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Private & Confidential Profile | Approach | Solutions | Track Record CENTRUM – Our Family for Yours 1

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Private & Confidential

Profile | Approach | Solutions | Track Record

CENTRUM – Our Family for Yours

1

Private & Confidential

Who we are… and what sets us apart

The Team… that made it happen

Centrum Wealth… an introduction

Investment Advisory… our approach

The Centrum Edge… our advisory track record

Family Office Services… solutions beyond investment advisory

Family Office Set-up… getting stated and engagement framework

2

Private & Confidential

The power of being a boutique

Intensive client engagement

Creating a customer centric eco system

Plug and Play – Focus on finding solutions

Old Fashioned Values

The sacred role as a custodian of client’s wealth

Caution and Care – watchwords

Firm conviction in the belief that old fashioned values make sound business sense

Long term Employee Customer Alignment

Employee Ownership builds long term value

Freedom and Independence tempered by controls

Open door and Open mind policy

The value of Start Up thinking

Nurtures an Entrepreneurial Spirit

Differentiates in a world of commoditized offerings

Fosters resource consciousness and prudence

Leaves no room for complacency

3

What sets us apart

Private & Confidential

1997

2001

Forex business launched

India’s largest asset financing syndicate

Merchant Banking started

Bond house started

Top 10 Debt mobilisers

Equity desk started

Top 10 retail money changer

Project finance business

started

Centrum Direct started

Retail Wealth management foray

Top 4 debt mobilizer

Centrum Broking started Top 3 Retail Money Changer

“Mid Cap” Equity House

1998

Forex business hived off into a separate subsidiary

Geographical Expansion 1999

2000

2002

2005

2006

Registered as an NBFC with the RBI

Centrum Infrastructure & Realty launched 2009

CRFS Foray - launch of Wealth Management and Retail Broking

business with a new professional team

2010

2011

Centrum Commonwealth Advisors Hong

Kong (JV for Asset Management)

2014

Centrum Wealth awarded Best

Equity Research Fundamental

Analysis Award at India Market

Analyst Awards of Zee Business

Exclusive tie- up with Jet Airways to sell FOREX cards 2012

Acquired Visas Of The World (VOTW) and commenced

visa operations under ‘Centrum Global Visa Services’ 2013

Strategic alliance with Future Group

Acquisition of Club 7 Holidays 2008

2015 Launched Buyforex.in

Centrum Wealth Ranked Best Private Bank in Asiamoney Polls across multiple parameters

2001 Global Expansion- UAE

Centrum’s journey so far… Over the last 20 years

4

2016

Centrum Wealth Ranked

Best Private Bank in Asia

money polls

Private & Confidential

THE CENTRUM YOU KNOW, THE CENTRUM YOU DON’T KNOW

• Centrum has evolved into a leading integrated financial services group offering Investment Banking,

Institutional and Retail Equity Broking, Wealth Management, Asset Management – PMS, Forex and Travel,

Debt Advisory and Fund Raising, Alternative Assets and Structured Financing

• A SEBI registered Category-I merchant banker (listed on BSE) with over two decades of experience in capital

markets across market cycles

• Centrum Wealth has been rated Best Private Bank in 2016 AsiaMoney polls across multiple parameters and

Best Equity Research Fundamental Analysis Award at India Market Analyst Awards of Zee Business in 2014

• Collective deals worth INR 10 trillion and INR 1.6 trillion closed till date

• Presence in 46 cities. Relationship with 1 million HNI and retail investors. Relationships with over 500+

companies and promoters

• India’s 2nd largest company in retail foreign exchange offering a wide range of forex, visa and leisure travel

services. Also the largest seller of prepaid forex travel cards in the country

5

Private & Confidential

Expertise across IPOs, FPOs, Rights Issues, QIPs, ADRs, GDRs,

Buybacks, Delisting, Takeovers, Valuation Certification etc.

‘Customised Solutions’ approach with dedicated client

teams – focus on building strong long-term client

relationships

Full-service Capabilities

Competencies across Private Equity Syndication, PIPE Advisory and Placement, Stake Sales, Structured Finance Solutions, Business

Combinations and Mergers & Acquisitions Advisory, Cross Border

acquisitions, Venture Funding

Corporate Finance business seeing significant growth

– Strong relationships with mid-cap Corporates and Private Equity

Funds entail good traction in M&A and PE

Developed Strong Competencies

Expertise across primary and secondary bonds placement as well as

project finance

Working on both sides of the Bank’s Balance Sheet

– Investment in Bonds, NCDs

– Arranging funds for Tier I and Tier II capital of Banks & NBFCs

Significant presence in the infrastructure space and expertise in

ensuring bank ability of projects

Strong presence in CDRs and wide experience in debt restructuring

and stressed assets resolution

Reach to over 750 bank treasuries, pension funds, trusts, PDs to

ensure placements in difficult times

Unmatched Service Proposition Full-service Capabilities

Membership of BSE, NSE, MCX, NCDEX, CDSL, registered in US with NASD

Empanelled with 130+ institutional investors across geographies

Over 120 corporates under coverage from prominent sectors like Automobiles, Cement, Chemicals, Education, Financial Services, Hotels, IT Services, Logistics, Media, Pharmaceutical, Power, Telecom, etc

Research focus with extensive placement reach amongst banks/PF’s/ pension trust/ QIB/HNI/retail

Ranked research house by Asiamoney for small cap

AN ESTABLISHED ECM BUSINESS FAST GROWING CORPORATE FINANCE BUSINESS

A LEADER IN DEBT SOLUTIONS ROBUST INSTITUTIONAL EQUITIES PLATFORM

6

Private & Confidential

Public Issue

Indian Overseas Bank Issue Management

Rights Issue

Godrej Consumer Lead Manager

QIP

Magma Fincorp Lead Manager

QIP

Indiabulls Financial Services Lead Manager

QIP

Talwalkar Fitness Lead Manager

QIP

Escorts Tractors Lead Manager

QIP

Prime Focus Lead Manager

Rights Issue

Federal Mogul Lead Manager

Open Offer

Lloyds Steel Sole Advisor

Select Deals

IPO

Adlabs Films Lead Manager

Term Loan INR 20,000 Mn

Manappuram Gen. Finance &

Leasing Ltd. Lead Arranger

Bond Issue INR 8,500 Mn

Steel Authority of India

Lead Manager

Bond Issue INR 7300 Mn

Bank of India Lead Manager

Bond Issue INR 10,000 Mn

National Highway Auth. of India

Lead Manager

M&A

ADF Foods Limited Buy Side Advisor

7

Private & Confidential

The Team

That made it happen

8

Private & Confidential

The Team

Sandeep Upadhyay Managing Director & CEO Infrastructure Advisory

11+ years of experience in advisory and financing infrastructure projects Previously worked with SBI Caps, IL & FS, Gammon

S. K. Verma Head Credit & Structuring

40+ years of experience in the Banking & Financial services sector. Previously Head- Large Corporate Vertical of Union Bank of India.

Chandir Gidwani Chairman Emeritus

A Chartered Accountant by training and a first generation entrepreneur by passion An astute investor and an accomplished banker

K. R. Menon Executive Director Project Finance

30+ years experience in Banking especially foreign branches and credit. Previously Head – Union Bank of California.

T.C. Guruprasad Managing Director Foreign Exchange

16 + years of experience in foreign exchange services. Previously worked with LKP Forex Ltd.

19+ years of experience in equity structuring and debt finance structuring and placement He has leading the team for the entire debt business during which time Centrum rose to

being one of the top mobilisers of Debt funds in India

9

Rajendra Naik Managing Director Investment Banking

Jaspal Bindra Executive Chairman Former Asia Pacific CEO of Standard Chartered Bank

A Veteran Banker with over three decades of experience in Indian and International Markets

Private & Confidential

The Team

R Shankar Raman CIO –Third Party products

20+ years of experience in Research, Products & Advisory Services Previously Head of Investment Advisory for HSBC Wealth, India and BNP Paribas Private

Banking.

Arpita Vinay Executive Director Head- Family Office Services

Previously Head of Premier Banking for HSBC, India Over a decade of experience in the manufacturing & financial services sector with MBA in

finance from Faculty of Management Studies, Delhi

S. Ganashyam Executive Director Head- Wealth Management

20+ years of experience across ABN Amro, Anand Rathi Securities, Dalal Street Journal Group, Stellar Asset Management & AF Ferguson.

Previously, he was Head of Wealth Management, HSBC India

V. Sriram Executive Director Head of Operations

13+ years of experience in the finance industry across Essar Group, Reliance Capital, Anagram Finance, amongst others.

He is an Electronics Engineer with an MBA from IIM- Bangalore

Rajnish Bahl MD & CEO Group Retail Finance Service

Previously worked with HSBC as Regional Head of Distribution in their Middle East & North Africa, overseeing 18 countries.

Has also held senior positions at Citibank, ANZ Grindlays and Standard Chartered

Kunj Bansal Executive Director CIO- Equities

20+ years of experience in Money Management and Capital Markets Previously worked with Sanlam (A South African group), Kotak and Reliance.

Sandeep Nayak Executive Director CEO- Broking

Over two decades of experience in the financial services sector; previously Head- Private Client Business of Kotak Securities

He a Chartered Accountant; All-India First Rank, Gold Medalist & a First rank Cost Accountant

10

Private & Confidential

Centrum Wealth Management

An Introduction

11

Private & Confidential

Centrum Wealth Management

• Amongst the fastest growing Private Wealth firms in the country. Aggregate client assets deployed through

Centrum Wealth (Relationship Value) – INR 60 billion. Average asset growth of over 45% y-o-y since

inception

• Started four and a half years back on the Centrum platform, it has been set up and run by a team of

extremely well-regarded professionals with each member of the core team having a long and distinguished

track-record across large and reputed institutions.

• The Private Wealth firm has been conceived and is run with a boutique mindset that calls for a sharp

delivery of value add relevant to each client’s specific requirements

• The firm has been able to attract top of the line talent from large Indian and MNC private banking and

wealth management firms - advisors on an average have at least 10-15 years of experience of dealing with

clients with their financial advisory and wealth management requirements.

• Employee ownership (with about a third of the firm owned by employees) has created a valuable DNA that

is longer term, customer-centric and entrepreneurial in character , thus creating value for all stakeholders..

• The firm has been the winner of the ‘Best Equities – Fundamental Research’ award in 2014 by Zee Business

and has been rated in 2015 by Asiamoney as among the top three private banking firms in the categories it

operates in. and the best in several operating parameters.

12

Private & Confidential

Large Format Pedigree, Boutique Platform

13

Private & Confidential

Investment Advisory

Our Approach

14

Private & Confidential

Advisory Process

Risk Profiling Invest Policy & Mandate

Asset Allocation &

Portfolio Construction

Product / Solution Selection

Client Approval

Investment Execution

Periodic Review &

Consolidated Reporting

Annual Review &

Audit

Investment ideas by the Advisory Team and Solution Experts before recommendations are made

Recommendations accompanied with a product note clearly explaining the investment rationale, merits, costs and risks

A Review Committee to assess the suitability of investment ideas on a periodic basis assess to ensure it is in line client Risk-return and

Liquidity profile

Client has the final discretion at the portfolio level to take the final decision

One an investment decision is taken, Service Manager shall approach for executing the investment decision

Solution experts shall meet to understand requirements on the value-added services front - Taxation Advisory, Estate Planning, etc

15

Private & Confidential

Components of Investment Policy Statement

• Clarity and brevity of investment objective

• The investment universe

• Laying down a negative list could provide a

clear definition

• Risk Controls

• Portfolio Diversification

• Asset allocation – asset class limits

• Exposure limits, credit rating limits etc

• Internal authorization hierarchy and execution

process

• Delegating operational and decision-making

responsibilities

• Monitoring and Review

• Periodicity, actionables

• Audit and Controls

16

Investment Policy Statement

Investment Objective

Investment Horizon

Asset Allocation

Risk Management

Exposure Limits

Monitoring and Review

Private & Confidential

Portfolio Construction- A systematic process

UNDERSTAND PROPOSE

REVIEW IMPLEMENT

• Look at overall assets, current and anticipated income and liabilities, and any debts and commitments

• Identify key areas of personal/ business risks and concerns

• Obtain an accurate picture of investment profile (including risk appetite

• Defining the investment objective and investment horizon

• Structuring for Asset Protection & Wealth Preservation

• Areas of potential concern include: Tax implications, risk mitigation and succession considerations

• Well-diversified investment portfolio targeted towards sustainable growth

• Conduct thorough discussions aimed at helping to clarify investment queries and obtain agreement to implement agreed solutions

• Balancing liquidity, volatility, tax-efficiency & return requirements

• Review portfolio on regular basis to ascertain that it is in line with the your investment strategy and adapts to changing financial and family circumstanced

• Ongoing course corrections in line with economic/market cycles

17

01 02

03 04

Private & Confidential

Investment Advisory Need for Active Advisory

Asset class

performances

vary across

market cycles

Diversification

and Portfolio

Rebalancing is

the key

18

Private & Confidential

Asset Allocation : Getting the right mix

GDP growth

estimates

Demand conditions

Interest rates

Global liquidity

conditions

Inflation / Currency scenario

Politics & Governance

Evolving macro-economic conditions

Current and expected market trajectory

Liquidity Age

Individual Profile

Horizon

Risk appetite

Financial position / Tax Status

FII activity Market

sentiment

Earnings growth

estimates/ Projection

Relative market

valuations

Liquidity / Flows

Technical set-up

Investor Profile

Individual Asset Allocation

19

Private & Confidential

Rebalancing and Tactical strategies

Operates within the strategic asset allocation bands – in response to changes in market / macro conditions

Scope for alpha generation in the portfolio + maximize risk-adjusted returns

For instance,

Secondary tax-free bonds, preference shares in 2012

Increasing equity exposure between Aug-Sep’13

Building exposure to a IT/ Software fund in Mar – Apr’15

20

Private & Confidential

Common Approach to Fund Selection

History based quantitative models– such ‘hind-sighting’ and ‘filtration’ methods lack predictive power

“Past Performance is not an indicator of future returns”

Mainly due to :

Changes in the wider economic environment

Market cycle changes

Individual fund manager style and investment strategies

Changes in fund management teams

Emerging new ideas

21

Private & Confidential

Investment Advisory Need for Active Advisory

Huge dispersion/ polarization of returns across funds

Bull Market of 2009 -

2010

Bear Market of 2010 –

2011

Flat market 2014 – 2015

Sensex 156% -28% 0.17%

Best Performing Fund

HDFC Equity 244%

UTI Ops Fund

-16%

FT Prima Plus

19%

Average of Top Quartile Funds

206% -20% 15%

Worst Performing Fund

BNP Paribas Equity

112%

Reliance Vision

-35%

IPru Top-100

- 0.25%

Average of Bottom Quartile Funds

126% -32% 1.68%

Winners of one cycle may not be the winners in the next

Scheme Name

Period Return/ Rank

Period Return/ Rank

HSBC Equity Fund

Jan’08- Mar’09

-53% Mar’09- Nov’10

115%

5/29 30/31

IPru. Focussed Bluechip

Nov’10- Dec’11

-20% Sep’14- Oct’15

6.29%

3/34 23/34

Reliance RSF- Equity

Aug’13- Jan’15

118% Nov’10- Dec’11

-35%

2/34 34/34

UTI Opportunities Fund

Nov’10- Dec’11

-16% Aug’13- Jan’15

80%

1/34 27/34

“Past Performance is not an indicator of future returns” - Proper Mutual fund selection is important

22

Private & Confidential

Investment Advisory Need for Active Advisory

“Past Performance is not an indicator of future returns” - Proper Mutual fund selection is important

Concentration/ Diversification strategies and performance can be unrelated

Scheme # of stocks held

Top 5(%) Return (1-yr)

MOST Focused 30 Midcap 21 38% 20.5%

DSPBR Microcap 60 19% 19.2%

FT Prima Plus 62 23% 5.4%

DSPBR Focused 25 25 35% 5.2%

Fund size – no bearing on performance – smaller funds can be more nimble. Smaller AMCs can have fire in the belly

Scheme AuM (Cr) Category 2 Yr 3 Yr

JP Morgan Mid & Small Cap

655 Mid/Small 46%

(11/39) 31%

(9/38)

FT Smaller companies

2568 Mid/Small 48%

(9/39) 35%

(3/38)

Mirae Emerging Bluechip

1015 Mid/Small 48%

(7/39) 33%

(5/38)

FT Prima Plus 5889 Large/Mid

22% (2/43)

31% (3/43)

SBI Bluechip 3026 Large/Mid

21% (3/43)

28% (9/43)

Reliance Equity Opportunities

11500 Large/Mid 20%

(5/43) 31%

(2/43)

23

Private & Confidential

Elements of our Fund Selection Methodology

• Fund dynamics (AUM, # stocks, index linkages) • Fund manager’s view on market / economy

• Sharp and steady fund positioning – across market cycles • Mapping the walk and the talk- Consistency of strategy implementation in portfolio

• Style (Top down/ Bottom up, Value/ Growth) • Investment Strategy (cash calls, buy-hold, thematic)

• No bias on any strategy – endeavor matching strategies with the environment

• Prefer a mix of various investment styles – within this, the portfolio slant would be determined by the evolving environment

Investment Advisory

Different investment strategies perform better in various phases of the economic / market cycle

Macro Conditions What can work?

High growth economic conditions with buoyant asset markets -> Growth-oriented, momentum-led equity strategies

Heightened volatility, flat equity markets -> Actively managed equity (cash calls, sector rotation strategies

etc.)

Listless equity markets, slowing economic growth -> Conservative, quality conscious funds

Volatile g-sec markets -> Active duration management funds

Falling interest rates -> Dedicated duration, High yield funds (lock-in)

24

Private & Confidential

The Centrum Edge

Our Advisory Track Record

25

Private & Confidential

Our Experience – Equity MFs Staying Ahead of the Curve - Early identification of ideas

26

Private & Confidential

Our Experience – Market-linked debentures

What has worked - Strategy selection basis better pricing & longer-term fundamental view on markets

27

Private & Confidential

Our Experience - Debt

Focus on 3 pillars – Duration + Accrual + Tax Efficiency

Strategy Rationale Performance

Active dynamic bond funds

vs. passive income funds

Shift in monetary policy conduct – Persistent 2-

way volatility in bond markets

~10.5% vs 9.3% CAGR

over 2-yrs

Accrual Selective approach – prefer players with proven

skill-sets / institution backed players

~10.5 – 10.6% CAGR over

2-yrs.

Tax Free Bonds, Pref. Shares

(Tax Efficiency)

Attractive tax-free yields with liquidity, tax

efficient options for the 1.5 – 3 yr. tenor

~13 – 17% IRR over a 2-

yr period

28

Private & Confidential

Our Experience - Alternatives

What has worked ? Focus on sharp positioning & governance structure

Orios – Early stage, software/market place cos CAT 1 AIF

• Identified well ahead of the market in Jan’14

• Marquee advisory board – likes of MD Google India, Founder – Shaadi.com

Reliance Yield Maximiser. – Residential RE-NCD, CAT II AIF

• Excellent track record of managing real estate fund successfully across market cycles & returning

investor monies

• Realized IRR of 20 – 22% on earlier tranches

Indianivesh Growth & Special Situations Fund

• PE-VCF focused on domestic consumption demand led, high growth, SME businesses in segments

such as apparel, food, industrial products.

• Sound track-record, relevant experience

• Blends well the prevailing RE-oriented, contemporary (Web/Software) ideas

29

Private & Confidential

Our Experience – High Yield NCDs

INR 700 Crores raised across structured debt transactions with an average client IRR of 17-18%

Type of Structures Asset backed funding, Promoter funding, Brand/IPR backed funding

NCDs, OCDs, Structured Loans, Profit share

Sectors covered Manufacturing, Auto-ancillary, Pharma, Media & Entertainment, Education, Technology and Real Estate

30

Private & Confidential: For Internal

Circulation

Track Record –Portfolio Performance

Private & Confidential: For Internal

Circulation 32

Private & Confidential

Fam i ly O f f i c e

Track Record

• Over a ‘difficult’ 5-year period, we have been mostly able to spot the ‘cherries’ and avoid the ‘lemons’ (e.g.

NSEL)

• Based on time-tested principles of Asset allocation & Diversification - Old fashioned, but remain extremely

relevant across cycles

• Path between ‘state of the art’ and ‘proven and tested’, prefer the ‘sensible’ to the ‘sexy’

• Prefer compact portfolios with sharply positioned products with meaningful exposures

• Portfolio Shifts –

• Generally ‘Buy and Hold’ across a market cycle

• Discard the ‘lemons’ in the portfolio - under normal situations, with a sufficient wait period of 1 – 1 ½

years; shorter periods only when exceptional events materialize (e.g. Gold ETF - when outlook on gold

changed materially)

• Benchmarking of portfolio performance basis predetermined customized indices with performance

attribution on an annual basis

33

Private & Confidential

Fam i ly O f f i c e

Track Record – Equity Advisory

Performance of our Equity Advisory recommendations, CONTEMPORARY PORTFOLIO – A basket of 15 select Ideas

Benchmark Return* (since 11-Nov-14) Return %

Contemporary Portfolio Ideas 31.6%

BSE 500 Index 3.1%

Note: Portfolio Return calculated with the assumption of equal weight across stocks Data As on 28-Jun-2016

Our Equity Themes that played out

34

Current Market Price as on 4th Jul 2016

Date purchased Themes Stock Initial Price Current Market Price Absolute returns Times Initial Value 9/12/2013 Auto/ Auto Ancillaries Eicher Motors 4732 19420 310% 410%

30/07/14 Auto/ Auto Ancillaries Igarashi 193 685 255% 355%

6/2/2014 Auto/ Auto Ancillaries Bharat Forge 346 777 125% 225%

9/4/2014 Auto/ Auto Ancillaries Atul Auto 177 490 177% 277%

12/3/2014 Microfinance SKS Microfinance 203 763. 276% 376%

17/01/14 Home Finance Repco Home

Finance 324 774 139% 239%

5/1/2015 Home Finance Can Fin Homes 577 1214 110% 210%

19/12/13 Port & services Gujarat Pipavav 60 164 173% 273%

30/3/14 Consumer Page Industries 6194 13950 125% 225%

Private & Confidential

Fam i ly O f f i c e

Track Record – Equity Advisory

Winners in last 10 years

35

• We analyzed BSE 500 stocks* for last 10 years and found the ones which have generated most returns.

• The top 20 return generating stocks were from the following sectors

• 6 Financials (4 private banks and 2 niche NBFCs)

• 6 Pharma stocks

• 4 Building materials including Cement

• 2 FMCG

• 2 Auto & Auto Ancillaries

Private & Confidential

Fam i ly O f f i c e

Track Record – Equity Advisory

Winners in last 10 years

36

Private & Confidential

Fam i ly O f f i c e

Track Record – Equity Advisory

Winners in last 10 years

37

• These stocks have high margins (or have shown marked improvement over the years).

• High return ratios and are mostly asset light businesses

Private & Confidential

Fam i ly O f f i c e

Track Record – Portfolio Management Services

• Our flagship PMS offering ‘WEALTH CREATOR’ seeks to deliver long term wealth creation while meeting liquidity needs.

• It follows a bottom up & value stock picking strategy identifying deep value stocks, emerging themes, outperforming sectors.

• Around 50-60% of portfolio invested in deep value & mid cap stocks and remaining in large cap stocks.

Index/ PMS Models

PMS Absolute Portfolio Returns PMS CAGR Portfolio Returns

12-M 24-M 36-M 48-M 24-M 36-M 48-M

BSE 500 -2.4% 16.9% 44.6% 71.4% 8.1% 13.1% 14.4%

Wealth Creator -3.4% 71.1% 94.9% 125.2% 30.8% 24.9% 22.5%

Performance as of 31st May 2016; M-month ^Return less than 1-year are absolute and over 1 year are annualized

Index/ PMS Models PMS Absolute Portfolio Returns PMS CAGR Portfolio Returns

12-M 24-M 36-M 42-M 24-M 36-M 42-M

BSE 500 -2.4% 16.9% 44.6% 71.4% 8.1% 13.1% 14.4%

Deep Value - I -1.8% 68.4% 103.9% 134.6% 29.8% 26.8% 23.8%

38

Private & Confidential

Fam i ly O f f i c e

Solutions beyond Investment

Advisory

Family Office Services

39

Private & Confidential

Fam i ly O f f i c e

Family Office Advisory Board

K. R. Kamath

He has been the Chairman of Indian Banks’ Association (IBA) and Governing Board of Institute of Banking Personnel Selection (IBPS).

Has also been the President of Indian Institute of Banking & Finance (IIBF) and Bankers’ Club, Delhi. Has been the member of Governing Board of National Institute of Bank Management (NIBM), Pune and Governing

Council of Institute for Development & Research in Banking Technology (IDRBT), Hyderabad. Ex- Chairman and Managing Director of Punjab National Bank

Ramesh Jogani

Steven Pinto

Vivek Vig

40

• Has served with Citibank N.A. as Director (Marketing) - Samba (Citibank), Saudi Arabia and Business Head - Poland & Taiwan and thereafter as the Country Head (Consumer) of Citibank, Turkey and Saudi Arabia.

• Has also served as the Country Head (Retail Bank) of Centurion Bank of Punjab in 2004, where the Bank acquired Bank of Punjab and Lord Krishna Bank before its merger with HDFC Bank Ltd. in 2008.

• His last assignment was as the Managing Director & Group CEO of Destimoney Group of Companies.

• Previously, full-time Lead Director of the Chairman’s Supervisory Board at the Emirates Investment Bank, UAE. Now an active Non-Executive Director on several large MNCs in India and Middle East.

• Previously, he has worked with Citibank (India, Korea, Oman & Singapore) across various functions. • In 1977, he assumed the position of CEO of Commercial Bank of Oman. • In 2000, he was appointed CEO of Osool Finance Co and concurrently Head of Retail Banking for Mashreq Bank,

Dubai, post a profitable divestiture in Oman.

• Pioneer in the RE fund space with a realized track record of successful exits and a history of firsts. • Was identified as the ‘Value Builder’ (by Forbes India in 2011). His fund management experience is backed by a

development experience across 2.5m sq ft across Mumbai and Pune over 22 years. • As the Managing Director & CEO of Indiareit, he was instrumental in raising and managing INR 4,200+ crores

across 5 funds and 2 third party mandates. • Has been a Member of National Committee on Real Estate & Housing - Confederation of Indian Industry (CII)

Private & Confidential

Fam i ly O f f i c e

Structuring and Tax Advisory

Legal assistance through our ecosystem of partners on various issues including business structuring, property

and other matters.

Knowing tax implications of investment and divestment decisions helps shape the overall strategy in a

meaningful manner

Our Tax Advisory services include:

Review and advice on residency, substance and potential permanent establishment risk/ opportunities

Advice on tax efficient structuring of investments

Domestic tax compliance

Advice on FEMA implications of investment decisions by the family

Tax efficient repatriation strategy

Wealth transfer planning

Corporate tax, advice and compliance

Assist in various Accounting & Taxation issues relating to Investments and other allied matters. Work closely

with external consultants to communicate client needs & deliverables, advance tax computations, Book-

Keeping records etc.

41

Private & Confidential

Fam i ly O f f i c e

Estate and Succession Planning

Develop Intergenerational Wealth transfer plans and Family governance structure

Provide Estate Planning recommendations and putting necessary testaments and structures in place; drafting of Wills, Execution, Video recording and Registration

Support trustees in fiduciary duties

Legal opinions regarding tax, civil and commercial matters from our ecosystem of experts and in-house lawyer

Advisory concerning laws on inheritances and donations

Creation of asset register of the family with nomination audit check for all the assets

Structuring, drafting, execution and registration of Trust Deeds, Family Agreements and other related ancillary documents

Trusteeship Services Warmond Trustees and Executors Pvt. Ltd Amicorp Trustees (India) Pvt. Ltd.

Lawyers SNG & Partners, Khaitan & Co., Nishith Desai Associates, Mulla & Mulla, Crawford Bayley & Co.

Tax Consultants E&Y, PWC, KPMG, BMR Advisors, NS Global, A. T. Jain & Co and local CA firms.

International Taxation US: Day Pitney & LLP, Grant Thornton, Tax Advisor (Ex- International group tax head for Infosys for 15 years)

Specialist Tie ups

42

Private & Confidential

Fam i ly O f f i c e

Family Business Governance

Governance is a transparent balance of interests that achieves organized accountability among: • The owners of family business (individuals & trustees) • Those who manage the business • The family who’s interests they serve

In order to achieve the family’s version of success

43

2

3 1

Ownership

Family Business

4 7 5

6

Stakeholders it represents Self Interest

1 Family members who do not work or ownership in the business

Family life balance with business; prospects for jobs, ownership, wealth. Family reputation & brand

2 External Investors who are not members of the family or work in the business

Return on Investment, liquidity & Information

3 Management & employees Job security, career goals, perceived threat of nepotism

4 Non-working family owners Mixture of 1 & 2

5 Employee owners Mixture of 2 & 3, with some additional loyalty to the family

6 Family Employee but not owner 3 plus appreciation of rules for entry to ownership, prospects

7 The working family owner All the above; how to manage the conflicts & stay focused

A Model for helping a business family plan for future – Harvard Research

Private & Confidential

Fam i ly O f f i c e

Corporate Solutions

Advice on fund raising, debt restructuring, M&A, cross-border acquisition, Equity and Debt capital market related

requirements. CENTRUM has engaged with more than 500 companies over the last 5 years

Centrum Capital is a leading Category-I Merchant Banker in India operating in the Mid Cap Space. Expertise across IPOs,

FPOs, Rights Issues, QIPs, ADRs, GDRs, Buybacks, Deli sting, Takeovers, Valuation Certification etc.

Corporate Finance capabilities across Private Equity Syndication, PIPE Advisory and Placement, Stake Sales,

Structured Finance Solutions, Business Combinations and Mergers and Acquisitions Advisory, Cross-Border

Acquisitions, Venture Funding. Industry leader in placement of bonds and syndication of bank finance. Expertise

across primary and secondary bonds placement as well as project finance

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Philanthropy Services

In-depth discussion and engagement with families to devise a philanthropic vision and Formulate strategic philanthropy initiatives Identify cause areas; match interests and passions to needful communities/causes

Research the most productive way to donate towards designing the right structure

Foster family engagement by active participation from all stakeholders Leverage skills of the family members for the betterment of the Beneficiaries

Guidance on selecting sustainable Projects and ensure optimal utilization of resources

Innovate practical and affordable solutions to address key social issues

Private & Confidential

Fam i ly O f f i c e

Record Management

Platform – Capabilities and Experience

Tie –up with Stockholding DMS for secured storage of important documents

EDMS ( Electronic Data Management System) – a powerful suite , comprising of Digitization, Scanning

Image Conversions, Document Archival , Document Retrieval & Tracking

Record Management involves 3 basic steps

- Inwarding : Accommodating your records into the custody and assigning a unique identification code

- Custody: Inwarded documents are preserved in a controlled environment

- Withdrawal : Document retrieval stage sets in and document is returned to the client.

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Authentication and Document

Retrieval

Creation of Client Login Credentials

Scanning and Digitization of

Documents

Document Collection by

SHCIL

Mutual Agreement on

the Storage Architecture

Tripartite Agreement

between Centrum, Client

and Stockholding

Execution and Process

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Fam i ly O f f i c e

Recovery of Unclaimed Investments

Platform – Capabilities and Experience

Comprehensive Services including legal assistance in resolution of issues related to recovery of

Investments

Conversion of physical shares to Demat , Transfer of shares, Transmission of shares

Family Office Investment Document Streamlining

Recovery of Unclaimed dividends , Unclaimed bonuses , split shares, Unclaimed PF , Insurance and Fixed

Deposit

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Synergies Between Centrum and Share Samadhan

Share Samadhan to open a Demat account

for all its clients

The Recovered Mutual Funds / Old Debentures

Share Samadhan will help execute the

recovery

Centrum will Open all the Demat Accounts

Centrum Will Open a Demat and add to the

AUM

Centrum with its reach across the country where-in the needy

client can be approached

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Fam i ly O f f i c e

Real Estate Advisory

Offerings

Leasing

Residential Broking

Commercial Broking

Land and Property deal

Structured Finance/NCDs

Preleased Transaction

Advisory Services

Assistance in Resale

Property

LAP & LRD Arrangements

Capital Gains Tax Savings

Advisory

Real Estate Fund - IPAL

Fund Advisers

We Assist in

• Residential Properties

• Commercial Offices

• Township project

• Bungalows

• Yielding Properties

• SEZ

• Shopping Mall

• Hotel

• Hospital

Strong Relationships with

• HNIs

• Wealth Managers

• Real Estate Developers

• Construction companies

• Rating agencies

• Valuation Agencies

• IPCs/Brokers

• Research Firms

• Solicitor Firms

Real Estate Research Inputs Comprehensive pack which covers the options available across Mumbai, Bangalore, Pune, Gurgaon, Hyderabad etc. • Three major sub asset classes within real estate i.e.

Residential, Commercial & Land; deals sourced directly from the developers and our internal supplies

• Includes preleased commercial properties, pre-launch residential, luxury vila, structured residential investment deals

• Micro market overview covering location advantages and recent price trends, technical project specifications, competition analysis, etc

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Private & Confidential

Fam i ly O f f i c e

Foreign Exchange and Travel Services

Platform – Capabilities and Experience

Widest range of foreign exchange services which includes travelers cheques, foreign currencies, foreign

currency pre-paid cards, money transfers and remittance products and currency exports.

Geographical network presence at 80 branches and 16 airport counters.

Largest seller of prepaid travel cards in India.

2nd largest retail money changers in India

Centrum white label card with 8 destination currencies powered by ICICI Bank.

Co-branded travel card with Citibank and Axis Bank.

Travel solutions for individuals and corporates through Club7 (MICE- Meetings, Incentives tours,

Conferences and Exhibitions)

Customized experiential travel solutions crafted by “Club7 Exotic” – destinations include Alaska Cruise

and Canadian Rockies, Best of Spain and Portugal, Best of East Europe, South America, Best of Russia and

Scandinavia.

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Private & Confidential

Fam i ly O f f i c e

Getting Started and

Engagement Framework

Family Office Set-up

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Private & Confidential

Fam i ly O f f i c e

Family Office Structuring

Holding Structure

Beneficiaries

External Advisors

Decision Process

Assets under Advisory

Services Required

Mandate Definition

Family Trust, body corporate or Individuals Reporting requirements and tax efficiency

Multiple beneficiaries, residential status, tax status

Multiple advisors, varied views, differential reporting structure and fee models

Discretionary vs. Non-discretionary, PoA vs. Non-PoA, Investment

Policy

Additional Service Mandates based on specific family needs

Nuances associated with diverse range of financial and real assets

owned by the family

Governance structure, multiple decision makers, management and administration

in everyone’s benefit

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Private & Confidential

Fam i ly O f f i c e

Family Office Set-up Process

Requirement Gathering

Vision, Values, goals and expectation of the Family

The beneficiaries of Family Office

Target setting, Risk Profiling and Liquidity Profile

What portion of the Family’s Wealth is to be managed by the Family Office?

What services are required, and for whom?

Defining the Family Office mandate

Configuration

Authorizations and decision process

Test and implement investment portfolio

Testing custom aggregating and reporting of assets across multiple advisors

Complete documentation check on existing investments

Fine tuning reporting and analytics

Start

Commence Family Office Operations

Educating family members on systems and processes set-up

Continual review as per predefined mandate and investment policy

1 2 3 4

Set-up

The step involves defining:

Defining the holding structure

Investment Policy Statement

Engagement Frequency and Framework

Cost Structure

Measurable benchmarks

Portfolio Reporting Structure and Analytics

Gathering data from external advisors

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Private & Confidential

Fam i ly O f f i c e

CLIENT FAMILY OFFICE

Family Members Personal Advisors

CLIENT ADVISORY TEAM SOLUTION EXPERTS REVIEW COMMITTEE

Client Director Operations Lead Service Manager

Equity Specialist Fixed Income Specialist Real Estate Consultant

Tax Advisor Estate Planning Expert

Insurance Advisor

Market Director Chief Investment Officer

Head- Family Office

Day-to-day engagement with Family Office Client

Communicating & Implementing Advice from Central Investment Advisory & Product Team into the client portfolio

Drawing-on group’s strengths to provide holistic solutions

Solutions as specific to client requirements

Tie-up and engage with domain experts, specialists and service providers offering financial services, asset managers, product providers, legal, taxation, trustee services.

Holistic advice across the gamut of wealth management and related service requirements for the family

Providing Strategic direction and overall supervision of Family Office client requirements, investments and processes

Reviewing suitability, analyzing performance, highlighting deviations, suggesting risk management and control systems in the arrangement

Engagement Framework

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REVIEW CALENDAR

Attendees Frequency Agenda

Family Office Service Manager As required Documentation and investment execution

Client Director, Market Director

Monthly Discuss investment opportunities; portfolio

statement review

Head- Family Office and Solution Experts

Quarterly Portfolio performance review, product level

discussions and value added service requirements

Review Committee Half-Yearly Portfolio Risk Management Review, sharing new

initiatives, receiving feedback on engagement

Performance Risk Liquidity Cost

Dimensions Levels 4

Portfolio Reviews

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Private & Confidential

CONSOLIDATED STATEMENT AND ANALYTICS

Overall view, Market commentary and

Outlook

Portfolio Investments by Individual Family

Members

Unlocking the complete picture – We understand that investments might be spread

across multiple accounts and advisors

Overview of consolidated portfolio holdings for the entire

family

Your Advisors and how their recommendations

are performing

Review of investment decisions

Overview of transactions in your portfolio during the

period

Gain/Loss Statement – Plan Your Tax Fillings

Fam i ly O f f i c e

Consolidated Portfolio Statement and Analytics

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Private & Confidential

Consolidated Portfolio Statement and Analytics

Consolidated

Portfolio

Statement

Executive Summary Snapshot of overall portfolio at Family Level

Portfolio Snapshot - Family Snapshot of portfolio and holding across Family Members

Portfolio Snapshot across Investment Advisors The spread of assets across Advisors

Portfolio Performance by Investment Advisor

Portfolio Performance at Individual Level Gives a sense of how individual level portfolios are performing

Portfolio Performance by Asset Class Gives a sense of how specific investments are performing

Transaction Report by Asset Class Details of transactions during the period

Realized Gain/Loss Statement

Analytics

Statement

Sub Asset Class Allocation

Equity Analytics

Product allocation, sector allocation, market capitalization, top holdings, Performance vis-à-vis benchmark

Equity Mutual Fund- Fund type, sector allocation, Performance vis-à-vis benchmark

Direct Equity- Market capitalization, sector allocation, top holdings, Performance vis-à-vis benchmark

Fixed Income Analytics

Maturity Profile, credit rating, top holdings, Performance vis-à-vis benchmark

Debt Mutual Fund- Credit Rating, Underlying Assets, Performance vis-à-vis benchmark

Direct Debt- Issuer wise allocation, credit rating, maturity profile

Mutual fund Analytics Fund house and Type wise allocation

Fam i ly O f f i c e

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Private & Confidential

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Controls & Governance

Concurrent Audit : performed by an external auditor on the activities done by the desk

Internal Audit : Internal compliance and management team carries out the same once a year and its findings if

any are placed before the Board

SEBI Audit : We are a SEBI registered investment Advisor. As per SEBI mandate, an external auditor undertakes

audit of the activities once a year.

Grievance Redressal : We have a well-drafted and implemented policy for prompt grievance redressal. Clients

can directly escalate the issues they might have to the compliance department by writing on the e-mail ID:

[ [email protected] ]

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Private & Confidential

Fam i ly O f f i c e

Disclaimer

The information contained in this document is document is strictly for private circulation on demand received from the client or

person interested to know about the group and the information cannot be circulated or shared with any third party. The

information contained in this document is indicative and by way of bird’s eye view and the same cannot be relied upon or used for

any evidentiary purposes or claim against Centrum Group or management in any form whatsoever

Centrum House, Vidyanagari Marg,

Kalina, Santacruz €, Mumbai 400098

T +91 22 4215 9000 F +91 22 4215 9736

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