TO THE MEMBERS Your Directors have great pleasure in presenting the Seventy Seventh Annual Report on the business and operations of your Bank together with the Audited Accounts for the year ended 31 st March, 2004. PERFORMANCE During the year, the Bank has registered Gross Income of Rs. 372.82 Crore and Gross Profit of Rs.99.89 Crore.The Operating Profit has increased from Rs.80.05 Crore to Rs.91.00 Crore.The Bank has made a Net Profit of Rs. 41.05 Crore after making necessary provisions as against Rs.34.16 Crore during the previous year. DIRECTORS REPORT During the year, the Bank appointed M/s Deloitte Touche Tohmatsu, Consultants to articulate on the long term objectives and advise on the re-structuring of the Bank in the context of the changing banking environment. The strategic initiatives were approved by the Board and are being implemented to give better customer focus and enhanced business opportunities. Consequently the concept of Strategic Business Units (SBU) has been put in place covering all operational areas of the Bank. APPROPRIATIONS Appropriations from operating profit have been effected as detailed below: (Rs.in crore) For the year ended Particulars 31 st March 31 st March 2004 2003 Operating Profit 91.00 80.05 Provisions and contingencies 49.95 45.89 Net Profit 41.05 34.16 Profit brought forward 0.09 0.07 Amount available for appropriation 41.14 34.23 Transfer to: Statutory Reserve 14.00 11.5 Capital Reserve 5.43 3.90 Investment Fluctuation Reserves 13.75 11.00 Other Reserve 1.25 1.25 Proposed Dividend 5.75 5.75 Corporate Dividend Tax 0.74 0.74 Balance of Profit Carried forward 0.22 0.09 DIVIDEND Your Directors are pleased to recommend dividend at 50% on the equity shares of the Bank, as approved by RBI. NETWORTH AND CAPITAL ADEQUACY Your Directors have proposed net transfer of Rs.34.55 Crore to reserve, which would increase the net worth of your bank from Rs.192.09 Crore to Rs.226.64 Crore. Operating / Net Profit (Rs. in Crores) 77 80 91 30 34 41 2002 2003 2004 NETWORTH (Rs. in Crores) 164.42 192.09 226.64 2002 2003 2004 1 Interest Income Interest Expenses Net Interest Income Operational Efficiency (Rs. in Crores) 271.5 270.98 202.76 285.95 202.51 2002 2003 2004 61.77 68.22 83.44 209.73
Transcript
TO THE MEMBERSYour Directors have great pleasure in presenting theSeventy Seventh Annual Report on the business andoperations of your Bank together with the AuditedAccounts for the year ended 31st March, 2004.
PERFORMANCEDuring the year, the Bank has registered Gross Income ofRs. 372.82 Crore and Gross Profit of Rs.99.89 Crore.TheOperating Profit has increased from Rs.80.05 Crore toRs.91.00 Crore.The Bank has made a Net Profit ofRs. 41.05 Crore after making necessary provisions asagainst Rs.34.16 Crore during the previous year.
� � � � � ��� � � � ��� �
During the year, the Bank appointed M/s Deloitte ToucheTohmatsu, Consultants to articulate on the long termobjectives and advise on the re-structuring of the Bank inthe context of the changing banking environment. Thestrategic initiatives were approved by the Board and arebeing implemented to give better customer focus andenhanced business opportunities. Consequently theconcept of Strategic Business Units (SBU) has been putin place covering all operational areas of the Bank.
APPROPRIATIONSAppropriations from operating profit have been effectedas detailed below:
DIVIDENDYour Directors are pleased to recommend dividend at 50%on the equity shares of the Bank, as approved by RBI.
NETWORTH AND CAPITAL ADEQUACYYour Directors have proposed net transfer of Rs.34.55Crore to reserve, which would increase the net worth ofyour bank from Rs.192.09 Crore to Rs.226.64 Crore.
Operating / Net Profit(Rs. in Crores)
77 80 91
30 34 41
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NETWORTH(Rs. in Crores)
164.42 192.09 226.64
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1
Interest Income Interest Expenses Net Interest Income
Operational Efficiency(Rs. in Crores)
271.
5
270.
98
202.
76
285.
95
202.
51
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61.7768.22 83.44
209.
73
Your Bank has raised Rs.50 crore by way of Unsecured,Redeemable, Non-convertible Subordinated bonds - SeriesIII rated “A” by CARE. Instruments with this rating areconsidered upper medium grade instruments and havemany favourable investment attributes indicating adequatesafety for principal and interest.
The Bank’s Capital Adequacy Ratio (CRAR) stood at ahealthy 13.79 % as on March 31, 2004, well above theregulatory minimum of 9.00%.
The Tier-I and Tier-II components of Capital AdequacyRatio were 8.49 % and 5.30 % respectively as on March31, 2004.
LISTING AGREEMENT WITH STOCK EXCHANGESAs you aware, the Bank shares are listed on the NationalStock Exchange and Madras Stock Exchange and therequisite annual listing fees have been paid. The entiretrading of our Bank shares was transacted through NSEonly, which has an extensive network across the country ;no transactions were reported in the Madras StockExchange.
In view of the above, the Bank is proposing to delist theequity shares from Madras Stock Exchange Limited.
RESOURCES AND LENDINGSThe overall performance during the financial year2003-04 remained good. The Bank’s total business crossedRs.5400 crore. Aggregate deposits reached Rs.3295.82Crore with net accretion of Rs. 525.32 Crore. Bank’s creditportfolio, net of provisions, increased to Rs. 2038.70 Crorefrom Rs.1763.70 Crore in the previous year.
Advances under Priority Sector during the year were atRs.815.06 Crore, constituting 44.82 % of the adjustednet bank credit, as against the stipulated norm of 40%.
QUALITY OF LOAN ASSETSConcerted efforts on the recovery front, initiated in theprevious year by the Bank, were continued withencouraging results. The recovery measures took the formof vigorous follow-up of the suit filed accounts with courts,Debt Recovery Tribunals and Lok Adalat, judiciousrecourse to the provisions of the SARFAESI Act andcompromise settlement through negotiations.
As a result of all these efforts, the gross NPAs reducedfrom 11.47 % in the previous year to 10.15 % and the netNPAs from 7.15 % to 5.40 %.
INVESTMENT OPERATIONS
Deposits(Rs. in Crore)
20022003
2004
2477 2771 3296
Advances(Rs. in Crore)
2002 2003 2004
16381860
2038.70
Priority Sector(Rs. in Crore)
2002 2003 2004
42.79%
611.94
44.85%
682.19
44.82%
815.06
Investments(Rs. in Crore)
9041037 1338
20022003
2004
2
The Bank’s total investments expanded by Rs. 302 Crorefrom Rs.1036.58 Crore as at 31st March 2003 toRs.1338.17 Crore as at end-March 2004. Due to poorcredit take-off owing to persisting sluggishness in theeconomy despite the downward movement of interest rates,the bank is continued to bestow greater attention, toefficient funds and investment management as analternative to shore up declining margins. The Bank’sInvestment Cell at Mumbai thus generated an arbitrageprofit of Rs.24 Crore during the year.
FOREX OPERATIONSThe Bank’s merchant reporting as Imports and Exports inforeign exchange transactions were at the level ofRs.1402.29 Crore as compared to Rs.1222 Crore duringthe previous year.
NETWORK EXPANSIONThe bank added 8 new branches during the year to itsbranch network. Three branches were converted intosatellite branches during the year. The number of branchesrose to 224, spread across 9 States and the Union Territoryof Pondicherry. Plans are afoot to open 6 Branches inGurgaon, Noida, Ghatgopar (E), Ghatgopar (W), AnnaNagar, Velachery, T.Nagar and Karim Nagar for whichlicenses from RBI have been received.
INFORMATION TECHNOLOGYThe year 2003-2004 has been a watershed in thetechnological front for the bank. A dedicated team of thebank is engaged in developing a core banking solution inassociation with M/s ICICI InfoTech which is in the finalstages of completion and will be rolled out at pilot branchesshortly. The establishment of inter branch network toconnect pilot locations at Chennai is in full swing. TheData Center for locating the bank’s central server is readyand a remote management facility has been set up at thebank’s Divisional Office at Chennai.
The bank had procured its own Transaction ProcessingSwitch for ATM transactions and is geared up tointerconnect its ATMs and branches after the inter branchnetwork is established. The bank has installed SWIFT
software at the designated branches for speedier andsmoother international transactions; and has complied withall the stipulations laid out by RBI with regard toimplementation of RTGS.
A comprehensive I.T. strategy was charted out inassociation with M/s KPMG, reputed InternationalConsultant which envisages the I.T. Road map for thebank. Various short and long term goals have been fixedand the bank is in the process of implementation of theI.T. strategy.
LBS 2001, the bank’s in-house developed total branchautomation software was extended to another 49 morebranches during 2003-2004, taking the total number oftotally automated branches to 105. The partial branchautomation software developed in-house has beenextended to 99 branches and 1 extension counter.
HUMAN RESOURCESAppreciating and recognizing the value of humanresources, the Bank continued to focus on training itsemployees on a continuing basis on-job and throughtraining programs conducted with internal and externalfaculty to keep them abreast of the changing competitiveenvironment. As on 31st March 2004, the bank had a staffstrength of 1946 including 731 officers. Business perEmployee increased to Rs. 228 lacs from Rs.212.00 lacsas at the previous year. During the year, as part of thecontinuous efforts of the Bank to motivate and rewardperforming employees, 78 employees, in different cadres,were promoted. Bank also directly recruited the requiredemployees in specific fields and placed in appropriatepositions during the year. The relationship with staff hasbeen smooth and cordial. Bank has conducted Campusinterviews at the Institute of Chartered Accountants ofIndia, Chennai and at Management Institutes at Mumbai.
FEE BASED VENTURESThe bank in tune with the market demand and as valueaddition to customers has diversified into distribution of
Geographical Distribution Of Branches
METRO
URBAN
SEMI URBAN
RURAL
30
60
92
39
Business / Profit Per Employee(Rs. in Lakh)
212
228
276
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1.56
1.72
2.11
3
products of life insurance business as Corporate Agentfor AVIVA life insurance, one of the world’s largest lifeinsurance Company, which is yet another milestone in itscommendable history. 42 insurance trained personnel ofthe Bank are covering 115 branches in marketing theAVIVA’s customized insurance products. During the yearunder perusal, about 4200 proposals have been procuredfor a coverage quantum of Rs.36 crore. The Bank hascollected a gross insurance premium of around Rs.3.50crore and received a commission payment of Rs.40 lakhs,in the first year of operation. The bank has plans toactivate insurance marketing in Andhra Pradesh andKarnataka in the year 2004-05.
For distribution of a variety of general insurance productsthe Bank has signed letter of intent with M/s.RoyalSundaram Alliance Company Ltd., Chennai, a Jointventure of premier Non-banking finance company ofIndia, M/s. Sundaram Finance Ltd and Royal & SunAlliance Inc, the largest general insurance company inthe world , headquartered in U K, and operating in over40 countries.
The Bank has signed an MOU with M/s Reliance CapitalAsset Management Ltd., (the financial arm, ofM/s. Reliance Industries Ltd.), in March 2004, todistribute the mutual fund products of the companythrough the select branches of the Bank, among theexisting and prospective clients.
RISK MANAGEMENTThe steps initiated by the Bank during the previous yearin the area of risk management continued to receivefocussed attention, particularly in the background of thefinancial sector reforms in the last decade, accentuatedby competitive macro-economic environment andcharacterized by steep fall in interest rates and a host ofother features. The Bank has taken pro-active steps toimplement risk management best practices in tune withthe strategic perspective, size and complexity of bank’sbusiness and RBI guidelines.
The Integrated Risk Management Policy highlighting therisk management philosophy, risk identification criteria,risk measurement systems, risk quantification techniques,risk mitigation and regulatory compliance has been putin place during the year.
The Integrated Risk Management Committee (IRMC) ofthe Board meets regularly at quarterly intervals to reviewthe risk policies, and oversee adherence to prudentialslimits and laid down policy. The Integrated RiskManagement Committee (IRMC) of Executives iscontinuing to meet regularly at monthly intervals to reviewthe risk profile of the bank, determine product pricing,and review risk limits and initiate suitable remedial action.
DIRECTORSMr. N. Malayalaramamirtham, Mr. S.G. Prabhakharan andMr.C.Krishnakumar, Directors are due to retire by rotationat the ensuing Annual General Meeting and being eligible,offer themselves for reappointment.
STATUTORY AUDITORSThe statutory audit of the Bank was carried out byM/s. Abarna & Ananthan, Chartered Accountants,Bangalore and M/s S.Viswanathan, CharteredAccountants,Chennai whose report is attached herewith.The Statutory Central and Branch Auditors, audited allthe branches and other offices of the Bank.
M/s. Abarna & Ananthan, Chartered Accountants,Bangalore and M/s S.Viswanathan, CharteredAccountants, Chennai are eligible to undertake the auditfor the current year as well, and have offered themselvesfor re-appointment for another year, subject to theapproval of RBI, under Section 30 (1A) of the BankingRegulation Act,1949. Considering their professionalismand the quality of the audit carried out by them, the Boardrecommends their re-appointment for another year.
Explanation is offered below on the auditors’ qualificationson Note 1 Schedule 17 to the audited annual accounts.Unadjusted items in Inter – Bank accounts adjusted tilldate have not materially affected the published accounts.Reconciliation of entries and elimination and adjustmentsare being carried out in terms of RBI directive.
STATUTORY DISCLOSUREGiven the nature of the Bank’s operations, the requirementof disclosure of steps taken for conservation of energy andtechnology absorption does not apply to the Bank. TheBank is fully cognizant of the need to step up the country’sexports and accordingly endeavors to enlarge its exportfinancing. None of the Bank’s employees falls within thepurview of section 217(2A) of the Companies Act, 1956.
CORPORATE GOVERNANCEThe basic philosophy of Corporate Governance in the Bankis to enhance shareholder value keeping in view the needsand interests of other stakeholders. The Bank has fullycomplied with the code of corporate governance asenumerated in Clause 49 of the Listing Agreement.Pursuant to Clause 49 of the Listing Agreement, aManagement Discussion and Analysis is presented inAnnexure-A, Report on Board Committees is furnishedin Annexure-B. Composition of the Board of Directorstogether with the attendance of Directors at variousmeetings of the Board, its Committees and Annual GeneralMeeting and the number of directorships held by themalongwith the details of Audit Committee and ShareTransfer and Investors’ Grievances Committee are
4
furnished in Annexure-C. General Shareholders’information is furnished in Annexure-D.
DIRECTORS’ RESPONSIBILITIES STATEMENTThe Directors confirm that in the preparation of the annualaccounts for the year ended March 31, 2004:
� the applicable accounting standards have beenfollowed along with proper explanation relatingto material departures, if any ;
� the accounting policies, framed in accordancewith the guidelines of the Reserve Bank of India,were applied consistently ;
� reasonable and prudent judgement and estimateswere made wherever required so as to present atrue and fair view of the state of affairs of theBank as at the end of the financial year and theprofit of the Bank for the year ended on March31, 2004;
� proper and sufficient care was taken for themaintenance of adequate accounting records inaccordance with the provisions of applicable lawsgoverning banks in India ; and
� the accounts have been prepared on a ‘goingconcern’ basis.
ACKNOWLEDGEMENTThe Board places on record its sincere thanks to theshareholders, depositors and other clientele for theircontinued support. Board gratefully extends its thanks forthe support and guidance accorded by RBI, GovernmentAgencies and host of other institutions.
Your Directors express their appreciation for thecommendable contributions made by staff at all levels.
Place: KARUR For and on behalf of the Board of DirectorsDate : 12-06-2004 A.KRISHNAMOORTHY
Chairman
5
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1) We have audited the attached Balance Sheet of THELAKSHMI VILAS BANK LIMITED, KARUR as at31st March 2004, the annexed Profit and Loss Accountand also the Cash Flow Statement for the year endedon that date in which are incorporated the returns of50 Branches, 8 Divisional Offices, 6 Service Branches,audited by us and 174 Branches audited by Branchauditors appointed u/s. 228(4) of the Companies Act,1956. There are no unaudited branches or otheroffices. These financial statements are theresponsibility of the Bank’s management. Ourresponsibility is to express our opinion on thesefinancial statements based on our audit.
2) We conducted our audit in accordance with auditingstandards generally accepted in India. Thosestandards require that we plan and perform the auditto obtain reasonable assurance about whether thefinancial statements are free of materialmisstatements. An audit includes examining on a testbasis, evidence supporting the amounts anddisclosures in the financial statements. An audit alsoincludes assessing the accounting principles used andsignificant estimates made by management, as wellas evaluating the overall financial statementpresentation. We believe that our audit provides areasonable basis for our opinion.
3) The Balance Sheet and the Profit & Loss account havebeen drawn up in accordance with the provisions ofSection 29 of Banking Regulation Act, 1949 read withSection 211 of the Companies Act, 1956.
4) The reports on the accounts of the branches auditedby Branch auditors have been dealt with in preparingour report in the manner considered necessary by us.
5) We have obtained all the information and explanationswhich, to the best of our knowledge and belief werenecessary for the purposes of our audit and have foundthem to be satisfactory.
6) The transactions of the Bank, which have come to ournotice, have been within the powers of the Bank.
7) In our opinion, proper books of accounts as requiredby law have been kept by the Bank so far as appearsfrom our examination of those books and properreturns adequate for the purpose of our audit havebeen received from the branches of the Bank.
8) The Bank’s Balance Sheet and Profit and Loss Accountdealt with by this report are in agreement with thebooks of account and audited returns from thebranches of the Bank.
9) In our opinion, the Balance Sheet and Profit and LossAccount dealt with by this report comply with theAccounting Standards referred to in sub-section (3C)of the Section 211 of the Companies Act, 1956.
10) On the basis of written representations received fromthe Directors and taken on record by the Board ofDirectors, we report that none of the directors isdisqualified as on 31st March 2004 from beingappointed as a Director in terms of clause (g) of sub-section (1) of Section 274 of the Companies Act, 1956.
11) Subject to Note No. 1 of Schedule 17 to the accountsregarding the effect of adjustments arising fromreconciliation of inter-branch transactions and tallyingof balances in the accounts as per General Ledgerwith those of subsidiary ledgers, the quantum of whichis not ascertained, in our opinion and to the best ofour information and according to the explanationsgiven to us, the said accounts together with notesthereon, give the information required by theCompanies Act, 1956 in the manner so required forBanking Companies and on such basis:
(i) The said Balance Sheet gives a true and fair view ofthe State of Affairs of the Bank as at 31st March 2004;
(ii) The Profit & Loss Account shows true balance of Profitfor the year ended on that date; and
(iii) The Cash Flow Statement gives a true and fair view ofthe cash flows for the year then endedand are in conformity with the Accounting Principlesgenerally accepted in India.
For M/s. Abarna & Ananthan For M/s. S. ViswanathanChartered Accountants Chartered Accountants[S. Sankararaman] [R.M. Narayanan]Partner PartnerM.No. 10042 M.No. 25650
Karur - 639 006. April 30, 2004
6
������������������������������(Rs. in 000s)
I. CAPITAL & LIABILITIES SCHEDULE AS AT AS AT31/03/2004 31/03/2003
a. Capital 1 115089 115089
b. Reserves & Surplus 2 2151339 1805772
c. Deposits 3 32958191 27705016
d. Borrowings 4 302285 641143
e. Other Liabilities & Provisions 5 2686602 1700376
TOTAL 38213506 31967396
II. ASSETS
a. Cash & Balances with Reserve Bank
of India 6 2303940 1660558
b. Balances with Banks and Money at
Call & Short Notice 7 497313 669193
c. Investments 8 13381681 10365752
d. Advances 9 20387040 17636982
e. Fixed Assets 10 313135 298975
f. Other Assets 11 1330397 1335936
TOTAL 38213506 31967396
Contingent Liabilities 12 8761595 7338779
Bills for collection 17 1659409 1157184Significant Accounting Policies andNotes on Accounts
Schedules 1 to 12 and 17 form part of this Balance Sheet
As per our report of date annexedFor M/s. Abarna & Ananthan(Chartered Accountants)S. SankararamanPartnerM.No.10042
For M/s. S. ViswanathanChartered AccountantsR.M. NarayananPartnerM.No.25650
R. SridharanDeputy General Manager
N. GiridharanGeneral Manager
N. RamalinkgamGeneral Manager
B. RadhakrishnanSr. General Manager
A. KrishnamoorthyChairman
DIRECTORS
C. Krishna Kumar
N. Malayala Ramamirtham
S.G. Prabhakharan
D.L. Suresh Babu
K.B. Krishnan
M.P. Shyam
V.N. Krishnamurthy
R. DhandapaniKarur30-Apr-2004
7
��������������� ������������������������������� (Rs. in 000s)
YEAR ENDED YEAR ENDED31/03/2004 31/03/2003
I. INCOMEa. Interest Earned 13 2859544 2709840b. Other Income 14 868624 842299
III. NET PROFIT FOR THE YEAR 410485 341633Profit brought forward 859 669
TOTAL 411344 342302
IV. APPROPRIATIONSa. Transfer to Statutory Reserve 140000 115000b. Transfer to Capital Reserve 54229 39025c. Transfer to Investment Fluctuation Reserve 137500 110000d. Transfer to Other Reserves 12500 12500e. Proposed Dividend 57545 57545f. Tax on Proposed Dividend 7373 7373g. Balance carried over to Balance Sheet 2197 859
Schedules 13 to 16 and 17 form part of this Profit & Loss Account
As per our report of date annexedFor M/s. Abarna & AnanthanChartered AccountantsS. SankararamanPartnerM.No.10042
For M/s. S. ViswanathanChartered AccountantsR.M. NarayananPartnerM.No.25650
R. SridharanDeputy General Manager
N. GiridharanGeneral Manager
N. RamalinkgamGeneral Manager
B. RadhakrishnanSr. General Manager
A. KrishnamoorthyChairman
DIRECTORS
C. Krishna Kumar
N. Malayala Ramamirtham
S.G. Prabhakharan
D.L. Suresh Babu
K.B. Krishnan
M.P. Shyam
V.N. Krishnamurthy
R. DhandapaniKarur30-Apr-2004
8
(Rs. in 000s)
AS AT AS AT31/03/2004 31/03/2003
����� �����������
AUTHORISED CAPITAL(20000000 equity shares of Rs.10/- each) 200000 200000
Issued, Subscribed, Called-up and Paid Up Capital 115089 115089(11508902 equity shares of Rs.10/- each)(Of which 2887563 equity shares ofRs.10/- each issued by way of BonusShares as fully paid)
TOTAL 115089 115089
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AS AT AS AT31/03/2004 31/03/2003
I. STATUTORY RESERVEOpening Balance 1063472 948472Additions during the year 140000 1203472 115000 1063472
II. CAPITAL RESERVEOpening Balance 89174 50149Additions during the year 54229 143403 39025 89174
III. SHARE PREMIUMOpening Balance 144194 144194Additions during the year 0 144194 0 144194
IV. REVENUE & OTHER RESERVESA. INVESTMENT FLUCTUATION RESERVE
Opening Balance 222415 112415Additions during the year 137500 359915 110000 222415
B. OTHER RESERVESOpening Balance 285658 273158Additions during the year 12500 12500
298158 285658Deductions during the year 0 298158 0 285658
V. BALANCE IN PROFIT & LOSS ACCOUNT 2197 859
TOTAL 2151339 1805772
9
(Rs. in 000s)
AS AT AS AT31/03/2004 31/03/2003
����� ������������
A. I. DEMAND DEPOSITS1. From Banks 46424 840282. From Others 4053520 4099944 3693192 3777220
II. SAVINGS BANK DEPOSITS 4377299 3483757
III. TERM DEPOSITS1. From Banks 641800 7172002. From Others 23839148 24480948 19726839 20444039
TOTAL ( I + II + III) 32958191 27705016
B (I). DEPOSITS OF BRANCHES IN INDIA 32958191 27705016(II). DEPOSITS OF BRANCHES OUTSIDE INDIA NIL NIL
32958191 27705016
����� ��������� ��!�
I. BORROWINGS IN INDIA1. Reserve Bank of India 0 02. Other Banks 226100 03. Other Institutions & Agencies 76185 302285 641143 641143
II. BORROWINGS OUTSIDE INDIA 0 0
TOTAL ( I + II) 302285 641143
SECURED BORROWINGSINCLUDED IN I & II ABOVE 0 0
����� ��"������������������������������
I. Bills payable 529931 484431
II. Inter-office adjustments (net) 414898 32333
III. Interest accrued 157186 128774
IV. Unsecured Sub-ordinated Debts 908000 408000
V. Deferred Tax Liability (NET) 1460 18413
VI. (i) Others - (including Provisions) 626627 572425(ii) Contingent Provisions against Standard Assets 48500 41000(iii) Provision for recognition of loan impairment on 0 15000
90 days normsTOTAL 2686602 1700376
10
(Rs. in 000s)
YEAR ENDED YEAR ENDED31/03/2004 31/03/2003
����� ��#���������������� �������������$�������
Cash in Hand (including foreign Currency Notes) 387008 316145Balances with Reserve Bank of India I) in current account 1916932 1344413 II) in other accounts 0 0
V. Non Banking Assets acquired in satisfaction of claims 17840 17569
VI. Others 175777 301356
TOTAL 1330397 1335936
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I. Claims against the Bank not 524051 560566acknowledged as debts
II. Liability for partly paid Investments 0 0III. Liability on account of outstanding 5661372 4419627
forward exchange contractsIV. Guarantees given on behalf of constituents
in India 1182022 1156498outside India 0 154
V. Acceptances, Endorsements & 1384461 1186979Other Obligations
VI. Other items for which the Bank is 9689 14955contingently liable
TOTAL 8761595 7338779
13
(Rs. in 000s)
YEAR ENDED YEAR ENDED31/03/2004 31/03/2003
����� �������������������
I. Interest / discount on advances / bills 1805712 1761835II. Income on Investments 1009960 892953III. Interest on balance with Reserve Bank of India & 39158 52220
other inter-bank FundsIV. Others 4714 2832
TOTAL 2859544 2709840
����� ����������������
I. Commission, Exchange and Brokerage 274209 275497II. Profit on sale of Investments 350962 526437
Less: Loss on sale of Investments 111010 239952 74376 452061III. Profit on sale of land, Buildings 232 337
& Other AssetsLess: Loss on sale of land, 579 -347 564 -227
Buildings & Other AssetsIV. Profit on Exchange Transactions 55900 56628
Less: Loss on Exchange Transactions 12814 43086 23942 32686V. Income earned by way of Dividends 245187 18022
from Companies in IndiaVI. Lease Rentals 0 0VII. Miscellaneous Income 66537 64260
TOTAL 868624 842299
����� ���"����������(������I. Interest on Deposits 1923765 1950680II. Interest on Reserve Bank of India 31309 28937
1. General:The financial statements have been prepared inaccordance with the historical cost convention exceptwhere otherwise stated and conform to the statutoryprovisions and practices prevailing within thebanking industry in India and the guidelines /instructions of Reserve Bank of India issued fromtime to time.
2. Foreign Exchange Transactions:(a) Monetary assets and liabilities outside India have
been translated at the exchange rates prevailing atthe close of the year as per the guidelines issued byFEDAI.
(b) Profit or Loss on pending forward contracts isconsidered on their accrual as per the guidelines ofFEDAI.
3. Investments:(a) Valuation: Investments are categorised under the
heads ’Held to Maturity’, ‘Available for Sale’ and‘Held for Trading’ and are valued in aggregate foreach category, in accordance with the guidelines ofthe Reserve Bank of India.
(b) In respect of secondary market operation in shares,accounting is on delivery basis.
4. Advances:4.1 In accordance with the prudential norms issued by
RBI:(i) Advances are classified into standard, sub-
standard, doubtful and loss assets borrower-wise;(ii) Provisions are made for loan losses, and(iii) General provision for standard advances is made.
4.2 Advances disclosed are net of provisions made fornon-performing assets.
5. Fixed Assets:
(a) Fixed Assets have been accounted for at theirhistorical cost.
(b) Depreciation on assets other than computers has beenprovided for on the diminishing balance method atthe rates specified in Schedule XIV to the CompaniesAct, 1956.
(c) Depreciation on computers has been provided for onstraight-line method at the rate of 33.33 per cent asper the guidelines issued by the Reserve Bank ofIndia.
(d) Operating Software, which is an integral part ofhardware, is capitalized and depreciation is providedfor at the rate of 33.33% on straight-line method.
����� ���%
(e) For premises, in which land cost and constructioncost could not be ascertained separately, depreciationis provided for on the total cost.
(f) None of the fixed assets have been revalued duringthe year.
6. Lease Transactions:a) Income & provisioning in respect of lease transactions
are considered as per the guidelines issued by theReserve Bank of India from time to time.
b) Depreciation and lease equalization provisioning havebeen made as per the guidelines of the Reserve Bankof India.
7. Staff Benefits:Annual contribution to the approved Employees’Gratuity Fund and approved Pension Fund as well asprovision for Leave Encashment have been made onactuarial basis. Contribution to Provident Fund isaccounted for on actual basis.
8. Taxes on Income:
Provision for taxation is made on the basis of theestimated tax liability with adjustment for deferredtax in terms of the Accounting Standard 22(Accounting for Taxes on Income) formulated by theInstitute of Chartered Accountants of India.
9. Recognition of Income and Expenditure:
(a) Income and expenditure are accounted for on accrualbasis.
(b) The following items of income are recognized onrealization basis, owing to the significant uncertaintyin collection thereof:
(i) Interest and lease income on non-performing advances,including overdue bills.
(ii) Interest on non-performing investments.
10. Net profit:The net profit as per the Profit & Loss Account isarrived at after necessary provisions towards –1. Taxation.2. Advances and other assets.3. Shortfall in the value of investments4. Retirement benefits.All provisions have been made as per Reserve Bankof India guidelines and to the satisfaction of theauditors.
11. Accounting Standards:
Accounting Standards as specified in section 211(3C)of the Companies Act, 1956, to the extent they areapplicable to Banking Companies and as perdirections issued by the RBI from time to time, havebeen followed.
15
1. (a) Reconciliation of inter branch transactions iscompleted upto 31st December 2003 and is inprogress in respect of subsequent period.
(b) In a few branches, tallying of the balances in theaccounts as per General Ledger with those ofsubsidiary ledgers/registers/schedules is inprogress.
The effect of the above items on the profit of the Bankis not ascertainable.
2. “Payment to and Provision for Employees” includeremuneration paid to Chairman and Chief ExecutiveOfficer of the Bank as detailed below:
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3. The disputed Income Tax demand outstanding as on 31.03.2004 amounts to Rs.49.52 crores and is included underItem I of Schedule 12 (Contingent Liabilities). Of the above, Rs.50.08 crores has been paid or adjusted by theIncome Tax Department. No provision is considered necessary in respect of the disputed liabilities in view offavourable decisions by various appellate authorities on similar issues.
4. ADDITIONAL DISCLOSURE IN TERMS OF RBI GUIDELINES:(Rs. in Cr.)
2003-04 2002-03 2003-04 2002-03
a) Percentage of Shareholding Nil Nil (c) Amount of Subordinated debt 90.80* 40.80of Government of India (Tier II Capital) outstanding
at year end* Includes Rs.50.00 Cr. raised
during the year
b) Break-up of the item (d) Business Ratios:“Provisions and Contingencies” (i) CRAR 13.79 11.35included in the Profit and Lossaccount:Provision for (a) Capital Adequacy Ratio –
(i) Standard Assets 0.75 0.54 Tier I Capital 8.49 8.39
(ii) Non-Performing Assets 22.20 23.20 (ii) Capital Adequacy 5.30 2.96(iii) Income Tax – Current 15.29 18.42 Ratio – Tier II Capital
(iii) Interest Income as a % to 8.30 9.01Average Working Funds
(iv) Income Tax – Deferred Tax 0.53 (-)0.06 (iv) Non-Interest Income as a % to 2.52 2.80Liability Average Working Funds
(v) Income Tax–Deferred Tax Asset (-) 2.22 (-) 0.36 (v) Operating Profit as % to Average 2.64 2.66Working Funds
(vi) Leave Encashment 1.95 1.00 (vi) Net NPA to Net Advances (%) 5.40 7.15
(vii) Depreciation on Investments 7.20 2.90 (vii) Return on Average Assets (%) 1.19 1.13
(viii) Provision for 90-days Norms - 0.25 (viii) Business (Deposits +Advances)per employee (Rs. In Cr.) 2.76 2.28
(ix) Others 4.25 - (ix) Profit per employee (Rs. In lacs) 2.11 1.72
TOTAL 49.95 45.89
Sri A.Krishnamoorthy Sri K.R.Shenoy Total
Current Year 2003-2004
Consolidated Pay 9,10,323 -Employers’ contribution toProvident Fund 91,032 -Leave encashment - -Gratuity - -Monetary value of perquisites # 25,429 -
Total 10,26,784 - 10,26,784
Previous Year 2002-2003 (21.8.02 –31.3.03) (1.4.02-20.8.02)Consolidated Pay 5,14,839 4,64,516Employers’ contribution toProvident Fund 51,484 46,452Leave encashment - 5,26,667Gratuity - 5,00,000
Monetary value of perquisites # 12,086 5,1505,78,409 15,42,785 21,21,194
##### (at cost in terms of amended provisions of sec.217 (2A) of theCompanies Act, 1956)
16
(e) Maturity Pattern of Assets / Liabilities: [Rs. in Crore]
Residual Maturity
Days Days 29D-3M Months 6M-1Y Year1-3 Year3-5 Year Total1-14 15-28 3-6 Over 5
The coverage of actual data used for extracting the residual pattern of advances, investments, deposits and borrowings are 95.14%, 100%, 98.42% and 100% respectively.
(f) Movement in Non-Performing Assets (NPAs)–Advances: [Rs in Crore]
(g) Movement in Provision for Non-Performing Advances: [Rs in Crore]
2003-2004 2002-2003Opening Balance 77.30 72.28Add: Provisions made during the year 22.20 23.20Less: Write Off, write back of excessprovisions 2.18 18.18
Closing Balance 97.32 77.30
(h) Movement in Provision for Depreciation on Non -Performing investments: [Rs in Crore]
2003-2004 2002-03Opening Balance 8.28 8.08Add: Provision made during the year 0.45 0.20Less: Write Off, write back of excessprovisions during the year - -Closing Balance 8.73 8.28
(i) Provision for Depreciation on Investments: [Rs in Crore]
2003-2004 2002-03Opening Balance 18.21 21.32Add : Provision made during the year 7.20 2.90Less: Write Off, write back of excessprovision during the year 0.63 6.01Closing Balance 24.78 18.21
(j) (i) Issuer composition of Non SLR Investments:[Rs. in Crore]
No. Issuer Amount Extent of Extent of below Extent of ExtentPrivate investment grade’s ‘unrated’ of ‘unlisted’Placement securities (Below Securities securities
@ @ @ @ @ Others – includes investments in Mutual Funds and RIDF.
* Break-up of Total: ( Rs. in Cr.)
Shares 9.09Debentures & Bonds 115.26Subsidiaries & Joint Ventures -Others 125.82Provision held towards depreciation (24.78)Total 225.39
(ii) Non-performing Non SLR Investments (Rs. in Crore)
Particulars Amount
Opening balance 9.69Additions during the year since 1st April NilReductions during the above period NilClosing balance 9.69Total provisions held 8.73
Note: This being the first year of disclosure, previous year figures are not given.
17
(k) Advances to Sensitive Sectors: (Rs. in Crore)
2003-2004 2002-2003
a) Advances to Capital Market Sector 37.30 16.72
b) Advances to Real Estate Sector 9.27 11.87
c) Advances to Commodities Sector 87.00 106.84
(l) Financing of equities and investment in shares:(Rs. in Crore)
2003-2004 2002-2003Investments made in Equity Shares/Convertible Debentures 1.60 1.76Investments made in Units ofEquity Oriented Mutual Funds 35.11 13.98
Advances Against Shares 0.59 0.98
Total Finance extended for margin trading Nil Nil
(m) Restructuring of Loan Assets undertaken during the year: (Rs. in Crore)
(i) Other than under Corporate DebtRestructuring Scheme 2003-2004 2002-03Total amount of loan assets subjectedto restructuring 0.46 0.41The amount of standard assets subjectedto restructuring 0.46 -The amount of sub-std. assets subjectedto restructuring Nil 0.41The amount of doubtful assets subjectedto restructuring Nil -
(ii) Under Corporate Debt Restructuring Scheme 2003-2004 2002-03
Total amount of loan assets subjectedto restructuring 29.27 30.84The amount of standard assets subjectedto restructuring 29.27 29.44The amount of sub-std. assets subjectedto restructuring Nil 1.40The amount of doubtful assets subjectedto restructuring - -
(n) Transfer to Investment Fluctuation Reserve (IFR)During the year a sum of Rs.13.75 Crores (P.Y.Rs.11.00 Cr.) has been appropriated to IFR accountin accordance with the guidelines of Reserve Bankof India issued vide letter Ref No. DBOD.BP.BC.57/21.04.048/2001-02 dated 10.01.2002. Balance inIFR as at year-end Rs.35.99 crores being 3.04% oftotal investments (excluding investments under “HeldTo Maturity” category). Bank is to build up IFR to aminimum of 5% of such investments beforeMarch 2006.
(o) Country Exposure:The net funded exposure of the bank in respect ofForeign exchange transactions with each country iswithin 2% of the total assets of the bank and henceno provision and disclosure is required to be made asper RBI circular DBOD.BP.BC.71/21.04.103/2002-03 dated 19.02.03.
(p) Securities sold under repos and purchased under reverse(p) Securities sold under repos and purchased under reverse(p) Securities sold under repos and purchased under reverse(p) Securities sold under repos and purchased under reverse(p) Securities sold under repos and purchased under reverserepos:repos:repos:repos:repos: [Rs. in Crore]
Minimum Maximum Daily average Asoutstanding outstanding outstanding onduring during during 31.03.04the year the year the year
Note: This being the first year of disclosure, previous year figures are not given.
5. COMPLIANCE WITH ACCOUNTING STANDARDSISSUED BY INSTITUTE OF CHARTEREDACCOUNTANTS OF INDIA (ICAI) (in terms of RBICircular DBOD.No.BP.BC.89 / 21.04.018/2002-2003dated 29.03.2003)
(a) Accounting Standard 11 – Accounting for Effects ofChanges in Foreign Exchange Rates:The effects of changes in foreign exchange rates areaccounted as per guidelines of FEDAI in terms of RBIcircular No.DBOD.No.BP.BC.71/21.04.018 dated 31st
March 2004. The revised Accounting Standard 11 issuedby the ICAI will come into effect for accounting periodscommencing on or after 1st April 2004.
(b) Accounting Standard 17 –Segment Reporting:
Part A – Primary (Business) Segments: (Rs.in Crore)
Business Segments Treasury Other Banking Total Operations
Entire Investment portfolio has been considered as TreasurySegment and accordingly its income and assets are allocatedto the segment. All other income and allocable assets areconsidered as pertaining to Other Banking Operationssegment. In respect of the funds lent to the Treasury segment,the cost has been allocated on Transfer Pricing Method.
Part B – Secondary (Geographic) Segments:Since the bank is not having overseas operations, noreporting is necessary under this segment.
18
(c) Accounting Standard 18 – Related PartyDisclosures:The disclosure under AS-18 is furnished in Note No.2in respect of remuneration to Key Management Personnel.
(d) Accounting Standard 20 – Earnings Per Share(EPS):EPS calculation in accordance with the AS-20 issued bythe ICAI is as under:
2003-2004 2002-2003Net profit after Tax (Rs. in 000) 410485 341633No. of shares 11508902 11508902Earnings per share – Basic & diluted (Rs.) 35.67 29.68
Note: There are no potential dilutive equity shares.
(e) Accounting Standard 22 – Accounting for Taxes on Income:The bank has accounted for Income Tax in compliancewith AS 22. Accordingly, Deferred Tax Assets &Liabilities are recognized. The major components ofDeferred Tax are as under: [Rs. in Crore]
Till the year ended 31st March 2003, all software wascharged off to revenue account. From this financialyear, operating software, being an integral part of therelated hardware, amounting to Rs.103.11 lacs is treatedas fixed asset and depreciated. Software that is not soconsidered an integral part continues to be charged torevenue in the year of purchase.
(ii) Legal Expenses:
Pursuant to RBI directions, legal expenses incurred bythe Bank in suit filed accounts amounting to Rs.143.71lacs, have now been debited to Profit & Loss account asagainst the earlier practice of debiting the advanceaccounts.
Profit for the current year is lower by Rs.35.96 lacs (netof tax) as a consequence of the above changes.
7. Previous year’s figures have been regrouped /reclassified wherever considered necessary to conformto the current year’s classification.
A REGISTRATION DETAILSRegistration : 01377State : 18Balance Sheet Date : 31.03.2004
B CAPITAL RAISED DURING THE YEARPublic Issue : NilBonus Issue : NilRights Issue : NilPrivate Placement : Nil
C POSITION OF MOBILISATION ANDDEPLOYMENT OF FUNDS (Rs.in 000s)Total Liabilities : 38,21,35,06Total Assets : 38,21,35,06
SOURCES OF FUNDSPaid-up Capital : 11,50,89Reserves and Surplus : 2,15,13,39Secured Loans : NilUnsecured Loans : 30,22,85
APPLICATION OF FUNDSNet Fixed Assets : 31,31,35Investment : 13,38,16,81Net Current Assets : 1,44,50,48MiscellaneousExpenditure : NilAccumulated Losses : Nil
D PERFORMANCE OF THE COMPANYTotal Income : 3,72,81,68Total Expenditure : 3,31,76,83Profit Before Tax : 54,64,85Profit After Tax : 41,04,85Earnings Per Share (Rs.) : 35.67Dividend Rate : 50%
E GENERIC NAMES OF THREE PRINCIPALPRODUCTS OF THE COMPANY (AS PERMONETARY TERMS)Items Code : N.A.Product Description : Banking Company
19
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(Rs. in 000)
31/03/2004 31/03/2003
CASH FLOW FROM OPERATING ACTIVITIES:Net Profit as per Profit & Loss Account 410,485 341,633ADJUSTMENTS FOR:
Provisions & Contingencies 499,547 458,917Depreciation 49,646 48,274Loss on sale of assets 347 227Income Tax / T D S paid (205,147) (234,280)Net cash flow before changes in Working Capital 754,878 614,771
CHANGES IN WORKING CAPITAL :LIABILITIES : Increase/Decrease in
(5,957,236) (3,449,896)CASH FLOW FROM INVESTING ACTIVITIES :
Purchase of Fixed Assets (64,998) (59,174)Sale of Fixed Assets 845 (64,153) 1,198 (57,976)
CASH FLOW FROM FINANCING ACTIVITIES:Shares issued 0 0Tier II Bonds 500,000 0Dividends paid (56,415) 443,585 (52,478) (52,478)
Cash flow for the year 471,502 (16,615)Cash & Cash equivalents at the beginning of the year 2,329,751 2,346,366Cash & Cash equivalents at the end of the year 2,801,253 2,329,751
Note: Cash, Balances with Other Banks, Balances with R B I, and Money at Call and Short Notice have beenconsidered as cash and cash equivalents.
AUDITORS’ CERTIFICATEWe have verified the Cash Flow Statement of The Lakshmi Vilas Bank Limited, Karur for the year ended March 31,2004. This cash flow statement is the responsibility of the Management of the Bank in accordance with clause 32 ofthe listing agreement entered into with the Stock Exchange and is in agreement with the Balance Sheet as at March 31,2004 and the Profit & Loss Account for the year ended March 31, 2004 dealt with in our report dated April 30, 2004to the members of The Lakshmi Vilas Bank Limited.
For Abarna & Ananthan For M/s. S.ViswanathanChartered Accountants Chartered Accountants[S.Sankararaman] [R.M.Narayanan]Partner PartnerM.No. 10042 M.No. 25650
Karur - 639 006. April 30, 2004
20
a) Industry Structure and DevelopmentsBanking industry consists of Nationalized Banks, OldPrivate Sector Commercial Banks, New Private SectorCommercial Banks, Co-operative Banks, Regional RuralBanks and Foreign Banks. Our Bank established in 1926as Banking Company and has been classified as ScheduledCommercial Bank by the RBI. During the year theBanking industry despite faced by severe competition andstrain on profitability and compulsion to adhere stricterprudential norms, has performed well. Continual failureof monsoon in the major parts of the country and slowgrowth of economy affected the business growth.
b) Opportunities and ThreatsThe continual failure of monsoon, substantially affectedthe agricultural and allied activities. Sluggishness ineconomy affected industrial growth.
Supreme Court upheld the constitutional validity of theSecuritisation and Reconstruction of Financial Assets andEnforcement of Security Interest Act, 2002. The judgmentwill have far reaching effect on NPA management andrecovery mechanism of banks.
Sequel to successful entry and performance of Bancassurancemodel, Bank generated additional revenue during the year.By entering into tie up with Royal Sundaram Insurance forsale of General Insurance products and with Reliance MutualFund for sale of mutual fund products and plans to tap thepotential available in the coming year.
c) Business Segmentation
DEPOSITSAmount in Percentage
(crore of Rs.) to total1) Demand 409.99 12.442) Savings 437.73 13.283) Term 2448.09 74.28
Total 3295.81 100.00
ADVANCESAmount in Percentage
(crore of Rs.) to total
1. Manufacturing Sector 901.62 44.22(SSI, Medium & Large Ind)
2. Trade & Service Sector 560.08 27.473. Agricultural sector 183.06 8.984. Housing Sector 188.36 9.245. Transport / NSFCS 35.02 1.726. Personal Segment 98.67 4.847. Others 71.89 3.53
Total 2038.70 100.00
d) OutlookThe Indian economy is expected to register GDP growthrates of 6.5 % to 7% over the next year with expectedgood monsoon and increase in demand for bank credit.
e) Risk and ConcernsGovernment of India has enhanced the foreign directinvestment in the private sector Bank upto 74% of the
����( ��� �Management discussion and analysis report
� ������ ������������� ���������!���������
To the Members of April 30, 2004The Lakshmi Vilas Bank LimitedKarur.
We have examined the compliance of conditions of Corporate Governance by The Lakshmi Vilas Bank Limited for theyear ended on 31st March, 2004 as stipulated in clause 49 of the Listing Agreement of the said bank with stock Exchanges.
The Compliance of conditions of corporate governance is the responsibility of the Management. Our examination waslimited to procedures and implementation thereof, adopted by the Bank for ensuring the compliance of the conditionsof the Corporate Governance. It is neither an audit nor an expression of opinion on the financial statements of the Bank.
In our opinion and to the best of our information and according to the explanations given to us, we certify that the Bankhas complied with the conditions of Corporate Governance as stipulated in the abovementioned Listing Agreement.
As required by the Guidance Notes issued by the Institute of Chartered Accountants of India, we have to state that noinvestor grievance is pending for a period exceeding one month against the Bank as per the records maintained by theShareholders and Investor’s Grievance Committee.
We further state that such compliance is neither an assurance as to the future viability of the Bank nor the efficiencyof effectiveness with which the management has conducted the affairs of the Bank.
For Abarna & Ananthan For S. Viswanathansd- sd-
(S.Sankararaman) (R.M. Narayanan)Partner Partner
Chartered Accountants Chartered Accountants
21
paid up capital of Bank which might trigger takeover bidson well- performing private sector Banks. The new entrantsin the market with the support of sophisticated latestinformation technology might lead to diversion of creamof business to such banks.
f) Internal ControlsBanks has a separate Audit and Inspection Departmentwhich subjects all the Branches including InternationalDivision, Investment Cell, Currency Chest, ServiceBranches and every department of the AdministrativeOffice to regular inspection. Key branches includingInvestment Cell at Mumbai are under concurrent auditwhich covers almost 65 % of the Bank’s business. Allcomputerized branches are subjected to a separatesecurity-audit regularly; Management audit of controllingoffices was done by external agency during the year.
Audit Committee of the Board has been constituted inline with RBI guidelines. To meet the requirement ofclause 49 of the Listing Agreement, the Audit Committeereviews the adequacy of the audit and compliance function,including the policies, procedures, techniques and otherregulatory requirements.
g) Human Resources Development / IndustrialRelations
To face the competition in the industry and newerchallenges, the banks continues its focus in the area of
training. Against this backdrop, the Bank runs a full-fledged Training College with skilled and experiencedfaculty to impart job-oriented training at frequent intervalsto its staff at various levels. Wherever needed specialisedcourses were conducted at the college with externalfaculty. Our officers were also deputed to courses atreputed training colleges and programmes.
The Industrial relations remained cordial throughout theyear. The number of permanent employees on the rolls ofthe Bank as on March 31, 2004 was 1946 including part-time employees.
h) Discussion on Financial parameters with respectto operational performance
The Bank continued is emphasis on “Operating ProfitApproach”, The Bank could record moderate to goodperformance in terms of various key financial parameters.
Deposits increased by 19%Advances increased by 16%Total income increased by 5%Total Net Revenue increased by 11.71%Net Interest income increased by 22.31%Operating Profit increased by 14%Net Profit increased by 20%Net-worth increased by 18%Number of branches increased to 224 from 215Number of staff: 1946
The composition of the Board of Directors, headed byExecutive Chairman is governed by the provisions of theCompanies Act,1956, Banking Regulation Act, 1949 andlisting agreement entered with NSE and MSE. The Boardhas a strength of 9 Directors as on 31.03.2004. The Boardconsists of eminent persons with considerable professionalexpertise and experience in Banking, Law, Accountancy,Engineering, Small Scale Industry, Agriculture andBusiness including Exports. Details of name of Chairmanand Directors of the Board, number of meetings held andattendance during the year are provided in annexure C.All Directors of the Bank attended the last Annual GeneralMeeting held on 7.08.2003.
The Bank has not entered into any materially significanttransaction which could have a potential conflict of interestwith its promoters, directors, management or relatives etc.,except the transactions entered into in the normal courseof banking business.
Committees of DirectorsThe Board has constituted Committees of Directors to dealwith matters, which need special focus and timely monitoringof the activities falling within the terms of reference of theCommittees. The Board Committees are as follow:
Audit CommitteeAudit Committee of the Board is chaired by Shri.D LSuresh Babu, Independent Director who is a CharteredAccountant by profession. Audit Committee provides
direction and oversees the operation of total audit functionin the Bank as per RBI guidelines. Details of name ofmembers and chairman, meetings and attendance duringthe year under review, are provided in Annexure C. Theterms of reference of Audit are in accordance withProvisions of Companies Act,1956, Banking RegulationAct,1949 and clause 49 of listing agreement interaliaincludes the following :
• Overseeing the Bank’s financial reporting processand ensuring correct, adequate and credibledisclosure of financial information.
• Recommending appointment and removal ofexternal auditors and fixing of their fees.
• Reviewing with management the annual financialstatements before submission to the Board withspecial emphasis on accounting policies andpractices, compliance with accounting standardsand other legal requirements concerning financialstatements and
• Reviewing the adequacy of the Audit andCompliance function, including their policies,procedures, techniques and other regulatoryrequirements.
Share Transfer and Investors’ Grievances committeeThe Share Transfer and Investors’ Grievances Committeeapproves and monitors share transfers, transmission, split,consolidation, issue of duplicate shares, physical shareson remat requests, fixing book closure / record date etc.,
����( ��� � Board of Directors and Committees
22
The Committee monitors the redressal of complaints ofinvestors like Complaints on Share transfer, non-receiptof dividend declared, non-receipt of annual report & otherrelated matters. The Committee also reviews thecompliance of provisions and requirements of ReserveBank of India, SEBI, Stock Exchanges, Registrar ofCompanies, Depositories, and other Statutory bodies.During the year the Bank received 617 complaints fromshareholders, which have been resolved. Details of nameof members, Chairman, Compliance officer, meetings andattendance during the year are provided in Annexure C.Infrastructure Development committeeThe committee approves purchase and leasing of premisesfor the use of the Bank’s branches and for employees’residences and the purchase of computer hardware,software, peripherals and accessories etc.Non-Performing Assets (NPA) Review CommitteeThe Committee reviews the status of NPA and Recovery,once in every quarter. It emphasizes steps to improve thequality of the assets as per RBI norms by continuouslyfollowing up with irregular accounts and triggeringprovisions of SERFAESI Act against the defaulters orproceeding legally against the defaulters in Debt RecoveryTribunal and also enter into compromise settlement.Risk Management CommitteeThe Integrated Risk Management Committee has been
constituted as per RBI guidelines, which develops Bank’scredit and Market risk policies and reviews the Assets andLiabilities of the Bank based upon structural liquidity anddynamic liquidity statements on outflows and inflows andalso analyses the interest rate sensitivity of assets and liabilities.Remuneration CommitteeNo committee has been formed as the remuneration ofwhole time Director and sitting fees payable to otherdirectors is decided only by the Board of Directors. Therevised remuneration of Chairman & CEO was approvedby RBI on the recommendations of the Board, details ofwhich is given in the Schedule 17 of the Annual accountsand other directors are paid only sitting fees for Board/Committee meetings attended by them.Fraud Monitoring CommitteePursuant to the Directions of the Reserve Bank of India,the Bank has constituted a Fraud Monitoring Committeeon 31.01.2004, exclusively dedicated to the monitoringand following up of cases of fraud involving amounts ofRs.1 crore and more. The objective of this Committee isthe effective detection of frauds and immediate reportingthereof to regulatory and enforcement agencies and actionsagainst the perpetrators of frauds.DisclosureNo strictures are passed on the bank by any regulatoryauthority for non-compliance of any laws.
����( �� �
Composition of the Board of Directors together with the attendance at meetings of the Board, its Committees and Annual General Meeting anddirectorship held
Name of the Director Represen- Category Board Audit Share Integrated NPA Infrastruc- Gratuity Pension Provident Annual No. oftation as as per (25 Committee Transfer & Risk Review ture Committee Trust Trust General Otherper Banking Listing meetings) (6 meetings) Investors’ Management Committee Develop- (4 (2 (3 Meeting Director-Regulation Agree- Grievances Committee (4 ment meetings) meetings) meetings) shipsAct ment Committee (4 meetings) Committee held
Description of delegated authority Full Address of delegated authority Telephone Fax Numbers E-Mails ID Average intervalsNumbers of which meetings held
Name and designation of officer S.Venkateswaran, Company Secretary / 04324 220068 & 69 [email protected] Monthlyof the Company Compliance Officer, Lakshmi Vilas Bank Limited 220051 – 60
Regd. & Administrative Office, Salem Road,Kathaparai,Karur – 639 006
Name of Board Committee and Share Transfer & Investors’ Grievances Committee 04324 220068 & 69 [email protected] “chairman’s name Mr.N.Malayalaramamirtham - Director 220051-60
Lakshmi Vilas Bank Limited, Regd. & AdministrativeOffice, Salem Road, Kathaparai, Karur – 639 006
The Registrar and Share Transfer Agents M/s.Integrated Enterprises (India) Ltd 044 28140801 28142479 [email protected] “II Floor, “Kences Towers” No.1, Ramakrishna Street, 28140802 28143378North Usman Road,T.Nagar, Chennai – 600 017 28140803
����������������������������������
Names of the Committee Members Category of director Meet ing de ta i l s Whether attended(Sarvashree) (NED/Independent) last AGM (Y/N)
Held during Attended % of totalthe tenure ofdirector/ invitee
D.L.Suresh Babu Chairman - NED /Independent 6 6 100% YN.Malayalaramamirtham NED /Non-Independent 6 6 100% YC.Krishnakumar NED /Non-Independent 6 6 100% YK.B.Krishnan NED /Independent 6 5 83.33% YM.P.Shyam NED /Independent 6 4 66.67% Y
Means of CommunicationThe Bank has published its quarterly results in BusinessLine (English) Chennai, and Dinamalar (Vernacular)Trichy and Annual results in Economic Times (English)South India & Pune, Times of India (English) Hyderabad,Maharashtra Times (Mumbai), New Indian Express(TN) ,Dinamani (all edition) , Business Line (English) Chennai,and Dinamalar (Vernacular) Trichy). The results aredisplayed on the Bank’s website at www.lvbank.com.
Management discussion and analysis forms part of theAnnual Report which is posted to the shareholders of theBank.
Financial Calendar 2004-2005 (tentative):77th Annual General Meeting
Date & Time : 29-07-2004, 10.30 A.MVenue : Registered Office, Salem Road,
Kathaparai, Karur – 639006,Tamilnadu.
Annual General Meeting (Next Year) August, 2005
Board Meetings
Results for the quarter ending June 2004– Last week of July 2004
Results for the quarter ending September 2004– Last week of October 2004
����( ��� � General Shareholders’ Information
Results for the quarter ending December 2004– Last week of January 2005
Results for the quarter ending March 2005– Last week of June 2005
Unclaimed Dividend:Information in respect of unclaimed dividend and lastdate for making claim is given below:
Financial Year Date of Amount as on Last date Declaration 31.03.2004 in Rs. for claim
Listing on Stock ExchangesThe equity shares of the Bank are listed on the MadrasStock Exchange, Chennai and National Stock Exchange,Mumbai and requisite annual listing fee is remittedpromptly.
DematerializationThe Equity Shares (ISIN NO: INE694C01018) of the Bankare admitted under demat mode with both the depositoriesof the country i.e., National Securities Depository Limitedand Central Depository Securities (India) Limited.
24
Stock Market Data
Month NSE Listed on MSE Listed on21.06.2000 21.01.1989
Bank has over 38191 shareholders as on 31.03.2004of this 10282 folios representing 58,84,362 (51.13 %)shares are in Demat Form.Distribution of Shareholding in break up as on31.03.2004 is given below:
CATEGORY SHAREHOLDERS
NO. OF SHARES NUMBER % ON TOTALUpto 500 34566 90.51501 1000 2307 6.04
Nomination FacilityShareholders may avail of the Nomination Facility underSection 109A of the Companies Act, 1956.Bank Account DetailsIn order to avoid fraudulent encashment of dividendwarrants, the members are requested to write their Bank
Account details to the Office of our Registrar and ShareTransfer Agent.
Shares held in Electronic formAll instructions regarding bank account details, whichthe shareholders wish to be incorporated in their dividendwarrant will have to be submitted to their depositoryparticipants.
Instructions already given by them in respect of sharesheld in physical form will not be automatically applicableto the dividend paid on shares held in electronic formand the Bank or STA will not entertain any request fordeletion / change of Bank details already printed ondividend warrants as per information received from boththe depositories.
All instructions regarding change of address, nomination,power of attorney etc., shall be given directly to theirDepository participants and the bank or STA will notentertain any such requests directly. Shareholders havingthe holdings partly in demat form and partly in physicalform, should follow the steps narrated above separately.
Share Transfer ProcessBank ensures physical shares are processed by theRegistrar and Share Transfer Agent - Integrated enterprises(India) Limited and approved by Share TransferGrievances Committee / Board and the certificates aredispatched to the transferees with in a maximum periodof 4 weeks from the date of receipt of the transferdocuments by Integrated enterprises (India) Limited,provided if the share documents are valid in all respects.Share transfers, dividend payments, demat requests and allother investor related activities are attended to and processedat the office of our Registrar and Share Transfer Agent.Shareholders’ Correspondence should be addressed to :
Jawahar Bazaar KarurKarur West ”Vengamedu ”Kathaparai ”KattuputhurKattugudalurKovilpattiKrishnagiriKumbakonamKurumbapattiLakkapuramLalgudiThambu Chetty St. ChennaiAdyar ”Cathedral Road ”G.N. Street ”Kodambakkam ”Mount Road ”Mylapore ”Nungambakkam ”Purasawalkam ”Royapuram ”Selaiyur ”Triplicane ”Valasarawalkam ”West Tambaram ”MadukkurPalace Road M a d u r a iThallakulam ”MahadhanapuramManameduMannargudiMarandahalliMathurMayiladuthuraiMelurMettupalayamMettur DamMoolangudiMuthugapattiMuthupetMuthurNagapattinamNagercoilNamakkalNathakadaiyurNerinjipettaiNeyve l iOddanchatramOlapalayamPalaniPallipalayamPanrutiPapanadPapanasamPattukkottaiPennagaramPeravuraniPeriakulamPodakudyPollachiPugalurC. Puduppatti
R. PudupattiRajapalayamRajendramRasipuramBazaar Street SalemC.K. Street ”Gugai ”Shevapet ”Swarnapuri ”SankarapuramSankariSatturSeevalaperiSendarapattiSivakasiSundarapandiyamSuriyampalayamTanjoreTenkasiTheniThiruvaiyaruThittagudiThottiyamTindivanamTiruchengodeTirukoilurTirunelveliTirupurTiruvarurBig Bazaar St. TrichySrirangam ”Thillainagar ”ThirukadaiyurThirukattupalliTiruthuraipoondiTiruvennamalaiTuraiyurTuticorinUdumalpetUlipuramUnjalurVadugapalayamVellakoilVelliyanaiVelloreVelur (Salem)VettavalamVilangudiVillupuramVirudhunagarVridhachalamYethapur
WEST BENGALKolkatta
ANDHRA PRADESHAdoniChittoorEluruGajuwakaGopalapatnamGunturBank Street HyderabadHubsiguda ”Kothapeta ”Kukatpally ”Malkajgiri ”Secunderabad ”KakinadaNandyalNelloreOngoleProdatturRajahmundrySuryapetTanukuTirupatiVijayawadaVijayawada IIVisakapatnamWarrangal
