Public Issue of Secured Non Convertible Debentures
July 2014
1
Disclaimer
This presentation does not constitute an offer or invitation to purchase or subscribe for any securities in any
jurisdiction. No part of it should form the basis of or be relied upon in connection with any investment decision or any
contract or commitment to purchase or subscribe for any securities. This presentation is confidential and may not be
copied or disseminated, in whole or in part, and in any manner.
This presentation contains forward-looking statements based on the currently held beliefs and assumptions of our
management, which are expressed in good faith and in their opinion reasonable. Forward-looking statements involve
known and unknown risks, uncertainties and other factors, which may cause our actual results, financial condition or
performance or industry results to differ materially from the results, financial condition or performance expressed or
implied by such forward-looking statements. Given these risks, uncertainties and other factors, viewers of this
presentation are cautioned not to place undue reliance on these forward-looking statements. We disclaim any
obligation to update these forward-looking statements to reflect future events or developments. This presentation has
not been approved and will not be reviewed or approved by any statutory or regulatory authority in India or by any
Stock Exchange in India and may not comply with all the disclosure requirements prescribed thereof. This presentation
may not be all inclusive and may not contain all of the information that you may consider material.
Shriram Transport Finance Company Limited, (“Company”), is proposing, a public issue of secured redeemable nonconvertible debentures and has filed a Shelf Prospectus and Tranche I Prospectus with the Registrar of Companies,
Chennai, Tamil Nadu, SEBI, the National Stock Exchange of India Limited, (“NSE”) and the BSE Limited (“BSE”). The
Prospectus is available on the website of the NSE, the BSE, the Company and the websites of the Lead Managers to the
Issue, namely www.jmfl.com, www.akcapindia.com, www.edelweissfin.com, www.icicisecurities.com. Investors are
urged to take any decision to invest in the said debt securities pursuant to and solely on the basis of the disclosures
made in the Prospectus. Please see the section entitled “Risk Factors” on page 17 of the Shelf Prospectus for the risks in
this regard.
2
Offering Summary
Size
Base Issue Size of ` 500 Crore with an option to retain oversubscription upto the Shelf Limit of ` 3,000 Crore
Investment options
Eight Options including two monthly option to Individuals applying for allotment in demat mode
Credit Rating
“CARE AA+” by CARE, “CRISIL AA/Stable” by CRISIL and “IND AA+” by India Ratings
Subscription period
•
•
Security
First charge to be created on an identified immovable property and specific future receivables of the Company
Listing
NCDs are proposed to be listed on NSE and BSE
Issue Opening date: July 2, 2014 - Issue Closing date: July 22, 2014
Issue may be closed on earlier date, at the discretion of the duly authorised committee of Directors of Company upon achieving
subscription of Base Issue size of ` 500 Crore for early closure before 22nd July,2014
Series I, II, III, IV and V NCDs
Aggregate of Coupon and
Additional Incentive on any
record date for NCD Holders
•
•
Individuals (Retail and HNI): 11.00% p. a. for 3 years, 11.25% p. a. for 5 years and 11.50% p.a. for 7 years with
monthly interest payout option available for 5 years and 7 years
Others: 9.85% p. a. for 3 years, 10.00% p. a. for 5 years and 10.15% p.a. for 7 years
Series VI, VII and VIII NCDs
•
Individuals (Retail and HNI): ` 1,368.02 per NCD for 3 year option, ` 1,704.62 per NCD for 5 year option & `
2,143.79 per NCD for 7 year option
Others: ` 1,325.90 per NCD for 3 year option, `1,610.93 per NCD for 5 year option & ` 1,968.44 per NCD for 7 year
option
Redemption Amount for
NCD Holders
•
Effective Yield on any record
date for NCD Holders
•
•
Individuals (Retail and HNI): 11.00 % p. a. for 3 years, 11.25%p. a. for 5 years, 11.50%p. a. for 7 years
Others: 9.85 % p. a. for 3 years, 10.00%p. a. for 5 years, 10.15%p. a. for 7 years
•
Senior Citizens (only First Allottee) shall be entitled to an additional yield at the rate of 0.25% p.a. For series VI, VII
and VIII, Senior Citizens (only First allottee) will get ` 1,377.29, ` 1,723.87 and ` 2,177.70 respectively at end of the
tenure.
Additional Incentive for
Senior Citizens
Lead Managers and Debenture Trustee to the Issue
Lead Managers
Debenture Trustee
*subject to applicable tax deducted at source, if any on the Physical Applications
3
Company Snapshot
“SHRIRAM” Group
 SHRIRAM conglomerate has strong
presence in:
Financial Services Business:
Shriram Transport Finance
Company Limited
 On of the largest Indian asset financing
NBFC, with total AUM of ` 53,834 Crore
as of March 31, 2014
 Track record of over 35 years
•
Commercial Vehicle Financing;
 Pan-India presence through widespread
network of 654** branches
•
Consumer Finance;
 Total employee strength was 18,122**
•
Life and General Insurance;
•
Stock Broking;
 Registered as a Deposit taking NBFC
with Reserve Bank of India
•
Distribution of Third Party
financial Products
 Strategic presence in pre-owned and
new commercial vehicles (with a focus
on First Time Users (FTUs) and Small
Road Transport Operators (SRTOs))
 Expertise in origination, valuation and
collection
** As of March 31, 2014
4
Subsidiaries
Shriram Equipment Finance Company Limited
Shriram Transport
Finance Company
Limited
Pre-owned and new
commercial vehicle and
passenger vehicle financing
- Wholly owned subsidiary
- Pre-owned and new construction equipment financing
- As on March 31, 2014, it had assets under finance of ` 3,418 Crore
Shriram Automall India Limited
- Wholly owned subsidiary
- Providing facilitation services , Stock-yard services, refurbishing of
commercial vehicles and equipment,
- One-stop shop catering to the various needs of commercial vehicle
and equipment users, banks, NBFCs and other lenders of
commercial vehicles
- As on March 31, 2014, there are 32 operational "Automalls"
5
Business Strengths
One of the largest Indian asset
financing NBFC
 AUM of ` 53,834 Crore as of
March 31, 2014
 Widespread network of 654
branches across India as of
March 31, 2014 with a large
customer base
 Strategically
expanded
marketing and customer
origination
network
by
entering into partnership and
co-financing
arrangements
with
private
financiers
involved
in
commercial
vehicle financing
Unique business model and
Extensive experience &
expertise in credit appraisal
 Our
credit
evaluation
techniques,
relationship
based approach, extensive
branch network and strong
valuation skills make our
business model unique and
sustainable
 Stringent credit policies,
including limits on customer
exposure, to ensure the asset
quality of the loans and the
security provided for such
loans has helped us maintain
relatively low NPA levels
 Expertise in valuing preowned vehicles enables the
Company
to
accurately
determine a recoverable loan
amount
for
commercial
vehicle purchases
Experienced senior
management team
 Board of Directors with
extensive experience in the
automotive and/or financial
services sectors
 Senior
and
middle
management personnel with
significant experience and indepth industry knowledge
and expertise
 Most
of
our
senior
management
team
has
grown with the Company
and have more than 15 years
of experience with the
Company
6
Business Strengths
Access to a range of cost effective funding
sources
 Able to borrow from a range of sources at
competitive rates
 Relatively stable cost of funds due to our
improved credit ratings, effective treasury
management and innovative fund raising
programs
Strong brand name
 Well established "Shriram" brand
 Strong presence in Financial Services
 Borrowings
 Strategic mix of retail and institutional
borrowing
 Access to fixed and floating rate
borrowings due to prompt debt servicing
and strong relationships with public,
private sector and foreign banks
 Also able to mobilize retail
deposits at competitive rates
fixed
 Also raised subordinated debt eligible
for Tier II capital
 Securitization of loan book at regular intervals
to maintain growth momentum
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Board of Directors

Arun Duggal,
Non-Executive
Chairman




Umesh Govind
Revankar,
Managing Director




R Sridhar

Non-Executive Non
Independent Director 
Puneet Bhatia
Non-Executive
Director and NonIndependent



Experienced international banker with an experience of ~ 35
years in the banking and finance industry
A member of the Investment Committee of Axis Private Equity
26 years experience with Bank of America, also the Chief
Executive of Bank of America in India from 1998 to 2001
Started his career with Shriram Group as an Executive Trainee in
the year 1987
Has been with the Shriram group for the last 27 years and
possesses extensive experience in the financial services industry
Has shouldered various responsibilities and worked in several
key roles of business operations
Over twenty five years of experience in financial services sector,
especially in commercial vehicle financing
Former Managing Director of the Company for twelve years
(2000-2012)
The recipient of Ernst & Young’s entrepreneur of the year –
Manager Award 2011 and Business Achiever Award from
Institute of Chartered Accountants of India (ICAI) for the year
2010-2011
Member of the Corporate Bond and Securitisation Advisory
Committee of SEBI
Member of the Advisory Group on NBFCs constituted by the
Ministry of Finance, Government of India
Managing Director and Country Head -TPG Capital India
Former Chief executive of the Private Equity Group for GE
Capital India

M. S. Verma
Non-Executive
Independent Director



Former Member of IAS and held several senior positions in
Ministry of Home Affairs, Ministry of Communications and
Information Technology, Ministry of Information and
Broadcasting and in the Department of Tourism, Culture and
Public Relations, Department of Mines, Mineral Resources,
Revenue and Relief and Rehabilitation of the Government of
Madhya Pradesh


Former Deputy Governor of the Reserve Bank of India
Served as chairman of BRBNM (P) Ltd. and DICGC and was on
the Boards of SEBI, NABARD, Exim Bank

Managing Director and CEO of HDFC Standard Life Insurance
Company
Over 25 years of experience in different capacities with leading
Indian Financial Services Group, Technologies Service
Company and international banks
Lakshminarayanan
Subramanian
Non-Executive
Independent Director
Kishori Udeshi
Non-Executive
Independent Director

Amitabh Chaudhry
Non-Executive
Independent Director



S. M. Bafna
Non-Executive
Independent Director
Over 29 years of experience in the automobile industry
Dealer of Tata Motors, Honda, Hyundai and Maruti Udyog
Limited
Gerrit Lodewyk Van
Heerde
Non-Executive
Independent Director
A career banker with over five decades of experience in
banking and finance
Former Chairman of State Bank of India. Since then has served
as Advisor to RBI, non-executive Chairman IDBI Bank and
Chairman TRAI
Member
of
governing
Board/Council/Committee
of
educational and research institutions of national/international
importance – National Council of Applied Economic Research
(NCAER) and Jawaharlal Nehru University (JNU)
Retiring from directorship from July 9, 2014

CFO of Sanlam Emerging Markets and has 22 years of
experience in the financial services industry
Fellow of the Institute and Faculty of Actuaries in the United
Kingdom as well as a Fellow of the Actuarial Society of South
Africa
8
Financial Highlights
High Credit Rating While Exhibiting Strong Financial Growth
Total Income
9,000
8,000
1,400
7,016
6,179
1,464
1,358
1,309
1,000
5,000
4,000
3,000
800
600
2,000
400
1,000
200
FY12
FY13
FY14
Financial Year
FY12
FY13
Financial Year
FY14
AUM
70,000
60,000
50,000
Net Profit after Tax
1,200
6,000
-
Rs. in Crore
1,600
Rs. in Crore
Rs. in Crore
7,000
8,480
53,161
57,253
42,230
40,000
30,000
20,000
10,000
FY12
FY13
Financial Year
FY14
Consolidated AUM is a sum of individual AUMs in Shriram Transport Finance and Shriram
Equipment Finance
Consolidated Financials
9
Financial Highlights
Expertise in origination, valuation and collection
Prudent Credit Norms
 Stringent credit evaluation tools, limiting
customer and vehicle exposure, and direct
interaction with customers
 Strong
Credit evaluation and recovery
mechanism, asset-backed lending model and
adequate asset cover
Efficient Collection Procedure
 Regular direct contact with customers and
other market players, avoiding intermediaries
 The product executives are responsible for
customer origination and evaluation, loan
administration and monitoring as well as loan
recovery processes which enables them to
develop strong relationships and capitalize on
local knowledge
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Business Strategy
Further expand operations by growing our branch network, penetration into rural
centres and increasing partnership and co-financing arrangements with private
financiers
Continue to develop our Automall business through our wholly-owned subsidiary
Shriram Automall India Limited
Consolidate and expand our construction and equipment finance business
through our wholly-owned subsidiary, Shriram Equipment Finance Company
Limited
Consolidate our product portfolio
Continue to implement advanced processes and systems
11
Issue Structure – Common Terms
Issue Size
Base Issue Size of ` 500 Crore with an option to retain oversubscription upto the Shelf Limit of ` 3,000 Crore
Details
Face Value and Issue Price
(` per NCD)
` 1,000
Minimum Application
` 10,000/- (10 NCDs) (for all Series of NCDs either taken individually or collectively)
Mode of allotment
All Series of NCDs except for Series IV and Series V NCDs will be allotted in the dematerialized form and/or the physical form, at
the option of the Applicant. Series IV and Series V NCDs will be allotted compulsorily in the dematerialized form
Trading Lot
One NCD
Rating of NCDs
“CARE AA+” by CARE, “CRISIL AA/Stable” by CRISIL and “IND AA+” by India Ratings
Record Date
Date falling 15 days prior to the relevant Interest Payment Date on which the interest is due and payable, or the Redemption Date
under the Tranche-I Prospectus, or as may be prescribed by the relevant Stock Exchange/s. In case the record date, as defined
herein, falls on a public holiday, the record date shall be the previous Working Day immediately preceding such date.
Deemed Date of Allotment
The Deemed Date of Allotment for the NCDs shall be the date on which the Board of Directors or duly authorized committee
thereof approves the allotment of the NCDs or such date as may be determined by the Board of our Company and/or a duly
authorized committee thereof and notified to the Stock Exchanges.
Stock Exchanges proposed for
listing of the NCDs
Depositories
Mode of Interest Payment
NSE and BSE
NSDL and CDSL
Through various options available
Tax on the coupon interest to the
Resident NCD Holder
Interest received by the NCD Holders would be subject to tax at the normal rates of tax. No tax is deductible at source on any
interest payable on NCDs issued by the Company in dematerialized form and listed on a recognized stock exchange in India. In
case of NCDs held in physical form, tax will not be deducted at source from interest payable on such NCDs held by the investor (in
case of resident Individuals and HUFs), if such interest does not exceed ` 5,000 in any financial year. If interest exceeds the
prescribed limit of ` 5,000 on account of interest on the NCDs, then the tax will be deducted at applicable rate. However, investors
are advised to consider in their own case the tax implications in respect of subscription to the NCDs after consulting their tax
advisor
Tax on the capital gains to the
Resident NCD Holder
Long-term capital gains arising on the transfer of listed NCDs would be subject to tax at the rate of 10% of capital gains calculated
without indexation of the cost of acquisition. Short-term capital gains on the transfer of listed debentures, where debentures are held
for a period of not more than 12 months would be taxed at the normal rates of tax. However, investors are advised to consider in
their own case the tax implications in respect of subscription to the NCDs after consulting their tax advisor
12
Issue Structure – Details
Issue Size
Base Issue Size of ` 500 Crore with an option to retain oversubscription upto the Shelf Limit of ` 3,000 Crore
Series
Tenor
Interest Payment
Frequency
Coupon (% per annum)
Additional Incentive on
coupon (% per annum)
Aggregate of Coupon and
Additional Incentive on
any Record Date (% per
annum)
I
II
III
IV
V
VI
VII
VIII
36 months
60 months
84 months
60 months
84 months
36 months
60 months
84 months
Annual
Annual
Annual
Monthly**
Monthly**
Not Applicable
Not Applicable
Not Applicable
9.85%
10.00%
10.15%
10.71%##
10.94%##
Not Applicable
Not Applicable
Not Applicable
Nil
Nil
Not Applicable
Not Applicable
Not Applicable
10.71%
10.94%
Not Applicable
Not Applicable
Not Applicable
Individuals Others Individuals
Others
Individuals Others
1.15%
Nil
1.25%
Nil
1.35%
Nil
11.00%
9.85%
11.25%
10.00%
11.50%
10.15%
Redemption Amount for
NCD Holders
( ` / NCD)
Repayment of the Face Value plus any interest at the applicable Coupon that may have accrued Individuals Others Individuals Others Individuals Others
at the Redemption Date plus Additional Incentive as may be applicable for Individual NCD
Holders
` 1,368.02 ` 1,325.90 ` 1,704.62 ` 1,610.93 ` 2,143.79 ` 1,968.44
per NCD* per NCD* per NCD* per NCD* per NCD* per NCD*
Effective Yield on any
record date***
(% p. a.)
Individuals Others Individuals
11.00%
9.85%
11.25%
Others
10.00%
Individuals Others Individuals
11.50%
10.15%
11.25%
Interest on Application (% p. a.)
9.00%
Note
Individuals Individuals
11.50%
11.00%
Others
Individuals
Others
Individuals
Others
9.85%
11.25%
10.00%
11.50%
10.15%
Interest on Refund (% p. a.)
4.00%
* subject to applicable tax deducted at source, if any.
**Monthly option shall be available only to Individuals applying for Allotment of NCDs in demat form only.
*** Senior Citizens (only First Allottees) shall be entitled to an additional yield at the rate of 0.25% per annum
# For series VI, VII and VIII, Senior Citizens (only First Allottee) will be paid an aggregate amount of ` 1,377.29, ` 1,723.87 and ` 2,177.70 per NCD, respectively, on the Redemption Date.
## For series IV and V, Senior citizens (only First Allottee) will get a coupon of 10.94% per annum and 11.17% per annum respectively payable monthly.
13
Issue Structure – Categories
Categories
Category I
Category II
Category III
Category IV
Institutional Investors
Non Institutional Investors
High Net-worth Individual,
(“HNIs”)
Retail Individual Investors
Resident public financial institutions as specified
in Section 2 (72) of the Companies Act, 2013
authorized to invest in the NCDs;
Companies; bodies corporate and societies
registered under the applicable laws in India
and authorized to invest in the NCDs;
Resident Indian individuals who
apply for NCDs aggregating to a
value more than ` 5 Lacs, across
all Series of NCDs
Resident Indian individuals
who apply for NCDs
aggregating to a value not
more than ` 5 Lacs, across all
Series of NCDs
Statutory corporations including State Industrial
Development Corporations, commercial banks,
co-operative banks and regional rural banks
incorporated in India and authorized to invest in
the NCDs;
Educational institutions and associations of
persons and/or bodies established pursuant
to or registered under any central or state
statutory enactment; which are authorized to
invest in the NCDs;
Hindu Undivided Families
through the Karta who apply for
NCDs aggregating to a value
more than ` 5 Lacs, across all
Series of NCDs
Hindu Undivided Families
through the Karta who apply
for NCDs aggregating to a
value not more than ` 5 Lacs,
across all Series of NCDs
Indian Provident funds with a minimum corpus
of ` 2,500 lacs, pension funds with a minimum
corpus of ` 2,500 lacs, superannuation funds and
gratuity funds, authorized to invest in the NCDs;
Trusts settled under the Indian Trusts Act,
1882, public/private charitable /religious
trusts settled and/or registered in India under
applicable laws, which are authorized to
invest in the NCDs;
Indian alternative investment funds registered
with SEBI and Venture Capital Funds;
Resident Indian scientific and/or industrial
research organizations, authorized to invest in
the NCDs;
Indian insurance companies registered with the
IRDA;
National Investment Fund set up pursuant to the
resolution F. No. 2/3/2005-DD-II dated
November 23, 2005 by the Government of India;
Partnership firms formed under applicable
laws in India in the name of the partners,
authorized to invest in the NCDs; and
Limited liability partnerships formed and
registered under the provisions of the Limited
Liability Partnership Act, 2008 (No. 6 of 2009),
authorized to invest in the NCDs
Insurance funds set up and managed by the
Indian army, navy or the air force of the Union of
India or by the Department of Posts, India
Indian Mutual Funds registered with SEBI
14
Issue Structure – Categories
Applications cannot be made by:
• Minors without a guardian name*
• Foreign nationals inter-alia including any NRIs who are (i) based in the USA, and/or, (ii) domiciled in the USA, and/or,
(iii) residents/citizens of the USA, and/or, (iv) subject to any taxation laws of the USA
• Persons resident outside India
• Foreign Institutional Investors
• Foreign Portfolio Investors
• Qualified Foreign Investors
• Overseas Corporate Bodies; and
• Persons ineligible to contract under applicable statutory/regulatory requirements
*Applicant shall ensure that guardian is competent to contract under Indian Contract Act, 1872
15
Salient Features
Allocation, Reservation and Dematerialization
 Allocations will be on a First Come First Serve Basis, with reservations as follows:
• 50% - Retail Individual Portion (Individual and HUFs applying for ` 5 lakhs or less across all series of NCDs)
• 30% - HNI Portion (Individual and HUFs applying for more than ` 5 lakhs across all series of NCDs)
• 10% - Non Institutional Portion
• 10% - Institutional Portion
 Inter - Category over -flow in favour of Retail Individual, then HNI, then Non Institutional and then Institutional
 An applicant has the option to opt for allotment in dematerialized form and/or the physical form for all Series of NCDs except for Series IV and
Series V NCDs. Series IV and Series V NCDs will be allotted compulsorily in the dematerialized form
Liquidity and Exit Options
Liquidity
Exploring the Market
making possibilities
Exit Prior to Maturity
One Instrument for
each Series, which
will reduce the
number of
instruments
Secondary Market Exit
•
Listing on both the exchanges, NSE and BSE to provide tradability
Safety of Investment
NCDs rated ‘CARE AA+’ by
CARE, ‘CRISIL AA/Stable’ by
CRISIL and “IND AA+” by
India Ratings
IDBI Trusteeship Services
Limited is appointed as
Debenture Trustee to the Issue
NCDs to be secured by a first
charge on an identified
immovable property and
specified future receivables of
the Company
Creation of Debenture
Redemption Reserve of 25% of
the value of NCDs through
public issue (subject to the
Company generating adequate
profits every year, until such
NCDs are redeemed)
16
Unique Features
Individuals (Retail Individual Investors and High Net - worth Individuals (HNIs) who hold the NCDs
on any record date shall be eligible to additional incentive in terms of interest in case of Series I, II and
III NCDs and redemption amount in case of Series VI, Series VII and Series VIII NCDs respectively
Monthly payment option to provide regular cash flow to investors
Qualifying Investors can apply for the NCDs in physical form and/or dematerialised form except for
Series IV and Series V NCDs which will be allotted compulsorily in the dematerialized form
Exploring the market making possibilities
Additional Incentive available for Senior Citizens
17
Investment Rationale
One of the largest Indian asset financing NBFC
Unique Business Model and Consistent Track Record
Good Credit Rating and Strong Financials
Low levels of NPAs – Net NPA of 0.84% as on March 31, 2014
Experienced Management Team
Attractive returns – Individuals to get additional benefits
Retail Individual Investors and High Net - worth Individuals (HNIs) to get the same benefits
Listing on NSE & BSE to provide liquidity and exit options
Qualifying Investors can apply for the NCDs in physical form except for series IV and series V under
monthly option
18
Lead Managers & Other Intermediaries
Lead Managers
JM Financial Institutional Securities Limited
A. K. Capital Services Limited
Edelweiss Financial Services Limited
ICICI Securities Limited
Registrar
Integrated Enterprises (India) Limited
Debenture Trustee
IDBI Trusteeship Services Limited
Stock Exchange
National Stock Exchange of India Limited
BSE Limited
19
Lead Brokers
A. K. Stockmart Private Limited
Axis Capital Limited
Edelweiss Broking Limited
HDFC Securities Limited
India Infoline Limited
Lead Brokers
ICICI Securities Limited
Integrated Enterprises (India) Limited
Just Trade Securities Limited
JM Financial Services Limited
Karvy Stock Broking Limited
Kotak Securities Limited
RR Equity Brokers Private Limited
SMC Global Securities Limited
SHCIL Services Limited
Tipsons Stock Brokers Private Limited
Trust Financial Consultancy Services Private Limited
20
Thank You