February 25, 2009

July 16, 2010

Indian Micro Finance Industry

Introduction

The microfinance sector in India has developed a sustainable business model that
has overcome challenges traditionally faced by the financial services sector in servicing
the low-income population. The Indian microfinance sector:

• Generates a Return on Equity of 20 – 30 percent, driven by commercial bank

financing, strong operating efficiency and high portfolio quality;
• Is increasingly becoming a viable investment sector for commercial and social
investors given its growth and maturity;
• Has equity valuations that are higher than the financial sector due to high
growth expectations and substantial availability of debt;
• Can expect growth in availability of debt to support expansion as more domestic
banks and alternative debt providers enter the market;
• Can, over the short and medium term, see MFI shares trade at significant
premia to book value and cool down over the longer term as the industry
matures.

Finally, the Indian microfinance sector presents several exit opportunities including
secondary and trade sales as well as mergers and acquisitions. Larger MFIs may also
consider going public.

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Over the last two decades, social entrepreneurs, microfinance professionals,
government institutions and private initiatives in the country have nurtured the
growth of microfinance institutions (MFIs). If the ‘Operation Flood' initiative was the
catalyst that linked village milk producers to milk consumers all over India, the
microfinance movement has channelled resources of the banking sector to the
economically challenged in towns and villages.

Microfinance has gained in significance in the last few years. It is now on the
threshold of a boom. SKS Microfinance Ltd (SKS), the largest MFI in India, has placed
the sector on the equity market radar. SKS has 5.3 million members, a network of
about 1,630 branches, and a loan portfolio of Rs 3,200 crore as of September 2009.
Microfinance has indeed come a long way — from village lanes to Dalal Street is no
mean achievement.

EVOLUTION OF MFIs (Micro Finance Institutions)

Globally, the Grameen Bank model of microfinance is well known and has been
replicated in many countries. A number of MFIs in India adopt the Grameen model
and other group models to reach out to their target clientele. India, in a way, is
unique.

It has a mix of the Grameen model, joint liability group model, franchisee model, and
more importantly, the self-help group (SHG) model. The SHG-bank linkage program
was initiated by the National Bank for Agriculture and Rural Development in 1992. It
is the dominant MFI model in India. The Small Industries Development Bank of India
launched its micro credit scheme in 1994 and formed the SIDBI Foundation for Micro
Credit in 1998.

Concerted efforts were made to link the sector with mainstream financial institutions.
Rating agencies have played an instrumental role in connecting the sector to lending
institutions and debt markets. With the proposed initial public offering of SKS, the
sector will establish its linkage with the equity markets as well.

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NEED FOR REGULATION

Regulation is essential for financial intermediation. The Reserve Bank of India (RBI)
provided the necessary boost to the growth of microfinance. In 2000, the RBI
announced that micro-credit loans given by banks directly to individuals or through
intermediaries would form part of priority sector loans. This provided an opportunity
for the MFIs to access bank borrowings. In 2002, the RBI constituted four informal
groups to examine the issues relating to the delivery of microfinance.

In 2004, the RBI expressed concern over MFIs raising deposits. This was because
MFIs operate under different legal structures and many of them do not come under
the purview of the RBI. In the context of regulation, the timely approval and passage of
the Micro Financial Sector (Development & Regulation) Bill would give more
recognition to the sector, and in turn, facilitate its orderly growth.

In the Indian context, the SHG-bank linkage programme continues to be dominant,

given the wide reach of the banks. As of March 2009, around 86 million poor
households through six million SHGs had placed their savings of about Rs 5,500 crore
with the public sector banks (PSBs).

A discerning trend has emerged over the last three years. MFIs have widened their
network and have absorbed a higher share of banks' disbursements. Similarly, banks
have regarded MFIs as a beneficial medium to scale up their volumes. In 2008-09,
MFIs channelled 23 per cent of bank lending towards microfinance against 15 per cent
in 2007. In all likelihood, the MFIs' share could have increased to nearly one-third in
2009-10. The PSBs disbursed Rs 3,700 crore to around 580 MFIs in 2008-09 and had
loans outstanding of Rs 5,000 crore to over 1,900 MFIs as of March 2009.

CHALLENGES AHEAD

The sector is at a critical juncture. The emphasis on financial inclusion, focus of

banks on the micro-finance sector and the vast, untapped segment in need of small
loans – all these offer opportunities for the sector to scale up.

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The MFIs are aware of the issues that need to be addressed. These include: imparting
counselling on ‘savings-credit-protection', ensuring that lending rates are competitive
and operations are self-sufficient, bolstering capital and strengthening controls in line
with growing volumes.

The extent to which the MFIs resolve these issues would determine the future
prominence and profile of the sector.

MICRO FINANCE IN INDIA AT GLANCE

Microfinance is generally understood as the provision of financial services to low-

income households. Typically it involves supply of credit, savings, insurance,
remittance and pension products/services in token sizes that are much smaller than
those prevailing in the mainstream commercial markets.

The Microfinance industry in India has borrowed largely from Grameen Bank in
Bangladesh, in terms of methodology, processes and systems. Most of the leading
Indian MFIs started out as NGOs during 1985-1999, adopting the Grameen Bank
model of group-based lending to women in rural areas.

Over the years, the MFIs have grown significantly and have transformed into for-profit
non banking finance companies (NBFCs), thus moving towards a more regulated legal
setup.

Between financial years 2004-05 and 2005-06, the combined loan portfolio of Share
Microfin Ltd, SKS Microfinance Pvt Ltd and Spandana Sphoorty Innovative Financial
Services Ltd, three of the largest NBFC MFIs in the country, showed a growth rate of
102%.

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Their combined outreach (number of active borrowers) showed a growth rate of 114%
over the same period. All the three MFIs mentioned above now have much more than a
million active borrowers each.

While there are around half a dozen large MFIs in the country, there are close to a
thousand other MFIs that can be categorized as tier-2, tier-3 and new-age MFIs; most
are in tier-3. This box below provides a description of the various categories of Indian
MFIs and their salient features.

Classification of MFIs in India as at the beginning of FY 2010

Tier 1 Tier 2 Tier 3 New-Age MFIs

5-6 large NBFC 5- 10 MFIs

MFIs that have 500-800 NGO promoted recently
10-15 mid-
been in MFIs that have by professionals
sized MFIs
operation as been growing who are convinced
that have
Description NBFC for 6-10 steadily and of the opportunity
recently
years and face difficulty in at the ‘bottom of
transformed
previously as an borrowing from the pyramid’. Most
into NBFCs
NGO for several banks of them are for-
years profit NBFCs.

Total
Nearly 10 million 2-5 million < 1 million < 0.5 million
Outreach

Typical ~= RS 50-100 ~= RS 30-50

> RS 100 crore < 30 crore
Portfolio crore crore

Source of Most have Have availed Dependent on Promoters equity

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 equity availed of or are looking donated equity and commercial
commercial for and ‘social’ equity capital
equity capital commercial investors
equity capital

Institutional Institutional
Source of Institutional Institutional loans
loans + loans, soft
debt funds loans + buyout + buyout
buyout loans, grants

Leverage Moderate Moderate High Low

Current Demand-Supply Mismatch

While the Indian Microfinance sector has grown rapidly, it is yet to satisfactorily meet
market demand.

With about 42% of the population living below $1.25 a day in the country according to
World Bank estimates, the total demand for micro credit in the country is Rs 700
billion at an average annual loan size of Rs 7500. However, even by 2011, when the
Indian Microfinance industry is expected to reach a size of about Rs 250 billion, only
about 50% of the market demand may be covered.

Past Performance

According to Crisil, the Microfinance sector in India is estimated to have outstanding

total loans of Rs 160 to Rs 175 billion as on March 31st, 2009. Also, the Microfinance
sector has grown rapidly over the past four years at an average compounded annual
growth rate (CAGR) of 90%.

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The MFIs' asset quality as indicated by their PAR rates has improved and is healthier
than other asset classes. This is mainly because group pressure ('social collateral’) for
timely repayment is at the heart of the Microfinance model adopted in India from
Grameen Bank. Established Indian MFIs also have efficient monitoring and collection
mechanisms.

Growth

Indian microfinance sector is expected to grow nearly ten times by 2011 to a size of
about Rs250 billion from the current market size of Rs27 billion, at a compounded
annual growth rate of 76%, according to a report released by Companies and
Markets.com. Microfinance in India started evolving in the early 1980s with the
formation of informal Self Help Group (SHG) for providing access to financial services
to the needy people who are deprived of credit facilities. One of the fastest growing
sectors of India, microfinance is spearheading intense competition among the largest
players.

Future Prospectus

The Indian micro finance industry (MFI) would cross 11 crore borrowers and Rs
135,000 crore ($30 billion) in loan portfolio by 2014 and will require a huge capital
inflow both in debt and equity. The growth is expected to come from underserved
states that are witnessing a flurry of activity, and also from a range of new financial
and non-financial products that are being introduced in the sector.

Indian microfinance institutions have grown at a spectacular rate between 2004 and
2009, with an average size portfolio increasing 107 per cent on a year on year basis,
while number of clients increasing 91 per cent. As of 2009, the industry had a client
base of about two crore and gross loan portfolio of Rs 11,734 crore.

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Despite a sustained high growth rate in the industry, the full potential of microfinance
has not been fully explored in geographies such as Uttar Pradesh, Bihar and north-
eastern states. The microfinance penetration in India is merely 3.6 per cent, and 60
per cent of the portfolio is concentrated in the southern states of Andhra Pradesh,
Tamil Nadu and Karnataka. While access to capital remains a constraint for most
Indian MFIs, the market has matured in the past few years.

Hedge funds, high net worth individuals and blue chip private equity players have
entered the market amongst others, and public sector banks have increased their
exposure contributing a fourth of the debt capital needs of the sector.

MFIs won’t lend over Rs 50k to single entity

Lenders will disclose details of interest rates, processing fees and insurance premium
they collect as part of the new policy. They said their collective lending to a single
borrower will not exceed Rs 50,000 to avoid default. The code spells out the
importance of cash flow analysis of borrowers and aims to avoid high-handed recovery
tactics. Lenders will also put a new mechanism in place to address borrower
grievances. Fierce criticism from RBI last month forced micro finance lenders to review
their business style. The central bank was concerned about operational irregularities
and governance issues.

Lenders have formed a self-regulatory body to draft the code and monitor practices
followed by members. Lenders like Bandhan, Basix, Equitas Micro Finance India, SKS
Microfinance and Ujjivan are members of the new organisation called the Microfinance
Institutions Network. Nevertheless, all 32 members of the new organisation have
agreed. Microfinance players, who have graduated to nonbanking finance companies,
are essentially members of the new self-regulatory group. The members have also
agreed to follow a practice whereby no company would hire all its employees from
other members. About 50% of the new recruits have to be from outside the sector.

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World’s Largest Market

Most microfinance loans in India range from 5,000 rupees to 20,000 rupees, according
to an October 2009 report by Crisil Ratings, the local unit of Standard and Poor’s. The
country, where more than 600 million people live on less than $1.50 a day, is the
world’s largest microfinance market, according to a March report by CGAP and
JPMorgan Chase & Co.

Interest rates range from 18 percent to 33 percent, according to Vijay Mahajan,

chairman of Hyderabad-based Basix Group and president of the Microfinance
Institutions Network, an industry lobbying organization. Indian banks typically don’t
lend directly to microfinance customers.

Sequoia Backing:

SKS, betting the potential for growth will attract investors, sought approval from
India’s capital markets regulator in March for an IPO and picked Kotak Mahindra
Capital Co., Citigroup Inc. and Credit Suisse Group AG to manage the offering.
Sequoia Capital, one of Google Inc.’s and Yahoo! Inc.’s early investors, began buying
shares in SKS in March 2007. It plans to sell less than a third of its holding in the
IPO, according to the filing SKS made in March. So even though microfinance has
been growing at stupendously high growth rates for the last four to five years since
Sequoia Capital first invested in the sector, it expect micro finance to continue to grow
at very high rates for the foreseeable future.

SKS, which mainly provides loans to poor women in rural areas, said its number of
borrowers climbed almost 20-fold to 3.95 million in the three years ended March 31,
2009. Loans outstanding increased more than 18 times in the period, to 14.2 billion
rupees, and profit jumped almost 49 times to about 802 million rupees.

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The outlook for microfinance investment 2010

After a challenging year, 2010 has begun on an optimistic note for microfinance
investors. Some fund managers have declared that the recovery has begun, albeit a
gradual one. We state that MFIs are recovering, despite some isolated incidents, with
an improving outlook for growth and profitability.

Echoing this sentiment, we expect the overall investment climate for microfinance to
improve in 2010.

Certainly, the news so far has been good, with major funds reporting positive results
for January and February, ending a trend of negative returns in Q4 2009. These funds
performed well in 2009, but the impact of the challenging economic conditions was
clear, with returns down significantly compared to previous years. For example, the
SMX 50, an index conducted by Symbiotics tracking the performance of major
Luxembourg-registered funds, shows returns for FY-2009 at 3.08%, down from 5.95%
in 2008 and 6.33% in 2007. This was in-line with the CGAP 2009 MIV Survey
estimates, which forecast returns to fall below 3.5% in 2009. Reasons identified by the
survey for reduced returns included high proportions of liquid assets in fund
portfolios, increased provisions against loan-losses and higher costs for currency
hedging due to volatility in Forex markets. Any discussion of the outlook for the
microfinance needs to consider these factors, how they impacted investment
performance in 2009, and what implications these have for the investment outlook
this year.

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Investment conditions will improve in 2010 by examining the underlying
fundamentals:

Liquidity

Liquid assets refer to the proportion of fund that is uninvested, that is the different
between the total assets and microfinance portfolio. Usually taking the form of cash
(although other non-microfinance assets may be included), a liquidity buffer is
desirable to guard against cash flow shortages. But as unproductive capital in the
sense it is not invested in loans to MFIs or equity, if liquidity positions become to large
they can place a drag on returns. For example, if a fund has 30% in liquid assets
compared to 10% a year ago, 20% less of a fund is being put to use (even if the
microfinance portfolio is the same size or even larger then it was). This situation can
result when fund growth, for example through new contribution, out-paces the rate of
investment. This is the situation which many microfinance funds are currently dealing
with.

Increased demand for funds will help ease excess liquidity, which by the end of 2008
were around 20% for Luxembourg-domiciled MIVs according to the CGAP 2009 MIV
Survey. Liquid assets such as cash as a percentage of total fund volume increased
significantly from 2008 to 2009 for two major Luxembourg funds — responsAbility
Global Microfinance Fund (rAGMF) and Dexia Microcredit Fund (DMCF).

A similar trend can be seen in the percentage of non-microfinance portfolio funds

(MFPF) of Luxembourg funds as tracked by Symbiotics, which suggests a high level of
liquidity. While total assets of the SMX50 index leveled off in H2-2009, there has been
no indication that investor interest in microfinance has declined, as fund managers
are upbeat in their expectations for attracting new funds in 2010. The CGAP 2009 MIV
Benchmark Survey estimated that total assets would grow 26%, which would bring
total MIV assets to $8.5 billion. If total assets were to grow at a similar rate in 2010,
liquid assets could actually increase, putting further pressure on fund returns.

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Portfolio quality and loan-loss provisioning

Loan-loss provisioning is the expense that has to be set aside to cover losses from bad
loans, whether through defaults or renegotiation of terms, such as extension of
repayment period or interest rate concessions. Initially, financial performance
remained strong throughout most of 2008, maintaining confidence that MFIs were well
position to weather the downturn. According to the SYM50 — an index by Symbiotics
tracking the performance of 50 large MFIs — Portfolio at Risk (PAR) spiked
dramatically in December 2008, peaking at over 5% in October 2009. This in turn
directly affected financial performance, with Return on Equity (ROE) falling steeply at
the same time.

In response, MFIs generally slowed the growth of their loan portfolios to concentrate
on maintaining portfolio quality. However, weakening portfolio has forced some fund
managers to take provisions against troubled loans in H2-2009, as revealed by
publicly available monthly fund reports. Except for two cases, it was specified that
these provisions were made for loans to troubled MFIs in Nicaragua, and Bosnia and
Herzegovina. These countries have been affected by repayment crises which have
undermined the phenomenal growth that was key to making these countries
investment hotspots in the first place. A recently-released report from CGAP, Growth
Vulnerabilities in Microfinance, examines these and two other repayment crises in
Morocco and Pakistan.

However, microfinance has changed significantly since then. For example, investors,
rather then donors, are primary funders of the sector. As a young investment sector,
these repayment crises are the first to truly test the current microfinance investment
model. And despite a drop in performance, the sector has handled the challenging
conditions well, with no funds reporting any serious financial problems due to the
repayment crises. Regardless, it will probably prompt a review of risk management
strategies and encourage further portfolio diversification. Hopefully, this experience
will also enable investors to detect signs of stress earlier so that action can be taken to
help prevent future repayment crises from developing.

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Equity investments – boom or bubble

Equity investments in the sector are increasing in importance for the sector, with
equity as a proportion of all MIV assets growing by 47% from $987 million in 2007 to
US$ 1.45 billion in 2008, representing 24% of MIV investments according to the CGAP
MIV Survey. Part of this growth is due to the increase in specialist microfinance
private equity funds, with 13 in 2008 representing $257 million. And this figure does
not include the equity investments of Development Finance Institutions (DFIs), such
as the IFC and EBRD, specialist vehicles established by pension funds, or mainstream
venture capital and private equity firms.

An interesting finding of the report was that despite an unprecedented drop in asset
quality, and a simultaneous decrease in profitability, MFI equity valuations continued
to rise. It concludes that net income growth, rather then profitability, are the key
drivers of valuations as investors seek MFIs with high growth prospects. While this
trend occurred across all regions, the highest multiples were in Asia, with price-to-
book value multiples of 5x, well above the global median of 2.1x.

Table 2: Microfinance Private Equity Transactions:

Price-to-Book-Value
2005 2006 2007 2008 2009
Africa 0.9 1.2 1.6 1.8 NA
Asia 1.7 2 5.1 2.9 5
ECA 1.8 1.3 1 2.1 2.2
LAC 1.4 1.2 1.1 1.2 1.3

NA indicates fewer then five deals. Source: CGAP Microfinance Global Evaluation
Survey 2010.

The main contributor to these high figures has been the rapidly expanding Indian
market, where valuations have reached 5.9x. This in turn reflects the large influx of

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capital, which VCCEdge estimates to be around US$80 million, representing 40% of all
private equity deals in India.

This influx of capital will probably increase this year in anticipation of the much
vaunted IPO from SKS Microfinance — India’s largest MFI. This may be not only from
investors seeking to profit from not just this IPO but also from subsequent IPOs that
are expected to follow, and is likely drive up valuations further, reinforcing a bubble
mentality. At the same time it may encourage investors to look further afield to less
competitive microfinance markets in northern India where markets are less penetrated
and valuations may be lower. Certainly, this will be a situation that will need close
monitoring, as 2010 looks set to be both a landmark year and critical turning point for
the microfinance equity market in India.

Regional Outlook: An uneven recovery in 2010

BlueOrchard’s observation on the current state of the microfinance sector echoes that
of the economic outlook. In the DMCF’s January report, the fund manager stated that
although most regions were coming out of recession, some regions remain under
significant pressure — especially Eastern Europe and Central America. Christian
Speckhardt from responsAbility, supports this view also, stating that although there is
a noticeable improvement in credit quality overall, risk metrics in Eastern Europe and
Central America are likely to continue rising slightly.

According to Mr. Speckhardt, loans in local currencies will become more common in
2010, which will open up more opportunities in Sub-Saharan Africa. Armand
Vardanyan, Fund Manager of the Vision Microfinance Dual Return Fund, also foresees
increased opportunities in Africa and Asia throughout the year.

Asia and Sub-Saharan Africa (SSA), despite having several fast growing microfinance
markets occupy still occupy a small share of fund portfolios compared to Eastern
Europe and Central Asia (ECA) and Latin American and the Caribbean (LAC) (Table 3).
South Asia share has been growing consistently since 2006, and is expected to have

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had a record year of growth due in large part to the rapidly expanding Indian market.
With a large unserved market, particularly in the north, India is expected to continue
to be one of the fastest growing markets in 2010. However at present, most investment
is concentrated in MFIs based in the south, fueling concerns that this inflow of capital
could encourage the development of a debt bubble in the southern states.

Regardless, EAP will continue to be an important region for investment in Asia, with
the region boosting two large, well established microfinance sectors — the Philippines
and Indonesia. However, the main draw for investors has been the much smaller but
booming market in Cambodia. According to the IFC, lending from MFIs has increased
55% annually between 2006-2008, with total outstanding loans of US$440 million YE-
2008. In 2009 the sector continued to grow, with data from the Cambodian
Microfinance Association showing that outstanding loans of member MFIs grew by
13% between Q4 2008/09, from US$437 million to US$ 493 million.

2010 – A year of consolidation

For the sector 2009 represented a turning point for microfinance with conditions
which tested strength of the microfinance model. On the whole the sector has done
well, but it has also brought to the surface underlying issues the industry needs to
address as it matures — adequate risk management and balancing of growth with
operational sustainability. With growth expected to slow in 2010, this will the sector a
chance to consolidate the gains made in recent years by focusing on addressing these
issues.

Likewise, microfinance investors will also adjust to this new climate. While MFI
demand for debt is expected to recover in 2010, it is likely to remain lower then pre-
crisis levels. This may mean that if fundraising remains strong, funds may find it
difficult to lower fund liquidity, which may in turn maintain pressure on fund returns.

Equity investments will continue to growth in importance during 2010, centered

around the high growth market in India. While 2010 is likely to another standout year

15
for equity investment in India, with signs of a valuation bubble developing the
situation will have to be monitored closely.

In 2010 investment in Asia and Sub-Sahara is likely to increase as investors seek to

further increase fund diversification and take advantage of growing opportunities in
these regions. Investment in the more established regions, Europe and Central Asia
and Latin America and Caribbean, may grow more slowly and possibly decline as a
percentage of microfinance portfolio allocations.

_________________________________________________________________

Disclaimer:

This document prepared by our research analysts does not constitute an offer or solicitation for the
purchase or sale of any financial instrument or as an official confirmation of any transaction. The
information contained herein is from publicly available data or other sources believed to be reliable but
we do not represent that it is accurate or complete and it should not be relied on as such. Firstcall India
Equity Advisors Pvt.Ltd. or any of its affiliates shall not be in any way responsible for any loss or damage
that may arise to any person from any inadvertent error in the information contained in this report. This
document is provided for assistance only and is not intended to be and must not alone be taken as the
basis for an investment decision.

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