INFORMATION MEMORANDUM CASHPOR MICRO CREDIT · 2020. 9. 24. · Integrated Registry Management...
Transcript of INFORMATION MEMORANDUM CASHPOR MICRO CREDIT · 2020. 9. 24. · Integrated Registry Management...
Private & Confidential
For Private Circulation Only
No: ____________
Addressed to: __________
INFORMATION MEMORANDUM
CASHPOR MICRO CREDIT
A company incorporated under Section 25 of the Companies Act, 1956 and continuing under Section
8 of the Companies Act, 2013
Date of Incorporation: December 10, 2002
Registered Office: –S-8/107, 107-A-1, 2nd Floor, Varanasi Trade Center, Khajuri, Maqbool Alam
Road, Varanasi- 221002
Telephone No.: +91 542-2505590/92, Contact Person: B. B. Singh- CFO
E-mail: [email protected] & [email protected]; Website: www.CASHPOR.in
Background
This Information Memorandum is related to the Debentures to be issued by CASHPOR Micro Credit (the “Issuer” or “Company” or “CMC”) on a private placement basis and contains relevant
information and disclosures required for the purpose of issuing of the Debentures. The issue of the
Debentures comprised in the Issue and described under this Information Memorandum has been authorised by the Issuer through resolutions passed by the shareholders of the Issuer on September 11,
2020 pursuant to Section 42 of the Act read with applicable rules of the Act, and the Board of Directors
of the Issuer on September 08, 2020 and the Memorandum and Articles of Association of the Company.
The present issue of Debentures in terms of this Information Memorandum is within the overall powers
of the Board as per the above shareholder resolution(s).
General Risks
Investment in debt and debt related securities involve a degree of risk and Investors should not invest
any funds in the debt instruments, unless they can afford to take the risks attached to such investments and only after reading the information carefully. For taking an investment decision, the Investors must
rely on their own examination of the Company and the Issue including the risks involved. The
Debentures have not been recommended or approved by Securities and Exchange Board of India (“SEBI”) nor does SEBI guarantee the accuracy or adequacy of this document. Specific attention of
Investors is invited to the statement of Risk Factors at SECTION 3: of this memorandum of private
placement for issue of Debentures on a private placement basis (“Information Memorandum” or
“Disclosure Document”). This Information Memorandum has not been submitted, cleared or approved
by SEBI.
Information Memorandum dated September 24, 2020 for issue of (i) up to 1,000 (One Thousand)
rated, listed, secured, redeemable non-convertible debentures under Series 1 having face value of Rs.
10,00,000/- (Rupees Ten Lakhs only) each, of the aggregate nominal value of up to Rs.
100,00,00,000/- (Rupees One Hundred Crores only) (the “Series 1 Debentures”) and (ii) up to 250
(Two Hundred and Fifty) rated, listed, secured, redeemable non-convertible debentures under Series
2 having face value of Rs. 10,00,000/- (Rupees Ten Lakhs only) each, of the aggregate nominal value
of up to Rs. 25,00,00,000/- (Rupees Twenty-Five Crores only) with a green shoe option of up to 750
(Seven Hundred and Fifty) rated, listed, secured, redeemable non-convertible debentures under Series 2 having face value of Rs. 10,00,000/- (Rupees Ten Lakhs only) each, of the aggregate nominal value
of up to Rs. 75,00,00,000/- (Rupees Seventy -Five Crores only) (the “Series 2 Debentures”) (the
Series 1 Debentures and the Series 2 Debentures are collectively hereinafter referred to as the “Debentures”), on a private placement basis (the “Issue”).
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Issuer’s Absolute Responsibility
The Issuer, having made all reasonable inquiries, confirms and represents that the information contained
in this Information Memorandum/ Disclosure Document is true and correct in all material respects and
is not misleading in any material respect, that the opinions and intentions expressed herein are honestly held and that there are no other facts, the omission of which makes this document as a whole or any of
such information or the expression of any such opinions or intentions misleading in any material respect.
The Issuer is solely responsible for the correctness, adequacy and disclosure of all relevant information herein.
Credit Rating
The Debentures proposed to be issued by the Issuer have been rated by Acuité Ratings & Research
Limited (“Rating Agency”). The Rating Agency has, vide its letter dated September 11, 2020 assigned
a rating of “ACUITE A” with “stable” outlook in respect of the Debentures. The above rating is not a
recommendation to buy, sell or hold securities and Investors should take their own decision. The ratings
may be subject to revision or withdrawal at any time by the rating agency and should be evaluated
independently of any other ratings. Please refer to Annexure I of this Information Memorandum for
the letter dated September 11, 2020 from the Rating Agency assigning the credit rating above
mentioned.
Issue Schedule
Issue Opens on: September 28, 2020
Issue Closing on: September 28, 2020 Deemed Date of Allotment: September 29, 2020
The Issuer reserves the right to change the Issue Schedule including the Deemed Date of Allotment at
its sole discretion, without giving any reasons or prior notice. The Issue shall be open for subscription during the banking hours on each day during the period covered by the Issue Schedule.
Listing
The Debentures are proposed to be listed on the wholesale debt market of the Bombay Stock Exchange
(“BSE”).
Registrar and Transfer Agent Debenture Trustee
Integrated Registry Management Services
Private Limited
2nd Floor, Kences Towers, No. 1,
Ramakrishna Street, North Usman Road, T. Nagar,
Chennai - 600 017
IDBI Trusteeship Services Limited
Asian Building, Ground Floor,
17, R. Kamani Marg, Ballard Estate,
Mumbai-400001
Tel.: +91 22 4080 7000
Fax: +91 22 6631 1776
Email: [email protected]
Contact Person: Senior Vice President
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TABLE OF CONTENTS
SECTION 1: DEFINITIONS AND ABBREVIATIONS 4
SECTION 2: NOTICE TO INVESTORS AND DISCLAIMERS 9
SECTION 3: RISK FACTORS 12
SECTION 4: FINANCIAL STATEMENTS 14
SECTION 5: REGULATORY DISCLOSURES UNDER SEBI DEBT LISTING
REGULATIONS 15
SECTION 6: DISCLOSURES PERTAINING TO WILFUL DEFAULT 47
SECTION 7: DISCLOSURES UNDER THE COMPANIES ACT 48 SECTION 8: APPLICANT’S DETAILS 60
SECTION 9: DECLARATION 61
SECTION 10: OTHER INFORMATION AND APPLICATION PROCESS 62
SECTION 11: DECLARATION 72
ANNEXURE I: RATING LETTER FROM THE RATING AGENCY 73
ANNEXURE II: CONSENT LETTER FROM THE DEBENTURE TRUSTEE 75
ANNEXURE III: APPLICATION FORM 76
ANNEXURE IV: AUDITED FINANCIAL STATEMENTS 80
ANNEXURE V: INDICATIVE CASHFLOW SCHEDULE 106
ANNEXURE VI: COPIES OF BOARD RESOLUTIONS 109
ANNEXURE VII: COPIES OF SHAREHOLDERS’ RESOLUTIONS 110
ANNEXURE VIII: RELATED PARTY TRANSACTIONS 111
ANNEXURE IX: DETAILS OF BRANCHES AND UNITS OF THE ISSUER 113
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SECTION 1: DEFINITIONS AND ABBREVIATIONS
Unless the context otherwise indicates or requires, the following terms shall have the
meanings given below in this Information Memorandum.
Accounting Standards Accounting standards and practices required to be followed under
Applicable Law.
Allot/Allotment/Allotted Unless the context otherwise requires or implies, the allotment of
the Debentures pursuant to this Issue. Application Form The form used by the recipient of this Information Memorandum,
to apply for subscription to the Debentures, which is annexed to this Information Memorandum and marked as Annexure III.
Board/Board of
Directors The Board of Directors of the Issuer.
Business Day Any day of the week (excluding Saturdays, Sundays and any other
day which is a ‘public holiday’ for the purpose of Section 25 of
the Negotiable Instruments Act, 1881 (26 of 1881)) on which
banks are normally open for business in Mumbai “Business
Days” shall be construed accordingly. CDSL Central Depository Services Limited Debentures / NCDs Collectively means the Series 1 Debentures and the Series 2
Debentures. Debenture Holders /
Investors The persons to whom this Information Memorandum has been
issued to and who have subscribed the Debentures in the primary
market and thereafter shall mean and include any Person to whom the Debentures are transferred to, each who fulfils the following
requirements: (a) Persons who are registered as such as the
beneficial owners in terms of the Debenture Trust Deed; and (b)
Persons who are registered as debenture holder(s) in the Register
of Debenture Holder(s) maintained in terms of the Debenture
Trust Deed. In the event of any inconsistency between sub
paragraph (a) and (b) above, sub paragraph (a) shall prevail.
Deemed Date of
Allotment September 29, 2020 being the date on which the Debentures under
each Series being issued hereunder are deemed to be allotted to the Debenture Holders.
Debenture Trustee IDBI Trusteeship Services Limited, a company incorporated under the Companies Act, 1956 and having its registered office at
Asian Building, Ground Floor, 17, R. Kamani Marg, Ballard
Estate, Mumbai-400001. Debenture Trustee
Agreement Agreement executed by and between the Debenture Trustee and
the Company for the purposes of appointment of the Debenture
Trustee to act as debenture trustee in connection with the issuance
of the Debentures. Debenture Trust Deed With respect to each Series issued under this Information
Memorandum, the debenture trust deed executed/to be executed
by and between the Debenture Trustee and the Company inter alia recording the terms and conditions for setting out the terms upon
which the Debentures are being issued and shall include the
representations and warranties and the covenants to be provided by the Issuer.
Deed of Hypothecation With respect to each Series issued under this Information
Memorandum, the deed of hypothecation entered/to be entered
into between the Issuer and the Debenture Trustee, pursuant to
which hypothecation over Secured Property shall be created by
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the Issuer in favour of the Debenture Trustee (acting for and on
behalf of the Debenture Holders under each Series). Demat Refers to dematerialized securities which are securities that are in
electronic form, and not in physical form, with the entries noted
by the Depository. Depositories Act The Depositories Act, 1996, as amended from time to time. Depository A Depository registered with SEBI under the SEBI (Depositories
and Participant) Regulations, 1996, as amended from time to time. Depository Participant /
DP A depository participant as defined under the Depositories Act
Director(s) Board of Director(s) of the Issuer. Disclosure Document /
Information
Memorandum
This document which sets out the information regarding the
Debentures being issued on a private placement basis.
DP ID Depository Participant Identification Number. Due Date Any date on which the holders of the Debentures are entitled to
any payments, whether on maturity or earlier, prior to the
scheduled Maturity Date on acceleration in terms of the Transaction Documents.
Electronic Book Provider/ EBP
BSE Limited
EFT Electronic Fund Transfer. Financial Indebtedness Any indebtedness in respect of the following:
(a) monies borrowed;
(b) any amount availed of by acceptance of any credit
facility;
(c) any amount raised pursuant to the issuance of any notes,
bonds, debentures, loan stock or any other similar
securities or instruments;
(d) the amount of any liability in respect of any lease or hire
purchase contract which would, in accordance with generally accepted principles of accounting in India, be
treated as a finance or capital lease;
(e) receivables sold or discounted (other than any receivables sold in the ordinary course of business or to the extent that
they are sold on a non-recourse basis);
(f) any amount raised under any other transaction (including any forward sale or purchase agreement) having the
commercial effect of a borrowing;
(g) any derivative transaction entered into in connection with
protection against or benefit from fluctuation in price
(and, when calculating the value of any derivative
transaction, only the marked to market value shall be taken into account);
(h) any counter-indemnity obligation in respect of a
guarantee, indemnity, bond, standby or documentary
letter of credit or any other instrument issued by a bank
or financial institution;
(i) the amount of any liability under an advance or deferred
purchase agreement if one of the primary reasons behind
the entry into such agreement is to raise finance;
(j) any put option, guarantees, keep fit letter(s), letter of
comfort, etc by whatever name called, which gives or may give rise to any financial obligation(s);
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(k) any preference shares (excluding any compulsorily
convertible preference shares)
(l) (without double counting) the amount of any liability in
respect of any guarantee or indemnity for any of the items
referred to in paragraphs (a) to (k) above.
Financial Year/ FY Twelve months period commencing from April 1 of a particular
calendar year and ending on March 31 of the subsequent calendar
year. Final Settlement Date The date on which the payments to be made by the Company in
relation to the Issue have been irrevocably discharged in full and/or the Debentures under each Series have been redeemed by
the Company in full in accordance with the terms of the
Transaction Documents. IBC The Insolvency and Bankruptcy Code, 2016, and the rules and
regulations made thereunder which are in effect from time to time
and shall include any other statutory amendment or re-enactment
thereof; Issue Private Placement of the Debentures. Issue Closing Date September 28, 2020 Issue Opening Date September 28, 2020 Issuer/ Company CASHPOR Micro Credit
Majority Debenture
Holders Debenture Holder(s) holding an aggregate amount representing
not less than 75% (Seventy Five Percent) of the value of the
nominal amount of the Debentures for the time being outstanding. It is however clarified that if a resolution is required to be passed
in relation to a matter concerning a particular Series only, then the
term “Majority Debenture Holder(s)” shall mean the Debenture Holder(s) of that Series/ Tranche holding an aggregate amount
representing not less than 75% (Seventy Five Percent) of the value
of the nominal amount of the Debentures comprised in that Series for the time being outstanding.
Material Adverse Effect The effect or consequence of an event, circumstance, occurrence or condition which has caused, as of any date of determination, or
could reasonably be expected to cause a material and adverse
effect on the financial condition, business or operation of the
Issuer which in the opinion of the Debenture Trustee is prejudicial
to the ability of the Issuer to perform its obligations under the
Transaction Documents. Maturity Date 18 (Eighteen) months from the Deemed Date of Allotment, or
such other date on which the final payment of the principal
amount of the Debentures of each series becomes due and payable as therein or herein provided, whether at such stated maturity date,
by declaration of acceleration, or otherwise. N.A. Not Applicable.
NSDL National Securities Depository Limited.
PAN Permanent Account Number.
Partial Credit Guarantee Scheme
The scheme issued by the Department of Financial Services, Ministry of Finance, Government of India, vide the ‘Extended
Partial Credit Guarantee Scheme’ on May 20, 2020, as modified
from time to time, read with the frequently asked questions on the
said schemes published by the Department of Financial Services,
Ministry of Finance, Government of India on its website on May
20, 2020, for offering partial credit guarantee to Public Sector
Banks for purchasing bonds / commercial paper from financially
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sound non-banking financial companies / housing finance
companies/ micro finance institutions
RBI Reserve Bank of India. Rating Agency Acuité Ratings & Research Limited, being a credit rating agency
registered with SEBI pursuant to SEBI (Credit Rating Agencies)
Regulations 1999, as amended from time to time. Record Date The date which will be used for determining the Debenture
Holders who shall be entitled to receive the amounts due on any
Due Date, which shall be the date falling 15 (Fifteen) Business
Days prior to any Due Date. R&T Agent Integrated Registry Management Services Private Limited
ROC Registrar of Companies. Rs. / INR Indian Rupee. RTGS Real Time Gross Settlement. SEBI Securities and Exchange Board of India constituted under the
Securities and Exchange Board of India Act, 1992 (as amended
from time to time). SEBI Debt Listing
Regulations The Securities and Exchange Board of India (Issue and Listing of
Debt Securities) Regulations, 2008 issued by SEBI, as amended
from time to time. SEBI Electronic Book
Mechanism Guidelines
The guidelines issued by SEBI and pertaining to the Electronic
Book Mechanism set out in the terms specified by SEBI in its
Circular dated January 05, 2018 (bearing reference number
SEBI/HO/DDHS/CIR/P/2018/05) titled ‘Electronic book
mechanism for issuance of securities on private placement basis’
read with the related clarifications dated August 16, 2018 (bearing
reference number SEBI/HO/DDHS/CIR/P/2018/122), and the
related operational guidelines issued by the concerned Electronic
Book Provider, as may be amended, clarified or updated from time to time.
Security The security for the Debentures as specified in clause 5.19. Series Each Series being issued under this Information Memorandum,
being Series 1 and Series 2
Series 1 Debentures Up to 1,000 (One Thousand) rated, listed, secured, redeemable
non-convertible debentures under Series 1 having face value of
Rs. 10,00,000/- (Rupees Ten Lakhs only) each, of the aggregate nominal value of up to Rs. 100,00,00,000/- (Rupees One Hundred
Crores only).
Series 2 Debentures Up to 250 (Two Hundred and Fifty) rated, listed, secured,
redeemable non-convertible debentures under Series 2 having
face value of Rs. 10,00,000/- (Rupees Ten Lakhs only) each, of
the aggregate nominal value of up to Rs. 25,00,00,000/- (Rupees
Twenty Five Crores only) with a green shoe option of up to 750
(Seven Hundred and Fifty) rated, listed, secured, redeemable non-
convertible debentures under Series 2 having face value of Rs.
10,00,000/- (Rupees Ten Lakhs only) each, of the aggregate
nominal value of up to Rs. 75,00,00,000/- (Rupees Seventy-Five Crores only)
Tax or Taxes Any and all present or future, direct or indirect, claims for tax,
withholding tax, surcharge, levy, impost, duty, cess, statutory due or other charge of a similar nature (including any penalty or
interest payable in connection with any failure to pay or any delay
in paying any of the same) including on gross receipts, sales, turn-
over, value addition, use, consumption, property, service, income,
franchise, capital, occupation, license, excise, documents (such as
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stamp duties) and customs and other taxes, duties, assessments, or
fees, however imposed, withheld, levied, or assessed by any
Government. TDS Tax Deducted at Source. The Companies Act/ the
Act The Companies Act, 2013 or where applicable, the provisions of
the Companies Act, 1956, still in force. Terms & Conditions The terms and conditions pertaining to the Issue as outlined in the
Transaction Documents. Transaction Documents The documents executed in relation to the issue of the Debentures
and the creation of the Security and shall include the Information
Memorandum, the Debenture Trustee Agreement, the Deed of Hypothecation, the Debenture Trust Deed and any other
document that may be designated by the Debenture Trustee as a
Transaction Document. WDM Wholesale Debt Market. Wilful Defaulter An entity who is categorized as a wilful defaulter by any Bank or
financial institution or consortium thereof, in accordance with the
guidelines on wilful defaulters issued by the Reserve Bank of
India and includes an entity whose director or promoter is categorized as such.
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SECTION 2: NOTICE TO INVESTORS AND DISCLAIMERS
2.1 ISSUER’S DISCLAIMER
This Information Memorandum is neither a prospectus nor a statement in lieu of a prospectus and
should not be construed to be a prospectus or a statement in lieu of a prospectus under the Companies
Act. The issue of the Debentures to be listed on the WDM segment of the BSE is being made strictly
on a private placement basis. Multiple copies hereof given to the same entity shall be deemed to be
given to the same person and shall be treated as such. This Information Memorandum does not
constitute and shall not be deemed to constitute an offer or invitation to subscribe to the Debentures
to the public in general.
As per the applicable provisions, it is not necessary for a copy of this Information Memorandum /
Disclosure Document to be filed or submitted to the SEBI for its review and/or approval.
This Information Memorandum has been prepared in conformity with the SEBI Debt Listing
Regulations as amended from time to time and the applicable RBI Circulars governing private
placements of debentures by NBFCs. This Information Memorandum has been prepared solely to
provide general information about the Issuer to the eligible investors to whom it is addressed and who
are willing and eligible to subscribe to the Debentures. This Information Memorandum does not
purport to contain all the information that any eligible investor may require. Further, this Information
Memorandum has been prepared for informational purposes relating to this transaction only and upon
the express understanding that it will be used only for the purposes set forth herein.
Neither this Information Memorandum nor any other information supplied in connection with the
Debentures is intended to provide the basis of any credit or other evaluation and any recipient of this
Information Memorandum should not consider such receipt as a recommendation to subscribe to any
Debentures. Each potential Investor contemplating subscription to any Debentures should make its
own independent investigation of the financial condition and affairs of the Issuer, and its own
appraisal of the creditworthiness of the Issuer. Potential Investors should consult their own financial,
legal, tax and other professional advisors as to the risks and investment considerations arising from
an investment in the Debentures and should possess the appropriate resources to analyse such
investment and the suitability of such investment to such potential Investor’s particular
circumstances.
The Issuer confirms that, as of the date hereof, this Information Memorandum (including the
documents incorporated by reference herein, if any) contains all the information that is material in
the context of the Issue and regulatory requirements in relation to the Issue and is accurate in all such
material respects. No person has been authorized to give any information or to make any
representation not contained or incorporated by reference in this Information Memorandum or in any
material made available by the Issuer to any potential Investor pursuant hereto and, if given or made,
such information or representation must not be relied upon as having been authorized by the Issuer.
The Issuer certifies that the disclosures made in this Information Memorandum are adequate and in
conformity with the SEBI Debt Listing Regulations. Further, the Issuer accepts no responsibility for
statements made otherwise than in the Information Memorandum or any other material issued by or
at the instance of the Issuer and anyone placing reliance on any source of information other than this
Information Memorandum would be doing so at its own risk.
This Information Memorandum, and the contents hereof are restricted only for the intended
recipient(s) who have been addressed directly and specifically through a communication by the
Issuer and only such recipients are eligible to apply for the Debentures. All Investors are
required to comply with the relevant regulations/guidelines applicable to them for investing in
this Issue. The contents of this Information Memorandum are intended to be used only by those
potential Investors to whom it is distributed. It is not intended for distribution to any other
person and should not be reproduced by the recipient.
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No invitation is being made to any person other than those to whom Application Forms along with
this Information Memorandum being issued have been sent. Any application by a person to whom
the Information Memorandum has not been sent by the Issuer shall be rejected without assigning any
reason.
The person who is in receipt of this Information Memorandum shall not reproduce or distribute in
whole or part or make any announcement in public or to a third party regarding the contents hereof
without the consent of the Issuer. The recipient agrees to keep confidential all information provided
(or made available hereafter), including, without limitation, the existence and terms of the Issue, any
specific pricing information related to the Issue or the amount or terms of any fees payable to us or
other parties in connection with the Issue. This Information Memorandum may not be photocopied,
reproduced, or distributed to others at any time without the prior written consent of the Issuer. Upon
request, the recipients will promptly return all material received from the Issuer (including this
Information Memorandum) without retaining any copies hereof. If any recipient of this Information
Memorandum decides not to participate in the Issue, that recipient must promptly return this
Information Memorandum and all reproductions whether in whole or in part and any other
information statement, notice, opinion, memorandum, expression or forecast made or supplied at any
time in relation thereto or received in connection with the Issue to the Issuer.
The Issuer does not undertake to update the Information Memorandum to reflect subsequent events
after the date of Information Memorandum and thus it should not be relied upon with respect to such
subsequent events without first confirming its accuracy with the Issuer.
Neither the delivery of this Information Memorandum nor any sale of Debentures made hereafter
shall, under any circumstances, constitute a representation or create any implication that there has
been no change in the affairs of the Issuer since the date hereof.
This Information Memorandum does not constitute, nor may it be used for or in connection with, an
offer or solicitation by anyone in any jurisdiction in which such offer or solicitation is not authorized
or to any person to whom it is unlawful to make such an offer or solicitation. No action is being taken
to permit an offering of the Debentures or the distribution of this Information Memorandum in any
jurisdiction where such action is required. Persons into whose possession this Information
Memorandum comes are required to inform themselves about and to observe any such restrictions.
The Information Memorandum is made available to potential Investors in the Issue on the strict
understanding that it is confidential.
2.2 DISCLAIMER CLAUSE OF STOCK EXCHANGES
As required, a copy of this Information Memorandum has been filed with the BSE in terms of the
SEBI Debt Listing Regulations. It is to be distinctly understood that submission of this Information
Memorandum to the BSE should not in any way be deemed or construed to mean that this Information
Memorandum has been reviewed, cleared, or approved by the BSE; nor does the BSE in any manner
warrant, certify or endorse the correctness or completeness of any of the contents of this Information
Memorandum, nor does the BSE warrant that the Issuer’s Debentures will be listed or will continue
to be listed on the BSE; nor does the BSE take any responsibility for the soundness of the financial
and other conditions of the Issuer, its promoters, its management or any scheme or project of the
Issuer.
2.3 DISCLAIMER CLAUSE OF SEBI
As per the provisions of the SEBI Debt Listing Regulations, it is not stipulated that a copy of this
Information Memorandum has to be filed with or submitted to the SEBI for its review / approval. It
is to be distinctly understood that this Information Memorandum should not in any way be deemed
or construed to have been approved or vetted by SEBI and that this Issue is not recommended or
approved by SEBI. SEBI does not take any responsibility either for the financial soundness of any
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proposal for which the Debentures issued thereof is proposed to be made or for the correctness of the
statements made or opinions expressed in this Information Memorandum.
2.4 DISCLAIMER IN RESPECT OF JURISDICTION
This Issue is made in India to Investors as specified under the clause titled “Eligible Investors” of this
Information Memorandum, who shall be/have been identified upfront by the Issuer. This Information
Memorandum does not constitute an offer to sell or an invitation to subscribe to Debentures offered
hereby to any person to whom it is not specifically addressed. Any disputes arising out of this Issue
will be subject to the exclusive jurisdiction of the courts and tribunals at Mumbai. This Information
Memorandum does not constitute an offer to sell or an invitation to subscribe to the Debentures
herein, in any other jurisdiction to any person to whom it is unlawful to make an offer or invitation
in such jurisdiction.
2.5 DISCLAIMER IN RESPECT OF RATING AGENCIES
Ratings are opinions on credit quality and are not recommendations to sanction, renew, disburse or
recall the concerned bank facilities or to buy, sell or hold any security. The Rating Agency has based
its ratings on information obtained from sources believed by it to be accurate and reliable. The Rating
Agency does not, however, guarantee the accuracy, adequacy or completeness of any information
and is not responsible for any errors or omissions or for the results obtained from the use of such
information. Most entities whose bank facilities/instruments are rated by the Rating Agency have
paid a credit rating fee, based on the amount and type of bank facilities/instruments.
2.6 ISSUE OF DEBENTURES IN DEMATERIALISED FORM
The Debentures will be issued in dematerialised form. The Issuer has made arrangements with the
Depositories for the issue of the Debentures in dematerialised form. Investors will have to hold the
Debentures in dematerialised form as per the provisions of Depositories Act. The Issuer shall take
necessary steps to credit the Debentures allotted to the beneficiary account maintained by the Investor
with its depositary participant. The Issuer will make the Allotment to Investors on the Deemed Date
of Allotment after verification of the Application Form, the accompanying documents, in accordance
with the SEBI Electronic Book Mechanism Guidelines and on realisation of the application money.
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SECTION 3: RISK FACTORS
The following are the risks envisaged by the management of the Company relating to the Company,
the Debentures and the market in general. Potential investors should carefully consider all the risk
factors in this Disclosure Document for evaluating the Company and its business and the Debentures
before making any investment decision relating to the Debentures. The Company believes that the
factors described below represent the principal risks inherent in investing in the Debentures, but does
not represent that the statements below regarding the risks of holding the Debentures are exhaustive.
The order of the risk factors is intended to facilitate ease of reading and reference and does not in any
manner indicate the importance of one risk factor over another. Investors should also read the detailed
information set out elsewhere in this Disclosure Document and reach their own views prior to making
any investment decision.
If any one of the following stated risks actually occurs, the Company’s business, financial conditions
and results of operations could suffer and, therefore, the value of the Company’s Debentures could
decline and/or the Company’s ability to meet its obligations in respect of the Debentures could be
affected. More than one risk factor may have simultaneous effect with regard to the Debentures such
that the effect of a particular risk factor may not be predictable.
Please note that unless specified or quantified in the relevant risk factors, the Company is not in a
position to quantify the financial or other implications of any risk mentioned herein below:
a. Repayment of principal is subject to the credit risk of the Company.
Potential investors should be aware that receipt of the principal amount along with yield
payable thereon and any other amounts that may be due in respect of the Debentures is subject
to the credit risk of the Company and the potential investors assume the risk that the Company
may not be able to satisfy their obligations under the Debentures. In the event that bankruptcy
proceedings or composition, scheme of arrangement or similar proceedings to avert
bankruptcy are instituted by or against the Company, the payment of sums due on the
Debentures may be substantially reduced or delayed.
b. Tax Considerations and Legal Considerations
Special tax considerations and legal considerations may apply to certain types of potential
investors. Potential investors are urged to consult with their own financial, legal, tax and
other professional advisors to determine any financial, legal, tax and other implications of
this investment.
c. Company’s indebtedness and covenants imposed by its financing arrangements may
restrict its ability to conduct its business or operations
Company’s financing arrangements require it to maintain certain security cover for some of
its borrowings. Should there be any breach of financial or other covenants of any financing
arrangements and such breach continues beyond the stipulated cure period (if any), the
Company may be subjected to various consequences as a result of such default including
forced repayment of such borrowings. Further, under some of the financing arrangements,
the Company is required to inform / obtain prior approval of the lenders / debentures holders
/ debenture trustee for various actions. This may restrict / delay some of the actions /
initiatives of the Company from time to time.
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For Private Circulation Only
13
d. Accounting Considerations
Special accounting considerations may apply to certain types of taxpayers. Potential investors
are urged to consult with their own accounting advisors to determine implications of this
investment.
e. Security maybe insufficient to redeem the Debentures
The Debentures are proposed to be secured by the assets described in clause 5.19 below. In
the event that the Company is unable to meet its payment and other obligations towards
potential investors under the terms of the Debentures, the Debenture Trustee may enforce the
security. The potential investors’ recovery in relation to the Debentures will be inter alia
subject to (i) the market value of the security; and (ii) finding a willing buyer for the security
at a price sufficient to repay the amounts due and payable to the potential investors’ amounts
outstanding under the Debentures.
f. Material changes in regulations to which the Company are subject could impair the
Company’s ability to meet payments or other obligations.
The Company is subject generally to changes in Indian law, as well as to changes in
government regulations and policies and accounting principles. Any changes in the
regulatory framework could adversely affect the profitability of the Company or its future
financial performance, by requiring a restructuring of its activities, increasing costs or
otherwise.
g. Economic fallout from the spread of the Covid-19 virus may impact the Issuer’s
business prospects, financial condition, result of operations and credit risk
The spread of the Covid-19 virus has affected millions across the globe and the same coupled
with measures taken by the governments including lockdowns/ curfew has not only affected
day to day lives of people but has also given a hard blow to the supply chain of factories, with
trade routes being disturbed and slowing down of the industry, trade, commerce and business
activities across all sectors. The Covid-19 virus pandemic is also adversely affecting, and is expected to continue to adversely affect, our operations, liquidity and cashflows.
While the extent of negative financial impact cannot be reasonably estimated at this time, a
sustained economic slowdown may significantly affect our business, financial condition,
liquidity, cashflows and results of operations and the same will depend on future
developments, which are highly uncertain and cannot be predicted, including new
information which may emerge concerning the severity of the Covid-19 virus and the actions
to contain the Covid-19 virus or treat its impact, among others. Consequently, there may be
a negative effect on the Company’s ability to service the obligations in relation to the Debentures.
Private & Confidential
For Private Circulation Only
14
SECTION 4: FINANCIAL STATEMENTS
The audited financial statements of the Issuer for the last three financial year ends are set out in
Annexure IV hereto.
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For Private Circulation Only
15
SECTION 5: REGULATORY DISCLOSURES UNDER SEBI DEBT LISTING
REGULATIONS
The Information Memorandum is prepared in accordance with the provisions of SEBI Debt Listing
Regulations and in this section, the Issuer has set out the details required as per Schedule I of the
SEBI Debt Listing Regulations.
5.1 Documents Submitted to the Exchanges
The following documents have been / shall be submitted to the BSE:
A. Memorandum and Articles of Association of the Issuer and necessary resolution(s) for the
allotment of the Debentures;
B. Copy of last 3 (Three) years audited Annual Reports;
C. Statement containing particulars of, dates of, and parties to all material contracts and agreements;
D. Copy of the resolution passed by the shareholders of the Company at the Annual General
Meeting held on September 11, 2020 authorizing the issue/offer of non-convertible debentures by the Company;
E. Copy of the resolution passed by the Board of Directors authorizing the issuance of the
Debentures and the list of authorized signatories; F. An undertaking from the Issuer stating that the necessary documents for the creation of the
charge, including the Debenture Trust Deed would be executed within the time frame
prescribed in the relevant regulations/acts/rules etc. and the same would be uploaded on the
website of the BSE, where the debt securities have been listed, within 5 (Five) working days
of execution of the same;
G. Where applicable, an undertaking that permission / consent from the prior creditor for a second
or pari passu charge being created, in favour of the trustees to the proposed issue has been
obtained; and
H. Any other particulars or documents that the recognized stock exchange may call for as it deems fit.
5.2 Documents Submitted to Debenture Trustee
The following documents have been/shall be submitted to the Debenture Trustee in electronic form
(soft copy) on or before the allotment of the Debentures:
A. Memorandum and Articles of Association of the Issuer and necessary resolution(s) for the
allotment of the Debentures;
B. Copy of last 3 (Three) years audited Annual Reports;
C. Statement containing particulars of, dates of, and parties to all material contracts and
agreements;
D. Latest audited / limited review half yearly consolidated (wherever available) and standalone financial information (profit & loss statement, balance sheet and cash flow statement) and
auditor qualifications, if any.
E. An undertaking to the effect that the Issuer would, until the redemption of the debt securities,
submit the details mentioned in point (D) above to the Debenture Trustee within the timelines
as mentioned in Simplified Listing Agreement issued by SEBI vide circular No.
SEBI/IMD/BOND/1/2009/11/05 dated May 11, 2009 as amended from time to time, for
furnishing / publishing its half yearly/ annual result. Further, the Issuer shall within 180 (One
Hundred and Eighty) calendar days from the end of the financial year, submit a copy of the
latest annual report to the Debenture Trustee and the Debenture Trustee shall be obliged to share the details submitted under this clause with all ‘Qualified Institutional Buyers’ and
other existing debenture-holders within 2 (two) Business Days of their specific request.
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16
5.3 Name and Address of Registered Office of the Issuer:
Name of the Issuer: CASHPOR Micro Credit
Registered Office of Issuer: S-8/107, 107-A-1, 2nd Floor, Varanasi Trade Center,
Khajuri, Maqbool Alam Road, Varanasi- 221002
Corporate Office of Issuer: S-8/107, 107-A-1, 2nd Floor, Varanasi Trade Center,
Khajuri, Maqbool Alam Road, Varanasi- 221002
Compliance Officer of Issuer: CS Jyoti Khatri, Assistant Company Secretary
Chief Financial Officer of Issuer: Dr. B. B. Singh
Registration Number: 027113
Corporate Identification Number: U65910UP2002NPL027113
Phone No.: +91 542 2505590/ 92
Fax No.: +91 542 2505591
Contact Person: Ms. Jyoti Khatri, Assistant Company Secretary
Email: [email protected]
Website of Issuer: http://www.cashpor.in/
Auditors of the Issuer: Walker Chandiok & Co. Llp
Trustee to the Issue: IDBI Trusteeship Services Limited
Address: Asian Building, 17, R. Kamani Marg, Ballard
Estate, Mumbai – 400 001
Registrar to the Issue: Integrated Registry Management Services Private Limited
Address: 2nd Floor, Kences Towers, No. 1,
Ramakrishna Street, North Usman Road, T. Nagar,
Chennai - 600 017
Credit Rating Agency: Acuité Ratings & Research Limited
Address: A-812, The Capital, G Block,
BKC, Bandra (E), Mumbai - 400051
5.4 A brief summary of business / activities of the Issuer and its line of business:
(a) Overview:
(b) CASHPOR Micro Credit is a not for profit company, which is originally registered under
Section-25 of the Companies Act, 1956. It is a poverty focused institution that provides
microfinance exclusively to below poverty line women.
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17
(c) Corporate Structure/Organization Structure:
(d) Key Operational and Financial Parameters for the last 3 audited years on a consolidated
basis (wherever available) else on a standalone basis.
(Rs. Crores)
Parameters FY
2020 FY 2019 FY 2018
Net worth 261.98 207.26 163.05
Total Debt 1539.37 1142.16 1052.40
Comprising
of
Non-Current Maturities of Long Term
Borrowing 677.17 421.76 428.76
Short Term Borrowing 0.00 0.00 0.00
Current Maturities of Long Term Borrowing 862.20 720.40 623.64
Net Fixed Assets 2.14 2.21 2.14
Non-Current Assets 399.04 291.56 287.37
Cash and Cash Equivalents 348.54 267.05 272.67
Current Investments 0.00 0.00 0.00
Current Assets 1488.89 1112.47 966.98
Current Liabilities 945.45 772.80 657.86
Assets Under Management 2934.96 2194.07 1812.44
Off Balance Sheet Assets 1446.98 1092.25 867.88
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Interest Income 212.50 191.60 185.70
Interest Expense 130.20 105.44 103.24
Provisioning & Write-offs 9.83 9.63 17.49
PAT 48.28 40.36 31.94
Gross NPA (%) 0.16% 0.15% 0.21%
Net NPA (%) 0.02% 0.01% 0.02%
Tier I Capital Adequacy Ratio (%) 16.37% 17.49% 17.18%
Tier II Capital Adequacy Ratio (%) 2.41% 2.85% 2.01%
(e) Gross Debt: Equity Ratio of the Company:
Before the issue of debt securities 5.9 Times
After the issue of debt securities 8 times
(f) Project cost and means of financing, in case of funding new projects:
NA
5.5 A Brief history of Issuer since its incorporation giving details of its following activities:
A. Details of Share Capital as on last quarter end i.e. June 30, 2020:
Share Capital Number of
Securities
Nominal
Value Amounts
Authorised:
Equity
Preference
15,00,000
-
10.00
-
150,000,000.00
-
TOTAL 15,00,000 10.00 15,00,00,000.00
Issued, Subscribed and Fully Paid- up 53,90,000 10.00 53,900,000.00
Preference Shares
TOTAL 53,90,000 10.00 53,900,000.00
B. Changes in its capital structure as on last quarter end i.e. June 30, 2020, for the last five
years:
There has been no change in the issued or paid up capital of the Company in the last 5 (Five)
years.
C. Equity Share Capital History of the Company as on last quarter end i.e. June 30, 2020,
for the last five years:
There has been no change in the issued or paid up capital of the Company in the last 5 (Five)
years.
D. Details of any Acquisition or Amalgamation in the last 1 (one) year:
There has been no acquisition or amalgamation in the last 1 (One) year
E. Details of any Reorganization or Reconstruction in the last 1 (one) year:
There has been no reorganization or reconstruction in the last 1 (one) year
Private & Confidential
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19
5.6 Details of the shareholding of the Company as on June 30, 2020:
A. Shareholding pattern of the Company as on June 30, 2020:
Sr.
No. Shareholders
No. of
Shares
Number of
shares held in
Dematerialised
Form
Total
Shareholding as a
% of total no. of
equity shares.
1.
CASHPOR Financial & Technical
Services Private Limited
53,89,993
NA 0.99999870
2. Mrs. Archana Shukla 1 NA 0.00000019
3. Mrs. Kirti Yadav 1 NA 0.00000019
4. Mrs. Snowlata Maurya 1 NA 0.00000019
5. Mrs. Shashi Singh 1 NA 0.00000019
6. Mr. Rakesh Kumar Dubey 1 NA 0.00000019
7. Mrs. Sarita Singh 1 NA 0.00000019
8. Mrs. Vandana Srivastava 1
NA 0.00000019
Total
53,90,000
100%
The promoters have not pledged or encumbered any of the shares held by them in the company.
B. List of top 10 holders of equity shares of the Company as on June 30, 2020:
Sr.
No.
Shareholders No. of
Shares
Number of
shares held in
Dematerialised
Form
Total
Shareholding as a
% of total no. of
equity shares.
1. CASHPOR Financial & Technical
Services Private Limited
53,89,993 NA 0.99999870
2. Mrs. Archana Shukla 1 NA 0.00000019
3. Mrs. Kirti Yadav 1 NA 0.00000019
4. Mrs. Snowlata Maurya 1 NA 0.00000019
5. Mrs. Shashi Singh 1 NA 0.00000019
6. Mr. Rakesh Kumar Dubey 1 NA 0.00000019
7. Mrs. Sarita Singh 1 NA 0.00000019
8. Mrs. Vandana Srivastava 1 NA 0.00000019
Total 53,90,000 100%
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20
5.7 Following details regarding the directors of the Company:
A. Details of current directors of the Company as on June 30,2020:
This table sets out the details regarding the Company’s Board of Directors
Sr.
No.
Name and DIN DOB Designatio
n
Address Director of
the
Company
since
Details of
other
directorship
1. Mr. David
Sprague
Gibbons
01238730
12/07/
1940
Nominee
Director
Kampung
Kolam Air
Pantai Seremban
Negeri Sembilan
Malaysia 71770
10/12/2002 CASHPOR
MICRO
CREDIT &
CASHPOR
Financial and
Technical
Services
Private
Limited
2. Mr. Mukul
Jaiswal
02696656
01/01/
1972
Managing
Director
Chuppepur,
Shivpur, Central
Jail Road,
Bhojubeer
Varanasi Uttar
Pradesh India
221003
30/05/2009 CASHPOR
Micro Credit,
CASHPOR
Financial and
Technical
Services
Private
Limited,
Jeevanshree
Inclusive
Finance India
Private
Limited,
Satya Micro
Capital
Limited &
Aayushya
Foundation.
3. Mr. Abhijit Sen
00002593
17/11/
1950
Director A 92, Grand
Paradi, 572
Dadyseth Hill
August Kranti
Marg Near
Kemps Corner
Mumbai
Maharashtra
India 400036
24/07/2015 Trent
Limited,
Kalyani
Forge
limited,
,Ugro capital
Limited,
CASHPOR
Micro Credit,
Veritas
Finance
Private
Limited,
Private & Confidential
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21
Netafim
Agricultural
Financing
Agency
Private
Limited,
Manappuram
Finance
Limited, Tata
Investment
Corporation
Limited,
Ujjivan
Financial
Services
Limited,
Booker
Satnam
Wholesale
Limited,
Asirvad
Micro
Finance
Limited,
Pramerica
life Insurance
Limited,
Booker India
limited
4. Mr. Bahram
Navroz Vakil
00283980
12/09/
1958
Nominee
Director
Flat No 2 Grd
Floor Wadia
House 22
Hughes Road 5
Khareghat
Colony,
10/11/2014 Qualia
Hospitality
Llp., Trent
Limited,
Voltas
Limited, Axis
Capital
Limited,
CASHPOR
Micro Credit,
Grameen
capital India
Private
Limited,
CASHPOR
Financial and
Technical
Services
Private
Limited,
Peninsula
Trustee
Private & Confidential
For Private Circulation Only
22
Limited,
Sashakt India
Asset
Management
Limited,
Bodhi Global
Services
Private
Limited,
Centre for
Advancemen
t of
Philanthropy.
,Ge-Hitachi
Nuclear
Energy India
Private
Limited,
Inarco
Private
Limited,
World
Monuments
Fund India
Association,
Aakar
Innovations
Private
Limited,
Aayushya
Foundation,
Indian
Council on
Global
Relations.
Eversource
Capital
Private
limited, &
Kaleidofin
Private
Limited,
5. Ms. Moumita
Sen Sarma
00481775
27/07/
1967
Nominee
Director
1/157, Ishana
Vihar,Isha Yoga
Center,
Velliangiri
Foothills,Ikkarai
boluvampatty,
Coimbatore
07/12/2004 Uzhavan
Agro
Solutions
Private
Limited, Isha
Naturo
Organic
Solutions
Private
Private & Confidential
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23
Tamil Nadu
India 641114
Limited,
Trishul
Shelters
Private
Limited,
CASHPOR
Micro Credit,
Trishul
Foundations
Private
Limited,
Krishi Land
Farm
Developers
Private
Limited, &
RJ3111
Creatives
Private
Limited
6. Mr. Suhail
Chander
06941577
13/09/
1958
Nominee
Director
1045 Hubert
Road 94610-
2520 Oakland
CA, USA
25/02/2014 CASHPOR
Micro Credit,
& Xpanse
Services Llp
7. Mr. Saneesh
Singh
02254868
19/09/
1968
Nominee
Director
Flat No. 224, Dlf
Park Place, Dlf
City Phase -5,
Gurgaon Sector
56 Gurgaon,
Haryana India
122011
28/06/2013 ESAF
Financial
Holdings
Private
Limited,
CASHPOR
Micro Credit,
Mi India
Capital &
Investment
Private
Limited,
Margdarshak
Financial
Services
Limited,
ESAF Small
Finance Bank
Limited,
Growing
Opportunity
Finance
(India)Privat
e Limited, Mi
India Capital
Consultants
Private & Confidential
For Private Circulation Only
24
Private
Limited,
Satya Micro
Capital
Limited,
Samhita
Community
Development
Services &
Dia Vikas
Capital
Private
Limited.
8. Mr. Rajiv
Kumar
06831395
01/06/
1968
Nominee
Director,
C/o Dr. R K
Sachan, 2,
Dwarikapuri
colony, Old
Picnic Spot
Road, Sector-8,
Indira nagar
Lucknow Uttar
Pradesh India -
226016
03/05/2019 CASHPOR
Micro Credit
9. Mr. Sudarshan
Sen
03570051
21/01/
1959
Additional
Director
52 Vikas Bldg,
31 Pedder Road
Mumbai,
Maharashtra-
400026
19/02/2020 The Federal
Bank Ltd &
CASHPOR
Micro Credit
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25
B. Details of change in directors since last three years:
Name Designation DIN Date of
Appointment /
Resignation
Director of
the
Company
since (in
case of
resignation)
Remarks
Chandni
Gupta Ohri
Nominee
Director GF-
USA & Amar Foundation
03613229 28/09/2017 05/06/2012 Resignation
Prem Singh
Hooda
Additional Director
01317215 30/04/2018 10/10/2017 Resignation
Sanjoy
Dasgupta
Director 00480441 10/10/2018 10/12/2002 Resignation
Prakash
Kumar
Nominee
Director
06758416 15/01/2019 22/09/2015 Resignation
Satya
Prakash
Singh
Nominee
Director
03168099 03/05/2019 15/01/2019 Resignation
Rajiv Kumar Nominee
Director
06831395 03/05/2019 Appointme
nt
Sachchida
Nand
Tripathi
Director 07286334 14/11/2019 08/05/2017 Cessation
due to Death
Graham
Wrigley
Additional Director
06399238 13/01/2020 10/10/2012 Resignation
Sudarshan
Sen
Director 03570051 19/02/2020 Appointme
nt
5.8 Following details regarding the auditors of the Company:
A. Details of the auditor of the Company:
Name Address Auditor since Remark
Walker Chandiok & Co.
LLP
L 41, Connaught Circus, New Delhi
110001
01.04.2019 None
B. Details of change in auditors since last three years:
Name Address Date of
Appointment /
Resignation
Auditor of the
Company since
(in case of
resignation)
Remarks
B S R & Associates.
LLP
8-2-618/2,
Reliance
Humsafar, 4th
Floor, Road
No. 11,
Banjara Hills,
Hyderabad,
31/03/2019 30/09/2009 The Auditor
were changed
due to
requirement of
Companies Act
Private & Confidential
For Private Circulation Only
26
Telangana-TG
500034.
Walker Chandiok &
Co. LLP
L 41,
Connaught
Circus, New
Delhi 110001
01/04/2019 Appointment
5.9 Details of borrowings of the Company, as on latest quarter end i.e. June 30, 2020:
A. Details of Secured Loan Facilities as on June 30, 2020: (Rs. In Cr.)
Lender’s Name
(in case of
Facility) /
Instrument
Name
Type of
Facility /
Instrumen
t
Amt
Sancti
oned /
Issued
Principal
Amt
outstanding
Repayment
Date/
Schedule Security
HDFC Bank Ltd
Ter
m L
oa
n
50.00 19.05 February-21 Hypothecation of
Book debts
100.00 38.10 October-21 Hypothecation of
Book debts
42.86 October-21 Hypothecation of
Book debts
Sub- Total 150.00 100.00
SIDBI
75.00 37.50 March-21
Hypothecation of Book Debts &
Pledged TDR of
Rs. 375Lacs
100.00 100.00 December-22
Hypothecation of
Book Debts & Pledged TDR of
Rs. 500Lacs
125.00 90.00 April-21 Hypothecation of
Book Debts
Sub- Total 300.00 227.50
ICICI BANK
125.00 30.68 December-20
Hypothecation of
Book debts & FD
of Rs. 225 lacs
- 25.00 February-21
Hypothecation of
Book debts & FD
of Rs. 150 lacs
200.00 100.45 August-21
Hypothecation of
Book debts & FD of Rs. 390 lacs
- 30.23 October-21
Hypothecation of
Book debts & FD
of Rs. 105 lacs
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27
- 35.00 January-22
Hypothecation of
Book debts & FD
of Rs. 105 lacs
Sub- Total 325.00 221.36
DENA BANK 50.00 4.23
October-20
Hypothecation of
Book debts &
Pledged FD of Rs.
250 Lacs
Sub- Total 50.00 4.23
AXIS BANK
25.00 7.14 December-20
Hypothecation of Book debts &
Pledged FD of Rs.
62.50 Lacs
100.00 31.25 September-
21
Hypothecation of
Book debts & &
Pledged FD of
Rs.125 Lacs
- 21.88 October-21
Hypothecation of
Book debts &
Pledged FD of Rs.
62.5 Lacs
- 18.75 December-21
Hypothecation of
Book debts &
Pledged FD of Rs. 62.5 Lacs
Sub- Total 125.00 79.02
BANDHAN
BANK
130.00 27.86 December-20 Hypothecation of
Book debts
- 15.00 December-20 Hypothecation of
Book debts
- 14.29 January-21 Hypothecation of
Book debts
100.00 71.43 August-21 Hypothecation of
Book debts
100.00 70.00 January-22 Hypothecation of
Book debts
- 30.00 March-22 Hypothecation of
Book debts
Sub- Total 330.00 228.57
UCO BANK 20.00 13.29 March-22
Hypothecation of
Book debts &
Pledged FD of Rs.
100 Lacs
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28
25.00 23.48 December-22
Hypothecation of
Book debts &
Pledged FD of Rs.
125 Lacs
Sub- Total 45.00 36.77
AU SMALL
FINANCE
BANK
50.00 0.21 July-20 Hypothecation of
Book debts
- 0.83 July-20 Hypothecation of
Book debts
30.00 15.75 July-21 Hypothecation of
Book debts
- 1.17 July-21
- 0.58 July-21
Sub- Total 80.00 18.54
UNION BANK
OF INDIA
50.00 8.00 March-21
Hypothecation of
Book debts &
Pledged FD of
Rs.100 Lacs
- 12.00 March-21
Hypothecation of
Book debts &
Pledged FD of Rs.150 Lacs
75.00 36.00 March-22
Hypothecation of Book debts &
Pledged FD of
Rs.225 Lacs
- 24.00 March-22
Hypothecation of
Book debts &
Pledged FD of
Rs.150 Lacs
75.00 75.00 March-23
Hypothecation of
Book debts &
Pledged FD of
Rs.375 Lacs
Sub- Total 200.00 155.00
RATNAKAR
BANK LTD.
35.00 3.75 August-20
Hypothecation of
Book debts & pledge of 5% FD
Rs. 150 lacs
40.00 15.00 March-21
Hypothecation of
Book debts &
pledge of 5% FD Rs. 200 lacs
Sub- Total 75.00 18.75
KOTAK
MAHINDRA
50.00 - June-20 Hypothecation of
Book debts
- 0.10 July-20 Hypothecation of
Book debts
25.00 8.57 February-21 Hypothecation of
Book debts
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29
- 2.86 June-21 Hypothecation of
Book debts
Sub- Total 75.00 11.52
YES BANK
30.00 1.88 March-21
Hypothecation of
Book debts &
pledge of 5% FD
Rs. 100 lacs
- 3.75 March-21
- 2.08 March-21
Sub- Total 30.00 7.71
VIJAYA BANK
10.00 1.11 September-
20
Hypothecation of
Book debts &
pledge of 2.5% FD
Rs. 25 lacs
10.00 3.89 July-21
Hypothecation of
Book debts &
pledge of 2.5% FD
Rs. 25 lacs
Sub- Total 20.00 5.00
Bank of Baroda
50.00 5.50 April-21
Hypothecation of
Book debts &
pledge of 5% FD Rs. 250 lacs
- 12.77 April-21
50.00 50.00 March-23
Hypothecation of
Book debts & pledge of 5% FD
Rs. 250 lacs
Sub- Total 100.00 68.27
IDFC First Bank 100.00 87.50
November-
21
Hypothecation of Book debts
Sub- Total 100.00 87.50
Federal Bank
25.00 18.75 September-
21
Hypothecation of
Book debts
20.00 20.00 March-22 Hypothecation of
Book debts
Sub- Total 45.00 38.75
State Bank of
India 50.00 45.00
January-23
Hypothecation of
Book debts &
pledge FD Rs. 450
lacs
Sub- Total 50.00 45.00
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30
Nabsamruddhi
Finance Limited
10.00 5.00 July-21
Hypothecation of
Book debts &
pledge of 2.5% FD
Rs. 25 lacs
11.00 10.08 November-
22
Hypothecation of Book debts &
pledge of 2.5% FD
Rs. 27.5 lacs
Sub- Total 21.00 15.08
WaterCredit
investment fund 9.50 9.50
June-21
Hypothecation of
Book debts
Sub- Total 9.50 9.50
Actiam IMF III
21.50 10.46 January-22 Hypothecation of
Book debts
- 11.04 January-22 Hypothecation of
Book debts
Sub- Total 21.50 21.50
MUDRA
50.00 11.32 September-
21
Hypothecation of
Book debts &
Pledged of 5% FD
Rs.125 Lacs
100.00 41.40 July-22
Hypothecation of
Book debts &
Pledged of 5% FD
Rs.250 Lacs
- 41.40 July-22
Hypothecation of
Book debts &
Pledged of 5% FD
Rs.250 Lacs
Sub- Total 150.00 94.12
Cash Credit
from State
Banks of India
CC 5.00 4.82
Renewable
annually
10% FDR of Rs. 50
lacs and
Hypothecation of
Book debts
Sub- Total 5.00 4.82
Grand Total 2,307.
00 1498.52
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31
B. Details of Unsecured Loan Facilities as on June 30, 2020:
(in Cr.)
Lender’s Name Type of
Facility
Amount
sanctioned
Principal
Amount O/S
Repayment Date/
Schedule
Dia Vikas capital
Pvt.ltd
Sub Debt 20.01 20.01 In 2 (two)
instalment on Jan
2022 and April
2022.
C. Details of Non-Convertible Debentures as on June 30, 2020:
D. List of Top 10 Debenture Holders (as on June 30, 2020):
S. No. Name of Debenture Holders Amount (Rs. Cr)
1 NA NA
Note: Top 10 holders’ (in value terms, on cumulative basis for all outstanding debentures issues) details
should be provided.
E. The amount of corporate guarantee issued by the Issuer along with name of the
counterparty (like name of the subsidiary, JV entity, group-company, etc) on behalf of
whom it has been issued. (if any):
NIL
F. Details of Commercial Paper:
NIL
G. Details of rest of the borrowing (if any including hybrid debt like FCCB, Optionally
Convertible Debentures / Preference Shares) as on June 30, 2020:
NIL
H. Details of all default/s and/or delay in payments of interest and principal of any kind of
term loans, debt securities and other financial indebtedness including corporate
guarantee issued by the Company, in the past 5 years:
NIL
Deben
ture
Series
Tenor/P
eriod of
Maturit
y
Coupon
(Rate of
Interest)
Amount Date
of
allotm
ent
Redemp
tion on
Date/
Schedul
e
Credit
Rating
Secure
d/
Unsecu
red
Security
NA NA NA NA NA NA NA NA NA
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32
I. Details of any outstanding borrowings taken / debt securities issued where taken / issued
(i) for consideration other than cash, whether in whole or part, (ii) at a premium or
discount, or (iii) in pursuance of an option:
NIL
5.10 Details of Promoters of the Company:
A. Details of Promoter Holding in Company as on June 30, 2020:
Name of the
shareholders
Total No of
Equity
shares
No. of
shares in
Demat
form
Total
shareholding
as % of total
no of equity
shares
No of
shares
Pledged
% of
shares
pledged
with
respect
to
shares
owned
CASHPOR Financial and
Technical Services
Private Limited
53,89,993 NA 0.99999870 Nil Nil
5.11 Abridged version of the Audited Consolidated and Standalone Financial Information
(like Profit and Loss statement, Balance Sheet and Cash Flow statement) for at least
last three years and auditor qualifications, if any.
(Rs. In Cr)
Profit & Loss Statement FY 2020 FY 2019 FY 2018
Income
Income from operations 352.87 291.72 263.28
Other income 0.70 0.09 1.21
Total Income 353.57 291.82 264.49
Expenditure - - -
Employee benefit
expenses 120.49 102.32 91.99
Depreciation and
amortisation expenses 1.49 3.24 0.81
Operating and Other
expenses 45.59 35.85 32.86
Total Expenditure 167.57 141.42 125.67
Operating Profit before
Interest 185.99 150.40 138.82
Financial expenses 137.69 110.07 106.90
Operating profit after
Interest 48.30 40.33 31.93
Prior period
adjustments: - - -
Profit before tax 48.30 40.33 31.93
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33
Tax expense - - -
Profit after tax 48.30 40.33 31.93
Retained Profit
(Excluding current year) 166.21 131.26 99.34
Balance Sheet
LIABILITIES - - -
Current liabilities - - -
Short term borrowings - - -
Other current liabilities 910.01 746.40 637.48
Short term provisions 35.46 26.40 20.38
Total Current Liabilities 945.47 772.81 657.86
Non-current liabilities - - -
Long term borrowings 677.18 421.80 432.09
Long term provisions 5.45 4.37 1.35
Total Non-current
liabilities 682.64 426.17 433.44
Total Liabilities 1,628.10 1,198.98 1,091.30
Share capital 0.10 0.10 0.10
Reserves and surplus 261.94 207.20 163.02
Net Worth 262.03 207.30 163.12
Total Equity &
Liabilities 1,890.14 1,406.27 1,254.42
ASSETS - - -
Current assets - - -
Cash and bank balances 303.02 241.95 240.05
Investments - - -
Loan portfolio 1,146.25 848.65 695.90
Short-term loans and
advances 10.72 5.65 14.37
Other current assets 28.95 16.24 16.73
Total Current Assets 1,488.94 1,112.49 967.06
Non-current assets - - -
Fixed assets - - -
(i) Tangible assets 2.06 2.05 2.00
(ii) Intangible assets 0.08 0.16 0.13
Fixed Assets - Net Block 2.14 2.21 2.14
Long term loans and advances
352.62 265.99 251.38
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Other non-current assets 46.44 25.59 33.84
Total other non-current
Assets 399.06 291.57 285.23
Total Assets 1,890.14 1,406.27 1,254.42
Off- Balance Sheet: - - -
Managed Portfolio
(Asset) 1,446.99 1,092.26 867.88
Cash Flow Statement
Cash Flows from
Operating Activities - - -
Surplus before taxation 48.30 40.33 31.93
Adjustments for: - - -
Depreciation and
amortisation 1.49 3.24 0.81
Provisions and write
offs on loan portfolio 9.83 9.22 16.20
Provision for gratuity - - -
Loss on sale of assets 0.01 0.11 0.00
Income from mutual
funds - - -
Interest income from
deposits - - -
Reserve utilised for
credit plus activities - - -
Reserve for financial
literacy activity of clients - - -
Transfer from capital
reserve - - -
Unrealised loss on
foreign currency
transaction
- - -
Operating cash flows
before working capital
changes and other assets
59.63 52.89 48.94
(Increase) / decrease in
loan portfolio (386.15) (157.67) (134.88)
(Increase) / decrease in
long term loans and
advances
- - -
(Increase) / decrease in
loans and advances (0.29) 2.63 1.31
(Increase) / decrease in
other current assets (15.57) (3.52) (3.78)
(Increase) / decrease in
other non-current assets - - -
Increase / (decrease) in current liabilities
21.97 9.22 (0.35)
Net cash used in
operating activities (320.41) (96.44) (88.76)
Cash flows from
investing activities - - -
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35
Purchase of fixed assets (1.44) (3.46) (0.60)
Proceeds from sale of
fixed assets 0.01 0.04 0.01
(Purchase)/sale of
investments, net - - -
Interest income from
deposits - - -
Income from mutual
funds - - -
Investment in long term
deposits with maturity
of more than
three months
(18.94) (11.88) (12.02)
Net cash provided by
investing activities (20.38) (15.30) (12.62)
Cash flows from
financing activities - - -
Proceeds / (repayment) of
unsecured loans, net - - -
Proceeds from long term
borrowings, net 397.32 89.65 156.93
Increase in un-utilised
grants 6.44 3.86 17.47
Net cash provided by
financing activities 403.76 93.51 174.40
Net increase in cash and
cash equivalents 62.97 (18.24) 73.02
Cash and cash equivalents at the beginning of the
year
199.44 217.68 144.66
Cash and cash
equivalents at the end of
the year
262.42 199.44 217.68
The relevant information is furnished in Annexure IV of the Information Memorandum.
5.12 Abridged version of Latest Audited/ Limited Review Half Yearly Consolidated and
Standalone Financial Information (like Profit and Loss statement, Balance Sheet) and
auditors’ qualifications, if any:
Since the half year for the current financial year has not expired therefore the Issuer has
provided audited data for the financial year ending on March 31, 2020 as given in para 5.11
above.
5.13 Any material event/ development or change having implications on the financials/credit
quality (e.g. any material regulatory proceedings against the Issuer/promoters, tax
litigations resulting in material liabilities, corporate restructuring event etc) at the time
of Issue which may affect the issue or the Investor’s decision to invest / continue to invest
in the debt securities. -
NIL
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36
5.14 Names of the Debentures Trustees and Consents thereof and copy of the consent letter
shall be disclosed -
The Debenture Trustee of the proposed Debentures is IDBI Trusteeship Services Limited.
IDBI Trusteeship Services Limited has given its written consent for its appointment as
debenture trustee to the Issue and inclusion of its name in the form and context in which it
appears in this Information Memorandum and in all the subsequent periodical
communications sent to the Debenture Holders. The consent letter from Debenture Trustee
is provided in Annexure II of this Information Memorandum.
5.15 Rating Rationale(s) adopted (not older than one year on the date of opening of the
Issue)/ credit rating letter issued (not older than one month on the date of opening of
the Issue).
The Rating Agency has assigned ratings of “ACUITE A” with “stable” outlook to the
Debentures. Instruments with this rating are considered to have adequate degree of safety
regarding timely servicing of financial obligations. Such instruments carry low credit risk.
5.16 If the security is backed by a guarantee or letter of comfort or any other document /
letter with similar intent, a copy of the same shall be disclosed. In case such document
does not contain detailed payment structure (procedure of invocation of guarantee and
receipt of payment by the investor along with timelines), the same shall be disclosed in
the offer document.
Not applicable as there is no guarantee or letter of comfort being provided with the security.
5.17 Names of all the recognized stock exchanges where the debt securities are proposed to
be listed indicating the designated stock exchange:
The Debentures are proposed to be listed on the WDM segment of the BSE Limited. The
Issuer shall comply with the requirements of the listing agreement for debt securities to the
extent applicable to it on a continuous basis. The in-principle approval of the BSE has been
obtained in this regard.
5.18 Other details:
A. Debenture Redemption Reserve Creation:
The Issuer hereby agrees that it would create and maintain a Debenture Redemption Reserve
(if applicable) in accordance with Rule 18(7) of the Companies (Share Capital and
Debenture) Rules, 2014, as amended from time to time and other Applicable Law, and if
during the currency of these presents, any guidelines are formulated (or modified or revised)
by any governmental authority under Applicable Law in respect of creation of the Debenture
Redemption Reserve, the Issuer shall (if applicable abide by such guidelines and execute all
such supplemental letters, agreements and deeds of modifications as may be required by the
Debenture Trustee and shall also cause the same to be registered, where necessary.
B. Issue / instrument specific regulations:
The Issue of Debentures shall be in conformity with the applicable provisions of the
Companies Act including the notified rules thereunder, the SEBI Debt Listing Regulations,
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37
the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 (“Listing
Regulations”) and the applicable RBI guidelines.
C. Application process:
The application process for the Issue is as provided in SECTION 9: of this Information
Memorandum.
5.19 Issue Details
A. Common Terms and Conditions of the Debentures
Security Name Please refer to Section 5.19B of this Information Memorandum, titled
“Specific Terms And Conditions In Connection With Each Series Of
Debentures”
Issuer CASHPOR Micro Credit
Type of
Instrument
Non-Convertible Debentures
Nature of
Instrument
Secured Rated Listed Redeemable Transferable Non-Convertible
Debentures
Seniority Senior
Mode of Issue Private placement
Eligible/Identified
Investors
As provided in Clause 1010.14 below
Listing (including
name of stock
Exchange(s) where
it will be listed and
timeline for listing)
The Debentures are proposed to be listed on the WDM segment of the BSE
within a maximum period of 15 (Fifteen) calendar days from the Deemed
Date of Allotment.
In case of delay in listing of the debt securities under any Series beyond 15 (Fifteen) calendar days from the Deemed Date of Allotment, the Issuer will
pay penal interest of 2% (Two Percent) over the Coupon Rate under such
Series from the expiry of 30 (Thirty) days from the Deemed Date of Allotment till the listing of such Debentures
Rating of
Instrument
“ACUITE A” with “stable” outlook by ACUITE Ratings & Research Ltd
Issue Size (i) Private Placement of Series 1 Debentures amounting Rs.
100,00,00,000/- (Rupees One Hundred Crores only)
(ii) Private Placement of Series 2 Debentures amounting Rs.
25,00,00,000/- (Rupees Twenty Five Crores only) with a green shoe option of upto Rs. 75,00,00,000/- (Rupees Seventy Five
Crores only) aggregating to Rs. 100,00,00,000/- (Rupees One
Hundred Crores only)
Option to retain
oversubscription
Please refer to Section 5.19B of this Information Memorandum, titled
“Specific Terms And Conditions In Connection With Each Series Of
Debentures”
Objects of the
Issue To raise senior secured debt to the extent upto Rs. 200,00,00,000/- (Rupees
Two Hundred Crores only) in the manner specified herein.
Details of the
utilization of the Issue proceeds will be utilized for following purposes:
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38
Proceeds • General corporate purpose for the ordinary course of business.
• Repayment / refinancing of existing debt of the Issuer
• Onward lending to below poverty line borrowers
Provided however, no part of the Issue proceeds would be utilized
directly/indirectly towards investment in equity capital markets or land
acquisition or speculative purpose or any other purpose prohibited by
applicable law.
Coupon
Rate/Coupon
Please refer to Section 5.19B of this Information Memorandum, titled
“Specific Terms And Conditions In Connection With Each Series Of
Debentures”
Step Up Coupon
Rate / Step Down
Coupon Rate
NA
Coupon Payment
Frequency
Please refer to Section 5.19B of this Information Memorandum, titled
“Specific Terms And Conditions In Connection With Each Series Of
Debentures”
Coupon Payment
Dates Please refer to Section 5.19B of this Information Memorandum, titled
“Specific Terms And Conditions In Connection With Each Series Of
Debentures”
Coupon Type Please refer to Section 5.19B of this Information Memorandum, titled
“Specific Terms And Conditions In Connection With Each Series Of Debentures”
Coupon Reset Date NA
Coupon Reset
Process (including
rates, spread,
effective date,
interest rate cap
and floor etc).
NA
Day Count Basis Actual/ Actual
Interest on
Application
Money
Interest on the Application Money will accrue at the Coupon Rate
Default Interest
Rate
In case of default in monies due and payable in connection with the
Debentures under any Series on the respective Due Dates, the defaulted
amount thereof shall carry Default Interest, at 2% (Two Percent) per annum over and above the relevant Coupon rate, from the date of the occurrence of
the default until the default is cured or the Debentures under such Series are
redeemed pursuant to such default, as applicable.
Further, in the event that the security for the Debentures are not created and
perfected within a maximum period of 90 (Ninety) calendar days from the
Deemed Date of Allotment, the Issuer will be required to make payment of
default interest at the rate of 2% (Two Percent) per annum, which shall be
paid over and above the relevant Coupon rate for the period until the
creation of security for the Debentures.
In case of delay in listing of the Debentures under any Series beyond 15
(Fifteen) days from the Deemed Date of Allotment, the Issuer will make
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39
payment to the Debenture Holders under such Series of penal interest
calculated on the face value of the Debentures at the rate of 2% (Two Percent) per annum which shall be payable over and above the relevant
Coupon rate from the expiry of 30 (Thirty) days from the Deemed Date of
Allotment until the listing of such Debentures.
Tenor Please refer to Section 5.19B of this Information Memorandum, titled “Specific Terms And Conditions In Connection With Each Series Of
Debentures”
Redemption Date/
Maturity Date
Please refer to Section 5.19B of this Information Memorandum, titled
“Specific Terms And Conditions In Connection With Each Series Of
Debentures”
Principal Payment
Date(s)
Please refer to Section 5.19B of this Information Memorandum, titled
“Specific Terms And Conditions In Connection With Each Series Of
Debentures”
Redemption
Amount
Rs. 10,00,000/- (Rupees Ten Lakh only) per Debenture.
Further, the aforesaid amount would be payable with the Coupon, the
Default Interest (if any), and other such costs, charges and expenses if any,
payable on the Due Date(s) under the Transaction Documents.
Redemption
Premium/
Discount
NA
Issue Price Rs. 10,00,000/- (Rupees Ten Lakhs only) per Debenture
Discount at which
security is issued
and the effective
yield as a result of
such discount
NA
Put Option Date NA
Put Option Price NA
Call Option Date NA
Call Option Price NA
Put Notification
Time
NA
Call Notification
Time
NA
Face Value Rs 10,00,000/- (Rupees Ten Lakhs only) per Debenture
Minimum
Application size
and in multiples of
1 thereafter
10 (Ten) Debentures
Issue Timing Issue Opening Date: September 28, 2020
Issue Closing Date: September 28, -2020
Pay-in Dates: September 29, 2020
Deemed Date of Allotment: September 29, 2020
Issuance mode of Demat only
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the Instrument
Trading mode of
the Instrument
Demat only
Settlement mode of
the Instrument
RTGS
Depositories NSDL or CDSL
Business Days Any day of the week (excluding Saturdays, Sundays and any other day which is a ‘public holiday’ for the purpose of Section 25 of the Negotiable
Instruments Act, 1881 (26 of 1881)) on which banks are normally open for
business in Mumbai “Business Days” shall be construed accordingly
Business Day
Convention
Subject to the SEBI circular bearing reference number CIR/IMD/DF-
1/122/2016 dated November 11, 2016 issued by SEBI, as modified, amended or supplemented from time to time:
If any Coupon Payment Date or the Principal Payment Date or the due date
for the performance of any event falls on a day that is not a Business Day,
the payment shall be made on the immediately succeeding Business Day.
If the Maturity Date (also being the last Coupon Payment Date and the last
Principal Payment Date) of the Debentures falls on a day that is not a
Business Day, the redemption proceeds shall be paid on the immediately preceding Business Day.
Record Date The date which will be used for determining the Debenture Holders who
shall be entitled to receive the amounts due on any Due Date, which shall
be the date falling 15 (Fifteen) days prior to any Due Date.
Security
(Including
description, type of
security, type of
charge, likely date
of creation of
security, minimum
security cover,
revaluation,
replacement of
security, interest to
the debenture
holder over and
above the coupon
rate as specified in
the Trust Deed and
disclosed in the
Offer Document)
Please refer to Section 5.19B of this Information Memorandum, titled
“Specific Terms And Conditions In Connection With Each Series Of Debentures”
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41
Transaction
Documents
The documents executed in relation to the issue of the Debentures and the
creation of the Security and shall include the Information Memorandum, the Trustee Agreement, the Deed of Hypothecation, the Debenture Trust Deed
and any other document that may be designated by the Debenture Trustee
as a Transaction Document.
Representation
and Warranties
The Issuer hereby represents and warrants and such representations and
warranties as customary for transaction of a similar nature and size shall be included in the relevant Transaction Documents including but not limited
to:
(a) It has been duly incorporated, organized and are validly existing, under
Applicable Law.
(b) It has the corporate power, authority and all permits, approvals,
authorizations, licenses, registrations, and consents including
registrations, to own and operate their respective assets and to carry on
their respective business in substantially the same manner as it is
currently conducted.
(c) It has not taken any action nor has any order been passed for their insolvency resolution, bankruptcy, winding-up, dissolution or re-
organisation or for the enforcement of any security over their
respective assets or for the appointment of a liquidator, supervisor,
receiver, administrator, administrative receiver, compulsory manager,
trustee, resolution professional or other similar officer for them or in
respect of their respective assets.
(d) It is in compliance with all Applicable Law for the performance of its
obligations with respect to this Issue and as shall be set out in the
Transaction Documents including the applicable regulations of RBI and SEBI in relation to the Issue.
(e) It has the legal right, power and authority to issue the Debentures and
enter into, deliver and perform the Transaction Documents and all other documents and instruments required to be executed pursuant
thereto or in connection therewith, and such documents, when
executed, will constitute valid and binding obligations and be
enforceable against the Issuer in accordance with their respective
terms.
(f) It represents that all consents, and actions of, filings with and notices
to any governmental authority as may be required to be obtained by the
Issuer in connection with the execution, delivery and performance by
the Issuer of the Transaction Documents, and creation of the security interest, have been or will be obtained.
Conditions
Precedent to
Disbursement
Following documents will be required to be submitted to the Debenture
Trustee as condition precedent to the issue of the Debentures:
1. The Issuer to deliver to the Debenture Holders, a certified true copy of the Issuer’s constitutional documents and Certificate of Incorporation,
as amended up-to-date;
2. The Issuer to deliver to the Debenture Holders, a certified true copy of the resolution of the Board of Directors of the Issuer authorizing the
issue of Debentures as also execution of the necessary documents in that
behalf; 3. The Issuer to deliver to the Debenture Holders, a certified true copy of
the resolution of the shareholders of the Issuer under Section 42 of the
Act;
4. Consent letter from the Debenture Trustee conveying its consent to act
as the trustee for the benefit of the Debenture Holders;
5. Receipt of credit rating from the Rating Agency, assigning a minimum
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rating of ‘ACUITE A’ to the Debentures;
6. Letter from BSE conveying its in-principle approval for listing of the Debentures;
7. Issuance of the Information Memorandum and execution of the
Debenture Trustee Agreement;
8. Any other condition precedent as may be set out in the Debenture Trust
Deed.
Conditions
Subsequent to
Disbursement
1. Completion of listing of Debentures on BSE within 15 (Fifteen)
calendar days from the Deemed Date of Allotment;
2. Execution of the Deed of Hypothecation and Debenture Trust Deed
within 60 (Sixty) calendar days from the Deemed Date of Allotment;
3. Filing of the relevant forms with the Registrar of Companies (“ROC”)
for the perfection of charge over the Secured Property within and no
later 30 (thirty) calendar days from the date of execution of the Deed of
Hypothecation;
4. Filing the return of allotment of securities under Form PAS-3 of the
Companies (Prospectus and Allotment of Securities) Rules, 2014 with the ROC within 15 (Fifteen) days from the Deemed Date of Allotment;
5. Any other condition subsequent as may be set out in the Debenture Trust
Deed.
Events of Default Event of default shall include events customary to transaction of this nature
including but not limited to the following:
1. Failure on the part of the Issuer to forthwith satisfy all or any part of
Debenture or otherwise under the Transaction Documents when it
becomes due;
2. Breach of any representations and/or warranties or covenants or
contained in any Transaction Document;
3. If the Transaction Documents or any part thereof ceases, for any reason
whatsoever, to be valid and binding or in full force and effect;
4. The security interests created as per the terms of Deed of Hypothecation
being jeopardized or endangered in any manner whatsoever, including on account of the security interest becoming unlawful, invalid or
unenforceable, or any other obligations purported to be secured thereby
or any part thereof shall being disaffirmed by or on behalf of the Issuer or any other party thereto.
5. Any creditor of the Issuer becomes entitled to declare any Financial
Indebtedness of the Issuer before its specified maturity as a result of an
event of default (however described);
6. Any action, voluntary or involuntary, taken under IBC or other similar
law against the Issuer, including filing of any application or petition for
corporate insolvency resolution against or by the Issuer;
7. If the Issuer commences a voluntary proceeding under any applicable
bankruptcy, insolvency, winding up or other similar law now or hereafter in effect, or admits inability to pay its respective debts as they
fall due, or consents to the entry of an order for relief in an involuntary
proceeding under any such law, or consents to the appointment of or the taking of possession by a receiver, liquidator, assignee (or similar
official) for any or a substantial part of its respective property;
8. Any event or any series of events occur, which, in the opinion of the Debenture Trustee, causes a Material Adverse Effect.
Provisions related
to Cross Default
Clause
(i) any Financial Indebtedness of the Issuer is not paid when due and the
applicable cure period has lapsed without the Issuer remedying the same; or
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43
(ii) any Financial Indebtedness of the Issuer is declared or otherwise
becomes due and payable before its specified maturity as a result of an event of default.
Consequences of
Event of Default On and at any time after the occurrence of an Event of Default the Debenture
Trustee shall if so, directed by any Debenture Holder(s):
1. accelerate the redemption of the Debentures and declare by way of a
written notice that the Debenture obligations have become due and payable, whereupon they shall become due and payable within 7
(Seven) Business Days of receipt of a written notice in this regard by
the Company from the Debenture Trustee;
2. exercise any other right that the Debenture Trustee and / or Debenture
Holder(s) may have under the Transaction Documents or under Indian
law.
Role and
Responsibilities of
Debenture Trustee
To oversee and monitor the overall transaction for and on behalf of the
Debenture Holders.
Covenants
The covenants customary to transaction of this nature including but not limited to the following:
1. The Issuer shall perform all of its respective obligations under the terms
of the applicable Transaction Documents and maintain in full force and
effect each of the Transaction Documents to which it is a party 2. The Issuer shall utilise the monies received upon subscription to the
Debentures solely towards the purpose as specified herein above.
3. The Issuer shall at all times act and proceed in relation to its affairs.
4. The Company shall comply with all laws, rules, regulations and
guidelines (including the Act) as applicable in respect to the Issue, and
obtain such regulatory approvals as may be required from time to time,
including but not limited, in relation to the following (i) the Securities
and Exchange Board of India (Issue and Listing of Debt Securities)
Regulations, 2008, as may be in force from time to time during the
currency of the Debentures; (ii) the provisions of the listing agreement entered into by the Company with the stock exchange in relation to the
Debentures including the SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015, (iii) Partial Credit Guarantee Scheme and (iv) the Companies (Prospectus and Allotment of Securities) Rules,
2014 and the other notified rules under the Act;
5. The Issuer shall not without the prior written approval of the Debenture
Trustee wind up, liquidate or dissolve its affairs unless such liquidation
takes place in connection with a merger, consolidation or any other form
of combination of the Company with another company and the resulting
entity or company assumes all obligations with respect to the
Debentures;
6. The Issuer shall not enter into any compromise or arrangement or settlement generally with the secured creditors of the Issuer without the
prior written consent of the Debenture Trustee.
7. The Issuer shall provide / cause to be provided information in respect of the following within a maximum of 7 (Seven) calendar days from the
occurrence of such event (unless otherwise specifically provided):
(i) Notify the Debenture Trustee in writing of any notice of any application for liquidation or winding up having been made or
receipt of any statutory notice of winding up under the provisions
of the Act.
(ii) Notify the Debenture Trustee in writing if it becomes aware of any
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For Private Circulation Only
44
fact, matter or circumstance which would cause any of the
representations and warranties under any of the Transaction Documents to become untrue or inaccurate or misleading in any
material respect.
(iii) Notify the Debenture Trustee in writing of any event which
constitutes an Event of Default, specifying the nature of such event
and any steps the Issuer is taking and proposes to take to remedy
the same.
8. Submission of a certificate from an independent chartered account
regarding the utilisation of the proceeds raised from the issuance of the
Debentures, within a maximum period of 30 (Thirty) days from each
Deemed Date of Allotment
Illustration of
Bond Cashflows
Kindly refer to Annexure V of this Information Memorandum
Governing Law The Debentures and documentation will be governed by and construed in
accordance with the laws of India and the parties submit to the exclusive
jurisdiction of the courts in Mumbai. Provided that the Debenture Trustee,
may, however, in its absolute discretion, commence any proceedings arising
out of the Debentures and Transaction Documents in any other court or
tribunal in India, and the Issuer irrevocably submits to and accepts for itself
and in respect of its property, generally and unconditionally, the jurisdiction of such court or tribunal, and the Issuer irrevocably waives any objection it
may have now or in the future to the laying of the venue of any proceedings
and any claim that any such proceedings have been brought in an
inconvenient forum.
B. Specific Terms and Conditions in connection with each Series of NCDs
Security Name 10% CASHPOR Micro Credit
Tranche 1 NCDs-Series 1 2022
10% CASHPOR Micro Credit
Tranche 2 NCDs-Series 2, 2022
Size of the Series Rs. 100,00,00,000 (Rupees One
Hundred Crores only)
Rs. 25,00,00,000 (Rupees Twenty
Five Crores only) with green shoe
option to retain oversubscription of
an amount of up to Rs.
75,00,00,000 (Rupees Seventy Five
Crores only) aggregating to
Rs.100,00,00,000/-( Rupees One
Hundred Crores Only)
Option to retain
oversubscription
NA Green shoe option to retain
oversubscription of an amount of
up to Rs. 75,00,00,000 (Rupees
Seventy Five Crores only)
aggregating to Rs.100,00,00,000/-(
Rupees One Hundred Crores Only)
Minimum Application 10 (Ten) Series 1 Debenture and in
multiples of 1 (One) Series 1
Debenture
10 (Ten) Series 2 Debenture and in
multiples of 1 (One) Series 2
Debenture
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45
Security (Including
description, type of
security, type of charge,
likely date of creation of
security, minimum
security cover,
revaluation, replacement
of security, interest to the
debenture holder over
and above the coupon
rate as specified in the
Trust Deed and disclosed
in the Offer Document)
The Issue shall be secured by an exclusive first ranking charge by way of
hypothecation over specific loan receivables / book debts, present and
future, representing amounts due from the various borrowers of the
Company at all times to the extent equal to an amount aggregating to the
total outstanding in relation to the Issue (“Secured Property”) created by
the Issuer in favour of the Debenture Trustee (for the benefit of the Debenture Holders) such that the value of security shall be equal to 1.10
times the aggregate amount of principal outstanding of the Debentures
(“Asset Cover”). The Issuer undertake:
(a) to maintain the value of the Asset Cover at all times till the
obligations under the Issue are discharged; (b) to create the security over the Secured Property by executing a duly
stamped deed of hypothecation (“Deed of Hypothecation”) within
a period of 60 (Sixty) Business Days from the Deemed Date of
Allotment.
(c) to perfect the security created over the Secured Property by filing
the relevant form with the Registrar of Companies immediately
and no later than 30 (Thirty) calendar days from the date of
execution of the Deed of Hypothecation.
(d) in the event of any fall in the Asset Cover, additional Secured Property shall be taken in the manner as provided for in the Deed
of Hypothecation.
To provide a list, on a monthly basis, of specific loan receivables /
identified book debt to the Debenture Trustee and over Debenture Holders
over which charge is created and subsisting by way of hypothecation in
favour of the Debenture Trustee (for the benefit of the Debenture Holders
under each Series) and sufficient to maintain the Asset Cover.
Coupon Rate 10% (Ten Percent) per annum payable on a semi-annual basis on each of
the Coupon Payment Dates.
Step Up/ Step Down
Coupon Rate
N.A.
Coupon Payment
Frequency
Semi-annually, on the Coupon Payment Dates
Coupon payment dates As set out in Annexure V of this Information Memorandum
Coupon Type Fixed
Coupon Reset Date N.A.
Coupon Reset Process
(including rates, spread,
effective date, interest
rate cap and floor etc.)
N.A.
Tenor 18 months from the Deemed Date of Allotment
Redemption Date/
Principal Payment Date
The Debentures under Series 1
shall be redeemed by way of a
bullet repayment on March 29,
2022 subject to early redemption/
acceleration pursuant to Event of
Default.
The Debentures under Series 2
shall be redeemed on quarterly
basis in 3 (three) equal
installments. The Principal
Repayment Dates for Series 2
Debentures are identified in
Annexure V of this Information
Memorandum
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46
Redemption Amount Rs. 10,00,000/- (Rupees Ten Lakh only) per Debenture under each Series
along with Coupon payable on the Redemption Date.
Issue Price Rs. 10,00,000/- (Rupees Ten Lakh only) per Debenture under each Series.
Discount at which
security is issued and the
effective yield as a result
of such discount
N.A.
Put Date N.A.
Put Event N.A.
Put Option N.A.
Put Price N.A.
Call Date N.A.
Call Event N.A.
Call Option N.A.
Call Price N.A.
Put Notification Time N.A.
Call Notification Time N.A.
Face Value Rs. 10,00,000/- (Rupees Ten Lakh only) per Debenture under each Series
Note:
1. The list of documents which has been executed or will be executed in connection with the issue
and subscription of debt securities shall be annexed.
2. The penal interest rates mentioned above as payable by the Issuer are independent of each other.
Private & Confidential
For Private Circulation Only
47
SECTION 6: DISCLOSURES PERTAINING TO WILFUL DEFAULT
In case of listing of debt securities made on private placement, the following disclosures are required
to be made vide SEBI (Issue and Listing of Debt Securities) (Amendment) Regulations, 2016 w.e.f.
25-05-16:
A. Name of the Bank declaring the entity as a Wilful Defaulter: NA
B. The year in which the entity is declared as a Wilful Defaulter: NA
C. Outstanding amount when the entity is declared as a Wilful Defaulter: NA
D. Name of the entity declared as a Wilful Defaulter: NA
E. Steps taken, if any, for the removal from the list of wilful defaulters: NA
F. Other disclosures, as deemed fit by the Issuer in order to enable investors to take informed
decisions: NA
G. Any other disclosure as specified by the Board: NA
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48
SECTION 7: DISCLOSURES UNDER THE COMPANIES ACT
FORM NO. PAS – 4
PRIVATE PLACEMENT OFFER LETTER
(Pursuant to Section 42 and Rule 14(3) of Companies (Prospectus and Allotment of Securities)
Rules, 2014)
7.1 General Information:
A. Name, address, website and other contact details of the Company, indicating both
registered office and the Corporate office:
Issuer / Company : CASHPOR Micro Credit
Registered Office : S-8/107, 107-A-1, 2nd Floor, Varanasi Trade Center,
Khajuri, Maqbool Alam Road, Varanasi- 221002
Corporate Office S-8/107, 107-A-1, 2nd Floor, Varanasi Trade Center,
Khajuri, Maqbool Alam Road, Varanasi- 221002
Telephone No. : +91 542 2505590/92
Contact Person : CS Jyoti Khatri
Email : [email protected]
Website : www.cashpor.in
B. Date of Incorporation of the Company:
December 10, 2002
C. Business carried on by the Company and its subsidiaries with the details of branches or
units, if any:
CASHPOR Micro Credit is a Not for Profit Company, which is registered under Section-25
of the Indian Companies Act 1956. It is a poverty focused institution that provides
microfinance exclusively to Below Poverty Line women. The details of branches or unit is
annexed to this Information Memorandum and marked as Annexure IX.
D. Brief particulars of the management of the Company:
The Company is run by board of directors and the details of the directors are set out in
Clause 7.1 (E) below.
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49
E. Name, address, DIN and occupations of the directors:
Sr. No. Name DIN Designati
on
Address Occupation
1. Mr. David
Sprague
Gibbons
01238730 Nominee
Director
Kampung Kolam Air
Pantai Seremban Negeri
Sembilan Malaysia
71770
Social
Service
2. Mr. Mukul
Jaiswal
02696656 Managing
Director
Chuppepur, Shivpur,
Central Jail Road,
Bhojubeer Varanasi
Uttar Pradesh India
221003
Chartered
Accountant
3. Mr. Abhijit
Sen
00002593 Director A 92, Grand Paradi, 572
Dadyseth Hill August
Kranti Marg Near
Kemps Corner Mumbai
Maharashtra India
400036
Directorship
4. Mr. Bahram
Navroz Vakil
00283980 Nominee
Director
Flat no 2 grd floor Wadia
House 22 Hughes Road
5 Khareghat Colony,
Lawyer
5. Ms. Moumita
Sen Sarma
00481775 Nominee
Director
1/157, Ishana Vihar,Isha
Yoga Center, Velliangiri
Foothills,Ikkaraiboluva
mpatty, Coimbatore
Tamil Nadu India
641114
Chartered Accountant
6. Mr. Suhail
Chander
06941577 Nominee
Director
1045 Hubert Road
94610-2520 Oakland
CA, USA
Private
sector
service
7. Mr. Saneesh
Singh
02254868 Nominee
Director
Flat No. 224, Dlf Park
Place, Dlf City Phase -5,
Gurgaon Sector 56
Gurgaon, Haryana India
122011
Private
sector
service
8. Mr. Rajiv
Kumar
06831395 Nominee
Director,
SIDBI
C/o Dr. R K Sachan, 2,
Dwarikapuri colony, Old
Picnic Spot Road,
Sector-8, Indira nagar
Lucknow Uttar Pradesh
India - 226016
Service
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50
9. Mr.
Sudarshan
Sen
03570051 Additiona
l Director
52 Vikas Bldg, 31
Pedder Road Mumbai,
Maharashtra- 400026
Retired
Government
Official
F. Management perception of Risk Factors:
Please refer to Section 3 of this Information Memorandum.
G. Details of defaults, if any, including the amounts involved, duration of default, and
present status, in repayment of:
Sr. No. Particulars Default Amount
1. Statutory Dues NIL
2. Debenture and interest thereon NIL
3. Deposits and interest thereon NIL
4. Loans from banks and financial institutions and interest
thereon NIL
H. Name, designation, address and phone number, email ID of the nodal / compliance
officer of the Company, if any, for the Issue:
Name of
Nodal/Compliance
officer
Designation Address Phone No. Email ID
CS Jyoti Khatri
(Membership No.58645)
Assistant
Company Secretary
S-8/107, 107-A-1,
2nd Floor, Varanasi Trade Center,
Khajuri, Maqbool
Alam Road, Varanasi- 221002
+91 6392794033 bs@CASHPO
R.in
I. Any default in annual filing of the Company under the Companies Act, 2013, or the
rules made thereunder-
The company has not defaulted in annual filing under the Companies Act, 2013, or the rules
made thereunder
7.2 Particulars of the Offer:
Financial position of the Company for
the last 3 financial years
Please refer to Annexure IV of this Information
Memorandum.
Date of passing of Board Resolution Resolution passed by the Board of Directors of the Issuer
on September 08, 2020
Copies of the said board resolutions are collectively
annexed hereto and marked as Annexure VI
Date of passing of resolution in The shareholders resolution under Section 42 of the Act is
Private & Confidential
For Private Circulation Only
51
general meeting, authorizing the offer
of securities
dated September 11, 2020.
A copy of the said shareholders’ resolutions (under both
Section 42 and Section 180 of the Act) is collectively annexed hereto and marked as Annexure VII
Kinds of securities offered (i.e.
whether share or debentures) and
class of security; the total number of
shares or other securities to be issued
Rated, Redeemable, Listed, Secured, Transferable, Non-
Convertible Debentures
Price at which the security is being
offered, including premium, if any,
along with justification of the price
The Debentures are being issued at face value of Rs.
10,00,000/- (Rupees Ten Lakhs only) each at par.
The pricing of the Debentures has been arrived at on the basis of prevailing market terms and conditions
Name and address of the valuer who
performed valuation of the security
offered, and basis on which the price
has been arrived at along with report
of the registered valuer
No valuation has been done with respect to the Debentures
as the Debentures represent debt obligations of the
Company, which will be repaid in full along with
applicable coupon in relation thereto.
Relevant date with reference to which
the price has been arrived at
N.A.
The class or classes of persons to
whom the allotment is proposed to be
made
Please refer to ‘Persons who may apply’ under Section 9
of this Information Memorandum
Intention of promoters, directors or
key managerial personnel to
subscribe to the offer (applicable in
case they intend to subscribe to the
offer) [not required in case of issue of
non- convertible debentures]
N.A.
The proposed time within which the
allotment shall be completed
Please refer to Cover Page
The names of the proposed allottees
and the percentage of post private
placement capital that may be held by
them
N.A.
The change in control, if any, in the
company that would occur
consequent to the private placement
N.A.
The number of persons to whom
allotment on preferential basis/
private placement / rights issue has
already been made during the year, in
terms of number of securities as well
as price
NIL
The justification for the allotment
proposed to be made for
consideration other than cash
together with valuation report of the
registered valuer.
N.A.
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52
Amount, which the Company intends
to raise by way of proposed offer of
securities
(i) Private Placement of Series 1 Debentures amounting up
to Rs. 100,00,00,000/- (Rupees One Hundred Crores only) and (ii) Private Placement of Series 2 Debentures
amounting up to Rs. 25,00,00,000/- (Rupees Twenty Five
Crores only) with a green shoe option of up to Rs.
75,00,00,000/- (Rupees Seventy Five Crores only)
Terms of raising securities Duration, if applicable: 18 months
Coupon
10% p.a on the date
identified in Annexure V
Mode of Payment RTGS, electronic fund transfer or other permitted
mode
Mode of Repayment RTGS, electronic fund
transfer or other permitted mode
Proposed time schedule for which the
offer letter is valid
Please refer to Cover Page
Purpose and objects of the Issue Issue proceeds will be utilized for following purposes:
• General corporate purpose for the ordinary course of
business.
• Repayment / refinancing of existing debt of the Issuer
• Onward lending to below poverty line borrowers
Provided however, no part of the Issue proceeds would be
utilized directly/indirectly towards investment in equity
capital markets or land acquisition or speculative purpose
or any other purpose prohibited by applicable law.
Contribution being made by the
promoters or directors either as part
of the offer or separately in
furtherance of such objects
None
Principal terms of assets charged as
security, if applicable
Refer to Clause 5.19
The details of significant and material
orders passed by the Regulators,
Courts and Tribunals impacting the
going concern status of the company
and its future operations
NIL
Private & Confidential
For Private Circulation Only
53
The pre-issue and post-issue shareholding pattern of the Company in the following format:
Sl. No. Category
Pre-issue Post-issue
No. of
shares held
Percentage of
shareholding
No. of
shares held
Percentage of
shareholding
A Promoters’
holding
1 Indian
Individual 7 0.01 7 0.01
Bodies Corporate 53,89,993 99.99 53,89,993 99.99
Sub-total 53,90,000 100.00 53,90,000 100.00
2 Foreign
promoters
0 0 0 0
Sub-total (A) 0 0 0 0
B Non-promoters’
holding
1 Institutional
Investors
0 0 0 0
2 Non-Institutional
Investors
0 0 0 0
Private Corporate
Bodies
0 0 0 0
Directors and
relatives
0 0 0 0
Indian public 0 0 0 0
Others (including
Non-resident
Indians)
0 0 0 0
Sub-total (B) 0 0 0 0
Grand Total 53,90,000 100.00 53,90,000 100.00
7.3 Mode of payment for subscription: RTGS
7.4 Disclosure with regard to interest of directors, litigation, etc:
Any financial or other
material interest of the
directors, promoters or
key managerial
personnel in the offer and the effect of such
interest in so far as it is
different from the interests of other
persons
NA
Details of any litigation
or legal action pending or taken by any
NA
Private & Confidential
For Private Circulation Only
54
Ministry or Department
of the Government or a
statutory authority
against any promoter of
the offeree Company
during the last three years immediately
preceding the year of
the issue of the private placement offer cum
application letter and
any direction issued by such Ministry or
Department or statutory
authority upon
conclusion of such
litigation or legal action
shall be disclosed
Remuneration of directors (during the
current year and last
three financial years)
Name of
the
Director
Current
Year (Rs. In
Crores)
FY 2019-20
(Rs. In
Crores.)
FY 2018-19
(Rs. In
Crores.)
FY
2017-18
(Rs. In
Crores.)
David
Sprague
Gibbons,
Chairman
0.37
1.11 0.85
0.60
Mukul
Jaiswal,
Managing
Director
0.31
1.40 1.21
1.07
Prem Singh
Hooda,
Executive
Director-
Health
and
Education
Services
No remuneration
as he retired
on April 30,
2018
No
remuneration
as he retired
on April 30,
2018
No
remuneration
as he retired
on April 30,
2018
0.24
Mr.
Abhijit
Sen
0.06 0.24 0.20 0.13
Mr.
Bahram
Navroz
Vakil
0.04 0.19 0.13 .04
Ms.
Moumita 0.01 0.03 0.01 0.01
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55
Sen
Sarma
Mr.
Suhail
Chander
Nil Nil Nil Nil
Mr.
Saneesh
Singh
0.02 0.09 0.07 0.04
Mr. Rajiv
Kumar
0.02 0.05 NA NA
Mr.
Sudarshan
Sen
0.06 NA NA NA
Related party
transactions entered
during the last three financial years
immediately preceding
the year of issue of private placement offer
cum application letter
including with regard to
loans made or,
guarantees given or
securities provided
Please refer to Annexure VIII for the related party transactions for the
financial years 2017, 2018 and 2019.
Summary of reservations or
qualifications or
adverse remarks of
auditors in the last five
financial years
immediately preceding
the year of issue of
private placement offer
cum application letter and of their impact on
the financial statements
and financial position
of the Company and the
corrective steps taken
and proposed to be
taken by the Company
for each of the said
reservations or
NA
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56
qualifications or
adverse remark
Details of any inquiry,
inspections or investigations initiated
or conducted under the
Companies Act, 2013
or any previous
Company law in the last
three years immediately
preceding the year of
issue of private
placement offer cum application letter in the
case of the Company
and all of its subsidiaries, and if
there were any were
any prosecutions filed (whether pending or
not), fines imposed,
compounding of
offences in the last
three years immediately
preceding the year of the private placement
offer cum application
letter and if so, section-wise details thereof for
the Company and all of
its subsidiaries
NA
Details of acts of material frauds
committed against the
Company in the last
three years, if any, and
if so, the action taken
by the Company.
NA
7.5 Financial Position of the Company:
The capital structure of the Company:
The authorised, issued,
subscribed and paid up
capital (number of
securities, description
and aggregate nominal
value)
For details in this regard, please refer to Section 5.5 (A) of this
Information Memorandum.
Size of the Present Issue (i) Private Placement of Series 1 Debentures amounting up to Rs.
100,00,00,000/- (Rupees One Hundred Crores only) and (ii) Private
Placement of Series 2 Debentures amounting up to Rs. 25,00,00,000/-
(Rupees Twenty Five Crores only) with a green shoe option of up to Rs.
Private & Confidential
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57
75,00,00,000/- (Rupees Seventy Five Crores only)
Paid-up Capital:
a. After the offer:
b. After the
conversion of
convertible
instruments (if
applicable):
Rs. 5,39,00,000/-
NA
Share Premium Account:
a. Before the offer:
b. After the offer:
NIL
NIL
Details of the existing share capital of the Issuer:
Date of
Allotme
nt
No. of
Equity
Shares
Face
Value
(in
Rs)
per
share
Issu
e
Pric
e (in
Rs)
per
shar
e
Cons
idera
tion
(Cas
h,
other
than
cash,
etc.)
Natur
e of
Allot
ment
Cumulative Remark
s No. of
equity
shares
Equity
share
capital
(Rs)
Equity
Share
Premiu
m (Rs)
per
share
30.09.2
004
17,20,2
70
10 10 cash Private Place
ment
17,20,27
0
1,72,0
2,700
NIL None
30.09.20
04 12,69,7
30
10 10 cash Private
Place
ment
29,90,00
0
2,99,0
0,000
NIL None
21.01.2
006
23,90,0
00
10 10 cash Private
Place
ment
53,80,00
0
5,38,0
0,000
NIL None
17.05.2
006
9,993 10 10 cash Private
Place
ment
53,89,99
3
5,38,9
9,930
NIL None
02.08.2
006
1 10 10 cash Private
Place
ment
53,89,99
4
5,38,9
9,940
NIL None
02.08.2
006
1 10 10 cash Private Place
ment
53,89,995
5,38,99,950
NIL None
02.08.2
006
1 10 10 cash Private
Placement
53,89,99
6
5,38,9
9,960
NIL None
02.08.2
006
1 10 10 cash Private
Place
ment
53,89,99
7
5,38,9
9,970
NIL None
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For Private Circulation Only
58
02.08.2
006
1 10 10 cash Private Place
ment
53,89,998
5,38,99,980
NIL None
02.08.2
006
1 10 10 cash Private
Placement
53,89,99
9
5,38,9
9,990
NIL None
02.08.2
006
1 10 10 cash Private
Place
ment
53,90,0
00
5,39,0
0,000
NIL None
Number and price at
which each of the
allotments were made in the last one year
preceding the date of the
private placement offer cum application letter
separately indicating the
allotments made for
consideration other than
cash and the details of
the consideration in
each case
NIL
Profits of the Company,
before and after making
provision for tax, for the
three financial years
immediately preceding
the date of issue of the
private placement offer cum application letter
(Rs. in Crores)
Particulars FY 2018 FY 2019 FY 2020
Profit before
Tax 31.94
40.69
48.28
Profit after Tax
31.94 40.69
48.28
Dividends declared by
the Company in respect
of the said three
financial years; interest
coverage ratio for last
three years (cash profit
after tax plus interest
paid/interest paid)
(Rs. in Crores)
Particulars Rs. Rs. Rs.
FY 2018 FY 2019
FY 2020
Dividend declared
NA NA NA
Interest
coverage ratio
(on a standalone
basis)
NA NA NA
The Issuer being a company incorporated under Section 25 of the
Companies Act, 1956 and continuing under Section 8 of the Companies
Act, 2013 are prohibited from allowing of dividend and therefore this
section is not applicable.
A summary of the
financial position of the
Please refer to Annexure IV of this Information Memorandum
Private & Confidential
For Private Circulation Only
59
Company as in the three
audited balance sheets
immediately preceding
the date of issue of
private placement offer
cum application letter
Audited Cash Flow
Statement for the three
years immediately
preceding the date of
issue of private
placement offer cum
application letter
Please refer to Annexure IV of this Information Memorandum
Any change in
accounting policies
during the last three
years and their effect on
the profits and the
reserves of the
Company
NIL
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60
SECTION 8: APPLICANT’S DETAILS
1. Name:
2. Father’s Name:
3. Complete address including flat/ house number/ street, locality, pin code:
4. Phone number, if any:
5. Email id, if any:
6. PAN:
7. Bank account details:
Signature of the Applicant
__________________________
Initial of the officer of the Company designated to keep the record
__________________________
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61
SECTION 9: DECLARATION
The Company and each of the directors of the Company hereby confirm and declare that:
a. the Company has complied with the provisions of the Act and the rules made thereunder,
including the compliances in relation to making a private placement of the Debentures;
b. the compliance with the Act and the rules does not imply that payment of dividend or interest
or repayment of Debentures, if applicable, is guaranteed by the Central Government;
c. the monies received under the Issue shall be used only for the purposes and objects indicated
in the Disclosure Document (offer letter);
I am authorized by the Board of Directors of the Company vide resolution number 10 dated September
08, 2020 to sign this form and declare that all the requirements of Companies Act, 2013 and the rules
made thereunder in respect of the subject matter of this form and matters incidental thereto have been
complied with. Whatever is stated in this form and in the attachments thereto is true, correct and
complete and no information material to the subject matter of this Disclosure Document has been
suppressed or concealed and is as per the original records maintained by the promoters subscribing to the Memorandum of Association and Articles of Association.
It is further declared and verified that all the required attachments have been completely, correctly
and legibly attached to this form.
For CASHPOR Micro Credit
Mukul Jaiswal
Designation: Managing Director
Date: September 24, 2020
Place: Varanasi
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SECTION 10: OTHER INFORMATION AND APPLICATION PROCESS
The Debentures being offered as part of the Issue are subject to the provisions of the Act, the
Memorandum and Articles of Association of the Issuer, the terms of this Information Memorandum,
Application Form and other terms and conditions as may be incorporated in the Transaction
Documents.
10.1 Mode of Transfer/Transmission of Debentures
The Debentures shall be transferable freely; however, it is clarified that no Investor shall be entitled
to transfer the Debentures to a person who is not entitled to subscribe to the Debentures. The
Debenture(s) shall be transferred and/or transmitted in accordance with the applicable provisions of
the Act and other applicable laws. The Debentures held in dematerialized form shall be transferred
subject to and in accordance with the rules/procedures as prescribed by NSDL/ CDSL and the relevant
DPs of the transferor or transferee and any other applicable laws and rules notified in respect thereof.
The transferee(s) should ensure that the transfer formalities are completed prior to the Record Date.
In the absence of the same, amounts due will be paid/redemption will be made to the person, whose
name appears in the register of debenture holders maintained by the R&T Agent as on the Record
Date, under all circumstances. In cases where the transfer formalities have not been completed by the
transferor, claims, if any, by the transferees would need to be settled with the transferor(s) and not
with the Issuer. The normal procedure followed for transfer of securities held in dematerialized form
shall be followed for transfer of these Debentures held in dematerialised form. The seller should give
delivery instructions containing details of the buyer’s DP account to his DP.
10.2 Debentures held in Dematerialised Form
The Debentures shall be held in dematerialised form and no action is required on the part of the
Debenture Holder(s) for redemption purposes and the redemption proceeds will be paid by
cheque/fund transfer/RTGS to those Debenture Holder(s) whose names appear on the list of
beneficiaries maintained by the R&T Agent. The names would be as per the R&T Agent’s records on
the Record Date fixed for the purpose of redemption. All such Debentures will be simultaneously
redeemed through appropriate corporate action.
The list of beneficiaries as of the Record Date setting out the relevant beneficiaries’ name and account
number, address, bank details and DP’s identification number will be given by the R&T Agent to the
Issuer. If permitted, the Issuer may transfer payments required to be made in any relation by
EFT/RTGS to the bank account of the Debenture Holder(s) for redemption payments.
10.3 Trustee for the Debenture Holder(s)
The Issuer has appointed IDBI Trusteeship Services Limited to act as trustee for the Debenture
Holder(s). The Issuer and the Debenture Trustee intends to enter into the Debenture Trustee
Agreement and the Debenture Trust Deed inter alia, specifying the powers, authorities and
obligations of the Debenture Trustee and the Issuer. The Debenture Holder(s) shall, without further
act or deed, be deemed to have irrevocably given their consent to the Debenture Trustee or any of its
agents or authorized officials to do all such acts, deeds, matters and things in respect of or relating to
the Debentures as the Debenture Trustee may in its absolute discretion deem necessary or require to
be done in the interest of the Debenture Holder(s). Any payment made by the Issuer to the Debenture
Trustee on behalf of the Debenture Holder(s) shall discharge the Issuer pro tanto to the Debenture
Holder(s). The Debenture Trustee will protect the interest of the Debenture Holder(s) in regard to the
repayment of principal and coupon thereon and they will take necessary action, subject to and in
accordance with the Debenture Trustee Agreement and the Debenture Trust Deed, at the cost of the
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Issuer. No Debenture Holder shall be entitled to proceed directly against the Issuer unless the
Debenture Trustee, having become so bound to proceed, fails to do so. The Debenture Trustee
Agreement and the Debenture Trust Deed shall more specifically set out the rights and remedies of
the Debenture Holder(s) and the manner of enforcement thereof.
10.4 Sharing of Information
The Issuer may, at its option, but subject to applicable laws, use on its own, as well as exchange,
share or part with any financial or other information about the Debenture Holder(s) available with the
Issuer, with its subsidiaries and affiliates and other banks, financial institutions, credit bureaus,
agencies, statutory bodies, as may be required and neither the Issuer nor its subsidiaries and affiliates
nor their agents shall be liable for use of the aforesaid information.
10.5 Debenture Holder not a Shareholder
The Debenture Holder(s) shall not be entitled to any right and privileges of shareholders other than
those available to them under applicable laws. The Debentures shall not confer upon the Debenture
Holders the right to receive notice(s) or to attend and to vote at any general meeting(s) of the
shareholders of the Issuer.
10.6 Modification of Debentures
The Debenture Trustee and the Issuer will agree to make any modifications in the Information
Memorandum which in the opinion of the Debenture Trustee is of a formal, minor or technical nature
or is to correct a manifest error.
Any other change or modification to the terms of the Debentures shall require approval by the
Majority Debenture Holders in the manner as provided for in the Debenture Trust Deed.
10.7 Right to accept or reject Applications
The Board of Directors/Committee of Directors reserves its full, unqualified and absolute right to
accept or reject any application for subscription to the Debentures, in part or in full, without assigning
any reason thereof.
10.8 Notices
Any notice may be served by the Issuer/ Debenture Trustee upon the Debenture Holders through
registered post, recognized overnight courier service, hand delivery or by facsimile transmission
addressed to such Debenture Holder at its/his registered address, e-mail or facsimile number.
All notice(s) to be given by the Debenture Holder(s) to the Issuer/ Debenture Trustee shall be sent by
registered post, recognized overnight courier service, hand delivery, email or by facsimile
transmission to the Issuer or to such persons at such address/ facsimile number as may be notified by
the Issuer from time to time through suitable communication. All correspondence regarding the
Debentures should be marked “Private Placement of Debentures”.
Notice(s) shall be deemed to be effective (a) in the case of registered mail, 5 (Five) Business Days
after posting via certified or registered mail, return receipt requested; (b) 1 (One) Business Day after
delivery by recognized overnight courier service, if sent for next Business day delivery (c) in the case
of facsimile at the time when dispatched with a report confirming proper transmission; (d) in the case
of personal delivery, at the time of delivery or (e) or in case of e-mail at the time of the sending thereof
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(provided no delivery failure notification is received by the sender within 24 hours of sending such
email).
10.9 Issue Procedure
Only Eligible Investors as given hereunder and identified upfront by the Issuer may apply for the
Debentures by completing the Application Form in the prescribed format in block letters in English
as per the instructions contained therein. The minimum number of Debentures that can be applied for
and the multiples thereof shall be as set out in the clause 5.19. No application can be made for a
fraction of a Debenture. Application Forms should be duly completed in all respects and applications
not completed in the said manner are liable to be rejected. The name of the applicant’s bank, type of
account and account number must be duly completed by the applicant. This is required for the
applicant’s own safety and these details will be printed on the refund orders and /or redemptions
warrants.
The final subscription to the Debentures shall be made by the Eligible Investors through the electronic
book mechanism as prescribed by SEBI under the SEBI Electronic Book Mechanism Guidelines by
placing bids on the electronic book platform during the Issue period.
A. Application Procedure through electronic book process:
In order to be able to bid under the BSE electronic book platform, Eligible Investors must have
provided the requisite documents (including but not limited to know your customer) in accordance
with the SEBI Electronic Book Mechanism Guidelines. The Issuer is entitled at any time to require
an Eligible Investor to provide any know your customer or other documents as may be required to be
maintained by it or delivered to a third party by it in accordance with applicable laws. All Eligible
Investors are required to register themselves as a one-time exercise (if not already registered) with
the BSE electronic book platform for participating in electronic book building mechanism.
Eligible Investors should refer the operating guidelines for issuance of debt securities on private
placement basis through an electronic book mechanism as available on the website of BSE. Eligible
Investors will also have to complete the mandatory know your customer verification process.
The details of the Issue shall be entered on the BSE electronic book platform by the Issuer at least 2
(Two) Business Days prior to the Issue Opening Date, in accordance with the SEBI Electronic Book
Mechanism Guidelines. The Issue will be open for bidding for the duration of the bidding window
that would be communicated through the Issuer’s bidding announcement on the BSE EBP Platform,
at least 1 (one) Business Day before the start of the Issue Opening Date.
Some of the key guidelines in terms of the extant SEBI Electronic Book Mechanism Guidelines on
issuance of securities on private placement basis through an electronic book mechanism, are as
follows:
i. Modification of Bid: Eligible Investors may note that modification of bid is allowed during the
bidding period or window. However, in the last 10 minutes of the bidding period or window,
revision of bid is only allowed for upward revision of the bid amount placed or to improve the
coupon or yield by the Eligible Investor.
ii. Cancellation of Bid: Eligible Investors may note that cancellation of bid is allowed during the
bidding period or window. However, in the last 10 minutes of the bidding period or window, no
cancellation of bids is permitted.
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iii. Multiple Bids: Bidders are permitted to place multiple bids on the BSE electronic book platform
in line with the SEBI Electronic Book Mechanism Guidelines.
iv. Manner of bidding: The Issue will be through closed bidding on the BSE electronic book
platform in line with the SEBI Electronic Book Mechanism Guidelines.
v. Manner of allotment: The allotment will be done on uniform yield basis in line with the SEBI
Electronic Book Mechanism Guidelines.
vi. Manner of settlement: Settlement of the Issue will be done through the clearing corporation.
vii. Settlement cycle: The process of pay-in of funds by investors and pay-out to Issuer will be done
on T+1 day, where T is the Issue Closing Date.
viii. Offer or Issue of executed Information Memorandum to successful Eligible Investors. The final
Information Memorandum will be issued to the successful Eligible Investors, who are required
to complete and submit the application form to the Issuer in order to accept the offer of
Debentures.
No person other than the successful Eligible Investors to whom the Information Memorandum has
been issued by the Issuer may apply for the Issue through the application forms received from a
person other than those specifically addressed will be invalid. However, Eligible Investors should
refer to the extant SEBI Electronic Book Mechanism Guidelines as prevailing on the date of the bid.
Withdrawal of Issue:
The Issuer may, at its discretion, withdraw the issue process on the conditions set out under the
operational guidelines of the BSE; provided that the Issuer shall accept or withdraw the issue on the
BSE electronic book platform within 1 (one) hour of the closing of the bidding window, and not later
than 6 pm on the Issue Closing Date. However, Eligible Investors should refer to the SEBI Electronic
Book Mechanism Guidelines as prevailing on the date of the bid. If the Issuer has withdrawn the
Issue, and the cut-off yield of the Issue is higher than the estimated cut-off yield disclosed to the BSE
electronic book platform, the estimated cut off yield shall be mandatorily disclosed by the BSE
electronic book platform to the Eligible Investors. The expression ‘estimated cut off yield’ means
yield so estimated by the Company, prior to opening of issue on the BSE electronic book platform.
The disclosure of estimated cut off yield by BSE electronic book platform to the Eligible Investors,
pursuant to closure of the Issue, shall be at the discretion of the Issuer.
Process flow of statement:
Successful bidders shall make pay-in of funds towards the allocation made to them, in the bank
account of the clearing corporation, the details whereof are as set out in paragraph 10.14 herein below,
on or before 10:30 A.M. on the Deemed Date of Allotment.
The fund pay-in by the successful bidders will be made only from the bank account(s), which have
been provided/updated in the electronic book mechanism system. Upon the transfer of funds into the
aforesaid account and the Issuer confirming its decision to proceed with the allotment of the
Debentures in favour of the Debenture Holder(s) to Indian Clearing Corporation Limited, the R&T
Agent shall provide the corporate action file along with all requisite documents to the Depositories
by 12:00 hours and subsequently, the pay-in funds shall be released into the following bank account
of the Issuer:
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Beneficiary Name CASHPOR Micro Credit
Account No. 02202320000956
Bank HDFC Bank
Branch Rathyatra Crossing
Account Type Current Account
Branch Code 0220
IFSC Code HDFC0000220
10.10 Application Procedure
Eligible investors will be invited to subscribe by way of the Application Form prescribed in the
Information Memorandum during the period between the Issue Opening Date and the Issue Closing
Date (both dates inclusive). The Issuer reserves the right to change the Issue schedule including the
Deemed Date of Allotment at its sole discretion, without giving any reasons or prior notice. The Issue
will be open for subscription during the banking hours on each day during the period covered by the
Issue Schedule.
10.11 Fictitious Application
All fictitious applications will be rejected.
10.12 Basis of Allotment
Notwithstanding anything stated elsewhere, Issuer reserves the right to accept or reject any
application, in part or in full, without assigning any reason. Subject to the aforesaid, in case of over
subscription, priority will be given to Investors in line with the SEBI Electronic Book Mechanism
Guidelines. The investors will be required to remit the funds as well as submit the duly completed
Application Form along with other necessary documents to Issuer by the Deemed Date of Allotment.
10.13 Payment Instructions
The Application Form should be submitted directly. The entire amount of Rs. 10,00,000/- (Rupees
Ten Lakhs only) per Debenture is payable along with the making of an application.
All payments must be made through NEFT, RTGS, electronic fund transfer to Indian Clearing
Corporation Limited. The details for payments are mentioned herein below:
Beneficiary Name:
Bank Account No.
IFSC CODE:
Bank Name
Branch Address:
10.14 Eligible Investors
The Persons to whom this Disclosure Document is being issued are the only persons eligible to apply
for this private placement of Debentures subject to fulfilling their respective investment norms/rules
and compliance with laws applicable to them by submitting all the relevant documents along with the
Application Form. The class of investors to whom this Disclosure Document is being issued are:
A. Mutual Funds
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B. Non-banking financial companies
C. Corporates
D. Banks and Financial Institutions
E. Foreign Portfolio Investors (FPIs)
F. Foreign Institutional Investors (FIIs)
G. Qualified Foreign Investors (QFIs)
H. Insurance Companies
I. Any other person eligible to invest in these Debentures
All potential Investors are required to comply with the relevant regulations/guidelines applicable to
them for investing in this issue of Debentures.
Note: Participation by potential Investors in the Issue may be subject to statutory and/or regulatory
requirements applicable to them in connection with subscription to Indian securities by such
categories of persons or entities. Applicants are advised to ensure that they comply with all regulatory
requirements applicable to them, including exchange controls and other requirements. Applicants
ought to seek independent legal and regulatory advice in relation to the laws applicable to them.
10.15 Procedure for Applying for Dematerialised Facility
A. The applicant must have at least one beneficiary account with any of the DPs of NSDL/
CDSL prior to making the application.
B. The applicant must necessarily fill in the details (including the beneficiary account number
and DP - ID) appearing in the Application Form under the heading “Details for Issue of
Debentures in Electronic/Dematerialised Form”.
C. Debentures allotted to an applicant will be credited to the applicant’s respective beneficiary
account(s) with the DP.
D. For subscribing to the Debentures, names in the Application Form should be identical to those
appearing in the details in the Depository. In case of joint holders, the names should
necessarily be in the same sequence as they appear in the account details maintained with the
DP.
E. Non-transferable allotment advice/refund orders will be directly sent to the applicant by the
Registrar and Transfer Agent to the Issue.
F. If incomplete/incorrect details are given under the heading “Details for Issue of Debentures
in Electronic/Dematerialised Form” in the Application Form, it will be deemed to be an
incomplete application and the same may be held liable for rejection at the sole discretion of
the Issuer.
G. For allotment of Debentures, the address, nomination details and other details of the applicant
as registered with his/her DP shall be used for all correspondence with the applicant. The
applicant is therefore responsible for the correctness of his/her demographic details given in
the Application Form vis-a-vis those with his/her DP. In case the information is incorrect or
insufficient, the Issuer would not be liable for the losses, if any.
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H. The redemption amount or other benefits would be paid to those Debenture Holders whose
names appear on the list of beneficial owners maintained by the R&T Agent as on the Record
Date. In case of those Debentures for which the beneficial owner is not identified in the
records of the R&T Agent as on the Record Date, the Issuer would keep in abeyance the
payment of the redemption amount or other benefits, until such time that the beneficial owner
is identified by the R&T Agent and conveyed to the Issuer, whereupon the redemption
amount and benefits will be paid to the beneficiaries, as identified.
10.16 Depository Arrangements
The Issuer shall make necessary arrangement with NSDL/CDSL for issue and holding of Debenture
in dematerialised form.
10.17 List of Beneficiaries
The Issuer shall request the R&T Agent to provide a list of beneficiaries as at the end of each Record
Date. This shall be the list, which will be used for payment or repayment of redemption monies.
10.18 Application under Power of Attorney
A certified true copy of the power of attorney or the relevant authority as the case may be along with
the names and specimen signature(s) of all the authorized signatories of the Investor and the tax
exemption certificate/document of the Investor, if any, must be lodged along with the submission of
the completed Application Form. Further modifications/additions in the power of attorney or
authority should be notified to the Issuer or to its agents or to such other person(s) at such other
address(es) as may be specified by the Issuer from time to time through a suitable communication.
In case of an application made by companies under a power of attorney or resolution or authority, a
certified true copy thereof along with memorandum and articles of association and/or bye-laws along
with other constitutional documents must be attached to the Application Form at the time of making
the application, failing which, the Issuer reserves the full, unqualified and absolute right to accept or
reject any application in whole or in part and in either case without assigning any reason thereto.
Names and specimen signatures of all the authorized signatories must also be lodged along with the
submission of the completed Application Form.
10.19 Procedure for application by Mutual Funds and Multiple Applications
In case of applications by mutual funds and venture capital funds, a separate application must be
made in respect of each scheme of an Indian mutual fund/venture capital fund registered with the
SEBI and such applications will not be treated as multiple application, provided that the application
made by the asset management company/trustee/custodian clearly indicated their intention as to the
scheme for which the application has been made.
The application forms duly filled shall clearly indicate the name of the concerned scheme for which
application is being made and must be accompanied by certified true copies of
A. SEBI registration certificate
B. Resolution authorizing investment and containing operating instructions
C. Specimen signature of authorized signatories
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10.20 Documents to be provided by Investors
Investors need to submit the following documents, as applicable
A. Memorandum and Articles of Association or other constitutional documents
B. Resolution authorising investment
C. Power of Attorney to custodian
D. Specimen signatures of the authorised signatories
E. SEBI registration certificate (for Mutual Funds)
F. Copy of PAN card
G. Application Form
10.21 Applications to be accompanied with Bank Account Details
Every application shall be required to be accompanied by the bank account details of the applicant
and the magnetic ink character reader code of the bank for the purpose of availing direct credit of
redemption amount and all other amounts payable to the Debenture Holder(s) through EFT/RTGS.
10.22 Succession
In the event of winding-up of the holder of the Debenture(s), the Issuer will recognize the liquidator
or such other legal representative of the Debenture Holder(s) as having title to the Debenture(s).
The Issuer may, in its absolute discretion, where it thinks fit, dispense with production of such other
legal representation, in order to recognize such holder as being entitled to the Debenture(s) standing
in the name of the concerned Debenture Holder on production of sufficient documentary proof and/or
an indemnity.
10.23 Mode of Payment
All payments must be made through RTGS as set out in the Application Form.
10.24 Effect of Holidays
In case any Coupon Payment Date falls on a day which is not a Business Day the payment to be made
on such Coupon Payment Date shall be made on the immediately succeeding Business Day. When
the Maturity Date (including the last Coupon Payment Date) falls on a day which is not a Business
Day, all payments to be made on the Maturity Date (including accrued Coupon), shall be made on
the immediately preceding Business Day.
10.25 Tax Deduction at Source
Tax as applicable under the Income Tax Act, 1961, or any other statutory modification or re-
enactment thereof will be deducted at source by the Company. For seeking TDS exemption/lower
rate of TDS, relevant certificate/document must be lodged by the Debenture Holder(s) at the office
of the R&T Agents of the Issuer at least 15 (Fifteen) calendar days before the relevant payment
becoming due. Tax exemption certificate / declaration of non-deduction of tax at source on interest
on application money, should be submitted along with the Application Form.
If any payments under this issuance is subject to any tax deduction other than such amounts as are
required as per current regulations existing as on the date of the Debenture Trust Deed), including if
the Company shall be required legally to make any payment for tax from the interest/coupon payable
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under the Issue, (“Tax Deduction”), the Company shall make such Tax Deduction as per Applicable
Law.
10.26 Letters of Allotment
Each of the Debenture Holders shall be issued proof of allotment of Debentures by way of a physical
letter of allotment, issued by the Company to the said Debenture Holders on the Deemed Date of
Allotment. On the completion of all statutory formalities and in no event later than 2 (Two) Business
Days from the Deemed Date of Allotment, such letter of allotment will be substituted and the
depository account of each of the Debenture Holders maintained with its corresponding depository
participant and mentioned in the Application Form shall be credited with the number of Debentures
allotted to such Debenture Holders in terms of the letter of allotment issued to it.
10.27 Deemed Date of Allotment
All the benefits under the Debentures will accrue to the Investor from the specified Deemed Date of
Allotment. The Deemed Date of Allotment for the Issue is September 29, 2020 by which date the
Investors would be intimated of allotment.
10.28 Record Date
The Record Date will be 15 (Fifteen) Busines Days prior to any Due Date.
10.29 Refunds
For applicants whose applications have been rejected or allotted in part, refund orders will be
dispatched within 7 (seven) days from the Deemed Date of Allotment of the Debentures.
In case the Issuer has received money from applicants for Debentures in excess of the aggregate of
the application money relating to the Debentures in respect of which allotments have been made, the
R&T Agent shall upon receiving instructions in relation to the same from the Issuer repay the moneys
to the extent of such excess, if any.
10.30 Interest on Application Money
Interest shall be payable on all application monies received at the Coupon Rate net of Taxes from the
date of realization of the application monies by the Issuer until the Deemed Date of Allotment and
the same shall be paid to the relevant Investors within 7 (Seven) Business Days from the Deemed
Date of Allotment.
10.31 PAN Number
Every applicant should mention its Permanent Account Number (“PAN”) allotted under Income Tax
Act, 1961, on the Application Form and attach a self-attested copy as evidence. Application forms
without PAN will be considered incomplete and are liable to be rejected.
10.32 Payment on Redemption
Payment on redemption will be made by way of cheque(s)/redemption warrant(s)/demand
draft(s)/credit through RTGS system/funds transfer in the name of the Debenture Holder(s) whose
names appear on the list of beneficial owners given by the Depository to the Issuer as on the Record
Date.
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The Debentures shall be taken as discharged on payment of the redemption amount by the Issuer on
maturity to the registered Debenture Holder(s) whose name appears in the Register of Debenture
Holder(s) on the Record Date. On such payment being made, the Issuer will inform NSDL/ CDSL
and accordingly the account of the Debenture Holder(s) with NSDL/ CDSL will be adjusted.
On the Issuer dispatching the amount as specified above in respect of the Debentures, the liability of
the Issuer shall stand extinguished.
Disclaimer: Please note that only those persons to whom this Information Memorandum has
been specifically addressed are eligible to apply. However, an application, even if complete in
all respects, is liable to be rejected without assigning any reason for the same. The list of
documents provided above is only indicative, and an investor is required to provide all those
documents / authorizations / information, which are likely to be required by the Issuer. The
Issuer may, but is not bound to revert to any investor for any additional documents /
information, and can accept or reject an application as it deems fit. Investment by investors
falling in the categories mentioned above are merely indicative and the Issuer does not warrant
that they are permitted to invest as per extant laws, regulations, etc. Each of the above
categories of investors is required to check and comply with extant rules/regulations/ guidelines,
etc. governing or regulating their investments as applicable to them and the Issuer is not, in any
way, directly or indirectly, responsible for any statutory or regulatory breaches by any investor,
neither is the Issuer required to check or confirm the same.
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11 DECLARATION
The Issuer declares that all the relevant provisions in the regulations/guideline issued by SEBI
and other applicable laws have been complied with and no statement made in this Information
Memorandum is contrary to the provisions of the regulations/guidelines issued by SEBI and
other applicable laws, as the case may be. The information contained in this Information
Memorandum is as applicable to privately placed debt securities and subject to information
available with the Issuer. The extent of disclosures made in the Information Memorandum is
consistent with disclosures permitted by regulatory authorities to the issue of securities made by
the companies in the past.
For CASHPOR Micro Credit
Authorised Signatory
Name: Mukul Jaiswal
Title: Managing Director
Date: September 24, 2020
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ANNEXURE I: RATING LETTER FROM THE RATING AGENCY
[ATTACHED SEPERATELY]
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ANNEXURE II: CONSENT LETTER FROM THE DEBENTURE TRUSTEE
[ATTACHED SEPERATELY]
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ANNEXURE III: APPLICATION FORM
CASHPOR MICRO CREDIT
A company incorporated under Section 25 of the Companies Act, 1956 and continuing under
Section 8 of the Companies Act, 2013
Date of Incorporation: December 10, 2002 Registered Office: S-8/107, 107-A-1, 2nd Floor, Varanasi Trade Center, Khajuri, Maqbool Alam
Road, Varanasi- 221002
Telephone No.: +91 542 2505590/92
Website: www.CASHPOR.in
DEBENTURE SERIES APPLICATION FORM SERIAL NO.
ISSUE OF (I) UP TO 1,000 (ONE THOUSAND) RATED, LISTED, SECURED,
REDEEMABLE NON-CONVERTIBLE DEBENTURES UNDER SERIES 1 HAVING FACE
VALUE OF RS. 10,00,000/- (RUPEES TEN LAKHS ONLY) EACH, OF THE AGGREGATE
NOMINAL VALUE OF UP TO RS. 100,00,00,000/- (RUPEES ONE HUNDRED CRORES
ONLY) (II) UP TO 250 (TWO HUNDRED AND FIFTY) RATED, LISTED, SECURED,
REDEEMABLE NON-CONVERTIBLE DEBENTURES UNDER SERIES 2 HAVING FACE
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VALUE OF RS. 10,00,000/- (RUPEES TEN LAKHS ONLY) EACH, OF THE AGGREGATE
NOMINAL VALUE OF UP TO RS. 25,00,00,000/- (RUPEES TWENTY-FIVE CRORES
ONLY) WITH A GREEN SHOE OPTION OF UP TO 750 (SEVEN HUNDRED AND FIFTY)
RATED, LISTED, SECURED, REDEEMABLE NON-CONVERTIBLE DEBENTURES
UNDER SERIES 2 HAVING FACE VALUE OF RS. 10,00,000/- (RUPEES TEN LAKHS
ONLY) EACH, OF THE AGGREGATE NOMINAL VALUE OF UP TO RS. 75,00,00,000/-
(RUPEES SEVENTY-FIVE CRORES ONLY) ON A PRIVATE PLACEMENT BASIS
DEBENTURE SERIES APPLIED FOR:
Number of Debentures __ In words ___
Series of Debentures ___
Amount Rs. _/-_ in words Rupees _________________Crores only
DETAILS OF PAYMENT:
RTGS
No. _____________ Drawn on_____________________________________________
Funds transferred to Indian Clearing Corporation Limited
Dated ____________
Total Amount Enclosed
(In Figures) _____________ (In words) ______________________________________
APPLICANT’S NAME IN FULL (CAPITALS) SPECIMEN SIGNATURE
APPLICANT’S ADDRESS
ADDRESS
STREET
CITY
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PIN PHONE FAX
APPLICANT’S PAN/GIR NO. _____________ IT CIRCLE/WARD/DISTRICT ____
WE ARE ( ) COMPANY ( ) OTHERS ( ) SPECIFY __________
We have read and understood the Terms and Conditions of the issue of Debentures including the Risk
Factors described in the Memorandum and have considered these in making our decision to apply.
We bind ourselves to these Terms and Conditions and wish to apply for allotment of these Debentures.
We request you to please place our name(s) on the Register of Holders.
Name of the Authorised
Signatory(ies)
Designation Signature
Applicant’s
Signature
We the undersigned, are agreeable to holding the Debentures of the Company in dematerialised form.
Details of my/our Beneficial Owner Account are given below:
DEPOSITORY NSDL ( ) CDSL ( )
DEPOSITORY PARTICIPANT NAME
DP-ID
BENEFICIARY ACCOUNT NUMBER
NAME OF THE APPLICANT(S)
Applicant Bank Account:
(Settlement by way of Cheque / Demand
Draft / Pay Order / Direct Credit / ECS /
NEFT/RTGS/other permitted mechanisms)
FOR OFFICE USE ONLY
DATE OF RECEIPT ________________ DATE OF CLEARANCE ________________
(Note: Cheque and Drafts are subject to realisation)
We understand and confirm that the information provided in the Information Memorandum is
provided by the Issuer and the same has not been verified by any legal advisors to the Issuer and other
intermediaries and their agents and advisors associated with this Issue. We confirm that we have for
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79
the purpose of investing in these Debentures carried out our own due diligence and made our own
decisions with respect to investment in these Debentures and have not relied on any representations
made by anyone other than the Issuer, if any.
We understand that: i) in case of allotment of Debentures to us, our Beneficiary Account as mentioned
above would get credited to the extent of allotted Debentures, ii) the Applicant must ensure that the
sequence of names as mentioned in the Application Form matches the sequence of name held with
our Depository Participant, iii) if the names of the Applicant in this application are not identical and
also not in the same order as the Beneficiary Account details with the above mentioned Depository
Participant or if the Debentures cannot be credited to our Beneficiary Account for any reason
whatsoever, the Company shall be entitled at its sole discretion to reject the application or issue the
Debentures in physical form.
We understand that we are assuming on our own account, all risk of loss that may occur or be suffered
by us including as to the returns on and/or the sale value of the Debentures and shall hold us harmless
in respect of any such loss and/or damage. We undertake that upon sale or transfer to subsequent
investor or transferee (“Transferee”), we shall convey all the terms and conditions contained herein
and in this Information Memorandum to such Transferee. In the event of any Transferee (including
any intermediate or final holder of the Debentures) suing the Issuer (or any person acting on its or
their behalf) we shall indemnify the Issuer and also hold the Issuer and each of such person harmless
in respect of any claim by any Transferee.
Applicant’s
Signature
FOR OFFICE USE ONLY
DATE OF RECEIPT ______________________ DATE OF CLEARANCE _________________
(Note : Cheque and Drafts are subject to realisation)
-------------------------------------------------(TEAR HERE)--------------------------------------------
- ACKNOWLEDGMENT SLIP –
(To be filled in by Applicant) SERIAL NO.
Received from _______________________________________________
Address________________________________________________________________
______________________________________________________________________
Cheque/Draft/UTR # ______________ Drawn on _______________________________ for
Rs. _____________ on account of application of _____________________ Debenture
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ANNEXURE IV: AUDITED FINANCIAL STATEMENTS
[ATTACHED SEPERATELY]
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82
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ANNEXURE V: INDICATIVE CASHFLOW SCHEDULE
Illustration of Bond Cash Flows
Company CASHPOR Micro Credit
Face Value (per security) Rs. 10,00,000/- (Rupees Ten Lakhs only)
Issue Date / Date of Allotment Issue Opening Date: September 28, 2020
Deemed Date of Allotment: September 29,2020
Coupon Rate 10% p.a payable on the Coupon Payment Dates
Frequency of the Principal Payment with
specified dates
The Debentures under
Series 1 shall be
redeemed by way of a
bullet repayment on the
expiry of 18 months
subject to early
redemption/ acceleration
pursuant to Event of
Default.
The Debentures under
Series 2 shall be
redeemed on quarterly
basis in 3 (three) equal
instalments. The
Principal Repayment
Date for Series 2
Debentures are specified
in the cashflow schedule
provided below
Frequency of the Coupon Payment with
specified dates
Semi- annually and the dates are specified in the
cashflow schedule provided below
Day Count Convention Actual / Actual
SCHEDULE
SERIES 1 *
Company CASHPOR Micro Credit
Face Value (per security) Rs. 10,00,000/- (Rupees Ten Lakhs only)
Issue Date / Date of Allotment Issue Opening Date: September 28, 2020
Deemed Date of Allotment: September 29, 2020
Maturity Date 29-Mar-2022
Series -1 18 months bullet redemption
Frequency of the Coupon Payment with
specified dates Coupon payable semi annual.
29-Mar-2021
29-Sep-2021
29-Mar-2022
Coupon Payment Dates Coupon Amount (in Rupees) Principal
Payment Date(s)
Principal
Amount (in
Rupees)
29-Oct-20
29-Nov-20
29-Dec-20
29-Jan-21
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28-Feb-21
29-Mar-21 49,589,041
29-Apr-21
29-May-21
29-Jun-21
29-Jul-21
29-Aug-21
29-Sep-21 50,410,959
29-Oct-21
29-Nov-21
29-Dec-21
29-Jan-22
28-Feb-22
29-Mar-22 49,589,041 29-Mar-22
1,000,000,000
TOTAL 149,589,041
1,000,000,000
* The cashflow scheduled provided is tentative and calculated from the Deemed Date of
Allotment/pay- in date. In case of change of the Deemed Date of Allotment/ pay-in date, the cashflow
scheduled will stand modified accordingly.
SERIES 2*#
Company CASHPOR Micro Credit
Face Value (per security) Rs. 10,00,000/- (Rupees Ten Lakhs only)
Issue Date / Date of Allotment Issue Opening Date: September 28, 2020
Deemed Date of Allotment: September 29, 2020
Maturity Date 29-Mar-2022
Series -2 9 months amortization with 3 equal quarterly instalment
redemptions
Frequency of the Coupon Payment with specified dates Coupon payable semi annual.
29-Mar-2021
29-Sep-2021
29-Mar-2022
Day Count Convention Actual/Actual
Coupon Payment Dates Coupon Amount (in
Rupees)
Principal
Payment
Date(s)
Principal
Amount (in
Rupees)
29-Oct-20
29-Nov-20
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29-Dec-20
29-Jan-21
28-Feb-21
29-Mar-21 49,589,041
29-Apr-21
29-May-21
29-Jun-21
29-Jul-21
29-Aug-21
29-Sep-21 50,410,959 29-Sep-21 333,333,333
29-Oct-21
29-Nov-21
29-Dec-21 29-Dec-21 333,333,333
29-Jan-22
28-Feb-22
29-Mar-22 24,840,183 29-Mar-22 333,333,334
TOTAL 124,840,183 1,000,000,000
* The cashflow scheduled provided is tentative and calculated from the Deemed Date of
Allotment/pay- in date. In case of change of the Deemed Date of Allotment/ pay-in date, the cashflow
scheduled will stand modified accordingly.
# The cashflow scheduled provided is tentative and calculated basis that issuance would be of an
aggregate of Rs. 100,00,00,000/- (Rupees One Hundred Crores only) under Series 2 that is aggregate
of Rs. 25,00,00,000/- (Rupees Twenty-Five Crores only) with a green shoe option of up to Rs.
75,00,00,000/- (Rupees Seventy -Five Crores only). In case of change of the issuance amount under
Series 2 on account of non receipt of full oversubscription monies under green shoe option, the
cashflow scheduled will stand modified accordingly.
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ANNEXURE VI: COPIES OF BOARD RESOLUTIONS
[ATTACHED SEPERATELY]
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110
ANNEXURE VII: COPIES OF SHAREHOLDERS’ RESOLUTIONS
[ATTACHED SEPERATELY]
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ANNEXURE VIII: RELATED PARTY TRANSACTIONS
1. List of related parties
I. CASHPOR Trust – Ultimate Holding Entity
II. CASHPOR Financial and Technical Services Private Limited (CFTS) – Holding Company
III. Key Management Personnel -
David S Gibbons Chairman
Mukul Jaiswal Managing Director
Banke Bihari Singh Chief Finance Officer
Anjali Saraogi Company Secretary (worked till 31 December 2019)
Particulars of related party transactions
Particulars
For the year
ended 31
March 2020
For the year
ended 31
March 2019
For the year
ended 31
March 2018
Remuneration paid
Chairman
Managing Director
Executive Director Health and Education
Chief Finance Officer
Company Secretary
11,137,637
13,985,698
--
2,113,452
361,306
8,474,350
12,086,344
232,955
1,838,796
397,265
6,000,000
10,739,727
2,424,249
1,526,058
453,611
Sitting fees
Chairman
Managing Director
Repayment of loan
Housing loan – Managing Director
Car loan – Company Secretary
Reimbursement of expenses
Holding Company
Ultimate Holding entity
41,109
143,120
1,680,000
--
43,032
-
63,948
105,056
1,685,553
--
29,329
-
31,814
90,900
1,666,668
270,219
39,590
-
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Movement in guarantee from Holding
Company
Corporate guarantee for term loans
Grant to ultimate holding entity towards
Corporate Social Responsibility (CSR) activities
474,672,978
6,264,508
66,632,442
6,316,156
Loan outstanding
Housing Loan
Managing Director
18,440,000
20,120,000
21,805,553
2. Balance of outstanding guarantees
Particulars As at
31 March 2020
As at
31 March 2019
As at
31 March
2018
Guarantees given by Holding
Company towards borrowings
outstanding
477,412,978 2,740,000 69,372,442
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ANNEXURE IX: DETAILS OF BRANCHES AND UNITS OF THE ISSUER
Branch
ID Branch Name District Name State Name Region Name
01:01 MAHARAJGANJ BHADOHI UP MIRZAPUR
01:02 BIHANSARA MIRZAPUR UP MIRZAPUR
01:03 RAMNAGAR MEJA ALLAHABAD UP MIRZAPUR
01:04 KORAWON ALLAHABAD UP MIRZAPUR
01:05 LALGANJ MIRZAPUR UP MIRZAPUR
01:06 KHIRI ALLAHABAD UP MIRZAPUR
02:01 PILI KOTHI MIRZAPUR UP MIRZAPUR
02:02 MIRZAMURAD VARANASI UP MIRZAPUR
02:03 RAJATALAB VARANASI UP MIRZAPUR
02:05 MEJA ROAD ALLAHABAD UP MIRZAPUR
02:07 GOPIGANJ BHADOHI UP MIRZAPUR
02:09 CHUNAR MIRZAPUR UP MIRZAPUR
02:12 UGAPUR BHADOHI UP MIRZAPUR
02:16 KOIRAONA BHADOHI UP MIRZAPUR
02:17 KACHAWA MIRZAPUR UP MIRZAPUR
02:18 MADHOSINGH BHADOHI UP MIRZAPUR
02:19 PURZAGIR MIRZAPUR UP MIRZAPUR
02:20 JANGIROAD MIRZAPUR UP MIRZAPUR
02:22 GURUSANDI MIRZAPUR UP MIRZAPUR
02:24 BHARUHANA MIRZAPUR UP MIRZAPUR
02:27 PADARI MIRZAPUR UP MIRZAPUR
02:36 CHILBILA MIRZAPUR UP MIRZAPUR
05:01 BAHADURGANJ GHAZIPUR UP BALLIA
05:02 BADIBAGH GAZIPUR GHAZIPUR UP BALLIA
05:03 JAKHANIYAN GHAZIPUR UP BALLIA
05:04 JANGIPUR GHAZIPUR UP BALLIA
05:05 BAHADURPUR BALLIA UP BALLIA
05:06 CITYPAHADIPUR BALLIA UP BALLIA
05:07 DUBHAR BALLIA UP BALLIA
05:08 SUKHPURA BALLIA UP BALLIA
05:11 RASARA BALLIA UP BALLIA
05:12 SAWARA BALLIA UP BALLIA
05:14 BANSDIH BALLIA UP BALLIA
05:16 SIKANDARPUR BALLIA UP BALLIA
05:18 SEAR BALLIA UP BALLIA
05:19 RATSAR BALLIA UP BALLIA
05:20 BHIMPURA BALLIA UP BALLIA
05:21 GADHWAR BALLIA UP BALLIA
05:22 NAGARA BALLIA UP BALLIA
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05:23 MANIYAR BALLIA UP BALLIA
05:27 BARACHAWAR GHAZIPUR UP BALLIA
05:29 KARANDA GHAZIPUR UP BALLIA
05:30 KASHIMABAD GHAZIPUR UP BALLIA
05:31 NANDGANJ GHAZIPUR UP BALLIA
05:32 SADAT GHAZIPUR UP BALLIA
06:01 BRAHMPUR BUXAR BR BUXAR
06:05 SIMARI BUXAR BR BUXAR
06:06 BHOJPUR BUXAR BR BUXAR
06:07 CHAUSA BUXAR BR BUXAR
06:08 TIYARA RAJPUR BUXAR BR BUXAR
06:09 DILDAR NAGAR GHAZIPUR UP BUXAR
06:10 ITARHI BUXAR BR BUXAR
06:11 KORAN SARAI BUXAR BR BUXAR
06:12 BIHIYA ARAH BR BUXAR
06:13 SHAHPUR ARAH BR BUXAR
06:14 ARAH ARAH BR BUXAR
06:16 JASOGOLAMBAR BUXAR BR BUXAR
06:17 BHAROLI BALLIA UP BUXAR
06:18 BHADAURA GHAZIPUR UP BUXAR
06:19 JAGDISHPUR ARAH BR BUXAR
06:20 BIHIYA CHAURASTA ARAH BR BUXAR
06:22 BHAWARCOL GHAZIPUR UP BUXAR
06:23 CHITBADAGAON BALLIA UP BUXAR
06:24 DINARA ROHTAS BR BUXAR
06:25 JAMANIYAN GHAZIPUR UP BUXAR
06:26 MOHAMMADABAD GHAZIPUR UP BUXAR
06:27 NUAWAN BUXAR BR BUXAR
06:28 SANDESH BHOJPUR BR BUXAR
07:01 MUBARAKPUR AZAMGARH UP AZAMGARH
07:03 KAPTANGANJ AZAMGARH UP AZAMGARH
07:04 THEKMA AZAMGARH UP AZAMGARH
07:06 MOHAMMDABAD AZAMGARH UP AZAMGARH
07:07 JAHANAGANJ AZAMGARH UP AZAMGARH
07:08 JIYANPUR AZAMGARH UP AZAMGARH
07:09 MADHUBAN MAU UP AZAMGARH
07:10 GHOSI MAU UP AZAMGARH
07:11 INDARA MAU UP AZAMGARH
07:12 LALGANJ AZAMGARH UP AZAMGARH
07:13 MOHAMMADPUR AZAMGARH UP AZAMGARH
07:14 MEHNAGAR AZAMGARH UP AZAMGARH
07:15 ATARAULIA AZAMGARH UP AZAMGARH
07:16 CITY BRANCH AZAMGARH UP AZAMGARH
07:17 FULLPUR AZAMGARH UP AZAMGARH
07:18 DULLAHPUR GHAZIPUR UP AZAMGARH
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07:19 MARDHA GHAZIPUR UP AZAMGARH
07:20 BHADSAR GHAZIPUR UP AZAMGARH
07:21 BAHARIYABAD GHAZIPUR UP AZAMGARH
07:22 MAU-2 MAU UP AZAMGARH
07:23 RAJESULTANPUR
AMBEDKAR
NAGAR UP AZAMGARH
07:24 RAFIGANJ
AMBEDKAR
NAGAR UP AZAMGARH
07:25 NEWADA
AMBEDKAR
NAGAR UP AZAMGARH
08:01 PARSATHUA
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:02 KUDRA
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:03 BIKRAMGANJ
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:05 KARGAHAR
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:06 RAMGARH
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:07 BHABHUA
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:08 DEHRI
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:09 NOKHA
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:10 NASRIGANJ
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:11 CHENARI
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:12 BHAGWANPUR
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:13 TAKIYA
KAIMUR ROHTAS BR KAIMUR ROHTAS
08:14 FAJALGANJ
KAIMUR ROHTAS BR KAIMUR ROHTAS
08:15 GANGA ROAD CHANDAULI UP KAIMUR ROHTAS
08:16 TILAUTHU
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:18 MOHANIYA
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:19 AKODHI GOLA
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:21 DURGAWATI
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:23 BABURI ROAD CHANDAULI UP KAIMUR ROHTAS
08:24 DHEENA CHANDAULI UP KAIMUR ROHTAS
08:25 HATA
KAIMUR
ROHTAS BR KAIMUR ROHTAS
08:26 SAYYADRAJA CHANDAULI UP KAIMUR ROHTAS
08:28 SAKALDIHA CHANDAULI UP KAIMUR ROHTAS
10:01 MANJHI SARAN BR SARAN
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10:02 BHELDI SARAN BR SARAN
10:03 ESSUAPUR SARAN BR SARAN
10:04 MAKER SARAN BR SARAN
10:05 BANIYAPUR SARAN BR SARAN
10:06 RIVILGANJ SARAN BR SARAN
10:07 JALALPUR SARAN BR SARAN
10:09 MASARKH SARAN BR SARAN
10:10 MADHAURA SARAN BR SARAN
10:11 TARAIYA SARAN BR SARAN
10:12 PARSA SARAN BR SARAN
10:13 SONEPUR SARAN BR SARAN
10:14 CHHOTA TELAPA SARAN BR SARAN
10:15 DORIGANJ SARAN BR SARAN
10:16 DIGHAWADA SARAN BR SARAN
10:17 PATEDA SARAN BR SARAN
10:18 GARKHA SARAN BR SARAN
10:20 KOPA SARAN BR SARAN
10:21 BAIRIA BALLIA UP SARAN
10:22 GAIGHAT REWATI BALLIA UP SARAN
10:23 SAHATWAR BALLIA UP SARAN
10:24 SARAIYA MUZAFFARPUR BR SARAN
10:25 PAROO MUZAFFARPUR BR SARAN
10:26 PANAPUR MUZAFFARPUR BR SARAN
11:01 MADIYAHU JAUNPUR UP JAUNPUR
11:02 SIKRARA JAUNPUR UP JAUNPUR
11:03 KHUTHAN JAUNPUR UP JAUNPUR
11:04 JALALPUR JAUNPUR UP JAUNPUR
11:05 JESIS CHAURAHA JAUNPUR UP JAUNPUR
11:06 SHAHGANJ JAUNPUR UP JAUNPUR
11:07 BADALAPUR JAUNPUR UP JAUNPUR
11:08 SURAPUR SULTANPUR UP JAUNPUR
11:09 RAMPUR JAUNPUR UP JAUNPUR
11:10 NEWADIYA JAUNPUR UP JAUNPUR
11:11 BARSATHI JAUNPUR UP JAUNPUR
11:12 NAUPEDAWA JAUNPUR UP JAUNPUR
11:13 KERAKAT JAUNPUR UP JAUNPUR
11:14 MACHLISAHAR JAUNPUR UP JAUNPUR
11:15 MAHARAJGANJ JAUNPUR UP JAUNPUR
11:16 JANGHAI JAUNPUR UP JAUNPUR
11:17 MUGRABADSAHPUR JAUNPUR UP JAUNPUR
11:18 SUJANGANJ JAUNPUR UP JAUNPUR
11:19 MALHANI JAUNPUR UP JAUNPUR
11:20 BIBIGANJ JAUNPUR UP JAUNPUR
11:21 CHAURI BHADOHI UP JAUNPUR
11:22 GYANPUR BHADOHI UP JAUNPUR
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11:23 RAMESHWAR VARANASI UP JAUNPUR
11:24 SURIYAWAN BHADOHI UP JAUNPUR
12:01 LAHARATARA1 VARANASI UP CHANDAULI
12:03 SHIVPUR VARANASI UP CHANDAULI
12:06 AVALESHPUR VARANASI UP CHANDAULI
12:08 CHAUBEYPUR1 VARANASI UP CHANDAULI
12:09 CHOLAPUR VARANASI UP CHANDAULI
12:11 AKHARI VARANASI UP CHANDAULI
12:14 KURAUTA VARANASI UP CHANDAULI
12:18 ASHAPUR2 VARANASI UP CHANDAULI
12:19 CHAUBEYPUR2 VARANASI UP CHANDAULI
12:23 ADALPURA VARANASI UP CHANDAULI
12:25 ANAUNI GHAZIPUR UP CHANDAULI
12:26 BABURI CHANDAULI UP CHANDAULI
12:27 CHAHANIYA CHANDAULI UP CHANDAULI
12:28 DHANAPUR CHANDAULI UP CHANDAULI
12:29 MARUFPUR CHANDAULI UP CHANDAULI
12:33 SAIDPUR GHAZIPUR UP CHANDAULI
12:34 SAIDPUR-02 GHAZIPUR UP CHANDAULI
12:35 CHAKIA CHANDAULI UP CHANDAULI
12:36 JAMALPUR A MIRZAPUR UP CHANDAULI
12:37 SHAHABGANJ CHANDAULI UP CHANDAULI
12:38 ALINAGAR CHANDAULI UP CHANDAULI
12:39 NAIBASTI CHANDAULI UP CHANDAULI
12:40 PADAW VARANASI UP CHANDAULI
12:41 RAMNAGAR VARANASI UP CHANDAULI
13:01 SAHJANWA GORAKHPUR UP GORAKHPUR
13:02 BARGADWA GORAKHPUR UP GORAKHPUR
13:03 CITY BRANCH GORAKHPUR UP GORAKHPUR
13:04 SONABARASA GORAKHPUR UP GORAKHPUR
13:05 BRAMHPUR GORAKHPUR UP GORAKHPUR
13:06 KHAJANI GORAKHPUR UP GORAKHPUR
13:07 KAUDIRAM GORAKHPUR UP GORAKHPUR
13:08 PIPRAICH GORAKHPUR UP GORAKHPUR
13:09 CHAURI CHAURA GORAKHPUR UP GORAKHPUR
13:10 BHATHAT GORAKHPUR UP GORAKHPUR
13:11 DOHARIGHAT MAU UP GORAKHPUR
13:13 SIKARIGANJ GORAKHPUR UP GORAKHPUR
13:14 SUKRAULI KUSHINAGAR UP GORAKHPUR
13:15 PATARA GORAKHPUR UP GORAKHPUR
13:18 BAITALPUR DEORIA UP GORAKHPUR
13:19 GAURI BAZAR DEORIA UP GORAKHPUR
13:20 RUDRAPUR DEORIA UP GORAKHPUR
13:21 PIPIGANJ GORAKHPUR UP GORAKHPUR
13:22 PARTAWAL MAHARAJGANJ UP GORAKHPUR
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13:23 GOLA GORAKHPUR UP GORAKHPUR
13:24 DHANI MAHARAJGANJ UP GORAKHPUR
13:25 LOTAN
SIDDHARTH NAGAR UP GORAKHPUR
13:26 KOLUHUI BAZAR MAHARAJGANJ UP GORAKHPUR
14:01 PACHRUKHI SIWAN BR SIWAN
14:02 HASANPURA SIWAN BR SIWAN
14:03 BASANTPUR SIWAN BR SIWAN
14:04 MAIRWA SIWAN BR SIWAN
14:05 GUTHANI SIWAN BR SIWAN
14:07 MAHARAJGANJ SIWAN BR SIWAN
14:08 KHURMABAD SIWAN BR SIWAN
14:09 JIRADAI SIWAN BR SIWAN
14:10 BHAGAWANPUR SIWAN BR SIWAN
14:11 TARAWARA SIWAN BR SIWAN
14:12 ANDER SIWAN BR SIWAN
14:13 BARAHARIYA SIWAN BR SIWAN
14:14 JAMO SIWAN BR SIWAN
14:15 DUROUNDHA SIWAN BR SIWAN
14:19 EKMA SARAN BR SIWAN
14:20 BHATANI DEORIA UP SIWAN
14:21 SALEMPUR DEORIA UP SIWAN
14:22 BHATPAR DEORIA UP SIWAN
14:23 LAR TOWN DEORIA UP SIWAN
14:24 HATHUWA GOPALGANJ BR SIWAN
14:25 VIJAIPUR GOPALGANJ BR SIWAN
14:27 MAJHA GOPALGANJ BR SIWAN
14:28 HAZIYAPUR GOPALGANJ BR SIWAN
14:29 THAWE GOPALGANJ BR SIWAN
15:01 MADHUPUR SONEBHADRA UP SONEBHADRA
15:02 ROBERTSGANJ SONEBHADRA UP SONEBHADRA
15:03 RAMGARH SONEBHADRA UP SONEBHADRA
15:04 GHORAWAL SONEBHADRA UP SONEBHADRA
15:05 KARMA SONEBHADRA UP SONEBHADRA
15:06 SHAHGANJ SONEBHADRA UP SONEBHADRA
15:07 CHOPAN SONEBHADRA UP SONEBHADRA
15:08 VANEE SONEBHADRA UP SONEBHADRA
15:10 AHARAURA MIRZAPUR UP SONEBHADRA
15:11 ADALHAT MIRZAPUR UP SONEBHADRA
15:12 BHAWAN MIRZAPUR UP SONEBHADRA
15:13 DUDDHI SONEBHADRA UP SONEBHADRA
15:14 BABHANI SONEBHADRA UP SONEBHADRA
15:15 MYORPUR SONEBHADRA UP SONEBHADRA
15:16 KON SONEBHADRA UP SONEBHADRA
15:19 JIVNATHPUR CHANDAULI UP SONEBHADRA
15:20 KAILAHAT MIRZAPUR UP SONEBHADRA
Private & Confidential
For Private Circulation Only
119
15:21 NARAYANPUR MIRZAPUR UP SONEBHADRA
15:27 OBERA SONEBHADRA UP SONEBHADRA
15:28 NAI BAJAR SONEBHADRA UP SONEBHADRA
15:29 BIJPUR SONEBHADRA UP SONEBHADRA
15:30 NAUGARH SONEBHADRA UP SONEBHADRA
16:01 RAM KOLA KUSHINAGAR UP KUSHINAGAR
16:02 PADRAUNA KUSHINAGAR UP KUSHINAGAR
16:03 KASAYA KUSHINAGAR UP KUSHINAGAR
16:04 FAJI NAGAR KUSHINAGAR UP KUSHINAGAR
16:05 TAMKUHI ROAD KUSHINAGAR UP KUSHINAGAR
16:06 DUDAHI KUSHINAGAR UP KUSHINAGAR
16:07 KUBERSTHAN KUSHINAGAR UP KUSHINAGAR
16:08 KAPTANGANJ KUSHINAGAR UP KUSHINAGAR
16:09 HATA KUSHINAGAR UP KUSHINAGAR
16:10 KOTWA KUSHINAGAR UP KUSHINAGAR
16:11 JATANHA KUSHINAGAR UP KUSHINAGAR
16:12 KHIDAKIYA KUSHINAGAR UP KUSHINAGAR
16:16 RAMPUR DEORIA UP KUSHINAGAR
16:17 BARHAJ DEORIA UP KUSHINAGAR
16:18 DESAHI DEORIA DEORIA UP KUSHINAGAR
16:21 BHALUANI DEORIA UP KUSHINAGAR
16:22 PATHERDEWA DEORIA UP KUSHINAGAR
16:23 SADAR DEORIA UP KUSHINAGAR
16:24 KHADDA KUSHINAGAR UP KUSHINAGAR
16:25 Salemgarh KUSHINAGAR UP KUSHINAGAR
16:26 BATHUAA GOPALGANJ BR KUSHINAGAR
16:27 KATEYA GOPALGANJ BR KUSHINAGAR
16:28 BHORE GOPALGANJ BR KUSHINAGAR
16:29 KUCHAYKOT GOPALGANJ BR KUSHINAGAR
17:01 SAHJADPUR
AMBEDKAR
NAGAR UP AMBEDKARNAGAR
17:02 MALIPUR
AMBEDKAR
NAGAR UP AMBEDKARNAGAR
17:05 RAMNAGAR
AMBEDKAR
NAGAR UP AMBEDKARNAGAR
17:06 MUBARAKPUR
AMBEDKAR
NAGAR UP AMBEDKARNAGAR
17:07 BARIYAWAN
AMBEDKAR
NAGAR UP AMBEDKARNAGAR
17:08 GOSHAIGANJ FAIZABAD UP AMBEDKARNAGAR
17:09 ILPHATGANJ
AMBEDKAR
NAGAR UP AMBEDKARNAGAR
17:10 MAHARUWA
AMBEDKAR
NAGAR UP AMBEDKARNAGAR
17:11 PURA BAZAR FAIZABAD UP AMBEDKARNAGAR
17:12 TARUN FAIZABAD UP AMBEDKARNAGAR
17:14 KATEHARY
AMBEDKAR
NAGAR UP AMBEDKARNAGAR
Private & Confidential
For Private Circulation Only
120
17:15 DOSTPUR SULTANPUR UP AMBEDKARNAGAR
17:16 JAY SINGHPUR SULTANPUR UP AMBEDKARNAGAR
17:17 GUPTARGANJ SULTANPUR UP AMBEDKARNAGAR
17:18 HERINGTANGANJ FAIZABAD UP AMBEDKARNAGAR
17:19 BIKAPUR FAIZABAD UP AMBEDKARNAGAR
17:20 ENAYAT NAGAR FAIZABAD UP AMBEDKARNAGAR
17:21 KALAWARI BASTI UP AMBEDKARNAGAR
17:22 NAGAR BAJAR BASTI UP AMBEDKARNAGAR
17:23 KAPTANGANJ BASTI UP AMBEDKARNAGAR
17:24 CHHAWANI BASTI UP AMBEDKARNAGAR
17:25 NAWABGANJ GONDA UP AMBEDKARNAGAR
17:26 TARABGANJ GONDA UP AMBEDKARNAGAR
17:27 PARASHURAMPUR BASTI UP AMBEDKARNAGAR
18:01 KARWI CHITRAKOOT UP CHITRAKOOT
18:02 MANIKPUR CHITRAKOOT UP CHITRAKOOT
18:03 MAU CHITRAKOOT UP CHITRAKOOT
18:04 PAHADI CHITRAKOOT UP CHITRAKOOT
18:05 ATTRA BANDA UP CHITRAKOOT
18:06 NARAINI BANDA UP CHITRAKOOT
18:07 SHANKARGARH ALLAHABAD UP CHITRAKOOT
18:08 RAJAPUR CHITRAKOOT UP CHITRAKOOT
18:09 PASHCHIM SHARIRA KAUSHAMBI UP CHITRAKOOT
18:10 MAJHANPUR KAUSHAMBI UP CHITRAKOOT
18:11 SIRATHU KAUSHAMBI UP CHITRAKOOT
18:12 BANDA BANDA UP CHITRAKOOT
18:13 BABERU BANDA UP CHITRAKOOT
18:14 ORAN BANDA UP CHITRAKOOT
18:15 KAMASIN BANDA UP CHITRAKOOT
18:16 JASARA ALLAHABAD UP CHITRAKOOT
18:17 GHURPUR ALLAHABAD UP CHITRAKOOT
18:18 MURATGANJ KAUSHAMBI UP CHITRAKOOT
18:19 PURA MUFTI ALLAHABAD UP CHITRAKOOT
18:20 SARAI AKIL KAUSHAMBI UP CHITRAKOOT
18:21 KHURHAND BANDA UP CHITRAKOOT
18:22 TENDWARI BANDA UP CHITRAKOOT
18:24 DABHUARA REWA MP CHITRAKOOT
18:25 BARGARH CHITRAKOOT UP CHITRAKOOT
19:01 AMBIKAPUR SARGUJA CG SARGUJA
19:02 SURAJPUR SARGUJA CG SARGUJA
19:03 RAJPUR BALRAMPUR CG SARGUJA
19:04 BATAULI SARGUJA CG SARGUJA
19:05 BISHRAMPUR SARGUJA CG SARGUJA
19:06 LAKHANPUR SARGUJA CG SARGUJA
19:07 PRATAPPUR SURAJPUR CG SARGUJA
19:09 SITAPUR SARGUJA CG SARGUJA
Private & Confidential
For Private Circulation Only
121
19:10 BHAIYATHAN SURAJPUR CG SARGUJA
19:11 RAMANUJNAGAR SURAJPUR CG SARGUJA
19:12 SHANKERGARH BALRAMPUR CG SARGUJA
19:13 BALRAMPUR BALRAMPUR CG SARGUJA
19:15 BARIYON BALRAMPUR CG SARGUJA
19:16 UDAYPUR SARGUJA CG SARGUJA
19:17 PREMNAGAR SURAJPUR CG SARGUJA
19:18 WADRAFNAGAR BALRAMPUR CG SARGUJA
19:19 LUNDRA SARGUJA CG SARGUJA
19:24 CHARCHA KORIYA CG SARGUJA
19:25 RAMANUJGANJ BALRAMPUR CG SARGUJA
19:26 GUTURMA SARGUJA CG SARGUJA
19:27 NAGPUR KORIYA CG SARGUJA
19:28 SONAWAL BALRAMPUR CG SARGUJA
19:29 BALANGI BALRAMPUR CG SARGUJA
19:30 KHADGAWAN KORIYA CG SARGUJA
20:01 AURANGABAD AURANGABAD BR AURANGABAD
20:02 OBRA AURANGABAD BR AURANGABAD
20:03 DAUDNAGAR AURANGABAD BR AURANGABAD
20:04 AMBA AURANGABAD BR AURANGABAD
20:05 RAFIGANJ AURANGABAD BR AURANGABAD
20:06 HUSPURA AURANGABAD BR AURANGABAD
20:07 KARPI ARWAL BR AURANGABAD
20:08 ARWAL ARWAL BR AURANGABAD
20:09 NAVINAGAR AURANGABAD BR AURANGABAD
20:10 GOHE AURANGABAD BR AURANGABAD
20:11 MADANPUR AURANGABAD BR AURANGABAD
20:12 SERGHATI GAYA BR AURANGABAD
20:13 GURUVA GAYA BR AURANGABAD
20:14 DOBHI GAYA BR AURANGABAD
20:15 GURARU GAYA BR AURANGABAD
20:16 BANKEY BAZAR GAYA BR AURANGABAD
20:17 RANIGANJ GAYA BR AURANGABAD
20:18 HAIDAR NAGAR PALAMU JH AURANGABAD
20:19 KONCH GAYA BR AURANGABAD
20:20 KURTHA ARWAL BR AURANGABAD
20:21 HUNTERGANJ AURANGABAD BR AURANGABAD
20:22 PRATAPPUR AURANGABAD BR AURANGABAD
20:23 BODHGAYA AURANGABAD BR AURANGABAD
20:24 DUMARIYA GAYA BR AURANGABAD
21:01 DAMODARPUR MUZAFFARPUR BR MUZAFFARPUR
21:02 KARJA MUZAFFARPUR BR MUZAFFARPUR
21:06 MOTIPUR MUZAFFARPUR BR MUZAFFARPUR
21:07 MURUAL MUZAFFARPUR BR MUZAFFARPUR
21:08 SARFUDDINPUR MUZAFFARPUR BR MUZAFFARPUR
Private & Confidential
For Private Circulation Only
122
21:09 PEAR MUZAFFARPUR BR MUZAFFARPUR
21:10 MINAPUR MUZAFFARPUR BR MUZAFFARPUR
21:11 KURHANI MUZAFFARPUR BR MUZAFFARPUR
21:12 BOCHAHAN MUZAFFARPUR BR MUZAFFARPUR
21:13 PHULWARIYA MUZAFFARPUR BR MUZAFFARPUR
21:14 DEWARIYA MUZAFFARPUR BR MUZAFFARPUR
21:15 BHUSARA MUZAFFARPUR BR MUZAFFARPUR
21:16 SAKARI SARAIYA MUZAFFARPUR BR MUZAFFARPUR
21:17 MAHANTH MANIYARI MUZAFFARPUR BR MUZAFFARPUR
21:18 GORAUL VAISHALI BR MUZAFFARPUR
21:19 JHAPAHA MUZAFFARPUR BR MUZAFFARPUR
21:20 PATEPUR MUZAFFARPUR BR MUZAFFARPUR
21:21 BELSAR VAISHALI BR MUZAFFARPUR
21:22 RUNNISAIDPUR SITAMARHI BR MUZAFFARPUR
21:23 BARUARI MUZAFFARPUR BR MUZAFFARPUR
21:25 HANUMAN NAGAR DARBHANGA BR MUZAFFARPUR
21:26 BHARWADA DARBHANGA BR MUZAFFARPUR
21:27 HAYAGHAT DARBHANGA BR MUZAFFARPUR
21:28 JALLE DARBHANGA BR MUZAFFARPUR
22:07 BAIKUNTHPUR GOPALGANJ BR EAST CHAMPARAN
22:11 MUHAMMADPUR GOPALGANJ BR EAST CHAMPARAN
22:13 KESHRIYA
EAST
CHAMPARAN BR EAST CHAMPARAN
22:14 PIPARA
EAST CHAMPARAN BR EAST CHAMPARAN
22:15 KOTAWA
EAST CHAMPARAN BR EAST CHAMPARAN
22:16 TURKAULIYA
EAST CHAMPARAN BR EAST CHAMPARAN
22:17 ARERAJ
EAST
CHAMPARAN BR EAST CHAMPARAN
22:18 SANGRAMPUR
EAST
CHAMPARAN BR EAST CHAMPARAN
22:19 NAUTAN
WEST
CHAMPARAN BR EAST CHAMPARAN
22:20 JAGDISHPUR
WEST
CHAMPARAN BR EAST CHAMPARAN
22:21 RAJAWADA CHAUK MUZAFFARPUR BR EAST CHAMPARAN
22:22 MEHASI MOTIHARI BR EAST CHAMPARAN
22:23 PACHPAKADI
EAST
CHAMPARAN BR EAST CHAMPARAN
22:24 PHENHARA
EAST
CHAMPARAN BR EAST CHAMPARAN
22:25 CHIRAIYA
EAST
CHAMPARAN BR EAST CHAMPARAN
22:26 GHODASAHAN
EAST
CHAMPARAN BR EAST CHAMPARAN
22:27 MAJHAULIA
EAST
CHAMPARAN BR EAST CHAMPARAN
Private & Confidential
For Private Circulation Only
123
22:28 RAMGARHWA
EAST
CHAMPARAN BR EAST CHAMPARAN
22:30 ADAPUR
EAST
CHAMPARAN BR EAST CHAMPARAN
22:31 PAKADI DAYAL
EAST
CHAMPARAN BR EAST CHAMPARAN
22:32 JOGAPATTI
EAST
CHAMPARAN BR EAST CHAMPARAN
22:33 RAMNAGAR
WEST
CHAMPARAN BR EAST CHAMPARAN
22:34 CHANPATIA
WEST
CHAMPARAN BR EAST CHAMPARAN
22:35 BARAULI GOPALGANJ BR EAST CHAMPARAN
23:01 KELPURA TIKAMGARH MP TIKAMGARH
23:03 BAINDRI TIKAMGARH MP TIKAMGARH
23:04 JATARA TIKAMGARH MP TIKAMGARH
23:05 ANNANTPUR TIKAMGARH MP TIKAMGARH
23:06 SIMARA TIKAMGARH MP TIKAMGARH
23:07 MADIYA TIKAMGARH MP TIKAMGARH
23:08 TILA TIKAMGARH MP TIKAMGARH
23:12 RANIPURA
HARPALPUR CHHATARPUR MP TIKAMGARH
23:13 RANIPURA JHANSI UP TIKAMGARH
23:14 MAHRONI LALITPUR UP TIKAMGARH
23:15 MADAWARA LALITPUR UP TIKAMGARH
23:16 BADAGAON SAGAR MP TIKAMGARH
23:17 NOWGONG CHHATARPUR MP TIKAMGARH
23:18 BAR LALITPUR UP TIKAMGARH
23:19 BIJAWAR CHHATARPUR MP TIKAMGARH
23:20 BADA MALHERA CHHATARPUR MP TIKAMGARH
23:21 BIRDHA LALITPUR UP TIKAMGARH
23:22 JAKHAURA LALITPUR UP TIKAMGARH
23:23 BUXWAHA CHHATARPUR MP TIKAMGARH
23:24 TALVEHAT LALITPUR UP TIKAMGARH
23:25 BABINA LALITPUR UP TIKAMGARH
23:27 CHANDERI ASHOK NAGAR MP TIKAMGARH
23:28 ISANAGAR CHHATARPUR MP TIKAMGARH
23:29 LALITPUR LALITPUR UP TIKAMGARH
24:01 BENDHERBHADRA
KUNKURI JASHPUR CG JASHPUR
24:02 KANSABEL JASHPUR CG JASHPUR
24:03 PHARSABAHAR JASHPUR CG JASHPUR
24:04 NARAYANPUR JASHPUR CG JASHPUR
24:05 GAMHARIYA
JASHPUR JASHPUR CG JASHPUR
24:06 DULDULA JASHPUR CG JASHPUR
24:07 MANORA JASHPUR CG JASHPUR
24:08 LODAM JASHPUR CG JASHPUR
Private & Confidential
For Private Circulation Only
124
24:09 GANJIADIH (KOTBA) JASHPUR CG JASHPUR
24:10 SANNA JASHPUR CG JASHPUR
24:11 TAPKARA JASHPUR CG JASHPUR
24:12 RAIDIH GUMLA JH JASHPUR
24:20 BHARNO JASHPUR CG JASHPUR
24:21 GHAGHARA JASHPUR CG JASHPUR
24:22 SENHA JASHPUR CG JASHPUR
24:23 KUSUMI BALRAMPUR CG JASHPUR
24:24 BAGICHA JASHPUR CG JASHPUR
24:25 PATHALGAON JASHPUR CG JASHPUR
24:26 SISAI JASHPUR CG JASHPUR
25:01 GARHWA GARHWA JH GARHWA
25:02 JHALUA PIPRA
KHURD GARHWA JH GARHWA
25:03 MERAL GARHWA JH GARHWA
25:04 RAMNA GARHWA JH GARHWA
25:05 BISHUNPURA GARHWA JH GARHWA
25:06 NAGAR UNTARI GARHWA JH GARHWA
25:07 BHAWANATHPUR GARHWA JH GARHWA
25:08 PANDU PALAMU JH GARHWA
25:09 DHURAKI GARHWA JH GARHWA
25:10 RANKA GARHWA JH GARHWA
25:11 MANIKA LATEHAR JH GARHWA
25:12 LATEHAR LATEHAR JH GARHWA
25:13 PANKI PALAMU JH GARHWA
25:14 PATAN PALAMU JH GARHWA
25:15 HARIHARGANJ PALAMU JH GARHWA
25:16 PANDWA PALAMU JH GARHWA
25:17 LESLIGANJ PALAMU JH GARHWA
25:18 SHAHPUR PALAMU JH GARHWA
25:19 MEDANI NAGAR PALAMU JH GARHWA
25:20 SATBARWA PALAMU JH GARHWA
25:21 TARAHSI PALAMU JH GARHWA
25:22 CHATTARPUR PALAMU JH GARHWA
25:23 NAWDIHA BAZAR PALAMU JH GARHWA
25:25 MAJHIAON GARHWA JH GARHWA
26:01 MOHANGANJ PRATAPGARH UP PRATAPGARH&FATEHPUR
26:02 BAGHRAI PRATAPGARH UP PRATAPGARH&FATEHPUR
26:03 ALAPUR PRATAPGARH UP PRATAPGARH&FATEHPUR
26:04 BABUGANJ PRATAPGARH UP PRATAPGARH&FATEHPUR
26:05 DELHUPUR PRATAPGARH UP PRATAPGARH&FATEHPUR
26:06 CHILBILA PRATAPGARH UP PRATAPGARH&FATEHPUR
26:07 JAMTALI PRATAPGARH UP PRATAPGARH&FATEHPUR
26:08 BBUGANJ KUNDA PRATAPGARH UP PRATAPGARH&FATEHPUR
26:09 RANIGANJ KAITHOLA PRATAPGARH UP PRATAPGARH&FATEHPUR
26:10 JAGATPUR RAEBARELI UP PRATAPGARH&FATEHPUR
Private & Confidential
For Private Circulation Only
125
26:11 BHADAR SULTANPUR UP PRATAPGARH&FATEHPUR
26:12 MUNSHIGANJ AMETHI UP PRATAPGARH&FATEHPUR
26:13 MALWAN FATEHPUR UP PRATAPGARH&FATEHPUR
26:14 GHAZIPUR FATEHPUR UP PRATAPGARH&FATEHPUR
26:15 BAKEWAR FATEHPUR UP PRATAPGARH&FATEHPUR
26:16 AMAULI FATEHPUR UP PRATAPGARH&FATEHPUR
26:17 CHIWALAHA FATEHPUR UP PRATAPGARH&FATEHPUR
26:18 ASOTHER FATEHPUR UP PRATAPGARH&FATEHPUR
26:19 HASWA FATEHPUR UP PRATAPGARH&FATEHPUR
26:20 KHAKHERU FATEHPUR UP PRATAPGARH&FATEHPUR
26:21 PATARA
KANPUR
NAGAR UP PRATAPGARH&FATEHPUR
26:22 JONIHA FATEHPUR UP PRATAPGARH&FATEHPUR
26:23 HUSAINGANJ FATEHPUR UP PRATAPGARH&FATEHPUR
26:25 AUNG FATEHPUR UP PRATAPGARH&FATEHPUR
28:10 PATHARIA MUNGELI CG BILASPUR
28:11 NARAYANPUR BEMETARA CG BILASPUR
28:12 NAWAGARH BEMETARA CG BILASPUR
28:13 MULMULA
JANJGIR-
CHAMPA CG BILASPUR
28:14 BALODA
JANJGIR-
CHAMPA CG BILASPUR
28:15 BELGAHANA BILASPUR CG BILASPUR
28:16 MANGALA BILASPUR CG BILASPUR
28:17 BILHA BILASPUR CG BILASPUR
28:18 TAKHATPUR BILASPUR CG BILASPUR
28:19 PENDRA BILASPUR CG BILASPUR
28:20 MUNGELI MUNGELI CG BILASPUR
28:21 LORMI MUNGELI CG BILASPUR
28:22 PALI KORBA CG BILASPUR
28:23 URAGA KORBA CG BILASPUR
28:24 KATGHORA KORBA CG BILASPUR
28:27 MARWAHI BILASPUR CG BILASPUR
28:28 PASHAN KORBA CG BILASPUR
28:29 BODLA KAWARDHA CG BILASPUR
28:30 PANDARIYA KAWARDHA CG BILASPUR
28:31 RATANPUR BILASPUR CG BILASPUR
29:01 JARIYA HAMIRPUR UP HAMIRPUR
29:02 BHARUA SUMERPUR HAMIRPUR UP HAMIRPUR
29:03 MAUDAHA HAMIRPUR UP HAMIRPUR
29:04 MUSKARA HAMIRPUR UP HAMIRPUR
29:05 BIWAR HAMIRPUR UP HAMIRPUR
29:06 BABINA JALAUN UP HAMIRPUR
29:07 KURARA HAMIRPUR UP HAMIRPUR
29:08 RATH HAMIRPUR UP HAMIRPUR
29:09 PANWARI MAHOBA UP HAMIRPUR
Private & Confidential
For Private Circulation Only
126
29:10 SRINAGAR MAHOBA UP HAMIRPUR
29:11 BELATAL MAHOBA UP HAMIRPUR
29:12 CHARKHARI HAMIRPUR UP HAMIRPUR
29:13 KABARAI MAHOBA UP HAMIRPUR
29:14 NYAMATPUR JALAUN UP HAMIRPUR
29:15 KUTHOND JALAUN UP HAMIRPUR
29:16 JALAUN JALAUN UP HAMIRPUR
29:17 ORAI JALAUN UP HAMIRPUR
29:18 KONCH JALAUN UP HAMIRPUR
29:19 AIT JALAUN UP HAMIRPUR
29:20 ERACH JHANSI UP HAMIRPUR
29:21 MADHAUGARH JALAUN UP HAMIRPUR
29:22 SAMTHAR JHANSI UP HAMIRPUR
29:23 TAHRAULI JHANSI UP HAMIRPUR
29:24 GURSARAY JHANSI UP HAMIRPUR
30:01 BARKAGAON HAZARIBAGH JH HAZARIBAGH
30:02 SARIYA GIRIDIH JH HAZARIBAGH
30:03 ITKHORI CHATRA JH HAZARIBAGH
30:04 MANDU RAMGARH JH HAZARIBAGH
30:05 KATKAMSANDI HAZARIBAGH JH HAZARIBAGH
30:06 BARHI HAZARIBAGH JH HAZARIBAGH
30:07 HAZARI BAGH HAZARIBAGH JH HAZARIBAGH
30:08 JHUMARI TILAIYA HAZARIBAGH JH HAZARIBAGH
30:09 SIMIRIYA HAZARIBAGH JH HAZARIBAGH
30:10 BAGODAR GIRIDIH JH HAZARIBAGH
30:11 RAMGARH RAMGARH JH HAZARIBAGH
30:12 TANDWA CHATRA JH HAZARIBAGH
30:13 BALUMATH LATEHAR JH HAZARIBAGH
30:14 CHANDAWA LATEHAR JH HAZARIBAGH
30:15 CHATRA CHATRA JH HAZARIBAGH
30:16 FATEHPUR GAYA BR HAZARIBAGH
30:17 GOLA RAMGARH JH HAZARIBAGH
30:18 HERHANJGANJ LATEHAR JH HAZARIBAGH
30:19 LAWALAUN CHATRA JH HAZARIBAGH
30:21 NAWALSAHI KODERMA JH HAZARIBAGH
30:22 PATARATU RAMGARH JH HAZARIBAGH
30:23 RAJAULI NAWADA BR HAZARIBAGH
30:24 RAJPUR CHATRA JH HAZARIBAGH
31:01 ALINAGAR DARBHANGA BR SITAMARHI&DARBHANGA
31:02 BHUTAHI SITAMARHI BR SITAMARHI&DARBHANGA
31:03 SURSAND SITAMARHI BR SITAMARHI&DARBHANGA
31:04 TARIYANI SHEOHAR BR SITAMARHI&DARBHANGA
31:05 RIGA SITAMARHI BR SITAMARHI&DARBHANGA
31:06 MANIGACCHI DARBHANGA BR SITAMARHI&DARBHANGA
31:07 BISFI MADHUBANI BR SITAMARHI&DARBHANGA
Private & Confidential
For Private Circulation Only
127
31:08 BANKATTA MADHUBANI BR SITAMARHI&DARBHANGA
31:09 RAIYAM DARBHANGA BR SITAMARHI&DARBHANGA
31:10 RAJ NAGAR MADHUBANI BR SITAMARHI&DARBHANGA
31:11 SUPAUL DARBHANGA BR SITAMARHI&DARBHANGA
31:12 RATWARA SITAMARHI BR SITAMARHI&DARBHANGA
31:13 PARIHAR SITAMARHI BR SITAMARHI&DARBHANGA
31:14 KALUAHI SITAMARHI BR SITAMARHI&DARBHANGA
31:15 BAZPATTI SITAMARHI BR SITAMARHI&DARBHANGA
31:16 AURAI SITAMARHI BR SITAMARHI&DARBHANGA
31:17 MADHEPUR SITAMARHI BR SITAMARHI&DARBHANGA
31:18 BELSAND SITAMARHI BR SITAMARHI&DARBHANGA
31:19 ANDHRAHTHARHI MADHUBANI BR SITAMARHI&DARBHANGA
31:20 BASOPATTI MADHUBANI BR SITAMARHI&DARBHANGA
31:21 JAINAGAR MADHUBANI BR SITAMARHI&DARBHANGA
31:22 KHUTAUNA MADHUBANI BR SITAMARHI&DARBHANGA
31:23 PHULPARAS MADHUBANI BR SITAMARHI&DARBHANGA
31:24 SAHARGHAT MADHUBANI BR SITAMARHI&DARBHANGA
32:01 BENGABAD GIRIDIH JH GIRIDIH
32:02 BIRNI GIRIDIH JH GIRIDIH
32:03 CHAKAI JAMUI BR GIRIDIH
32:04 DEORI GIRIDIH JH GIRIDIH
32:05 DUMRI GIRIDIH JH GIRIDIH
32:06 GANDE GIRIDIH JH GIRIDIH
32:07 GAWAN GIRIDIH JH GIRIDIH
32:08 GIRIDIH GIRIDIH JH GIRIDIH
32:09 JAMUA GIRIDIH JH GIRIDIH
32:10 PIRTAND GIRIDIH JH GIRIDIH
32:11 RAJDHANWAR GIRIDIH JH GIRIDIH
32:12 TISRI GIRIDIH JH GIRIDIH
33:01 RAMPUR BAGHELA SATNA MP SATNA
33:02 NAGOD SATNA MP SATNA
33:03 KOTHI SATNA MP SATNA
33:04 UNCHAHARA SATNA MP SATNA
33:05 RAMNAGAR SATNA MP SATNA
33:06 SEMARIYA SIRMAUR MP SATNA
33:07 GUNNOR PANNA MP SATNA
33:08 DEVENDRANGAR PANNA MP SATNA
33:09 SALEHA PANNA MP SATNA
33:10 PAWAI PANNA MP SATNA
33:11 AMANGANJ PANNA MP SATNA
33:12 Babupur PANNA MP SATNA
34:01 BARAMKELA RAIGARH CG RAIGARH
34:02 BIRRA RAIGARH CG RAIGARH
34:04 DHARAMJAIGARH RAIGARH CG RAIGARH
34:05 GHARGHODA RAIGARH CG RAIGARH
Private & Confidential
For Private Circulation Only
128
34:06 KHARSIA RAIGARH CG RAIGARH
34:07 LELUNGA RAIGARH CG RAIGARH
34:08 PUSAUR RAIGARH CG RAIGARH
34:09 SARANGARH RAIGARH CG RAIGARH
34:10 SHAKTI RAIGARH CG RAIGARH