATION MONEY
25. INTEREST ON THE BONDS
26. COMPUTATION OF INTEREST
27. RECORD DATE
49
28. TAX BENEFITS
29. DEDUCTION OF TAX AT SOURCE
30. PUT & CALL OPTION
31. REDEMPTION
32. ADDITIONAL COVENANTS
33. SETTLEMENT/ PAYMENT ON REDEMPTION
34. EFFECT OF HOLIDAYS 50-51
35. LIST OF BENEFICIAL OWNERS 52
36. SUCCESSION
37. WHO CAN APPLY
53 39. WHO ARE NOT ELIGIBLE TO APPLY FOR BONDS
40. DOCUMENTS TO BE PROVIDED BY INVESTORS
41. HOW TO APPLY
54 42. FORCE MAJEURE
43. APPLICATIONS UNDER POWER OF ATTORNEY
44. APPLICATION BY MUTUAL FUNDS
55
45. ACKNOWLEDGEMENTS
46. RIGHT TO ACCEPT OR REJECT APPLICATIONS
47. PAN/GIR NUMBER
48. SIGNATURES
49. NOMINATION FACILITY
50. RIGHT OF BONDHOLDER(S)
51. MODIFICATION OF RIGHTS
56
52. FUTURE BORROWINGS
53. BOND REDEMPTION RESERVE (“DRR”)
54. NOTICES
55. JOINT-HOLDERS
56. DISPUTES & GOVERNING LAW
57. INVESTOR RELATIONS AND GRIEVANCE REDRESSAL
XIII. CREDIT RATING FOR THE BONDS 57
XIV. TRUSTEES FOR THE BONDHOLDERS 58
XV. STOCK EXCHANGE WHERE BONDS ARE PROPOSED TO BE LISTED 59
XVI. MATERIAL CONTRACTS & AGREEMENTS INVOLVING FINANCIAL OBLIGATIONS OF THE ISSUER
59
XVII. DECLARATION 60
XVIII. ANNEXURES 61-64
1. FINANCIAL INFORMATION OF THE ISSUER
2. COPY OF RATING LETTER FROM CARE 65-67
3. COPY OF RATING LETTER FROM CRISIL 68-70
4. COPY OF CONSENT LETTER FROM IDBI TRUSTEESHIP SERVICES LIMITED 71
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I. DISCLAIMER 1. DISCLAIMER OF THE ISSUER
This Disclosure Document is neither a Prospectus nor a Statement in Lieu of Prospectus. This Disclosure Document is prepared in conformity with Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008 issued vide circular No. LAD-NRO/GN/2008/13/127878 dated June 06, 2008 as amended from time to time. This Disclosure Document does not constitute an offer to public in general to subscribe for or otherwise acquire the Bonds to be issued by Inland Waterways Authority of India (“IWAI” or the “Issuer” or the “Authority”). This Disclosure Document is for the exclusive use of the addressee and it should not be circulated or distributed to third party(ies). It is not and shall not be deemed to constitute an offer or an invitation to the public in general to subscribe to the Bonds issued by the Issuer. This bond issue is made strictly on private placement basis. Apart from this Disclosure Document, no offer document or prospectus has been prepared in connection with the offering of this bond issue or in relation to the issuer. This Disclosure Document does not intend to form the basis of evaluation for the prospective subscribers to whom it is addressed and who are willing and eligible to subscribe to the bonds issued by IWAI. This Disclosure Document has been prepared to give general information regarding IWAI to parties proposing to invest in this issue of Bonds and it does not purport to contain all the information that any such party may require. IWAI believes that the information contained in this Disclosure Document is true and correct as of the date hereof. IWAI does not undertake to update this Disclosure Document to reflect subsequent events and thus prospective subscribers must confirm about the accuracy and relevancy of any information contained herein with IWAI. However, IWAI reserves its right for providing the information at its absolute discretion. IWAI accepts no responsibility for statements made in any advertisement or any other material and anyone placing reliance on any other source of information would be doing so at his own risk and responsibility. Prospective subscribers must make their own independent evaluation and judgment before making the investment and are believed to be experienced in investing in debt markets and are able to bear the economic risk of investing in Bonds. It is the responsibility of the prospective subscriber to have obtained all consents, approvals or authorizations required by them to make an offer to subscribe for, and purchase the Bonds. It is the responsibility of the prospective subscriber to verify if they have necessary power and competence to apply for the Bonds under the relevant laws and regulations in force. Prospective subscribers should conduct their own investigation, due diligence and analysis before applying for the Bonds. Nothing in this Disclosure Document should be construed as advice or recommendation by the Issuer or by the Arrangers to the Issue to subscribers to the Bonds. The prospective subscribers also acknowledge that the Arrangers to the Issue do not owe the subscribers any duty of care in respect of this private placement offer to subscribe for the bonds. Prospective subscribers should also consult their own advisors on the implications of application, allotment, sale, holding, ownership and redemption of these Bonds and matters incidental thereto. This Disclosure Document is not intended for distribution. It is meant for the consideration of the person to whom it is addressed and should not be reproduced by the recipient. The securities mentioned herein are being issued on private placement basis and this offer does not constitute a public offer/invitation. A Disclosure Document shall be accompanied by an application form serially numbered and addressed specifically to the person to whom the offer is made and shall be sent to him, either in writing or in electronic mode, within thirty days of recording the names of such persons. The Issuer reserves the right to withdraw the private placement of the bond issue prior to the issue closing date(s) in the event of any unforeseen development adversely affecting the economic and regulatory environment or any other force majeure condition including any change in applicable law. In such an event, the Issuer will refund the application money, if any, along with interest payable on such application money, if any. 2. DISCLAIMER OF THE SECURITIES & EXCHANGE BOARD OF INDIA
This Disclosure Document has not been filed with Securities & Exchange Board of India (“SEBI”). The Bonds have not been recommended or approved by SEBI nor does SEBI guarantee the accuracy or adequacy of this Disclosure Document. It is to be distinctly understood that this Disclosure Document should not, in any way, be deemed or construed that the same has been cleared or vetted by SEBI. SEBI does not take any responsibility either for the financial soundness of any scheme or the project for which the Issue is proposed to be made, or for the correctness of the statements made or opinions expressed in this Disclosure Document. The Issue of Bonds being made on private placement basis, filing of this Disclosure Document is not required with SEBI. However SEBI reserves the right to take up at any point of time, with the Issuer, any irregularities or lapses in this Disclosure Document.
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3. DISCLAIMER OF THE ARRANGERS TO THE ISSUE
The role of the Arranger in the assignment is confined to marketing and placement of the Bonds on the basis of this Information Memorandum/ Disclosure Document/Offer Document (hereinafter collectively referred to as “Information Memorandum”) as prepared by the Issuer. The Arranger has neither scrutinized nor vetted nor reviewed nor has it done any due-diligence for verification of the contents of this Information Memorandum. The Arranger shall use this Information Memorandum for the purpose of soliciting subscription(s) from Eligible Investors in the Bonds to be issued by the Issuer on a private placement basis. It is to be distinctly understood that the use and distribution of this Information Memorandum by the Arranger should not in any way be deemed or construed to mean that the Information Memorandum has been endorsed by the Arranger in any manner. It is responsibility of the Issuer to comply with all laws, rules and regulations and obtain all regulatory, governmental, corporate and other necessary approvals for the issuance of the Bonds. The Arranger has not verified whether the regulatory requirements have been fulfilled and necessary approvals have been obtained by the Issuer. The Issuer has prepared this Information Memorandum and the Issuer is solely responsible and liable for its contents. The Issuer confirms that all the information contained in this Information Memorandum has been provided by the Issuer or is from publicly available information, the use of which isn’t regulated or prohibited by applicable law or regulation relating to insider dealing or otherwise and that such information has not been independently verified by the Arranger. No representation or warranty, expressed or implied, is or will be made, and no responsibility or liability is or will be accepted, by the Arranger or any of their employees, directors or their Affiliates for the accuracy, completeness, reliability, correctness or fairness of this Information Memorandum or any of the information or opinions contained therein, and the Arranger hereby expressly disclaims any responsibility or liability to the fullest extent for the contents of this Information memorandum, whether arising in tort or contract or otherwise, relating to or resulting from this Information Memorandum or any information or errors contained therein or any omissions there from. Neither Arranger and its affiliates, nor its directors, employees, agents or representatives shall be liable for any damages whether direct or indirect, incidental, special or consequential including lost revenue or lost profits that may arise from or in connection with the use of this document. By accepting this Information Memorandum, the Eligible Investor accepts this Disclaimer of the Arranger, which forms an integral part of this Information Memorandum and agrees that the Arranger will not have any such liability. The Eligible Investors should carefully read this Information Memorandum. This Information Memorandum is for general information purposes only, without regard to specific objectives, suitability, financial situations and needs of any particular person and does not constitute any recommendation and the Eligible Investors are not to construe the contents of this Information Memorandum as investment, legal, accounting, regulatory or tax advice, and the Eligible Investors should consult with its own advisors as to all legal, accounting, regulatory, tax, financial and related matters concerning an investment in the Bonds. This Information Memorandum should not be construed as an offer to sell or the solicitation of an offer to buy, purchase or subscribe to any securities mentioned therein, and neither this document nor anything contained herein shall form the basis of or be relied upon in connection with any contract or commitment whatsoever. This Information Memorandum is confidential and is made available to potential investors in the Bonds on the understanding that it is confidential. Recipients are not entitled to use any of the information contained in this Information Memorandum for any purpose other than in assisting to decide whether or not to participate in the Bonds. This document and information contained herein or any part of it does not constitute or purport to constitute investment advice in publicly accessible media and should not be printed, reproduced, transmitted, sold, distributed or published by the recipient without the prior written approval from the Arranger and the Issuer. This Information Memorandum has not been approved and will or may not be reviewed or approved by any statutory or regulatory authority in India or by any Stock Exchange in India. This document may not be all inclusive and may not contain all of the information that the recipient may consider material. Please note that: (a) The Arranger and/or their affiliates may, now and/or in the future, have other investment and commercial banking,
trust and other relationships with the Issuer and other entities related to the Issuer; (b) As a result of those other relationships, the Arranger and/or their affiliates may get information about the Issuer and/or
the Issue or that may be relevant to any of them. Despite this, the Arranger and/or their affiliates will not be required to disclose such information, or the fact that it is in possession of such information, to any recipient of this Information Memorandum;
(c) The Arranger and/or their affiliates may, now and in the future, have fiduciary or other relationships under which it, or they, may exercise voting power over securities of various persons. Those securities may, from time to time, include securities of the Issuer;
(d) The Arranger and/or their affiliates may exercise such voting powers, and otherwise perform its functions in connection with such fiduciary or other relationships, without regard to its relationship to the Issuer and/or the securities;
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(e) The Arranger is not acting as trustee or fiduciary for the investors or any other person; and (f) The Arranger is under no obligation to conduct any "know your customer" or other procedures in relation to any
person. Nothing in this Information Memorandum constitutes an offer of securities for sale in the India or any other jurisdiction where such offer or placement would be in violation of any law, rule or regulation. No action is being taken to permit an offering of the bonds or the distribution of this Information Memorandum in any jurisdiction where such action is required. The distribution/taking/sending/dispatching/transmitting of this Information Memorandum and the offering and sale of the Bonds may be restricted by law in certain jurisdictions, and persons into whose possession this document comes should inform themselves about, and observe, any such restrictions. 4. DISCLAIMER OF THE STOCK EXCHANGE
As required, a copy of this Disclosure Document has been submitted to BSE Limited (hereinafter referred to as “BSE”) and/ or National Stock Exchange of India Limited (hereinafter referred to as “NSE”) for hosting the same on its website. It is to be distinctly understood that such submission of the Disclosure Document with BSE and / or NSE or hosting the same on its website should not in any way be deemed or construed that the Disclosure Document has been cleared or approved by BSE and / or NSE; nor does it in any manner warrant, certify or endorse the correctness or completeness of any of the contents of this Disclosure Document; nor does it warrant that this Issuer’s securities will be listed or continue to be listed on the Exchange; nor does it take responsibility for the financial or other soundness of this Issuer, its promoters, its management or any scheme or project of the Issuer. Every person who desires to apply for or otherwise acquire any securities of this Issuer may do so pursuant to independent inquiry, investigation and analysis and shall not have any claim against the Exchange whatsoever by reason of any loss which may be suffered by such person consequent to or in connection with such subscription/ acquisition whether by reason of anything stated or omitted to be stated herein or any other reason whatsoever.
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II. “GOI FULLY SERVICED BONDS” FRAMEWORK
1. BONDS BEING ISSUED AS “GOI FULLY SERVICED BONDS” The Bonds being offered are titled “GOI FULLY SERVICED BONDS” as per Office Memorandum No. F.15(4)-
B(CDN)/2015 dated October 03, 2016 , Office Memorandum No. F.15(4)-B(CDN)/2015 dated October 20, 2016 and Office Memorandum No.15(4)-B-(CDN)/2016 dated January 03, 2017 issued by Department of Economic Affairs (“DEA”), Ministry of Finance (“MoF”), Government of India. The proceeds of the Bonds issue shall be utilized to meet Government of India’s requirement for the purpose of development of infrastructure on National Waterways. Service obligation of the bond (periodical interest payment and principal redemption maturity) will be paid on by Government of India through IWAI. All other expenditure like issue expenses / transaction charges shall be reimbursed by Government of India. The nomenclature of the Bonds shall be “Government of India fully serviced Bonds” and utilization of proceeds of the
Bonds shall be for the development of approved schemes for National Inland Waterways and Shipping Infrastructure. The Government of India through Ministry of Shipping shall reimburse IWAI all Issue expenses and Annual expenses relating to Bonds on the basis of actual expenditure incurred by IWAI on half-yearly basis at the time of debt service payment. The MoU between IWAI and Ministry of Shipping executed in which payment mechanism has been provided for timely payment of Interest and redemption amount. MOS shall suitably make budgetary provisions for the half-yearly interest payment and issue expenses and other miscellaneous expenses during the tenure of Bonds and repayment of principal at the time of maturity. MOS shall ensure that at least 15 working days before the due date of interest/principal repayment, sufficient funds would be transferred in IWAI’s designated Bank Account for the debt service payment in accordance with the financial structure laid down by the Arrangers / Lenders. IWAI and MOS has entered into an MoU and as per MoU, MOS shall be solely responsible for the noncompliance of debt service payment due to unavailability of funds in the designated bank account of IWAI which are required to be arranged by MOS before the due date. 2. FUNDING OF ELIGIBLE PROJECTS
Inland Waterways Authority of India (the Authority) was constituted on 27th October, 1986 vide Inland Waterways Authority of India Act, 1985 (82 of 1985) for development and regulation of inland waterways of the country. As per Section 14 of IWAI Act, 1985, IWAI is mandated with the development and regulation of those waterways declared as National Waterways. A total of 111 waterways have been declared as National Waterways by the National Waterway Act, 2016. IWAI shall utilize the net proceeds from these Bonds for development and regulation of National Waterways as per Regulation. 3. “GOI FULLY SERVICED BONDS” FRAMEWORK OVERVIEW
The “GoI Fully Serviced Bonds” Framework sets out how the Issuer proposes to use the proceeds from the issuance of
the Bonds, in a manner consistent with the Issuer's sustainable values, and in turn provide transparency and relevant disclosure to investors for purposes of making their investment decisions. These Bonds are being issued by IWAI on behalf of MOS, GoI.
4. Project Selection Process
As per OM number F.15(4)‐B(CDN)/2015 dated October 03, 2016&OM No. F.15(4)-B(CDN)/2015 dated October 20, 2016,
issued by Department of Economic Affairs(DEA), Ministry of Finance (MoF), Government of India, IWAI shall raise extra budgetary resources of Rs. 1000 crore for Development of National Waterways and Shipping Infrastructure These bonds shall be serviced by Government of India i.e. both Principal and Interest. The nomenclature of the bond shall be “Government of India fully serviced Bonds” (hereinafter referred as ‘Bonds’) and shall be issued through private placement using SEBI approved electronic platform.
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III. DEFINITIONS/ ABBREVIATIONS
AY Assessment Year
Allotment/ Allot/ Allotted
The issue and allotment of the Bonds to the successful Applicant(s)in the Issue
Allottee A successful Applicant to whom the Bonds are allotted pursuant to the Issue, either in full or in part
Applicant/Investor A person who makes an offer to subscribe the Bonds pursuant to the terms of this Disclosure Document and the Application Form
Application Form The form in terms of which the Applicant shall make an offer to subscribe to the Bonds and which will be considered as the application for allotment of Bonds in the Issue
Beneficial Owner(s) Bondholder(s) holding Bond(s) in dematerialized form (Beneficial Owner of the Bond(s) as defined in clause (a) of sub-section of Section 2 of the Depositories Act, 1996)
Bondholder(s) Any person holding Bonds and whose name appears on the beneficial owners list provided by the Depositories
BSE/ NSE/ Designated Stock Exchange
BSE Limited / National Stock Exchange of India Limited being the stock exchange in which Bonds of the Issuer are proposed to be listed
CAG Comptroller and Auditor General of India
CAR Capital Adequacy Ratio
CARE Credit Analysis and Research Limited
CCEA Cabinet Committee on Economic Affairs
CDSL Central Depository Services (India) Limited
Companies Act Companies Act 1956, as superseded and substituted by notified provisions of the Companies Act2013
Companies Act 1956 Companies Act, 1956 to the extent applicable as of the date of this Disclosure Document
Companies Act, 2013 Companies Act, 2013, to the extent notified by the MCA and in force as of the date of this Disclosure Document
CRISIL Credit Rating Information Services of India Limited
Depositories Act The Depositories Act, 1996, as amended from time to time
Depository A Depository registered with SEBI under the SEBI (Depositories and Participant) Regulations, 1996,as amended from time to time
Depository Participant A Depository participant as defined under Depositories Act
Financial Year/ FY Period of twelve months ending March 31, of that particular year
FIs Financial Institutions
GIR General Index Registration Number
GoI/ GOI Government of India/ Central Government
I.T. Act The Income Tax Act, 1961, as amended from time to time
ICRA Investment Information and Credit Rating Agency of India Limited
IRRPL India Ratings and Research Private Limited
Issuer/ IWAI/Authority Inland Waterways Authority of India, an Autonomous Body under the Ministry of Shipping, Government of India, constituted by an Act of Parliament – Viz. IWAI Act, 1985 and having its head office at A-13, Sector -1, Noida - 201301,Utter Pradesh.
Km kilo meter
LAD Least Available Depth
Members of the Board
The Members of the Board of Inland Waterways Authority of India or Committee thereof
MF Mutual Fund
MoF Ministry of Finance
NECS National Electronic Clearing Service
NEFT National Electronic Funds Transfer
NSDL National Securities Depository Limited
PAN Permanent Account Number
PIANC Permanent International Association of Navigation Congresses
RBI Reserve Bank of India
Record Date Reference date for payment of interest/ repayment of principal
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Registrar Registrar to the Issue, in this case being Karvy Computershare Private Limited
Rs./ INR Indian National Rupee
RTGS Real Time Gross Settlement
SEBI The Securities and Exchange Board of India, constituted under the SEBI Act, 1992
SEBI Act Securities and Exchange Board of India Act, 1992, as amended from time to time
SEBI Debt Regulations
Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008issued vide circular no. LAD-NRO/GN/2008/13/127878 dated June 06, 2008, as amended from time to time.
SFC Standing Finance Committee
TDS Tax Deducted at Source under provisions of the I.T. Act
The Act The Inland Waterways Authority of India Act, 1985 (“IWAI Act”)
Trustees Trustees for the Bondholders in this case being IDBI Trusteeship Services Limited
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IV. ISSUER INFORMATION Name of the Issuer : INLAND WATERWAYS AUTHORITY OF INDIA Head Office : A-13, Sector -1, Noida - 201301, Uttar Pradesh Tel. : (0120)2544036, 2521684, 2522798, 2521724 Fax : +91-120-2544041, 2543973 Website : www.iwai.nic.in E-mail : [email protected] Compliance Officer for : Mr. Ajay Kumar Gupta the Issue Chief Accounts Officer (I/c)
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VII. MANAGEMENT PERCEPTION OF RISK FACTORS
The Investor should carefully consider all the information in this Disclosure document, including the risks and uncertainties described below before making an investment in the Bonds. The risks and uncertainties described in this section are not the only risks that we currently face. Additional risks and uncertainties not known to us or that we currently believe to be immaterial may also have an adverse effect on results of our operation and physical execution. If any of the following risks or other risks that are not currently known or are deemed immaterial at this time, actually occur, results of our operation could suffer, the trading price of the Bonds could decline and you may lose all or part of your redemption amounts and/or interest amounts. Unless otherwise stated in the relevant risk factors set forth below, we are not in a position to specify or quantify the financial or other implications of any of the risks mentioned herein. The order of the risk factors appearing hereunder is intended to facilitate ease of reading and reference and does not in any manner indicate the importance of one risk factor over another. Prospective Investors should consult their tax, financial and legal advisors about the particular consequences of investment in the Bonds. Unless the context requires otherwise, the risk factors described below apply to us/our operations only. Internal Risks
1. IWAI is presently involved in a number of civil proceedings, including arbitration and consumer cases. In the event these cases are decided against us or failure by us to adequately recover our claims against the other parties for payments, it may reflect on the financial position of the Authority.
2. Our operations are significantly dependent on the funding received from the GoI and any delay or decrease in the funding plan by the GoI may adversely affect our operations.
3. Our operations are dependent on the policies of the Government, Central as well as State initiatives. Any lack of support in terms of regulatory initiatives will adversely affect our operations.
4. Our operations may also get affected by an increase in prices of raw materials or shortages of raw materials which will lead to increase in the cost of construction of projects.
5. Our operations may also get affected due to inability to manage our growth which could disrupt our business and adversely affect cost of our project.
6. Fluctuations in interest rate and exchange rate on our external borrowings may adversely affect our operations. 7. We do not own the IWAI logo. Furthermore, we may be subject to claims alleging breach of third party intellectual
property rights. 8. Our financial condition and physical performance could be materially affected, if we do not complete our projects as
planned or if our projects experience delay. 9. Our business operations will be affected by shortcomings and failures in our internal processes and systems. 10. We have certain contingent liabilities that may adversely affect our financial condition. 11. Accounts for the financial year ended on March 31, 2016 for IWAI have been Audited and Audit Report received. The
Annual Report of the Authority is yet to be placed on the floor of the Parliament. Audited performance may be materially different from the present results.
12. Our projects under development are subject to construction, financing and operational risks. 13. Our insurance coverage may not adequately protect us against all losses we incur in our operations or otherwise. 14. We do not own the premises from which some of our regional offices and field office(s) operate and this may involve
risk of loss of such premise 15. Our operations are subject to physical hazards and similar risks that could expose us to material liabilities, reduced
inflows and increased execution costs. 16. Our operations could be adversely affected by strikes, work stoppages or increase wage demands by our or our
contractors’ work force or any other kind of disputes involving our work force. 17. Any inability to attract, recruit and retain skilled personnel could adversely affect results of our operations. 18. Opposition from local communities and other parties may adversely affect our operations. 19. We are subject to internal risks arising from our business of contract management which may adversely affect our
operations. . Risks Relating to the Utilization of Issue Proceeds
20. The fund requirement and deployment mentioned in the Objects of the Issue have not been appraised by any bank or any financial institution.
Risks relating to investment in Bonds
21. There can be limited trading in these bonds. Further there is no guarantee that these bonds will be listed on the stock exchanges in a timely manner or at all.
22. IWAI’s liability to pay Interest and Redemption amount depends upon timely availability of funds from Government of India in designated account as per MoU between IWAI and Ministry of Shipping.
23. There is a risk of volatility in the price of the Bonds. Changes in interest rates may affect prices of the Bonds. 24. Payments made on the Bonds will be subordinated to certain tax and other liabilities preferred by law.
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25. IWAI cannot assure the suitable budget provision which is required to be made by the GoI as per the Office
Memorandum No.F-15(4)-b(cdn)/2015 dated 3rd October 2016, issued by Department of Economic Affairs (DEA), Ministry of Finance (MoF), Government of India.
26. Any downgrading in credit rating of the Bonds may affect the value of Bonds and thus our ability to raise further debts. External Risk Factors
27. IWAI business depends upon policies and support provided by GoI. We are also regulated by other laws. GoI may
withdraw its support, tax incentives etc. and can come up with the policies/ regulations/ laws which may be inconsistent with our business objectives. Any such adverse change in policies of the GoI may affect IWAI’s business.
28. Our operations are affected by conditions in the financial markets and economic conditions generally, both in India and elsewhere around the world which could have an adverse effect on our operations.
29. Our business is subject to a significant number of tax regimes and changes in legislation governing the rules implementing them or the regulator enforcing them in any one of those jurisdictions could negatively and adversely affect our results of operations.
30. Any downgrading of India’s debt rating by an international rating agency could have a negative impact on our operations.
31. Political instability or changes in the Government could delay further liberalization of the Indian economy and adversely affect economic conditions in India generally, which could impact our operations.
32. Civil unrest, terrorist attacks and war would affect our operations. 33. Our operations may be adversely impacted by natural calamities or unfavorable climatic changes. 34. Non-compliance with, and changes in, safety, health and environmental laws and regulations may adversely affect
results of our operations. 35 IWAI’s Board members may have interests in companies/ entities similar to the business of the IWAIs, which may
result in a conflict of interest that may adversely affect future financing opportunity referrals and there can be no assurance that these or other conflicts of interest will be resolved in an impartial manner and may enter into certain transactions with related parties, which may not be on an arm’s length basis or may lead to conflicts of interest.
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VIII. BRIEF SUMMARY OF BUSINESS/ ACTIVITIES OF ISSUER AND ITS LINE OF BUSINESS 1. OVERVIEW
The Inland Waterways Authority of India (IWAI) came into existence on 27th October 1986 for development and regulation of inland waterways for shipping and navigation. The Authority primarily undertakes projects for development and maintenance of IWT infrastructure on national waterways through grant received from Ministry of Shipping. The head office of the Authority is at Noida. The Authority also has its regional offices at Patna, Kolkata, Guwahati and Kochi and sub-offices at Allahabad, Varanasi, Bhagalpur, Farakka, Hemnagar, Dibrugarh (Assam), Kollam, Bhubaneswar (Odisha) and Vijayawada (A.P.) India has about 14,500 km of navigable waterways which comprise of rivers, canals, backwaters, creeks, etc. About 55 million tonnes of cargo is being moved annually by Inland Water Transport (IWT), a fuel - efficient and environment -friendly mode. Its operations are currently restricted to a few stretches in the Ganga-Bhagirathi-Hooghly rivers , the Brahmaputra, the Barak river, the rivers in Goa, the backwaters in Kerala, inland waters in Mumbai and the deltaic regions of the Godavari - Krishna rivers. Besides these organized operations by mechanized vessels, country boats of various capacities also operate in various rivers and canals. and substantial quantum of cargo and passengers are transported in this unorganized sector as well.
“Coastal and Inland Waterways Transport (IWT)
The future of the port sector in India hinges a lot on coastal movement and inland waterways. Considerable economic growth in India over the past decade has led to congested roads and an overburdened railway network. The enhancement of IWT is seen as an important remedial measure towards easing the pressure on roadways and railways.
India is blessed with 7,551 kilometers of coastline and about 14,500 kilometers of navigable inland waterways. Of the navigable inland waterways, 4,503 kilometers are National Waterways (NW). Despite the cargo movement potential through these waterways, coastal shipping and inland waterways account for only 7 percent (6.5 percent coastal shipping and 0.5 percent inland waterway transportation) of the country’s total domestic freight (on a tonne-kilometre basis). In contrast, global maritime leaders like Netherlands and China transport 47 percent and 42 percent of freight using this mode respectively. Over the years, a major deterrent rendering the Indian ports uncompetitive in the global market, has increased transportation costs (inclusive of fuel costs). Therefore, increasing the share of waterways in freight transport is the key to achieving a more balanced modal mix. IWT is far more efficient as a mode of transportation than either road or rail, considering that a single mid-sized barge has dry-cargo handling capacity equivalent to 50 trucks or over 10 railcars. Realizing this potential of IWT, the government has approved the enactment of central legislation for declaring 106 additional inland waterways as National Waterways (NWs) for navigation. Furthermore, to develop it as an alternative/complementary service in a multi-modal transport network, the government has proposed to set up an integrated National Waterways Transport Grid which covers mainly five NWs. The integrated waterways transport grid would include the development of the national waterways with at least 2.5 meter Least Available Depth (LAD), upgradation/setting up of priority terminals and establishing road, rail and port connectivity, wherever feasible. Further, successful implementation of these projects would require appraisal of the regulatory environment governing the maritime sector in India. Infrastructural adequacy coupled with favorable regulatory environment holds the potential to sufficiently strengthen Indian maritime trade’s growth trajectory, and thereby, successful implementation of the same is imperative in the times to come.”® ® BRIDGING INFRASTRUCTURAL DEFEICITS AT SELECT TRADE PORTS IN INDIA by Bureau on Industry and Economic Fundamentals (BRIEF) Supported by British High Commission, New Delhi
The objectives/functions (as per section 14 of IWAI Act) are:
(i) Carry out surveys and investigations for the development, maintenance and better utilization of the national
waterways and the appurtenant land for shipping and navigation and prepare schemes in this behalf; (ii) Provide or permit setting up of infrastructural facilities for national waterways; (iii) Carry out conservancy measures and training works and do all other acts necessary for the safety and convenience
of shipping and navigation and improvement of the national waterways; (iv) Control activities such as throwing rubbish, dumping or removal of material, in or from the bed of the national
waterways and appurtenant land, in so far as they may affect safe and efficient, shipping and navigation, maintenance of navigable channels, river training and conservancy measures;
(v) Remove or alter any obstruction or impediment in the national waterways and the appurtenant land which may impede
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the safe navigation or endanger safety of infrastructural facilities or conservancy measures where such obstruction or impediment has been lawfully made or has become lawful by reason of long continuance of such obstruction or impediment or otherwise, after making compensation to person suffering damage by such removal or alteration;
(vi) Provide for the regulation of navigation and traffic(including the rule of the road) on national waterways; (vii) Regulate the construction or alteration of structures on across or under the national waterways; (viii) Disseminate navigational meteorological information about national waterways; (ix) Ensure co-ordination of inland water transport on national waterways with other modes of transport; and (x) Establish and maintain pilotage on national waterways. (xi) Enter into joint ventures concerning inland shipping by way of equity participation. The Authority may also:
(i) Advise the Central Government on matters relating to inland water transport; (ii) Study the transport requirement with a view to coordinating inland water transport with other modes of transport; (iii) Carry out hydrographic surveys and publish river charts; (iv) Assist, on such terms and conditions as may be mutually agreed upon, any State Government in formulation and
implementation of scheme for inland water transport development; (v) Development consultancy services and provide such services, on such terms and conditions as may be mutually
agreed upon, in India and abroad in relation to planning and development of waterways for shipping and navigation or any facility thereat;
(vi) Conduct research in matters relating to inland water transport including development of craft design mechanization
of country crafts, technique of towage, landing and terminal facilities, port installations and survey techniques; (vii) Lay down standards for classification of inland waterways; (viii) Arrange programme of technical training for inland water transport personnel within and outside the country; and (ix) Perform such other functions as may be necessary to carry out the provisions of this Act.
FUNCTIONS
1. National Waterways
➢ Survey ➢ Navigation, Infrastructure and Regulations ➢ Fairway Development ➢ Pilotage ➢ Coordination of IWT with other modes ➢ Conservancy and river training ➢ Remove or alter any observations or impediment in the NWs ➢ Disseminate navigational meteorological information about NWs ➢ Ensure coordination of IWT on NWs with other modes of transport
2. General
➢ Advise Central Govt. ➢ Carry out hydrographic surveys ➢ Assist State Governments ➢ Develop consultancy services ➢ Research & Development ➢ Classification of waterways ➢ Standards & safety ➢ Training & Advocacy
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3. STRENGTHS
a. Cheaper Mode of Transport with lower operating cost and relatively lesser fuel consumption
Factors considered Rates Considered Source
Waterways Road Rail
Energy Consumption 0.0048 litre/tkm 0.0313 litre/ tkm 0.0089 litre/ tkm 11th Working Group Report on Shipping & IWT
c. More environment friendly mode of transportation
Factors considered Rates Considered Source
Waterways Road Rail
Emission of GHGs 0.0006 Rs./tkm 0.0031 0.0006 12th Five Year Plan
d. Relatively safer mode of transportation
Factors considered Rates Considered Source
Waterways Road Rail
Accidents NIL 0.0620 0.0010 Planning Commission : TTS Study
Note: GHGs means “Green Howe Gass”
e. Lesser requirement of land relative to other modes of transportation
Factors considered Rates Considered Source
Waterways Road Rail
Surface occupation NIL 0.0002 0.0001 PIANC
f. Ease congestion on road and rail networks g. Provide optimal modal mix by converging river transport with other modes to achieve efficiency in transport sector h. Generate direct and indirect employment opportunities. 4. STRATEGIES
Vertical A – Existing 5 National Waterways
1. Capacity augmentation of NW-1 (Under Jal Marg Vikas Project), NW-2 & NW-3 2. Development of NW-4 & 5 Vertical B – 106 New National Waterways
New waterways will be developed in 3 categories: i. Category I – Comprising of 8 NWs. For these, detailed project reports have been prepared & development activities
on 6 out of 8 NWs, which include Barak, Ghaghra, Gandak, Kosi, Mandovi & Zuari have already been initiated. Phase I development is anticipated to be completed by FY 19-20.
ii. Category II – Comprising of 46 NWs which are in coastal region & have tidal stretches. All preparatory studies
(Feasibility & DPR) will be completed by Jan-Mar, 2017. Development works on feasible waterways to be initiated by FY 17-18 & target for phase I completion will be FY 22-23.
iii. Category III – Comprising of 52 NWs which are in remote, inaccessible & in hilly regions. All preparatory studies
(Feasibility & DPR) will be completed by Dec, 2017. Development works on feasible waterways to be initiated by FY 17-18 & target for phase I completion will be FY 22-23.
Vertical C – Project of International Connectivity 1. Kaladan Project:Development of inland waterway from Sittwe to Paletwa
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2. Indo-Bangladesh Protocol Route: The Protocol on Inland Water Trade and Transit with 5 years renewal process
having next renewal scheduled in June, 2020. Vertical D– Complementary Project Development/Policy Initiatives
In order to facilitate sustained development of IWT infrastructure, following complementary policy initiatives will also be taken up by IWAI:
1) Initiatives for Augmentation of Inland Vessel fleet through private sector participation
Focusing on the strategy that while basic IWT infrastructure (fairway & terminals) would be developed, maintained & managed by the IWAI through public funds, the ownership of inland vessels fleet and its upkeep for transportation of cargo and passenger would be with private sector. Various steps will be taken from time to time in consultation with stakeholders to encourage private sector participation in owning and operating the IWT vessels. 2) Policy interventions for:
a) Identification & developing long term cargo commitment based projects (through Private Sector Participation) which will include - Thermal Coal, Fertilizers, Food grains, Coking Coal, Cement/Fly ash, POL products and other cargo on case to case basis
b) Providing Level Playing Field for shippers and transporters to switch over to IWT mode and fund raising mechanisms
c) Financial and Fiscal incentives: i. Revival of Inland Vessel Building Subsidy scheme and or freight subsidy scheme ii. Exemption/ abatement from Service Tax iii. Integration with Coastal Shipping and Ports under Sagarmala Project
d) Seek financial & technical support from multilateral funding agencies e.g. World Bank, Asian Development Bank, Japan International Cooperation Agency etc.
e) Any other policy interventions required from time to time
3) Legal Framework requirement for uniform adoption of various rules and regulations concerning IWT & their effective administration
a) Rewriting of Inland Vessel Act b) Formulation of Model Rules under IV ACT for adoption by States c) Revision of tariff regulation 2011 of IWAI d) Regulations issued by IWAI to be adopted by States for their Waterways e) Recognition of certificate issued by NINI through appropriate regulation f) MoU of IWAI with relevant ports for promotion of IWT as a mode for evacuation of EXIM goods g) Strengthening & Capacity building of IWAI to effectively act as a regulator in IWT sector.
4) Human Resources Development for strengthening of IWAI and IWT related institutions in the states
a) Assistance to States for revival of Regional Crew Training Centres b) Strengthening of NINI and its networking with RCTCs and IMU etc. c) Continuous strengthening and upgradation of IWAI in terms of its technical & regulatory function
4. OUR PROJECTS
a. Projects at present
Sl.No. Name of Project
(I) National Waterway 1
A Fairway
1 Development of navigation channel of 3m. depth in Haldia- Farakka and 2.5 m in Farakka –Kahalgaonstretch.
2 Development of navigation channel of 3m. depth. in Sameria-Barh; 2.5m. depth. in Barh-Ghazipur; 2.2m. depth. in Ghazipur-Varanasi.
3 Removal of hard strata in Ghazipur- Varanasi stretch
B Navigational aids.
4 O&M of navigation aids in Haldia- Rajmahal stretch
5 O&M of navigation facility in Rajmahal-Ballia-Allahabad stretch (including night navigational aids upto Ghazipur).
6 O&M and CAMC of DGPS stations at Bhagalpur, Patna & Varanasi.
7 Construction of DGPS station at Varanasi.
8 a)Installation of RIS system for Haldia - Farakka stretch
b) Installation of RIS system for Farakka - Patna stretch
c) Installation of RIS system for Patna - Varanasi stretch
d) Procurement of survey equipment for NW -1
C Terminals
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9 Lease rent
a) Lease rent G.R. jetty-2
b) Lease rent to KoPT for G.R. jetty & BISN
c) Lease rent to KoPT for old terminal land at Haldia and Swarupganj
10 O&M of terminals between Haldia & Rajmahal
11 O&M of terminals between Rajmahal & Allahabad
D Cargo Promotion
12 O&M of cargo vessels & IWT promotion activities
E World Bank Project "capacity Augmentation of National Waterway- 1 (Jal Marg Vikas)"
13 Civil work- Development of terminal land (Haldia terminal)
14 Project Management Unit (PMU) & at Head Office level and project implementation units (PIUs) at sub-national level
15 Lease rent for acquisition of 61 acres of land for the Haldia terminal from Haldia Dock Complex / KoPT
16 Acquisition of inspection boat and Pilot vessel
17 Consultancy studies for (a) Detailed feasibility study & detailed engineering for ancillary works; (b) Environmental and social impact assessment study; and (c) IWT sector development strategy and market development study. (d) Communication Need Assessment & Strategy (e) IWT Institutional Development and Capacity Building (f) Support Services for Vessel Design (g) Consultancy for Resettlement Action Plan (h) Technical Support Services Consultancy
Construction of Terminal at Varanasi
18 a) Terminal construction
b) Land acquisition
c) Feasibility study for railway connectivity at Varanasi terminal
Construction of Terminal at Sahebganj
19 (a) DPR & Construction of Terminal
(b) Land acquisition
20 Construction of New navigational lock at Farakka
21 Least assured depth between Farakka & Kahalgaon on NW-1
22 Land acquisition for terminal at Ghazipur
23 Land acquisition for terminal at Kalu Ghat
24 Land acquisition for terminal at Kalyani Ghat
(II) National Waterway - 3
A Fairway
25 Capital dredging (Kochi- Kollam)
26 Annual fairway development works (i.e. maintenance dredging, maintenance of night navigation, hydrographic survey, vessel repairs, repair of locks, bank protection & other miscellaneous work).
B Terminals
27 O&M of existing terminals
28 Consultancy studies (ongoing) through M/s. KITCO for (a) Risk Assessment NW.3 and (b) Jetty facility at KMML, Chavara.
C Cargo Promotion
29 O&M of cargo vessels and IWT promotion activities
D Acquisition of vessels
30 Hiring of hopper barge for utilizing amphibian dredger
(III) National Waterway-4
31 Delineation survey & hydrological studies
32 Fairway development (i) Dredging operation (ii) Canal lining & protection work (iii) PMU (Project Monitoring unit)
33 EIA & EMP studies and hydrodynamic & CRZ studies etc.
34 Land acquisition
(IV) National Waterway-5
35
Fairway development (i) Dredging operation (ii) Bank protection work (iii) Removal of obstruction (iii) PMU (Project Monitoring unit)
36 Design, construction, operation & maintenance of Terminal facilities at Erada
37 Studies & preparation of DPR for entire stretch of NW-5
38 Office setup at Bhubaneswar & manpower.
39 EIA & EMP studies and hydrodynamic & CRZ studies etc.
(V) Others
40 IT activities
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41 NINI at Patna
42 Project management and consultancy work
43 Development of PPP projects
(VI) Development of New 106 Waterways;
(i) Fairway development and provisions of navigational aids (ii) Terminal construction & approaches
44 Mondovi, NW-27, 41 km
45 Zuari, NW-68, 55.3 km
46 Ghaghara, NW-40, 150 km
47 Gandak, NW-37, 160 km
48 DPR/TEF/ Environment studies of 106 waterways
49 Procurement of survey equipment & cartography hardware / software
(VII) National Waterway - 2
A Fairway
50 Development of navigation channel of 2.5 depth in Dhubri - Silghat and Dibrugarh-Sadiya stretch, 2m depth in Neamati - Dibrugarh stretch and 1.5m depth in Dibrugarh - Sadiya stretch.
51 Channelisation work proposed to be undertaken through WRD, Govt. of Assam in defining Dhubri-Hatsingmari channel
B Navigational Aids
52 O&M of navigational aids
53 O&M of DGPS stations at Dhubri, Jogighopa, Silghat and Dibrugarh.
C Terminals
54 O&M of existing terminals.
55 New terminal at Dhubri.
56 Proposed Ramp / Tourist terminal jetty at Biswanath ghat and Neamati (Neamati and Bhiswanath are potential tourist embarcation points (NEW Project)
57 Cost of Land for terminal from CIWTC
D Acquisition of vessels (old Project)
58 Procurement of two RO-RO vessels, for NW-2
59 Procurement of two units cargo vessels, (SPV and TBF) - NW-2
E Cargo Promotion
60 O&M of cargo vessels and IWT promotion activities
F Others
61 Slipway at Pandu
62 Bank protection at Silghat and other locations (similar to Jogighopa)
63 Development of Protocol routes (Sunderbans) including night navigation facilities
64 a) TEF/DPR/CRZ/Studies for proposed NWs in NER
b) Development of Barak river as New Waterways including Fairway, navigational aids and construction of terminal etc.
b. Status of Major Projects of Inland Waterways Authority of India
➢ Jal Marg Vikas Project for capacity augmentation
Navigation on National Waterways –I (Allahabad – Haldia stretch) with Least Availability Depth (LAD) of up to 3.0 meter for commercial navigation the following studies are awarded.
(i) The Consultancy for detail feasibility studies and detailed engineering for Ancillary works was awarded to the Joint venture of M/s Howe Engineering Projects (India) Pvt. Ltd., M/s HR Wallingford Ltd and M/s PMC Projects (India) Pvt. Ltd on25.05.2015 at the cost of Rs.18,81,38,750 + GBP 7,44,700+ Service Tax. Study by the Consultant is in progress and expected to be completed by March, 2017.
(ii) The Consultancy for environmental and social impact assessment studies was awarded to the Joint
Venture of M/s. EQMS India Pvt. Ltd., M/s. Abnaki Infrastructure Application & Integrated Development Pvt. Ltd. and IRG Systems South Asia Pvt. Ltd. on 24.03.2015 at the cost of Rs. 2,86,10,500 + Service Tax.Study of consultant completed.
(iii) The Consultancy for IWT Sector development strategy and market development study was awarded to the
Joint Venture of M/s. Hamburg Port Consulting, M/s. Universal Transport Consulting, M/s. IMS Imgenieusgesellchat Gmbh and M/s. Ramboll India on 24.04.2015 at the cost of Euro 8,35,900+Rs.6,15000+ Service Tax. The study is under progress and expected to be completed by March, 2017.
➢ Construction of Multi- modal terminal at Haldia
Sanctioned Cost : Rs.495 crore Date of Sanction : 08.11.2016
Status: Commencement of construction work for the multimodal terminal with IWT hub.
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Sixty-one acres of land in the Haldia Dock Complex has been taken on 30 years lease from the Kolkata Port Trust for construction of the terminal, for which paymentofRs.40,20,62,351/-has been made to KoPT on 19.08.2015. Possession of the land has been taken over by IWAI, Kolkata. The proposal for construction of Phase-I of the terminal was appraised by the SFC in the meeting held on 17.08.2016 and 05.10.2016 and the Competent Authority has approved the minutes of the SFC. Application for CRZ clearance for the Terminal under CRZ Regulations, 2011 was submitted to the West Bengal Coastal Zone Management Authority, (WBSCZMA) Kolkata on 17.12.2015. As per the direction of the WBSCZMA, a revised application was submitted to the Authority on 13th June, 2016along with a CRZ map of the terminal site on 1:4,000 scale prepared by the Anna University, an agency authorized by the Ministry of EF&CC. The WBSCZMA, however, requested on 28.0616 submission of a comprehensive EIA Report including oil spill contingency plan and maps of the Project site showing7kmsradiuson1:25000scale. Application for Oil Spill Disaster Contingency Plan was submitted to the Indian Coast Guard, Haldia on 19.10.2016 for approval. Further, National Centre for Sustainable Coastal management, Chennai (the agency designated by the MoEF&CC to undertake CRZ mapping) was engaged on17.10.2016toprepare the map of Haldia Terminal on a scale of 1:25,000. These will be submitted in due course. For the above work the Bidding process has been completed. Expected to be awarded by before March, 2017. ➢ Construction of Multi- modal terminal at Varanasi
Sanctioned Cost : Rs.196.84 crore Date of Sanction : 18.12.2015 Date of Work Order : 13.05.2016 Contract Value of Work : Rs.169.70 crore
Status: Commencement of construction work for the multimodal terminal with IWT hub. IWAIisalreadyinpossessionof5.586hectaresofland, whichwasacquiredin2010atacostofRs.3.95crores, at Ram Nagar, Varanasi, on which Phase I(A) of the terminal is being constructed. The technical design and terminal layout in EPC mode was prepared with supporting cargo data, market analysis and EIA/SIA studies. The contract for construction of Phase-I of the terminal at a cost of Rs.169.70 crore was signed with M/s AFCONS Infrastructure Ltd, the Contractor on 13th May, 2016; land handed over to the Contractor. Acquisition proceedings for 1.415 ha of land (0.35 ha Govt. land and 1.065 ha of private land) for road connectivity of the Terminal with NH-7 through negotiated settlements is in progress. Requisition for additional 27.754 hectares of land for Phase II of the multi-modal terminal was filed with DM, Varanasi on 23.04.2015. The Committee headed by DM, Varanasi met the land owners on21.10.2015and 27.01.2016 for negotiated settlement of the compensation to be paid. The land owners have agreed to a compensation of four times the circle rate to be paid to them. Acquisition of this land is pending for the following reasons:
i. 10.722 ha private land: Consent from the land owners received. Examination of land records is in progress. ii. 2.925 ha private land: Issue of higher compensation pending in the High Court of Allahabad. iii. 8.965 ha private land: Owner is not giving consent, but has given certain conditions, including higher compensation. iv. 5.142 ha Govt. land: Under process in the District Administration. Rail connectivity report from Jeonathpur to Varanasi terminal, submitted by the Consultant and vetted by DFCCIL, was examined by North Central Railway, Allahabad, who have conveyed their ‘in principle’ approval for the design of rail alignment.
➢ Construction of new navigational lock at Farakka
Sanctioned Cost : Rs. 380 crore Date of Sanction : 29th July, 2016 Date of Work Order : 24.11.2016 Contract Value of Work : Rs.359.190 crore
Status: Commencement of construction work for the new Navigational Lock. The proposal for transfer of land from FBP to Ministry of Shipping was considered by the Cabinet in its meeting held on 06.01.2016and approved. IWAI has deposited Rs.2,35,80,160/- towards the cost of this land on 06.02.16. This land was transferred from the Farakka Barrage Project to IWAI on 02.03.16. Measurement and demarcation of the land and documentation thereof have been completed Detailed technical design of the new Navigational Lock has been finalized in consultation with Farakka Barrage Project,
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Central Water Commission, Ministry of Water Resources, RD&GR and the National Ganga River Basin Authority(NGRBA). The proposal for construction of the Navigational Lock was appraised by the SFC on 29th July, 2016 and has since been approved by the Competent Authority. The contract for construction of the new navigational lock at Farakka was signed with M/s Larsen & Toubro Ltd. on 24.11.2016 with an overall contract value of Rs.359.190crore. ➢ Construction of Multimodal Terminal at Sahibganj
Sanctioned Cost : Rs.292.10 crore Date of Sanction : 27.07.2016 Date of Work Order : 27.10.2016 Contract Value of Work : Rs.280.90 crore
Status: Commencement of construction work for the multimodal terminal with IWT hub. The proposal for acquisition of land at a total cost of Rs.187.00 crores for construction of the multimodal terminal was appraised by the SFC chaired by Secretary, Ministry of Shipping in the meeting held on 16.02.2016. The Competent Authority has since approved the recommendation of the SFCtoacquire195 acres of land at a cost of Rs.187.00 crores, including the cost towards rehabilitation and resettlement of the project affected families. Application for acquisition of 183.13 acres of land for the main terminal and 8.7 acres for road connectivity has been filed with the State Govt. The Award List for 111.70 acres has already been processed. A total amount of Rs.119.53 crore, including Rs.92.21 crore towards land cost and Rs.27.32 crore towards R&R cost, has already been paid by IWAI to the State Government. District Administration, Sahibganj has so far disbursed Rs.20.00crore(approx.)to the project affected families. Out of the 183.13 acres of land requisitioned, 95.0808 acres of private land and 6.8 acres of Government land (total: 101.8808 acres) were transferred to IWAI by the District Administration Sahibganj. The proposal for construction of Phase-I of the Terminal (excluding external/approach road and road overbridge) was appraised by the SFC in the meeting held on 30.06.16 and the Competent Authority has since approved the proposal. Contract for construction of Phase-I of the Terminal at a cost of Rs.280.90 crore was signed with M/s Larsen & Toubro Ltd. on 27.10.2016. The Contractor has started mobilizing the work and the kick-off meeting was held on 16.11.2016. Boring Rig has also been mobilized at the site for soil and geotechnical investigations and bathymetric survey.
➢ Least Assured Depth on Farakka-Kahalgaon Stretch
Sanctioned Cost : Rs.162.93 crore Date of Sanction : 27.07.2016
Status: Performance based maintenance work between Farakka and Bhagalpur to provide 3 meters assured depth and 64 meters width by fifth year of contract.
The scope of the proposed work covers the following: i. Maintenance of a guaranteed (assured) minimum depth of 3 meters during the entire period of the proposal; ii. Maintenance of a bottom channel width of 35 meters during the first two years of the proposal; iii. Maintenance of a bottom channel width of 45 meters during the third, fourth and fifth years of the proposal; and iv. Installation and maintenance of aids to navigation throughout the proposal period. A Pre-qualification Document inviting performance based maintenance contract for the project was published on 21.12.2015. Pre-qualification meeting was held on 04.01.2016. The last date for submission of EoI was 15.02.2016. Three applications were received and after evaluation, the pre-qualification responses received were finalized in consultation with the World Bank. RFP was issued on 09.08.16 to the pre-qualified vendors. A pre-bid meeting was heldon18.08.16andthethreebidsreceivedwere opened26.09.16. These bids were evaluated and the recommendations of the Evaluation Committee were senttotheWorldBankon17.10.2016for‘noobjection’. Some queries raised by the World Bank in this regard were clarified on 23.11.2016. The proposal for the LAD has been appraised by the SFC in its meetings held on 15th and 30th June, 2016 and the Competent Authority has since approved the same. The Authority has received lowest Bid for the above work of Rs.158.90 crore the proposal of the same has been sent to the World Bank for obtaining no objection.
c. Other Important Projects of NW-1
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➢ Removal of Hard Strata in Ghazipur – Varanasi stretch of NW-1
Sanctioned Cost : Rs. 15.33 cr. Date of Sanction : 22.11.13 Date of Work Order : 27.01.15 Contract Value of Work : Rs. 10.99 cr. Expected date of Completion : 22.03.17 Expenditure incurred so far : Rs. 2.30 cr.
Status: The contractor [Chinar Shipping & Infrastructure (I) Pvt. Ltd., Mumbai] has mobilized the equipment (Cutter Suction Dredger, Backhoe Machine, Vibro Ripper installed on pontoons etc.) for dredging hard and soft strata at shoals. Around 75 meter length of shoal has been dredged between 24.6.15 and upto 10.7.15 and after a break during monsoon season the work resumed in the month of November 2015 and upto 12.06.2016 approx. 900 m length of dredging has been completed. The work is proposed to be resumed after monsoon during November 2016 and assessed to be completed by May 2017 against March 2017. The delay is due to teething problems encountered at initial stages as the work is of first of its kind and IWAI do not have previous experience in this regard.
➢ Setting up of River Information Services (RIS) System in Sagar-Farakka Stretch on NW-1.
Sanctioned cost : Rs. 24.62 Cr. Date of Sanction : 22.01.14 Date of work order : 27.03.14 Contract value of work : Rs.23.53 Cr Date of Completion : September 2015.
Status: The project completed in Haldia–Farakka stretch and River Information System is under operation.
➢ Extension of River Information Service (RIS) in Farakka-Patna stretch on NW-1.
Sanctioned cost : Rs. 15.889 cr. Date of sanction : 27.11.14 Date of work order : 05.06.15 Contract value of work : Rs.10.66 Cr for equipment Date of Completion : In progress
Civil Work:-The civil work has been completed in 05 stations out of 6 namely at Patna, Barh, Hathida, Bhagalpur and Manihari except Munger. The work had been awarded to M/s. Recktronic Devices & Systems (RDS), Pune for supply, installation and commission of RIS base stations at 6 locations for an amount of Rs.10.99 Cr. The agency has supplied all equipment both imported and indigenous during the month of July / August 2016.Installation of Mono pole towers, Porta cabins has been completed in 05 stations and laying of cable and fitment of computer hardware are in progress. The Electronic Navigation Charts (ENC) of “Patna-Farakka” stretch has been finalised and kept ready for installation in vessels and control stations. A separate ENC room has also been established at Patna for updating by ENC of Patna-Farakka stretch. RIS stations under phase – II are scheduled to be commenced.
➢ Extension of River Information Service (RIS) in Patna-Varanasi stretch on NW-1. Sanctioned cost : Rs. 14.5 cr. Date of sanction : 19.08.2015 Date of work order : 03.03.2016 Contract value of work : Rs.7.73Cr for equipment Date of Completion : In progress
Civil Work:-IWAI has taken on lease land at 03 locations for installation of RIS base stations including Varanasi, where land is already available. The tender for civil works has been floated and field office will undertake the civil work. RIS Equipment The work has been awarded to M/s. Elcome Integrated System Pvt Ltd, Mumbai for supply, installation and commission of RIS base stations at 04 locations for an amount of Rs.7.73 Cr. The firm has applied for WPC license in the month of August 2016. The stations are scheduled to be commissioned by June 2017.
d. National Waterway – 2
➢ Construction of Ro-Ro Terminal at Dhubri
Original cost : Rs. 31.80 cr
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Date of sanction : 11.09.12 Revised sanctioned cost : Rs. 46.69 cr Revised date of sanction : 12.03.14 Cost of work awarded to CPWD : Rs. 46.19 cr Amount released to CPWD : Rs. 44.19 cr Scheduled Completion date : 27.08.2016 Expected date of completion : December, 2016
Salient features of the project: The project comprises of construction of a RCC jetty with Roll on – Roll off (Ro-Ro)
facility (180m x 15.6m), bank protection, transit shed (25m x 15m), open storage (20m x 15m), internal road and utilities (security office, custom enclosure, bunkering facility, fire-fighting, electrical, weigh bridge etc.).
Status: After approval of the revisedcostestimateofRs46.69Cr.,CPWD awarded the work to M/s Tribeni Construction. The work commenced in August 2014 and is in progress. Jetty work and Administrative Building work completed. Bank protection work more than 50% completed. Erection of prefabricated shed is in progress. Physical progress of 87% has been achieved till 30.09.2016.
➢ Development of Ship Repair Facility (Slipway) at Pandu, Guwahati
SANCTIONED COST Construction of Slipway : Rs. 50.76 Cr. Supervision : Rs. 2.18 Cr. Date of sanction : 19-08-2015 Date of award of work : 01-01-2016 Scheduled date of completion : 31.12.2018
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Salient features of the project: The slipway will have three dry berths for repair (i.e. one for large vessel with length over all (LOA) limited to 60 m and two for small vessels of LOA limited to 25 m). It is possible that any of the three vessels could enter or leave the slipway independent of each other. The slipway will be constructed on seven wells of 6 meter outer diameter, Main slipway, side slipway, repair way and other utilities.
Status: Construction agency has been selected through e-tendering process and work order has been issued on
01.01.2016. The contractor has mobilized men & material. Dismantling of existing structure like Building, columns of repair bay and two existing well foundation completed. Physical progress upto 30.09.2016 is 15%.
e. National Waterway – 3
➢ Construction of Terminal at Alappuzha
Sanctioned cost : Rs 9.04 cr Date of sanction : 28.11.10 Scheduled Date of completion : 28.11.12 Expected date of completion : 28.02.2016 Amount released to CPWD : Rs. 9.04 cr
Salient features of the project: The project comprises of construction of RCC Jetty of size 30 m X 10m, Godown (400 sqm.) and office building, approach road, hard standing area (4000 sq. m.), compound wall, bank protection and utilities.
Status: All the works have been completed except laying of top bituminous layer of road and hardstand. Over all physical progress of the terminal is 99%.
➢ Capital Dredging & Widening in Edapallikotta- Kollam Stretch
Sanctioned cost : Rs. 12.15 Cr. Date of sanction : 26.03.2015 Date of award of work : 18.11.2015 Scheduled date of completion : 18.11.2017
Salient features and Status: Out of 40.33 lakh cu.m capital dredging envisaged over a shoal length of about 87 km in entire NW-3, IWAI has completed nearly 38.00 lakh cu.m. of dredging over 83.75 km length. With this, single channel with the targeted depth of 2.0 meter has been provided in the entire NW-3. Capital dredging of the channel to provide two lane channel with planned width of 32 meters remains to be done in 3.25 km. This length of 3.25 km is spread over two locations: 1.00 km in Kayamkulam Kayal requiring 0.50 Lakh Cum. of dredging, which can be taken up with departmental dredgers after removal of fishing nets by State Govt.; and 2.25 km requiring 1.58 Lakh cum. dredging including widening near Chavara. For completing the work in Chavara area, work has been awarded and the agency after mobilizing at site, has commenced the work since January, 2016. 38.25 lakh m3 of dredging and 1150.00 m length of bank protection has been provided till 30.09.2016. There has been forcible stoppage of work w.e.f 15.10.2016 by the local residents at Chavra Village claiming bank protection as appropriate bank as the same is getting eroded by waves generated from vessels movement. Efforts are being made for resolve the same.
f. National Waterway-4
➢ Development of NW-4:
With regard to the development of NW-4 in Andhra Pradesh, State Govt. has awarded the work for conducting delineation survey and assessment of the land required for widening, construction of terminal etc., for developing the existing canal system for navigation. As requested by AP Govt., for developing the stretch between Vijayawada to Muktiyala of Krishna River for movement of cargo for the construction of the upcoming new capital at Amaravati, a tender for taking up dredging operation has been floated. An MoU has been signed with Govt. of Andhra Pradesh during the Maritime India Summit at Mumbai on 14.04.2016forthedevelopmentofNW-4inAndhraPradeshinfourphases.Anagreement for formation of SPV for development of National Waterways in Andhra Pradesh was signed between IWAI and Govt. of Andhra Pradesh on 19.08.2016. EFC memorandum for the formation of a Special Purpose Vehicle for development of National Waterways in Andhra Pradesh with 51% stake of IWAI and 49% of Government of Andhra Pradesh (GoAP) has been forwarded to Ministry for approval of competent Authority.
g. National Waterway-5
➢ Development of NW-5:
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The dredging operation in the in non-tidal stretch between Erada and Padanipal is in progress. Against the proposed acquisition to 10 acres of land on lease basis for setting up of the temporary terminal facility at Erada, land for 6.18 acres have already been acquired after completing all the formalities such as lease agreement with the land owners etc. and for the balance land, action is being taken for acquisition at the earliest. Action has been initiated for jetty construction, land development as well as execution of fencing and construction of office building on the acquired land. Work order for construction of Pontoon for temporary terminal at Erada was placed and 70% of work has been executed. Tender for supply of material handling equipment (Crane) was published and last date of submission of bid is on 10.11.2016. Bi-monthly Thalweg survey on NW-5 is being undertaken by M/s Global Marine Infratech Ltd. Final reports of the stage – 1 study for development of National Waterways -5 through PPP mode have been submitted by M/s Feedback Infra Pvt. Ltd. With regard to the development of the tidal stretch between Padanipal and Dhamra / Paradip, work order has been issued for EIA and EMP study for obtaining the environment, CRZ, wild life and forest clearances. The Phase –I Mathematical model study of Brahmani River Delta system from Jokadia to Padanipal, for obtaining the basic design parameters for the construction of barrages and other cross structures for development of desired fairway by IIT, Guwahati was completed. Tender for engagement of consultant for preparation of DPR and EPC contract document for the structures suggested in Mathematical modelling report, has been published Administrative charges of Rs. 46 lakhs was deposited to Govt, of Odisha for initiating the process of land acquisition for establishing permanent terminal at Pankapal. An amount of Rs. 6.35 crore & Rs. 1.74crorewas already released to CESU on 21.09.2016 & 05.10.2016 for navigational clearance below power linecrossing in between the stretch from Dhamra to Alapua and from Mangalgadito Hansua mouth respectively.
h. Construction and Acquisition of New Vessels
➢ Acquisition of one Ro-Ro Vessel to carry 12 Trucks of 25 tonne and 200 passengers (100 seated) for NW-2
from M/s Tebma Shipyards Ltd. Date of award : 27.01.2016 Contract price : Rs. 13.31 cr. Date of agreement : 11.03.2016 Delivery schedule from : 26.05.2017 issuance of work order – 16 months Amount released : Rs. 1.85 cr.
The keel of the Ro-Ro vessel was laid on 25.03.2016 and amount of Rs. 1.85 cr. was released on 06.06.2016. For the Supervision and Monitoring the construction work for the Ro-Ro vessel, the work has been awarded to Indian Register of shipping on 22.07.2016 at a cost of Rs. 15.36 lakhs. Till date, only approval of same drawings has been obtained from the Classification Society i.e. IRS and Model Testing has been done at IIT Madras on 20.08.2016.
➢ Acquisition of one Ro-Ro Vessel to carry 8 Trucks of 25 tonne and 100 passengers (50 seated) for NW-2 from M/s A.C. Roy &Co.
Date of award : 27.01.2016 Contract price : Rs. 10.04 cr. Date of agreement : 02.03.2016 Delivery schedule from : 26.03.2017 issuance of work order – 14 months Amount released : Rs. 8.02 cr.
Five stages of the Ro-Ro vessel have been completed viz. Keel laying (14.03.2016), second stage i.e. completion of 50% Hull Fabrication & Erection (26.04.2016), third stage i.e. completion of 100% Hull Fabrication & Erection (21.06.2016), fourth stage arrival of major machineries (23.09.2016) and fifth stage launching of the Ro-Ro vessel (22.09.2016). For the supervision and monitoring of the construction work of Ro-Ro vessel, the work has been awarded to Indian Register of Shipping on 22.07.2016 at a cost of Rs. 12.87 lakh.
Note:-
1. Project call Jal Marg Vikas Project on NW-1 estimated of Rs.5369.18 crore under World Bank Guidelines having
assistance of World Bank of Rs.2512.00 crore is in active in consideration for approval in Government of India. 2. A Project for development of NW-4 having estimate cost of Rs.3200 crore is in active in consideration for approval
in Government of India.
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5. FINANCING
The entire Capital base of IWAI is contributed by Ministry of Shipping, Govt. of India and as such 100% shareholding in IWAI is held by the Government of India. In F. Y. 2016-17, Ministry of Shipping has provided Grant on Plan Projects of Rs.298.25 crore and also approved to raise fund through Extra Budgetary Resources for Rs.1,000/- crore through “GoI full serviced Bond”. Authority is also implementing Project on NW-1 called as Jal Marg Vikas Project estimated cost of Rs.5369.18 crore under the World Bank guidelines on the above Project World Bank will provide loan of Rs.2512.00 to Govt. of India. It is expected, the loan agreement will be signed in early ,2017 between GoI and World Bank. 6. RELATIONSHIP WITH THE GOVERNMENT
The Authority has been constituted by of an Act of Parliament called as Inland Waterways Authority Act, 1985 (82 of 1985). The entire capital base of IWAI is contributed by the Ministry of Shipping, Government of India and as such, 100% shareholding in IWAI is held by Government of India. The Authority is part of Govt of India for development of National Waterways for navigation of Cargo and passenger vessels as 04th mode of transport in India.
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7. CORPORATE STRUCTURE
(As on date of this Disclosure Document)
Inland Waterways Authority of India
Chairman
Vice-Chairman& Project Director-JMVP Member (Finance)
Finance & Accounts Department
Secretary Member (Traffic) Member (Technical)
Traffic Department Legal Department Administration Technical Hydrographic Mech Marine Regional
& Department Dept Dept Directors
Establishment Department Traffic and Development of NW-5
Department
Note: Authority has Four Regional Offices and Ten field offices on NW- 1, 2, 3, 4 and 5 at present. Four Regional Offices are head by Director level offices.
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8. KEY OPERATIONAL & FINANCIAL PARAMETERS OF THE ISSUER FOR THE LAST 3 AUDITED YEARS
10 Current Assets Loans & Advances 13,808.52 16,343.21 13,430.77
23,735.95
11 Current Liabilities & Provisions 4,272.42 6,921.70 9,580.52
12,527.64
12 Net Current Assets 9,536.10 9,421.52 3,850.25
11,208.31
13 Total Income 11,385.41 14,789.56 15,638.18
16,020.45
14 Total Expenditure 11,385.41 14,789.56 15,638.18
16,020.45
15 (Profit) / Loss for the Year
* Audit Report on Annual Accounts for the F. Y. 2015-16 received same yet to be placed before IWAI Board and thereafter in Parliament. 9. GROSS DEBT EQUITY RATIO OF THE ISSUER
(Rs. in Lakh)
Particulars Pre-Issue (as on March 31 2016)
Post Issue of Bonds of Rs. 500 crore
GROSS DEBT* NIL 50,000.00
Gross Borrowings NIL 50,000.00
SHAREHOLDERS’ FUNDS - -
Capital 94.37 94.37
Reserve & Surplus 75.88 75.88
Capital Grants 83,162.26 83,162.26
Less: Misc. Expenditure (4,355.88) (4,355.88)
Net Worth 78,976.63 78,976.63
GROSS DEBT/ EQUITY RATIO NIL 1.57
Gross Debt/ Equity Ratio NIL 1.57
* It is assumed that Rs.500 crore raised in first tranche and there is no other change in other items mentioned in the table above subsequent to March 31, 2016. 10. PROJECT COST AND MEANS OF FINANCING, IN CASE OF FUNDINGOF NEW PROJECTS
(Rs. in Lakh)
Sr. No.
Name of the Scheme Amount (Rs.) Amount (Rs.)
A. Technical Wing
1
Development and Maintenance of following Schemes
Navigational channel (fairway) in Rajmahal - Allahabd stretch of NW-1 4.05
Indo-Bangladesh Protocol route for Inland Water Transit & Trade 1.88
Engagement of PWC 26.91
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Navigational Channel (Fairway) for the stretch of Haldia (Sagar) - Rajmahla of NW-1
1.62
Navigational channel (fairway) for NW-2 4.48
EIA/EMP studies for NW-5 0.33
EIA/EMP studies for NW-4 0.00
Capital dreding NW-3 12.15
Hard Strata on NW-1 Ghazipur-Varanasi 10.99
Ramp/Tourist terminal jetty at Biswanath ghat and Neamati 0.25
Annual Fiarway Development works in National Waterway - 3 4.45
Channelization of River Brahmaputra for development of navigability in Dhubri - Hatsingimari
21.69
Dredging in between Erada and Padanipal 47.41
Opearation repairs & annual repairs of cargo vessels of Kolkata R.O. 2.60
Dredging operations in NW-4 51.29
Engagement of IFC, Identifying and implement of projecs on PPP( 250,000+$10000 (retainership/qtr)(1$=68Rs.)
0.37
National Waterway - 5 13.27
Operating sub office at IWAI, Bhubaneshwar 0.65 204.39
2
O&M of navigational aids in NW-2 4.89
Providing night navigation facilites in Rajmahla - Ballia / Varanasi and day channerl marks between Rajmahal - Allahabad sector of NW-1
2.87
O&M of navigational aids between Haldia (Sagar) - rajmahal stretch of NW-1
2.94 10.70
3
Lease Rent for GR jetty 2, GR jetty & BISN, for old terminal land at Haldia and Swaroopganj
4.34
Construction of new terminal at Dhubri 46.69
Scheme for erection of barbed wire fencing & other ancillary work on the land acquired at Erada
7.34
Scheme for setting up of a temporary terminal facility at Erada 12.08
Taking over the immovable assets of CIWTC 28.00
Operation & Maintenance terminals between Haldia - Rajmahal 13.89
Operation & Maintenance of terminals between Rajmahal - Allahabad 4.18
Scheme for O&M of permanent terminals in NW-3 1.92
Operation and maintenance of terminals in NW-2 1.21 119.65
4 Scheme for construction of Slipway at Pandu 50.76 50.76
5 Running & maint. of NINI at Patna 2.75 2.75
Total(A) 388.25 388.25
B. Hydrographic Wing
1
Undertaking Hydrographic Survey activites in National Waterways - 3 0.28
Transportation of DGPS equipment from Silghat to Viswanath Ghat and undertaking of of civil & electrical works.
0.33
Hydrographic survey activites in the National waterway-2 0.51
Hydrographic Survey activites in Rajmahal - Allahabad 0.73
Land on lease for RIS Station at Govindpur Khas (Balia) 0.01
Project for O&M of vessels of Guwahati R.O. in NW-2 1.50
Hydrographic Survey in stetches of "Tribeni-Farakka & Farakka-Rajmahal" of NW-1
0.65
Undertaking regular maintenance of 07 RIS stations including running of DG Sets
0.58
Regular maintenance of 08 DGPS stations including runninf of DG sets and other recurring expenditure in NW-1
1.11
Regular maintenance of 08 DGPS stations including runninf of DG sets and other recurring expenditure in NW-2
1.52
Engagement of manpower & procurement of equipment for derdging survey works in Rajmahal - Allahabad stretch
0.77
Setting up of Electronic Navigation Chart (ENC) at Patna and providing Interior & Furniture to RIS contro Room at Patna (Rs, 2.54 and Rs. 1.11 lakhs)
0.03 8.02
2
Installation of RIS system forPatna-Varanasi 7.73
Installation of RIS system for Farakka-Patna 10.96
Installation of RIS system for Haldia-Farakka 2.35
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Additional work related to construction of RIS station at Mungher - gre. 0.05
Undertaking civil works in Mungher. 0.48
Undertaking civil works namely land development, construction of compound wall, guard room developments, ramp at entrace gate, cable duct, etc.
2.07 23.64
3 Hydrographic survey/feasibility report/preparation of DPR/enivornmental studies of proposed 106 new Inland Waterways (NW-27), (NW-68) (NW-40)(NW-37)DPR/TEF/Environment studies of 106 waterways.
42.50 42.50
Total(B) 74.16 74.16
C. Jal Marg Vikas
1 PMU at Head Office Level and Project Implementation Units at Sub-National Level
4.75 4.75
2 Terminal construction at Varanasi 196.84 196.84
3 Terminal construction at Sahibganj 292.10 292.10
4 Construction of Navigational Lock at Farakka 380.00 380.00
5 Construction of Multimodel Terminal Haldia 495.00 495.00
6 Least Assured Depth between Farakka to Kahalgaon on NW-1 162.93 162.93
7 Acquistion of Inspection boat and Pilot Vessel 13.24 13.24
8 Land acquisition for 34evelopm terminal 100.00 100.00
9
Consultancy:- 0.00
IWT Sector Development Strategy and market 34evelopment study 5.78
Environental and social impact assessment development study 2.86
Detailed Feasibility Study & Detailed Egineering for ancillary Works 18.81
Communication need Assessment & Strategy 0.21
Support services for Vessel Design 2.10 29.76
Total(C ) 1674.62 1674.62
D. Marine Section
1
Deployment of floating staff (crew) for O&M of the dreding units and ancillary vessels for NW-1, NW-2 & NW-3
35.18
Dry-docking repairs and Annual repairs of vessels of Guwahati R.O. 0.87
Dry-docking repairs and Annual repairs of vessels of Kochi R.O. in NW-3.
0.37
Operation of vessles of Kochi R.O. 1.65
Operation of vessles of Kolkata R.O. in NW-1. 5.33
Dry-docking repairs and Annual repairs of vessels of Kolkata R.O. in NW-1 .
0.69
Operation and maintenance of vesssels of Guwhati R.O. 1.50
Operation of vessels of Patna R.O. in NW-1 . 3.03
Dry-docking repairs and Annual Repairs of vessels of Patna R.O. 4.66 53.28
2 Procurement of 2nos. self propelled cargo vessels 32.00 32.00
3 Scheme for Procurement of 2 units Tug Barge Floatilla 37.00 37.00
4 Scheme for acquistion of of two nos. RO-RO ferry vessels for NW-2 31.64 31.64
Total(D) 153.92 153.92
GRAND Total (A+B+C+D) 2290.95 2290.95
Note:-
1. Project call “Jal Marg Vikas Project” on NW-1 estimated cost of Rs.5369.18 crore under World Bank Guidelines having assistance of World Bank of Rs.2512.00 crore is in active consideration for approval in Government of India.
2. A Project for development of NW-4 having estimate cost of Rs.3200 crore is in active consideration for approval in Government of India.
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IX. BRIEF HISTORY OF ISSUER SINCE INCORPORATION, DETAILS OF ACTIVITIES INCLUDING ANY
REORGANIZATION, RECONSTRUCTION OR AMALGAMATION, CHANGES IN CAPITAL STRUCTURE, (AUTHORIZED, ISSUED AND SUBSCRIBED) AND BORROWINGS
1. BRIEF BACKGROUND
Inland Waterways Authority of India (the Authority) was constituted on 27th October 1986 vide Inland Waterways Authority of India Act, 1985 (82 of 1985) for development and regulation of inland waterways of the country. As per Section 14 of IWAI Act, 1985, IWAI is mandated with the development and regulation of those waterways declared as National Waterways. A total of 111 waterways have been declared as National Waterways by the National Waterway Act, 2016. Besides, IWAI is also developing and maintaining the Indian side of the designated waterway routes under the Indo-Bangladesh Protocol for Transit and Trade through inland vessels of one country to the other country and is assisting MEA in development & maintenance of Kaladan Multi Modal Project in Myanmar. Three basic infrastructural requirements for making a waterway viable for shipping and navigation includes – (i) navigation channel with adequate depth and width for movement of reasonable size of inland vessels; (ii) navigation aids for day and night navigation; and (iii) terminals to provide berthing of vessels, loading and unloading of cargo/passengers and it’s road/rail connectivity. 2. CHANGE IN HEAD OFFICE
Inland Waterways Authority of India has been constituted with the Act of Parliament vide Inland Waterways Authority of India Act, 1985 (82 of 1985). Initially the head office of IWAI was in rented Building in Sector-18, Noida. The head office was shifted in own building in 1999, in Sector-1, Noida (U.P.). 3. VISION
IWAI aims to develop and maintain necessary infrastructure across technically & commercially viable National Waterways with an objective of providing integrated logistics corridor which is safe, efficient, economical and environment friendly. 4. MAIN OBJECTS
The contribution of Authority for the regulation and development of Inland Waterways for purposes of Shipping and navigation and for matters connected there with or incidental too. The Authority shall issue debt securities for the purposes listed under the Act and shall not be limited to the following, namely:- (a) Development of fairway; (b) Manufacturing of barges; (c) Terminal construction and development; (d) Waterway transportation; (e) Infrastructural facilities for waterways; and (f) Consultancy and research services.
5. MAJOR EVENTS
➢ 106 new waterways declared as National waterways by an Act of Parliament published vide the Gazette of India
➢ National Waterways 1 being developed under Jal Marg Vikas Project through World bank Funding ➢ Work for Sahibganj & Varanasi Multimodal terminal awarded ➢ Work for Farakka New navigation lock awarded in Nov 2016 ➢ Work for Haldia Multimodal Terminal to be awarded by end of Jan 2017
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➢ IWAI awarded contract to a German firm to design shallow vessels, especially suited to navigate the 1620 km
stretch of NW-1 in Aug 2016
➢ Successfully conducted Ro-Ro movement of 30 Maruti Cars from Varanasi to Kolkata in August 2016 ➢ MoU signed with Paradip Port trust – For Assistance in Development of Phase-1 of National Waterway – 5 (i.e.
Pankapal to Dhamra & Paradip for 212 Km) in Sep 2016 ➢ MoU signed with Mormugao Port Trust (MoPT) – For Assistance in Development of National Waterways in Goa
in Sep 2016 ➢ MoU signed with Dredging Corporation of India limited (DCI) – For dredging in various National Waterways in
Sep 2016
➢ SPV to be formed involving Andhra Pradesh Govt. & IWAI – To promote/ facilitate/ develop and maintain National Waterway -4 in Andhra Pradesh for shipping & navigation-EFC Memo circulated in this regard.
➢ MoU signed with Dedicated Freight Corporation of India Limited (DFCCIL) for creation of logistics hub with rail connectivity at Varanasi and other places on National Waterways in Mar 2016
➢ MoU signed with Petronet for providing LNG based alternative, fuel efficient and environment friendly mode of transportation on Waterways in April 2016
➢ India Maritime Summit held in April 2016
➢ North East Connectivity Summit held in Sep 2016
➢ Yamuna Water Taxi Project in the stretch of Wazirabad to Tronica City initiated
➢ Study for preparation of DPR on 18 location on NW-1 for ferry service initiated.
➢ RO-RO Service on NW-2 between Dhubri-Hatsingmari, Neamati-Komlabari and Dibrugarh-Sengajan under Plan. ➢ RIS installed on NW-1 between Haldia-Farakka stretch. Installation of RIS on NW-1 between Farakka-Patna and
Patna-Varanasi stretch is under process.
6. HOLDING COMPANY
The Issuer has no holding company till the date of this Disclosure Document. 7. THE PROMOTER
IWAI is an Autonomous body constituted by an Act of Parliament called as Inland Waterways Authority of India Act, 1985 (82 of 1985). The entire capital base is contributed by Ministry of Shipping, Govt. of India and as such 100% shareholding is held by Govt. of India.
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8. SUBSIDIARIES/ JOINT VENTURE COMPANIES (as on March 31, 2016)
Sr.No.
Name of the company %age shareholding
of IWAI in the company
%age shareholding of other co-ventures
Investment of IWAI in (Rs. In lacs)
Share Capital of
the company
Application Money
pending allotment
1. M/s Royal Logistics (Ship) Ltd., Kolkata
30% Nil Nil 1.5 Nil
2. M/s SKS Waterways Ltd., Kolkata
30% Nil Nil 1.5 Nil
3. M/s Vivada Logistics Pvt. Ltd., Kolkata
30% Nil Nil Nil Nil
Total 3.0 -
9. CAPITAL STRUCTURE (as on March31, 2016)
IWAI has not issued any shares against capital and capital grants invested by GoI (in pursuance of Viz. IWAI Act). The capital of IWAI as on March 31, 2016, is set forth below:
(Rs. in Lakh)
Particulars Amount
as on 31.03.2013 Amount
as on 31.03.2014 Amount
as on 31.03.2015 Amount
as on 31.03.2016
Capital u/s 11(i)(c) - Commencing Capital
94.37 94.37 94.37 94.37
Add: Capital Grant u/s 18 76,643.87 82,609.31 85,852.31 104,694.21
Less: Less Replacement Reserve (13,832.33) (16,403.52) (19,344.35) (21,531.95)
Less: Lease Rent Written off (75.67) (78.39) (59.76) -
Total 62,830.25 66,221.77 66,542.57 83,256.64
10. CAPITAL HISTORY
No change in capital history till the date of this Disclosure Document.
11. DETAILS OF ANY ACQUISITION OR AMALGAMATION IN THE LAST1 YEAR
None 12. DETAILS OF ANY REORGANIZATION OR RECONSTRUCTION IN THELAST 1 YEAR
None 13. SHAREHOLDING PATTERN OF THE ISSUER (as on December 31, 2016)
IWAI is an autonomous body constituted by an act of Parliament - Viz IWAI Act, 1985, under the Ministry of Shipping Government of India. IWAI has not issued any shares against capital and capital grants invested by Government of India (in pursuance of IWAI Act). The entire capital base of IWAI is contributed by the Ministry of Shipping, Government of India and as such, 100% shareholding in IWAI is held by the Government of India. The promoters have not pledged or encumbered by their shareholding in the Issuer.
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14. TOP 10 EQUITY SHARE HOLDERS OF THE ISSUER (as on December31, 2016)
The entire capital base of IWAI is contributed by the Ministry of Shipping, Government of India and as such, 100% shareholding in IWAI is held by the Government of India.
15. PROMOTER HOLDING IN THE ISSUER (as 31stDecember, 2016)
The entire capital base of IWAI is contributed by the Ministry of Shipping, Government of India and as such, 100% shareholding in IWAI is held by the Government of India. 16. BORROWINGS OF THE ISSUER (as on 31stDecember, 2016)
a) Debt Outstanding
Particulars Amount ((Rs. in Lakh))
(a) Secured Loans
1.N.A. Nil
Total (Secured Loans) Nil
(b) Unsecured Loans
1.N.A. Nil
Total (Unsecured Loans) Nil
Total Debt Outstanding Nil
b) Terms of Assets charged as Security
Principal terms of issue in brief Details of assets charged as security
NIL Nil Nil
c) NON-CONVERTIBLE BONDS
The Issuer has not issued any Bonds till the date of this Disclosure Document. d) TOP 10 BONDHOLDERS*
The Issuer has not issued any Bonds till the date of this Disclosure Document. 17. AMOUNT OF CORPORATE GUARANTEES ISSUED BY THE ISSUER IN FAVOUR OF VARIOUS COUNTER
PARTIES INCLUDING ITS SUBSIDIARIES, JOINT VENTURE ENTITIES, GROUP COMPANIES ETC.
The Issuer has not issued, in any form, any corporate guarantee in favour of any counter party including its subsidiaries, joint venture and group companies. 18. COMMERCIAL PAPER ISSUED BY THE ISSUER (as on 31stDecember, 2016)
The Issuer has not issued any Commercial Paper till the date of this Disclosure Document.
19. OTHER BORROWINGS (INCLUDING HYBRID DEBT LIKE FOREIGN CURRENCY CONVERTIBLE BONDS
(as on 31stDecember, 2016) The Issuer has not issued any hybrid debt like Foreign Currency Convertible Bonds (“FCCBs”), Optionally Convertible Bonds/ Debentures/ Preference Shares etc.
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20. SERVICING BEHAVIOR ON EXISTING DEBT SECURITIES, DEFAULT(S) AND/OR DELAY(S) IN
PAYMENTS OF INTEREST AND PRINCIPAL OF ANY KIND OF TERM LOANS, DEBT SECURITIES AND OTHER FINANCIAL INDEBTEDNESS INCLUDING CORPORATE GUARANTEE ISSUED BY THE ISSUER, IN THE PAST 5 YEARS
The Issuer’s has not any debt Securities/ Loans till 31stDecember, 2016. Hence, there is no default on Interest and Principle on the same. 21. OUTSTANDING BORROWINGS/ DEBT SECURITIES ISSUED FOR CONSIDERATION OTHER THAN CASH,
WHETHER IN WHOLE OR PART, AT A PREMIUM OR DISCOUNT, OR IN PURSUANCE OF AN OPTION
Not Applicable
22. AUDITED CONSOLIDATED AND STANDALONE FINANCIAL INFORMATION OF THE ISSUER
Annexed as Annexure
23. MATERIAL EVENT, DEVELOPMENT OR CHANGE AT THE TIME OF ISSUE
The Issuer hereby confirms that there has been no material event, development or change having implications on the financials/ credit quality of the Issuer (e.g. any material regulatory proceedings against the Issuer/ promoters of the Issuer, tax litigations resulting in material liabilities, corporate restructuring event etc) at the time of Issue which may affect the Issue or the investor’s decision to invest/ continue to invest in the debt securities of the Issuer.
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X. SUMMARY TERM SHEET
Issuer Inland Waterways Authority of India (“IWAI”/ the “Authority”/ the “Issuer”)on behalf of Ministry of Shipping (MOS)
Issue Size Rs.340,00,00,000 (Rupees Three Hundred Forty Crores Only).
Objects of the Issue The funds raised through this Issue will be utilized to meet Government of India’s requirement for the following purpose of development of infrastructure on National Waterways and shall not be limited to the following, namely (a) development of fairway; (b) manufacturing of barges;(c) terminal construction and development; (d) waterway transportation;(e) infrastructural facilities for waterways; and(f) consultancy and research services
Security Name ‘GoI fully serviced bonds’ IWAI – MOS Series I
Issuance Mode In demat mode only
Trading Mode In demat mode only
Credit Rating “AAA (SO)/Stable” by CRISIL Limited(“CRISIL”) &“AAA (SO); Stable” by Credit Analysis & Research Limited (“CARE”)
Seniority Not applicable
Mode of Issue Private Placement
Security Unsecured
Government Guarantee
The Ministry of Shipping, Government of India shall provide fund to IWAI for the repayment of principal amount of bonds to be issued by IWAI, as well as periodical interest payment.
Nature of Bonds Unsecured, Redeemable, Taxable, Long Term Bonds
Face Value Rs. 10 lacs per Bond
Issue Price At par
Premium/ Discount on redemption
Nil
Redemption Amount At par (Rs. 10 lacs) per Bond
Minimum Application 100 bonds ( Rs. 10 Cr )and then in multiples of 10 bond ( 1 Cr ) thereafter
Tenor 10 years from the Deemed Date of Allotment
Put Option N.A.
Put Option Price N.A.
Put Option Date N.A.
Put Notification Time N.A.
Call Option N.A.
Call Option Price N.A.
Call Option Date N.A.
Call Notification Time N.A.
Redemption/ Maturity At the end of 10 years from the Deemed Date of Allotment
Redemption Date 3rd March 2027
Coupon Rate 7.90% p.a.
Step Up/Step Down Coupon Rate
None
Coupon Payment Frequency
Semi-Annual
Coupon Payment Dates
3rd March and 3rd September
Coupon Type Fixed
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Coupon Reset Process (including
rates, spread, effective date, interest
rate cap and floor etc.)
None
Day Count Basis Actual/ Actual Interest shall be computed on an “actual/actual basis”. Where the interest period (start date to end date) includes February 29, interest shall be computed on 366 days-a-year basis
Interest on Application Money
Interest at the respective Coupon Rate (subject to deduction of income tax under the provisions of the Income Tax Act, 1961, or any other statutory modification or re-enactment thereof, as applicable) will be paid to the applicants on the application money for the Bonds for the period starting from and including the date of realization of application money in Issuer’s Bank Account upto one day prior to the Deemed Date of Allotment
Listing Proposed on the Wholesale Debt Market (WDM) segment of National Stock Exchange of India Limited (“NSE“) and/ or BSE Limited (“BSE”)
Trustees IDBI Trusteeship Services Limited
Asian Building , Ground Floor
17, R. Kamani Marg, Ballard Estate
Mumbai – 400001
Depository National Securities Depository Limited (“NSDL”) and Central Depository Services (India) Limited (“CDSL”).
Registrars Karvy Computershare Private Limited
Karvy Selenium Tower B, Plot No – 32 Gachibowli Financial District - Nanakramguda Hyderabad - 500032.
Settlement Payment of interest and repayment of principal shall be made by way of credit through direct credit/ RTGS/ NEFT mechanism.
Business Day/ Working Day Convention
“Business Days”/ “Working Days” shall be all days on which money market is functioning in Mumbai. If any Coupon Payment Date falls on a day that is not a Business Day, the payment shall be made by the Issuer on the following working day in line with SEBI circular No CIR/IMD/DF-1/122/2016 dated November 11, 2016. If the Redemption Date (also being the last Coupon Payment Date) of the Bonds falls on a day that is not a Business Day, the redemption proceeds shall be paid by the Issuer on the preceding Business Day along with interest accrued on the Bonds until but excluding the date of such payment. In the event the Record Date falls on a day which is not a Business Day, the immediately succeeding Business Day will be considered as the Record date.
Record Date 15 days prior to each Coupon Payment Date and Redemption Date
Mode of Subscription Applicants may make remittance of application money only through electronic transfer of funds through RTGS mechanism for credit as per details given hereunder:
Name of the Collecting Banker Bank of Baroda
Account Name IWAI FUND (BOND) . Credit into Current A/c No. 05860200001624
IFSC Code BARB0PARLIA
Address of the Branch Parliament Street Branch, Bank of Baroda Building, Ground Floor, 16, Sansad Marg, New Delhi-110001.
Narration ‘GoI fully serviced bonds’ IWAI – MOS Series I
Eligible Investors*
1. Qualified Institutional Buyers (“QIBs”)
a) Mutual Funds
b) Public Financial Institutions in specified Section 2(72) of the Companies Act, 2013;
c) Scheduled Commercial Banks;
d) State Industrial Development Corporations;
e) Insurance Companies registered with the Insurance Regulatory and Development Authority;
f) Provident Funds and Pension Funds with minimum corpus of Rs. 25.00 crores;
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g) National Investment Fund set up by resolution no. F. No. 2/3/2005-DDII dated November 23, 2005 of the Government of India published in the Gazette of India;
h) Insurance Funds set up and managed by army, navy or air force of the Union of India
2.. Non QIBs:
a) Companies and Bodies Corporate authorized to invest in bonds.
b) Co-operative Banks and Regional Rural Banks authorized to invest in bonds.
c) Gratuity Funds and Superannuation Funds;
d) Provident Funds and Pension Funds with corpus of less than Rs.25.00 crore;
e) Societies authorized to invest in bonds.
f) Trusts authorized to invest in bonds.
g) Statutory Corporations/Undertakings established by Central/State legislature authorized to invest in bonds.
h) Resident Individual Investors;
i) Hindu Undivided Families through Karta;
j) Partnership firms formed under applicable laws in India in the name of the partners.
Non-Eligible classes of Investors
a) Qualified Foreign Investors
b) Foreign Institutional Investors and sub-accounts, registered and unregistered with SEBI;
c) Sovereign Wealth Funds;
d) Venture Capital Investors and Foreign Venture Capital investors;
e) Overseas Corporate Bodies;
f) Multilateral and Bilateral Development Financial institutions;
g) Foreign Nationals;
h) Non-Resident Indian;
i) Persons resident outside India;
j) Minors without a guardian name;
k) Person ineligible to contract under applicable statutory/ regulatory requirements;
Transaction Documents
The Issuer has executed/ shall execute the documents including but not limited to the following in connection with the Issue: 1. Letter appointing Trustees to the Bondholders; 2. Bond Trusteeship Agreement; 3. MoU with Ministry of Shipping 4. Rating letter with CARE; 5. Rating letter with CRISIL; 6. Tripartite Agreement between the Issuer; Registrar and NSDL for issue of Bonds in
dematerialized form; 7. Tripartite Agreement between the Issuer, Registrar and CDSL for issue of Bonds in
dematerialized form; 8. Letter appointing Registrar and MoU entered into between the Issuer and the
Registrar; 9. Application made to NSE and/or BSE for seeking its in-principle approval for listing of
Bonds; 10. Listing Agreement with NSE and/or BSE; 11. Letters appointing Arrangers to the Issue.
Conditions precedent to subscription of Bonds
The subscription from investors shall be accepted for allocation and allotment by the Issuer subject to the following: 1. Rating letters from the aforesaid rating agencies not being more than one month old
from the issue opening date; 2. Letter from the Trustees conveying their consent to act as Trustees for the
Bondholder(s); 3. Application to NSE and/or BSE for seeking its in-principle approval for listing of Bonds.
Conditions subsequent to subscription of Bonds
The Issuer shall ensure that the following documents are executed/ activities are completed as per time frame mentioned elsewhere in this Disclosure Document:
1. Credit of demat account(s) of the allottee(s) by number of Bonds allotted within 2 working days from the Deemed Date of Allotment;
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2. Making listing application to NSE and /or BSE within 15 days from the Deemed Date of Allotment of Bonds and seeking listing permission within 20 days from the Deemed Date of Allotment of Bonds in pursuance of SEBI Debt Regulations. In case of delay in listing of the Bonds beyond 20 days from the Deemed Date of Allotment, the Issuer shall pay penal interest at the rate of 1.00% p.a. over the respective Coupon Rates of the Bonds from the expiry of 30 days from the Deemed Date of Allotment till the listing of Bonds to the bondholders.
3. Execution of Bond Trust Deed within time frame prescribed in the relevant regulations/ act/ rules etc and submit with NSE and /or BSE within 5 working days of execution of the same for uploading on its website in pursuance of SEBI Debt Regulations. In case of delay in execution of Bond Trust Deed and/or other security document(s), the Issuer will refund the subscription with agreed rate of interest or will pay penal interest at the rate of 2.00% p.a.over the respective Coupon Rates of the Bonds till these conditions are complied with at the option of the bondholder(s).
Besides, the Issuer shall perform all activities, whether mandatory or otherwise, as mentioned elsewhere in this Disclosure Document.
Events of Default If the Issuer commits a default in making payment of any installment of interest or repayment of principal amount of the Bonds on the respective due date(s), the same shall constitute an “Event of Default” by the Issuer. In case of default in payment of interest and/or principal redemption on the due dates, the Issuer shall pay an additional interest at the rate of 2.00% p.a. over the respective Coupon Rates of the Bonds for the defaulting period
Remedies Upon the occurrence of any of the Events of Default, the Trustees shall on instructions from majority Bondholder(s), declare the amounts outstanding to be due and payable forthwith.
Cross Default Not Applicable
Role and Responsibilities of
Trustees
The Trustees shall protect the interest of the Bondholders in the event of default by the Issuer in regard to timely payment of interest and repayment of principal and shall take necessary action at the cost of the Issuer. No Bondholder shall be entitled to proceed directly against the Issuer unless the Trustees, having become so bound to proceed, fail to do so.
The Trustees shall carry out its duties and perform its functions as required to discharge its obligations under the terms of SEBI Debt Regulations, the Securities and Exchange Board of India (Debenture Trustees) Regulations, 1993, the Bond Trusteeship Agreement, the Bond Trust Deed, Disclosure Document and all other related transaction documents, with due care, diligence and loyalty.
The Issuer shall, till the redemption of Bonds, submit its latest audited/ limited review half yearly consolidated (wherever available) and standalone financial information such as Statement of Income & Expenditure, Balance Sheet and Cash Flow Statement and auditor qualifications, if any, to the Trustees within the timelines as mentioned in Simplified Listing Agreement issued by SEBI vide circular No. SEBI/IMD/BOND/1/2009/11/05 dated May 11, 2009 as amended. Besides, the Issuer shall within 180 days from the end of the financial year, submit a copy of the latest annual report to the Trustees and the Trustees shall be obliged to share the details so submitted with all ‘Qualified Institutional Buyers’ (QIBs) and other existing Bondholder(s) within two working days of their specific request.
Governing Law and Jurisdiction
The Bonds are governed by and shall be construed in accordance with the existing laws of India. Any dispute arising thereof shall be subject to the jurisdiction of the competent court of Uttar Pradesh, India
Issue Opening Date* 3rd March, 2017
Issue Closing Date* 3rd March, 2017
Pay-in Date * 3rd March, 2017 Deemed Date of Allotment *
3rd March, 2017
* The Issuer reserves its sole and absolute right to modify (pre-pone/ postpone) the above dates without giving any reasons or prior notice. In such a case, investors shall be intimated about the revised schedule by the Issuer. The Issuer also reserves the right to keep multiple Deemed Date(s) of Allotment at its sole and absolute discretion without any notice. In case if the above date is/are changed (pre-poned/ postponed), the Deemed Date of Allotment may also be changed (pre-poned/ postponed) by the Issuer at its sole and absolute discretion. Consequent to change in Deemed Date of Allotment, the Coupon Payment Dates and/or Redemption Date may also be changed at the sole and absolute discretion of the Issuer.
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XI. Disclosures pertaining to wilful default
1. In case of listing of debt securities made on private placement, the following disclosures shall be made:
(a) Name of the bank declaring the entity as a wilful defaulter (b) The year in which the entity is declared as a wilful defaulter (c) Outstanding amount when the entity is declared as a wilful defaulter (d) Name of the entity declared as a wilful defaulter (e) Steps taken, if any, for the removal from the list of wilful defaulters (f) Other disclosures, as deemed fit by the issuer in order to enable investors to take informed decisions (g) Any other disclosure as specified by the Board
None of the above is applicable in the case of IWAI, as IWAI has never defaulted in any of its payment obligations.
2. The fact that the issuer or any of its promoters or directors is a wilful defaulter shall be disclosed
prominently on the cover page with suitable cross-referencing to the pages.
Not Applicable
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XII. TERMS OF OFFER (DETAILS OF DEBT SECURITIES PROPOSED TO BE ISSUED, MODE OF ISSUANCE,
ISSUE SIZE, UTILIZATION OF ISSUE PROCEEDS, STOCK EXCHANGE WHERE SECURITIES ARE PROPOSED TO BE LISTED, REDEMPTION AMOUNT, PERIOD OF MATURITY, YIELD ON REDEMPTION, DISCOUNT AT WHICH OFFER IS MADE AND EFFECTIVE YIELD FOR INVESTOR)
PRIVATE PLACEMENT OF “GOI FULLY SERVICED BONDS” UNSECURED, REDEEMABLE TAXABLE LONG TERM BONDS FOR AN AMOUNT AGGREGATING RS. 200 CRORE WITH GREEN SHOE OPTION UPTO RS. 300 CRORE BY INLAND WATERWAYS AUTHORITY OF INDIA (“IWAI” OR THE “ISSUER” OR THE “AUTHORITY”) 3. ISSUE SIZE
Inland Waterways Authority of India (“IWAI” or the “Issuer” or the “Authority”) proposes to raise Rs. 200 crore with green shoe option upto Rs. 300 crore through issue of “GoI Fully Serviced Bonds” Unsecured, Redeemable Taxable Long Term Bonds (“bonds”) of face value of Rs. 10.00 lacs each (the “Issue”).
4. ELIGIBILITY TO COME OUT WITH THE ISSUE
The Issuer or the person in control of the Issuer, or its promoter, has not been restrained or prohibited or debarred by SEBI/any other Government authority from accessing the securities market or dealing in securities and such direction or order is in force. 5. REGISTRATION AND GOVERNMENT APPROVALS
IWAI can undertake the activities proposed by it in view of the present approvals and no further approval from any government authority(ies) is required by IWAI to undertake the proposed activities save and except those approvals which may be required to be taken in the normal course of business from time to time. 6. AUTHORITY FOR THE ISSUE
The present Issue is being made pursuant to announcement in Union Budget, IWAI Act and approved by Ministry of Finance vide their office memorandum no. F.15(4)-b(cdn)/2015 dated 03.10.2016 and 20.10.2016.
7. OBJECTS OF THE ISSUE
The funds raised through this Issue will be utilized to meet Government of India’s requirement for the following purpose of development of infrastructure on National Waterways and shall not be limited to the following, namely:- (a) development of fairway; (b) manufacturing of barges; (c) terminal construction and development; (d) waterway transportation; (e) infrastructural facilities for waterways; and (f) consultancy and research services. 8. UTILISATION OF ISSUE PROCEEDS
The funds being raised by the Issuer through present issue of Bonds are not meant for financing any particular project. In terms of the SEBI Debt Regulations, there is no requirement for appointment of a monitoring agency in relation to the use of proceeds of the Issue. Members of the Authority shall monitor the utilisation of the proceeds of the Issue. IWAI shall disclose in its financial statements, the utilization of the proceeds of the issue under a separate head along with any details in relation to all such proceeds of the issue that have not been utilized thereby also indicating investments, if any, of such unutilized proceeds of the Issue. IWAI undertakes that proceeds of the present issue shall not be used for any purpose which may be in contravention of the regulations/ guidelines/ norms issued by the RBI/ SEBI/ RoC/ Stock Exchange(s). 9. MINIMUM SUBSCRIPTION
In terms of the SEBI Debt Regulations, the Issuer may decide the amount of minimum subscription which it seeks to raise by issue of Bonds and disclose the same in the Disclosure document. The Issuer has decided not to stipulate any minimum subscription for the present Issue and therefore the Issuer shall not be liable to refund the issue subscription(s)/ proceed(s) in the event of the total issue collection falling short of issue size or certain percentage of issue size.
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10. UNDERWRITING
The present Issue of Bonds is not underwritten. 11. NATURE OF BONDS
The Bonds are to be issued in the form of “GoI Fully Serviced Bonds” Unsecured, Redeemable Taxable Long Term Bonds. 12. FACE VALUE
Each Bond has a face value of Rs. 10 lacs. The Bonds are redeemable at par i.e. for Rs. 10 lacs. 13. SECURITY
Unsecured Bonds 14. TERMS OF PAYMENT
The full face value of the Bonds as applicable, is to be paid along with the Application Form. Investor(s) need to send in the Application Form and the RTGS for the full issue price of Bonds allocated to them.
Face Value per Bond
Minimum Application for Amount Payable on Application per Bond
Rs. 10 lacs 100 Bonds (Rs.10 cr.) and then in multiples of10 Bonds (Rs.1 cr.) thereafter
Face Value
15. DEEMED DATE OF ALLOTMENT
All benefits under the Bonds including payment of interest will accrue to the Bondholders from and including date of allotment 03 March,2017, which shall be the Deemed Date of Allotment. All benefits relating to the Bonds will be available to the investors from the Deemed Date of Allotment. The actual allotment of Bonds may take place on a date other than the Deemed Date of Allotment. The Issuer reserves the right to keep multiple allotment date(s)/ deemed date(s) of allotment at its sole and absolute discretion without any notice. In case if the issue closing date/ pay in dates is/are changed (pre-poned/ postponed), the Deemed Date of Allotment may also be changed (pre-pond/ postponed) by the Issuer at its sole and absolute discretion. 16. LETTER(S) OF ALLOTMENT/ BOND CERTIFICATE(S)/ REFUND ORDER(S)/ ISSUE OF LETTER(S) OF
ALLOTMENT
The beneficiary account of the investor(s) with National Securities Depository Limited (NSDL)/ Central Depository Services (India) Limited (CDSL)/ Depository Participant will be given initial credit within 2 working days from the Deemed Date of Allotment. The initial credit in the account will be akin to the Letter of Allotment. On completion of the all statutory formalities, such credit in the account will be akin to a Bond Certificate. 17. ISSUE OF BOND CERTIFICATE(S)
Subject to the completion of all statutory formalities within timeframe prescribed in the relevant regulations/act/rules etc, the initial credit akin to a Letter of Allotment in the Beneficiary Account of the investor would be replaced with the number of Bonds allotted. The Bonds since issued in electronic (dematerialized) form, will be governed as per the provisions of The Depository Act, 1996, Securities and Exchange Board of India (Depositories and Participants) Regulations, 1996, rules notified by NSDL/ CDSL/ Depository Participant from time to time and other applicable laws and rules notified in respect thereof. The Bonds shall be allotted in dematerialized form only.
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18. DEPOSITORY ARRANGEMENTS
The Issuer has appointed Karvy Computershare Private Limited(Address: 305, New Delhi House, 27, Barakhamba Road, New Delhi-110001, Tel: +91 11 43681700, Fax: +91 11 43681710, Email: [email protected]) as the Registrar (“Registrar”) for the present Bond Issue. The Issuer has entered into necessary depository arrangements with National Securities Depository Limited (NSDL) and Central Depository Services (India) Limited (CDSL) for dematerialization of the Bonds offered under the present Issue, in accordance with the Depositories Act, 1996 and regulations made there under. In this context, the Issuer has signed two tripartite agreements as under:
• Tripartite Agreement between the Issuer, National Securities Depository Limited (“NSDL”) and the Registrar for dematerialization of the Bonds offered under the present Issue.
• Tripartite Agreement between the Issuer, Central Depository Services (India) Limited (“CDSL”) and the Registrar for dematerialization of the Bonds offered under the present Issue.
Investors can hold the bonds only in dematerialised form and deal with the same as per the provisions of Depositories Act, 1996 as amended from time to time. 19. PROCEDURE FOR APPLYING FOR DEMAT FACILITY
a. Applicant(s) should have/ open a Beneficiary Account with any Depository Participant of NSDL or CDSL. b. The applicant(s) must specify their beneficiary account number and depository participants ID in the relevant
columns of the Application Form. c. If incomplete/incorrect beneficiary account details are given in the Application Form which does not match with
the details in the depository system, the allotment of Bonds shall be held in abeyance till such time satisfactory demat account details are provided by the applicant.
d. The Bonds shall be directly credited to the Beneficiary Account as given in the Application Form and after due verification, allotment advice/refund order, if any, would be sent directly to the applicant by the Registrars to the Issue but the confirmation of the credit of the Bonds to the applicant’s Depository Account will be provided to the applicant by the Depository Participant of the applicant.
e. Interest or other benefits with respect to the Bonds would be paid to those bondholders whose names appear on the list of beneficial owners given by the depositories to the Issuer as on the Record Date. In case, the beneficial owner is not identified by the depository on the Record Date due to any reason whatsoever, the Issuer shall keep in abeyance the payment of interest or other benefits, till such time the beneficial owner is identified by the depository and intimated to the Issuer. On receiving such intimation, the Issuer shall pay the interest or other benefits to the beneficiaries identified, within a period of 15 days from the date of receiving such intimation.
f. Applicants may please note that the Bonds shall be allotted and traded on the stock exchange(s) only in dematerialized form.
20. FICTITIOUS APPLICATIONS
Any person who makes, in fictitious name, any application to a body corporate for acquiring, or subscribing to, the Bonds, or otherwise induced a body corporate to allot, register any transfer of Bonds therein to them or any other person in a fictitious name, shall be punishable as per provisions of extant laws.
21. MARKET LOT
The market lot will be one Bond (“Market Lot”). Since the Bonds are being issued only in dematerialised form, the odd lots will not arise either at the time of issuance or at the time of transfer of Bonds. 22. TRADING OF BONDS
The marketable lot for the purpose of trading of Bonds shall be 1 (one) Bond of face value of Rs.10 lacs each. Trading of Bonds would be permitted in demat mode only in standard denomination of Rs.10 lacs and such trades shall be cleared and settled in recognised stock exchange(s) subject to conditions specified by SEBI. In case of trading in Bonds which has been made over the counter, the trades shall be reported on a recognized stock exchange having a nationwide trading terminal or such other platform as may be specified by SEBI.
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23. MODE OF TRANSFER OF BONDS
The Bonds shall be transferred subject to and in accordance with the rules/ procedures as prescribed by the NSDL/ CDSL/ Depository Participant of the transferor/ transferee and any other applicable laws and rules notified in respect thereof. The normal procedure followed for transfer of securities held in dematerialized form shall be followed for transfer of these Bonds held in electronic form. The seller should give delivery instructions containing details of the buyer’s DP account to his depository participant. The transferee(s) should ensure that the transfer formalities are completed prior to the Record Date. In the absence of the same, interest will be paid/ redemption will be made to the person, whose name appears in the records of the Depository. In such cases, claims, if any, by the transferee(s) would need to be settled with the transferor(s) and not with the Issuer. 24. BASIS OF ALLOCATION / ALLOTMENT
The issuer reserves the right to reject any/all applications at its sole discretion, without assigning any reason whatsoever. The decision of IWAI in this regard will be final and binding on all the applicants and shall not be called into question, whatsoever. 25. COMMON FORM OF TRANSFER
The Issuer undertakes that it shall use a common form/ procedure for transfer of Bonds issued under terms of this Disclosure Document. 26. INTEREST ON APPLICATION MONEY
a. In case of change in deemed date of allotment and in respect of investors who get allotment in the bond issue , interest on application money shall be paid at the coupon rate applicable for bond series (subject to deduction of income tax under the provisions of the Income Tax Act, 1961, or any other statutory modification or re-enactment thereof, as applicable) from the date of receipt of application money in IWAI’s account till one day prior to the date of allotment on the aggregate face value amount of Bonds The interest on Application Money shall be computed as per “Actual/Actual” day count convention. The payment shall be made only through electronic mode. However, in case of rejection of electronic mode, due to incomplete / incorrect detail provided by applicant, payment may be made through cheque /demand . The cheque /demand for interest on application money shall be dispatched by the Issuer within 15 days from the Deemed Date of Allotment by registered post to the sole/ first applicant, at the sole risk of the applicant.
b. No interest on Application Money will be paid in respect of applications which are rejected due to any reason.
27. INTEREST ON THE BONDS
The face value of the Bonds outstanding shall carry interest at the coupon rate from deemed date of allotment and the coupon rate & frequency of payment (subject to deduction of income tax under the provisions of the Income Tax Act, 1961, or any other statutory modification or re-enactment thereof, as applicable) are mentioned at summary term sheet. The interest payment shall be made through electronic mode to the bondholders whose names appear on the list of beneficial owners given by the depository participant to R&TA as on the record date fixed by Issuer in the bank account which is linked to the demat of the bondholder. However, in absence of complete bank details i.e. correct/updated bank account number, IFSC/RTGS code /NEFT code etc., issuer shall be required to make payment through cheques / DDs on the due date at the sole risk of the bondholders. Interest or other benefits with respect to the Bonds would be paid to those Bondholders whose names appear on the list of beneficial owners given by the depository participant to R&TA as on the Record Date. 28. COMPUTATION OF INTEREST
Interest for each of the interest periods shall be computed as per Actual/ Actual day count convention on the face value amount of Bonds outstanding at the respective Coupon Rate rounded off to the nearest Rupee. Where the interest period (start date to end date) includes February 29, interest shall be computed on 366 days-a-year basis, on the face value amount of Bonds outstanding.
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29. RECORD DATE
The ‘Record Date’ for the Bonds shall be 15 days prior to each Coupon Payment Date and Redemption Date. In case of redemption of Bonds, the trading in the Bonds shall remain suspended between the Record Date and the Redemption Date. Interest payment and principal repayment shall be made to the person whose name appears as beneficiary with the Depositories as on Record Date. In the event of the Issuer not receiving any notice of transfer at least 15 days before the respective Coupon Payment Date and Redemption Date, the transferees for the Bonds shall not have any claim against the Issuer in respect of amount so paid to the registered Bondholders. 30. DEDUCTION OF TAX AT SOURCE
Tax as applicable under the Income Tax Act, 1961, or any other statutory modification or re-enactment thereof will be deducted at source out of interest payable on Bonds. Tax exemption certificate/ declaration of non-deduction of tax at source, if applicable, on interest on application money should be submitted along with the Application Form. Regarding deduction of tax at source and the requisite declaration forms to be submitted, prospective investors are advised to consult their own tax consultant(s). In case of tax deducted at source, the Company will issue the TDS certificate to the investors. 31. PUT & CALL OPTION
Neither the bondholder(s) shall have any right to exercise Put Option nor the Issuer shall have right to exercise Call Option to redeem the Bonds, in whole or in part, prior to the respective Redemption Date. 32. REDEMPTION
The face value of the Bonds shall be redeemed at par, on the respective Redemption Dates. The Bonds will not carry any obligation, for interest or otherwise, after the Redemption Date. The Bonds shall be taken as discharged on payment of the redemption amount by the Issuer on the Redemption Date to the registered Bondholders whose name appear in the Register of Bondholders on the Record Date. Such payment will be a legal discharge of the liability of the Issuer towards the Bondholders. In case any Redemption Date falls on a day which is not a Working Day, the payment due shall be made on the immediately preceding Working Day along with interest accrued on the Bonds until but excluding the date of such payment.
33. ADDITIONAL COVENANTS
a. Default in Payment: In case of default in payment of interest and/or principal redemption on the due dates, the
Issuer shall pay an additional interest at the rate of 2.00% p.a. over the respective Coupon Rates of the Bonds for the defaulting period.
b. Listing: The Issuer shall complete all the formalities and seek listing permission within 20 days from the Deemed
Date of Allotment. In case of delay in listing of the Bonds beyond 20 days from the Deemed Date of Allotment, the Issuer shall pay penal interest at the rate of 1.00% p.a. over the respective Coupon Rates of the Bonds from the expiry of 30 days from the Deemed Date of Allotment till the listing of Bonds to the bondholders.
34. SETTLEMENT/ PAYMENT ON REDEMPTION
Payment of interest and repayment of principal shall be made by way of interest/ redemption warrant(s)/ credit through direct credit/ NECS/ RTGS/ NEFT mechanism in the name of the Bondholders whose name appear on the List of Beneficial Owners given by Depository to the Issuer as on the Record Date. The Bonds shall be taken as discharged on payment of the redemption amount by the Issuer on the Redemption Date to the list of Beneficial Owners as provided by NSDL/ CDSL/ Depository Participant as on Record Date. Such payment will be a legal discharge of the liability of the Issuer towards the Bondholders. On such payment being made, the Issuer shall inform NSDL/ CDSL/ Depository Participant and accordingly the account of the Bondholders with NSDL/ CDSL/ Depository Participant shall be adjusted.
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The Issuer’s liability to the Bondholders towards all their rights including for payment or otherwise shall cease and stand extinguished from the due date of redemption in all events. Further the Issuer will not be liable to pay any interest or compensation from the Redemption Date. On the Issuer’s dispatching/ crediting the amount to the Beneficiary(ies) as specified above in respect of the Bonds, the liability of the Issuer shall stand extinguished. 35. EFFECT OF HOLIDAYS
Should any of date(s) defined in the Disclosure Document, except the Deemed Date of Allotment, falls on a Saturday, Sunday or a Public Holiday, the next working day shall be considered as the effective date(s). If any Coupon Payment Date falls on a day that is not a Business Day, the payment shall be made by the Issuer on the immediately succeeding Business Day will be considered as the Record date. Further, interest for such additional period so paid, shall be deducted out of the interest payable on the next Coupon Payment Date. If any Redemption Date (also being the last Coupon Payment Date) of the Bonds falls on a day that is not a Business Day, the redemption proceeds shall be paid by the Issuer on the immediately preceding Business Day along with interest accrued on the Bonds until but excluding the date of such payment. If any Record Date falls on a day which is not a Business Day, the immediately succeeding Business Day will be considered as the Record Date. Set forth below is an illustration for guidance in respect of the day count convention and effect of holidays on payments. Investors should note that this example is solely for illustrative purposes.
Illustration
Name of Issuer Inland Waterways Authority of India
Face Value of Bonds Rs. 10,00,000
Deemed Date of Allotment 3 March 2017
Redemption Date 3 March 2027
Coupon Rate 7.90% per annum
Frequency of Coupon Payment with specified dates
Semi-Annually on 3rd March and 3rd September, of each year till maturity of Bonds. The first coupon payment would be made on 03.09.2017 which shall include interest from and including the Deemed Date of Allotment i.e. 03.03.2017 upto but excluding the first coupon payment date 03.09.2017. The second and subsequent coupon payments shall be made on 03.03.2018, each year upto the Redemption Date i.e. 03.03.2027, including the first date but excluding the last date. Coupon on Bonds will cease on the Redemption Date in all events.
Day Count Convention Actual/ Actual
Coupon shall be computed on an “actual/actual basis”. Where the coupon period (start date to end date) includes February 29, interest shall be computed on 366 days-a-year basis
Cash Flows
Coupon Payment Coupon Payment Date
and Day Actual Coupon Payment Date
No. of days in Coupon
Period
Amount per Bond payable (in Rs.)
1st Coupon Payment Date
03.09.2017, Sunday 4-Sep-17 185 40041.1
2nd Coupon Payment Date
03.03.2018, Saturday 5-Mar-18 182 39391.78
3rd Coupon Payment Date
03.09.2018, Monday 3-Sep-18 182 39391.78
4th Coupon Payment Date
03.03.2019, Sunday 4-Mar-19 182 39391.78
5th Coupon Payment Date
03.09.2019, Tuesday 3-Sep-19 183 39608.22
6th Coupon Payment Date
03.03.2020, Tuesday 3-Mar-20 182 39284.15
7th Coupon Payment Date
03.09.2020, Thursday 3-Sep-20 184 39824.66
8th Coupon Payment Date
03.03.2021, Wednesday 3-Mar-21 181 39175.34
9th Coupon Payment Date
03.09.2021, Friday 3-Sep-21 184 39824.66
10th Coupon Payment Date
03.03.2022, Thursday 3-Mar-22 181 39175.34
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11th Coupon Payment Date
03.09.2022, Saturday 5-Sep-22 186 40257.53
12th Coupon Payment Date
03.03.2023, Friday 3-Mar-23 179 38742.47
13th Coupon Payment Date
03.09.2023, Sunday 4-Sep-23 185 40041.1
14th Coupon Payment Date
03.03.2024, Sunday 4-Mar-24 182 39284.15
15th Coupon Payment Date
03.09.2024, Tuesday 3-Sep-24 183 39608.22
16th Coupon Payment Date 03.03.2025, Monday 3-Mar-25 181 39175.34
17th Coupon Payment Date
03.09.2025, Wednesday 3-Sep-25 184 39824.66
18th Coupon Payment Date
03.03.2026, Tuesday 3-Mar-26 181 39175.34
19th Coupon Payment Date
03.09.2026, Thursday 3-Sep-26 184 39824.66
20th Coupon Payment Date
03.03.2027, Wednesday 3-Mar-27 181 39175.34
Redemption Date 03.03.2027, Wednesday 10,00,000
TOTAL 10,39,175
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Assumptions and Notes:
1. For the purposes of the above illustration, only such dates that fall on Saturday and Sundays, have been considered as non-Business Days;
2. As the Coupon Period for the 6th Coupon Payment Date includes February 29, 2020 (calendar year 2020 being a leap year) and Coupon Period for the 14th Coupon Payment Date includes February 29, 2024 (calendar year 2024 being a leap year), interest has been computed on 366 days-a-year basis as provided in the “Day Count Convention”.
3. Since the 1st Coupon Payment Date is falling on a non-Business Day, 1st coupon payment shall be made on the immediately succeeding Business Day alongwith interest for one additional day. Accordingly, interest for one day shall be deducted from the coupon payable on the 2nd Coupon Payment Date.
4. Since the 2nd Coupon Payment Date is falling on a non-Business Day, 2nd coupon payment shall be made on the
immediately succeeding Business Day alongwith interest for one additional day. Accordingly, interest for one day shall be deducted from the coupon payable on the 3rd Coupon Payment Date.
5. Since the 4th Coupon Payment Date is falling on a non-Business Day, 4th coupon payment shall be made on the immediately succeeding Business Day alongwith interest for one additional day. Accordingly, interest for one day shall be deducted from the coupon payable on the 5th Coupon Payment Date.
6. Since the 11th Coupon Payment Date is falling on a non-Business Day, 11th coupon payment shall be made on the
immediately succeeding Business Day alongwith interest for one additional day. Accordingly, interest for one day shall be deducted from the coupon payable on the 12th Coupon Payment Date.
7. Since the 13th Coupon Payment Date is falling on a non-Business Day, 13th coupon payment shall be made on the
immediately succeeding Business Day alongwith interest for one additional day. Accordingly, interest for one day shall be deducted from the coupon payable on the 14th Coupon Payment Date.
8. Since the 14th Coupon Payment Date is falling on a non-Business Day, 14th coupon payment shall be made on the
immediately succeeding Business Day alongwith interest for one additional day. Accordingly, interest for one day shall be deducted from the coupon payable on the 15th Coupon Payment Date.
9. The aggregate coupon payable to each Bondholder shall be rounded off to the nearest rupee as per the Fixed Income Money Market and Derivatives Association handbook on market practices.
36. LIST OF BENEFICIAL OWNERS
The Issuer shall request the Depository to provide a list of Beneficial Owners as at the end of the Record Date. This shall be the list, which shall be considered for payment of interest or repayment of principal amount, as the case may be. 37. SUCCESSION
In the event of the demise of the sole/first holder of the Bond(s) or the last survivor, in case of joint holders for the time being, the Issuer shall recognize the executor or administrator of the deceased Bondholder, or the holder of succession certificate or other legal representative as having title to the Bond(s).the Issuer shall not be bound to recognize such executor or administrator, unless such executor or administrator obtains probate, wherever it is necessary, or letter of administration or such holder is the holder of succession certificate or other legal representation, as the case may be, from a Court in India having jurisdiction over the matter. The Issuer may, in its absolute discretion, where it thinks fit, dispense with production of probate or letter of administration or succession certificate or other legal representation, in order to recognize such holder as being entitled to the Bond(s) standing in the name of the deceased Bondholder on production of sufficient documentary proof or indemnity. Where a non-resident Indian becomes entitled to the Bond by way of succession, the following steps have to be complied:
a. Documentary evidence to be submitted to the Legacy Cell of the RBI to the effect that the Bond was acquired by
the NRI as part of the legacy left by the deceased holder.
b. Proof that the NRI is an Indian National or is of Indian origin.
Such holding by the NRI will be on a non-repatriation basis.
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38. WHO CAN APPLY
The following categories of investors are eligible to apply for this Issue of Bonds. However, the prospective subscribers must make their own independent evaluation and judgement regarding their eligibility to invest in the Issue.
Eligible Investors*
i. Qualified Institutional Buyers (“QIBs”)
a) Mutual Funds
b) Public Financial Institutions in specified Section 2(72) of the Companies Act, 2013;
c) Scheduled Commercial Banks;
d) State Industrial Development Corporations;
e) Insurance Companies registered with the Insurance Regulatory and Development Authority;
f) Provident Funds and Pension Funds with minimum corpus of Rs. 25.00 crores;
g) National Investment Fund set up by resolution no. F. No. 2/3/2005-DDII dated November 23, 2005 of the Government of India published in the Gazette of India;
h) Insurance Funds set up and managed by army, navy or air force of the Union of India
ii. Non QIBs:
a) Companies and Bodies Corporate authorized to invest in bonds.
b) Co-operative Banks and Regional Rural Banks authorized to invest in bonds.
c) Graduity Funds and Superannuation Funds;
d) Provident Funds and Pension Funds with corpus of less than Rs.25.00 crore;
e) Societies authorized to invest in bonds.
f) Trusts authorized to invest in bonds.
g) Statutory Corporations/Undertakings established by Central/State legislature authorized to invest in bonds.
h) Resident Individual Investors;
i) Hindu Undivided Families through Karta;
j) Partnership firms formed under applicable laws in India in the name of the partners.
39. WHO ARE NOT ELIGIBLE TO APPLY FOR BONDS
This Issue is not being offered to the following categories of investors and any application from such investors will be deemed an invalid application and rejected:
Non-Eligible classes of Investors
a) Qaulified Foreign Investors;
b) Foreign Institutional Investors and sub-accounts, registered/unregistered with SEBI;
c) Venture Capital Funds and Foreign Venture Capital Investors;
d) Sovereign Wealth Funds;
e) Overseas Corporate Bodies;
f) Mullateral and Bilateral Development Finanacial Institutions;
g) Foreign Nationals;
h) Non-Resident Indians;
i) Persons resident outside India;
j) Minors without a guardian name;
k) Person ineligible to contact under applicable statutory/regulatory requirements.
40. DOCUMENTS TO BE PROVIDED BY INVESTORS
Investors need to submit the certified true copies of the following documents, along-with the Application Form, as applicable:
• Memorandum and Articles of Association/Constitution/ Bye-laws/ Trust Deed;
• Board Resolution authorizing the investment and containing operating instructions;
• Power of Attorney/ relevant resolution/authority to make application;
• Specimen signatures of the authorized signatories (ink signed), duly certified by an appropriate authority;
• Government Notification (in case of Primary Co-operative Bank and RRBs);
• Copy of Permanent Account Number Card (“PAN Card”) issued by the Income Tax Department;
• Copy of a cancelled cheque for ECS payments;
• Necessary forms for claiming exemption from deduction of tax at source on interest on application money, wherever applicable.
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41. HOW TO APPLY
This Disclosure Document is neither a prospectus nor a statement in lieu of prospectus and does not constitute an offer to the public generally to subscribe for or otherwise acquire the Bonds issued by the Company. The document is for the exclusive use of the institution(s) to whom it is delivered and it should not be circulated/ distributed to third parties. This being a private placement Issue, the eligible investors who have been addressed through this communication directly, only are eligible to apply. Applications for the Bonds must be in the prescribed form and completed in BLOCK LETTERS in English and as per the instructions contained therein. Applications complete in all respects must be submitted before the last date indicated in the issue time table or such extended time as decided by the Issuer, at any of the designated collection centres, accompanied by the application money by way of cheque(s)/ demand (s)drawn on any bank including a co-operative bank which is situated at and is a member of the Bankers’ clearing house located at a place where the application form is submitted. The original Applications Forms (along with all necessary documents as detailed in this Disclosure Document), pay-in slip and other necessary documents should be sent to the head office of the Issuer through respective arrangers on the same day. Cheque(s)/ demand (s) will not be accepted. Money orders/postal orders will also not be accepted. The entire amount of issue price per Bond i.e. Face Value is payable on application. Applicants may make remittance of application money only by way of electronic transfer of funds only through RTGS/ fund transfer for credit of account as per details given hereunder:
Name of the Collecting Banker Bank of Baroda
Account Name IWAI FUND (BOND)
Credit into Current A/c No. 05860200001624
IFSC Code BARB0PARLIA
Address of the Branch Parliament Street Branch, Bank of Baroda Building, Ground Floor, 16, Sansad Marg, New Delhi-110001
Narration ‘GoI fully serviced bonds’ IWAI – MOS Series I
The payment to be made for subscription to securities shall be made from the bank account of the person subscribing to such securities and the Authority shall keep the record of the Bank account from where such payments for subscriptions have been received. Provided that monies payable on subscription to securities to be held by joint holders shall be paid from the bank account of the person whose name appears first in the application. Applications should be for the number of Bonds applied by the Applicant. Applications not completed in the said manner are liable to be rejected. The name of the applicant’s bank, type of account and account number must be filled in the Application Form. This is required for the applicant’s own safety and these details will be printed on the refund orders and interest/ redemption warrants. All applicants are requested to tick the relevant column “Category of Investor” in the Application Form. Public/ Private/ Religious/ Charitable Trusts, Provident Funds and Other Superannuation Trusts and other investors requiring “approved security” status for making investments. For further instructions about how to make an application for applying for the Bonds and procedure for remittance of application money, please refer to the Summary Term Sheet and the Application Form.
42. FORCE MAJEURE
The Issuer reserves the right to withdraw the issue prior to the Issue Closing Date in the event of any unforeseen development adversely affecting the economic and regulatory environment. 43. APPLICATIONS UNDER POWER OF ATTORNEY
A certified true copy of the power of attorney or the relevant authority as the case may be along with the names and specimen signature(s) of all the authorized signatories and the tax exemption certificate/ document, if any, must be lodged along with the submission of the completed Application Form. Further modifications/ additions in the power of attorney or authority should be notified to the Issuer or to the Registrars or to such other person(s) at such other address(es) as may be specified by the Issuer from time to time through a suitable communication.
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44. APPLICATION BY MUTUAL FUNDS
In case of applications by Mutual Funds, a separate application must be made in respect of each scheme of an Indian Mutual Fund registered with SEBI and such applications will not be treated as multiple applications, provided that the application made by the Asset Management Company/ Trustees/ Custodian clearly indicate their intention as to the scheme for which the application has been made. 45. ACKNOWLEDGEMENTS
No separate receipts will be issued for the application money. However, the Arrangers to the Issue receiving the duly completed Application Form will acknowledge receipt of the application by stamping and returning to the applicant the acknowledgement slip at the bottom of each Application Form. 46. RIGHT TO ACCEPT OR REJECT APPLICATIONS
The Issuer reserves its full, unqualified and absolute right to accept or reject any application, in part or in full, without assigning any reason thereof. The rejected applicants will be intimated along with the refund warrant, if applicable, to be sent. Interest on application money will be paid from the date of realization of the cheque(s)/ demand s(s) till one day prior to the date of refund. The application forms that are not complete in all respects are liable to be rejected and would not be paid any interest on the application money. Application would be liable to be rejected on one or more technical grounds, including but not restricted to:
a. Number of bonds applied for is less than the minimum application size; b. Applications exceeding the issue size; c. Bank account details not given; d. Details for issue of Bonds in electronic/ dematerialized form not given; e. PAN not given; f. In case of applications under Power of Attorney by limited companies, corporate bodies, trusts, etc. relevant
documents not submitted; In the event, if any Bond(s) applied for is/ are not allotted in full, the excess application monies of such Bonds will be refunded, as may be permitted. 47. PAN
Every applicant should mention its Permanent Account Number (“PAN”) allotted under the Income Tax Act, 1961, on the Application Form and attach a self-attested copy as evidence. Application Forms without PAN will be considered as incomplete and are liable to be rejected. 48. SIGNATURES
Signatures should be made in English or in any of the Indian Languages. Thumb impressions must be attested by an authorized official of a Bank or by a Magistrate/ Notary Public under his/her official seal.
49. NOMINATION FACILITY
As per extant provisions of law, only individuals holding the Bonds as Sole/Joint holder of Bond scan nominate, in the prescribed manner, a person to whom his/ their Bonds shall vest in the event of his/ their death. Non-individuals including holders of Power of Attorney cannot nominate. 50. RIGHT OF BONDHOLDER(S)
Bondholder is not a shareholder. The Bondholders will not be entitled to any other rights and privilege of shareholders other than those available to them under statutory requirements. The principal amount and interest on the Bonds will be paid to the registered Bondholders only, and in case of Joint holders, to the one whose name stands first. Besides, the Bonds shall be subject to the provisions of IWAI Act, the terms of this Disclosure Document and other terms and conditions as may be incorporated in the Bond Trusteeship Agreement and other documents that may be executed in respect of these Bonds.
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51. MODIFICATION OF RIGHTS
The rights, privileges, terms and conditions attached to the Bonds may be varied, modified or abrogated with the consent, in writing, of those holders of the Bonds who hold at least three fourth of the outstanding amount of the Bonds or with the sanction accorded pursuant to a resolution passed at a meeting of the Bondholders, provided that nothing in such consent or resolution shall be operative against the Issuer where such consent or resolution modifies or varies the terms and conditions of the Bonds, if the same are not acceptable to the Issuer. 52. FUTURE BORROWINGS
The Issuer shall be entitled to borrow/ raise loans or avail of financial assistance in whatever form as also issue Bonds/ Notes/ other securities in any manner with ranking as pari-passu basis or otherwise and to change its capital structure, including issue of shares of any class or redemption or reduction of any class of paid up capital, on such terms and conditions as the Issuer may think appropriate, without the consent of, or intimation to, the Bondholder(s) or the Trustees in this connection. 53. BOND REDEMPTION RESERVE (“BRR”)
The Corporation is a statutory body constituted under Ministry of Shipping, GoI (Constituted on 27th, 1986 by an Act of Parliament – Viz Act, 1985) and is not a public/ private limited company incorporated under The Companies Act. Therefore creation of Bond Redemption Reserve is not envisaged for the proposed issue of Bonds. The Corporation has also appointed a Trustee to protect the interest of the Bondholders. 54. NOTICES
All notices required to be given by the Issuer or by the Trustees to the Bondholders shall be deemed to have been given if sent by ordinary post/ courier to the original sole/ first allottees of the Bonds and/ or if published in one All India English daily newspaper and one regional language newspaper. All notices required to be given by the Bondholder(s), including notices referred to under “Payment of Interest” and “Payment on Redemption” shall be sent by registered post or by hand delivery to the Issuer or to such persons at such address as may be notified by the Issuer from time to time. 55. JOINT-HOLDERS
Where two or more persons are holders of any Bond(s), they shall be deemed to hold the same as joint tenants with benefits of survivorship subject to provisions of Law. 56. DISPUTES & GOVERNING LAW
The Bonds are governed by and shall be construed in accordance with the existing laws of India. Any dispute arising thereof shall be subject to the jurisdiction of the competent court of Uttar Pradesh, India. 57. INVESTOR RELATIONS AND GRIEVANCE REDRESSAL
Arrangements have been made to redress investor grievances expeditiously as far as possible, the Issuer endeavours to resolve the investor’s grievances within 30 days of its receipt. All grievances related to the issue quoting the Application Number (including prefix), number of Bonds applied for, amount paid on application and details of collection centre where the Application was submitted, may be addressed to the Compliance Officer at head office of the Issuer. All investors are hereby informed that the Issuer has appointed a Compliance Officer who may be contracted in case of any pre-issue/ post-issue related problems such as non-credit of letter(s) of allotment/ bond certificate(s) in the demat account, non-receipt of refund order(s), interest warrant(s)/ cheque(s) etc. Contact details of the Compliance Officer are given elsewhere in this Disclosure Document.
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XIII. CREDIT RATING FOR THE BONDS
CRISIL Limited (“CRISIL”) has vide its letter no. INWAAUI/172689/BOND/021700802 dated February 21,2017 assigned a credit rating of “AAA(SO)/Stable” to the Bonds of the Issuer. Instruments with this rating are considered to have the
highest degree of safety regarding timely servicing of financial obligations. A copy of rating letter from CRSIL is enclosed elsewhere in this Disclosure Document. Credit Analysis & Research Limited(“CARE”) has vide its letter no. CARE/DRO/RL/2016-17/2874 dated January 27, 2017 assigned a credit rating of “AAA (SO); Stable” to the Bonds of the Issuer. Instruments with this rating are considered
to have the highest degree of safety regarding timely servicing of financial obligations. A copy of rating letter from CARE is enclosed elsewhere in this Disclosure Document. Other than the credit ratings mentioned herein above, IWAI has not sought any other credit rating from any other credit rating agency(ies) for the Bonds offered for subscription under the terms of this Disclosure Document. The above ratings are not a recommendation to buy, sell or hold securities and investors should take their own decision. The ratings may be subject to revision or withdrawal at any time by the assigning rating agencies and each rating should be evaluated independently of any other rating. The ratings obtained are subject to revision at any point of time in the future. The rating agencies have the right to suspend, withdraw the rating at any time on the basis of new information etc.
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XIV. TRUSTEES FOR THE BONDHOLDERS
The Issuer has appointed IDBI Trusteeship Services Limited to act as trustee for the Bond Holder(s). The address and contact details of the Trustees are as under: IDBI Trusteeship Services Limited
Asian Building, Ground Floor 17, R. Kamani Marg, Ballard Estate Mumbai – 400001 Tel:(022) 4087000 Fax: +91-22-66311776 Email: [email protected] A copy of letter from IDBI Trusteeship Services Limited conveying their consent to act as Trustees for the current issue of Bonds is enclosed elsewhere in this Disclosure Document. The Issuer hereby undertakes that a Bond Trustee inter alia, specifying the powers, authorities and obligations of the Bond Trustee and the Issuer shall be executed in favour of the Trustees within permissible time frame as per statutory laws. The Bond Holder(s) shall, without further act or deed, be deemed to have irrevocably given their consent to the Bond Trustee or any of its agents or authorised officials to do all such acts, deeds, matters and things in respect of or relating to the Bonds as the Bond Trustee may in its absolute discretion deem necessary or require to be done in the interest of the Bond Holder(s). Any payment made by the Issuer to the Bond Trustee on behalf of the Bond Holder(s) shall discharge the Issuer pro rata to the Bond Holder(s). The Bond Trustee will protect the interest of the Bond Holder(s) in regard to the repayment of the principal and yield thereon and the Bond Trustee will take necessary action, subject to and in accordance with the Bond Trust Deed, at the cost of the Issuer. The Bond Trust Deed shall more specifically set out the rights and remedies of the Bond Holder and the manner of enforcement thereof. The Trustees shall perform its duties and obligations and exercise its rights and discretions, in keeping with the trust reposed in the Trustees by the holder(s) of the Bonds and shall further conduct itself, and comply with the provisions of all applicable laws, provided that, the provisions of Section 20 of the Indian Trusts Act, 1882, shall not be applicable to the Trustees. The Trustees shall carry out its duties and perform its functions as required to discharge its obligations under the terms of SEBI Debt Regulations, the Securities and Exchange Board of India (Bonds Trustees) Regulations, 1993, the Bond Trusteeship Agreement, the Bond Trust Deed, Disclosure Document and all other related transaction documents, with due care, diligence and loyalty. The Trustees shall be vested with the requisite powers for protecting the interest of holder(s) of the Bonds including but not limited to the right to appoint a nominee director on the Board of the Issuer in consultation with institutional holders of such Bonds. The Trustees shall ensure disclosure of all material events on an ongoing basis and shall supervise the implementation of the conditions regarding Bonds.
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XV. STOCK EXCHANGE WHERE BONDS ARE PROPOSED TO BE LISTED
The Bonds are proposed to be listed on the Wholesale Debt Market (WDM) segment of BSE Limited (“BSE”) and/ or National Stock Exchange of India Limited (“NSE”).The Issuer has obtained BSE in-principle approval for listing of Bonds offered under the terms of this Disclosure Document. The Issuer shall make listing application to BSE and/ or NSE and seek listing permission within 15 days of Deemed Date of Allotment. In case of delay in listing of the Bonds beyond 20 days from the Deemed Date of Allotment, the Issuer shall pay penal interest at the rate of 1.00% p.a. over the respective Coupon Rates of the Bonds from the expiry of 30 days from the Deemed Date of Allotment till the listing of Bonds to the bondholders. XVI. MATERIAL CONTRACTS & AGREEMENTS INVOLVING FINANCIAL OBLIGATIONS OF THE ISSUER
By very nature of its business, the Issuer is involved in a large number of transactions involving financial obligations and therefore it may not be possible to furnish details of all material contracts and agreements involving financial obligations of the Issuer. However, the contracts referred to in Para A below (not being contracts entered into in the ordinary course of the business carried on by the Issuer) which are or may be deemed to be material have been entered into by the Issuer. Copies of these contracts together with the copies of documents referred to in Para B may be inspected at the head office of the Issuer between 10.00 a.m. and 2.00 p.m. on any working day until the issue closing date. A. MATERIAL CONTRACTS
a. Copy of letters appointing Arrangers to the Issue. b. Copy of letter appointing Registrars c. Copy of letter appointing Trustees to the Bondholders. B. DOCUMENTS
a. Viz. IWAI Act, 1985, as amended. b. Board Resolution dated [] authorizing issue of Bonds offered under terms of this Disclosure Document. c. Letter of consent from the Trustees for acting as trustees for and on behalf of the holder(s) of the Bonds. d. Letter of consent from the Registrars for acting as Registrars to the Issue. e. Application made to the BSE for grant of in-principle approval for listing of Bonds. f. Letter from BSE conveying their in-principle approval for listing of Bonds. g. Letter from CARE conveying the credit rating for the Bonds. h. Letter from CRISIL conveying the credit rating for the Bonds. k. Tripartite Agreement between the Issuer, NSDL and Registrars for issue of Bonds in dematerialised form. l. Tripartite Agreement between the Issuer, CDSL and Registrars for issue of Bonds in dematerialised form.
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XVIII. ANNEXURES
ABRIDGED AUDITED FINANCIAL INFORMATION OF THE ISSUERFOR LAST THREE YEARS
BALANCE SHEET
(Rs. in lacs)
Sl. No.
Particulars As on 31-Mar-2016
As on 31-Mar-2015
As on 31-Mar-2014
As on 31-Mar-2013
Audited * Audited Audited Audited
I.
SOURCES OF FUNDS
1
Shareholder’s Fund
a) Capital 94.37 94.37 94.37 94.37
b) Reserves & Surplus 75.88 82.26 88.30 94.34
2
Grants
a) Capital 83,162.26 66,448.20 66,127.40 62,735.88
