Download Term Sheet Indian Railway Finance Corporation Limited 8.23

Term Sheet
Indian Railway Finance Corporation Limited
Public Issue of Tax Free Secured Redeemable Non-Convertible Bonds by Indian Railway Finance Corporation Ltd
Issuer
Instrument
Issuance Schedule *
Indian Railway Finance Corporation Ltd
Tax Free Secured Redeemable Non-Convertible Bonds
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The Issue shall be open from 6 January 2014 till 20 January 2014*
*The Tranche-I Issue shall remain open for subscription from 10:00 a.m to 5:00 p.m.during the period indicated above, with an option for early closure or
extension as may be decided by the Board of Directors or the Bond Committee of the Company. In the event of such early closure or extension of the
subscription period of the Issue, the Company shall ensure that public notice of such early closure or extension is published on or before the date of such
early date of closure or the Issue Closing Date, as the case may be, through advertisement/s in at least one leading national daily newspaper.
Min Application Size
Rs.1,500 Crores with an option to retain oversubscription up to Rs. 7,163 crores, aggregating up to
the Shelf limit of Rs.8,663 Crore
Rs.5,000/- ( 5 Bonds )
Thereafter in multiples of
Rs.1000/- ( 1 Bond )
Credit Rating
“AAA/Stable ” from CRISIL and “AAA” from CARE & ICRA
The Allotment of the Bonds will be in dematerialised form or in physical form (except for Eligible
QFIs), at the option of Applicants.
In dematerialised form only
Issue Size
Issuance of Bonds
Trading
Category
I – Institutions
( QIB )
II – Non Institutions
( Corporate )
III – (Individual ) -HNI
IV – ( Individual ) –
Retail
Category Allocation
10% of the overall 30% of the overall Issue
Issue Size.
Size.
20% of the overall Issue 40% of the overall Issue
Size.(Above Rs.10
Size. ( upto Rs.10
Lakhs)
Lakhs)
Tenor
Interest Frequency
10 Years
Annual
15 Years
Annual
Series of Bonds
Coupon Rate /Annualised
Yield- for Category I, II, III
Applicants (% p.a)
Coupon Rate / Annualised
Yield for Category IV
applicants
Series-I A
Series-I B
Series-II A
Series-II B
8.23%
--
8.40%
--
--
8.48%
--
8.65%
NOTE: IN PURSUANCE OF CBDT NOTIFICATION AND FOR AVOIDANCE OF DOUBTS, IT IS CLARIFIED AS UNDER:
a. The coupon rates indicated under the Tranche-I Prospectus shall be payable only on the Portion of Bonds allotted to RIIs in the Issue. Such
coupon is payable only if on the Record Date for payment of interest, the Bonds are held by investors falling under RIIs Category viz Category IV.
b. In case the Bonds allotted against the Prospectus are transferred by RIIs to Non-RIIs(as on Record Date) viz, Qualified Institutional Buyers,
Domestic Corporates and/or High Networth Individuals, the coupon rate on such Bonds shall stand at par with coupon rate applicable to
respective category of investors.
c. If the Bonds allotted against the Tranche-I Prospectus are sold/ transferred by the RIIs to investor(s) who fall under the RIIs category as on the
Record Date for payment of interest, then the coupon rates on such Bonds shall remain unchanged;
d. If on any Record Date, the original RII allotee(s)/ transferee(s) hold the Bonds under the Prospectus for an aggregate face value amount of over
Rs. 10 Lakh, then the coupon rate applicable to such RII allottee(s)/transferee(s) on Bonds under the Prospectus shall stand at par with coupon
rate applicable to Non-RIIs.
e. Bonds allotted under the Tranche-I Prospectus shall carry coupon rates indicated above till the respective maturity of Bonds irrespective of
Category of holder(s) of such Bonds;
f. For the purpose of classification and verification of status of the RII Category of Bondholders, the aggregate face value of Bonds held by the
Bondholders in all the Series of Bonds, allotted under the respective Tranche Issue shall be clubbed and taken together on the basis of PAN of the
st
1 holder.
Redemption Amount
Repayment of the Face Value plus any interest that may have accrued at the Redemption Date.
Put Call Option
Not applicable
Listing
Proposed to be listed on NSE & BSE
Trustee
SBICap Trustees Company Limited
Who can apply?
Term Sheet
Indian Railway Finance Corporation Limited
Category I (Qualified Institutional Buyers): (“QIBs”)
Foreign Institutional Investors and sub-accounts (other than a sub account which is a
foreign corporate or foreign individual) registered with SEBI including Sovereign
Wealth Funds, Pension and Gratuity Funds registered with SEBI as FIIs;
Public Financial Institutions, scheduled commercial banks, multilateral and bilateral development financial
institutions, state industrial development corporations, which are authorised to invest in the Bonds
Provident funds and pension funds with minimum corpus of Rs.25 crores, which are
authorised to invest in the Bonds;
Insurance companies registered with the IRDA;
National Investment Fund set up by resolution no. F. No. 2/3/2005-DDII dated 23.11.2005
of the GOI published in the Gazette of India;
Insurance funds set up and managed by the army, navy or air force of the Union of
India or set up and managed by the Department of Posts, India;
Mutual funds registered with SEBI; and
Alternative Investment Funds, subject to investment conditions applicable to them under the
Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012.
Category II ( Corporates ) :
Companies within the meaning of sub-section 20 of Section 2 of the Companies Act, 2013;
Statutory bodies/corporations;
Co-operative banks;
Trusts including Public/ private/ charitable/religious trusts;
Limited liability partnership;
Regional Rural Banks:
Partnership firms;
Eligible QFIs not being an individual;
Association of Persons;
Societies registered under the applicable law in India and authorized to invest in Bonds; and
Any other legal entities authorised to invest in the Bonds, subject to compliance with the
relevant regulations applicable to such entities.
Category III (High Networth Individual Investors): (“HNIs”)
The following Investors applying for an amount aggregating to above Rs.10 lakhs across all
Series of Bonds in each Tranche Issue:
Resident Indian individuals;
Eligible NRIs on a repatriation or non – repatriation
basis; Hindu Undivided Families through the Karta; and
Eligible QFIs being an individual.
Category IV (Retail Individual Investors): (“RIIs”)
The following Investors applying for an amount aggregating upto and including Rs.10 lakhs
across all Series of Bonds in eachTranche Issue:
Resident Indian individuals;
Eligible NRIs on a repatriation or non – repatriation
basis; Hindu Undivided Families through the Karta; and
Eligible QFIs being an individual.
*The Ministry of Corporate Affairs, has, through its circular (General Circular No. 06/2013) dated March 14, 2013, clarified
that companies investing in tax-free bonds wherein the effective yield on the bonds exceeds the yield on the prevailing bank
rate will not be in violation of section 372A(3) of the Companies Act.
Term Sheet
Indian Railway Finance Corporation Limited
Application cannot be made by :
×
×
×
×
×
×
×
Minors without a guardian name (A guardian may apply on behalf of a minor. However, Applications by minors
must be made through Application Forms that contain the names of both the minor Applicant and the guardian);
Foreign nationals, other than Eligible QFIs and except as may be permissible under CBDT Notification or under
applicable law including but not limited to regulations, circulars, guidelines etc. stipulated by RBI and/or SEBI;
Foreign nationals including FIIs, QFIs and 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;
Overseas Corporate Bodies;
Indian Venture Capital Funds;
Foreign Venture Capital Investors;
Persons ineligible to contract under applicable statutory/ regulatory requirements;
Interest on Application Amounts on the amount Allotted, subject to deduction of income tax under the
provisions of the I-Tax Act, as applicable, to any Applicants to whom Bonds are allotted (except for ASBA
Applicants) pursuant to the Issue from the date of realisation* of the cheque(s)/demand draft(s) upto
Interest on Application
one day prior to the Deemed Date of Allotment, at the rate of 8.23% p.a., and 8.40% p.a. on Tranche I
Amounts received
Series IA and Series IIA respectively for Allottees under Category I, Category II and Category III Portion,
and at the rate of 8.48% p.a., and 8.65% p.a. on Tranche I Series IB and Series IIB respectively for
Allottees under Category IV Portion.
Interest on Application Amounts which is liable to be refunded to the Applicants (other than Application
Amounts received after the Issue Closure Date, and ASBA Applicants) subject to deduction of income tax
Interest on Application
under the provisions of the I-Tax Act, as applicable, from the date of realisation* of the cheque(s)
Amounts liable to be
/demand draft(s)/any other mode or three days from the date of receipt of the Application (being the date
Refunded
of presentation of each Application as acknowledged by the Bankers to the Issue) whichever is later upto
one day prior to the Deemed Date of Allotment, at the rate of 5% p.a.
* In the event that such date of realisation of the cheque(s)/ demand draft(s) is not ascertainable in terms of
banking records, Company shall pay interest on Application Amounts on the amount Allotted /which are liable
to be refunded from 3 Working Days from the date of upload of each Application on the electronic Application
platform of the Exchanges upto one day prior to the Deemed Date of Allotment, at the aforementioned rate.
The payment instruments from all resident Applicants shall be payable into the Escrow
Account drawn in favour of “IRFC Tax Free Bonds 2013 – Escrow Account – R”.
The payment instruments from all FII, Eligible QFI and Eligible NRI Applicants and other non resident
Cheque/DD Details Applicants across all Categories shall be payable in the Non Resident Escrow Accounts drawn in favour :
If on Repatriation basis : “IRFC Tax Free Bonds 2013 – Escrow Account – NR Repat”;
If on Non Repatriation basis : “IRFC Tax Free Bonds 2013 – Escrow Account – NR Non-Repat”.
Note: Application will be rejected if banked without uploading in the electronic system of the recognised stock exchanges.