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Annual Report 2018-19

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Page 1: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Annual Report 2018-19

Page 2: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Directors’ Report

To,The Members ofAltico Capital India Limited (“Company”)(formerly Altico Capital India Private Limited)

Your Directors have pleasure in presenting the Fifteenth Annual Report of your Company along with the Audited Financial Statements for the financial year (“FY”) ended March 31, 2019.

Financial Highlights(Amount in ` crore)

ParticularsStandalone Consolidated

FY 2018-19 FY 2017-18 FY 2018-19

Total Income 1,234.70 875.16 1,234.70Total Expenditure 1,003.64 464.33 1,003.66Profit Before Tax and exceptional items 231.06 410.83 231.04Provision for Tax (83.8) (146.16) (83.8)Profit for the year 147.26 264.67 147.24Other comprehensive Income (net of tax) (0.52) (0.07) (0.52)Total comprehensive Income for the period 146.74 264.60 146.72Earnings per share (Face Value ` 10)Basic (`) 3.07 5.52 3.07Diluted (`) 3.05 5.47 3.05

“Altico Housing Finance India Limited”, a wholly owned subsidiary of the Company which was incorporated on November 12, 2018 and being its first reporting financial year thus, previous year’s consolidated numbers are not reported.

During the financial year under review, the non-banking finance sector was adversely affected with a significant deterioration in the business environment. While the year commenced on a positive note with economic and financial conditions conducive to growth, the second half of the year was negatively impacted by the IL&FS event which affected the financial liquidity, the availability of credit and asset quality across the industry.

In light of the worsening conditions, the Company adopted a cautious approach to new lending, while continuing its focus on prudent liquidity management.

For FY 2018-19, the Company’s standalone total revenue was ` 1,234.70 crore as against ` 875.16 crore for FY  2017-18. The total expenditure for FY 2018-19 was ` 1,003.64 crore as against ` 464.33 crore for FY 2017-18. The expenditure for FY 2018-19 included loss of ` 282.23 crore on account of derecognition of certain loans, as against nil losses in FY 2017-18. This resulted in lower Profit before Tax of ` 231.06 crore as against ` 410.83 crore in FY 2017-18. The Profit after Tax for the year was ` 147.26 crore as against ` 264.67 crore in FY 2017-18. The Net Owned Fund of the Company as at March 31, 2019 stood at ` 2,957.53 crore, registering an increase of 13.4% over the previous year.

An amount of ` 29.35 crore (FY 2017-18: ` 70.99 crore) is transferred to Special Reserve Fund, pursuant to the requirement of Section 45-IC of the Reserve Bank of India (“RBI”) Act, 1934.

Capital AdequacyThe Company’s capital adequacy ratio was 43.24% as on March 31, 2019, compared to 40.72% in the previous year which is significantly above the threshold limit of 15% as prescribed by RBI.

IND-AS ReportingThe Company has adopted Indian Accounting Standards ("Ind AS") notified under Section 133 of the Companies Act, 2013 ("the Act") read with the Companies (Indian Accounting Standards) Rules, 2015 from April 1, 2018 and the effective date of such transition is April 1, 2017. Such transition has been carried out from the erstwhile Accounting Standards notified under the Act, read with relevant rules issued thereunder and guidelines issued by RBI.

DividendThe Directors’ do not recommend any dividend for FY  2018-19. No material changes and commitments have occurred after the closure of the FY till the date of this Report which would affect the financial position of the Company.

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Resources & LiquidityThe Company raised ` 4,735 crore in new borrowings in FY  2018-19. The Company has focused on building long-term lending relationships amongst a diversified pool of financial institutions. At present the Company has 32 lenders and investors including and is well diversified across public sector banks, private sector banks, foreign banks, mutual funds, non-banking financial companies, financial institutions and family offices. As of March 31, 2019, the Company’s funding mix includes Banks – 54%, Mutual Funds – 23% and the balance from NBFCs, DFIs and others.

Since inception, the Company has been following a conservative Asset Liability Management Policy. The Company continues to lengthen debt maturities to more accurately match asset maturity. Accordingly, the original contractual maturity of our debt rose from 84:16 (Long-Term Debt: Short-Term Debt) in FY 2018 to 98:02 in FY 2019.

On a residual, or actual basis, approximately 34% of our debt book possesses maturities less than 1 year and 66% in excess of one year. Importantly, we do not have any Commercial Paper borrowings outstanding as on March 31, 2019.

The Company continues to maintain a Liquidity Reserve Policy which entails seeking to maintain sufficient cash and committed credit lines to satisfy debt repayment obligations and operational expenses as well as approved loan disbursements

The Company raised ` 357.41 crore in the form of fresh equity infusion from existing shareholders in the last quarter of FY 2019.

Debt Equity RatioThe Company’s Debt: Equity ratio as on March 31, 2019 stands at 1.76.

Credit RatingsDuring the FY under review, Company’s credit rating profile stood as under:

Instrument Credit rating agencyAs at

March 31, 2019As at

March 31, 2018

Commercial Paper (Short-Term) India Ratings & Research Private Limited/ICRA Limited

A1+ A1+

Bank Term Loan (Long-Term) India Ratings & Research Private Limited/ CARE Ratings Limited*

AA-/Stable Outlook

AA-/Stable Outlook

NCD^ (Long-Term) India Ratings & Research Private Limited/ CARE Ratings Limited*

AA-/Stable Outlook

AA-/Stable Outlook

Notes: *CARE Ratings Limited rated Altico during the current FY2019 and hence was not outstanding as of March 31, 2018^The Company also received PP-MLD AA-emr (Stable) from India Ratings & Research Private Limited for its market linked debentures.

Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's commitment is evident through the equity infusion of ` 357.41 crore in March 2019, even while the Company’s capital adequacy ratio was well in excess of regulatory requirements, its cash balance/liquidity profile superior than its peer group and leverage levels being one of the most conservative in the industry. The Company’s ratings also note the Company’s robust capitalisation, healthy profitability, comfortable asset quality, conservative leverage philosophy and prudent liquidity management policy.

The credit rating agencies’ assessments also refer to the Company’s distinguished Board, management team’s experience in managing wholesale credit book and its sound risk management systems and processes.

State of Company’s AffairsThe operating and financial performance of the Company has been covered under the Management Discussion and Analysis Report which forms part of this Report.

During the year, there has been no change in the nature of business of the Company.

Share CapitalAuthorised Share Capital:In view of the Board approved business strategy and plan, the Authorised Share Capital of the Company was increased to 800,00,00,000 (Indian Rupees Eight Hundred crore only) from 600,00,00,000 (Indian Rupees Six Hundred crore only).

Issued, Subscribed and Paid-up Share Capital:During the year under review, the Company made a rights  issue to the existing equity shareholders and issued further 5,49,01,536 (Five crore Forty-Nine lakh One Thousand Five Hundred and Thirty Six) equity shares of face value of ` 10 each at a premium of ` 55.10.

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The movement in the share capital during the year is as per the table below:

Particulars No. of Shares Nominal Value (`)

Share Capital as on 01.04.2018Authorised Share Capital(a) Equity Capital 59,48,50,000 5,94,85,00,000(b) Cumulative redeemable preference shares 5,15,00,000 5,15,00,000Issued, Subscribed & Paid-up Share Capital 47,94,79,679 4,79,47,96,790Share Capital as on 31.03.2019Authorised Share Capital(a) Equity Capital* 79,48,50,000 7,94,85,00,000(b) Cumulative redeemable preference shares 5,15,00,000 5,15,00,000Issued, Subscribed & Paid-up Share Capital** 53,43,81,215 5,34,38,12,150

*The increase in the Authorised Share Capital was approved vide ordinary resolution passed by the Shareholders at the Extraordinary General Meeting held on February 22, 2019.

**The increase in the issued, subscribed and paid-up capital is pursuant to the rights issue approved by the Board of Directors at there Meeting held on February 26, 2019.

Directorshipa) Appointments’ & Cessation During the year under review, the changes undertaken in the composition of the Board of Directors, who are

representative of the shareholders, are summarised below:

Name of the Director Designation Nature of ChangeDate of Appointment/Cessation

Mr. Mark Cutis Director Cessation July 5, 2018Mr. Borja Cuellar Additional Director Appointment July 6, 2018Mr. Akihito Watanabe Alternate Director – Mr. Ali Haroon Cessation September 24, 2018Mr. Vishal Kumar* Alternate Director – Mr. Ali Haroon Appointment February 28, 2019Mr. Hitesh Gupta* Alternate Director – Mr. Francisco Borja Cuellar Appointment February 28, 2019

*Mr. Vishal Kumar & Mr. Hitesh Gupta being Alternate Directors, ceases to be an Alternate Directors whenever the original directors return to the place where the meetings are generally held. In view of the same, the most recent dates of their appointment(s) are presented in the above table.

b) Directors Retiring by Rotation In accordance with the Article of Association of

the Company and relevant provisions of the Act, Ms. Subhashree Dutta and Mr. Ali Haroon, Non-Executive Directors of the Company, retires by rotation at the ensuing Annual General Meeting (“AGM”) and, being eligible, seeks reappointment. The Board recommends their reappointment.

Brief profiles of Ms. Subhashree Dutta and Mr. Ali Haroon have been given in the Notice to the AGM.

c) Change in Designation During the year under review, the Board of Directors

of the Company appointed Ms. Naina Lal Kidwai as the Chairman of the Board w.e.f. September 10, 2018. Thus, Mr. Robert Petty stepped down as the Chairman of the Board and continued as Non-Executive Director of the Company.

d) Director(s) Disclosure/Board ’s Independence Based on the declarations and confirmations received in

terms of the applicable provisions of the Act, circulars, notifications and directions issued by the RBI and other applicable laws, none of the Directors of the Company are disqualified from being appointed as Directors of the Company.

e) Independent Director(s): Pursuant to the provisions of the Act, Mr. Stephen Jeffrey

Marzo was appointed as an Independent Non-Executive Director on the Board of the Company for a period of five consecutive years commencing from April 1, 2014 upto March 31, 2019. Based on the performance evaluation of Mr. Marzo and recommendation of Nomination and Remuneration Committee, Mr. Marzo being eligible for re-appointment as an Independent Non-Executive Director has been appointed for a second term of five consecutive years with effect from April 1, 2019 upto March 31, 2024.

The Company has received necessary declarations from each Independent Director under Section 149(7) of the Act, that he/she meets the criteria of independence laid down in Section 149 (6) of the Act.

Key Managerial PersonnelDuring the year under review, there have been no change in the Key Managerial Personnel (“KMP”) in the Company in terms of Section 203 of the Act. The following are the KMP of the Company:

(i) Mr. Sanjay Grewal – Chief Executive Officer

(ii) Mr. Dhruv Jain – Chief Financial Officer

(iii) Mr. Binoy Parikh – Company Secretary.

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Annual Evaluation of the BoardDuring the year under review, the Nomination and Remuneration Committee carried out an annual evaluation of the Board as well as of the Board’s working committees and individual Directors including Chairman of the Board. This exercise was carried out through the Diligent online platform where prepared questionnaires for the Board, Committees of the Board, Chairman and Individual Directors were uploaded and completed by the relevant directors. The Chairman’s performance evaluation was carried out taking into account the assessments and views of other Directors.

The questionnaire for Board evaluation was prepared taking into consideration various aspects of the Board’s functioning such as Board members’ understanding of their roles and responsibilities; Board meetings and the reporting process; time devoted by the Board to the Company’s long-term strategic issues; quality and transparency of Board discussions; quality, quantity and timeliness of the information flow between Board members and management; Board’s effectiveness in disseminating information to shareholders and in representing shareholder interests; Board information on industry trends and regulatory developments; and discharge of fiduciary duties by the Board.

Performance of the committees was evaluated based on their effectiveness in carrying out their respective mandates as laid down by the respective committee’s charters.

Peer assessment of Directors, based on parameters such as participation and contribution to Board deliberations, ability to guide the Company in key matters, and knowledge and understanding of relevant areas were received by the Board for individual feedback.

Basis the above, Nomination and Remuneration Committee submitted the summaries of the performance evaluation reports to the Chairman of the Board and provided feedback to the Individual Directors.

The Board have expressed their satisfaction with the said evaluation process and thank the Independent Directors for the excellent and timely management of the review process.

Trademark RegistrationThe Company has following registered trademarks under Class 36 of Trademark Act, 1999:

a) the word mark ‘Altico Capital’

b) the logo of ‘Altico’ (with raised ‘I’)

c) the logo with ‘Altico’ with the phrase ‘Financing India’s Future’

The Company also extends the use of the aforesaid trademarks by its Subsidiary i.e. “Altico Housing Finance India Limited.”

Human Resource ManagementThe year under review has been a challenging one for the NBFC  sector. Considering the external environment, the Company has implemented key Human Resource (“HR”) initiatives. Employee engagement and sustained communication has been the driving force for HR. Commendable efforts have been taken to grow the employee strength and team size at senior to mid-level into the Company while maintaining the culture and ethos of the Company. As on March 31, 2019 the Company had 54 employees on its payroll.

Subsidiaries/Joint Venture/Associate CompaniesA wholly owned subsidiary viz. “Altico Housing Finance India Limited” (“AHFIL”) was incorporated on November 12, 2018. Pursuant to the provisions of Section 29A of the National Housing Bank Act, 1987, the wholly owned subsidiary shall obtain registration/licence from National Housing Bank before commencing the business as a housing finance company. An application for obtaining the aforesaid registration/licence from the National Housing Bank shall be made in due course. During the year under review, the Company has invested ` 1,00,000 (Rupees One Lakh) in AHFIL, as subscription towards the Memorandum of Association.

The Company does not have any Joint Venture or Associate Companies in accordance with the provisions of the Act, and hence, disclosure regarding the same is not applicable.

However, Clearwater Investment Advisors India Private Limited is an Associate Company as per Ind AS 24 and the same is disclosed in the notes to Accounts in the standalone audited financial statements.

Consolidated Financial StatementsIn terms of Section 129 of the Act read with rules framed thereunder, consolidated audited financial statements of the Company and its subsidiaries shall be laid before the ensuing Annual General Meeting of the Company along with the standalone audited financial statements of the Company for the financial year ended March 31, 2019. The standalone and consolidated audited financial statements along with the salient features of the financial statements of the subsidiary of the Company in the prescribed Form AOC-1 forms part of the Annual Report and is also available on the website of the Company at www.alticocap.com/financials.

Public DepositsThe Company being a “Non-Deposit Accepting Non-Banking Financial Company” provisions of Section 73 and Section 74 of the Act read with Rule 8(5)(v) & (vi) of the Companies (Accounts) Rules, 2014, are not applicable to the Company.

During the year under review, the Company has not accepted any fixed deposits including from the public and shall not accept any deposits from the public without obtaining prior approval from the Reserve Bank of India.

Policy on appointment of Directors and Senior Management PersonnelIn terms of Section 178 of the Act read with rules framed thereunder and other applicable law, the Board has adopted,

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‘Policy on Selection Criteria/“Fit & Proper” Person Criteria’ for appointment of Directors and Senior Management Personnel of the Company. Details of the said policy is available on the website of the Company at www.alticocap.com/policies.

Extract of the Annual ReturnIn accordance with Section 134(3)(a) and Section 92(3) of the Act, an extract of the annual return in prescribed Form No. MGT-9 is marked and annexed as Annexure A to this report and is also available on the website of the Company at www.alticocap.com/financials .

Secretarial StandardsThe Company complies with the applicable Secretarial Standards with respect to the Board Meetings & General Meetings.

Particulars of contracts or arrangements with related parties and policy on Related Party TransactionsIn terms of Section 188 of the Act there were no Related Party Transactions (RPTs), entered into by the Company during the FY under review. However, a statement showing the disclosure with related party as per Ind AS 24 is set out in Note No. 38 to the standalone audited financial statements.

The Company has in place a RPT Policy as required under the applicable laws. Details of the RPT policy is available on the website of the Company at www.alticocap.com/policies .

Particulars of loans, Guarantees and InvestmentsIn terms of Section 186(11) of the Act read with Companies (Meetings of Board and its Powers) Rules, 2014, the provisions of Section 186 in respect of loans made, guarantees given or securities provided by the Company are not applicable to the Company. During the year under review, the Company has made investment in (i) equity share capital of AHFIL, wholly owned subsidiary company as mentioned herein; and (ii) liquid units of mutual funds in terms of the Resource Planning Policy of the Company.

For details of investments of the Company, please refer Note No. 6 of the standalone audited financial statements of the Company for the financial year ended March 31, 2019.

Internal control/internal financial control systems and their adequacyThe Company has in place adequate internal financial controls with reference to the financial statements. During the year under review, such controls were tested by the Statutory Auditors of the Company and no material weaknesses in the design or operations were observed and reported by the Statutory Auditors.

Risk ManagementThe Company is classified as a systemically important non-deposit accepting non-banking financial company and is in compliance with all applicable laws and regulations. The Company continues to adhere to the highest standards of risk management and governance through ongoing investments in people, policies and processes. The Company has in place well defined underwriting standards, robust lending and related documentation procedures and is

vigilant and prudent in its ongoing loan management. During the year under review, the Company created a new Risk Management Framework, updated its Risk Committee Charter and established an Enterprise Risk Management Committee within the Company to strengthen the Risk Management processes at an enterprise level.

Whistle-Blower Policy/Vigil MechanismThe Company has established a vigil mechanism for persons connected with the Company to report their genuine concerns and provide for adequate safeguards against victimisation of the persons who use such mechanism and make provision for direct access to the Chairman of the Audit Committee in appropriate or exceptional cases. We affirm that no employee was denied access to the Chairman of the Audit Committee. Details of the Whistle-Blower policy is available on the website of the Company at www.alticocap.com/policies.

Conservation of Energy, Technology Absorption, Foreign Exchange Earnings and OutgoThe particulars regarding foreign exchange earnings and outgo appear as separate items in the notes to the standalone audited financial statements.

Since, the Company does not own or carry out any manufacturing activity, the particulars relating to conservation of energy and technology absorption stipulated in the Companies (Accounts) Rules, 2014 are not applicable. However, as a prudent practice the Company ensures optimum utilisation of energy & use of natural resources by eliminating wastage of such resources.

Accordingly, the details of conservation of energy, technology absorption and foreign exchange earnings and outgo is marked and annexed as Annexure B to this report.

Remuneration Policy, Disclosure of Remuneration & Particulars of EmployeesIndependent Non-Executive Directors (“INEDs”)INEDs are paid sitting fees for each meeting of the Board or its committees attended by them and are also eligible for profit related commission.

The INEDs have not been granted any stock options of the Company. Except the INEDs, none of the other directors are remunerated.

Particulars of remuneration to EmployeesIn accordance with the provisions of Section 197(12) of the Act and Rule 5(2) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the names and other particulars of every employee covered under the said rule are available at the registered office of the Company during working hours for a period of 21  days before the Annual General Meeting and will be made available to any shareholder on request.

Disclosures with respect to the remuneration of Directors and employees as required under Section 197(12) of Act, read with Rule 5(1) of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, is marked and annexed as Annexure C to this Report.

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In terms of Section 178 of the Act, the Board of Directors adopted a Remuneration Policy inter alia setting out the criteria for deciding remuneration of Executive Directors, Non-Executive Directors, senior management and other employees of the Company. Details of the Remuneration Policy is available on the website of the Company at www.alticocap.com/policies.

Employee Stock Option SchemeThe Company believes that its success is largely determined by the quality of its workforce and their commitment towards achieving the goals of the Company. In order to enable the employees of the Company to participate in the future growth and success of the Company, the Company has in place “Altico Capital India Limited Stock Based Incentive Plan 2015”.

In terms of Section 62 of the Act read with Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014, the disclosures for FY ended on March 31, 2019 is marked and annexed as Annexure E to this report.

Corporate Social Responsibility (CSR)In accordance with the CSR Policy and the Charter, the Company has committed to focus its action and funds towards supporting of projects that promote education, health, water and sanitation over a sustained period of time. Details of the CSR policy is available on the website of the Company at www.alticocap.com/policies.

Detailed information on the CSR initiatives implemented by the Company during the year pursuant to Section 135 of the Act is marked and annxed as Annexure D to this Report.

Management Discussion and Analysis ReportThe Management Discussion and Analysis Report forms part of this Report.

AuditorsStatutory auditors and their reportM/s. Price Waterhouse Chartered Accountants LLP, Chartered Accountants, Mumbai, (ICAI Firm Registration No. 012754N/N500016) were appointed as the Statutory Auditors of the Company to hold office for a term of five years i.e. from the conclusion of the AGM held on September 27, 2017 till the conclusion of the AGM of the Company to be held in FY 2022-23.

The Auditors’ Report is unmodified i.e. does not contain any qualification, reservation, adverse remark or disclaimer.

Secretarial auditors and their reportPursuant to the requirements of Section 204(1) of the Act, and Rule 9 of Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014, the Company has appointed M/s. Aashish K Bhatt & Associates, Practising Company Secretaries, to undertake the secretarial audit of the Company.

The Company has annexed to this Board’s Report Annexure F, Secretarial Audit Report given by the Secretarial Auditor. The secretarial audit report does not contain any qualification, reservation, adverse remark or disclaimer.

Internal auditors and their reportPursuant to the requirements of Section 138 of the Act and rules made thereunder, M/s. Aneja & Associates, Chartered Accountants are the Internal Auditors of the Company. The Internal Audit reports are reviewed semi-annually by the Audit Committee.

The internal audit report does not contain any qualification, reservation, adverse remark or disclaimer.

Reporting of frauds by auditorsDuring the year under review the Statutory Auditors, Secretarial Auditors and the Internal Auditors have not reported any instance of frauds committed in the Company by its officers or employees to the Audit Committee under Section 143(12) of the Act details of which needs to be mentioned in this Report.

DisclosuresYour Directors wish to state the following additional disclosures with respect to the applicable laws:

(i) The Company has renewed its Legal Entity Identifier India Limited (LEIIL) no. 335800A8BUHR8L8UVF19 within prescribed time.

(ii) In terms of provisions of Section 134(5)(f) of the Act, the Compliance Officer places a periodic Compliance Report before the Board/Committees of the Board which is generated through an online Compliance Monitoring and Reporting Tool.

(iii) The Chief Executive Officer of the Company did not receive any remuneration or commission from Altico Housing Finance India Limited, a wholly owned subsidiary company, for holding office as a non-executive director.

(iv) The Company has not issued any equity shares with differential voting rights as to dividend, voting or otherwise.

(v) The Company is not required to maintain cost records as per sub-section (1) of Section 148 of the Act.

Corporate GovernanceThe Company recognises its role as a corporate citizen and endeavours to adopt the best practices and the highest standards of Corporate Governance through its transparent practices and processes. The Company is accountable to its customers, government, regulatory authorities and other stakeholders. The Company’s activities are carried out in accordance with good corporate governance practices and striving towards enhancing it’s corporate governance framework. The Company believes that good Corporate Governance practices enables the Board and the Management to direct and control the affairs of the Company in an efficient manner thereby helping the Company to achieve its goal and benefit the interest of all its stakeholders.

a) Board of Directors The Board of Directors, along with its Committees

provide leadership and guidance to the Company’s Management and directs, supervises and controls the

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activities of the Company. The size of the Board of the Company is commensurate with the size and business operations. In addition to the governance practices, the Board lays strong emphasis on transparency, accountability and integrity.

At present, the Board comprises 9 (nine) Directors comprising of 6 (six) Non-Executive Directors,

representing shareholders and 3 (three) Independent Non-Executive Directors. In addition, the Company also has 2 (two) Alternate Non-Executive Director. The Chairman of the Board is an Independent Non-Executive Director.

Composition & Board Diversity:

Name of the Director(s) Category

Ms. Naina Lal Kidwai1 Chairman & Independent Non-Executive DirectorMr. Amit Gupta Non-Executive DirectorMr. Mark Cutis2 Non-Executive DirectorMr. Borja Cuellar2 Non-Executive DirectorMr. Ali Haroon Non-Executive DirectorMs. Subhashree Dutta Non-Executive DirectorDr. Yao Chye Chiang Non-Executive DirectorMr. Rahul Merchant Independent Non-Executive DirectorMr. Stephen Marzo Independent Non-Executive DirectorMr. Robert Petty1 Non-Executive DirectorMr. Vishal Kumar3 Alternate Director to Mr. Ali HaroonMr. Hitesh Gupta4 Alternate Director to Mr. Borja Cuellar

Notes: 1.Ms. Naina Lal Kidwai was appointed as the Chairman of the Board w.e.f. September 10, 2018 and Mr. Robert Petty the then Chairman continued

as a Non-Executive Director of the Board.

2.Mr. Mark Cutis ceased to be a Non-Executive Director w.e.f. July 6, 2018 and Mr. Borja Cuellar was appointed as an Additional Non-Executive Director w.e.f. July 6, 2018 and his appointment as a Non-Executive Director was regularised at the Annual General Meeting held on September 28, 2018.

3.Mr. Vishal Kumar was appointed as an Alternate Non-Executive Director to Mr. Ali Haroon w.e.f. September 26, 2018 in place of Mr. Akihito Watanabe. 4.Mr. Hitesh Gupta was appointed as Alternate Non-Executive Director to Mr. Borja Cuellar w.e.f. November 6, 2018.

Selection, Appointment & Tenure of Directors: The Nomination and Remuneration Committee

Charter lays down the manner in which the Committee would identify persons qualified to be appointed as Directors and recommend their appointment to the Board of Directors.

The Directors are appointed or re-appointed with the approval of the shareholders and shall remain in office in accordance with the provisions of the law. The Independent Directors are appointed for a fixed term not exceeding five years. Non-Executive Directors (except Independent Directors) are liable to retire by rotation and are eligible for re-appointment, unless otherwise specifically provided under the Articles of Association or under any statute. The Company has issued formal letters of appointment to the Independent Directors and their terms and conditions of appointment are posted on the Company’s website and can be accessed at www.alticocap.com/others.

Board Meetings: The Board met 6 times during the year and the

maximum interval between two meetings did not exceed 120 days. The Company adheres to the Secretarial Standards on the Board and Committee Meetings as prescribed by the Institute of Company Secretaries of India. The yearly calendar of the meetings is finalised before the beginning of the year. Additional meetings are held whenever necessary. The Directors are also given an option of attending the board meeting through video conferencing. Agenda papers containing all necessary information/documents are made available to the Board/Committee Members in advance to enable them to discharge their responsibilities effectively and take informed decisions. The Board also takes decisions by circular resolutions which are noted by the Board at their subsequent meeting.

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Attendance at the Board Meetings:

Board Meeting DatesRobert Petty

Amit Gupta

Subhashree Dutta

Yao Chye Chlang

Borja Cuellar

Ali Haroon

Stephen Marzo

Naina Lal Kidwal

Rahul Merchant

Mark Cutis

May 9, 2018

July 30, 2018

September 24, 2018

October 30, 2018

February 26, 2019

March 22, 2018

Total 6 5 5 5 5 6 4 5 3 -

Leave of Absence Video Conference Physically Present Not Applicable

Meeting of the Independent Directors The Independent Directors meeting was held on

February 25, 2019 without the presence of the Chairman and the Senior Management team. The Independent Directors reviewed the performance of:

(i) the Non-Independent Directors and the Board as a whole;

(ii) reviewed the performance of the Chairman of the Company taking into account the views of other Directors; and

(iii) assessed the quality, quantity and timeliness of flow of information between the Company, Management and the Board, that is necessary

for the Board to effectively and reasonably perform their duties.

b) Committees The Committees of the Board play an important role

in governance and making informed decisions with specific terms of reference to focus on the specific issues and ensure expedient resolution on diverse matters. Each Committee is guided by its respective Charter which broadly provides for the roles & responsibilities; appointing the chairman; membership of the committee; secretary at the meeting; quorum; frequency of the meetings; invitees at the meetings etc. The Committee’s recommendation is placed before the Board for approval and adoption.

In accordance with the applicable provisions of the Act, the circular(s), notification(s) and directions issued by the Reserve Bank of India and the Company’s internal corporate governance requirements, the Board has constituted various Committees. The list of various Committees along with their composition is summarised below:

Name of CommitteesAmit

GuptaRobert Petty

Naina Lal Kidwal

Rahul Merchant

Stephen MarzoSubhashree

DuttaBorja Cuellar

Yao Chye Chlang

Ali Haroon

Audit Committee

Corporate Social Responsibility CommitteeNomination and Remuneration Committee

Finance Committee

Credit Committee

Asset Liability Management Committee

Risk Committee

IT Strategy Committee

Chairman Member

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During the year under review, the CSR Committee was reconstituted vide Board Resolution dated July 6, 2018 with Mr. Stephen Marzo, Ms. Subhashree Dutta, Mr. Ali Haroon and Mr. Borja Cuellar as its Members. Below are the details of meetings held and attendance of the members, during the year under review:

Attendance at the CSR Meetings:

CSR Committee DatesStephen Marzo

Subhashree Dutta

Ali Haroon

Mark Cutis

Borja Cuellar

July 5, 2018

September 20, 2018

February 20, 2019

Total 3 3 0 0 0

Leave of Absence Video Conference

Physically Present Not Applicable

Nomination and Remuneration Committee (NRC) During the year under review, the Company combined

two separate committees viz. Nomination Committee & Remuneration Committee as “Nomination and Remuneration Committee” w.e.f. October 30, 2018. The NRC Committee is constituted in accordance with Section 178 of the Act. The NRC Committee focused on review of initiatives relating to talent acquisition, succession planning, employee compensation, promotions and long-term incentive plans.

During the year under review, the NRC Committee was reconstituted vide Board Resolution dated May 9, 2018 with Mr. Rahul Merchant, Mr. Stephen Marzo, Ms. Naina Lal Kidwai and Dr. Yao Chye Chiang as its Members. Below are the details of meetings held and attendance of the members, during the year under review:

Attendance at the NRC Meetings:

NRC Committee DatesRahul

MerchantStephen Marzo

Naina Lal Kidwal

Yao Chye Chlang

Mark Cutis

April 2, 2018

April 10, 2018

October 30, 2018

February 25, 2019

Total 4 3 4 2 0

Leave of Absence Video Conference

Physically Present Not Applicable

The Alternate Directors attend the Committee Meetings as a Member/Observer in the event the Original Director was unable to attend the said Meeting. The Company Secretary acts as the Secretary for all the aforementioned Committees. The Committees also take decisions by way of circular resolution which is noted by the respective Committee at its subsequent meeting. The minutes of the meetings of all Committees along with summary of key decision/discussion taken at each Committee, is placed before the Board for discussion/noting/approval.

Audit Committee The composition of the Audit Committee is in accordance

with Section 177 of the Act with Independent Directors forming majority. The Chairman of the Audit Committee is Independent Director. All the Members of the Audit Committee possess sound knowledge on accounts, taxation, internal controls etc.

During the year under review, the Audit Committee was reconstituted vide Board Resolution dated May 9, 2018 with Mr. Stephen Marzo, Dr. Yao Chye Chiang and Ms. Naina Lal Kidwai as its Members. Below are the details of meetings held and attendance of the members, during the year under review:

Attendance at the Audit Committee Meetings:

Audit Committee DatesStephen Marzo

Naina Lal Kidwal

Ali Haroon

Yao Chye Chlang

April 24, 2018

May 9, 2018

September 5, 2018

October 24, 2018

February 18, 2019

February 25, 2019

Total 6 5 2 4

Leave of Absence Video Conference

Physically Present Not Applicable

Corporate Social Responsibility Committee (CSR) The CSR Committee has been constituted in accordance

with Section 135 of the Act. The Company through its CSR project(s)/programme(s) aims to enhance value creation in society and communities in which it operates, through its services, conduct and initiatives, so as to promote sustained growth for the society and community, in fulfilment of its role as a socially responsible corporate citizen. The Company’s CSR projects targeted 3 key cause areas:

■ Education ■ Health ■ WASH

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Finance Committee (FC) The FC has been constituted under Section 179 of the

Act to exercise powers relating to borrowing of funds on behalf of the Company.

During the year under review, the FC was reconstituted vide Board Resolution dated July 6, 2018 with Mr. Stephen Marzo, Mr. Ali Haroon, Dr. Yao Chye Chiang and Mr. Borja Cuellar as its Members. Below are the details of meetings held and attendance of the members, during the year under review:

Attendance at the FC Meetings:

Finance Committee DatesStephen Marzo

Ali Haroon

Yao Chye Chlang

Mark Cutis

Borja Cuellar

April 24, 2018

May 22, 2018

May 29, 2018

June 14, 2018

June 25, 2018

June 27, 2018

July 3, 2018

July 9, 2018

July 17, 2018

July 19, 2018

August 1, 2018

August 7, 2018

August 28, 2018

September 11, 2018

September 25, 2018

January 24, 2019

February 7, 2019

March 5, 2019

Total 16 15 15 0 6

Leave of Absence Video Conference

Physically Present Not Applicable

Credit Committee (CC) The CC has been constituted under Section 179 of

the Act to exercise the powers of granting loans in the ordinary course of its business.

During the year under review, the CC was reconstituted vide Board Resolution dated July 6, 2018 with Mr. Robert Petty, Mr. Subhashree Dutta, Mr. Amit Gupta, Mr. Ali Haroon, and Mr. Borja Cuellar as its Members. Below are the details of meetings held and attendance of the members, during the year under review:

Attendance at the CC Meetings

Credit Committee DatesRobert Petty

Subhashree Dutta

Amit Gupta

Ali Haroon

Mark Cutis

Borja Cuellar

April 30, 2018

May 24, 2018

June 19, 2018

July 12, 2018

July 26, 2018

August 29, 2018

August 30, 2018

April 112, 2018

September 14, 2018

September 20, 2018

October 8, 2019

October 30, 2018

November 6, 2018

November 15, 2018

December 14, 2018

December 20, 2018

January 10, 2019

March 11, 2018

March 18, 2019

March 20, 2019

Total 7 17 14 15 0 8

Leave of Absence Video Conference

Physically Present Not Applicable

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Asset Liability Management Committee (ALCO) The ALCO has been constituted in accordance

with the Master Direction-Non-Banking Financial Company–Systemically Important Non-Deposit taking Company and Deposit taking Company (Reserve Bank) Directions, 2016 as amended from time to time. ALCO monitors, assesses and manages the balance sheet (including off-balance items) in order to achieve the optimal return on capital employed for the shareholders, to retain appropriate liquidity and to protect the Company from any asset liability management risks.

The ALCO comprises of Mr. Stephen Marzo, Dr. Yao Chye Chiang, Mr. Sanjeev Agrawal, Mr. Dhruv Jain, and Mr. Gaurav Shukla as its Members. Below are the details of meetings held and attendance of the members, during the year under review:

Attendance at the ALCO Meetings:

ALCO Committee DatesStephen Marzo

Yao Chye Chlang

Sanjeev Agrawal

Dhruv JainGaurav Shukla

May 4, 2018

October 22, 2018

January 24, 2018

Total 3 3 2 3 3

Leave of Absence Video Conference

Physically Present Not Applicable

Mr. Gaurav Shukla ceased to be a Member w.e.f. January 31, 2019.

Risk Committee The Risk Committee has been constituted in accordance

with Master Direction-Non-Banking Financial Company-Systemically Important Non-Deposit taking Company and Deposit taking Company (Reserve Bank) Directions, 2016, as amended from time to time. Risk Committee identifies, assesses, monitors and reviews risks across the enterprise through integrated risk management strategies, systems and mechanisms. In doing so, the Risk Committee assists the Board in balancing risks and rewards of the business.

During the year under review, the Risk Committee was reconstituted vide Board Resolution dated August 1, 2018 with Mr. Stephen Marzo, Mr. Rahul Merchant, Mr. Sanjeev Agrawal, Mr. Dhruv Jain, and Mr. Amit Pachisia as its Members. Below are the details of meetings held and attendance of the members, during the year under review:

Attendance at the Risk Meetings:Risk Committee dates

Stephen Marzo

Rahul Merchant

Amit Pachisia

Dhiren Jhaveri

Vineeta Sharma

Dhruv Jain

Sanjeev Agrawal

June 25, 2018

December 12, 2018

Total 2 2 2 1 1 1 0

Leave of Absence Video Conference

Physically Present Not Applicable

Mr. Dhiren Jhaveri & Ms. Vineeta Sharma ceased to be Members w.e.f. August 1, 2018

IT Strategy Committee (IT) The IT Committee has been constituted in accordance

with the Master Directions – Information Technology Framework for NBFC Sector issued by the Reserve Bank of India on June 08, 2017 as may be amended from time to time. The IT Committee is responsible for providing strategic inputs to the IT Steering Committee and review IT projects undertaken and/or review proposed IT projects. The IT Committee also reviews these projects, plan (framework) and IT budget in sync with the overall organisation’s business strategy, priority setting, resource allocation and project tracking and IT Governance.

During the year under review, the IT Committee was constituted vide Board Resolution dated June18, 2018 with Mr. Rahul Merchant, Dr. Yao Chye Chiang, Mr. Sanjeev Agrawal and Mr. Kunal Choksi, as its Members. Below are the details of meetings held and attendance of the members, during the year under review:

Attendance at the IT Meetings:

IT Strategy Committee DatesRahul

MerchantYao Chye Chlang

Sanjeev Agrawal

Kunal Choksi

May 21, 2018

October 29, 2018

Total 2 2 2 1

Leave of Absence Video Conference

Physically Present Not Applicable

Internal Committee (IC) The IC has been constituted in terms of the Sexual

Harassment of Women at Workplace (Prevention, Prohibition & Redressal) Act, 2013, (“Sexual Harassment Act”) The objective of the IC is to prevent, prohibit and redress sexual harassment of women at workplace.

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During the year under review, the IC was re-constituted vide Board Resolution dated October 30, 2018 with Ms. Sonal Shah, Mr. Gaurav Maheshwari, Ms. Megha Gupta, Ms. Rajeshwari Ramaswamy and Dr. Anagha Sarpotdar as its Members.

Composition of the IC:Sr. No.

Name of the Members Designation Status

1. Ms. Sonal Shah Managing Director – Chief Human Resource Officer Presiding Officer2. Mr. Gaurav Maheshwari Executive Director – Head of Finance Member3. Ms. Megha Gupta Director – Legal Member4. Ms. Rajeshwari Ramaswamy Director – Finance Member5. Dr. Anagha Sarpotdar PhD, Social Sciences External Member

The terms of reference of the IC inter alia includes:

a) conducting an inquiry into complaints made by any aggrieved at the workplace;

b) arriving at a conclusion as to whether the allegation against whom the complaint has been filed was proved or not; and

c) take necessary actions to resolve the complaint(s).

The Board confirm that during the year under review, the Company did not receive any sexual harassment complaints.

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c) Policies/Code In terms of the RBI Regulations, the applicable provisions of the Act and the applicable regulations issued by the

Securities and Exchange Board of India, the Board of Directors has adopted several policies/guidelines for the effective governance of the Company which includes the following:

1 2 3 4 5

Fair Practices Code This code lays down the standard of communication with the customers

Investment PolicyThis policy lays down the principles for classifying the investment in securities

Demand/Call loan PolicyThis policy lays down the broad principles for providing demand and call loans

Guidelines on know Your Customer and Anti Money Laundering PolicyThis policy lays down the minimum KYC and AML checks that the Company should abide to

Interest Rate PolicyThis policy lays down the principles for pricing each loan based on customer risk categorisation

11

Code of conduct to Regulate, Monitor and Report trading by designated persons and the code of practices and procedures for fair disclosure of unpublished price sensitive informationThis code lays down the principles for handling of unpublished price sensitive information and trading in securities by Designated Persons of the Company

Credit Risk Management PolicyThis policy lays down the credit underwriting criteria and procedures for managing the credit risk associated with the business of the Company

12 13

Record Retention PolicyThis policy lays down the process for retaining and destroying the important records and documents of the Company

14

Code of Corporate GovernanceThis code lays down the best practices and the highest standards of the corporate governance that the Company has put in place for its stakeholders

15

Fraud Prevention & Detection PolicyThis policy lays down the types of fraud and the manner in which fraud should be detected, reported and monitored

6 7 8 9 10

Asset Liability Management PolicyThis policy lays down the key operating limits and guidelines for the asset liability management of the Company

"Fit and Proper" Person CriteriaThis policy lays down the fit and proper person criteria for the appointment of a director

Whistle-Blower Policy/Vigil MechanismThis policy lays down mechanism for the directors, employees & other stakeholders to report genuine concern

Corporate Social Responsibility PolicyThis policy lays down the mechanism for value creation in the society and community through its services, conduct and initiatives, thereby promoting sustained growth for the society at large

Related Party Transaction PolicyThis policy lays down the manner of dealing in contracts or arrangements with a related party of the Company

16 17 18 19

Policy for Prevention, Prohibition & Redressal of Sexual Harassment of Women at WorkplaceThis policy lays down the manner of handling issues surrounding sexual harassment of women at workplace

Information Technology and Cyber Security PolicyThis policy lays down the safeguard of the information confidentiality, integrity and availability of all Altico information assets thereby reducing the risks arising from any potential information and cyber security breaches

Remuneration Policy for Directors and Key Managerial PersonnelThis policy lays down the remuneration philosophy for Directors and Key Managerial Personnel of the Company

Resource Planning PolicyThis policy lays down the principles for planning and mobilising of resources to fund the Company's business needs

20

Valuation and Collateral PolicyThis policy lays down the guidelines regarding valuation of different kinds of security and collateral with respect to frequency of valuation and methodology

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Director’s Responsibility StatementIn terms of the provisions of Section 134 (5) of the Act, the directors hereby confirm that:

• In the preparation of the annual accounts, the applicable  accounting standards had been followed along with proper explanation relating to material departures;

• They have selected such accounting policies and applied them consistently and made judgements and estimates that are reasonable and prudent so as to give a true and fair view of the state of affairs of the Company as at March 31, 2019 and of the profit of the Company for the year ended as on that date;

• They have taken proper and sufficient care for maintenance of adequate accounting records in accordance with the provisions of the Act, for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

• They have prepared the annual accounts for FY ended March 31, 2019, on a going concern basis;

• They have laid down internal financial controls to be followed by the Company and that such internal financial controls are adequate and were operating effectively;

• They have devised proper systems to ensure compliance  with the provisions of all applicable laws and that such systems were adequate and operating effectively.

Material adverse orders, if anyThere are no significant and material orders passed by the RBI or the Ministry of Corporate Affairs or courts or Tribunals or other Regulatory/Statutory authorities which will have an impact on the going concern status of the Company and Company’s operations in future.

RBI GuidelinesThe Company has constituted various committees in compliance with applicable regulations/directions issued by the RBI (as amended from time to time). These Committees primarily measure, monitor, report and control risks of the Company. The Company always aims to operate in compliance  with the applicable laws including RBI regulations  and deploys its best efforts towards achieving the same. The Company to the best knowledge of its management has complied with all applicable regulations and guidelines issued by the applicable authorities including the RBI.

As required by the under the Non-Banking Financial Company  – Systematically important Non-Deposit taking company and Deposit taking company (Reserve Bank) Directions, 2016, the management of the Company, in addition to this report, have prepared a management discussion analysis report which forms part of this report.

AcknowledgementsThe Board wishes to place on record their appreciation for the dedication and hard work put in by the employees of the Company at all levels and the support extended by various stakeholders of the Company. Effective business relationships with regulatory authorities and clients remained good during the year under review.

The Board is also thankful to the Reserve Bank of India and other regulatory authorities for their cooperation, guidance and support extended by them to the Company in its endeavours.

For and on behalf of the Board of Directors ofAltico Capital India Limited

Naina Lal Kidwai Stephen MarzoChairman Director(DIN: 00017806) (DIN: 01443338)

Place: Mumbai Place: MumbaiDate: May 9, 2019 Date: May 9, 2019

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Form AOC-1(Pursuant to first proviso to sub-section (3) of Section 129 read with rule 5 of Companies (Accounts) Rules, 2014)

Statement containing salient features of the financial statement of subsidiaries or associate companies or joint venturesPart A Subsidiaries

(Information in respect of each subsidiary to be presented with amounts in `)

1. Sr. No.: 1

2. Name of the subsidiary: Altico Housing Finance India Limited

3. The date since when subsidiary was acquired: The subsidiary was incorporated on 12.11.18

4. Reporting period for the subsidiary concerned, if different from the holding company’s reporting period: March 31, 2019 (Same as holding Company)

5. Reporting currency and Exchange rate as on the last date of the relevant Financial year in the case of foreign subsidiaries: N.A.

6. Share capital: Authorised Capital: ` 5,00,000 Paid of Capital: ` 1,00,000

7. Reserves and surplus: ` (2,47,647)

8. Total assets: ` 1,20,000

9. Total liabilities: ` 1,20,000

10. Investments: Nil

11. Turnover: Nil

12. Profit before taxation: ` (2,47,647)

13. Provision for taxation: Nil

14. Profit after taxation: ` (2,47,647)

15. Proposed Dividend: Nil

16. Extent of shareholding (in percentage): 100%

Notes:

1. Names of subsidiaries which are yet to commence operations: Altico Housing Finance India Limited

2. Names of subsidiaries which have been liquidated or sold during the year: None

Disclosures pursuant to Regulation 53(f) read with Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 as on March 31, 2019

Related Party Disclosure

Sr. No. In the accounts ofDisclosures of amounts at the year end and the maximum amount of loans/advances/investments outstanding during the year

Details

1 Holding Company

• India Credit Pte. Ltd.

• Loans and advances in the nature of loans to subsidiaries by name and amount

• Loans and advances in the nature of loans to associates by name and amount

• Loans and advances in the nature of loans to firms/companies in which Directors are interested by name and amount

-

Subsidiary Company

• Altico Housing Finance India Limited

• Loans and advances in the nature of loans to parent by name and amount

• Loans and advances in the nature of loans to associates by name and amount

• Loans and advances in the nature of loans to firms/companies in which Directors are interested by name and amount

Kindly refer to Note No. 38(c) to the audited standalone financial statements

Holding Company

• India Credit Pte. Ltd.

Investment by the loanee in the shares of parent company and subsidiary company, when the Company has made a loan or advance in the nature of loan

-

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ANNEXURE AForm No. MGT-9

Extract of Annual ReturnAs on the financial year ended on March 31, 2019

[Pursuant to Section 92(3) of the Companies Act, 2013 and rule 12(1) of the Companies (Management and Administration) Rules, 2014]

I. Registration and other detailsSr. No.

Particulars Details

(i) CIN U65993MH2004PLC144260(ii) Registration Date January 28, 2004(iii) Name of the Company Altico Capital India Limited

(formerly Altico Capital India Private Limited)(iv) Category/Sub-Category of the Company Public Company limited by shares(v) Address of the Registered office and contact details Altico Capital India Limited

21, 2nd Floor, 5 North Avenue, Maker Maxity, Bandra-Kurla Complex, Bandra EastMumbai – 400051Tel: 022-67154000Fax:022-67154001

(vi) Whether listed company Equity Shares: NoDebentures: Yes

(vii) Name, Address and Contact details of Registrar and Transfer Agent, if any

Sharex Dynamic (India) Private LimitedUnit-1, Luthra Industrial Premises, 1st Floor, 44-E, M Vasanti Marg, Andheri- Kurla Road,Safed Pool, Andheri West,Mumbai – 400 072Tel: 022-2851 5606Fax: 022-28512885

II. Principal Business Activities of the Company

All the business activities contributing 10% or more of the total turnover of the Company shall be stated:

Sr. No.

Name and Description of main products/services

NIC Code of the Product/service % to total turnover of the Company

1 Credit Granting (Non-Deposit Taking Non-Banking Financial Activity)

64920 100

III. Particulars of holding, subsidiary and associates Companies

Sl. No

Name and Address of the Company CIN/GLNHolding/ Subsidiary/ Associates

% of Shares held

Applicable Section

1. India Credit Pte LimitedAddress: 6 Temasek Boulevard #38-03 Suntec Tower Four, Singapore 038986

N.A. Holding Company 100% 2 (46) and2 (87) of the Companies Act, 2013

2. Altico Housing Finance India Limited

U65990M H2018PL C316947

Wholly-owned subsidiary

100% 2 (87) of the Companies Act, 2013

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IV. Share Holding Pattern (Equity Share Capital Breakup as percentage of Total Equity) (i) Category-wise Share Holding

Category of Shareholders

No. of Shares held at the beginning of the year No. of Shares held at the end of the year % Change

during the year

Demat Physical Total % of Total Shares Demat Physical Total % of Total

Shares

A. Promoters(1) Indian - - - - - - - - -

a) Individual/HUF - - - - - - - - -

b) Central Govt. - - - - - - - - -

c) State Govt.(s) - - - - - - - - -

d) Bodies Corp. -

e) Banks/FI - - - - - - - - -

f) Any other… - - - - - - - - -

Sub-total (A)(1): -

(2) Foreign a) NRIs – Individuals - - - - - - - - -

b) Other – Individuals - 1 1 0.00 - 1 1 0.00 -

c) Bodies Corp. 47,94,79,678 - 47,94,79,678 100.00 53,43,81,209 5 53,43,81,215 100.00 -

d) Banks/FI - - - - - - - - -

e) Any Other…. - - - - - - - - -

Sub-total (A)(2): 47,94,79,678 1 47,94,79,679 100.00 53,43,81,209 6 53,43,81,215 100.00 -

Total shareholding of Promoter (A) = (A)(1)+(A)(2)

47,94,79,678 1 47,94,79,679 100.00 53,43,81,209 6 53,43,81,215 100.00 -

B. Public Shareholding1. Institutions a) Mutual Funds - - - - - - - - -

b) Banks/FI - - - - - - - - -

c) Central Govt. - - - - - - - - -

d) State Govt.(s) - - - - - - - - -

e) Venture Capital Funds - - - - - - - - -

f) Insurance Companies - - - - - - - - -

g) FIIs - - - - - - - - -

h) Foreign Venture Capital Funds

- - - - - - - - -

i) Others (Multilateral Financial Institutions)

- - - - - - - - -

Sub-total (B)(1):- - - - - - - - - -

2. Non-Institutions a) Bodies Corp.

i) Indian - - - - - - - - -

ii) Overseas - - - - - - - - -

b) Individuals i) Individual shareholders holding nominal share capital upto ` 1 lakh

- - - - - - - - -

ii) Individual shareholders holding nominal share capital in excess of ` 1 lakh

- - - - - - - - -

c) Others (specify) - - - - - - - - -

Sub-total (B)(2): - - - - - - - - -Total Public Shareholding (B)=(B)(1)+ (B)(2)

- - - - - - - - -

C. Shares held by Custodian for GDRs & ADRs

- - - - - - - - -

Grand Total (A+B+C) 47,94,79,678 1 47,94,79,679 100.00 53,43,81,209 6 53,43,81,215 100.00 -

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(ii) Shareholding of Promoters

Sr. No.

Shareholder’s Name

Shareholding at the beginning of the year Shareholding at the end of the year% change in

shareholding during the

yearNo. of Shares

% of total Shares of the

Company

% of Shares Pledged/

encumbered to total shares

No. of Shares% of total

Shares of the Company

% of Shares Pledged/

encumbered to total shares

1 India Credit Pte. Ltd. 47,94,79,673 100.00 - 53,43,81,209 100.00 - -

2 Mr. Robert Petty* (holding on behalf of India Credit Pte. Ltd.)

1 0.00 - 1 0.00 - -

3 India Credit Pte. Ltd. Jt. with India Credit Holdings Pte. Ltd.

1 0.00 - 1 0.00 - -

4 India Credit Pte. Ltd. Jt. with India Credit Holdings Cayman Ltd.

1 0.00 - 1 0.00 - -

5 India Credit Pte. Ltd. Jt. with Clearwater Capital Partners Fund IV, L.P.

1 0.00 - 1 0.00 - -

6 India Credit Pte. Ltd. Jt. with Clearwater Capital Partners Singapore Fund IV, Private Limited

1 0.00 - 1 0.00 - -

7 India Credit Pte. Ltd. Jt. with Clearwater ICPL Co-investment Fund L.P.

1 0.00 - 1 0.00 - -

Total 47,94,79,679 100.00 - 53,43,81,215 100.00 - -

*Mr. Robert Petty, registered shareholder of the Company, has transferred the beneficial interest in the said equity share to India Credit Pte Ltd.

(iii) Change in Promoters’ Shareholding

Sr. No.

For each of the Promoters

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of shares% of total

shares of the Company

No. of shares

% of total shares of the

Company1 India Credit Pte. Ltd. 47,94,79,673 100% 53,43,81,209 100%

(iv) Shareholding Pattern of top ten Shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)

Sr. No.

For each of the Top 10 Shareholders

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of shares% of total

shares of the Company

No. of shares

% of total shares of the

company

1 At the beginning of the year N.A. N.A. N.A. N.A.2 Date wise Increase/Decrease in Shareholding during the year

specifying the reasons for increase/decrease (e.g. allotment/transfer/bonus/sweat equity etc):

N.A. N.A. N.A. N.A.

3 At the End of the year (or on the date of separation, if separated during the year)

N.A. N.A. N.A. N.A.

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(v) Shareholding of Directors and Key Managerial Personnel

Sr. No.

For each of the Directors and KMP

Shareholding at the beginning of the year

Cumulative Shareholding during the year

No. of shares

% of total shares of the

Company

No. of shares

% of total shares of the

Company

1 Robert Petty (nominee of India Credit Pte. Ltd.)

2 At the beginning of the year 1 0.00 1 0.003 Date wise Increase/Decrease in Shareholding during the year

specifying the reasons for increase/ decrease (e.g. allotment/transfer/ bonus/ sweat equity etc)

- - - -

4 At the End of the year 1 0.00 1 0.00

V. Indebtedness Indebtedness of the Company including interest outstanding/accrued but not due for payment

Amt in ` Crores

Secured Loans * excluding deposits

Unsecured *Loans

DepositsTotal

Indebtedness

Indebtedness at the beginning of the financial year

i) Principal Amount

ii) Interest due but not paid

iii) Interest accrued but not due

3,703

-

37

479

-

20

-

-

-

4,182

-

57

Total (i+ii+iii) 3,739 499 - 4,238Change in Indebtedness during the financial year

• Addition

• Reduction

3,416 1,319 - 4,7351,828 1,788 - 3,617

Net Change 1,587 (469) - 1,118Indebtedness at the end of the financial yeari) Principal Amount 5,290 10 - 5,300ii) Interest due but not paid - - - -iii) Interest accrued but not due 102 2 - 105Total (i+ii+iii) 5,392 12 - 5,404

* On principal outstanding basis

VI. Remuneration of directors and Key Managerial Personnel A. Remuneration to Managing Director, Whole-time Directors and/or Manager: Not Applicable

Sr. No.

Particulars of Remuneration Name of DirectorsTotal

Amount

1. Gross salary(a) Salary as per provisions contained in Section 17(1) of the Income-tax Act, 1961

(b) Value of perquisites u/s 17(2) Income-tax Act,1961

(c) Profits in lieu of salary under Section 17(3) Income- tax Act, 1961

N.A. N.A.

2. Stock Option - -3. Sweat Equity - -4. Commission

- as % of profit- others, specify

--

--

5. Others, please specify - -Total (A) N.A. N.A.Ceiling as per the Act N.A.

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B. Remuneration to other directors

Amounts in ` crores

Sr. No.

Particulars of RemunerationName of Directors Total

AmountMr. Stephen Marzo Ms. Naina Lal Kidwai Mr. Rahul Merchant

1 Independent Directors• Fee for attending board

committee meetings• Commission• Others

0.37

0.83

-

0.14

1.49

-

0.11

1.02

-

0.62

3.35-

Total (1) 1.20 1.63 1.13 3.962 Other Non-Executive Directors

• Fee for attending board committee meetings

• Commission• Others (Directors Remuneration)

- --

- --

- --

- --

Total (2) - - - -Total (B)= (1+2)Total Remuneration 1.20 1.63 1.13 3.96Overall Ceiling as per the Act (See Note No. 3)

2.4

Notes: 1. The Directors’ were paid remuneration in the form of sitting fees & profit related commission as per their respective terms of appointment. 2. Sitting fees is not considered as a part of the overall ceiling limit. 3. The shareholders vide special resolution at the Extraordinary General Meeting held on March 28, 2019 approved payment of profit related

commission to the independent non-executive directors in excess of 1% of the net profit of the Company.

C. Remuneration to Key Managerial Personnel Other Than MD/ Manager/ WT

Amounts in ` crores

Sr. No.

Particulars of RemunerationName of Key Managerial Personnel

Mr. Sanjay Grewal(Chief Executive Officer)

Mr. Dhruv Jain (Chief Financial Officer)

Mr. Binoy K. Parikh (Company Secretary)

Total

1. Gross salary(a) Salary as per provisions

contained in Section 17(1) of the Income-tax Act, 1961

(b) Value of perquisites under Section 17(2) Income-tax Act, 1961

(c) Profits in lieu of salary under Section 17(3) Income-tax Act, 1961

6.51 2.22 0.68 9.41

2. No. of Stock Option as of March 31, 2019 52,38,303 12,75,416 1,81,624 66,95,3423. Sweat Equity - - - -4. Commission

- as % of profit- others, specify

- - - -

5. Others, please specify - - - -Total 6.51 2.22 0.68 9.41

Note: The above remuneration excludes post employment benefits and share based payments.

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VII. Penalties/ Punishment/ Compounding of offences

TypeSection of the

Companies ActBrief Description

Details of Penalty/ Punishment/

Compounding fee imposed

Authority [RD/NCLT/ Court]

Appeal made, if any (give details)

A. COMPANY Penalty N.A. N.A. N.A. N.A. N.A. Punishment N.A. N.A. N.A. N.A. N.A. Compounding N.A. N.A. N.A. N.A. N.A.B. DIRECTORS Penalty N.A. N.A. N.A. N.A. N.A. Punishment N.A. N.A. N.A. N.A. N.A. Compounding N.A. N.A. N.A. N.A. N.A.C. OTHER OFFICERS IN DEFAULT Penalty N.A. N.A. N.A. N.A. N.A. Punishment N.A. N.A. N.A. N.A. N.A. Compounding N.A. N.A. N.A. N.A. N.A.

Signed by:

Naina Lal Kidwai Stephen MarzoDIN: 00017806 DIN: 01443338

Place: MumbaiDate: May 9, 2019

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ANNEXURE B

Details of conservation of Energy, Technology Absorption, Foreign Exchange Earnings and Outgo

I. Conservation of Energy (i) the steps taken or impact on conservation of energy – Not applicable

(ii) the steps taken by the Company for utilising alternate sources of energy – Not applicable

(iii) the capital investment on energy conservation equipments – Not applicable

II. Technology Absorption (i) the effort made towards technology absorption – Not applicable

(ii) the benefits derived like product improvement, cost reduction, product development or import substitution – Not applicable

(iii) in case of imported technology (imported during the last three years reckoned from the beginning of the financial year) – Not applicable

(iv) the expenditure incurred on Research and Development – Not applicable

The Company is not a manufacturing Company; however, energy conservation continues to receive priority attention at all levels. All efforts are made to conserve and optimise energy. The Company is constantly active in harnessing and tapping the latest and best technology in the industry, wherever possible.

III. Foreign Exchange Earnings and Outgo Kindly refer to Note No. 23 of the Note to the standalone audited financial statements Section of the Balance Sheet.

Signed by:

Naina Lal Kidwai Stephen MarzoDIN: 00017806 DIN: 01443338

Place: MumbaiDate: May 9, 2019

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ANNEXURE C

Disclosures in terms of sub-section 12 of Section 197 of the Companies Act, 2013 read with Rule 5 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014 for the Financial Year ended March 31, 2019.

Sr. No.

Requirement Name of the Director Amounts in ` crores

1 The ratio of remuneration of each Director to the median remuneration of the employees of the Company for the financial year

1. Mr. Stephen Marzo 2.22:1

2. Ms. Naina Lal Kidwai 3.01:1

3. Mr. Rahul Merchant 2.10:1

4. Mr. Robert Petty N.A.

5. Mr. Amit Gupta N.A.

6. Mr. Ali Haroon N.A.

7. Ms. Subhashree Dutta N.A.

8. Mr. Borja Cuellar N.A.

9. Dr. Yao Chye Chiang N.A.

2 The percentage increase in remuneration of each director, Chief Financial Officer, Chief Executive Officer, Company Secretary or Manager, if any, in the financial year

Name of Director/ CEO/ CFO/ CS % increase in their remuneration during the Financial year ended 2019

1. Mr. Stephen Marzo 62%

2. Ms. Naina Lal Kidwai 98%

3. Mr. Rahul Merchant 22%

4. Mr. Robert Petty N.A.

5. Mr. Amit Gupta N.A.

6. Mr. Ali Haroon N.A.

7. Ms. Subhashree Dutta N.A.

8. Mr. Borja Cuellar N.A.

9. Dr. Yao Chye Chiang N.A.

10. Mr. Sanjay Grewal (CEO) 5%

11. Mr. Dhruv Jain (CFO) -15%

12. Mr. Binoy Parikh (CS) 11%

3 the percentage increase in the median remuneration of employees in the financial year

-12.29

4 the number of permanent employees on the rolls of company

54

5 Average percentile increase already made in the salaries of employees other than the managerial personnel in the last financial year was 8% whereas the average percentile increase in the managerial remuneration was 5%. The average increase every year is in line with the Company’s performance and benchmarking to be competitive to our peer group Companies.

6 Affirmation that the remuneration is as per the remuneration policy of the Company

It is affirmed that the remuneration is as per the Remuneration Policy of the Company.

Signed by:

Naina Lal Kidwai Stephen MarzoDIN: 00017806 DIN: 01443338

Place: MumbaiDate: May 9, 2019

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ANNEXURE D

Annual Report on CSR activities

[As prescribed under Section 135 of the Companies Act, 2013 and Companies (Corporate Social Responsibility Policy) Rules, 2014]

1. A brief outline of the Company's CSR policy, including overview of projects or programmes proposed to be undertaken and a reference to the web-link to the CSR policy and projects or programmes.

The Company, through its CSR project(s)/programme(s), will enhance value creation in the society and communities in which it operates, through its services, conduct and initiatives, so as to promote sustained growth in these areas, in fulfilment of its role as a socially responsible corporate citizen.

The CSR policy of the Company focuses at investing and nurturing the communities by engaging in strategic partnerships with implementation agencies that are aligned to the larger purpose of Nation Building. To contribute towards India’s long-term growth and holistic development of the society, Altico’s CSR policy focuses on specific cause areas and ensures required support is provided from the Company to implement programmes across geographies where it operates. The efficacy of the projects is ensured by maximising outreach and investing on the direct beneficiaries. Baseline study is mandatory to understand the scope of the project and on ground requirement, thereafter the programme is designed with suggestions from the CSR committee and it is then taken to the Board for final approval.

In accordance with the CSR Committee Charter, the Company will distribute its CSR funding around the following themes:

(a) Education;

(b) Health & Sanitation;

(c) Self-Help Groups empowering women;

(d) Cleanliness & Hygiene programme and

(e) such other activities (permissible under the Companies Act, 2013) as may be recommended by the CSR Committee and approved by the Board

The Policy is hosted on the website of the Company and can be viewed at www.alticocap.com/policies

2. Composition of the CSR Committee The CSR Committee of the Company consist of

following members:

• Mr. Stephen Marzo (Independent Director and Chairman)

• Ms. Subhashree Dutta

• Mr. Ali Haroon/Mr. Vishal Kumar

• Mr. Borja Cuellar/Mr. Hitesh Gupta

The Committee was re-constituted with Mr. Borja Cuellar in place of Mr. Mark Cutis w.e.f. July 6, 2018

3. Average net profit of the Company for last three financial years

4,03,10,72,870/- (Indian Rupees Four Hundred Three crore Ten Lakh Seventy Two Thousand Eight Hundred Seventy only)

4. Prescribed CSR Expenditure (two per cent of the amount as in item 3 above)

8,06,21,457/- (Indian Rupees Eight crore Six Lakh Twenty One Thousand Four Hundred Fifty Seven only).

5. Details of CSR spent during the financial year. 8,07,00,000/- (Indian Rupees Eight crore Seven Lakh

only) (rounded off)

(a) Total amount to be spent for the financial year: 8,07,00,000/- (Indian Rupees Eight crore

Seven Lakh only)

(b) Amount unspent, if any: NIL

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(c) Manner in which the amount spent during the financial year is detailed below

[In `]

(1) (2) (3) (4) (5) (6) (7) (8)

Sr. No.

CSR project or activity identified

Section in which the project is covered

Projects or programmes(1) Local area or other(2) Specify the state and district where projects or programmes was undertaken

Amount outlay (budget)

project or programmes-

wise

Amount spent on the projects or programmes

Sub-heads: (1) Direct expenditure on projects or programmes

(2) Overheads:

Cumulative expenditure upto to the

reporting period

Amount spent: Direct

or through implementing

agency

1 The Akanksha Foundation

Education Andheri, Mumbai, Maharashtra

38,00,000 38,00,000 1,97,55,000 Direct

2 St. Judes Cancer Care

Health and Hygiene

Jaipur, Rajasthan 32,44,000 32,44,000 50,44,000 Direct

3 WOTR Water Conservation

Jalna, Maharashtra 1,26,76,000 1,26,76,000 2,51,76,000 Direct

4 Dr. Mane Medical Foundation

Health & Hygiene

Rahuri, Ahmednagar, Maharashtra

1,06,62,704 1,06,62,704 1,56,62,704 Direct

5 Nanhi Kali Education Noida, Gautam Buddh Nagar, Uttar Pradesh

59,88,000 59,88,000 91,88,000 Direct

6 Water Aid [Jal Seva Charitable Institution]

Health & Hygiene

Delhi 2,01,39,790 2,01,39,790 2,66,39,790 Direct

7 Mumbai Mobile Creche’

Education Mumbai 80,00,000 80,00,000 80,00,000 Direct

8 Anarde Foundation

WASH Mumbai 1,39,50,000 1,39,50,000 1,39,50,000 Direct

Akanksha Foundation: Akanksha Foundation’s mission is to provide children

from low income communities with high quality education enabling them to maximise their potential and transform their lives. Akanksha Foundation works in the field of education, initial school reform through ‘The School Project’. The School Project is a venture to open high quality schools serving children from slum communities in Mumbai and Pune.

St. Jude’s Cancer Care: St. Jude India Child Care Centres (St. Jude) currently

runs 18 centres in Mumbai, Delhi, Kolkata, Hyderabad and Jaipur. It caters to major cities in India by offering low cost cancer treatment for children who need treatment and provide facilities to their parents who accompany their children to hospitals from distant towns and villages. The hospitals do not treat them as in-patients during the long drawn out treatment and these needy families do not have a place to stay whenever the child is not admitted to hospital. St. Jude provides these families the following facilities free of cost:

(i) Housing

(ii) Nutritional support

(iii) Transportation to and from the hospital

(iv) Counselling for the family and new skills for income generation

(v) Educational and recreational activities

(vi) Art-based therapy, music therapy and yoga

WOTR – (Watershed Organisation Trust): Established in 1993, WOTR is a non-profit organisation.

It is engaged in collation of best practices, transfer of knowledge and acceptable polices in collaboration with stakeholders across sectors. Headquartered in Pune, WOTR has supported and carried out development work in over 3,700 villages across 7 Indian states – Maharashtra, Telangana, Andhra Pradesh, Madhya Pradesh, Rajasthan, Jharkhand and Odisha. Its unique strength lies in its ‘on-field’ experience and in a systemic, participatory approach. WOTR was initiated to support a large-scale multi-factor, multi-level, multi-sectoral, community led watershed development programme for poverty reduction. They have a model for utilising the local resources and providing guidance for water conservation projects.

Dr. Mane Medical Foundation: Dr. Swapnil Mane (MBBS, MD, DGO, FCPS, MD –

Gynaec – oncosurgeon) started the journey towards fulfilling his dream of fighting against cancer with the inauguration of ‘Dr. Mane Medical Foundation & Research Center’, a National, social, secular, NGO which stands committed for cancer control at village Rahuri, district of Ahmednagar, Maharashtra. The foundation is one of the few medical foundations in India which has been recognised by SIRO (Scientific and Industrial Research Organisation) by Department of Science and Technology (Government of India).

The foundation has adopted two remote villages Mhaisgaon and Tahrabad for this community based cervical cancer project and made them free of cervical cancer in just 2 years.

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Nanhi Kali: Project Nanhi Kali was initiated in 1996 by the

K.  C. Mahindra Education Trust (KCMET) with the aim of providing primary education to underprivileged girl child in India. Anand Mahindra, the current chairman of Mahindra & Mahindra Ltd., founded Project Nanhi Kali with a strong belief that educated women would not only contribute to the economy but also issues of population and social evils like the dowry system and child marriage would reduce.

Water Aid Organisation: WaterAid commenced operations in India in 1986 as a

Liaison office of WaterAid UK and continued to operate as such till March 2016. From April 2016, all WaterAid operations in India were transferred to Jal Seva Charitable Foundation (JSCF), an Associate member of WaterAid International and an exclusive holder of the WaterAid brand in India. JSCF (hereinafter referred to as WaterAid India) works through its teams in four regional offices.

WaterAid India has a goal to make “WASH poverty a history in the country”. To achieve this, they engage in the areas with the greatest concentration of excluded and marginalised communities and empower and include them in local decision making, help revive and strengthen the local governance institutions and influence those responsible for delivering the basic WASH services. In India currently, WaterAid directly intervenes in 43 districts, and 14 towns/cities across 11 states.

Mumbai Mobile Creche’ Since 1972, Mumbai Mobile Creches (“MMC”) has

been one of the few non-profits specifically supporting the health, education and safety of children living on construction sites. The construction industry is the single largest employer of migrant labourers in urban India with estimated 40 million building and other construction workers. Most of them live on the construction sites with their children. While they are at work, their children are left to fend for themselves, and frequently suffer from malnutrition, injury and illness. MMC has reached over 100,000 children across 270 construction sites in Mumbai, Navi Mumbai and Thane.

MMC staff identifies new construction sites by making enquiries with existing builders about new upcoming projects and government officials at the local municipal ward offices, newspaper advertisements and references from friends and donors. MMC also learns of new

construction sites through newspaper advertisements and articles, or by receiving references from friends, donors, and staff. MMC is "mobile" in that everything inside of their centres can be easily packed up and transferred from a centre that closes to a new centre. Just like the construction workers' community, they can easily move from one construction site to another.

Anarde Foundation The impulse behind ANARDE’s catalytic services is:

to encourage all resources in rural places to be fully utilised by its people. All rural resources in their native dwellings must be utilised to the fullest.

Their perspective to develop rural India are four folds. Water is the most important element in rural development and it is a right of every individual. As far as human resource is concerned youth should enjoy wealth of their native villages, by staying in their native villages. The nation should aim at building India through Low Cost Housing and focus on financial Inclusions for poor through micro finance and micro insurance.

6. In case the Company has failed to spend two per cent of the average net profit of the last three financial years or any part thereof, the Company shall provide the reasons for not spending the amount in its Board report.

The Company has been contributing 2% of its average net profits of the last 3 financial years towards the CSR activities.

7. A responsibility statement of the CSR Committee that the implementation and monitoring of CSR Policy, is in compliance with CSR objectives and Policy of the Company.

The CSR Committee confirms that the implementation and monitoring of CSR Policy is in compliance with the CSR objectives as stated in the CSR Policy of the Company.

Signed by:

Naina Lal Kidwai Stephen MarzoDIN: 00017806 DIN: 01443338

Place: MumbaiDate: May 9, 2019

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ANNEXURE E

Disclosure under the Altico Capital India Limited Stock Based Incentive Plan 2015 pursuant to the provisions of  Rule 12(9) of the Companies (Share Capital and Debentures) Rules, 2014 as on Financial year ended March 31, 2019

ParticularsDisclosure as per the Altico Capital India Limited Stock Based Incentive Plan 2015

Number of options granted 2,01,76,594Number of options vested 48,83,583Number of options exercised NILTotal number of shares arising as a result of exercise of options NILNumber of options lapsed/cancelled 25,85,781Exercise Price ` 39.50 to 74.10Variation of terms of options NILMoney realised by the exercise of options NILTotal number of options in force 1,75,90,813

Details of options granted to Key Managerial Personnel (“KMP”) under the Altico Capital India Limited Stock Based Incentive Plan 2015Sr. No.

Name of the KMP DesignationOptions Granted

as on March 31, 2019

1 Sanjay Grewal Chief Executive Officer 52,38,3032 Dhruv Jain Chief Financial Officer 12,75,4163 Binoy Parikh Company Secretary 1,81,624

Details of employees who received a grant of options in any one year of options amounting to five per cent or more of options granted during the year 2018-19

Sr. No.

Name of the Employee Designation Options Granted

1 Amit Pachisia Managing Director – Chief Credit Officer 8,57,5122 Sanjeev Agrawal Chief Operating Officer 4,00,0003 Abhay Goyal Executive Director – Investments & Credit 3,35,6074 Darshan Gangolli Executive Director – Head of Asset Management 3,35,6075 Gaurav Maheshwari Executive Director – Head of Finance 3,59,610

Identified employees who were granted options during any one year equal to or exceeding one percent of the issued capital (excluding outstanding warrants and conversions) of the Company at the time of grant

Sr. No.

Name of the Employee Designation Options Granted

1 Sanjay Grewal Chief Executive Officer 52,38,303

Signed by:

Naina Lal Kidwai Stephen MarzoDIN: 00017806 DIN: 01443338

Place: MumbaiDate: May 9, 2019

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ANNEXURE F

Form MR-3

Secretarial Audit Report

For the financial year ended March 31, 2019

[Pursuant to Section 204(1) of the Companies Act, 2013 and rule No. 9 of the Companies (Appointment and Remuneration of Managerial Personnel) Rules, 2014]

To,The Members,Altico Capital India Limited21, 2nd Floor, 5 North Avenue, Maker Maxity,Bandra-Kurla Complex, Bandra EastMumbai – 400051.

I have conducted the secretarial audit of the compliance of applicable statutory provisions and the adherence to good corporate practices by Altico Capital India Limited formerly known as “Altico Capital India Private Limited”(hereinafter called “the Company”). Secretarial Audit was conducted in a manner that provided me a reasonable basis for evaluating the corporate conducts/statutory compliances and expressing my opinion thereon.

Based on the verification of 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 authorised representatives during the conduct of secretarial audit, I hereby report that in my opinion, the Company has, during the audit period covering the financial year ended on March 31, 2019 complied with the statutory provisions listed hereunder and also that the Company has followed proper Board – processes and have required compliance – mechanismin place to the extent, in the manner and subject to the reporting made hereinafter.

I 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, 2019, according to the provisions of:

(i) The Companies Act, 2013 (the ‘Act’) and the Rules made thereunder;

(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and the rules made thereunder;

(iii) The Depositories Act, 1996 and the Regulations and bye-laws framed thereunder – Not Applicable;

(iv) The Foreign Exchange Management Act, 1999 and the rules and regulations made thereunder for compliance in respect of Foreign Direct Investment and External Commercial Borrowings; no overseas Direct Investment has been perused by the Company;

(v) The following Regulations and Guidelines prescribed under the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’):-

(a) The Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011 – Not Applicable;

(b) The Securities and Exchange Board of India (Prohibition of Insider Trading) Regulations, 2015;

(c) The Securities and Exchange Board of India (Issue of Capital and Disclosure Requirements) Regulations, 2009 – Not Applicable;

(d) The Securities and Exchange Board of India (Share Based Employee Benefits) Regulations, 2014 – Not Applicable;

(e) The Securities and Exchange Board of India (Issue and Listing of Debt Securities) Regulations, 2008;

(f) 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 – Not Applicable;

(g) The Securities and Exchange Board of India (Delisting of Equity Shares) Regulations, 2009 – Not applicable; and

(h) The Securities and Exchange Board of India (Buy Back of Securities) Regulations, 1998 – Not applicable.

I have also examined compliance with applicable clauses of the following:

(i) Secretarial Standards issued by the Institute of the Company Secretaries of India for General Meetings, Board Meetings, Audit Committee, Nomination and Remuneration Committee, Corporate Social Responsibility Committee, Finance Committee and Credit Committee;

(ii) The Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015 and Listing Agreements entered into by the Company with the Stock Exchange(s).

During the period under review, the Company has complied with the provisions of the Act, Rules, Regulations and Guidelines mentioned above.

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I further report that, having regard to the compliance system prevailing in the Company and on examination of the relevant documents and records in pursuance thereof, on test-check basis, the Company has complied with the following laws applicable specifically to the Company:

(a) Reserve Bank of India Act, 1934 and its circulars, notifications, directions, guidelines, Master Circulars as prescribed for Non-Banking Financial Company’s with specific reference to Systematically Important Non-Deposit Accepting Non-Banking Financial Company; and

(b) Prevention of Money Laundering Act, 2002.

(c) Various Circulars, Notifications, Directions, Guidelines, Master Circulars issued by the Reserve bank of India from time to time in respect of Systematically Important Non-Deposit Accepting Non-Banking Financial Company.

I further report that

The Board of Directors of the Company is duly constituted with proper balance of Non-Executive Directors and Independent Directors. The changes in the composition of the Board of Directors that took place during the year 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 or on shorter notice and a system exist for seeking and obtaining further information and clarifications on the agenda items before the meeting and for meaningful participation at the meeting.

The decisions at Board Meetings and Committee Meetings are carried out and recorded in the minutes of the Board of Directors and Committee of the Board accordingly.

I 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.

I further report that during the audit period, the Company has undertaken 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 viz.

(a) Re-constitution of various committees;

(b) Approval for combining “Nomination Committee” and “Remuneration Committee” as "Nomination and Remuneration committee" (NRC);

(c) Approving NRC charter w.e.f. amendments made in Articles of Association of the Company;

(d) Appointment and Resignation of Non-Executive Directors;

(e) Cessation and appointment of Alternate Directors;

(f) Appointment of Chairperson of the Company;

(g) Approval for incorporation and investment of funds in a wholly owned subsidiary;

(h) Approval for making Investment in Security Receipts;

(i) Issue and allotment of ordinary equity shares on rights basis;

( j) Issue and Redemption of Non-Convertible Debentures;

(k) Issue and Repayment of Commercial Papers;

(l) Obtained members approval for: -

- Issuance of Non-Convertible Debentures on Private Placement Basis;

- Increase in the borrowing limits of the Company from ` 7,000 crore to ` 10,000 crore;

- Appointment and Re-appointment of Independent Directors;

- Increase in Authorised Share Capital of the Company from ` 600 crore to ` 800 crore;

- Alteration of Articles of Association of the Company;

- Alteration of Memorandum of Association of the Company;

- Payment of remuneration to Independent Directors of the Company in the form of profit related commission   exceeding 1% p.a. of the net profits of the Company.

For Aashish K. Bhatt & AssociatesCompany Secretaries

(ICSI Unique Code S2008MH100200)

Place: Mumbai Aashish BhattDate: May 9, 2019 Proprietor ACS No.: 19639, COP No.: 7023

This Report is to be read with our letter annexed as Appendix A, which forms integral part of this report.

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APPENDIX A

To,The Members,Altico Capital India Limited21, 2nd Floor, 5 North Avenue,Maker Maxity, Bandra-Kurla Complex,Bandra East, Mumbai – 400051.

My report of even date is to be read along with this letter.

1. The responsibility of maintaining Secretarial record is of the management and based on my audit, I have expressed my opinion on these records.

2. I am of the opinion that the audit practices and process adopted to obtain assurance about the correctness of the Secretarial records were reasonable for verification on test check basis.

3. I have not verified the correctness and appropriateness of financial records and books of accounts of the Company.

4. The management is responsible for compliances with corporate and other applicable laws, rules, regulations, standards etc. My examination was limited to the verification of procedure on test basis and wherever required, I have obtained the Management representation about the compliance of laws, rules and regulations etc.

5. 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 Aashish K. Bhatt & AssociatesCompany Secretaries

(ICSI Unique Code S2008MH100200)

Place: Mumbai Aashish BhattDate: May 9, 2019 Proprietor ACS No.: 19639, COP No.: 7023

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Management Discussion and Analysis

Global economyThe year 2018 witnessed a slowing down of the global economy from the second half of the year due to multiple factors such as the escalating US-China trade tensions, credit tightening in China, interruptions in the German auto sector, and monetary policy tightening in larger advanced economies. Global growth also moderated due to events such as the exit for Britain from the European Union (Brexit), which eroded consumer confidence and weakened investments. This moderation in the global growth spilled over to the first half of 2019, as well.

Most central banks in the world have turned accommodative in their policy stance. China has ramped up its fiscal and

monetary stimulus to minimise the negative impact of trade tariffs. With this improving scenario, global growth is predicted to rise to 3.6% in 2020. However, this estimate delicately rests on a favourable rebound in growth in the emerging markets and developing economies from 4.4% in 2019 to 4.8% in 2020. (Source: International Monetary Fund (IMF))

Lowering of interest rates in emerging marketsCentral banks in emerging markets around the world are cutting rates in expectation of easier money in the US, which is giving developing markets the room to stimulate their economies. The US monetary policy has an outsize effect on the central banks in emerging markets due to its influence over global capital flows and its effect on currencies.

Global growth (%)

Year 2017 2018 2019(P) 2020(P)

World economic output 3.8 3.6 3.3 3.6Advanced economies 2.4 2.2 1.8 1.7Emerging market and developing economies 4.7 4.5 4.4 4.8

(P) – Projected; (Source: IMF)

Investment in global real estateAs per data reported by real estate services firm Cushman & Wakefield, real estate transaction volumes in 2018 were the strongest, reaching US$1.75 trillion, which is a 4% year-on-year (y-o-y) growth and surpassing previous highs of US$1.68 trillion in 2017. As per their forecasts, investments in 2019 are expected to match up to similar volume. Reasons attributed to these forecasts include investors targeting a wider range of markets to find opportunity and more sellers coming forward as real estate strategies adjust to evolving monetary policy, geopolitical tensions and structural changes.

Trends that will continue to drive the global real estate sector are increase in the global capital flows as investors increasingly look for investment beyond their borders, tech-driven disruption and shift towards secured cash flows and alignment with long-term trends. But despite such attractive fundamentals, the changing macroeconomic climate requires careful navigation. The biggest question facing investors is how to deploy capital as the cycle matures.

High levels of domestic and continental spending have led investors from the Asia-Pacific region to maintain the highest share of investment volumes in 2018 at US$866 billion, a new record for the region. Volumes from this region are expected to each US$875 billion in 2019 which is a 1% increase on 2018 (Source: Cushman & Wakefield).

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There had been a surge in the stressed assets across the banking sector in the previous years. This situation appears to be improving as banks reported a reduction in the stressed asset ratio from 12.1% to 10.5%. The banks are focusing on recovery and resolution of such assets. The process has been aided by the introduction of the Insolvency and Bankruptcy Code (IBC), which helps lenders in accelerating the resolution of stressed assets and making recoveries in a time bound manner. The capital infusion provided by the Reserve Bank of India (RBI) has helped three banks to come out of the Prompt Corrective Action (PCA) framework of the RBI, and according to the Interim Budget for FY 2019-20, the other remaining eight lenders are also expected to be out soon. While the banking sector was recovering from the asset quality concerns, the default by a large NBFC in September 2018 led to a liquidity-related stress emerging across the NBFC sector, as the flow of credit from banks and mutual funds to NBFCs contracted. This compelled most players in the sector to significantly slow down their loan growth and shift focus on managing liquidity and capital.

The introduction of the Goods and Services Tax (GST) is expected to significantly improve the ease of doing business and make the economy resilient in the long term. However, in the short-term, this has been disruptive, requiring businesses to realign their business models and processes to adapt to the new regime. This coupled with the slowdown in fresh lending by NBFCs has had a cascading impact across sectors ranging from real estate to automobiles. But in the long term these reforms are expected to benefit the nation and India is expected to remain one of the fastest growing major economies in FY 2019-20. The Government’s policy measures to boost the investment climate and robust consumption will help the country maintain its growth trajectory. Factors such as political stability, a young working population, improving business climate and renewed focus

Indian economyThe growth rate for Indian economy moderated to 6.8% in FY 2018-19, as against 7.2% in the preceding year as sectors such as agriculture & allied recorded a lower growth. This was further aggravated by the slowdown on the demand side as private consumption was impacted by stress in the agriculture sector and Non-Banking Financial Companies (NBFC) sector.

Annual GDP growth rate (%)

FY 2015-16 FY 2016-17 FY 2017-18 FY 2018-19

8.2 7.1 7.2 6.8

(Source: Central Statistics Office (CSO))

The moderation in growth rate becomes more apparent when disaggregated by quarter.

GDP growth rate by quarter (%)

Quarter FY 2017-18 FY 2018-19

Q1 5.6 8.0Q2 6.3 7.0Q3 7.0 6.6Q4 7.7 5.8

(Source: Central Statistics Office (CSO))

The government continued to bring structural policy reforms which are expected to yield benefit to the economy in the medium to long term. There was an improvement in the non-food credit growth, as banks increased lending to large industries. Fiscal deficit came down to 3.4% in the Government’s revised estimates for FY 2018-19 as compared to 3.5% in FY 2017-18. Current Account Deficit (CAD) narrowed to 2.5% of GDP from a high of 5.6% six years ago. India also moved up by 23 places to rank 77 in the World Bank’s Ease of Doing Business 2019 report.

(Source: Cushman & Wakefield, RCA: Deals over US$5 million, including land)

EMEA Asia Pacific Latin America North America

0

$200 BN USD

20072008

20092010

20112012

20132014

20152016

20172018

2019 fore

$400 BN USD

$800 BN USD

$1,000 BN USD

$1,200 BN USD

$1,400 BN USD

$1,600 BN USD

$1,800 BN USD

$600 BN USD

Global property investment volumes by region

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on export expansion are expected to revive and sustain the growth momentum. From an investor perspective, the Modi 2.0 budget is expected to provide stimulus to revive consumption and investments through the banks’ recapitalisation and infrastructure outlay in the budget.

Indian Non-Banking Financial Companies (NBFCs) sectorOverviewNBFCs play a vital role as an alternative to banks in resource mobilisation and credit intermediation, especially for the under-served segments of the economy. NBFCs, with their unique ability to identify, access, appropriately price and service the segments not addressed by traditionally by banks, have grown significantly ahead of the Indian aggregate credit growth over the last decade. This growth can be attributed to intrinsic factors such as delivering credit to customers that banks cannot reach, developing niche credit segments and pricing risks appropriately to manage the lending cycle. Extrinsic factors include receding competition from Public Sector banks, easy access to funds from multiple sources and sustained growth in rural demand. In the last decade, the Indian NBFC sector has grown ahead of the nation’s credit aggregate. While the nation’s aggregate credit grew by 14%, the NBFCs have clocked a growth of 19% (Source: NBFC and HFCs - Update - Jan19 - HDFC Securities).

FY 2018-19 has been a challenging year for the entire NBFC sector and particularly so for NBFCs in the wholesale lending space. While the conditions at the beginning of the year were conducive to growth with ample liquidity, the default by a leading infrastructure lender in September 2018 led to a sudden risk aversion towards NBFCs, adversely impacting liquidity. As a result of this change in risk perception, the overall cost of funds for NBFCs saw a sharp uptick across all ratings. Large institutional investors like mutual funds trimmed their exposure to NBFCs. This resulted in many players in the industry pursuing strategic actions like sell down of portfolios or issuance of fresh capital. Some of the other actions included tapping the External Commercial Borrowings (ECB) and masala bond markets to access greater pools of debt capital. The liquidity squeeze forced NBFCs to significantly slow down their loan growth. The sector also recorded a deterioration in the Gross Non-Performing Assets (GNPA) ratios and capital adequacy. In the recent times, the government has initiated steps to address this situation.

Indian real estate sectorOverviewThe last two years has been a rollercoaster ride for the Indian real estate sector, which witnessed the implementation and full impact of key reforms and disruptive changes such as the Real Estate (Regulation and Development) Act, 2016 (RERA), and the Goods and Services Tax (GST) and demonetisation. These reforms compelled most real estate developers to relook at their businesses and alter the business mix in terms of segmentation, product mix, pricing and unit configurations, among others. This period of stabilisation, right-sizing and right-pricing of new residential products and improving homebuyer sentiment due to increased transparency resulted in a 76% year-on-year (y-o-y) growth in units launched during 2018 and a more modest 6% y-o-y growth for sales.

In absolute terms, sales of residential units in the top 8 Indian cities continued to outstrip new launches for the fourth straight year, creating further pressure on unsold residential inventory. In fact, this was the first time that annual sales increased y-o-y during this decade.

Emerging trends• Real Estate Investment Trust (REIT): India’s first

REIT—Embassy Office Parks REIT—was successfully listed in March 2019 and raised ` 4,750 crore. The issue was oversubscribed 2.6 times and has been trading above the issue price. This should give a further boost to the commercial real estate sector and should see lead to similar listings in the next few years.

• Warehousing: The Indian warehousing segment is undergoing significant structural shifts after the implementation of GST. Smaller and fragmented warehouses are getting consolidated into centralised warehousing hubs with increasing focus on supply chain efficiencies. Advancements in e-commerce, growth of organised retail, availability of large warehouses and infrastructure status are likely to further drive the growth of warehousing.

• Coworking spaces: With the rise in start-ups in India, global players have begun showing interest in the coworking segment. With businesses looking to cut operating costs like renting or owning exclusive spaces, the co-working concept is allowing them to free up growth capital.

• Senior citizen housing: The emergence of nuclear families and rising urbanisation has given rise to townships that are specifically developed for the elderly. Senior citizens are increasingly opting for senior living communities post retirement, driving demand for senior housing projects. According to a study by the Ministry of Commerce and Industries, this segment in India can reach US$ 7.7 Billion in size by 2030.

• Student housing: India’s educational landscape has witnessed significant changes, which has increased demand for student accommodation. India has around 20 million students migrating to metro cities such as Bengaluru, Delhi-NCR, Mumbai, Pune and Hyderabad for higher education. Colleges can accommodate only a fraction of the students. Hence, there is a huge opportunity for residential spaces to tap the demand for student housing.

Government initiatives• Interim budget initiatives impacting the sector:

• Financial assistance of ` 2.04 lakh crore announced to achieve 99 smart cities and address urban housing distress.

• The benefit of capital gains rollover from investments in one residential house to two residential houses will prompt buying of a second house. This benefit will apply to capital gains up to ` 2 crore and can be availed once in a lifetime.

• The benefits for affordable homes under section 80-IBA have been extended for projects approved till March 31, 2020. Under this housing scheme, projects

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with residential units up to a carpet area of 30 square meters in four metros of Mumbai, Delhi, Chennai and Kolkata and up to a carpet area of 60 square meters in other cities, will benefit from a 100% profit deduction.

• The period of exemption from levy of tax on notional rent on unsold inventories has been extended from one year to two years. The period would be counted from the end of the year in which the project gets completed.

• TDS exemption limit applicable on payment of rent has been hiked from ` 1,80,000 to ` 2,40,000 per year.

• With a shortage of housing in urban areas in India, the government introduced its ‘Housing for All’ mission. As part of the scheme, the central and state agencies will provide housing to all eligible beneficiaries by 2022.

• To push affordable housing sales, schemes like the Credit Linked Subsidy Scheme (CLSS) helped individuals with lower income buy their first house. As of January 2019, about 3,77,022 individuals availed the subsidy.

StrategyOur current business strategy revolves around senior secured lending to mid-income residential projects and commercial real estate sector across Tier-I cities in India. As a complement to our strategy of real estate lending, we focus on providing structured finance solutions to infrastructure and other allied sectors.

Over the course of last year, we redefined our vision statement, which reads as under:

“Altico is committed to provide responsive and responsible capital to participate in the burgeoning opportunities for India’s long-term growth.

We believe that deep sector expertise and extensive knowledge of our customers and market landscape drive our ability to provide innovative financial solutions backed by strong collateral and cash flows. Altico’s strength lies in its distinguished Board and a dynamic management team with an exemplary track record in the credit markets. Highest levels of governance, sound business practices, financial resourcefulness, unwavering commitment to credit standards, and best-in-class asset management discipline reflect our culture of agility, collaboration and continual self-improvement. We are deeply supported by our renowned sponsors along with domestic and international financial institutions as we deliver superior and sustainable risk-adjusted returns.”

The vision statement clearly articulates Altico’s focus on establishing strong collateral and maintaining steady cash flows following the highest standards of governance.

PresenceWe select the area of our operations with careful thought and our expansions into new geographies are strategically planned. Our experienced Board, competent senior leadership team, strong financial sponsors and robust human capital have in-depth knowledge of local market situations and ground realities.

We strategically planned to operate out of select Tier-I cities and began our operations with our firm footing in Mumbai, NCR, Chennai and Bangalore in 2014 with gradual expansions into two more metro cities: Pune and Hyderabad.

OutlookWe have spent the past five years strategising and building  a   successful lending business enterprise with over US$ 1 billion in AUM. We plan to continue to finance the real estate and allied sectors and scale our existing business further.

We believe that with our reputation in the market, stellar track record, prudent balance sheet management low level of leverage and strong capital levels, we are well poised to resume a steady expansion in our book, once the macro situation reverts to normalcy.

Financial reviewPerformance FY 2018-19At the start of FY 2018-19, the Company transitioned to the Indian Accounting Standards (IND AS). In preparing its opening Ind AS balance sheet, the Company adjusted the amounts reported previously in financial statements prepared under the erstwhile accounting standards (IGAAP).

Taking due cognisance of the external environment, the Company deliberately slowed down sanctions of new facilities and increased its focus on managing liquidity. The Company took decisive steps to strengthen its balance sheet by raising fresh equity through a rights issue from existing shareholders, and monetising select stressed loan assets.

For FY 2018-19, the Company recorded total revenue of ` 1,234.7 crore, up from ` 875.2 crore in FY 2017-18. Total expenses including finance costs stood at ` 1,003.6  crore as against ` 464.3 crore. Expenses for FY 2018-19 included a net loss of ` 282.2 crore on the derecognition of certain loans, as against nil losses in FY 2017-18. This resulted in lower Profit before Tax (PBT) of ` 231.1  crore as against ` 410.8  crore in FY 2017-18. Profit after Tax (PAT) was at ` 147.3 crore as against ` 264.7  crore in FY  2017-18. Total comprehensive income stood at ` 146.7 crore as against ` 264.6 crore in FY 2017-18.

An amount of ` 29.4 crore was transferred to a Special Reserve Fund (` 71.0 crore FY 2017-18), in line with the requirement of section 45-IC of the RBI Act, 1934.

Net Owned Fund of the Company as at March 31, 2019 stood at ` 2,957.5 crore, registering an increase of 13.4% over the previous year.

The Company’s capital adequacy ratio as at March 31, 2019 was at 43.2% (previous year: 40.7%), as against the minimum ratio of 15% prescribed by the RBI.

The debt-equity ratio as on March 31, 2019 stood at 1.76  (previous year: 1.66) and net debt-equity ratio was at 1.50 (previous year: 1.53).

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Credit ratingDuring the financial year under review, the Company’s credit rating profile stood as under:

Instrument Credit rating agency As at March 31, 2019 As at March 31, 2018

Commercial Paper (Short-Term) India Ratings & Research Private Limited/ICRA Limited

A1+ A1+

Bank Term Loan (Long Term) India Ratings & Research Private Limited/CARE Ratings Limited*

AA-/Stable Outlook AA-/Stable Outlook

NCD^ (Long Term) India Ratings & Research Private Limited/CARE Ratings Limited*

AA-/Stable Outlook AA-/Stable Outlook

Notes: *CARE Rating Limited rated Altico during FY 2018-19 and hence was not outstanding as of March 31, 2018^The Company also received PP-MLD AA-emr (Stable) from India Ratings & Research Private Limited for its market linked debentures.

Shareholder commitment is evident through an additional equity infusion of 357 crore in March 2019. This infusion was in spite of the fact that Altico’s CRAR was significantly above the regulatory requirements, our cash balance and liquidity profile was superior than that of our peers and leverage levels are one of the most conservative in the industry.

The credit rating agencies also draw comfort from Altico’s distinguished Board, management team’s experience in managing wholesale credit book, and sound risk management systems and processes.

Asset quality managementAltico’s NPA ratios have remained well within the industry average and we continue to realise healthy cash flows from our loan assets.

Altico has started the journey of diversification by moving away from lending only to residential real estate segment, to other adjacent asset back sectors such as IT, SEZ, healthcare, warehousing, logistics etc., along with diversification into mortgage lending and setting up of Alternative Investment Fund. It is important to highlight that approximately 45% of Altico’s loan portfolio is compliant with RBI definition of infrastructure lending comprising mainly of affordable housing, IT/IT-SEZ and warehousing/logistics.

Liquidity and liability managementAltico has adopted an intricate and interdependent framework for liquidity management with four pillars – quantity, quality, efficiency and contingency. The strengthening of these pillars was observed in the Company’s actions, progress and performance over the past financial year.

Our liquidity is derived from our outstanding debt rising from ` 4,181.9 crore in FY 2017-18 to ` 5,319.0 crore in FY 2018-19. Due to its rich experience in managing wholesale credit, the Company has a fair share of long-term liability, with the share of such loans/NCD at 62% in FY 2017-18 and 66% in FY 2018-19. The Company's short-term debt was lower than 10% of overall debt at any given point in FY 2018-19 with zero Commercial Paper as on March 31, 2019.

Its long term: short-term borrowing ratio improved from 84:16 in FY 2017-18 to 98:02 in FY 2018-19 on a contractual basis and was maintained at 62:38 in FY 2018-19 in line with FY 2017-18 on a residual maturity basis. Our average spread out maturity rose from a duration of 27 months in FY 2017-18 to 31 months in FY 2018-19.

In line with its prudent liquidity management, Altico Capital has a diversified lender base across multilateral institutions, public and private sector banks, mutual funds and foreign banks, with the number of debt relationships rising from 30 in FY 2017-18 to 32 in FY 2018-19.

Altico Capital SWOT analysisStrengths Weaknesses

• Experienced management team

• Strong corporate governance framework

• Healthy capitalisation

• Prudent leverage and robust liquidity profile

• Diversified borrowing base

• Deep domain knowledge

• Efficient liquidity management practices

• Sector concentration

• Subdued market resulting in stress in developer/ real estate sector

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Risk managementOur company is classified as a systemically important non-deposit accepting non-banking financial company and is in compliance with all applicable laws. We adhere to strict standards of risk management and governance through ongoing investments in technology, people and processes.

It believes in rigorous underwriting and strong documentation to ensure the upkeep of its superior underwriting standards. To ensure its superior underwriting standards, the Company has a robust risk management system in place which systematically vets and assesses credit profile against a conservative lending strategy resulting in selective approvals.

The Company credit policy defines the lending rationale and establishes credit evaluation framework and processes. It determines apt appraisal tools and techniques to evaluate credit opportunities while articulating an adequate credit approval process to ensure satisfactory control over credit risk.

The Company also has a detailed risk management framework in place which outlines the purpose of the risk committee and its purview of governance.

Currently, risk management committee comprises of five members: two Independent Directors and three senior management members (Chief Operating Officer, Chief Credit Officer and Chief Financial Officer) and all their meetings are chaired by an Independent Director. All the risk governance responsibilities are shared by various internal Board committees, segregated by their areas of expertise.

As an ongoing practice, the Company will keep evolving and updating its risk management framework.

Information TechnologyThe Company’s Information Technology (IT) function forms an integral part of its business operations. To ensure

best-in-class technology infrastructure and support to the business, the Company has strengthened its IT platform. To support the long-term business vision, Altico will undergo a digital transformation over the next 12-14 months. This transformation will encompass its lending, leverage and finance functions as well as support functions.

Human resourcesThe Company considers its human capital a critical factor for its success and has built a strong organisation with highly qualified and experienced managers. Altico has a robust human resource department which oversees human resource strategy and its implementation to create an engaging workplace for its employees. This department works closely with the senior management and is involved in the recruitment of employees, their retention, remuneration, rewards and recognition. As on March 31, 2019, the Company had 54 employees.

Internal controls and adequacyWe have robust policies and guidance framework for all our internal procedures. We have formulated a well-defined and structured internal control system, commensurate with the size and nature of its business. Stringent procedures ensure high accuracy in recording, as well as providing reliable financial and operational information while meeting the statutory compliances and safeguarding assets from unauthorised use. It believes in rigorous underwriting, strong documentation and a policy of cooperative loan management.

The business strategy as stipulated by the Board of Directors of the Company is supported by a Credit Committee.

We also have adequate financial controls in place.

A comprehensive Annual Audit Plan is drafted, updated and approved by the Audit Committee of the Board on a regular basis. Special audits are also conducted as directed by the management. The Company’s robust IT architecture safeguards sensitive data and eases the audit process.

Opportunities Threats

• Higher risk adjusted returns given lack of liquidity for developers/corporates

• Our share vis-à-vis the size of the market is an indicator of the vast untapped potential that we can further leveraged

• Prospects of expansion into retail from wholesale to avenues, thus graduating funding from developer to end-customer

• Potential to set up ancillary funds such as Alternative Investment Funds (AIFs) which would complement the existing NBFC model

• Low debt/equity ratio provides ample room for future growth and improvement in returns

• Scale & diversification through organic and inorganic growth

• Change in regulatory landscape for NBFCs

• Rising risk spreads for banks and capital market funding could impact the cost of funds and hence the Company's margins

• Flow of fresh leverage to NBFCs remains subdued from MFs and banks

• Developer refinance remains scarce in the market

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Independent Auditors’ Report

To the Members of Altico Capital India Limited (Formerly known as Altico Capital India Private Limited)

Report on the audit of the Standalone financial statements

Opinion 1. We have audited the accompanying standalone financial

statements of Altico Capital India Limited (formerly known as Altico Capital India Private Limited) (“the Company”), which comprise the Balance Sheet as at March 31, 2019, and the Statement of Profit and Loss (including Other Comprehensive Income), statement of changes in equity and statement of cash flows for the year then ended, and notes to the Standalone financial statements, including a summary of significant accounting policies and other explanatory information (hereinafter referred as "financial Statements").

2. In our opinion and to the best of our information and according to the explanations given to us, the aforesaid financial statements give the information required by the Companies Act, 2013 (“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 March 31, 2019, and total comprehensive income (comprising of profit for

the year and other comprehensive income), changes in equity and its cash flows for the year then ended.

Basis for opinion3. We conducted our audit in accordance with the Standards

on Auditing (SAs) specified under Section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditors’ Responsibilities for the Audit of the Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the financial statements under the provisions of the Act and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key audit matters 4. Key audit matters are those matters that, in our

professional judgement, were of most significance in our audit of the financial statements of the current year. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matter How our audit addressed the key audit matter

Appropriateness of Expected Credit Loss (“ECL”) provision in respect of financial assets carried at amortized cost

(Refer Note 1.2.9 for accounting policy, Note 5 and 33 (a) for ECL provision)

As detailed in Note 5, the Company has financial assets carried at amortized cost amounting to ` 6,931.02 crore (gross) as at March 31, 2019. The Company has recognised a provision for ECL aggregating ` 141.98 crore against such assets. ECL provision has been determined in accordance with Ind AS 109 – Financial Instruments.

Additionally, the assets included loans aggregating ` 933.97  crore (gross) to certain borrowers for which there were indicators of significant increase in credit risk, which were considered for the purpose of determining the ECL provision.

We have considered the assessment of ECL provision in respect of all financial assets carried at amortized cost as a Key Audit Matter as determining the provision required significant judgement in the following areas:

- Assumptions used in the expected credit loss model such as the financial condition of the counterparty, probability of default, expected future cash flows, etc.

- The identification of exposures with a significant increase in credit risk and its appropriate provisioning.

We evaluated ECL provision taking into account the requirements of Ind AS 109 – Financial Instruments. Our procedures included the following:

- Obtained an understanding of ECL model, its development process and relevant controls.

- Understood and evaluated the design and tested operating effectiveness of controls in respect of ECL model which included estimation of inputs used to determine the provision, appropriate approvals and mathematical accuracy.

- Examined communications from/with Reserve Bank of India, as applicable, to assess whether it effected the borrowers’ credit risk, assessed adequacy of security coverage, obtained certificates from borrowers' statutory auditors/Chartered accountants on utilisation of loans and legal opinions, as the case may be.

- With the involvement of auditors’ experts, we assessed the assumptions and judgements made by management that were used to calculate ECL provision including the consideration of borrowers industry and general economy trends. We also assessed management’s judgements related to identification and appropriateness of provisions in respect of exposures with significant increase in credit risk.

- Tested the key data inputs used in the ECL model on a sample basis to assess the accuracy and completeness.

- Held discussions with the Management and the Audit Committee and obtained their independent assessment in respect of the borrowers for which there were indicators of significant increase in credit risk.

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Key audit matter How our audit addressed the key audit matter

- Tested the mathematical accuracy of the ECL provision by performing recalculations.

- Tested the disclosures as per the requirements of Ind AS 109 - Financial Statements with respect to ECL provision.

Based on the above procedures performed, the ECL provision recognised in respect of financial assets carried at amortized cost was considered to be appropriate.

Appropriateness of Effective Interest Rate (“EIR”) calculations in respect of fees collected on loans

(Refer Notes 1.2.8 and Note 1.2.19(i) for accounting policy

As per Ind AS 109 – ‘Financial Instruments’, interest income on loans is required to be recognized on EIR basis and includes fees collected on loans that are an integral part the effective interest rate. Fees collected on loans, recognized in current year on an EIR basis and included in interest income is ` 74.53 crore.

We have considered this a Key Audit Matter due to the following reasons –

- accounting of income, including fees collected on loans, on EIR basis requires management to make judgement regarding expected life of loans, which includes consideration of historical behaviour of the loan portfolio and macroeconomic factors;

- the audit work involved, considering volume of transactions and manual calculations, to test the accuracy of the EIR calculations related to fees collected (and considered integral part of the effective interest rate) on loans disbursed by the Company.

We carried out following procedures in respect of EIR calculations related to fees collected on loans and considered integral part of EIR:

- Obtained an understanding from the management of process covering interest on loans, including EIR related calculations. This also included understanding of relevant controls established by the management.

- Evaluated the design and tested operating effectiveness of controls related to EIR calculations, which also included data used to determine the expected life of loans.

- Assessed judgement applied by management in determining expected life of loan, which included historical trends and consideration of existing macroeconomic factors.

- Re-performed, on a sample basis, the EIR calculations related to the fees collected on loans and considered to be an integral part of effective interest rate to ensure mathematical accuracy. This included tracing of data inputs to underlying source documents.

- Tested the disclosures as per the requirements of Ind AS 109 - Financial Statements.

We evaluated EIR calculations in respect of fees collected on loans basis above procedures and did not identify any significant exceptions to calculations.

Other Information5. The Company’s Board of Directors is responsible for

the other information. The other information comprises the information included in the Directors’ Report and Management Discussion and Analysis report, but does not include the financial statements and our auditors’ report thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material

misstatement of this other information, we are required to report that fact.

We have nothing to report in this regard.

Responsibilities of management and those charged with governance for the financial statements6. The Company’s Board of Directors is responsible for

the matters stated in Section 134(5) of the Act with respect to the preparation and presentation of these financial statements that give a true and fair view of the financial position, financial performance, changes in equity 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. 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;

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Independent Auditors’ Report (Contd.)

selection and application of appropriate accounting policies; making judgements 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.

7. In preparing the financial statements, management is responsible for assessing the Company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so. Those Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditors’ responsibilities for the audit of the financial statements8. Our objectives are to obtain reasonable assurance about

whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

9. As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under Section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Company to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

10. We communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

11. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

12. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Other Matters13. The transition date opening balance sheet as at

April 1, 2017 included in these standalone Ind AS financial statements, are based on the previously issued statutory financial statements for the year ended March 31, 2017 prepared in accordance with the Companies (Accounting Standards) Rules, 2006

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(as amended) which were audited by the predecessor auditor, who expressed an unmodified opinion vide report dated May 29, 2017. The adjustments to those financial statements for the differences in accounting principles adopted by the Company on transition to the Ind AS have been audited by us.

14. The financial information of the Company for the year ended March 31, 2018 included in these standalone Ind AS financial statements, are based on the previously issued statutory financial statements for the years ended March 31, 2018 prepared in accordance with the Companies (Accounting Standards) Rules, 2006 (as amended) which were audited by us, on which we expressed an unmodified opinion vide our report dated May 9, 2018. The adjustments to those financial statements for the differences in accounting principles adopted by the Company on transition to the Ind AS have been audited by us. Our opinion is not modified in respect of above matters.

Report on other legal and regulatory requirements 15. As required by the Companies (Auditor’s Report) Order,

2016 (“the Order”), issued by the Central Government of India in terms of sub-section (11) of Section 143 of the Act, we give in the Annexure B a statement on the matters specified in paragraphs 3 and 4 of the Order, to the extent applicable.

16. 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 (including other comprehensive income), the Statement of Changes in Equity and Cash Flow Statement dealt with by this Report are in agreement with the books of account;

(d) In our opinion, the aforesaid financial statements comply with the Accounting Standards specified under Section 133 of the Act;

(e) On the basis of the written representations received from the directors as on March 31, 2019 taken on record by the Board of Directors, none of the directors is disqualified as on March 31, 2019 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 A”;

(g) With respect to the other matters to be included in the Auditors’ 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:

i. The Company has disclosed the impact of pending litigations on its financial position in its financial statements – Refer Note 39 to the financial statements;

ii. The Company has made provision as at March 31, 2019, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts - Refer Note 5 and 41 (vii) to the financial statements. The Company did not have any derivative contracts as at March 31, 2019;

iii. There were no amounts which were required to be transferred to the Investor Education and Protection Fund by the Company during the year ended March 31, 2019;

iv. The reporting on disclosures relating to Specified Bank Notes is not applicable to the Company for the year ended March 31, 2019.

For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016

Sharad VasantPartnerMembership Number: 101119

Mumbai May 11, 2019

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Annexure A to Independent Auditors’ ReportReferred to in paragraph 16(f) of the Independent Auditors’ Report of even date to the members of Altico Capital India Limited on the standalone financial statements as at and for the year ended March 31, 2019

Report on the Internal Financial Controls with reference to standalone financial statements under Clause (i) of sub-section 3 of Section 143 of the Act1. We have audited the internal financial controls with

reference to standalone financial statements of Altico Capital India Limited (formerly known as Altico Capital India Private Limited) (“the Company”) as of March 31, 2019 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 Controls2. 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 Act.

Auditors’ Responsibility3. Our responsibility is to express an opinion on the

Company's internal financial controls with reference to financial statements 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 deemed to be prescribed under Section 143(10) of the Act 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 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 with reference to financial statements was established and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial controls system with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial

statements included obtaining an understanding of internal financial controls with reference to financial statements, 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 judgement, including the assessment of the risks of material misstatement of the financial statements, whether due to fraud or error.

5. 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 with reference to financial statements.

Meaning of Internal Financial Controls with reference to financial statements6. A company's internal financial controls with reference

to financial statements 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 controls with reference to financial statements 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 authorizations 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 with reference to financial Statements7. Because of the inherent limitations of internal financial

controls with reference to financial statements, 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 with reference to financial statements to future periods are subject to the risk that the internal financial controls with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

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Opinion8. In our opinion, the Company has, in all material respects,

an adequate internal financial controls system with reference to financial statements and such internal financial controls with reference to financial statements were operating effectively as at March 31, 2019, 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.

For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016

Sharad VasantPartnerMembership Number: 101119

Mumbai May 11, 2019

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Annexure B to Independent Auditors’ ReportReferred to in paragraph 15 of the Independent Auditors’ Report of even date to the members of Altico Capital India Limited on the standalone financial statements as at and for the year ended March 31, 2019

i. (a) The Company is maintaining proper records showing full particulars, including quantitative details and situation, of fixed assets.

(b) The fixed assets of the Company have been physically verified by the Management during the year. The discrepancies noticed on such verification were not material and have been properly dealt with in the books of account. In our opinion, the frequency of verification is reasonable.

(c) The title deeds of immovable properties as disclosed in note 10 on fixed assets to the financial statements are held in the name of the Company.

ii. The Company is in the business of rendering services, and consequently, does not hold any inventory. Therefore, the provisions of Clause 3(ii) of the said Order are not applicable to the Company.

iii. The Company has not granted any loans, secured or unsecured, to companies, firms, Limited Liability Partnerships or other parties covered in the register maintained under Section 189 of the Act. Therefore, the provisions of Clause 3(iii), (iii)(a), (iii)(b) and (iii)(c) of the said Order are not applicable to the Company.

iv. In our opinion, and according to the information and explanations given to us, the Company has complied with the provisions of Section 186 of the Act in respect of the loans or investments made, or guarantees or security provided by it, to the extent applicable. The Company has not granted any loans or provided any guarantees or security in connection with any loan taken by party covered under Section 185 of the Act.

v. The Company has not accepted any deposits from the public within the meaning of Sections 73, 74, 75 and 76 of the Act and the Rules framed thereunder to the extent notified.

vi. The Central Government of India has not specified the maintenance of cost records under sub-section (1) of Section 148 of the Act for any of the products of the Company.

vii. (a) According to the information and explanations given to us and the records of the Company examined by us, in our opinion, the Company is generally regular in depositing undisputed statutory dues in respect of provident fund, though there has been a slight delay in a few cases, and is regular in depositing undisputed statutory dues, including income tax, goods and service tax and other material statutory dues, as applicable, with the appropriate authorities. Also refer Note 39 to the financial statements

regarding management's assessment on certain matters relating to provident fund.

(b) According to the information and explanations given to us and the records of the Company examined by us, there are no dues of sales-tax, service-tax, duty of customs, duty of excise, value added tax which have not been deposited on account of any dispute. The particulars of dues of income tax as at March 31, 2019, which have not been deposited because of a dispute, are as follows:

Name of the statute

Nature of dues

Amount(` In crore)

Period to which the amount relates

Forum where the dispute is pending

Income Tax Act, 1961

Income Tax Demand

0.27 Assessment Year – 2009-10

Income Tax Appellate Tribunal

Income Tax Act, 1961

Income Tax Demand

0.41 Assessment Year – 2010-11

Income Tax Appellate Tribunal

Income Tax Act, 1961

Income Tax Demand

2.98 Assessment Year – 2011-12

Income Tax Appellate Tribunal

Income Tax Act, 1961

Income Tax Demand

1.36 Assessment Year – 2012-13

Commissioner of Income Tax (Appeals)

Income Tax Act, 1961

Income Tax Demand

1.61 Assessment Year – 2013-14

Commissioner of Income Tax (Appeals)

Income Tax Act, 1961

Income Tax Demand

1.75 Assessment Year – 2014-15

Commissioner of Income Tax (Appeals)

viii. According to the records of the Company examined by us and the information and explanation given to us, the Company has not defaulted in repayment of loans or borrowings to any financial institution or bank or Government or dues to debenture holders as at the balance sheet date.

ix. The Company has not raised any moneys by way of initial public offer, further public offer (including debt instruments). In our opinion, and according to the information and explanations given to us, the moneys raised by way of term loans have been applied for the purposes for which they were obtained.

x. During the course of our examination of the books and records of the Company, carried out in accordance with the generally accepted auditing practices in India, and according to the information and explanations given to us, we have neither come across any instance of material fraud by the Company or on the Company by its officers or employees, noticed or reported during the year, nor have we been informed of any such case by the Management.

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xi. 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.

xii. As the Company is not a Nidhi Company and the Nidhi Rules, 2014 are not applicable to it, the provisions of Clause 3(xii) of the Order are not applicable to the Company.

xiii. The Company has entered into transactions with related parties in compliance with the provisions of Sections 177 and 188 of the Act. The details of related party transactions have been disclosed in the financial statements as required under Indian Accounting Standard (Ind AS) 24, Related Party Disclosures specified under Section 133 of the Act.

xiv. The Company has not made any preferential allotment or private placement of shares or fully or partly convertible debentures during the year. Accordingly, the provisions of Clause 3(xiv) of the Order are not applicable to the Company.

xv. The Company has not entered into any non-cash transactions with its directors or persons connected with him. Accordingly, the provisions of Clause 3(xv) of the Order are not applicable to the Company.

xvi. The Company is required to, and has been registered under Section 45-IA of the Reserve Bank of India Act, 1934 as a Non-Deposit taking Non-Banking Financial Company.

For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016

Sharad VasantPartnerMembership Number: 101119

Mumbai May 11, 2019

Page 46: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Amounts in ` crores

Particulars Note As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Assets Financial assets Cash and cash equivalents 2 783.50 341.60 199.58 Bank balance other than cash and cash equivalents above 3 493.90 96.91 143.77 Receivables (i) Trade receivables (ii) Other receivables 4 2.71 10.12 0.31 Loans 5 6,905.75 6,206.81 3,726.68 Investments 6 31.96 - - Other financial assets 7 3.00 3.95 0.80 Total financial assets 8,220.82 6,659.39 4,071.14 Non-financial Assets Current tax assets (Net) 8 100.11 11.77 13.96 Deferred tax assets (Net) 9 71.12 69.99 30.04 Property, plant and equipment 10 7.05 8.05 0.57 Intangible assets 11 0.45 0.75 0.68 Other non-financial assets 12 2.83 1.50 1.76 Total non-financial assets 181.56 92.06 47.01 Total Assets 8,402.38 6,751.45 4,118.15 Liabilities and Equity Liabilities Financial liabilities Payables (i) Trade payables

a) total outstanding dues of micro enterprises and small enterprises

- - -

b) total outstanding dues of creditors other than micro enterprises and small enterprises

7.40 6.87 1.86

(ii) Other payables - - - Debt securities 13 2,359.85 1,104.35 683.32 Borrowings (other than debt securities) 14 2,959.10 3,077.56 1,162.06 Other financial liabilities 15 38.42 37.15 26.46 Total financial liabilities 5,364.77 4,225.93 1,873.70 Non-financial liabilities Provisions 16 4.14 2.06 1.44 Other non-financial liabilities 17 3.28 8.17 0.25 Total non-financial liabilities 7.42 10.23 1.69 Equity Equity share capital 18 534.38 479.48 479.48 Other equity 19 2,495.81 2,035.81 1,763.28 Total equity 3,030.19 2,515.29 2,242.76 Total Liabilities and Equity 8,402.38 6,751.45 4,118.15 Summary of significant accounting policies 1.2

Balance Sheet as at March 31, 2019

The accompanying notes are an integral part of the financial statements.

As per our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors ofFirm Registration Number: 012754N/N500016 Altico Capital India Limited

(Formerly known as Altico Capital India Private Limited)

Sharad Vasant Naina Lal Kidwai Stephen J. Marzo Sanjay Grewal Partner Chairman & Non-Executive Director Director Chief Executive Officer Membership No.: 101119 DIN: 00017806 DIN: 01443338

Dhruv Jain Binoy K. ParikhChief Financial Officer Company Secretary

Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Date: May 11, 2019 Date: May 9, 2019 Date: May 9, 2019 Date: May 9, 2019

Page 47: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

The accompanying notes are an integral part of the financial statements.

As per our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors ofFirm Registration Number: 012754N/N500016 Altico Capital India Limited

(Formerly known as Altico Capital India Private Limited)

Sharad Vasant Naina Lal Kidwai Stephen J. Marzo Sanjay Grewal Partner Chairman & Non-Executive Director Director Chief Executive Officer Membership No.: 101119 DIN: 00017806 DIN: 01443338

Dhruv Jain Binoy K. ParikhChief Financial Officer Company Secretary

Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Date: May 11, 2019 Date: May 9, 2019 Date: May 9, 2019 Date: May 9, 2019

Statement of Profit and Loss for the year ended March 31, 2019

Amounts in ` crores

Particulars Note Year ended March 31, 2019

Year ended March 31, 2018

Revenue from operationsInterest Income 20 1,222.04 861.56 Fees and commission Income 0.20 1.65 Net gain on fair value changes 21 12.42 - Net gain on derecognition of financial instruments under amortised cost category 22 - 11.93 Total revenue from operations 1,234.66 875.14 Other income 23 0.04 0.02 Total income 1,234.70 875.16 ExpensesFinance costs 24 547.21 313.08 Net loss on fair value changes 21 - 8.08 Net loss on derecognition of financial instruments under amortised cost category 25 282.23 - Impairment on financial instruments 26 54.13 50.90 Employee benefits expenses 27 70.38 56.44 Depreciation and amortisation 10 & 11 1.80 0.91 Others expenses 28 47.89 34.92 Total expenses 1,003.64 464.33 Profit before tax 231.06 410.83 Tax expense:(1) Current tax 84.66 186.06 (2) Deferred tax (0.86) (39.90)Total tax expense 83.80 146.16 Profit for the year 147.26 264.67 Other comprehensive income(i) Items that will not be reclassified to profit or loss remeasurement of defined benefit

obligations (0.79) (0.11)

(ii) Income tax relating to items that will not be reclassified to profit or loss 0.27 0.04 Other comprehensive income (0.52) (0.07)Total comprehensive income for the year 146.74 264.60 Earnings per equity share 29Basic (`) 3.07 5.52Diluted (`) 3.05 5.47Summary of Significant accounting policies 1.2

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Cash Flow Statement for the year ended March 31, 2019

Amounts in ` crores

ParticularsYear ended

March 31, 2019Year ended

March 31, 2018

Cash Flow from Operating Activities:

Profit before tax 231.06 410.83

Adjustments:

Depreciation and amortisation 1.80 0.91

Net gain on fair value changes (12.42) -

Net loss on fair value changes - 8.08

Net gain on derecognition of financial instruments under amortised cost category - (11.93)

Net loss on derecognition of financial instruments under amortised cost category 282.23 -

Impairment on financial instruments 54.13 50.90

Employee share based payments 10.74 7.93

Provisions for employee benefits 2.27 0.66

Property, plant and equipment written-off 0.19 0.08

Operating profit before working capital changes 570.00 467.46

Adjustments for (increase)/decrease in operating assets:

Bank balance other than cash and cash equivalents (396.99) 46.86

Other receivables 7.41 (9.81)

Loans (1,022.87) (2,527.16)

Other financial assets 0.95 (3.15)

Other non-financial assets (1.33) 0.25

Adjustments for increase/(decrease) in operating liabilities

Trade payables 0.54 5.00

Other financial liabilities 20.24 8.64

Provisions (0.99) (0.15)

Other non-financial liabilities (4.89) 7.92

Cash used in operations (827.93) (2,004.14)

Less: Income taxes paid (net of refunds) (173.00) (183.87)

Net cash outflow from operating activities* (1,000.93) (2,188.01)

Cash Flow from Investing Activities:

Investment in security receipts (31.95) -

Investment in subsidiary (0.01) -

Purchase of property, plant and equipments (0.62) (8.28)

Purchase of intangible assets (0.07) (0.27)

Net cash outflow from investing activities (32.65) (8.55)

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Cash Flow Statement for the year ended March 31, 2019

Amounts in ` crores

ParticularsYear ended

March 31, 2019Year ended

March 31, 2018

Cash Flow from Financing Activities:

Proceeds from debt securities 1,357.10 632.50

Proceeds from borrowings other than debt securities 3,377.47 4,313.58

Repayment of debt securities (104.40) (215.00)

Repayment of borrowings other than debt securities (3,512.10) (2,392.50)

Proceeds from Issue of shares 357.41 -

Net cash inflow from financing activities 1,475.48 2,338.58

Net Increase/(Decrease) in Cash and Bank Balances 441.90 142.02

Add: Cash and cash equivalents at beginning of the year 341.60 199.58

Cash and cash equivalents at end of the year 783.50 341.60

Components of Cash and Cash Equivalents

Cheques on hand - 10.00

Balance with banks:

- In current accounts [Includes encumbered balances ` 224.58 crores (Previous year ` 4.12 crores)

495.87 330.60

- In fixed deposits (with original maturity of less than 3 months) 287.63 1.00

783.50 341.60

* Includes interest received ` 1,055.58 crores (Previous year ` 804.26 crores) and interest paid ` 449.71 crores (Previous year ` 275.51crores)

Summary of Significant accounting policies (Refer Note 1.2)

The accompanying notes are an integral part of the financial statements.

As per our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors ofFirm Registration Number: 012754N/N500016 Altico Capital India Limited

(Formerly known as Altico Capital India Private Limited)

Sharad Vasant Naina Lal Kidwai Stephen J. Marzo Sanjay Grewal Partner Chairman & Non-Executive Director Director Chief Executive Officer Membership No.: 101119 DIN: 00017806 DIN: 01443338

Dhruv Jain Binoy K. ParikhChief Financial Officer Company Secretary

Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Date: May 11, 2019 Date: May 9, 2019 Date: May 9, 2019 Date: May 9, 2019

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Standalone Statement of changes in equity for the year ended March 31, 2019

A. Equity share capitalAmounts in ` crores

Particulars Number Amount

As at April 1, 2017 47,94,79,679 479.48

As at March 31, 2018 47,94,79,679 479.48

As at March 31, 2019 53,43,81,215 534.38

B. Other equity

Particulars

Reserves and surplus

Securities premium

Capital Redemption

reserve

Special reserve

Retained earnings

Share based options

outstanding account

Total other equity

As at April 1, 2017 1,291.89 5.11 118.17 338.72 9.39 1,763.28

Profit for the year - - - 264.67 - 264.67

Other comprehensive income - - - (0.07) - (0.07)

Total comprehensive income for the year - - - 264.60 - 264.60

Transfer to special Reserve - - - (70.99) - (70.99)Additions - - 70.99 0.08 - 71.07 Transfer to retained earnings - - - - (0.08) (0.08)Charge during the year - - - - 7.93 7.93 As at March 31, 2018 1,291.89 5.11 189.16 532.41 17.24 2,035.81 Profit for the year - - - 147.26 - 147.26 Other comprehensive income - - - (0.52) - (0.52)Total comprehensive income for the year - - - 146.74 - 146.74 Transfer to special Reserve - - - (29.35) - (29.35)Additions 302.52 - 29.35 0.69 - 332.56 Transfer to retained earnings - - - - (0.69) (0.69)Change during the year - - - - 10.74 10.74 As at March 31, 2019 1,594.41 5.11 218.51 650.49 27.29 2,495.81

Summary of Significant accounting policies (Refer Note 1.2)

The accompanying notes are an integral part of the financial statements.

As per our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors ofFirm Registration Number: 012754N/N500016 Altico Capital India Limited

(Formerly known as Altico Capital India Private Limited)

Sharad Vasant Naina Lal Kidwai Stephen J. Marzo Sanjay Grewal Partner Chairman & Non-Executive Director Director Chief Executive Officer Membership No.: 101119 DIN: 00017806 DIN: 01443338

Dhruv Jain Binoy K. ParikhChief Financial Officer Company Secretary

Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Date: May 11, 2019 Date: May 9, 2019 Date: May 9, 2019 Date: May 9, 2019

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

1. Corporate Information Altico Capital India Limited (formerly known as

Altico Capital India Private Limited) (‘Altico’ or ‘the Company’) was incorporated on January 28, 2004. Altico is a wholly owned subsidiary of India Credit Pte Ltd. Altico holds certificate of registration issued by Reserve Bank of India to operate as a Non-Banking Financial Company (‘NBFC’) vide certificate number N-13.01777 dated January 4, 2018 (in lieu of certificate number N-13.01777 dated January 18, 2005).

The Company is engaged in the business of providing medium to long term finance to corporate borrowers.

1.1 Basis of preparation The financial statements of the Company have been

prepared in accordance with the Indian Accounting Standards (hereinafter referred to as the ‘Ind AS’). The Company has prepared these financial statements to comply in all material respects with the accounting standards notified under Section 133 of the Companies Act, 2013 (“the Act”) [Companies (Indian Accounting Standards) Rules, 2015] and other relevant provisions of the Act

These financial statements for the year ended March 31, 2019 are the first financial statements of the Company prepared under Ind AS. Refer note 40 for information on how the Company adopted Ind AS. For all periods up to and including the year ended March 31, 2018, the Company prepared its financial statements in accordance with the accounting standards notified under the section 133 of the Companies Act 2013, read together with paragraph 7 of the Companies (Accounts) Rules, 2014 and the relevant provisions of the Reserve Bank of India (‘RBI’) as applicable to Non-Banking Financial Companies (‘NBFC’) (hereinafter referred to as ‘Previous GAAP’) used for its statutory reporting requirement in India. Reconciliations and explanations of the effect of the transition from Previous GAAP to Ind AS on the company’s Balance Sheet and Profit and Loss account are provided in note 40 of these financial statements.

The financial statements have been prepared on the accrual and going concern basis. The Ind AS accounting assumptions and treatments are applied consistently to all the periods presented in these financial statements, including the preparation of the opening Ind AS Balance Sheet as at April 1, 2017 being the ‘date of transition to Ind AS’.

These financial statements are prepared under the historical cost convention as modified by the application of fair value measurements required or allowed by the relevant standards under Ind AS in the case of certain financial assets and liabilities, net defined benefit (asset)/ liability and share based payments.

1.2 Summary of Significant Accounting Policies1.2.1 Presentation of Financial Statements The Balance Sheet and the Profit and Loss Account

are prepared and presented in the format prescribed in the Schedule III to the Companies Act, 2013 (“the Act”). The statement of cash flows has been prepared and presented as per the requirements of Ind AS 7 “Statement of Cash flows”. The disclosure requirements with respect to items in the Balance Sheet and Statement of Profit and Loss, as prescribed in the Schedule III to the Act, are presented by way of notes forming part of the financial statements along with the other notes required to be disclosed under the notified Accounting Standards, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and requirements under prudential norms of Reserve Bank of India as applicable to the Company.

1.2.2 Foreign currency translation Functional and presentation currency The financial statements are prepared and

presented in Indian Rupees (INR) which is functional and presentational currency of the Company. Financial information presented in INR has been rounded to the nearest crores except as stated otherwise.

1.2.3 Financial Instruments Financial instruments are recognised when the

Company becomes a party to the contractual provisions of the instrument i.e. trade date.

1.2.4 Financial assets:1.2.5 Classification The Company classifies its financial assets in the

following measurement categories:

a) those to be measured subsequently at fair value (either through other comprehensive income, or through Statement of profit and loss); and

b) those to be measured at amortised cost.

The classification is based on the Company’s business model for managing the financial assets and the contractual terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in Statement of profit and loss or other comprehensive income (‘OCI’).

Investments in equity instruments are classified as at Fair Value through Profit and Loss (FVTPL), unless the related instruments are not held for trading and the company irrevocably elects on initial recognition to present subsequent changes in fair value in other comprehensive income.

1.2.6 Measurement At initial recognition, the Company measures a financial

asset at its fair value plus the transaction costs that are

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

directly attributable to the acquisition of the financial asset. In case of financial assets carried at fair value through profit or loss, transaction costs are expensed in Statement of profit and loss as incurred.

1.2.7 Debt instrument Subsequent measurement of debt instruments

depends on the Company’s business model for managing the asset and the cash flow characteristics of the asset.

Business model: The business model reflects how the Company manages the assets in order to generate cash flows. That is, whether the Company’s objective is solely to collect the contractual cash flows from the assets or is to collect both the contractual cash flows and cash flows arising from the sale of assets. If neither of these is applicable then the financial assets are classified as part of ‘other’ business model and measured at FVTPL.

SPPI: Where the business model is to hold assets to collect contractual cash flows or to collect contractual cash flows and sell, the Company assesses whether the financial instruments’ cash flows represent solely payments of principal and interest (the ‘SPPI test’). In making this assessment, the Company considers whether the contractual cash flows are consistent with a basic lending arrangement i.e. interest includes only consideration for the time value of money, credit risk, other basic lending risks and a profit margin that is consistent with a basic lending arrangement. Where the contractual terms introduce exposure to risk or volatility that are inconsistent with a basic lending arrangement, the related financial asset is classified and measured at fair value through profit or loss.

Based on these factors, the Company classifies its debt instruments into one of the following three measurement categories:

i) Amortised cost The Company classifies its financial assets as

at amortised cost only if both of the following criteria are met:

a) The asset is held within a business model with the objective of collecting the contractual cash flows, and

b) The contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal outstanding.

Financial assets at amortised cost include loans, trade receivables and other financial assets that are held with the objective of collecting contractual cash flows. After initial measurement at fair value,

the financial assets are measured at amortised cost using the effective interest rate (EIR) method, less impairment.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate (EIR). The EIR amortisation is included in finance income in the Statement of profit and loss. The losses arising from impairment are recognised in the Statement of profit and loss in other expenses.

ii) Fair value through other comprehensive income (FVOCI)

Financial assets that are held for collection of contractual cash flows and for selling the financial assets, where the asset’s cash flows represent solely payments of principal and interest, are measured at FVOCI. Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognised in Statement of profit and loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to Statement of profit and loss and recognised in other gains/(losses). Interest income from these financial assets is included in other income using the effective interest rate method.

iii) Fair value through profit and loss (FVTPL) Assets that do not meet the criteria for amortised

cost or FVOCI are measured at fair value through profit or loss (FVTPL).

Financial assets at fair value through profit or loss are carried in the Balance sheet at fair value with net changes in fair value presented as other (gains)/losses in Statement of profit and loss. Interest income from these financial assets at fair value through profit or loss are included separately in other income.

1.2.8 Interest income The Company calculates interest income by applying

the effective interest rate (‘EIR’) to the gross carrying amount of financial assets carried at amortised cost excluding credit impaired advances. The EIR is the rate that exactly discounts estimated future cash inflows through the expected life of the financial instrument or, when appropriate, a shorter period, to the net carrying amount of the financial asset. The EIR is calculated by taking into account any discount or premium on acquisition, fees and costs that are an integral part of the EIR.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

If the Company revises its estimates of estimated life of the financial instrument, it adjusts the gross carrying amount of the financial asset to reflect actual and revised estimated contractual cash flows. The Company recalculates the gross carrying amount of the financial asset as the present value of the estimated future contractual cash flows that are discounted at the financial instrument’s original effective interest rate (or credit-adjusted effective interest rate for purchased or originated credit-impaired financial assets). The adjustment is booked as a positive or negative adjustment to the carrying amount of the asset in the balance sheet with an increase or reduction in interest income. The adjustment is subsequently amortised through Interest income in the statement of profit and loss.

Interest income on financial assets classified as FVTPL is recognised using the contractual interest rate in net gain/(loss) on fair value changes.

When a financial asset becomes credit-impaired and is, regarded as ‘Stage 3’, the Company calculates interest income by applying the effective interest rate to the amortised cost (net of expected credit loss) of such financial asset. If the financial assets are no longer credit impaired, the Company calculates the interest income on a gross basis.

1.2.9 Impairment of financial assets The Company records allowance for expected credit

losses for all loans, investment in credit substitutes, and other financial assets not held at FVTPL, together with loan commitments and financial guarantee contracts.

Expected credit losses are a probability-weighted estimate of credit losses. The probability is determined by the risk of default which is applied to the cash flow estimates. On a significant increase in credit risk, credit losses are recalculated from 12 month to lifetime expectations.

The ECL allowance is based on the credit losses expected to arise over the life of the asset (the lifetime expected credit loss), unless there has been no significant increase in credit risk since origination, in which case, the allowance is based on the 12 months’ expected credit loss.

Both lifetime and 12 months ECL are calculated on either an individual basis, depending on the nature of the underlying portfolio of financial instruments. The Company has established a policy to perform an assessment, at the end of each reporting period, of whether a financial instrument’s credit risk has increased significantly since initial recognition, by considering the change in the risk of default occurring over the remaining life of the financial instrument. Basis the above process, the Company categorises its loans into Stage 1, Stage 2 and Stage 3 as follows:

Stage 1: When loans are first recognised, the Company recognises an allowance based on 12month ECLs. Stage 1 loans also include facilities where the credit risk has improved and the loan has been reclassified from Stage 2.

Stage 2: When a loan has shown a significant increase in credit risk since origination, the Company records an allowance for the lifetime expected credit losses. Stage 2 loans also include facilities, where the credit risk has improved and the loan has been reclassified from Stage 3.

Stage 3: Loans considered in Stage 3 are credit-impaired. The Company recognizes an allowance for the lifetime expected credit losses.

1.2.10 Write offs Financial assets are written off either partially or in their

entirety only when the Company has stopped pursuing the recovery. If the amount to be written off is greater than the accumulated loss allowance, the difference is first treated as an addition to the allowance that is then applied against the gross carrying amount. Any subsequent recoveries are credited to impairment on financial instrument on statement of profit and loss.

1.2.11 Derecognition of financial assets The Company sometimes renegotiates or otherwise

modifies the contractual cash flows of loans to customers. When this happens, the Company assesses whether or not the new terms are substantially different to the original terms. The Company does this by considering, among others, the following factors:

• If the borrower is in financial difficulty, whether the modification merely reduces the contractual cash flows to amounts the borrower is expected to be able to pay.

• Whether any substantial new terms are introduced, such as a profit share/equity-based return that substantially affects the risk profile of the loan.

• Significant extension of the loan term when the borrower is not in financial difficulty.

• Significant change in the interest rate.

• Change in the currency the loan is denominated in.

• Insertion of collateral, other security or credit enhancements that significantly affect the credit risk associated with the loan.

If the terms are substantially different, the Company de-recognizes the original financial asset and recognizes a ‘new’ asset at fair value and recalculates a new effective interest rate for the asset. The date of renegotiation is consequently considered to be the date of initial recognition for impairment calculation purposes, including for the purpose of determining

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

whether a significant increase in credit risk has occurred. However, the Company also assesses whether the new financial asset recognized is deemed to be credit-impaired at initial recognition, especially in circumstances where the renegotiation was driven by the debtor being unable to make the originally agreed payments. Differences in the carrying amount are also recognized in profit or loss as a gain or loss on de-recognition.

If the terms are not substantially different, the renegotiation or modification does not result in de-recognition, and the Company recalculates the gross carrying amount based on the revised cash flows of the financial asset and recognizes a modification gain or loss in the statement of profit or loss. The new gross carrying amount is recalculated by discounting the modified cash flows at the original effective interest rate (or credit-adjusted effective interest rate for purchased or originated credit-impaired financial assets).

1.2.12 Derecognition other than on a modification Financial assets, or a portion thereof, are derecognized

when the contractual rights to receive the cash flows from the assets have expired, or when they have been transferred and either (i) the Company transfers substantially all the risks and rewards of ownership, or (ii) the Company neither transfers nor retains substantially all the risks and rewards of ownership and the Company has not retained control. The Company directly reduces the gross carrying amount of a financial asset when there is no reasonable expectation of recovering a financial asset in its entirety or a portion thereof.

The Company enters into transactions where it retains the contractual rights to receive cash flows from assets but assumes a contractual obligation to pay those cash flows to other entities and transfers substantially all of the risks and rewards. These transactions are accounted for as ‘pass through’ transfers that result in de-recognition if the Company:

(i) Has no obligation to make payments unless it collects equivalent amounts from the assets;

(ii) Is prohibited from selling or pledging the assets; and

(iii) Has an obligation to remit any cash it collects from the assets without material delay.

1.2.13 Financial liabilities The Company determines the classification of its

financial liabilities at initial recognition.

1.2.14 Classification The financial liabilities are classified in the following

measurement categories:

a) those to be measured as financial liabilities at fair value through profit or loss,

b) those to be measured at amortised cost.

1.2.15 Measurement All financial liabilities are recognised initially at fair

value and, in the case of loans, borrowings and payables, net of directly attributable transaction costs.

The Company classifies all financial liabilities as subsequently measured at amortised cost, except for financial liabilities at fair value through profit or loss. Such liabilities, including derivatives that are liabilities, shall be subsequently measured at fair value.

The Company’s financial liabilities include trade payables, borrowings including bank overdrafts and other financial instruments. The measurement of financial liabilities depends on their classification, as described below:

a) Financial liabilities measured at amortised cost Financial liabilities are initially recognised at fair

value, net of transaction cost incurred and are subsequently measured at amortised cost, using the EIR method. Any difference between the proceeds net of transaction costs and the amount due on settlement or redemption of borrowings is recognised over the term of the borrowing.

The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest charge over the relevant effective interest rate period. The effective interest rate is the rate that exactly discounts estimated future cash outflow (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition. This category generally applies to borrowings.

b) Financial liabilities measured at fair value through profit and loss

Financial liabilities at fair value through profit and loss include financial liabilities held for trading. Financial liabilities are classified as held for trading if they are acquired for the purpose of repurchasing in the near term. This category also includes derivative financial instruments entered into by the company that are not designated as hedging instruments in hedge relationships.

For liabilities designated as FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognized in OCI. These gains/loss are not subsequently transferred to Statement

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

of the transaction price (excluding estimates of variable consideration) that is allocated to that performance obligation.

The Company applies the five-step approach for recognition of revenue:

• Identification of contract(s) with customers;

• Identification of the separate performance obligations in the contract;

• Determination of transaction price;

• Allocation of transaction price to the separate performance obligations; and

• Recognition of revenue when (or as) each performance obligation is satisfied.

(i) Interest income: Interest income is recognized using the effective interest rate

(ii) Dividend income: Dividend income is recognized in the statement of profit or loss on the date that the Company’s right to receive payment is established, it is probable that the economic benefits associated with the dividend will flow to the entity and the amount of dividend can be reliably measured. This is generally when the shareholders approve the dividend.

(iii) Financial advisory fees: Financial advisory fees that are integral to the effective interest rate on a financial asset or liability are included in the effective interest rate. Financial advisory fees that are not integral to the effective interest rate are recognised as per the terms of Agreement .

(iv) Income from mutual funds: Investments in mutual funds are classified as FVTPL. The Company recognizes realised/unrealised gains or losses as at the reporting date based on the net asset value (NAV) statement received from the mutual fund houses.

1.2.20 Cash and Cash equivalents Cash and cash equivalents includes cash at bank,

cash on hand, cheques in hand, remittances in transit and short term bank deposits with an original maturity of three months or less and bank overdrafts. Bank overdrafts are shown within borrowings in the balance sheet.

1.2.21 Property, Plant and Equipment Property, Plant and Equipment (‘PPE’) are stated at cost,

net of accumulated depreciation and accumulated impairment losses, if any. The cost comprises purchase price, borrowing costs if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade

of profit and loss. However, the Company may transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the Statement of profit and loss. The Company has not designated any financial liabilities upon initial recognition at fair value through profit and loss.

1.2.16 Derecognition of financial liabilities A financial liability is derecognised when the obligation

under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in the Statement of profit and loss.

Repossessed collateral Repossessed collateral represents financial and

non-financial assets acquired by the Company in settlement of overdue loans. The assets are initially recognized at fair value when acquired and included in premises and equipment, other financial assets, investment properties or inventories within other assets depending on their nature and the Company’s intention in respect of recovery of these assets, and are subsequently re-measured and accounted for in accordance with the accounting policies for these categories of assets.

1.2.17 Offsetting Financial assets and liabilities are offset and the net

amount reported in the Balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Company or the counter party.

1.2.18 Reclassifications Financial assets are not reclassified subsequent to their

initial recognition, except in the period in which the Company changes its business model for managing financial assets.

1.2.19 Revenue recognition Revenue is measured at fair value of the consideration

received or receivable. Revenue is recognized when (or as) the Company satisfies a performance obligation by transferring a promised good or service (i.e. an asset) to a customer. An asset is transferred when (or as) the customer obtains control of that asset.

When (or as) a performance obligation is satisfied, the Company recognizes as revenue the amount

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

discounts and rebates are deducted in arriving at the purchase price.

Subsequent expenditure related to an item of Property, Plant and Equipment is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing the Property, Plant and Equipment, including day-to-day repair and maintenance expenditure and cost of replacing parts are charged to the statement of profit and loss for the period during which such expenses are incurred.

Gains and losses arising from de-recognition of fixed assets are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.

1.2.22 Depreciation on property, plant and equipment The Company has estimated the following useful live

to depreciation its Property, Plant and Equipment.

Particulars

Estimated useful life by the Company (in years)

Useful life as prescribed by

Schedule II of the Companies Act,

2013

Office Equipment 5 5Computer Equipment 5 5Desktop/laptop 3 3Server Network 6 6Vehicles 8 8Furniture & Fixtures 10 10

Leasehold Improvements are amortized over the primary life of the lease.

On the basis of a technical assessment, the Company depreciates its Fixed Assets having original cost less than ` 50,000 individually fully in the year of purchase.

1.2.23 Transition to Ind AS On transition to Ind AS, the Company has elected to

continue with the carrying value of all of its property, plant and equipment recognised as at April 1, 2017 measured as per the previous GAAP as the deemed cost of the property, plant and equipment.

1.2.24 Intangible assets Intangible assets acquired separately are measured on

initial recognition at cost. Following initial recognition, intangible assets are carried at cost less accumulated amortization and accumulated impairment losses, if any.

Intangible assets are amortized on a straight line basis over the estimated useful economic life. Intangible assets are assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and

the amortization method are reviewed at least at each financial year end.

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.

Intangible assets are amortised using straight line method as per management’s estimate over a period of 6 years.

1.2.25 Transition to Ind AS On transition to Ind AS, the Company has elected to

continue with the carrying value of all of its intangible assets recognised as at April 1, 2017 measured as per the previous GAAP as the deemed cost of the intangible assets.

1.2.26 Impairment of non-financial assets Non-financial assets are tested for impairment

whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.

1.2.27 Provisions, contingent liabilities and contingent assets

A provision is recognized when the Company has a present obligation as a result of past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognized as interest expense.

1.2.28 Earnings 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

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

of equity shares outstanding during, the period. The weighted average number of equity shares outstanding during the period is adjusted for events such as bonus issue, bonus element in a rights issue, share split and reverse share split (consolidation of shares) that have changed the number of equity shares outstanding without a corresponding change in resources.

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.

1.2.29 Employee Benefits i. Short-term benefits Liabilities for wages and salaries, including

non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period and are measured at the amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet. Accumulated leaves which are expected to be utilized within the next 12 months are treated as short term employee benefit.

ii. Post-employment obligations: The Company operates the following

post-employment schemes:

(a) defined benefit plans such as gratuity; and

(b) defined contribution plans such as provident fund

(a) Gratuity obligations The Company operates defined benefit plans

for its employees pertaining to gratuity liability. The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by actuaries using the projected unit credit method.

The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in the statement of profit and loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.

(b) Provident fund Retirement benefits in the form of provident fund is

a defined contribution scheme. The Company has no obligation, other than the contribution payable to the provident fund. The Company recognizes contribution payable to the provident fund scheme as an expenditure, when an employee renders the related service. If the contribution payable to the scheme for the service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognized as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or a cash refund.

iii. Other long-term employee benefits The Company treats accumulated leave expected

to be carried forward beyond twelve months and long term bonus, as long term employee benefit for measurement purposes. Such long term employee benefit are provided for based on the actuarial valuation using the projected unit credit method at the year end. Actuarial gains/losses are immediately taken to the Statement of profit and loss and are not deferred. The Company presents the leave as a current liability in the balance sheet, to the extent it does not have an unconditional right to defer its settlement for 12 months after the reporting date.

1.2.30 Income Taxes Income tax expense represents the sum of the current

tax and deferred tax. The income tax expense or credit for the period is the tax payable on the current period’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in the deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Company’s financial statements. Deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting profit nor taxable profit (tax loss). Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

1.2.31 Leases Leases where the Company, as lessee, has substantially

all the risks and rewards of ownership are classified as finance leases. Leases in which a significant portion of the risks and rewards of ownership are not transferred to the Company as lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight-line basis over the period of the lease unless the payments are structured to increase in line with expected general inflation to compensate for the lessor’s expected inflationary cost increases.

1.2.32 Employee Share Based Plan Share-based compensation benefits are provided

to employees via Altico Capital India Private Limited Stock Based Incentive plan (the “Plan”). The fair value of options granted under the Altico Capital India Private Limited Stock Based Incentive plan is recognised as an employee benefits expense with a corresponding increase in equity.

The total amount to be expensed is determined by reference to the fair value of the options granted

including any market performance conditions, excluding the impact of any service and non-market performance vesting conditions and including the impact of any non-vesting conditions. The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied.

At the end of each period, the entity revises its estimates of the number of options that are expected to vest based on the non-market vesting and service conditions. It recognises the impact of the revision to original estimates, if any, in profit or loss, with a corresponding adjustment to equity.

1.2.33 Segment reporting Operating segments are reported in a manner

consistent with the internal reporting provided to the chief operating decision maker.

The power to assess the financial performance and position of the Company and make strategic decisions is vested in the Chief Executive Officer who has been identified as the chief operating decisions maker.

1.2.34 Rounding of amounts All amounts disclosed in the financial statements and

notes have been rounded off to the nearest crore as per the requirement of Schedule III, of the Companies Act, 2013 unless otherwise stated.

1.2.35 Critical Accounting Estimates and Judgements The preparation of financial statements requires the

use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Company’s accounting policies. This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed.

Information about critical judgements in applying accounting policies, as well as estimates and assumptions that have the most significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are included in the following notes:

a) Effective rate of interest The Company recognises interest

income/expense using a rate of return that represents the best estimate of a constant rate of return over the expected behavioural life of loans given/taken and recognises the effect of potentially different interest rates at various stages and other characteristics of the product life cycle (including prepayments and penalty interest and charges). This estimation, by nature, requires

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

an element of judgement regarding the expected behavior and life-cycle of the instruments, as well expected changes to India’s base rate and other fee income/expense that are integral parts of the instrument.

b) Impairment of financial assets The recognition and measurement of ECL is

highly complex and involves the use of significant judgement and estimation, in particular, the estimation of the amount and timing of future cash flows and collateral values when determining impairment losses and the assessment of a significant increase in credit risk. Key factors of the ECL model that are considered accounting judgements and estimates include:

• The Company’s criteria for assessing if there has been a significant increase in credit risk

• Segmentation of financial assets when the ECL is assessed on a collective basis

• Development of ECL models, including the various formulas and the choice of inputs

• Determination of associations between macroeconomic scenarios and, economic inputs, such as unemployment levels and collateral values, and the effect on Probability of Default (PD), Exposure at Default (EAD) and Loss Given Default (LGD).

• Selection of forward-looking macroeconomic scenarios and their probability weightings, to derive the economic inputs into the ECL models.

It has been the Company’s policy to regularly review its models in the context of actual loss experience and adjust when necessary.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Note 2 - Cash and Cash EquivalentAmounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Cash on hand - - 0.01 Cheques on Hand - 10.00 - Balance with banks- In current accounts* 495.87 330.60 99.17 - In fixed deposits (with original maturity of less than 3 months) 287.63 1.00 100.40 Total 783.50 341.60 199.58

Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

*Encumbered balances (pledged as collateral towards borrowings) 224.58 4.12 10.61

Note 3 - Bank balance other than Cash and Cash Equivalents above Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Fixed deposit with original maturity of more than 3 months but less than 12 months 493.90 96.87 142.34 Fixed deposit with original maturity of more than 12 months - 0.04 1.43 Total 493.90 96.91 143.77

Note 4 - Receivables Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Trade receivables - - - Other receivables 3.42 10.12 0.31 Total 3.42 10.12 0.31 Secured - Considered good - - - Unsecured - Considered good 3.42 10.12 0.31 Receivables which have significant increase in Credit Risk - - - Receivables - Credit impaired - - - Total - Gross 3.42 10.12 0.31 (Less): Impairment loss allowance 0.71 - - Total - Net 2.71 10.12 0.31

Note 5 - Loans Amounts in ` crores

ParticularsAs at

March 31, 2019As at

March 31, 2018As at

April 1, 2017

Loans at amortised costLoans 6,931.02 6,185.74 3,763.63 Total (A) - Gross 6,931.02 6,185.74 3,763.63 (Less): Impairment loss allowance (141.98) (87.85) (36.95)Total (A) - Net 6,789.04 6,097.89 3,726.68 Secured by tangible assets 6,931.02 6,185.74 3,763.63 Secured by intangible assets - - - Covered by bank/government guarantees - - - Unsecured - - - Total (B) - Gross 6,931.02 6,185.74 3,763.63 (Less): Impairment loss allowance (141.98) (87.85) (36.95)Total (B) - Net 6,789.04 6,097.89 3,726.68 Loans in India- Public sector - - - - Others 6,931.02 6,185.74 3,763.63

Page 61: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Amounts in ` crores

ParticularsAs at

March 31, 2019As at

March 31, 2018As at

April 1, 2017

Loans within India - Gross 6,931.02 6,185.74 3,763.63 (Less): Impairment loss allowance (141.98) (87.85) (36.95)Loans within India -Net - (C)(i) 6,789.04 6,097.89 3,726.68 Loans outside India (C) (ii) - - - Total (C) - Gross 6,931.02 6,185.74 3,763.63 (Less): Impairment loss allowance (141.98) (87.85) (36.95)Total (C) - Net 6,789.04 6,097.89 3,726.68 Loans at fair value through profit and loss Loans 116.71 108.92 - Total (D) 116.71 108.92 - Loans outside India - - - Loans in India 116.71 108.92 - Total (D) 116.71 108.92 - Grand Total - Gross [(A) + (D)] 7,047.73 6,294.66 3,763.63 Grand Total - Net [(C) + (D)] 6,905.75 6,206.81 3,726.68

Loansa) Credit quality of assets The table below shows year-end stage wise risk classification. The amounts presented are gross of impairment allowances.

Details of the Company’s policies are disclosed in note 33(a).

b) Analysis of changes in the gross carrying amount of loansAmounts in ` crores

ParticularsYear ended March 31, 2019

Total Stage 1 Stage 2 Stage 3

Opening balance 4,018.24 1,656.38 511.12 6,185.74 New disbursements 2,388.83 437.12 55.90 2,881.85 Assets derecognised (813.07) (596.61) - (1,409.68)Other movements including partial repayments and interest accruals

(294.44) (142.49) (289.96) (726.89)

Increase/(release) - - - -Transfers to Stage 1 - - - - Transfers to Stage 2 (1,408.33) 1,685.39 (277.06) - Transfers to Stage 3 - (143.26) 143.26 - Amounts written-off - - - - Closing balance 3,891.23 2,896.53 143.26 6,931.02

Amounts in ` crores

ParticularsYear ended March 31, 2018

Stage 1 Stage 2 Stage 3 Total Opening balance 1,916.58 1,688.21 158.84 3,763.63 New disbursements 2,908.50 648.68 504.10 4,061.28 Assets derecognised (700.40) (559.05) - (1,259.45)Other movements including partial repayments and interest accruals

(106.44) (178.53) (94.75) (379.72)

Increase/(release) - - - - Transfers to Stage 1 - - - - Transfers to Stage 2 - 57.07 (57.07) - Transfers to Stage 3 - - - - Amounts written-off - - - - Closing balance 4,018.24 1,656.38 511.12 6,185.74

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

c) Reconciliation of ECL balanceAmounts in ` crores

ParticularsYear ended March 31, 2019

Total Stage 1 Stage 2 Stage 3

Opening balance 12.10 24.64 51.11 87.85New assets originated or purchased 8.74 25.14 1.35 35.23Assets derecognised or repaid (2.19) (8.12) - (10.31)Other movements including partial repayments and interest accruals

(1.64) (8.39) (7.55) (17.58)

Increase/(release) 24.89 12.15 9.75 46.79Transfers to Stage 1 - - - -Transfers to Stage 2 (30.20) 36.90 (6.70) -Transfers to Stage 3 - (2.18) 2.18 -Amounts written off - - - -Closing balance 11.70 80.14 50.14 141.98

Amounts in ` crores

ParticularsYear ended March 31, 2018

Stage 1 Stage 2 Stage 3 Total Opening balance 5.77 23.24 7.94 36.95New assets originated or purchased 8.28 8.83 50.41 67.52Assets derecognised or repaid (1.79) (7.61) - (9.40)Other movements including partial repayments and interest accruals

(0.16) (2.05) (5.01) (7.22)

Increase / (release) - - -Transfers to Stage 1 - - - -Transfers to Stage 2 - 2.23 (2.23) -Transfers to Stage 3 - - - -Amounts written off - - - -Closing balance 12.10 24.64 51.11 87.85

Note 6 - Investments Amounts in ` crores

ParticularsAt fair value

through profit and loss

At cost Total

As at March 31, 2019 Investment in subsidiary: Altico Housing Finance India Limited (10,000 Equity shares of ` 10/- each)

- 0.01 0.01

Others: Security receipts 31.95 - 31.95 Total (A) - Gross 31.95 0.01 31.96 Less: Allowance for impairment loss - - - Total (A) - Net 31.95 0.01 31.96 Investments outside India - - - Investments in India 31.95 0.01 31.96 Total (B) - Gross 31.95 0.01 31.96 Less: Allowance for impairment loss - - - Total (B) - Net 31.95 0.01 31.96 As at March 31, 2018Investments - - - Total (A) - Gross - - - Less: Allowance for impairment loss - - - Total (A) - Net - - -

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Amounts in ` crores

ParticularsAt fair value

through profit and loss

At cost Total

Investments outside India - - - Investments in India - - - Total (B) - Gross - - - Less: Allowance for impairment loss - - - Total (B) - Net - - - As at April 1, 2017 - - -Investments - - - Total (A) - Gross - - - Less: Allowance for impairment loss - - - Total (A) - Net - - - Investments outside India - - - Investments in India - - - Total (B) - Gross - - - Less: Allowance for impairment loss - - - Total (B) - Net - - -

Note 7 - Other Financial Assets Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Security deposits 3.00 3.95 0.80 Total 3.00 3.95 0.80

Note 8 - Current tax assets (Net) Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Advance tax 644.10 471.10 287.23 Less: Provision for tax 543.99 459.33 273.27 Total 100.11 11.77 13.96

Note 9 - Deferred tax assets (Net) Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Deferred Tax Assets (Gross)Differences in depreciation on fixed assets 0.37 0.08 0.09 Effective interest rate for amortisation of fee income 31.60 48.74 22.29 Provision for other receivables 0.25 - - Provision for Leave Encashment 0.73 0.21 0.10 Provision for deferred employee benefits 2.64 2.96 1.16 ECL provision on financial assets 48.11 28.91 11.29 Provision for Gratuity 0.72 0.51 0.39 Fair value changes 0.10 2.80 - TOTAL (A) 84.52 84.21 35.32 Deferred Tax Liabilities (Gross)Effective interest rate for amortisation of financial expenses 13.40 14.22 5.28 TOTAL (B) 13.40 14.22 5.28 Net Deferred Tax Asset/(Liability) [(A) - (B)] 71.12 69.99 30.04

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Note 10 - Property, Plant and Equipment Amounts in ` crores

Particulars BuildingsFurniture &

FixturesComputer

EquipmentLeasehold

ImprovementsOffice

EquipmentVehicles Total

Year ended March 31, 2018Gross carrying amountDeemed cost as at April 1, 2017 - 0.03 0.35 0.09 0.03 0.07 0.57 Additions 0.44 1.98 0.25 5.02 0.57 - 8.26 Disposals and transfers - (0.25) (0.37) (0.63) (0.27) - (1.52)Closing gross carrying amount 0.44 1.76 0.23 4.48 0.33 0.07 7.31 Accumulated depreciationDepreciation charge during the year 0.02 0.06 0.20 0.33 0.10 0.02 0.73 Disposals and transfers - (0.25) (0.37) (0.63) (0.22) - (1.47)Closing accumulated depreciation 0.02 (0.19) (0.17) (0.30) (0.12) 0.02 (0.74)Net carrying amount as at March 31, 2018 0.42 1.95 0.40 4.78 0.45 0.05 8.05 Year ended March 31, 2019Gross carrying amountOpening gross carrying amount 0.44 1.76 0.23 4.49 0.55 0.07 7.54 Additions - 0.01 0.38 0.18 0.06 - 0.63 Disposals and transfers - - (0.01) - (0.01) - (0.02)Closing gross carrying amount 0.44 1.77 0.60 4.67 0.60 0.07 8.15 Accumulated depreciationOpening accumulated depreciation 0.02 (0.19) (0.17) (0.28) 0.10 0.02 (0.50)Depreciation charge during the year 0.02 0.20 0.22 1.01 0.13 0.02 1.60 Disposals and transfers - - - - - - - Closing accumulated depreciation 0.04 0.01 0.05 0.73 0.23 0.04 1.10 Net carrying amount as at March 31, 2019 0.40 1.76 0.55 3.94 0.37 0.03 7.05

Note 11 - Intangible assets Amounts in ` crores

Particulars Computer softwares

As at April 1, 2017Gross carrying amount Deemed cost as at April 1, 2017 0.68 Additions 0.27 Disposals and transfers (0.08)Closing gross carrying amount 0.87 Accumulated amortisation Amortisation during the year 0.18 Disposals and transfers (0.06)Closing accumulated depreciation 0.12 Net carrying amount as at March 31, 2018 0.75 As at March 31, 2018Gross carrying amount Opening gross carrying amount 0.87 Additions 0.07 Disposals and transfers (0.17)Closing gross carrying amount 0.77 Accumulated amortisation Opening accumulated amortisation 0.12 Amortisation during the year 0.20 Disposals and transfers - Closing accumulated depreciation 0.32 Net carrying amount as at March 31, 2019 0.45

Page 65: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Note 12 - Other Non-financial Assets Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Prepaid expenses 1.09 1.50 1.33 Others - - 0.43 Duties and taxes 1.74 - - Total 2.83 1.50 1.76

Note 13 - Debt securities Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

At amortised costDebentures (Secured) 2,350.25 1,054.35 683.32 Debentures (Unsecured) 9.60 50.00 - Total (A) 2,359.85 1,104.35 683.32 Debt securities in India 2,359.85 1,104.35 683.32 Debt securities outside India - - - Total (B) 2,359.85 1,104.35 683.32

Terms of repayment, nature of security & rate of interest in case of secured and unsecured loans:Secured and unsecured redeemable non-convertible debentures

Amounts in ` crores

Particulars

As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Rate of interest: 8.95% - 12.5%

Rate of interest: 8.95% - 10.75%

Rate of interest: 9% - 10%

May-22 73.20 - -Aug-21 250.00 - -Aug-21 292.70 - -Jul-21 138.20 - -May-21 115.75 115.75 -Apr-21 9.60 50.00 -Mar-21 75.00 75.00 -Nov-20 365.75 115.75 -Sep-20 28.50 28.50 -Aug-20 162.50 162.50 -Jun-20 30.00 - -May-20 115.75 115.75 -Mar-20 20.00 - -Dec-19 33.00 - -Nov-19 115.75 115.75 -Sep-19 95.00 75.00 -Aug-19 162.50 162.50 -Apr-19 250.00 - -Mar-19 - 21.00 -Dec-18 - 8.00 -May-18 - 35.00 -May-21 - - 115.75Nov-20 - - 115.75May-20 - - 115.75Nov-19 - - 115.75Sep-17 - - 200.00Other movements (net) including Interest accrued but not due and unamortised expenses

26.65 23.85 20.32

Total 2,359.85 1,104.35 683.32

Page 66: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Nature of Security:Secured by a first pari passu charge on all the present and future receivables of the Company excluding receivables charged to secure redeemable non-convertible debentures of ` 463.00 crores (Previous year ` 463.00 crores). The Debentures of ` 463.00 crores (Previous year ` 463.00 crores) are secured by first ranking exclusive charge by way of hypothecation on identified receivables & bank account of the Company.

Note 14 - Borrowings (other than debt securities) Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

At amortised costTerm loans (Secured)from banks 1,752.76 1,602.80 522.86 from other parties 448.40 515.37 - Loans repayable on demand (Secured)from banks 25.82 53.61 - Other loansCommercial paper (Unsecured) - 420.40 585.15 External commercial borrowings (Secured) 657.12 315.63 - Working capital loans (Secured) 75.00 169.75 54.05 Total (A) 2,959.10 3,077.56 1,162.06 Borrowings in India 2,959.10 3,077.56 1,162.06 Borrowings outside India - - - Total (B) 2,959.10 3,077.56 1,162.06

Terms of repayment, nature of security & rate of interest in case of secured loans:Term loans:

Particulars Rate of Interest Secured/ Unsecured

Repayment terms As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Bank 1 9.5% - 10.95% Secured Repayment in 11 quarterly installments over the tenor of 33 months after 3 months of moratorium from date of first disbursement i.e. June 6, 2018

28.64 - -

Non-Bank 1 9.95% - 11.25% Secured Repayment in 10 equal consecutive quarterly installments, with first installment due at the end of 9 months from first disbursement i.e. June 22, 2018

90.00 - -

Non-Bank 2 9.95% - 11.25% Secured Repayment in 10 equal consecutive quarterly installments, with first installment due at the end of 9 months from first disbursement i.e. June 29, 2018

45.00 - -

Bank 2 9.5% - 10.95% Secured Repayment in 12 quarterly installments starting from the following quarter from the date of full disbursement i.e. March 12, 2018

33.33 50.00 -

Bank 3 9.5% - 10.95% Secured Repayment in 12 quarterly installments starting from the following quarter from the date of full disbursement i.e. June 29, 2018

41.67 - -

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Particulars Rate of Interest Secured/ Unsecured

Repayment terms As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Non-Bank 3 9.95% - 11.25% Secured Repayment in 6 equal six-monthly installments from the date of first drawdown i.e. March 23, 2018

50.00 75.00 -

Bank 4 9.5% - 10.95% Secured Repayment in 18 equal quarterly installments commencing 6 months from the date of first disbursement i.e. September 29, 2017

272.22 350.00 -

Bank 5 9.5% - 10.95% Secured Repayment in 10 equal quarterly installments beginning from 9 months from date of first disbursement i.e. June 23, 2017

24.99 45.00 -

Sub-total - (A) 585.85 520.00 -

Bank 6 9.5% - 10.95% Secured Repayment in 13 equal consecutive quarterly installments with first installment due at the end of 3 months from first disbursement

42.30 - -

Non-Bank 4 9.95% - 11.25% Secured Repayment in 3 equal monthly installments commencing after a moratorium of 9 months from the date of first disbursement i.e. July 13, 2018

- 100.00 -

Bank 8 9.5% - 10.95% Secured Repayment in 13 equal consecutive quarterly installments with first installment due at the end of 3 months from first disbursement i.e. March 28, 2018

69.21 100.00 -

Bank 9 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments, with first installment due at the end of 12 months from the first disbursement i.e. September 30, 2016

12.50 62.50 100.00

Bank 10 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments, with first installment due at the end of 12 months from the first disbursement i.e. September 19, 2017

62.50 100.00 -

Bank 11 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments, with first installment due at the end of 12 months from the first disbursement i.e. December 22, 2016

25.00 75.00 100.00

Non-Bank 5 9.95% - 11.25% Secured Repayment in 10 equal quarterly installments after a moratorium period of 6 months i.e. May 31, 2018

35.00 50.00 -

Bank 12 9.5% - 10.95% Secured Repayment in 10 equal quarterly installments after a moratorium period of 6 months i.e. December 31, 2017

24.98 45.00 -

Page 68: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Particulars Rate of Interest Secured/ Unsecured

Repayment terms As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Non-Bank 6 9.95% - 11.25% Secured 6 month moratorium followed by equal quarterly principal repayment in 18 quarterly installments i.e. May 31, 2018

208.33 250.00 -

Bank 13 9.5% - 10.95% Secured Repayment in 8 equal quarterly installments after an initial holiday period of 12 months i.e. March 31, 2018

49.98 100.00 25.00

Bank 14 9.5% - 10.95% Secured Repayment in 8 quarterly installments commencing after the moratorium period of 12 months from date of first disbursement i.e. February 22, 2018

37.50 87.50 100.00

Sub-total - (B) 567.30 970.00 325.00Bank 15 9.5% - 10.95% Secured Repayment in 10 equal quarterly

installments commencing after 6 months of moratorium after date of first disbursement i.e. August 5,2019

250.00 - -

Bank 16 9.5% - 10.95% Secured Repayment in 8 quarterly installments commencing after the moratorium period of 12 months from date of first disbursement i.e. May 31, 2018

166.68 300.00 -

Bank 17 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments with first installment due after 12 months of first disbursement i.e. March 30, 2017

37.46 87.50 100.00

Bank 18 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments with first installment due after 15 months of first disbursement i.e. March 28, 2018

50.00 50.00 -

Bank 19 9.5% - 10.95% Secured Repayment in 9 equal quarterly installments starting from 9 months from first disbursement i.e. September 4, 2017

33.33 50.00 -

Non-Bank 7 9.95% - 11.25% Secured Repayment in 6 equal quarterly installments with first installment due at the end of 9 months from date of first disbursement i.e. October 31, 2018

20.00 40.00 -

Bank 20 9.5% - 10.95% Secured Repayment in 10 equal quarterly installments commencing after 6 months of moratorium after date of first disbursement i.e. December 19, 2017

20.00 36.00 -

Bank 21 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments with first installment due after 12 months of first disbursement i.e. March 20, 2017

24.87 75.00 100.00

Bank 22 9.5% - 10.95% Secured Repayment in 9 quarterly installments after initial moratorium period of 3 quarters i.e. May 20, 2019

450.00 - -

Page 69: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Particulars Rate of Interest Secured/ Unsecured

Repayment terms As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Other movements (net) including Interest accrued but not due and unamortised expenses

(4.33) (10.33) (2.14)

Sub-total - (C) 1,048.01 628.17 197.86 Grand Total (A) + (B) + (C) 2,201.16 2,118.17 522.86

Nature of Security:Secured by a first pari passu charge on all the present and future receivables of the Company excluding receivables charged to secure redeemable non-convertible debentures of ` 463.00 crores (P.Y. ` 463.00 crores).

Particulars Rate of Interest Secured/ Unsecured Repayment terms

As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

CP 1 9% - 11 % Unsecured Bullet repayment on June 15, 2018 - 94.00 -CP 2 9% - 11 % Unsecured Bullet repayment on June 4, 2018 - 235.00 -CP 3 9% - 11 % Unsecured Bullet repayment on June 29, 2018 - 50.00 -CP 4 9% - 11 % Unsecured Bullet repayment on July 26, 2018 - 50.00 -CP 5 9% - 11 % Unsecured Bullet repayment on June 7, 2017 - - 150.00CP 6 9% - 11 % Unsecured Bullet repayment on July 28, 2017 - - 65.00CP 7 9% - 11 % Unsecured Bullet repayment on

August 31, 2017 - - 85.00

CP 8 9% - 11 % Unsecured Bullet repayment on June 30, 2017 - - 75.00CP 9 9% - 11 % Unsecured Bullet repayment on

September 15, 2017 - - 75.00

CP 10 9% - 11 % Unsecured Bullet repayment on May 31, 2017 - - 100.00CP 11 9% - 11 % Unsecured Bullet repayment on May 31, 2017 - - 50.00Other movements (net) including Interest accrued but not due and unamortised expenses

- (8.60) (14.85)

Total 420.40 585.15

Terms of repayment, nature of security & rate of interest in case of secured loans:External commercial borrowings (Secured):

Particulars Rate of Interest Secured/ Unsecured Repayment terms

As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Bank 23 10.3% - 11.3% Secured 3 equal annual installment at the end 24th, 36th and 48th month from first disbursal i.e. October 18, 2017

320.00 320.00 -

Bank 24 10.3% - 11.3% Secured 3 equated annual installments at the end of Year 4, Year 5 and Year 6 from the first disbursement date i.e. September 12, 2018

340.00 - -

Other movements (net) including Interest accrued but not due and unamortised expenses

(2.88) (4.37) -

Total 657.12 315.63 -

Page 70: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Nature of Security:Secured by a first pari passu charge on all the present and future receivables of the Company excluding receivables charged to secure redeemable non-convertible debentures of ` 463.00 crores (P.Y. ` 463.00 crores).

Terms of repayment, nature of security & rate of interest in case of secured loans:Loans repayable on demand (Secured):

Particulars Rate of InterestSecured/ Unsecured Repayment terms

As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Bank 25 10.0% - 10.5% Secured Overdraft facility renewable on an annual basis

25.82 53.61 -

Total 25.82 53.61 -

Nature of Security:Secured by a first pari passu charge on all the present and future receivables of the Company excluding receivables charged to secure redeemable non-convertible debentures of ` 463.00 crores (P.Y. ` 463.00 crores).

Terms of repayment, nature of security & rate of interest in case of secured loans:Working capital loans (Secured):

Particulars Rate of Interest Secured/ Unsecured Repayment terms As at

March 31, 2019As at

March 31, 2018As at

April 1, 2017

Bank 26 9.2% - 10.7% Secured Bullet repayment within 12 months from date of borrowing i.e. March 29, 2019, March 26, 2018, and March 31, 2017.

75.00 70.00 30.00

Bank 27 9.2% - 10.7% Secured Bullet repayment within 12 months from date of borrowing i.e. March 28, 2018.

- 100.00 -

Bank 28 9.2% - 10.7% Secured Bullet repayment within 12 months from date of borrowings i.e. March 31, 2017

- - 25.00

Other movements (net) including Interest accrued and not due - (0.25) (0.95)Total 75.00 169.75 54.05

Nature of Security:Secured by a first pari passu charge on all the present and future receivables of the Company excluding receivables charged to secure redeemable non-convertible debentures of ` 463.00 crores (P.Y. ` 463.00 crores).

Net debt reconciliation Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Debt securities 2,359.85 1,104.35 683.32Borrowings (other than debt securities) 2,959.10 3,077.56 1,162.06Net debt 5,318.95 4,181.91 1,845.38

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Movements in net debt Amount

Net debt as at April 1, 2017 1,845.38Proceeds from debt securities 632.50Proceeds from borrowings (Other than NCDs) 4,313.58Proceeds from borrowings other than debt securities (215.00)Repayment of debt securities (2,392.50)Interest expense 313.08Interest paid (275.52)Other movements (Finance charges) (39.61)Net debt as at March 31, 2018 4,181.91Proceeds from debt securities 1,357.10Proceeds from borrowings (Other than NCDs) 3,377.47Proceeds from borrowings other than debt securities (104.40)Repayment of debt securities (3,512.10)Interest expense 547.21Interest paid (449.72)Other movements (Finance charges) (78.52)Net debt as at March 31, 2019 5,318.95

Note 15 - Other financial liabilities Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Bonus 31.47 28.04 18.35 Other liabilities 6.95 9.11 8.11 Total 38.42 37.15 26.46

Note 16 - Provisions Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Provisions for employee benefits Leave Encashment 2.08 0.60 0.30 Gratuity 2.06 1.46 1.14 Total 4.14 2.06 1.44

Note 17 - Other non-financial liabilities Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Statutory dues payable 3.28 8.17 0.25 Total 3.28 8.17 0.25

Note 18 - Equity Share Capital Amounts in ` crores

ParticularsAs at March 31, 2019 As at March 31, 2018 As at April 1, 2017

Number ` crores Number ` crores Number ` crores

Authorised sharesEquity Shares of face value of ` 10 each 79,48,50,000 794.85 59,48,50,000 594.85 59,48,50,000 594.850% Cumulative Redeemable Preference Shares ('CRPS') of face value of ` 1 each

5,15,00,000 5.15 5,15,00,000 5.15 5,15,00,000 5.15

Issued, subscribed & fully paid-up sharesEquity Shares of face value of ` 10 each fully paid-up

53,43,81,215 534.38 47,94,79,679 479.48 47,94,79,679 479.48

Total 53,43,81,215 534.38 47,94,79,679 479.48 47,94,79,679 479.48

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year.

ParticularsAs at March 31, 2019 As at March 31, 2018 As at April 1, 2017

Number ` crores Number ` crores Number ` croresOutstanding at the beginning of the year 47,94,79,679 479.48 47,94,79,679 479.48 47,94,79,679 479.48Shares issued during the year 5,49,01,536 54.90 - - - -Outstanding at the end of the year 53,43,81,215 534.38 47,94,79,679 479.48 47,94,79,679 479.48

b) Terms and 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 shares is

entitled to one vote per share. The Company declares and pays dividend, if any in Indian Rupees. The dividend proposed by the Board of Directors is subject to approval of shareholders in the ensuing Annual General Meeting.

During the Year ended March 31, 2019, the amount of per share dividend recognised as distributions to Equity Shareholders was ` Nil (P.Y ` Nil).

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. However, no such preferential amounts exists currently. The distribution will be in proportion to the number of equity shares held by the shareholders.

c) Shares reserved for issue under options Information relating to the Altico Capital India Limited Employee Stock Option Scheme (ESOS), including details regrading

options issued, exercised and lapsed during the year and options outstanding at the end of the reporting period is set out in note 37.

d) Shares of the Company held by the holding/ultimate holding company 100% equity shares held by holding Company India Credit Pte Limited ('ICPL'), directly or through its nominees. There has

been no change in the holding pattern in the last 3 years.

Note 19 - Other equity Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Securities premium account 1,594.41 1,291.89 1,291.89 Capital Redemption reserve 5.11 5.11 5.11 Retained earnings 650.49 532.41 338.72 Employee stock option reserve 27.29 17.24 9.39 Special Reserve under Section 45 IC of RBI Act, 1934 218.51 189.16 118.17 TOTAL 2,495.81 2,035.81 1,763.28

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

Securities premium accountOpening balance 1,291.89 1,291.89 Add/(Less): Changes during the year 302.52 - Closing balance 1,594.41 1,291.89

Capital redemption reserveOpening balance 5.11 5.11 Add/(Less): Changes during the year - - Closing balance 5.11 5.11

Retained earningsOpening balance 532.41 338.72 Add: Profit for the year 147.26 264.67 Add: Other comprehensive income for the year (0.52) (0.07)Less: Transfer to Special Reserve under Section 45 IC of RBI Act, 1934 (29.35) (70.99)Add: Transfer from share based payment reserve 0.69 0.08 Closing balance 650.49 532.41

Employee stock option reserveOpening balance 17.24 9.39 Add: Charge during the year 10.74 7.93 Less: Transfer to Retained earnings (0.69) (0.08)Closing balance 27.29 17.24

Special reserve under Section 45 IC of RBI Act, 1934Opening balance 189.16 118.17 Add/(Less): Transfer to special reserve 29.35 70.99 Closing balance 218.51 189.16 Total 2,495.81 2,035.81

Nature and purpose of the reservea) Securities premium Securities premium reserve is used to record the premium on issue of shares. The reserve can be utilised only for limited

purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.

b) Capital redemption reserve As per Companies Act, 2013, capital redemption reserve is created at the time of redemption of preference shares.

c) Share options outstanding account The share options outstanding account reserve is used to recognise the grant date fair value of options issued to

employees under the Company's ESOP 2015 plan. Please refer note 37 for the details of the plan.

d) Special reserve under Section 45 IC of RBI Act, 1934 Special reserve is created as per the requirement of RBI at the rate of 20% of the profit after tax for the year. Transfer to

special reserve in previous year is as per the audited financial statements of the previous year.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Note 20 - Interest income Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

On financial assets measured at amortised costs:Interest on loans 1,194.78 830.63 Interest on deposits with banks 27.26 30.93 Total 1,222.04 861.56

Note 21 - Net gain/(loss) on fair value changes Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Net gain/(loss) on financial instruments at FVTPLGain on mutual fund investments 4.62 - Loans 7.80 (8.08)Total (A) 12.42 (8.08)Fair Value changes:Realised 4.62 - Unrealised 7.80 (8.08)Total (B) 12.42 (8.08)

Note 22 - Net gain on derecognition of financial instruments under amortised Cost Category Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Net gain on derecognition of loans carried at amortised cost - 11.93 Total - 11.93

Note 23 - Other income Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Foreign Exchange Difference (Net) 0.04 0.02 Total 0.04 0.02

Note 24 - Finance cost Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

On financial liabilities measured at amortised cost:Interest on borrowings 362.31 218.57 Interest on debt securities 184.90 94.51 Total 547.21 313.08

Note 25 - Net loss on derecognition of financial instruments under amortised cost category Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Net loss on derecognition of loans carried at amortised cost 282.23 - Total 282.23 -

During the year ended March 31, 2019 (Previous year Nil), Company has assigned certain assets classified under Stage 2 to Asset Reconstruction Companies (‘ARCs’). The difference between carrying value of loans and consideration received of ` 295.01 crores is accounted as loss on De-recognition of financial assets. The same is offset by gain of ` 12.78 crores on de-recognition of other loans. These assignment transactions are significant and infrequent in nature.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Note 26 - Impairment on financial instruments Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

On financial instruments measured at amortised cost:Loans 54.13 50.90 Total 54.13 50.90

The table below shows the ECL charges on financial instruments for the year recorded in the profit and loss based on evaluation stage:

ParticularsYear ended March 31, 2019

Total Stage 1 Stage 2 Stage 3

Loans (0.39) 55.49 (0.97) 54.13 Others - - - - Total (0.39) 55.49 (0.97) 54.13

ParticularsYear ended March 31, 2018

Stage 1 Stage 2 Stage 3 Total Loans 6.34 1.39 43.17 50.90 Others - - - - Total 6.34 1.39 43.17 50.90

Note 27 - Employee benefit expenses Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Salaries 50.40 42.45 Contribution to provident fund 3.16 0.78 Employee stock option expense 10.74 7.93 Staff welfare expenses 3.81 4.62 Gratuity Expense 0.44 0.34 Leave Encashment 1.83 0.32 Total 70.38 56.44

Note 28 - Other expenses Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Rent 4.88 4.18 Rates and taxes 5.00 3.66 Repairs and maintenance 1.97 1.79 Travelling and conveyance 4.95 4.33 Communication costs 0.54 0.54 Legal and Professional fees 13.11 9.63 Directors' fees, allowances and expenses 4.78 3.20 Contribution for corporate social responsibility ("CSR") 8.07 4.46 Auditors' remuneration 0.44 0.30 Bank charges 0.26 0.15 Other expenditure 3.89 2.68 Total 47.89 34.92

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Breakup of Auditors' remunerationAmounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Statutory audit 0.21 0.13 Limited review 0.07 0.05 Tax audit 0.07 0.04 Other Services 0.08 0.08 Out of pocket expenses 0.01 - Total 0.44 0.30

Contribution for Corporate Social Responsibility (CSR)Amount required to be spent by the Company on Corporate Social Responsibility (CSR) related activities during the period ` 8.07 crores (Previous year ` 4.46 crores). Amount spent towards CSR during the year and recognised as expense in the statement of profit and loss on CSR related activities is ` 8.07 crores (Previous year ` 4.46 crores). These were related to other than construction/acquisition of any asset.

Note 29 - Earnings per share Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Profit for the year as per Statement of Profit and Loss (used for computing Basic/Diluted EPS) 147.26 264.67Weighted average number of Equity Shares in calculating Basic EPS 47,99,30,925 47,94,79,679Effect of dilution:Weighted average number of potential equity shares on account of ESOP's 35,02,581 47,97,698Weighted average number of Equity Shares outstanding for Diluted EPS 48,34,33,506 48,42,77,377Basic Earnings per Share (`) 3.07 5.52Diluted Earnings per Share (`) 3.05 5.47

Note 30 - Income taxa) The components of income tax expense for the years ended March 31, 2019 and March 31, 2018 are:

Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Current taxCurrent tax on Profits for the Year 84.66 186.06 Total Current Tax Expense 84.66 186.06 Deferred taxDecrease/(Increase) in Deferred tax assets (0.31) (48.88)(Decrease)/Increase in Deferred tax liabilities (0.82) 8.94 Total Deferred Tax (Benefit) (1.13) (39.94)Income Tax expense 83.53 146.12

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

b) Reconciliation of the total tax charge A reconciliation between the tax expense and the accounting profit multiplied by applicable effective tax rate for the years

ended March 31, 2019 and March 31, 2018 is, as follows:Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Accounting profit before tax 231.06 410.83 Tax at applicable effective tax rate of 34.944% (previous year 34.608%) 80.74 142.18 Tax effect of the amount which are not taxable in calculating taxable income:AllowancesShort-term capital gain on investments in mutual funds (0.69) - Others (1.75) - DisallowancesCSR contribution 1.48 0.77 Fair valuation of employee stock options as per Ind AS 102 3.75 2.77 Others - 0.40 Income tax expense at effective tax rate 83.53 146.12 Effective tax rate 36.15% 35.57%

c) Deferred tax assets/liabilities The balance comprises temporary differences attributable to the below items and corresponding movement in deferred

tax liabilities/assets:

Current year:

As at March 31, 2018

Charged/(credited) to

profit and loss

Charged/(credited)

to OCI

As at March 31, 2019Particulars

Deferred tax liability:Effective interest rate for amortisation of financial expenses 14.22 (0.82) - 13.40

14.22 (0.82) - 13.40Deferred tax asset:Differences in depreciation on fixed assets 0.08 0.29 0.37Effective interest rate for amortisation of fee income 48.74 (17.14) 31.60Provision for other receivables - 0.25 0.25Provision for leave encashment 0.21 0.52 0.73Provision for deferred employee benefits 2.96 (0.32) 2.64Impairment on financial instruments 28.91 19.20 48.11Provision for gratuity 0.51 (0.06) 0.27 0.72Fair value changes 2.80 (2.70) 0.10

84.21 0.04 0.27 84.52Net deferred tax asset/liability 69.99 0.86 0.27 71.12

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Previous year:

Particulars As at April 1, 2017

Charged/(credited) to

profit and loss

Charged/(credited) to OCI

As at March 31, 2018

Deferred tax liability:Effective interest rate for amortisation of financial expenses 5.28 8.94 - 14.22

5.28 8.94 - 14.22 Deferred tax asset:Differences in depreciation on fixed assets 0.09 (0.01) 0.08 Effective interest rate for amortisation of fee income 22.29 26.45 48.74 Provision for other receivables - - - Provision for leave encashment 0.10 0.11 0.21 Provision for deferred employee benefits 1.16 1.80 2.96 Impairment on financial instruments 11.29 17.62 28.91 Provision for gratuity 0.39 0.08 0.04 0.51 Fair value changes - 2.80 2.80

35.32 48.85 0.04 84.21 Net deferred tax asset/liability 30.04 39.91 0.04 69.99

Note 31 - Operating lease commitmentsThe Company have taken office premises under operating leases, which expire between December 2019 to April 2022. Rent includes gross rental expenses of 4.88 crores (Previous Year 4.18 crores). The committed lease rentals in the future are:

Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Not later than one year 4.55 3.48 0.24 Later than one year and not later than five years 7.88 11.15 - Later than five years - - -

Note 32 - Fair value measurementsa) Fair value hierarchy Fair value measurements are analysed by level in the fair value hierarchy as follows: (i) level one are measurements at

quoted prices (unadjusted) in active markets for identical assets or liabilities, (ii) level two measurements are valuations techniques with all material inputs observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices), and (iii) level three measurements are valuations not based on observable market data (that is, unobservable inputs). Management applies judgement in categorising financial instruments using the fair value hierarchy. If a fair value measurement uses observable inputs that require significant adjustment, that measurement is a Level 3 measurement. The significance of a valuation input is assessed against the fair value measurement in its entirety.

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard.

Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and equity securities) is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the group is the current bid price. These instruments are included in level 1.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

There are no transfers between levels 1, level 2 and level 3 during the year.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

b) Valuation technique used to determine fair value Specific valuation techniques used to value financial instruments include: Based on discounted cash flow method for loans at amortised cost Under this method, the incremental impact on the discounted cash flows of loans held at amortised cost is estimated based

on changes in interest rate on Government securities from the inception of the loan. The government yield is obtained from publically available and quoted rates for Government securities based on tenors. The difference in the government yield is adjusted for change in credit risk based on the loss rates identified for each of the loan asset. The cumulative sum of difference in government yield and loss rates is adjusted in the carrying value using the modified duration. The modified duration measures the sensitivity of the value of financial instrument in nature of loans to change in interest rate.

Based on discounted cash flow method for borrowings at amortised cost Under this method, the incremental impact on the discounted cash flows of borrowings at amortized cost is estimated

based on changes in borrowing rate on latest debt obtained by the Company. The cumulative sum of difference in borrowing rates in case of debt is adjusted in the carrying value using the modified duration. The modified duration measures the sensitivity of the value of financial instrument in nature of debt to change in interest rate.

Based on discounted cash flow method for loan at FVTPL - Fair valuation is carried out using discounted cash flow method. Cash flows are projected based on the estimates of sell

and collections from underlying project. Discount rate is arrived based on debt profile of the borrower and Company's average cost of borrowings.

Based on discounted cash flow method for investments in security receipts at FVTPL - Fair valuation is carried out using discounted cash flow method. Cash flows are projected based on the realisations from

underlying assets. Discount rate is arrived based on expected rate of return.

Valuation inputs and relationships to fair value The quantitative information about the significant unobservable inputs used in level 3 fair value measurements is

summarised below.

i) Sensitivity analysisAmounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Fair value of loans measured at FVTPL 116.71 108.92 - Sensitivity to movement in significant unobservable inputsA) Discounting rate - increase by 100 bps (0.94) (1.10) - - decrease by 100 bps 0.95 1.11 - B) Property rate - increase by 10% 5.87 5.42 - - decrease by 10% (5.87) (5.42) - Fair value of Investments in security receipts measured at FVTPL 31.95 - - Sensitivity to movement in significant unobservable inputs i.e. Discounting rate - increase by 100 bps (0.22) - - - decrease by 100 bps 0.22 - -

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

ii) Description of significant unobservable inputs to valuation for Level 3 items

Significant unobservable inputs Relationship of unobservable inputs to fair value

Yield of zero coupon instrument (For fair valuation of loans at amortised cost)

This input is used to calculate movement of zero coupon yield curve ("ZCYC") on loan inception date till year end & this movement is used to calculate the fair valuation movement till year end.

- Latest yield on loan assets and borrowing

- Loss rates on the loans

- Property rates

The value of the financial instruments has an inverse relationship with yield and loss rates.The value of the financial instruments has a direct relationship with property rates.

Debt profile of the borrower and Company's average cost of borrowings.

The value of the financial instruments has an inverse relationship with rate of discounting used.

Discounting rate based on expected rate of return of security receipts

The value of the financial instruments has an inverse relationship with rate of discounting used.

c) i) Fair value of financial assets and liabilities measured at amortised cost

LevelAs at March

31, 2019As at March

31, 2018As at April

1, 2017As at March

31, 2019As at March

31, 2018As at April

1, 2017

Fair value Carrying value

Financial assetsLoans (Gross) 3 6,730.18 6,026.38 3,714.80 6,931.02 6,185.74 3,763.63Less: Impairment loss allowance - - - (141.98) (87.85) (36.95)Loans (Net) 6,730.18 6,026.38 3,714.80 6,789.04 6,097.89 3,726.68Trade and other receivables 1 2.71 10.12 0.31 2.71 10.12 0.31Cash and Cash equivalents 1 783.50 341.60 199.58 783.50 341.60 199.58Bank balance other than cash and cash equivalents above

1 493.90 96.91 143.77 493.90 96.91 143.77

Other financial assets 3 2.41 3.17 0.80 3.00 3.95 0.80Total financial assets 8,012.70 6,478.18 4,059.26 8,072.15 6,550.47 4,071.14Financial liabilitiesDebt securities 3 2,285.53 1,131.01 696.30 2,359.85 1,104.35 683.32Borrowings 3 2,831.91 3,095.72 1,159.65 2,959.10 3,077.56 1,162.06Trade payables 1 7.40 6.87 1.86 7.40 6.87 1.86Other financial liabilities 1 38.42 37.15 26.46 38.42 37.15 26.46Total financial liabilities 5,163.26 4,270.75 1,884.27 5,364.77 4,225.93 1,873.70

c) ii) Fair value of financial assets and liabilities measured at FVTPL

LevelAs at March

31, 2019As at March

31, 2018As at April

1, 2017As at March

31, 2019As at March

31, 2018As at April

1, 2017

Fair value Carrying value

Financial assetsInvestments in security receipts 3 31.95 - - 31.95 - - Loans 3 116.71 108.92 - 116.71 108.92 - Total financial assets 148.66 108.92 - 148.66 108.92 -

For financial assets and financial liabilities that have a short-term maturity (less than twelve months), the carrying amounts, which are net of impairment, are a reasonable approximation of their fair value. Such instruments include: Trade and other receivables, cash and cash equivalents, bank deposits and trade payables. Such amounts have been classified as Level 1 on the basis that no adjustments have been made to the balances in the balance sheet.

The fair values of debt securities and borrowings are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Note 33 - Financial risk managementThe Company's activities expose it to different risk types including credit risk, liquidity risk and market risk. The Company's Board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Board has established a Risk Management Committee, which is responsible for ensuring that the risk management policies and procedures designed and implemented by Management are consistent with the Company’s strategy and risk appetite. The committee is also responsible to ensure that these policies and procedures are functioning as directed and, necessary steps are taken to foster an enterprise risk management culture within the organisation.

The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. The policies are reviewed regularly to reflect changes in market conditions and the Company's activities.

The Board of Directors has delegated oversight of specific risks to various Board committees.

Note 33 (a) - Credit riskCredit risk arises from loans and advances, cash and cash equivalents, deposits and other financial assets carried at amortized cost. This risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations.

i) Credit risk management The Company assesses and manages credit risk based on internal credit assessment. Internal credit assessment is

performed for each class of financial instruments with different characteristics. The Company classifies all its loan exposures into high, medium and low risk categories. All standard performing assets are categorised as Stage 1. Wherever a significant increase in the credit risk is perceived, such asset is moved to Stage 2. In the event, there is an objective evidence of impairment, the asset is moved to Stage 3 as credit impaired. Staging is done based on quantitative (Days past due or DPD) and qualitative factors (such as project performance, current and expected borrower’s liquidity position, need for refinance, significant change in collateral value) and other qualitative factors based on management's holistic assessment of the possible impact of the situation/information on the exposure.

Quantitative based staging criteria are as follows:

- Stage 1 – DPD = < 1 month

- Stage 2 – DPD > 1 month = < 3 months

- Stage 3 - DPD > 3 months

In addition to quantitative factors as mentioned above, loans/exposures are also assessed for qualitative factors for staging. Qualitative factors are subjective in nature and require comprehensive assessment of the situation/information available. Therefore, any staging change based on qualitative factors would be done based on management’s holistic assessment of the possible impact of the situation/information on the exposure. Certain indicators (non exhaustive) for qualitative based assessment for staging downgrade are stated below:

a) material adverse changes in business, financial or economic conditions that are expected to cause a significant change in the borrower’s ability to meet its debt obligations to the Company

b) significant adverse change in the regulatory, economic, or technological environment of the borrower that results in a significant change in the borrower’s ability to meet its debt obligations to the Company

c) significant changes in the value of the collateral

d) significant changes in the loan documentation/arrangement.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

ii) Provision for expected credit losses As at March 31, 2019

Particulars Asset group

Estimated gross

carrying amount at

default

Expected probability of

default

Expected loss given default

Expected credit losses

Carrying amount

net of impairment

provisionLoss allowance measured at 12 month expected credit losses

Loans at amortised cost

3,891.23 0.86%

As per management's

qualitative assessment

11.70 3,879.53

Other assets 1,280.82 0.17% 0.78 1,280.04Loss allowance measured at life-time expected credit losses, not credit impaired

Loans at amortised cost

2,896.53 7.91% 80.14 2,816.39

Other assets NIL NILLoss allowance measured at life-time expected credit losses, credit impaired

Loans at amortised cost

143.26 100% 50.14 93.12

Other assets NIL NIL

As at March 31, 2018

Particulars Asset group

Estimated gross

carrying amount at

default

Expected probability of

default

Expected loss given default

Expected credit losses

Carrying amount

net of impairment

provisionLoss allowance measured at 12 month expected credit losses

Loans at amortised cost

4,018.24 0.84%

As per management's

qualitative assessment

12.10 4,006.14

Other assets 438.63 0.02% 0.03 438.60Loss allowance measured at life-time expected credit losses, not credit impaired

Loans at amortised cost

1,656.38 4.13% 24.64 1,631.74

Other assets NIL NILLoss allowance measured at life-time expected credit losses, credit impaired

Loans at amortised cost

511.12 100% 51.11 460.01

Other assets NIL NIL

As at April 1, 2017

Particulars Asset group

Estimated gross

carrying amount at

default

Expected probability of

default

Expected loss given default

Expected credit losses

Carrying amount

net of impairment

provisionLoss allowance measured at 12 month expected credit losses

Loans at amortised cost

1,916.58 0.84%

As per management's

qualitative assessment

5.77 1,910.81

Other assets 343.65 0.02% 0.02 343.63 Loss allowance measured at life-time expected credit losses, not credit impaired

Loans at amortised cost

1,688.21 3.89% 23.24 1,664.97

Other assets NIL NIL Loss allowance measured at life-time expected credit losses, credit impaired

Loans at amortised cost

158.84 100% 7.94 150.90

Other assets NIL NIL

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

The following table sets out information about the credit quality of debt instruments measured at fair value through Profit and Loss:

Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Investment in security receipts (Unrated as at March 31, 2019 since the investments have been made in last quarter of FY 2019)

31.95 - -

Collateral held As of March 31, 2019, 100% of the aggregate principal amount of the Company’s gross loans was secured by collateral

(previous year: 100%). The security taken by the Company usually includes mortgage of the land/ units/ development rights and charge on receivables and cash flows of the borrower. The sale of the units in the underlying project(s) results in cash flows which are used for servicing debts. Additionally, the Company seeks to obtain (a) pledge of shares of special purpose vehicles (b) personal and corporate guarantees (c) demand promissory notes etc.

The Company has formulated an internal policy on periodical valuation of collaterals. As per the policy, all collaterals are valued annually except land collaterals which are valued once in two years.

At March 31, 2019, the net carrying amount of credit-impaired loans and advances amounted to ` 93.12 crores (March 31 2018: ` 460.00 crores and April 1, 2017: 150.90 crores) and the value of identifiable collateral (mainly commercial properties) held against those loans and advances amounted to ` 204.48 crores (March 31, 2018: ` 595.18 crores and April 1, 2017: ` 250.10 crores).

Investment securities designated as at FVTPL At March 31, 2019, the maximum exposure to credit risk of the investment securities designated as at FVTPL is their

carrying amount of ` 31.95 crores (March 31, 2018: NIL and April 1, 2017: NIL).

Measurement of Expected Credit Losses Expected Credit Loss is arrived at by using a probability weighted approach of default and estimation of loss when default

occurs, discounted to reflect the time value of money. For the purpose of computing ECL, the Company assesses the probability of the default occurring (PD) and the Loss Given Default (LGD) for its debt instruments.

The Company has applied a three-stage approach to measure expected credit losses (ECL) on debt instruments accounted for at amortised cost. Assets migrate through following three stages based on the changes in credit quality since initial recognition:

(a) Stage 1: 12- months ECL: For exposures where there is no significant increase in credit risk since initial recognition and that are not credit-impaired upon origination, the portion of the lifetime ECL associated with the probability of default events occurring within the next 12- months is recognised.

(b) Stage 2: Lifetime ECL, not credit-impaired: For credit exposures where there has been a significant increase in credit risk since initial recognition but are not credit-impaired, a lifetime ECL is recognised.

(c) Stage 3: Lifetime ECL, credit-impaired: Financial assets are assessed as credit impaired upon occurrence of one or more events that have a detrimental impact on the estimated future cash flows of that asset. For financial assets that have become credit-impaired, a lifetime ECL is recognised and interest revenue is calculated by applying the effective interest rate to the net carrying amount.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

The portfolios for which external benchmark information represents a significant input into measurement of ECL are as follows:

Amounts in ` crores

Particulars Exposure as on March 31, 2019

External benchmarks used

PD LGDLoans and advances 6,931.02 Based on default study

report as published by a leading rating agency and management estimate of macro economic variables

For stage 1 and stage 2 assets - BASEL II on Foundation Internal Rating Based (F-IRB) approach

For stage 3 assets - For Stage 3 exposures, LGD is derived based on case to case assessment of realisable value from the loan and/or collateral discounted at the applicable Effective Interest Rate.

Cash and cash equivalents 783.50 Based on default study report as published by a leading rating agency

BASEL II on Foundation Internal Rating Based (F-IRB) approachBank balance other than cash and cash

equivalents above 493.90

Other receivables (Gross) 3.42

The Company assesses whether the credit risk on a financial asset has increased significantly on an individual and collective basis. For the purpose of collective evaluation of impairment, financial assets are grouped on the basis of shared credit risk characteristics, taking into account obligor profile, collateral type, project attributes etc.

For the purpose of individual evaluation of impairment factors such as customer payment record and information obtained during the periodic review of customer records such as audited financial statements, budgets and projections have been considered.

The Company measures the amount of ECL on a financial instrument in a way that reflects an unbiased and probability-weighted amount. Due to lack of historical experience of default, currently the Company has considered externally available information for estimating probability of default and loss given default. The exposure at default has been taken as the outstanding amount on the date of ECL estimation. For stage 1 and stage 2 assets, the PD and LGD have been derived from DEFAULT STUDY-2018 as published by a leading rating agency and BASEL II on Foundation Internal Rating Based (F-IRB) approach. For stage 3 assets, LGD is derived based on case to case assessment of realizable value from the loan and/or collateral discounted at the applicable Effective Interest Rate.

In addition to above mentioned ECL factors, management assesses prevailing and forward-looking macro-economic conditions. Based on the assessment, management may provide additional ECL provision to cover for such conditions. Once these conditions are subside or impact of the same is neutralised, then such provisions may be normalised. For the year ended March 31, 2019, based on the prevailing macroeconomic conditions, the Company has increased the PD rates by 25% on assets where credit risk has significantly increased since its initial recognition (i.e. stage 2 assets).

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

iii) Reconciliation of loss allowance provision

Particulars

Loss allowance measured at 12 month expected

losses

Loss allowance measured at life-time expected losses

Financial assets for which

credit risk has increased

significantly and not credit-

impaired

Financial assets for which

credit risk has increased

significantly and credit-impaired

Loss allowance as on April 1, 2017 5.77 23.24 7.94 Changes in loss allowances due to:

Assets originated or purchased 8.28 8.83 50.41 Assets derecognised during the year (1.79) (7.61) - Other movements including partial repayments and interest accruals (0.16) (2.05) (5.01)Write-offs - - - Transfers to Stage 2 - 2.23 (2.23)Increase/(release) - - - Transfers to Stage 3 - - -

Loss allowance on March 31, 2018 12.10 24.64 51.11 Changes in loss allowances due to

Assets originated or purchased 8.74 25.14 1.35Assets derecognised during the year (2.19) (8.12) - Other movements including partial repayments and interest accruals (1.64) (8.39) (7.55)Write – offs - - - Transfers to Stage 3 - (2.18) 2.18 Transfers to Stage 2 (30.20) 36.90 (6.70)Increase/(release) 24.89 12.15 9.75

Loss allowance on March 31, 2019 11.70 80.14 50.14

ECL Sensitivity analysis:Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Sensitivity to change in PD rates- increase by 10% 9.18 3.67 2.90 - decrease by 10% (9.18) (3.67) (2.90)Sensitivity to change in LGD rates- increase of 10% 40.56 61.61 24.17 - decrease of 10% (40.56) (61.61) (24.17)

Write-offs still under enforcement The Company writes off financial assets, in whole or in part, when it has exhausted all practical recovery efforts and has

concluded there is no reasonable expectation of recovery. There are no financial assets written-off during the year ended March 31, 2019 (Previous year: Nil) which are still under enforcement.

Modification/Debt restructuring The Company sometimes renegotiates or otherwise modifies the contractual cash flows of loans to customers. When this

happens, the Company assesses whether or not the new terms are substantially different to the original terms. If the terms

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

are substantially different, the Company derecognises the original financial asset and recognises a ‘new’ asset at fair value and recalculates a new effective interest rate for the asset. The date of renegotiation is consequently considered to be the date of initial recognition for impairment calculation purposes, including for the purpose of determining whether a significant increase in credit risk has occurred.

If the terms are not substantially different, the renegotiation or modification does not result in de-recognition, and the Company recalculates the gross carrying amount based on the revised cash flows of the financial asset and recognises a modification gain or loss in the statement of profit or loss. The new gross carrying amount is recalculated by discounting the modified cash flows at the original effective interest rate (or credit-adjusted effective interest rate for purchased or originated credit-impaired financial assets).

The following table discloses information on loans and advances that were modified but not derecognised during the year, for which the provision for doubtful debts was measured at a lifetime ECL at the beginning of the year and at the end of the year had changed to 12-months ECL.

31-Mar-18Post modification Pre-modification

Gross carrying amount

Corresponding ECL

Gross carrying amount

Corresponding ECL

Facilities downgraded to stage 3 289.92 28.99 302.99 3.45

Loans and investment debt securities that are past due but not impaired As per the policy of the Company, loans which are past due for more than 3 months or based on qualitative factors as

mentioned above are considered as credit impaired. Thus, the Company does not have any assets which are past due for more than 3 months but not impaired.

Concentration of credit risk The Company operates in a single sector i.e. wholesale lending to Real Estate developers in India. An analysis of

concentration of credit risk from loans and investments securities is shown below.Amounts in ` crores

Loans Investment in securities

As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Carrying amount 7,047.73 6,294.66 3,763.63 31.95 - - Concentration by sectorCorporate:Commercial Real estate 7,047.73 6,294.66 3,763.63 31.95 - - Total 7,047.73 6,294.66 3,763.63 31.95 - - Concentration by locationIndia:Bengaluru 925.83 587.72 530.46 - - - Chennai 536.34 510.07 186.84 - - - Gurugram 770.48 1,490.85 950.49 31.95 - - Hyderabad 809.15 400.15 162.31 - - - Mumbai 2,547.28 1,691.91 885.05 - - - Noida 728.17 591.39 323.10 - - - Pune 730.48 1,022.57 725.38 - - - Total 7,047.73 6,294.66 3,763.63 31.95 - -

Offsetting financial assets and financial liabilities The disclosures set out in the following tables include financial assets and financial liabilities that:

- are offset in the Company's statement of financial position; or

- are subject to an enforceable master netting arrangement or similar agreement that covers similar financial instruments, irrespective of whether they are offset in the statement of financial position

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Financial assets subject to offsetting, enforceable master netting arrangements and similar agreements

There are no financial assets subject to offsetting as at March 31, 2019.

As at March 31, 2018Gross amounts

of recognised financial assets

Gross amounts of recognised financial

liabilities offset in the Balance sheet

Net amounts of financial assets

presented in Balance Sheet

Types of financial assetsLoans and advances to customers (measured at amortised cost)

155.00 0.17 154.83

Loans and advances to customers (measured at FVTPL)

- - -

Total 155.00 0.17 154.83Types of financial liabilitiesCustomer advances - - - Total - - -

As at April 1, 2017Gross amounts

of recognised financial assets

Gross amounts of recognised financial

liabilities offset in the Balance sheet

Net amounts of financial assets

presented in Balance Sheet

Types of financial assetsLoans and advances to customers (measured at amortised cost)"

35.00 6.98 28.02

Loans and advances to customers (measured at FVTPL)"

- - -

Total 35.00 6.98 28.02Types of financial liabilitiesCustomer advances - - - Total - - -

The following tables reconcile the ‘Net amounts of financial assets and financial liabilities presented in the Balance Sheet, as set out above, to the line items presented in the Balance Sheet.

Reconciliation to the net amounts of financial assets and financial liabilities presented in the Balance Sheet

As at March 31, 2018

Types of financial assets Net amountsLine item in statement of financial position

Carrying amount in statement of

financial position

Loans to customers - amortised cost 155.00 Loans to customers 155.00

Loans to customers - FVTPL - Advances from customers -

As at April 1, 2017

Types of financial assets Net amountsLine item in statement of financial position

Carrying amount in statement of

financial position

Loans to customers - amortised cost 28.02 Loans to customers 35.00

Loans to customers - FVTPL - Advances from customers (6.98)

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Note 33(b) - Liquidity riskLiquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset.

The Company manages its liquidity based on a framework comprising of four pillars:

• Quantity: to maintain enough cash balance to meet its obligations;

• Quality: to ensure diversity in lenders, instruments and, also, ensure optimal maturity profile on contractual as well as residual basis;

• Efficiency: to aim for and achieve superior credit ratings and ensure rigor in negotiation with counter parties to optimise cost of borrowing as well as to improve the covenants;

• Contingency: to plan for and monitor stress conditions.

i) Financing arrangements The Company has access to the following cancellable undrawn borrowing facilities at the end of the reporting period:

Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Overdraft facilities with banks 24.00 - -Term loan 150.00 - 75.00Non-convertible debentures 97.00 142.00 -Working capital demand loan 225.00 76.00 120.00Total 496.00 218.00 195.00

ii) Exposure to liquidity risk ALCO has determined a list of financial covenants and ratios to be monitored regularly by the Treasury team. The key

measure used by the Company for managing liquidity risk is on debt-equity and security coverage ratio. These ratios assist the ALCO to determine if the Company is compliant with the RBI prescribed guidelines and are indicators of liquidity profile of the Company. Liquid assets includes cash and cash equivalents and liquid mutual funds.

The following are the remaining contractual maturities of financial assets and liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.

Amounts in ` crores

As at March 31, 2019Contractual cash flows

Carrying amount

Gross Nominal Inflow/Outflow

2 months or less

2-12 months 1-2 years 2-5 yearsMore than 5

yearsNon-derivative financial liabilitiesTrade payables 7.40 7.40 7.40 - - - -

Working capital finances 100.82 100.82 75.00 25.82 - - -

Term loans 2,858.28 3,390.67 122.72 1,251.90 970.12 925.94 119.99

Debt securities issued 2,359.85 2,814.00 313.47 593.69 950.88 955.96 -

Other financial liabilities 38.42 38.42 38.42 - - - -

Non-derivative financial assetsCash and cash equivalents 783.50 783.50 783.50 - - - -

Balance with bank other than cash & cash equivalents

493.90 493.90 - 493.90 - - -

Trade & other receivables 2.71 2.71 2.71 - - - -

Loans and advances to Companies 6,905.73 9,950.63 225.47 1,806.22 2,418.30 5,181.36 319.28

Investments 31.96 31.96 - - - 31.95 0.01

Other financial assets 3.00 3.00 - 0.40 - 2.60 -

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

As at March 31, 2018

Contractual cash flows

Carrying amount

Gross nominal inflow/

(outflow)

2 months or less

2-12 months 1-2 years 2-5 yearsMore than

5 years

Non-derivative financial liabilitiesTrade payables 6.87 6.87 6.87 - - - -

Working capital finances 223.35 224.00 124.00 100.00 - - -

Commercial papers 420.40 429.00 - 429.00 - - -

Term loans 2,433.80 2,874.65 48.65 1,039.05 952.55 834.40 -

Debt securities issued 1,104.35 1,352.25 60.35 107.43 440.55 743.92 -

Other financial liabilities 37.15 37.15 37.15 - - - -

Non-derivative financial assetsCash and cash equivalents 341.60 341.60 341.60 - - - -

Balance with bank other than cash & cash equivalents

96.91 96.91 - 96.91 - - -

Trade & other receivables 10.12 10.12 10.12 - - - -

Loans and advances to Companies 6,206.81 9,293.45 138.68 1,494.66 2,320.67 5,097.10 242.34

Other financial assets 3.95 3.95 - 1.36 - 2.58 -

As at April 1, 2017

Contractual cash flows

Carrying amount

Gross nominal inflow/

(outflow)

2 months or less

2-12 months 1-2 years 2-5 yearsMore than

5 years

Non-derivative financial liabilitiesTrade payables 1.86 1.86 1.86 - - - -

Working capital finances 54.05 55.00 55.00 - - - -

Commercial papers 585.14 600.00 150.00 450.00 - - -

Term loans 522.86 619.26 9.30 156.98 295.53 157.45 -

Debt securities issued 683.32 849.13 21.62 242.48 44.75 540.28 -

Other financial liabilities 26.46 26.46 26.46 - - - -

Non-derivative financial assetsCash and cash equivalents 199.58 199.58 199.58 - - - -

Balance with bank other than cash & cash equivalents

143.77 143.77 - 143.77 - - -

Trade & other receivables 0.31 0.31 0.31 - - - -

Loans and advances to Companies 3,726.68 5,511.98 97.67 920.37 1,551.54 2,845.03 97.37

Other financial assets 0.80 0.80 - - - 0.80 -

The amounts in the table above have been compiled as follows:

Type of financial instrument Basis on which amounts are compiled

Non-derivative financial liabilities and financial assets Undiscounted cash flows, which include estimated interest payments and receipts

As part of the management of liquidity risk arising from financial liabilities, the Company holds liquid assets comprising cash and cash equivalents, deposits with banks and investments in liquid mutual funds, which can be readily realised to meet liquidity requirements. In addition, the Company maintains agreed lines of credit with Banks (Cancellable at the discretion of lenders).

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

The following table sets out the carrying amounts of financial assets and financial liabilities expected to be recovered or settled more than 12 months after the reporting date.

Amounts in ` crores

As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Financial assetsLoans and advances to Companies 5,907.55 5,614.52 3,331.57

Financial liabilitiesBorrowings 1,727.61 1,544.50 407.39Debt securities 1,616.17 1,011.57 460.13

The following table sets out the availability of the Company's financial assets to support future fundingAmounts in ` crores

As at March 31, 2019Encumbered Unencumbered

TotalPledged as collateral

OtherAvailable as

collateralOther

Balance with banks in current accounts 224.58 - 271.29 - 495.87Fixed deposits - - 781.53 - 781.53Loans 7,047.73 - - - 7,047.73Investments - - 31.96 - 31.96Other financial assets - - 6.41 - 6.41Non-financial assets - - 10.34 - 10.34Total assets 7,272.31 - 1,101.53 - 8,373.84

Amounts in ` crores

As at March 31, 2018Encumbered Unencumbered

TotalPledged as collateral

OtherAvailable as

collateralOther

Balance with banks in current accounts 4.12 - 326.48 - 330.60Fixed deposits - - 97.91 - 97.91Loans 6,294.66 - - - 6,294.66Investments - - - - -Other financial assets - - 14.06 - 14.06Non-financial assets - - 10.31 - 10.31Total assets 6,298.78 - 448.76 - 6,747.54

Amounts in ` crores

As at April 1, 2017Encumbered Unencumbered

TotalPledged as collateral

OtherAvailable as

collateralOther

Balance with banks in current accounts 10.61 - 88.56 - 99.17Fixed deposits - - 244.17 - 244.17Loans 3,763.63 - - - 3,763.63Investments - - - - -Other financial assets - - 1.10 - 1.10Non-financial assets - - 3.00 - 3.00Total assets 3,774.24 - 336.83 - 4,111.07

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Note 33(c) - Interest rate riskInterest rate risk arises from sensitivity of its borrowings cost and assets yield to change in interest rate benchmarks at which contracts are linked. The Company monitors the impact of movement in benchmark rates on its balance sheet profile. Further, the Company reviews and where required set suitable limits for interest rate mismatches to maintain the interest rate risk within the required thresholds.

Exposure to interest rate riskThe interest rate profile of the Company's interest-bearing financial instruments are as follows.

The exposure of the Company’s borrowing to fair value changes at the end of the reporting period are as follows:Amounts in ` crores

Gross carrying value

As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Fixed-rate instrumentsFinancial assets 7,047.73 6,294.66 3,763.63Financial liabilities 2,309.39 2,054.00 1,320.69

Fair value sensitivity analysis for fixed-rate instrumentsThe Company does not account for any fixed-rate financial assets (except one financial asset, sensitivity of the same is given under Note 32(b)(i) or financial liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss.

Cash flow sensitivity analysis for variable-rate instrumentsA reasonably possible change of 50 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant.

Amounts in ` crores

Profit or loss* (Pre tax impact) Equity (pre tax impact)

50 bp increase 50 bp decrease 50 bp increase 50 bp decrease

March 31, 2019Variable-rate instruments1 (12.16) 12.16 (12.16) 12.16Total (12.16) 12.16 (12.16) 12.16

March 31, 2018Variable-rate instruments1 (6.61) 6.61 (6.61) 6.61Total (6.61) 6.61 (6.61) 6.61

April 1, 2017Variable-rate instruments1 (2.63) 2.63 (2.63) 2.63Total (2.63) 2.63 (2.63) 2.63

* Holding all other variables constant1 Variable rate instrument includes all loans where rates are linked to external benchmark such as MCLR, market linked etc.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Maturity analysisThe below table presents the maturity profile of key financial assets and liabilities of the Company by their residual contractual maturity as of the dates presented:

Amounts in ` crores

As at March 31, 2019 Upto 1 year > 1 year Total

Cash and cash equivalents 783.50 - 783.50Balance with bank other than cash & cash equivalents 493.90 - 493.90Trade & other receivables 2.71 - 2.71Advances 2,031.69 7,918.95 9,950.64Investments - 31.96 31.96Other financial assets 0.40 2.60 3.00Trade payables 7.40 - 7.40Borrowings 1,475.44 2,016.05 3,491.49Debt securities 907.16 1,906.84 2,814.00Other financial liabilities 38.42 - 38.42Financial guarantees - - -Undrawn commitments 496.00 - 496.00

As at March 31, 2018 Upto 1 year > 1 year Total

Cash and cash equivalents 341.60 - 341.60Balance with bank other than cash & cash equivalents 96.91 - 96.91Trade & other receivables 10.12 - 10.12Advances 1,633.34 7,660.11 9,293.45Other financial assets 1.36 2.58 3.94Trade payables 6.87 - 6.87Borrowings 1,740.70 1,786.95 3,527.65Debt securities 167.78 1,184.47 1,352.25Other financial liabilities 37.15 - 37.15Financial guarantees - - -Undrawn commitments 218.00 - 218.00

As at April 1, 2017 Upto 1 year > 1 year Total

Cash and cash equivalents 199.58 - 199.58Balance with bank other than cash & cash equivalents 143.77 - 143.77Trade & other receivables 0.31 - 0.31Advances 1,018.04 4,493.94 5,511.98Other financial assets - 0.80 0.80Trade payables 1.86 - 1.86Borrowings 821.28 452.98 1,274.26Debt securities 264.10 585.03 849.13Other financial liabilities 26.46 - 26.46Financial guarantees - - -Undrawn commitments 195.00 195.00

Note 34 - Capital ManagementThe Company’s objectives when managing capital are to maintain an optimal capital structure to reduce the cost of capital and continue to provide returns for stakeholders.

The Company monitors capital on the basis of debt equity ratio which is measured as net debt (total borrowings net of cash and cash equivalents) divided by total ‘equity’ (as shown in the balance sheet).

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Net debt to equity ratio:Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Gross Debt 5,318.95 4,181.91 1,845.38Less: Cash and cash equivalents (783.50) (341.60) (199.58)Net debt 4,535.45 3,840.31 1,645.80Total Equity 3,030.19 2,515.29 2,242.76Net debt to equity ratio 1.50 1.53 0.73

Regulatory CapitalRefer note 41 (i) for Capital to risk assets ratio.

Note 35 - Segment informationThe Company’s Chief Executive Officer (CEO) and Chief Operating Officer (COO) have been identified as the Chief Operating Decision Maker. The CODM examines the Company’s performance on an overall level. The Company has only one reportable segment i.e. 'wholesale financing' in real estate. The Company does not have any operations outside India and hence there are no reportable geographical segments.

The segment revenue, segment results, total carrying value of segment assets and segment liabilities, total costs incurred to acquire segment assets, total amount of charge of depreciation during the period are all reflected in the Financial Statements. No single customer contributes more than 10% of the total revenue earned during the year.

Note 36 - Employee benefit obligationsa) Defined contribution plans The Company has recognised the following amounts in the statement of profit and loss towards contribution to defined

benefit gratuity plan:Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Current service cost 0.34 0.26Net interest cost 0.12 0.08

b) Defined benefit plans The Company has a unfunded defined benefit gratuity plan in India (unfunded). The Company’s defined benefit gratuity

plan is a final salary plan for India employees, which requires contributions to be made to a separately administered fund. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member’s length of service and salary at retirement age.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

The following tables summarise the components of net benefit expense recognised in the statement of profit or loss and the funded status and amounts recognised in the balance sheet for the respective plans:

i) Balance SheetAmounts in ` crores

Present value of obligation

Fair value of plan assets

Net amount

As at April 1, 2017 1.14 - 1.14Current service cost 0.26 - 0.26Interest expense/(income) 0.08 - 0.08Actuarial loss/(gain) arising from change in financial assumptions (0.09) - (0.09)Actuarial loss/(gain) arising on account of experience changes 0.20 - 0.20Benefit payments (0.12) - (0.12)As at March 31, 2018 1.47 - 1.47Current service cost 0.34 - 0.34Interest expense/(income) 0.12 - 0.12Actuarial loss/(gain) arising from change in financial assumptions 0.48 - 0.48Actuarial loss/(gain) arising from change in demographic assumptions 0.33 0.33Actuarial loss/(gain) arising on account of experience changes (0.02) - (0.02)Benefit payments (0.66) - (0.66)As at March 31, 2019 2.06 - 2.06

Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Present value of plan liabilities 2.06 1.47 1.14Plan liability net of plan assets 2.06 1.47 1.14

ii) Statement of Profit and LossAmounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Employee Benefit Expenses:Current service cost 0.34 0.26TotalFinance cost 0.12 0.08Net impact on the profit before tax 0.46 0.34

Remeasurement of the net defined benefit liability:Actuarial gains/(losses) arising from changes in demographic assumptions 0.33 -Actuarial gains/(losses) arising from changes in financial assumptions 0.48 (0.09)Actuarial gains/(losses) arising from changes in experience (0.02) 0.20Net impact on the other comprehensive income before tax 0.79 0.11

iii) Actuarial assumptions With the objective of presenting the plan assets and plan liabilities of the defined benefits plans and post retirement

medical benefits at their fair value on the balance sheet, assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.

Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Discount rate 7.48% 7.85% 7.34%Attrition rate 11.78% 2.00% 2.00%Salary escalation rate* 9.10% 5.00% 5.00%

* takes into account the inflation, seniority, promotions and other relevant factors

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

iv) Demographic assumptions Mortality rate during employment: Indian Assured Lives Mortality (2006-08)

v) SensitivityAmounts in ` crores

As at March 31, 2019 Impact on defined benefit obligation

31-Mar-19 31-Mar-18

Delta effect of +1% change in rate of discounting (0.13) (0.15)Delta effect of -1% change in rate of discounting 0.15 0.18Delta effect of +1% change in rate of salary increase 0.14 0.18Delta effect of -1% change in rate of salary increase (0.13) (0.16)Delta effect of +1% change in rate of employee turnover (0.01) 0.05Delta effect of -1% change in rate of employee turnover 0.02 (0.05)

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

vi) Maturity The defined benefit obligations shall mature after year end as follows:

Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

1st Following Year 0.22 0.05 0.032nd Following Year 0.22 0.05 0.043rd Following Year 0.21 0.05 0.044th Following Year 0.20 0.06 0.045th Following Year 0.19 0.05 0.04Sum of years 6 to 10 0.88 0.46 0.31Sum of years 11 and above 1.97 3.47 2.87

The weighted average duration of the defined benefit obligation is 8 years (previous year - 13 years)

Note 37 - Employee share based paymentsa) Employee stock option scheme (equity settled) The Company provides share-based payment schemes to its employees. During the year ended March 31, 2019, an

employee stock option plan (ESOP) was in existence. The relevant details of the scheme and the grant are as below.

The board of directors approved the Equity settled Altico Stock based Incentive plan (Scheme 2015) for issue of stock options to the eligible employees of the Company. According to the Scheme, the employee selected by the remuneration committee from time to time will be entitled to stock options, subject to satisfaction of the prescribed vesting conditions per below:

Year Year wise vesting

1 10%2 15%3 20%4 25%5 30%

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

The contractual life (comprising the vesting period and the exercise period) of options granted is 20 years as per the Scheme. The other relevant terms of the grant are as below:

b) Details of scheme of Employee Stock Option Plans are as under:

Branch details No. of options Date of GrantPrice of

Underlying Stock (`)

Exercise Price (`)

I 29,62,855 July 1, 2015 39.5 39.5II 12,42,033 October 28, 2015 43.0 43.0III 44,26,199 November 16, 2015 43.0 43.0IV 7,18,766 March 8, 2016 47.5 47.5V 11,98,699 March 23, 2016 47.5 47.5VI 33,55,771 April 1, 2017 62.6 62.6VII 11,98,699 November 21, 2017 69.9 69.9VIII 47,13,961 April 5, 2018 74.1 74.1IX 3,59,610 October 1, 2018 63.8 63.8

Set out below is a summary of options granted under the plan:

ParticularsYear ended March 31, 2019 Year ended March 31, 2018

Average exercise price

Number of options

Average exercise price

Number of options

Outstanding at the beginning of the year 49.69 1,45,63,609 42.83 1,05,48,553 Granted during the year 73.37 50,73,571 64.54 45,54,470 Exercised during the year - - - - Forfeited during the year - - - - Lapsed/expired during the year 54.8 (20,46,367) 41.1 (5,39,414)Outstanding at the end of the year 55.93 1,75,90,813 49.69 1,45,63,609

Share options outstanding at the end of the year have the following expiry date and exercise prices:

Grant date Expiry date Exercise price Outstanding as at March 31, 2019

Outstanding as at March 31, 2018

Outstanding as at April 1, 2017

July 1, 2015 23-Sep-19 39.5 20,54,506 26,11,991 29,62,855 October 28, 2015 23-Sep-19 43.0 7,76,271 10,94,951 12,42,033 November 16, 2015 23-Sep-19 43.0 44,26,199 44,26,199 44,26,199 March 8, 2016 23-Sep-19 47.5 5,87,453 6,77,299 7,18,766 March 23, 2016 23-Sep-19 47.5 11,98,699 11,98,699 11,98,699 April 1, 2017 23-Sep-19 62.6 26,60,608 33,55,771 - November 21, 2017 23-Sep-19 69.9 11,98,699 11,98,699 - April 5, 2018 23-Sep-19 74.1 43,28,767 - - October 1, 2018 23-Sep-19 63.8 3,59,610 - - Total 1,75,90,812 1,45,63,609 1,05,48,552

Weighted average remaining contractual life of options outstanding at end of period (in years)

0.5 1.5 2.5

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

i) Fair value of options granted The fair value at grant date is determined using the Black Scholes Model which takes into account the exercise

price, the term of the option, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option.

The options granted for no consideration and will vest upon the completion of service condition as specified in scheme in graded manner. Vested options are exercisable for the period of five years after the vesting.

The model inputs for options outstanding as at March 31, 2019 included:

Assumptions/ Tranches

Expected - Weighted average volatility

Expected term (In years)

Risk free rateExercise price

& fair valueGrant date

I 0.47 - 0.48 2.50 - 4.25 8.04% - 8.12% 39.5 July 1, 2015II 0.47 - 0.48 2.50 - 4.00 7.67% - 7.75% 43.0 October 28, 2015III 0.46 - 0.47 2.50 - 4.00 7.63% - 7.80% 43.0 November 16, 2015IV 0.46 - 0.47 2.25 - 3.50 7.57% - 7.75% 47.5 March 8, 2016V 0.46 - 0.47 2.25 - 3.50 7.51% - 7.66% 47.5 March 23, 2016VI 0.42 - 0.43 1.75 - 2.50 6.54% - 6.62% 62.6 April 1, 2017VII 0.42 - 0.43 1.50 - 2.00 6.46% - 6.60% 69.9 November 21, 2017VIII 0.38 - 0.40 1.25 - 1.50 6.68% - 6.75% 74.1 April 5, 2018IX 0.45 0.98 7.10% 63.8 October 1, 2018

The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected changes to future volatility.

e) Expense arising from share-based payment transactions Total expenses arising from share-based payment transactions recognised in profit or loss as part of employee benefit

expense were as follows:Amounts in ` crores

Particulars Year ended March 31, 2019

Year ended March 31, 2018

Employee stock option scheme (equity settled) 10.74 7.93Total 10.74 7.93

Note 38 - Related party transactionsA. List of Related Parties and their relationship:

i) Holding Company India Credit Pte Limited (ICPL)ii) Key Management Personnel Sanjay Grewal - Chief Executive Officer

Dhruv Jain - Chief Financial OfficerBinoy K. Parikh - Company Secretary

iii) Subsidiary Altico Housing Finance India Limited ("AHFC") w.e.f. November 12, 2018

iv) Associate Clearwater Investment Advisors India Private Limited ("CIAIPL")

v) Chairman & Independent Non-Executive Director Naina Lal Kidwaivi) Independent Non-Executive Director Stephen Marzo

Rahul Merchant

B. Other related parties with whom transactions have taken place during the year:

i) Entity within common control ACRE - 81 TrustAlchemist -XXXXIX Trust

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

C. Balances as at year end with related parties:Amounts in ` crores

Particulars As at March 31, 2019

As at March 31, 2018

As at April 1, 2017

Payables to directors:Naina Lal Kidwai - - 0.19Rahul Merchant - - 0.16Stephen Marzo 0.15 - 0.22

Receivable from Subsidiary company:AHFC 0.02 - -

Due from Associate companyCIAPL - - 0.25

Investment in SubsidiaryAHFC 0.01 - -

Investment in Security ReceiptsACRE - 81 Trust 16.65 - -Alchemist -XXXXIX Trust 15.30 - -

D.

Amounts in ` crores

Transaction during the year with related parties: Year ended March 31, 2019

Year ended March 31, 2018

Professional feesNaina Lal Kidwai - 0.53Rahul Merchant - 0.59Stephen Marzo - 0.47

CommissionNaina Lal Kidwai 1.49 0.26Rahul Merchant 1.02 0.28Stephen Marzo 0.83 0.14

Consultancy feesStephen Marzo 0.46 0.56

Sitting feesNaina Lal Kidwai 0.14 0.04Rahul Merchant 0.11 0.05Stephen Marzo 0.37 0.13

Reimbursement of expensesNaina Lal Kidwai 0.02 0.01Rahul Merchant 0.05 0.07Stephen Marzo 0.29 0.06Total 4.78 3.19

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Amounts in ` crores

Transaction during the year with related parties: Year ended March 31, 2019

Year ended March 31, 2018

Recovery of expensesCIAPL - 0.20Total - 0.20

Rights issue (ICPL)Equity share capital 54.90 -Securities premium 302.51 -Total 357.41 -

Consideration received on assignment of loansACRE - 81 Trust 185.00 -Alchemist -XXXXIX Trust 252.00 -Total 437.00 -

Subscription of Security ReceiptsACRE - 81 Trust 16.65 -Alchemist -XXXXIX Trust 15.30 -Total 31.95 -

Amounts in ` crores

Remuneration to Key Management Personnel:Year ended March 31, 2019

TotalSalaries and Wages

Post-employment benefits

Share based payments

Sanjay Grewal - Chief Executive Officer 6.51 0.38 2.01 8.90Dhruv Jain – Chief Financial Officer 2.22 0.16 0.59 2.97Binoy K. Parikh – Company Secretary 0.68 0.04 0.19 0.91Total 9.41 0.58 2.79 12.78

Amounts in ` crores

Remuneration to Key Management Personnel:Year ended March 31, 2018

Salaries and Wages

Post-employment benefits

Share based payments

Total

Sanjay Grewal – Chief Executive Officer 6.63 0.11 2.76 9.50Dhruv Jain – Chief Financial Officer 2.59 0.05 0.77 3.41Binoy K. Parikh – Company Secretary 0.62 0.01 0.07 0.70Total 9.84 0.17 3.60 13.61

Note 39 - Contingent liability and CommitmentsThe Company has no contingent liabilities as at March 31, 2019 and March 31, 2018. The Company had contingent liabilities of ` 4.33 crores as at March 31, 2017 in respect of transfer pricing adjustments under the Income Tax Act, 1961.

The Supreme Court of India in its judgement in the case of THE REGIONAL PROVIDENT FUND COMMISSIONER (II) WEST BENGAL v/s VIVEKANANDA VIDYAMANDIR AND OTHERS on February 28, 2019 has clarified that any emolument paid universally, necessarily and ordinarily to all employees across the board is to be considered as basic wage and accordingly needs to be considered for calculation of Provident Fund contribution upto `15,000 pm. As per the Company’s current estimation this change does not have an impact on the financial position as at March 31, 2019. The Company would record any effect in its Financial Statements, in the period in which it receives additional clarity on the said subject.

The Company has no commitments as at March 31, 2019, March 31, 2018 and March 31, 2017. In Company’s view, owing to agreement with parties, the undrawn sanction limits are cancellable at Company’s discretion and are not considered to be binding on the Company.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Note 40 - First-time adoption of Ind ASTransition to Ind ASThese are the Company’s first standalone financial statements prepared in accordance with Ind AS.

The accounting policies set out in note 1.2 have been applied in preparing the financial statements for the year ended March 31, 2019 the comparative information presented in these financial statements for the year ended March 31, 2018 and in the preparation of an opening Ind AS balance sheet at April 1, 2017 (the Company's date of transition). In preparing its opening Ind AS balance sheet, the Company has adjusted the amounts reported previously in financial statements prepared in accordance with the accounting standards notified under Companies (Accounting Standards) Rules, 2006 (as amended) and other relevant provisions of the Act (previous GAAP or Indian GAAP or IGAAP). An explanation of how the transition from previous GAAP to Ind AS has affected the Company’s financial position, financial performance and cash flows is set out in the following tables and notes.

a) Optional exemptions availed Set out below are the applicable Ind AS 101 optional exemptions and mandatory exceptions applied in the transition from

previous GAAP to Ind AS.

i) Deemed cost Ind AS 101 permits a first-time adopter to elect to continue with the carrying value for all of its property, plant and

equipment as recognised in the financial statements as at the date of transition to Ind AS, measured as per the previous GAAP and use that as its deemed cost as at the date of transition. This exemption can also be used for intangible assets covered by Ind AS 38 Intangible Assets. Accordingly, the Company has elected to measure all of its property, plant and equipment and intangible assets at their previous GAAP carrying value.

ii) Share-based payment transactions Ind AS 102 “Share-based Payment” has not been applied to equity instruments in share-based payment transactions

that vested before April 1, 2017 i.e. date of transition. Thus, the Company has availed the exemption of not applying Ind AS 102, Share based payments, to ESOPs vested before the date of transition.

b) Ind AS mandatory exceptions The Company has applied the following exceptions from full retrospective application of Ind AS as mandatorily required

under Ind AS 101:

i) Estimates An entity’s estimates in accordance with Ind AS at the date of transition to Ind AS shall be consistent with estimates

made for the same date in accordance with previous GAAP (after adjustments to reflect any difference in accounting policies), unless there is objective evidence that those estimates were in error. Ind AS estimates as at April 1, 2017 are consistent with the estimates as at the same date made in conformity with previous GAAP. The Company has made estimates relating to impairment of financial assets based on expected credit loss model and amortisation of processing fees over the average period of loan in accordance with Ind AS at the date of transition. These estimates were not required under previous GAAP.

The estimates used by the Company to present these amounts in accordance with Ind AS reflect conditions at April 1, 2017, the date of transition to Ind AS and as of March 31, 2018.

ii) De-recognition of financial assets and liabilities Ind AS 101 requires a first-time adopter to apply the de-recognition provisions of Ind AS 109 prospectively for

transactions occurring on or after the date of transition to Ind AS. However, Ind AS 101 allows a first-time adopter to apply the de-recognition requirements in Ind AS 109 retrospectively from a date of the entity’s choosing, provided that the information needed to apply Ind AS 109 to financial assets and financial liabilities derecognised as a result of past transactions was obtained at the time of initially accounting for those transactions.

The Company has elected to apply the de-recognition provisions of Ind AS 109 prospectively from the date of transition to Ind AS.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

iii) Classification and measurement of financial assets Ind AS 101 requires an entity to assess classification and measurement of financial assets on the basis of the facts

and circumstances that exist at the date of transition to Ind AS.

c) Reconciliations between previous GAAP and Ind AS Ind AS 101 requires a first time adopter to reconcile equity, total comprehensive income and cash flows for prior periods.

The following tables represent the reconciliations from previous GAAP to Ind AS.

i) Reconciliation of Total equity between previous GAAP and Ind AS:Amounts in ` crores

NoteAs at

March 31, 2018As at

April 1, 2017

Total equity as per previous GAAP 2,647.77 2,292.81Adjustments:Effective interest rate for amortisation of income - financial assets at amortised cost

40(d)(i) (130.38) (63.79)

Modification loss on re-negotiated loans 40(d)(ii) (10.08) -Expected credit loss (net) 40(d)(iii) (55.34) (12.99)Fair value gain/(loss) on loans at fair value through profit and loss 40(d)(iv) (8.08) -Fair valuation of employee stock options as per Ind AS 102 40(d)(v) - -Reversal of rent equalisation reserve recognised under Previous GAAP 40(d)(vi) 1.29 0.24Deferred tax 40(d)(vii) 70.11 26.49Total adjustments (132.48) (50.05)Total equity as per Ind AS 2,515.29 2,242.76

ii) Reconciliation of profit as per Ind AS with profit reported under previous GAAP:Amounts in ` crores

NoteFor the year

endedMarch 31, 2018

Net profit after tax as per previous GAAP 354.96Adjustments:Effective interest rate for amortisation of income - financial assets at amortised cost 40(d)(i) (66.60)Modification loss on re-negotiated loans 40(d)(ii) (10.08)Expected credit loss (net) 40(d)(iii) (42.35)Fair value gain/(loss) on loans at fair value through profit and loss 40(d)(iv) (8.08)Fair valuation of employee stock options as per Ind AS 102 40(d)(v) (7.93)Reversal of rent equalisation reserve recognised under Previous GAAP 40(d)(vi) 1.05Deferred tax 40(d)(vii) 43.63Actuarial loss on employee defined benefit plan recognised in "other comprehensive income" as per Ind AS 19 (net of tax)

40(d)(viii) 0.07

Total adjustments (90.29)Profit after tax as per Ind AS 264.67Other Comprehensive Income:Reclassification of actuarial losses to OCI (net of tax) 40(d)(viii) (0.07)Total comprehensive income as per Ind AS 264.60

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

iii) Impact of Ind AS adoption on the standalone statements of cash flows for the year ended March 31, 2018Amounts in ` crores

Previous GAAP Adjustments Ind AS

Net cash flow from operating activities (2,188.01) - (2,188.01)Net cash flow from investing activities (8.55) - (8.55)Net cash flow from financing activities 2,338.58 - 2,338.58Net increase/(decrease) in cash and cash equivalents 142.02 - 142.02Cash and cash equivalents as at April 1, 2017 199.58 - 199.58Effects of exchange rate changes on cash and cash equivalents - - -Cash and cash equivalents as at March 31, 2018 341.60 - 341.60

d) Notes to first-time adoption: i) Accounting for effective interest rates Ind AS 109 requires financial advisory fees received towards origination of advances to be deducted from the

carrying amount of loans on initial recognition. Such fees is recognised in the profit or loss over the tenure of the loan as a part of the interest income by applying the effective interest rate method. Such fees and incomes were accounted on receipt basis under Indian GAAP upon sanction of the loans and advances.

Accordingly, an amount of ` 66.60 crores has been adjusted against equity as on April 1, 2017. The same amount shall be recognised as interest income over the period of the advances.

ii) Modification gain/loss Under Ind AS 109, when the contractual cash flows of a financial asset are renegotiated or otherwise modified

and the renegotiation or modification does not result in the derecognition of that financial asset in accordance with this Standard, an entity shall recalculate the gross carrying amount of the financial asset and shall recognise a modification gain or loss in profit or loss.

Accordingly, an amount of ` 10.08 crores has been recognised as modification loss in Statement of Profit and Loss for the year ended March 31, 2019.

iii) Expected Credit loss Under the previous GAAP, provisions against loans and advances were made as per the prudential norms specified

by the RBI. In accordance with Ind AS 109, the Company is required to recognise provisions by applying the expected credit loss model. Accordingly, the Company has reversed all outstanding provisions created against advances under the previous GAAP amounting to ` 32.50 crores as at March 31, 2018 (` 23.96 crores as on April 1, 2017) with a corresponding adjustment statement of profit and loss and equity respectively.

Further, the Company has also created an impairment provision against its loans amounting to ` 87.85 crores as at March 31, 2018 (` 36.95 crores as on April 1, 2017) by applying the expected credit loss model prescribed under Ind AS 109.

iv) Fair value gain / (loss) on loans at fair value through profit and loss Under Ind AS 109, when the contractual terms of loan (debt instrument) does not give rise on specified dates to cash

flows that are solely payments of principal and interest on the principal amount outstanding, it fails the contractual cash flow test & as a result it needs to be measured at FVTPL.

Accordingly, an amount of ` 8.08 crores has been recognised as fair value loss in the Statement of Profit and Loss for the year ended March 31, 2018.

v) Employee stock option expense Under previous GAAP, the Company had used the intrinsic value method to account for the compensation cost of

stock to employees of the Company. Intrinsic value is the amount by which the quoted market price of the underlying share on the date, prior to the date of the grant, exceeds the exercise price of the Option. Under Ind AS 102, the grant date fair value of the employee stock options should be recognised over the vesting period by debiting the 'Employee benefit expense' in the statement of profit and loss and crediting 'Share option outstanding reserve' under other

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

equity. Consequently the share option outstanding account is increased by ` 7.93 crores with the corresponding debit to retained earnings as at March 31, 2018 (April 1, 2017 - ` 9.39 crores). Profit for the year ended March 31, 2018 has been reduced by ` 7.93 crores due to additional employee benefit expense.

vi) Leases Under previous GAAP, operating lease rentals were straight lined over the lease period. Under Ind AS, if the

payments by the lessee are structured to increase in line with expected general inflation to compensate for the lessor’s expected inflationary cost, lease reserve should not be booked.

vii) Deferred tax Indian GAAP requires deferred tax accounting using the statement of profit and loss approach, which focuses on

differences between taxable profits and accounting profits for the period. Ind AS 12 requires entities to account for deferred taxes using the balance sheet approach, which focuses on temporary differences between the carrying amount of an asset or liability in the balance sheet and its tax base. The application of Ind AS 12 approach has resulted in recognition of deferred tax on new temporary differences which was not required under Indian GAAP.

In addition, the various transitional adjustments lead to temporary differences. According to the accounting policies, the Company has to account for such differences. Deferred tax adjustments are recognised in correlation to the underlying transaction either in retained earnings or a separate component of equity.

viii) Remeasurements of post-employment benefit obligations Under Ind AS, remeasurements i.e. actuarial gains and losses and the return on plan assets, excluding amounts

included in the net interest expense on the net defined benefit liability are recognised in other comprehensive income instead of profit or loss. Under the previous GAAP, these remeasurements were forming part of the profit or loss for the year. As a result of this change, the profit for the year ended March 31, 2018 decreased by ` 0.52 crores. There is no impact on the total equity as at March 31, 2018.

ix) Other comprehensive income Under Ind AS, all items of income and expense recognised in a period should be included in profit or loss for the

period, unless a standard requires or permits otherwise. Items of income and expense that are not recognised in profit or loss but are shown in the statement of profit and loss as ‘other comprehensive income’ includes remeasurements of defined benefit plans. The concept of other comprehensive income did not exist under previous GAAP.

x) Reclassification of provision of standard / non-performing assets (NPA) Under Indian GAAP provision for NPA and standard asset were presented under provisions. However, under Ind AS

financial assets measured at amortised cost (majorly loans) are presented net of provision for expected credit losses. Consequently, the Company has reclassified the Indian GAAP provisions for standard assets / NPA’s amounting to ` 19.67 crores and ` 28.22 crores as on April 1, 2017 and March 31, 2018 respectively.

Note 41 - Additional disclosures pursuant to various notifications issued by Reserve Bank of India ('RBI')*:*Previous year numbers under RBI disclosures are as reported in the previously audited Financial Statements.

i) Capital to Risk Asset RatioAmounts in ` crores

ParticularsMarch 31, 2019 March 31, 2018

As per IND AS

As per Previous GAAP

i) CRAR (%) 43.24% 40.72%ii) CRAR – Tier I Capital (%) 41.99% 40.33%iii) CRAR – Tier II Capital (%) 1.25% 0.39%iv) Amount of subordinated debt raised as Tier-II capital - -v) Amount raised by issue of Perpetual Debt Instruments - -

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

ii) Exposure to Real Estate SectorAmounts in ` crores

Category March 31, 2019 March 31, 2018

a) Direct Exposurei) Residential Mortgages: Lending fully secured by mortgages on residential property that is or will be occupied by

the borrower or that is rented; (Individual housing loans up to ` 15 lakh may be shown separately)

- -

ii) Commercial Real Estate: Lending secured by mortgages on commercial real estates (office buildings, retail

space, multipurpose commercial premises, multi-family residential buildings, multi-tenanted commercial premises, industrial or warehouse space, hotels, land acquisition, development and construction, etc.). Exposure would also include non-fund based (NFB) limits;

7,047.73 6,266.00

iii) Investments in Mortgage Backed Securities (MBS) and other securitised exposures: a) Residential - - b) Commercial Real Estate 31.95 - b) Indirect Exposure Fund based and non-fund based exposures on National Housing Bank (NHB) and

Housing Finance Companies (HFCs) - -

(iii) Asset Liability Management – Maturity pattern of certain items of assets and liabilities As at March 31, 2019

Amounts in ` crores

Particulars1 Day to 30/31

Days (One Month)

Over One Month up to 2

Months

Over 2 Months up to 3

Months

Over 3 Months up to 6

Months

Over 6 Months up to

1 year

Over 1 Year up to 3

years

Over 3 Years up to 5

Years

Over 5 Years

Total

Liabilities:Borrowings (Outstanding principal value)

355.28 55.24 139.18 643.85 709.72 2,902.63 380.42 113.21 5,299.53

Deposits - - - - - - - - -

Foreign currency liabilities 0.15 - - - - - - - 0.15

Assets:Advances (Outstanding principal value)

133.88 - 195.09 197.33 585.46 3,164.54 2,339.56 257.19 6,873.05

Foreign currency assets - - - - - - - - -

Investments (Outstanding principal value)

- - - - - - 31.95 0.01 31.96

As at March 31, 2018Amounts in ` crores

Particulars1 Day to 30/31

Days (One Month)

Over One Month up to 2

Months

Over 2 Months up to 3

Months

Over 3 Months up to 6

Months

Over 6 Months up to

1 year

Over 1 Year up to 3

years

Over 3 Years up to 5

Years

Over 5 Years

Total

Liabilities:Borrowings (Outstanding principal value)

143.44 47.50 620.15 326.43 468.91 2,150.60 424.55 - 4,181.58

Deposits - - - - - - - - -

Foreign currency liabilities - - - - - - - - -

Assets:Advances (Outstanding principal value)

20.65 - 36.78 95.09 412.42 3,108.46 2,398.37 104.66 6,176.43

Foreign currency assets - - - - - - - - -

Investments (Outstanding principal value)^

9.12 - 10.00 10.00 20.00 40.00 - - 89.12

^ These investments are in the nature of credit substitutes

Page 105: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

(iv) Borrower group-wise classification of loan assets financed:- (a) Category wise

Amounts in ` crores

CategoryMarch 31, 2019 March 31, 2018

Secured Unsecured Total Secured Unsecured Total

1. Related Parties

(a) Subsidiaries - - - - - -

(b) Companies in the same group - - - - - -

(c) Other related parties - - - - - -

2. Other than related parties 7,047.73 - 7,047.73 6,176.44 - 6,176.44

Total 7,047.73 - 7,047.73 6,176.44 - 6,176.44

(b) Other informationAmounts in ` crores

Particulars March 31, 2019 March 31, 2018

Gross Non-Performing Assets(a) Related parties - - (b) Other than related parties 143.26 - Net Non-Performing Assets(a) Related parties - - (b) Other than related parties 93.12 - Assets acquired in satisfaction of debt - -

Note: Numbers reported above are on Exposure at Default basis. On principal outstanding basis Gross NPA is ` 123.78 crores i.e. 1.8% (previous year Nil) and Net NPA is ` 73.64 crores i.e. 1.1% (previous year Nil). Loans included in Stage 3 and having overdue balance above three months are considered as non-performing assets.

(v) Investor group-wise classification of all investments (current and long-term) in shares and securities (both quoted and unquoted):

Amounts in ` crores

Category

March 31, 2019 March 31, 2018

Market Value/Break up or fair

value or NAV

Book Value (Net of

Provisions)

Market Value/Break up or fair

value or NAV

Book Value (Net of

Provisions)

1. Related Parties (a) Subsidiaries 0.01 0.01 - - (b) Companies in the same group - - - - (c) Other related parties 31.95 31.95 - - 2. Other than related parties - - 89.12 89.12Total 31.96 31.96 89.12 89.12

Page 106: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

(vi) Investments Amounts in ` crores

Particulars Current Year Previous Year

1. Value of Investments (i) Gross Value of Investments (a) In India 31.96 89.12 (b) Outside India, - - (ii) Provisions for Depreciation (a) In India - - (b) Outside India, - - (iii) Net Value of Investments (a) In India 31.96 89.12 (b) Outside India. - - 2. Movement of provisions held towards depreciation on investments. (i) Opening balance - - (ii) Add: Provisions made during the year - - (iii) Less: Write-off/write-back of excess provisions during the year - - (iv) Closing balance - -

(vii) Provisions and contingencies Break up of 'Provisions and Contingencies' shown under the head Expenditure in Profit and Loss Account

Amounts in ` crores

Particulars Current Year Previous Year

Provisions for depreciation on Investment - - Provision towards NPA 50.14 - Provision made towards Income tax [including deferred tax of ` 0.86 crores (Previous year deferred tax charge of ` 3.69 crores)]

83.80 189.75

Other Provision and Contingencies - - Provision for Standard Assets 5.61 13.02Provision for Standard Restructured Assets (1.63) (4.47)TOTAL 137.92 198.30

(viii) Concentration of Advances, Exposures and NPAs a) Concentration of Advances

Amounts in ` crores

Particulars Current Year Previous Year

Total Advances to twenty largest borrowers 4,661.26 4,421.34Percentage of Advances to twenty largest borrowers to Total Advances of the NBFC 66% 72%

b) Concentration of ExposuresAmounts in ` crores

Particulars Current Year Previous Year

Total Exposure to twenty largest borrowers/customers 4,661.26 4,421.34Percentage of Exposures to twenty largest borrowers/customers to Total Exposure of the NBFC on borrowers/customers

66% 71%

c) Registration obtained from other financial sector regulators: None

d) Details of Single Borrower Limit (SBL)/Group Borrower Limit (GBL) exceeded by NBFC The Company has not exceeded the SBL/GBL during the financial year.

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Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

e) Concentration of NPAsAmounts in ` crores

Particulars Current Year Previous Year

Total Exposure to top four NPA accounts 143.26 -

f) Sector-wise NPAsAmounts in ` crores

Sr. No.

Sector Percentage of NPAs to Total

Advances in that sector

Current Year Previous Year

1 Agriculture & allied activities - - 2 MSME - - 3 Corporate borrowers 143.26 - 4 Services - - 5 Unsecured personal loans - - 6 Auto loans - - 7 Other personal loans - -

g) Movement of NPAsAmounts in ` crores

Particulars Current Year2 Previous Year3

(i) Net NPAs to Net Advances (%) (See note 1) 1.3% 0.0%(ii) Movement of NPAs (Gross) (a) Opening balance - - (b) Additions during the year 654.37 146.41 (c) Reductions during the year (511.11) (146.41) (d) Closing balance 143.26 - (iii) Movement of Net NPAs (a) Opening balance - - (b) Additions during the year 553.12 117.13 (c) Reductions during the year (460.00) (117.13) (d) Closing balance 93.12 - (iv) Movement of provisions for NPAs (excluding provisions on standard assets) (a) Opening balance - - (b) Provisions made during the year 101.25 29.28 (c) Write-off/write-back of excess provisions (51.11) (29.28) (d) Closing balance 50.14 -

1. Net NPA shown above is on Exposure at Default basis. On Principal outstanding basis net NPA stands as 1.1% (previous year Nil). Loans included in Stage 3 and having overdue balance above three months are considered as non-performing assets.

2. During the year, the Company had classified two lending accounts as sub-standard asset based on observations made under regulatory inspection carried out by RBI. However, as a substantial portion of the outstanding loan together with the interest due thereon have been prepaid and the borrowers has demonstrated “Satisfactory performance” during the “Specified Period” as defined under Appendix 2 of Annexure IV of Master Direction. Accordingly, the same has been upgraded as a standard assets.

3. The Company had one lending account which was classified as standard restructured asset under para 4.4.1 of Annexure IV of the Master Direction. Under para 4.2.1 of annexure IV of the said Master Direction, this should be treated as substandard asset. However, as a substantial portion of the outstanding loan together with the interest due thereon have been prepaid and the borrower has clearly demonstrated “Satisfactory performance” during the “Specified Period” as defined under Appendix 2 of Annexure IV of Master Direction. Accordingly, the same has been appropriately reflected as a standard restructured asset in the financial statements.

Page 108: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

(ix) Customer ComplaintsAmounts in ` crores

Particulars Current Year Previous Year

(a) No. of complaints pending at the beginning of the year - - (b) No. of complaints received during the year - -

(c) No. of complaints redressed during the year - -

(d) No. of complaints pending at the end of the year - -

(x) The Company neither held any derivatives during the year nor has any outstanding contract at the year end.

(xi) Exposure to capital market

Sr. No.

ParticularsAs at

March 31, 2019As at

March 31, 2018

1 Direct investment in equity shares, convertible bonds, convertible debentures and units of equity-oriented mutual funds the corpus of which is not exclusively invested in corporate debt;

- -

2 Advances against shares/bonds/debentures or other securities or on clean basis to individuals for investment in shares (including IPOs/ESOPs), convertible bonds, convertible debentures, and units of equity-oriented mutual funds;

- -

3 Advances for any other purposes where shares or convertible bonds or convertible debentures or units of equity oriented mutual funds are taken as primary security;

- -

4 Advances for any other purposes to the extent secured by the collateral security of shares or convertible bonds or convertible debentures or units of equity oriented mutual funds i.e. where the primary security other than shares/convertible bonds/convertible debentures/units of equity oriented mutual funds 'does not fully cover the advances;

- -

5 Secured and unsecured advances to stockbrokers and guarantees issued on behalf of stockbrokers and market makers;

- -

6 Loans sanctioned to corporates 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;

- -

7 Bridge loans to companies against expected equity flows/issues; - - 8 All exposures to Venture Capital Funds (both registered and unregistered) - -

(xii) Details of financing of parent company products: None

(xiii) Unsecured Advances: None

(xiv) Registration obtained from other financial sector regulators: None

(xv) Disclosure of penalties imposed by RBI and other regulators: None

(xvi) Draw down from reserves: None

Page 109: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

(xvii) Rating assigned by credit rating agencies and migration of ratings during the year:

Sr. No Instrument Credit rating agency As at

March 31, 2019As at

March 31, 2018

1 Commercial Paper India Ratings & Research Private Limited/ICRA Limited A1+ A1+ 2 Bank Term Loan India Ratings & Research Private Limited/CARE Ratings Limited* AA-/Stable

Outlook AA-/Stable

Outlook 3 NCD India Ratings & Research Private Limited/CARE Ratings Limited* AA-/Stable

Outlook AA-/Stable

Outlook

*CARE Rating Limited rated the Company during the current financial year 2018-19 and hence rating assigned for year ended March 31, 2018 was only from India Ratings & Research Private Limited.

Migration of ratings in FY 2018-19 and FY 2017-18: None.

(xviii) The Company has not entered into any securitisaion transactions during the year.

(xix) Liability side break-upAmounts in ` crores

ParticularsAs at March 31, 2019 As at March 31, 2018

Amount outstanding

Amount overdue

Amount outstanding

Amount overdue

(1) Loans and advances availed by the NBFCs inclusive of interest accrued thereon but not paid:

(a) Debenture: Secured 2,350.25 - 1,030.50 - : Unsecured 9.60 - 50.00 - (b) Deferred Credits - - - - (c) Term Loans 2,858.28 - 2,448.50 - (d) Inter-corporate loans and borrowing - - - - (e) Commercial Paper - - 429.00 - (f) Public Deposits - - - - (g) Other Loans 100.82 - 223.58 -

Amounts in ` crores

ParticularsAs at March 31, 2019 As at March 31, 2018

Amount outstanding

Amount overdue

Amount outstanding

Amount overdue

(2) Break-up of (1)(f) above (Outstanding public deposits inclusive of interest accrued thereon but not paid):

(a) In the form of Unsecured debentures - - - - (b) In the form of partly secured debentures i.e

debentures where there is a shortfall in the value of security

- - - -

(c) Other public deposits - - - -

Page 110: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Amounts in ` crores

Assets side:

As at March 31, 2019

As at March 31, 2018

Amount outstanding

Amount outstanding

(3) Break-up of Loans and Advances including bills receivables (other than those included in (4) below):

(a) Secured 6,905.75 6,176.43 (b) Unsecured - -

(4) Break up of Leased Assets and stock on hire counting towards AFC activities (i) Lease assets including lease rentals under sundry debtors: (a) Financial lease - - (b) Operating lease - - (ii) Stock on Hire including hire charges under sundry debtors: (a) Assets on hire - - (b) Repossessed Assets - - (iii) Other loans counting towards AFC Activities: (a) Loans where assets have been repossessed - - (b) Loans other than (a) above - -

(5) Break-up of Investments: Current Investments: 1. Quoted: (I) Shares: (a) Equity - - (b) Preference - - (ii) Debenture and Bonds - - (iii) Units of mutual funds - - (iv) Government Securities - - (v) Others (Investment in the nature of credit substitute) - 49.12

2. Unquoted: (I) Shares: (a) Equity (b) Preference - - (ii) Debentures and Bonds - - (iii) Units of mutual funds - - (iv) Government Securities - - (v) Others - -

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 (Security Receipts) 31.95 - (vi) Others (Investment in the nature of credit substitute) 40.00

Page 111: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Amounts in ` crores

Assets side:

As at March 31, 2019

As at March 31, 2018

Amount outstanding

Amount outstanding

2. Unquoted: (I) Shares: (a) Equity 0.01 - (b) Preference - - (ii) Debentures and Bonds - - (iii) Units of mutual funds - - (iv) Government Securities - - (v) Others - -

(xx) Details of Assignment transactions undertaken by NBFCs

Particulars Current Year Previous Year

(i) No. of accounts (Borrowers) 2 -(ii) Aggregate value (net of provisions) of accounts sold 732.01 -

(iii) Aggregate consideration 437.00 -

(iv) Additional consideration realised in respect of accounts transferred in earlier years - -

(v) Aggregate gain/loss over net book value 295.01 -

(xxi) Details of reported frauds The Company has reported an instance of a fraud by one of its borrower aggregating `135.93 crores (Previous year: NIL)

which has been duly reported to RBI through prescribed returns.

Page 112: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

Not

e 41

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Page 113: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

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Page 114: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Notes to the Standalone Financial Statementsas of and for the year ended March 31, 2019

The accompanying notes are an integral part of the financial statements.

As per our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors ofFirm Registration Number: 012754N/N500016 Altico Capital India Limited

(Formerly known as Altico Capital India Private Limited)

Sharad Vasant Naina Lal Kidwai Stephen J. Marzo Sanjay Grewal Partner Chairman & Non-Executive Director Director Chief Executive Officer Membership No.: 101119 DIN: 00017806 DIN: 01443338

Dhruv Jain Binoy K. ParikhChief Financial Officer Company Secretary

Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Date: May 11, 2019 Date: May 9, 2019 Date: May 9, 2019 Date: May 9, 2019

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Independent Auditors’ Report

To the Members of Altico Capital India Limited (formerly known as Altico Capital India Private Limited)

Report on the Audit of the Consolidated Financial Statements

Opinion1. We have audited the accompanying consolidated

financial statements of Altico Capital India Limited (hereinafter referred to as the "Holding Company") and its subsidiary (Holding Company and its subsidiary together referred to as “the Group”) (refer Note 1 to the attached consolidated financial statements), which comprise the consolidated Balance Sheet as at March 31, 2019 and the consolidated Statement of Profit and Loss (including other comprehensive income), the consolidated statement of changes in equity and the consolidated statement of Cash Flows for the year then ended, and notes to the consolidated financial statements, including a summary of significant accounting policies and other explanatory information prepared based on the relevant records (hereinafter referred to as “the consolidated financial statements”).

2. 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 Companies Act, 2013 (“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 March 31, 2019 of consolidated total comprehensive income (comprising of profit and other comprehensive income), consolidated changes in equity and its consolidated cash flows for the year then ended.

Basis for Opinion3. We conducted our audit in accordance with the Standards

on Auditing (“SAs”) specified under section 143(10) of the Act. Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Consolidated Financial Statements section of our report. We are independent of the Group in accordance with the ethical requirements that are relevant to our audit of the consolidated financial statements in India in terms of the Code of Ethics issued by the Institute of Chartered Accountants of India (“the ICAI”) and the relevant provisions of the Act, and we have fulfilled our other ethical responsibilities in accordance with these requirements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.

Key Audit Matters4. Key audit matters are those matters that, in our

professional  judgement, were of most significance in our audit of the consolidated financial statements of the current year. These matters were addressed in the context  of our audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Key audit matter How our audit addressed the key audit matter

Appropriateness of Expected Credit Loss (“ECL”) provision in respect of financial assets carried at amortized cost

(Refer Note 1.3.3(a)(iii) & Note 1.3.4(i) for accounting policy, Note 5 and 33 (a) for ECL provision)

As detailed in Note 5, the Group has financial assets carried at  amortized cost amounting to ` 6,931.02 crore (gross) as at March 31, 2019. The Group has recognised a provision for ECL aggregating ` 141.98 crore against such assets. ECL  provision has been determined in accordance with Ind AS 109 – Financial Instruments.

Additionally, the assets included loans aggregating ` 933.97  crore (gross) to certain borrowers for which there were indicators of significant increase in credit risk, which were considered for the purpose of determining the ECL provision.

We have considered the assessment of ECL provision in respect of all financial assets carried at amortized cost as a Key Audit Matter as determining the provision required significant judgement in the following areas:

- Assumptions used in the expected credit loss model such as the financial condition of the counterparty, probability of default, expected future cash flows, etc.

- The identification of exposures with a significant increase in credit risk and its appropriate provisioning.

We evaluated ECL provision taking into account the requirements of Ind AS 109 – Financial Instruments. Our procedures included the following:

- Obtained an understanding of ECL model, its development process and relevant controls.

- Understood and evaluated the design and tested operating effectiveness of controls in respect of ECL model which included estimation of inputs used to determine the provision, appropriate approvals and mathematical accuracy.

- Examined communications from/with Reserve Bank of India, as applicable, to assess whether it effected the borrowers’ credit risk, assessed adequacy of security coverage, obtained certificates from Borrowers, Statutory auditor's Chartered Accountant on utilisation of loans and legal opinions, as the case may be.

- With the involvement of auditors’ experts, we assessed the assumptions and judgements made by management that were used to calculate ECL provision including the consideration of borrowers industry and general economy trends. We also assessed management’s judgements related to identification and appropriateness of provisions in respect of exposures with significant increase in credit risk.

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Key audit matter How our audit addressed the key audit matter

- Tested the key data inputs used in the ECL model on a sample basis to assess the accuracy and completeness.

- Held discussions with the Management and the Audit Committee and obtained their independent assessment in respect of the borrowers for which there were indicators of significant increase in credit risk.

- Tested the mathematical accuracy of the ECL provision by performing recalculations.

- Tested the disclosures as per the requirements of Ind AS 109 - Financial Statements with respect to ECL provision.

Based on the above procedures performed, the ECL provision recognised in respect of financial assets carried at amortized cost was considered to be appropriate.

Appropriateness of Effective Interest Rate (“EIR”) calculations in respect of fees collected on loans

(Refer Notes 1.3.3(a)(iii) & Note 1.3.4(i) for accounting policy

As per Ind AS 109 – ‘Financial Instruments’, interest income on loans is required to be recognized on EIR basis and includes fees collected on loans that are an integral part the effective interest rate. Fees collected on loans, recognized in current year on an EIR basis and included in interest income is ` 74.53 crore.

We have considered this a Key Audit Matter due to the following reasons –

- accounting of income, including fees collected on loans, on EIR basis requires management to make judgement regarding expected life of loans, which includes consideration of historical behaviour of the loan portfolio and macro-economic factors;

- the audit work involved, considering volume of transactions and manual calculations, to test the accuracy of the EIR calculations related to fees collected (and considered integral part of the effective interest rate) on loans disbursed by the Group.

We carried out following procedures in respect of EIR calculations related to fees collected on loans and considered integral part of EIR:

- Obtained an understanding from the management of process covering interest on loans, including EIR related calculations. This also included understanding of relevant controls established by the management.

- Evaluated the design and tested operating effectiveness of controls related to EIR calculations, which also included data used to determine the expected life of loans.

- Assessed judgement applied by management in determining expected life of loan, which included historical trends and consideration of existing macro-economic factors.

- Re-performed, on a sample basis, the EIR calculations related to the fees collected on loans and considered to be an integral part of effective interest rate to ensure mathematical accuracy. This included tracing of data inputs to underlying source documents.

- Tested the disclosures as per the requirements of Ind AS 109 - Financial Statements.

We evaluated EIR calculations in respect of fees collected on loans basis above procedures and did not identify any significant exceptions to calculations.

Other Information5. The Holding Company’s Board of Directors is responsible

for the other information. The other information comprises the information included in the Directors’ Report and Management Discussion and Analysis report, but does not include the consolidated financial statements and our auditors’ report thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially

misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard.

Responsibilities of Management and Those Charged with Governance for the Consolidated Financial Statements6. The Holding Company’s Board of Directors is

responsible for the preparation and presentation of these consolidated financial statements in term of the requirements of the Act that give a true and fair view of the consolidated financial position, consolidated financial performance and consolidated cash flows, and changes in equity of the Group in accordance with the accounting principles generally accepted in India, including the Accounting Standards specified under section 133 of the Act. The respective Board of Directors of the companies included in the Group are responsible for maintenance

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Independent Auditors’ Report (Contd.)

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; selection and application of appropriate accounting policies; making judgements and estimates that are reasonable and prudent; and the design, implementation and maintenance of adequate internal financial controls, that were operating effectively for ensuring 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.

7. In preparing the consolidated financial statements, the respective Board of Directors of the companies included in the Group are responsible for assessing the ability of the Group to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless management either intends to liquidate the Group or to cease operations, or has no realistic alternative but to do so.

8. The respective Board of Directors of the companies included in the Group are responsible for overseeing the financial reporting process of the Group.

Auditors’ Responsibilities for the Audit of the Consolidated Financial Statements9. Our objectives are to obtain reasonable assurance

about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these consolidated financial statements.

10. As part of an audit in accordance with SAs, we exercise professional judgement and maintain professional skepticism throughout the audit. We also:

• Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for

one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.

• Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances. Under section 143(3)(i) of the Act, we are also responsible for expressing our opinion on whether the Holding company has adequate internal financial controls with reference to financial statements in place and the operating effectiveness of such controls.

• Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by management.

• Conclude on the appropriateness of management’s use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the ability of the Group and its associates and jointly controlled entities to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditors’ report to the related disclosures in the consolidated financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditors’ report. However, future events or conditions may cause the Group to cease to continue as a going concern.

• Evaluate the overall presentation, structure and content of the consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the consolidated financial statements.

11. We communicate with those charged with governance of the Holding Company and such other entities included in the consolidated financial statements of which we are the independent auditors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.

12. We also provide those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

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13. From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements of the current period and are therefore the key audit matters. We describe these matters in our auditors’ report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication.

Report on Other Legal and Regulatory Requirements14. As required by Section 143(3) of the Act, we report, to

the extent applicable, 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 (including other comprehensive income), Consolidated Statement of Changes in Equity and the Consolidated Cash Flow Statement dealt with by this Report are in agreement with the relevant books of account and records 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 Section 133 of the Act;

(e) On the basis of the written representations received from the directors of the Holding Company as on March 31, 2019 taken on record by the Board of Directors of the Holding Company and the subsidiary company, incorporated in India, none of the directors of the Group companies are disqualified as on March 31, 2019 from being appointed as a director in terms of Section 164(2) of the Act;

(f) With respect to the adequacy of internal financial controls with reference to financial statements of the Group and the operating effectiveness of such controls, refer to our separate report in Annexure A;

(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:

i. The consolidated financial statements disclose the impact, if any, of pending litigations on the consolidated financial position of the Group– Refer Note 39 to the consolidated financial statements.

ii. Provision has been made in the consolidated financial statements, as required under the applicable law or accounting standards, for material foreseeable losses, if any, on long-term contracts as at March 31, 2019 – Refer Note 5 to the consolidated financial statements. The Group did not have any derivative contracts as at March 31, 2019;

iii. During the year ended March 31, 2019, 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, incorporated in India.

iv. The reporting on disclosures relating to Specified Bank Notes is not applicable to the Group for the year ended March 31, 2019

For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016

Sharad VasantPartnerMembership Number: 101119

Mumbai May 11, 2019

Page 119: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Annexure A to Independent Auditors’ ReportReferred to in paragraph 14(f) of the Independent Auditors’ Report of even date to the members of Altico Capital India Limited on the consolidated financial statements as at and for the year ended March 31, 2019

Report on the Internal Financial Controls with reference to consolidated financial statements under Clause (i) of Sub-section 3 of Section 143 of the Act1. In conjunction with our audit of the consolidated

financial statements of the Company as of March 31, 2019, we have audited the internal financial controls with reference to financial statements of Altico Capital India Limited  (hereinafter referred to as “the Holding Company”) and its subsidiary company which is a company incorporated in India, as of that date.

Management’s Responsibility for Internal Financial Controls2. The respective Board of Directors of the Holding company

and its subsidiary company, to whom reporting under clause (i) of sub section 3 of Section 143 of the Act in respect of the adequacy of the internal financial controls over financial reporting is applicable, which is a company 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 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 Act.

Auditors’ Responsibility3. Our responsibility is to express an opinion on the

Company's internal financial controls with reference to financial statements 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 deemed to be prescribed under section 143(10) of the Act, 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 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 with reference to financial statements was established and maintained and if such controls operated effectively in all material respects.

4. Our audit involves performing procedures to obtain audit evidence about the adequacy of the internal financial

controls system with reference to financial statements and their operating effectiveness. Our audit of internal financial controls with reference to financial statements included obtaining an understanding of internal financial controls with reference to financial statements, 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 auditors’ judgement, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error.

5. 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 with reference to financial statements.

Meaning of Internal Financial Controls with reference to financial statements6. A company's internal financial control with reference to

financial statements is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of consolidated financial statements for external purposes in accordance with generally accepted accounting principles. A company's internal financial control with reference to financial statements 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 consolidated 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 consolidated financial statements.

Inherent Limitations of Internal Financial Controls with reference to Financial Statements7. Because of the inherent limitations of internal financial

controls with reference to financial statements, 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 with reference to financial statements to future periods are subject to the risk that the internal financial control with reference to financial statements may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Page 120: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Opinion8. In our opinion, the Holding Company and its subsidiary

company, which is a company incorporated in India, have, in all material respects, an adequate internal financial controls system with reference to financial statements and such internal financial controls with reference to financial statements were operating effectively as at March 31, 2019, 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.

For Price Waterhouse Chartered Accountants LLPFirm Registration Number: 012754N/N500016

Sharad VasantPartnerMembership Number: 101119

Mumbai May 11, 2019

Page 121: Annual Report 2018-19 - Altico Cap · Altico’s credit profile draws comfort from the financial strength of the Company’s shareholders and their commitment to the Company. Shareholder's

Amounts in ` crores

Particulars Note As at March 31, 2019

AssetsFinancial assetsCash and cash equivalents 2 783.51Bank balance other than cash and cash equivalents above 3 493.90Receivables(i) Trade receivables - -(ii) Other receivables 4 2.69Loans 5 6,905.75Investments 6 31.95Other financial assets 7 3.00Total financial assets 8,220.80Non-financial AssetsCurrent tax assets (Net) 8 100.11Deferred tax assets (Net) 9 71.12Property, plant and equipment 10 7.05Intangible assets 11 0.45Other non-financial assets 12 2.83Total non-financial assets 181.56Total Assets 8,402.36Liabilities and EquityLiabilitiesFinancial liabilitiesPayables(I) Trade payables

a) total outstanding dues of micro enterprises and small enterprises - -b) total outstanding dues of creditors other than micro enterprises and small enterprises 7.40

(II) Other payables - -Debt securities 13 2,359.85Borrowings (other than debt securities) 14 2,959.10Other financial liabilities 15 38.43Total financial liabilities 5,364.78Non-financial liabilitiesProvisions 16 4.14Other non-financial liabilities 17 3.28Total non-financial liabilities 7.42EquityEquity share capital 18 534.38Other equity 19 2,495.78Total equity 3,030.16Total Liabilities and Equity 8,402.36Summary of significant accounting policies 1.3

Consolidated Balance Sheet as at March 31, 2019

The accompanying notes are an integral part of the financial statements.

As per our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors ofFirm Registration Number: 012754N/N500016 Altico Capital India Limited

(Formerly known as Altico Capital India Private Limited)

Sharad Vasant Naina Lal Kidwai Stephen J. Marzo Sanjay Grewal Partner Chairman & Non-Executive Director Director Chief Executive Officer Membership No.: 101119 DIN: 00017806 DIN: 01443338

Dhruv Jain Binoy K. ParikhChief Financial Officer Company Secretary

Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Date: May 11, 2019 Date: May 9, 2019 Date: May 9, 2019 Date: May 9, 2019

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Consolidated Statement of Profit and Loss for the year ended March 31, 2019

Amounts in ` crores

Particulars Note Year ended March 31, 2019

Revenue from operationsInterest Income 20 1,222.04Fees and commission Income 0.20Net gain on fair value changes 21 12.42Net gain on derecognition of financial instruments under amortised cost category 22 -Total revenue from operations 1,234.66Other income 23 0.04Total income 1,234.70ExpensesFinance costs 24 547.21Net loss on fair value changes 21 -Net loss on derecognition of financial instruments under amortised cost category 25 282.23Impairment on financial instruments 26 54.13Employee benefits expenses 27 70.38Depreciation and amortization 10 & 11 1.80Others expenses 28 47.92Total expenses 1,003.67Profit before tax 231.03Tax expense:(1) Current tax 84.66(2) Deferred tax (0.86)Total tax expense 83.80Profit for the period 147.23Other comprehensive income(i) Items that will not be reclassified to profit or loss remeasurement of defined benefit obligations (0.79)(ii) Income tax relating to items that will not be reclassified to profit or loss 0.27Other comprehensive income (0.52)Total comprehensive income for the period 146.71Earnings per equity share 29Basic (`) 3.07Diluted (`) 3.05Summary of Significant accounting policies 1.3

The accompanying notes are an integral part of the financial statements.

As per our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors ofFirm Registration Number: 012754N/N500016 Altico Capital India Limited

(Formerly known as Altico Capital India Private Limited)

Sharad Vasant Naina Lal Kidwai Stephen J. Marzo Sanjay Grewal Partner Chairman & Non-Executive Director Director Chief Executive Officer Membership No.: 101119 DIN: 00017806 DIN: 01443338

Dhruv Jain Binoy K. ParikhChief Financial Officer Company Secretary

Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Date: May 11, 2019 Date: May 9, 2019 Date: May 9, 2019 Date: May 9, 2019

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Consolidated Cash Flow Statement for the year ended March 31, 2019

Amounts in ` crores

ParticularsAs at

March 31, 2019

Cash Flow from operating activities

Profit before tax 231.03

Adjustments:

Depreciation and amortisation 1.80

Net gain on fair value changes (12.42)

Net loss on fair value changes -

Net gain on derecognition of financial instruments under amortised cost category -

Net loss on derecognition of financial instruments under amortised cost category 282.23

Impairment on financial instruments 54.13

Employee share based payments 10.74

Provisions for employee benefits 2.27

Property, plant and equipment written-off 0.19

Operating profit before working capital changes 569.97

Adjustments for (increase)/ decrease in operating assets:

Bank balance other than cash and cash equivalents (396.99)

Other receivables 7.43

Loans (1,022.87)

Other financial assets 0.95

Other non financial assets (1.33)

Adjustments for increase/ (decrease) in operating liabilities

Trade payables 0.54

Other financial liabilities 20.25

Provisions (0.99)

Other non financial liabilities (4.89)

Cash used in operations (827.93)

Less : Income taxes paid (net of refunds) (173.00)

Net cash outflow from operating activities* (1,000.93)

Cash Flow from Investing Activities

Investment in security receipts (31.95)

Purchase of property, plant and equipments (0.62)

Purchase of intangible assets (0.07)

Net cash outflow from investing activities (32.64)

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Consolidated Cash Flow Statement for the year ended March 31, 2019

Amounts in ` crores

ParticularsAs at

March 31, 2019

Cash Flow from Financing Activities

Proceeds from debt securities 1,357.10

Proceeds from borrowings other than debt securities 3,377.47

Repayment of debt securities (104.40)

Repayment of borrowings other than debt securities (3,512.10)

Proceeds from Issue of shares 357.41

Net cash inflow from financing activities 1,475.48

Net Increase/(Decrease) in Cash and Bank Balances 441.91

Add : Cash and cash equivalents at beginning of the year 341.60

Cash and cash equivalents at end of the year 783.51

Components of Cash and Cash Equivalents

Cheques on hand -

Balance with banks:

- In current accounts [Includes encumbered balances C 224.58 crores] 495.88

- In fixed deposits (with original maturity of less than 3 months) 287.63

783.51

* Includes interest received C1,055.58 crores and interest paid C 449.71 crores

Summary of Significant accounting policies (Refer Note 1.3)

The accompanying notes are an integral part of the financial statements.

As per our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors ofFirm Registration Number: 012754N/N500016 Altico Capital India Limited

(Formerly known as Altico Capital India Private Limited)

Sharad Vasant Naina Lal Kidwai Stephen J. Marzo Sanjay Grewal Partner Chairman & Non-Executive Director Director Chief Executive Officer Membership No.: 101119 DIN: 00017806 DIN: 01443338

Dhruv Jain Binoy K. ParikhChief Financial Officer Company Secretary

Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Date: May 11, 2019 Date: May 9, 2019 Date: May 9, 2019 Date: May 9, 2019

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Consolidated Statement of changes in equity for the year ended March 31, 2019

A. Equity share capitalParticulars Number Amount

As at March 31, 2019 53,43,81,215 534.38

B. Other equity

Particulars

Reserves and surplus

Total other equity Securities

premium

Capital Redemption

reserve

Special reserve

Retained earnings

Share based options

outstanding account

As at March 31, 2018 1,291.89 5.11 189.16 532.41 17.24 2,035.81Profit for the year - - - 147.23 - 147.23Other comprehensive income - - - (0.52) - (0.52)Total comprehensive income for the year - - - 146.71 - 146.71Transfer to special Reserve - - - (29.35) - (29.34)Additions 302.52 - 29.35 0.69 - 332.55Transfer to retained earnings - - - - (0.69) (0.69)Charge during the year - - - - 10.74 10.74As at March 31, 2019 1,594.41 5.11 218.51 650.46 27.29 2,495.78

Summary of Significant accounting policies (Refer Note 1.3)

Amounts in ` crores

The accompanying notes are an integral part of the financial statements.

As per our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors ofFirm Registration Number: 012754N/N500016 Altico Capital India Limited

(Formerly known as Altico Capital India Private Limited)

Sharad Vasant Naina Lal Kidwai Stephen J. Marzo Sanjay Grewal Partner Chairman & Non-Executive Director Director Chief Executive Officer Membership No.: 101119 DIN: 00017806 DIN: 01443338

Dhruv Jain Binoy K. ParikhChief Financial Officer Company Secretary

Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Date: May 11, 2019 Date: May 9, 2019 Date: May 9, 2019 Date: May 9, 2019

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1. Group Information The consolidated Financial Statements relates to

Altico Capital India Limited (formerly known as Altico Capital India Private Limited) (‘the Company’) and its wholly owned subsidiary Company Altico Housing Finance India Limited (AHFIL) (‘collectively referred as ‘Group’). These are first set of consolidated financial statements as the first subsidiary of the Group – AHFIL got incorporated during the current financial year i.e., on November 12, 2018. Thus, only current year numbers (beginning from date of incorporation) are presented in Consolidated financial statement.

1.1 Basis of Consolidation The financial statements of the subsidiary company

used in the consolidation are prepared based on the accounting policies consistent with those used by the Company. The financial statements of the Group have been prepared in accordance with the IND AS 110- ‘Consolidated Financial Statements’ in consolidated financial statements, notified under the provisions of the Companies Act, 2013 (the ‘Act’). The financial statements of the Company and its subsidiary company have been combined on a line-by-line basis by adding together like items of assets, liabilities, income and expenses. The intra-group balances and intra-group transactions have been fully eliminated. The Consolidated Financial Statements are prepared using uniform accounting policies for like transactions and events in similar circumstances and necessary adjustments required for deviations, if any to the extent possible unless otherwise stated, are made in the Consolidated Financial Statements and are presented in the same manner as the Company’s standalone financial statements.

Subsidiary Considered in preparation of these consolidated financial statements are as under:

Name of CompanyProportion of ownership

Country of in corporation

Altico Housing Finance India Limited

100% India

1.2 Basis of Preparation The financial statements of the Group have been

prepared in accordance with the Indian Accounting Standards (hereinafter referred to as the ‘Ind AS’). The Group has prepared these financial statements to comply in all material respects with the accounting standards notified under Section 133 of the Companies Act, 2013 (“the Act”) [Companies (Indian Accounting Standards) Rules, 2015] and other relevant provisions of the Act.

These financial statements for the year ended March 31, 2019 are the first financial statements of the Group prepared under Ind AS. The financial statements

have been prepared on the accrual and going concern basis. The Ind AS accounting assumptions and treatments are applied consistently to all the periods presented in these financial statements, including the preparation of the opening Ind AS Balance Sheet as at April 1, 2017 being the ‘date of transition to Ind AS’.

These financial statements are prepared under the historical cost convention as modified by the application of fair value measurements required or allowed by the relevant standards under Ind AS in the case of certain financial assets and liabilities, net defined benefit (asset)/ liability and share based payments.

1.3 Summary of Significant Accounting Policies1.3.1 Presentation of Financial Statements The Balance Sheet and the Profit and Loss Account

are prepared and presented in the format prescribed in the Schedule III to the Companies Act, 2013 (“the Act”). The statement of cash flows has been prepared and presented as per the requirements of Ind AS 7 “Statement of Cash flows”. The disclosure requirements with respect to items in the Balance Sheet and Statement of Profit and Loss, as prescribed in the Schedule III to the Act, are presented by way of notes forming part of the financial statements along with the other notes required to be disclosed under the notified Accounting Standards, the SEBI (Listing Obligations and Disclosure Requirements) Regulations, 2015 and requirements under prudential norms as of Reserve Bank of India as applicable to our Group.

1.3.2 Foreign currency translation Functional and presentation currency The financial statements are prepared and

presented in Indian Rupees (INR) which is functional and presentational currency of the Group. Financial information presented in INR has been rounded to the nearest crores except as stated otherwise.

1.3.3 Financial Instruments Financial instruments are recognised when the Group

becomes a party to the contractual provisions of the instrument i.e. trade date.

a) Financial assets i) Classification The Group classifies its financial assets in the

following measurement categories:

a) those to be measured subsequently at fair value (either through other comprehensive income, or through Statement of profit and loss); and

b) those to be measured at amortised cost.

Notes to the Consolidated Financial Statements for the year ended March 31, 2019

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

The classification is based on the Group’s business model for managing the financial assets and the contractual terms of the cash flows.

For assets measured at fair value, gains and losses will either be recorded in Statement of profit and loss or other comprehensive income (‘OCI’).

Investments in equity instruments are classified as at Fair Value through Profit and Loss (FVTPL), unless the related instruments are not held for trading and the Group irrevocably elects on initial recognition to present subsequent changes in fair value in other comprehensive income.

ii) Measurement At initial recognition, the Group measures

a financial asset at its fair value plus the transaction costs that are directly attributable to the acquisition of the financial asset. In case of financial assets carried at fair value through profit or loss, transaction costs are expensed in Statement of profit and loss as incurred.

Debt instrument

Subsequent measurement of debt instruments depends on the Group’s business model for managing the asset and the cash flow characteristics of the asset.

Business model: The business model reflects how the Group manages the assets in order to generate cash flows. That is, whether the Group’s objective is solely to collect the contractual cash flows from the assets or is to collect both the contractual cash flows and cash flows arising from the sale of assets. If neither of these is applicable then the financial assets are classified as part of ‘other’ business model and measured at FVTPL.

SPPI: Where the business model is to hold assets to collect contractual cash flows or to collect contractual cash flows and sell, the Group assesses whether the financial instruments’ cash flows represent solely payments of principal and interest (the ‘SPPI test’). In making this assessment, the Group considers whether the contractual cash flows are consistent with a basic lending arrangement i.e. interest includes only consideration for the time value of money, credit risk, other basic lending risks and a profit margin that is consistent with a basic lending arrangement. Where the contractual terms introduce exposure to risk or volatility that are inconsistent with a basic lending arrangement,

the related financial asset is classified and measured at fair value through profit or loss.

Based on these factors, the Group classifies its debt instruments into one of the following three measurement categories:

i) Amortised cost

The Group classifies its financial assets as at amortised cost only if both of the following criteria are met:

a) The asset is held within a business model with the objective of collecting the contractual cash flows, and

b) The contractual terms give rise on specified dates to cash flows that are solely payments of principal and interest on the principal outstanding.

Financial assets at amortised cost include loans, trade receivables and other financial assets that are held with the objective of collecting contractual cash flows. After initial measurement at fair value, the financial assets are measured at amortised cost using the effective interest rate (EIR) method, less impairment.

Amortised cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate (EIR). The EIR amortisation is included in finance income in the Statement of profit and loss. The losses arising from impairment are recognised in the Statement of profit and loss in other expenses.

ii) Fair value through other comprehensive income (FVOCI)

Financial assets that are held for collection of contractual cash flows and for selling the financial assets, where the asset’s cash flows represent solely payments of principal and interest, are measured at FVOCI. Movements in the carrying amount are taken through OCI, except for the recognition of impairment gains or losses, interest revenue and foreign exchange gains and losses which are recognised in Statement of profit and loss. When the financial asset is derecognised, the cumulative gain or loss previously recognised in OCI is reclassified from equity to Statement of profit and loss and recognised in other gains/(losses). Interest income from these financial assets is

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

included in other income using the effective interest rate method.

iii) Fair value through profit and loss (FVTPL)

Assets that do not meet the criteria for amortised cost or FVOCI are measured at fair value through profit or loss (FVTPL).

Financial assets at fair value through profit or loss are carried in the Balance sheet at fair value with net changes in fair value presented as other (gains)/losses in Statement of profit and loss. Interest income from these financial assets at fair value through profit or loss are included separately in other income.

iii) Interest income The Group calculates interest income by

applying the effective interest rate (‘EIR’) to the gross carrying amount of financial assets carried at amortised cost excluding credit impaired advances. The EIR is the rate that exactly discounts estimated future cash inflows through the expected life of the financial instrument or, when appropriate, a shorter period, to the net carrying amount of the financial asset. The EIR is calculated by taking into account any discount or premium on acquisition, fees and costs that are an integral part of the EIR.

If the Group revises its estimates of estimated life of the financial instrument, it adjusts the gross carrying amount of the financial asset to reflect actual and revised estimated contractual cash flows. The Group recalculates the gross carrying amount of the financial asset as the present value of the estimated future contractual cash flows that are discounted at the financial instrument’s original effective interest rate (or credit-adjusted effective interest rate for purchased or originated credit-impaired financial assets). The adjustment is booked as a positive or negative adjustment to the carrying amount of the asset in the balance sheet with an increase or reduction in interest income. The adjustment is subsequently amortised through Interest income in the statement of profit and loss.

Interest income on financial assets classified as FVTPL is recognised using the contractual interest rate in net gain/(loss) on fair value changes.

When a financial asset becomes credit-impaired and is, regarded as ‘Stage 3’, the Group calculates interest income by applying the effective interest

rate to the amortised cost (net of expected credit loss) of such financial asset. If the financial assets are no longer credit impaired, the Group calculates the interest income on a gross basis.

iv) Impairment of financial assets The Group records allowance for expected

credit losses for all loans, investment in credit substitutes, and other financial assets not held at FVTPL, together with loan commitments and financial guarantee contracts.

Expected credit losses are a probability-weighted estimate of credit losses. The probability is determined by the risk of default which is applied to the cash flow estimates. On a significant increase in credit risk, credit losses are recalculated from 12 month to lifetime expectations.

The ECL allowance is based on the credit losses expected to arise over the life of the asset (the lifetime expected credit loss), unless there has been no significant increase in credit risk since origination, in which case, the allowance is based on the 12 months’ expected credit loss.

Both lifetime and 12 months ECL are calculated on either an individual basis, depending on the nature of the underlying portfolio of financial instruments. The Group has established a policy to perform an assessment, at the end of each reporting period, of whether a financial instrument’s credit risk has increased significantly since initial recognition, by considering the change in the risk of default occurring over the remaining life of the financial instrument. Basis the above process, the Group categorises its loans into Stage 1, Stage 2 and Stage 3 as follows:

Stage 1: When loans are first recognised, the Group recognises an allowance based on 12month ECLs. Stage 1 loans also include facilities where the credit risk has improved and the loan has been reclassified from Stage 2.

Stage 2: When a loan has shown a significant increase in credit risk since origination, the Group records an allowance for the lifetime expected credit losses. Stage 2 loans also include facilities, where the credit risk has improved and the loan has been reclassified from Stage 3.

Stage 3: Loans considered in Stage 3 are credit-impaired. The Group recognizes an allowance for the lifetime expected credit losses.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

v) Write offs Financial assets are written off either partially or

in their entirety only when the Group has stopped pursuing the recovery. If the amount to be written off is greater than the accumulated loss allowance, the difference is first treated as an addition to the allowance that is then applied against the gross carrying amount. Any subsequent recoveries are credited to impairment on financial instrument on statement of profit and loss.

vi) Derecognition of financial assets The Group sometimes renegotiates or otherwise

modifies the contractual cash flows of loans to customers. When this happens, the Group assesses whether or not the new terms are substantially different to the original terms. The Group does this by considering, among others, the following factors:

• If the borrower is in financial difficulty, whether the modification merely reduces the contractual cash flows to amounts the borrower is expected to be able to pay.

• Whether any substantial new terms are introduced, such as a profit share/equity-based return that substantially affects the risk profile of the loan.

• Significant extension of the loan term when the borrower is not in financial difficulty.

• Significant change in the interest rate.

• Change in the currency the loan is denominated in.

• Insertion of collateral, other security or credit enhancements that significantly affect the credit risk associated with the loan.

If the terms are substantially different, the Group de-recognizes the original financial asset and recognizes a ‘new’ asset at fair value and recalculates a new effective interest rate for the asset. The date of renegotiation is consequently considered to be the date of initial recognition for impairment calculation purposes, including for the purpose of determining whether a significant increase in credit risk has occurred. However, the Group also assesses whether the new financial asset recognized is deemed to be credit-impaired at initial recognition, especially in circumstances where the renegotiation was driven by the debtor being unable to make the originally agreed payments. Differences in the carrying amount are also recognized in profit or loss as a gain or loss on de-recognition.

If the terms are not substantially different, the renegotiation or modification does not result in de-recognition, and the Group recalculates the gross carrying amount based on the revised cash flows of the financial asset and recognizes a modification gain or loss in the statement of profit or loss. The new gross carrying amount is recalculated by discounting the modified cash flows at the original effective interest rate (or credit-adjusted effective interest rate for purchased or originated credit-impaired financial assets).

vii) Derecognition other than on a modification Financial assets, or a portion thereof, are

derecognized when the contractual rights to receive the cash flows from the assets have expired, or when they have been transferred and either (i) the Group transfers substantially all the risks and rewards of ownership, or (ii) the Group neither transfers nor retains substantially all the risks and rewards of ownership and the Group has not retained control. The Group directly reduces the gross carrying amount of a financial asset when there is no reasonable expectation of recovering a financial asset in its entirety or a portion thereof.

The Group enters into transactions where it retains the contractual rights to receive cash flows from assets but assumes a contractual obligation to pay those cash flows to other entities and transfers substantially all of the risks and rewards. These transactions are accounted for as ‘pass through’ transfers that result in de-recognition if the Group:

(i) Has no obligation to make payments unless it collects equivalent amounts from the assets;

(ii) Is prohibited from selling or pledging the assets; and

(iii) Has an obligation to remit any cash it collects from the assets without material delay.

b) Financial liabilities The Group determines the classification of its

financial liabilities at initial recognition.

i) Classification The financial liabilities are classified in the

following measurement categories:

a) those to be measured as financial liabilities at fair value through profit or loss,

b) those to be measured at amortised cost.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

ii) Measurement All financial liabilities are recognised initially

at fair value and, in the case of loans, borrowings and payables, net of directly attributable transaction costs.

The Group classifies all financial liabilities as subsequently measured at amortised cost, except for financial liabilities at fair value through profit or loss. Such liabilities, including derivatives that are liabilities, shall be subsequently measured at fair value.

The Group’s financial liabilities include trade payables, borrowings including bank overdrafts and other financial instruments. The measurement of financial liabilities depends on their classification, as described below:

a) Financial liabilities measured at amortised cost

Financial liabilities are initially recognised at fair value, net of transaction cost incurred and are subsequently measured at amortised cost, using the EIR method. Any difference between the proceeds net of transaction costs and the amount due on settlement or redemption of borrowings is recognised over the term of the borrowing.

The effective interest method is a method of calculating the amortised cost of a debt instrument and of allocating interest charge over the relevant effective interest rate period. The effective interest rate is the rate that exactly discounts estimated future cash outflow (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition. This category generally applies to borrowings.

Financial liabilities measured at fair value through profit and loss

Financial liabilities at fair value through profit and loss include financial liabilities held for trading. Financial liabilities are classified as held for trading if they are acquired for the purpose of repurchasing in the near term. This category also includes derivative financial instruments entered into by the Group that are not designated as hedging instruments in hedge relationships.

For liabilities designated as FVTPL, fair value gains/ losses attributable to changes in own credit risk are recognized in OCI. These gains/loss are not subsequently transferred to Statement of profit and loss. However, the Group may transfer the cumulative gain or loss within equity. All other changes in fair value of such liability are recognised in the Statement of profit and loss. The Group has not designated any financial liabilities upon initial recognition at fair value through profit and loss.

iii) Derecognition of financial liabilities A financial liability is derecognised when the

obligation under the liability is discharged or cancelled or expires. When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognised in the Statement of profit and loss.

Repossessed collateral

Repossessed collateral represents financial and non-financial assets acquired by the Group in settlement of overdue loans. The assets are initially recognized at fair value when acquired and included in premises and equipment, other financial assets, investment properties or inventories within other assets depending on their nature and the Group’s intention in respect of recovery of these assets, and are subsequently re-measured and accounted for in accordance with the accounting policies for these categories of assets.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

c) Offsetting Financial assets and liabilities are offset and the

net amount reported in the Balance sheet when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis or realise the asset and settle the liability simultaneously. The legally enforceable right must not be contingent on future events and must be enforceable in the normal course of business and in the event of default, insolvency or bankruptcy of the Group or the counter party.

d) Reclassifications Financial assets are not reclassified subsequent

to their initial recognition, except in the period in which the Group changes its business model for managing financial assets.

1.3.4 Revenue recognition Revenue is measured at fair value of the consideration

received or receivable. Revenue is recognized when (or as) the Group satisfies a performance obligation by transferring a promised good or service (i.e. an asset) to a customer. An asset is transferred when (or as) the customer obtains control of that asset.

When (or as) a performance obligation is satisfied, the Group recognizes as revenue the amount of the transaction price (excluding estimates of variable consideration) that is allocated to that performance obligation.

The Group applies the five-step approach for recognition of revenue:

• Identification of contract(s) with customers;

• Identification of the separate performance obligations in the contract;

• Determination of transaction price;

• Allocation of transaction price to the separate performance obligations; and

• Recognition of revenue when (or as) each performance obligation is satisfied.

(i) Interest income: Interest income is recognized using the effective interest rate

(ii) Dividend income: Dividend income is recognized in the statement of profit or loss on the date that the Group’s right to receive payment is established, it is probable that the economic benefits associated with the dividend will flow to the entity and the amount of dividend can be

reliably measured. This is generally when the shareholders approve the dividend.

(iii) Financial advisory fees: Financial advisory fees that are integral to the effective interest rate on a financial asset or liability are included in the effective interest rate. Financial advisory fees that are not integral to the effective interest rate are recognised as per the terms of Agreement .

(iv) Income from mutual funds: Investments in mutual funds are classified as FVTPL. The Group recognizes realised/unrealised gains or losses as at the reporting date based on the net asset value (NAV) statement received from the mutual fund houses.

1.3.5 Cash and Cash equivalents Cash and cash equivalents includes cash at bank,

cash on hand, cheques in hand, remittances in transit and short term bank deposits with an original maturity of three months or less and bank overdrafts. Bank overdrafts are shown within borrowings in the balance sheet.

1.3.6 Property, Plant and Equipment Property, Plant and Equipment (‘PPE’) are stated at cost,

net of accumulated depreciation and accumulated impairment losses, if any. The cost comprises purchase price, borrowing costs if capitalization criteria are met and directly attributable cost of bringing the asset to its working condition for the intended use. Any trade discounts and rebates are deducted in arriving at the purchase price.

Subsequent expenditure related to an item of Property, Plant and Equipment is added to its book value only if it increases the future benefits from the existing asset beyond its previously assessed standard of performance. All other expenses on existing the Property, Plant and Equipment, including day-to-day repair and maintenance expenditure and cost of replacing parts are charged to the statement of profit and loss for the period during which such expenses are incurred.

Gains and losses arising from de-recognition of fixed assets are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.

Depreciation on property, plant and equipment The Group has estimated the following useful life to

depreciate its Property, Plant and Equipment.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Particulars

Estimated useful life

by the Group

(in years)

Useful life as prescribed by

Schedule II of the Companies

Act. 2013 (in years)

Office Equipment 5 5Computer Equipment 5 5Desktop/laptop 3 3Server Network 6 6Vehicles 8 8Furniture & Fixtures 10 10

Leasehold Improvements are amortized over the primary life of the lease.

On the basis of a technical assessment, the Group depreciates its Fixed Assets having original cost less than Rs.50,000 individually fully in the year of purchase.

1.3.7 Transition to Ind AS On transition to Ind AS, the Group has elected to

continue with the carrying value of all of its property, plant and equipment recognised as at April 1, 2017 measured as per the previous GAAP as the deemed cost of the property, plant and equipment.

1.3.8 Intangible assets Intangible assets acquired separately are measured on

initial recognition at cost. Following initial recognition, intangible assets are carried at cost less accumulated amortization and accumulated impairment losses, if any.

Intangible assets are amortized on a straight line basis over the estimated useful economic life. Intangible assets are assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortization method are reviewed at least at each financial year end.

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statement of profit and loss when the asset is derecognized.

Intangible assets are amortised using straight line method as per management’s estimate over a period of 6 years. On transition to Ind AS, the Company has elected to continue with the carrying value of all of its intangible assets recognised as at 1 April 2017 measured as per the previous GAAP as the deemed cost of the intangible assets.

1.3.9 Impairment of non-financial assets Non-financial assets are tested for impairment whenever

events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment

loss is recognised for the amount by which the asset’s carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset’s fair value less costs of disposal and value in use. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash inflows which are largely independent of the cash inflows from other assets or groups of assets (cash-generating units). Non-financial assets that suffered an impairment are reviewed for possible reversal of the impairment at the end of each reporting period.

1.3.10 Provisions, contingent liabilities and contingent assets A provision is recognized when the Group has a present

obligation as a result of past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation.

Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the end of the reporting period. The discount rate used to determine the present value is a pre-tax rate that reflects current market assessments of the time value of money and the risks specific to the liability. The increase in the provision due to the passage of time is recognized as interest expense.

1.3.11 Earnings 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. The weighted average number of equity shares outstanding during the period is adjusted for events such as bonus issue, bonus element in a rights issue, share split and reverse share split (consolidation of shares) that have changed the number of equity shares outstanding without a corresponding change in resources.

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.

1.3.12 Employee Benefits i. Short-term benefits Liabilities for wages and salaries, including

non-monetary benefits that are expected to be settled wholly within 12 months after the end of the period in which the employees render the related service are recognised in respect of employees’ services up to the end of the reporting period and are measured at the

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

amounts expected to be paid when the liabilities are settled. The liabilities are presented as current employee benefit obligations in the balance sheet. Accumulated leaves which are expected to be utilized within the next 12 months are treated as short term employee benefit.

ii. Post-employment obligations: The Group operates the following

post-employment schemes:

(a) defined benefit plans such as gratuity; and

(b) defined contribution plans such as provident fund

(a) Gratuity obligations The Group operates defined benefit plans

for its employees pertaining to gratuity liability. The liability or asset recognised in the balance sheet in respect of defined benefit gratuity plans is the present value of the defined benefit obligation at the end of the reporting period less the fair value of plan assets. The defined benefit obligation is calculated annually by actuaries using the projected unit credit method.

The present value of the defined benefit obligation is determined by discounting the estimated future cash outflows by reference to market yields at the end of the reporting period on government bonds that have terms approximating to the terms of the related obligation.

The net interest cost is calculated by applying the discount rate to the net balance of the defined benefit obligation and the fair value of plan assets. This cost is included in employee benefit expense in the statement of profit and loss.

Remeasurement gains and losses arising from experience adjustments and changes in actuarial assumptions are recognised in the period in which they occur, directly in other comprehensive income. They are included in retained earnings in the statement of changes in equity and in the balance sheet.

(b) Provident fund Retirement benefits in the form of provident

fund is a defined contribution scheme. The Group has no obligation, other than the contribution payable to the provident fund. The Group recognizes contribution

payable to the provident fund scheme as an expenditure, when an employee renders the related service. If the contribution payable to the scheme for the service received before the balance sheet date exceeds the contribution already paid, the deficit payable to the scheme is recognized as a liability after deducting the contribution already paid. If the contribution already paid exceeds the contribution due for services received before the balance sheet date, then excess is recognized as an asset to the extent that the pre-payment will lead to, for example, a reduction in future payment or a cash refund.

iii. Other long-term employee benefits The Group treats accumulated leave expected

to be carried forward beyond twelve months and long term bonus, as long term employee benefit for measurement purposes. Such long term employee benefit are provided for based on the actuarial valuation using the projected unit credit method at the year end. Actuarial gains/losses are immediately taken to the Statement of profit and loss and are not deferred. The Group presents the leave as a current liability in the balance sheet, to the extent it does not have an unconditional right to defer its settlement for 12 months after the reporting date.

1.3.13 Income Taxes Income tax expense represents the sum of the current

tax and deferred tax. The income tax expense or credit for the period is the tax payable on the current period’s taxable income based on the applicable income tax rate for each jurisdiction adjusted by changes in the deferred tax assets and liabilities attributable to temporary differences and to unused tax losses.

The current income tax charge is calculated on the basis of the tax laws enacted or substantively enacted at the end of the reporting period. Management periodically evaluates positions taken in tax returns with respect to situations in which applicable tax regulation is subject to interpretation. It establishes provisions where appropriate on the basis of amounts expected to be paid to the tax authorities.

Deferred income tax is provided in full, using the liability method, on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the Group’s financial statements. Deferred income tax is not accounted for if it arises from initial recognition of an asset or liability in a transaction other than a business combination that at the time of the transaction affects neither accounting

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

profit nor taxable profit (tax loss). Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the end of the reporting period and are expected to apply when the related deferred income tax asset is realised or the deferred income tax liability is settled.

Deferred tax assets are recognised for all deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses.

Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets and liabilities and when the deferred tax balances relate to the same taxation authority. Current tax assets and tax liabilities are offset where the entity has a legally enforceable right to offset and intends either to settle on a net basis, or to realise the asset and settle the liability simultaneously.

Current and deferred tax is recognised in profit or loss, except to the extent that it relates to items recognised in other comprehensive income or directly in equity. In this case, the tax is also recognised in other comprehensive income or directly in equity, respectively.

1.3.14 Leases Leases where the Group, as lessee, has substantially

all the risks and rewards of ownership are classified as finance leases. Leases in which a significant portion of the risks and rewards of ownership are not transferred to the Group as lessee are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to profit or loss on a straight-line basis over the period of the lease unless the payments are structured to increase in line with expected general inflation to compensate for the lessor’s expected inflationary cost increases.

1.3.15 Employee Share Based Plan Share-based compensation benefits are provided

to employees via Altico Capital India Private Limited Stock Based Incentive plan (the “Plan”). The fair value of options granted under the Altico Capital India Private Limited Stock Based Incentive plan is recognised as an employee benefits expense with a corresponding increase in equity.

The total amount to be expensed is determined by reference to the fair value of the options granted including any market performance conditions, excluding the impact of any service and non-market performance vesting conditions and including the impact of any non-vesting conditions. The total expense is recognised over the vesting period, which is the period over which all of the specified vesting conditions are to be satisfied.

At the end of each period, the entity revises its estimates of the number of options that are expected to vest based on the non-market vesting and service conditions. It recognises the impact of the revision to original estimates, if any, in profit or loss, with a corresponding adjustment to equity.

1.3.16 Segment reporting Operating segments are reported in a manner

consistent with the internal reporting provided to the chief operating decision maker.

The power to assess the financial performance and position of the Group and make strategic decisions is vested in the Chief Executive Officer who has been identified as the chief operating decisions maker.

1.3.17 Rounding of amounts All amounts disclosed in the financial statements and

notes have been rounded off to the nearest crore as per the requirement of Schedule III of Companies Act, 2013, unless otherwise stated.

1.3.18 Critical Accounting Estimates and Judgements The preparation of financial statements requires the

use of accounting estimates which, by definition, will seldom equal the actual results. Management also needs to exercise judgement in applying the Group’s accounting policies. This note provides an overview of the areas that involved a higher degree of judgement or complexity, and of items which are more likely to be materially adjusted due to estimates and assumptions turning out to be different than those originally assessed.

Information about critical judgements in applying accounting policies, as well as estimates and assumptions that have the most significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, are included in the following notes:

a) Effective rate of interest The Group recognises interest income/expense

using a rate of return that represents the best estimate of a constant rate of return over the expected behavioural life of loans given/taken and recognises the effect of potentially different interest rates at various stages and other characteristics of the product life cycle (including prepayments and penalty interest and charges). This estimation, by nature, requires an element of judgement regarding the expected behavior and life-cycle of the instruments, as well expected changes to India’s base rate and other fee income/expense that are integral parts of the instrument.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

b) Impairment of financial assets The recognition and measurement of ECL is

highly complex and involves the use of significant judgement and estimation, in particular, the estimation of the amount and timing of future cash flows and collateral values when determining impairment losses and the assessment of a significant increase in credit risk. Key factors of the ECL model that are considered accounting judgements and estimates include:

• The Group’s internal credit grading model, which assigns PDs to the individual grades

• The Group’s criteria for assessing if there has been a significant increase in credit risk

• Segmentation of financial assets when the ECL is assessed on a collective basis

• Development of ECL models, including the various formulas and the choice of inputs

• Determination of associations between macroeconomic scenarios and, economic inputs, such as unemployment levels and collateral values, and the effect on PDs, EADs and LGDs

• Selection of forward-looking macroeconomic scenarios and their probability weightings, to derive the economic inputs into the ECL models

It has been the Group’s policy to regularly review its models in the context of actual loss experience and adjust when necessary.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 2 - Cash and Cash Equivalents Amounts in ` crores

Particulars As at March 31, 2019

Cash on hand -Cheques on Hand -Balance with banks- In current accounts* 495.88- In fixed deposits (with original maturity of less than 3 months) 287.63Total 783.51

Amounts in ` crores

Particulars As at March 31, 2019

*Encumbered balances (pledged as collateral towards borrowings) 224.58

Note 3 - Bank balance other than Cash and Cash Equivalents above Amounts in ` crores

Particulars As at March 31, 2019

Fixed deposit with original maturity of more than 3 months but less than 12 months 493.90Fixed deposit with original maturity of more than 12 months -Total 493.90

Note 4 - Receivables Amounts in ` crores

Particulars As at March 31, 2019

Trade receivables -Other receivables 3.40Total 3.40Secured - Considered good -Unsecured - Considered good 3.40Receivables which have significant increase in Credit Risk -Receivables - credit impaired -Total - Gross 3.40(Less): Impairment loss allowance 0.71Total - Net 2.69

Note 5 - Loans Amounts in ` crores

ParticularsAs at

March 31, 2019

Loans at amortised costLoans 6,931.02Total (A) - Gross 6,931.02(Less): Impairment loss allowance (141.98)Total (A) - Net 6,789.04Secured by tangible assets 6,931.02Secured by intangible assets -Covered by bank/government guarantees -Unsecured -Total (B) - Gross 6,931.02(Less): Impairment loss allowance (141.98)Total (B) - Net 6,789.04Loans in India- Public sector -- Others 6,931.02

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 5 - Loans (Continued)Note 5 - Loans Amounts in ` crores

ParticularsAs at

March 31, 2019

Loans within India - Gross 6,931.02(Less): Impairment loss allowance (141.98)Loans within India -Net - (C)(i) 6,789.04Loans Outside India (C) (ii) -Total (C) - Gross 6,931.02(Less): Impairment loss allowance (141.98)Total (C) - Net 6,789.04 Loans at fair value through profit and loss Loans 116.71 Total (D) 116.71 Loans outside India - Loans in India 116.71 Total (D) 116.71 Grand total - Gross [(A) + (D)] 7,047.73 Grand total - Net [(C) + (D)] 6,905.75

Loansa) Credit quality of assets The table below shows year-end stage wise risk classification. The amounts presented are gross of impairment allowances.

Details of the Company’s policies are disclosed in note 33(a).

b) Analysis of changes in the gross carrying amount of loansAmounts in ` crores

ParticularsYear ended March 31, 2019

Total Stage 1 Stage 2 Stage 3

Opening balance 4,018.24 1,656.38 511.12 6,185.74 New disbursements 2,388.83 437.12 55.90 2,881.85 Assets derecognised (813.07) (596.61) - (1,409.68)Other movements including partial repayments and interest accruals

(294.44) (142.49) (289.96) (726.89)

Increase/(release) - - - -Transfers to Stage 1 - - - - Transfers to Stage 2 (1,408.33) 1,685.39 (277.06) -Transfers to Stage 3 - (143.26) 143.26 - Amounts written off - - - - Closing balance 3,891.23 2,896.53 143.26 6,931.02

c) Reconciliation of ECL balanceAmounts in ` crores

ParticularsYear ended March 31, 2019

Total Stage 1 Stage 2 Stage 3

Opening balance 12.10 24.64 51.11 87.85 New assets originated or purchased 8.74 25.14 1.35 35.23 Assets derecognised or repaid (2.19) (8.12) - (10.31)Other movements including partial repayments and interest accruals

(1.64) (8.39) (7.55) (17.58)

Increase/(release) 24.89 12.15 9.75 46.79 Transfers to Stage 1 - - - - Transfers to Stage 2 (30.20) 36.90 (6.70) - Transfers to Stage 3 - (2.18) 2.18 - Amounts written off - - - - Closing balance 11.70 80.14 50.14 141.98

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 6 - Investments Amounts in ` crores

ParticularsAt fair value

through profit and loss

At cost Total

As at March 31, 2019Others: Security receipts 31.95 - 31.95 Total (A) - Gross 31.95 - 31.95 Less: Allowance for impairment loss - - - Total (A) - Net 31.95 - 31.95 Investments outside India - - - Investments in India 31.95 - 31.95 Total (B) - Gross 31.95 - 31.95 Less: Allowance for impairment loss - - - Total (B) - Net 31.95 - 31.95

Note 7 - Other Financial Assets Amounts in ` crores

Particulars As at March 31, 2019

Security deposits 3.00Total 3.00

Note 8 - Current tax assets (net) Amounts in ` crores

Particulars As at March 31, 2019

Advance tax 644.10Les: Provision for tax 543.99Total 100.11

Note 9 - Deferred tax assets (net) Amounts in ` crores

Particulars As at March 31, 2019

Deferred Tax Assets (Gross)Differences in depreciation on fixed assets 0.37Effective interest rate for amortisation of fee income 31.60Provision for other receivables 0.25Provision for Leave Encashment 0.73Provision for deferred employee benefits 2.64ECL provision on financial assets 48.11Provision for Gratuity 0.72Fair value changes 0.10TOTAL (A) 84.52Deferred Tax Liabilities (Gross)Effective interest rate for amortisation of financial expenses 13.40TOTAL (B) 13.40Net Deferred Tax Asset/(Liability) [(A) - (B)] 71.12

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 10 - Property, plant and equipment Amounts in ` crores

Particulars BuildingsFurniture &

FixturesComputer

EquipmentLeasehold

ImprovementsOffice

EquipmentVehicles Total

Year ended March 31, 2019Gross carrying amountOpening gross carrying amount 0.44 1.76 0.23 4.49 0.55 0.07 7.54Additions - 0.01 0.38 0.18 0.06 - 0.63Disposals and transfers - - (0.01) - (0.01) - (0.02)Closing gross carrying amount 0.44 1.77 0.60 4.67 0.60 0.07 8.15Accumulated depreciationOpening accumulated depreciation 0.02 (0.19) (0.17) (0.28) 0.10 0.02 (0.50)Depreciation charge during the year 0.02 0.20 0.22 1.01 0.13 0.02 1.60Disposals and transfers - - - - - - -Closing accumulated depreciation 0.04 0.01 0.05 0.73 0.23 0.04 1.10Net carrying amount as at March 31, 2019 0.40 1.76 0.55 3.94 0.37 0.03 7.05

Note 11 - Intangible assets Amounts in ` crores

Particulars Computer softwares

As at March 31, 2018Gross carrying amountOpening gross carrying amount 0.87Additions 0.07Disposals and transfers (0.17)Closing gross carrying amount 0.77Accumulated amortisationOpening accumulated amortisation 0.12Amortisation during the year 0.20Disposals and transfers -Closing accumulated depreciation 0.32Net carrying amount as at March 31, 2019 0.45

Note 12 - Other Non financial Assets Amounts in ` crores

Particulars As at March 31, 2019

Prepaid expenses 1.09Others -Duties and taxes 1.74Total 2.83

Note 13 - Debt securities Amounts in ` crores

Particulars As at March 31, 2019

At amortised costDebentures (Secured) 2,350.25Debentures (Unsecured) 9.60Total (A) 2,359.85Debt securities in India 2,359.85Debt securities outside India -Total (B) 2,359.85

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Terms of repayment, nature of security & rate of interest in case of secured and unsecured loans:Secured and unsecured redeemable non convertible debentures

Amounts in ` crores

Particulars

As at March 31, 2019

Rate of interest: 8.95% - 12.5%

May-22 73.20Aug-21 250.00Aug-21 292.70Jul-21 138.20May-21 115.75Apr-21 9.60Mar-21 75.00Nov-20 365.75Sep-20 28.50Aug-20 162.50Jun-20 30.00May-20 115.75Mar-20 20.00Dec-19 33.00Nov-19 115.75Sep-19 95.00Aug-19 162.50Apr-19 250.00Other movements (net) including Interest accrued but not due and unamortised expenses 26.65Total 2,359.85

Nature of Security:Secured by a first pari passu charge on all the present and future receivables of the Company excluding receivables charged to secure redeemable non convertible debentures of ` 463.00 crores. The Debentures of ` 463.00 crores are secured by first ranking exclusive charge by way of hypothecation on identified receivables & bank account of the Company.

Note 14 - Borrowings (other than debt securities) Amounts in ` crores

Particulars As at March 31, 2019

At amortised costTerm loans (Secured)from banks 1,752.76from other parties 448.40Loans repayable on demand (Secured)from banks 25.82Other loansCommercial paper (Unsecured) -External commercial borrowings (Secured) 657.12Working capital loans (Secured) 75.00Total (A) 2,959.10Borrowings in India 2,959.10Borrowings outside India -Total (B) 2,959.10

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Terms of repayment, nature of security & rate of interest in case of secured loans:Term loans:

Amounts in ` crores

Particulars Rate of Interest Secured/ Unsecured Repayment terms As at

March 31, 2019

Bank 1 9.5% - 10.95% Secured Repayment in 11 quarterly installments over the tenor of 33 months after 3 months of moratorium from date of first disbursement i.e June 6, 2018

28.64

Non-bank 1 9.95% - 11.25% Secured Repayment in 10 equal consecutive quarterly installments, with first installment due at the end of 9 months from first disbursement i.e June 22, 2018

90.00

Non-bank 2 9.95% - 11.25% Secured Repayment in 10 equal consecutive quarterly installments, with first installment due at the end of 9 months from first disbursement i.e June 29, 2018

45.00

Bank 2 9.5% - 10.95% Secured Repayment in 12 quarterly installments starting from the following quarter from the date of full disbursement i.e March 12, 2018

33.33

Bank 3 9.5% - 10.95% Secured Repayment in 12 quarterly installments starting from the following quarter from the date of full disbursement i.e June 29, 2018

41.67

Non-bank 3 9.95% - 11.25% Secured Repayment in 6 equal six-monthly installments from the date of first drawdown i.e March 23, 2018

50.00

Bank 4 9.5% - 10.95% Secured Repayment in 18 equal quarterly installments commencing 6 months from the date of first disbursement i.e September 29, 2017

272.22

Bank 5 9.5% - 10.95% Secured Repayment in 10 equal quarterly installments beginning from 9 months from date of first disbursement i.e June 23, 2017

24.99

Sub-total - (A) 585.85Bank 6 9.5% - 10.95% Secured Repayment in 13 equal consecutive quarterly installments with

first installment due at the end of 3 months from first disbursement 42.30

Bank 8 9.5% - 10.95% Secured Repayment in 13 equal consecutive quarterly installments with first installment due at the end of 3 months from first disbursement i.e March 28, 2018

69.21

Bank 9 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments, with first installment due at the end of 12 months from the first disbursement i.e September 30, 2016

12.50

Bank 10 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments, with first installment due at the end of 12 months from the first disbursement i.e September 19, 2017

62.50

Bank 11 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments, with first installment due at the end of 12 months from the first disbursement i.e December 22, 2016

25.00

Non-bank 5 9.95% - 11.25% Secured Repayment in 10 equal quarterly installments after a moratorium period of 6 months i.e May 31, 2018

35.00

Bank 12 9.5% - 10.95% Secured Repayment in 10 equal quarterly installments after a moratorium period of 6 months i.e December 31, 2017

24.98

Non-bank 6 9.95% - 11.25% Secured 6 month moratorium followed by equal quarterly principal repayment in 18 quarterly installments i.e May 31, 2018

208.33

Bank 13 9.5% - 10.95% Secured Repayment in 8 equal quarterly installments after an initial holiday period of 12 months i.e March 31, 2018

49.98

Bank 14 9.5% - 10.95% Secured Repayment in 8 quarterly installments commencing after the moratorium period of 12 months from date of first disbursement i.e February 22, 2018

37.50

Bank 15 9.5% - 10.95% Secured Repayment in 10 equal quarterly installments commencing after 6 months of moratorium after date of first disbursement i.e August 5, 2019

250.00

Bank 16 9.5% - 10.95% Secured Repayment in 8 quarterly installments commencing after the moratorium period of 12 months from date of first disbursement i.e May, 31, 2018

166.68

Sub-total - (B) 983.98

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Amounts in ` crores

Particulars Rate of Interest Secured/ Unsecured Repayment terms As at

March 31, 2019

Bank 17 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments with first installment due after 12 months of first disbursement i.e March 30, 2017

37.46

Bank 18 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments with first installment due after 15 months of first disbursement i.e March 28, 2018

50.00

Bank 19 9.5% - 10.95% Secured Repayment in 9 equal quarterly installments starting from 9 months from first disbursement i.e September 4, 2017

33.33

Non-bank 7 9.95% - 11.25% Secured Repayment in 6 equal quarterly installments with first installment due at the end of 9 months from date of first disbursement i.e October 31, 2018

20.00

Bank 20 9.5% - 10.95% Secured Repayment in 10 equal quarterly installments commencing after 6 months of moratorium after date of first disbursement i.e 19 December, 2017

20.00

Bank 21 9.5% - 10.95% Secured Repayment in 8 equal consecutive quarterly installments with first installment due after 12 months of first disbursement i.e March 20, 2017

24.87

Bank 22 9.5% - 10.95% Secured Repayment in 9 quarterly installments after initial moratorium period of 3 quarters i.e May 20, 2019

450.00

Other movements (net) including Interest accrued but not due and unamortised expenses (4.33)Sub-total - (C) 631.33Grand Total (A) + (B) + (C) 2,201.16

Nature of Security:Secured by a first pari passu charge on all the present and future receivables of the Company excluding receivables charged to secure ` 463.00 crores.

Terms of repayment, nature of security & rate of interest in case of secured loans:External commercial borrowings (Secured): Amounts in ` crores

Particulars Rate of Interest Secured/ Unsecured Repayment terms As at

March 31, 2019

Bank 23 10.3% - 11.3% Secured 3 equal annual installment at the end 24th, 36th and 48th month from first disbursal i.e October 18, 2017

320.00

Bank 24 10.3% - 11.3% Secured 3 equated annual installments at the end of Year 4, Year 5 and Year 6 from the first disbursement date i.e September 12, 2018

340.00

Other movements (net) including Interest accrued but not due and unamortised expenses (2.88)Total 657.12

Nature of Security:Secured by a first pari passu charge on all the present and future receivables of the Company excluding receivables charged to secure redeemable non convertible debentures of ` 463.00 crores.

Terms of repayment, nature of security & rate of interest in case of secured loans:Loans repayable on demand (Secured): Amounts in ` crores

Particulars Rate of Interest Secured/ Unsecured Repayment terms As at

March 31, 2019

Bank 25 10.0% - 10.5% Secured Annual renewal facility 25.82 Total 25.82

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Nature of Security:Secured by a first pari passu charge on all the present and future receivables of the Company excluding receivables charged to secure redeemable non convertible debentures of ` 463.00 crores.

Terms of repayment, nature of security & rate of interest in case of secured loans:Working capital loans (Secured): Amounts in ` crores

Particulars Rate of Interest Secured/ Unsecured Repayment terms As at

March 31, 2019

Bank 26 9.2% - 10.7% Secured Bullet repayment within 12 months 75.00 Total 75.00

Nature of Security:Secured by a first pari passu charge on all the present and future receivables of the Company excluding receivables charged to secure redeemable non convertible debentures of ` 463.00 crores.

Net debt reconciliationAmounts in ` crores

ParticularsAs at

March 31, 2019

Debt securities 2,359.85Borrowings (other than debt securities) 2,959.10Net debt 5,318.95

Amounts in ` crores

Movements in net debt As at March 31, 2019

Net debt as at March 31, 2018 4,181.91Proceeds from debt securities 1,357.10Proceeds from borrowings other than debt securities 3,377.47Repayment of debt securities (104.40)Repayment of borrowings other than debt securities (3,512.10)Interest expense 547.21Interest paid (449.72)Other movements (Finance charges) (78.52)Net debt as at March 31, 2019 5,318.95

Note 15 - Other financial liabilities Amounts in ` crores

Particulars As at March 31, 2019

Bonus 31.47Other liabilities 6.96Total 38.43

Note 16 - Provisions Amounts in ` crores

Particulars As at March 31, 2019

Provisions for employee benefitsLeave Encashment 2.08Gratuity 2.06Total 4.14

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 17 - Other non financial liabilities Amounts in ` crores

Particulars As at March 31, 2019

Statutory dues payable 3.28 Total 3.28

Note 18 - Equity share capital Amounts in ` crores

ParticularsAs at March 31, 2019

Number ` crores

Authorised sharesEquity Shares of face value of ` 10 each 79,48,50,000 794.850% Cumulative Redeemable Preference Shares ('CRPS') of face value of Re. 1 each 5,15,00,000 5.15

Issued, subscribed & fully paid-up sharesEquity Shares of face value of ` 10 each fully paid-up 53,43,81,215 534.38Total 53,43,81,215 534.38

a) Reconciliation of the number of equity shares outstanding at the beginning and at the end of the year.Amounts in ` crores

ParticularsAs at March 31, 2019

Number ` croresOutstanding at the beginning of the year 47,94,79,679 479.48Shares issued during the year 5,49,01,536 54.90Outstanding at the end of the year 53,43,81,215 534.38

b) Terms and 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 shares is

entitled to one vote per share. The Company declares and pays dividend, if any in Indian Rupees. The dividend proposed by the Board of Directors is subject to approval of shareholders in the ensuing Annual General Meeting.

During the Year ended March 31, 2019, the amount of per share dividend recognised as distributions to Equity Shareholders was ` Nil.

In the event of liquidation of the Company, the holders of equity shares will be entitled to receive any of the remaining assets of the Company, after distribution of all preferential amounts. However, no such preferential amounts exists currently. The distribution will be in proportion to the number of equity shares held by the shareholders.

c) Shares reserved for issue under options Information relating to the Altico Capital India Limited Employee Stock Option Scheme (ESOS), including details regrading

options issued, exercised and lapsed during the year and options outstanding at the end of the reporting period is set out in note 37.

d) Shares of the Company held by the holding/ultimate holding company 100% equity shares held by holding Company India Credit Pte Limited ('ICPL'), directly or through its nominees. There has

been no change in the holding pattern in the last 3 years.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 19 - Other equity Amounts in ` crores

Particulars As at March 31, 2019

Securities premium account 1,594.41Capital Redemption reserve 5.11Retained earnings 650.46Employee stock option reserve 27.29Special Reserve under section 45 IC of RBI Act, 1934 218.51TOTAL 2,495.78

Amounts in ` crores

Particulars As at March 31, 2019

Securities premium accountOpening balance 1,291.89Add/(Less) : Changes during the year 302.52Closing balance 1,594.41

Capital Redemption reserveOpening balance 5.11Add/(Less) : Changes during the year -Closing balance 5.11

Retained earningsOpening balance 532.41Add: Profit for the year 147.23Add: Other comprehensive income for the year (0.52)Less: Transfer to Special Reserve under section 45 IC of RBI Act, 1934 (29.35)Add: Transfer from share based payment reserve 0.69Closing balance 650.46

Employee stock option reserveOpening balance 17.24Add: Charge during the year 10.74Less: Transfer to Retained earnings (0.69)Closing balance 27.29

Special Reserve under section 45 IC of RBI Act, 1934Opening balance 189.16Add/(Less) : Transfer to special reserve 29.35Closing balance 218.51Total 2,495.78

Nature and purpose of the reservea) Securities premium Securities premium reserve is used to record the premium on issue of shares. The reserve can be utilised only for limited

purposes such as issuance of bonus shares in accordance with the provisions of the Companies Act, 2013.

b) Capital redemption reserve As per Companies Act, 2013, capital redemption reserve is created at the time of redemption of preference shares.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

c) Share options outstanding account The share options outstanding account reserve is used to recognise the grant date fair value of options issued to

employees under the Company's ESOP 2015 plan. Please refer note 37 for the details of the plan.

d) Special Reserve under section 45 IC of RBI Act, 1934 Special reserve is created as per the requirement of RBI at the rate of 20% of the profit after tax for the year. Transfer to

special reserve in previous year is as per the audited financial statements of the previous year.

Note 20 - Interest income Amounts in ` crores

Particulars Year ended March 31, 2019

On financial assets measured at amortised costs:Interest on loans 1,194.78Interest on deposits with banks 27.26Total 1,222.04

Note 21 - Net gain / (loss) on fair value changes Amounts in ` crores

Particulars Year ended March 31, 2019

Net gain /(loss) on financial instruments at FVTPLGain on mutual fund investments 4.62Loans 7.80Total (A) 12.42Fair Value changes:Realised 4.62Unrealised 7.80Total (B) 12.42

Note 22 - Net gain on derecognition of financial instruments under amortised cost category Amounts in ` crores

Particulars Year ended March 31, 2019

Net gain on derecognition of loans carried at amortised cost -Total -

Note 23 - Other income Amounts in ` crores

Particulars Year ended March 31, 2019

Foreign Exchange Difference (Net) 0.04Total 0.04

Note 24 - Finance cost Amounts in ` crores

Particulars Year ended March 31, 2019

On financial liabilities measured at amortised cost:Interest on borrowings 362.31Interest on debt securities 184.90Total 547.21

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 25 - Net loss on derecognition of financial instruments under amortised cost category Amounts in ` crores

Particulars Year ended March 31, 2019

Net loss on derecognition of loans carried at amortised cost 282.23Total 282.23

During the year ended March 31, 2019 (previous year Nil), Company has assigned certain assets classified under Stage 2 to Asset Reconstruction Companies (‘ARCs’). The difference between carrying value of loans and consideration received of ` 295.01 crores is accounted as Loss on De-recognition of financial assets. The same is offset by Gain of ` 12.78 crores on de-recognition of other loans. These assignment transactions are significant and infrequent in nature.

Note 26 - Impairment on financial instruments Amounts in ` crores

Particulars Year ended March 31, 2019

On financial instruments measured at amortised cost:Loans 54.13 Total 54.13

The table below shows the ECL charges on financial instruments for the year recorded in the profit and loss based on evaluation stage:

Amounts in ` crores

ParticularsYear ended March 31, 2019

Total Stage 1 Stage 2 Stage 3

Loans (0.39) 55.49 (0.97) 54.13Others - - - -Total (0.39) 55.49 (0.97) 54.13

Note 27 - Employee benefit expenses Amounts in ` crores

Particulars Year ended March 31, 2019

Salaries 50.40Contribution to provident fund 3.16Employee stock option expense 10.74Staff welfare expenses 3.81Gratuity Expense 0.44Leave Encashment 1.83Total 70.38

Note 28 - Other expenses Amounts in ` crores

Particulars Year ended March 31, 2019

Rent 4.88Rates and taxes 5.00Repairs and maintenance 1.97Travelling and conveyance 4.95Communication costs 0.54Legal and Professional fees 13.13Directors' fees, allowances and expenses 4.78Contribution for corporate social responsibility ("CSR") 8.07Auditors' remuneration 0.45Bank charges 0.26Other expenditure 3.89Total 47.92

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Breakup of Auditors' remunerationAmounts in ` crores

Particulars Year ended March 31, 2019

Statutory Audit 0.22Limited review 0.07Tax audit 0.07Other Services 0.08Out of pocket expenses 0.01Total 0.45

Contribution for corporate social responsibility (CSR)Amount required to be spent by the Company on Corporate Social Responsibility (CSR) related activities during the period ` 8.07 crores. Amount spent towards CSR during the year and recognised as expense in the statement of profit and loss on CSR related activities is ` 8.07 crores. These were related to other than construction/acquisition of any asset.

Note 29 - Earnings per share Amounts in ` crores

Particulars Year ended March 31, 2019

Profit for the year as per Statement of Profit and Loss (used for computing Basic / Diluted EPS) 147.23Weighted average number of Equity Shares in calculating Basic EPS 47,99,30,925Effect of dilution:Weighted average number of potential equity shares on account of ESOP's 35,02,581Weighted average number of Equity Shares outstanding for Diluted EPS 48,34,33,506Basic Earnings per Share (`) 3.07Diluted Earnings per Share (`) 3.05

Note 30 - Income taxa) The components of income tax expense for the years ended March 31, 2019 are:

Amounts in ` crores

Particulars Year ended March 31, 2019

Current taxCurrent Tax on Profits for the Year 84.66 Total Current Tax Expense 84.66 Deferred taxDecrease/(Increase) in Deferred tax assets (0.31)(Decrease)/ Increase in Deferred tax liabilities (0.82)Total Deferred Tax (Benefit) (1.13)Income Tax expense 83.53

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

b) Reconciliation of the total tax charge A reconciliation between the tax expense and the accounting profit multiplied by applicable effective tax rate for the year

ended March 31, 2019 is as follows:Amounts in ` crores

Particulars Year ended March 31, 2019

Accounting profit before tax 231.03Tax at applicable effective tax rate of 34.944% (previous year 34.608%) 80.73Tax effect of the amount which are not taxable in calculating taxable income :Allowances

Short term capital gain on investments in mutual funds (0.69)Others (1.74)

DisallowancesCSR contribution 1.48Fair valuation of employee stock options as per Ind AS 102 3.75Others -

Income tax expense at effective tax rate 83.53Effective tax rate 36.16%

c) Deferred tax assets/liabilities The balance comprises temporary differences attributable to the below items and corresponding movement in deferred

tax liabilities / assets:

Current year:Amounts in ` crores

ParticularsAs at

March 31, 2018

Charged/ (credited) to

profit and loss

Charged/ (credited)

to OCI

As at March 31, 2019

Deferred tax liability :Effective interest rate for amortisation of financial expenses 14.22 (0.82) 13.40

14.22 (0.82) - 13.40Deferred tax asset :Differences in depreciation on fixed assets 0.08 0.29 0.37Effective interest rate for amortisation of fee income 48.74 (17.14) 31.60Provision for other receivables - 0.25 0.25Provision for Leave Encashment 0.21 0.52 0.73Provision for deferred employee benefits 2.96 (0.32) 2.64Impairment on financial instruments 28.91 19.20 48.11Provision for Gratuity 0.51 (0.06) 0.27 0.72Fair value changes 2.80 (2.70) 0.10

84.21 0.04 0.27 84.52Net deferred tax asset/liability 69.99 0.86 0.27 71.12

Note 31 - Operating lease commitmentsThe Company have taken office premises under operating leases, which expire between December 2019 to April 2022. Rent includes gross rental expenses of ` 4.88 crores. The committed lease rentals in the future are:

Amounts in ` crores

Particulars As at March 31, 2019

Not later than one year 4.55Later than one year and not later than five years 7.88Later than five years -

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 32 - Fair value measurementsa) Fair value hierarchy Fair value measurements are analysed by level in the fair value hierarchy as follows: (i) level one are measurements at

quoted prices (unadjusted) in active markets for identical assets or liabilities, (ii) level two measurements are valuations techniques with all material inputs observable for the asset or liability, either directly (that is, as prices) or indirectly (that is, derived from prices), and (iii) level three measurements are valuations not based on observable market data (that is, unobservable inputs). Management applies judgement in categorising financial instruments using the fair value hierarchy. If a fair value measurement uses observable inputs that require significant adjustment, that measurement is a Level 3 measurement. The significance of a valuation input is assessed against the fair value measurement in its entirety.

This section explains the judgements and estimates made in determining the fair values of the financial instruments that are (a) recognised and measured at fair value and (b) measured at amortised cost and for which fair values are disclosed in the financial statements. To provide an indication about the reliability of the inputs used in determining fair value, the Company has classified its financial instruments into the three levels prescribed under the accounting standard.

Level 1: The fair value of financial instruments traded in active markets (such as publicly traded derivatives, and equity securities) is based on quoted market prices at the end of the reporting period. The quoted market price used for financial assets held by the Company is the current bid price. These instruments are included in level 1.

Level 2: The fair value of financial instruments that are not traded in an active market (for example, over-the-counter derivatives) is determined using valuation techniques which maximise the use of observable market data and rely as little as possible on entity-specific estimates. If all significant inputs required to fair value an instrument are observable, the instrument is included in level 2.

Level 3: If one or more of the significant inputs is not based on observable market data, the instrument is included in level 3.

There are no transfers between levels 1, level 2 and level 3 during the year.

b) Valuation technique used to determine fair value Specific valuation techniques used to value financial instruments include Based on discounted cashflow method for loans at amortised cost Under this method, the incremental impact on the discounted cashflows of loans held at amortized cost is estimated based

on changes in interest rate on Government securities from the inception of the loan. The government yield is obtained from publically available and quoted rates for Government securities based on tenors . The difference in the government yield is adjusted for change in credit risk based on the loss rates identified for each of the loan asset. The cumulative sum of difference in government yield and loss rates is adjusted in the carrying value using the modified duration. The modified duration measures the sensitivity of the value of financial instrument in nature of loans to change in interest rate.

Based on discounted cashflow method for borrowings at amortised cost Under this method, the incremental impact on the discounted cashflows of borrowings at amortized cost is estimated based

on changes in borrowing rate on latest debt obtained by the company. The cumulative sum of difference in borrowing rates in case of debt is adjusted in the carrying value using the modified duration. The modified duration measures the sensitivity of the value of financial instrument in nature of debt to change in interest rate.

Based on discounted cashflow method for loan at FVTPL Fair valuation is carried out using discounted cash flow method. Cash flows are projected based on the estimates of sell

and collections from underlying project. Discount rate is arrived based on debt profile of the borrower and Company's average cost of borrowings.

Based on discounted cashflow method for investments in security receipts at FVTPL Fair valuation is carried out using discounted cash flow method. Cash flows are projected based on the realisations from

underlying assets. Discount rate is arrived based on expected rate of return.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Valuation inputs and relationships to fair value The quantitative information about the significant unobservable inputs used in level 3 fair value measurements is

summarised below.

i) Sensitivity analysisAmounts in ` crores

Particulars As at March 31, 2019

Fair value of loans measured at FVTPL 116.71Sensitivity to movement in significant unobservable inputsA) Discounting rate - increase by 100 bps (0.94) - decrease by 100 bps 0.95B) Property rate - increase by 10% 5.87 - decrease by 10% (5.87)Fair value of Investments in security receipts measured at FVTPL 31.95Sensitivity to movement in significant unobservable inputs i.e. Discounting rate - increase by 100 bps (0.22) - decrease by 100 bps 0.22

ii) Description of significant unobservable inputs to valuation for Level 3 items

Significant unobservable inputs Relationship of unobservable inputs to fair value

Yield of zero coupon instrument (For fair valuation of loans at amortised cost)

This input is used to calculate movement of zero coupon yield curve ("ZCYC") on loan inception date till year end & this movement is used to calculate the fair valuation movement till year end

- Latest yield on loan assets and borrowing- Loss rates on the loans- Property rates

The value of the financial instruments has an inverse relationship with yield and loss rates The value of the financial instruments has a direct relationship with property rates

Debt profile of the borrower and Company's average cost of borrowings

The value of the financial instruments has an inverse relationship with rate of discounting used

Discounting rate based on expected rate of return of security receipts

The value of the financial instruments has an inverse relationship with rate of discounting used

c) i) Fair value of financial assets and liabilities measured at amortised costAmounts in ` crores

LevelAs at March 31, 2019

Fair value Carrying value

Financial assetsLoans (Gross) 3 6,730.18 6,931.02Less: Impairment loss allowance - (141.98)Loans (Net) 6,730.18 6,789.04Trade and other receivables 1 2.69 2.69Cash and Cash equivalents 1 783.51 783.51Bank balance other than cash and cash equivalents above 1 493.90 493.90Other financial assets 3 2.41 3.00Total financial assets 8,012.69 8,072.14

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Amounts in ` crores

LevelAs at March 31, 2019

Fair value Carrying value

Financial liabilitiesDebt securities 3 2,285.53 2,359.85Borrowings 3 2,831.91 2,959.10Trade payables 1 7.43 7.43Other financial liabilities 1 38.40 38.40Total financial liabilities 5,163.27 5,364.78

c) ii) Fair value of financial assets and liabilities measured at FVTPLAmounts in ` crores

LevelAs at March 31, 2019

Fair value Carrying value

Financial assetsInvestments in security receipts 3 31.95 31.95 Loans 3 116.71 116.71 Total financial assets 148.66 148.66

For financial assets and financial liabilities that have a short-term maturity (less than twelve months), the carrying amounts, which are net of impairment, are a reasonable approximation of their fair value. Such instruments include: Trade and other receivables, cash and cash equivalents, bank deposits and trade payables. Such amounts have been classified as Level 1 on the basis that no adjustments have been made to the balances in the balance sheet.

The fair values of debt securities and borrowings are based on discounted cash flows using a current borrowing rate. They are classified as level 3 fair values in the fair value hierarchy due to the use of unobservable inputs, including own credit risk.

Note 33 - Financial risk managementThe Company's activities expose it to different risk types including credit risk, liquidity risk and market risk. The Company's Board of directors has overall responsibility for the establishment and oversight of the Company's risk management framework. The Board has established a Risk Management Committee, which is responsible for ensuring that the risk management policies and procedures designed and implemented by Management are consistent with the Company’s strategy and risk appetite. The committee is also responsible to ensure that these policies and procedures are functioning as directed and, necessary steps are taken to foster an enterprise risk management culture within the organization.

The Company's risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls and to monitor risks and adherence to limits. The policies are reviewed regularly to reflect changes in market conditions and the Company's activities.

The Board of Directors has delegated oversight of specific risks to various Board committees.

Note 33(a) - Credit riskCredit risk arises from loans and advances, cash and cash equivalents, deposits and other financial assets carried at amortized cost. This risk is the risk of financial loss to the Company if a customer or counterparty to a financial instrument fails to meet its contractual obligations.

i) Credit risk management The Company assesses and manages credit risk based on internal credit assessment. Internal credit assessment is

performed for each class of financial instruments with different characteristics. The Company classifies all its loan exposures into high, medium and low risk categories. All standard performing assets are categorized as Stage 1. Wherever a significant increase in the credit risk is perceived, such asset is moved to Stage 2. In the event, there is an objective evidence of impairment, the asset is moved to Stage 3 as credit impaired. Staging is done based on quantitative (Days past due or DPD) and qualitative factors (such as project performance, current and expected borrower’s liquidity position, need for refinance, significant change in collateral value) and other qualitative factors based on management’s holistic assessment of the possible impact of the situation/information on the exposure.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Quantitative based staging criteria are as follows:

- Stage 1 – DPD = < 1 month

- Stage 2 – DPD > 1 month = < 3 months

- Stage 3 - DPD > 3 months

In addition to quantitative factors as mentioned above, loans / exposures are also assessed for qualitative factors for staging. Qualitative factors are subjective in nature and require comprehensive assessment of the situation/information available. Therefore, any staging change based on qualitative factors would be done based on management’s holistic assessment of the possible impact of the situation/information on the exposure. Certain indicators (non-exhaustive) for qualitative based assessment for staging downgrade are stated below:

a) material adverse changes in business, financial or economic conditions that are expected to cause a significant change in the borrower’s ability to meet its debt obligations to Altico

b) significant adverse change in the regulatory, economic, or technological environment of the borrower that results in a significant change in the borrower’s ability to meet its debt obligations to the Company

c) significant changes in the value of the collateral

d) significant changes in the loan documentation / arrangement

ii) Provision for expected credit losses As at March 31, 2019

Amounts in ` crores

Particulars Asset group

Estimated gross carrying

amount at default

Expected probability of

default

Expected loss given default

Expected credit losses

Carrying amount net

of impairment provision

Loss allowance measured at 12 month expected credit losses

Loans at amortised cost

3,891.23 0.86%

As per management's

qualitative assessment

11.70 3,879.53

Other assets 1,280.81 0.17% 0.78 1,280.03Loss allowance measured at life-time expected credit losses, not credit impaired

Loans at amortised cost

2,896.53 7.91% 80.14 2,816.39

Other assets NIL NILLoss allowance measured at life-time expected credit losses, credit impaired

Loans at amortised cost

143.26 100% 50.14 93.12

Other assets NIL NIL

The following table sets out information about the credit quality of debt instruments measured at fair value through P&L:

Amounts in ` crores

As at March 31, 2019

Investment in security receipts(Unrated as at March 31, 2019 since the investments have been made recently)

31.95

Collateral held As of March 31, 2019, 100% of the aggregate principal amount of the Company’s gross loans was secured by collateral.

The security taken by the Company usually includes mortgage of the land/units/development rights and charge on receivables and cash flows of the borrower. The sale of the units in the underlying project(s) results in cash flows which are used for servicing debts. Additionally, the Company obtains (a) pledge of shares of special purpose vehicles (b) personal and corporate guarantees (c) demand promissory notes etc.

The Company has formulated an internal policy on periodical valuation of collaterals. As per the policy, all collaterals are valued annually except land collaterals which are valued once in two years.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

At March 31, 2019, the net carrying amount of credit-impaired loans and advances amounted to INR 93.12 crores and the value of identifiable collateral (mainly commercial properties) held against those loans and advances amounted to INR 204.48 crores.

Investment securities designated as FVTPL At March 31, 2019, the maximum exposure to credit risk of the investment securities designated as at FVTPL is their

carrying amount of INR 31.95 crores.

Measurement of Expected Credit Losses Expected Credit Loss is arrived at by using a probability weighted approach of default and estimation of loss when default

occurs, discounted to reflect the time value of money. For the purpose of computing ECL, the company assesses the probability of the default occurring (PD) and the Loss Given Default (LGD) for its debt instruments.

The Company has applied a three-stage approach to measure expected credit losses (ECL) on debt instruments accounted for at amortised cost. Assets migrate through following three stages based on the changes in credit quality since initial recognition:

(a) Stage 1: 12- months ECL: For exposures where there is no significant increase in credit risk since initial recognition and that are not credit-impaired upon origination, the portion of the lifetime ECL associated with the probability of default events occurring within the next 12- months is recognized.

(b) Stage 2: Lifetime ECL, not credit-impaired: For credit exposures where there has been a significant increase in credit risk since initial recognition but are not credit-impaired, a lifetime ECL is recognized.

(c) Stage 3: Lifetime ECL, credit-impaired: Financial assets are assessed as credit impaired upon occurrence of one or more events that have a detrimental impact on the estimated future cash flows of that asset. For financial assets that have become credit-impaired, a lifetime ECL is recognized and interest revenue is calculated by applying the effective interest rate to the net carrying amount.

The portfolios for which external benchmark information represents a significant input into measurement of ECL are as follows:

Amounts in ` crores

Exposure as on March 31, 2019

External benchmarks used

PD LGDLoans and advances 6,931.02 Based on default study

report as published by a leading rating agency and management estimate of macro economic variables

For stage 1 and stage 2 assets - BASEL II on Foundation Internal Rating Based (F-IRB) approach

For stage 3 assets - For Stage 3 exposures, LGD is derived based on case to case assessment of realizable value from the loan and/or collateral discounted at the applicable Effective Interest Rate.

Cash and cash equivalents 783.51 Based on default study report as published by a leading rating agency

BASEL II on Foundation Internal Rating Based (F-IRB) approachBank balance other than cash and cash

equivalents above 493.90

Other receivables (Gross) 3.40

The Company assesses whether the credit risk on a financial asset has increased significantly on an individual and collective basis. For the purpose of collective evaluation of impairment, financial assets are grouped on the basis of shared credit risk characteristics, taking into account obligor profile, collateral type, project attributes etc.

For the purpose of individual evaluation of impairment factors such as customer payment record and information obtained during the periodic review of customer records such as audited financial statements, budgets and projections have been considered.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

The Company measures the amount of ECL on a financial instrument in a way that reflects an unbiased and probability-weighted amount. Due to lack of historical experience of default, currently the Company has considered externally available information for estimating probability of default and loss given default. The exposure at default has been taken as the outstanding amount on the date of ECL estimation. The PD and LGD have been derived from DEFAULT STUDY-2018 as published by a leading rating agency and BASEL II on Foundation Internal Rating Based (F-IRB) approach.

In addition to above mentioned ECL factors, management assesses prevailing and forward looking macro-economic conditions. Based on the assessment, management may provide additional ECL provision to cover for such conditions. Once these conditions are subside or impact of the same is neutralized, then such provisions may be normalized. For the year ended March 31, 2019, based on the prevailing macro economic conditions, the Company has increased the PD rates by 25% on assets where credit risk has significantly increased since its initial recognition (i.e., stage 2 assets).

iii) Reconciliation of loss allowance provisionAmounts in ` crores

Reconciliation of loss allowance

Loss allowancemeasured at 12 month expected

losses

Loss allowance measured at life-time expected losses

Financial assets for which credit

risk has increased significantly and not

credit-impaired

Financial assets for which credit

risk has increased significantly and

credit-impairedLoss allowance on March 31, 2018 12.10 24.63 51.11Changes in loss allowances due to

Assets originated or purchased 8.74 25.14 1.35Assets derecognised during the year (2.19) (8.12) -Other movements including partial repayments and interest accruals

(1.64) (8.39) (7.55)

Write – offs - - -Transfers to Stage 3 - (2.18) 2.18Transfers to Stage 2 (30.20) 36.90 (6.70)

Increase / (release) 24.89 12.15 9.75

Loss allowance on March 31, 2019 11.70 80.13 50.14

ECL Sensitivity analysis:Amounts in ` crores

Particulars As at March 31, 2019

Sensitivity to change in PD rates- increase by 10% 9.18- decrease by 10% (9.18)Sensitivity to change in LGD rates- increase of 10% 40.56- decrease of 10% (40.56)

Write-offs still under enforcement The Company writes off financial assets, in whole or in part, when it has exhausted all practical recovery efforts and has

concluded there is no reasonable expectation of recovery. There are no financial assets written-off during the year ended March 31, 2019 which are still under enforcement.

Modification/ Debt restructuring The Company sometimes renegotiates or otherwise modifies the contractual cash flows of loans to customers. When this

happens, the Company assesses whether or not the new terms are substantially different to the original terms. If the terms are substantially different, the Company de-recognizes the original financial asset and recognizes a ‘new’ asset at fair value and recalculates a new effective interest rate for the asset. The date of renegotiation is consequently considered to be the date of initial recognition for impairment calculation purposes, including for the purpose of determining whether a significant increase in credit risk has occurred.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

If the terms are not substantially different, the renegotiation or modification does not result in de-recognition, and the Company recalculates the gross carrying amount based on the revised cash flows of the financial asset and recognizes a modification gain or loss in the statement of profit or loss. The new gross carrying amount is recalculated by discounting the modified cash flows at the original effective interest rate (or credit-adjusted effective interest rate for purchased or originated credit-impaired financial assets).

The following table discloses information on loans and advances that were modified but not derecognised during the year, for which the provision for doubtful debts was measured at a lifetime ECL at the beginning of the year and at the end of the year had changed to 12- months ECL.

Amounts in ` crores

31-Mar-18Post modification Pre-modification

Gross carrying amount

Corresponding ECL

Gross carrying amount

Corresponding ECL

Facilities downgraded to stage 3 289.92 28.99 302.99 3.45

Loans and investment debt securities that are past due but not impaired As per the policy of the Company, loans which are past due for more than 3 months or based on qualitative factors as

mentioned above are considered as credit impaired. Thus, the Company does not have any assets which are past due for more than 3 months but not impaired.

Concentration of credit risk The Company operates in a single sector i.e., wholesale lending to Real Estate developers in India. An analysis of

concentration of credit risk from loans and investments securities is shown below. Amounts in ` crores

As at March 31, 2019

LoansInvestment in

securities

Carrying amount 7,047.73 31.95Concentration by sectorCorporate:

Commercial Real estate 7,047.73 31.95 7,047.73 31.95

Concentration by locationIndia:Bengaluru 925.83 -Chennai 536.34 -Gurugram 770.48 31.95Hyderabad 809.15 -Mumbai 2,547.28 -Noida 728.17 -Pune 730.48 -

7,047.73 31.95

Offsetting financial assets and financial liabilities The disclosures set out in the following tables include financial assets and financial liabilities that:

- are offset in the Company's statement of financial position; or

- are subject to an enforceable master netting arrangement or similar agreement that covers similar financial instruments, irrespective of whether they are offset in the statement of financial position

Financial assets subject to offsetting, enforceable master netting arrangements and similar agreements.

There are no financial assets subject to offsetting as at March 31, 2019.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 33(b) - Liquidity riskLiquidity risk is the risk that the Company will encounter difficulty in meeting the obligations associated with its financial liabilities that are settled by delivering cash or another financial asset.

The Company manages its liquidity based on a framework comprising of four pillars:

• Quantity: to maintain enough cash balance to meet its obligations;

• Quality: to ensure diversity in lenders, instruments and, also, ensure optimal maturity profile on contractual as well as residual basis;

• Efficiency: to aim for and achieve superior credit ratings and ensure rigor in negotiation with counter parties to optimize cost of borrowing as well as to improve the covenants;

• Contingency: to plan for and monitor stress conditions.

i) Financing arrangements The company has access to the following cancellable undrawn borrowing facilities at the end of the reporting period:

Amounts in ` crores

Particulars As at March 31, 2019

Overdraft facilities with banks 24.00Term loan 150.00Non convertible debentures 97.00Working capital demand loan 225.00Total 496.00

ii) Exposure to liquidity risk ALCO has determined a list of financial covenants and ratios to be monitored regularly by the Treasury team. The key

measure used by the Company for managing liquidity risk is on debt-equity and security coverage ratio. These ratios assist the ALCO to determine if the Company is compliant with the RBI prescribed guidelines and are indicators of liquidity profile of the Company. Liquid assets includes cash and cash equivalents and liquid mutual funds.

The following are the remaining contractual maturities of financial assets and liabilities at the reporting date. The amounts are gross and undiscounted, and include estimated interest payments and exclude the impact of netting agreements.

Amounts in ` crores

As at March 31, 2019Contractual cash flows

Carrying amount

Gross nominal inflow/outflow

2 months or less

2-12 months 1-2 years 2-5 yearsMore than

5 years

Non-derivative financial liabilitiesTrade payables 7.40 7.40 7.40 - - - -Working capital finances 100.82 100.82 75.00 25.82 - - -Term loans 2,858.28 3,390.67 122.72 1,251.90 970.12 925.94 119.99Debt securities issued 2,359.85 2,814.00 313.47 593.69 950.88 955.96 -Other financial liabilities 38.43 38.43 38.43 - - - -

Non-derivative financial assetsCash and cash equivalents 783.51 783.51 783.51 - - - -Balance with bank other than cash & cash equivalents

493.90 493.90 - 493.90 - - -

Trade & other receivables 2.69 2.69 2.69 - - - -Loans and advances to Companies 6,905.73 9,950.63 225.47 1,806.22 2,418.30 5,181.36 319.28Investments 31.95 31.95 - - - 31.95 -Other financial assets 3.00 3.00 - 0.40 - 2.60 -

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

The amounts in the table above have been compiled as follows:

Type of financial instrument Basis on which amounts are compiled

Non-derivative financial liabilities and financial assets Undiscounted cash flows, which include estimated interest payments and receipts

As part of the management of liquidity risk arising from financial liabilities, the Company holds liquid assets comprising cash and cash equivalents, deposits with banks and investments in liquid mutual funds, which can be readily realized to meet liquidity requirements. In addition, the Company maintains agreed lines of credit with Banks (Cancellable at the discretion of lenders).

The following table sets out the carrying amounts of financial assets and financial liabilities expected to be recovered or settled more than 12 months after the reporting date.

Amounts in ` crores

As at March 31, 2019

Financial assetsLoans and advances to Companies 5,907.55

Financial liabilitiesBorrowings 1,727.61Debt securities 1,616.17

The following table sets out the availability of the Company's financial assets to support future funding

Amounts in ` crores

As at March 31, 2019Encumbered Unencumbered

TotalPledged as collateral

OtherAvailable as

collateralOther

Balance with banks in current accounts 224.58 - 271.30 - 495.88Fixed deposits - - 781.53 - 781.53Loans 7,047.73 - - - 7,047.73Investments - - 31.95 - 31.95Other financial assets - - 6.40 - 6.40Non-financial assets - - 10.34 - 10.34Total assets 7,272.31 - 1,101.52 - 8,373.83

Note 33(c) - Interest rate riskInterest rate risk arises from sensitivity of its borrowings cost and assets yield to change in interest rate benchmarks at which contracts are linked. The Company monitors the impact of movement in benchmark rates on its balance sheet profile. Further, the Company reviews and where required set suitable limits for interest rate mismatches to maintain the interest rate risk within the required thresholds.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Exposure to interest rate riskThe interest rate profile of the Company's interest-bearing financial instruments are as follows.

The exposure of the Company’s borrowing to fair value changes at the end of the reporting period are as follows:

Amounts in ` crores

Gross carrying value

As at March 31, 2019

Fixed-rate instrumentsFinancial assets 7,047.73Financial liabilities 2,309.39

Fair value sensitivity analysis for fixed-rate instrumentsThe Company does not account for any fixed-rate financial assets (except one financial asset, sensitivity of the same is given under Note 32(b)(i) or financial liabilities at fair value through profit or loss. Therefore, a change in interest rates at the reporting date would not affect profit or loss.

Cash flow sensitivity analysis for variable-rate instrumentsA reasonably possible change of 50 basis points in interest rates at the reporting date would have increased (decreased) equity and profit or loss by the amounts shown below. This analysis assumes that all other variables remain constant.

Profit or loss* (Pre tax impact) Equity (pre tax impact)

50 bp increase 50 bp decrease 50 bp increase 50 bp decrease

March 31, 2019Variable-rate instruments1 (12.16) 12.16 (12.16) 12.16Total (12.16) 12.16 (12.16) 12.16

* Holding all other variables constant1 Variable rate instrument includes all loans where rates are linked to external benchmark such as MCLR, market linked etc.

Maturity analysisThe below table presents the maturity profile of key financial assets and liabilities of the Company by their residual contractual maturity as of the dates presented:

Amounts in ` crores

As at March 31, 2019 Upto 1 year > 1 year Total

Cash and cash equivalents 783.51 - 783.51Balance with bank other than cash & cash equivalents 493.90 - 493.90Trade & other receivables 2.69 - 2.69Advances 2,031.69 7,918.95 9,950.64Investments - 31.95 31.95Other financial assets 0.40 2.60 3.00Trade payables 7.40 - 7.40Borrowings 1,475.44 2,016.05 3,491.49Debt securities 907.16 1,906.84 2,814.00Other financial liabilities 38.43 - 38.43Financial guarantees - - -Undrawn commitments 496.00 - 496.00

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 34 - Capital ManagementThe Company’s objectives when managing capital are to maintain an optimal capital structure to reduce the cost of capital and continue to provide returns for stakeholders.

The Company monitors capital on the basis of debt equity ratio which is measured as net debt (total borrowings net of cash and cash equivalents) divided by total ‘equity’ (as shown in the balance sheet).

Net debt to equity ratio:Amounts in ` crores

Particulars As at March 31, 2019

Gross Debt 5,318.95Less: Cash and cash equivalents (783.51)Net debt 4,535.44Total Equity 3,030.16Net debt to equity ratio 1.50

Regulatory Capitali) Capital to Risk Asset Ratio

Amounts in ` crores

Particulars31-Mar-19

As per IND AS

i) CRAR (%) 43.24%ii) CRAR – Tier I Capital (%) 41.99%iii) CRAR – Tier II Capital (%) 1.25%iv) Amount of subordinated debt raised as Tier-II capital -v) Amount raised by issue of Perpetual Debt Instruments -

Note 35 - Segment informationThe Company’s Chief executive officer (CEO) and Chief operating officer (COO) have been identified as the Chief Operating Decision Maker. The CODM examines the Company’s performance on an overall level. The Company has only one reportable segment i.e. 'wholesale financing' in real estate. The company does not have any operations outside India and hence there are no reportable geographical segments.

The segment revenue, segment results, total carrying value of segment assets and segment liabilities, total costs incurred to acquire segment assets, total amount of charge of depreciation during the period are all reflected in the Financial Statements. No single customer contributes more than 10% of the total revenue earned during the year.

Note 36 - Employee benefit obligationsa) Defined contribution plans The Company has recognised the following amounts in the statement of profit and loss towards contribution to defined

benefit gratuity plan:Amounts in ` crores

Particulars Year ended March 31, 2019

Current service cost 0.34Net interest cost 0.12

b) Defined benefit plans The Company has a unfunded defined benefit gratuity plan in India (unfunded). The Company’s defined benefit gratuity

plan is a final salary plan for India employees, which requires contributions to be made to a separately administered fund. The gratuity plan is governed by the Payment of Gratuity Act, 1972. Under the act, employee who has completed five years of service is entitled to specific benefit. The level of benefits provided depends on the member’s length of service and salary at retirement age.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

The following tables summarise the components of net benefit expense recognised in the statement of profit or loss and the funded status and amounts recognised in the balance sheet for the respective plans:

i) Balance SheetAmounts in ` crores

Present value of obligation

Fair value of plan assets

Net amount

As at March 31, 2018 1.47 - 1.47Current service cost 0.34 - 0.34Interest expense/(income) 0.12 - 0.12Acturial loss / (gain) arising from change in financial assumptions 0.48 - 0.48Acturial loss / (gain) arising from change in demographic assumptions 0.33 0.33Acturial loss / (gain) arising on account of experience changes (0.02) - (0.02)Benefit payments (0.66) - (0.66)As at March 31, 2019 2.06 - 2.06

Amounts in ` crores

Particulars As at March 31, 2019

Present value of plan liabilities 2.06Plan liability net of plan assets 2.06

ii) Statement of Profit and LossAmounts in ` crores

Particulars Year ended March 31, 2019

Employee Benefit Expenses:Current service cost 0.34Finance cost 0.12Net impact on the profit before tax 0.46

Remeasurement of the net defined benefit liability:Actuarial gains/(losses) arising from changes in demographic assumptions 0.33Actuarial gains/(losses) arising from changes in financial assumptions 0.48Actuarial gains/(losses) arising from changes in experience (0.02)Net impact on the other comprehensive income before tax 0.79

iii) Actuarial assumptions With the objective of presenting the plan assets and plan liabilities of the defined benefits plans and post retirement

medical benefits at their fair value on the balance sheet, assumptions under Ind AS 19 are set by reference to market conditions at the valuation date.

Amounts in ` crores

Particulars As at March 31, 2019

Discount rate 7.48%Attrition rate 11.78%Salary escalation rate* 9.10%

* takes into account the inflation, seniority, promotions and other relevant factors

iv) Demographic assumptions Mortality rate during employment: Indian Assured Lives Mortality (2006-08)

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

v) SensitivityAmounts in ` crores

As at March 31, 2019

Impact on defined benefit

obligation

31-Mar-19

Delta effect of +1% change in rate of discounting (0.13)Delta effect of -1% change in rate of discounting 0.15Delta effect of +1% change in rate of salary increase 0.14Delta effect of -1% change in rate of salary increase (0.13)Delta effect of +1% change in rate of employee turnover (0.01)Delta effect of -1% change in rate of employee turnover 0.02

The above sensitivity analyses are based on a change in an assumption while holding all other assumptions constant. In practice, this is unlikely to occur, and changes in some of the assumptions may be correlated. When calculating the sensitivity of the defined benefit obligation to significant actuarial assumptions the same method (present value of the defined benefit obligation calculated with the projected unit credit method at the end of the reporting period) has been applied as when calculating the defined benefit liability recognised in the balance sheet.

The methods and types of assumptions used in preparing the sensitivity analysis did not change compared to the prior period.

vi) Maturity The defined benefit obligations shall mature after year end as follows:

Amounts in ` crores

Particulars As at March 31, 2019

1st Following Year 0.222nd Following Year 0.223rd Following Year 0.214th Following Year 0.205th Following Year 0.19Sum of years 6 to 10 0.88Sum of years 11 and above 1.97

The weighted average duration of the defined benefit obligation is 8 years

Note 37 - Employee share based paymentsa) Employee stock option scheme (equity settled) The Company provides share-based payment schemes to its employees. During the year ended March 31, 2019, an

employee stock option plan (ESOP) was in existence. The relevant details of the scheme and the grant are as below.

The board of directors approved the Equity settled Altico Stock based Incentive plan (Scheme 2015) for issue of stock options to the eligible employees of the Company. According to the Scheme, the employee selected by the remuneration committee from time to time will be entitled to stock options, subject to satisfaction of the prescribed vesting conditions per below:

Year Year wise vesting

1 10%2 15%3 20%4 25%5 30%

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

The contractual life (comprising the vesting period and the exercise period) of options granted is 20 years as per the Scheme. The other relevant terms of the grant are as below:

b) Details of scheme of Employee Stock Option Plans are as under :Amounts in ` crores

Branch details No. of options Date of GrantPrice of Underlying Stock

(`)Exercise Price

(`)

I 29,62,855 01-Jul-15 39.5 39.5II 12,42,033 28-Oct-15 43.0 43.0III 44,26,199 16-Nov-15 43.0 43.0IV 7,18,766 08-Mar-16 47.5 47.5V 11,98,699 23-Mar-16 47.5 47.5VI 33,55,771 01-Apr-17 62.6 62.6VII 11,98,699 21-Nov-17 69.9 69.9VIII 47,13,961 05-Apr-18 74.1 74.1IX 3,59,610 01-Oct-18 63.8 63.8

Set out below is a summary of options granted under the plan:Amounts in ` crores

ParticularsYear ended March 31, 2019

Average exercise price (`)

Number of options

Outstanding at the beginning of the year 49.69 1,45,63,609Granted during the year 73.37 50,73,571Exercised during the year - -Forfeited during the year - -Lapsed/expired during the year 54.8 (20,46,367)Outstanding at the end of the year 55.93 1,75,90,813

Share options outstanding at the end of the year have the following expiry date and exercise prices:Amounts in ` crores

Grant date Expiry date Exercise price Outstanding as at March 31, 2019

01-Jul-15 23-Sep-19 39.5 20,54,50628-Oct-15 23-Sep-19 43.0 7,76,27116-Nov-15 23-Sep-19 43.0 44,26,19908-Mar-16 23-Sep-19 47.5 5,87,45323-Mar-16 23-Sep-19 47.5 11,98,69901-Apr-17 23-Sep-19 62.6 26,60,60821-Nov-17 23-Sep-19 69.9 11,98,69905-Apr-18 23-Sep-19 74.1 43,28,76701-Oct-18 23-Sep-19 63.8 3,59,610Total 1,75,90,812

Weighted average remaining contractual life of options outstanding at end of period (in years) 0.5

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

c) Fair value of options granted The fair value at grant date is determined using the Black Scholes Model which takes into account the exercise price,

the term of the option, the share price at grant date and expected price volatility of the underlying share, the expected dividend yield and the risk free interest rate for the term of the option.

The options granted for no consideration and will vest upon the completion of service condition as specified in scheme in graded manner. Vested options are exercisable for the period of five years after the vesting.

The model inputs for options granted during the year ended March 31, 2019 included:Amounts in ` crores

Assumptions / Tranches Expected - Weighted average volatility

Expected term (In years)

Risk free rate Exercise price Grant date

I 0.47 - 0.48 2.50 - 4.25 8.04% - 8.12% 39.5 01-Jul-15II 0.47 - 0.48 2.50 - 4.00 7.67% - 7.75% 43.0 28-Oct-15III 0.46 - 0.47 2.50 - 4.00 7.63% - 7.80% 43.0 16-Nov-15IV 0.46 - 0.47 2.25 - 3.50 7.57% - 7.75% 47.5 08-Mar-16V 0.46 - 0.47 2.25 - 3.50 7.51% - 7.66% 47.5 23-Mar-16VI 0.42 - 0.43 1.75 - 2.50 6.54% - 6.62% 62.6 01-Apr-17VII 0.42 - 0.43 1.50 - 2.00 6.46% - 6.60% 69.9 21-Nov-17VIII 0.38 - 0.40 1.25 - 1.50 6.68% - 6.75% 74.1 05-Apr-18IX 0.45 0.98 7.10% 63.8 01-Oct-18

The expected price volatility is based on the historic volatility (based on the remaining life of the options), adjusted for any expected changes to future volatility.

d) Expense arising from share-based payment transactions Total expenses arising from share-based payment transactions recognised in profit or loss as part of employee benefit

expense were as follows:Amounts in ` crores

Particulars Year ended March 31, 2019

Employee stock option scheme (equity settled) 10.74Total 10.74

Note 38 - Related party transactionsA. List of Related Parties and their relationship:

i) Holding Company India Credit Pte Limited (ICPL)ii) Key Management Personnel Sanjay Grewal - Chief Executive Officer

Dhruv Jain- Chief Financial OfficerBinoy K Parikh – Company Secretary

iii) Associate Clearwater Investment Advisors India Private Limited ("CIAIPL")

iv) Chairman & Independent Non-Executive Director Naina Lal Kidwaiv) Independent Non-Executive Director Stephen Marzo

Rahul Merchantvi) Non-Executive Director Sanjay Grewal

Amit PachisiaSubhashree DuttaSanjeev Agrawal (Additional Director)

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

B. Other related parties with whom transactions have taken place during the year:

i) Entity within common control ACRE - 81 TrustAlchemist -XXXXIX Trust

C. Balances as at year end with related parties:Amounts in ` crores

Particulars As at March 31, 2019

Payables to directors:Naina Lal Kidwai - Rahul Merchant - Stephen Marzo 0.15

Due from Associate companyCIAIPL -

Investment in Security ReceiptsACRE - 81 Trust 16.65 Alchemist -XXXXIX Trust 15.30

Amounts in ` crores

D. Transaction during the year with related parties: Year ended March 31, 2019

Professional feesNaina Lal Kidwai -Rahul Merchant -Stephen Marzo -

CommissionNaina Lal Kidwai 1.49Rahul Merchant 1.02Stephen Marzo 0.83

Consultancy feesStephen Marzo 0.46Sitting feesNaina Lal Kidwai 0.14Rahul Merchant 0.11Stephen Marzo 0.37

Reimbursement of expensesNaina Lal Kidwai 0.02Rahul Merchant 0.05Stephen Marzo 0.29Total 4.78

Recovery of expensesCIAIPL -Total -

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Amounts in ` crores

D. Transaction during the year with related parties: Year ended March 31, 2019

Rights issue (ICPL)Equity share capital 54.90Securities premium 302.51Total 357.41

Consideration received on assignment of loansACRE - 81 Trust 185.00Alchemist -XXXXIX Trust 252.00Total 437.00

Subscription of Security ReceiptsACRE - 81 Trust 16.65Alchemist -XXXXIX Trust 15.30Total 31.95

Amounts in ` crores

E. Remuneration to Key Management Personnel:Year ended March 31, 2019

TotalSalaries and Wages

Post-employment benefits

Share based payments

Sanjay Grewal - Chief Executive Officer 6.51 0.38 2.01 8.90Dhruv Jain- Chief Financial Officer 2.22 0.16 0.59 2.97Binoy K Parikh – Company Secretary 0.68 0.04 0.19 0.91Total 9.41 0.58 2.79 12.78

Note 39 - Contingent liability and CommitmentsThe Company has no contingent liabilities as at March 31, 2019.

The Supreme Court of India in its judgement in the case of THE REGIONAL PROVIDENT FUND COMMISSIONER (II) WEST BENGAL v/s VIVEKANANDA VIDYAMANDIR AND OTHERS on February 28, 2019 has clarified that any emolument paid universally, necessarily and ordinarily to all employees across the board is to be considered as basic wage and accordingly needs to be considered for calculation of Provident Fund contribution upto ` 15,000 pm. As per the Company’s current estimation this change does not have an impact on the financial position as at March 31, 2019. The Company would record any effect in its Financial Statements, in the period in which it receives additional clarity on the said subject.

The Company has no commitments as at March 31, 2019. In Company’s view, owing to agreement with parties, the undrawn sanction limits are cancellable at Company’s discretion and are not considered to be binding on the Company.

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Notes to the Consolidated Financial Statements for the year ended March 31, 2019

Note 40Additional information required by Schedule III to the Companies Act, 2013 for the year ended March 31, 2019

Amounts in ` crores

Name of the entity in the group

Net assets (Total assets minus total liabilities)

Share in profit/(loss)Share in comprehensive

incomeShare in total

comprehensive income

As a % of consolidated

net assetsAmount

As a % of consolidated

net profitAmount

As a % of consolidated

comprehensive income

Amount

As a % of consolidated

total comprehensive

income

Amount

Parent:Altico Capital India Limited - Standalone

100.00% 3,030.19 100.02% 147.26 100.00% (0.52) 100.02% 146.74

Subsidiary:Altico Housing Finance India Limited 0.00% (0.03) (0.02%) (0.03) 0.00% - (0.02%) (0.03)Total 100.00% 3,030.16 100.00% 147.23 100.00% (0.52) 100.00% 146.71

The accompanying notes are an integral part of the financial statements.

As per our report of even date.

For Price Waterhouse Chartered Accountants LLP For and on behalf of the Board of Directors ofFirm Registration Number: 012754N/N500016 Altico Capital India Limited

(Formerly known as Altico Capital India Private Limited)

Sharad Vasant Naina Lal Kidwai Stephen J. Marzo Sanjay Grewal Partner Chairman & Non-Executive Director Director Chief Executive Officer Membership No.: 101119 DIN: 00017806 DIN: 01443338

Dhruv Jain Binoy K. ParikhChief Financial Officer Company Secretary

Place: Mumbai Place: Mumbai Place: Mumbai Place: Mumbai Date: May 11, 2019 Date: May 9, 2019 Date: May 9, 2019 Date: May 9, 2019