MANAGEMENT DISCUSSION AND ANALYSIS GLOBAL ECONOMIC CONDITIONS - WEAK RECOVERY, MODEST GROWTH PROSPECTS, LOW INFLATION Global growth recovery has weakened amid increasing financial turbulence and is forecast to remain modest at 3.2% in 2016, strengthening in 2017 and beyond. Emerging markets and developing economies are expected to be the primary drivers of growth momentum as stressed economies begin gradually to normalize. Global demand remains subdued as reflected in weak manufacturing and trade activity. However, with increasing uncertainties, risks of weaker global economy may hover for some time. While advanced economies led by US show some signs of improvement, owing to continuing easy fiscal policies and strengthening housing and labour markets, the overall growth outlook remains modest as they still deal with the damages of the global financial crisis. On the other hand, prospects for emerging markets and developing economies, drivers of growth in 2016, continue to be uneven as countries like Brazil and Russia are still in deep recessions and oil exporting nations are faced with macroeconomic tensions (political uncertainty and weaker terms of trade). For China and India, while growth has been much in line with IMF expectations, trade growth has actually slowed down owing to weak investment growth across emerging market economies. In India, there is a need to build resilience against potential global shocks emanating from volatile financial markets while simultaneously focusing on reviving domestic economy. It would not be wrong to say that the global economy is being influenced by 3 key factors: 1) rebalancing the Chinese economy - away from investment and manufacturing towards consumption and services led growth, 2) lower commodity and energy prices, 3) US Fed's transition from an extraordinarily accommodative to relatively tight monetary policy. Headline inflation in advanced economies in 2015, at 0.3% on average, was the lowest since the financial crisis strongly reflecting the weak commodity prices, core inflation remained stable, below Central Bank targets, at 1.6-1.7%. Most of the emerging markets also witnessed inflation easing on the back of lower crude oil and commodity prices with the exceptions of countries like Brazil, Colombia and Russia where sizeable currency debrciation offset the impact of lower commodity prices resulting in higher inflation. With slackening global trade prospects and weak commodity prices, global growth is projected to increase slightly from 3.1% in 2015 to 3.2% in 2016 to 3.5% in 2017 according to the International Monetary Fund (IMF). Growth in currently distressed economies of Brazil, Russia, LATAM and Middle East, while remaining weak or negative, is projected to rise and expected to turn positive in LATAM and CIS with substantial pick up in sub-Saharan Africa. Growth in these economies may offset the impact of Chinese slowdown. Among advanced economies, growth is projected to increase only marginally owing to the expectations of growth decline in Japan (due to higher consumption tax). Despite slackening Chinese economy, emerging market and developing economies are projected to witness modest growth. Stock markets of advanced nations dropped in FY 2015-16. The Dow Jones Industrial Average closed the year at 17,685 ater touching a high of 18,312 and a low of 15,660 during FY 2015-16, down 0.5% YoY. Japan's Nikkei 225 fell 12.7% YoY to close at 16,759 after touching a high of 20,868 and a low of 14,953 during FY 2015-16. UK's FTSE 100 touched a high of 7,104 and a low of 5,537 during FY 2015-16 and closed at 6,175 - a fall of 8.8% YoY. Back in India, the BSE Sensex was down 9.4% YoY after touching a high of 29,044 and a low of 22,952 during FY 2015-16. The Nifty also dropped 8.9% YoY to close at 7,738 reaching a high of 8,834 and a low of 6,971 during FY 2015-16. The comparative movement of the above indices is given below: INDIAN ECONOMY According to the Advance Estimates published by the Ministry of Statistics & Programme Implementation, India's GDP growth rate in the FY 2015-16 is estimated at 7.6%, as compared to the growth rate of 7.2% in 2014-15, an increase of 0.4% mainly on the back of recent policy initiatives, pick up in investments and lower oil prices. This is achieved mainly because of restoring macroeconomic stability achieved on account of fiscal consolidation; control over inflation and support from fall in the global commodity prices. Going forward, growth rate is estimated at 7.5% by IMF (7.6% by RBI), which would mean that India will outpace most emerging economies including China, ASEAN, LATAM and Africa. As per the advance estimates for FY 2015-16, the Central Statistical Office (CSO) has projected a growth rate of 4.4% in agriculture and allied sectors as against 4.9% growth a year earlier. Manufacturing, however, is expected to register a growth of 8.1% in FY 2015-16 - sharp rise from a growth of 7.6% in the brvious year. Mining and quarrying is likely to grow at higher 3.7%, compared with a 2.8% growth a year ago. Construction activity is likely to witness a slack in growth at 0.6% in FY 2015-16 as against 7.8% in FY 2014-15. Growth in electricity, gas and water production is likely to fall to 10.5% in FY 2015-16 from 12.9% in FY 2014-15. Trade, hotels, transport and communication sectors are projected to grow by 6.4% as against 13.3% in FY 2014-15. Public administration, defence and other services growth would be lower at 12.5% compared with 17.3% in FY 2014-15. The government has decided to stick to the path of fiscal prudence and achieve deficit targets of 3.9% GDP in FY16 and 3.5% GDP in FY17. This is to be achieved through the government's stake sale in state owned entities and rationalization of fuel subsidy amid higher devolution to the states as per the recommendation of the 14th Finance Commission. The government has increased the share of capital expenditure in total expenditure to kick-start investments in the economy through higher allocation to agriculture and rural development, transportation infrastructure including roads, railways and ports. The Government is also confident of achieving the Fiscal Responsibility and Budget Management Act, 2003 (FRBM) fiscal target of 3% of GDP by FY 2017-18. However, it is important to note that fiscal consolidation as envisaged is subject to risks, especially with respect to the impact of global commodity prices, lower tax revenues if the economy does not grow on expected lines. The subdued global demand and weak commodity prices resulted in a fall in India's overall exports (Rs.17 trillion in FY16). On imports front, the fall in international crude prices translated into a sizable saving on account of petroleum and oil imports, despite a pickup in import volumes in Q3. While volume of gold imported rose sharply to a total of 930 tonnes by Feb'16, its import value rose only marginally on account of fall in the prices. On the other hand, non-oil non-gold and silver import growth slowed in FY 2015-16 to 3.3% (vs 13.6% in FY 2014-15). At an aggregate level the value of overall imports in FY 2015-16 grew marginally at 2.6%. In view of the above, the current account deficit (CAD) for FY 2015-16 is estimated at ~1% of GDP. In the past, CAD has been comfortably financed by net capital inflows, mainly in the form of buoyant portfolio flows but also supported by foreign direct investment inflows and external commercial borrowings. The exchange rate during FY 2015-16 averaged Rs. 65.43 per US$ after touching an all-time high of Rs. 68.71 per US$. Foreign exchange reserves were US$ 359.76 billion as on April 1, 2016. The outlook for growth has improved modestly on the back of disinflation, real income gains from decline in oil prices, easier financing conditions and some progress on stalled projects. These conditions should augur well for a reinvigoration of private consumption demand, but the overall impact on growth could be partly offset by the weaker global growth outlook and very short-run fiscal drag due to likely combrssion in plan expenditure in order to meet consolidation targets set for the year. Domestically, conditions for growth are slowly improving with easing input cost brssures, supportive monetary conditions and recent measures relating to project approvals, land acquisition, mining and infrastructure. INFLATION The Reserve Bank of India (RBI) formally adopted the path of disinflation in terms of headline consumer prices, with milestones of 8% by January 2015, 6% by January 2016, 5% by March 2017 and 4% by January 2018. In FY 2015-16, RBI adopted an accommodative, though cautious, policy stance to set the economy firmly on the disinflation path. Reflecting the ongoing transmission of monetary policy impulses through the economy, inflation excluding food and fuel has increased to 4.30% in March 2016 from 4.06% in March 2015. Food inflation, on the other hand, moderated from 6.29% in March 2015 to 5.27% in March 2016. The momentum of headline inflation continued to be weak mostly due to the prices of non-durable goods, especially perishable foods. The annual rate of inflation, based on monthly WPI, stands at -2.53% in FY 2015-16 as against 2.00% in FY 2014-15. MONETARY CONDITIONS For FY16, overall credit growth stood at 10.7%YoY. Primary contributors to growth momentum were personal loans (19.4% growth YoY), agriculture and allied activities (15.3% growth YoY). Services (9.1% growth YoY) registered stable growth while industry (2.7% growth YoY) lagged. Broad money (M3) growth remained low during Q2 and Q3. Credit growth (10.7%YoY) outperformed deposit growth (9.7%), thereby creating situations of liquidity mismatches. Liquidity conditions generally tightened in Q3 owing to slower pace of govt. expenditure and pick up in currency demand with the onset of the festival season. RBI through its fine-tuning operations, including variable rate term repo auction and OMOs as well as term repos of varying tenors, brvented the built-up of liquidity brssure in the system. RBI's pro-active liquidity management operations ensured that the call rates stayed range bound around the policy rate, reducing day-to-day volatility. Besides short term liquidity, RBI injected durable liquidity by conducting buyback operations on behalf of the government. The Indian rupee remained fairly resilient versus other emerging market peers despite noises about a possible Fed rate hike during H2 FY 2015-16 on the back of strong capital inflows and reserve build-up by the RBI. The RBI reduced the Repo rate two times in FY 2015-16 totaling 75bps as a response to comfortable inflationary trajectory. The Government of India and RBI are committed to an institutional architecture that accords primacy to price stability as an objective of monetary policy. The Monetary Policy Framework Agreement envisages the conduct of monetary policy around a nominal anchor numerically defined as below 6% CPI inflation for FY 2015-16 (to be achieved by January 2016) and 4%(+/- 2%) for all subsequent years, with the mid-point of this band, i.e., 4% to be achieved by the end of FY 2017-18. As on March 31, 2016, CRR was at 4%, SLR at 21.5%, repo rate at 6.75%, reverse repo at 5.57% and MSF/bank rate at 7.75%. Source: Various reports of RBI, International Monetary Fund Advance Estimates by CSO, Bloomberg and other print & electronic media. DISCUSSION ON BUSINESSES AND OPERATIONAL PERFORMANCE JM Financial Limited ("the Company") is a Core Investment Company (CIC) registered with Reserve Bank of India and its subsidiaries and associates (Group Entities) are engaged in the operating businesses. The corporate structure of JM Financial Group ("the Group") is brsented below: As a CIC, the income of the Company consists only of investment income in the form of interest, dividend and capital gains, if any. Considering the regulatory requirement applicable to it as a CIC of deploying a minimum of 90% of its net assets as investments in/lending to its Group Entities, most of the income is also received from the Group Entities. The Company is the only entity in the Group whose equity shares are listed on the stock exchanges. In view of the above structure, the way to understand the activity of the Company is to analyse the businesses of its Group Entities. The core business area of the Group remains financial services. Various businesses in the Group are divided in four reportable segments. These are: investment banking and securities business comprising investment banking, institutional and non-institutional equity sales, trading, research, broking and distribution, private and corporate wealth management, commodity broking, portfolio management, depository participant; fund based activities comprising non banking financial activities (NBFC) and, asset reconstruction; alternative asset management comprising private equity and real estate fund management and asset management comprising mutual fund management business. Various operating businesses are carried out by Group Entities having independent management teams and regulatory licenses. Our group wide clients include public and private sector corporations, multinational corporations, financial institutions, institutional investors - both domestic and global, high net-worth individuals and retail investors as well as market intermediaries. The income of the Company on standalone basis will continue to depend on the dividend income from its investments in subsidiaries and associates. The intrinsic value of the Company is also derived from the overall value of its operating Group Entities. The management remains continuously focused on improving the performance of operating Group Entities. The market environment and the operational performance of various businesses undertaken by the Group Entities is discussed in detail below: INVESTMENT BANKING AND SECURITIES BUSINESS Market Environment Primary Market During FY 2015-16, the primary market seems to have come out of its lull. Both the total number of issues and the resources mobilized from the primary market have gone up. IPOs have contributed to this performance more than public debt issues and rights issues. The Initial Public Offer (IPO) market witnessed 74 IPOs of equity for raising an aggregate of Rs. 14,815 Crore and 21 debt issuances for raising an aggregate of Rs. 34,112 Crore in FY 2015-16 as against 46 IPOs of equity aggregating Rs. 3,311 Crore and 24 debt issuances aggregating Rs. 9,413 Crore in FY 2014-15. Corporate also raised Rs. 9,239 Crore through 13 Rights Issues in FY 2015-16 as against Rs. 6,750 Crore through 18 Rights Issues in FY 2014-15. The cumulative amount mobilised through qualified institutions placement route during FY 2015-16 stood at Rs. 14,588 Crore from 24 issuances as against Rs. 29,102 Crore from 51 issuances in FY 2014-15. There were 18 transactions of Ofer for Sale for an aggregate amount of Rs. 19,822 Crore in FY 2015-16 as against 28 transactions for Rs. 26,935 Crore during FY 2014-15. This year, the unlisted start-up/e-commerce segment saw robust capital allocation activity from global Private Equity funds to the tune of Rs. 43,200 Crore. Secondary Equity Market Financial year 2015-16 saw negative returns of -6.4 % from Indian equity markets on account of turbulent equity movements on the back of dismal corporate earnings, sub-normal monsoons, plunge in commodity and oil prices. Though the markets saw robust flows into domestic equity mutual funds resulting in higher investment by domestic institutions, there was net outflow by the Foreign Institutions (FPIs) to the tune of Rs. 14,172 Crore as opposed to inflow of Rs. 1,11,300 Crore in FY 2014-15. A large part of foreign inflows was directed towards capital markets - IPOs, QIPs, OFSs and divestments and we played a lead role in many transactions. During FY 2015-16, FPIs withdrew Rs. 14,172 Crore (invested Rs. 1,11,333 Crore in FY 2014-15) from the Indian equity market and Rs. 4,004 Crore (compared to investment of Rs. 1,66,127 Crore in FY 2014-15) from the Indian Debt market. This is the first time after the financial crisis of 2008 that FPIs have turned net sellers of equity and debt instruments in India in a financial year. Reflecting the downtrend in market movements, the market capitalization of BSE Limited (BSE) and National Stock Exchange of India Limited (NSE) declined by 6.63% and 6.24% to Rs. 94,75,328 Crore and Rs. 93,10,471 Crore respectively as on March 31, 2016 as compared to Rs. 1,01,49,290 Crore and Rs. 99,30,122 Crore as on March 31, 2015. The comparative details of average daily turnover in the Cash and Derivative segments of BSE and NSE are given below Mergers and Acquisition During FY 2015-16, 526 deals were announced as compared to 474 deals in FY 2014-15. Total value of the deals announced was ~ Rs. 2,73,758 Crore (not including 153 deals for which deal value is not available) as against ~ Rs. 2,76,691 Crore (not including 148 deals for which deal value is not available) for FY 2014-15. Source: Merger Market Notes : 1. Deals are recorded on announced basis. 2. Deals for which both Target and Bidder are outside India have not been considered. 3. Deal values are converted from USD to INR based on the exchange rates for FY15 and FY16 obtained from RBI website. Operational Performance of Investment Banking and Securities Business. Equity Capital Markets We acted as investment bank in the following transactions: • Book Running Lead Manager to the IPO of S.H. Kelkar Ltd -Rs. 508 Crore. Lead Manager to the Rights issue of IL&FS Transportation Networks Ltd - Rs. 740 Crore. Book Running Lead Managers to the Qualified Institutional Placement by Bajaj Finance Limited (Rs. 1,400 Crore), IndusInd Limited (Rs. 4,328 Crore), HDFC Limited (Rs. 5,051 Crore) and Suprajit Limited (Rs. 150 Crore). • Seller's brokers to Government of India in their Offer for Sale of equity shares in Indian Oil Corporation Limited 9,396 Crore) and Rural Electrification Corporation Limited 1,610 Crore). • Seller's broker to Reliance Industries Ltd. in their Ofer for Sale of equity shares in Network18 Media & Investments Ltd. -Rs. 182 Crore. • Advisor to Essar Oil Ltd. and Essar Ports Ltd. for Delisting Offer. Private Equity We acted as advisor to the following companies/funds in private equity advisory: • Bajaj Finance for raising Rs. 700 Crore from GIC • KKR for block deal investment in Max Financial Services for Rs. 951 Crore. • A leading healthcare distribution company for a Private Equity investment round. Mergers & Acquisitions We acted as advisor in the following transactions during the year FY 2015-16: • Sole financial advisor to Hotel Leelaventures Limited on the sale of The Leela, Goa to Medtube Group; • Sole financial advisor and Manager to Open Offer by Reliance Infrastructure Limited on its acquisition of equity stake in Pipavav Defense and Offshore Engineering Company Limited; • Lead financial advisor to Adani Enterprises Limited on its group restructuring and subsequent listing of a resultant company, Adani Transmission Limited; • Financial advisor to Balkrishna Industries Limited on its restructuring involving demerger of its paper division and subsequent listing of the resultant company. • Advisor for listing of Gujarat Gas Limited (resultant company) pursuant to its scheme of arrangement. • Provided fairness opinions for number of transactions including: - Ultratech Cement Limited's acquisition of cement units from Jaiprakash Associates Limited pursuant to a Scheme. - Merger of Cairn India Limited into Vedanta Limited. - Demerger of branded apparel business of Aditya Birla Nuvo (Madura Garments) and apparel retail business of Madura Garments Lifestyle Retail Company Limited into Pantaloons Fashion & Retail Limited. - Slump sale of renewable energy undertaking of Tata Power Company Limited to Tata Power Renewable Energy Limited ("TbrL") and four other wholly owned subsidiaries of TbrL. - Scheme of arrangement involving the transfer of Godrej Industries Limited's stake in Godrej Vikhroli Properties LLP to Godrej Properties Limited. - Demerger of certain fertilizer undertakings of Deepak Fertilisers and Petrochemicals Corporation Limited. Institutional Equities Business Our Institutional Equities business offers broking services in both cash and derivatives segments to Indian and global institutional clientele. We strive to provide high quality research with a focus on new stock ideas, intensive client servicing and efficient trade execution complemented by hassle free post trade settlement. Over the years, our research has been making a mark in the investor community for identifying ideas for investments. We currently cater to 142 clients that include FIIs, domestic mutual funds, insurance companies, banks and corporates. Our research covers over 179 companies across sectors which together account for nearly 73% of the total market capitalization. Our focus in this business is on developing an integrated practice around credible corporates and investors who, while being focused on profits are committed to do the business with a view of long term best practice. The sales and research teams have received very good client reviews and we rank among the top ten brokers with many domestic mutual funds and insurance companies. During the year, we hosted a number of investor meets, road shows and conferences including • The flagship JM Financial India conference, hosted in Mumbai in November 2015 with participation of 294 investors and 78 corporates. • Conference in New York in March 2016, attended by 22 investors and 6 corporates. Investment Advisory and Distribution Our Investment Advisory and Distribution business focuses on research based investment advisory, broking and distribution catering to corporates, ultra high net-worth and high net worth investors, banks and institutions. We offer a wide range of products and services to our clients ranging from broking services for equity, derivatives, fixed income products, portfolio management services and distribution of financial products including public issues, mutual funds, alternative assets, corporate bonds and fixed deposits products. We operate in open architecture model for distribution and are among the largest distributors of third party products in India. Our investment advisory and distribution business has three main divisions: Wealth Management, Equity Brokerage and Independent Financial Distribution. The Wealth Management Group caters to ultra high net-worth and high net-worth investors, corporate, banks and institutions. We follow the asset allocation model and provide a complete range of financial and custody solutions to clients including family office, advisory and execution services. During the year, we have increased investments in people and offices to further expand our foot print in the wealth management business. As on March 31, 2016, the assets under management of the Wealth Management Business stood at approximately Rs. 26,958 Crore. The Equity Brokerage Group offers research based equity advisory and trading services to high net-worth individuals and corporate clients. Retail clients are serviced through a network of branches/ franchisees. The Investment Advisory business has its brsence in 111 top cities in India through its branches and franchisee network. The combination of branches and franchisee has helped us in achieving a de-risked business model and a wide sbrad brsence. Independent Financial Distribution (IFD) division has a network of over 8,300 active Distributors who distribute various financial products such as mutual funds, fixed deposits, IPOs, bonds, etc. We mobilized approximately Rs. 3,380 Crore in various company fixed deposits and fixed income products during the year and have established a clear leadership position in this segment. We have mobilised more than Rs. 1,778 Crore in public issues of equity and fixed income securities by various companies and Rs. 926 Crore in various Mutual Fund Schemes. We closed the year with number one position in resource mobilisation for HDFC Ltd., Shriram Transport Finance Ltd, Bajaj Finance Ltd. and Mahindra Finance Ltd. Astute Investments, a partnership firm in which JM Financial Services Limited and JM Financial Commtrade Limited, wholly owned subsidiaries of the Company are partners, focuses on taking advantage of the arbitrage opportunities available in the market in order to make very low risk profits. In the Commodity broking business our focus is to provide research based advice to clients on bullion, base metals, crude and other commodities. The commodity business volumes have grown by approximately 68% in FY 2015-16 compared to FY 2014-15. National Spot Exchange Limited (NSEL) suspended its trading and settlement operations from July 31, 2013. We had an outstanding amount to be recovered from NSEL of Rs. 15.03 Crore on account of our own arbitrage book as on March 31, 2016. Our clients had also invested in the products offered by NSEL and had an outstanding recoverable amount of Rs. 61.07 Crore from NSEL as on March 31, 2016. We are closely in touch with authorities for final resolution in this regard. During the year, the Government announced the merger of the Forward Markets Commission (FMC), regulator for Commodity Derivatives Markets in India with the Securities Market regulator, Securities and Exchange Board of India (SEBI) with efect from September 29, 2015 to gain economies of scale and scope and make the regulation of commodities market more effective. International Operations We have established subsidiaries/step down subsidiaries in Mauritius, Singapore and USA to cater to and service overseas clients/investors and to carry out permitted business activities in these jurisdictions. We have made further investments in the above entities to scale up our operations in the above jurisdictions. In FY 2015-16, JM Financial Singapore Pte. Ltd. (JM Financial Singapore) further leveraged on its expertise of executing complex deals. During the year, JM Financial Singapore Pte. Ltd. (JM Financial Singapore) advised a consortium led by Bain Capital-GIC, which together with other private equity funds invested around USD 350 MM in Singapore based QuEST Global Services, for a significant minority stake in the company. JM Financial Singapore also advised Pactera Technology International Limited, a mid-size Chinese headquartered IT services company on its entry strategy and options for India markets. During the year, our Step Down Subsidiary (SDS) in the USA viz., JM Financial Securities Inc. commenced the broker-dealer operations after the receipt of final membership approval from Financial Industry Regulatory Authority (FINRA). With this, the group has established our footprint in one of the most important markets globally which shall further enable the Group to increase its reach and expand activities in the international markets. FUND BASED ACTIVITIES Market Environment The Indian non-banking financial sector has crucial links with the financial sector on both sides of the balance sheet. Dynamism and innovation has helped them survive, thrive and mitigate counterparty failures, funding and asset, interest rate movement, liquidity and solvency risks. Non-Banking Financial Companies (NBFCs) form an integral part of the Indian Financial System. They have been providing credit to customers in the underserved and unbanked areas. Their ability to innovate products in conformity to the needs of their clients is well established, making NBFCs an important, viable and effective part of the financial system. NBFCs have played a special role in expanding the reach of credit intermediation, deepening financial inclusion, introducing new forms of asset financing and creating innovative financing structures. The NBFC sector has shown a consistent year-on-year growth in net profits over the last few years. With the Government and RBI's increased focus on financial inclusion, one could expect a continued growth in the near future. Real Estate Sector and NBFCs The real estate sector is of strategic economic importance to India. It is the second largest employment generator after agriculture and contributes about 6.3% to India's GDP. According to a study Indian Real Estate Industry Analysis - October 2014 by the India Brand Equity Foundation (IBEF), this sector is growing at a compounded annual growth rate (CAGR) of 11.6% and is expected to post annual revenues of US$ 180 billion by FY20, against US$ 66.8 billion in FY11. A number of factors have been instrumental in the rapid development of this sector in recent times. These include higher levels of income and purchasing power, growing need for entertainment, leisure and shopping, the government's focus on infrastructure development, rapid urbanization driven by rural-urban immigration and an emerging trend of nuclear families. Greater availability of loans to finance residential and commercial purchases has also contributed to the growth of this sector. Considering the growth in real estate sector and potential untapped real estate market, our NBFCs look forward to garner a larger share in the credit requirements, source funds from banks and institutions, thus aiming to earn increasingly stable returns. Despite the bright prospects, NBFCs have also witnessed a stress in the asset quality over the last 3-5 years due to economic slowdown and weak operating environment. The gross non-performing assets of the NBFC sector as a percentage of total assets increased to 3.5% in September 2015 from 3.4% in March 2015. The overall non performing loans of NBFC sector is likely to increase to 7.8% in FY 2016-17 from an estimated 6.7% in FY 2015-16. NBFCs are not covered under the Securitization and Reconstruction of Financial Assets and Enforcement of Security Interest Act, 2002 (SARFAESI Act). Though the Reserve Bank of India has tightened the NPA recognition norms, it has not laid out clear guidelines either on the recovery mechanism or the provisions for NBFCs to take action against defaulters under SARFAESI Act. While the Union Budget proposal to treat NBFCs as financial institutions under the SARFAESI Act will be a big boost to the sector, the final notification in this regard is still awaited. Once announced as the law, it would allow NBFCs to enjoy the benefits that are brsently available only to banks and asset reconstruction companies and will help them to strengthen their recovery capabilities. Our NBFCs are engaged in Securities Backed Financing activities which cover loan against shares and loan against commercial real estate/properties. Loan against commercial real estate includes residential project financing, land acquisition financing and specific property financing. Our NBFCs offer the following products to their clients: - Corporate Financing/Wholesale Real Estate Financing (CF): This product is offered to selected set of corporates for defined specific purposes against collateral of movable or immovable properties and/or shares. - Sponsor Financing/Promoter Lending (SF): This product is offered to promoters/promoters group or to corporates where the primary security offered is of shares held by Promoters or their group companies for defined specific purposes. - Loan against Shares (LAS): This product includes Margin Funding, ESOP Financing, Loan against Commodities/Bonds/ Mutual Funds, Promoter Financing. It also includes financing clients for applications in select primary issuances in the equity and debt markets. Lending Business We continued our thrust on lending against mortgages and wholesale securities backed loans to select corporates and also undertook Sponsor Financing. Considering the growth in the real estate sector and large untapped real estate market, we are confident of strong growth in coming years. Currently, our focus is on clients based in Mumbai, Pune, Bengaluru and Chennai. We selectively plan to enter into new geographies to expand our business. With strong pedigree and highly experienced and motivated management, we are set on a high growth trajectory in coming years. With pickup in the capital markets, especially the primary markets during FY 2015-16, LAS is also on upswing. Lower inflation, softening interest rates and real income gains from decline in oil prices, easier financing conditions, etc. augurs well for the growth of the industry. During the year, we continued the financing activities which cover loan against shares, Margin Funding, ESOP Financing, Loan against Commodities/ Bonds/ Mutual Funds, Sponsor Financing. We have also been financing clients for applications in select primary issuances in the equity and debt markets. We have been very selective and remained focused on the asset quality and net interest margins in our securities backed financing business. As on March 31, 2016, our total loan book stood at Rs. 7,214.89 Crore. We achieved net interest margin (NIM) of 8.01% for the financial year ended March 31, 2016. Trading in Fixed Income Securities During the year, we carried out transactions in Government securities and Non SLR securities. Our treasury book in government securities stood at Rs. 256.89 Crore at the end of the FY 2015-16 as against Rs. 359.01 Crore at the end of the brvious financial year. Credit Ratings CRISIL re-affirmed the "CRISIL A1+" (highest grading) rating for our Commercial Paper program which indicates a very strong degree of safety with regard to timely payment of financial obligations. CRISIL has upgraded the rating to "CRISIL AA/Stable" rating for long term NCD issuances and bank loan rating, which indicates high degree of safety with regard to timely payment of interest and principal on the instruments. Both instruments are considered to carry very low credit risk. ICRA has reaffirmed the rating of "[ICRA] A1+" (highest grading) for issuance of Commercial Paper and "[ICRA]AA/Stable" rating for long term NCD issuances and bank loans. ICRA has also re-affirmed "PP-MLD[ICRA]AA" for long term principal protected equity linked debenture program. All these instruments indicate a very high degree of safety with regard to timely payment of financial obligations and considered to carry very low credit risk. India Ratings also re-affirmed the "IND A1+" rating for issuance of Commercial Paper by JM Financial Credit Solutions Limited which indicates a very strong degree of safety with regard to timely payment of financial obligations. India Ratings has upgraded the rating to "IND AA/Stable" rating for long-term NCD issuances and bank loan rating, which indicates high degree of safety with regard to timely payment of interest and principal on the instruments. Both instruments are considered to carry very low credit risk. Asset Reconstruction Business Asset quality continues to be a concern for Indian banks. As per data published by RBI, the gross non-performing assets ratio of Scheduled Commercial Banks was at 5.1% in September 2015. Stressed advances defined as GNPAs plus restructured standard advances increased to 11.3% in September 2015 from 10.7% in September 2014. In September 2015, the stressed advances of public sector banks were at 14.1% and private sector banks at 4.6%. Post the Asset Quality Review by RBI, all the banks responded to the central bank's call to accelerate recognition of stressed assets in the quarter ending December 2015 leading to a huge increase in the non-performing assets. Recognizing the role of Asset Reconstruction Companies (ARCs) dealing with the high NPA levels, the Budget FY17 has included a proposal to enable sponsors to hold up to 100% stake in an ARCs. The Government has also allowed 100% FDI in ARCs through automatic route. These changes will open up avenues for ARCs and facilitate them to strengthen the capital base and effectively participate in the huge NPA market in India. Allowing non-institutional investors to invest in SRs and removing the 74% investment cap in each scheme of SRs for FPIs will lead to increase in the depth of Security Receipts market. The budget also provides clarity on taxation in the hands of Trusts set up by ARCs and confers a pass-through status to the Trusts. With a view to enhancing banks' capabilities to initiate change in ownership for accounts which fail to achieve the projected viability milestones under a restructuring package, RBI introduced a Strategic Debt Restructuring (SDR) Scheme in June 2015. Under SDR scheme, secured creditors of a Joint Lending Forum (JLF), a body bringing all the creditors to a borrower under one forum, can convert their loan dues into equity shares at a 'fair price' as per the pricing formula brscribed by the RBI, which has been exempted from the SEBI (Issue of Capital and Disclosure Requirements) Regulations, 2009. Lenders under JLF should collectively become majority shareholders post conversion. SDR will not be treated as restructuring for the purpose of asset classification and provisioning. JLF can appoint a suitable professional management to run the affairs of a company and should divest its holdings at the earliest. Not only will such SDR Scheme give creditors some upside, in return for reducing the project's debt, it can also give them the control needed to redeploy the asset with a more effective promoter. Creation of the mechanism necessary for resolution such as the new Bankruptcy Code and the National Company Law Tribunals that will administer it are welcomed for resolving financial distress in the economy. The Union Budget 2015-16 had identified bankruptcy law reforms as a key priority and proposed a combrhensive Bankruptcy Code in line with global standards to provide for necessary judicial process and cover. Accordingly, Insolvency and Bankruptcy Code, 2016 was approved in the Lok Sabha on May 5, 2016 and was brsented to the Rajya Sabha for approval. The Code is expected to bring about legal certainty and speed in resolution of distressed assets. During the year, we concluded acquisition in 29 transactions with outstanding dues of Rs. 5,639 Crore acquired at a consideration of Rs. 2,032 Crore. Majority of the acquisitions during the FY 2015-16 took place in the last quarter. Till March 31, 2016, we have, on a cumulative basis, acquired total outstanding dues of Rs. 23,625 Crore at a consideration of Rs. 11,026 Crore. Resolution strategies were initiated for majority of the assets acquired. During the year, Security Receipts worth Rs.609 Crore were redeemed. The outstanding Security Receipts stood at Rs. 9,820 Crore as on March 31, 2016. ALTERNATIVE ASSET MANAGEMENT (PRIVATE EQUITY AND REAL ESTATE FUND MANAGEMENT) Market Environment In FY 2015-16, as per our estimate, the Private Equity (PE) investments increased by 45.8% to Rs. 1,13,910 Crore (527 deals) as compared to Rs. 78,154 Crore (436 deals) during FY 2014-15. IT/ITES especially ecommerce sector accounted for 45% of the total PE investments in FY 2015-16. Other sectors which witnessed high activity in terms of deal value were Financial Services and Real Estate accounting for 13% and 10% respectively of the total PE investments. Total PE exits increased by 51.3% to Rs. 44,071 Crore (116 deals) in FY 2015-16 as compared to Rs. 29,123 Crore (131 deals) in FY 2014-15. Strategic transactions for unlisted companies and secondary market transactions for listed companies were the brferred exit routes for PE Investors. Operational Performance JM Financial India Fund ("the Fund") is a private equity fund, focused on providing growth capital to dynamic, fast growing companies in India. The Fund has fully drawn down and deployed its corpus and has made investments in companies in various business segments and at different stages of lifecycle. During the year, the Fund distributed monies from partial sale of one of its investments. Till date the Fund has made an aggregate distribution of Rs. 713 Crore which is 74.9% of the total capital contribution in INR terms. The Fund has Assets under Management (AUM) of Rs. 540 Crore as at March 31, 2016. The Fund is brsently working closely with its portfolio companies in helping them grow their businesses as well as to seek exit opportunities. JM Financial Property Fund ("the Property Fund") is a real estate focused private equity fund that has invested in residential, hospitality and mixed use development assets at individual project or at holding level in development companies. The Property Fund through its domestic and ofshore schemes had raised total capital contribution of Rs. 390 Crore, which is now fully invested. Till date the Property Fund has made an aggregate distribution of Rs. 202 Crore which is 52% of the total capital contribution in rupee terms. The Property Fund has Assets under Management (AUM) of Rs. 233 Crore as of March 31, 2016. The Property Fund continues to focus on exploring exit opportunities for its outstanding portfolio investments. Revenue as well as profit from this segment are decreasing as the AUM is reducing on account of return of capital as mentioned above as well as the additional period needed beyond full fund life planned originally for execution of exits from the investments made. ASSET MANAGEMENT(MUTUAL FUND) Market Environment Despite weakness in the equity markets, the mutual fund industry continued to add assets under management (AUM), hitting a record average AUM of Rs. 13.53 Lakh Crore for the quarter ended March 2016. Over the last one year, even as the BSE Sensex and Nifty lost 9.4% and 8.9% respectively, the average AUM of mutual fund industry rose by Rs. 1.64 Lakh Crore or around 13.9% primarily driven by strong inflows into equity, balanced, income and liquid schemes. The mutual fund industry also added 59 Lakh folios touching 4.8 Crore total folios in FY 2015-16, its highest since last 5 years. The net inflow into equity mutual funds hit a record high even as the foreign portfolio investors (FPIs) remained net sellers of Indian equities in FY 2015-16 as concerns grew over slowdown in global and emerging markets. The inflows from retail/HNI investors made a lot of difference this year as they continued with their mutual fund investments despite weakness in markets over the last year. Operational Performance At JM Financial Mutual Fund, we ofer a wide range of investment options that cover the entire risk spectrum, catering to the diverse needs of the Institutional and the Non- institutional Investors. JM Financial Mutual Fund also did well in the last financial year. The average assets under management of JM Financial Mutual Fund for the FY 2015 -16 increased to Rs. 14,891 Crore as compared Rs. 11,351 Crore during the FY 2014-15. RESOURCE MOBILISATION As on March 31, 2016, long-term borrowing (including current maturities of long term borrowings) stood at Rs. 2,824.45 Crore. The Group has availed long-term secured loans from banks primarily to fund the medium to long-term requirements of its lending business. These loans are mainly secured against receivables. At the same time, the Group has also started reducing its dependence on short term borrowing during the year. Share of Commercial paper in total borrowing stood at 45.87% as at March 31, 2016 as compared to 77.64% as at March 31, 2015. Major component of the Group's short-term borrowing in the form of unsecured loans as on March 31, 2016 stood at Rs. 3,206.90 Crore compared to Rs. 3,750.51 Crore as at the brvious year end. Group will also explore variety of new avenues of financing going forward to further diversify its borrowing profile. ANALYSIS OF FINANCIAL PERFORMANCE Consolidated Financial Performance The consolidated gross income of the Company stood at Rs. 1,684.66 Crore as against Rs. 1,403.04 Crore in the brvious year. Earnings before interest, debrciation and tax during the year stood at Rs. 1,225.23 Crore as against Rs. 955.16 Crore, in the brvious year. The Profit before and after tax stood at Rs. 692.85 Crore and Rs. 400.46 Crore respectively as against the Rs. 516.91 Crore and Rs. 330.52 Crore in the brvious year. Fees and commission earned during the year were Rs. 315.76 Crore as against Rs. 301.47 Crore during the brvious year, constituting 18.74% of the total revenue. Brokerage income earned during the year was Rs. 134.68 Crore as against Rs. 145.25 Crore during the brvious year, constituting around 7.99% of the total revenue. Interest and other income in fund based activities continued to be a major contributor to the gross revenue at Rs. 1,044.40 Crore as against Rs. 749.51 Crore during the brvious year, constituting around 61.99% of the total revenue. We continued enhanced focus on this segment while keeping a close watch on risk management. Revenue from treasury operations and investment income was Rs. 189.82 Crore as against Rs. 206.81 Crore during the brvious year, constituting around 11.27% of the total revenue. Employee Benefits Expense The increase in employee costs by about 12.19% is mainly on account of annual compensation increase and expansion of operations. Finance Cost The increase in finance cost is on account of increase in the borrowings to support fund based activities. Group borrowing stood at Rs. 6,670.74 Crore as against Rs. 4,721.40 Crore in the brvious year. Group level gearing increased to 2.38x vis a vis 1.94x. Debrciation and Amortisation Expenses The increase in debrciation and amortisation expenses by about 12.42% is on account of normal increase in capital expenditure during the year. Other Expenses Other expenses comprise sub-brokerage, fees & commission and administrative costs. The sub-brokerage, fees & commission mainly relates to secondary market and distribution business. These expenses reduced by 20.70 % in the brvious year. Administrative costs mainly comprise establishment expenses. These expenses increased only by 2.59 % in the brvious year. Investment Banking and Securities Business The investment banking and securities business registered a decline of 5.22% in its revenue over the brvious year. During the year, the percentage of segment results to segment capital employed reduced to 14.22% as against 20.67% in the brvious year. This segment contributed 13.47% to our consolidated profit ater tax. Fund based activities: Fund based activities continues to be the growth engine for the Group. This segment registered a growth of 33.83% in the revenue over the brvious year. Percentage of segment results to segment capital employed in this segment was 21.43% as against 16.51% in the brvious year. This was on account of capitalisation in the third quarter of the FY 2014-15 and the related low gearing on new capital during the FY 2015-16. This segment contributed 78.66% to our consolidated profit after tax. Alternative asset management: This segment registered revenue of Rs. 12.85 Crore during the year. JM Financial India Fund, a private equity fund and JM Financial Property Fund are working closely with their portfolio companies in helping them grow their businesses as well as to seek exit opportunities. The reduction in the revenue is on account of reduced management fee which is attributable to the exits made by the Funds. This trend will continue in respect of these Funds except in case there is earning in the nature of carry on completion of all exits. Asset management: The asset management business registered a remarkable growth of 82.98% in the revenue over the brvious year. During the year, the percentage of segment results to segment capital employed in the segment was 30.75% as against 12.95% in the brvious year. This segment contributed 6.23% to our consolidated profit after tax. Our focus on our marquee products and consistent approach to fund management helped us achieve much better results in this segment. Standalone Financial Performance: On a standalone basis, the Company earned a gross income of Rs. 157.77 Crore during the year as against Rs. 104.54 Crore in the brvious year. The gross income includes Rs. 113.56 Crore on account of dividend received from subsidiaries as against Rs. 73.31 Crore in the brvious year. The profit before tax stood at Rs. 112.11 Crore as against Rs. 80.50 Crore in the brvious year and the profit after tax stood at Rs. 112.25 Crore as against Rs. 78.10 Crore in the brvious year. OUTLOOK AND STRATEGY The Indian economy, expected to grow at 7.5%, would make India outpace most emerging economies including China, ASEAN, LATAM and Africa. The outlook for growth has improved modestly on the back of disinflation, declining oil prices, easier financing conditions and action on delayed projects. These measures augur well for reinvigoration of private consumption demand. The conditions for growth are slowly improving with easing input cost brssures, supportive monetary conditions and recent measures relating to project approvals, land acquisition, mining and infrastructure. There has been improvement in the performance of the industrial and services sector. This is achieved mainly because of restored macroeconomic stability on account of fiscal consolidation, control over inflation and support from fall in the global prices of oil and commodities. Acceleration of reforms and reinvigoration of private consumption demand will spur investment; however, the risks from weaker global growth outlook and very short-run fiscal drag due to likely combrssion in plan expenditure in order to meet fiscal consolidation targets could have a dampening effect on the growth. India's growth prospects remain bright with its growth being well balanced and largely driven by domestic consumption. This augurs well for financial and capital markets. Several initiatives and steps are being undertaken by the government to improve the business climate. This should help improve the GDP and overall economy. To instill momentum in the manufacturing sector, the Government has announced a number of policy measures. Steps are being taken to address requirements of mining and power generation sectors which will remove supply bottlenecks to a number of sectors. Many mines have resumed activity post lifting of bans by the courts. Growth in manufacturing sector output will drive demand across the country. Given the long-term robust growth prospects and government push to develop a sustainable infrastructure, we seek to consolidate our position further both in capital market and financial market. Growing Indian economy creates strong opportunities for our business to grow. We continue to remain enthused about the growth prospects of financial services sector in India. Our strategy will continue to be deepening our portfolio of financial services and products, client centric focus, effective risk management and build a business model that is well diversified across financial market activities. Focus on delivering client centric solutions, investing in human capital and strong risk management will remain our basis for patient and responsible growth. We believe that in medium to long-term, a large part of our revenue growth will be in the fund based and fund management activities. These businesses provide a steady business model that lends itself to reasonable level of planning. We propose to deepen our product suite in the NBFC business and utilise higher capital, both in the form of net worth and borrowed funds towards carefully selected transactions targeting higher earnings from this business. With the government's initiatives like 'Make in India' campaign, affordable housing policy, liberalization of Insurance and pension sectors, boosting infrastructure projects, NBFCs can also look for growth in wholesale loans, asset financing, working capital loans, etc. Application of technology is leading to rapid innovation in the financial services sector. Given the potential of technology, several emerging enterprises are employing innovations to change the way businesses are conducted. These enterprises engaged in applying technology in the financial services businesses are referred to as "FinTech" companies. FinTech companies are emerging rapidly and expanding into areas such as consumer lending, Peer to Peer (P2P) lending, global remittances, enterprise software and mobile Point-of-Sale (PoS) systems among others. To leverage our existing strengths in financial services and to take advantage of the technological innovations, we propose to evaluate various strategic partnerships in this sector. In line with our strategy, we have also made investment in Fairassets Technologies India Private Limited, owner of Faircent.com India's largest peer to peer lending electronic market place. In the advisory business, we understand the opportunities, risks and feasibility very well. We also understand the cyclicality of these businesses and remain ready with team that has right skills and expertise to capitalise on the active phase in capital markets. As a part of our strategy to expand internationally, the Group has established its brsence in Mauritius, Singapore and USA. This has enabled the Group to target a broader category of investors and corporates in overseas market. During the year, our Step Down Subsidiary (SDS) in the USA viz., JM Financial Securities Inc. commenced the broker-dealer business after the receipt of final membership approval from Financial Industry Regulatory Authority (FINRA). The activation of our fully operational US office will serve as a beachhead of coverage in North America. In the alternative asset management area our immediate focus continues to be on the exit in current funds and would continue to look at opportunities to expand. In the mutual funds management, our focus on our marquee equity arbitrage fund and balanced fund yielded very good response from investors. We intend to continue our focus on schemes that cater to investors' requirements. OPPORTUNITIES AND THREATS Slowly improving conditions for growth on account of easing input cost brssures, supportive monetary conditions and recent measures relating to project approvals, land acquisition, mining and infrastructure is likely have a positive impact on the Indian business in the long run even though the risks from weaker global growth outlook remains a challenge. India's growth prospects remain bright with its growth being well balanced and largely driven by domestic consumption. The government push on developing the sustainable infrastructure facilities, growth of manufacturing through its 'Make in India' initiative, etc. will brsent continuing opportunities for financial intermediaries to grow and benefit from the increased requirement of capital for augmenting new capacities and expansion of existing projects. The following factors brsent specific opportunities across our businesses: • Reforms push by the government relating to 'Make in India', project approvals, land acquisition, mining, and infrastructure, fall in global commodity prices, reinvigoration private consumption demand will lead to capacity expansion and huge investments by both the public and private sector companies. There will be higher capital requirement to fund these investments which will brsent opportunities for investment banking and advisory business; • Subdued global growth provides opportunities to global as well as domestic firms to expand through mergers & acquisitions which offer opportunities for the corporate advisory business; • Focus on financial inclusion by the government, channelizing the untapped savings currently lying in the form of bank deposits and change in attitude from safeguarding wealth to growing wealth will also enhance the participation of investors across segments thereby helping the prospects of equity brokerage business; • Growing mid-size segment of corporate where the need for customized solutions is particularly high will brsent opportunities for our advisory businesses; • Focus on better NPA management by banks augurs well for the asset reconstruction business; • Size of the Indian capital market and favorable demographics like growing middle class and larger younger population with disposable income and investible surplus focused on wealth creation will offer opportunities for our asset management, wealth advisory and distribution business; • We expect economic activity to pick up from grass root levels brsenting opportunities in both lending and asset reconstruction business; • Potential of technology and employing innovations in the financial services sector. Despite the above opportunities, our performance could be affected by following perceived threats to our businesses: • Impact of abnormal monsoon; • Geopolitical tensions across the globe; • Regulatory changes impacting the landscape of business; • Increased intensity of competition from players across the segment/industry; • Attrition of employees caused by strong demand from ever increasing number of market participants; • Continuous downward brssure on the fees, commissions and brokerages caused by heightened competition and willingness of most players to deliver services at very low fees; • Entry of corporate heavy weights and global players in the lending business. Given their capital strength as well as access to cheaper sources of capital will increase brssure on us to remain competitive and impact margins. RISKS AND CONCERNS Financial services industry functions in a dynamic, complex and competitive environment while having to look for ways to sustain and grow business profitably. The continuously evolving legislative and regulatory environment due to increasing globalization, integration of world markets, newer and more complex products & transactions and an increasingly stringent regulatory framework have posed innumerable and hitherto unbrcedented challenges for financial services organizations. The ability to manage risks across geographies, products, asset classes, customer segments and functional departments is of paramount importance for the hindrance free growth of the organization which helps in delivering superior shareholder value by achieving an appropriate tradeoff between risks and returns. The inability to manage these risks can cause permanent damage. As a result, today's operating environment demands a rigorous and integrated approach to risk management. The process of managing risk is vital for the entity as every business has to take decisions which requires the management to balance such risk against potential reward. At JM Financial, the risk is managed through risk management architecture as well as through policies and processes approved by the Board of Directors and the Firm Management encompassing independent identification, measurement and management of risk across various businesses of the Group. The Company, being a holding company with no operating business on a standalone basis derives its income mainly from dividend, interest and capital gains and hence is not directly exposed to many risks. The risk for the Company emanate from the risks associated with the businesses of various operating entities within the group. We apbrciate that timely and effective risk management is of prime importance to our continued success. We believe that risk assessment is the first step in a sound risk management procedure. We have formulated combrhensive risk management policies and processes to identify, evaluate and manage the risks that are encountered in conducting business activities in an efective manner. The Group's business is exposed to many internal and external risks. We have put in place robust risk management systems and processes along with appropriate review mechanism. A team of experienced and competent professionals at business level as well as group level identify and monitor the risks on an ongoing basis and evolve processes/systems to monitor and control the same to keep the risks to minimum levels. Ongoing monitoring by our officials helps in identifying risks early. There is a continuous focus on the maker-checker and sponsorship processes. Detailed regulatory brscription as well as regular inspections also helps test our processes and compliances. A risk event update report is periodically placed before the Board of Directors of the Company. Reports cover inter alia, the risk identification, risk classification, assessment of impact, risk mitigation/remedial action and risk status. The Directors review these reports and the course of action taken or to be taken to manage and mitigate the risks. Additionally, independent Internal Audit firms, not from within the JM Financial Group, are appointed to review and report on the business processes and policies in all operating companies of the group. The report of internal auditors is reviewed and discussed by the Audit Committee of the respective operating companies including the Company to review compliance with the set processes and any risk events. INTERNAL CONTROL SYSTEMS AND THEIR ADEQUACY We have adequate internal control systems commensurate with the nature of business and size of operations; to provide assurance regarding the effectiveness and efficiency of operations, adequacy of measures to safeguard all our assets against loss from unauthorised use or disposal, reliability of financial controls and compliance with applicable laws and regulations. Policies, guidelines and procedures are in place to ensure that all transactions are authorised, recorded and reported correctly as well as provide for adequate checks and balances. Adherence to these processes is ensured through frequent internal audits. The internal control system is supplemented by an extensive program of internal audits and reviews by the senior management. We have appointed independent internal audit firms for the Company and all our operating subsidiary companies to assess and improve the effectiveness of risk management, control and operations and processes. Internal audit team is empowered to examine the adequacy of and compliance with policies, plans and statutory requirements. Significant deviations are brought to the notice of the Audit Committee of the Board of the respective companies and corrective measures are recommended for implementation. The senior management regularly review the findings and recommendations of the internal auditors so as to continuously monitor and improve internal controls to match the organisation's pace of growth and increasing complexity of operations as well as to meet the changes in statutory and accounting requirements. The Audit Committee of Board provides necessary oversight and directions to the internal audit function and periodically reviews the findings and ensures corrective measures are taken. This system enables us to achieve efficiency and effectiveness of operations, reliability and completeness of financial and management information and compliance with applicable laws and regulations. We also address any issues identified by regulatory inspection teams very diligently and report the same to the Board of Directors and the regulators. We have also laid down set of standards, processes which enables to implement internal financial controls and ensure that the same are adequate and operating effectively. The said controls have been reviewed by the Internal and Statutory Auditors of the Company and they have found the same to be adequate and operating effectively. CORPORATE SOCIAL RESPONSIBILITY (CSR) At JM Financial, philanthropy has always been an integral sentiment among us, culminating into our community welfare programs. We partner with grass root level organizations to implement various projects. Our two philanthropic arms are JM Financial Foundation, established in the year 2001 and Kampani Charitable Trust established in the year 1983, to support the causes of socioeconomic, educational and health care, through which the Group has been contributing to deserving causes since over three decades. The recently introduced statutory provisions of the Companies Act, 2013, only add to the contribution we make in this direction. CSR Policy adopted by the companies in JM Financial Group including JM Financial Limited lists these two philanthropic arms as the entities through which our CSR allocation and spending can be administered and monitored. Accordingly, CSR Committees of various JM Financial Group Entities approved and contributed an aggregate amount of Rs. 7.77 Crore (Rs. 5.43 Crore in FY 2014-15) to its philanthropic arms viz. JM Financial Foundation and Kampani Charitable Trust for allocation to projects that will be approved by the CSR Committees. The management has been exploring several projects for allocation of CSR funds during the year. The situation of drought in various parts of the country added an additional but important aspect to this exercise. We believe that our efforts in this regard should be towards projects that contribute to basic facilities and infrastructure towards a long lasting solution for an identified cause. At the same time, some part of CSR spend can be allocated for the shorter duration but important causes such as healthcare support to patients, skill development in identified area etc. In line with this thinking, we have decided to explore a wider range of projects and their longer lasting impact for allocation of the CSR funds of the Company as well as of the Group Companies. Based on the projects so examined and then shortlisted by the management, and post approval of the CSR Committees of the Company and the Group Companies, JM Financial Foundation and Kampani Charitable Trust will be advised about the release of funds to the concerned projects. The details of the funds allocated and utilized are given in the Annexure IV to the Directors' Report for this year. ONGOING GIVING AND SUPPORT ACTIVITIES BY JM FINANCIAL FOUNDATION AND KAMPANI CHARITABLE TRUST Apart from the CSR activities, JM Financial Foundation and Kampani Charitable Trust is also engaged in the following activities: 1. Giving and Charity JM Financial Foundation and Kampani Charitable Trust identify and work with several credible NGOs on a number of outreach programs in various fields such as education, healthcare, disaster relief and animal care. Some of the programs supported in this manner are listed below. Education Some of our education based programs focus on access to quality education in remote tribal areas and provide material support to children at the bottom of the socioeconomic pyramid. We promote girl child education by providing academic, material and social support that allows them to access quality education and to attend school with dignity. One of the partners that we support deploys the Activity Based Curriculum that empowers children to cope with different real life situations with lessons learnt while engaging in active play. We have partnered with professionals to work with children having developmental disabilities particularly Autism, and also support early intervention centers for such children We also support schools that run programs for children coming from diverse socio-economic backgrounds and disabilities. Entrebrneurship promotion As an extension of our focus on education, we believe that development of entrebrneurship is very important part of the long term goal of nation building. In our endeavour to support the objective of development of entrebrneurship, JM Financial, together with a few likeminded entities, supports the initiative called Venture Studio of Ahmedabad University. Health Initiatives We have associated with partners to provide the needy with effective medical treatment free or at a subsidised cost. The health initiatives include rehabilitation of the physically challenged, free cataract surgeries, free health camps for the underprivileged, promotion of alternative medicine like Ayurveda, provision of blankets for the poor in cold regions. A special initiative is the support to an Institute specializing in management of individuals with Intellectual Disability, in the fields of Healthcare (diagnosis & therapeutic intervention), Education, Skill Development and support services. Disaster Relief Through our partners we have helped rehabilitate the victims of the Nepal earthquake and Gujarat floods. Animal Care The Foundation supports several panjrapoles which build and maintain sheds, provide fodder and medical care to animals and protect them in different climate conditions. Apart from the above, we supported activities related to promotion of arts and culture. One of our partners specialize in training of athletes to participate in global sports events. 2. Employee Activities Project Drishti Under this project all glossy magazines are accumulated both in our offices and employees' homes and sent to a school for the blind at regular intervals. The paper from these magazines is used for brparing reading and learning material in Braille. Sparsh This is an employee volunteering initiative at JM Financial. Employees help the lesser privileged aged members of society through the SPONSOR A GRAN program of Helpage India and mentor children from Akanksha by counselling them on career options, self-confidence, academic help, etc. Joy of Giving JM Financial celebrates the "Joy of Giving Week" every year. Typically the Joy of Giving week entails the following activities - 1. Joy Boxes are placed at our office brmises through the week. Employees are encouraged to place various items such as clothes, stationary, household items, etc., which are donated to Goonj, an NGO dedicated to the re-distribution of such items to the needy across India. 2. Blood Donation camps across the offices of the Group in Mumbai. 3. Paraplegic Foundation - a display of an array of items for sale such as envelopes, candles, table linen, etc., all made exclusively by paraplegics, usually receives an excellent response from employees. 3. Walkathon We organise the JM Financial Walkathon, which is an annual event, where we invite clients and employees to pledge their support and to walk for a better future for the underprivileged. The Walkathon also serves as a fund-raiser where we invite contributions towards the various causes supported by the JM Financial Foundation. The event attracted a wider audience this year, utilizing social media to invite public participation. The funds raised from the Walkathon are utilized towards various initiatives through the year, which focus on the betterment of various segments of the communities. This year, the Walkathon was held on Sunday, February 7, 2016 and witnessed approximately 600 enthusiastic participants. HUMAN RESOURCES At JM Financial, talent is our most valuable asset and we believe that the ultimate identity and success of our Firm lies in the excellent quality of our people and their commitment towards attaining our Organizational goal. Human Resources function is responsible for building the Group Human Resources strategy and is supporting all our businesses by delivering best in class Human Resources partnership. Human Resources Business Partners are responsible for individual business units and support employee engagement, resourcing, data analysis, employee relations & guidance, performance management, compensation & benefits and learning & development efort for the particular business. Human Resources team's broad range of activities includes: • Talent Management • Employee engagement • Performance Management • Learning & Development • Compensation and benefits • Succession planning • Rewards & Recognition • Workforce diversity Talent Management Building and developing our talent pool is our continuous and top priority and we have been successful in attracting diverse talent with sound expertise, new perspectives and experience. JM Financial has a strong brand brsence in the market and our empanelled service partners help us study, survey and attract superior talent in the market. Employee Engagement A) Off-sites: Of-sites provide a platform for each business to focus on business strategy for the coming year, team building to reinforce inter-team functionalities and allows open forum interaction with senior management. Human Resources plays a key role in organizing of-sites for diferent businesses and ensures that adequate sessions are organized for knowledge sharing and ideation. B) Culture Club: With an endeavour to foster & develop the JM Financial culture we have set up JM Financial culture club. The objective is to achieve high level of engagement amongst our employees through extra-curricular activities. We aim to ofer an environment where employees feel connected and in tune with the organization's culture by encouraging communication and creating a bond with their colleagues. We have been successful in initiating three culture clubs: Music Club, Photography Club & Yoga Club. C) Celebrations: At JM Financial, we firmly believe that celebration is a part of our work culture. Several occasions are celebrated, including Women's Day, Independence Day or employees' birthdays. Festivals bring employees closer and help improve work relationships. Celebrations provide a well-deserved break and help employees to remain engaged. We also have bull-pens where employees gather over Friday evening snacks in an informal manner. D) Sports Center We have set up JM Financial Sports Center with the objective of creating a platform for employees to get-together and enjoy various sporting activities, foster a habit of team-work and healthy competition by using sports as a medium, promote a healthy work-life balance and an opportunity to de-stress by engaging in sports. We participated in some exciting sports events. Our Men's soccer team won the Runners-up (Champions Trophy) trophy at Corporate Soccer 5s. Our Men's and Women's soccer teams participated in the Inbox Football League 2015. Teams from JM Financial won the first place at the Phoenix Corporate Bowling League. JM Financial Cricket Championship 2015-16 was a huge success & saw participation from 17 teams from within our businesses. Performance Management We follow a combrhensive performance evaluation process for annual reviews. Employees across levels benefit from the development oriented approach of this system. This practice helps us to identify the capabilities of the employees and leverage on the same. It also helps us to structure and impart training in the identified areas for the employees. Learning & Development We have an environment supporting continuous learning which we have enabled through various forums, databases and online resources. Through internal and external resources, employees are given opportunities to develop their skills and this includes various behavioral and technical trainings. Compensation and benefits JM Financial's compensation framework is structured to align the interests of our employees with the long-term interests of the Firm and its other stakeholders. Our compensation framework is designed to retain & motivate our human capital, reward them for their performance and attract superior talent from the industry. JM Financial also ofers various benefits designed to meet the needs of our employees. These benefits are an integral part of our company and provide employees and their families' valuable support during employment with JM Financial. Succession Planning At JM Financial, we promote an atmosphere of inclusion by encouraging the next level of employees to take higher responsibilities. Managers along with HR formulate a customized grooming and orientation of high potentials by carefully planning their work experiences. Their skills and capabilities are developed through further training and mentoring. Rewards & Recognition At JM Financial, we pride ourselves in our people and their achievements. It is therefore important to us that we recognize their hard work, dedication and commitment. Our Rewards and Recognition program provides a framework for encouraging and recognizing long service and exemplary performance of our employees. The organization has an annual Reward and Recognition Program which apbrciates and recognizes talent, silent yet valuable eforts and initiatives. The reward is non-monetary in nature. Workforce diversity We have employees from extremely diverse backgrounds in terms of experience, culture and heritage. This goes a long way in building our inclusive culture as people from different background bring with them fresh ideas and innovations, unique styles and methods. Campus Hiring HR has instituted the Management Analyst (MA) program for the Group. The program focuses on building a strong pool of professional talent, whose competencies are further developed by a 9 months orientation and rotation with various businesses. The batch of 2015-16 comprised of Chartered Accountants, management graduates from brmier schools of Business and Economics professionals. Great Place to Work The Great Place to Work Institute, India has recognized JM Financial Group with the following awards: • JM Financial Services Limited ranked among Top 100 in 'India's Best Companies To Work For 2015' • JM Financial Services Limited ranked best in the Investments Industry category (Financial Services) in 'India's Best Companies To Work For 2015' • JM Financial Asset Management Limited ranked among Top 100 in 'India's Best Companies To Work For 2015' • JM Financial Asset Management Limited ranked amongst the best in the Financial Services Industry in 'India's Best Companies To Work For 2015'. Promoting internal mobility, recruiting talent, encouraging sustained employee development, offering competitive compensation and engaging work environment are all factors that make JM Financial a sought after employer. The Company had 12 employees as on March 31, 2016. The total employee strength of JM Financial Group stood at 1,212 as on March 31, 2016. SAFE HARBOUR This report describing our activities, projections and expectations for the future, may contain certain 'forward looking statements' within the meaning of applicable laws and regulations. The actual results of business may difer materially from those exbrssed or implied due to various risk factors and uncertainties. These risk factors and uncertainties include the effect of domestic as well as global economic and political events, volatility in interest rates and in the securities market, new regulations and government policies that may impact our businesses as well as ability to implement our strategies. We are under no obligation to publicly amend, modify or revise any forward-looking statements on the basis of any subsequent developments, information or events and assume no liability for any action taken by anyone on the basis of any information contained herein. |