Annual Report 2015-16
Transcription
Annual Report 2015-16
Value Through Diversity. 2015-16 Annual Repor t India Infoline Finance Limited Contents Corporate Overview Statutory Reports 1-34 About IIFL Group IIFL Group’s Business Landscape Introducing IIFL Finance Wide Spectrum of Offerings Business Model and Strategic Priorities Chairman’s Message CEO’s Insight Delivering Diverse Solutions Investing in Platforms, People and Processes Tapping Opportunities in Retail Lending Space Corporate Social Responsibility Advisory Board Board of Directors Operating Landscape and Performance Financial Statements 36-65 2 4 6 8 12 Directors’ Report Annexures 36 49 67-163 Standalone Financial Statements Consolidated Financial Statements 14 16 18 20 22 24 26 28 30 Loan assets under management `195,144 million Income `11,563 million Net Profit `3,387 million Net NPA 0.5% ROA 1.8% ROE 16.9% (from ` 161,757 million in FY2014-15, growth of 21%) in FY2015-16 (from ` 10,255 million in FY2014-15, growth of 13%) in FY2015-16 (from ` 3,012 million in FY2014-15, growth of 12%) in FY2015-16 67 120 Diversity is the way forward for fulfilling customer expectations in today’s transformational world. Our services are designed to serve evolving aspirations of retail customers. In the past few years, we have expanded our products and services in line with changing needs of customers in a dynamic socio-economic landscape. We are simplifying our processes, strengthening and empowering our teams and steering transformation at the field level for faster and better credit decisions. At India Infoline Finance Ltd. (IIFL Finance), we acknowledge this reality; and strengthen the diversity of our offerings, encompassing multiple hues of the financial spectrum. The result of such a strategy is a risk-focused business model, and sustainable profitable growth. We have a broad canvas of operations in the NBFC sector. It spans home loan, loan against property, loan against gold, commercial vehicle finance, capital market finance, healthcare finance and SME business loan. The aim is to maintain high quality assets, lower operating cost, reduce cost of funds and enhance return on assets. We have continuously invested in our operations, workforce, technology and distribution channels during the year. Our strategies are translating into positive outcomes across markets, which prove that our efforts are in the right direction. These initiatives will help us capture an incremental share of emerging opportunities, as the market activity gains further momentum. We will continue to strengthen our diverse offerings to create sustainable value for all stakeholders. About IIFL Group From an entrepreneurial start-up in 1995, we have steadily grown to emerge as one of India’s leading financial services group. Ever since inception, our strategy has been to align our capabilities and market insights to the country’s rapidly changing business environment. Our growth trajectory has only served to reinforce our focus on our domain of financial services. IIFL Holdings Ltd (Bloomberg Code: IIFL IN, NSE: IIFL, BSE: 532636) is a diversified financial services group offering financing, asset and wealth management, financial advisory and broking, financial products distribution, investment banking, institutional equities, project financing and advisory services through its various subsidiaries. Vision To be the most respected company in the financial services space. - Not necessarily the largest or most profitable. Values Fairness Fairness in our transactions with all stakeholders including employees, customers, and vendors, bereft of fear or favor. Integrity Integrity and honesty of the utmost nature, in letter, in spirit, and in all our dealings with people, internal or external. Transparency Transparency in all our dealings with stakeholders, media, investors, and the public at large. We have come this far solely based on our core values serving as a moral compass in all our dealings. Fairness, Integrity and Transparency - FIT is the driving force behind all that we do here at IIFL. We only work with people who fit into our professional ethos. Our constant endeavor is to deliver befittingly on all fronts to all our stakeholders. We are resolute in the observance of these values and will let go of any growth opportunities that deem unfit. 2 India Infoline Finance Limited About IIFL Group | Corporate Overview 3,000,000+ ~ `800 billion ~ `200 billion ~12,000 500+ 300 Global Presence ~2,500 1,000+ Customers Loan assets under management Wealth assets under advice Employees World’s top institutional investors rely on our research Stocks under research US, UK, Singapore, Hong Kong, Switzerland, Mauritius and UAE Locations in India Branches International Subsidiaries’ Locations UK USA Hong Kong Switzerland Mauritius Singapore UAE Annual Report 2015-16 3 IIFL Group’s Business Landscape Service offerings across customer segments Broking, Insurance, Mutual Fund Retail High Networth Home Loan, Gold Loan, Commercial Vehicle Loan, SME and Healthcare Finance Asset Management Investment Banking Institutional Equities Corporate Project Financing and Advisory Charts depicts only key businesses and subsidiaries of IIFL Holdings Limited and not all the businesses and subsidiaries 4 Wealth Management India Infoline Finance Limited Institutional India Investment Advisory IIFL Group’s Business Landscape | Corporate Overview Financing NBFC diversified financing company offering home and property A loan, gold loan, commercial vehicle finance, healthcare finance, loan against securities, and SME business loan Assets Under Management of `195 billion as on March 31, 2016 Aggregate loan book of ` 178 billion and income of ` 12 billion as on March 31, 2016 Housing Finance Company Offers affordable financing solutions and retail home loan Focuses on priority sector customers for home loan and loan against property Wealth Management Wealth Management One of the largest and fastest growing wealth management companies in India Offers advisory, wealth structuring solutions, asset management, and onshore and offshore distribution services Assets under advice, management and distribution of close to ` 800 billion as on March 31, 2016 Presence across major countries and Indian cities through a network of 22 offices Largest AIF platform in the country across debt, equity, and real estate Wealth NBFC IIFL Wealth Finance focuses on capital-market-related lending to its high networth clientele During the year, IIFL Wealth Finance commenced its lending business and total loans as on March 31, 2016 were about ` 1 billion Asset Management Company Wholly owned subsidiary of IIFL Wealth Investment manager of IIFL Mutual Fund and Alternative Investment Funds (AIFs) Agency Financial Advisory and Broking Leading broking house offering equity, commodities, currency broking in retail and institutional segment Well-known for quality research IIFL Markets (mobile trading platform) is the best rated and highest downloaded app among peer group on Google Play Store with more than 500,000 downloads Financial Product Distribution Among India’s top six mutual fund distributors Leading non-bank distributor for life insurance in the country Online interface and mobile applications, to comprehend, compare, and buy products from different insurance and mutual fund companies Institutional Research and Investment Banking Pedigreed institutional equities team Premier broker for FIIs, DIIs, private equity funds, banks, mutual funds, and insurance companies Investment Banking has a stellar track record of executing transactions. During the year, IIFL completed 10 transactions the largest number of transactions executed in a single fiscal year Annual Report 2015-16 5 Introducing IIFL Finance A subsidiary of IIFL Holdings Limited, India Infoline Finance Ltd. (IIFL Finance) is a systemically important non-deposit accepting non-banking finance company. The Company was incorporated in 2004 as India Infoline Investment Services Private Limited and converted into a Public Limited Company in 2007. Today, our large workforce, led by an experienced management team and a strong geographic footprint of around 1,000 branches, addresses the capital needs of under-served markets through our diversified offerings. We have leveraged the increasing credit demand in the country on the back of a well-diversified product offering, healthy funding and capital adequacy. Key Financial Facts Loan Book ` in bn 5 - year CAGR 28% Profit After Tax ` in bn 5 - year CAGR 33% 178 3.4 3.0 147 94 109 1.9 67 2012 2.1 1.1 2013 2014 2015 ROE 2016 % 16.9 12.7 2012 2013 2014 Net NPA 2016 % 16.9 13.1 2015 0.54 0.54 2015 2016 0.40 0.33 7.6 0.17 2012 6 2013 2014 India Infoline Finance Limited 2015 2016 2012 2013 2014 Introducing IIFL Finance | Corporate Overview Cost to Income % Cost of Funds 12.0 62.7 % 12.0 64.4 11.3 11.1 55.1 45.7 2012 2013 2014 2015 10.2 45.6 2016 2012 2013 2014 2015 2016 Loan AUM - `195 bn as at March 31, 2016 Mortgage Corporate - 26 bn (13%) Healthcare & SME Finance - 7 bn (4%) Commercial Vehicle - 23 bn (12%) Mortgage Retail - 84 bn (43%) Capital Market - 26 bn (13%) Gold Loan - 29 bn (15%) Annual Report 2015-16 7 Wide Spectrum of Offerings 8 India Infoline Finance Limited Wide Spectrum of Offerings | Corporate Overview Core Capabilities Diversified product portfolio across separate business verticals Pan-India presence with a talented employee base Rapidly expanding technological capabilities with emphasis on digitization Well defined credit processes and risk management strategy Decentralized operations management for fast processing and quick availability of loans Strong network with banks and financial institutions High quality assets Home Loans We provide loans for purchase of residential property, home construction, home improvement, and plot loans, through our subsidiary, India Infoline Housing Finance Limited. We source home loan applications through our direct sourcing channel, DSA network, alternate channels, and crossselling products. FY2015-16 UNDER REVIEW The Government’s ‘Housing for All’ vision and an easing interest rate trajectory are expected to bolster opportunities for us, going forward. The retail mortgage loans touched ` 7,241 crore, witnessing 89% year-on-year growth in the loan book. During the year, along with our existing retail lending strategy, we focused on a customer-centric approach. A fresh website, with customer friendly tools such as an EMI calculator, homebuyer guide, and much more features were launched. A new home loans mobile app, with features such as online EMI payments, downloadable statement of accounts reflected our unwavering focus to enhance customer convenience and satisfaction. Mortgage Retail Loan AUM - `8,398 cr Share of Mortgage Retail - 43% of loan assets Dedicated Home Loan Branch count increased to 58 We also strengthened our feet on the street by 50% and increased our branch count to 58. With 2,200+ approved projects pan-India, we are continuously developing and deepening relationships with builders to enhance business. Loan Against Property The Company targets SME segment, especially priority sector, for incremental business. The self-employed segment, which is the foremost segment of LAP, requires efficient checks and controls to ensure a quality portfolio and risk reduction. IIFL has in place a robust platform to undertake necessary checks regarding the borrowers’ credit background, and to conduct legal and technical security evaluation. IIFL leverages on external as well as internal appraisal of properties, including valuations by international property consultants for large mortgage loans. The verification process comprises prescribed and independent fraud control checks. FY2015-16 UNDER REVIEW Has in place a robust platform to undertake necessary checks regarding the borrowers’ credit background, and to conduct legal and technical security evaluation LAP portfolio has shown steady growth and remains stable across all parameters in terms of risk appetite. Strengthened Credit, Legal, Technical, Collections and RiskAnalytics teams With strong focus on the retail segment, IIFL is focused on building a cost-effective distribution channel with controlled risk. During the year, the Company has further strengthened its Credit, Legal, Technical, Collections and Risk-Analytics teams. Annual Report 2015-16 9 Commercial Vehicle Finance Since December 2012, IIFL Finance has been providing loans for all types of commercial vehicles (new and used vehicles; small, light, medium and heavy commercial vehicles, among others). The commercial vehicle financing team sources clients through its direct sales force; direct selling agents, authorized dealers of various manufacturers and the IIFL branch network. The team comprises members from the sourcing department, the underwriting department (credit and operations) and collections department, empowering it with holistic capabilities. The Company has invested in automated systems and processes. Strategically located hubs facilitate faster disbursement and help reduce turnaround time. Loan proposals are evaluated based on multiple parameters, including industry experience, borrowing history, loan documentation and relevant KYC documents as prescribed by RBI. FY2015-16 UNDER REVIEW The commercial vehicles industry reported ~11.51% growth in sales volume against which IIFL Finance’s loan assets grew 77% during FY2015-16 to ` 22,821 million [Source: Society of Indian Automobile Manufacturers (SIAM)]. The Company’s customer base grew 60% during the year. Strong sourcing network and dealer tie-ups Maintaining growth and asset quality Commercial Vehicle assets grew 77% in FY2015-16 With the heavy vehicle segment picking up, the Company has been quick to shift gears and focus on heavy commercial vehicles both in new and used segments. The Company has strengthened its frontend sales and collections team, to drive the retail business and increase its market share. Healthcare Finance and SME Healthcare financing by IIFL Finance broadly comprises servicing of loans for acquisition of new medical equipment and ancillary and refurbished medical equipment. We provide loans to doctors, operating clinics, diagnostics/pathology centres, nursing homes, hospitals, as well as medical education institutes. The loans are extended against the security of equipment, personal guarantees, and mortgage of properties. Since October 2014, we have also been providing business loans to Small & Medium Enterprises (SMEs). The team sources clients through direct sales force and direct sales agents and leverages gold loan branch network. The Digital SME arm provides credit lines to non-individuals to meet their working capital requirement through various e-commerce players. It also provides small-ticket personal loans to 10 India Infoline Finance Limited individuals. The entire process of sourcing, approving and disbursement for these loans is seamless and digitized. FY2015-16 UNDER REVIEW During the year, the Company reviewed its fast-track product for retail healthcare loan and simplified its processes and documentation. It established new tie-ups with leading manufacturers of medical equipment. Relationships with existing manufacturers and customers continued to be strong. The Company also redesigned the process flow, bringing in higher efficiencies at the front-end systems. On the SME front, loan assets grew steadily during FY2015-16 on the back of strong growth in the customer base. The Company continued to leverage its extensive branch network and strengthened its sales as well as support team to service the needs Tie-ups with online marketplaces for supply chain financing Pre-approved loan using credit scoring method, customer behavioral data Tie-ups with leading manufacturers for medical equipment finance of its customers, drive retail business, and increase its market share. During the year, the Company also built a fresh team to focus on providing working capital facilities to SMEs, e-tailers, and individuals through digital platform and various partners. Wide Spectrum of Standalone Offerings | Corporate Overview Gold Loans IIFL Finance offers loan against gold jewellery to small businessmen, vendors, traders, farmers and salaried people at competitive rates and with quicker turnaround time. Depending on their comfort and convenience, our customers can choose from many disbursal modes and repayment options to make their gold loan process smooth and hassle-free. The Company follows a strong verification process and our officers are certified and trained in asset quality practices and have experience of more than a year. Further, the gold ornaments pledged with us are safely stored in fire-proof and burglary-proof vaults in our gold loan branches, which are under electronic surveillance at all times. FY2015-16 UNDER REVIEW With gold prices being volatile for most part of last year, IIFL’s major focus was to increase operational efficiency, contain credit losses, and earn higher yield. To this end, we introduced new schemes, streamlined our processes, and strengthened our collections. These initiatives have helped us to maintain our asset quality, well above industry standards. Our investments in digitization also helped us to enhance customer experience, reduce turnaround time, and simplify operations. Completely digitize origination and collection process Pan-India network of close to 1,000 branches Follows a strong verification process and officers are certified and trained in asset quality practices Capital Market Finance The Company offers a wide range of Capital Market Financing products, including loans against securities, margin funding, IPO financing, ESOP financing, promoter financing, and others. These products are secured by pledge of listed equity shares, mutual fund units, structured notes, bonds, debentures and collaterals, all approved as per the credit policy. The target customers include but are not restricted to high networth individuals (HNIs), corporates, proprietary firms, private trusts, partnerships, limited liability partnerships, and individuals. The retail and HNI portfolio comprises funding against diversified stock/securities, reducing risk of dependence or exposure on a single security as collateral. The Company has in place an approved list of securities based on liquidity and other quality parameters. As for listed shares, the Company restricts to RBI-specified list of shares and ensures maximum loan-to-value (LTV) of 50%. For each of its transactions, the Company engages in thorough verification of its client profile and detailed analysis of the quality of its collateral, complemented by in-depth research. It has consistently executed structured transactions with a quick turnaround time, offering competitive interest rates, along with best-in-class loan management systems. FY2015-16 UNDER REVIEW In the past one year, the capital market has not performed well, as global headwinds and foreign fund outflows hit domestic equities. Sub-normal monsoons, plunge in commodity and oil prices and with surprise interest rate cuts; it has been a year to remember for the Indian markets. Despite the turbulence, IIFL has seen incremental Large base of wealth and broking customers Executed structured transactions with a quick turnaround time, offering competitive interest rates, along with best-in-class loan management systems demand from retail as well as corporate customers in this segment. The Company adhered to changes brought in by RBI to mitigate risk exposure in the capital market segment. The incremental capital market loan portfolio catering to HNI clientele will be funded through IIFL Wealth Finance, NBFC arm of IIFL Wealth Management Ltd. Annual Report 2015-16 11 Business Model and Strategic Priorities IIFL Finance stands for trust, knowledge, and quality services to retail customers across India. Our endeavor is to extend organized financing and timely assistance to the digitally empowered customer through robust systems and easy-to-use interface. Our business model is focused on creating value for all our stakeholders. Build relationships and enhance customer experience Constantly innovate and adapt with changing environment Address growing financial needs in under-served markets Complete transparency and honesty with all stakeholders COMPLETE TRANSPARENCY AND HONESTY IIFL Finance is built on a solid base of entrepreneurial energy, professional integrity, and personal commitment. We operate our business with the highest ethical standards and remain dedicated to achieving sustainable and profitable growth. By exercising rigorous fiscal discipline, transparency, and developing risk metrics, we adhere to the highest standards of corporate governance, ensuring financial reporting with effective internal controls. BUILD RELATIONSHIPS AND ENHANCE CUSTOMER EXPERIENCE Intense customer engagement and understanding facilitates us to create a mutually profitable partnership. We are focused on building a process-driven organization with a culture of compliance and audit. The enterprise risk management framework put in place at the Group level, provides oversight on the risk-taking activities and guidance. The internal control system is supplemented by concurrent and internal audits, as well as special audits and regular reviews by the management. Our Board of Directors are highly respected for their professional integrity as well as rich financial and banking experience and expertise. We have an advisory board comprising stalwarts with long and immaculate careers in banks, public service, and the legal profession. Our systems are custom designed to suit our diverse product offerings, which enable us to reduce turnaround time. The Company’s focus on digitization and analytics should further help in improving our customer interactions and positively impact growth. There has been continuous progress in digitization, to provide a seamless experience to customers across multiple platforms. 12 India Infoline Finance Limited CONSTANTLY INNOVATE AND ADAPT WITH CHANGING ENVIRONMENT We have innovatively designed our product and distribution strategies to fulfil our customers’ various requirements. Given our deep understanding of the retail segment, we focus on customized products and solutions that can meet the expectations of aspiring India. In this regard, the Company has made investments in setting up analytics capabilities, software, and infrastructure to drive business growth through streamlined processes and greater operational efficiency. During the year, the Company launched its first-ever mobile app and self-service portal for customers. Customers also have more flexibility in choosing from different modes of disbursal and payment such as IMPS, prepaid cards, and online money transfer along with traditional methods of payment. Business Model and Strategic Priorities | Corporate Overview Technology continues to be a strategic enabler for our business growth, cost optimization, and process innovation. Going forward, we would continue to adapt to the persistently changing digital milieu, seizing opportunities and managing risks at every stage of our value chain. ADDRESS GROWING FINANCIAL NEEDS IN UNDER-SERVED MARKETS We target under-served clients, which underscores the importance of having an extensive branch network. We leverage IIFL Group’s vast and well-entrenched distribution network to reach out to customers in semi-urban and rural areas. The objective is to increase the share of the business in under-served Tier II and Tier III segments through analytics-led targeted lending and cross-selling. Our branches give us the human interface, which is combined with the digital platform to tap opportunities in the retail lending space. Key Priorities for FY2016-17 Retail focus Maintaining risk quality, and smooth transition to stricter NPA and provision norms Improving operational efficiency Rapid adoption of data analytics and digitization to drive growth in a fast changing environment RETAIL FOCUS We are focused on retail lending with high growth and dispersed risk. We seek to increase our presence in promising segments including home loan, loan against property, commercial vehicle finance and gold loan by utilizing the extensive branch network to reach across the country. Our retail business enables scale and diversification across geographies, sectors, and collaterals. MAINTAINING RISK QUALITY, AND SMOOTH TRANSITION TO STRICTER NPA AND PROVISION NORMS IIFL takes a holistic view of risk management and undertakes an enterprise-wide risk management approach under the Enterprise Risk Management (ERM) Framework. The Group has in place Risk Management Committee and Asset Liability Management Committee (ALCO), consisting of Directors and senior officials. They regularly meet and review the policies, systems, controls, and positions of the financing business. The Risk Management Committee reviews the risk management processes, covering credit and underwriting controls, operations, technology and compliance risks. We intend to proactively adopt new NPA norms and absorb the impact through continuous improvements in our internal controls and systems. IMPROVING OPERATIONAL EFFICIENCY In order to effectively cater to retail lenders, we focus on ensuring high degree of operational excellence and system automation. We have invested in our own proprietary system for loan processing to reduce turnaround time. We plan to continue our investments in digitizing business operations effectively enabling us to replace human judgement and manual operations by algorithm driven decision making. This would help bring down our costs of acquisition leading to improved operational efficacy. RAPID ADOPTION OF DATA ANALYTICS AND DIGITIZATION TO DRIVE GROWTH IN A FAST CHANGING ENVIRONMENT We are a multi-product NBFC. During the year, the Company entered the digital SME space through tie-ups with e-commerce companies, to provide analytics-led, pre-approved working capital finance to their suppliers. With diversified product lines and use of digital delivery channels and data analytics, we aim to satisfy our customers’ needs better. This will help us maintain relations with customers throughout the product life cycle and offer us with opportunities to up-sell and cross-sell products. Furthermore, this will aid portfolio diversification and reduce risk of revenue volatility. Annual Report 2015-16 13 Chairman’s Message During the year, the loan book grew 21% y-o-y to ` 177,695 mn. We can create significant value through product innovation and low-cost, digitally enabled delivery channels. Our theme for this year Value through Diversity - signifies the growth opportunity that beckons us. Dear Shareholders, Non-Banking Financial Companies (NBFCs) have a huge role to play in increasing the scope and reach of credit intermediation in the country. India’s growth prospects with a rising middle class population offer enormous opportunities to the financial sector to serve the needs of a large and discerning customer base. As a regulator for NBFCs, the Reserve Bank of India has pro-actively taken several prudential risk control measures over the years to ensure healthy functioning and growth of NBFCs. With convenient and innovative service channels, NBFCs can fill important gaps in financial inclusion by catering to geographies where the banking system is unable to enter. 14 India Infoline Finance Limited During the year, the Government and RBI announced a slew of measures to promote wider access to formal credit and payment systems. Aadhaar-linked biometric transactions, Unified Payment Interface (UPI), and Bharat Bill Payments System are steps in the right direction towards simplifying the financial ecosystem. Your Company believes that a strong foundation built on trust, customer centricity, and diversified product suite will set the pace for growth and help us deepen our presence in under-served segments. We can create significant value through product innovation and low-cost, digitally enabled delivery channels. Our theme for this year - Value Through Diversity - signifies the growth opportunity that beckons us. Chairman’s Message | Corporate Overview AN EXCITING AND EVENTFUL YEAR During the financial year ended March 31, 2016, your Company registered healthy performance across financial and operating metrics. Your Company generated consolidated income of ` 11,563 million and posted net profit of ` 3,387 million compared with ` 10,255 million and ` 3,012 million in the previous year. Net interest income stood at ` 9,856 million with ROE of 16.9% (on a consolidated basis). Your Company provides loans to salaried and self-employed individuals and small and medium enterprises (SMEs). The loan book comprises home loans, gold loans, commercial vehicle (CV) finance, loan against securities, healthcare equipment finance, and loans to SMEs. A diversified loan book provides a cushion against headwinds in a particular segment. During the year, the loan book grew 21% y-o-y to ` 177,695 million, led by retail mortgages and CV finance. The retail mortgage loan book grew 89% y-o-y and constitutes 41% of the loan book and the CV loan book grew 93% y-o-y and forms 10% of the loan book. Within retail home loans, your Company has directed its efforts towards the affordable housing segment under Pradhan Mantri Awas Yojana – Credit Linked Subsidy Scheme. During the year, your Company undertook focused efforts in enhancing people, process and platform within our various product segments. Our experienced team of professionals worked on simplifying the loan disbursal processes and strengthening the credit assessment, collection, and risk policies for scalability and profitability. Gross NPA and Net NPA ratios stood at 1.44% and 0.54% respectively as at March 31, 2016. SURGE OF OPPORTUNITIES Of 350 million active internet users in India in 2015, 134 million regularly use social media platforms - a number that is growing exponentially (Source: Digital Statshot India). The explosion of e-commerce, internet, and social media usage in India has led to rise of a new class of digitally savvy, non-bank financing players in India and globally. These platforms leverage social media and internet browsing data to evaluate creditworthiness of a customer. Fast changing customer behavior and digital disruption are a precursor to various new initiatives that your Company plans to launch and these will play an important role in augmenting our capabilities and promoting steady growth. We plan to expand delivery of basic financial services to customers through innovative technologies. Few such contemporary technologies include mobile phone-enabled solutions, electronic money models, and digital payment platforms. Digital channels can drive down costs for customers and service providers, opening the door to remote and underserved populations. Your Company leverages technology across the value chain to drive efficiencies and improve customer interaction, service, and reporting. In this respect, your Company invested in mobile technologies, data analytics, and digital infrastructure for a convenient loan disbursal process, granular credit decisioning, and targeted lending approach. In the digital era, a credit decisioning process based on realtime, risk-based scoring method, credit bureau scores, and consumer behavior can speed up loan approval and create alerts in collections mechanism. The business processes within each of our holistic product portfolio are customized to offer hassle-free finance solutions to the target customer segment. to expand and fortify its footprint in the existing network and explore untapped markets. Moreover, digitalization lies at the center of all our long-term business expansion plans. Meeting and exceeding customer expectations have always been our ultimate objective. Your Company remains committed towards constantly delivering as per customer needs with our diversified and innovative range of products and services. The aim is to migrate our business processes to end-to-end digital platforms and source a meaningful share of new business through digital financing. Your Company will continue to invest in integrated technology platforms that can offer seamless and quality services to our steadily growing customer base. Customer centricity, backed by technology solutions and a strong lineage with our parent in servicing the retail consumer base, will help us achieve long-term growth and sustain a culture that harmonizes quality with consistent growth. As we look ahead, macro-economic conditions look bright and with significant investments and efforts made by your Company to stay competitive, we are well placed to capitalize on the opportunity. I am confident that with perseverance and commitment of our strong team, your Company is well-positioned to attain new milestones. Warm Regards, V. K. Chopra Chairman, India Infoline Finance Limited SCALING UP In the past couple of years, we have focused on strengthening our talent pool, streamlining processes and systems, and improving our operating model. As your Company moves into the next financial year, we look at the future with increased vigor and confidence. Your Company is set Annual Report 2015-16 15 CEO’s Insight Change is inevitable, growth is intentional – Colin Wilson We have simplified processes and are migrating to a paradigm that enables better and faster credit decisions by using enhanced technologies at the field level. Dear Shareholders, Focus on excellence and customer centricity holds the key towards shaping a business from a long-term perspective. In this context, we have developed distinct capabilities vis-à-vis provision of financial solutions to both under-served and under-banked customers over the years. Notably, these customer segments have limited access to the formal lending ecosystem, as catering to these segments necessitates careful handholding. Nonetheless, we have a well-diversified product portfolio and possess a panIndia distribution coverage that places us well to cater to these customer segments. IIFL Finance has emerged as one of the leading NBFCs in India by providing all consumer groups with the relevant products and services. 16 India Infoline Finance Limited We believe FY2015-16 has been a defining year, wherein we achieved another year of steady financial performance while making structural alignments to our businesses with respect to people, platforms, and processes. Thus, we have laid a foundation for growth in a rapidly evolving environment. During this year, the focus of our investments was on boosting frontline sales strength in core retail businesses, including mortgages, commercial vehicles, and SMEs. We have created the right blend of management expertise at the senior level. Technology is a big disruptor in the current day and age, which continues to bring about a disruptive change across businesses at a much faster pace. Backed by continued focus on transformation of business processes, we have created a dedicated management structure that CEO’s Insight | Corporate Overview builds on our digital capabilities and marketing expertise. We have launched our first-ever mobile app for IIFL Loans and now have a new revamped responsive website. We have developed functionalities including cashless payment, IMPS, selfservice portals and the adoption in this context is increasing gradually. As part of our long-term strategy, we have put in place a central analytics team and have made the requisite investments to set up the necessary infrastructures. As business operations increasingly digitize, algorithm-driven decisions will likely replace human judgment and manual operations. Analytics would play a pivotal role in customer and portfolio management, enabling lower costs of acquisition and drive higher operational efficiency. We will continue to take advantage of this platform and thus, reach out to more customers directly and indirectly through our distribution partners. We have simplified processes and are migrating to a paradigm that enables better and faster credit decisions by using enhanced technologies at the field level. Our consistent performance stems from continued efforts of our skilled and dedicated team. Respect for individual, open work culture, effective communication, fair and unbiased treatment, and welfare of employees are significant value propositions we have fostered over the years. Thus, IIFL Finance has retained a highly engaged talent pool and has established a high level of trust among its employees. BUSINESS PERFORMANCE Our AUM during the year came in at ` 195.1 billion, up 21% year-on-year and our profit after taxation stood at ` 3.4 billion, increasing 12%. Our operating performance reflects the shift towards long-term orientation. This orientation also reflects in the investments made by the Company across different components of the value chain products, people, process, technology, and values, to name a few. MORTGAGE During the year under consideration, the Company established a robust communication structure with its customers, along with its retail lending strategy. It fortified the business vertical of retail home loans to capitalize on new opportunities in the expanding affordable home loan segment. Rising affordability, increasing urbanization and favorable demographics will be the key drivers of growth in the mortgage industry. Housing credit is expected to grow at a steady pace of 17-19% in FY2016-17 with higher growth in under-served markets, which are emerging as growth drivers for HFCs and NBFCs (Source: ICRA). We are expanding our geographic presence and strengthening our sales force to capitalize on this demand. COMMERCIAL VEHICLE The commercial vehicle finance grew at ~68% in sales volume and registered 60% growth in the customer base during the year. The Company’s constant endeavor to fulfill customer expectations without losing focus on quality has led to this growth. Replacement of aging fleet prior to implementation of BS-IV and the government’s recent proposal to allow private players in the passenger transport sector represent other growth drivers. We are well prepared to leverage on this opportunity. most of this segment consists of selfemployed individuals who have limited access to finance. Hence, there is huge opportunity for NBFCs to fill in the gap. WAY FORWARD The industry is at a turning point and is poised for rapid growth. A significant catalyst that will shape the contours of this industry will be adoption and integration of technology in every aspect of our functioning. This will not only lead to reduction in costs and enhanced productivity but also ensure better and more sophisticated delivery of our products and services to our customers. The result is an exceptional customer experience and a significant brand recall. We are looking at consolidating our operations around the exclusive IT systems that we have built, making use of worldclass analytics and portals for achieving business and customer satisfaction. As we move forward, we intend to take the learnings from our endeavors and constantly improve in our pursuit of excellence in business practices. The future roadmap is promising and we will continue to focus on our ability and capacity to deliver value by exceeding the expectations of our customers. Warm Regards, GOLD The year under review has not been particularly favorable for gold loan financing, given a sharp correction in gold prices. We focused on presenting new schemes, rationalized our processes, and renewed our focus on collections, which helped us to maintain our asset quality. Rajashree Nambiar Executive Director and CEO, India Infoline Finance Limited SME During the year, we made good headway in this segment and explored new channels through digitization and partnerships, in our endeavor to garner higher market share. We believe that credit among the MSME market participants in India is still under-penetrated with large section financed through informal sources. Further, Annual Report 2015-16 17 Delivering Diverse Solutions Customers have wide-ranging financing needs, which we address through diverse solutions. We offer home loan, loan against property and gold jewellery, commercial vehicle finance to healthcare and SME finance, and capital market finance. Our multiple products and services across various business segments provide a diversified revenue pool and cushion against headwinds in any particular segment. 18 India Infoline Finance Limited Our focus is on high growth, dispersed-risk retail lending where we can take advantage of our geographical footprint in reaching out to the target segments. We have also digitally redesigned our products wherever necessary in keeping with the latest trends, effectively bringing down our cost-toincome ratio. In step with changing times, we have forayed into digital SME financing through tie-ups with e-commerce players. Moreover, the Company intends to increase its penetration in this product segment gradually through tie-ups with other prominent players. Having multiple products catering to different profile of borrowers helps us to diversify our risk largely. Moreover, we have a strong risk management framework in place that leverages technology to monitor and manage risks effectively. We believe our conscious decision to maintain a diversified product mix, coupled with our focus on asset quality and cost controls will drive profitability. Furthermore, it will enable us to leverage our brand effectively and widen revenues through effective cross-selling and other growth opportunities. KEY ADVANTAGES Diversified nature of loan book protects us from risks of single product exposure We maintain relationship with our customers throughout the product life cycle, which offers us the opportunity for repeat business and cross-selling other products Continuous monitoring and active re-balancing depending on changing needs and market dynamics Shorter processing and response time Annual Report 2015-16 19 Investing in Platforms, People and Processes We are operating at a time when technology is disrupting traditional approaches and driving significant transformation in business processes and customer experience. At the same time, a strong government agenda for digitization through flagship initiatives such as e-Sign and UPI (Unified Payment Interface) creates a favorable environment for change. As the landscape changes around us, adoption of digitization and technology continues to be at the core of our organizational strategy. We have launched several new initiatives, along with digitizing customer experience across multiple touch points. Our processes ensure a disciplined approach towards risk management and managing growth. A combination of simplified processes, automation and improved turnaround time makes every interaction more cost-effective and enhances customer satisfaction. ELEVATING CUSTOMER EXPERIENCE Launched an all refreshed IIFL website with detailed information, calculators, and call-back facilities for further assistance, helping customers make informed decisions Introduced digital methods of disbursing loans via IMPS transfer and prepaid card Made available online payment service to make payments quick, easy, safe and convenient for all products Introduced our self-service portal to help customers manage their loan account online Launched a new IIFL Loans Mobile app, for both Android and iOS phones, enabling customers to get information at their fingertips - account summary, complete statement and interest certificate, among others Enabled tablet-based collections for commercial vehicle business TRANSFORMING BUSINESS PROCESSES API integration with digital finance partners for instant sanctioning Shift towards electronic surveillance of gold loan in branches across India STRENGTHENING HUMAN CAPITAL Strengthened our leadership team with fresh talent and capabilities Introduced best practices in talent and resource management Encouraged employees to enhance their entrepreneurial, technical and behavioral skills in line with the Group’s culture of learning and continuous development These initiatives have created a strong platform for sustainable growth and positioned us well to become a prominent digital lender in the marketplace. Invested in new platforms for data analytics and accounting Annual Report 2015-16 21 Tapping Opportunities in Retail Lending Space Our focus on retail lending enables us to disperse our risk exposure effectively by including low-income and middle-income segments. This helps us to expand our loan portfolio steadily while maintaining asset quality and achieving growth. We believe, we are better aligned towards our strategic goals of going retail, since more than 75% of our loan book comprised retail loans, as on March 31, 2016. This number is expected to increase further given our continued focus on retail lending and shift of non-retail loans in our capital market book to IIFL Wealth. Economic growth, rise in middle class population, and continued focus of the government on affordable housing (incentivizing developers and consumers alike) will help sustain momentum in the retail mortgage space. Furthermore, recovery in infrastructure and industrial sectors have engendered revival in heavy commercial vehicles and used vehicle segments. Thus, we expect mortgage, commercial vehicle and SME financing to be our biggest growth drivers, going forward. 22 India Infoline Finance Limited HOME LOAN India’s housing finance industry is growing fast and is served by multiple institutions that cater to people in diverse geographies and across income levels. Mortgage lending has significantly contributed to growth in construction activities and housing consumption. According to ICRA, total housing credit outstanding in India as on December 31, 2015 stood at ` 11.9 trillion, showing 18% growth for nine months visà-vis ` 10.5 trillion of March 31, 2015. This growth was mainly because of disbursements against construction-linked loans, growth in the affordable housing segment, and increase in demand from Tier II and Tier III cities. In the Union Budget FY2015-16, the government announced a slew of measures to bolster the housing finance sector. Firsttime home buyers will get an additional interest deduction of ` 50,000 in FY2016-17 (the current deduction is ` 150,000), if the loan availed does not exceed ` 3.5 million and the cost of the house is restricted to ` 5 million (usually categorized as affordable houses). The plan of housing for all is a key constituent of the Government’s strategy for making Indian cities inclusive and productive. Improved stimulus to the establishment of affordable housing mission, accompanied by faster approvals and other supportive policy changes will lead to an upturn in construction activity. COMMERCIAL VEHICLE SEGMENT During FY2015-16, the commercial vehicle industry registered 11.51% year-on-year growth with sales of 685,704 units, compared with 614,948 units in FY2014-15 (Source: autocarpro.in). The market was largely driven by new model launches, lower fuel prices, and declining interest rates. India’s rapid urbanization, coupled with improving road infrastructure and regulatory policies will influence CV buyers and Original Equipment Manufacturers (OEMs). Our existing geographic footprint, along with operating efficiency, faster response time places us in a better position to leverage this opportunity. SME While Small and Medium Enterprises (SMEs) are vital in integrating any economic system in the society, they face several challenges – the most prominent amongst them being the availability of low-cost and timely finances for growth and expansion. SMEs need suitable finance to meet needs at each stage of their life cycle – right from conception through operation, development, reorganization, recovery and beyond. A constructive approach is required, involving innovative lending from the financial sector and improved corporate governance structure. This will pave way for a robust flow of finances to SMEs. According to CRISIL, loan against property segment for SMEs is expected to grow by ` 5 trillion by FY2018-19; and NBFCs are expected to contribute nearly half of this. The retail segment underlines significant opportunities for the lending business, especially in the digital SME segment. The focus on digital India and e-commerce along with huge latent demand for credit from the self-employed population in India will drive the lending business. DIGITAL FINANCE Through the digital finance initiative, the Company aims to collaborate with e-commerce portals, aggregators and fintech companies to offer financial solutions to their merchants. We aspire to deploy advanced technology in every aspect of the business and thus facilitate significant reduction in operational costs while creating a highly scalable growth model. This combined with various initiatives supported by Government towards Digital India will help bring in additional volumes and new customers to our Digital SME segment. Annual Report 2015-16 23 Corporate Social Responsibility As a responsible corporate citizen, we undertake numerous initiatives that empower the underprivileged sections of society and help uplift the communities we work with. KEY FOCUS AREAS Integrated Rural Development Drought Relief and Water Conservation Education & Financial Literacy Health Economic Empowerment of Women Sustainable Livelihood IIFL FOUNDATION IIFL Group’s CSR arm, IIFL Foundation aims to alleviate poverty and facilitate economic development through focused and need-based programs. What started as a financial literacy program has now blossomed into a holistic intervention. IIFL Foundation has always followed a bottom-up approach. The foundation’s core activities are in Maharashtra and it is conducting programs in Rajasthan too. During the year, Dr. Sarika Kulkarni, CEO of IIFL Foundation, was honoured as ‘100 Most Impactful CSR Leaders Award (Global Listing)’ at the World CSR Day. KEY PROJECTS TRIBAL DEVELOPMENT IIFL Group has adopted 32 tribal locations in three villages (Walvanda, Shiroshi and Kasatwadi) of Jawhar Taluka in Palghar district, Maharashtra under IIFL’s flagship program ‘Gram Vardhan Yojana’. This entails working on various social parameters, which include building check dams and other rainwater harvesting structures, to ensure year-long water supply and support agri-based livelihoods. Furthermore, we focus on income generation and skill development programs for women, vocational training for tribal boys and community sanitation 24 India Infoline Finance Limited Gram Vardhan (village adoption program), Jawhar, Maharashtra units for hamlets. Our sanitation units aim to achieve Open Defecation Free tribal areas, contributing to the government’s Swachh Bharat initiative. CHECK DAMS AND OTHER RAINWATERHARVESTING STRUCTURES IIFL Foundation has vowed to make the tribal areas of Jawhar Taluka drought free. In FY2015-16, we constructed two big check dams and over 50 other rainwater-harvesting structures. Consequently, the groundwater table rose substantially in these areas. Therefore, during FY2015-16, over 40 farmers did not have to migrate, and are cultivating flowers and vegetables throughout the year. WOMEN EMPOWERMENT PROGRAMS Over and above training, skilling, and supporting 1,000 tribal women to start micro enterprises, we have also supported a ‘Women’s Development Centre’ in Kankroli, Rajsamand district, one of the most backward areas in Rajasthan. IIFL Foundation will be conducting several skill-training and income-generation programs for women. A nursing school for underprivileged girls was also supported in Ponda, Goa. This school will train 250 young girls and support them with sustainable employment opportunities. EDUCATION AND FINANCIAL LITERACY Financial literacy is one of the flagship programs of IIFL Group. Under our Financial Literacy Agenda for Mass Empowerment Initiative (FLAME), we have been undertaking several programs for people from different walks of life. In FY2015-16 the focus was on financial literacy in rural areas and over 150,000 people from Maharashtra’s tribal belt undertook this program. FINANCIAL SERVICES HACKATHON In association with the Centre for Innovation and Incubation (CIIE) at IIM Ahmedabad, we hosted a one-of-its- Corporate Social Responsibility | Corporate Overview kind financial services business-plan competition. The top three ideas would be incubated at IIM Ahmedabad. Health Camp at Barsana Micro enterprises for women HEALTHCARE INTERVENTIONS We have undertaken various projects to provide healthcare services to the rural poor. Among various measures, free health check-up camps were conducted in rural areas (Pandharpur, Maharashtra; Barsana, UP; and Jawhar, Maharashtra). Over 200,000 people were checked and screened at these camps and over 15,000 eye surgeries were performed. We have also supported a cancer screening camp for rural Karnataka, where over 100,000 people were checked. 32 Tribal locations adopted in Jawhar Taluka, Palghar 50 Constructed rainwaterharvesting structures 1,000 Tribal women supported to start micro enterprises Check dam construction in Jawhar Annual Report 2015-16 25 Advisory Board IIFL Group’s Advisory Board comprises stalwarts with extensive experience and domain expertise, providing independent and informed perspective and oversight to Management, while guiding the Group’s strategic focus. Mr. Ashok Jha Retired IAS, Former Finance Secretary, Government of India Mr. Ashok Jha, an IAS officer, has had a stint of 38 years in civil services and held crucial positions in State and Central Government establishments. For about two years, Mr. Jha served in the Finance Ministry of the Government of India, first as Secretary, Economic Affairs, and later with additional responsibility as Finance Secretary. He was India’s alternate Governor in the World Bank and the Asian Development Bank. Mr. Jha served as the Secretary, Department of Industrial Policy and Promotion and Chairman of Foreign Investment Promotion Board (FIPB) in his capacity as Secretary, Economic Affairs. He was also Advisor, International Affairs, FICCI. After retiring, Mr. Jha was President, Hyundai Motors, India. He is currently an Independent Director on the Boards of some companies. 26 India Infoline Finance Limited Mr. Keki Dadiseth Former Chairman of HUL Mr. Keki Dadiseth, a Fellow member of the Institute of Chartered Accountants of England & Wales, had joined Hindustan Lever Ltd. in 1973 and became Chairman of HUL in 1996. He was appointed as Director on the Board and Executive Committee of Unilever PLC and Unilever NV in May 2000. In India, he is on the Boards of The Indian Hotels, Britannia Industries, Piramal Enterprises, Siemens, Godrej Properties, ICICI Prudential Life Insurance, ICICI Prudential Asset Management Trust. He is the Chairman of the Convening Board of Marsh & McLennan Cos in India, and Non-Executive Chairman of Omnicom India. He is also on the Advisory Board of Accenture Services and PriceWaterhouse Coopers, and a Senior Advisor to the World Gold Council, India. Mr. Keki Mistry Vice Chairman and CEO of HDFC Ltd. Mr. Keki Mistry is a Fellow of The Institute of Chartered Accountants of India. Mr. Mistry joined HDFC in 1981. He was appointed as Executive Director in 1993, as Deputy Managing Director in 1999, and as Managing Director in 2000. He was re-designated as the Vice Chairman and Managing Director in October 2007 and as Vice Chairman and Chief Executive Officer from January 2010. Besides being on the board of several HDFC group companies, Mr. Mistry is a director on the board of other public limited companies such as HCL Technologies, Sun Pharmaceutical Industries, Greatship (India), Torrent Power, and GRUH Finance. He is also on the board of CDC Group, London. Advisory Board | Corporate Overview Mr. Sat Pal Khattar Singapore-based prominent lawyer and investor Mr. Khattar, a prominent lawyer, is a Singapore-based Indian community leader and businessman. He was founder of Khattar Wong & Partners, one of Singapore’s largest law firms, and is the Chairman of Khattar Holdings, a private family investment firm. Among the various positions held by him, Mr. Khattar was Chairman of the Board of Trustees of Singapore Business Federation, a member of the President Council for Minority Rights, a life trustee of the Singapore Indian Development Association (SINDA), and Co-Chairman of the Singapore-India Partnership Foundation. He received the prestigious Padma Shri award from Government of India in 2011. Mr. Somasekhar Sundaresan Eminent Lawyer, Partner, M/s J. Sagar Associates Mr. Somasekhar Sundaresan is an eminent Corporate Lawyer who heads the Securities Law practice of M/s J. Sagar Associates, Advocates and Solicitors. He has extensive experience in advising clients in the areas of Securities Laws, M&A, and Foreign Investment in India, including strategic Foreign Direct Investment, Portfolio Investments and Private Equity Investments. Mr. Somasekhar is a permanent invitee to the executive committee of FICCI and is an active member of its Capital Markets Committee. Mr. S. Venkatachalam Career banker, ex-Citibank, Chairman, Oracle India Mr. S. Venkatachalam is the Chairman of the Board of Directors of Oracle Financial Services Software. He has served Citibank N. A. for nearly 30 years, holding several senior positions during his stint. He is currently on the Board of Equifax Credit Information Services and Canara Robeco Asset Management Company and he is an advisor to Karvy Financial Services. He has previously served as an advisor to Fullerton India Credit Corporation and was on the Board of State Bank of India as an Independent Director. A Chartered Accountant by profession, he has rich experience in the field of banking, finance, administration, compliance, taxation, and labor laws. Annual Report 2015-16 27 Board of Directors Our Board of Directors are highly respected for their professional integrity and rich financial and banking experience. Mr. V. K. Chopra Independent Director & Chairman Mr. V. K. Chopra is a Fellow Member of The Institute of Chartered Accountants of India. He was the Whole-time Member of SEBI for two years. He has been a career banker and has held several top positions during his 36 years of experience in Banks; including three years as the Chairman and Managing Director in Corporation Bank; three years as Executive Director in Oriental Bank of Commerce and as General Manager in Central Bank of India where he worked for more than three decades. 28 India Infoline Finance Limited Mr. Nirmal Jain Whole-time Director Mr. Nirmal Jain is Founder and Chairman of IIFL Holdings Limited. He is a PGDM from IIM, Ahmedabad, a rank holding Chartered Accountant and a Cost Accountant. He started his career in 1989 with Hindustan Lever Limited and founded Probity Research and Services (later renamed as India Infoline Limited) in 1995; one of the first independent equity research companies in India. He was instrumental in steering the Group’s foray into various businesses that have grown significantly over the years in terms of networth and profitability. Under his leadership, IIFL Group has emerged a dominant and diversified player in the financial services space over the past 21 years. Mr. R. Venkataraman Non-Executive Director Mr. R. Venkataraman, Co-Promoter and Managing Director of IIFL Holdings Limited. He is a B.Tech from IIT, Kharagpur and MBA from IIM, Bangalore. He joined the Company’s Board in July 1999. He has been contributing immensely into the establishment of various businesses over the past 17 years. He previously held senior managerial positions at ICICI Limited, including ICICI Securities, its investment banking joint venture with JP Morgan, and Barclays BZW. He worked as Assistant Vice President with GE Capital Services India in its private equity division. He has a varied experience of more than 25 years in the financial services sector. Board of Directors | Corporate Overview Ms. Geeta Mathur Independent Director Ms. Geeta Mathur is a Chartered Accountant and a graduate from Shriram College of Commerce, Delhi University. She specializes in project, corporate and structured finance, treasury, investor relations, and strategic planning. She started her career with ICICI where she worked for over 10 years in project, corporate and structured finance, and represented ICICI on the Board of reputed companies such as Eicher Motors, Siel Ltd. She then worked in various capacities in large organizations such as IBM and Emaar MGF. She is currently on the Board of several large listed companies including Motherson Sumi, NIIT and RSWM. Ms. Rajashree Nambiar Executive Director & CEO Ms. Rajashree Nambiar holds an MBA and a Bachelor of Science in Physics (Honours). She is an experienced banker with 22 years of rich work experience with ANZ and the Standard Chartered Group. She has held several leadership positions within the SCB group; last position held was, General Manager, Retail Banking Products, Brand & Marketing, India & South Asia. Annual Report 2015-16 29 Operating Landscape and Performance Industry Overview Non-banking finance companies (NBFCs) are integral to India’s financial ecosystem. They play a significant role in nation building and financial inclusion by reaching out to the society’s unbanked and under-banked segments. They primarily cater to the micro, small and medium enterprises (MSMEs), which can lay the foundation for entrepreneurship, innovation and job creation opportunities in the country. Improving macroeconomic conditions, higher credit penetration, enhanced consumption, and disruptive digital trends will allow credit of NBFCs to grow at a healthy 7-10% (real growth rate), over the next five years. As credit penetration deepens, consumption growth can outpace income growth, engendering a strong growth outlook. Democratization of credit is a huge driver for consumption, improving livelihood of people. Factors that facilitate growth of NBFCs include better product lines, wider and effective reach, strong risk management capabilities and better understanding of customer segments. In an environment where delivery of financial services is highly commoditized, customer experience remains the critical differentiator. The ability to tailor financial KEY GROWTH DRIVERS Economic growth At 7.6% GDP growth for financial year ended March 31, 2016 (FY2015-16), India is one of the fastest among major economies in the world. During the year, the economy crossed the US$2 trillion mark and is expected to continue with this trajectory in FY2016-17. Looking ahead, India’s growth story will be determined by investments in infrastructure and excellence in manufacturing. The economy continues to consolidate the gains achieved through the government’s fiscal consolidation measures. The Government is also enhancing ease of doing business in India; and the 30 India Infoline Finance Limited Credit growth at NBFC as a % of total credit CAGR 7% (%) CAGR 10% 25.0 20.0 15.0 13.0 13.0 13.9 14.3 14.9 15.7 15.9 17.3 19.0 17.0 20.9 18.2 10.0 5.0 0.0 2015 2016E 2017E 2018E 2019E 2020E Source: PwC Analysis solutions to customers across multiple platforms will result in an upsurge in product innovation. This in turn will enhance demand for NBFCs. country aims to figure among the top 100 nations in the ease of doing business ranking of World Bank. Furthermore, across-the-board reforms in financial services, manufacturing, infrastructure, and the rural sector potentially augur well for the economy. Housing shortage According to market research firm RNCOS, shortage of urban housing across the country is expected to increase to an estimated 34 million units by 2022. This is primarily driven by increasing demand-supply gap and rising income level of the working population in Tier I and Tier II cities. There has been a rise in affordability due to a fall in home loan rates and rising income levels. Urbanization With more than 10 million people migrating to cities and towns every year, the total urban population is expected to reach about 600 million by 2031. Between 2015 and 2031, the stride of urbanization is likely to increase at 2.1% CAGR. This trend has significantly increased demand for housing in the urban context, with growth of smaller families. Rise in nuclear families The fall in household size is expected to create demand for 10 million new housing units. About 35% of India’s population is in the 15-35 age bracket which is expected to drive the demand for housing over the next 15 years. Based on changing socio-economic factors, Operating Landscape and Performance | Corporate Overview the number of nuclear families will rise, correspondingly raising demand for affordable housing in the country, especially in metro cities. Government initiatives The Government has taken the lead in pushing India’s NBFC sector. Some initiatives include RBI has simplified registration norms for NBFCs by making the process of registration for new NBFCs hassle-free Tax deduction in respect of provision of non-performing assets (NPAs) up to 5% of the total income, previously limited to banks, public and state financial institutions, is now extended to NBFCs in the Union Budget for FY2016-17 Sluggishness in domestic demand and slowing global economy growth led to deterioration in asset quality of Indian NBFCs and banks in FY2015-16. Extension of Securitisation and Reconstruction of Financial Assets and Enforcement of Security Interest Act (SARFAESI) for Asset financing NBFCs would help in improving loan recovery from defaulting borrowers. In addition, in a boost to Asset Reconstruction Companies (ARC), 100% FDI would be permitted through the automatic route by making the necessary amendments to SARFAESI Act Interest reversals due to transition to a more stringent regulation for NPA would affect margins in the medium term NPA recognition is moving from 150+dpd currently to 120+dpd in FY2016-17 and further to 90+dpd in FY2017-18, on par with banks Standard asset provisioning is being raised from 0.30% currently to 0.35% in FY2016-17 and further to 0.40% in FY2017-18 Housing loans of up to ` 5 million are brought under the affordable housing segment with loans up to ` 2.8 million in urban and ` 2.5 million in other centres under Priority Sector Lending The decision of the RBI to increase LTV ratio to 90% for loans up to ` 3 million or less was another positive step, which will enable home finance companies to lend more to LMI customers, enabling them to own a home Additional interest deduction of ` 50,000 is allowed for loan up to ` 3.5 million for first-time home buyers, where cost of the house does not exceed ` 5 million OUTLOOK Following muted growth for the past few years, FY2016-17 seems a favorable year due to following factors: Forecast of above-normal monsoons: After two consecutive years of “below-average” monsoons, Indian Meteorological Department (IMD) predicted “above-normal” monsoon for 2016. Agriculture, the backbone of Indian economy, has been struggling since the past two years and rural demand has been weak owing to decrease in disposable income. This reflected in slowing sales of rural-centric products such as tractors, motorcycles, and FMCG. An “above-normal” monsoon would provide a strong fillip to rural consumption, resulting in higher growth in rural credit for commercial vehicles, tractors, gold, and SME loans Strong fundamental outlook: Falling oil prices, increasing public capital expenditure and encouraging government schemes would supplement credit growth in the system. Initiatives such as ‘Make in India’ and ‘Start-up India’ should boost credit demand in the medium term for banks and NBFCs Changing market demographics: Upgrading to 4G services, accelerating growth of e-commerce, and digitization in rural India have led to significant demand in credit from both entrepreneurs and customers. Such a scenario would compel NBFCs to innovate with digital products and services, catering to a new set of customers. Many digital start-ups offering innovative products (e.g. peer-to-peer lending) are slowly gaining momentum in India. The future appears exciting since companies would need to continuously evolve their business models to counter new competition Annual Report 2015-16 31 Operating Landscape and Performance (Contd.) Operational and Financial Highlights AUM stands at ` 195 billion up 21% year-on-year. Total loan book stands at ` 178 billion up 21% year-on-year Profit After Tax stands at ` 3.4 billion up 12% year-on-year We remained focused on strengthening the core of our business by increasing operational efficiency and streamlining processes Our strategy is well on track as we delivered on our goals of consistent, profitable, and responsible growth Gross and Net NPA (Non-performing asset) were 1.44% and 0.54% respectively for the year under review Provision coverage (including standard assets provision) was at 90% as on March 31, 2016 We are prepared for the movement to new NPA norms and the businesses will be resilient to absorb the impact We continued to make good progress with our digitization initiatives Business Overview HOME LOANS Over the last decade, housing finance in the country has emerged as one of the most secured asset class with low delinquencies. Housing finance has grown at a robust 19% CAGR over the past three years (FY2013-15), higher than the overall bank credit growth (Source: Care Ratings). The Government’s thrust on providing housing to all by 2022, combined with significant housing shortages in the low cost and affordable housing is expected to fuel credit growth in the segment. Reduction in interest rates, increase in disposable income due to economic growth, relaxation in FDI norms, and renewed focus on execution of projects will accelerate demand for home loans. Moreover, income tax benefit for first-time home buyers and the affordable housing segment, particularly in Tier II and Tier III cities will further contribute to growth in this segment. Outlook India’s housing sector is charting an attractive growth trajectory (Source: Booming Housing Sector in India Report). Rising population, nuclear families, high disposable income, low interest, and tax concessions in home loans pave the way for an upsurge 32 India Infoline Finance Limited in housing needs. The Company is investing in technology to tap this opportunity, to optimize internal as well as external processes, reduce turnaround time, and enhance customer experience. LOAN AGAINST PROPERTY Loan against property (LAP) are provided for working capital requirements, business use, new commercial property acquisition and construction financing. The demand for loan against property from small business segments has been growing significantly. LAP is a common avenue for micro, small & medium sized enterprises (MSMEs) to fund their working capital requirement. Outlook The demand for loan against property from small business segments has been growing significantly. LAP is a secured avenue to fund the working capital requirement for small & medium size enterprises. IIFL will continue to carve a niche for itself in this segment through innovative offerings and service expertise. Our presence in Tier II and Tier III cities, process efficiency and quicker turnaround time will provide an edge over the competition. SMALL AND MEDIUM ENTERPRISES SMEs have been accepted as a major engine of economic growth and for promoting equitable development. The major advantage of the sector for India is its high employment potential at low capital cost. Outlook IIFL Finance expects the SME market to do well in FY2016-17, given thrust by Government of India on SMEs through initiatives such as ‘Make in India’ and other reforms. The Company is competently placed to scale its business and increase market share through its strengthened sales and support team. LOAN AGAINST CAPITAL MARKET INSTRUMENTS In order to ensure consistent and inclusive growth of an economy, capital markets play a critical role in mobilizing savings in productive and long-term assets. Domestic macroeconomic variables like benign inflation, improved liquidity from RBI, along with government’s pro-reform initiatives are set to provide the much needed fillip to economic activity. An encouraging response has been noticed to initial public offerings with strong participation from domestic as well as institutional investors. Operating Landscape and Performance | Corporate Overview The mutual fund industry registered robust inflows during the year from the retail and high networth investors. Outlook Performance of capital markets in India will be largely driven by favorable macroeconomic conditions, lower interest rates, and good corporate earnings. The Company plans to tap opportunities in the primary and secondary markets and will continue to build on its diversified securities and retail client portfolio. COMMERCIAL VEHICLE FINANCE During FY2015-16, sales of the domestic CV industry grew at 11.5% in volume terms comparison with 2.8% decline during FY2014-15. The recovery was driven by continuation of healthy replacement-led demand in case of M&HCVs (trucks), and fleet expansion by various State Road Transport Undertakings (SRTUs) as well as some pick-up in demand from the mining and construction-driven sectors. In addition, the industry also benefited from implementation of BS-IV emission norms, which became mandatory across North India and some nearby regions from October 2015. The segment is likely to register 13-15% during FY2016-17 driven by continuing trend towards replacement of aging fleet, pre-buying before implementation of BS-IV across India, and expectations of pickup in demand from infrastructure and industrial sectors in view of reforms initiated by the Government (Source: ICRA). Outlook IIFL Finance expects the market to grow consistently at more than 10% or more for the next three years, driven by continuing trend towards replacement of aging fleet and expectations of pick-up in demand from the infrastructure, industrial and mining sectors, in view of reforms initiated by the Government. The Company is competently positioned to scale its business in keeping with growth in total industry volume. GOLD LOAN Gold is a highly liquid asset and people have leveraged it for meeting their liquidity. However, for a very long time, this activity was overwhelmingly carried out by the unorganized sector (local moneylenders and pawnbrokers). In recent years, the organized sector (NBFCs and Banks) has entered the business in a big way and brought about a transformation in the way the business is done. However, even today, the larger share of the business continues to be with the unorganized sector; moreover, the bulk of private gold is not monetized. Two-thirds of India’s gold demand comes from villages, where jewelery is traditionally used for investment. India remained the second biggest gold consumer in 2015 after China, where demand rose last year by 3% to 984.5 tonnes. According to the World Gold Council, gold demand in India in the first quarter of 2016 was 116.5 tonnes, 39% lower than in the corresponding quarter of 2015, when it was 191.7 tonnes. In the Union Budget FY2016-17, excise duty on jewelery was increased from nil to 1% (without input tax credit benefit; 12.5% excise duty with input tax credit). India Ratings and Research expects jewelery demand to remain strong and grow between 3% and 5% to reach 670-685 tonnes in 2016, driven by weddingrelated purchases. Outlook With gold prices stabilizing, the Company expects to grow the business, improve operational efficiency, and enhance customer experience on the back of high quality assets and digitization initiatives. period and it plays a critical role at each stage of the healthcare continuum. The current demand and supply side dynamics provide a significant opportunity and rationale for manufacturing medical devices in India. The Government of India’s ‘Make in India’ initiative presents a platform for the sector to revisit the operating model, identify key imperatives for growth, and explore possibilities for creating a step change in the medical devices sector. The Indian healthcare market, which is worth US$ 100 billion, will likely to grow at a CAGR of 23% to US$ 280 billion by 2020 (Source: Deloitte Touche Tohmatsu India). Factors such as changing demographics, rising life expectancy, and growing public awareness have contributed to higher demand for medical care. Outlook Going forward, the Company will capitalize on its experience and will pursue further strategic tie-ups with manufacturers for equipment-based schemes. The Company plans to continue pursuing smaller ticket retail loans through its branches and manufacturer tie-ups. As a part of its strategy for healthcare finance, it will focus more on retail loans and will offer loans for infrastructure expansion and renovation and to various categories of healthcare customers such as equipment dealers and individual doctors. It also plans to focus more in Tier II and III cities as growth opportunities here are higher compared with metros. This will help in diversifying the portfolio from a business risk perspective. HEALTHCARE FINANCE India’s healthcare industry is on a high growth trajectory, having evolved significantly in the last decade. However, healthcare provision remains inequitable and challenges in access to quality and affordable healthcare persist in large parts of the country. The medical devices sector has also grown considerably during this Annual Report 2015-16 33 Operating Landscape and Performance (Contd.) Risk Management The Company recognizes the importance of a well-defined and comprehensive Risk Management Framework to ensure that business growth is managed within the risk limits and tolerances approved by the Board. A strong risk management function is an integral part of the Company’s business strategy of delivering superior risk-adjusted returns for its stakeholders. As a large, systemically important NBFC, the Company’s business model requires the risk team to identify, measure, manage, and mitigate all risk factors and allocate capital among its diverse businesses. The overall risk management policy is approved by the Board of Directors. Core risk management responsibilities are embedded in the Risk Management Committee (RMC) of the Board and delegated to senior management responsible for execution and oversight. The RMC regularly monitors the risk and capital profile and approves the risk strategy annually At the operating management level, the Company has a three-line defenserisk-management model that ensures that the front office functions, risk management oversight, and assurance roles are independent of one another All major risk classes - credit risk, market risk, operational risk, fraud risk, liquidity risk, business risk and reputational risk are managed within the Enterprise Risk Management Framework The Company’s risk management framework consists of management of systems, processes and policies. Business is originated and managed with the defined risk appetite of the Company The Risk team keeps a close watch on the portfolio trends, to identify early stress signals for potential losses and for taking quick corrective and remedial action Risk Culture The Company is committed to fostering a strong risk management culture across the organization. It is designed to help reinforce resilience by encouraging a holistic approach to the management of risk at all levels within the organization. Employees at all levels are responsible for management and escalation of risks. Emphasis is laid on ensuring that all extant laws and regulations are fully complied with in “letter and spirit” at all times. Risk Infrastructure The Company has, over the years, continued to invest in people, processes and technology to enhance the Risk Management Framework in tandem with growth of the business. The Company will continue to strengthen its risk management practices by adopting and adapting the international best practices and full compliance with extant regulatory guidelines. 34 India Infoline Finance Limited Statutory Reports Directors’ Report 36 Annexures 49 Directors’ Report Dear Members, Your Directors have pleasure in presenting the 12th Annual Report on the business, operations and state of affairs of India Infoline Finance Limited (‘your/ the Company’) together with the Audited Financial Statements for the financial year ended March 31, 2016. 1)BACKGROUND India Infoline Finance Limited is a wholly owned subsidiary of IIFL Holdings Limited and is registered with the Reserve Bank of India (“RBI”) as a Systemically Important Non-Banking Financial Company not accepting public deposits (NBFC-ND-SI). The Company has its presence in promising business segments including home loan, loan secured against gold, property, commercial vehicles and securities by utilizing its extensive branch network to reach out to retail customers across the country. The retail business has provided scale and diversifies the risk across geographies, industries and collaterals. 2) FINANCIAL RESULTS (₹ In Million) Consolidated Particulars Gross Total Income Less: Expenditure Profit/ Loss before Taxation Less: Taxation expenses Net Profit After tax 3) REVIEW OF BUSINESS Your Company has focused on risk retail financing, which has a dispersed risk profile and high growth potential. The Company has further increased its presence in promising segments including Mortgage Loan, Gold Loan, Loan against Property, Commercial Vehicles and Capital Market Instruments by utilizing its extensive branch network to reach out to retail customers across the country. The retail business has provided scale and diversified risk across Geographies, Industries and Collaterals. Overview of FY 2016 on consolidated basis The Company’s income has increased by 14.69% to ₹ 27,653.79 million and profit after tax increased by 12.44% to ₹ 3,387.01 million during the year; Loan book grew by 21.14% to ₹ 177,695.05 million as of March 31, 2016 as against ₹ 146,679.98 million in the previous year; Mortgage assets contributed to 53.15% of loan book, followed by Gold Loan accounting for 16.40%, Capital Markets about 14.62%, Commercial Vehicle at 9.53% and Medical Equipment Loans at 3.69%; Gross and Net NPAs (Non performing assets) were 1.44% and 0.54% respectively; Provision coverage (including for standard assets) was 89.73% as at FY16 end. The capital adequacy ratio was 36 India Infoline Finance Limited Standalone 2015-16 2014-15 2015-16 2014-15 27,653.79 22,445.07 5,208.72 1,821.71 3,387.01 24,110.99 19,596.46 4,514.53 1,502.25 3,012.28 22,073.42 17,922.63 4,150.79 1,433.47 2,717.32 21,766.39 18,053.02 3,713.37 1,236.11 2,477.26 at 17.71%, comprising Tier I capital ratio of 11.65% and Tier II capital ratio of 6.05% as against the ratio of 15% as prescribed by the Reserve Bank of India. 4) SHARE CAPITAL As on March 31, 2016, the Paid up Equity Share Capital of the Company was ₹ 2,371.54 million and the Paid up Preference Share Capital of the Company was ₹ 3,250 million. Pursuant to the terms of issue of 15,00,00,000 - 9.25% Cumulative, Redeemable, Non-convertible Preference Shares of ₹ 10/each of the Company aggregating ₹ 1,500 million (CRPS), the Company has redeemed the CRPS on April 25, 2016. The redemption was done at par value out of the profits of the Company and a sum equal to the nominal amount of the CRPS redeemed, has been transferred to Capital Redemption Reserve in accordance with the provisions of Section 55 of the Companies Act, 2013. 5) FUND RAISING During the financial year ended March 31, 2016, the Company has raised funds from following sources: 1)By issuance of Debentures on Private Placement basis: During the year under review, the Company has raised ₹ 2,432.00 million by way of Secured Non-convertible Debentures and ₹ 350.00 million by way of Unsecured Non-convertible Debentures and the same has been disclosed in Notes to Accounts for the financial year ended March 31, 2016. Directors’ Report | Statutory Reports 2)Funds raised by way of other Borrowings: The Company has raised funds by way of term loans, issuance of commercial paper and other sources, details whereof have been provided in clause V of Annexure I to this Report. 6) SECURITIZATION OF LOAN PORTFOLIO During the year, your Company as an originator has undertaken securitization transactions of total book value of loan assets amounting to ₹ 5,872.08 million. In addition to securitization transactions, during the year under review total book value of loan assets amounting to ₹ 4,719.18 million has been downsold by way of direct assignment. 7)DIVIDEND During the year under review, your Company declared an interim dividend of ₹ 2.75 (i.e. @ 27.50%) per Equity Shares of ₹ 10/- each involving a total outlay of ₹ 784.94 million (including dividend distribution tax). Your Directors recommend that said interim dividend be considered as final. The Company has also declared and paid dividend on 15,00,00,000 - 9.25% Cumulative, Redeemable, Nonconvertible Preference Shares of ₹ 10/- each (CRPS) as per the terms of issue of CRPS involving a total outlay of ₹ 177.98 million (including dividend distribution tax). Your Directors recommend dividend on the following Preference Shares issued by the Company, subject to same being approved by the members of the Company at the ensuing Annual General Meeting and the total outflow on account of dividend, if approved, would be as under: Dividend on Preference Shares for financial year 2015-16 Sr. No 1 2 Preference Shares 8% Non Convertible Redeemable Preference Shares of ₹ 10/- each 8% Non Convertible Redeemable Cumulative Preference Shares of ₹ 10/each Total Date of Allotment Amount of Preference Shares (₹ in million) Rate of Dividend No of Days 750 8% 366 60 12.21 1000 8% 366 80 16.29 140 28.50 September 29, 2014 March 18, 2015 8) SUBSIDIARY COMPANY India Infoline Housing Finance Limited (IIHFL) is a wholly owned subsidiary of the Company registered with the National Housing Bank (NHB). The Company holds 100% of the paid up share capital of IIHFL. IIHFL holds Certificate of Registration (not valid for acceptance of public deposits) from the NHB dated February 3, 2009 to carry on the business of a housing finance institution. IIHFL’s products include Mortgage Loans, Retail Mortgage and Corporate Mortgage Loans. These loans are further bifurcated into Housing Loans and Loans against Property (“LAP”). Housing Loans includes finance for purchase of flats, construction of houses, extension and for improvement in the flats/homes and for acquiring plots of land (which are intended to be used for construction of houses), LAP is availed for working capital requirements, business use, acquisition of new property and/or for financing construction projects. 1750 Amount of Dividend Preference Distribution tax Dividend (₹ in (₹ In million) million) Financial Highlights of IIHFL FY 2015-16: Loan book of IIHFL grew by 168% to ₹ 52,842.96 million as of March 31, 2016 as against ₹ 19,736.39 million in the previous year. Gross and Net NPAs of IIHFL were 0.64% and 0.31% respectively. IIHFL’s provision coverage (including for standard assets) was 122% as at FY16 end, the while Capital adequacy ratio was at 16.75%, comprising Tier I capital ratio of 11.06% and Tier II capital ratio of 5.69%. IIHFL’s income significantly increased by 141% to ₹ 5,695.97 million and profit after tax increased by 35% to ₹ 720.59 million during the year. 9) CONSOLIDATED FINANCIAL STATEMENTS Pursuant to the provisions of Section 129(3) of the Companies Act, 2013 the Consolidated Financial Statements of the Company and a separate statement containing the salient Annual Report 2015-16 37 features of the Financial Statements of its subsidiary in the prescribed Form No. AOC-1, is included in the Annual Report at Page No. 163. The Financial Statements of the Subsidiary Company is kept open for inspection by the Members at the Registered Office of the Company. The Company shall provide free of cost, a copy of the Financial Statements of the subsidiary company to the members upon their request. The said Financial Statements are also available on the website of the Company www.iiflfinance.com. 10) TRANSFER TO RESERVES AND STATUTORY RESERVE FUND During the year, the Company has transferred ₹ 1,222.00 million to Debenture Redemption Reserve. Besides this, in accordance with Section 45 IC of the Reserve Bank of India Act, 1934, the Company has transferred ₹ 550.00 million to Special Reserve. 11) CAPITAL ADEQUACY Your Company had Capital to Risk Assets Ratio (CRAR) of 17.71% as on March 31, 2016, as compared to the ratio of 15% as prescribed by the Reserve Bank of India. 12) MANAGEMENT DISCUSSION AND ANALYSIS Management Discussion and Analysis (MDA) in accordance with the Master Circular – “Non-Banking Financial Companies – Corporate Governance (Reserve Bank) Directions, 2015” is presented as underEconomic Overview, Industry Structure and developments, Opportunities & Threats, Outlook, Risk & Concerns Economic Overview India remains the fastest growing large economy in the globe, which continues to grow at an anemic pace with considerable uncertainties regarding path of monetary policy in advanced economies and the extent of slowdown in China. The Indian economy has grown at a respected rate of just over 7% in the last two years despite two back to back droughts. However, with forecast of a normal monsoon, growth rate is likely to improve further in FY17 and expected to cross 8% over the medium-term. The fall in commodity prices has been a major boon for the Indian economy and has helped achieve macro-economic stability. Inflation has fallen from almost 10% three years back to 5% now and current account deficit too has fallen to just 1% of GDP. The new government has continued the path of fiscal consolidation and thus fiscal deficit is likely to fall to 3.5% of GDP this year. This has brought much needed stability on the external sector despite challenging global economic backdrop and allowed the RBI to cut interest rates, which will help revive investments in the economy. 38 India Infoline Finance Limited Indian Rural economy, which has been reeling under two consecutive droughts and fall in crop prices globally, is likely to see a turnaround with the likelihood of normal monsoons this year. Government’s efforts at kick starting the investment cycle is showing some signs of improvement in sectors such as roads, railways and power. A number of indicators from two-wheeler sales to electricity generation to cement demand suggest that economic activity is picking up. Low capacity utilisation in many sectors will however keep industrial capex muted until there is broad based recovery in domestic demand. The Union Budget struck a fine balance between maintaining fiscal prudence and stepping up public investments as well as supporting the under-stress rural economy. The recent passage of key reforms like Real Estate Development Bill, Insolvency and Bankruptcy Code, Aadhaar Bill and initiatives for ease of doing business etc would help in solving certain major implementation hurdles and orderly developments, thereby increasing efficiency. Measures like Make in India, Skill Development will also aid in creating the much needed jobs to absorb India’s growing work force. Reviving the health of Indian banking sector, passage of key reforms like Goods & Services Tax (GST) and execution of various key projects would be critical for shaping the growth in the future. Scenario for NBFCs Industry Structure and Developments NBFCs play a crucial role in the development of Indian economy by meeting the financing needs of the common man. Favourable business environment and Government and Regulatory developmental plays as a boost to NBFC Sector. Increasing economic development in Tier II and Tier III cities will lead to an increase in demand for credit, one of the key growth drivers for NBFCs. The housing stock shortage is pegged at around 19 million units in urban India. Increase in demand for housing units driven by nuclearisation of families will drive up the need for home finance. It is estimated that currently 40% of the MSME credit demand is met through informal sources. The growing demand from MSMEs, which are currently accessing finance from informal sources or are self-financed, is a huge opportunity for NBFCs to tap into. NBFCs are today passing through a very crucial phase with the implementation of revised regulatory framework with the effective objective to harmonize it with Banks and Financial Institutions and address regulatory gaps and arbitrage. Beginning from FY16, the NPA recognition norms for NBFCs has move from 180 days to 90 days gradually, with 120 days by end FY17 and 90 days by end FY18. Minimum Tier-I CRAR requirement move up to 8.50% by end FY16 and 10.00% by end FY17. Asset financing NBFCs, with minimum assets Directors’ Report | Statutory Reports of ` 5,000 million, will be covered under the Securitization and Reconstruction of Financial assets and Enforcement of Security Interest Act (SARFAESI), which will significantly improve their ability to force a collateral to recover dues from defaulting borrowers. Continued reduction in interest rates lower the borrowing costs for NBFCs The aggregated balance sheet of the NBFC sector expanded by 14.2 % on y-o-y basis in March, 2016 as compared to 16.8% in March, 2015. Loans and Advances increased by 14.2% while total borrowings increased by 14.5%. “Large NBFCs are likely to grow at 14% in financial year 2016-17, with SME/MSME growing faster than commercial vehicles. The overall gross NPA ratio of NBFCs across asset classes is likely to rise to 7.8% by March 2017, from 6% at endSeptember 2015 and an estimated 6.7% in FY16,” the India Ratings report said. Keeping this in mind, the NBFC sector recognizes adequate policy support to meet the growing financing needs of the economy to support the Digital India and Make in India initiatives from the Government. Moderation in incremental delinquencies in the sector will continue through financial year 2016-17, led by strengthening of risk management systems of lenders, an economic recovery and a portfolio mix shift to less volatile asset classes. NBFCs will continue to gain credit market share at the expense of banks, as banks dealing with galloping NPAs and cleaning up of their books by March 31 as directed by RBI, also struggling to raise capital for a successful transition to the Basel-III regime, which is forcing them to reduce credit growth. Opportunities Extensive distribution recognition. reach and strong brand Opportunity to cross sell services. NBFCs are allowed deduction for provisions for NPAs made under Section 36(1) (viia) of the Income Tax Act upto 5% of their Total Income, akin to Banks from the financial year 2016-17. Proposal to allow FDI beyond the 18 Specified NBFC activities under the automatic route in other activities which are regulated by financial sector regulators. Threats Competition: Though NBFCs like ours are pioneers in scaling up and popularizing gold loan business, banks which have significant advantage in terms of cost of funds can scale up gold loan business by offering it at lower rates than NBFCs. At the same time, banks have significant disadvantage in terms of higher operating cost for running this business. Unorganized sector, for which no data is available on its size, can continue catering to their niche customers. Adverse regulatory changes: Though the Reserve Bank of India and the National Housing Bank have framed adequate regulations for regulating the sector, any future changes or stringent measures can adversely affect the growth and sustainability of this sector. Fall in collateral value: Though strong risk management mechanism is in place to meet the eventualities of fall in collateral value i.e. fall in gold price, which remains at those levels and simultaneously borrowers losing sentimental attachment towards the collateral, can pose a threat to our business. Risks and Concerns The Company has put in place a mechanism to minimise operational risks through effective control systems which call for constant review and an ongoing internal audit. Our risk management framework aims to identify the diverse risks faced by the Company and come up with appropriate mitigation strategies. Our Internal Audit comprising of In house Team as well as External Auditors - KPMG, undertake a comprehensive audit of functional areas, systems, process and operations at all the branches. Managing the risks arising in credit, interest rates and liquidity form critical components of our risk management system. The Company has in place rigorous norms covering credit process through the Credit Policy Framework. The Company is committed to fostering a strong risk management culture across the organization. It is designed to help reinforce resilience by encouraging a holistic approach to the management of risk at all levels within the organization. Employees at all levels are responsible for the management and escalation of risks. Emphasis is laid on ensuring that all extant laws and regulations are fully complied with in “letter & spirit” at all times. An AssetLiability Management model has been developed to measure and manage interest rate and liquidity risks and these are thoroughly discussed and reviewed periodically by the Asset Liability Management Committee and Board. Demand drivers for 2016-17 India would be the fastest growing major economy in the world, with IMF pegging the growth at 7.5% for FY17. Favourable economic conditions would help NBFCs in registering healthy loan growth. Improving macro-economic indicators and healthy monsoon would help in restoring the asset quality for NBFCs, which have been under pressure. Falling interest rates would benefit NBFCs more than commercial banks, as the former are largely whole-sale funded, and this would help drive loan growth, improve interest margins and asset quality. Annual Report 2015-16 39 Outlook After witnessing muted growth for past few years, the NBFC Sector is poised for strong sector during with the following favourable factors: 1. Forecast of above normal monsoons: After two consecutive years of “below average” monsoons, Indian Meteorological Department (IMD) predicted “above normal” monsoon for the year 2016. This is reflected in slowing sales of rural-centric products like tractors, motorcycles and FMCG. An “above normal” monsoon would provide a strong fillip to rural consumption, resulting in higher growth in rural credit for commercial vehicles, tractors, gold and SME loans. 2. Strong fundamental outlook: Falling oil prices and commodities prices, increasing public capital expenditure and encouraging government policies & schemes would supplement credit growth in the system. Initiatives like “Housing for all”, “Make in India”, “Digital India” and “Startup India” should boost credit demand in the medium term for banks and NBFCs. 3. Changing market demographics: Upgradation to 4G services, the accelerating growth of e-commerce and digitisation in rural India have led to tremendous demand in credit from both entrepreneurs and customers. It would compel NBFCs to innovate with digital products catering to the new set of customers. Many digital startups offering innovative products (e.g. peer-to-peer lending) are slowly gaining momentum in India. The future appears to be exciting as companies would need to innovate on their business models to counter the new competition. Internal Control Your Company has an Internal Control System which commensurate with the size, scale and complexity of its operation. The Internal Audit team monitors and evaluates the efficacy and adequacy of Internal Control system in the Company, its compliance with operating systems and accounting procedures. Based on the report of Internal Auditor, process owners undertake corrective action in their respective areas and thereby strengthen the controls. Significant audit observations, if any and corrective actions and implementation thereof are presented to the Audit Committee of the Board. Human Resources Your Company considers that Human Resource Development is vital for effective implementation of its business plan. The Company makes continuous endeavors for imparting training to employees through in-house training and specified external 40 India Infoline Finance Limited training programmes such as training for gold loan valuers and training in compliance and customer services. During the year under review, the Company has hired 2,482 employees and as on March 31, 2016 the number of employees of the Company is 5,631. For Segment wise or Product wise performance and discussion on financial performance, kindly refer the Section on Wide Spectrum of Offerings and Business Model and Strategic Priorities. 13)DEPOSITS During the period under review, your company did not accept/ renew any deposit within the meaning of the Section 73 of Companies Act, 2013 (the Act) read with the Rules framed under the Act. Further, the Company does not intend to raise any public deposits in terms of its declaration to the Reserve Bank of India. 14) INTERNAL FINANCIAL CONTROL The Company has in place adequate internal controls with reference to financial statements and operations and the same are operating effectively. The Internal Auditors tested the design and effectiveness of the key controls and no material weaknesses were observed in their examination. Further, the Statutory Auditors verified the systems and processes and confirmed that the Internal Financial Controls System over financial reporting are adequate and such controls are operating effectively. 15) VIGIL MECHANISM The Company has established a Vigil Mechanism for its Directors, employees and stakeholders to report their genuine concerns or grievances. The said mechanism provides for adequate safeguard against victimization of person who uses such mechanism. The Policy on Vigil mechanism has been uploaded on the website of the Company. The Vigil Mechanism of the Company is overseen by the Audit Committee. 16) CREDIT RATING The Secured Non-convertible Debentures of the Company enjoys the rating of CARE AA/ICRA AA (Stable Outlook)/ Brickwork AA+ (Stable Outlook). The Equity Linked Nonconvertible Debentures of the Company has the rating of PP MLD (ICRA) AA (Stable Outlook) and the Unsecured Nonconvertible Debentures are rated CRISIL AA- (Stable outlook)/ ICRA AA (Stable Outlook)/CARE AA/Brickwork AA+ (Stable outlook). The Term Loan Facilities have been rated CARE AA/ ICRA AA (Stable Outlook) & Brickwork AA+ (Stable Outlook). Further, the Commercial Paper of the Company has the highest rating of ICRA A1+. Strong Credit Ratings by leading Rating Agencies reflect the Company’s prudence and discipline. Directors’ Report | Statutory Reports 17) EXTRACT OF ANNUAL RETURN The details forming part of the extract of the Annual Return of the Company in Form MGT – 9 is provided in Annexure – I to this Report. 18)MATERIAL CHANGES AND COMMITMENTS AFFECTING THE FINANCIAL POSITION OF THE COMPANY There have been no material changes and commitments affecting the financial position of the Company, which have occurred during the financial year of the Company to which the financial statements relate and as at date of this report. 19) CORPORATE GOVERNANCE The Company has complied with the Corporate Governance Guidelines for NBFCs issued by the Reserve Bank of India vide Circular No. DNBR (PD) CC.No.053/03.10.119/2015-16 dated July 01, 2015. In accordance with the Corporate Governance Guidelines, the Company has put in place various Committees and ensures best corporate practices to increase the investors and other stakeholders confidence. Your Company has complied with all the norms prescribed by the Reserve Bank of India (RBI) including the Fair Practices Code, Anti Money Laundering and Know Your Customer (KYC) guidelines besides other guidelines. A summary of the Corporate Governance measures adopted by the Company are given below: CEO, Mr. R. Venkataraman – Non-Executive Director and Ms. Geeta Mathur – Independent Director. Responsibilities of the Board i.The key purpose of the Board is to ensure the Company’s prosperity by collectively directing its affairs, whilst meeting the appropriate interests of its shareholders and stakeholders. ii. a. establishing vision, mission & values and determining, reviewing the goals, policy of the Company from time to time; b. setting strategy and structure and deciding the means to implement and support them; c. delegate to Management, determine monitoring criteria to be used to ensuring effectiveness of Internal Controls; d. exercising accountability to shareholders and be responsible to relevant stakeholders; and e. Management & Control. i.The Company recognizes its role as a corporate citizen and endeavors to adopt the best practices and the highest standards of corporate governance through transparency in business ethics, accountability to its Customers, Government and others. The activities of the Company are carried out in accordance with good corporate practices and the Company is constantly striving to better them by adopting the best practices. The Company believes that good Corporate Governance practices enable the Management to direct and control the affairs of the Company in an efficient manner and to achieve the goal of the Company of maximizing the value for all its stakeholders. ii.The Board of Directors along with its Committees provides leadership and guidance to the Company’s Management and directs, supervises and controls the activities of the Company. iii. The size of the Board commensurate with the size and business of the Company. At present, the Board comprises of 5 Directors viz, Mr. V. K. Chopra- Chairman (Independent Director), Mr. Nirmal Jain- Whole-time Director, Ms. Rajashree Nambiar- Executive Director & The Board is primarily responsible for: iv. The Board has constituted various Committees with specific terms of reference to focus on specific issues and ensure expedient resolution of diverse matters. These include the Audit Committee, Nomination and Remuneration Committee, Stakeholders Relationship Committee, Asset Liability Management Committee, Risk Management Committee, Corporate Social Responsibility Committee, etc. The composition of the various Committees along with their terms of reference is as under- A. Audit Committee The Audit Committee comprises the following Directors as its members: Mr. V. K. Chopra – Chairman (Independent Director) Ms. Geeta Mathur – Independent Director Mr. R. Venkataraman – Non-Executive Director. The Company Secretary of the Company is Secretary of the Committee. The details of all Related Party Transactions are periodically placed before the Audit Committee. During the year, there were no instances where the Board did not accept the recommendation of the Audit Committee. Annual Report 2015-16 41 The terms of reference of Audit Committee inter alia includes the following: a.To oversee the Company’s financial reporting process and disclosure of its financial information to ensure that the financial statement is correct, sufficient and credible; b. The recommendation for appointment, remuneration and terms of appointment of Auditors of the Company; c.Review and monitor the auditor’s independence and performance, and effectiveness of audit process; d. Examination of the financial statement and the auditors’ report thereon; e. Approval or any subsequent modification of transactions of the Company with related parties; f. g.Valuation of undertakings or assets of the Company, wherever it is necessary; h.Evaluation of Internal Financial Controls and Risk Management Systems; i.Monitoring the end use of funds raised through public offers and related matters. j.Approval of payment to statutory auditors for any other services rendered by the statutory auditors; Scrutiny of inter-corporate loans and investments; k.Reviewing the findings of any internal investigations by the internal auditors into matters where there is suspected fraud or irregularity or a failure of internal control systems of a material nature and reporting the matter to the board; l.To look into the reasons for substantial defaults in the payment to the depositors, debenture holders, shareholders (in case of non-payment of declared dividends) and creditors; m. To oversee the functioning of the vigil mechanism; n.To carry out such other business as may be required by applicable law or considered appropriate in view of the general terms of reference and the purpose of the Audit Committee; 42 India Infoline Finance Limited The Audit Committee shall have such powers as may be required under the Companies Act, 2013 and such other applicable Regulations as may be notified by Reserve Bank of India from time to time. During the Financial year 2015-16, the Audit Committee met four times i.e. on May 6, 2015, July 29, 2015, October 23, 2015, and January 28, 2016. B. Nomination and Remuneration Committee The Nomination and Remuneration Committee presently comprises the following Directors as its member: Mr. V. K. Chopra – Chairman (Independent Director) Ms. Geeta Mathur – Independent Director Mr. R. Venkataraman – Non Executive Director. The Company Secretary of the Company acts as a Secretary of this Committee. The Remuneration Policy of the Company is available at the website of the Company at www.iiflfinance.com. During the year, the Nomination and Remuneration Committee has approved the grant of Employee Stock Options (ESOPs) to various employees of the Company and its Subsidiary. The terms of reference of the Nomination and Remuneration Committee inter alia includes the following: i. identify persons who are qualified to become Directors and who may be appointed in Senior Management and recommend to the Board their appointment and removal; ii. iii.formulate the criteria for determining qualifications, positive attributes and independence of a Director; iv. to devise policy on: carry out evaluation of every Director’s performance; a. remuneration including any compensation related payments of the Directors, Key Managerial Personnel and other employees and recommend the same to the Board of the Company; b.board diversity laying out an optimum mix of Executive, Independent and Non-Independent Directors keeping in mind the needs of the Company; v.to carry out such other business as may be required by applicable law or considered appropriate in view Directors’ Report | Statutory Reports of the general terms of reference and the purpose of the Nomination and Remuneration Committee. mitigate and report business risks with clear lines of ownership. During the Financial year 2015-16, the Nomination and Remuneration Committee met four times i.e. on May 7, 2015, July 29, 2015, October 23, 2015, and January 28, 2016. To drive and co-ordinate risk management process covering all areas of risk (including operational, strategic, financial, commercial, regulatory, reputational etc.). C. Stakeholders Relationship Committee The Stakeholders Relationship Committee of the Company presently comprises the following Directors as its members Mr. R. Venkataraman - Chairman (Non-Executive Director) Mr. Nirmal Jain – Whole-time Director Ms. Rajashree Nambiar- Executive Director & CEO. To ensure that the business risk strategy and management processes comply with applicable regulatory requirements and corporate governance principles. The terms of reference of the Stakeholders Relationship Committee inter alia includes the following: i. Consider and resolve the grievances of security holders of the company and to take up such other matters as per the directions of the Board of Directors of the Company and/ or as required under Laws as may be applicable to the Company or as may be voluntarily identified by the Committee for reference purposes. ii. Authorize any individual to sign in response to stakeholder grievances and do such act, things or deeds as may be required in order to resolve grievances; etc. To ensure that the business risk management principles and processes are widely understood across the Company through adequate induction, training and awareness programmes. To periodically monitor and review Company’s key business risks and risk mitigation plans, and advise the Board of business risks which could materially impact Company’s delivery of its business plans, strategy, and reputation, if left untreated. To monitor external developments in the business environment which may have an adverse impact on Company’s risk profile, and make recommendations, as appropriate. To sponsor specialist reviews of key risk areas as appropriate. During the Financial year 2015-16, the Stakeholder Relationship Committee met once on October 21, 2015. To report to the Board on key risks, risk management performance and the effectiveness of internal controls. D. Risk Management Committee The Risk Management Committee comprises the following Directors as its members: Mr. V. K. Chopra – Chairman (Independent Director) Mr. Nirmal Jain – Whole-time Director Ms. Geeta Mathur – Independent Director Ms. Rajashree Nambiar – Executive Director & CEO. To constitute operating risk management committee and delegate such powers to it as may be deemed necessary. The objective of the Risk Management Committee is to oversee the risk management governance structure, define and review the framework for identification, assessment, monitoring, mitigation and reporting of risks. The terms of reference of the Risk Management Committee inter alia includes the following: E. Asset Liability Management Committee (ALCO): The Asset Liability Management Committee comprises the following Directors as its members Mr. V. K. Chopra – Chairman (Independent Director) Mr. Nirmal Jain – Whole-time Director Ms. Rajashree Nambiar – Executive Director & CEO. To ensure there is an embedded, robust process in place throughout the Company to identify, assess, The terms of reference of the Asset Liability Management Committee inter alia includes the following: During the Financial year 2015-16, the Risk Management Committee met twice i.e. on May 7, 2015 and October 23, 2015. Annual Report 2015-16 43 i.Ensuring adherence to the limits set by the Board as well as for deciding the business strategy of the NBFC (on the assets and liabilities sides) in line with the NBFC’s budget and decided risk management objectives. ii.Prepare forecasts (simulations) showing the effects of various possible changes in market conditions related to the balance sheet and recommend the action needed to adhere to NBFC’s internal limits. ii. Maintain the Company’s CSR policy framework (e.g. environment, human rights and responsible business conduct) in line with best practice and the appropriate international standards and guidelines; iii.Receive reports and review activities from executive and specialist groups managing CSR matters across the Company’s operations. iv.Consider and propose an Annual Budget for CSR activities to the Board iii.Ensure that the NBFC operates within the limits / parameters set by the Board. iv.ALCO would also articulate the current interest rate view of the NBFC and base its decisions for future business strategy on this view. v.Measuring and Managing liquidity needs and ensure NBFC’s ability to meet its liabilities as they become due, liquidity management can reduce probability of an adverse situation developing. vi. Present to the Board Statement of Assets and Liabilities. vii.Update Board on various Assets and securitization of Mortgage Loans, Commercial Vehicle & Gold Loans. viii.Recommending Board about the viable source of finance to cater fund requirements of the Company. During the Financial year 2015-16, the Asset Liability Management Committee met four times i.e. on May 7, 2015, July 29, 2015, October 23, 2015 and January 28, 2016. F.Corporate Social Responsibility Committee (CSR Committee) The CSR Committee comprises the following Directors as its members: Mr. R. Venkataraman – Chairman (Non-Executive Director) Mr. Nirmal Jain – Whole-time Director Ms. Geeta Mathur – Independent Director. The terms of reference of the CSR Committee inter alia includes the following: 44 i. Consider any matters relating to the social, charitable, community and educational activities, expenditures and related publications of the Company and its subsidiary companies (the “Group”) India Infoline Finance Limited that it determines to be desirable. In addition, the CSR Committee shall examine any other matters referred to it by the Board. During the Financial year 2015-16, the Corporate Social Responsibility Committee met thrice i.e. on April 1, 2015, July 29, 2015 and March 31, 2016. Besides the aforesaid Committees, the Board of Directors of the Company has constituted Committees comprising of Senior Management Persons for day to day operations of the Company viz. Finance Committee, Group Credit Committee, etc. G.Number of Meetings of the Board, etc and attendance thereat During the Financial Year 2015-16, the Board of Directors met 5 times on May 7, 2015, July 29, 2015, October 23, 2015, November 10, 2015 & January 28, 2016. The details of attendance of members at meetings of the Board is as under: Name of Director Mr. V. K. Chopra Mr. Nirmal Jain Mr. R. Venkataraman Ms. Geeta Mathur* Ms. Rajashree Nambiar Mr. Sunil Kaul^ Mr. Nilesh Vikamsey # Board Meetings Held Attended 5 5 5 5 5 5 4 3 5 5 4 2 1 1 * Ms. Geeta Mathur was appointed as Independent Director w.e.f. July 29, 2015. ^ Mr. Sunil Kaul resigned from the Board as Non - Executive Director w.e.f. January 20, 2016. # Mr. Nilesh Vikamsey resigned from the Board as an Independent Director w.e.f. June 17, 2015. The Chairman of the Audit Committee and the Nomination & Remuneration Committee had attended the Annual General Meeting of the Company held on July 29, 2015. Directors’ Report | Statutory Reports None of the Non-Executive Directors and Independent Directors had any pecuniary relationships or transactions with the Company during the year under review apart from receiving sitting fees for attending Board and Committee Meeting and commission based remuneration, if any. Disclosures as required under Circular No. DNBR (PD) CC.No.053/03.10.119/2015-16 dated July 01, 2015 issued by the Reserve Bank of India forms part of financial statements of the Company for the year ended March 31, 2016. 20) RISK MANAGEMENT The Management of the Company monitors and reports principal risks and uncertainties that can impact its ability to achieve its strategic objectives. The Management Systems, Organizational Structures, Processes, Standards and Code of Conduct of the Company altogether form the Risk Management Governance System of the Company. Your Company’s Management confirms that no significant and material orders have been passed by the Regulators or Courts or Tribunals impacting the going concern status and company’s operation in future in accordance with Rule 8 (5) (vii) of the Companies (Accounts) Rules, 2014. 21) REGULATORY COMPLIANCE The Company has complied with all the applicable guidelines prescribed by the Reserve Bank of India for NBFCs regarding Accounting Standards, Prudential Norms including Income Recognition, Capital Adequacy, Guidelines on Corporate Governance; Fair Practices Code, KYC, AML requirements, etc. 22) ANNUAL EVALUATION OF THE BOARD Pursuant to the provisions of the Companies Act, 2013, the performance of the Board, Chairman, Managing Director/ Executive Director, Independent Directors, Non-Executive Directors and the Committees was carried out. A meeting of Independent Directors was held during the year under review. The criteria for performance evaluation inter alia includes Board effectiveness, quality of discussion contribution at the meetings, business acumen, strategic thinking, time commitment, relationship with the stakeholders, corporate governance practices, contribution of the Committees to the Board in discharging in its functions, etc. 23) DIRECTORS AND KEY MANAGERIAL PERSONNEL During the year under review, Mr. Nilesh Vikamsey, Independent Director and Mr. Sunil Kaul, Non - Executive Director resigned from the office of Director with effect from June 17, 2015 and January 20, 2016, respectively. The Board place on record its sincere appreciation for the valuable services rendered by Mr. Sunil Kaul and Mr. Nilesh Vikamsey during their tenure as Directors of the Company The Board has appointed Ms. Geeta Mathur as Additional (Independent) Director with effect from July 29, 2015 and who shall hold office till the forthcoming Annual General Meeting of the Company. The Company has received a Notice as per the provision of Section 160 of the Companies Act, 2013, from the Member of the Company proposing the candidature of Ms. Geeta Mathur as a Director of the Company. In terms of Section 152 of the Companies Act, 2013 and the Articles of Association of the Company, Mr. Nirmal Jain, Wholetime Director, is liable to retire by rotation at the ensuing Annual General Meeting of the Company and is eligible for re-appointment. Mr. Amit Mehendale, Chief Financial Officer resigned from the Company with effect from July 29, 2015. Mr. Milind Gandhi, then Financial Controller of the Company was designated as Chief Financial Officer with effect from October 23, 2015. Mr. Jitendra Maheshwari, Company Secretary resigned from the Company with effect from November 10, 2015 and Ms. Preeti Chhabria was appointed as Company Secretary with effect from January 28, 2016. The Board place on record its sincere appreciation for the valuable services rendered by Mr. Amit Mehedale and Mr. Jitendra Maheshwari during their tenure as a Key Managerial Personnel of the Company. 24)AUDITORS M/s. Sharp and Tannan Associates, Chartered Accountants have been the Statutory Auditors of the Company since inception. They are eligible for re-appointment pursuant to Section 139(2) of the Companies Act, 2013 (the Act) and have given their necessary consent and certificate pursuant to the provisions of the Sections 139(1) and 141 of the Act and the Rules framed thereunder for their reappointment as the statutory auditors for the term permissible under the Companies Act, 2013. Accordingly, the Board of Directors of the Company recommend the appointment of M/s. Sharp and Tannan Associates, Chartered Accountants (ICAI Registration No. 109983W), as the Statutory Auditors of the Company from the conclusion of forthcoming Annual General Meeting (“AGM”) till the conclusion of the next AGM, subject to the approval of the members in the forthcoming AGM. Annual Report 2015-16 45 25) SECRETARIAL AUDIT The Secretarial Audit for the financial year 2015-16 was conducted by M/s. M Siroya and Company, Practicing Company Secretaries (ICSI Registration No: 4157), in accordance with the provisions of Section 204 of the Companies Act, 2013. The Secretarial Audit Report is provided in Annexure VI to this Report. The Secretarial Audit Report does not contain any qualifications or reservation or adverse remarks and is self explanatory. 26) DIRECTORS’ RESPONSIBILITY STATEMENT: The Board acknowledges its responsibility for ensuring compliance with the provisions of Section 134 (3) (c) read with Section 134(5) of the Companies Act, 2013 in the preparation of the annual accounts for the year ended as on March 31, 2016 and state that: a.In the preparation of the annual accounts, the applicable accounting standards had been followed along with proper explanation relating to material departures; b.The directors had selected such accounting policies and applied them consistently and made judgments and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the company at the end of the financial year and of the profit and loss of the company for that period; c.The directors had taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of Companies Act, 2013 for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities; d.The directors had prepared the annual accounts on a going concern basis; e.The directors had laid down internal financial controls to be followed by the company and that such internal financial controls are adequate and were operating effectively; and Company and further the Board is also of the opinion that the Independent Directors fulfill all the conditions specified in the Companies Act, 2013 making them eligible to act as such. 28) AUDITORS REPORT The Audit Report as issued by M/s. Sharp and Tannan Associates, Chartered Accountants, Statutory Auditors of the Company forming part of financial statements of the Company does not contain any qualifications or reservation or adverse remarks and is self explanatory. 29) PARTICULARS OF LOANS, GUARANTEES OR INVESTMENTS: Particulars of loans given, investments made, guarantees given and securities provided are disclosed in Notes to Accounts of the financial statements for the year ended March 31, 2016. 30) PARTICULARS OF CONTRACTS OR ARRANGEMENTS WITH RELATED PARTIES All Related Party Transactions that were entered during the financial year were in ordinary course of the business of the Company and were at arm’s length. No contract/ arrangement have been entered by the Company with its Promoters, Directors, Key Managerial Personnel or other persons which may have a potential conflict with the interest of the Company. Since all Related Party Transactions entered into by the Company were in the ordinary course of business and were on an arm’s length basis, Form AOC-2 is not applicable to the Company. The transactions with related party are disclosed in notes to accounts in the standalone financial results of the Company for the year ended March 31, 2016. 31) ENERGY CONSERVATION, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO Conservation of energy The Company is engaged in providing finance and as such its operations do not account for substantial energy consumption. However, the Company is taking all possible measures to conserve energy. Some of the environment friendly measures adopted by the Company are as under: f. The directors had devised proper systems to ensure compliance with the provisions of all applicable laws and that such systems were adequate and operating effectively. Installed Thin Film Transistor (TFT) monitors that saves power, Light Emitting Diode (LED) lights, 27) STATEMENT OF DECLARATION BY INDEPENDENT DIRECTORS In terms of provisions of sub-section (7) of Section 149 of the Companies Act, 2013, the Company has received declaration by Independent Directors stating and confirming that they are not disqualified to act as Independent Directors on the Board of the Automatic power shutdown of idle monitors, Creating environmental awareness by way of distributing the information in electronic form, 46 India Infoline Finance Limited Installation of capacitors to save power, Education and awareness programs for employees; etc Directors’ Report | Statutory Reports The Management frequently puts circulars on corporate intranet, IWIN for the employees educating them on ways and means to conserve the electricity and other natural resources and ensures strict compliance of the same. Technology The Company has adopted best practices for digitisation of its business processes and has embraced the principle for Social, Mobility, Analytics, and Cloud (SMAC) to offer superior customer experience. The Company is actively evaluating and implementing open source operating systems, Bring Your Own Device (BYOD), and Google Apps for workplace to boost employee productivity, while reducing the operational costs for technology infrastructure. The Company follows the hybrid cloud model to improve uptimes, cost efficiency, agility, and manage costs through usage of infrastructure as per business cycles and needs. The management of centralised and distributed technology infrastructure is outsourced to reputed vendors, enabling the internal technology team to focus on delivery of new products, services, and functionality to our customers anywhere, anytime, and on devices of their choice. Three specific areas in which the Company has focused includes Customer On-boarding, Disbursements and Servicing. For Customer on-boarding, the Company is building capabilities to take on-boarding to the customer’s doorsteps digitally using customized application and services on Tablets. eKYC – With more than 100 Crores Aadhaar holders in the country, it is an important channel for delivery of services to customers. The Company is in the advanced stages of implementing Aadhaar based eKYC process for all our business and process streams The Company has built robust automated decision platforms which are backed by advanced analytics to provide Instant decision to customers application. The automated scorecard captures all the relevant customer parameters to provide instant outcome for customers. This not only reduces the time and interactions but also provides improved services to customers. Use of prepaid card based loan disbursements was launched for Gold Loan business in Oct’15. Till Mar’16, we have disbursed close to 6,000 card amounting to ₹ 11.2 crores for Gold Loan business. “IIFL Loans” Mobile Application - IIFL Loans mobile application was launched in Jan’16 and in very short time we have witnessed good uptake and usage by customers. By Mar’16, IIFL loans active users has crossed 10,000 and has been growing steadily ever since. Foreign Exchange Earning and Outgo During the year under review, the details of Foreign Exchange Earnings and Outgo of the Company are as under Foreign Earnings – Nil Foreign Outgo – Nil 32) EMPLOYEE REMUNERATION Disclosures pertaining to remuneration and other details as required under Section 197(12) of the Act read with rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 are provided in Annexure – V. Further a statement showing the names and other particulars of the employees drawing remuneration in excess of the limits as set out in the rules 5(2) and 5(3) of the aforesaid rules forms part of this report. However, in terms of first proviso to Section 136(1) of the Act, the annual report and accounts are being sent to members and others entitled thereto, excluding the aforesaid information. The said information is available for inspection by the members at the registered office of the Company during business hours on working days upto the date of the ensuing Annual General Meeting. If any member is interested in obtaining a copy thereof, such member may write to the Company Secretary, whereupon a copy would be send. 33) DISCLOSURES UNDER SEXUAL HARASSMENT OF WOMEN AT WORKPLACE (PREVENTION, PROHIBITION & REDRESSAL) ACT 2013: The Company is committed to provide and promote a safe and healthy work environment for all its employees. The Company has zero tolerance towards a sexual harassment at the workplace. The Company has put in place the mechanism for the redressal and resolution of complaints under its Policy of prevention of sexual harassment. The following are the details of workplace sexual harassment complaints in India, reported as per the Sexual Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act 2013 and Ministry of Women and Child Development Notification dated December 19, 2013: Workplace Sexual Harassment complaints received Number of complaints received Number of complains disposed off Number of complains pending Manner in which the complaints were disposed off FY 2015-16 9 9 Nil In accordance with the Policy of the Company and after due inquiry / investigations, necessary actions were taken and dispensed off. Annual Report 2015-16 47 34) DOWNSTREAM INVESTMENTS During the year under review, the Company has not made any downstream investments in terms of Circular 1/2014 of Foreign Direct Investment Policy. 35) IIFL EMPLOYEE STOCK OPTION PLAN (ESOP) PLAN 2015 In order to develop and implement a long term Incentive Program to effectively attract, motivate and retain the best talent from the industry in a competitive environment, the Company has implemented IIFL ESOP PLAN 2015. The following disclosures are being made under Rule 12 of the Companies (Share Capital and Debentures) Rules, 2014: Sr. No 1 2 3 4 5 6 7 8 9 10 (i) Particulars (up to March 31, 2016) Options Granted Options Vested Options Exercised Total number of shares arising out of exercise of options Options Lapsed Exercise price Money realized by exercise of options Variation in terms of Options Total number of Options in force Employee wise details of Options granted to: Key Managerial Personnel Ms. Rajashree Nambiar – Executive Director & CEO Mr. Milind Gandhi – Chief Financial Officer (ii) Any other employee who receives grant of options in any one year of option amounting to 5% or more of options granted during the yearMs. Rajashree Nambiar – Executive Director & CEO Mr. Monu Ratra – CEO of India Infoline Housing Finance Limited, subsidiary of the Company (iii) Identified employees who were granted option during any one year equal to or exceeding 1% of the issued capital (excluding outstanding warrants and conversions) of the Company at the time of grant. 36)ANNEXURE FORMING PART OF THIS REPORT OF DIRECTORS The Annexure referred to in this Report and other information which are required to be disclosed are annexed herewith and form a part of this Report of the Directors: a. Extracts of Annual Return in Form MGT-9 - Annexure I. b.Declaration from Executive Director & CEO for compliance with regards to Code of Conduct - Annexure II. c. Annual Report on Corporate Social Responsibility Annexure III. d. Nomination and Remuneration Policy - Annexure IV. e.Ratio of remuneration to median employees remuneration as per Section 197 (12) of Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014- Annexure V. 48 f. Secretarial Audit Report - Annexure VI India Infoline Finance Limited IIFL ESOP PLAN 2015 780,040 Nil Nil Nil Nil NA NA NA 11,857,701 180,700 15,400 180,700 120,500 Nil 37)ACKNOWLEDGEMENTS The Board of Directors wish to place on record its appreciation for the continued support and co-operation extended by the Reserve Bank of India, other Government Authorities, Banks, Financial Institutions, Shareholders and other Stakeholders viz. Debentureholders, Intermediaries and Business Associates for their continued support. Your Directors would also like to take this opportunity to express their appreciation for the dedicated efforts of the employees of the Company, resulting in significant milestones achieved during the year. For and on behalf of the Board of Directors India Infoline Finance Limited Place: Mumbai Date: May 04, 2016 V. K. Chopra Chairman (Independent Director) DIN: 02103940 Directors’ Report | Statutory Reports Annexure I Extract of Annual Return as provided under section 92 (3) of Companies Act, 2013 The Extract of Annual Return as specified in form MGT-9 under Section 92 (3) of Companies Act, 2013 read with Rule 12 (1) of the Companies (Management and Administration) Rules, 2014 is as under: I. REGISTRATION AND OTHER DETAILS 1 2 3 CIN Registration Date Name of the Company 4 Category/ Sub Category of the Company 5 Address of the Registered office of the Company 6 7 Whether Listed / Unlisted Name, Address and contact details of Registrar and Transfer Agent U67120MH2004PLC147365 07/07/2004 India Infoline Finance Limited Category- Company Limited by Shares and sub category Indian Non-Government Company. 12A-10, 13th floor, Parinee Crescenzo, G Block, C-38 & 39, Bandra Kurla Complex, Bandra- East, Mumbai- 400051 Listed Company (Debt Securities) Link Intime India Private Limited C-13, Pannalal Silk Mills Compound, LBS Marg, Bhandup (W), Mumbai - 400 078 Tel: +91 22 2596 3838 Fax: +91 22 2594 6969 E-mail : [email protected] Website: www.linkintime.co.in II. PRINCIPAL BUSINESS ACTIVITIES OF THE COMPANY All the business activities contributing 10% or more of the Total turnover of the Company are as below: Sr. No Name and Description of main products/ services 1 Other Credit Granting NIC code of the product/ Service 6492 % to total turnover of the Company 100% III. PARTICULARS OF HOLDING, SUBSIDIARY AND ASSOCIATE COMPANIES Sr. No 1 Name and Address of the Company IIFL Holdings Limited 2 India Infoline Housing Finance Limited (IIHFL) L74999MH1995PLC093797 Holding/ Subsidiary/ Associate Company Holding Company* U65993MH2006PLC166475 Subsidiary Company** 100% Equity shares CIN/ GIN % of Shares held 100% Equity shares Applicable Section Section 2 (87) of Companies Act, 2013 Section 2 (87) of Companies Act, 2013 * D uring the year under review, IIFL Holdings Limited, the Holding Company of the Company has acquired 26,86,481 equity shares of the Company from Benett Coleman Limited and consequent to which, the Company has become a wholly owned Subsidiary of IIFL Holdings Limited. ** D uring the year, the Company has acquired 110,000,000 - 6% Compulsorily Convertible Redeemable Preference Shares of ₹ 10/- each (CRPS) of IIHFL and consequent to which, IIHFL has become a wholly owned Subsidiary of the Company. Further, the Company exercised the conversion of 135,000,000 CRPS held by it in IIHFL into Equity Shares of ₹ 10/- and the same has been converted at fair value certified by the Chartered Accountant. Annual Report 2015-16 49 50 India Infoline Finance Limited 2,686,481 - - 2,686,481 2,686,481 - 237,154,030 - - - - - 1.13% 1.13% 100.00% 23,7154,030 - - 1.13% - - 98.87% 237,154,030 - 234,467,549 - 98.87% 237,154,030 98.87% 237,154,030 Demat Total - - - - - 237,154,030 - - - - - 237,154,030 - 237,154,030 - 237,154,030 - Physical No. of Shares held at the end of the year 234,467,549 234,467,549 - No. of Shares held at the begging of the year % of Total Demat Physical Total Shares A.Promoters 1) Indian a. Individual/ HUF b. Central Govt/ State Govt c. Body Corporate 234,467,549 d. Banks/ FIS e. Any other Sub Total (A) (1) 234,467,549 2) Foreign a. NRI- Individuals b. Other Individuals c. Body Corporate d. Bank/ FI e. Any Other Sub Total (A) (2) Total Shareholding of Promoter (A) = (A)(1) +(A) (2) 234,467,549 B. Public Shareholding 1) Institutions a. Mutual funds b. Banks/ FI c. Central Govt/ State Govt d. Venture Capital Funds e. Insurance Companies f. FIIS g. Foreign Venture Capital funds h. Others (Specify) Sub- Total (B) (1) 2) Non-Institutions a. Bodies Corporates (i) Indian 2,686,481 (ii) Overseas b. Individuals (i) Individuals holding nominal share capital up to ₹ 1 Lakh (ii) Individual holding nominal share capital in excess of ₹ 1 Lakh c. Others Sub Total (B) (2) 2,686,481 Total Public Shareholding (B) = (B) (1) + (B) (2) 2,686,481 C. Shares held by Custodian for GDR’s and ADR’s Grand Total (A+B+C) 237,154,030 Category of Shareholder IV. SHAREHOLDING PATTERN (EQUITY SHARE CAPITAL BREAK UP AS PERCENTAGE OF TOTAL EQUITY) i. Category- wise Shareholding 100.00% - - - - 100% 100% 100% % of Total Shares 1.13% 1.13% - - - 1.13% - - 1.13% 1.13% 1.13% % of Change during the year Directors’ Report | Statutory Reports ii. Shareholding of Promoters: Sr. No Shareholders name 1 IIFL Holdings Limited Shareholding at the beginning of the year No. of Shares % of Total % of Shares Shares of the Pledged/ Company encumbered to total shares 234467549 98.87% - Shareholding at the end of the year % Change in No. of Shares % of Total % of Shares shareholding during the Shares of the Pledged/ year Company encumbered to total shares 237,154,030 100% - 1.13% iii Change in Promoters’ Shareholding : Sr. No Particulars 1. 2. 3. At the beginning of the year Add: Increase in shareholding on 30-Mar-2016 (Transfer) At the End of the year Shareholding during the year % of total No. of shares shares of the company 234,467,549 98.87% 2,686,481 1.13% 237,154,030 100% Cumulative Shareholding during the year % of total No. of shares shares of the company 23,44,67,549 98.87% 237,154,030 100% 237,154,030 100% iv.Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs): IIFL Holdings Limited holds the 100% equity share capital of the Company. v. Shareholding of Directors and Key Managerial Personnel: Name of Director/ KMP Shareholding at the beginning of the year % of total No. of Shares shares of the Company At the beginning of the year Add: Increase in shareholding At the End of the year Cumulative Shareholding during the year % of total No. of Shares shares of the Company NIL *The following Directors of the Company holds Equity Shares of the Company as Nominees of IIFL Holdings Limited and the details of their holding as Nominees are as under: Sr. No 1 2 3 No. of Equity Shares 4,950 5,000 10 9,960 Name of Shareholder Mr. Nirmal Bhanwarlal Jain- Whole-time Director Mr. Venkataraman Rajamani- Director Ms. Rajashree Nambiar – Executive Director & CEO Total % of Equity shares 0.00% 0.00% 0.00% 0.00% V.INDEBTEDNESS Indebtedness of the Company including interest outstanding/ accrued but not due for payment Particulars Indebtedness at the beginning of the financial year i. Principal Amount ii. Interest Due but not paid iii. Interest Accrued but not due Total (i+ii+iii) Change in Indebtedness during the financial year Addition Deduction *Net Change (` in Million) Total Indebtedness Secured Loans excluding deposits Unsecured Loans Deposits 85,734.16 NIL 1643.58 87,377.74 34,770.91 NIL 681.06 35,451.97 NIL NIL Nil Nil 120,505.07 NIL 2324.64 122,829.71 12,732.00 22,592.85 -9,860.85 199,650.00 204,550.00 -4,900.00 NIL NIL NIL 212,382.00 227,142.85 -14,760.85 Annual Report 2015-16 51 Particulars Indebtedness at the end of the financial year i. Principal Amount ii. Interest Due but not paid iii. Interest Accrued but not due Total (i+ii+iii) Secured Loans excluding deposits Unsecured Loans Deposits 75,873.31 Nil 2,369.71 78,243.02 29,870.91 Nil 848.84 30,719.75 NIL Nil Nil Nil (` in Million) Total Indebtedness 1,05,744.23 Nil 3218.55 108,962.78 *Net change represents the principal amount of borrowing VI. REMUNERATION OF DIRECTORS AND KEY MANAGERIAL PERSONNEL A. Remuneration to Managing Director, Whole Time Director and/ or Manager: Name of MD/ WTD/ Manager Mr. Nirmal Jain Ms. Rajashree Nambiar Sr. No Particulars of Remuneration 1 2 3 4 5 Gross Salary Salary as per provisions contained in Section 17 (1) of Income Tax Act, 1961 Value of Perquisites u/s 17 (2) of Income Tax Act, 1961 Profit in lieu of salary under Section 17 (3) of Income Tax Act, 1961 Stock Option Sweat Equity Commission -as % of Profit - Others, specify Others, please specify Total (A) Ceiling as per the Act. 34,770,000 26,478,694 61,248,694 - - - - - - 21,600 21,600 34,791,600 26,478,694 61,270,294 ₹ 415,079,014 being 10% of net profit computed as per provision of Section 198 of Companies Act, 2013. Mr. Nirmal Jain, Chairman & Executive Director of IIFL Holdings Limited, Holding Company has not drawn any remuneration from the Holding Company. B. Remuneration to other Directors: 1 2 52 Independent Directors Fees for attending Board/ Committee Meeting Commission Others, pls specify Total (1) Other Non- Executive Director Fees for attending Board Committee Meeting Commission Others, please specify Total (2) Total B (1+2) Total Managerial Remuneration Overall ceiling as per the Act. India Infoline Finance Limited Total Amount (in ₹) Name of Directors Sr. no Particulars of Remuneration Mr. Nilesh Vikamsey 200,000 200,000 Mr. Sunil Kaul Nil Nil Nil Nil 200,000 Total Amount (in ₹) Mr. V. K. Chopra Ms. Geeta Mathur 1,190,000 1,000,000 2,190,000 2,190,000 810,000 - 2,200,000 1,000,000 810,000 3,200,000 Mr. R. Venkataraman Nil Nil Nil Nil 810,000 3,200,000 1)₹ 41,507,901/- being 1% of net profit computed as per provision of Section 198 of Companies Act, 2013 w.r.t commission paid to NonExecutive Directors. 2)Overall ceiling is ₹ 456,586,915 i.e. 11% of net profit computed as per provision of Section 198 of Companies Act,2013 Directors’ Report | Statutory Reports C. Remuneration to Key Managerial Personnel Other than MD/Manager/WTD: (Amount in ₹) Sr. No 1 2 3 4 5 Key Managerial Personnel Mr. Jitendra Ms. Preeti Mr. Amit Mr. Milind Maheshwari Chhabria## Mehendale – Gandhi^^ CFO - Company Company CFO^ Secretary# Secretary Particulars of Remuneration Gross Salary (a)Salary as per provisions contained in Section 17 (1) of Income Tax Act, 1961 (b) Value of Perquisites u/s 17 (2) of Income Tax Act, 1961 (c)Profits in lieu of salary under section 17 (3) of Income Tax Act, 1961 Stock Option Sweat Equity Commission -as a profit Others Total Total 2,408,384 1,826,868 1,013,429 447,023 5,695,704 2,408,384 1,826,868 75,000 1,088,429 2,00,000 647,023 2,75,000 5,970,704 ^ Mr. Amit Mehendale ceased to be Chief Financial Officer with effect from July 29, 2015. Accordingly remuneration drawn by him from the period April 1, 2015 to July 29, 2015 is disclosed above. ^^ Mr. Milind Gandhi, joined as Financial Controller was designated by Board as Chief Financial Officer of the Company with effect from October 23, 2015. #Mr. Jitendra Maheshwari resigned as the Company Secretary of the Company w.e.f. November 10, 2015 and accordingly his remuneration from the period April 1, 2015 to November 10, 2015 is disclosed above. ##Ms. Preeti Chhabria was appointed as Company Secretary of the Company with effect from January 28, 2016 (Board approval date) and joining date (January 11, 2016) and accordingly her remuneration from January 11, 2016 to March 31, 2016 is disclosed above. D. Penalties/ punishment/ Compounding of offences: Type A.Company Penalty Punishment Compounding B. Directors Penalty Punishment Penalty C. Other officers in Default Penalty Punishment Compounding Section of the Companies Act Brief Description Details of penalty/ Authority [RD/ NCLT/ punishment/ Comp Court] Appeal Made, if any Nil For India Infoline Finance Limited Place: Mumbai Date: May 04, 2016 V. K. Chopra Chairman (Independent Director) DIN: 02103940 Annual Report 2015-16 53 Annexure II Compliance with the Code of Conduct Executive Director and CEO Certification I confirm that all the Directors, Key Managerial Personnel and members of the Senior Management have affirmed compliance with the Code of Conduct of India Infoline Finance Limited. For India Infoline Finance Limited Rajashree Nambiar Executive Director & CEO DIN: 06932632 Date: May 04, 2016 Place: Mumbai 54 India Infoline Finance Limited Directors’ Report | Statutory Reports Annexure III Annual Report on CSR Activities [Pursuant to sub-section (3) of Section 135 of the Act and Rule 9 of the Companies (Corporate Social Responsibility) Rules, 2014 and as amended] 1. OUTLINE OF CSR POLICY The CSR Policy and projects of India Infoline Finance Limited are steered by the same values that guide the business of the IIFL Group of Companies. It can be summarized in one acronym – GIFTS, which stands for: Growth Integrity Fairness Transparency Service Orientation By applying these values to the CSR projects, India Infoline Finance Limited aims to undertake initiatives that create sustainable growth and empowers underprivileged sections of society. The focus areas prioritized by India Infoline Finance Limited in its CSR strategy are given below: Rural Development & Poverty Alleviation Women Empowerment Healthcare Education & Vocational Education The CSR Policy adopted by IIFL Group of companies is available on http://www.indiainfoline.com/aboutus/iifl-csr-policy 2. COMPOSITION OF THE CORPORATE SOCIAL RESPONSIBILITY COMMITTEE (CSR COMMITTEE) The Board of Directors of India Infoline Finance Limited has constituted CSR Committee that fulfills the requirements of Section 135 of the Companies Act, 2013 (hereafter referred to as Section 135). The CSR Committee comprises of following members: Mr. R. Venkataraman – Chairman (Non- Executive Director) Mr. Nirmal Jain - Whole Time Director Ms. Geeta Mathur - Independent Director 3. AVERAGE NET PROFIT OF THE COMPANY FOR LAST 3 FINANCIAL YEARS The average net profit of India Infoline Finance Limited for 3 financial years is ` 2,976,034,078/4. PRESCRIBED CSR SPEND OF INDIA INFOLINE FINANCE LIMITED The recommended CSR expenditure for India Infoline Finance Limited as per Section 135 for the financial year 2015-16 was ` 5,95,20,682/5. DETAILS OF CSR SPENT DURING THE FINANCIAL YEAR 2015-16 a. Total amount to be spent for the FY 2015-16 - ` 5,95,20,682/b. Amount unspent, if any –Nil c. Manner in which the amount spent during the FY 2015-16 is detailed below: Annual Report 2015-16 55 During financial year 2015-16, India Infoline Finance Limited has spent ` 59,520,850/- on CSR Projects i.e. complete 2% of its profit. The breakdown of the manner in which this expenditure was made has been depicted in the table as under:Sr. CSR Projects/ Activity No identified Projects or Programs (1) Local area or other (2) Specify the State and district where projects or programs was undertaken Amount Outlay (Budget) Projects or Programs wise Cluster Development for Total Transformation of Tribal Villages Supporting the establishment of a centre learning for higher education Rural Development Taluka Jawhar; & Poverty Alleviation District Palghar; Maharashtra Promotion of Gurgaon; Education Haryana 26,500,000/- 3 Supporting Vocational Training of youths & Women 4 Supporting for enhancing agri based livelihood skills 5 Supporting Setting up of a Women’s Development Centre 6 Supporting Skilling of women to facilitate income generation opportunities 7 Supporting Eye check up camp and surgeries in Jawhar Promotion of Employment Enhancing Vocational Skills Promotion of training & skills in agri based livelihoods Promotion of Gender Equality & Empowering Women Promotion of employment enhancing vocational skills for women Promotion of Preventive Health 1 2 8 9 10 11 Sector in which the project is covered Amount Spent on the Projects or programs Sub-heads: Direct expenditure on projects or programs Overheads Direct 26,500,000/- Cumulative Expenditure upto Reporting Period Amount Spent Direct or through Implementing Agency 12,500,000 Direct12,500,000 Rajsamand; Rajasthan 1,681,250 Direct 1,681,250 26,500,000/- 26,500,000/- Through Bosco Samajik Vikas Sanstha 12,500,000/- 1,25,00,000/-Through International Foundation for Research & Education 1,681,250 16,81,250 Through Yuva Parivartan Jawhar; District Palghar; Maharashtra 2,756,325 Direct 2,756,325 27,56,325 27,56,325 Through Yuva Parivartan Kankroli, Rajasamand District; Rajasthan Village Pai, Girwa Block, District Udaipur, Rajasthan 2,500,000 Direct 2,500,000 2,500,000 2,500,000 Through Rajsamand Jan Vikas Sanstha 300,000 Direct 300,000 1,200,000 Direct 1,200,000 10,000,000 Direct 10,000,000 Direct 1,500,000 Jawhar, District Palghar; Maharashtra Supporting IIMA for Promotion of Ahmedabad, infrastructure development Education Gujarat Supporting Financial Inclusion Promoting activities Ahmedabad, to support financial Gujarat inclusion Supporting Libraries in Tribal Promoting Jawhar, District School Education Palghar Maharashtra Supporting initiatives of Women Jawhar District Indiainfoline Foundation Empowerment Palghar; Maharashtra 1,500,000 300,000 300,000 Through Vanbandhu Sewa Sanstha 1,200,000 1,200,000 Through Chaitanya Sewa Trust 10,000,000 10,000,000 Through IIMA 1,500,000 1,500,000 Through CIIE, IIMA 500,000 Direct 500,000 500,000 500,000 Through Pratham Books 15,000 Direct 15,000 83,275 15,000 Through Indiainfoline Foundation 6. REASONS FOR UNSPENT AMOUNT Not Applicable 7. OTHER ACTIVITIES FROM THE IIFL GROUP a)Building Check dams and other rain water harvesting structures in drought prone Jawhar: IIFL foundation has vowed to make the tribal areas of Jawhar taluka, Palghar District of Maharashtra drought free. Water scarcity in Jawhar is stark and not only is access to drinking water a challenge and women have to travel large distances to fetch water but lack of water throughout the year has also resulted in large scale migration of farmers after the paddy season. In 2015 - 16, IIFL constructed 2 big check dams and over 50 other rain water harvesting structures. The impact was immediate and direct as not only the ground water table 56 India Infoline Finance Limited Directors’ Report | Statutory Reports rose substantially in these areas but importantly over 40 farmers did not have to migrate for the first time in their life and are growing flowers and vegetables throughout the year. Needless to say this is positively impacting the rural local economy sustainably making the change visible. IIFL has vowed to make Jawhar drought free and will take big steps in this direction in coming years. b)Swachh Bharat Abiyaan (open defecation free villages): IIFL group undertook an ambitious project of installing 100 toilets in 32 hamlets of Walvanda, Shiroshi & Kasatwadi villages in Jawhar. Currently there is 100% open defecation and this initiative would completely eradicate open defecation and support in the national agenda of Swachh Bharat Abhiyaan. c) Financial Services Hackathon: IIFL being one of the leading companies in the financial services space has a moral obligation of supporting not only financial literacy programs but importantly start ups that can propel large scale financial inclusion. IIFL in association with the CIIE (Centre for Innovation & Incubation) at IIMA hosted a one of its kind financial services business plan competition of which the top three ideas would be incubated at IIMA. d)Health Interventions: The IIFL Group of Companies has undertaken various projects to provide the rural poor access to healthcare services. Amongst various measures, free health check-up camps were conducted in rural areas of Pandharpur, Maharashtra, Barsana, UP and Jawhar, Maharashtra. Over 2 lakh people were checked and screened in these camps while over 15,000 eye surgeries were performed. IIFL also supported a Cancer screening camp for the rural poor in Karnataka where over 100,000 people got themselves checked. 8. RESPONSIBILITY STATEMENT OF THE CSR COMMITTEE Through this Report, India Infoline Finance Limited seeks to communicate its commitment towards CSR to the Ministry of Corporate Affairs. The implementation and monitoring of the CSR Policy is in compliance with the CSR objectives and policies as laid down in this Report. The Board of the Company and the CSR Committee is responsible for the integrity and the objectivity of all the information provided in the disclosure above. All projects reported have been selected based on careful evaluation of the extent to which they create sustainable positive outcomes for marginalized segments of society. The Company has adopted measures to ensure that these projects are implemented in an effective and efficient manner so that they are able to deliver maximum potential impact. In line with the requirements of the Section 135, the Company has also established a monitoring mechanism to track the progress of its CSR projects. For India Infoline Finance Limited Place: Mumbai Date: May 04, 2016 R. Venkataraman Chairman - CSR Committee DIN No: 00011919 Rajashree Nambiar Executive Director & CEO DIN No: 06932632 Annual Report 2015-16 57 Annexure IV NOMINATION AND REMUNERATION POLICY I.OBJECTIVE: This policy on nomination and remuneration of Directors, Key Managerial Personnel and Senior Management has been approved by the Nomination and Remuneration Committee (NRC) and Board of Directors. II. DEFINITIONS : 1.“Act” means the Companies Act, 2013 and Rules framed there under, as amended from time to time. 4. “Senior Management” means the personnel of the Company who are members of its Core Management Team excluding Board of Directors comprising all members of Management one level below the Executive Directors, including the Functional Heads. Unless the context otherwise requires, words and expressions used in this Policy and not defined herein but defined in the Companies Act, 2013 / Listing Agreement (wherever applicable), as may be amended from time to time shall have the meaning respectively assigned to them therein. III. ROLE OF NRC : identify persons who are qualified to become Directors and who may be appointed in Senior Management and recommend to the Board their appointment and/or removal; formulate the criteria for determining qualifications, positive attributes and independence of a Director; carry out evaluation of every Director’s performance; to devise Policy on remuneration including any compensation and related payments of the Directors, Key Managerial Personnel and other employees and recommend the same to the Board of the Company; To carry out such other business as may be delegated by the Board from time to time or required by applicable law 58 IV.APPOINTMENT AND REMOVAL OF DIRECTOR, KMP AND SENIOR MANAGEMENT 1. Appointment Criteria and Qualifications a)A person being appointed as Director, KMP or in Senior Management should possess adequate qualification, expertise and experience for the position he / she is considered for appointment. 2. “Board” means Board of Directors of the Company. 3. “Key Managerial Personnel” (KMP) means: Managing Director, or Chief Executive Officer or Manager Whole-time Director; Chief Financial Officer; Company Secretary; and such other officer as may be prescribed. or considered appropriate in view of the general terms of reference and the purpose of the NRC. India Infoline Finance Limited b) Independent Director : (i) Qualifications of Independent Director: An Independent director shall possess appropriate skills, experience and knowledge in one or more fields of Finance, Law, Management, Sales, Marketing, Administration, Research, Corporate Governance, Operations or other disciplines related to the business of the Company. (ii) Positive attributes of Independent Directors: An independent director shall be a person of integrity, who possesses relevant expertise and experience and who shall uphold ethical standards of integrity and probity; act objectively and constructively; exercise his responsibilities in a bona-fide manner in the interest of the company; devote sufficient time and attention to his professional obligations for informed and balanced decision making; and assist the company in implementing the best corporate governance practices. 2.Removal: Due to reasons for any disqualification mentioned in the Act or under any other applicable Act, rules and regulations , NRC may recommend, to the Board with reasons recorded in writing, removal of a Director, KMP or Senior Management subject to the provisions and compliance of the Act, rules and regulations. 3.Retirement The Director, KMP and Senior Management shall retire as per the applicable provisions of the Act and the prevailing Policy of the Company. The Board will have the discretion to retain the Director, KMP, Senior Management in the same position/ remuneration or otherwise even after attaining the retirement age, for the benefit of the Company. Directors’ Report | Statutory Reports V.REMUNERATION: A.Directors: a.Executive Directors (Managing Director, Manager or Whole-time Director): i.At the time of appointment or re-appointment, the Executive Directors shall be paid such remuneration as may be mutually agreed between the Company (which includes the NRC and the Board of Directors) within the overall limits prescribed under the Companies Act, 2013. ii. The remuneration shall be subject to the approval of the Members of the Company in General Meeting and in accordance with the provisions of the Companies Act, 2013 iii. The remuneration of the CEO & Managing Director is broadly divided into fixed and incentive pay. In determining the remuneration (including the fixed increment and performance bonus) NRC shall consider the following: a. the relationship of remuneration and performance benchmark; b.balance between fixed and incentive pay reflecting short and long term performance objectives, appropriate to the working of the Company and its goals; c.responsibility required to be shouldered , the industry benchmarks and the current trends; and d. The performance of the Company vis-àvis the annual budget achievement and individual performance. ii.A Non-Executive Director may be paid commission on an annual basis, of such sum as may be approved by the Board on the recommendation of NRC and in accordance with the provisions of the Act; iii.NRC may recommend to the Board, the payment of commission on uniform basis, to reinforce the principles of collective responsibility of the Board. iv. In determining the quantum of commission payable to the Directors, NRC shall make its recommendation after taking into consideration the overall performance of the Company and the onerous responsibilities required to be shouldered by the Director. v.The total commission payable to the Directors in any financial year shall not exceed 1% of the net profit of the Company to be computed in the manner as provided under the Act; vi.The commission shall be payable on pro-rata basis to those Directors who occupy office for part of the year. B. KMP & Senior Managerial Personnel: i. The remuneration / compensation / commission etc. to the KMP and Senior Management will be determined and approved by NRC. The remuneration of managerial personnel shall be subject to the approval of the shareholders of the Company and Central Government, wherever required, as specified in the Act. b. Non- Executive Director: i. The Non-Executive Independent Director may receive fees for attending meetings of Board or Committee thereof. Provided that the amount of such fees shall not exceed Rupees One Lac per meeting of the Board or Committee or such amount as may be prescribed by the Central Government from time to time. ii. While approving the remuneration of the Key Managerial Personnel and Senior Management of the Company, NRC will consider maintaining a balance between fixed and incentive pay reflecting short and long term performance objectives appropriate to the working of the Company. iii. NRC shall consider and determine that the compensation of remuneration is reasonable and sufficient to attract retain and motivate KMP and senior management;. Annual Report 2015-16 59 VI. GRANT OF ESOPS: The Executive Directors, Non-Executive Directors, KMPs, Senior Management, other employees of the Company, Subsidiary(ies), Holding Company & Associate Companies shall be eligible for employee’s stock options of the Company. The Independent Directors of the Company shall not be eligible for the Employee’s stock options of the Company. VII.EVALUATION: The Committee shall carry out evaluation of performance of every Director, KMP and Senior Management Personnel at regular interval (yearly). The Committee shall also formulate and provide criteria for evaluation of Independent Directors and the Board as a whole. Executive Director, Whole-time Director, etc. can be appointed as a member of NRC but, however, shall not chair the NRC. The term of NRC shall be continued unless terminated by the Board of Directors. Frequency of Meetings The meeting of NRC shall be held at such regular intervals as may be required. NRC may invite such Executives, as it considers appropriate, to be present at its meetings. Secretary The Company Secretary of the Company shall act as Secretary of NRC. In absence of Company Secretary, NRC may designate any other official(s) or any of the member of NRC who shall act as a Secretary of NRC. VIII.OTHER DETAILS: Membership NRC shall consist of a minimum 3 Non-Executive Directors, majority of them being Independent Director’s. The Chairperson of the Committee shall be an Independent Director. For India Infoline Finance Limited Place: Mumbai Date: May 04, 2016 60 India Infoline Finance Limited V. K. Chopra Chairman (Independent Director) DIN: 02103940 Directors’ Report | Statutory Reports Annexure V The ratio of the remuneration of each Director to the median employee’s remuneration and other details in terms of sub-section 12 of Section 197 of the Companies Act, 2013 read with Rule 5(1) of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 is as under: Sr. No Requirements Disclosure 1 The ratio of the remuneration of each director to the median remuneration Mr. Nirmal Jain (Whole Time Director) – 173.96x of the employees for the financial year Ms. Rajashree Nambiar (Executive Director)-77.88x Mr. Nilesh Vikamsey (Non Executive Director) – 0.94x Mr. V. K. Chopra (Non Executive Director) – 10.34x Ms. Geeta Mathur (Non Executive Director) – 3.82x 2 The percentage increase in remuneration of each director, CFO, CEO, CS in Mr. Nirmal Jain – 25% the financial year Ms. Rajashree Nambiar- 10% Mr. Milind Gandhi –Not Applicable Ms. Preeti Chhabria- Not Applicable Mr. Nilesh Vikamsey (Non Executive Director) – Not Applicable Mr. V. K. Chopra (Non Executive Director) – Not Applicable Ms. Geeta Mathur (Non Executive Director) – Not Applicable 3 The percentage increase in the median remuneration of employees in the financial year The median remuneration of the employees in the financial year was increased by 14.63%. The calculation of % increase in Median Remuneration is done based on comparable employees. For this we have excluded employees who were not eligible for any increment 4 The number of permanent employees on the rolls of the Company The Company had 5631 employees on the rolls as on March 31, 2016 5 The explanation on the relationship between average increase in remuneration and Company performance The remuneration components include a fair proportion of fixed and variable pay. The increase in fixed pay is periodically reviewed while the increase in variable pay is broadly aligned to the Company performance during the financial year 6 Comparison of the remuneration of the Key Managerial Personnel against the performance of the Company For the financial year 2015-16, KMPs was paid approx 0.48 % of net profit before tax for the year. 7 Variations in the market capitalization of the Company, price earnings ratio Not Applicable. as at the closing date of the current FY and previous FY and percentage increase over decrease in the market quotations of the shares of the Company in comparison to the rate at which the Company came out with the last public offer 8 Average percentile increase already made in the salaries of employees other Not Applicable as all the employees under Managerial role. than the managerial personnel in the last financial year and its comparison with the percentile increase in the managerial remuneration and justification thereof and point out if there are any exceptional circumstances for increase in the managerial remuneration; 9 Comparison of the each remuneration of the Key Managerial Personnel against the performance of the Company The comparison of remuneration of each of the Key Managerial Personnel against the performance of the Company is as below: Name of Key Managerial Personnel Designation % of Net Profit before Tax Mr. Amit Mehendale (Resigned w.e.f. July 29, 2015) CFO 0.07% Mr. Milind Gandhi (Appointed w.e.f. October 23, 2015) CFO 0.07% Mr. Jitendra Maheshwari (Resigned w.e.f. November 10, 2015) Company Secretary 0.04% Ms. Preeti Chhabria (Appointed w.e.f. January 28, 2016) Company Secretary 0.02% 10 The key parameters for any variable component of remuneration availed by the directors. The broad factors and guidelines considered for the Performance Bonus are: (a) Annual Performance Review of the Directors; and (b) Financial outcomes and profitability of the Company and IIFL Group 11 The ratio of the remuneration of the highest paid director to that of the Not applicable employees who are not directors but receive remuneration in excess of the highest paid director during the year. 12 Affirmation that the remuneration is as per the remuneration policy of the It is hereby affirmed that the remuneration paid is as per the Remuneration Company Policy of the Company. For India Infoline Finance Limited Place: Mumbai Date: May 04, 2016 V. K. Chopra Chairman (Independent Director) DIN: 02103940 Annual Report 2015-16 61 Annexure VI Form No. MR - 3 SECRETARIAL AUDIT REPORT FOR THE FINANCIAL YEAR ENDED MARCH 31, 2016 [Pursuant to Section 204(1) of the Companies Act, 2013 and Rule 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014] To, The Members, (a)The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008; India Infoline Finance Limited We have conducted the Secretarial Audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by India Infoline Finance Limited (hereinafter called the Company). Secretarial Audit was conducted in a manner that provided us a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing our opinion thereon. Based on our verification of the Company’s books, papers, minute books, forms and returns filed and other records maintained by the Company and also the information provided by the Company, its officers, agents and authorized representatives during the conduct of the secretarial audit, we hereby report that in our opinion, the Company has, during the audit period covering the financial year ended on March 31, 2016 complied with the statutory provisions listed hereunder and also that the Company has proper Boardprocesses and compliance-mechanism in place to the extent, in the manner and subject to the reporting made hereinafter: (b) The Securities and Exchange Board of India (Debenture Trustees) Regulations, 1993; (c)The Securities and Exchange Board of India (Registrars to an Issue and Share Transfer Agents) Regulations, 1993 regarding the Companies Act and dealing with client; and (d) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 (w.e.f. December 1, 2015); (vii)Based on the representation made by the Company and its officers and our verification of the relevant records, the Company has adequate system and process in place for compliance under the other Laws applicable specifically to the Company, as mentioned below: a)The Reserve Bank of India Act, 1934, as applicable to NonBanking Financial Companies; b) Systemically Important Non-Banking Financial (NonDeposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2015; (i)The Companies Act, 1956 (the Old Act) and the rules made thereunder, as may be applicable; c) Non-Banking Financial Companies Auditor’s Report (Reserve Bank) Directions, 2008; (ii) The Companies Act, 2013 (the Act) and the rules made thereunder, as may be applicable; d)Frauds – Future approach towards monitoring of frauds in NBFCs; (iii)The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder; e) Fair Practices Codes (FPC) for all NBFCs; f ) Corporate Governance; We have examined the books, papers, minute books, forms and returns filed and other records maintained by the Company for the financial year ended on March 31, 2016 according to the provisions of: (iv)The Depositories Act, 1996 and the Regulations and Bye-laws framed thereunder; (v)The Foreign Exchange Management Act, 1999 and the Rules and Regulations made thereunder to the extent of Foreign Direct Investment. g)Raising Money through Private Placement by NBFCs-Non Convertible Debentures; (vi) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’): h) KYC Norms/AML Standards/Combating Financing of Terrorism – Unique Customer Identification Code for NBFC Customers in India; and i)Early Recognition of Financial Distress, Prompt Steps for Resolution of Fair Recovery for Lenders: Framework for Revitalising Distressed Assets in the Economy. 62 India Infoline Finance Limited Directors’ Report | Statutory Reports Based on the representation made by the Company and its officers, the Company has adequate system and process in place for compliance under the other applicable Laws, Acts, Rules, Regulations, Circulars, Guidelines and Standards including the following: a)Labour Laws and other incidental laws related to labour and employees appointed by the Company either on its payroll or on contractual basis as related to wages, gratuity, provident fund, ESIC, compensation etc.; b) Acts as prescribed under Direct Tax and Indirect Tax; c) Acts prescribed under prevention and control of pollution; Majority decision is carried through while the dissenting members’ views, if any, are captured and recorded as part of the minutes. We further report that there are adequate systems and processes in the Company commensurate with the size and operations of the Company to monitor and ensure compliance with applicable laws, rules, regulations and guidelines. We further report that during the audit period the Company has undertaken following event/action having a major bearing on the Company’s affairs in pursuance of the above referred laws, rules, regulations, guidelines, standards, etc. referred to above: (i)Private Placement of Non-Convertible Debentures/Unsecured Sub-Debt during the year: d) Acts prescribed under environmental protection; Issue Size Sl. ₹. In No. Million) 1. 512 2. 210 3. 280 4. 420 5. 200 6. 150 7. 220 8. 120 9. 250 10. 58 11. 112 12. 250 e) Land Revenue laws of respective States; f ) Labour Welfare Act of respective States; and g) Local laws as applicable to various offices of the Company. We have also examined compliance with the applicable clauses of the following: (i) Listing Agreements entered into by the Company with the Stock Exchanges for Listed Debt Securities and Non-Convertible Preference Shares issued on private placement basis; and (ii) Secretarial Standards issued by the Institute of Company Secretaries of India, w.e.f. July 1, 2015. During the period under review the Company has complied with the provisions of the Act, Old Act, Rules, Regulations, Guidelines, Standards, etc. mentioned above We further report that the Board of Directors of the Company is duly constituted with proper balance of Executive Directors, Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the period under review were carried out in compliance with the provisions of the Act. Adequate notice is given to all directors to schedule the Board Meetings, agenda and detailed notes on agenda were sent at least seven days in advance, and a system exists for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting. Date of Issue Nature of Security 12/05/2015 02/06/2015 16/06/2015 13/08/2015 11/09/2015 16/09/2015 16/10/2015 03/12/2015 18/12/2015 23/12/2015 18/01/2016 16/02/2016 Non-Convertible Debentures Non-Convertible Debentures Non-Convertible Debentures Non-Convertible Debentures Unsecured-Sub Debt Unsecured-Sub Debt Non-Convertible Debentures Non-Convertible Debentures Non-Convertible Debentures Non-convertible Debentures Non-Convertible Debentures Non-Convertible Debentures (ii)On May 11, 2015, members at their Extra-Ordinary General Meeting approved the following: (a)Pursuant to the special resolution under Section 180(1) (a) and 180(1)(c) of the Companies Act, 2013, the Board of Directors have been authorised to create charges subject to a maximum limit of ` 20,000 crores and borrow moneys (apart from temporary loans from the Company’s bankers in the ordinary course of business) subject to maximum limit of ` 20,000 crores; and (b)Pursuant to the Special Resolution u/s 42 of the Companies Act, 2013, to offer Secured/Unsecured/Listed/Unlisted/ Rated/Unrated/Convertible/Non-Convertible/Market Linked / Subordinated Debt/Perpetual Debentures/ Fixed Maturity Debentures aggregating ₹ 7,000 (Seven Thousand) Crores on private placement basis during the financial year 2015-2016. (iii) On July 29, 2015, the members at their Annual General Meeting approved the following: Annual Report 2015-16 63 (a)Payment of commission upto 1% of net profits of the Company to the Non-Executive Directors of the Company for a period of five years; and (b)Confirmed appointment of Ms. Rajashree Nambiar as an Executive Director of the Company. (iv)In accordance with the terms of issue of Secured, Redeemable, Non-convertible Debentures of the Company, the Company has redeemed the following debenturesSr. ISIN No. 1. INE866I07636 2. INE866I07487 Nominal Value (in ₹) 350,000,000 150,000,000 Redemption Date 29-Apr-2015 27-July-2015 Type Partial Total (ix)In respect of Appointment of Ms. Rajashree Nambiar as an Executive Director of the Company, the Company had made an application in Form CG 1 under Section 460 of the Companies Act, 2013 to the Central Government vide SRN C79103552, with regards to eForm MGT 14, and the same was approved by the Central Government vide its Order No. 17/23/2015 CL V dated April 13, 2016; and (x)On November 23, 2015, the members at their Extra Ordinary General Meeting approved the following: a) Modification of IIFL ESOP, 2015; and b) Grant of ESOP to employees of Holding Company/ Subsidiary company(ies)/Associate Company(ies). For M Siroya and Company Company Secretaries (v)On November 10, 2015, the Board of Directors of the Company has declared interim dividend of ` 2.75/- per Equity Share of ` 10/- each. (vi)The Company has made an Investment in Equity Shares of India Infoline Housing Finance Limited for an amount up to ₹ 100 crores; (vii) Acquired 11,00,00,000 - 6% Compulsorily Convertible Redeemable Preference Shares of ₹ 10/- each of India Infoline Housing Finance Limited. (viii)On October 24, 2016, the members at their Extra Ordinary General Meeting approved the following: a) Adoption of IIFL ESOP, 2015; b) Grant of ESOP to employees of Holding Company Subsidiary company(ies)/Associate company(ies); and c)Grant of ESOP to employees exceeding 1% of the issued capital of the Company 64 India Infoline Finance Limited Place: Mumbai Date: May 04, 2016 Mukesh Siroya Proprietor FCS No.: 5682 CP No.: 4157 This report is to be read with our letter of even date which is annexed as Annexure A and forms an integral part of this report. Directors’ Report | Statutory Reports ‘Annexure A’ To, The Members, India Infoline Finance Limited Our report of even date is to be read along with this letter. Maintenance of Secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion on these Secretarial records based on our audit. We have followed the audit practices and processes as were appropriate to obtain reasonable assurance about the correctness of the contents of the Secretarial records. The verification was done on test basis to ensure that correct facts are reflected in Secretarial records. We believe that the processes and practices, we followed provide a reasonable basis for our opinion. The compliance of the Corporate and other applicable laws, rules, regulations, standards is the responsibility of the management. Our examination was limited to the verification of the procedures on test basis. The Secretarial Audit Report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with which the management has conducted the affairs of the Company. For M Siroya and Company Company Secretaries Place: Mumbai Date: May 04, 2016 Mukesh Siroya Proprietor FCS No.: 5682 CP No.: 4157 We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company. Wherever required, we have obtained the Management’s representation about the compliance of laws, rules and regulations and happening of events etc. Annual Report 2015-16 65 Standalone Financial Statements Consolidated Financial Statements 67 120 Standalone | Financial Statements Independent Auditors’ Report To the Members of India Infoline Finance Limited REPORT ON THE STANDALONE FINANCIAL STATEMENTS We have audited the accompanying standalone financial statements of India Infoline Finance Limited (“the Company”), which comprise the Balance Sheet as at 31 March, 2016, and the Statement of Profit and Loss, and the Cash Flow Statement for the year then ended, and a summary of significant accounting policies and other explanatory information. MANAGEMENT’S RESPONSIBILITY FOR THE STANDALONE FINANCIAL STATEMENTS The Company’s Board of Directors is responsible for the matters stated in Section 134(5) of the Companies Act, 2013 (the ‘Act’) with respect to the preparation of these standalone financial statements that give a true and fair view of the financial position, financial performance and cash flows of the Company in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the Company and for preventing and detecting frauds and other irregularities; selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error. including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Company’s preparation of the financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Company’s Directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the standalone financial statements. OPINION In our opinion and to the best of our information and according to the explanations given to us, the aforesaid standalone financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the state of affairs of the Company as at 31st March, 2016, and its profit and its cash flows for the year ended on that date. REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS 1.As required by the Companies (Auditor’s Report) Order, 2016 (the ‘Order’) issued by the Central Government of India in terms of Section 143(11) of the Act, we give in the “Annexure A”; a statement on the matters specified in paragraphs 3 and 4 of the Order. 2.As required by Section 143(3) of the Act, we report that: (a)We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit; (b)In our opinion, proper books of account as required by law have been kept by the Company so far as it appears from our examination of those books; (c)The Balance Sheet, the Statement of Profit and Loss and the Cash Flow Statement dealt with by this report are in agreement with the books of account; (d) In our opinion, the aforesaid standalone financial statements comply with the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014; (e) On the basis of the written representations received from the directors as on 31st March, 2016 taken on record by the Board of Directors, none of the directors is AUDITOR’S RESPONSIBILITY Our responsibility is to express an opinion on these standalone financial statements based on our audit. We have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made thereunder. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, Annual Report 2015-16 67 disqualified as on 31st March, 2016 from being appointed as a director in terms of Section 164 (2) of the Act; (f )With respect to the adequacy of the internal financial controls over financial reporting of the Company and the operating effectiveness of such controls, refer to our separate report in “Annexure B”; and ii)The Company did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses; and iii)There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company. For Sharp and Tannan Associates Chartered Accountants Firm’s Registration No.:109983W By the hand of (g)With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditors) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us: 68 i)The Company has disclosed the impact of pending litigation on its financial position in its financial statements-Refer Note. 26 to the financial statements; India Infoline Finance Limited Place: Mumbai Date: May 04, 2016 Parthiv S. Desai Partner Membership No.: 042624 Standalone | Financial Statements Annexure A to the Auditors’Report The Annexure referred to in Independent Auditors’ report to the members of India Infoline Finance Limited (“the Company”) for the year ended 31 March, 2016. We report that: 1. (a)The Company is maintaining proper records showing full particulars, including quantitative details and situation of fixed assets. (b)As explained to us, these fixed assets have been physically verified by the management in accordance with a phased programme of verification which in our opinion is reasonable, having regard to the size of the Company and nature of its assets. The frequency of physical verification is reasonable and no material discrepancies were noticed on such verification. (c)According to the information and explanations given to us and on the basis of our examination of the records of the Company, the title deeds of immovable properties are held in the name of the Company. 2. The Company is not carrying on any manufacturing or trading activity. Therefore, paragraph 3 (ii) of the order is not applicable to the Company. 3.The Company has granted loans to twelve companies covered in the register maintained under section 189 of the Companies Act, 2013 (‘the Act’). (a)In our opinion, the rate of interest and other terms and conditions on which the loans had been granted to the companies listed in the register maintained under Section 189 of the Act were not, prima facie, prejudicial to the interest of the Company. (b)In the case of the loans granted to the companies listed in the register maintained under section 189 of the Act, the borrowers have been regular in the payment of the principal and interest as stipulated. (c)There are no overdue amounts in respect of the loans granted to companies listed in the register maintained under section 189 of the Act. 4. In our opinion and according to the information and explanations given to us, the Company has complied with the provisions of section 185 and 186 of the Act, with respect to the loans, investments, guarantees and securities. 5.The Company has not accepted any deposits during the year from the public to which the directives issued by Reserve Bank of India and the provisions of Section 73 to 76 and any other relevant provisions of the Act and the rules framed there under apply. Therefore, Paragraph 3 (v) of the Order is not applicable to the Company. 6. As per the information and explanations given to us, in respect of the class of industry the Company falls under, the maintenance of cost records has not been prescribed by the Central Government under section 148(1) of the Companies Act, 2013. Therefore, Paragraph 3 (vi) of the Order is not applicable to the Company. 7. (a)According to the information and explanations given to us and the records of the Company examined by us, the Company is generally regular in depositing undisputed statutory dues including provident fund, employees’ state insurance, income tax, sales tax, service tax, duty of customs, duty of excise, value added tax and any other material statutory dues as applicable to the Company, with the appropriate authorities. There were no material undisputed amounts payable in respect of provident fund, employees’ state insurance, income tax, sales tax, service tax, duty of customs, duty of excise, value added tax and any other material statutory dues as applicable to the Company outstanding as at 31st March 2016 for a period of more than six months from the date they became payable Nature Of the Statue Nature of the disputed Dues Income Tax,1961 Disallowance of Expenses U/S 14(A) of the Act Disallowance of Expenses U/S 14(A) of Act Disallowance of Expenses U/S 14(A) of IT Act Income Tax,1961 Income Tax,1961 (b)According to the information and explanations given to us and records of the Company examined by us, there are no cases of non-deposit with the appropriate authorities of disputed dues of sales tax or service tax or duty of customs or duty of excise or value added tax, as applicable to the Company. However according to the information and explanations given to us, the following dues of income tax have not been deposited by the Company on account of dispute: Amount of Tax (` In Millions) 14.12 Period to which amount relates AY 2010-11 55.20 outstanding out of total demand of 88.15 34.10 outstanding out of total demand of 59.10 AY 2011-12 AY 2012-13 Forum where dispute is pending Appeal filed before CIT(A) against the order passed u/s 143 r.w. 254 Appeal is filed with Hon'ble ITAT Commissioner of Income Tax Appeal Annual Report 2015-16 69 8. Based on our audit procedures and according to the information and explanations given to us, the Company has not defaulted in repayment of its dues to financial institutions, banks and debenture holders. The Company has not borrowed from government. 9.The Company did not raise any money by way of initial public offer or further public offer (including debt instruments). However, it has raised monies by way of private placement of debt instruments and term loans and monies raised were applied for the purpose for which those were raised. 10.We report that during the year, the Company has come across fraud totaling to ` 13.28 Millions in respect of its lending operations. Out of the same ` 2.83 Millions have already been recovered, please refer Note no 36 to the financial statements. Out of the total amount of fraud, frauds involving employees of the Company amounted to ` 7.75 Millions of the same ` 1.21 Millions have already been recovered. We have neither come across any instance of fraud by the Company, noticed or reported during the year nor have we been informed of any such case. 13.According to the information and explanations given to us and based on our examination of the records of the Company, transactions with the related parties are in compliance with sections 177 and 188 of the Act where applicable and details of such transactions have been disclosed in the financial statements as required by the applicable accounting standards. 14.According to the information and explanations give to us and based on our examination of the records of the Company, the Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Therefore, paragraph 3 (xiv) of the Order is not applicable to the Company. 15.According to the information and explanations given to us and based on our examination of the records of the Company, the Company has not entered into non-cash transactions with directors or persons connected with him. Therefore, paragraph 3 (xv) of the Order is not applicable to the Company. 16.The Company is registered under section 45-IA of the Reserve Bank of India Act 1934. 11.According to the information and explanations give to us and based on our examination of the records of the Company, the Company has paid/provided for managerial remuneration in accordance with the requisite approvals mandated by the provisions of section 197 read with Schedule V to the Act. 12. In our opinion and according to the information and explanations given to us, the Company is not a nidhi company. Therefore, paragraph 3(xii) of the Order is not applicable to the Company. 70 India Infoline Finance Limited For Sharp and Tannan Associates Chartered Accountants Firm’s Registration No.:109983W By the hand of Place: Mumbai Date: May 04, 2016 Parthiv S. Desai Partner Membership No.: 042624 Standalone | Financial Statements Annexure B to the Auditors’ Report Independent Auditors’ report to the members of India Infoline Finance Limited (“the Company”) on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”). We have audited the internal financial controls over financial reporting of the Company as of 31 March, 2016 in conjunction with our audit of the standalone financial statements of the Company for the year ended on that date. MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS The Company’s management is responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls over Financial Reporting issued by the Institute of Chartered Accountants of India (‘ICAI’). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to Company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013. AUDITORS’ RESPONSIBILITY Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note on Audit of Internal Financial Controls over Financial Reporting (the “Guidance Note”) and the Standards on Auditing, issued by ICAI and deemed to be prescribed under section 143(10) of the Companies Act, 2013, to the extent applicable to an audit of internal financial controls, both applicable to an audit of Internal Financial Controls and, both issued by the Institute of Chartered Accountants of India. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’s internal financial controls system over financial reporting. MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING A company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal financial control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements. INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to Annual Report 2015-16 71 future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. OPINION In our opinion, the Company has, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31 March, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal 72 India Infoline Finance Limited control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting issued by the Institute of Chartered Accountants of India For Sharp and Tannan Associates Chartered Accountants Firm’s Registration No.:109983W By the hand of Place: Mumbai Date: May 04, 2016 Parthiv S. Desai Partner Membership No.: 042624 Standalone | Financial Statements Auditor’s Additional Report To, Board of the Directors India Infoline Finance Limited Mumbai REPORT ON COMPLIANCE WITH THE NON-BANKING FINANCIAL COMPANIES AUDITOR’S REPORT (RESERVE BANK) DIRECTIONS, 2008 Pursuant to the Non-Banking Financial Companies Auditor’s Report (Reserve Bank) Directions, 2008 (the “Directions”) and as per the terms of our engagement dated 7th August, 2015. We have examined the matters specified in the Directions in respect of India Infoline Finance Limited. (the “Company”) for the year ended March 31, 2016. MANAGEMENT’S RESPONSIBILITY The Management is responsible for the design and implementation of the internal procedures, systems, processes and controls to ensure compliance with the Directions on an ongoing basis. This responsibility also includes reporting non-compliances, if any, to the Reserve Bank of India, Board of the Company and its Audit Committee. AUDITORS’ RESPONSIBILITY Our responsibility is to report on the matters specified in the Directions based on our audit. We conducted our audit in accordance with the Standards on Auditing issued by the Institute of Chartered Accountants of India (ICAI). Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether there are any identified non-compliances. An audit involves performing procedures to obtain audit evidence about the compliance with the Directions. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the information and records, whether due to fraud or error. In making those risk assessments, the auditor considers internal controls relevant to the Company’s compliance with the Directions in order to design audit procedures that are appropriate in the circumstances. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our certificate. We conducted our examination in accordance with the Guidance Note on Special Purpose Audit Reports and Certificates issued by the Institute of Chartered Accountants of India. 2.The Company is entitled to continue to hold such CoR in terms of its asset / income pattern as on March 31, 2016. 3.The Company during the year is not an Asset Finance Company (AFC) as defined in Non-Banking Financial Companies Acceptance of Public Deposits (Reserve Bank) Directions 1998. 4.The Company during the year is not a Non-Banking Financial Company- Micro Finance Institutions (NBFC-MFI) as defined in Non-Banking Financial Company- Micro Finance Institutions (Reserve Bank) Directions, 2011 dated December 02, 2011 (MFI Directions). 5.The Board of Directors of the Company has passed a resolution in its meeting held on April 17, 2015 for non-acceptance of public deposits. 6.The Company has not accepted any public deposits during the year ended March 31, 2016. 7. The Company has complied with the prudential norms relating to income recognition, accounting standards, asset classification and provisioning for bad and doubtful debts as applicable to it in terms of Systematically Important Non– Banking Financial (Non –Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2015. 8.The annual statement of capital funds, risk assets / exposures and risk asset ratio (NBS –7) has been furnished to the Bank on April 20, 2016 within the stipulated period based on the un-audited books of account. The Company had correctly arrived at and disclosed the capital adequacy ratio, based on the unaudited books of account, in the return submitted to the Bank in Form NBS – 7 and such ratio is in compliance with the minimum CRAR prescribed by the Bank. RESTRICTION ON USE This report is issued pursuant to our obligations under Non-Banking Financial Companies Auditor’s Report (Reserve Bank) Directions, 2008 to Reserve Bank of India and should not be used by any other person or for any other purpose. Sharp & Tannan Associates neither accepts nor assumes any duty or liability for any other purpose or to any other party to whom our report is shown or into whose hands it may come without our prior consent in writing. For Sharp and Tannan Associates Chartered Accountants Firm’s Registration No.:109983W By the hand of CONCLUSION Based on our examination of the books and records of the Company as produced for our examination and the information and explanations given to us we further report that: 1.The Company is engaged in the business of non-banking financial institution and has obtained a certificate of registration (COR) no. B-13.01792 dated May 12, 2005 from the Reserve Bank of India (‘the Bank’), Department of Non-Banking Supervision, Mumbai Regional Office. Place: Mumbai Date: May 04, 2016 Parthiv S. Desai Partner Membership No.: 042624 Annual Report 2015-16 73 Standalone Balance Sheet As at March 31, 2016 (` in Millions) Particulars I As at March 31, 2016 As at March 31, 2015 3 4 5,621.54 17,472.58 23,094.12 5,621.54 15,853.08 21,474.62 5 53,651.24 481.99 54,133.23 79,796.24 471.57 80,267.81 25,494.14 31,270.57 30,492.98 8,246.55 725.66 64,959.33 142,186.68 13,608.83 4,361.42 1,016.73 50,257.55 151,999.98 580.28 0.02 4.71 585.01 7,961.73 927.13 726.34 0.12 5.65 732.11 6,641.79 799.40 46,588.18 993.84 86.93 56,557.81 35,346.38 731.92 117.73 43,637.22 3,202.37 5,860.01 7,144.83 10,125.83 70,322.75 5,479.16 179.57 85,043.86 142,186.68 82,778.78 7,238.17 343.06 107,630.66 151,999.98 Note No. EQUITY AND LIABILTIES (1) Shareholder's Funds (a) Share Capital (b) Reserve and Surplus Sub-Total (2) Non-Current Liabilities (a) Long-term borrowings (b) Other Long-term liabilities (c) Long-term provisions Sub-Total (3) Current Liabilities (a) Short-term borrowings (b) Other current liabilities - Current maturities of long term borrowings - Others (c) Short-term provisions Sub-Total Total - Equity And Liabilities 6 7 8 6 II ASSETS (1) Non-current assets (a) Fixed assets (i) Tangible assets (ii) Intangible assets (iii) Capital work-in-progress Sub-Total (b) Non-current investments (c) Deferred tax assets (Net) (d) Long-term loans & advances - Loans - Others (e) Other non-current assets Sub-Total (2) Current assets (a) Current investments (b) Cash and Bank balances (c) Short-term loans & advances - Loans - Others (d) Other current assets Sub-Total Total - Assets See accompanying notes forming part of the Standalone financial statements 9 10 11 12 13 14 15 16 13 14 1-46 As per our attached report of even date For Sharp & Tannan Associates Chartered Accountants Firm’s Registration No. 109983W By the hand of For and on behalf of the Board of Directors of India Infoline Finance Limited Parthiv S. Desai Partner Membership No.: (F) 042624 Nirmal Jain Whole Time Director DIN : 00010535 Rajashree Nambiar Executive Director DIN : 06932632 Place : Mumbai Dated: May 04, 2016 Milind Gandhi Chief Financial Officer Preeti Chhabria Company Secretary 74 India Infoline Finance Limited Standalone | Financial Statements Standalone Statement of Profit and Loss For the year ended March 31, 2016 (` in Millions) Particulars Note No. 2015-16 2014-15 17 18 20,714.31 1,359.11 22,073.42 20,854.45 911.94 21,766.39 19 20 21 22 23 2,020.55 12,842.52 266.77 1,911.98 880.81 17,922.63 4,150.79 2,032.95 12,702.47 312.21 2,073.56 931.83 18,053.02 3,713.37 1,561.19 (127.72) 1,433.47 2,717.32 1,532.07 (316.54) 20.58 1,236.11 2,477.26 10.1 10.1 10.0 10.3 10.3 10.0 INCOME Revenue from operations Other Income Total Revenue EXPENDITURE Employee benefit expenses Finance cost Depreciation & amortisation expenses Other expenses Provision & Write off Total Expenses Profit before tax Tax expenses : Current tax Deferred tax Current tax expense relating to prior years Total tax expense Profit after tax for the year Earnings per equity share (1)Basic (2)Diluted Face Value Per Equity Share ` See accompanying notes forming part of the Standalone financial statements 24 1-46 As per our attached report of even date For Sharp & Tannan Associates Chartered Accountants Firm’s Registration No. 109983W By the hand of For and on behalf of the Board of Directors of India Infoline Finance Limited Parthiv S. Desai Partner Membership No.: (F) 042624 Nirmal Jain Whole Time Director DIN : 00010535 Rajashree Nambiar Executive Director DIN : 06932632 Place : Mumbai Dated: May 04, 2016 Milind Gandhi Chief Financial Officer Preeti Chhabria Company Secretary Annual Report 2015-16 75 Standalone Cash Flow Statement For the year ended March 31, 2016 (` in Millions) Particulars 2015-2016 2014-2015 4,150.79 3,713.35 CASH FLOWS FROM OPERATING ACTIVITIES Net profit before taxation, and extraordinary item Adjustments for: Depreciation Provision for doubtful loans (Note : 23) Provision for standard loans (Note : 23) Provision for diminution in value of investments (Note : 23) Provision for contingencies (Note : 23) Gratuity & leave enchasment (Note : 19) Operating profit before working capital changes Increase / (Decrease) in short term & long term provisions Increase / (Decrease) in other liabilities Decrease / (Increase) in trade inventories Decrease / (Increase) in other current assets Decrease / (Increase) in other non current assets Cash generated from operations Tax (Paid) / Refund Net cash from operating activities Decrease / (Increase) in long term loans & advances Decrease / (Increase) in short term loans & advances Net cash used in operating activities (A) 266.77 456.45 10.00 1.73 30.19 765.14 4,915.93 312.21 416.45 199.75 14.40 258.01 17.13 (27.71) (52.49) 3,626.51 163.49 30.79 1,053.32 70.48 305.31 48.62 3,793.08 8,709.01 1,217.95 4,931.30 1,425.24 6,356.54 (2,028.98) 6,680.03 (1,729.21) 4,627.33 (11,660.67) 14,215.03 9,234.39 (5,096.09) (23,768.68) (24,237.44) (119.66) (82.51) (1,319.95) 3,942.46 2,502.85 (816.41) (1,890.00) (2,788.92) (965.77) (9,260.85) (5,776.44) (16,003.06) (4,265.82) (693.65) 3,250.00 24,546.86 4,385.46 31,488.67 4,462.31 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of fixed assets,including intangible assets, capital work-in-progress and capital advances# Purchase of non-current investments# Purchase of current investments# Proceeds from sale/maturity of current investments# Net cash from investing activities (B) CASH FLOWS FROM FINANCING ACTIVITIES Dividend & Dividend Distribution Tax paid Proceeds from Issue of Preference Share capital Proceeds from long term borrowings# Repayment of long term borrowings# Proceeds from short term borrowings# Repayment of short term borrowings# Net cash from financing activities (C) Net Increase/(Decrease) in cash and cash equivalents ( A + B + C) 76 India Infoline Finance Limited Standalone | Financial Statements (` in Millions) Particulars Opening Cash and cash equivalents Cash on hand and balances with banks Closing Cash and cash equivalents Cash on hand and balances with banks See accompanying notes forming part of the standalone financial statements # 2015-2016 2014-2015 10,125.83 5,663.52 5,860.01 10,125.83 Represents net amount due to the transaction volume 1.Cash flow statement has been prepared under the indirect method as set out in the Accounting Standard (AS-3) "Cash Flow Statement" issued by the Institute of Chartered Accountants of India. 2 Cash & cash equivalent as at the end of the year include: Cash & bank balances (Refer Note 16) Cash & cash equivalent at the end of the year 3. Previous year's figures are re-grouped \re-arranged wherever necessary 5860.01 10125.83 5,860.01 10,125.83 As per our attached report of even date For Sharp & Tannan Associates Chartered Accountants Firm’s Registration No. 109983W By the hand of For and on behalf of the Board of Directors of India Infoline Finance Limited Parthiv S. Desai Partner Membership No.: (F) 042624 Nirmal Jain Whole Time Director DIN : 00010535 Rajashree Nambiar Executive Director DIN : 06932632 Place : Mumbai Dated: May 04, 2016 Milind Gandhi Chief Financial Officer Preeti Chhabria Company Secretary Annual Report 2015-16 77 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 1.CORPORATE INFORMATION: The Company is a systemically important Non-Banking Financial Company not accepting public deposits (“NBFC-ND-SI”) registered with the Reserve Bank of India (RBI) under section 45-IA of the Reserve Bank of India Act, 1934 and primarily engaged in financing and related activities. The Company has received the certificate of registration from RBI on May 12, 2005, enabling the Company to carry on business as Non-Banking Financial Company. The Company offers broad suite of financial products such as mortgage loan, gold loan, loan against securities, commercial vehicle loan, loans to small & medium enterprise (SME) and health care finance to retail and corporate clients. NOTE 2.SIGNIFICANT ACCOUNTING POLICIES: 2.1 Basis of preparation of financial statements: The financial statements have been prepared in accordance with the Generally Accepted Accounting Principles in India (Indian GAAP) to comply with all material aspects of the applicable Accounting Standards notified under section 133 of the Companies Act 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014(as amended) and the relevant provisions of the Companies Act 2013 along with the guidelines issued by Reserve bank of India (RBI) as applicable to NBFC’s. The financial statements have been prepared on accrual basis under the historical cost convention. 2.2 Prudential norms: The Company follows the Reserve Bank of India (“RBI”) directions in respect of systemically important non-banking financial (Non-Deposit Accepting or Holding) companies prudential norms (Reserve Bank) directions, 2015 (“RBI Directions, 2015) dated March 27, 2015, as amended from time to time in respect of income recognition, income from investments, accounting of investments, asset classification, provisioning and disclosures in the Balance Sheet. Accounting Standards (AS) under section 133 of the Companies Act 2013, read together with Rule 7 of the Companies (Accounts) Rules 2014 issued by the Ministry of Corporate Affairs and Guidance Note issued by The Institute of Chartered Accountants of India (“ICAI”) are followed in so far as they are not inconsistent with the RBI directions. 2.3 Use of estimates: The preparation of financial statements in conformity with the generally accepted accounting principles requires the management to make estimates and assumptions that affect the reported amount of assets and liabilities on the date of the financial statements and the reported amount of revenues and expenses during the reporting period. The management believes that the estimates used in the preparation of financial statements are prudent and reasonable. Difference between the actual result and estimates are recognized in the period in which the results are known /materialised. 78 India Infoline Finance Limited 2.4 Fixed assets: Fixed assets are stated at cost of acquisition less accumulated depreciation and impairment loss, if any thereon. Depreciation is charged using the straight line method based on the useful life of fixed assets as estimated by the management as specified below. Depreciation is charged from the month in which new assets are put to use. No depreciation is charged from the month in which assets are sold. In case of transfer of used fixed assets from group companies, depreciation is charged over the remaining useful life of the asset. Individual assets / group of similar assets costing up to ` 5,000 has been depreciated in full in the year of purchase. Leasehold land is depreciated on a straight line basis over the leasehold period. Estimated useful life of assets are as under: Class of assets Buildings* Computers* Office equipment Electrical* Furniture and fixtures* Vehicles* Software Useful life 20 years 3 years 5 years 5 years 5 years 5 years 3 years *For these class of assets, based on internal assessment and independent technical evaluation carried out by external valuers the management believes that the useful lives as given above best represent the period over which management expects to use these assets. Hence the useful lives for these assets are different from the useful lives as prescribed under Part C of Schedule II of the Companies Act 2013. 2.5 Assignment of loan portfolio: De-recognition of loans assigned, in the books of the Company, is based on the concept of surrender of control over the loans resulting in a “true sale” of loans. Future interest spread receivables in case of a par structure deals are recognised over the tenure of agreements as per guidelines issued by the RBI. Expenditure in respect of direct assignment is recognised upfront. Credit enhancement in the form of cash collateral provided by the Company is included under cash and bank balance / loans and advances, as applicable. 2.6 Revenue recognition: The Company complies, in all material respects, with the Accounting Standard -9 issued by the Institute of Chartered Accountants of India, prudential norms relating to income recognition, asset classification and the minimum provisioning for bad and doubtful debts and standard assets, specified in the directions issued by the RBI, as applicable to it, and Interest income is recognised on the time proportionate basis as per agreed terms. Interest income is recognised and remaining due for more than 150 days for all the loans are reversed and are accounted as income when these are actually realised. Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 Dividend income is recognised when the right to receive payment is established. Processing fees received from customers is recognised as income on receipt basis. In respect of the other heads of income, the Company accounts the same on accrual basis. 2.7 Preliminary expenses: Preliminary expenses are written off in the same financial year in which they are incurred. 2.8 Employee benefits: The Company’s contribution towards Provident Fund and Family Pension Fund, which are defined contribution, are accounted for on an accrual basis and recognised in the Statement of Profit & loss. The Company has provided “Compensated Absences” on the basis of actuarial valuation. Gratuity is post employment benefit and is in the nature of defined benefit plan. The liability recognized in the Balance Sheet in respect of gratuity is the present value of defined benefit obligation at the Balance Sheet date together with the adjustments for unrecognized actuarial gain or losses and the past service costs. The defined benefit obligation is calculated at or near the Balance Sheet date by an independent actuary using the projected unit credit method. 2.9 Provisions, contingent liabilities and contingent assets: Non-performing loans are written off / provided for, as per management estimates, subject to the minimum provision required as per Systemically Important Non-Banking Financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2015 (“RBI Direction’s, 2015) dated March 27, 2015. Provision on standard assets is also made as per the RBI Directions 2015. The provision is recognised if, as a result of a past event, the company has a present obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made. Provisions are reviewed at each Balance Sheet date and adjusted to reflect the current best estimate. If it is no longer probable that the outflow of resources would be required to settle the obligation, the provision is reversed. Contingent assets are neither recognized nor disclosed in the financial statements. 2.10Taxes on income: Tax expense comprises of current and deferred tax and includes any adjustments related to the past periods in current and /or deferred tax adjustments that may become necessary due to certain developments or reviews during the relevant period. Current income-tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income-tax Act, 1961.Provision for current tax is computed based on estimated tax liability computed after adjusting for allowance, disallowance and exemptions in accordance with the applicable tax laws. Deferred income taxes reflect the impact of timing differences between taxable income and accounting income originating during the current year and reversal of timing differences of earlier year. Deferred tax is measured using the tax rate and the tax laws enacted or substantively enacted at the Balance Sheet date. The deferred tax assets are recognised only to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available. Carrying amount of deferred tax assets are reviewed at each balance sheet date. The company writes down the carrying amount of a deferred tax asset to the extent that it is no longer reasonably certain that sufficient future taxable income will be available against which deferred tax asset can be realised. Any such write down is reversed to the extent that it becomes reasonably certain that sufficient future taxable income will be available. 2.11Operating leases: Lease rentals in respect of operating lease arrangements are charged to the Statement of Profit & Loss in accordance with Accounting Standard 19, issued by the Institute of Chartered Accountants of India. 2.12Investments: Investments, which are readily realizable and intended to be held for not more than one year from the date on which such investments are made, are classified as current investments. All other Investments are classified as non – current investments. Current investments are stated at lower of cost or market / fair value. Non – current investments are carried at cost. Provision for diminution in value of non – current investments is made, if in the opinion of the management, such diminution is other than temporary. For investment in mutual funds, the Annual Report 2015-16 79 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 net assets value (NAV) declared by the mutual funds at the Balance Sheet date is considered as the fair value. 2.13Inventories: Closing stock is valued at cost or market value, whichever is lower. Cost is computed on FIFO basis. 2.14Earnings per share: Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares. 2.15Borrowings: Borrowings are bifurcated under long term and short term liabilities. Commercial papers are recognised at face value at the time of its issue. Any difference between the proceeds and the redemption value is recognised in profit & loss account over the period of the borrowings. 2.16Debenture issue expenses: Debenture issue expenses incurred on public issue of Non Convertible Debentures are amortized over tenure of the underlying debenture. In case of private placement of Non Convertible Debentures the same is charged to the profit and loss account in the year in which they are incurred. NOTE 3. SHARE CAPITAL (i) Authorised, Issued, Subscribed and Paid-up Share Capital: (` in Millions) Particulars Authorised Share Capital: 300,000,000 Equity Shares (Previous Year 300,000,000) of ` 10 each 1,999,600 Equity Shares (Previous Year 1,999,600) of ` 100 each 400 Preference Shares (Previous Year 400) of ` 100 each 575,000,000 Preference Shares (Previous Year 575,000,000) of ` 10 each Total Issued, Subscribed and Paid-up Share Capital: 237,154,030 Equity Shares (Previous Year 237,154,030) of ` 10 each with voting rights 75,000,000 - 8% Compulsorily Redeemable Non-Convertible Non-Cumulative Preference Shares (Previous Year 75,000,000 l) of ` 10 each 100,000,000 - 8% Compulsorily Redeemable Non-Convertible Cumulative Preference Shares (Previous Year 100,000,000 ) of ` 10 each 150,000,000 - 9.25% Compulsorily Redeemable Non-Convertible Cumulative Preference shares (Previous Year 150,000,000) of ` 10 each Total 80 India Infoline Finance Limited As at March 31, 2016 As at March 31, 2015 3,000.00 199.96 0.04 5,750.00 8,950.00 3,000.00 199.96 0.04 5,750.00 8,950.00 2,371.54 2,371.54 750.00 750.00 1,000.00 1,000.00 1,500.00 5,621.54 1,500.00 5,621.54 Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 (ii) Reconciliation of the shares outstanding at the beginning and at the end of the year: Particulars Equity Shares: At the beginning of the year Add: Issued during the year Outstanding at the end of the year 8% Compulsorily Redeemable Non Convertible Non Cumulative Preference Shares: At the beginning of the year Add: Issued during the year Outstanding at the end of the year 8% Compulsorily Redeemable Non Convertible Cumulative Preference Shares: At the beginning of the year Add: Issued during the year Outstanding at the end of the year 9.25% Compulsorily Redeemable Non Convertible Cumulative Preference Shares: At the beginning of the year Add: Issued during the year Outstanding at the end of the year As at March 31, 2016 No. of Amount in ` Shares As at March 31, 2015 No. of Amount in ` Shares 237,154,030 237,154,030 2,371.54 2,371.54 237,154,030 237,154,030 2,371.54 2,371.54 75,000,000 75,000,000 750.00 750.00 75,000,000 75,000,000 750.00 750.00 100,000,000 100,000,000 1,000.00 1,000.00 100,000,000 100,000,000 1,000.00 1,000.00 150,000,000 150,000,000 1,500.00 1,500.00 150,000,000 150,000,000 1,500.00 1,500.00 (iii) Rights attached to equity shares: The Company has issued only one class of equity shares having a par value of ` 10/- per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. During the year ended March 31, 2016, equity shareholders were paid interim dividend of ` 2.75/- (Previous Year ` 2.50/-) per share. (iv) Rights attached to preference shares: a)75,000,000-8% compulsorily redeemable Non-convertible Non-cumulative preference shares of ` 10/- each aggregating to ` 750.00 million. These shares shall have seniority over equity shareholders with respect to payment of capital and dividend. It shall carry dividend rate of 8% p.a. and will not have any cumulative right with respect to payment of dividend. b)100,000,000-8% compulsorily redeemable Non convertible Cumulative preference shares of ` 10/- each aggregating to ` 1,000.00 million. These shares shall have seniority over equity shareholders with respect to payment of capital and dividend. It shall carry dividend rate of 8% p.a. and their right to dividend is on cumulative basis. c)150,000,000-9.25% compulsorily redeemable Non convertible Cumulative Preference Shares aggregating to ` 1,500.00 million. These shares shall have seniority over equity shareholders with respect to payment of capital and dividend. Their right to dividend is on cumulative basis. During the year ended March 31, 2016 the company has declared and paid dividend on these shares @9.25% p.a. in accordance with the terms of the Issue. Other rights of the holders of Preference Shares shall be governed by the provisions of the Companies Act 2013, read with applicable rules and any amendment / modification in law from time to time and such other applicable regulations. (v) Shares held by holding company, subsidiaries and their associates: Name of Shareholder Equity Shares IIFL Holdings Limited (Formerly India Infoline Limited) As at March 31, 2016 No. of Shares % Holdings 237,154,030 100.00% As at March 31, 2015 No. of Shares % Holdings 234,467,549 Annual Report 2015-16 98.87% 81 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 Name of the shareholder As at March 31, 2016 No. of Shares % Holdings Preference shares: 8% Compulsorily Redeemable Non- Convertible Non Cumulative Preference Shares of ` 10 each fully paid up IIFL Holdings Limited (Formerly India Infoline Limited) 8% Compulsorily Redeemable Non Convertible Cumulative Preference Shares of ` 10 each fully paid up IIFL Holdings Limited (Formerly India Infoline Limited) IIFL Wealth Management Limited 9.25% Compulsorily Redeemable Non Convertible Cumulative Preference shares of ` 10 each fully paid up IIFL Wealth Management Limited As at March 31, 2015 No. of Shares % Holdings 75,000,000 100.00% 75,000,000 100.00% 50,000,000 - 50.00% - 50,000,000 49,500,000 50.00% 49.50% - - 150,000,000 100.00% (vi) Details of shareholders Holdings more than 5% shares in the company: Name of the shareholder Equity shares of ` 10 each fully paid up IIFL Holdings Limited (Formerly India Infoline Limited) 8% Compulsorily Redeemable Non- Convertible Non Cumulative Preference Shares of ` 10 each fully paid up IIFL Holdings Limited (Formerly India Infoline Limited) 8% Compulsorily Redeemable Non Convertible Cumulative Preference Shares of ` 10 each fully paid up IIFL Holdings Limited (Formerly India Infoline Limited) IIFL Wealth Management Limited 9.25% Compulsorily Redeemable Non Convertible Cumulative Preference shares of ` 10 each fully paid up IIFL Wealth Management Limited As at March 31, 2016 No. of Shares % Holdings As at March 31, 2015 No. of Shares % Holdings 237,154,030 100.00% 234,467,549 98.87% 75,000,000 100.00% 75,000,000 100.00% 50,000,000 - 50.00% - 50,000,000 49,500,000 50.00% 49.50% - - 150,000,000 100.00% (vii)Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment being received in cash or by way of bonus shares or shares bought back during the period of five years immediately preceding the reporting date: Nil NOTE 4. RESERVES AND SURPLUS (` in Millions) Particulars Securities Premium Reserve Opening balance Addition during the year Deduction during the year Closing balance Debenture Redemption Reserve (Refer Note -4.1) Opening balance Addition during the year Closing balance General Reserve Opening balance Addition due to transfer during the year from surplus in the Statement of Profit and Loss Closing balance 82 India Infoline Finance Limited As at March 31, 2016 As at March 31, 2015 8,657.49 8,657.49 8,657.49 8,657.49 2,203.00 949.00 3,152.00 1,890.00 313.00 2,203.00 463.00 463.00 463.00 463.00 Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 (` in Millions) Particulars As at March 31, 2016 As at March 31, 2015 1,922.50 550.00 2,472.50 1,415.00 507.50 1,922.50 2,607.09 2,717.32 1,687.28 2,477.26 (652.17) (132.78) (278.75) (34.12) (550.00) (949.00) 2,727.59 17,472.58 (592.89) (100.76) (35.98) (7.32) (507.50) (313.00) 2,607.09 15,853.08 Special Reserve (Pursuant to Section 45-IC of Reserve Bank of India Act, 1934) Opening balance Addition due to transfer during the year from surplus in the Statement of Profit and Loss Closing balance Surplus / (Deficit) in Statement of Profit and Loss Opening balance Addition: Profit / (Loss) for the year Less: Appropriations Interim dividend Dividend distribution Tax on Interim Dividend Preference Dividend Dividend distribution Tax on Preference Shares Transfer to special reserve as per section 45-IC of the RBI Act, 1934 Transfer to general reserve Transfer to debenture redemption reserve Closing balance Total NOTE: 4.1. Pursuant to Section 71 of the Companies Act, 2013 read with Rule 18 of the Companies (Share Capital and Debentures Rules, 2014) the Company being an NBFC was required to create debenture redemption reserve of a value equivalent to 25% of the debentures offered through a public issue. Accordingly, ` 949.00 million (Previous year ` 313.00 million) has been transferred to debenture redemption reserve account for the financial year ended March 31, 2016. NOTE 5. LONG TERM BORROWINGS Name of the shareholder Non Convertible Debentures Secured: Non Convertible Debentures (Refer Note -5.1) Unsecured: Non Convertible Debentures (Refer Note -5.2) Amount disclosed under the head “Other Current Liabilities” (Refer Note -8) Sub-Total (A) Term Loan Secured: Term Loan from Banks (Refer Note - 5.3) Amount disclosed under the head “Other Current Liabilities” (Refer Note -8) Sub-Total (B) Total (A+B) As at March 31, 2016 No. of Shares % Holdings (` in Millions) As at March 31, 2015 No. of Shares % Holdings 16,581.04 26,618.12 10,615.12 500.00 9,696.10 26,277.14 9,370.91 35,989.03 24.82 (10,639.94) - (500.00) - 27,374.10 27,374.10 53,651.24 43,807.21 43,807.21 79,796.24 19,853.04 (19,853.04) - 13,108.83 (13,108.83) - The Company has also raised ` 2,432.00 millions (Previous Year ` 11,353.00 millions) and ` 350.00 millions (Previous Year ` 2,550.00 millions) by issue of secured and unsecured non convertible debentures respectively. During the year, the Company has raised secured term loans aggregating ` 10,300.00 millions (Previous Year ` 29,650.00 millions) from various banks. The above term loans are secured by way of first pari-passu charge over the current assets in the form of receivables, book debts, bills, outstanding monies receivables including future movable assets, other than those specifically charged. Out of the total loans from banks, loans amounting to ` 40,227.52 millions (Previous Year ` 52,916.29 millions) are also guaranteed by Holding Company IIFL Holdings Limited. IL&FS Trust Company Limited (“ITCL”) acts as a security trustee for all bank borrowings. The security trustee is responsible for ensuring that the security cover as required for the individual term loans / cash credit / working capital demand loans facilities are being maintained during the tenure of each of the loans. Debenture redemption reserve on the NCD’s has been created as disclosed in note 4.1. Annual Report 2015-16 83 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 5.1. NON CONVERTIBLE DEBENTURES – SECURED Particulars Equity Linked Non Convertible Debentures - Series 042 Type II of Face value ` 1,00,000 Each Redeemable on 28-Feb-2022 at par Equity Linked Non Convertible Debentures – Series 041 Type II of Face value ` 1,00,000 Each Redeemable on 10-Feb-2022 at par Equity Linked Non Convertible Debentures – Series 039 Type II of Face value ` 1,00,000 Each Redeemable on 28-Jan-2022 at par 10.60% Redeemable Non Convertible Debentures of Face Value ` 1,000,000 Each Redeemable on 03-Nov-2021 at par 10.60% Redeemable Non Convertible Debentures of Face Value ` 1,000,000 Each Redeemable on 03-Nov-2020 at par 11% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 6-Mar-2019 Equity Linked Coupon Non Convertible Debentures of Face Value ` 1,000,000 18-Jan-2019 at par Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 16-Jan2019 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 26-Dec-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 12-Dec-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 27-Nov-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 08-Nov-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 25-Oct-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 17-Oct-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 03-Oct-2018 at premium 12% Secured Redeemable Non Convertible Debentures Option III of Face Value ` 1,000 Each Redeemable on 30-Sep-2018 at par 12% Redeemable Non Convertible Debentures Option IV of Face Value ` 1,000 Each Redeemable on 30-Sep-2018 at par Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 13-Sep-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 09-Aug-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 13-Jul2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 14-Jun2018 at premium 10.55% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 11-June-2018 10.45% Redeemable Non Convertible Debentures of Face Value ` 1,000,000 Each Redeemable on 31-May-2018 at par Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 31-May-2018 at premium 10% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 24-May-2018 Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 24-May-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 08-May-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 17-Apr-2018 at premium Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 10-Apr-2018 at premium 84 India Infoline Finance Limited (` in Millions) Non-Current As at As at March 31, 2016 March 31, 2015 Current As at As at March 31, 2016 March 31, 2015 15.00 18.00 - - 18.00 35.00 - - 6.00 19.00 - - 2,875.00 2,875.00 - - 2,875.00 2,875.00 - - 100.00 100.00 - - 50.00 - - - 44.00 - - - 34.00 - - - 34.00 - - - 60.00 - - - 30.00 - - - 30.00 - - - 30.00 - - - 130.00 - - - 2,701.50 2,711.93 - - 261.54 267.62 - - 60.00 - - - 250.00 - - - 100.00 - - - 70.00 - - - 100.00 100.00 - - 1,050.00 1,050.00 - - 35.00 - - - 100.00 100.00 - - 175.00 - - - 40.00 - - - 142.00 - - - 67.00 67.00 - - Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 Particulars Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 2-Apr-2018 at premium Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 2-Apr-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 Each Redeemable on 02-Apr-2018 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 02-Apr-2018 at premium Equity Linked Non Convertible Debentures – Series 038 of Face value ` 1,00,000 Each Redeemable on 19-Mar-2018 at par Equity Linked Non Convertible Debentures – Series 042 Type I of Face value ` 1,00,000 Each Redeemable on 27-Feb-2018 at par Equity Linked Non Convertible Debentures – Series 042 Type III of Face value ` 1,00,000 Each Redeemable on 27-Feb-2018 at par Equity Linked Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 12-Feb-2018 Equity Linked Non Convertible Debentures – Series 041 Type I of Face value ` 1,00,000 Each Redeemable on 12-Feb-2018 at par Equity Linked Coupon Non Convertible Debentures of Face Value ` 1,000,000 07-Feb-2018 at par Equity Linked Non Convertible Debentures of Face Value ` 1,000,000 07-Feb-2018 at par Equity Linked Non Convertible Debentures – Series 040 of Face value ` 1,00,000 Each Redeemable on 02-Feb-2018 at par Equity Linked Non Convertible Debentures – Series 039 Type I of Face value ` 1,00,000 Each Redeemable on 29-Jan-2018 at par Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 23-Jan-2018 at premium ZERO coupon Secured Redeemable Non Convertible Debentures Series 7 Option I Date of Maturity 09-Jan-2018 Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 18-Dec-2017 at premium Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 06-Dec-2017 at premium ZERO coupon Secured Redeemable Non Convertible Debentures Series 4 Option II. Date of Maturity 20-Nov-2017 Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 02-Nov-2017 at premium Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 21-Sep-2017 at premium Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 3-Oct-2017 at premium Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 11-Oct-2017 at premium Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 31-Aug-2017 at premium Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 16-Aug-2017 at premium Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 03-Jul-2017 at premium Equity Linked Coupon Non Convertible Debentures of Face Value ` 1,000,000 23-Jun-2017 at par Zero Coupon Secured Redeemable Non –Convertible Debentures of Face Value ` 1,000 Each Redeemable on 20-Jun-2017 at par Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 16-Jun-2017 at premium Equity Linked Coupon Non Convertible Debentures of Face Value ` 1,000,000 15-May-2017 at par 11.85% Redeemable Non Convertible Debentures of Face Value ` 1,000,000 Each Redeemable on 29-Apr-2015 at par Non-Current As at As at March 31, 2016 March 31, 2015 Current As at As at March 31, 2016 March 31, 2015 62.00 62.00 - - 33.00 33.00 - - 200.00 - - - 130.00 - - - 120.00 120.00 - - 248.00 458.00 - - 250.00 250.00 - - 50.00 50.00 - - 361.00 403.00 - - 25.00 - - - 12.00 - - - 275.00 307.00 - - 152.00 202.00 - - 34.00 34.00 - - 30.00 30.00 - - 60.00 60.00 - - 40.00 40.00 - - 610.00 610.00 - - 40.00 40.00 - - 61.00 61.00 - - 39.00 39.00 - - 91.00 91.00 - - 170.00 170.00 - - 180.00 180.00 - - 120.00 120.00 - - 21.00 - - - 200.00 200.00 - - 50.00 - - - 250.00 - - - - - - 350.00 Annual Report 2015-16 85 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 Particulars 11.85% Redeemable Non Convertible Debentures of Face Value ` 1,000,000 Each Redeemable on 29-Apr-2016 at par 11.85% Redeemable Non Convertible Debentures of Face Value ` 1,000,000 Each Redeemable on 29-Apr-2017 at par Equity Linked Non Convertible Debentures – Series 042 Type III of Face value ` 1,00,000 Each Redeemable on 25-Apr-2017 at par Equity Linked Non Convertible Debentures of Face Value ` 1,000,000 18-Apr-2017 at par 12.15% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 4-Apr-2017 Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 3-Apr-2016 at premium Zero coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 03-Apr-2017 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 03-Apr-2017 at premium Zero Coupon Non Convertible Debentures of Face Value ` 1,000,000 07-Feb-2017 at premium Equity Linked Non Convertible Debenture –Series i-037 of Face Value ` 1,00,000 Each Redeemable on 21-Nov-2016 at par 11.85% Redeemable Non Convertible Debentures of Face Value ` 1,000,000 Each Redeemable on 17-Nov-2016 at par Equity Linked Non Convertible Debenture-Series i-036 of face value ` 1,00,000 Each Redeemable on 14-Nov-2016 at par Equity Linked Non Convertible Debenture-Series i-035 of Face Value ` 1,00,000 Each Redeemable on 02-Nov-2016 at par Equity Linked Non Convertible Debenture –Series i-034 of Face Value ` 1,00,000 Each Redeemable on 25-Oct-2016 at par Equity Linked Non Convertible Debenture –Series i-033 of Face Value ` 1,00,000 each Redeemable on 24-Oct-2016 at par 12% Secured Redeemable Non Convertible Debentures. Option I. of Face Value ` 1,000 Each Redeemable on 29-Sep-2016 at par 12% Secured Redeemable Non Convertible Debentures. Option II.of Face Value ` 1,000 Each Redeemable on 29-Sep-2016 at par Zero Coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 6-Sept-2016 Equity Linked Non Convertible Debentures – Series I 32 of Face value ` 1,00,000 Each Redeemable on 02-Sep-2016 at par Equity Linked Non Convertible Debentures – Series I 31 Face value ` 1,00,000 Each Redeemable on 01-Sep-2016 at par 11.90 % Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 18-Aug-2016 at par 11.70 % Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 18-Aug-2016 at par Equity Linked Non Convertible Debentures – Series I 30 of Face value ` 1,00,000 Each Redeemable on 18-Aug-2016 at par Equity Linked Non Convertible Debentures – Series I 29 of Face value ` 1,00,000 Each Redeemable on 8-Aug-2016 at par Equity Linked Non Convertible Debentures – Series I 28 of Face value ` 1,00,000 Each Redeemable on 01-Aug-2016 at par Equity Linked Non Convertible Debentures – Series I 27 of Face value ` 1,00,000 Each Redeemable on 25-Jul-2016 at par Equity Linked Non Convertible Debentures – Series I 26 of Face value ` 1,00,000 Each Redeemable on 18-Jul-2016 at par Equity Linked Non Convertible Debentures – Series I 25 of Face value ` 1,00,000 Each Redeemable on 7-Jul-2016 at par Equity Linked Non Convertible Debentures – Series I 24 of Face value ` 1,00,000 Each Redeemable on 04-Jul-2016 at par Equity Linked Non Convertible Debentures – Series I 23 of Face value ` 1,00,000 Each Redeemable on 01-Jul-2016 at par 86 India Infoline Finance Limited Non-Current As at As at March 31, 2016 March 31, 2015 Current As at As at March 31, 2016 March 31, 2015 - 350.00 350.00 - 350.00 350.00 - - 250.00 250.00 - - 50.00 - - - 150.00 150.00 - - - 220.00 220.00 - 180.00 180.00 - - 200.00 - - - - - 30.00 - - 56.50 56.50 - - 350.00 350.00 - - 62.30 62.30 - - 74.10 74.10 - - 30.50 30.50 - - 93.50 93.50 - - 5,845.21 4,981.88 - - 840.48 728.44 - - 50.00 50.00 - - 59.00 59.00 - - 13.00 13.00 - - 2,275.08 2,094.35 - - 200.49 104.45 - - 35.00 35.00 - - 44.70 39.70 - - 26.70 26.70 - - 85.20 85.20 - - 148.40 148.40 - - 142.50 117.20 - - 388.90 381.80 - - 27.50 27.50 - Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 Particulars Equity Linked Non Convertible Debentures – Series I 22 of Face value ` 1,00,000 Each Redeemable on 27-Jun-2016 at par Equity Linked Non Convertible Debentures – Series I 21 of Face value ` 1,00,000 Each Redeemable on 21-Jun-2016 at par Equity Linked Non Convertible Debentures – Series I 20 of Face value ` 1,00,000 Each Redeemable on 18-Jun-2016 at par Zero coupon Non-Convertible Debentures of Face value 1,000,000 Each Redeemable on 27-Jul-2015 at premium Total Non-Current As at As at March 31, 2016 March 31, 2015 Current As at As at March 31, 2016 March 31, 2015 - 146.00 145.50 - - 74.40 74.40 - - 266.11 235.70 - 16,581.04 26,618.11 10,615.12 150.00 500.00 NOTE 5.1.1 The above debentures are secured by way of registered mortgage and/or charge over Immovable property and/or current assets, book debts, receivables (both present and future) and other assets of the Company. NOTE 5.2. NON CONVERTIBLE DEBENTURES – UNSECURED Particulars 12.10% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 24-May-2023 at par 12.20% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 4-Nov-2022 at par 12.15% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 30-Aug-2022 at par 12.15% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 30-Aug-2022 at par 10.50% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 16-Sept-2021 at par 10.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 10-Sept-2021 at par 11.25% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 4-Sep-2020 at par 10.75% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 3-June-2020 at par 10.75% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 30-Apr-2020 at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 30-Mar-2019 (SBMIB VII – 7 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 30-Mar-2019 (SBMIB VI - 7 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 2-Mar-2019 (SBMIB V – 7 years) at par 12.0% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 27-Feb-2019 at par 12.0% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 27-Feb-2019 at premium 12.0% Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 27-Feb-2019 at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 23-Feb-2019 (SBMIB IV – 7 years) at par Zero Coupon Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 20-Feb-2019 at par (Refer Note - 5.2.1) 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 7-Feb-2019 (SBMIB III – 7 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 7-Feb-2019 (SBMIB II – 7 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 18-Jan-2019 (SBMIB I – 7 years) at par Non-Current As at As at March 31, 2016 March 31, 2015 (` in Millions) Current As at As at March 31, 2016 March 31, 2015 100.00 100.00 - - 230.00 230.00 - - 150.00 150.00 - - 50.00 50.00 - - 150.00 - - - 200.00 - - - 2,000.00 2,000.00 - - 100.00 100.00 - - 450.00 450.00 - - 0.35 0.35 - - 0.05 0.05 - - 0.09 0.09 - - 250.00 250.00 - - 250.00 250.00 - - 250.00 250.00 - - 0.47 0.47 - - 500.00 500.00 - - 0.25 0.25 - - 0.03 0.03 - - 1.16 1.16 - - Annual Report 2015-16 87 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 Non-Current As at As at March 31, 2016 March 31, 2015 Particulars 12.75% Non-Convertible Debentures series N5 of Face value ` 1,000 Each Redeemable on 17-Sep-2018 at par 12.75% Non-Convertible Debentures series N6 of Face value ` 1,000 Each Redeemable on 17-Sep-2018 at par Zero Coupon Non-Convertible Debentures series N7 of Face value ` 1,000 Each Redeemable on 17-Sep-2018 at par 12.25% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 04-Apr-2018 (SBDB VI – 6 years) at par 12.25% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 30-Mar-2018 (SBDB V – 6 years) at par 12.25% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 30-Mar-2018 (SBDB IV – 6 years) at par 12.25% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 1-Mar-2018 (SBDB III – 6 years) at par 12.25% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 7-Feb-2018 (SBDB II – 6 years) at par 12.25% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 23-Jan-2018 (SBDB I – 6 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 30-Mar-2017 (SBMIB VI – 5 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 30-Mar-2017 (SBMIB VII – 5 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 2-Mar-2017 (SBMIB V – 5 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 23-Feb-2017 (SBMIB IV – 5 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 7-Feb-2017 (SBMIB III – 5 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 7-Feb-2017 (SBMIB II – 5 years) at par 12.75% Non-Convertible Debentures of Face value ` 1,000 Each Redeemable on 18-Jan-2017 (SBMIB I – 5 years) at par Total (` in Millions) Current As at As at March 31, 2016 March 31, 2015 3,948.53 3,948.53 - - 600.38 600.38 - - 451.09 451.09 - - 1.77 1.77 - - 1.79 1.79 - - 1.44 1.44 - - 2.41 2.41 - - 2.54 2.54 - - 3.76 3.76 - - - 3.23 3.23 - - 2.33 2.33 - - 3.13 3.13 - - 3.79 3.79 - - 4.77 4.77 - - 3.30 3.30 - 9,696.10 4.27 9,370.91 4.27 24.82 - NOTE 5.2.1 For these non convertible debentures, the company has a call option, after 5 years from the date of allotment subject to prior approval from the Reserve Bank of India for redemption. These non convertible debentures do not have any put option. NOTE 5.3. TERM LOANS FROM BANKS - SECURED (` in Millions) Non current Maturities Rate of interest * 9.01% to 10.0% 10.01 % to 11.00 % 11.01 % to 12.00 % Total As at March 31, 2016 1-3 years 3 years & above 4,399.66 18,029.44 437.50 22,866.60 1,400.00 3,107.50 4,507.50 Total 5,799.66 21,136.94 437.50 27,374.10 As at March 31, 2015 1-3 years 3 years & above 26,573.46 9,486.67 36,060.13 5,592.08 2,155.00 7,747.08 Total 32,165.54 11,641.67 43,807.21 *The rate of interest for the above term loans is linked to the base rates of the banks and is subject to change from time to time. The above categorisation of loans has been based on the interest rates, prevalent as on the respective reporting dates. 88 India Infoline Finance Limited Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 6. PROVISIONS (` in Millions) Particulars Provision for Employee Benefits Provision for leave encashment Provision for gratuity (Refer Note -19.1) Sub-Total (A) Other Provisions Provision for standard assets Provision for expenses Provision for Tax {Net of Advance Tax & TDS ` 2,876.96/- (PY: ` 1,653.40/-)} Proposed Dividend (including Dividend Payable) Dividend Distribution Tax on Proposed Dividend Sub-Total (B) Total (A+B) Non Current As at As at March 31, 2016 March 31, 2015 Current As at March 31, 2016 As at March 31, 2015 18.41 18.41 18.00 18.00 7.70 4.16 11.86 8.05 1.74 9.79 463.58 463.58 481.99 453.57 453.57 471.57 254.26 284.19 146.85 28.50 713.80 725.66 511.16 452.48 35.98 7.32 1,006.94 1,016.73 NOTE 7. SHORT TERM BORROWINGS (` in Millions) Particulars Secured Cash credit from banks Term loan from banks Loan from financial Institution Sub-Total Unsecured Commercial paper Less: Unexpired discount on commercial paper Sub-Total Total As at March 31, 2016 As at March 31, 2015 4,120.47 1,450.00 5,570.47 3,468.72 1,700.00 1,000.00 6,168.72 20,150.00 (226.33) 19,923.67 25,494.14 25,400.00 (298.15) 25,101.85 31,270.57 The above secured borrowings are secured by way of first pari-passu charge over the current assets in the form of receivables, book debts, bills, outstanding monies receivables including future movable assets, other than those specifically charged. Out of the above secured borrowings, ` 4,120.47 million (Previous Year ` 5,166.11 million) are also guaranteed by holding Company IIFL Holdings Limited. Annual Report 2015-16 89 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 8. OTHER CURRENT LIABILITIES (` in Millions) Particulars Current Maturities of Long Term Borrowings Secured Non Convertible Debentures Unsecured Non Convertible Debentures Loans from Banks Sub-total (Refer Note-5) Others Payable to group company (Refer Note -38) Interest accrued but not due on borrowings Payables on account of assignments / securitization transactions Temporary overdrawn bank balance as per books Advances from customers Contractually reimbursable expenses Income received in advance Statutory remittances Employees salary & benefit payable Other payables Sub-total Total As at March 31, 2016 As at March 31, 2015 10,615.12 24.82 19,853.04 30,492.98 500.00 13,108.83 13,608.83 3,218.55 946.94 3,077.75 557.92 122.63 48.77 50.88 203.70 19.41 8,246.55 38,739.53 6.87 2,324.64 844.22 783.63 77.42 66.91 47.53 192.89 17.31 4,361.42 17,970.25 NOTE 9. TANGIBLE ASSETS (` in Millions) Particulars Cost or valuation as at April 01,2015 Additions Deductions/Adjustments during the year As at March 31,2016 Depreciation Upto April 01,2015 Depreciation for the year Deductions/Adjustments during the year Upto March 31,2016 Net Block as at March 31,2016 Net Block as at March 31,2015 131.98 12.12 (20.58) 123.52 126.69 6.26 Electrical Equipment 349.68 12.69 (111.55) 250.82 245.78 58.49 Furniture And Fixture 756.04 17.39 (286.33) 487.10 520.60 122.74 Office Equipment 350.03 4.92 (99.55) 255.40 231.17 61.38 (19.57) 113.38 10.14 5.29 (98.76) 205.53 45.29 103.89 (243.81) 399.53 87.57 235.44 (87.01) 205.54 49.86 118.86 Computer Premises Vehicles Total 283.64 139.36 423.00 26.04 16.50 5.50 3.00 8.50 0.24 1.30 1,876.87 189.48 (518.01) 1,548.34 1,150.52 266.67 42.54 380.46 257.60 1.54 6.96 5.26 (449.14) 968.06 580.28 726.34 NOTE 10. INTANGIBLE ASSETS (` in Millions) Particulars Software/Intangible assets Cost or valuation as at April 1, 2015 Additions Deductions / Adjustments during the year As at March 31, 2016 Amortisation As at April 1, 2015 Amortisation for the year Deductions / Adjustments during the year Up to March 31, 2016 Net Block as at March 31, 2016 Net Block as at March 31, 2015 90 India Infoline Finance Limited Amount 6.25 (0.24) 6.01 6.13 0.10 (0.24) 5.99 0.02 0.12 Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 11. NON – CURRENT INVESTMENTS Particulars Face Value in ` As at March 31, 2016 Number Amount (` in Millions) As at March 31, 2015 Number Amount Unquoted, Non Trade, Long Term (Valued at Cost) Investment in Wholly Owned Subsidiary Equity Shares: India Infoline Housing Finance Limited (Fully Paid Up) Preference Shares: India Infoline Housing Finance Limited - 10% Redeemable (Fully Paid Up) 10 14,968,181 3,404.77 10,900,000 1,005.00 10 20,000,000 300.00 20,000,000 300.00 India Infoline Housing Finance Limited - 6% Compulsorily Convertible Cumulative Redeemable (Fully Paid Up) 10 - - 25,000,000 Sub-total (A) Equity Shares Others: Credit Information Bureau (India) Limited Sub-total (B) Unquoted , Non- Trade ,Non – Current Mutual Funds: IIFL India Growth Fund Sub-total (C) Non Convertible Debentures for financing real estate projects: Arch Agro Industries Limited Assotech Limited Radius & Deserve Land Developers Pvt Ltd Roseberry Developers Private Limited Roseberry Developers Private Limited- (Series B) Ruchi Priya Developers Private Limited Shambhavi Realty Private Limited Sheth Buildwell Private Limited Nuevo Suncity Private Limited Sutlej Housing Private Limited Parinee Realty Private Limited Renaissance Indus Infra Private Limited Galleria Developers Private Limited- (Series C) Wahwa Group Holdings Private Limited Less: Provision for diminution in the value of investment Sub-total (D) Market Linked Debenture: Reliance Capital Limited (Refer Note - 11.1) Sub-Total (E) Grand Total (A+B+C+D+E) 3,704.77 250.00 1,555.00 10 250,000 155.00 155.00 250,000 155.00 155.00 10 4,562,418 50.00 50.00 - - 10,000 100,000 1,000,000 100,000 65,981 100,000 100,000 100,000 100,000 100,000 100,000 13,131 100,000 100,000 13,073 2,600 120 1,516 4,000 4,000 9,500 16,320 2,634 130.73 260.00 120.00 100.00 400.00 400.00 950.00 1,631.99 34.59 (26.15) 4,001.16 13,073 4,680 2,400 3,000 7,425 959 2,580 700 3,723 10,000 857 11,500 - 130.73 468.00 240.00 300.00 742.50 95.92 258.00 70.00 372.27 1,000.00 85.71 1,150.00 (26.14) 4,886.99 100,000 508 50.80 50.80 7,961.73 448 - 44.80 44.80 6,641.79 NOTE 11.1 Held to cover possible payout in respect of certain structured products issued by the Company. Annual Report 2015-16 91 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 12. DEFERRED TAX ASSETS The Company recognized deferred tax assets since the management is reasonably/virtually certain of its profitable operations in future. As per Accounting Standard 22 ‘Accounting for Taxes on Income’, the timing differences mainly relates to following items and result in a net deferred tax asset: (` in Millions) Sr. No. a. b. c. d. e. Particulars As at March 31, 2016 As at March 31, 2015 500.19 160.43 265.07 1.44 927.13 380.15 156.97 209.41 0.60 52.27 799.40 On Provision for doubtful debts On Provision for standard assets On Depreciation On Gratuity On Provision for expenses Total NOTE 13. LOANS & ADVANCES (` in Millions) Particulars Loans & Advances - Secured, Considered Good - Secured, Considered Doubtful (Non-Performing Loans) - Unsecured, Considered Doubtful (Non-Performing Loans) - Unsecured, Considered Good Less: Provision for Doubtful Loans Sub-total Others loans & advances Dues from customers: - Secured, Considered Good - Secured, Considered Doubtful (Non-Performing Loans) - Unsecured, Considered Good (Non-Performing Loans) Deposits given Deposit with exchanges Capital advances: - Unsecured Advance Income Tax {Net of Provision for Tax & TDS ` 3,204.08/- (PY: ` 2,698,.18/-)} Sub-total Total Non Current As at As at March 31, 2016 March 31, 2015 Current As at March 31, 2016 As at March 31, 2015 46,104.35 1,340.99 41.29 (898.45) 46,588.18 34,579.15 1,405.17 (637.94) 35,346.38 70,481.97 137.89 12.51 208.12 (517.74) 70,332.75 82,876.58 224.00 (321.81) 82,778.77 151.15 - 177.65 - 4,763.73 675.26 8.17 32.00 7,125.78 51.66 5.73 55.00 - 11.08 - - 842.69 993.84 47,582.02 543.19 731.92 36,078.30 5,479.16 75,801.91 7,238.17 90,016.94 NOTE 14. OTHER ASSETS (` in Millions) Particulars Unamortized debenture issue expenses Prepaid expenses Service tax input credit receivable Staff loans Others Total 92 India Infoline Finance Limited Non Current As at As at March 31, 2016 March 31, 2015 36.91 50.02 86.93 48.87 68.86 117.73 Current As at March 31, 2016 As at March 31, 2015 51.12 91.06 3.09 1.69 32.61 179.57 120.29 127.40 3.03 1.55 90.79 343.06 Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 15. CURRENT INVESTMENTS: (VALUED AT COST OR MARKET VALUE WHICHEVER IS LOWER UNLESS STATED OTHERWISE) Particulars Quoted, Trade, Current Bonds: 8.48% NHAI -2028 7.35% NHAI -2031 Sub-total (A) Government Securities: 7.16% Government Security – 2023 8.40% Government Security – 2024 Less: Provision for diminution in the value of investment Sub-Total (B) Mutual Funds: Kotak Bond Plan A HDFC Monthly Income Plan-Long Term Plan-Growth Birla Sunlife Income Plus Growth Reliance Fixed Horizon Fund ICICI Prudential Gilt fund ICICI Prudential Value Fund Series 6 (Div) ICICI Prudential Value Fund Series 6 (G) Birla Sunlife Fixed Term Plan SR IP Regular Subtotal (C) Total Quoted Investment (A+B+C) {I} Unquoted , Non- Trade ,Current Mutual Funds: DWS Ultra Short Term Fund IIFL India Growth Fund IIFL Liquid Fund Regular Growth Subtotal (D) Non Convertible Debentures for financing real estate projects: Assotech Limited Renaissance Indus Infra Pvt. Ltd. Sheth Buildwell Private Ltd Pratibha Impex Private Limited Roseberry Developers Private Limited- Series B Roseberry Developers Private Limited Wadhwa Constructions and Infrastructures Private Limited Ruchi Priya Developers Private Limited Sutlej Housing Private Limited Parinee Realty Private Limited Sub Total (E) Unquoted, Trade, Current Mutual Funds: Indiareit Apartment Fund IIFL Income Opportunities Fund IIFL National Development Agenda Fund IIFL Income Opportunities - Special Situation Class B IIFL Real Estate Fund ( Domestic) Series 1 Class B IIFL Real Estate Fund ( Domestic) Series 1 Class C Subtotal (F) Total Unquoted Investment (D+E+F) {II} Grand Total {I+II} Face Value in ` As at March 31, 2016 Number Amount (` in Millions) As at March 31, 2015 Number Amount 1,000,000 1,000 105,974 109.57 109.57 90 - 98.39 98.39 100 100 - - 5,000,000 10,000,000 450.50 1,029.40 1,479.90 - 10 10 10 10 10 10 10 10 8,438,732 13,781,672 5,638,900 13,703,744 - 337.95 393.33 355.48 380.98 1,467.74 1,577.31 12,114,297 17,878,898 7,493,687 20,000,000 500,000 2,500,000 3,500,000 483.30 508.30 470.80 200.00 5.00 25.00 38.76 1,731.16 3,309.45 10 10 1,000 - - 73,501,223 11,230,487 8,986 1,130.00 120.00 10.00 1,260.00 100,000 100,000 100,000 100,000 100,000 29,443 100,000 100,000 100,000 100,000 2,459 492 25 2,000 2,905 4,000 - 245.88 49.24 2.49 200.00 85.53 400.00 983.14 520 137 2,000 1,600 5,000 2,000 300 6,027 52.00 13.67 200.00 160.00 500.00 200.00 30.00 602.73 1,758.40 100,000 1 10 10 10 57 96 58,351,970 9,713,024 25,542,335 7,500,000 10.61 69.78 100.00 275.03 186.50 641.92 1,625.06 3,202.37 9,890,182 9,713,024 5,857,833 214 7,500,000 102.91 100.00 59.53 554.54 816.98 3,835.38 7,144.83 Annual Report 2015-16 93 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 Particulars Aggregate cost of quoted mutual fund units NAV of quoted mutual fund units Aggregate cost of quoted investments Aggregate market value of quoted investments Aggregate cost of unquoted investments Face Value in ` As at March 31, 2016 Number Amount 1,467.75 1,544.99 1,577.32 1,653.98 1,625.05 (` in Millions) As at March 31, 2015 Number Amount 1,731.16 1,735.60 3,309.45 3,356.73 3,835.38 NOTE 16. CASH AND BANK BALANCE (` in Millions) Current Particulars Cash and Cash Equivalents Cash on hand Balance with Banks: - In Current accounts Subtotal (A) Other Banks Balances Deposits pledged with banks as margin for credit enhancement/ guarantees for credit enhancement/ lien against loans taken (Refer Note 16.1) Deposits with original maturity for more than three months but less than twelve months Subtotal (B) Total (A + B) As at March 31, 2016 As at March 31, 2015 126.06 443.83 3,554.71 3,680.77 7,260.20 7,704.03 2,127.67 51.57 2,179.24 5,860.01 2,419.72 2.08 2,421.80 10,125.83 NOTE 16.1. DETAILS OF FIXED DEPOSITS (` in Millions) Breakup of Fixed Deposits Amount Lien Marked First Loss Credit Enhancement Second Loss Credit Enhancement Free fixed deposits Interest accrued on fixed deposits Total 516.85 1,424.30 186.52 28.83 22.74 2,179.24 NOTE 17. REVENUE FROM OPERATIONS (` in Millions) Particulars Income from financing activities Profit from sale of investments (Net) Dividend Income Total 94 India Infoline Finance Limited 2015-2016 2014-2015 19,925.09 734.57 54.65 20,714.31 20,468.00 285.67 100.78 20,854.45 Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 18. OTHER INCOME: (` in Millions) Particulars Processing fee Interest on fixed deposits Administration fee & other charges from customer Miscellaneous income Total 2015-2016 2014-2015 390.72 198.59 620.90 148.90 1,359.11 357.08 154.91 263.86 136.09 911.94 NOTE 19. EMPLOYEE BENEFIT EXPENSES (` in Millions) Particulars Salaries Contribution to and provision for : - Provident and other Funds (Refer note - 19.2) - Leave encashment - Gratuity Staff welfare expenses Total 2015-2016 2014-2015 1,812.08 1,872.36 96.13 12.58 17.61 82.15 2,020.55 75.44 12.24 4.89 68.02 2,032.95 NOTE 19.1. DISCLOSURE PURSUANT TO ACCOUNTING STANDARD (AS) 15 REVISED “EMPLOYEE BENEFIT” (` in Millions) Particulars Assumptions Discount rate Salary escalation Rate of return on plan assets Change in Benefit Obligation Liability at the beginning of the year Interest cost Current service cost Liability transferred in Liability transferred out Benefit paid Actuarial (Gain)/ loss on obligations Liability at the end of the year Amount Recognised in the Balance Sheet Liability at the end of the year Fair value of plan assets at the end of the year Funded status (Surplus) Net (Liability)/Asset recognised in the Balance Sheet Expense recognised in profit and loss statement Liability transferred in Interest cost Current service cost Expected return on plan assets Benefit paid Actuarial (Gain) or loss Expense recognised in profit and loss statement 2015-2016 2014-2015 7.84% 5.00% 7.84% 7.89% 5.00% 7.89% 43.85 3.46 13.07 0.93 (3.32) (12.71) 2.38 47.66 40.31 3.68 14.60 2.19 (0.73) (3.08) (13.12) 43.85 (47.66) 43.50 (4.16) (4.16) (43.85) 42.11 (1.74) (1.74) 3.45 13.07 (3.32) 4.41 17.61 3.69 14.60 (0.15) (13.25) 4.89 Annual Report 2015-16 95 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 (` in Millions) Particulars Balance sheet reconciliation Opening net liability Net transfer in Net transfer out Expenses as above Employers contribution Net Liability/(Asset) recognised in the Balance Sheet 2015-2016 2014-2015 1.74 0.93 (3.32) 17.61 (12.80) 4.16 38.59 2.19 (0.73) 4.89 (43.20) 1.74 NOTE 19.2. DEFINED CONTRIBUTION PLANS The Company has also recognised the following amount as an expense: (` in Millions) Particulars Contribution to provident and other fund 2015-2016 2014-2015 79.91 54.07 NOTE 20. FINANCE COST (` in Millions) Particulars Interest expense Other borrowing cost Total 2015-2016 2014-2015 12,629.77 212.75 12,842.52 12,488.58 213.89 12,702.47 NOTE 21. DEPRECIATION AND AMORTISATION EXPENSES (` in Millions) Particulars Depreciation on Tangible Assets (Refer Note -9) Amortisation of Intangible Assets (Refer Note -10) Total 96 India Infoline Finance Limited 2015-2016 2014-2015 266.67 0.10 266.77 312.11 0.10 312.21 Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 22. OTHER EXPENSES (` in Millions) Particulars Advertisement Books & periodicals Bank charges Communication Corporate Social Responsibility Expenses (Refer Note -40) Direct operating expenses Electricity charges Exchange & statutory charges Insurance Premium Legal & professional fees Loss on sale of fixed assets Marketing expenses Membership & subscription charges* Miscellaneous expenses Office expenses Postage & courier Printing & stationery Rent Rates & taxes Repairs & Maintenance: - Computer - Others Remuneration to Auditors: - Audit fees - Certification expenses - Out of pocket expenses Software charges Travelling & conveyance Total 2015-2016 2014-2015 43.04 0.48 41.16 74.19 59.52 45.52 84.23 15.47 25.24 202.71 6.97 243.15 0.00 4.37 262.35 30.86 36.01 446.78 4.67 51.07 0.78 47.03 80.15 13.70 66.74 94.16 25.64 53.49 147.97 2.41 333.46 0.10 7.95 350.42 22.18 53.07 485.48 1.18 10.46 32.81 7.85 40.01 1.19 0.10 56.04 184.66 1,911.98 1.19 0.05 0.07 6.70 180.76 2,073.56 *amount is less than ` 0.01 million, hence shown as 0.00 million wherever applicable NOTE 23. PROVISIONS AND WRITE OFF (` in Millions) Particulars Bad debts written off Provision for contingencies Provision for diminution in the value of investments Provision for doubtful loans (Non Performing Assets) Provision for standard loans Total 2015-16 2014-15 412.63 1.73 456.45 10.00 880.81 43.22 258.01 14.40 416.45 199.75 931.83 Annual Report 2015-16 97 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 24. BASIC AND DILUTED EARNINGS PER SHARE (EPS) COMPUTED IN ACCORDANCE WITH ACCOUNTING STANDARD (AS) 20 “EARNINGS PER SHARE” (` in Millions) Particulars Basic EPS Profit after Tax as per statement of profit and loss(` in millions) Less: Preference Dividend & DDT on Preference Dividend (` in millions) Profit after Tax attributable to Equity shareholders (` in millions) Weighted average number of equity shares outstanding Basic EPS (`) Diluted EPS Profit after Tax as per statement of profit and loss(` in millions) Less: Preference Dividend & DDT on Preference Dividend (` in millions) Profit after Tax attributable to Equity shareholders(` in millions) Weighted average number of equity shares outstanding Add: Potential Equity Shares on account of grant of Employees Stock Options Weighted average number of equity shares outstanding Diluted EPS (`) Face Value per share A B A/B C D C/D As at March 31, 2016 As at March 31, 2015 2,717.32 312.87 2,404.45 237,154,030 10.1 2,477.26 43.30 2,433.96 237,154,030 10.3 2,717.32 312.87 2,404.45 237,154,030 780,040 237,934,070 10.1 10.0 2,477.26 43.30 2,433.96 237,154,030 237,154,030 10.3 10.0 NOTE 25. CONTINGENT LIABILITIES AS ON MARCH 31, 2016 ARE AS FOLLOWS (` in Millions) Sr. No. (i) (ii) Particulars In respect of Income Tax Demands (Refer note 25.1) Legal suits filed by the consumers in Consumer Forum and Civil Court Total As at March 31, 2016 As at March 31, 2015 257.84 257.84 161.87 0.20 162.07 NOTE 25.1. The Company has filed appeal against the said demands raised by the department. NOTE 26. The Company is subject to legal proceedings and claims which have arisen in the ordinary course of the business. The Company’s management does not reasonably expect that these legal actions, when ultimately concluded and determined, will have material and adverse effect on the Company’s financial position. NOTE 27. UNDISBURSED SANCTIONED LOANS As on the balance sheet date there were undisbursed sanctioned loans of ` 9,549.50 million. NOTE 28. As on the Balance Sheet date, there were outstanding commitments of capital expenditure of ` 17.98 million (Net of advances) (Previous Year ` 5.06 million), out of the total contractual obligation entered up to the end of the year. 98 India Infoline Finance Limited Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 29. DETAILS OF PROPOSED PREFERENCE DIVIDEND Particulars Proposed Dividend On 8% Compulsorily Redeemable Non- Convertible Non Cumulative Preference Shares of ` 10 each Number of shares Dividend (A) (` in Millions) On 8% Compulsorily Redeemable Non Convertible Cumulative Preference Shares of ` 10 each Number of shares Dividend (B) (` in Millions) On 9.25% Compulsorily Redeemable Non Convertible Cumulative Preference shares of ` 10 each Number of shares Dividend (C) (` in Millions) Total (A+B+C) (` in Millions) 2015-16 2014-15 ` 0.8 Per share 75,000,000 60.00 ` 0.8 Per share 100,000,000 80.00 140.00 ` 0.8 Per share 75,000,000 30.25 ` 0.8 Per share 100,000,000 3.07 ` 0.9 Per share 150,000,000 2.66 35.98 NOTE 30. The Company has taken office premises on operating lease at various locations. Lease rents in respect of the same have been charged to statement of Profit and Loss. The agreements are executed for a period ranging 1 to 5 years with a renewable clause. Some agreements have a clause for a minimum lock-in period. The agreements also have a clause for termination by either party giving a prior notice period between 30 to 180 days. The minimum Lease rentals outstanding as at March 31, 2016 are as under: (` in Millions) Minimum Lease Payments Upto One year One to Five years Total As at March 31, 2016 As at March 31, 2015 43.99 0.45 44.44 50.80 0.95 51.75 NOTE 31. The Company operates from and uses the premises, infrastructure and other facilities and services as provided to it by its holding Company/group companies, which are termed as ‘Shared Services’. Hitherto, such shared services consisting of administrative and other revenue expenses paid for by the Company were identified and recovered/recoverable from them based on reasonable management estimates, which are constantly refined in the light of additional knowledge gained relevant to such estimation. These expenses are recovered on an actual basis and the estimates are used only where actual were difficult to determine. NOTE 32. SEGMENT REPORTING In the opinion of the management, there is only one reportable business segment (Financing & Investing) as envisaged by Accounting Standard - 17 ‘Segment Reporting’, issued by the Institute of Chartered Accountants of India. Accordingly, no separate disclosure for segment reporting is required to be made in the financial statements of the Company. Secondary segmentation based on geography has not been presented as the Company operates primarily in India and the Company perceives that there is no significant difference in its risk and returns in operating from different geographic areas within India. NOTE 33. DETAILS OF DUES TO MICRO, SMALL AND MEDIUM ENTERPRISES Other current liabilities includes ` Nil/- (Previous year: ` Nil) payable to“Suppliers”registered under the Micro, Small and Medium Enterprises Development Act, 2006. No interest has been paid / is payable by the Company during the year to “Suppliers” registered under this act. The aforementioned is based on the responses received by the Company to its inquiries with suppliers with regard to applicability under the said Act. NOTE 34. RETURN ON ASSETS The return on assets for the financial year 2015-16 was 1.8% (Previous year 1.8%). Annual Report 2015-16 99 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 35. The Company has implemented “India Infoline Finance Limited Employees Stock Options Scheme-2015” (IIFL ESOP 2015) and has outstanding options granted under the said scheme. The options are granted by the Nomination & Remuneration Committee vest in graded manner and must be exercised within the specified period as per the IIFL ESOP 2015. (A) The details of the Employee Stock Option Schemes is as under: ESOP 2015 Particulars No. of options as on March 31, 2016 Method of accounting Vesting plan Exercise period Grant Dates Grant Price (` Per Share) Book Value on the date of Grant of Option (` Per Share) 780,040 Intrinsic Value Please refer the schedule below Maximum 7 years from the date of grant. 2-Dec-2015 and 9-Mar-2016 83.00 83.00 Vesting Proportion Schedule of vesting On first anniversary of the grant On second anniversary of the grant On third anniversary of the grant On fourth anniversary of the grant 10%of the options granted 20%of the options granted 30%of the options granted 40%of the options granted (B) Movement of option Granted ESOP 2015 Particulars Options outstanding at the beginning of the year Granted during the year Exercised during the year Lapsed during the year Options outstanding at the end of the year 780,040 780,040 NOTE 36. During the year under review, the Company had come across frauds totalling to ` 13.28 millions (Previous year ` 41.46 millions) in respect of our lending operations. Out of the above ` 2.83 millions (Previous year ` 23.32 millions) has already been recovered. Suitable action has been taken by the Company to recover the balance amounts. NOTE 37. As on March 31, 2016 the gold loan portfolio comprises 20.33% (Previous year 24.85%) of the total assets of the Company. NOTE 38. Disclosures in respect of applicability of AS – 18 Related Party Disclosures: (a) Related parties where control exists: Nature of relationship Name of party Holding Company Direct Subsidiaries Fellow Subsidiaries IIFL Holdings Limited India Infoline Housing Finance Limited India Infoline Commodities Limited India Infoline Media & Research Services Limited IIFL Capital Limited India Infoline Limited (Formerly India Infoline Distribution Company Limited) India Infoline Insurance Services Limited India Infoline Insurance Brokers Limited IIFL Wealth Management Limited IIFL Realty Limited India Infoline Commodities DMCC IIFL Wealth (UK) Limited IIFL Capital Inc. IIFL Asset Reconstruction Company Limited 100 India Infoline Finance Limited Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 Nature of relationship Name of party Group Companies IIFL Distribution Services Limited (Formerly IIFL Distribution Services Private Limited) IIFL Investment Advisor and Trustee Services Limited (Formerly IIFL Trustee Services Limited) India Alternative Investment Advisors Private Limited India Infoline Trustee Company Limited India Infoline Asset Management Company Limited IIFL Alternate Asset Advisors Limited IIFL (Asia) Pte. Limited IIFL Capital Pte. Limited IIFL Securities Pte Limited IIFL Private Wealth Hong Kong Limited IIFL Private Wealth (Mauritius) Limited IIFL Private Wealth Management (Dubai) Limited IIFL Inc. IIFL Private Wealth (Suisse) SA. IIFL Properties Private Limited (Formerly Ultra Sign and Display Private Limited) India Infoline Foundation IIFL Wealth Finance Limited (Formerly Chephis Capital Markets Limited) Nirmal Jain Rajashree Nambiar R. Venkataraman Madhu Jain (Spouse of Mr. Nirmal Jain) Valentino S. Peter (Spouse of Mrs. Rajashree Nambiar) Orpheus Trading Private Limited Ardent Impex Private Limited Key Managerial Personnel Other Related Parties (b) Significant Transaction with Related Parties: (` in Millions) Nature of Transaction Holding Company Fellow Subsidiaries Direct Subsidiaries Group Companies Key Management Personnel / others 0.75 (0.16) 0.78 (7.74) 22.13 (2.75) 0.09 11.93 (7.69) 1.87 (2.90) 0.94 (0.42) 114.24 (51.81) - 1.00 45.44 - - Total 0.75 (0.16) (7.83) 114.24 (51.81) 0.78 (7.74) 22.13 (2.75) 1.00 45.44 0.09 11.93 (7.69) 1.87 (2.90) 0.94 (0.42) Interest Income India Infoline Limited (Formerly India Infoline Distribution Company Limited) IIFL Holdings Limited India Infoline Housing Finance Limited IIFL Wealth Management Limited India Infoline Media and Research Services Limited IIFL Investment Adviser Trustee Services Limited IIFL Alternate Assets Advisors Limited India Infoline Insurance Services Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) (7.83) - India Infoline Commodities Limited India Infoline Insurance Brokers Limited - Annual Report 2015-16 101 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 (` in Millions) Key Management Personnel / others 4.21 - Holding Company Fellow Subsidiaries Direct Subsidiaries Group Companies - - 3.32 (3.23) - - - 2.53 (2.80) - 0.14 (3.50) - 0.29 (0.11) 23.25 7.31 (4.30) 0.08 0.12 (0.99) - 0.02 - 86.65 (31.36) - - - 18.67 (6.98) - - 18.67 (6.98) - 226.07 (42.58) - - - 226.07 (42.58) - - - - 0.49 - 0.49 - 0.07 Arranger/Management /Marketing Support / Processing fees / Advisory expenses IIFL Wealth Management Limited 3.42 IIFL Alternate Advisors Limited (0.95) Rent Expenses 78.91 IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) (71.00) IIFL Properties Private Limited (Formerly Ultra Sign and Display Private Limited) Commission/ Brokerage Expense 0.58 India Infoline Limited (Formerly India Infoline Distribution Company Limited) (0.32) - - - 0.07 - - - - 3.42 (0.95) - 1.42 (0.38) - 78.91 (71.00) 1.42 (0.38) - - - 0.58 (0.32) Nature of Transaction IIFL Capital Limited India Alternative Investment Advisors Private Limited Mrs.Madhu Jain Total 3.32 (3.23) 2.53 (2.80) 4.21 - Interest Expense India Infoline Limited (Formerly India Infoline Distribution Company Limited) IIFL Alternate Assets Advisors Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Holdings Limited IIFL Wealth Management Limited IIFL Wealth Finance Limited (Formerly Chephis Capital Markets Limited) India Infoline Commodities Limited India Infoline Housing Finance Limited India Infoline Asset Management Company Limited Service Charges Income India Infoline Housing Finance Limited Referral Fees Income IIFL Wealth Management Limited Interest Income Reversal Mrs.Madhu Jain Donation Paid India Infoline Foundation 102 India Infoline Finance Limited - 0.29 (0.11) 0.12 23.25 0.14 (3.50) 7.31 (4.30) 0.08 0.02 86.65 (31.36) (0.99) Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 (` in Millions) Nature of Transaction Director’s Remuneration Director’s Remuneration Preference Dividend India Infoline Housing Finance Limited IIFL Holdings Limited (Formerly India Infoline Limited) IIFL Alternate Assets Advisors Limited Equity Dividend IIFL Holdings Limited (Formerly India Infoline Limited) Holding Company Fellow Subsidiaries Direct Subsidiaries Group Companies Key Management Personnel / others - - - - 73.51 (46.72) 73.51 (46.72) 31.78 - - 76.13 (35.00) - 1.53 - - 76.13 (35.00) 31.78 1.53 - 644.79 (586.17) - - - - 644.79 (586.17) 515.00 (3,190.00) - 540.00 (360.00) 469.90 - (300.00) - 540.00 (360.00) 515.00 (3,190.00) 2,750.00 (1,467.58) 150.00 469.90 10.00 7,870.00 (300.00) (300.00) - 540.00 (360.00) 515.00 (3,190.00) 7,870.00 150.00 10.00 469.90 2,750.00 (1,467.58) (300.00) - - 500.00 (500.00) Total ICD Taken India Infoline Limited (Formerly India Infoline Distribution Company Limited) IIFL Holdings Limited IIFL Wealth Management Limited IIFL Wealth Finance Limited (Formerly Chephis Capital Markets Limited) India Infoline Housing Finance Limited India Infoline Media and Research Services Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) India Infoline Asset Management Company Limited 2,750.00 (1,467.58) 150.00 10.00 7,870.00 - ICD Returned India Infoline Limited (Formerly India Infoline Distribution Company Limited) IIFL Holdings Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Wealth Finance Limited (Formerly Chephis Capital Markets Limited) India Infoline Media and Research Services Limited India Infoline Housing Finance Limited IIFL Wealth Management Limited India Infoline Asset Management Company Limited 515.00 (3,190.00) - 540.00 (360.00) 7,870.00 150.00 10.00 2,750.00 (1,467.58) - 469.90 - - 500.00 (500.00) - ICD Given India Infoline Limited (Formerly India Infoline Distribution Company Limited) Annual Report 2015-16 103 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 (` in Millions) Nature of Transaction Holding Company Fellow Subsidiaries Direct Subsidiaries Group Companies (500.00) - 1,815.30 (97.50) 490.00 (2,543.42) 2,387.00 (435.50) 257.00 (16.00) 3.50 309.00 (465.00) 543.00 (1,069.50) - 6,609.50 (4,708.50) - 25.00 4,747.50 61.50 (40.00) Key Management Personnel / others - (500.00) - 500.00 (500.00) 1,815.30 (97.50) 490.00 (2,543.42) 2,387.00 (435.50) 309.00 (465.00) 257.00 (16.00) 3.50 543.00 (1,069.50) 6,609.50 (4,708.50) - 4,747.50 25.00 - - IIFL Holdings Limited India Infoline Media and Research Services Limited India Infoline Housing Finance Limited IIFL Investment Adviser Trustee Services Limited IIFL Wealth Management Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Alternate Assets Advisors Limited India Infoline Insurance Brokers Limited India Infoline Insurance Services Limited India Infoline Commodities Limited IIFL Capital Limited India Alternative Investment Advisors Private Limited Total (500.00) 1,815.30 (97.50) 6,609.50 (4,708.50) 25.00 490.00 (2,543.42) 2,387.00 (435.50) 4,747.50 257.00 (16.00) 3.50 309.00 (465.00) 543.00 (1,069.50) 61.50 (40.00) 500.00 (500.00) (500.00) 1,815.30 (97.50) 6,609.50 (4,708.50) 490.00 (2,543.42) 2,387.00 (435.50) 309.00 (465.00) 4,747.50 257.00 (16.00) 3.50 25.00 543.00 (1,069.50) ICD Received Back India Infoline Limited (Formerly India Infoline Distribution Company Limited) IIFL Holdings Limited India Infoline Media and Research Services Limited India Infoline Housing Finance Limited IIFL Wealth Management Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) India Infoline Commodities Limited IIFL Alternate Assets Advisors Limited India Infoline Insurance Brokers Limited India Infoline Insurance Services Limited IIFL Investment Adviser Trustee Services Limited IIFL Capital Limited 104 India Infoline Finance Limited - Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 (` in Millions) Nature of Transaction India Alternative Investment Advisors Private Limited Loans Given Mrs.Madhu Jain Loans Received Back Mrs.Madhu Jain Holding Company Fellow Subsidiaries Direct Subsidiaries Group Companies - - - 61.50 (40.00) Key Management Personnel / others - - - - - 1,701.48 - 1,701.48 - - - - - 1,701.48 - 1,701.48 - - 150.00 - - - - 150.00 - - 150.00 - - - - 150.00 - - - 1,000.00 - - - 1,000.00 - - 850.06 (1,941.21) (1,009.78) - - - (1,009.78) 850.06 (1,941.21) 919.19 - 550.00 (897.06) (1,162.76) - - - 919.19 550.00 (897.06) (1,162.76) - 116.27 (205.56) (0.04) (0.18) 21.99 - - - 116.27 (205.56) 21.99 (0.04) (0.18) (5.47) - 101.57 (30.94) 0.20 (0.45) 0.01 (1.19) 0.01 - - - - - - - 101.57 (30.94) (5.47) 0.20 (0.45) 0.01 (1.19) 0.01 - Total 61.50 (40.00) NCD Issue IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) NCD bought back IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) Investment in subsidiary India Infoline Housing Finance Limited Sale of Investment (Net) India Infoline Housing Finance Limited IIFL Wealth Management Limited Purchase of Investment (Net) IIFL Holdings Limited India Infoline Limited (Formerly India Infoline Distribution Company Limited) IIFL Wealth Management Limited Allocation / Reimbursement of expenses paid India Infoline Limited (Formerly India Infoline Distribution Company Limited) India Infoline Housing Finance Limited India Infoline Media and Research Services Limited India Infoline Commodities Limited Allocation / Reimbursement of expenses paid others India Infoline Limited (Formerly India Infoline Distribution Company Limited) IIFL Holdings Limited (Formerly India Infoline Limited) India Infoline Media and Research Services Limited India Infoline Insurance services Limited India Infoline Commodities Limited - Annual Report 2015-16 105 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 (` in Millions) Nature of Transaction IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) India Infoline Housing Finance Limited India Infoline Insurance Brokers Limited Allocation / Reimbursement of expenses received India Infoline Housing Finance Limited IIFL Holdings Limited (Formerly India Infoline Limited) IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) India Infoline Media and Research Services Limited India Infoline Commodities Limited India Infoline Limited (Formerly India Infoline Distribution Company Limited) India Infoline Insurance Brokers Limited Allocation / Reimbursement of expenses received others IIFL Capital Limited India Infoline Limited (Formerly India Infoline Distribution Company Limited) India Infoline Commodities Limited IIFL Holdings Limited (Formerly India Infoline Limited) India Infoline Housing Finance Limited India Infoline Insurance Brokers Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) India Infoline Media and Research Services Limited Holding Company Fellow Subsidiaries Direct Subsidiaries Group Companies - 0.29 0.14 (0.30) 4.14 (1.02) - - Key Management Personnel / others - 0.21 - 2.83 4.64 0.13 6.18 (73.27) (2.39) 6.28 (26.87) - - - 6.28 (26.87) 0.21 2.83 4.64 0.13 6.18 (73.27) (2.39) 0.29 (0.73) - 0.06 1.52 (0.60) 0.16 1.99 (0.12) 1.16 0.32 (1.38) 0.26 - - - 0.06 1.52 (0.60) 0.16 0.29 (0.73) 0.26 1.99 (0.12) 1.16 0.32 (1.38) (600.00) (500.00) - - - - (500.00) (600.00) (17.56) (7.40) - - - - (7.40) (17.56) Total 0.29 4.14 (1.02) 0.14 (0.30) Sale of Preference Shares India Infoline Limited (Formerly India Infoline Distribution Company Limited) IIFL Holdings Limited Capital Gains on Sale of Preference Shares India Infoline Limited (Formerly India Infoline Distribution Company Limited) IIFL Holdings Limited 106 India Infoline Finance Limited Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 (` in Millions) Nature of Transaction Allotment of Preference shares IIFL Holdings Limited (Formerly India Infoline Limited) IIFL Wealth Management Limited Capital Gain on Sale of Investment IIFL Wealth Management Limited Conversion of Preference Shares India Infoline Housing Finance Limited Sale of Portfolio (Assignment/Securitization) India Infoline Housing Finance Limited Guarantee Commission India Infoline Media and Research Services Limited India Infoline Insurance Brokers Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) Payable towards Assignment Transaction India Infoline Housing Finance Limited Receipt towards Assignment Transaction India Infoline Housing Finance Limited Receipt towards Other Transaction India Infoline Housing Finance Limited Payable towards Other Transaction India Infoline Housing Finance Limited Holding Company Fellow Subsidiaries Direct Subsidiaries Group Companies Key Management Personnel / others (1,250.00) - (2,000.00) - - - (1,250.00) (2,000.00) - 0.99 (20.34) - - - 0.99 (20.34) - - 1,399.77 - - - 1,399.77 - - - (834.76) - - (834.76) - 0.79 (0.15) 1.14 (1.09) 5.23 (2.38) - - - 0.79 (0.15) 1.14 (1.09) 5.23 (2.38) - - 223.83 (145.99) - - 223.83 (145.99) - - 373.15 (640.12) - - 373.15 (640.12) - - (21.62) - - (21.62) - - 4.40 - - - 4.40 - Total Note: ICD transactions are excluding intraday funding Annual Report 2015-16 107 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 (c) Closing balance: (` in Millions) Nature of Transaction Sundry payable IIFL Realty Limited India Infoline Housing Finance Limited India Infoline Commodities Limited Sundry Receivable India Infoline Limited Collateral given (On behalf of) IIFL Realty Limited IIFL Insurance Brokers Limited India Infoline Media and Research Services Limited Holding Company Fellow Subsidiaries Direct Subsidiaries Group Companies Key Manage-ment Personnel / others - (6.87) (0.18) 0.50 (58.34) - - - (6.87) 0.50 (58.34) (0.18) - 0.78 - - - - 0.78 - - (1680.00) (200.00) (130.00) - - - (1680.00) (200.00) (130.00) Total NOTE 39. DISCLOSURE OF LOAN AND ADVANCES PURSUANT TO REGULATION 53(F) OF THE SECURITIES AND EXCHANGE BOARD OF INDIA (LISTING OBLIGATION AND DISCLOSURE REQUIREMENTS) REGULATIONS, 2015 (` in Millions) Name of Related Party India Infoline Housing Finance Limited India Infoline Limited India Infoline Insurance Brokers Limited India Infoline Commodities Limited IIFL Realty Limited IIFL Wealth Management Limited Balance on March 31, 2016 Maximum outstanding during the year - 2,556.00 500.00 47.00 185.00 1,420.00 300.00 NOTE 40. CORPORATE SOCIAL RESPONSIBILITY During the financial year 2015-16, the Company has spent ` 59.52 million (P.Y. ` 13.70 million) out of the total amount of ` 59.52 million (P.Y. ` 44.36 million) required to be spent as per section 135 of the Companies Act 2013 in respect of Corporate Social Responsibility (CSR). The Company was focused on implementing the projects identified by the CSR Committee and had successfully completed most of the projects. The Company had substantially utilised the amount required to be spent on CSR projects. The Company has many ongoing projects and plans to further increase the spend in the years to come through its impact driven projects. NOTE 41. DISCLOSURE AS REQUIRED UNDER NOTIFICATION NO. DNBR (PD) CC. NO.053/03.10.119/2015-16 JULY 01, 2015 ISSUED BY RESERVE BANK OF INDIA: i. Capital Adequacy Ratio: DATED (` in Millions) Name of Related Party CRAR (%) CRAR - Tier I Capital (%) CRAR - Tier II Capital (%) Amount of subordinate debt raised as Tier- II capital Amount raised by issue of perpetual debt Instruments. 108 India Infoline Finance Limited Balance on March 31, 2016 Maximum outstanding during the year 17.71% 11.66% 6.05% 350 - 18.02% 11.26% 6.76% 2,550 - Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 ii. Disclosure of Investments: (` in Millions) Sr. No. (1) (2) Particulars As at March 31, 2016 As at March 31, 2015 11,164.11 11,164.11 26.15 26.15 11,137.96 11,138.00 - 13,812.76 13,812.76 26.15 26.15 13,786.61 13786.61 - 26.15 26.15 11.75 26.15 11.75 26.15 Value of Investments (i) Gross value of Investments (a) In India (b) Outside India (ii) Provision for depreciation/diminution (a) In India (b) Outside India (iii) Net value of Investments (a) In India (b) Outside India Movement of provisions held towards depreciation on investments (i) Opening Balance (ii) Add: Provision made during the year (iii) Less: Write -off / write-back of excess provisions during the year (iv) Closing balance iii.Derivatives a) Forward Rate Agreement / Interest Rate Swap The company transacts in Interest Rate Swap, however the outstanding position as on March 31, 2016 is Nil b) Exchange Traded Interest Rate (IR) Derivatives The company is not carrying out any activity of providing Derivative cover to the third parties c) Disclosures on Risk Exposure in Derivatives The company undertakes transactions in derivative products in the role of a user with counter parties. The company deals in derivatives for balance sheet management i.e. hedging fixed rate, floating rate and for hedging the variable interest in case of benchmark linked debentures. All derivatives are marked on reporting dates and the resulting loss (if any) is recorded in the statement of profit and loss. Dealing in derivatives is carried out by the specific group of treasury department of the company based on the purpose of the transaction. The company has a credit and market risk department that assesses counterparty risk and market risk limits, within the risk architecture and processes of the company. The company has in place a policy which covers various aspects that apply to the functioning of the derivative business. iv. Disclosures pertaining to securitisation transactions: The Company sells loans through securitisation and direct assignment. A)The information on securitisation of the Company as an originator in respect of securitization transaction done during the year is given below: (` in Millions) Particulars Total number of Loan Assets under par structure Total book value of loan assets Sale consideration received March 31,2016 March 31,2015 44,933 5,872.08 5,818.03 47,071 4,868.13 4,835.06 Annual Report 2015-16 109 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 B)The information on securitisation of the Company as an originator in respect of outstanding amount of securitised assets is given below: (` in Millions) Particulars Number of SPVs sponsored by the company for outstanding securitisation transactions Total amount of securitised assets as per books of SPVs sponsored by company Total amount of exposures retained by the company to comply with MRR as on the date of Balance Sheet a) Off - Balance sheet exposures First Loss Others b) On - Balance sheet exposures First Loss Investment in PTC Overcollateralization Amount of exposures to securitisation transaction other than MRR a) Off - Balance sheet exposures i) Exposures to own securitizations First Loss Others ii) Exposures to third party securitizations: First Loss Others b) On - Balance sheet exposures i) Exposures to own securitizations First Loss Others ii) Exposures to third party securitisations: First Loss Others March 31,2016 March 31,2015 15 6,356.54 - 9 5,792.46 - 100.0 - 55.90 - 1,131.70 36.06 87.13 653.47 70.59 33.07 55.10 55.10 - - 186.52 106.42 - - C)The information on direct assignment of the Company as an originator in respect of par transaction done during the year is given below: (` in Millions) Particulars Total number of loan assets under par structure (in numbers) Total book value of loan assets Sale consideration received 110 India Infoline Finance Limited March 31,2016 March 31,2015 1,046 4,719.18 4,247.26 1,372 8,149.93 7,398.86 Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 D)The information on direct assignment of the Company as an originator in respect of outstanding amount of assets assigned under par structure is given below: (` in Millions) Particulars Number of transactions assigned by the Company (in numbers) Total amount outstanding Total amount of exposures retained by the company to comply with MRR as on the date of Balance Sheet a) Off - Balance sheet exposures First loss Others b) On - Balance sheet exposures First loss Investment in PTC Exposures to own assigned transactions Amount of exposures to assigned transaction other than MRR a) Off - Balance sheet exposures i) Exposures to own assigned transactions First loss Others ii) Exposures to third party assigned transactions First loss Others b) On - Balance sheet exposures i) Exposures to own assigned transactions First loss Others ii) Exposures to third party assigned transactions First loss Others v. March 31,2016 March 31,2015 11 9,478.18 - 8 8961.76 - - - 292.60 905.64 - 292.60 835.20 - - - - - - - - - Asset liability management maturity pattern: Particulars Deposits Advances Investments Borrowings Foreign currency assets Foreign currency liabilities Upto 30/31 days 12,394.33 400.06 6,090.40 - Over 1 month upto 2 month 9,814.38 2.49 17,652.76 - Over 2 months upto 3 months 9,635.68 2,849.61 - Over 3 months & upto 6 months 16,560.41 258.41 12,465.52 - Over 6 months & upto 1 year 23,141.00 1,003.88 14,456.46 - Over 1 year & upto 3 year 26,438.62 5,072.58 42,397.12 - Over 3 year & upto 5 year 8,910.00 760.58 9,932.50 - Over 5 years Total 12,138.01 3,704.77 3,794.00 - 119,032.43 11,202.77 109,638.37 - Annual Report 2015-16 111 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 vi. Exposure to Real Estate Sector (` in Millions) Category a) b) Direct Exposure (i) Residential Mortgages Lending fully secured by mortgages on residential property that is or will be occupied by the borrower or that is rented. (ii) Commercial Real Estate Lending secured by mortgages on commercial real estate (office buildings, retail space, multi-purpose commercial premises, multi-family residentail building, multi tenanted commercial premises. industrial or warehouse space, hotels, land acquisition, development and construction, etc.) Exposure would also include non-fund based limits. (iii) Investments in Mortgage back securities (MBS) and other securitised exposure (a) Residential (b) Commercial Real estate. Total Exposure to Real Estate Sector Indirect Exposure Fund based and non-fund based exposures on National Housing Bank(NHB)and Housing (i) Finance Companies(HFCs). (ii) Investment in Real Estate Fund Total Indirect Exposure As at March 31, 2016 As at March 31, 2015 13,790.15 34,854.40 20,892.86 8,465.91 4,879.72 39,562.73 6,540.80 49,861.10 3,704.77 1,555.00 186.49 3,891.26 554.54 2,109.54 vii. Exposure to Capital Market: (` in Millions) Sr. No. Particulars Direct investment in equity shares, convertibles bonds, convertible debentures and unit of equityoriented mutual funds the corpus of which is not exclusively invested in corporate debt; (ii) Advances against shares/bonds/debentures or other securities or on clean basis to individuals for investments in shares ( including IPOs/ ESOPs), convertible bonds, convertible debentures, and unit of equity-oriented mutual funds; (iii) Advances for any other purpose where shares or convertible bonds or convertibles debentures or units of equity-oriented mutual funds are taken as primary security; (iv) Advances for any other purposes to the extent secured by the collateral security of shares or convertible bonds or convertible debentures or unit or equity-oriented mutual funds i.e. where the primary security other than shares/ convertible bonds / convertible debentures / units of equityoriented mutual funds does not fully cover the advances; (v) Secured and unsecured advances to stockbrokers and guarantees issued on behalf of stockbroker and market makers; (vi) Loan sanctioned to corporate against the security of shares/bonds/debentures or other securities or on clean basis for meeting promoter's contribution to the equity of new companies in anticipation of raising resources; (vii) Bridge loans to companies against expected equity flows/issues; (viii) All exposures to Venture Capital Funds ( both registered and unregistered) Total Exposure to Capital Market March 31, 2016 March 31, 2015 155.00 155.00 19,455.44 19,382.56 6,524.05 5,205.24 - - - - 26,134.49 24,742.80 (i) viii. Details of registrations obtained from other financial regulators: Name of the Regulator Pension Fund Regulatory and Development Authority 112 India Infoline Finance Limited Registration Number 5612 Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 xi. Details of penalties imposed by RBI or other regulators: a. No penalty has been imposed during the year. b.No adverse comments have been received in writing from Reserve Bank of India or any other regulator on regulatory compliances. i. Details of Credit Ratings: A) Ratings assigned by Credit Rating Agencies: Amount Rating Assigned Rating Agency Product CARE CARE CARE CARE Long Term Bank Faciltiies Non Convertible Debenture Issue Subordinated Debt Redeemable Preference Shares 30,950.00 45,500.00 5000.00 2000.00 CARE AA (Double A) CARE AA (Double A) CARE AA (Double A) CARE AA (RPS) (Double A) Redeemable Preference Shares CARE ICRA ICRA ICRA ICRA ICRA ICRA Perpetual Debt Subordinated Debt Long Term Bank Faciltiies Long Term Debt Programme Secured NCD Programme Unsecured NCD Programme Long Term Principal Protected Equity Linked Programme* 3000.00 10,000.00 57,750.00 25,100.00 20,000.00 5,000.00 6,000.00 CARE AA- (Double A Minus) [ICRA] AA (Stable) [ICRA] AA (Stable) [ICRA] AA (Stable) [ICRA] AA (Stable) [ICRA] AA (Stable) PP-MLD [ICRA] AA (Stable) ICRA CRISIL Brickwork Brickwork Brickwork Brickwork Short Term Debt Programme Subordinated Debt Secured NCD Secured NCD Subordinated NCD* Fund Based Term Loans* 50,000.00 10,000.00 10,500.00 500.00 750.00 1,000.00 [ICRA] A1+ CRISIL AA-/Stable BWR AA+ (Stable) BWR AA+ (Stable) BWR AA+ (Stable) BWR AA+ (Stable) B) Details of migration of credit ratings during the year: Rating Agency Product Brickwork Brickwork Brickwork Brickwork Proposed Bank loan Facilities* Subordinate Long Term NCD* Secured NCD Secured NCD *` (` in Millions) Amount Rating Assigned 1,000.00 750.00 10,500.00 500.00 BWR AA+ (Stable) BWR AA+ (Stable) BWR AA+ (Stable) BWR AA+ (Stable) BWR AA (Stable) BWR AA (Stable) BWR AA (Stable) BWR AA (Stable) 3750 million was enhanced during the current year ii. Details of Directors Remuneration: (` in Millions) Name of Director Remuneration paid Nirmal Jain Rajashree Nambiar Mukesh Kumar Singh* Total 34.77 26.48 12.27 73.52 *Paid for April 2015 – June 2015 Note: The above is exclusive of gratuity, leave encashment and reimbursements, if any. Annual Report 2015-16 113 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 iii. Details of Provisions and Contingencies: (` in Millions) Particulars Provision for depreciation on Investment Provision towards NPA Other Provision and Contingencies: Bad debts written off/(back) Provision for contingencies Provision for standard assets Total Provision made towards Income Tax 2014-2015 456.45 14.40 416.45 412.63 1.73 10.00 880.81 1,561.96 43.23 258.01 199.75 931.84 1,552.63 iv. Details of concentration of deposits, advances, exposures & NPA: a) Concentration of Advances: Particulars Total advances to twenty largest borrowers Percentage of advances to twenty largest borrowers to total advances b) Concentration of Exposures: Particulars Total exposure to twenty largest borrowers / customers Percentage of exposure to twenty largest borrowers / customers to total exposure c) Concentration of NPAs: Particulars Total exposure to top four NPA accounts d) Details of sectorwise NPA: Sr. Sector No. 1 2 3 4 5 6 7 Agriculture & allied activities MSME Corporate borrowers Services Unsecured personal loans Auto Loans Other loans* *Other loans include all loans that cannot be classified under any of the other sectors. 114 2015-2016 India Infoline Finance Limited (` in Millions) Amount 23,614.85 18.91% (` in Millions) Amount 23,656.05 18.71% (` in Millions) Amount 654.58 (` in Millions) % of NPAs to total advances in that sector 3.53% 6.80% 1.94% 1.91% 0.00% 1.53% 1.56% Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 v. Movement of NPAs: (` in Millions) Particulars (i) (ii) (iii) (iv) March 31, 2016 March 31, 2015 0.64% 0.57% 1,686.57 1,198.93 669.39 2,216.11 855.77 1,250.21 419.42 1,686.57 726.82 563.05 489.96 799.91 312.47 577.08 162.73 726.82 959.75 635.86 179.42 1,416.20 543.30 673.14 256.69 959.75 Net NPAs to Net Advances (%) Movement of NPAs (Gross) (a) Opening balance (b) Addition during the year (c) Reduction during the year (d) Closing balance Movement of Net NPAs (a) Opening balance (b) Addition during the year (c) Reduction during the year (d) Closing balance Movement of provision for NPAs (excluding provision on standard assets) (a) Opening balance (b) Provision made during the year (c) Write off / write-back of excess provisions (d) Closing balance vi. Disclosure of Complaints: Sr. Particulars No. I Ii Iii Iv Number Number of complaints pending at the beginning of year Number of complaints received during the year Number of complaints redressed during the year Number of complaints pending at the end of the year 175 175 - vii.The Company during the financial year has not exceeded single borrower limit (SGL) / group borrower limit (GBL) while performing its lending operations. viii. Disclosure of restructured accounts: Sr. No 1 2 3 Type of Restructuring Asset Classification Details Restructured Accounts as on April 1 of the FY 2015 (opening figures)* No. of borrowers Amount outstanding Provision thereon Fresh restructuring No. of during the year borrowers Amount 2016 outstanding Provision thereon Upgradations No. of to restructured borrowers standard category Amount during the FY 2016 outstanding Provision thereon Under CDR Mechanism / SME Debt Restructuring Mechanism SubStandard Doubtful Loss Standard Others Total Standard SubDoubtful Standard Total Loss Total - - - - - - 4 8 - 12 12 - - - - - - 57.91 47.42 - 105.33 105.33 - - - - - - 11.09 26.54 - 37.63 37.63 - - - - - - 3 - - 3 3 - - - - - - 12.88 - - 12.88 12.88 - - - - - - 1.29 - - 1.29 1.29 - - - - - 3 - - - 3 3 - - - - - 48.90 0 - - 48.90 48.90 - - - - - - - - - - - Annual Report 2015-16 115 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 Sr. No 4 5 6 7 Type of Restructuring Asset Classification Details Restructured standard advances which cease to attract higher provisioning and / or additional risk weight at the end of the FY 2015 and hence need not be shown as restructured standard advances at the beginning of the next FY 2016 Downgradations of restructured accounts during the FY 2016 Write-offs of restructured accounts during the FY 2016 Restructured Accounts as on March 31 of the FY 2016(closing figures*) No. of borrowers Amount outstanding Provision thereon No. of borrowers Amount outstanding Provision thereon No. of borrowers Amount outstanding Provision thereon No. of borrowers Amount outstanding Provision thereon including provision for diminution in fair value Under CDR Mechanism / SME Debt Restructuring Mechanism SubStandard Doubtful Loss Standard Others Total Standard SubDoubtful Standard Total Loss Total - - - - - - 1 - - 1 1 - - - - - - 4.17 0.42 - - 4.17 0.42 4.17 0.42 - - - - - - - 4 - 4 4 - - - - - - - 22.16 - 22.16 22.16 - - - - - - - 14.40 - 14.40 14.40 - - - - - - - 4 - 4 4 - - - - - - - 25.26 - 25.26 25.26 - - - - - - - - - - - - - - - - - 3 - - 3 3 - - - - - - 12.88 1.29 - - 12.88 1.29 12.88 1.29 NOTE 42. ASSET CLASSIFICATION (` in Millions) Particulars Standard Assets Sub-Standard Assets Doubtful Assets Loss Assets Out Standing Balance Provision 1,22,635.98 (125,273.62) 938.94 (947.72) 1,215.20 (716.61) 61.97 (22.18) 463.58 (453.58) 915.16 (684.05) 439.07 (253.46) 61.97 (22.18) Note: a.In terms of RBI circular a general provision of ` 463.58 millions (Previous Year ` 453.58 millions) has been made at 0.30% of the standard assets under the head ‘Provision on Standard Loans’ in Note 23. b. Figures in bracket represent previous year’s figure. 116 India Infoline Finance Limited Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 NOTE 43. Particulars as per RBI Directions (as required in terms of paragraph 13 of Systemically Important Non- Banking Financial (NonDeposit Accepting or Holdings) Companies Prudential Norms (Reserve Bank) Directions 2015): 1. Loans and advances availed by the NBFCs inclusive of interest accrued there on but not paid: (` in Millions) Particulars Amount outstanding Amount overdue 27,196.17 9,720.91 48,677.15 19,923.68 4,120.47 - Liabilities Side: (a)Debentures: Secured Unsecured (Other than falling within the meaning of public deposits) (b) Deferred credits (c) Term loans (d) Inter–corporate loans and borrowings (e) Commercial Paper (f ) Other Loans(Overdraft) 2. Break – up of Loans and Advances including Bills Receivables [Other than included in (4) below]: (` in Millions) Amount Outstanding Particulars Assets Side: (a)Secured (b)Unsecured 124,631.46 220.63 3. Break- up of leased assets and stock on hire and other assets counting towards AFC activities: (` in Millions) Particulars (i) (ii) (iii) Amount Lease assets including lease rentals under sundry debtors (a) Financial lease (b) Operating lease Stock on hire including hire charges under sundry debtors (a) Assets on hire (b) Repossessed Assets Other Loans counting towards AFC activities (a) Loans where assets have been repossessed (b) Loans other than (a) above - Annual Report 2015-16 117 Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 4. Break–up of Investments: (` in Millions) Amount Particulars Current Investments : 1) Quoted : (i)Shares: (a)Equity (b)Preference (ii) Debentures and Bonds (iii) Units of mutual funds (iv) Government Securities (v) Others (Certificate of Deposits) 2)Unquoted: (i)Shares: (a)Equity (b)Preference (ii) Debentures and Bonds (iii) Units of mutual funds (iv) Government Securities (v) Others (please specify) Long Term Investments: 1)Quoted: (i)Shares: (a)Equity (b)Preference (ii) Debentures and Bonds (iii) Units of mutual funds (iv) Government Securities (v) Others (please specify) 2)Unquoted: (i)Shares: (a) Equity of subsidiary companies (b) Preference of subsidiary companies (ii) Debentures and Bonds (iii) Units of mutual funds (iv) Government Securities (v) Others / Equity Shares 109.57 1467.75 - 983.14 641.92 - - 3,404.77 300.00 4,051.96 50.00 155.00 5. Borrower Group-wise Classification of all assets financed as in (2) and (3) above: (` in Millions) Category 1. Related Parties a)Subsidiaries b) Companies in the same group c) Other related parties 2. Other than related parties Total 118 India Infoline Finance Limited Amount Net of Provisions Secured Unsecured 124,631.46 124,631.46 220.63 220.63 Total 124,852.09 124,852.09 Standalone | Financial Statements Standalone Financial Statements of India Infoline Finance Limited Notes forming part of Standalone Financial Statements for the year ended March 31, 2016 6.Investor group wise classification of all investments (Current and Long Term) in shares and securities (Both quoted and unquoted): (` in Millions) Category 1 Related Parties* a)Subsidiaries b) Companies in the same group c) Other related parties 2 Other than related parties Total Market Value/ breakup or fair value or NAV Book value (Net of provisions) 3,704.77 7,535.99 11,240.76 3,704.77 7,459.34 11,164.11 * As per Accounting Standard of ICAI 7. Other Information: (` in Millions) Particulars Amount (i) (ii) (iii) 2,216.11 799.91 - Gross Non-Performing Assets (a) Related parties (b) Other than related parties Net Non-Performing Assets (a) Related parties (b) Other than related parties Assets acquired in satisfaction of debt NOTE 44. Particulars as per RBI Directions for auction details (As required in terms of paragraph 20 (2) of Systemically Important Non-Banking Financial (Non-Deposit Accepting or Holdings) Companies Prudential Norms (Reserve Bank) Directions 2015: (` in Millions) Number of gold loan accounts for which auctions done 133,619 Outstanding amount Amount recovered in auction 9,402.84 7,449.67 None of the group companies have participated in the above auctions. NOTE 45. UNHEDGED FOREIGN CURRENCY EXPOSURE The unhedged foreign currency exposure as on 31st March 2016 is Nil (Previous Year Nil). NOTE 46. Previous year’s figure are regrouped, reclassified and rearranged wherever considered necessary to confirm to current year’s presentation. As per our attached report of even date For Sharp & Tannan Associates Chartered Accountants Firm’s Registration No. 109983W By the hand of For and on behalf of the Board of Directors of India Infoline Finance Limited Parthiv S. Desai Partner Membership No.: (F) 042624 Nirmal Jain Whole Time Director DIN : 00010535 Rajashree Nambiar Executive Director DIN : 06932632 Place : Mumbai Dated: May 04, 2016 Milind Gandhi Chief Financial Officer Preeti Chhabria Company Secretary Annual Report 2015-16 119 Independent Auditors’ Report To the Members of India Infoline Finance Limited about whether the consolidated financial statements are free from material misstatement. REPORT ON THE CONSOLIDATED FINANCIAL STATEMENTS We have audited the accompanying consolidated financial statements of India Infoline Finance Limited (hereinafter referred to as“the Holding Company”) and its subsidiary (the Holding Company and its subsidiary together referred to as “the Group”) comprising of the Consolidated Balance Sheet as at 31st March, 2016, the Consolidated Statement of Profit and Loss, the Consolidated Cash Flow Statement for the year then ended, and a summary of the significant accounting policies and other explanatory information (hereinafter referred to as “the consolidated financial statements”). An audit involves performing procedures to obtain audit evidence about the amounts and the disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal financial control relevant to the Holding Company’s preparation of the consolidated financial statements that give a true and fair view in order to design audit procedures that are appropriate in the circumstances. An audit also includes evaluating the appropriateness of the accounting policies used and the reasonableness of the accounting estimates made by the Holding Company’s Board of Directors, as well as evaluating the overall presentation of the consolidated financial statements. MANAGEMENT’S RESPONSIBILITY FOR THE CONSOLIDATED FINANCIAL STATEMENTS The Holding Company’s Board of Directors are responsible for the preparation of these consolidated financial statements in terms of the requirements of the Companies Act, 2013 (hereinafter referred to as “the Act”) that give a true and fair view of the consolidated financial position, consolidated financial performance and consolidated cash flows of the Group in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. The respective Board of Directors of the companies included in the Group are responsible for maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding the assets of the Group and for preventing and detecting frauds and other irregularities; the selection and application of appropriate accounting policies; making judgments and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring the accuracy and completeness of the accounting records, relevant to the preparation and presentation of the financial statements that give a true and fair view and are free from material misstatement, whether due to fraud or error, which have been used for the purpose of preparation of the consolidated financial statements by the Directors of the Holding Company, as aforesaid. AUDITORS’ RESPONSIBILITY Our responsibility is to express an opinion on these consolidated financial statements based on our audit. While conducting the audit, we have taken into account the provisions of the Act, the accounting and auditing standards and matters which are required to be included in the audit report under the provisions of the Act and the Rules made there under. We conducted our audit in accordance with the Standards on Auditing specified under Section 143(10) of the Act. Those Standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance 120 India Infoline Finance Limited We believe that the audit evidence obtained by us is sufficient and appropriate to provide a basis for our audit opinion on the consolidated financial statements. OPINION In our opinion and to the best of our information and according to the explanations given to us, the aforesaid consolidated financial statements give the information required by the Act in the manner so required and give a true and fair view in conformity with the accounting principles generally accepted in India, of the consolidated state of affairs of the Group as at 31st March, 2016, and their consolidated profit and their consolidated cash flows for the year ended on that date. REPORT ON OTHER LEGAL AND REGULATORY REQUIREMENTS As required by Section 143 (3) of the Act, we report, that: (a) We have sought and obtained all the information and explanations which to the best of our knowledge and belief were necessary for the purposes of our audit of the aforesaid consolidated financial statements. (b)In our opinion, proper books of account as required by law relating to preparation of the aforesaid consolidated financial statements have been kept so far as it appears from our examination of those books. (c)The Consolidated Balance Sheet, the Consolidated Statement of Profit and Loss, and the Consolidated Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account maintained for the purpose of preparation of the consolidated financial statements. (d)In our opinion, the aforesaid consolidated financial statements comply with the Accounting Standards specified under Consolidated | Financial Statements Section 133 of the Act, read with Rule 7 of the Companies (Accounts) Rules, 2014. (e)On the basis of the written representations received from the directors of the Holding Company as on 31st March, 2016 taken on record by the Board of Directors of the Holding Company and our Report of its subsidiary company incorporated in India, none of the directors of the Group companies, incorporated in India is disqualified as on 31st March, 2016 from being appointed as a director in terms of Section 164 (2) of the Act. i. The consolidated financial statement disclosed the impact of pending litigations on the consolidated financial position of the Group – Refer notes 26 to the Consolidated Financial Statements. ii. The Group did not have any long-term contracts including derivative contracts for which there were any material foreseeable losses; and iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Holding Company, and its subsidiary company. (f ) With respect to the adequacy of the internal controls over financial reporting of the Group and the operating effectiveness of such controls, refer to our separate Report in Annexure ‘A’; and (g)With respect to the other matters to be included in the Auditor’s Report in accordance with Rule 11 of the Companies (Audit and Auditor’s) Rules, 2014, in our opinion and to the best of our information and according to the explanations given to us: For Sharp and Tannan Associates Chartered Accountants Firm’s Registration No.:109983W By the hand of Place: Mumbai Date: 4thMay, 2016 Parthiv S. Desai Partner Membership No.: 042624 Annual Report 2015-16 121 Annexure A to the Auditors’Report The Report on the Internal Financial Controls under Clause (i) of Sub-section 3 of Section 143 of the Companies Act, 2013 (“the Act”) In conjunction with our audit of the consolidated financial statements of the Company as of and for the year ended 31st March, 2016, We have audited the internal financial controls over financial reporting of India Infoline Finance Limited (hereinafter referred to as the ‘Holding Company’) and its subsidiary company which is incorporated in India, as of that date. MANAGEMENT’S RESPONSIBILITY FOR INTERNAL FINANCIAL CONTROLS The respective Board of Directors of the Holding company and its subsidiary company, which are companies incorporated in India, are responsible for establishing and maintaining internal financial controls based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note on Audit of Internal Financial Controls Over Financial Reporting (the ‘Guidance Note’) issued by the Institute of Chartered Accountants of India (ICAI). These responsibilities include the design, implementation and maintenance of adequate internal financial controls that were operating effectively for ensuring the orderly and efficient conduct of its business, including adherence to the respective company’s policies, the safeguarding of its assets, the prevention and detection of frauds and errors, the accuracy and completeness of the accounting records, and the timely preparation of reliable financial information, as required under the Companies Act, 2013 (the ‘Act’). AUDITOR’S RESPONSIBILITY Our responsibility is to express an opinion on the Company’s internal financial controls over financial reporting based on our audit. We conducted our audit in accordance with the Guidance Note issued by the ICAI and the Standards on Auditing deemed to be prescribed under Section 143(10) of the Act, to the extent applicable, to an audit of internal financial controls, both issued by the ICAI. Those Standards and the Guidance Note require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether adequate internal financial controls over financial reporting was established and maintained and if such controls operated effectively in all material respects. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system over 122 India Infoline Finance Limited financial reporting and their operating effectiveness. Our audit of internal financial controls over financial reporting included obtaining an understanding of internal financial controls over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion on the Company’ internal financial controls system over financial reporting MEANING OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING A Company’s internal financial control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A Company’s internal financial control over financial reporting includes those policies and procedures that: (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorisations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorised acquisition, use, or disposition of the Company’s assets that could have a material effect on the financial statements. INHERENT LIMITATIONS OF INTERNAL FINANCIAL CONTROLS OVER FINANCIAL REPORTING Because of the inherent limitations of internal financial controls over financial reporting, including the possibility of collusion or improper management override of controls, material misstatements due to error or fraud may occur and not be detected. Also, projections of any evaluation of the internal financial controls over financial reporting to future periods are subject to the risk that the internal financial control over financial reporting may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Consolidated | Financial Statements OPINION In our opinion, the Holding Company and its subsidiary company which are companies incorporated in India, have, in all material respects, an adequate internal financial controls system over financial reporting and such internal financial controls over financial reporting were operating effectively as at 31st March, 2016, based on the internal control over financial reporting criteria established by the Company considering the essential components of internal control stated in the Guidance Note issued by the ICAI. For Sharp and Tannan Associates Chartered Accountants Firm’s Registration No.:109983W By the hand of Place: Mumbai Date: 4thMay, 2016 Parthiv S. Desai Partner Membership No.: 042624 Annual Report 2015-16 123 Consolidated Balance Sheet As at March 31, 2016 (` in Millions) Particulars I Note No. As at March 31, 2016 As at March 31, 2015 5,621.54 19,018.67 24,640.21 - 5,621.54 16,815.30 22,436.84 1,179.44 86,306.68 724.86 87,031.54 91,792.88 568.97 92,361.85 33,547.36 34,006.64 33,272.96 13,485.81 915.21 81,221.34 192,893.09 14,033.83 6,326.92 1,102.11 55,469.50 171,447.63 594.73 0.02 51.52 8.83 655.10 4,256.96 966.41 729.48 0.12 1.75 6.56 737.91 5,088.36 828.87 90,071.01 1,172.69 132.07 96,599.14 50,555.65 768.81 182.31 57,424.00 3,202.37 6,507.53 7,144.82 10,903.73 79,475.11 6,192.58 261.26 95,638.85 192,893.09 87,163.34 7,641.62 432.21 113,285.72 171,447.63 EQUITY AND LIABILITIES (1) Shareholders' funds (a) Share Capital (b) Reserve and Surplus Sub-Total (2) Minority Interest (3) Non Current Liabilities (a) Long-term borrowings (b) Other Long-term liabilities (c) Long-term provisions Sub-Total (4) Current Liabilities (a) Short-term borrowings (b) Other current liabilities -Borrowings -Others (c) Short-term provisions Sub-Total Total Equity and Liabilities 3 4 4A 5 6 7 8 6 IIASSETS (1) Non-current assets (a) Fixed assets (i) Tangible assets (ii) Intangible assets (iii) Goodwill (on Consolidation) (iv) Capital work-in-progress Sub-Total (b) Non-current investments (c) Deferred tax assets (Net) (d) Long-term loans & advances -Loans -Others (e) Other non-current assets Sub-Total (2) Current assets (a) Current investments (b) Inventories (c) Cash and Bank balances (d) Short-term loans & advances -Loans -Others (e) Other current assets Sub-Total Total - Assets See accompanying notes forming part of the consolidated financial statements 9 10 11 12 13 14 15 16 13 14 1-42 As per our attached report of even date For Sharp & Tannan Associates Chartered Accountants Firm’s Registration No. 109983W By the hand of For and on behalf of the Board of Directors of India Infoline Finance Limited Parthiv S. Desai Partner Membership No.: (F) 042624 Nirmal Jain Whole Time Director DIN : 00010535 Rajashree Nambiar Executive Director DIN : 06932632 Place : Mumbai Dated: May 04, 2016 Milind Gandhi Chief Financial Officer Preeti Chhabria Company Secretary 124 India Infoline Finance Limited Consolidated | Financial Statements ConsolidatedStatement of Profit and Loss For the year ended March 31, 2016 (` in Millions) Particulars Note No. 2015-16 2014-15 17 18 25,735.77 1,918.02 27,653.79 23,004.90 1,106.09 24,110.99 19 20 21 22 23 2,691.17 16,090.59 269.55 2,306.62 1,087.14 22,445.07 5,208.72 2,160.29 13,855.88 312.37 2,218.69 1,049.23 19,596.46 4,514.53 1,966.19 (142.55) (1.93) 1,821.71 3,387.01 1,806.10 (324.98) 21.13 1,502.25 3,012.28 12.6 12.6 10.0 12.2 12.2 10.0 INCOME Revenue from operations Other Income Total Revenue EXPENDITURE Employee benefit expenses Finance cost Depreciation & amortisation expenses Other expenses Provision & Write off Total Expenses Profit before tax Tax expenses : Current tax expense for current year Deferred tax Current tax expense relating to prior years Total tax expense Profit after tax for the year Earnings per equity share (1) Basic (2) Diluted Face Value Per Equity Share ` See accompanying notes forming part of the consolidated financial statements 24 1-42 As per our attached report of even date For Sharp & Tannan Associates Chartered Accountants Firm’s Registration No. 109983W By the hand of For and on behalf of the Board of Directors of India Infoline Finance Limited Parthiv S. Desai Partner Membership No.: (F) 042624 Nirmal Jain Whole Time Director DIN : 00010535 Rajashree Nambiar Executive Director DIN : 06932632 Place : Mumbai Dated: May 04, 2016 Milind Gandhi Chief Financial Officer Preeti Chhabria Company Secretary Annual Report 2015-16 125 Consolidated Cash Flow Statement For the year ended March 31, 2016 (` in Millions) Particulars 2015-2016 2014-2015 5,208.72 4,514.52 CASH FLOWS FROM OPERATING ACTIVITIES Net profit before taxation, and extraordinary item Adjustments for: Depreciation Provision for doubtful loans (Note : 23) Provision for standard loans (Note : 23) Provision for diminution in value of investments (Note : 23) Provision for contingencies (Note : 23) Gratuity & Leave enchasment (Note : 19) Operating profit before working capital changes Increase / (Decrease) in short term & Long term provisions Increase / (Decrease) in Other liabilities Decrease / (Increase) in Inventories Decrease / (Increase) in Other current assets Decrease / (Increase) in Other non-current assets Cash generated from operations Tax (Paid) / Refund Net cash from operating activities Decrease / (Increase) in long term loans & advances Decrease / (Increase) in short term loans & advances Net cash used in operating activities (A) 269.55 521.11 150.48 1.73 39.68 982.55 6,191.27 312.37 493.11 240.20 14.40 258.01 18.32 - (163.00) (94.24) 6,919.37 170.93 50.24 298.53 70.48 199.14 71.02 6,977.54 13,168.81 1,336.41 5,850.93 544.93 6,395.86 (2,483.97) 10,684.84 (2,027.63) 4,368.23 (39,807.92) 8,941.35 (20,181.73) (12,181.68) (27,523.90) (35,337.35) (186.74) 831.39 2,763.02 3,407.67 (86.70) (1,917.98) (505.17) (2,509.85) (914.80) 13,752.93 (459.27) (1.00) 12,377.86 (4,396.20) (740.05) 3,250.00 31,004.12 7,121.52 40,635.59 2,788.39 CASH FLOWS FROM INVESTING ACTIVITIES Purchase of fixed assets,including intangible assets,CWIP and Capital advances# Purchase of non-current investments# Purchase of current investments# Net cash from investing activities (B) CASH FLOWS FROM FINANCING ACTIVITIES Dividend & Dividend Distribution Tax paid Proceeds from issue of Preference Shares Proceeds from long term borrowings# Proceeds from short term borrowings# Share Issue Expenses Net cash from financing activities (C) Net Increase/(Decrease) in cash and cash equivalents ( A + B + C) 126 India Infoline Finance Limited Consolidated | Financial Statements (` in Millions) Particulars Opening Cash and cash equivalents Cash on hand and balances with banks Closing Cash and cash equivalents Cash on hand and balances with banks See accompanying notes forming part of the consolidated financial statements # Represents net amount due to the transaction volume 1.Cash flow statement has been prepared under the Indirect Method as set out in the Accounting Standard (AS-3)"Cash Flow Statement" issued by the Institute of Chartered Accountants of India 2 Cash & cash equivalent as at the end of the year include: Cash & bank balances (Refer Note 16) Cash & cash equivalent at the end of the year 2015-2016 2014-2015 10,903.73 8,115.34 6,507.53 10,903.73 6,507.53 10,903.73 6,507.53 10,903.73 3.Previous year's figures are re-grouped \re-arranged wherever necessary As per our attached report of even date For Sharp & Tannan Associates Chartered Accountants Firm’s Registration No. 109983W By the hand of For and on behalf of the Board of Directors of India Infoline Finance Limited Parthiv S. Desai Partner Membership No.: (F) 042624 Nirmal Jain Whole Time Director DIN : 00010535 Rajashree Nambiar Executive Director DIN : 06932632 Place : Mumbai Dated: May 04, 2016 Milind Gandhi Chief Financial Officer Preeti Chhabria Company Secretary Annual Report 2015-16 127 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 1.CORPORATE INFORMATION The Consolidated financial statements relates to “India Infoline Finance Limited” and its subsidiary “India Infoline Housing Finance Limited” (IIHFL). The Company is a systemically important Non-Banking Financial Company not accepting public deposits (“NBFC-ND-SI”) registered with the Reserve Bank of India (RBI) under section 45-IA of the Reserve Bank of India Act, 1934 and primarily engaged in financing and related activities. The Company has received the certificate of registration from RBI on May 12, 2005, enabling the Company to carry on business as Non-Banking Financial Company. The Company offers broad suite of financial products such as mortgage loan, gold loan, loan against securities, commercial vehicle loan, loans to small & medium enterprise (SME) and health care finance to retail and corporate clients. NOTE 2.SIGNIFICANT ACCOUNTING POLICIES 2.1 Basis of consolidation i. Basis of preparation of financial statements The Consolidated Financial Statements are prepared in accordance with the Accounting Standard (AS) 21 on Consolidated Financial Statement notified under section 133 of the Companies Act 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014(as amended) and the relevant provisions of the Companies Act 2013. The Consolidated Financial Statements comprises of India Infoline Finance Limited and its subsidiaries. The financial statements have been prepared in accordance with the Generally Accepted Accounting Principles in India (Indian GAAP) to comply with all material aspects of the applicable Accounting Standards notified under section 133 of the Companies Act 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014 (as amended) and the relevant provisions of the Companies Act 2013 along with the guidelines issued by the Reserve bank of India (RBI) as applicable to NBFC’s as well as norms prescribed by National Housing Bank (NHB). The financial statements have been prepared on accrual basis under the historical cost convention. ii. Principles of consolidation The financial statements of the group companies of India Infoline Finance Limited have been prepared in accordance with the Generally Accepted Accounting Principles in India (Indian GAAP) to comply with all material aspects of the applicable Accounting Standards notified under section 133 of the Companies Act 2013, read together with Rule 7 of the Companies (Accounts) Rules, 2014 issued by the Ministry of Corporate Affairs. The financial statements have been prepared on accrual basis under the historical cost convention. The effects of all inter-group transactions and balances have been eliminated on consolidation. 128 India Infoline Finance Limited iii. List of subsidiaries consolidated The individual Balance Sheet as at March 31, 2016, statement of profit and loss and cash flow statement for the year ended March 31, 2016 of following subsidiary is included in consolidation: India Infoline Housing Finance Limited (IIHFL) 2.2 Use of estimates The preparation of financial statements in conformity with the generally accepted accounting principles requires the management to make estimates and assumptions that affect the reported amount of assets and liabilities on the date of the financial statements and the reported amount of revenues and expenses during the reporting period. Difference between the actual result and estimates are recognized in the period in which the results are known /materialised. 2.3 Fixed Asset, Depreciation and Amortization Fixed assets are stated at cost of acquisition less accumulated depreciation and impairment loss, if any thereon. Depreciation is charged using the straight line method based on the useful life of fixed assets as estimated by the management as specified below. Depreciation is charged from the month in which new assets are put to use. No depreciation is charged from the month in which assets are sold. In case of transfer of used fixed assets from group companies, depreciation is charged over the remaining useful life of the asset. Individual assets/group of similar assets costing up to ` 5,000 has been depreciated in full in the year of purchase. Leasehold land is depreciated on a straight line basis over the leasehold period. Estimated useful life of the assets are as under: Class of assets Buildings* Computers* Office equipment Electrical* Furniture and fixtures* Vehicles* Software Useful life 20 years 3 years 5 years 5 years 5 years 5 years 3 years *For these class of assets, based on internal assessment and independent technical evaluation carried out by external valuer’s the management believes that the useful lives as given above best represent the period over which management expects to use these assets. Hence the useful lives for these assets are different from the useful lives as prescribed under Part C of Schedule II of the Companies Act 2013. 2.4 Assignment of loan portfolio Derecognition of loans assigned, in the books of the Company, is based on the concept of surrender of control over the loans resulting in a “true sale” of loans. Future interest spread receivables in case of a par structure deals are recognised over the tenure of agreements as per guidelines issued by the RBI. Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Expenditure in respect of direct assignment is recognised upfront. Credit enhancement in the form of cash collateral provided by the Company is included under Cash and bank balance / Loans and advances, as applicable. 2.5 Revenue recognition The Company complies, in all material respects, with the Accounting Standard -9 issued by the Institute of Chartered Accountants of India, Prudential Norms relating to income recognition, asset classification and the minimum provisioning for bad and doubtful debts and standard assets, specified in the directions issued by the RBI & NHB, as applicable to it, and Interest Income is recognised on the time proportionate basis as per agreed terms; Interest Income recognised and remaining due for more than 150 days for all the loans are reversed and are accounted as income when these are actually realised. In the books of subsidiary IIHFL, interest income is reversed if it is due for 90 days or more; Dividend income is recognised when the right to receive payment is established; Processing fees received from customers is recognised as income on receipt basis; In respect of the other heads of income, the Company accounts the same on accrual basis. 2.6 Preliminary expenses Preliminary expenses are written off in the financial year in which they are incurred. 2.7 Employee benefits The company’s contribution towards provident fund and family pension fund, which are defined contribution, are accounted for on an accrual basis and recognised in the statement of profit & loss. The Company has provided “Compensated Absences” on the basis of actuarial valuation. Gratuity is post employment benefit and is in the nature of defined benefit plan. The liability recognized in the Balance Sheet in respect of gratuity is the present value of defined benefit obligation at the balance sheet date together with the adjustments for unrecognized actuarial gain or losses and the past service costs. The defined benefit obligation is calculated at or near the balance sheet date by an independent actuary using the projected unit credit method. 2.8 Provisions, Contingent liabilities and Contingent assets A provision is recognised if, as a result of past event, the company has a present obligation that can be estimated reliably, and it is probable that an outflow of economic benefits will be required to settle the obligation. Non-performing loans are written off / provided for, as per management estimates, subject to the minimum provision required as per Non-Banking financial (Non-Deposit Accepting or Holding) Companies Prudential Norms (Reserve Bank) Directions, 2015 (“RBI Directions, 2015) dated March 27, 2015. Provision on standard assets is made as per notification no. DNBR.009/CGM(CDS)-2015 dated March 27, 2015 issued by RBI. For the subsidiary IIHFL non-performing loans are written off / provided for, as per management estimates subject to the minimum provision required as per National Housing Bank (NHB) Directions. Provision on standard assets is made as per notification No. NHB. HFC. DIR. 9/ CMD/ 2013 dated September 6, 2013 issued by NHB. A disclosure for a contingent liability is made when there is a possible obligation or a present obligation that may, but probably will not, require an outflow of resources. When there is a possible obligation or a present obligation in respect of which the likelihood of outflow of resources is remote, no provision or disclosure is made. Provisions are reviewed at each Balance Sheet date and adjusted to reflect the current best estimate. If it is no longer probable that the outflow of resources would be required to settle the obligation, the provision is reversed. Contingent Assets are neither recognized nor disclosed in the financial statements. 2.9 Taxes on income Tax expense comprises of current and deferred tax and includes any adjustments related to the past periods in current and /or deferred tax adjustments that may become necessary due to certain developments or reviews during the relevant period. Current income-tax is measured at the amount expected to be paid to the tax authorities in accordance with the Income-tax Act, 1961.Provision for current tax is computed based on estimated tax liability computed after adjusting for allowance, disallowance and exemptions in accordance with the applicable tax laws. Deferred income taxes reflect the impact of timing differences between taxable income and accounting income originating during the current year and reversal of timing differences of earlier year. Deferred tax is measured using the tax rate and the tax laws enacted or substantively enacted at the Balance Sheet date. The deferred tax assets are recognised only to the extent that it has become reasonably certain or virtually certain, as the case may be, that sufficient future taxable income will be available. Annual Report 2015-16 129 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Carrying amount of deferred tax assets are reviewed at each balance sheet date. The company writes down the carrying amount of a deferred tax asset to the extent that it is no longer reasonably certain that sufficient future taxable income will be available against which deferred tax asset can be realised. Any such write down is reversed to the extent that it becomes reasonably certain that sufficient future taxable income will be available. 2.10Operating leases Lease rentals in respect of operating lease arrangements are charged to the statement of profit & loss in accordance with Accounting Standard 19 – Leases, issued by the Institute of Chartered Accountants of India. 2.11Investments Investments, which are readily realizable and intended to be held for not more than one year from the date on which such investments are made, are classified as current investments. All other Investments are classified as non – current investments. Current investments are stated at lower of cost or market / fair value. Non – current investments are carried at cost. Provision for diminution in value of non – current investments is made, if in the opinion of the management, such diminution is other than temporary. For investment in mutual funds, the net assets value (NAV) declared by the mutual funds at the Balance Sheet date is considered as the fair value. 2.12Inventories Closing stock is valued at cost or market value, whichever is lower. Cost is computed on FIFO basis. 2.13Earnings per share Basic earnings per share are calculated by dividing the net profit or loss for the period attributable to equity shareholders by the weighted average number of equity shares outstanding during the period. For the purpose of calculating diluted earnings per share, the net profit or loss for the period attributable to equity shareholders and the weighted average number of shares outstanding during the period are adjusted for the effects of all dilutive potential equity shares. 2.14Borrowings Borrowings are bifurcated under long term and short term liabilities. Commercial papers are recognised at Face value at the time of its issue. Any difference between the proceeds and the redemption value is recognised in profit & loss account over the period of the borrowings. 2.15Debenture Issue Expenses Debenture issue expenses incurred on public issue of non convertible debentures are amortized over tenure of the underlying debenture. In case of private placement of non convertible debentures the same is charged to the profit and loss account in the year in which they are incurred. NOTE 3. SHARE CAPITAL (i) Authorised, Issued, Subscribed and Paid-up Share Capital (` in Millions) Particulars Authorised Share Capital: 300,000,000 Equity Shares (Previous Year 300,000,000) of ` 10 each 1,999,600 Equity Shares (Previous Year 1,999,600) of ` 100 each 400 Preference Shares (Previous Year 400) of ` 100 each 575,000,000 Preference Shares (Previous Year 575,000,000) of ` 10 each Total Issued, Subscribed and Paid-up Share Capital: 237,154,030 Equity Shares (Previous Year 237,154,030) of ` 10 each with voting rights 75,000,000 - 8% Compulsorily Redeemable Non- Convertible Non - Cumulative Preference Shares (Previous Year 75,000,000 ) of ` 10 each 100,000,000 - 8% Compulsorily Redeemable Non Convertible Cumulative Preference Shares (Previous Year 100,000,000 ) of ` 10 each 150,000,000 - 9.25% Compulsorily Redeemable Non Convertible Cumulative Preference shares (Previous Year 150,000,000) of ` 10 each Total 130 India Infoline Finance Limited As at March 31, 2016 As at March 31, 2015 3,000.00 199.96 0.04 5,750.00 8,950.00 3,000.00 199.96 0.04 5,750.00 8,950.00 2,371.54 2,371.54 750.00 750.00 1,000.00 1,000.00 1,500.00 5,621.54 1,500.00 5,621.54 Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 (ii) Reconciliation of equity shares outstanding at the beginning and at the end of the year Particulars Equity Shares: At the beginning of the year Add: Issued during the year Outstanding at the end of the year 8% Compulsorily Redeemable Non Convertible Non Cumulative Preference Shares: At the beginning of the year Add: Issued during the year Outstanding at the end of the year 8% Compulsorily Redeemable Non Convertible Cumulative Preference Shares: At the beginning of the year Add: Issued during the year Outstanding at the end of the year As at March 31, 2016 No. of ` in Millions Shares As at March 31, 2015 No. of ` in Millions Shares 237,154,030 237,154,030 2,371.54 2,371.54 237,154,030 237,154,030 2,371.54 2,371.54 75,000,000 75,000,000 750.00 750.00 75,000,000 75,000,000 750.00 750.00 100,000,000 100,000,000 1,000.00 1,000.00 100,000,000 100,000,000 1,000.00 1,000.00 150,000,000 150,000,000 1,500.00 1,500.00 150,000,000 150,000,000 1,500.00 1,500.00 9.25% Compulsorily Redeemable Non Convertible Cumulative Preference Shares: At the beginning of the year Add: Issued during the year Outstanding at the end of the year (iii) Rights attached to equity shares The Company has only one class of equity shares having a par value of ` 10/- per share. Each holder of equity share is entitled to one vote per share. The Company declares and pays dividends in Indian Rupees. During the year ended March 31, 2016, equity shareholders were paid interim dividend of ` 2.75/- (Previous Year ` 2.50/-) per share. (iv) Rights attached to preference shares a.75,000,000-8% compulsorily redeemable Non convertible Non cumulative preference shares of ` 10/- each aggregating to ` 750 million. These shares shall have seniority over equity shareholders with respect to payment of capital and dividend. It shall carry dividend rate of 8% p.a. and will not have any cumulative right with respect to payment of dividend. b.100,000,000-8% compulsorily redeemable Non convertible Cumulative preference shares of ` 10/- each aggregating to ` 1,000 million. These shares shall have seniority over equity shareholders with respect to payment of capital and dividend. It shall carry dividend rate of 8% p.a. and their right to dividend is on cumulative basis. c.150,000,000-9.25% compulsorily redeemable Non convertible Cumulative Preference Shares aggregating to ` 1,500 million. These shares shall have seniority over equity shareholders with respect to payment of capital and dividend. Their right to dividend is on cumulative basis. During the year ended March 31, 2016 the company has declared & paid dividend on these shares @ 9.25% p.a. in accordance with the terms of the Issue. Other rights of the holders of Preference Shares shall be governed by the provisions of the Companies Act 2013, read with applicable rules and any amendment / modification in law from time to time and such other applicable regulations. Annual Report 2015-16 131 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 (v) Shares held by holding company / ultimate holding, subsidiaries and their associates Name of the shareholder Equity Shares IIFL Holdings Limited Name of the shareholder Preference Shares 8% Compulsorily Redeemable Non- Convertible Non Cumulative Preference Shares of ` 10 each fully paid up IIFL Holdings Limited 8% Compulsorily Redeemable Non-Convertible Cumulative Preference Shares of ` 10 each fully paid up IIFL Holdings Limited IIFL Wealth Management Limited 9.25% Compulsorily Redeemable Non-Convertible Cumulative Preference shares of ` 10 each fully paid IIFL Wealth Management Limited As at March 31, 2016 No. of Shares % Holdings 237,154,030 100.00% As at March 31, 2016 No. of Shares % Holdings As at March 31, 2015 No. of Shares % Holdings 234,467,549 98.87% As at March 31, 2015 No. of Shares % Holdings 75,000,000 100.00% 75,000,000 100.00% 50,000,000 - 50.00% - 50,000,000 49,500,000 50.00% 49.50% - - 150,000,000 100.00% (vi) Details of shareholders holding more than 5% shares in the Company: Name of the shareholder Equity shares of ` 10 each fully paid up IIFL Holdings Limited 8% Compulsorily Redeemable Non- Convertible Non Cumulative Preference Shares of ` 10 each fully paid up IIFL Holdings Limited 8% Compulsorily Redeemable Non Convertible Cumulative Preference Shares of ` 10 each fully paid up IIFL Holdings Limited IIFL Wealth Management Limited 9.25% Compulsorily Redeemable Non Convertible Cumulative Preference shares of ` 10 each fully paid up IIFL Wealth Management Limited As at March 31, 2016 No. of Shares % Holdings As at March 31, 2015 No. of Shares % Holdings 237,154,030 100.00% 234,467,549 98.87% 75,000,000 100.00% 75,000,000 100.00% 50,000,000 - 50.00% - 50,000,000 49,500,000 50.00% 49.50% - - 150,000,000 100.00% (vii)Aggregate number and class of shares allotted as fully paid up pursuant to contract(s) without payment being received in cash or by way of bonus shares or shares bought back during the period of five years immediately preceding the reporting date: Nil 132 India Infoline Finance Limited Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 4.RESERVES AND SURPLUS (` in Millions) Particulars Securities Premium Account Opening Balance as per last financial statement Addition during the year from Statement of Profit and Loss Deduction during the year (Share issue expenses) Closing balance General Reserve Opening Balance as per last financial statement Addition during the year from Statement of Profit and Loss Deduction during the year Closing balance Special Reserve I. Special Reserve Pursuant to Section 45 IC of Reserve Bank of India Act, 1934 Opening Balance as per last financial statement Addition during the year from Statement of Profit and Loss Closing balance II. Special Reserve Pursuant to Section 29C of National Housing Bank Act, 1987 Opening Balance as per last financial statement Addition during the year from Statement of Profit and Loss Closing balance Total Special Reserve (I + II) Debenture Redemption Reserve (Refer Note 4.1) Opening Balance as per last financial statement Addition during the year from Statement of Profit and Loss Closing balance Surplus / (Deficit) in Statement of Profit and Loss Opening Balance as per last financial statement Addition during the year from Statement of Profit and Loss Less: Appropriations Preference Dividend (Including Proposed Dividend) Dividend Distribution Tax on Preference Dividend (Including DDT on Proposed Dividend) Interim Dividend Dividend Distribution Tax on Interim Dividend Transfer to Special Reserve as per Section 45 IC of the RBI Act,1934 Transfer to Special Reserve as per Section 29 C of the NHB Act,1987 Deferred Tax Liability Transfer to Debenture Redemption Reserve Closing balance Total As at March 31, 2016 As at March 31, 2015 8,657.49 8,657.49 1.00 8,656.49 8,657.49 463.00 463.00 463.00 463.00 1,922.50 550.00 2,472.50 1,415.00 507.50 1,922.50 223.20 150.50 373.70 2,846.20 115.20 108.00 223.20 2,145.70 2,543.00 1,222.00 3,765.00 2,000.00 543.00 2,543.00 3,006.11 3,387.01 1,985.63 3,012.28 338.98 53.69 652.17 132.77 550.00 150.50 5.02 1,222.00 3,287.98 19,018.67 101.98 27.89 592.89 100.76 507.50 108.00 9.79 543.00 3,006.11 16,815.30 NOTE 4.1 Pursuant to Section 71 of the Companies Act, 2013 read with Rule 18 of the Companies (Share Capital and Debentures Rules, 2014) the Company being an NBFC was required to create debenture redemption reserve of a value equivalent to 25% of the debentures offered through a public issue. Accordingly, ` 949.00 million (Previous year ` 313 million) has been transferred to debenture redemption reserve account for the financial year ended March 31, 2016. For the subsidiary IIHFL debenture redemption reserve has been made at the rate of 25% on public issue of non convertible debentures. Accordingly, ` 273.00 million (Previous year ` 230.00 million) has been transferred to debenture redemption reserve account for the financial year ended March 31, 2016. Annual Report 2015-16 133 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 4A. Minority Interest: (` in Millions) Particulars As at March 31, 2016 As at March 31, 2015 1,179.44 (1,179.44) 0.00 0.00 1,179.44 1,179.44 Opening Minority Interest Subsequent increase/(decrease) during the year Closing Minority Interest NOTE 5. LONG TERM BORROWINGS Name of the shareholder Non Convertible Debentures Secured: Non Convertible Debentures (Refer Note -5.1) Unsecured: Non Convertible Debentures (Refer Note -5.2) Amount disclosed under the head “Other Current Liabilities” (Refer Note -8) Sub-Total (A) Term Loan Secured: Term Loan from Banks (Refer Note - 5.3) Amount disclosed under the head “Other Current Liabilities” (Refer Note -8) Sub-Total (B) Total Non-Current As at March As at March 31, 2015 31, 2016 (` in Millions) Current Maturities As at March As at March 31, 2015 31, 2016 28,091.67 35,239.75 12,195.12 800.00 12,166.10 40,257.77 11,370.91 46,610.66 24.82 (12,219.94) - (800.00) - 46,048.91 46,048.91 86,306.68 45,182.21 45,182.21 91,792.88 21,053.01 (21,053.01) - 13,233.83 (13,233.83) - The Company has also raised ` 10,875.00 millions (Previous Year ` 15,346.00 millions) and ` 820.00 million (Previous Year ` 45,500.00 million) by issue of secured and unsecured non convertible debentures respectively. During the year, the Company has raised secured term loans aggregating ` 28,950.00 millions (Previous Year ` 31,150.00 millions) from various banks. Of the above company has raised Foreign Currency Term Loan aggregating to ` 900 (Previous Year ` Nil ) from RBL. The above term loans are secured by way of first pari-passu charge over the current assets in the form of receivables, book debts, bills, outstanding monies receivables including future movable assets, other than those specifically charged. Out of the total loans from banks, loans amounting to ` 59,602.30 million/- (Previous Year ` 54,416.29 million) are also guaranteed by Holding Company IIFL Holdings Limited. IL&FS Trust Company Limited (“ITCL”) acts as a security trustee for all bank borrowings. The security trustee is responsible for ensuring that the security cover as required for the individual term loans / cash credit / working capital demand loans facilities are being maintained during the tenure of each of the loans. Debenture redemption reserve on the NCD’s has been created as disclosed in note 4.1. NOTE 5.1. NON CONVERTIBLE DEBENTURES – SECURED Particulars Equity Linked Non Convertible Debentures - Series 042 Type II Of Face Value ` 1,00,000 Each Redeemable On 28-Feb-2022 At Par Equity Linked Non Convertible Debentures - Series 041 Type II Of Face Value ` 1,00,000 Each Redeemable On 10-Feb-2022 At Par 134 India Infoline Finance Limited Non-Current As at As at March 31, 2016 March 31, 2015 (` in Millions) Current As at As at March 31, 2016 March 31, 2015 15.00 18.00 - - 18.00 35.00 - - Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Particulars Equity Linked Non Convertible Debentures - Series 039 Type II Of Face Value ` 1,00,000 Each Redeemable On 28-Jan-2022 At Par 10.60% Redeemable Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 03-Nov-2021 At Par 10.60% Redeemable Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 03-Nov-2020 At Par Zero Coupon Secured Redeemable Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 19-Mar-2019 At Premium 11% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 6-March-2019 Zero Coupon Secured Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 27-Feb-2019 At Premium Equity Linked Coupon Non Convertible Debentures Of Face Value ` 1,000,000 18-Jan-2019 At Par Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 16-Jan2019 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A8 Option III Of Face Value ` 1,000,000 Each Redeemable On 16-Jan-2019 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 26-Dec2018 At Premium 11.52% Secured Non Convertible Debentures Series N1 Of Face Value ` 1,000 Each Redeemable On 26-Dec-2018 At Par Zero Coupon Secured Redeemable Non-Convertible Debentures Series A8 Option II Of Face Value ` 1,000,000 Each Redeemable On 26-Dec-2018 At Premium Cnx Nifty Index Linked Secured Redeemable Non-Convertible Debentures Series Ihf 002 Of Face Value ` 1,000,000 Each Redeemable On 21-Dec-2018 At Par Cnx Nifty Index Linked Secured Redeemable Non-Convertible Debentures Series Ihf 001 Type B Of Face Value ` 1,000,000 Each Redeemable On 21-Dec2018 At Par Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 12-Dec2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A8 Option I Of Face Value ` 1,000,000 Each Redeemable On 12-Dec-2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 27-Nov2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A6 Option III Of Face Value ` 1,000,000 Each Redeemable On 27-Nov-2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 08-Nov2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A6 Option II Of Face Value ` 1,000,000 Each Redeemable On 08-Nov-2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 25-Oct2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 17-Oct2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A5 Option Iii Of Face Value ` 1,000,000 Each Redeemable On 17-Oct-2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A5 Option Iii Of Face Value ` 1,000,000 Each Redeemable On 17-Oct-2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 03-Oct2018 At Premium Non-Current As at As at March 31, 2016 March 31, 2015 (` in Millions) Current As at As at March 31, 2016 March 31, 2015 6.00 19.00 - - 2,875.00 2,875.00 - - 2,875.00 2,875.00 - - 60.00 60.00 - - 100.00 100.00 - - 100.00 100.00 - - 50.00 - - - 44.00 - - - 44.00 - - - 34.00 - - - 3,944.63 4,018.64 - - 34.00 - - - 310.00 - - - 290.00 - - - 34.00 - - - 34.00 - - - 60.00 - - - 60.00 - - - 30.00 - - - 30.00 - - - 30.00 - - - 30.00 - - - 30.00 - - - 30.00 - - - 130.00 - - - Annual Report 2015-16 135 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Particulars Zero Coupon Secured Redeemable Non-Convertible Debentures Series A5 Option I Of Face Value ` 1,000,000 Each Redeemable On 03-Oct-2018 At Premium 12% Secured Redeemable Non Convertible Debentures Option III Of Face Value ` 1,000 Each Redeemable On 30-Sep-2018 At Par 12% Redeemable Non Convertible Debentures Option IV Of Face Value ` 1,000 Each Redeemable On 30-Sep-2018 At Par Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 13-Sep2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A5 Option Ii Of Face Value ` 1,000,000 Each Redeemable On 13-Sep-2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 09-Aug2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A3 Option I Of Face Value ` 1,000,000 Each Redeemable On 09-Aug-2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 13-Jul2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A3 Option II Of Face Value ` 1,000,000 Each Redeemable On 13-Jul-2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A2 Option I Of Face Value ` 1,000,000 Each Redeemable On 28-Jun-2018 At Premium 10.40% Secured Redeemable Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 21-Jun-2018 At Par Zero Coupon Secured Redeemable Non-Convertible Debentures Series A1 Option III Of Face Value ` 1,000,000 Each Redeemable On 15-Jun-2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 14-Jun2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A2 Option II Of Face Value ` 1,000,000 Each Redeemable On 14-Jun-2018 At Premium 10.55% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 11-June-2018 10.45% Redeemable Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 31-May-2018 At Par Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 31-May2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 9 Option II Of Face Value ` 1,000,000 Each Redeemable On 31-May-2018 At Premium 10% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 24-May-2018 Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 24-May2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 9 Option I Of Face Value ` 1,000,000 Each Redeemable On 24-May-2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 08-May2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 8 Option II Of Face Value ` 1,000,000 Each Redeemable On 08-May-2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 5 Option IV Of Face Value ` 1,000,000 Each Redeemable On 18-Apr-2018 At Premium 136 India Infoline Finance Limited Non-Current As at As at March 31, 2016 March 31, 2015 (` in Millions) Current As at As at March 31, 2016 March 31, 2015 130.00 - - - 2,701.50 2,711.93 - - 261.55 267.62 - - 60.00 - - - 60.00 - - - 250.00 - - - 310.00 - - - 100.00 - - - 100.00 - - - 464.00 - - - 100.00 100.00 - - 500.00 - - - 70.00 - - - - - 36.00 100.00 100.00 - - 1,050.00 1,050.00 - - 35.00 - - - 35.00 - - - 100.00 100.00 - - 175.00 - - - 175.00 - - - 40.00 - - - 39.00 - - - 70.00 70.00 - - Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Particulars Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 17-Apr2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 8 Option I Of Face Value ` 1,000,000 Each Redeemable On 17-Apr-2018 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 10-Apr-2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 5 Option III Of Face Value ` 1,000,000 Each Redeemable On 10-Apr-2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 6 Option IV Of Face Value ` 1,000,000 Each Redeemable On 03-Apr-2018 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 2-Apr-2018 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 2-Apr-2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 02-Apr-2018 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 02-Apr2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 4 Option III Of Face Value ` 1,000,000 Each Redeemable On 02-Apr-2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 5 Option II Of Face Value ` 1,000,000 Each Redeemable On 02-Apr-2018 At Premium Equity Linked Non Convertible Debentures - Series 038 Of Face Value ` 100,000 Each Redeemable On 19-Mar-2018 At Par Equity Linked Non Convertible Debentures - Series 042 Type I Of Face Value ` 100,000 Each Redeemable On 27-Feb-2018 At Par Equity Linked Non Convertible Debentures - Series 042 Type III Of Face Value ` 100,000 Each Redeemable On 27-Feb-2018 At Par Equity Linked Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 12-Feb-2018 Equity Linked Non Convertible Debentures - Series 041 Type I Of Face Value ` 100,000 Each Redeemable On 12-Feb-2017 At Par Equity Linked Coupon Non Convertible Debentures Of Face Value ` 1,000,000 07-Feb-2018 At Par Equity Linked Non Convertible Debentures Of Face Value ` 1,000,000 07-Feb2018 At Par Equity Linked Non Convertible Debentures - Series 040 Of Face Value ` 100,000 Each Redeemable On 02-Feb-2018 At Par Equity Linked Non Convertible Debentures - Series 039 Type I Of Face Value ` 1,00,000 Each Redeemable On 29-Jan-2018 At Par Zero Coupon Non-Convertible Debentures Of Face Value ` 1000,000 Each Redeemable On 23-Jan-2018 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 4 Option II Of Face Value ` 1,000,000 Each Redeemable On 23-Jan-2018 At Premium Zero Coupon Secured Redeemable Non Convertible Debentures. Series 7. Option I. Date Of Maturity 09/01/2018 Zero Coupon Secured Redeemable Non-Convertible Debentures Series 4 Option I Of Face Value ` 1,000,000 Each Redeemable On 09-Jan-2018 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 18-Dec-2017 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 18-Dec2017 At Premium Non-Current As at As at March 31, 2016 March 31, 2015 (` in Millions) Current As at As at March 31, 2016 March 31, 2015 142.00 - - - 102.00 - - - 67.00 67.00 - - 37.00 37.00 - - 433.00 433.00 - - 62.00 62.00 - - 33.00 33.00 - - 200.00 - - - 130.00 - - - 62.00 62.00 - - 33.00 33.00 - - 120.00 120.00 - - 248.00 458.00 - - 250.00 250.00 - - 50.00 50.00 - - 361.00 403.00 - - 25.00 - - - 12.00 - - - 275.00 307.00 - - 152.00 202.00 - - 34.00 34.00 - - 33.00 33.00 - - 30.00 30.00 - - 30.00 30.00 - - 60.00 60.00 - - - - - - Annual Report 2015-16 137 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Particulars Zero Coupon Secured Redeemable Non-Convertible Debentures Series 3 Option II Of Face Value ` ,1000,000 Each Redeemable On 18-Dec-2017 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 06-Dec-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 3 Option I Of Face Value ` 1,000,000 Each Redeemable On 06-Dec-2017 At Premium Zero Coupon Secured Redeemable Non Convertible Debentures. Series 4. Option II Date Of Maturity 20 Nov-2017 Zero Coupon Secured Redeemable Non-Convertible Debentures Series 2 Option II Of Face Value ` 1,000,000 Each Redeemable On 20-Nov-2017 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 02-Nov-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 2 Option I Of Face Value ` 1,000,000 Each Redeemable On 02-Nov-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series I Option III Of Face Value ` 1,000,000 Each Redeemable On 11-Oct-2017 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 11-Oct-2017 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 3-Oct-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series I Option II Of Face Value ` 1,000,000 Each Redeemable On 03-Oct-2017 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 21-Sep-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series I Option I Of Face Value ` 1,000,000 Each Redeemable On 21-Sep-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A3 Option III Of Face Value ` 1,000,000 Each Redeemable On 14-Sep-2017 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 31-Aug-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Option I Of Face Value ` 1,000,000 Each Redeemable On 31-Aug-2017 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 16-Aug-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 16-Aug-2017 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 03-Jul-2017 At Premium Equity Linked Coupon Non Convertible Debentures Of Face Value ` 1,000,000 23-Jun-2017 At Par Zero Coupon Secured Redeemable Non –Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 20-Jun-2017 At Par Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 16-Jun2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 6 Option III Of Face Value ` 1,000,000 Each Redeemable On 15-Jun-2017 At Premium Equity Linked Coupon Non Convertible Debentures Of Face Value ` 1,000,000 15-May-2017 At Par Zero Coupon Secured Redeemable Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 15-May-2017 At Premium 138 India Infoline Finance Limited Non-Current As at As at March 31, 2016 March 31, 2015 (` in Millions) Current As at As at March 31, 2016 March 31, 2015 60.00 60.00 - - 40.00 40.00 - - 40.00 40.00 - - 610.00 610.00 - - 115.00 115.00 - - 40.00 40.00 - - 35.00 35.00 - - 91.00 91.00 - - 91.00 91.00 - - 39.00 39.00 - - 39.00 39.00 - - 65.00 65.00 - - 65.00 65.00 - - 500.00 - - - 170.00 170.00 - - 170.00 170.00 - - 180.00 180.00 - - 180.00 180.00 - - 120.00 120.00 - - 21.00 - - - 200.00 200.00 - - 50.00 - - - 500.00 500.00 - - 250.00 - - - 100.00 100.00 - - Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Particulars 11.85% Redeemable Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 29-Apr-2015 At Par 11.85% Redeemable Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 29-Apr-2016 At Par 11.85% Redeemable Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 29-Apr-2017 At Par Equity Linked Non Convertible Debentures - Series 042 Type III Of Face Value ` 100,000 Each Redeemable On 25-Apr-2017 At Par Zero Coupon Secured Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 24-Apr-2017 At Premium Equity Linked Non Convertible Debentures Of Face Value ` 1,000,000 18Apr-2017 At Par Zero Coupon Secured Redeemable Non-Convertible Debentures Series 6 Option Ii Of Face Value ` 1,000,000 Each Redeemable On 10-Apr-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 7 Option I Of Face Value ` 1,000,000 Each Redeemable On 10-Apr-2017 At Premium 12.15% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 4-Apr-2017 Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 3-Apr-2016 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 03-Apr-2017 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 03Apr-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A1 Option II Of Face Value ` 1,000,000 Each Redeemable On 03-Apr-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 6 Option I Of Face Value ` 1,000,000 Each Redeemable On 20-Mar-2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series 5 Option I Of Face Value ` 1,000,000 Each Redeemable On 07-Mar-2017 At Premium Zero Coupon Non Convertible Debentures Of Face Value ` 1,000,000 07-Feb2017 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures Series A1 Option I Of Face Value ` 1,000,000 Each Redeemable On 07-Feb-2017 At Premium Equity Linked Non Convertible Debenture -Series I-037 Of Face Value ` 1,00,000 Each Redeemable On 21-Nov-2016 At Par 11.85% Redeemable Non Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 17-Nov-2016 At Par Equity Linked Non Convertible Debenture-Series I-036 Of Face Value ` 1,00,000 Each Redeemable On 14-Nov-2016 At Par Equity Linked Non Convertible Debenture-Series I-035 Of Face Value ` 1,00,000 Each Redeemable On 02-Nov-2016 At Par Equity Linked Non Convertible Debenture -Series I-034 Of Face Value ` 1,00,000 Each Redeemable On 25-Oct-2016 At Par Equity Linked Non Convertible Debenture -Series I-033 Of Face Value ` 1,00,000 Each Redeemable On 24-Oct-2016 At Par 12% Secured Redeemable Non Convertible Debentures. Option I. Of Face Value ` 1,000 Each Redeemable On 29-Sep-2016 At Par 12% Secured Redeemable Non Convertible Debentures. Option II.Of Face Value ` 1,000 Each Redeemable On 29-Sep-2016 At Par Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 6-Sept-2016 Non-Current As at As at March 31, 2016 March 31, 2015 (` in Millions) Current As at As at March 31, 2016 March 31, 2015 - - - 350.00 - 350.00 350.00 - 350.00 350.00 - - 250.00 250.00 - - 350.00 350.00 - - 50.00 - - - 850.00 850.00 - - 500.00 - - - 150.00 150.00 - - - 220.00 220.00 - 180.00 180.00 - - 200.00 - - - 200.00 - - - - 500.00 500.00 - - 500.00 500.00 - - - 30.00 - - - 30.00 - - 56.50 56.50 - - 350.00 350.00 - - 62.30 62.30 - - 74.10 74.10 - - 30.50 30.50 - - 93.50 93.50 - - 5,845.21 4,981.88 - - 840.48 728.44 - - 50.00 50.00 - Annual Report 2015-16 139 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Particulars Zero Coupon Secured Redeemable Non-Convertible Debentures Option II Of Face Value ` 1,000,000 Each Redeemable On 06-Sep-2016 At Premium Equity Linked Non Convertible Debentures - Series I 32 Of Face Value ` 100,000 Each Redeemable On 02-Sep-2016 At Par Equity Linked Non Convertible Debentures - Series I 31 Face Value ` 100,000 Each Redeemable On 01-Sep-2016 At Par 11.90 % Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 18-Aug-2016 At Par 11.70 % Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 18-Aug-2016 At Par Equity Linked Non Convertible Debentures - Series I 30 Of Face Value ` 100,000 Each Redeemable On 18-Aug-2016 At Par Equity Linked Non Convertible Debentures - Series I 29 Of Face Value ` 100,000 Each Redeemable On 8-Aug-2016 At Par Equity Linked Non Convertible Debentures - Series I 28 Of Face Value ` 100,000 Each Redeemable On 01-Aug-2016 At Par Equity Linked Non Convertible Debentures - Series I 27 Of Face Value ` 1,00,000 Each Redeemable On 25-Jul-2016 At Par Equity Linked Non Convertible Debentures - Series I 26 Of Face Value ` 1,00,000 Each Redeemable On 18-Jul-2016 At Par Equity Linked Non Convertible Debentures - Series I 25 Of Face Value ` 1,00,000 Each Redeemable On 7-Jul-2016 At Par Equity Linked Non Convertible Debentures - Series I 24 Of Face Value ` 1,00,000 Each Redeemable On 04-Jul-2016 At Par Equity Linked Non Convertible Debentures - Series I 23 Of Face Value ` 1,00,000 Each Redeemable On 01-Jul-2016 At Par Equity Linked Non Convertible Debentures - Series I 22 Of Face Value ` 1,00,000 Each Redeemable On 27-Jun-2016 At Par Equity Linked Non Convertible Debentures - Series I 21 Of Face Value ` 1,00,000 Each Redeemable On 21-Jun-2016 At Par Equity Linked Non Convertible Debentures - Series I 20 Of Face Value ` 100,000 Each Redeemable On 18-Jun-2016 At Par Zero Coupon Secured Redeemable Non-Convertible Debentures Series 7 Option Ii Of Face Value ` 1,000,000 Each Redeemable On 11-Apr-2016 At Premium Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 27-Jul-2015 At Premium Zero Coupon Secured Redeemable Non-Convertible Debentures of Face value ` 1,000,000 Each Redeemable on 27-Jul-2015 at premium Zero Coupon Secured Redeemable Non-Convertible Debentures of Face Value ` 1,000,000 Each Redeemable on 22-Apr-2015 at premium Total Non-Current As at As at March 31, 2016 March 31, 2015 (` in Millions) Current As at As at March 31, 2016 March 31, 2015 - 50.00 50.00 - - 59.00 59.00 - - 13.00 13.00 - - 2,275.08 2,094.35 - - 200.49 104.46 - - 35.00 35.00 - - 44.70 39.70 - - 26.70 26.70 - - 85.20 85.20 - - 148.40 148.40 - - 142.50 117.20 - - 388.90 381.80 - - 27.50 27.50 - - 146.00 145.50 - - 74.40 74.40 - - 266.10 235.70 - - - 500.00 - - - - 150.00 - - - 100.00 28,091.67 35,239.75 12,195.12 200.00 800.00 The above debentures are secured by way of registered mortgage and or charge over immoveable property and/or current assets, book debts, receivables (both present and future) and other assets of the Company. Debenture redemption reserves on the Non Convertible Debentures have been created as disclosed in note 4.1. 140 India Infoline Finance Limited Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 5.2. NON CONVERTIBLE DEBENTURES – UNSECURED Particulars 12.10% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 24-May-2023 At Par 12.20% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 4-Nov-2022 At Par 12.15% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 30-Aug-2022 At Par 12.15% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 30-Aug-2022 At Par 9.30% Unsecured Redeemable Non Convertible Subordinated Debentures Series U04 Of Face Value ` 1,000,000 Each Redeemable On 11-Feb-2022 At Par 9.30% Unsecured Redeemable Non Convertible Subordinated Debentures Series U03 Of Face Value ` 1,000,000 Each Redeemable On 25-Jan-2022 At Par 10.50% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 16-Sept-2021 At Par 10.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 10-Sept-2021 At Par 10.50% Unsecured Redeemable Non Convertible Subordinated Debentures Series U02 Of Face Value ` 1,000,000 Each Redeemable On 10-Aug-2021 At Par 10.50% Unsecured Redeemable Non Convertible Subordinated Debentures Series U01 Of Face Value ` 1,000,000 Each Redeemable On 26-Jul-2021 At Par 11.25% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 4-Sep-2020 At Par 10.75% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 3-June-2020 At Par 10.75% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 30-Apr-2020 At Par 12% Unsecured Subordinate Non Convertible Debentures Option I Of Face Value ` 1,000 Each Redeemable On 02-Apr-2020 At Par Zero Coupon Unsecured Subordinate Non Convertible Debentures Option II Of Face Value ` 1000 Each Redeemable On 02-Apr-2020 At Premium 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 30-Mar-2019 (SBMIB VII – 7 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 30-Mar-2019 (SBMIB VI - 7 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 2-Mar-2019 (SBMIB V – 7 Years) At Par 12.0% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 27-Feb-2019 At Par 12.0% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 27-Feb-2019 At Premium 12.0% Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 27-Feb-2019 At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 23-Feb-2019 (SBMIB IV – 7 Years) At Par Zero Coupon Non-Convertible Debentures Of Face Value ` 1,000,000 Each Redeemable On 20-Feb-2019 At Par (Refer Note - 5.2.1) 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 7-Feb-2019 (SBMIB III – 7 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 7-Feb-2019 (SBMIB II – 7 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 18-Jan-2019 (SBMIB I – 7 Years) At Par 12.75% Non-Convertible Debentures Series N5 Of Face Value ` 1,000 Each Redeemable On 17-Sep-2018 At Par 12.75% Non-Convertible Debentures Series N6 Of Face Value ` 1,000 Each Redeemable On 17-Sep-2018 At Par Non-Current As at As at March 31, 2016 March 31, 2015 (` in Millions) Current As at As at March 31, 2016 March 31, 2015 100.00 100.00 - - 230.00 230.00 - - 150.00 150.00 - - 50.00 50.00 - - 100.00 - - - 100.00 - - - 150.00 - - - 200.00 - - - 100.00 - - - 170.00 - - - 2,000.00 2,000.00 - - 100.00 100.00 - - 450.00 450.00 - - 1,798.58 1,798.58 - - 201.42 201.42 - - 0.35 0.35 - - 0.05 0.05 - - 0.09 0.09 - - 250.00 250.00 - - 250.00 250.00 - - 250.00 250.00 - - 0.47 0.47 - - 500.00 500.00 - - 0.25 0.25 - - 0.03 0.03 - - 1.16 1.16 - - 3,948.53 3,948.53 - - 600.38 600.38 - - Annual Report 2015-16 141 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Non-Current As at As at March 31, 2016 March 31, 2015 Particulars Zero Coupon Non-Convertible Debentures Series N7 Of Face Value ` 1,000 Each Redeemable On 17-Sep-2018 At Par 12.25% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 04-Apr-2018 (SBDB VI – 6 Years) At Par 12.25% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 30-Mar-2018 (SBDB V – 6 Years) At Par 12.25% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 30-Mar-2018 (SBDB IV – 6 Years) At Par 12.25% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 1-Mar-2018 (SBDB III – 6 Years) At Par 12.25% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 7-Feb-2018 (SBDB II – 6 Years) At Par 12.25% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 23-Jan-2018 (SBDB I – 6 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 30-Mar-2017 (SBMIB VI – 5 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 30-Mar-2017 (SBMIB VII – 5 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 2-Mar-2017 (SBMIB V – 5 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 23-Feb-2017 (SBMIB IV – 5 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 7-Feb-2017 (SBMIB III – 5 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 7-Feb-2017 (SBMIB II – 5 Years) At Par 12.75% Non-Convertible Debentures Of Face Value ` 1,000 Each Redeemable On 18-Jan-2017 (SBMIB I – 5 Years) At Par Total (` in Millions) Current As at As at March 31, 2016 March 31, 2015 451.09 451.09 - - 1.77 1.77 - - 1.79 1.79 - - 1.44 1.44 - - 2.41 2.41 - - 2.54 2.54 - - 3.76 3.76 - - - 3.23 3.23 - - 2.33 2.33 - - 3.13 3.13 - - 3.79 3.79 - - 4.77 4.77 - - 3.30 3.30 - 12,166.11 4.27 11,370.91 4.27 24.82 - NOTE 5.2.1 For these non convertible debentures, the company has a call option, after 5 years from the date of allotment subject to prior approval from the Reserve Bank of India for redemption. These non convertible debentures do not have any put option. NOTE 5.3 TERM LOANS FROM BANKS-SECURED (` in Millions) Non-current Maturities Rate of interest* 9.00 % to 10.00 % 10.01 % to 11.00 % 11.01 % to 12.00 % Total As at March 31, 2016 1-3 years 3 years and above 9,054.85 25,262.36 437.50 34,754.71 3,269.80 8,024.40 11,294.20 As at March 31, 2015 Total 1-3 years 3 years and above Total 12,324.65 33,286.76 437.50 46,048.91 27,073.46 9,486.67 36,560.13 6,467.08 2,155.00 8,622.08 33,540.54 11,641.67 45,182.21 *The rate of interest for the above term loans are linked to the base rates of the banks and are subject to change from time to time. The above categorization of loans has been based on the interest rates, prevalent as on the respective reporting dates. 142 India Infoline Finance Limited Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 6. PROVISIONS (` in Millions) Particulars Provision for employee benefits Provision for leave encashment Provision for gratuity (Refer Note – 19.1) Subtotal Other Provisions Provision for Tax {Net of Advance Tax & TDS ` 3,218.59/- (P Y : ` 1,945.61/-)} Provision for standard assets Provision for expenses Proposed Dividend (including dividend payable) Dividend Distribution Tax on Dividend Subtotal Total Non-Current As at As at March 31, 2016 March 31, 2015 Current As at March 31, 2016 As at March 31, 2015 24.28 24.28 18.87 18.87 10.22 5.30 15.52 8.37 2.04 10.41 700.58 700.58 724.86 550.10 550.10 568.97 408.12 312.15 146.85 32.57 899.69 915.21 491.32 549.95 35.98 14.45 1,091.70 1,102.11 NOTE 7. SHORT TERM BORROWINGS (` in Millions) Particulars Secured Loans: Bank overdraft Short term Loan from banks Loan from financial Institution Sub total Unsecured Loans: Commercial Paper Less : Unexpired discount on commercial paper Inter Corporate deposit Sub total Total As at March 31, 2016 As at March 31, 2015 4,770.45 1,450.00 6,220.45 3,961.30 1,700.00 1,000.00 6,661.30 27,650.00 26,650.00 (323.09) 27,326.91 33,547.36 (324.66) 1,020.00 27,345.34 34,006.64 The above secured borrowings are secured by way of first pari-passu charge over the current assets in the form of receivables, book debts, bills, outstanding monies receivables including future movable assets, other than those specifically charged. Out of the above secured borrowings, ` 4,770.45 millions (Previous Year ` 5,658.68 millions) are also guaranteed by holding Company IIFL Holdings Limited. NOTE 8. OTHER CURRENT LIABILITIES (` in Millions) Particulars Current Maturities of Long Term Borrowings Secured Non Convertible Debentures Unsecured Non Convertible Debentures Loans from Banks Sub-total (Refer Note-5) Others Advances from customers Accrued salaries and benefits Contractually reimbursable expenses Income received in advance Interest accrued but not due on borrowings As at March 31, 2016 As at March 31, 2015 12,195.12 24.82 21,053.02 33,272.96 800.00 13,233.83 14,033.83 753.24 279.90 369.79 48.77 4,379.71 990.30 218.59 125.24 66.91 2,566.16 Annual Report 2015-16 143 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 (` in Millions) Particulars Payables on account of assignment /securitization transactions Payable to group company (Refer Note- 38) Statutory remittances Temporary overdrawn Bank balance as per books Other payables Sub-total Total As at March 31, 2016 As at March 31, 2015 1,050.31 68.26 6,512.33 23.50 13,485.81 46,758.77 851.06 6.87 56.96 1,425.20 19.62 6,326.92 20,360.75 NOTE 9. TANGIBLE ASSETS (` in Millions) Particulars Cost or valuation as at April 01,2015 Additions Deductions/Adjustments during the year As at March 31,2016 Depreciation Upto April 01,2015 Depreciation for the year Deductions/Adjustments during the year Upto March 31,2016 Net Block as at March 31,2016 Net Block as at March 31,2015 132.30 17.75 (20.58) 129.47 Electrical Equipment 349.92 13.52 (111.54) 251.90 Furniture And Fixture 756.18 20.78 (286.34) 490.62 Office Equipment 350.27 6.75 (99.55) 257.47 126.73 7.43 245.79 58.67 520.60 123.55 (19.57) (98.75) 114.58 14.87 5.57 205.72 46.18 104.12 Computer Premises Vehicles Total 285.98 139.36 425.34 5.50 5.41 10.91 1,880.15 203.57 (518.01) 1,565.71 231.20 61.67 26.11 16.62 0.24 1.50 1,150.67 269.44 (243.79) (87.02) - - (449.13) 400.36 90.27 235.58 205.85 51.62 119.07 42.73 382.62 259.87 1.74 9.17 5.26 970.98 594.73 729.48 NOTE 10. INTANGIBLE ASSETS (` in Millions) Amount Particulars Software/Intangible assets Cost or valuation as at April 1, 2015 Additions Deductions / Adjustments during the year As at March 31, 2016 Amortisation As at April 1, 2015 Amortisation for the year Deductions / Adjustments during the year Up to March 31, 2016 Net Block as at March 31, 2016 Net Block as at March 31, 2015 6.25 (0.24) 6.01 6.13 0.10 (0.24) 5.99 0.02 0.12 NOTE 11. NON – CURRENT INVESTMENTS Particulars Quoted, Non Trade, Long Term (Valued at Cost) Non Convertible Debentures: India Infoline Finance Limited Unsecured NCD-Series N6 India Infoline Finance Limited Unsecured NCD-Series N7 Total Quoted Investment {I} Unquoted, Non Trade, Long Term (Valued at Cost) 144 India Infoline Finance Limited Face Value in ` 1,000 1,000 As at March 31, 2016 Number Amount (` in Millions) As at March 31, 2015 Number Amount 1,085 261 1.22 0.35 1.57 Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Particulars Equity Shares Others: Credit Information Bureau (India) Limited Sub-total (B) Unquoted , Non- Trade ,Non – Current Mutual Funds: IIFL India Growth Fund Non Convertible Debentures for financing real estate projects: Arch Agro Industries Limited Assotech Limited Radius & Deserve Land Developers Pvt Ltd Roseberry Developers Private Limited Roseberry Developers Private Limited- (Series B) Ruchi Priya Developers Private Limited Shambhavi Realty Private Limited Sheth Buildwell Private Limited Nuevo Suncity Private Limited Sutlej Housing Private Limited Parinee Realty Private Limited Renaissance Indus Infra Private Limited Galleria Developers Private Limited- (Series C) Wahwa Group Holdings Private Limited Less: Provision for diminution in the value of investment Sub-total (C) Market Linked Debenture Reliance Capital Limited (Refer Note - 11.1) Sub-Total (D) Grand Total (A+B+C+D) Face Value in ` As at March 31, 2016 Number Amount (` in Millions) As at March 31, 2015 Number Amount 10 250,000 155.00 155.00 250,000 155.00 155.00 10 4,562,418 50.00 - - 10,000 100,000 1,000,000 100,000 65,981 100,000 100,000 100,000 100,000 100,000 100,000 13,131 100,000 100,000 13,073 2,600 120 130.73 260.00 120.00 1,516 4,000 4,000 9,500 16,320 2,634 - 100.00 400.00 400.00 950.00 1,631.99 34.59 (26.15) 4,001.16 13,073 4,680 2,400 3,000 7,425 959 2,580 700 3,723 10,000 857 11,500 - 130.73 468.00 240.00 300.00 742.50 95.92 258.00 70.00 372.27 1,000.00 85.71 1,150.00 (26.15) 4,886.98 100,000 508 448 44.80 44.80 5,088.36 50.80 50.80 4,256.96 NOTE 11.1 Held to cover possible payout in respect of certain structured products issued by the Company. NOTE 12. DEFERRED TAX ASSETS The company has recognized Deferred Tax Assets since the management is reasonably/virtually certain of its profitable operations in future. As per Accounting Standard 22 ‘Accounting for Taxes on Income’, the timing differences mainly relates to following items and results in a net deferred tax asset: (` in Millions) Sr. No. a. b. c. d. e. Particulars On Depreciation On Gratuity On Provision for doubtful debts On Provision for Expenses On Provision for standard assets Gross Deferred Tax Asset (A) Deferred Tax Liability on Special Reserve (B) Net Deferred Tax Asset (A-B) As at March 31, 2016 As at March 31, 2015 264.56 1.82 561.73 242.46 1,070.57 209.34 0.70 418.23 52.27 190.38 870.92 104.16 966.41 42.05 828.87 Annual Report 2015-16 145 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 13. LOANS & ADVANCES (` in Millions) Particulars Non-Current As at As at March 31, 2016 March 31, 2015 Loans & Advances -Secured,Considered Good -Secured,Considered Doubtful (Non-Performing Loans) -Unsecured, Considered Good (Non-Performing Loans) Less : Provision for Doubtful Loans Sub-total Others loans & advances Dues from Customers: -Secured, Considered Good -Secured, Considered Doubtful (Non-Performing Loans) -Unsecured, Considered Good (Non-Performing Loans) Deposits given Deposit with exchanges Capital advances: -Secured -Unsecured Unsecured Inter Corporate Deposit Advance Income Tax {(Net of provision for Tax `3,649.65/- (P Y : ` 2,875.18/-)} Sub-total Total Current As at March 31, 2016 As at March 31, 2015 89,444.60 1,658.27 41.29 (1,073.15) 90,071.01 49,743.37 1,560.26 (747.98) 50,555.65 79,623.54 148.68 220.63 (517.74) 79,475.11 87,251.98 233.17 (321.81) 87,163.34 159.46 181.00 - 5,432.48 684.94 8.16 67.00 7,487.96 57.93 5.73 90.00 1,013.23 1,172.69 91,243.70 11.08 576.73 768.81 51,324.46 6,192.58 85,667.69 7,641.62 94,804.96 NOTE 14. OTHER ASSETS (` in Millions) Particulars Non-Current As at As at March 31, 2016 March 31, 2015 Unamortised debenture issue expenses Prepaid expenses Service tax input credit receivable Staff loans Others Total 82.05 50.02 132.07 Current As at March 31, 2016 As at March 31, 2015 72.49 147.85 5.03 1.69 34.20 261.26 143.63 134.50 3.20 1.55 149.33 432.21 113.45 68.86 182.31 NOTE 15. CURRENT INVESTMENTS: (VALUED AT COST OR MARKET VALUE WHICHEVER IS LOWER UNLESS STATED OTHERWISE) Particulars Quoted, Trade, Current Bonds: 8.48% NHAI -2028 7.35% NHAI -2031 Sub-total (A) Government Securities: 7.16% Government Security – 2023 8.40% Government Security – 2024 Less: Provision for diminution in the value of investment (Refer Note – 24) Sub-Total (B) 146 India Infoline Finance Limited Face Value in ` 1,000,000 1,000 100 100 As at March 31, 2016 Number Amount 105,974 (` in Millions) As at March 31, 2015 Number Amount 109.57 109.57 90 98.38 98.38 - 5,000,000 10,000,000 450.50 1,029.40 1,479.90 Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 Particulars Mutual Funds: Kotak Bond Plan A HDFC Monthly Income Plan-Long Term Plan-Growth Birla Sunlife Income Plus Growth Reliance Fixed Horizon Fund ICICI Prudential Gilt fund ICICI Prudential Value Fund Series 6 (Div) ICICI Prudential Value Fund Series 6 (G) Birla Sunlife Fixed Term Plan SR IP Regular Subtotal (C) Total Quoted Investment (A+B+C) {I} Unquoted, Non- Trade, Current Mutual Funds: DWS Ultra Short Term Fund IIFL India Growth Fund IIFL Liquid Fund Regular Growth Subtotal (D) Non Convertible Debentures for financing real estate projects: Assotech Limited Renaissance Indus Infra Pvt. Ltd. Sheth Buildwell Private Ltd Pratibha Impex Private Limited Roseberry Developers Private Limited- Series B Roseberry Developers Private Limited Wadhwa Constructions and Infrastructures Private Limited Ruchi Priya Developers Private Limited Sutlej Housing Private Limited Parinee Realty Private Limited Sub Total (E) Unquoted, Trade, Current Mutual Funds: Investment - Indiareit Apartment Fund IIFL Income Opportunities Fund IIFL National Development Agenda Fund IIFL Income Opportunities - Special Situation Class B IIFL Real Estate Fund ( Domestic) Series 1 Class B* IIFL Real Estate Fund ( Domestic) Series 1 Class C Subtotal (F) Total Unquoted Investment (D+E+F) {II} Grand Total {I+II} Aggregate cost of quoted mutual fund units NAV of quoted mutual fund units Aggregate cost of quoted investments Aggregate market value of quoted investments Aggregate cost of unquoted investments Face Value in ` 10 10 10 10 10 10 10 10 10 10 1,000 As at March 31, 2016 Number Amount 8,438,732 13,781,672 5,638,900 (` in Millions) As at March 31, 2015 Number Amount 337.95 393.33 355.48 380.98 1,467.74 1,577.31 12,114,297 17,878,898 7,493,687 20,000,000 - - 73,501,223 11,230,487 8,986 1,130.00 120.00 10.00 1,260.00 2,459 492 25 2,000 2,905 245.88 49.24 2.49 200.00 85.53 400.00 983.14 520 137 2,000 1,600 5,000 2,000 300 6,027 52.00 13.67 200.00 160.00 500.00 200.00 30.00 602.73 1,758.40 10.61 69.78 100.00 275.03 186.49 641.91 1,625.05 3,202.37 1,467.75 1,544.99 1,577.32 1,653.98 1,625.05 9,890,182 9,713,024 5,857,833 214 7,500,000 102.91 100.00 59.53 0.00 554.54 816.98 3,835.38 7,144.82 1,731.16 1,735.60 3,309.45 3,356.73 3,835.37 13,703,744 - 100,000 100,000 100,000 100,000 100,000 29,443 100,000 100,000 100,000 100,000 4,000 - 100,000 1 10 10 10 57 96 58,351,970 9,713,024 25,542,335 7,500,000 500,000 2,500,000 3,500,000 483.30 508.30 470.80 200.00 5.00 25.00 38.76 1,731.16 3,309.44 *amount is less than ` 0.01 million, hence shown as ` 0.00 million wherever applicable Annual Report 2015-16 147 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 16. CASH AND BANK BALANCE (` in Millions) Current Particulars Cash and Cash Equivalents Cash on hand Balance with Banks: - In Current accounts Subtotal (A) Other Banks Balances Deposits pledged with bank as margin for credit enhancement/ guarantees for credit enhancement/ lien against loans taken (Refer Note 16.1) Deposits with original maturity for more than three months but less than twelve months (Refer Note 16.1) Subtotal (B) Total (A+B) As at March 31, 2016 As at March 31, 2015 126.06 443.83 4,061.63 4,187.69 7,874.50 8,318.33 2,268.30 51.54 2,319.84 6,507.53 2,560.32 25.08 2,585.40 10,903.73 NOTE 16.1. DETAILS OF FIXED DEPOSITS (` in Millions) Amount Breakup of Fixed Deposits Lien Marked First Loss Credit Enhancement Second Loss Credit Enhancement Free FDR Interest accrued on Fixed Deposits 551.88 1,529.90 186.52 28.80 22.74 2,319.84 NOTE 17. REVENUE FROM OPERATIONS (` in Millions) Particulars Income from financing activities Profit from sale of investments (Net) Dividend Income Total 2015-2016 2014-2015 24,959.23 772.79 3.75 25,735.77 22,596.03 292.43 116.44 23,004.90 NOTE 18. OTHER INCOME (` in Millions) Particulars Processing fee Interest on fixed deposits Administration fee & other charges from customer Miscellaneous income Total 148 India Infoline Finance Limited 2015-2016 2014-2015 804.32 211.04 652.78 249.88 1,918.02 503.33 170.45 296.22 136.09 1,106.09 Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 19. EMPLOYEE BENEFIT EXPENSES (` in Millions) Particulars Salaries Contribution to and provision for : - Provident and other Funds (Refer note - 19.2) - Leave encashment - Gratuity Staff welfare expenses Total 2015-2016 2014-2015 2,452.82 1,994.58 112.64 18.38 21.30 86.03 2,691.17 78.10 12.82 5.50 69.29 2,160.29 NOTE 19.1. DISCLOSURE PURSUANT TO ACCOUNTING STANDARD (AS) 15 REVISED “EMPLOYEE BENEFIT” (` in Millions) Particulars Assumptions Discount rate Salary escalation Rate of return on plan assets Change in Benefit Obligation Liability at the beginning of the year Interest cost Current service cost Liability transferred in Liability transferred out Benefit paid Actuarial (Gain)/ loss on obligations Liability at the end of the year Amount Recognized in the Balance Sheet Liability at the end of the year Fair value of plan assets at the end of the year Funded status (Surplus) Net Liability/(Asset) recognized in the Balance Sheet Expense Recognized in Statement of Profit and Loss Liability transferred in Interest cost Current service cost Expected return on plan assets Benefit paid Actuarial (Gain) or loss Expense Recognized in Statement of Profit and Loss Balance Sheet reconciliation Opening net liability Net transfer in Net transfer out Expenses as above Employers contribution Net Liability/(Asset) recognized in the Balance Sheet 2015-2016 2014-2015 7.84% 5.00% 7.84% 7.89% 5.00% 7.89% 46.85 3.70 14.16 5.21 (3.44) (13.02) 4.83 58.28 42.76 3.91 15.07 2.61 (0.73) (3.70) (13.07) 46.85 (58.28) 52.99 (5.29) (5.29) (46.85) 44.81 (2.04) (2.04) 3.70 14.16 (3.54) 6.98 21.30 3.90 15.07 (0.26) (13.21) 5.50 2.04 5.21 (3.44) 21.30 (19.81) 5.30 39.82 2.61 (0.73) 5.51 (45.17) 2.04 Annual Report 2015-16 149 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 19.2. DEFINED CONTRIBUTION PLANS The Company has also recognised the following amount as an expense: (` in Millions) Particulars Contribution to provident and other fund 2015-2016 2014-2015 95.24 56.47 NOTE 20. FINANCE COST (` in Millions) Particulars Interest expenses Other borrowing cost Total 2015-2016 2014-2015 15,820.78 269.81 16,090.59 13,612.01 243.87 13,855.88 NOTE 21. DEPRECIATION AND AMORTISATION EXPENSES (` in Millions) Particulars Depreciation on Tangible Assets (Refer Note -9) Amortisation of Intangible Assets (Refer Note -10) Total 2015-2016 2014-2015 269.45 0.10 269.55 312.27 0.10 312.37 NOTE 22. OTHER EXPENSES (` in Millions) Particulars Advertisement Books & periodicals Bank charges Communication Corporate social responsibility expenses (Refer Note -37) Direct operating expenses Electricity charges Exchange & statutory charges Insurance premium Legal & professional fees Loss on sale of fixed assets Marketing expenses Membership & subscription charges* Miscellaneous expenses Office expenses Postage & courier Printing & stationery Rent Rates & taxes Repairs & maintenance: - Computer - Others Remuneration to Auditors: - Audit fees - Certification expenses - Out of pocket expenses Software charges Travelling & conveyance Total *amount is less than ` 0.01 million, hence shown as ` 0.00 million wherever applicable 150 India Infoline Finance Limited 2015-2016 2014-2015 43.90 0.50 42.58 77.14 68.90 84.38 87.30 21.22 29.16 264.21 6.97 430.28 0.00 4.90 252.76 32.89 40.43 462.28 4.69 60.93 0.78 47.32 81.37 13.75 89.15 94.68 29.55 53.59 163.24 2.41 390.71 0.10 8.08 359.09 22.91 54.96 492.03 1.20 12.72 32.81 9.00 40.03 1.42 0.15 0.02 58.83 246.18 2,306.62 1.42 0.09 0.09 7.00 195.21 2,218.69 Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 23. PROVISIONS AND WRITE OFF (` in Millions) Particulars As at March 31, 2016 As at March 31, 2015 413.82 1.73 521.11 150.48 1,087.14 43.51 258.01 14.40 493.11 240.20 1,049.23 Bad debts written off Provision for contingencies Provision for diminution in the value of Investments Provision for doubtful loans (Non performing assets) Provision for standard loans Total NOTE 24. BASIC AND DILUTED EARNINGS PER SHARE (EPS) COMPUTED IN ACCORDANCE WITH ACCOUNTING STANDARD (AS) 20 “EARNINGS PER SHARE” (` in Millions) Particulars Basic EPS Profit after Tax as per statement of profit and loss Less: Preference Dividend & DDT on Preference Dividend Profit after Tax attributable to Equity shareholders (` in Million) Weighted average number of equity shares beginning Basic EPS (`) Diluted EPS Profit after Tax as per statement of profit and loss Less: Preference Dividend & DDT on Preference Dividend Profit after Tax attributable to Equity shareholders (` in Million) Weighted average number of equity shares beginning Add: Potential Equity Shares on account of grant of Employees Stock Options Weighted average number of equity shares outstanding Diluted EPS (`) Face Value per share 2015-2016 2014-2015 3,387.01 392.67 2,994.33 237.15 12.6 3,012.28 129.86 2,882.42 237.15 12.2 3,387.01 392.67 2,994.33 237.15 0.78 237.93 12.6 10.0 3,012.28 129.86 2,882.42 237.15 237.15 12.2 10.0 A B A/B C D C/D NOTE 25. The summary of consolidated Financial Statements represents consolidation of accounts of the Company with its following subsidiaries, all incorporated within India, as detailed below: (` in Millions) Proportion of ownership interest* Particulars As at March 31, 2016 As at March 31, 2015 100% 100% India Infoline Housing Finance Limited *Based on equity share capital holding. NOTE 26. AS ON MARCH 31, 2016, CONTINGENT LIABILITIES NOT PROVIDED FOR ARE AS FOLLOWS (` in Millions) Sr. No. (i) (ii) Particulars In respect of Income tax demands (Refer Note 26.1) Legal suits filed by the consumers in consumer forum and civil court (Refer note 26.2) Total As at March 31, 2016 As at March 31, 2015 257.84 0.34 258.17 161.87 0.20 162.07 Annual Report 2015-16 151 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 26.1. The Company has filed appeal against the said demands raised by the department. NOTE 26.2. The Company is subject to legal proceedings and claims which have arisen in the ordinary course of the business. The Company’s management does not reasonably expect that these legal actions, when ultimately concluded and determined, will have material and adverse effect on the Company’s financial position. NOTE 27. As on the Balance Sheet date, there were outstanding commitments of capital expenditure of ` 26.96 millions (Net of advances) (Previous Year ` 5.06 millions), out of the total contractual obligation entered up to the end of the year. NOTE 28. DETAILS OF PROPOSED PREFERENCE DIVIDEND (` in Millions) Particulars Dividend Proposed by IIFL On 8.00% Compulsorily Redeemable Non- Convertible Non Cumulative Preference Shares of ` 10 each Number of shares Dividend (A) (` in Million) On 8.00% Compulsorily Redeemable Non Convertible Cumulative Preference Shares of ` 10 each Number of shares Dividend (B) (` in Million) On 9.25% Compulsorily Redeemable Non Convertible Cumulative Preference shares of ` 10 each Number of Shares Dividend (C) (` in Million) Total (A+B+C) {I} (` in Million) Dividend Proposed by Subsidiary – IIHFL On 6.00% Compulsory Convertible Cumulative Redeemable Preference Shares of ` 10 Each No of Shares Dividend (D) (` in Million) On 10.00% Redeemable Preference Shares of ` 10 Each No of Shares Dividend (E) (` in Million) Total (D+E) {II} (` in Million) Total {I+II} (` in Million) As at March 31, 2016 As at March 31, 2015 ` 0.8 Per share 75,000,000 60.00 ` 0.8 Per share 75,000,000 30.25 ` 0.8 Per share 100,000,000 80.00 ` 0.8 Per share 100,000,000 3.07 140.00 ` 0.9 Per share 150,000,000 2.66 35.98 - ` 0.6 Per share 135,000,000 81.00 ` 1 Per share 20,000,000 20.00 20.00 160.00 ` 1 Per share 20,000,000 20.00 101.00 136.98 NOTE 29. The Company operates from and uses the premises, infrastructure and other facilities and services as provided to it by its holding company/ group companies which are termed as ‘Shared Services’. Hitherto, such shared services consisting of administrative and other revenue expenses paid for by the company were identified and recovered/recoverable from them based on reasonable management estimates, which are constantly refined in the light of additional knowledge gained relevant to such estimation. These expenses are recovered on an actual basis and the estimates are used only where actual were difficult to determine. NOTE 30. The Company has taken office premises on operating lease at various locations. Lease rent in respect of the same have been charged to statement of Profit and Loss .The agreements are executed for a period ranging 1 to 5 years with a renewable clause. Some agreements have a clause for a minimum lock-in period. The agreements also have a clause for termination by either party giving a prior notice period between 30 to 180 days. The Company has also taken some other assets under operating lease. The minimum lease rentals outstanding as at March 31, 2016, are as under: (` in Millions) Minimum Lease Payments Upto One year One to five years Total 152 India Infoline Finance Limited As at March 31, 2016 As at March 31, 2015 47.31 0.45 47.76 53.78 0.95 54.73 Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 31. SEGMENT REPORTING In the opinion of the management, there is only one reportable business segment (Financing and Investing) as envisaged by AS 17 ‘Segment Reporting’, issued by the Institute of Chartered Accountants of India. Accordingly, no separate disclosure for segment reporting is required to be made in the financial statements of the Company. Secondary segmentation based on geography has not been presented as the Company operates primarily in India and the Company perceives that there is no significant difference in its risk and returns in operating from different geographic areas within India. NOTE 32. Details of Dues to Micro, Small and Medium Enterprises: Other Current liabilities includes ` Nil (Previous year ` Nil) payable to “Suppliers” registered under the Micro, Small and Medium Enterprises Development Act, 2006. No interest has been paid / is payable by the Company during the year to “Suppliers” registered under this act. The aforementioned is based on the responses received by the Company to its inquiries with suppliers with regard to applicability under the said Act. NOTE 33. RETURN ON ASSETS The return on assets for the financial year 2015-2016 was 1.8% (Previous year 2.0%). NOTE 34. The Company has implemented “India Infoline Finance Limited Employees Stock Options Scheme-2015” (IIFL ESOP 2015) and has outstanding options granted under the said scheme. The options are granted by the Nomination & Remuneration Committee vest in graded manner and must be exercised within the specified period as per the IIFL ESOP 2015. (A) The details of the Employee Stock Option Schemes is as under: Particulars No. of options as on March 31, 2016 Method of accounting Vesting plan Exercise period Grant Dates Grant Price (` Per Share) Book Value on the date of Grant of Option (` Per Share) Schedule of vesting On first anniversary of the grant On second anniversary of the grant On third anniversary of the grant On fourth anniversary of the grant ESOP 2015 780,040 Intrinsic Value Please refer the schedule below Maximum 7 years from the date of grant. 2-Dec-2015 and 9-Mar-2016 83.00 83.00 Vesting Proportion 10%of the options granted 20%of the options granted 30%of the options granted 40%of the options granted (B) Movement of option Granted Particulars Options outstanding at the beginning of the year Granted during the year Exercised during the year Lapsed during the year Options outstanding at the end of the year ESOP 2015 780,040 780,040 NOTE 35. During the year under review, the Company had come across frauds totaling to ` 13.28 millions (Previous year ` 41.46 millions) in respect of our lending operations. Out of the above ` 2.84 millions (Previous year ` 23.32 millions) has already been recovered. Suitable action has been taken by the Company to recover the balance amounts. Annual Report 2015-16 153 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 36. As on March 31, 2016 the gold loan portfolio comprises 14.99% (Previous year 22.03%) of the total asset of the Company. NOTE 37. CORPORATE SOCIAL RESPONSIBILITY During the financial year 2015-16, the Company spend ` 68.90 millions (P.Y. ` 13.75 millions) out of the total amount of ` 69.10 millions (P.Y. ` 49.01 millions) required to be spent as per section 135 of the Companies Act 2013 in respect of Corporate Social Responsibility [CSR]. The Company was focused on implementing the projects identified by the CSR Committee and had successfully completed most of the projects. The Company had substantially utilized the amount required to be spent on CSR projects and small amount of ` 0.20 million remain as unspent. The Company has many ongoing projects and plans to further increase the spend in the years to come through its impact driven projects. NOTE 38. DISCLOSURES IN RESPECT OF APPLICABILITY OF AS – 18 RELATED PARTY DISCLOSURES (a) Related parties where control exists: Nature of Relationship Holding Company Direct Subsidiaries Fellow Subsidiaries Group Companies Key Managerial Personnel Other related parties 154 India Infoline Finance Limited Name of party IIFL Holdings Limited India Infoline Housing Finance Limited India Infoline Commodities Limited India Infoline Media & Research Services Limited IIFL Capital Limited India Infoline Limited (Formerly India Infoline Distribution Company Limited) India Infoline Insurance Services Limited India Infoline Insurance Brokers Limited IIFL Wealth Management Limited IIFL Realty Limited India Infoline Commodities DMCC IIFL Wealth (UK) Limited IIFL Capital Inc. IIFL Asset Reconstruction Company Limited IIFL Distribution Services Limited (Formerly IIFL Distribution Services Private Limited) IIFL Investment Advisor and Trustee Services Limited (Formerly IIFL Trustee Services Limited) India Alternative Investment Advisors Private Limited India Infoline Trustee Company Limited India Infoline Asset Management Company Limited IIFL Alternate Asset Advisors Limited IIFL (Asia) Pte. Limited IIFL Capital Pte. Limited IIFL Securities Pte Limited IIFL Private Wealth Hong Kong Limited IIFL Private Wealth (Mauritius) Limited IIFL Private Wealth Management (Dubai) Limited IIFL Inc. IIFL Private Wealth (Suisse) SA. IIFL Properties Private Limited (Formerly Ultra Sign and Display Private Limited) India Infoline Foundation IIFL Wealth Finance Limited (Formerly Chephis Capital Markets Limited) Nirmal Jain Rajashree Nambiar R. Venkataraman Madhu Jain (Spouse of Mr. Nirmal Jain) Valentino S. Peter (Spouse of Mrs. Rajashree Nambiar) Orpheus Trading Private Limited Ardent Impex Private Limited Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 (b) Significant Transaction with Related Parties: (` in Millions) Nature of Transaction Interest Income IIFL Alternate Assets Advisors Limited IIFL Holdings Limited IIFL Capital Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Investment Adviser Trustee Services Limited IIFL Wealth Management Limited India Alternates Investment Advisors Private Limited India Infoline Commodities Limited India Infoline Insurance Brokers Limited India Infoline Insurance Services Limited India Infoline Limited India Infoline Media and Research Services Limited Mrs. Madhu Jain Interest Expense IIFL Alternate Assets Advisors Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Holdings Limited India Infoline Limited IIFL Wealth Finance Limited (Formerly Chephis Capital Markets Limited) IIFL Wealth Management Limited India Infoline Commodities Limited India Infoline Asset Management Company Limited India Infoline Limited Key Group Management Companies Personnel / Other Holding Company Fellow Subsidiary Direct Subsidiary (7.83) - 3.32 (3.23) 11.93 (7.69) 0.78 (7.74) 1.87 (2.90) 0.94 (0.42) 0.09 0.75 (0.16) 22.13 (2.75) - - 45.44 1.00 2.53 (2.80) - 4.21 - 45.44 (7.83) 3.32 (3.23) 11.93 (7.69) 1.00 0.78 (7.74) 2.53 (2.80) 1.87 (2.90) 0.94 (0.42) 0.09 0.75 (0.16) 22.13 (2.75) 4.21 - 4.23 (3.31) - 42.42 (0.47) (0.82) 0.08 7.31 (4.30) 0.02 (0.38) 0.29 - - 0.12 (0.99) - - 0.12 42.42 (0.47) 4.23 (3.31) (0.82) 0.08 7.31 (4.30) 0.02 (0.38) (0.99) 0.29 - Grand Total Annual Report 2015-16 155 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 (` in Millions) Nature of Transaction Referral Fees Income IIFL Wealth Management Limited Interest Income Reversal Mrs. Madhu Jain Donation Paid India Infoline Foundation Key Group Management Companies Personnel / Other Holding Company Fellow Subsidiary Direct Subsidiary - 226.07 (42.58) - - - 226.07 (42.58) - - - - 0.49 - 0.49 - - 0.07 - - - - 0.07 - - 12.36 1.56 (0.95) - - - 12.36 1.56 (0.95) - 78.91 (71.00) - - 1.92 (0.38) - 78.91 (71.00) 1.92 (0.38) - 0.59 (0.56) - - - 0.59 (0.56) - - - - 73.51 (46.72) 73.51 (46.72) - (30.00) - - - - 1.53 - - - (30.00) 31.78 (36.00) 1.53 - 644.79 (586.17) - - - - 644.79 (586.17) 1,005.00 (5,690.00) - 11,880.00 (1,020.00) 150.00 2,750.00 (1,467.58) - - - 11,880.00 (1,020.00) 1,005.00 (5,690.00) 150.00 2,750.00 (1,467.58) Grand Total Arranger / Management / Marketing Support / Processing Fees / Advisory expenses IIFL Wealth Management Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Alternate Assets Advisors Limited Rent Expenses IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Properties Private Limited( Formerly Known As Ultra Sign and Display Private Limited) Commission / Brokerage expense India Infoline Limited Director’s Remuneration Director’s Remuneration Preference Dividend India Infoline Limited IIFL Holdings Limited 31.78 (36.00) IIFL Alternate Assets Advisors Limited Equity Dividend IIFL Holdings Limited ICD Taken IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Holding Limited IIFL Wealth Finance Limited (Formerly Chephis Capital Markets Limited) IIFL Wealth Management Limited 156 India Infoline Finance Limited Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 (` in Millions) Nature of Transaction India Infoline Commodities Limited India Infoline Asset Management Company Limited India Infoline Limited India Infoline Media and Research Services Limited ICD Returned IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Holding Limited IIFL Wealth Finance Limited (Formerly Chephis Capital Markets Limited) IIFL Wealth Management Limited India Infoline Limited India Infoline Commodities Limited India Infoline Asset Management Company Limited India Infoline Media and Research Services Limited ICD Given IIFL Alternate Assets Advisors Limited IIFL Holdings Limited IIFL Capital Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Investment Adviser Trustee Services Limited IIFL Wealth Management Limited India Alternates Investment Advisors Private Limited India Infoline Commodities Limited India Infoline Insurance Brokers Limited India Infoline Insurance Services Limited India Infoline Limited Holding Company Fellow Subsidiary Direct Subsidiary Group Companies - (110.00) 540.00 (1,110.00) 10.00 - - (300.00) - Key Management Personnel / Other - 1,005.00 (5,690.00) - 12,900.00 150.00 2,750.00 (1,467.58) 540.00 (1,110.00) (110.00) (300.00) 10.00 - - - - 12,900.00 1,005.00 (5,690.00) 150.00 2,750.00 (1,467.58) 540.00 (1,110.00) (110.00) (300.00) 10.00 - (500.00) - 543.00 (1,069.50) 2,387.00 (435.50) 490.00 (2,543.42) 309.00 (465.00) 257.00 (16.00) 3.50 500.00 (500.00) - 4,747.50 25.00 61.50 (40.00) - - 4,747.50 (500.00) 543.00 (1,069.50) 2,387.00 (435.50) 25.00 490.00 (2,543.42) 61.50 (40.00) 309.00 (465.00) 257.00 (16.00) 3.50 500.00 (500.00) Grand Total (110.00) (300.00) 540.00 (1,110.00) 10.00 - Annual Report 2015-16 157 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 (` in Millions) Holding Company Fellow Subsidiary Direct Subsidiary Group Companies - 1,815.30 (97.50) - - Key Management Personnel / Other - - (500.00) 543.00 (1,069.50) 2,387.00 (435.50) 490.00 (2,543.42) (40.00) 309.00 (465.00) 257.00 (16.00) 3.50 500.00 (500.00) 1,815.30 (97.50) - 4,747.50 25.00 61.50 - - (500.00) 543.00 (1,069.50) 2,387.00 (435.50) 25.00 490.00 (2,543.42) 61.50 (40.00) 309.00 (465.00) 257.00 (16.00) 3.50 500.00 (500.00) 1,815.30 (97.50) - - - - 1,701.48 - 1,701.48 - - - - - 1,701.48 - 1,701.48 - NCD Issued IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) - 300.00 - - - - 300.00 - NCD Bought Back IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) - 150.00 - - - - 150.00 - - 850.06 (1,941.21) - - - 850.06 (1,941.21) 919.19 - (897.06) - - - 919.19 (897.06) Nature of Transaction India Infoline Media and Research Services Limited ICD Received Back IIFL Alternate Assets Advisors Limited IIFL Holdings Limited IIFL Capital Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Investment Adviser Trustee Services Limited IIFL Wealth Management Limited India Alternates Investment Advisors Private Limited India Infoline Commodities Limited India Infoline Insurance Brokers Limited India Infoline Insurance Services Limited India Infoline Limited India Infoline Media and Research Services Limited Loan Given Mrs. Madhu Jain Loan Received Back Mrs. Madhu Jain Sale of Investment (Net) IIFL Wealth Management Limited Purchase of Investment (Net) IIFL Holding Limited India Infoline Limited 158 India Infoline Finance Limited Grand Total 1,815.30 (97.50) 4,747.50 - Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 (` in Millions) Nature of Transaction IIFL Wealth Management Limited India Infoline Limited Allocation / Reimbursement of expenses paid India Infoline Limited India Infoline Media and Research Services Limited India Infoline Commodities Limited Allocation / Reimbursement of expenses paid others IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) India Infoline Commodities Limited India Infoline Insurance Brokers Limited India Infoline Insurance Services Limited India Infoline Limited IIFL Holdings Limited India Infoline Media and Research Services Limited Allocation / Reimbursement of expenses received IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Holdings Limited India Infoline Commodities Limited India Infoline Limited India Infoline Insurance Brokers Limited India Infoline Media and Research Services Limited Sum of Allocation / Reimbursement of expenses received others IIFL Capital Limited IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Holding Limited Holding Company Fellow Subsidiary Direct Subsidiary Group Companies - (1,162.76) 550.00 - - - Key Management Personnel / Other - - 123.21 (206.02) (0.04) (0.18) - - - 123.21 (206.02) (0.04) (0.18) (0.19) - 0.35 0.01 0.14 (0.30) 0.01 (1.19) 101.71 (33.01) 0.20 (0.45) - - - 0.35 0.01 0.14 (0.30) 0.01 (1.19) 101.71 (33.01) (0.19) 0.20 (0.45 ) 0.21 - 2.83 0.13 6.18 (73.27) (2.39) 4.64 - - - - 2.83 0.21 0.13 6.18 (73.27) (2.39) 4.64 - 0.29 (0.68) 0.06 1.16 - - - - 0.06 1.16 0.29 (0.68) Grand Total (1,162.76) 550.00 - Annual Report 2015-16 159 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 (` in Millions) Nature of Transaction India Infoline Commodities Limited India Infoline Insurance Brokers Limited India Infoline Media and Research Services Limited India Infoline Limited Capital Gains on Sale of Preference Shares India Infoline Limited IIFL Holdings Limited Allotment of Preference Shares IIFL Holdings Limited IIFL Wealth Management Limited Sale of Preference Shares India Infoline Limited IIFL Holdings Limited Capital Gain on Sale of Investment IIFL Wealth Management Limited Guarantee Commission IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) India Infoline Insurance Brokers Limited India Infoline Media and Research Services Limited Delayed Paying Charges India Infoline Limited Debenture Issue Expense India Infoline Limited 160 India Infoline Finance Limited Holding Company Fellow Subsidiary Direct Subsidiary Group Companies - 0.16 2.08 (0.12) 0.32 (1.38) 4.02 (0.60) - - Key Management Personnel / Other - (17.56) (7.40) - - - - (7.40) (17.56) (1,250.00) - (2,000.00) - - - (1,250.00) (2,000.00) (600.00) (500.00) - - - - (500.00) (600.00) - 0.99 (20.34) - - - 0.99 (20.34) - 5.23 (2.38) 1.14 (1.09) 0.79 (0.15) - - - 5.23 (2.38) 1.14 (1.09) 0.79 (0.15) - (5.08) - - - (5.08) - (9.61) - - - (9.61) Grand Total 0.16 2.08 (0.12) 0.32 (1.38) 4.02 (0.60) Consolidated | Financial Statements Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 (` in Millions) Nature of Transaction Key Group Management Companies Personnel / Other Holding Company Fellow Subsidiary Direct Subsidiary - (2.19) - - - (2.19) - 0.78 - - - - 0.78 - Purchase of Immovable Assets IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) Sundry receivables India Infoline Limited Grand Total Note: ICD Transactions are excluding Intraday Funding. c) Balance outstanding at the end of the year: (` in Millions) Nature of Transaction Sundry payable IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) India Infoline Commodities Limited ICD payable IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) Collateral given (On behalf of) IIFL Facilities Services Limited( Formerly Known As IIFL Realty Limited) IIFL Insurance Brokers Limited India Infoline Media and Research Services Limited Sundry Receivable India Infoline Limited Key Group Management Companies Personnel Holding Company Fellow Subsidiaries - (6.87) (0.18) - - (6.87) (0.18) - (1,020.00) - - (1,020.00) - (1,680.00) ( 200.00) (130.00) - 0.78 - - - - - Total (1,680.00) (200.00) (130.00) Annual Report 2015-16 0.78 - 161 Consolidated Financial Statements of India Infoline Finance Limited Notes forming part of Consolidated Financial Statements for the year ended March 31, 2016 NOTE 39. Additional information pursuant to para 2 of general instructions for the preparations of Consolidated Financial Statements. (` in Millions) Name of entity India Infoline Finance Limited Indian Subsidiaries India Infoline Housing Finance Limited Subtotal Adjustment arising out of consolidation Minority Interest in subsidiaries Total Net Assets as % of consolidated Amount net assets 82% 23,094.12 18% 100% Share in profit or loss as % of consolidated Amount profit or loss 79% 2,717.32 5,179.34 28,273.46 (3,633.25) 24,640.21 21% 100% 720.59 3,437.91 (50.90) 3,387.01 NOTE 40. Figures pertaining to subsidiary companies have been reclassified wherever necessary to bring them in line with parent company’s financial statements. NOTE 41. UNHEDGED FOREIGN CURRENCY EXPOSURE The unhedged foreign currency exposure as on 31st March 2016 is Nil (Previous Year Nil). NOTE 42. Previous year’s figure are regrouped, reclassified and rearranged wherever considered necessary to confirm to current year’s presentation. As per our attached report of even date For Sharp & Tannan Associates Chartered Accountants Firm’s Registration No. 109983W By the hand of For and on behalf of the Board of Directors of India Infoline Finance Limited Parthiv S. Desai Partner Membership No.: (F) 042624 Nirmal Jain Whole Time Director DIN : 00010535 Rajashree Nambiar Executive Director DIN : 06932632 Place : Mumbai Dated: May 04, 2016 Milind Gandhi Chief Financial Officer Preeti Chhabria Company Secretary 162 India Infoline Finance Limited Consolidated | Financial Statements Form AOC-I SALIENT FEATURES OF FINANCIAL STATEMENTS OF SUBSIDIARY / ASSOCIATES / JOINT VENTURES AS PER COMPANIES ACT, 2013: Subsidiary: India Infoline Housing Finance Limited Sr. No. 1 2 3 4 5 6 7 8 9 10 11 Preference Shares (` In Millions) Share Capital Reserves & Surplus Total Assets Total Liabilities Investments Total Turnover Profit/(loss) Before Taxation Provision for Taxation(Including Deferred Tax) Profit after Taxation Proposed Preference Dividend Extent of Interest in Subsidiary 349.68 4,829.65 54,534.86 54,534.86 5,695.96 1,108.84 388.25 720.59 20.00 100% *Based on equity share capital holding. Note: Reporting period for the subsidiary is the same as holding company. For Sharp & Tannan Associates Chartered Accountants Firm’s Registration No. 109983W By the hand of For and on behalf of the Board of Directors of India Infoline Finance Limited Parthiv S. Desai Partner Membership No.: (F) 042624 Nirmal Jain Whole Time Director DIN : 00010535 Rajashree Nambiar Executive Director DIN : 06932632 Place : Mumbai Dated: May 04, 2016 Milind Gandhi Chief Financial Officer Preeti Chhabria Company Secretary Annual Report 2015-16 163 Pan India Presence Chandigarh 1 Punjab 25 Uttarakhand 8 Haryana 22 Delhi 36 Uttar Pradesh 22 Rajasthan 46 Assam 13 Bihar 7 Jharkhand 12 Madhya Pradesh 61 Gujarat 133 West Bengal 50 Tripura 2 Chattisgarh 7 Odisha 24 Maharashtra 130 Telangana 2 Andhra Pradesh 143 Goa 6 Karnataka 69 Tamil Nadu 142 Kerala 33 Total No. of Branches: 994 Corporate Information BOARD OF DIRECTORS Mr. V. K. Chopra Chairman (Independent Director) CSR Committee Mr. R. Venkataraman Chairman (Non-Executive Director) Mr. Nirmal Jain Whole-time Director Mr. Nirmal Jain Whole-Time Director Mr. R. Venkataraman Non-Executive Director Ms. Geeta Mathur Independent Director Ms. Rajashree Nambiar Executive Director & CEO Asset Liability Management Committee Mr. V. K. Chopra Chairman (Independent Director) Ms. Geeta Mathur Independent Director COMMITTEES OF BOARD Audit Committee Mr. V. K. Chopra Chairman (Independent Director) Mr. Nirmal Jain Whole-Time Director Ms. Rajashree Nambiar Executive Director & CEO Mr. R. Venkataraman Non-Executive Director STATUTORY AUDITORS M/s Sharp & Tannan Associates, Chartered Accountants Ms. Geeta Mathur Independent Director INTERNAL AUDITORS M/s KPMG Nomination and Remuneration Committee Mr. V. K. Chopra Chairman (Independent Director) SECRETARIAL AUDITORS M/s. M Siroya and Company, Company Secretaries Mr. R. Venkataraman Non-Executive Director CORE MANAGEMENT TEAM Mr. Dolphie Barboza Business Head – Commercial Vehicle Finance Ms. Geeta Mathur Independent Director Mr. G. L. Kumar Business Head – SME Finance Stakeholders’ Relationship Committee Mr. R. Venkataraman Chairman (Non-Executive Director) Mr. Nishant Jasapara Business Head – LAS & Digital Finance Mr. Nirmal Jain Whole-time Director Ms. Rajashree Nambiar Executive Director & CEO Risk Management Committee Mr. V. K. Chopra Chairman (Independent Director) Mr. Akash Bafna Head – Credit Policy Ms. Jayati Chakraborty Head – Operations Mr. Milind Gandhi Chief Financial Officer Mr. Amarnath B. S. Treasurer Mr. Nirmal Jain Whole-time Director Ms. Garima Nahar Head – Legal & Secretarial Ms. Rajashree Nambiar Executive Director & CEO Mr. K. Chandrachoodan Head – Compliance Ms. Geeta Mathur Independent Director Ms. Preeti Chhabria Company Secretary Mr. Jerry Tauro Head – Human Resources Mr. Anujeet Kudva Head – Internal Audit & Operational Risk Mr. Subrata Das Head – Business Analytics Mr. Sandeep Ranjan Head – Digital Strategy REGISTRAR AND SHARE TRANSFER AGENT M/s. Link Intime India Pvt. Ltd., C-13, Pannalal Silk Mills compound, L.B.S. Marg, Bhandup (West), Mumbai – 400078 LIST OF BANKERS Allahabad Bank Andhra Bank Axis Bank Bank of Baroda Bank of India Bank of Maharashtra Canara Bank Central Bank of India Citibank Corporation Bank DCB Bank Dena Bank ICICI Bank IDBI Bank Indian Overseas Bank IndusInd Bank Jammu and Kashmir Bank Karnataka Bank Karur Vysya Bank Kotak Mahindra Bank Limited ING Vysya Bank Oriental Bank of Commerce Punjab and Sind Bank Punjab National Bank Ratnakar Bank Ltd Standard Chartered Bank Syndicate Bank UCO Bank Union Bank of India Vijaya Bank Yes Bank CAUTIONARY STATEMENT This document contains forward-looking statement and information. Such statements are based on our current expectations and certain assumptions, and are, therefore, subject to certain risk and uncertainties. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary. IIFL does not intend to assume any obligation or update or revise these forward-looking statements in light of developments, which differs from those anticipated. ([email protected]) www.iiflfinance.com www.indiainfoline.com concept, content and design at CIN – U67120MH2004PLC147365 12A-10, 13th Floor, Parinee Crescenzo, C-38 and C-39, G Block, Behind MCA, Bandra Kurla Complex, Bandra East, Mumbai – 400 051 Email id: [email protected] Phone No.: (91-22) 67881000 Fax No.: (91-22) 67881010 Value Through Diversity. India Infoline Finance Limited 2015-16 Annual Report