1 NTPC Limited

Call us at 1800 425 8282

NTPC Limited- Tax Free Bonds
















































Issue Highlights:
Issuer: NTPC Limited
Type of Instrument: Tax-Free, Secured, Redeemable,
Non-convertible Bonds in the nature of debentures having
Tax benefits u/s 10(15)(iv)(h) of the Income Tax Act
Face Value: Rs.1000 per Bond
Issue Open: December 03, 2013
Issue Close: December 16, 2013
Issue Size (Rs): Rs.1,000 Crores with an option to
retain oversubscription up to Rs.750 crs for issuance of
additional bonds, aggregating to a total of up to Rs.1,750
Crores.
Security Cover: The Bonds will have asset cover of one
time of the total outstanding amount of Bonds.
Nature of Indebtedness: The claims of the Bondholders
shall be superior to the claims of any unsecured creditors
of our Company and subject to applicable statutory and/or
regulatory requirements, rank pari passu inter se to the
claims of other secured creditors of our Company having
the same security.
Put/ Call Option: There is no Put/Call option
Minimum Application Size: 5 Bonds (Rs.5,000) and in
Multiples of 1 Bond (Rs.1,000) thereafter
Listing: Proposed to be listed on BSE & NSE
Mode of Allotment:
In Dematerialized form and Physical form, at the option
of the Applicant
Trading: In Dematerialised form only.
Rating: [ICRA] AAA (Stable) by ICRA
CRISIL AAA by CRISIL
Lead Managers to the Issue:
A K Capital Services, Axis Capital, ICICI Securities,
Kotak Mahindra Capital, SBI Capital Markets
Registrar to the Issue:
Karvy Computershare Private Limited
Trustee for the Bondholders:
IL&FS Trust Company Limited
Depositories: NSDL & CDSL
Interest on application Monies (only for Non ASBA):
On Allotment: Same as Coupon Rate for respective
categories
On Refund: at the rate of 5.00% per annum
About the Issuer
NTPC is the largest power producer in India in
terms of both installed capacity and generation.
NTPC is a Government company, which was conferred
'Navaratna' status by the GoI in 1997 and upgraded to
'Maharatna' status in 2010.
In calendar year 2013, NTPC ranked as the number one
independent power producer ("IPP") and energy trader
in the world, on the basis of asset worth, revenues,
profits and return on invested capital, according to a
survey conducted by Platts.
As on the date of the Draft Prospectus, total installed
capacity has increased to 41,794 MW of which 36,320
MW is directly through the Company, which includes a
total of 23 power stations, comprised of 16 coal-based
stations, 6 gas-based stations and 1 liquid fuel-based
station across India. In addition, NTPC also has 2
renewable energy projects.
Core business is generation and sale of electricity in
India, NTPC is also engaged in various other
complementary businesses, seeking to support core
business and to leverage their technical and operational
skills as well as their client and knowledge base in India
and abroad.
Complementary activities, conducted in some cases
through their Subsidiaries and Joint Ventures, include
project consultancy (including services such as
engineering, operation and maintenance management,
project management, contracts and procurement
management, quality management, training and
development), power trading, electricity distribution and
manufacture of equipment used in the power business.
As of May 2013, our Company ranked 384 overall on
the Forbes Global 2000 list, and 314th among
companies worldwide in terms of profit and 432nd
among companies worldwide in terms of market value.
As on March 31, 2013, NTPC's top ten customers
(generally, the various state power utilities) represented
59.97% of its revenue from sale of electricity generated
from its directly owned power stations.
As on March 31, 2013, Debt to Equity ratio was 0.87
on a consolidated basis, Debt Service Coverage Ratio
was 3.01 on a consolidated basis, and Interest
Service Coverage Ratio was 8.53 on a consolidated
basis.
Allotment on First Come First Serve Basis


2 NTPC Limited
Call us at 1800 425 8282
NTPC Limited- Tax Free Bonds




































Benefits of the Bonds:
Income by way of interest on these Bonds is fully
exempt from Income Tax and shall not form part of
Total Income as per provisions under section 10
(15) (iv) (h) of I.T. Act, 1961.
No deduction of tax at source from the interest,
which accrues to the bondholders in these bonds
irrespective of the amount of the interest or the
status of the investors.
Wealth Tax is not levied on investment in Bond
under section 2(ea) of the Wealth-tax Act, 1957
No upper limit on investment amount.
No lock in period for the Bonds, the Bonds shall be
listed and can be traded on BSE & NSE.
Objects of the Issue:
The proceeds of Issue will be utilized towards:
For inter-alia, funding of capital expenditure and
refinancing for meeting the debt requirement in on-
going projects, including recoupment of expenditure
already incurred.
Key Strengths:
Leadership position in the Indian power sector.
Robust financial position.
Government support.
Long-term agreements for coal and gas supply as
well as for sale of electricity, providing cashflow
visibility.
Effective project implementation and risk
management, including through investment in
technology.
Skilled human resources and employee
development.
Commitment towards corporate social
responsibility.
Strong corporate governance & Customer Focus
Key Strategies:
Focus on market leadership and opportunities for
organic and inorganic growth.
Pursue fuel security and diversify fuel mix.
Adopt advanced technologies and focus on research
and development.
Financial Analysis:

Total Income has grown at 9.52% CAGR since
2009


Profit after Tax has grown at 9.24% CAGR since
2009











46036
51204
60008
68842
72541
0
10000
20000
30000
40000
50000
60000
70000
80000
FY 09 FY 10 FY 11 FY 12 FY 13
Total Revenue (in Crs)
8092
8838
9348
9815
12586
0
2000
4000
6000
8000
10000
12000
14000
FY 09 FY 10 FY 11 FY 12 FY 13
Profit after Tax (in Crs)
9.81
10.72
11.34
11.90
15.27
0
2
4
6
8
10
12
14
16
18
FY 09 FY 10 FY 11 FY 12 FY 13
Basic EPS (FV @ Rs.10)


3 NTPC Limited
Call us at 1800 425 8282
NTPC Limited- Tax Free Bonds

























The issue:
Tenor 10 years 15 years 20 years
Options
Series of Bonds* (For Category I, II & III
#
)
Series 1A Series 2A Series 3A
Coupon Rate (%) p. a 8.41 8.48 8.66
Annualised Yield (%) p. a 8.41 8.48 8.66
Options
Series of Bonds* (For Category IV
#
)
Series 1B Series 2B Series 3B
Coupon Rate (%) p. a 8.66 8.73 8.91
Annualised Yield (%) p. a 8.66 8.73 8.91
Frequency of Interest Payment Annual
For Category I, II, III & IV
#

Minimum Application 5 Bonds (Rs. 5000) (individually or collectively, across all Series of bonds)
In the multiple of One Bond (Rs. 1000)
Maturity / Redemption Date
10 years from the
Deemed Date of Allotment
15 years from the
Deemed Date of Allotment
20 years from the
Deemed Date of Allotment
Redemption Amount (Rs./Bond)
Amount repayable on the Bonds, comprising the face value of the Bonds, together with
Coupon/Interest accrued at the applicable Coupon/Interest rate for each Series of Bonds on the
respective Redemption Dates or Maturity Dates
Coupon/ Interest Type Fixed Coupon Rate
Coupon / Interest Payment Date
The first Coupon/Interest Payment Date shall be the date falling one year from Deemed Date
of Allotment and, for subsequent fiscals, shall be the same date of such respective fiscal.
* Our Company shall Allot Series 2A/Series 2B (depending upon the category of Applicants) for all valid Applications, where the Applicants
have not indicated their choice of the relevant Series of Bonds.
# Pursuant to the CBDT Notification and for avoidance of doubt, it is clarified as under:
a. The coupon rates indicated under Series 1B, Series 2B and Series 3B shall be payable only on the Retail Individual Investo r Portion 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 the Retail Individual Investor Category/Category IV;
b. If the Bonds allotted against Series 1B, Series 2B and Series 3B are transferred by Retail Indiv idual Investors to Non- Retail Individual Investors, being Category I,
Category II and Category III investors, the coupon rate on such Bonds shall stand at par with coupon rate applicable on Series 1A, Series 2A and Series 3A
respectively;
c. If the Bonds allotted against Series 1B, Series 2B and Series 3B are sold/transferred by the Retail Individual Investors t o investor(s) who fall under the Retail
Individual Investor 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 Retail Individual Investor Allotee(s)/transferee(s) hold the Bonds under Series 1A, Se ries 1B, Series 2A, Series 2B, Series 3A
and Series 3B for an aggregate face value amount of over ` 10 lakh, then the coupon rate applicable to such Retail Individual Investor Allottee(s)/transferee(s)
on Bonds under Series 1B, Series 2B, Series 3B shall stand at par with coupon rate applicable on Series 1A, Series 2A, and Series 3A, respectively;
e. Bonds Allotted under Series 1A, Series 2A and Series 3A shall carry coupon rates indicated above until the maturity of the respective Series of Bonds irrespective
of category of holder(s) of such Bonds; and
f. For the purpose of classification and verification of status of the eligibility of a Bondholder under the Retail Individual Investor category, the aggregate face
value of Bonds held by the Bondholders in all the Series of Bonds Allotted under the Issue shall aggregated on the basis of PAN.
Effective Pre tax Rates for the Issue for Individuals/ HUFs (Category IV):
Tenure Coupon (%)
Individuals/ HUF (Pre Tax %)
33.90% 30.90% 20.60% 10.30%
10 Years 8.66 13.10 12.53 10.91 9.65
15 Years 8.73 13.21 12.63 10.99 9.73
20 years 8.91 13.48 12.89 11.22 9.93
Effective Pre tax Rates for the Issue for Individuals/ HUFs above 10 Lakhs (Category III):
Tenure Coupon (%)
Individuals/ HUF (Pre Tax %)
33.90% 30.90% 20.60% 10.30%
10 Years 8.41 12.72 12.17 10.59 9.38
15 Years 8.48 12.83 12.27 10.68 9.45
20 years 8.66 13.10 12.53 10.91 9.65




4 NTPC Limited
Call us at 1800 425 8282
NTPC Limited- Tax Free Bonds













::Research Desk::
PF/IPON/27112013/857
Shivram Yedithi
E-mail: shivram.y@karvy.com
Direct Ph: 040 4467 7542
Disclaimer
The information and views presented in this report are prepared by Karvy Stock Broking Limited. The information
contained herein is based on our analysis and upon sources that we consider reliable. We, however, do not vouch
for the accuracy or the completeness thereof. This material is for personal information and we are not responsible
for any loss incurred based upon it. The investments discussed or recommended in this report may not be suitable
for all investors. Investors must make their own investment decisions based on their specific investment
objectives and financial position and using such independent advice, as they believe necessary. While acting upon
any information or analysis mentioned in this report, investors may please note that neither Karvy nor Karvy
Stock Broking nor any person connected with any associate companies of Karvy accepts any liability arising from
the use of this information and views mentioned in this document.
IMPORTANT: Please read the Prospectus of this issue carefully before investing.
Who Can Invest?
Category of Investor Eligible Applicants % of Issue Size
Category I
(QIBs)
PFIs as defined in Section 2(72) of the Companies Act 2013;
Alternative Investment Funds;
Scheduled commercial banks,
Mutual funds registered with SEBI,
State industrial development corporations,
Insurance companies registered with the IRDA,
Provident funds & Pension Funds with a minimum corpus of Rs. 25 crore,
The National Investment Fund set up by resolution F. No. 2/3/2005- DD-II dated
November 23, 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,
Insurance funds set up and managed by the Department of Posts, India.
Subject to such being authorized to invest
Up to 10%
Category II
(Corporates)
Companies falling within the meaning of Section 2(20) of the Companies Act 2013,
Limited Liability Partnerships registered under the provisions of the LLP Act,
Statutory corporations, Trusts,
Partnership firms in the name of their respective partners,
Cooperative banks, Regional rural banks, and
Other legal entities constituted and/or registered under applicable laws in India
That are authorized to invest in Bonds by their respective constitutional and/or charter
documents, subject to compliance with respective applicable laws.
Up to 25%
Category III
(HNIs)
Resident Individual Investors
NRIs applying on a non repatriation basis only,
Hindu Undivided Families applying in the name of their Kartas
for an amount aggregating to more than Rs.10 lakh across all Series of Bonds in the Issue
Up to 25%
Category-IV
(Retail Individual
Investors)
Resident Individual Investors
NRIs applying on a non repatriation basis only,
Hindu Undivided Families applying in the name of their Kartas
for an amount aggregating up to and including Rs. 10 lakh across all Series of Bonds
Up to 40%
Who Cannot Apply to the Issue?
Minors not applying through their guardians. It is clarified that a guardian may apply on behalf of a minor, provided that such
Applications indicate the names of both the minor, as well as the guardian. It is further clarified that it is the responsibility of the
Applicant to ensure that the guardians are competent to contract under applicable statutory/regulatory requirements;
Persons Resident Outside India and foreign nationals (including FIIs, Qualified Foreign Investors and NRIs applying on
repatriation basis, but excluding NRIs applying on a non-repatriation basis only);
Venture Capital Funds, as defined and registered with SEBI under the Securities and Exchange Board of India (Venture Capital
Funds) Regulations, 1996 and Foreign Venture Capital Investors;
Overseas Corporate Bodies;
Persons ineligible to contract under applicable statutory/regulatory requirements; and
Any other category of investors not mentioned in Category I, II, III and IV above.


Allotment on First Come First Serve Basis