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7/30/2019 Ask Dvcf Fund1

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ASK REAL ESTATE

SPECIAL OPPORTUNITIES

FUND


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1. Indian Real Estate Scenario Growth Drivers Interest Rate Real Estate...Why Now

2. ASK Advantage

Group Overview Investment Manager Key Resources

3. ASK Real Estate Special Opportunities Fund

Real Estate Venture Capital Fund Why Real Estate VCF Real Estate Investment Philosophy & Strategy Investment Guidelines Preferred Entry Point & Process Flow

Risk Management Asset Management Our Edge & Differentiator Real Estate VCF Structure & Investment Committee Key Terms Liquidity and Transfer Customer First

4. Advisors & Tax Implications


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According to UN, Indias growth in urbanization is faster than the rest of the world

Estimated to touch ~370 mn by 2011 and 590 mn by 2030

Urban Population will contribute 66% of National Income by 2011*

Urban Population will contribute 70% of National Income by 2030*

Source : National Institute of Urban Affairs , UNPD & CPHEEO, McKinsey

Urban Population (in mn) 159 218 285 325 370 590

Urban Population (CAGR %) 3.9 3.2 2.7 2.6 2.7 3.10

Urban Population (%) 23.3 25.7 27.8 29.1 31.2 40

Contribution to National Income (%) 47 55 60 63 66 70

1981 1991 2001 2006 2011* (E) 2030*(E)


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-

20,000

40,000

60,000

80,000

1,00,000

1,20,000

1,40,000

1,60,000

1,80,000

2,00,000

18,885 20,895 23,199 25,95629,642 33,283

40,14144,345

89,913

1,87,480

(In

Rs.)

Indias per capita disposable income (at current prices) has grown 2.6 times in the past 10 yearsand 1.6 times in the past four years

The country will become the worlds fifth largest consumer market by 2025, as predicted byMcKinsey

Source : CSO, RBI, Press Releases, Goldman Sachs (GS) Economic Research Global Economic Paper 153 , Wikipedia.org/wiki/BRIC


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91 Million middle classurban households

(up from 22 million in 2010)

Urban Indias average

national income willincrease four times by 2030

Source : India Urbanization Econometric Model; McKinsey Global analysis

Compound annual

growth rate, %


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Cities with more than 1 million population set to grow from 42 to 68 by 2030

Source : National Institute of Urban Affairs , UNPD & CPHEEO, McKinsey

Tier 1 Mumbai, Delhi and Bengaluru

Tier 2 Hyderabad, Pune, Chennai and Kolkata

Tier 3 & Emerging Cities Ahmedabad, Nagpur, Chandigarh, Indore, Jaipur, Lucknow, Bhubaneshwar,Kochi, Mangalore, Trivandrum and about 30 more cities

Classifying Indian Cities


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1. 2008 prices.

2. National Capital Territory; excludes Noida, Gurgaon, Greater Noida, Faridabad and Ghaziabad

Source : India Urbanization Econometric Model; McKinsey Global Institute analysis

6 Mega Citieswill havepopulationgreater than 10Million

Delhi & Mumbaiwill be amongstthe 5 largestcities in theworld


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Source : India Urbanization Econometric Model; McKinsey Global Institute analysis

# Middle classhouseholdsexpected toreach 147Million

Deprived class

segment (


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Mortgage Lending in the aforesaid period has been at Sub PLR rates

Teaser rates introduced in December 2009 till March 2010 at 8% p.a. for the first 2 years

Teaser rates re-introduced for individuals are currently 8.5% for the fiscal till March 2011 & 9.5%for 2012. Thereafter, the rates are linked to PLR

Source: HDFC Limited

12.75%

12.50%

11.50%

10.00%

9.75%10.25%

11.25%

13.50%

13.75%

15.00%14.50%

13.75%

14.00%14.25%

8.25%

8.50%

13.00%

11.00%

8.25%

8.75%

11.00%

8.00%

7.00%

8.00%

9.00%

10.00%

11.00%

12.00%

13.00%

14.00%

15.00%

PRIME LENDING RATE HOME LOAN LENDING RATES TEASER RATES


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Strong Economic Growth Increasing Urbanization

Increasing per capita Income Increase in Job Opportunities

Diversification Strategy Development Margins Risk Management

Wealth of Experience Non FDI - Duration and Liquidity Top 7 Urban Centers Development Edge

Increased Liquidity willstimulate demand

FDI Regulations

Prominent developers keenOn Private Equity

Corporate Governance


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Promoted by Asit & Sameer Koticha

25 years in financial services

Pioneer in equity research and portfolio management

Strategically focused on top of the pyramid

Dedicated companies focused on financial planning, wealth advisory, insurance broking, investment

management, asset management and private equity business

Corporate Social Responsibility: To focus on empowerment as opposed to charity and donation


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ASK Group AUM US$ 1 Billion


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Sunil is spearheading the real estate practice for ASK Group in addition to other responsibilities.Additionally, Sunil is a Director of ASK Property Investment Advisors (ASK PIA) Pvt. Ltd. Sunil is anengineer and a management graduate.

Sunil Rohokale has also worked for more than a decade with ICICI Bank, the largest private sector bankin India. ICICI Bank was also a market leader in home mortgages, consumer finance and corporatefinance. Sunil has served ICICI Bank in various capacities in assets, liabilities and wealth management.

His last assignment was as the Managing Director & CEO of ICICI Home Finance Co Ltd, one of thelargest mortgage company in India & a wholly owned subsidiary of ICICI Bank. He was a member of thecore team that started the mortgage business in 1999. Under his leadership the Bank has achieved aleadership position in the mortgage and real estate business with mortgage and real estate portfolio ofUS $ 18bn which was half of ICICI Banks retail assets. He is amongst those rare professionals withexperience in the retail segment on both assets and liabilities side. He enjoys strong credentials insetting up new businesses and building strong professional teams that deliver results.

At ASK, Sunil has successfully launched the ASK Real Estate Special Opportunities Portfolio in 2009and raised a corpus of Rs. 326 Crores from the domestic market under tough market conditions.

ASK Investment Holdings Pvt. Ltd


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Amit has spent more than 15 years in financial services of which he has spent more than a decade in themortgage and real estate business. Amit worked in various capacities in ICICI Bank including as NationalCredit Head for mortgage division. Amit is a Chartered Accountant.

Prior to ASK, Amit was the Head of ICICI Property Services which comprised of transactions, investmentbanking, research & advisory. ICICI Property Services became one of the largest players and syndicated asignificant amount of private equity on behalf of domestic and offshore investors in various real estateprojects across the country, during his tenure.

He has overseen over US $ 300 Million of real estate private equity investments, supervised leasingmandates of over 3.5 million sq ft of commercial space and sale transactions of over 2500 residential &commercial properties.

ASK Property Investment Advisors


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Raman has 15 years of extensive real estate, construction and project management experience. Raman isBE Civil Engineer & Masters in Financial Management from Jamnalal Bajaj Institute of Management Studies

Prior to ASK he worked with Walton Street capital, a Chicago based PE fund, as Head - Asset management,India for their investments in Indian real estate. In his previous assignments, he was Head Research &Consulting, ICICI Property Services, where he advised developers, investors (Institutional & Retail),construction conglomerates, Government bodies etc., for their real estate investments He has also workedwith Shapoorji Pallonji & Co. Ltd. (SPCL), for over 8 years on projects in India as well as overseas. At SPCLRaman executed large landmark projects including the tallest residential towers in Mumbai, commercialoffice complex in Mauritius, etc.



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Lakshmipathi has over 15 years of experience in real estate & financial services.

Prior to ASK he worked with ICICI Bank for over 8 years in Real Estate and Mortgage business. As a coreteam member, he set up the mortgage business for ICICI Bank in Southern region of India, during which thebank achieved market leadership. He was also instrumental in setting up the mortgage business in Russiafor ICICI Bank, where he built a mortgage book of over USD 100 million . He was the head of Retail businessgroup of Russian subsidiary of ICICI Bank and also a nominated executive board member for the bank inRussia.



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Deepak has over 11 years of experience in the Asset Management, Project Management and Real EstateValuations. He is a Civil Engineer and holds a Masters in Construction Management from NICMAR, Pune.

Prior to ASK he worked with India REIT ( a Ajay Piramal Group venture), as Head - Asset Management. Hemonitored 22 projects across 5 cities (Mumbai, Pune, Bengaluru, Hyderabad & Chennai) comprising of 29million sq ft of Residential projects, 12 million sq ft of Commercial projects & 1.7 million sq ft of Retaildevelopments. He has also worked with ICICI Home Finance Co., where he was responsible for monitoring& carrying out valuations for ICICI Banks mortgage portfolio in the Western region of India. He also workedwith Mahindra Constructions where he executed residential developments in Mumbai , Chennai and a 100acre development in Pune.



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Chetan has 10 years of experience in real estate financing. He is a Chartered Accountant.

Prior to ASK he worked as Associate Director Origination and Underwriting for Hypo Real Estate (HRE),India. HRE is a German bank focused on lending for real estate and infrastructure projects across the globeand has investments in Indian real estate.

He has also worked as Chief Manager - Corporate and Realty Finance with ICICI Bank. He has also workedwith Infrastructure Leasing & Financial Services (IL&FS) in their investment management arm and was part

of the team which managed the AIG Indian Sectoral Equity Fund.



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Abhimanyu has 15 years of experience in real estate for project feasibility, design, project management andconstruction. He is a Civil Engineer from Chennai University.

Prior to joining ASK, he worked with ICICI Home Finance Co., as Head Investment Banking (Real Estate),on Land Advisory, Joint Venture Structuring, Equity Syndication, etc. At ICICI he also initiated & lead a newgroup for provided Investment & Project Monitoring Services to Domestic & International P E Investors fortheir investments in India. His other associations were with Godrej Properties Ltd., Hincon TechnoConsultants Ltd., and Shapoorji Pallonji & Co Ltd., where he worked on projects like LAVASA, 2.2 Millionsq. ft. IT/ ITES Development in Kolkata, Mumbai - Pune Expressway, etc.



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Jinesh is a management graduate & holds a Masters Degree in Commerce. He has over 8 years ofexperience in mortgage, real estate lending and investments advisory in real estate. His last assignmentwith the Property Services Group of ICICI Home Finance was of Head West Investments Advisoryoffering real estate investment opportunities to HNIs. He has also worked with the real estate finance groupof HDFC Bank Ltd.



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The VCF shall seek to attain superior and consistent risk adjusted returns by investingthrough equity, structured debt, mezzanine funding and innovative equity linkedproducts.

It seeks to invest in securities of special purpose vehicles (entities that actually hold theproject) as well as holding companies (the companies that have a portfolio of projectseither in themselves and / or in downstream companies)

Real Estate experts:

Spot and evaluate opportunities

Develop

Monitor and

Plan exit strategies

Which mitigates risk arising from concentration, segment and geographic limitation

Asset Management is a specialized task


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Investing mindset to run a marathon rather than a short sprint Focus on absolute returns rather than relative returns

Research and risk evaluation will be the backbone

Growth at reasonable prices

Focus on compounding opportunities rather than one time pops

Location to be the key to investing

Sustainable developments

Exit options should be evaluated with the following in mind

Customers buy for their reasons, not yours


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Investments in Top 7 urban centers only Investments will be into securities of Asset Level Special Purpose Vehicle (SPV) &

holding companies (the companies that have a portfolio of projects either inthemselves and / or in downstream companies)

Investments in self liquidating residential & mixed land use developments

Investments in redevelopment of residential projects

Investments at distressed valuations for recapitalisation of projects and entities

Focus on projects within city & suburban limits

Partnering with prudently managed developers


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Investment in a single project not to exceed 25% of the Fund Investment in a group not to exceed 30% of the Fund

Investment in each of (a) Bengaluru; (b) the Mumbai Metropolitan Region; (c) theNational Capital Region not to exceed 40% of the Fund

Investment in each of (a) Chennai; (b) Hyderabad; (c) Kolkata; and (d) Pune not toexceed 30% of the Fund

Investment in holding company (the companies that have a portfolio of projects eitherin themselves and / or in downstream companies) not to exceed 25% of the Fund


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Segment Analysis &synopsis

Pre-Feasibility Studies

Developer &Project DueDiligence

In Principal

approval

DownwardProtection

Margin ofsafety

Early StageEntry

Well Defined

Exit Plans

Clear Land Title Development

Feasibility Investment

CommitteeApproval

DefinitiveAgreements withmonitoring rights

Tracking ofMarketConditions

StrategicEquity Sale

REMF/ REIT

Self Liquidating

SPVs / Pre-sales

Value Additionin planning,Construction &Marketing

Periodicmonitoring &reporting

mechanisms Milestone

drivendisbursements

Tax EfficientPlanning

Optimal DebtPlanning


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Evaluate Long TermAsset performanceusing Investor Objectivesas a benchmark

Monitoring the flow ofinformation during thedevelopment process

Continuously monitormacro environment

Ensure that Time, Costand Qualitybenchmarks areadhered

Suggesting coursecorrection if required

Measure performance

vs. Business Plan Supervise and direct

Facilities Managementfunction includingTenant Relations

Investor Reporting

Make Operationalchanges to improveAsset performance

Tracking of MarketConditions

Evaluate ExitStrategy as envisagedin Business Plan

Track & EvaluateUnsolicited offers Hold Sell Analysis

Make recommendation

to investmentCommittee on timing &viability of Offer

Manage theDisposition Processincluding Premarketing& Appointment ofIntermediaries


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Network of strong developer relationships & Industry Interfaces Direct origination of investment opportunities Increased returns

Team bandwidth and experience

Focus on development and management expertise

Proven track record of managing clients money in real estate

Alignment of Interest : Owner Manager framework


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Projects

InvestmentInvestmentManager

Returns

Registration

Trusteeship

Services

35


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is the Chairman and promoter of ASK Investment Holdings Pvt. Ltd. He has over twoand half decades of experience in the Indian capital markets and is highly regarded in the Indianfinancial markets. He is known for his strategic agility in investing and has featured in CNBCTV18s Wizards of Dalal Street.

( Detailed profile on page 16 )

is the Director and founder promoter of the ASK group. He is responsible forproviding vision and direction to all businesses within the group. He provides support to allboard members and CEOs in implementing business objectives that are aligned to ASK Groupsphilosophy, culture and values. Mr. Sameer Koticha has been actively involved in new Strategicinitiatives for the group and in managing key business relationships. He believes that social

causes should be close to ones heart and engagement towards social causes has to be drivenwith compassion, commitment and passion.

(Detailed profile on page 17)

Investment committee members to comprise of investor representatives

with experience in real estate & financial services sector


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Fund Size `500 crores with Green-shoe option of up to `500 Crores

Eligible Investor Domestic Indian Resident Individuals, HUF, Banks, FinancialInstitutions & Others

Tenure 6 (+1+1) Years

Commitment Period 36 Months (+12 months extension option)

Hurdle Rate 11%

Management Fee* For Commitment of < `10 crores For Commitment of > `10 crores & < `25 crores For Commitment of > `25 crores

2.0% p.a.1.75% p.a1.5% p.a.

(of amount committed during commitment period and netinvested principal for remaining tenure)

One Time Setup Fee* 2%

Performance Fee withcatch up*

For Commitment of `10 crores & < `25 crores For Commitment of > `25 crores

20%17.5%15.0%

MinimumCommitment

`1 crore for Individuals, HUF & others`5 crores for Banks & Financial Institutions

Initial Contributionwith Application

20% of Commitment Amount

* Plus Service Tax as applicable


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The Investment Manager will make best efforts to provide liquidity enabling window toinvestors

The investor will be required to complete and comply with documentation and suchterms and conditions that the Investment Manager may prescribe

The Investment Manager, without assuming any liability or obligation, may at itsabsolute discretion, provide a liquidity window


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Quarterly updates on Portfolio Investments Half Yearly Net Asset Value (NAV) update

Web access to investment portfolio

Client First Dedicated desk for client servicing

Research Reports


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Investment Manager to the VCF :

Tax Advisor :

Auditor :

Legal Counsel :

Technical Valuation :


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ASK Real Estate Special Opportunities Fund (the Fund) is settled as irrevocable trust.

The Fund is organized as a determinate trust under the Income-tax Act, 1961 (Act) byvirtue of satisfying the following conditions:

Condition 1 The beneficiaries are identifiable and mentioned in the Trust Deedon the date of the Trust Deed based on a ruling (AIG ruling), which states that it

is not necessary to name the beneficiaries but merely specifying a category ofbeneficiaries would satisfy the condition of determinacy, the Trust Deed specifies

the category of contributors that may become beneficiaries in the Fund; Condition 2 - The respective share of beneficiaries are ascertainable on the date

of Trust DeedThe distribution waterfalls specifies the manner of ascertaining beneficial interestof each class of beneficiaries. Within each class of beneficiaries, the beneficialinterest is pro-rata to contributions made.

The income may be taxed, at the option of the tax authorities:

either directly in the hands of the beneficiaries; or in the hands of the Trustee as a representative assessee of the beneficiaries

In case of the Fund, it is intended that the Trustee would pay taxes on behalf of thebeneficiaries. The Fund would periodically intimate to the Contributors, the incomeattributable and taxes paid on behalf of each contributor


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The Fund would earn income by way of dividend, interest and exit gains on transfer ofshares. Generally, the tax implications would be as below:

Dividend

Dividend would be tax exempt in the hands of the Contributors. The Investeecompanies would have to pay Dividend Distribution Tax at 16.61%

Interest

Net interest income should be taxable at 30.90% (for companies 33.22%)

Exit gains

If the gains are characterized as capital gains, then it would be taxable as below:

If the gains are characterized as business income, then the entire income

of the Fund would be taxable at 30.90%

Short-term capital gains (unlisted securities) 33.22% 30.90%

Long-term capital gains (unlisted securities) 22.15% 20.60%

Short-term capital gains (listed securities) 16.61% 15.45%

Long-term capital gains (listed securities) NIL NIL


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This document is for informational purposes only and is neither an offer to sell nor a solicitation of any offer to buy any securities in any

fund. Neither shall any part of this document, form the basis nor be relied upon in connection with any contract or commitment whatsoever.Any offering may be made only pursuant to the relevant private placement memorandum, together with the constituent documents and thecurrent financial statements of the investment fund and the relevant subscription agreement, all of which must be read in their entirety. Nooffer to purchase securities will be made or accepted prior to receipt by the offeree of these documents and the completion of appropriatedocumentation.

This information profile has been provided to its recipient upon the express understanding that the information contained herein, or madeavailable in connection with any further investigation, is strictly confidential and is intended for the exclusive use of its recipient. It shall notbe photocopied, reproduced or distributed to others at any time without prior written consent. In general, investment in units of a venturecapital fund of this nature will involve significant risks including loss of principal amount. Nothing in this document is intended to constitutelegal, tax, securities or investment advice, or opinion regarding the appropriateness of any investment, or a solicitation for any product orservice. The use of any information set out in this document is entirely at the recipient's own risk. Contributors are advised to seekindependent professional advice to understand all attendant risks attached to investments in the Fund. Past performance of a fund is noguarantee of future results.

ASK Property Investment Advisors Pvt. Ltd., may alter, modify or otherwise change in any manner the content of this presentation, withoutobligation to notify any person of such revision or changes. The information contained in this presentation is only current as of its date.Certain statements made in this presentation may not be based on historical information or facts and may be "forward-looking statements",including those relating to the Funds general business plans and strategy, its future financial condition and growth prospects, and futuredevelopments in its industry and its competitive and regulatory environment. Actual results may differ materially from these forward-looking statements due to a number of factors, including future changes or developments in the Funds business, its competitiveenvironment, information technology and political, economic, legal and social conditions in India.

Certain information has been obtained from independent third-party sources believed to be reliable, but its accuracy and completeness arenot guaranteed and have not been independently verified by ASK Property Investment Advisors Pvt. Ltd. ASK Property Investment AdvisorsPvt. Ltd., reserves the right at any time and without notice to change, amend, or cease publication of the information. It is made available onan as is basis. Neither ASK Property Investment Advisors Pvt. Ltd., nor any of its respective affiliates, advisers or representatives shallhave any liability whatsoever (in negligence or otherwise) for any loss howsoever arising from any use of this presentation or its contents orotherwise arising in connection with this presentation. Please read the offer documents and the risk factors carefully prior to investing.


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